atos20190327_8k.htm
false 0001488039 0001488039 2021-11-15 2021-11-15
 
 
UNITED STATES SECURITIES AND EXCHANGE COMMISSION 
WASHINGTON, D.C. 20549 
FORM 8-K 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
Date of Report (Date of Earliest Event Reported): November 15, 2021
 
Atossa Therapeutics, Inc. 
(Exact name of registrant as specified in its charter)
 
 
 
 
 
 
 
 
 
 
Delaware
 
001-35610
 
26-4753208
  
 
  
 
 
(State or other jurisdiction of
incorporation)
 
(Commission File Number)
 
(I.R.S. Employer
Identification No.)
 
 
 
 
 
 
107 Spring Street
Seattle, Washington
 
 
98104
  
 
 
(Address of principal executive offices)
 
(Zip Code)
 
Registrant’s telephone number, including area code: (206325-6086
 
Not Applicable
Former name or former address, if changed since last report
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
 
Emerging growth company 
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
 
 
 
Securities registered pursuance to Section 12(b) of the Act:
Title of each class
Trading symbol(s)
Name of each exchange on which registered
Common Stock, $0.18 par value
ATOS
The Nasdaq Capital Market 
 
 
 

 
 
 
Item 2.02. Results of Operations and Financial Condition.
 
On November 15, 2021, Atossa Therapeutics, Inc. (the “Company”) issued a press release announcing the quarter ended September 30, 2021 financial results and a Company update. A copy of the press release is attached as Exhibit 99.1 to this current report and is incorporated herein by reference.
 
The information in Items 2.02 and 9.01 of this report, including Exhibit 99.1 attached hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained herein and in the accompanying exhibit shall not be incorporated by reference into any filing with the U.S. Securities and Exchange Commission made by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
 
Item 9.01. Financial Statements and Exhibits.
 
(d) Exhibits
 
 
 
Exhibit No.
 
Description
 
104
 
Cover page Interactive Data File (embedded within the Inline XBRL document)
* * *
 
 
 

 
 
 
SIGNATURES 
 
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
 
 
 
Date: November 15, 2021
Atossa Therapeutics, Inc.
 
 
 
By:  
/s/ Kyle Guse 
 
 
 
Kyle Guse
 
 
 
Chief Financial Officer, General Counsel and Secretary 
 
 
 
ex_307041.htm

Exhibit 99.1

 

 

 

Atossa Therapeutics Announces Third Quarter 2021 Financial Results and

Provides Corporate Update

 

SEATTLE, November 15, 2021 (GLOBE NEWSWIRE) -- Atossa Therapeutics, Inc. (Nasdaq: ATOS), a clinical-stage biopharmaceutical company seeking to develop innovative proprietary medicines in oncology and infectious disease with a current focus on breast cancer and COVID-19, today announces financial results for the fiscal quarter ended September 30, 2021, and provides an update on recent company developments.

 

Key developments from Q3 2021 and to date include:

 

 

Began to enroll participants in its clinical study of AT-H201 in Australia. The nebulized formulation, AT-H201, is being developed as an inhalation therapy for moderately to severely ill hospitalized COVID-19 patients and for “long-haul” patients with post-infection pulmonary disease.

 

 

Received authorization from Swedish regulators to initiate a Phase 2 clinical study of Endoxifen to assess safety and pharmacodynamics in women with mammographic breast density (MBD).

 

 

Scheduled a pre-IND meeting with the U.S. FDA to obtain input on the potential clinical and regulatory pathway for use of Atossa’s Endoxifen to treat breast cancer patients in the neoadjuvant (sometimes called “window of opportunity”) setting. The meeting is currently scheduled for December 2021.

 

“Our progress in both the Endoxifen and COVID-19 programs, with our initiation of our trial in Australia for AT-H201, and our receipt of regulatory authorization in Sweden to commence an Endoxifen Phase 2 trial, have been key recent milestones, positioning us to move both of these programs forward and take the next steps toward developing therapies in urgent unmet patient needs,” said Dr. Steven Quay, Atossa’s President and Chief Executive Officer.

 

“Further, our strong balance sheet will continue to facilitate our development plans as we not only execute on these trials but also explore additional options that could create significant shareholder value,” concluded Dr. Quay.

 

Quarter Ended September 30, 2021, Financial Results 

 

For the quarter ended September 30, 2021, Atossa has no source of sustainable revenue and no associated cost of revenue.

 

As of September 30, 2021, the Company had cash, cash equivalents and restricted cash of approximately $140 million.

 

Operating Expenses: Total operating expenses were approximately $5,159,000 and $15,693,000 for the three and nine months ended September 30, 2021, respectively, consisting of research and development ("R&D") expenses of approximately $2,206,000 and $7,383,000 respectively, and general and administrative ("G&A") expenses of approximately $2,952,000 and $8,310,000, respectively. Total operating expenses were approximately $3,509,000 and $10,382,000, respectively for the three and nine month ended September 30, 2020, and consisted of R&D expenses of approximately $1,659,000 and $4,251,000, respectively, and G&A expenses of approximately $1,850,000 and $6,131,000 respectively. Total operating expenses for the three and nine months ended September 30, 2021 as compared to the same period in 2020 increased approximately $1,650,000 and $5,311,000 or 47% and 51%, respectively. The basis for the increased operating expenses in 2021 is explained below.

 

Research and Development Expenses: R&D expenses for the three months ended September 30, 2021, were approximately $2,206,000, an increase of approximately $547,000 or 33% from total R&D expenses for the three months ended September 30, 2020, of approximately $1,659,000. The increase of approximately $547,000 for the three month period is attributed to an increase in clinical trial expense of approximately $81,000, an increase in compensation of approximately $380,000 driven by non-cash stock-based compensation and an increase in R&D professional fees of approximately $82,000. R&D expenses for the nine months ended September 30, 2021, were approximately $7,383,000, an increase of approximately $3,132,000 or 74% from total R&D expenses for the nine months ended September 30, 2020, of approximately $4,251,000. The increase in R&D expense for the nine months ended September 30, 2021, is attributed primarily to an increase in clinical trial expense of approximately $1,390,000 and an increase in compensation of approximately $591,000 due primarily to non-cash stock-based compensation and the addition of two employees, as compared to the same period in 2020. Also included in R&D expenses is an increase of $1,000,000 attributable to a one-time fee we paid in June 2021 to a U.S. leading research institution for the exclusive right to negotiate for the acquisition of the world-wide rights to two oncology R&D programs. Those negotiations are ongoing, and no assurance can be given that they will lead to a definitive agreement. We expect our R&D expenses to continue to increase through 2021 as we have commenced a clinical study of AT-H201, complete studies of AT-301, launch a Phase 2 clinical trial of Endoxifen in women with high breast density, and continue the development of other indications and therapeutics.

 

General and Administrative Expenses: G&A expenses were approximately $2,952,000 for the three months ended September 30, 2021, an increase of approximately $1,102,000, or 60% from the total G&A expenses for the three months ended September 30, 2020, of approximately $1,850,000. The increase of approximately $1,102,000 for the three-month period is attributed to an increase in insurance costs of approximately $192,000 due to additional COVID-19 clinical trials and an increase in compensation of approximately $900,000 due primarily to non-cash stock-based compensation. G&A expenses for the nine months ended September 30, 2021, were approximately $8,310,000, an increase of approximately $2,179,000 or 36% from total G&A expenses for the nine months ended September 30, 2020, of approximately $6,131,000. The increase in G&A expenses for the nine months ended September 30, 2021, is attributed to an increase in insurance costs of approximately $578,000 due to the addition of the COVID-19 clinical trials, professional fees of approximately $742,000 due primarily to increased proxy costs and increased compensation of approximately $1,070,000 resulting primarily from increased headcount and increased non-cash stock-based compensation, offset by a reduction in legal fees of approximately $343,000 compared to the same period in 2020. G&A expenses consist primarily of personnel and related benefit costs, facilities, professional services, insurance, and public company related expenses. 

 

About Atossa Therapeutics

 

Atossa Therapeutics, Inc. is a clinical-stage biopharmaceutical company seeking to discover and develop innovative medicines in oncology and infectious diseases with a current focus on breast cancer and COVID-19. For more information, please visit www.atossatherapeutics.com.

 

Forward-Looking Statements

 

Forward-looking statements in this press release, which Atossa undertakes no obligation to update, are subject to risks and uncertainties that may cause actual results to differ materially from the anticipated or estimated future results, including the risks and uncertainties associated with any variation between interim and final clinical results, actions and inactions by the FDA, the outcome or timing of regulatory approvals needed by Atossa including those needed to commence studies of AT-H201, AT-301 and Endoxifen, lower than anticipated rate of patient enrollment, estimated market size of drugs under development, the safety and efficacy of Atossa’s products, performance of clinical research organizations and investigators, obstacles resulting from proprietary rights held by others such as patent rights, whether reduction in Ki-67 or any other result from a neoadjuvant study is an approvable endpoint for oral Endoxifen, and other risks detailed from time to time in Atossa’s filings with the Securities and Exchange Commission, including without limitation its periodic reports on Form 10-K and 10-Q, each as amended and supplemented from time to time.

 

Company Contact:
Atossa Therapeutics, Inc.
Kyle Guse CFO and General Counsel
Office: (866) 893-4927
kyle.guse@atossainc.com

 

Investor Relations Contact:
Core IR

Office: (516) 222-2560

ir@atossainc.com

 

Source: Atossa Therapeutics, Inc.

 

 

 

 

 

 

 

 

ATOSSA THERAPEUTICS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

 

                 
   

As of September 30, 2021

   

As of December 31,

 

Assets

 

(Unaudited)

   

2020

 

Current assets

               

Cash and cash equivalents

 

$

140,040,955

   

$

39,553,671

 

Restricted cash

   

110,000

     

110,000

 

Prepaid expenses

   

1,883,197

     

1,813,902

 

Research and development tax rebate receivable

   

934,672

     

634,940

 

Other current assets

   

18,060

     

657,662

 

Total current assets

   

142,986,884

     

42,770,175

 
                 

Furniture and equipment, net

   

22,138

     

20,632

 

Intangible assets, net

   

-

     

13,375

 

Right-of-use asset

   

1,217

     

18,053

 

Other assets

   

13,408

     

17,218

 

Total Assets

 

$

143,023,647

   

$

42,839,453

 
                 

Liabilities and Stockholders' Equity

               

Current liabilities

               

Accounts payable

 

$

667,988

   

$

1,588,613

 

Accrued expenses

   

75,695

     

93,367

 

Payroll liabilities

   

912,670

     

963,665

 

Common stock warrant liability

   

-

     

13,003,075

 

Lease liability

   

1,217

     

18,053

 

Other current liabilities

   

18,251

     

4,748

 

Total current liabilities

   

1,675,821

     

15,671,521

 
                 

Total Liabilities

   

1,675,821

     

15,671,521

 
                 
Commitments and contingencies                
                 

Stockholders' equity

               

Preferred stock - $0.001 par value; 10,000,000 shares authorized; 584 and 621 shares issued and outstanding as of September 30, 2021 and December 31, 2020, respectively

   

1

     

1

 

Additional paid-in capital - Series B convertible preferred stock

   

583,999

     

620,999

 

Common stock - $0.18 par value; 175,000,000 shares authorized; 126,623,541 and 47,548,835 shares issued and outstanding as of September 30, 2021 and December 31, 2020, respectively

   

22,792,225

     

8,558,778

 

Additional paid-in capital

   

242,373,694

     

129,887,146

 

Accumulated deficit

   

(124,402,093

)

   

(111,898,992

)

Total Stockholders' Equity

   

141,347,826

     

27,167,932

 

Total Liabilities and Stockholders' Equity

 

$

143,023,647

   

$

42,839,453

 

 

 

 

 

 

 

 

 

 

ATOSSA THERAPEUTICS, INC. 

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

 

   

For the Three Months Ended September 30,

   

For the Nine Months Ended September 30,

 
                                 
   

2021

   

2020

   

2021

   

2020

 

Operating expenses

                               

Research and development

 

$

2,206,158

   

$

1,659,075

   

$

7,383,281

   

$

4,250,934

 

General and administrative

   

2,952,436

     

1,849,741

     

8,309,807

     

6,130,698

 

Total operating expenses

   

5,158,594

     

3,508,816

     

15,693,088

     

10,381,632

 

Operating loss

   

(5,158,594

)

   

(3,508,816

)

   

(15,693,088

)

   

(10,381,632

)

Other income (expense), net

   

(38,551

)

   

17,745

     

(81,374

)

   

36,999

 

Loss before income taxes

   

(5,197,145

)

   

(3,491,071

)

   

(15,774,462

)

   

(10,344,633

)

Income taxes

   

-

     

-

     

-

     

-

 

Net loss

 

$

(5,197,145

)

 

$

(3,491,071

)

 

$

(15,774,462

)

 

$

(10,344,633

)

Loss per common share - basic and diluted

 

$

(0.04

)

 

$

(0.34

)

 

$

(0.14

)

 

$

(1.09

)

Weighted average shares outstanding - basic and diluted

   

126,537,544

     

10,162,770

     

113,689,961

     

9,496,222