The following discussion and analysis of our financial condition and the results
of operations should be read in conjunction with our financial statements and
related notes thereto included elsewhere in this Quarterly Report on Form 10-Q
("Quarterly Report") and our audited consolidated financial statements included
in our Annual Report on Form 10-K for the year ended December 31, 2019 (the
"Annual Report") filed with the Securities and Exchange Commission (the "SEC")
on March 24, 2020. Some of the information contained in this discussion and
analysis or set forth elsewhere in this Quarterly Report, including information
with respect to our plans and strategy for our business, includes forward
looking statements that involve risks and uncertainties. As a result of many
factors, including those factors set forth in the "Risk Factors" section in our
Annual Report and in this Quarterly Report, our actual results could differ
materially from the results described in or implied by, the forward-looking
statements contained in the following discussion and analysis.
OVERVIEW
We are a pharmaceutical company focused on developing and commercializing
products that have the potential to optimize the delivery of infused therapies,
advance patient care and reduce healthcare costs. Our strategy is designed to
enable the subcutaneous administration of therapies that have previously been
limited to intravenous, or IV, delivery. By moving delivery away from the
high-cost healthcare settings typically required for IV administration, we
believe our technology has the potential to reduce overall healthcare costs and
advances the quality and convenience of care. Our lead product candidate,
FUROSCIX, consists of our novel formulation of furosemide delivered via an
on-body infusor and is under development for treatment of congestion in patients
with worsening heart failure who display reduced responsiveness to oral
diuretics and do not require hospitalization.
We resubmitted our new drug application, or NDA, for FUROSCIX, with the U.S.
Food and Drug Administration, or FDA, on June 30, 2020. The resubmission was a
response to a Complete Response Letter, or CRL, from the FDA with respect to our
NDA submitted in August 2017, which indicated that, among other things, certain
device modifications to our infusor were required. Based on our interactions
with the FDA, which required device modifications necessary to advance FUROSCIX
using the existing technology, we decided to transition to our next generation
device. The resubmission incorporated our next generation device which is being
developed through a partnership with West Pharmaceutical Services, Inc., or
West, using its proprietary, wearable, SmartDose® drug delivery system
(SmartDose is a registered trademark of West Pharma. Services IL, Ltd., a
subsidiary of West, in the United States and other jurisdictions). On July 23,
2020, the FDA accepted the resubmission of our NDA and assigned a Prescription
Drug User Fee Act target action date of December 30, 2020 for completion of its
review of the NDA.
We have funded our operations from inception through June 30, 2020 primarily
through the sale of shares of our common stock and, prior to that, through the
private placement of our preferred stock and the incurrence of debt. We do not
have any products approved for sale and have not generated any revenue from
product sales.
As of June 30, 2020, we had an accumulated deficit of $144.8 million. We expect
to continue to incur net losses for the foreseeable future as we develop the
infrastructure to commercialize our products, if approved, in the United States,
including building our sales and marketing organization, continue research and
development efforts, engaging in scale-up manufacturing and seeking regulatory
approval for new product candidates and enhancements. We will need additional
funding to pay expenses related to our operating activities, including selling,
general and administrative expenses and research and development expenses.
Adequate funding may not be available to us on acceptable terms, or at all. Our
failure to obtain sufficient funds on acceptable terms when needed could have a
material adverse effect on our business, results of operations or financial
condition.
IMPACT OF COVID-19
A new strain of novel coronavirus which causes a severe respiratory disease
("COVID-19") was identified in 2019, and subsequently declared a pandemic by the
World Health Organization, affecting the populations of the United States as
well as the rest of the world. In response to the pandemic, we transitioned our
workforce to work from home in March 2020. In July 2020, we opened our offices
for limited access to employees integrating all recommendations for workplace
safety, including appropriate protocols to ensure social-distancing. The health
of our employees remains a top priority and we are continuing to monitor the
impact of COVID-19 and government regulations.
To date, the third parties that perform our manufacturing, assembly, packaging
and testing of our products have generally remained operational. The extent of
the impact of the COVID-19 pandemic on the timing of the FDA's review of the
FUROSCIX NDA and our operational and financial performance will depend on future
developments, including the duration, severity and spread of the pandemic,
related restrictions on travel and transportation and other actions that may be
taken by governmental authorities, the impact to the business of our suppliers
or customers, and other items identified under "Risk Factors" below, all of
which are uncertain and cannot be predicted. An extended period of global supply
chain and economic disruption could materially affect our business, results of
operations, access to sources of liquidity and financial condition.
COMPONENTS OF OUR RESULTS OF OPERATIONS
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Research and Development Expenses
Research and development, or R&D, expenses consist of the cost of engineering,
clinical trials, regulatory and medical affairs and quality assurance associated
with developing our proprietary technology and product candidates. R&D expenses
consist primarily of:
• employee-related expenses, including salaries, benefits, travel expense
and stock-based compensation expense;
• cost of outside consultants who assist with technology development,
regulatory affairs, clinical trials and medical affairs, and quality
assurance;
• cost of clinical trial activities performed by third parties; and
• cost of facilities and supplies used for internal research and development
and clinical activities.
We expense R&D costs as incurred. Given the emphasis to date on our lead product
candidate FUROSCIX, our R&D expenses have not been allocated on a
program-specific basis. In the future, we expect R&D expenses to increase in
absolute dollars as we continue to develop new products and enhance existing
products and technologies. We anticipate that our expenses will increase
significantly as we:
• pursue regulatory approval of FUROSCIX incorporating the SmartDose drug
delivery system;
• continue to advance our pipeline programs beyond FUROSCIX, including
ceftriaxone;
• continue our current research and development activity;
• seek to identify additional research programs and additional product
candidates;
• initiate preclinical testing and clinical trials for any product
candidates we identify and develop, maintain, expand and protect our
intellectual property portfolio; and
• hire additional research, clinical and scientific personnel.
General and Administrative Expenses
General and administrative, or G&A, expenses consist of employee-related
expenses, including salaries, benefits, travel expense and stock-based
compensation expense for personnel in executive, finance, commercial, human
resources, facility operations and administrative functions. Other G&A expenses
include pre-approval promotional activities, marketing, conferences and trade
shows, professional services fees, including legal, audit and tax fees,
insurance costs, general corporate expenses and allocated facilities-related
expenses.
If we receive FDA approval for FUROSCIX incorporating the next generation
SmartDose drug delivery system, we anticipate that our G&A expenses will
increase as we continue to build our corporate and commercial infrastructure to
support the development and commercial launch of FUROSCIX in the United States.
Results of Operations
Comparison of Three Months Ended June 30, 2019 and 2020
The following table summarizes our results of operations for the three months
ended June 30, 2019 and 2020 (in thousands):
Three Months Ended June 30, Increase
2019 2020 (Decrease)
Operating expenses:
Research and development $ 5,496 $ 5,139 $ (357 )
General and administrative 1,839 2,537 698
Total operating expenses 7,335 7,676 341
Loss from operations (7,335 ) (7,676 ) 341
Other expense (14 ) (1 ) (13 )
Interest income 463 21 (442 )
Interest expense (369 ) (639 ) 270
Net loss $ (7,255 ) $ (8,295 ) $ 1,040
Research and development expenses. R&D expenses were $5.1 million for the three
months ended June 30, 2020, compared to $5.5 million for the three months ended
June 30, 2019. The decrease of $0.4 million was primarily attributable to a $1.5
million decrease in device development costs and a $0.1 million decrease in
pharmaceutical preparation costs. The decrease was partially
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offset by a $0.6 million increase in contract services for clinical and medical
affairs, a $0.3 million increase in employee-related costs and a $0.3 million
increase in regulatory costs.
General and administrative expenses. G&A expenses were $2.5 million for the
three months ended June 30, 2020, compared to $1.8 million for the three months
ended June 30, 2019. The increase of $0.7 million was primarily attributable to
a $0.4 million increase in employee-related costs, a $0.2 million increase in
public company costs, including director and officer's insurance and investor
and public relations costs, and a $0.1 million increase in legal costs.
Other expense. Other expense was $1,000 for the three months ended June 30,
2020, compared to $14,000 for the three months ended June 30, 2019. The decrease
in expense of $13,000 was primarily attributable to foreign exchange gains due
to foreign currency fluctuations.
Interest income. Interest income was $21,000 for the three months ended June 30,
2020 compared to $463,000 for the three months ended June 30, 2019. The decrease
of $442,000 was primarily attributable to lower interest rates on our money
market fund holdings.
Interest expense. Interest expense was $0.6 million for the three months ended
June 30, 2020 compared to $0.4 million for the three months ended June 30, 2019.
The increase was due to the restructuring of the term loan in September 2019
with Solar Capital Ltd. and Silicon Valley Bank, which increased the principal
from $10.0 million to $20.0 million.
Comparison of Six Months Ended June 30, 2019 and 2020
The following table summarizes our results of operations for the six months
ended June 30, 2019 and 2020 (in thousands):
Six Months Ended June 30, Increase
2019 2020 (Decrease)
Operating expenses:
Research and development $ 12,020 $ 9,285 $ (2,735 )
General and administrative 4,162 5,040 878
Total operating expenses 16,182 14,325 (1,857 )
Loss from operations (16,182 ) (14,325 ) (1,857 )
Other expense (22 ) (32 ) 10
Interest income 953 245 (708 )
Interest expense (723 ) (1,275 ) 552
Net loss $ (15,974 ) $ (15,387 ) $ (587 )
Research and development expenses. R&D expenses were $9.3 million for the six
months ended June 30, 2020, compared to $12.0 million for the six months ended
June 30, 2019. The decrease of $ 2.7 million was primarily attributable to
one-time costs in 2019, including $1.7 million in materials related to the
first-generation device and $1.0 million in severance costs, and a decrease of
$2.0 million in device development costs in the six months ended June 30, 2020.
The decrease was partially offset by a $0.9 million increase in contract
services for clinical and medical affairs, a $0.6 million increase in
employee-related costs, a $0.3 million increase in regulatory costs and a $0.1
million increase in pharmaceutical development costs.
General and administrative expenses. G&A expenses were $5.0 million for the six
months ended June 30, 2020, compared to $4.2 million for the six months ended
June 30, 2019. The increase of $0.9 million was primarily attributable to a $
0.7 million increase in employee-related costs, a $0.3 million increase in
public company costs, including director and officer's insurance and investor
and public relations costs, and a $0.2 million increase in legal costs. The
increase was partially offset by $0.4 million in severance costs recognized in
2019.
Other expense. Other expense was $32,000 for the six months ended June 30, 2020,
compared to $22,000 for the six months ended June 30, 2019. The increase in
expense of $10,000 was primarily attributable to the fair value adjustment to
the derivative liability. The increase was offset by foreign exchange gains due
to foreign currency fluctuations.
Interest income. Interest income was $0.2 million for the six months ended
June 30, 2020, compared to $1.0 million for the six months ended June 30, 2019.
The decrease of $0.7 million was primarily attributable to lower interest rates
on our money market fund holdings.
Interest expense. Interest expense was $1.3 million for the six months ended
June 30, 2020, compared to $0.7 million for the six months ended June 30, 2019.
The increase was due to the restructuring of the term loan in September 2019
with Solar Capital Ltd. and Silicon Valley Bank, which increased the principal
from $10.0 million to $20.0 million.
LIQUIDITY AND CAPITAL RESOURCES
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Overview
We have funded our operations from inception through June 30, 2020 primarily
through the sale of shares of our common stock and, prior to that, through the
private placement of our preferred stock and the incurrence of debt. As of
June 30, 2020, we had received net cash proceeds of $92.7 million from our
initial public offering, $56.7 million from sales of our preferred stock, net
cash proceeds of $18.8 million from borrowings under our term loan, net cash
proceeds of $13.5 million from sales of convertible notes, net cash proceeds of
$50.2 million from the public offering and net cash proceeds of $14.4 million
from the sale of common stock in our at-the-market offering. As of June 30,
2020, we had cash, cash equivalents and restricted cash of $79.0 million and
short term investments of $40.5 million.
We expect to incur substantial additional expenditures in the near future to
support our ongoing activities and our plans to obtain regulatory approval for
FUROSCIX incorporating the next generation SmartDose drug delivery system. We
believe our existing unrestricted cash is sufficient to fund our operations
through at least the next 12 months from the date of this quarterly report. We
expect our costs and expenses to increase in the future as we prepare for and,
if approved, commence U.S. commercialization of FUROSCIX, including the
development of a direct sales force, and as we continue to make substantial
expenditures on research and development, including to increase our
manufacturing capacity and for conducting clinical trials of our product
candidates. Additionally, we will incur additional costs as a result of
operating as a public company. Our future capital requirements will depend on
many factors, including:
• the potential FDA approval of FUROSCIX;
• the costs and expenses of establishing our U.S. sales and marketing
infrastructure;
• the degree of success we experience in commercializing FUROSCIX, if approved;
• the revenue generated by sales of FUROSCIX, if approved, and other products
that may be approved;
• the pricing and reimbursement of FUROSCIX, if approved, and of other product
candidates that may be approved;
• the costs, timing and outcomes of clinical trials and regulatory reviews
associated with our product candidates;
• the emergence of competing or complementary technological developments;
• the extent to which FUROSCIX, if approved, is adopted by the healthcare
community;
• the number and types of future products we develop and commercialize;
• the costs of preparing, filing and prosecuting patent applications and
maintaining, enforcing and defending intellectual property-related claims;
• the impact of COVID-19 on our operations; and
• the extent and scope of our general and administrative expenses.
Additional financing may not be available on a timely basis on terms acceptable
to us, or at all. We may raise funds in equity, royalty-based or debt financings
or enter into additional credit facilities in order to access funds for our
capital needs. If we raise additional funds through further issuances of equity
or convertible debt securities, our existing stockholders could suffer
significant dilution in their percentage ownership of our company, and any new
equity securities we issue could have rights, preferences and privileges senior
to those of holders of our common stock. If we raise additional funds through
royalty-based financing arrangements, we will likely agree to relinquish rights
to potentially valuable future revenue streams and may agree to covenants that
restrict our operations or strategic flexibility. Any debt financing obtained by
us in the future would cause us to incur additional debt service expenses and
could include restrictive covenants relating to our capital raising activities
and other financial and operational matters, which may make it more difficult
for us to obtain additional capital and pursue business opportunities. If we are
unable to obtain adequate financing or financing on terms satisfactory to us
when we require it, we may terminate or delay the development of one or more of
our products, delay clinical trials necessary to market our products, or delay
establishment or expansion of sales and marketing capabilities or other
activities necessary to commercialize our products.
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CASH FLOWS
The following table summarizes our sources and uses of cash for each of the
periods presented:
Six Months Ended
June 30,
(in thousands) 2019 2020
Net cash (used in) provided by:
Operating activities $ (10,029 ) $ (13,705 )
Investing activities - (40,469 )
Financing activities 18 60,410
Net (decrease) increase in cash, cash equivalents and
restricted cash $ (10,011 ) $ 6,236
Net Cash Used in Operating Activities
During the six months ended June 30, 2020, net cash used in operating activities
was $13.7 million, consisting primarily of a net loss of $15.4 million. This was
offset by non-cash charges of $1.6 million and an increase in net operating
liabilities of $0.1 million. The non-cash charges primarily consisted of
depreciation, amortization related to our right of use leased assets,
stock-based compensation expense, non-cash interest expense related to
amortization of debt discount associated with the 2019 Loan Agreement and the
fair value adjustment to the derivative liability.
During the six months ended June 30, 2019, net cash used in operating activities
was $10.0 million, consisting primarily of a net loss of $16.0 million. This was
offset by non-cash charges of $1.0 million and an increase in net operating
liabilities of $4.9 million. The non-cash charges primarily consisted of
depreciation, amortization related to our right of use leased assets,
stock-based compensation expense and non-cash interest expense related to
amortization of debt discount associated with the 2017 Loan Agreement. The
increase in net operating liabilities related to accrued expenses for device
development costs and materials.
Net Cash Used in Investing Activities
During the six months ended June 30, 2020, net cash used by investing activities
was $40.5 million, consisting of purchases of short term investments.
There was no cash from investing activities during the six months ended June 30,
2019.
Net Cash Provided by Financing Activities
During the six months ended June 30, 2020, net cash provided by financing
activities was $60.4 million, consisting primarily of net proceeds of $50.2
million from the public offering, net proceeds of $10.4 million from the
at-the-market offering and stock option exercises. The proceeds were offset by
the $0.8 million Exit Fee associated with the 2019 Loan Agreement and tax
obligations on the settlement of restricted stock units.
During the six months ended June 30, 2019, net cash provided by financing
activities was $18,000, consisting primarily of stock option exercises.
OFF-BALANCE SHEET ARRANGEMENTS
We currently have no off-balance sheet arrangements.
CONTRACTUAL OBLIGATIONS
There were no material changes in our commitments under contractual obligations,
as disclosed in "Management's Discussion and Analysis of Financial Condition and
Results of Operations" contained in our Annual Report on Form 10-K for the
fiscal year ended December 31, 2019, filed with the SEC on March 24, 2020.
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CRITICAL ACCOUNTING POLICIES AND ESTIMATES
Management's discussion and analysis of our financial condition and results of
operations is based on our financial statements, which have been prepared in
accordance with U.S. generally accepted accounting principles, or U.S. GAAP. The
preparation of these financial statements requires us to make estimates and
assumptions for the reported amounts of assets, liabilities, revenue, expenses
and related disclosures. Our estimates are based on our historical experience
and on various other factors that we believe are 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 sources. Actual results may differ from these estimates under different
assumptions or conditions and any such differences may be material. Our critical
accounting policies are more fully described under the heading "Management's
Discussion and Analysis of Financial Condition and Results of Operations -
Critical Accounting Policies and Estimates" in our Annual Report on Form 10-K
for the fiscal year ended December 31, 2019, filed with the SEC on March 24,
2020.
JOBS ACT ACCOUNTING ELECTION
In April 2012, the Jumpstart Our Business Startups Act of 2012, or JOBS Act, was
enacted. Section 107 of the JOBS Act provides that an emerging growth company
can take advantage of an extended transition period for complying with new or
revised accounting standards. Thus, an emerging growth company can delay the
adoption of certain accounting standards until those standards would otherwise
apply to private companies. We have elected not to avail ourselves of this
extended transition period and, as a result, we adopt new or revised accounting
standards on the relevant dates on which adoption of such standards is required
for other public companies. This election is irrevocable.
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