UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 13, 2019
Neoleukin Therapeutics, Inc.
(Exact name of Registrant as specified in its charter)
Delaware | 001-36327 | 98-0542593 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
360 1616 Eastlake Avenue E,
Seattle, Washington 98102
(Address of principal executive offices, including zip code)
Registrants telephone number, including area code: (206) 732-2133
401 Terry Avenue North
Seattle, Washington 98109
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered | ||
Common Stock, par value $0.000001 | NLTX | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒
Item 2.02 Results of Operations and Financial Condition
On November 13, 2019, Neoleukin Therapeutics, Inc. (the Company) issued a press release announcing financial results for the quarter ended September 30, 2019. The full text of the press release announcing such results is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information in this current report on Form 8-K and the press release attached as Exhibit 99.1 hereto is being furnished, but shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (Exchange Act), and is not incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Number |
Description | |
99.1 | Press Release of Neoleukin Therapeutics, Inc. dated November 13, 2019 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Neoleukin Therapeutics Inc. | ||
By: | /s/ Kamran Alam | |
Name: | Kamran Alam | |
Title: | Interim Chief Financial Officer |
Date: November 13, 2019
Exhibit 99.1
Neoleukin Therapeutics Announces Corporate Update and
Third Quarter 2019 Financial Results
SEATTLE, Washington, November 13, 2019 Neoleukin Therapeutics, Inc. Neoleukin (NASDAQ:NLTX), a biopharmaceutical company utilizing sophisticated computational methods to design de novo protein therapeutics, today announced a corporate update and financial results for the third quarter ending September 30, 2019.
The past quarter has been transformational for Neoleukin across many fronts. Weve acquired the capital for further development of our de novo protein technology, expanded our talented team, and focused on advancing NL-201 for clinical evaluation, said Jonathan Drachman, M.D., Chief Executive Officer of Neoleukin. Additionally, we look forward to presenting data in the coming year, highlighting preclinical studies of NL-201 and the potential of our Neoleukin cytokine mimetic platform to address significant unmet medical needs.
Recent Updates
Completion of Merger Transaction with Aquinox Pharmaceuticals & Conversion of Preferred Shares at Annual General Meeting
In August 2019, Neoleukin completed its merger with Aquinox Pharmaceuticals, Inc, the company was renamed Neoleukin Therapeutics, Inc., and trading began in August 2019 on the Nasdaq Global Market under the new ticker symbol NLTX.
In November 2019, during the companys annual general meeting, stockholders approved the conversion of preferred shares issued in the merger into common shares, resulting in a total of 38.3 million shares of common stock outstanding.
Executive Appointments
In September 2019, Neoleukin announced the appointments of Leslie Aberman as Vice President, Legal Affairs and Intellectual Property, and Samantha Willing, Vice President, People. Aberman brings over 18 years of law firm and biopharmaceutical experience, having previously served at the Infectious Disease Research Institute, Seattle Genetics and the life sciences practice group at Woodcock Washburn, LLP and Kilpatrick Townsend and Stockton, LLP. Willing brings over 20 years of human resources experience, including roles at Limeade, Seattle Genetics, and Microsoft.
New Corporate Headquarters
In October 2019, Neoleukin relocated its corporate headquarters, including office and laboratory space, to the South Lake Union area of Seattle, at 1616 Eastlake Avenue East.
Research Platform Advancement
Since completion of the merger, we have expanded the laboratory infrastructure and hired experienced scientists to build our computational, protein engineering, and immunology groups. We are dedicated to being leaders in the field of de novo protein design and development. We believe the Neoleukin technology platform has the potential to treat cancer and autoimmune diseases through the design of cytokine mimetics, conditionally active proteins, and inhibitors of inflammation.
Summary of Financial Results
Cash Position: Cash and cash equivalents totaled $66.3 million as of September 30, 2019, compared to $76.9 million as of December 31, 2018. The decrease was primarily the result of expenses related to the merger, the cost of expanding the Neoleukin team, and NL-201 IND-enabling activities. Neoleukin expects its cash and cash equivalents to be sufficient to support the development of internal programs. Based upon current internal infrastructure and pipeline initiatives, Neoleukin believes that its cash-on-hand will be sufficient to fund operations through 2021.
R&D Expenses: Research and development expenses for the third quarter of 2019 decreased to $1.4 million from $10.7 million for the third quarter of 2018. This decrease resulted from lower research and development expenses following the suspension of the rosiptor programs in 2018, partially offset by research and development expenses incurred following the completion of the merger.
Acquired In-Process Research and Development Expense: The acquired in-process research and development expense that arose from the merger was expensed immediately in accordance with current accounting standards.
G&A Expenses: General and administrative expenses for the third quarter of 2019 increased to $10.4 million from $4.5 million for the third quarter of 2018. This increase was primarily due to merger related severance costs and the recognition of stock based compensation expense for certain options that vested as a result of the merger. Subsequent to the merger, Neoleukin expects G&A expenses to decrease for the fourth quarter of 2019.
Net Loss: Net loss for the third quarter of 2019 was $59.1 million compared to a net loss of $15.0 million in the third quarter of 2018 primarily due to the acquired in-process research and development expense that arose from the merger.
About Neoleukin Therapeutics, Inc.
Neoleukin is a biopharmaceutical company creating next generation immunotherapies using de novo protein design technology. Neoleukin uses sophisticated computational methods to design proteins that demonstrate specific pharmaceutical properties that provide potentially superior therapeutic benefit over native proteins. Neoleukins lead product candidate, NL-201, is a combined IL-2 and IL-15 agonist designed to eliminate alpha receptor binding. For more information, please visit the Neoleukin website: www.neoleukin.com.
Cautionary Note on Forward-Looking Statements
Certain of the statements made in this press release are forward looking, including those relating to evaluation of our pipeline and strategic options, potential timing of preclinical data, the sufficiency of our cash resources and other statements containing the words anticipate, believe, expect, may, plan, project, potential, will, would, could, continue, and similar expressions. These statements are subject to risks and uncertainties that could cause actual results and events to differ materially from those anticipated, including, but not limited to, risks and uncertainties related to: clinical drug development is a lengthy and expensive process with an uncertain outcome; our ability to identify or acquire additional clinical candidates, our ability to obtain and maintain regulatory approval for any future product candidates and the potential safety, efficacy or clinical utility of or any future product candidates. Actual results or developments may differ materially from those projected or implied in these forward-looking statements. More information about the risks and uncertainties faced by Neoleukin is contained in the companys Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission. Neoleukin disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
Contacts:
Media
Julie Rathbun
206-769-9219
jrathbun@neoleukin.com
Investors
Solebury Trout
Brian Korb
646-378-2923
bkorb@troutgroup.com
NEOLEUKIN THERAPEUTICS, INC.
Condensed consolidated balance sheets
(Unaudited)
(In thousands of U.S. dollars)
SEPTEMBER 30, 2019 |
DECEMBER 31, 2018 |
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Assets |
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Cash and cash equivalents |
$ | 66,306 | $ | 76,928 | ||||
Other current assets |
1,276 | 237 | ||||||
Other long-term assets |
2,209 | 453 | ||||||
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Total assets |
$ | 69,791 | $ | 77,618 | ||||
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Liabilities |
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Current liabilities |
$ | 2,565 | $ | 4,627 | ||||
Non-current liabilities |
351 | 319 | ||||||
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Total liabilities |
2,916 | 4,946 | ||||||
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Stockholders equity |
66,875 | 72,672 | ||||||
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Total liabilities and stockholders equity |
$ | 69,791 | $ | 77,618 | ||||
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NEOLEUKIN THERAPEUTICS, INC.
Condensed consolidated statements of operations
(Unaudited)
(In thousands of U.S. dollars, except per share and share amounts)
THREE MONTHS ENDED SEPTEMBER 30, |
NINE MONTHS ENDED SEPTEMBER 30, |
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2019 | 2018 | 2019 | 2018 | |||||||||||||
Revenue |
$ | | $ | | $ | | $ | 25,000 | ||||||||
Operating expenses |
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Research and development |
1,420 | 10,713 | (471 | ) | 39,217 | |||||||||||
Acquired in-process research and development |
47,716 | | 47,716 | | ||||||||||||
General and administrative |
10,380 | 4,484 | 15,358 | 13,107 | ||||||||||||
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Total operating expenses |
59,516 | 15,197 | 62,603 | 52,324 | ||||||||||||
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Loss from operations |
(59,516 | ) | (15,197 | ) | (62,603 | ) | (27,324 | ) | ||||||||
Other income, net |
384 | 204 | 1,262 | 626 | ||||||||||||
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Net loss |
$ | (59,132) | $ | (14,993) | $ | (61,341) | $ | (26,698) | ||||||||
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Net loss per common stock basic and diluted |
$ | (2.26) | $ | (0.64) | $ | (2.51) | $ | (1.14) | ||||||||
Basic and diluted weighted average number of common stock outstanding |
26,185,839 | 23,537,368 | 24,429,893 | 23,513,489 |