Certain statements contained in this Quarterly Report on Form 10-Q may
constitute forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the Securities Exchange
Act of 1934, as amended. The words or phrases "would be," "will allow," "intends
to," "will likely result," "are expected to," "will continue," "is anticipated,"
"estimate," "project," or similar expressions, or the negative of such words or
phrases, are intended to identify "forward-looking statements." We have based
these forward-looking statements on our current expectations and projections
about future events. Because such statements include risks and uncertainties,
actual results may differ materially from those expressed or implied by such
forward-looking statements. Factors that could cause or contribute to these
differences include those below and elsewhere in this Quarterly Report on Form
10-Q, our Annual Report on Form 10-K, particularly in Part I - Item 1A, "Risk
Factors," and our other filings with the Securities and Exchange Commission.
Statements made herein are as of the date of the filing of this Form 10-Q with
the Securities and Exchange Commission and should not be relied upon as of any
subsequent date. Unless otherwise required by applicable law, we do not
undertake, and we specifically disclaim, any obligation to update any
forward-looking statements to reflect occurrences, developments, unanticipated
events or circumstances after the date of such statement.



The following discussion and analysis of our financial condition and results of
operations should be read in conjunction with our unaudited financial statements
and related notes that appear in Item 1 of this Quarterly Report on Form 10-Q
and with our audited financial statements and related notes for the year ended
December 31, 2020, which are included in our Annual Report on Form 10-K filed
with the Securities and Exchange Commission on March 2, 2021.



Overview


We are a clinical-stage biotechnology company focused on the discovery and
development of novel glycomimetic drugs to address unmet medical needs resulting
from diseases in which carbohydrate biology plays a key role. We are developing
a pipeline of proprietary glycomimetics, which are small molecules that mimic
the structure of carbohydrates involved in important biological processes, to
inhibit disease-related functions of carbohydrates such as the roles they play
in inflammation, cancer and infection. We believe this represents an innovative
approach to drug discovery to treat a wide range of diseases. We are focusing
our efforts on drug candidates for diseases that we believe will qualify for
orphan drug designation.

Our proprietary glycomimetics platform is based on our expertise in carbohydrate
chemistry and our understanding of the role carbohydrates play in key biological
processes. Most human proteins are modified by the addition of complex
carbohydrate structures to the surface of such proteins, which affects the
functions of the proteins and their interactions with other molecules. Our
initial research and development efforts have focused on drug candidates
targeting selectins, which are proteins that serve as adhesion molecules and
bind to carbohydrates that are involved in the inflammatory component and
progression of a wide range of diseases, including hematologic disorders, cancer
and cardiovascular disease. For example, we believe that members of the selectin
family play a key role in tumor metastasis and resistance to chemotherapy.
Inhibiting specific carbohydrates from binding to selectins has long been viewed
as a potentially attractive approach for therapeutic intervention. The ability
to successfully develop drug-like carbohydrate compounds that inhibit binding
with selectins, known as selectin antagonists, has historically been limited by
their potency and the complexities of carbohydrate chemistry. We believe our
expertise in the rational design of potent glycomimetic antagonists with
drug-like properties and in carbohydrate chemistry enable us to design highly
effective selectin antagonists and other glycomimetics that may inhibit the
disease-related functions of certain carbohydrates in order to develop novel
drug candidates to address orphan diseases with high unmet medical need.

Our lead glycomimetic drug candidate, uproleselan, is a specific E-selectin
inhibitor that we are developing to be used in combination with chemotherapy to
treat patients with acute myeloid leukemia, or AML, a life-threatening
hematologic cancer, and potentially other hematologic cancers. In 2018, we
commenced a randomized, double-blind, placebo-controlled Phase 3 pivotal
clinical trial to evaluate uproleselan in individuals with relapsed/refractory
AML, the design of which was based on guidance received from the U.S. Food and
Drug Administration, or FDA. We intend to enroll approximately 380 adult
patients with relapsed or refractory AML at centers in the United States,
Canada, Europe and Australia. We expect to complete enrollment of the trial

by
year-end 2021.

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In 2018, we also signed a Cooperative Research and Development Agreement, or
CRADA, with the National Cancer Institute, or NCI, part of the National
Institutes of Health, to conduct a Phase 2/3 randomized, controlled clinical
trial testing the addition of uproleselan to a standard chemotherapy regimen.
The trial opened for enrollment in early 2019 and enrolled the first patient in
April 2019.

Uproleselan is also being studied in multiple investigator-sponsored trials (ISTs). In May 2021, clinicians at the Washington University School of Medicine in St. Louis dosed the first patient in an IST evaluating uproleselan as a prophylactic agent to reduce gastrointestinal (GI) toxicities and improve clinical outcomes in patients receiving high-dose melphalan in autologous hematopoietic cell transplantation (auto-HCT) for multiple myeloma. We anticipate a data readout from the trial in 2022.



In July 2021, clinicians at the University of California (UC) Davis
Comprehensive Cancer Center initiated dosing of the first patient in a clinical
study of uproleselan combined with venetoclax and azacitidine for the treatment
of older or unfit patients with treatment-naïve AML. The goal of the two-part
IST is first to determine a recommended Phase 2 dose, and then to explore
efficacy in a dose expansion cohort. We are providing uproleselan for the IST.
Up to 31 patients will be enrolled, and a preliminary/interim readout is
expected in 2022.

In July 2021, clinicians at the University of Texas MD Anderson Cancer Center
treated the first patient in a Phase 1b/2 study evaluating uproleselan, added to
cladribine plus low dose cytarabine in patients with treated secondary AML
(ts-AML). We are providing uproleselan for the IST. The Phase 1b/2 single-arm
trial is enrolling patients 18 years or older, with a diagnosis of ts-AML who
have not received therapy for their AML. Considered a distinct high-risk subset
of AML with an adverse prognosis, ts-AML is defined as AML arising from a
previously treated antecedent myeloid neoplasm (myelodysplastic syndrome or
myeloproliferative neoplasm). Clinicians plan to enroll approximately 25
patients in the trial and a preliminary/interim readout is expected in 2022.

We have rationally designed an innovative antagonist of E-selectin, GMI-1687,
that could be a subcutaneously administered treatment. Initially developed as a
potential life-cycle extension to uproleselan, we believe that GMI-1687 could be
developed to broaden the clinical usefulness of an E-selectin antagonist to
conditions where outpatient treatment is preferred or required. We are currently
conducting preclinical activities and studies with GMI-1687 to support our
planned submission of an investigational new drug application, or IND, to the
FDA.

We are also developing a drug candidate, GMI-1359, that simultaneously targets
both E-selectin and a chemokine receptor known as CXCR4. In the fourth quarter
of 2019, we initiated a Phase 1b trial of GMI-1359 in hormone receptor positive
breast cancer patients whose tumors have spread to bone, and the first patient
was dosed in January 2020. We are also advancing other preclinical-stage
programs, including small-molecule glycomimetic compounds that inhibit the
protein galectin-3, which we believe may have potential to be used for the
treatment of fibrosis, cancer and cardiovascular disease.

We have financed our operations primarily through private placements of our
securities, up-front and milestone payments under our license and collaboration
agreements and the net proceeds from public offerings of common stock, including
sales of common stock under at-the-market sales facilities with Cowen and
Company LLC, or Cowen. We have no approved drugs currently available for sale,
and substantially all of our revenue to date has been revenue from up-front and
milestone payments under license and collaboration agreements.

Since inception, we have incurred significant operating losses. We had an
accumulated deficit of $338.1 million as of June 30, 2021 and we expect to
continue to incur significant expenses and operating losses over at least the
next several years. Our net losses may fluctuate significantly from quarter to
quarter and year to year, depending on the timing of our clinical trials and our
expenditures on other research and development activities. We anticipate that
our expenses will increase substantially as we:

initiate and conduct our planned clinical trials of uproleselan, GMI-1359 and

? GMI-1687, including fulfilling our funding and supply commitments related to

the clinical trial of uproleselan being conducted in collaboration with NCI;

? conduct NDA-enabling activities related to manufacture, toxicology and clinical

pharmacology for our product candidates;




 ? manufacture additional uproleselan drug supplies for validation and prepare for
   commercialization;


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? seek to discover and develop additional drug candidates;

? seek regulatory approvals for any drug candidates that successfully complete

clinical trials;

ultimately establish a sales, marketing and distribution infrastructure and

? scale up external manufacturing capabilities to commercialize any drug

candidates for which we may obtain regulatory approval;

? maintain, expand and protect our intellectual property portfolio;

? hire additional clinical, quality control, regulatory and scientific personnel;

? maintain sufficient level of insurance including product liability and

directors, officers and corporate liability insurance policies; and

add operational, financial and management information systems and personnel,

? including personnel to support our drug development and potential future

commercialization efforts.




To fund further operations, we will need to raise capital. We may obtain
additional financing in the future through the issuance of our common stock,
through other equity or debt financings, potentially including the use of our
at-the-market sales facility with Cowen, or through collaborations or
partnerships with other companies. We may not be able to raise additional
capital on terms acceptable to us, or at all, and any failure to raise capital
as and when needed could compromise our ability to execute on our business plan.
For example, the current global COVID-19 pandemic presents material uncertainty
and its disruption of the capital markets may have a material adverse impact on
our ability to raise additional capital if we decide to do so. Although it is
difficult to predict future liquidity requirements, we believe that our existing
cash and cash equivalents will be sufficient to fund our operations into the
fourth quarter of 2022. However, our ability to successfully transition to
profitability will be dependent upon achieving a level of revenues adequate to
support our cost structure. We cannot assure you that we will ever be profitable
or generate positive cash flow from operating activities.



Impact of COVID-19 on Our Business



The imposition of "lockdown," "social distancing" and "shelter in place"
directives by state and federal governments in the United States as well as
governments in other regions of the world in response to the COVID-19 pandemic,
including in locations in which our Phase 3 clinical trial of uproleselan is
being conducted, resulted in slowed clinical site initiation, patient
recruitment and enrollment rates early in the pandemic. Enrollment rates have
returned to forecasted rates since the beginning of the lockdowns. However,
COVID-19 infection rates continue to fluctuate, which could negatively affect
enrollment going forward. We cannot at this time fully assess the effect of the
COVID-19 pandemic on our continued enrollment and whether the pandemic would
potentially materially adversely impact the timing of completion of enrollment
of our Phase 3 clinical trial. We continue to closely monitor the COVID-19
situation and any potential impact to our planned activities.

We have also implemented business continuity plans designed to address and
mitigate the impact of the COVID-19 pandemic on our employees and our business.
While to date we have experienced limited impacts beyond the earlier delays in
recruitment in our ongoing uproleselan Phase 3 clinical trial, given the global
economic slowdown, the overall disruption of global healthcare systems and the
other risks and uncertainties associated with the pandemic, our business,
financial condition, results of operations and growth prospects could be
materially adversely affected. We continue to closely monitor the COVID-19
situation as we evolve our business continuity plans and response strategy. In
March 2020, our workforce transitioned to working remotely in accordance with
federal and state declarations. We have partially reopened to allow certain
employees to return to the office based on a phased approach that is consistent
with federal and state guidelines, with a focus on employee safety and optimal
work environment.

Our Collaboration and License Agreements

Apollomics



In January 2020, we entered into an exclusive collaboration and license
agreement with Apollomics (Hong Kong) Limited, or Apollomics, for the
development and commercialization of uproleselan and GMI-1687 in Mainland China,
Hong Kong, Macau and Taiwan, also known as Greater China. Under the terms of the
agreement, Apollomics will be responsible for clinical development and
commercialization in Greater China. We will also collaborate with Apollomics

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to advance the preclinical and clinical development of GMI-1687. We received an
upfront cash payment of $9.0 million and in September 2020 received a $1.0
million development milestone payment. Subject to the terms of the agreement, we
will be eligible to receive potential further milestone payments totaling
approximately $179.0 million, as well as tiered royalties ranging from the high
single digits to 15%, as a percentage of net sales. Apollomics will be
responsible for all costs related to development, regulatory approvals, and
commercialization activities for uproleselan and GMI-1687 in Greater China, and
we and Apollomics expect to enter into clinical and commercial supply agreements
with respect to our provision of uproleselan and GMI-1687 to Apollomics. We
retain all rights for both compounds in the rest of the world.

In September 2020, the China National Medical Products Administration
(NMPA) Center for Drug Evaluation (CDE) granted IND approval for uproleselan
(APL-106) enabling the initiation of a Phase 1 pharmacokinetics and tolerability
study and includes acceptance of a Phase 3 bridging study of APL-106 in
combination with chemotherapy in relapsed/refractory AML. In January 2021,
APL-106 was granted Breakthrough Therapy Designation from the China NMPA CDE for
the treatment of relapsed/refractory AML.

In June 2020, we entered into a clinical supply agreement with Apollomics under
which we will manufacture and supply uproleselan product to Apollomics at agreed
upon prices. Apollomics has the option to begin manufacture after appropriate
material transfer requirements are met. During the six months ended June 30,
2021, we recognized $1.1 million in revenue from the sale of clinical supplies
to Apollomics under the clinical supply agreement.



Critical Accounting Policies and Significant Judgments and Estimates





Our management's discussion and analysis of our financial condition and results
of operations are based on our financial statements, which have been prepared in
accordance with U.S. generally accepted accounting principles. The preparation
of these financial statements requires us to make estimates and judgments that
affect the reported amounts of assets, liabilities, revenues and expenses in our
financial statements. On an ongoing basis, we evaluate our estimates and
judgments, including those related to our revenue recognition, accrued research
and development expenses, stock-based compensation expense and income taxes. We
base our estimates on historical experience, known trends and events and various
other factors that we believed to be reasonable under the circumstances, the
results of which form the basis for making judgments about the carrying value of
assets and liabilities that are not readily apparent from other resources.
Actual results may differ from these estimates and judgments under different
assumptions or conditions. We periodically review our estimates in light of
changes in circumstances, facts and experience. The effects of material
revisions in estimates are reflected in our financial statements prospectively
from the date of the change in estimate.



We define our critical accounting policies as those accounting principles
generally accepted in the United States that require us to make subjective
estimates and judgments about matters that are uncertain and are likely to have
a material impact on our financial condition and results of operations, as well
as the specific manner in which we apply those principles. For a description of
our critical accounting policies, please see the disclosures in Part II, Item 7
of our Annual Report on Form 10-K for the year ended December 31, 2020. There
have not been any material changes to our critical accounting policies since
December 31, 2020.


Components of Operating Results

Revenue



To date, we have not generated any revenue from the sale of our drug candidates
and do not expect to generate any revenue from the sale of drugs in the near
future. Substantially all of our historical revenue consisted of upfront and
milestone payments under license and collaboration agreements.

Research and Development



Research and development expenses consist of expenses incurred in performing
research and development activities, including compensation and benefits for
full-time research and development employees, facilities expenses, overhead
expenses, cost of laboratory supplies, clinical trial and related clinical
manufacturing expenses, fees paid to CROs and other consultants and other
outside expenses. Other preclinical research and platform programs include
activities related to exploratory efforts, target validation, lead optimization
for our earlier programs and our proprietary

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glycomimetics platform. Our research and development expenses have related primarily to the development of rivipansel, uproleselan and our other drug candidates.



We do not currently utilize a formal time allocation system to capture expenses
on a project-by-project basis because we are organized and record expense by
functional department and our employees may allocate time to more than one
development project. Accordingly, we only allocate a portion of our research and
development expenses by functional area and by drug candidate.

Research and development costs are expensed as incurred. Non-refundable advance
payments for goods or services to be received in the future for use in research
and development activities are deferred and capitalized. The capitalized amounts
are expensed as the related goods are delivered or the services are performed.

Research and development activities are central to our business model. Drug
candidates in later stages of clinical development generally have higher
development costs than those in earlier stages of clinical development,
primarily due to the increased size and duration of later stage clinical trials.
We expect our research and development expenses to increase over the next
several years as we seek to progress uproleselan, GMI-1359 and our other drug
candidates into and through clinical development. However, it is difficult to
determine with certainty the duration and completion costs of our current or
future preclinical studies and clinical trials of our drug candidates, or if,
when or to what extent we will generate revenues from the commercialization and
sale of any of our drug candidates that obtain regulatory approval. We may never
succeed in achieving regulatory approval for any of our drug candidates.

The duration, costs and timing of clinical trials and development of our drug candidates will depend on a variety of factors that include:

? per patient trial costs;

? the number of patients that participate in the trials;

? the number of sites included in the trials;

? the countries in which the trial is conducted;

? the length of time required to enroll eligible patients, which could be

lengthened as a result of the ongoing COVID-19 pandemic;

? the number of doses that patients receive;

? the drop-out or discontinuation rates of patients;

? potential additional safety monitoring or other studies requested by regulatory

agencies;

? the duration of patient follow-up; and

? the safety and efficacy profile of the drug candidate.


In addition, the probability of success for each drug candidate will depend on
numerous factors, including competition, manufacturing capability and commercial
viability. We will determine which programs to pursue and how much to fund each
program in response to the scientific and clinical success of each drug
candidate, as well as an assessment of each drug candidate's commercial
potential.

General and Administrative


General and administrative expenses consist primarily of salaries and other
related costs, including stock-based compensation, for personnel in executive,
finance, accounting, business development and human resources functions. Other
significant costs include facility costs not otherwise included in research and
development expenses, legal fees relating to patent and corporate matters, fees
for accounting and consulting services and corporate insurance premiums. We
anticipate that our general and administrative expenses will increase in the
future to support our continued research and development activities.

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Interest Income

Interest income consists of interest income earned on our cash and cash equivalents.

Results of Operations for the Three and Six Months Ended June 30, 2021 and 2020

The following tables set forth our results of operations for the three and six months ended June 30, 2021 and 2020:






                                                   Three Months Ended June 30,            Increase/Decrease

(in thousands)                                       2021                2020
Revenue                                         $             -     $             -    $            -      NA
Costs and expenses:

Research and development expense                         10,167               9,871               296       3 %
General and administrative expense                        4,237            

  4,235                 2       0 %
Total costs and expenses                                 14,404              14,106               298       2 %
Loss from operations                                   (14,404)            (14,106)             (298)       2 %
Interest income                                               5                  27              (22)    (81) %

Net loss and comprehensive loss                 $      (14,399)     $     

(14,079)    $        (320)       2 %

                                                    Six Months Ended June 30,             Increase/Decrease
(in thousands)                                       2021                2020
Revenue                                         $         1,056     $         9,000    $      (7,944)    (88) %
Costs and expenses:
Research and development expense                         21,315              22,539           (1,224)     (5) %
General and administrative expense                        8,425            

  8,675             (250)     (3) %
Total costs and expenses                                 29,740              31,214           (1,474)     (5) %
Loss from operations                                   (28,684)            (22,214)           (6,470)      29 %
Interest income                                              11                 472             (461)    (98) %

Net loss and comprehensive loss                 $      (28,673)     $     

(21,742)    $      (6,931)      32 %




Revenue



During the six months ended June 30, 2021 and 2020, revenue was $1.1 million and
$9.0 million, respectively, all of which was the result of payments received
under the Apollomics Agreement for the development and commercialization of
uproleselan and GMI-1687 in Greater China. During the six months ended June 30,
2021, we recognized $1.1 million in revenue from the sale of clinical supplies
to Apollomics under the clinical supply agreement. In January 2020, we
recognized $9.0 million in revenue from an upfront milestone payment.

Research and Development Expense

The following tables summarize our research and development expense by functional area for the three and six months ended June 30, 2021 and 2020:






                                                  Three Months Ended June 30,           Increase/Decrease
(in thousands)                                      2021                

2020


Clinical development                           $         4,469      $       3,578    $       891        25 %
Manufacturing and formulation                            1,584              2,089          (505)      (24) %
Contract research services, consulting and
other costs                                                696                440            256        58 %
Laboratory costs                                           492                436             56        13 %
Personnel-related                                        2,317              2,581          (264)      (10) %

Stock-based compensation                                   609                747          (138)      (18) %
Research and development expense               $        10,167      $      

9,871    $       296         3 %




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                                                   Six Months Ended June 30,           Increase/Decrease
(in thousands)                                      2021               2020
Clinical development                            $       9,122      $       8,601    $        521        6 %
Manufacturing and formulation                           3,875              5,226         (1,351)     (26) %
Contract research services, consulting and
other costs                                             1,239              1,007             232       23 %
Laboratory costs                                        1,005              1,010             (5)      (0) %
Personnel-related                                       4,776              5,212           (436)      (8) %

Stock-based compensation                                1,298              1,483           (185)     (12) %
Research and development expense                $      21,315      $      22,539    $    (1,224)      (5) %



The following tables summarize our research and development expense by drug candidate for the three and six months ended June 30, 2021 and 2020:






                                                     Three Months Ended June 30,           Increase/Decrease
(in thousands)                                         2021                2020
Uproleselan                                       $        5,766      $        5,708    $         58        1 %
GMI-1359                                                     180                  69             111      161 %

Other research and development                             1,295                 766             529       69 %
Personnel-related and stock-based compensation             2,926               3,328           (402)     (12) %
Research and development expense                  $       10,167      $    

9,871 $ 296 3 %



                                                      Six Months Ended June 30,            Increase/Decrease
(in thousands)                                         2021                2020
Uproleselan                                       $       12,493      $       13,869    $    (1,376)     (10) %
GMI-1359                                                     414                 173             241      139 %

Other research and development                             2,334               1,802             532       30 %
Personnel-related and stock-based compensation             6,074               6,695           (621)      (9) %
Research and development expense                  $       21,315      $    

  22,539    $    (1,224)      (5) %




Our research and development expense for the three months ended June 30, 2021
increased by $300,000 compared to the three months ended June 30, 2020 primarily
due to increased clinical trial and development costs related to our ongoing
global Phase 3 clinical trial of uproleselan in individuals with
relapsed/refractory AML. The increase in clinical expenses was due to the higher
enrollment in the trial in 2021 as compared to the same period in 2020. The
increase was partially offset by a decrease in manufacturing and formulation
relating to uproleselan.



Our research and development expense for the six months ended June 30, 2021
decreased by $1.2 million compared to the six months ended June 30, 2020
primarily due to a decrease in manufacturing and formulation costs relating to
uproleselan. This decrease was offset by higher clinical trial and development
costs related to our ongoing global Phase 3 clinical trial of uproleselan in
individuals with relapsed/refractory AML.



General and Administrative Expense

The following tables summarize the components of our general and administrative expense for the three and six months ended June 30, 2021 and 2020:






                                                       Three Months Ended June 30,         Increase/Decrease

(in thousands)                                           2021               2020
Personnel-related                                    $       1,502      $       1,602    $    (100)       (6) %
Stock-based compensation                                       953              1,015          (62)       (6) %

Legal, consulting and other professional expenses            1,649              1,471           178        12 %
Other                                                          133                147          (14)      (10) %
General and administrative expense                   $       4,237      $       4,235    $        2         0 %




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                                                        Six Months Ended June 30,           Increase/Decrease
(in thousands)                                           2021               2020
Personnel-related                                    $       3,107      $       3,209    $    (102)        (3) %
Stock-based compensation                                     1,878              2,101         (223)       (11) %

Legal, consulting and other professional expenses            3,117              2,979           138          5 %
Other                                                          323                386          (63)       (16) %
General and administrative expense                   $       8,425      $  

    8,675    $    (250)        (3) %



General and administrative expenses remained consistent for the three and six months ended June 30, 2021 as compared to the same periods in 2020.





Interest Income


During the three and six months ended June 30, 2021 interest income decreased due to lower average cash balances and lower interest rates on those balances.

Liquidity and Capital Resources





Sources of Liquidity



We have historically financed our operations primarily through public offerings
and private placements of our capital stock, including sales agreements with
Cowen, and upfront and milestone payments from our license and collaboration
agreements. As of June 30, 2021, we had $118.9 million in cash and cash
equivalents.



In October 2020, we filed a prospectus supplement to a shelf registration
statement that we filed in May 2019 and entered into a new at-the-market sales
agreement, or the 2020 Sales Agreement, with Cowen. Under the 2020 Sales
Agreement, we may sell up to $100.0 million of our common stock registered under
the shelf registration statement that we filed in May 2019. During the year
ended December 31, 2020, we sold 1,024,760 shares of common stock under the 2020
Sales Agreement at a weighted average price of $3.74, for aggregate net proceeds
of $3.7 million, after deducting commissions and offering expenses. During the
six months ended June 30, 2021, we sold an additional 2,517,603 shares of common
stock under the 2020 Sales Agreement at a weighted average price of $3.92, for
aggregate net proceeds of $9.6 million, after deducting commissions and offering
expenses. As of June 30, 2021, we have approximately $86.3 million remaining
available to be sold the terms of the 2020 Sales Agreement. Subsequent to June
30, 2021, there have been no additional sales under the 2020 Sales Agreement.

We entered into a collaboration and license agreement with Apollomics in January
2020 and are potentially eligible to earn milestone payments and royalties under
that agreement. In January 2020, Apollomics made an upfront payment to us of
$9.0 million. We also received a non-refundable payment of $1.0 million in
September 2020 as a clinical development milestone payment. Our ability to earn
additional milestone payments and potential royalty payments and their timing
will be dependent upon the outcome of Apollomics' activities and is therefore
uncertain at this time.



Funding Requirements



Our primary uses of capital are, and we expect will continue to be, compensation
and related expenses, third-party clinical research and development services,
laboratory and related supplies, clinical costs, legal and other regulatory
expenses and general overhead costs.



The successful development of any of our drug candidates is highly uncertain. As
such, at this time, we cannot reasonably estimate or know the nature, timing and
costs of the efforts that will be necessary to complete the remainder of the
development of uproleselan or our other drug candidates. We are also unable to
predict when, if ever, material net cash inflows will commence from uproleselan
or our other drug candidates. This is due to the numerous risks and
uncertainties associated with developing drugs, including the uncertainty of:



? successful enrollment in, and completion of, clinical trials;






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? receipt of marketing approvals from applicable regulatory authorities;

? establishing commercial manufacturing capabilities or making arrangements with


   third-party manufacturers;




? obtaining and maintaining patent and trade secret protection and regulatory

exclusivity for drug candidates;

? launching commercial sales of drugs, if and when approved, whether alone or in

collaboration with others; and

? obtaining and maintaining healthcare coverage and adequate reimbursement.






A change in the outcome of any of these variables with respect to the
development of any of our drug candidates would significantly change the costs
and timing associated with the development of that drug candidate. Because our
drug candidates are in various stages of clinical and preclinical development
and the outcome of these efforts is uncertain, we cannot estimate the actual
amounts necessary to successfully complete the development and commercialization
of our drug candidates or whether, or when, we may achieve profitability. Until
such time, if ever, as we can generate substantial product revenues, we expect
to finance our cash needs through a combination of equity or debt financings and
collaboration arrangements, including our existing license agreement with
Apollomics. Except for Apollomics' conditional obligations to make milestone and
royalty payments to us under our license agreement, we do not have any committed
external source of liquidity.



To the extent that we raise additional capital through the future sale of equity
or debt, the ownership interest of our stockholders will be diluted, and the
terms of these securities may include liquidation or other preferences that
adversely affect the rights of our existing common stockholders. If we raise
additional funds through the issuance of convertible debt securities, these
securities could contain covenants that would restrict our operations.



We may require additional capital beyond our currently anticipated amounts.
Additional capital may not be available on reasonable terms, or at all. If we
raise additional funds through collaboration arrangements in the future, we may
have to relinquish valuable rights to our drug candidates or grant licenses on
terms that may not be favorable to us. If we are unable to raise additional
funds through equity or debt financings when needed, we may be required to
delay, limit, reduce or terminate our drug development or future
commercialization efforts or grant rights to develop and market drug candidates
that we would otherwise prefer to develop and market ourselves.



Outlook



Based on our research and development plans and our timing expectations related
to the progress of our programs, we expect that our existing cash and cash
equivalents will enable us to fund our operating expenses and capital
expenditure requirements into the fourth quarter of 2022. We have based this
estimate on assumptions that may prove to be wrong, and we could use our capital
resources sooner than we expect. Additionally, the process of testing drug
candidates in clinical trials is costly, and the timing of progress in these
trials is uncertain.



Cash Flows



The following is a summary of our cash flows for the six months ended June 30,
2021 and 2020:




                                             Six Months Ended June 30,
(in thousands)                                  2021             2020
Net cash provided by (used in):
Operating activities                       $     (27,737)     $  (18,052)
Investing activities                                  (8)            (15)
Financing activities                                9,564           9,710

Net change in cash and cash equivalents $ (18,181) $ (8,357)






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Operating Activities



Net cash used in operating activities for the six months ended June 30, 2021 and
2020 was primarily the result of ongoing costs associated with our uproleselan
clinical development programs which includes costs for project support,
investigator site start-up and administrative costs and patient enrollment fees.
These cash expenses were offset by non-cash expenses for stock-based
compensation, lease expense and depreciation, and for the six months ended June
30, 2020, the upfront and clinical development milestone payment of $9.0 million
received from Apollomics.



Investing Activities


Net cash used in investing activities for the six months ended June 30, 2021 and 2020 was for computer, office and laboratory equipment.

Financing Activities


Net cash provided by financing activities during the six months ended June 30,
2021 primarily consisted of the net proceeds received from our at-the-market
facility with Cowen of $9.6 million. Net cash provided by financing activities
of $9.7 million during the six months ended June 30, 2020 consisted of the net
proceeds received from our prior at-the-market facility with Cowen of $9.6
million and $136,000 in proceeds from stock option exercises.



Off-Balance Sheet Arrangements

During the three months ended June 30, 2021, we did not have, and we do not currently have, any off-balance sheet arrangements, as defined under SEC rules.

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