You should read the following discussion and analysis of our financial condition and results of operations together with our unaudited condensed consolidated financial statements and related notes included elsewhere in this Quarterly Report on Form 10-Q, as well as our audited consolidated financial statements and related notes as disclosed in our Annual Report on Form 10-K, dated December 31, 2021, filed with the Securities and Exchange Commission ("SEC") on February 28, 2022. This discussion contains forward-looking statements based upon current plans, expectations and beliefs involving risks and uncertainties. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of various factors, including those set forth in Part II, Item 1A, "Risk Factors" and other factors set forth in other parts of this Quarterly Report on Form 10-Q.

Overview

We are a clinical stage biopharmaceutical company focused on discovering, developing and commercializing antiviral therapeutics to improve the lives of patients suffering from severe viral infections. Leveraging our deep understanding of antiviral drug development, nucleos(t)ide biology, and medicinal chemistry, we have built a proprietary purine nucleos(t)ide prodrug platform to develop novel product candidates to treat single stranded ribonucleic acid viruses, which are a prevalent cause of severe viral diseases. Currently, we are focused on the development of orally available, potent, and selective nucleos(t)ide prodrugs for difficult to treat, life-threatening viral infections, including SARS-CoV-2, the virus that causes COVID-19, dengue virus, chronic hepatitis C infection ("HCV"), and respiratory syncytial virus ("RSV").

COVID-19 - Bemnifosbuvir

Our most advanced product candidate for the treatment of COVID-19 is an investigational, novel, orally administered guanosine nucleotide analog polymerase inhibitor. Bemnifosbuvir has a unique dual mechanism of action at both the RNA-dependent RNA polymerase (RdRp) and NiRAN active sites on the highly conserved SARS-CoV-2 RNA polymerase.

Topline Efficacy Results from the MORNINGSKY Trial: In a topline analysis of data from the MORNINGSKY trial, the primary endpoint, time to symptom alleviation, was not achieved. However, a 71% reduction in hospitalization (2.9% versus 10%) was observed (p=0.047, unadjusted, exploratory) in the bemnifosbuvir arm (n=137) versus placebo (n=70). There were no deaths in the trial.

The study enrolled a broad patient population of whom approximately 50% were high risk; 50% were standard risk; 28% of patients were vaccinated; and 56% were seropositive at baseline. Consistent with previous studies, bemnifosbuvir was generally well tolerated. Adverse events leading to treatment discontinuation were 3% for bemnifosbuvir versus 7% for placebo and there were no gastrointestinal-related events leading to treatment discontinuation.

MORNINGSKY was a randomized, double-blind, multi-center, placebo-controlled Phase 3 trial designed to evaluate the antiviral activity, safety and pharmacokinetics of bemnifosbuvir in up to 1,400 patients randomized 2:1 to receive bemnifosbuvir 550 mg twice-daily (BID) or placebo in an outpatient setting. The study was closed out early in December 2021 having enrolled and treated 216 patients of which 207 were evaluable for efficacy. Atea plans to present the full results of this study at an upcoming scientific meeting.

Final Analysis from Phase 2 Hospitalized Study in High-Risk Patients with COVID-19: Final clinical efficacy results from the Phase 2 hospitalized study in high-risk patients with COVID-19 (n=83) suggest potential clinical benefits. The overall rate of disease progression was low, which had an impact on the ability to assess the primary endpoint of progression of respiratory insufficiency (PRI) rate, showing a 7.5% PRI rate for bemnifosbuvir versus a 10% PRI rate for placebo (primary endpoint). There were three deaths in the study, no deaths reported with patients treated with bemnifosbuvir versus three deaths with placebo (secondary endpoint).

Final virology results in 83 patients (secondary endpoint) were consistent with previously reported interim data of 62 evaluable patients from this study. Bemnifosbuvir was generally well tolerated with no drug related serious adverse events and no adverse events leading to treatment discontinuation were observed. The sample size evaluated was insufficient for statistical comparisons.

The global Phase 2 trial was a randomized, double-blind, placebo-controlled, multi-center study to evaluate bemnifosbuvir in patients with moderate COVID-19 in the hospital setting. The key inclusion criteria for this study were adult patients over 18 years and older with risk factors such as obesity, diabetes and hypertension. Study objectives were to assess safety, tolerability, and clinical and antiviral efficacy. Patients in Cohort A were



                                       13

--------------------------------------------------------------------------------

randomized within five days of symptom onset to receive either bemnifosbuvir 550 mg BID or placebo and were dosed for five days. An additional cohort evaluating bemnifosbuvir 1100 mg BID versus placebo enrolled a very small number of patients prior to closing out early due to the evolving nature of the standard of care in the hospital setting.

Next Steps for Bemnifosbuvir Clinical Development for COVID-19: In July 2022, we participated in an End-of-Phase 2 meeting with the FDA and met with the EMA Emergency Task force to review the current bemnifosbuvir data package, including the data from the MORNINGSKY trial. We expect to finalize a global late-stage clinical trial protocol for bemnifosbuvir for the treatment of mild-to-moderate COVID-19 in the near-term. We expect that the trial will evaluate bemnifosbuvir 550 mg BID for five days and will focus on high-risk patients, including those who are immunocompromised. We anticipate to enroll patients without regard to their vaccination status. Operational planning for this trial is currently underway with the goal of initiation during the fourth quarter of 2022.

As part of a multipronged approach against COVID-19, we are advancing an internal program focused on the discovery of second-generation protease inhibitors that have clinical profiles well suited for combination therapy with bemnifosbuvir. As part of this effort, our target profile is a protease inhibitor that is highly potent, has a good safety profile with limited drug-drug interactions and does not require a booster (e.g., ritonavir). The optimization of lead compounds is ongoing with a target of late 2022 for selection of a clinical candidate.

HCV - Bemnifosbuvir in combination with ruzasvir

For the treatment of chronic HCV infection, we are advancing a novel combination of bemnifosbuvir and ruzasvir, an investigational nonstructural protein 5A ("NS5A") inhibitor that we exclusively in-licensed from Merck in December 2021. As single agents, both bemnifosbuvir and ruzasvir have demonstrated potent pan-genotypic antiviral activity against HCV. We have recently completed a required preclinical toxicology study. We are currently manufacturing clinical trial supplies of ruzasvir and are finalizing a clinical trial design for a Phase 2 combination study of bemnifosbuvir and ruzasvir.

Dengue - AT-752

Dengue is a mosquito-borne viral infection that infects up to 400 million people worldwide a year, causing substantial public health and economic burden. Currently there are no antiviral therapies approved by either the U.S. Food and Drug Administration ("FDA") or the European Commission. To address this unmet medical need, we are developing AT-752, an oral, purine nucleotide prodrug product candidate for the treatment of dengue. AT-752 targets the inhibition of the dengue viral polymerase and, in preclinical studies, the drug candidate showed potent in vitro activity against all dengue serotypes tested, as well as potent in vivo antiviral activity in small animal models.

We have initiated the global Phase 2 DEFEND-2 (DEngue Fever END) study of AT-752 for the treatment of dengue. The randomized, double-blind, placebo-controlled study will evaluate multiple doses of AT-752 and enroll up to 60 adult patients infected with dengue. The primary objective of the study is to evaluate antiviral activity, with change from baseline in dengue virus (DENV) viral load as the primary endpoint [DENV RNA by reverse transcription-polymerase chain reaction (RT-PCR)].

In addition to the DEFEND-2 study, we have initiated a dengue human challenge trial. This trial, which is being conducted exclusively in the United States, is designed to evaluate the effect of AT-752 in healthy volunteers who are challenged with an attenuated DENV-1 virus strain after receiving AT-752 or placebo.

Roche collaboration

In October 2020, we entered into a License Agreement (the "Roche License Agreement") with F. Hoffmann-LaRoche Ltd. and Genentech, Inc. (together, "Roche") under which we granted an exclusive license for certain development and commercialization rights related to bemnifosbuvir outside of the United States (other than for certain HCV uses) to Roche. As partial consideration, Roche paid us an upfront payment of $350.0 million which was received in November 2020. Additionally, upon realization of a development milestone in June 2021, we received an additional $50.0 million from Roche.

In November 2021, we received notice from Roche that they had elected to terminate the Roche License Agreement in its entirety on a worldwide basis including Japan, with an effective date of February 10, 2022. In December 2021, we delivered to Roche notice that we intended to continue the development of bemnifosbuvir and we have been working with Roche to effect an orderly wind down of activities in accordance with the terms of



                                       14

--------------------------------------------------------------------------------

the Roche License Agreement. The obligations of Roche to equally share the costs associated with development activities terminated on February 10, 2022. We are now responsible for, and alone will bear the costs associated with the development of bemnifosbuvir. Additionally, we remain liable to Roche for certain expenses associated with transition related activities occurring after the effective date of the termination of the Roche License Agreement.

As a result of the termination of the Roche License Agreement, we have regained worldwide exclusive rights from Roche to research, develop, manufacture and commercialize bemnifosbuvir in all fields of use.

Financial Operations Overview

As of June 30, 2022, we had cash and cash equivalents of $684.5 million. Net cash used in operating activities was $78.2 million for the six months ended June 30, 2022.

We expect that our net cash used in operating activities will increase significantly as we advance our product candidates through preclinical and clinical development, seek regulatory approval, and prepare for and, if approved, proceed to commercialization; acquire, discover, validate and develop additional product candidates; obtain, maintain, protect and enforce our intellectual property portfolio; and hire additional personnel. In addition, we may incur additional costs as we continue to operate as a public company. We believe that our available cash and cash equivalents will be sufficient to fund our planned operations through at least 2025.

We do not have any products approved for sale and have not generated any product revenue since inception. We do not anticipate generating any revenue from product sales for the foreseeable future. Our ability to generate product revenue will depend on the successful development, regulatory approval and eventual commercialization of one or more of our product candidates. Until such time as we can generate significant revenue from product sales, if ever, we expect to finance our operations through private or public equity or debt financings, collaborative or other arrangements with corporate sources, or through other sources of financing. Adequate funding may not be available to us on acceptable terms, or at all. If we fail to raise capital or enter into such agreements as and when needed, we may have to significantly delay, scale back or discontinue the development and commercialization of our product candidates.

We plan to continue to use third-party service providers, including contract research organizations ("CROs") and contract manufacturing organizations ("CMOs"), to carry out our preclinical and clinical development and to manufacture and supply the materials to be used during the development and commercialization of our product candidates.

As we continue to advance our programs, we expect to incur significantly higher expenses over the next several years. We anticipate that our expenses will increase significantly in connection with our ongoing activities, as we:

continue clinical development of bemnifosbuvir for the treatment of COVID-19;

continue clinical development of AT-752 for the treatment of dengue;

initiate clinical development of bemnifosbuvir and ruzasvir for the treatment of HCV;

continue discovery and IND-enabling activities in anticipation of a nominating a product candidate for the treatment of RSV;

maintain, expand, protect and enforce our intellectual property portfolio;

hire additional research, development and administrative personnel; and

establish commercialization capabilities if we are successful in developing our product candidates.

Components of Results of Operations

Revenue

To date, we have not generated any revenue from product sales. Our revenue has been collaboration revenue solely derived from the Roche License Agreement, which was terminated in February 2022. If our development efforts for our product candidates are successful and result in commercialization, we may generate additional revenue in the future from a combination of product sales or payments from collaboration or license agreements that we may enter into with third parties.



                                       15

--------------------------------------------------------------------------------

Operating Expenses

Research and Development Expenses

Substantially all of our research and development expenses consist of expenses incurred in connection with the development of our product candidates. These expenses include fees paid to third parties, including CROs and CMOs, to conduct certain research and development activities on our behalf, consulting costs, certain payroll and personnel-related expenses, including salaries and bonuses, employee benefit costs and stock-based compensation expenses for our research and product development employees and allocated overhead, including rent, equipment, depreciation, information technology costs and utilities attributable to research and development personnel. We expense both internal and external research and development expenses as they are incurred. In circumstances where amounts have been paid in advance or in excess of costs incurred, we record a prepaid expense, which is expensed as services are performed or goods are delivered.

A significant portion of our research and development costs have been external costs, which we track by therapeutic area. Our internal research and development costs are primarily personnel-related costs, including stock-based compensation, facility costs, including depreciation and lab consumables. We have not historically tracked our internal research and development expenses by therapeutic area as they are deployed across multiple programs.

As discussed in Note 3 to our unaudited condensed consolidated financial statements, during the term of the Roche License Agreement which terminated in February 2022, we and Roche shared certain manufacturing and clinical development costs on a 50/50 basis. Billings to us by Roche for our percentage share of such expenses were recorded in research and development expenses. These costs represented a material portion of our total expenses through March 31, 2022.

The following table summarizes our external research and development expenses by indication and internal research and development expenses:



                                               Three Months Ended          Six Months Ended
                                                         June 30,                  June 30,
                                                2022         2021         2022         2021
                                              (in thousands)             (in thousands)
COVID-19 external costs                   $    3,636     $ 28,841     $ 16,967     $ 46,954
Dengue external costs                          2,636        2,313        5,863        3,592
HCV external costs                             2,313           25        3,737           40
RSV external costs                               529          547        1,066          943

Internal research and development costs 10,744 8,077 21,858 14,846 Total research and development costs $ 19,858 $ 39,803 $ 49,491 $ 66,375

We are focusing substantially all of our resources on the development of our product candidates, particularly bemnifosbuvir. We expect our research and development expenses to increase substantially for at least the next few years, as we seek to initiate additional clinical trials for our product candidates, complete our clinical programs, pursue regulatory approval of our product candidates and prepare for the possible commercialization of these product candidates. Predicting the timing or cost to complete our clinical programs or validation of our commercial manufacturing and supply processes is difficult and delays may occur because of many factors, including factors outside of our control. For example, if the FDA or other regulatory authorities were to require us to conduct clinical trials beyond those that we currently anticipate, we could be required to expend significant additional financial resources and time on the completion of clinical development. Furthermore, we are unable to predict when or if our product candidates will receive regulatory approval with any certainty.

General and Administrative Expenses

General and administrative expenses consist principally of payroll and personnel expenses, including salaries and bonuses, benefits and stock-based compensation expenses, professional fees for legal, consulting, accounting and tax services, allocated overhead, including rent, equipment, depreciation, information technology costs and utilities, and other general operating expenses not otherwise classified as research and development expenses.

We anticipate that our general and administrative expenses may increase as a result of increased personnel costs, expanded infrastructure and higher consulting, legal and accounting services costs associated with



                                       16

--------------------------------------------------------------------------------

complying with Nasdaq and SEC requirements, investor relations costs and director and officer insurance premiums associated with being a public company.

Interest Income and Other, Net

Interest income and other, net, consists primarily of interest income earned on our cash and cash equivalents.

Results of Operations

Comparison of the Three Months Ended June 30, 2022 and 2021



The following table summarizes our results of operations for the periods
indicated:

                                                         Three Months Ended
                                                                   June 30,
                                                          2022         2021        Change
                                                               (in thousands)
Collaboration revenue                               $        -     $ 60,391     $ (60,391 )
Operating expenses:
Research and development                                19,858       39,803       (19,945 )
General and administrative                              12,437       11,901           536
Total operating expenses                                32,295       51,704       (19,409 )
Income (loss) from operations                          (32,295 )      8,687       (40,982 )
Interest income and other, net                           1,080           52         1,028
Income (loss) before income taxes                      (31,215 )      8,739       (39,954 )
Income tax expense                                        (120 )     (7,200 )       7,080

Net income (loss) and comprehensive income (loss) $ (31,335 ) $ 1,539 $ (39,954 )

Revenue

Collaboration revenue for the three months ended June 30, 2021 was derived from the Roche License Agreement that was executed in October 2020 and terminated in February 2022. As discussed in Note 3 to our unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q, following receipt in November 2021 of the notice from Roche terminating the agreement, we recognized all remaining revenue in 2021.

Research and Development Expenses

Research and development expenses decreased by $19.9 million from $39.8 million for the three months ended June 30, 2021 to $19.9 million for the three months ended June 30, 2022. Research and development expenses primarily consists of external expenses incurred related to services provided by the CROs and CMOs in conjunction with the advancement of product candidates. Research and development expenses decreased from the three months ended June 30, 2021 to the three months ended June 30, 2022 primarily due to a $23.2 million reduction related to our share of costs incurred by Roche. Partially offsetting the decrease in research and development expenses was an increase of $2.7 million related to salaries and bonuses, benefits and stock-based compensation expense for our research and development employees and consulting fees and other research and development expenses.

General and Administrative Expenses

General and administrative expenses increased by $0.5 million from $11.9 million for the three months ended June 30, 2021 to $12.4 million for the three months ended June 30, 2022. The increase in general and administrative expenses was primarily due to the expansion of our organization resulting in an increase of $0.8 in payroll and personnel-related expenses, including salaries, benefits and stock-based compensation expense, partially offset by a decrease in professional fees and other general and administrative expenses of $0.3 million.

Interest Income and Other, Net

Interest income and other, net, increased by $1.0 million from $0.1 million during the three months ended June 30, 2021 to $1.1 million during the three months ended June 30, 2022. The increase was primarily a result of higher interest rates.



                                       17

--------------------------------------------------------------------------------

Income Tax Expense

Income tax expense was $0.1 million and $7.2 million for the three months ended June 30, 2022 and 2021, respectively. For the three months ended June 30, 2021 we recorded income tax expense related to amounts received from the Roche License Agreement.

Comparison of the Six Months Ended June 30, 2022 and 2021



The following table summarizes our results of operations for the periods
indicated:

                                                              Six Months Ended
                                                                      June 30,
                                                          2022            2021         Change
                                                                 (in thousands)
Collaboration revenue                               $        -     $   126,376     $ (126,376 )
Operating expenses:
Research and development                                49,491          66,375        (16,884 )
General and administrative                              24,979          20,658          4,321
Total operating expenses                                74,470          87,033        (12,563 )
Income (loss) from operations                          (74,470 )        39,343       (113,813 )
Interest income and other, net                           1,178             109          1,069
Income (loss) before income taxes                      (73,292 )        39,452       (112,744 )
Income tax expense                                        (120 )        (7,200 )        7,080

Net income (loss) and comprehensive income (loss) $ (73,412 ) $ 32,252 $ (105,664 )

Revenue

Collaboration revenue for the six months ended June 30, 2021 was derived from the Roche License Agreement that was executed in October 2020 and terminated in February 2022. As discussed in Note 3 to our unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q, following receipt in November 2021 of the notice from Roche terminating the agreement, the Company recognized all remaining revenue in 2021.

Research and Development Expenses

Research and development expenses decreased by $16.9 million from $66.4 million for the six months ended June 30, 2021 to $49.5 million for the six months ended June 30, 2022. Research and development expense primarily consists of external expenses incurred related to services provided by the CROs and CMOs in conjunction with the advancement of product candidates. External research and development expenses decreased from the six months ended June 30, 2021 to the six months ended June 30, 2022 primarily due to a $28.1 million reduction related to our share of costs incurred by Roche offset by a $5.7 million increase related to costs associated with dengue and HCV development activities. Partially offsetting the decrease in external research and development expenses was an increase of $7.0 million related to internal expenses, including $2.8 million related to salaries, bonuses, benefits, $3.2 million related to stock-based compensation expense for our research and product development employees and $1.0 million related to consulting fees and other research and development expenses.

General and Administrative Expenses

General and administrative expenses increased by $4.3 million from $20.7 million for the six months ended June 30, 2021 to $25.0 million for the six months ended June 30, 2022. The increase in general and administrative expenses was primarily due to an increase in payroll and personnel-related expenses of $3.5 million, including salaries, bonuses, benefits and stock-based compensation expense. In addition, there was an increase of $0.8 million for other general and administrative expenses.

Interest Income and Other, Net



                                       18

--------------------------------------------------------------------------------

Interest income and other, net, increased by $1.1 million from $0.1 million during the six months ended June 30, 2021 to $1.2 million for the six months ended June 30, 2022 primarily as a result of higher interest rates.

Income Tax Expense

Income tax expense was $0.1 million and $7.2 million for the six months ended June 30, 2022 and 2021, respectively. For the six months ended June 30, 2021 we recorded income tax expense related to amounts received from the Roche License Agreement.

Liquidity and Capital Resources

Sources of Liquidity

As of June 30, 2022, we had cash and cash equivalents of $684.5 million. Based upon our current operating plan, we believe that our available cash and cash equivalents will be sufficient to fund our planned operations through at least 2025.

We entered into an open market sales agreement, or the Sales Agreement, with Jeffries, LLC, or Jeffries, in 2021 pursuant to which we may from time to time offer and sell shares of our common stock for an aggregate offering price of up to $200.0 million, through or to Jeffries, acting as sales agent or principal. We have agreed to pay Jeffries a commission of up to 3.0% of the aggregate gross proceeds from each sale of shares, reimburse legal fees and disbursements and provide Jeffries with customary indemnification and contribution rights. As of June 30, 2022, no shares have been issued under the Sales Agreement.

Future Funding Requirements

To date, we have not generated any product revenue. We do not expect to generate any product revenue unless and until we obtain regulatory approval of and commercialize any of our product candidates and we do not know when, or if, this will occur. We expect to continue to incur increased expenditures for the foreseeable future, and we expect our expenses to increase as we continue the development of, and seek regulatory approvals for, our product candidates and begin to commercialize any approved products. We are subject to all of the risks typically related to the development of new product candidates, and we may encounter unforeseen expenses, difficulties, complications, delays and other unknown factors that may adversely affect our business. Moreover, we may incur additional general and administrative costs as we continue to operate as a public company.

We will continue to require additional capital to develop our product candidates and fund operations for the foreseeable future. We may seek to raise capital through public or private equity or debt financings, collaborative or other arrangements with corporate sources, or through other sources of financing. We anticipate that we may need to raise substantial additional capital, the requirements for which will depend on many factors, including:

the scope, timing, rate of progress and costs of our drug discovery efforts, preclinical development activities, laboratory testing and clinical trials for our product candidates;

the number and scope of clinical programs we decide to pursue;

the cost, timing and outcome of preparing for and undergoing regulatory review of our product candidates;

the scope and costs of development and commercial manufacturing activities;

the cost and timing associated with commercializing our product candidates, if they receive marketing approval;

the extent to which we acquire or in-license other product candidates and technologies;

the costs of preparing, filing and prosecuting patent applications, maintaining and enforcing our intellectual property rights and defending intellectual property-related claims;

our ability to establish and maintain collaborations on favorable terms, if at all;

our efforts to enhance operational systems and our ability to attract, hire and retain qualified personnel, including personnel to support the development of our product candidates and, ultimately, the sale of our products, following regulatory approval;

our implementation of operational, financial and management systems; and



                                       19

--------------------------------------------------------------------------------

the costs associated with being a public company.

A change in the outcome of any of these or other variables with respect to the development of any of our product candidates could significantly change the costs and timing associated with the development of that product candidate. Furthermore, our operating plans may change in the future, and we will continue to require additional capital to meet operational needs and capital requirements associated with such operating plans. If we raise additional funds by issuing equity securities, our stockholders may experience dilution. Any future debt financing into which we enter may impose upon us additional covenants that restrict our operations, including limitations on our ability to incur liens or additional debt, pay dividends, repurchase our common stock, make certain investments or engage in certain merger, consolidation or asset sale transactions. Any debt financing or additional equity that we raise may contain terms that are not favorable to us or our stockholders.

Adequate funding may not be available to us on acceptable terms or at all. Our failure to raise capital as and when needed could have a negative impact on our financial condition and our ability to pursue our business strategies. If we are unable to raise additional funds when needed, we may be required to delay, reduce, or terminate some or all of our development programs and clinical trials or we may also be required to sell or license to others rights to our product candidates in certain territories or indications that we would prefer to develop and commercialize ourselves. If we are required to enter into collaborations and other arrangements to supplement our funds, we may have to give up certain rights that limit our ability to develop and commercialize our product candidates or may have other terms that are not favorable to us or our stockholders, which could materially affect our business and financial condition.

Market volatility, inflation, interest rate fluctuations and concerns related to the COVID-19 pandemic and geopolitical events, including civil or political unrest (such as the ongoing conflict between Ukraine and Russia), may have a significant impact on the availability of funding sources and the terms on which any funding may be available.

See Part II, Item 1A,"Risk Factors" for additional risks associated with our substantial capital requirements.

© Edgar Online, source Glimpses