You should read the following discussion and analysis of our financial condition and results of operations together with our condensed financial statements and accompanying notes included in this Quarterly Report on Form 10-Q and our audited financial statements and accompanying notes included in our Annual Report on Form 10-K for the year ended December 31, 2020.

Forward-looking Statements

This Quarterly Report on Form 10-Q contains "forward-looking statements" within the meaning of the federal securities laws, and such statements may involve substantial risks and uncertainties. All statements, other than statements of historical facts included in this Quarterly Report on Form 10-Q, including, but not limited to, statements concerning: expectations regarding our future expenses, potential liabilities relating to litigation and financing needs; and other information referred to under this section titled "Management's Discussion and Analysis of Financial Condition and Results of Operations," are forward-looking statements. Forward-looking statements generally relate to future events or our future financial or operating performance. In some cases, you can identify forward-looking statements by terms such as "may," "might," "will," "objective," "intend," "should," "could," "can," "would," "expect," "believe," "design," "estimate," "predict," "potential," "plan," "anticipate," "target," "forecast" or the negative of these terms and similar expressions intended to identify forward-looking statements. Forward-looking statements are not historical facts and reflect our current views with respect to future events. Forward-looking statements are also based on assumptions and are subject to risks and uncertainties. Given these uncertainties, you should not place undue reliance on these forward-looking statements.

There are a number of risks, uncertainties and other important factors that could cause our actual results to differ materially from the forward-looking statements contained in this Quarterly Report on Form 10-Q. Such risks, uncertainties and other factors are described under "Risk Factors" in Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2020 and under "Risk Factors" in Item 1A of this Quarterly Report on Form 10-Q. We caution you that these risks, uncertainties and other factors may not contain all of the risks, uncertainties and other factors that are important to you. In addition, we cannot assure you that we will realize the results, benefits or developments that we expect or anticipate or, even if substantially realized, that they will result in the consequences or affect us or our business in the way expected. All forward-looking statements in this Quarterly Report on Form 10-Q apply only as of the date made and are expressly qualified in their entirety by the cautionary statements included in this Quarterly Report on Form 10-Q. We undertake no obligation to publicly update or revise any forward-looking statements to reflect subsequent events or circumstances.

Company Overview

We are a pharmaceutical company formerly focused on the development of tesetaxel, an investigational, orally administered chemotherapy agent that belongs to a class of drugs known as taxanes, which are widely used in the treatment of cancer. In March 2021, we announced the discontinuation of development of tesetaxel and our intent to wind down tesetaxel-related operations. We have transitioned all patients in tesetaxel studies to appropriate alternative therapies or facilitated continuation of treatment with tesetaxel under compassionate use programs where appropriate.

Results of Operations



The following table summarizes our results of operations for each of the periods
below (in thousands):

                                       Three Months Ended          Nine Months Ended
                                          September 30,              September 30,
                                        2021          2020         2021          2020

Research and development expense $ 2,869 $ 28,242 $ 52,422 $ 86,966 General and administrative expense $ 11,148 $ 2,408 $ 17,467 $ 8,033 Other income, net

$       20     $    173     $     109     $    935


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Research and Development Expense

All of our research and development expense incurred through March 22, 2021 had been incurred in connection with the development of tesetaxel and since then includes the wind-down of tesetaxel-related operations. Research and development expense includes non-personnel-related and personnel-related expense. Non-personnel-related expense primarily consists of expense incurred prior to the discontinuation of development of tesetaxel and includes expense related to: (i) clinical study site payments; (ii) manufacturing development, including manufacturing registration and validation batches of tesetaxel; (iii) acquiring clinical study materials and the clinical study supply chain; (iv) clinical and quality systems; and (v) pharmacokinetic studies. Personnel-related expense includes expense related to salaries, bonuses and benefits, restructuring expense and equity-based compensation for personnel engaged in research and development functions. We expect our research and development expense to be de minimis in the near term due to the discontinuation of development of tesetaxel and wind-down of tesetaxel-related operations.

The following table summarizes our research and development expense for each of the periods below (in thousands):



                                           Three Months Ended          Nine Months Ended
                                              September 30,              September 30,
                                           2021           2020         2021          2020
Non-personnel expense:
Clinical development                     $     868      $ 17,293     $  24,105     $ 53,370
Other                                          254           404         1,014        1,553
Total non-personnel expense                  1,122        17,697        25,119       54,923
Personnel expense:
Salaries, bonuses and benefits               1,111         8,486        12,585       25,371
Restructuring expense                           48             -        11,221            -
Equity-based compensation expense              588         2,059         3,497        6,672
Total personnel expense                      1,747        10,545        27,303       32,043

Total research and development expense $ 2,869 $ 28,242 $ 52,422 $ 86,966

For the three and nine months ended September 30, 2021, the decrease in research and development expense was due primarily to a decrease in activities and headcount in connection with our tesetaxel clinical development program, partially offset by restructuring expense recorded in 2021 related to one-time employee termination benefits in connection with the discontinuation of development of tesetaxel.

General and Administrative Expense

General and administrative expense includes non-personnel and personnel-related expense. Non­personnel-related expense includes expense related to: (i) the legal Settlement (see Note 5 to our condensed financial statements included in Item 1 of this Quarterly Report on Form 10-Q); (ii) professional fees for legal, patent, consulting, accounting and audit services; (iii) insurance; and (iv) facilities and information technology. Personnel­related expense includes expense related to salaries, bonuses and benefits, restructuring expense and equity-based compensation for personnel engaged in finance and administrative functions. We expect our general and administrative expense to decrease significantly in the near term due to a decrease in legal-related expenses, headcount and other general and administrative activities.



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The following table summarizes our general and administrative expense for each of the periods below (in thousands):



                                             Three Months Ended          Nine Months Ended
                                                September 30,              September 30,
                                              2021          2020          2021         2020
Non-personnel expense:
Loss on Settlement                         $    10,000     $     -     $   10,000     $     -
Other                                              560       1,110          4,189       4,038
Total non-personnel expense                     10,560       1,110         14,189       4,038
Personnel expense:
Salaries, bonuses and benefits                     491       1,016          2,170       3,145
Restructuring expense                              (58 )         -            424           -
Equity-based compensation expense                  155         282            684         850
Total personnel expense                            588       1,298          3,278       3,995

Total general and administrative expense $ 11,148 $ 2,408 $ 17,467 $ 8,033

For the three and nine months ended September 30, 2021, the increase in general and administrative expense was due primarily to: (i) the loss on Settlement and other legal-related expenses; and (ii) restructuring expense recorded in 2021 related to one-time employee termination benefits in connection with the discontinuation of development of tesetaxel; partially offset by a decrease in general and administrative activities and headcount in connection with the discontinuation of development of tesetaxel and wind down of tesetaxel-related operations.

Other Income, Net

Other income, net consists primarily of interest income generated from cash held in savings accounts. Other income, net also includes losses on disposal of property and equipment and gains and losses on foreign currency transactions.

Other income, net was $20,000 and $0.1 million for the three and nine months ended September 30, 2021, respectively, compared to $0.2 million and $0.9 million, respectively, for the same periods in 2020. The decrease in other income, net was due primarily to decreased interest income.

Liquidity and Capital Resources

As of September 30, 2021 and December 31, 2020, we had cash in the amount of $95.0 million and $157.3 million, respectively. We believe that our existing cash will be sufficient to meet our anticipated cash requirements through at least one year from the date this Quarterly Report on Form 10-Q is filed with the U.S. Securities and Exchange Commission (the "SEC").

Net cash used in operating activities was $15.1 million and $63.0 million for the three and nine months ended September 30, 2021, respectively. Net cash used in operating activities was primarily the result of our net loss and change in working capital, partially offset by equity-based compensation expense, depreciation and amortization expense and non-cash lease expense.

We expect to finance our future cash needs with cash on hand. In February 2021, we entered into an Open Market Sale Agreement; see Note 6 to our condensed financial statements included in Item 1 of this Quarterly Report on Form 10-Q. If necessary or appropriate, we may raise additional capital through equity offerings, debt financings, collaborations, strategic partnerships or licensing arrangements. To the extent that we raise additional capital through the sale of equity or convertible debt securities, the ownership interest of our stockholders will be or could be diluted, and the terms of these securities may include liquidation or other preferences that adversely affect the rights of our common stockholders. Debt financing, if available, may involve agreements that include covenants limiting or restricting our ability to take specific actions, such as incurring additional debt, making capital expenditures or declaring



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dividends. If we raise additional funds through collaborations, strategic partnerships or licensing arrangements with third parties, we may have to relinquish valuable rights to our intellectual property on terms that may not be favorable to us.

Contractual Obligations and Commitments

See Note 5 to the condensed financial statements included in Item 1 of this Quarterly Report on Form 10-Q, under the subheading "Lease Commitments," for information regarding our material lease agreements and Note 9 for information regarding our license agreement with Daiichi Sankyo Company, Limited for rights to tesetaxel.

Off-Balance Sheet Arrangements

During the periods presented, we did not have, nor do we currently have, any off-balance sheet arrangements as defined under the rules of the SEC.

Jumpstart Our Business Startups Act

We are an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012 (the "JOBS Act"). Under this act, an emerging growth company can delay the adoption of new or revised accounting standards issued subsequent to the enactment of the JOBS Act until those standards would otherwise apply to private companies. We have irrevocably elected not to avail ourselves of this exemption from new or revised accounting standards and, therefore, will be subject to the same new or revised accounting standards as other public companies that are not emerging growth companies. However, we intend to rely on other exemptions provided by the JOBS Act, including without limitation, an exemption from the auditor attestation requirements of Section 404(b) of the Sarbanes-Oxley Act of 2002, as amended. We will remain an emerging growth company until December 31, 2023 unless, prior to that time, we: (i) have more than $1.07 billion in annual gross revenue; (ii) have a market value for shares of our common stock held by non-affiliates of more than $700 million as of the last day of our second quarter of any year; or (iii) issue more than $1.0 billion of non-convertible debt over a three-year period.

Critical Accounting Policies and Significant Judgments and Estimates

We believe the estimates, assumptions and judgments involved in the accounting policies described in "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2020 are most critical to understanding and evaluating our reported financial results. During the nine months ended September 30, 2021, there were no changes to our critical accounting policies and estimates as described in Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2020.

Recent Accounting Pronouncements

See Note 2 to our condensed financial statements included in Item 1 of this Quarterly Report on Form 10-Q.



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