0001654954-18-012732.txt : 20181114 0001654954-18-012732.hdr.sgml : 20181114 20181114162048 ACCESSION NUMBER: 0001654954-18-012732 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20181114 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20181114 DATE AS OF CHANGE: 20181114 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CorMedix Inc. CENTRAL INDEX KEY: 0001410098 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-34673 FILM NUMBER: 181184135 BUSINESS ADDRESS: STREET 1: 400 CONNELL DRIVE STREET 2: SUITE 5000 CITY: BERKELEY HEIGHTS STATE: NJ ZIP: 07922 BUSINESS PHONE: 908-517-9500 MAIL ADDRESS: STREET 1: 400 CONNELL DRIVE STREET 2: SUITE 5000 CITY: BERKELEY HEIGHTS STATE: NJ ZIP: 07922 8-K 1 crmd_8k.htm CURRENT REPORT Blueprint
 

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 14, 2018
 
CORMEDIX INC.
(Exact Name of Registrant as Specified in Charter)
 
 
 
Delaware
001-34673
20-5894890
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
 
   
 
 400 Connell Drive, Suite 5000, Berkeley Heights, NJ
 07922
 (Address of Principal Executive Offices)
 (Zip Code)
 
Registrant’s Telephone Number, Including Area Code: (908) 517-9500
 
 
(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))
 
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 14, 2018, CorMedix Inc. issued a press release announcing its operating results for the third quarter and nine months ended September 30, 2018. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein in its entirety by reference.
 
The information in this Item 2.02 (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.
 
 
Item 9.01. Financial Statements and Exhibits.
 
(d)             Exhibits
 
Exhibit No.                    Description
 
99.1                                
Press release dated November 14, 2018.
 
 
 
 
 
 
 
 
 
 
 
SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
CORMEDIX INC.
 
 
 
 
 
Date: November 14, 2018
By:  
/s/ Robert W. Cook
 
 
 
Name: Robert W. Cook
 
 
 
Title: Chief Financial Officer
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
EX-99.1 2 crmd_ex991.htm PRESS RELEASE Blueprint
  Exhibit 99.1
 
CORMEDIX INC. REPORTS THIRD QUARTER FINANCIAL RESULTS AND PROVIDES BUSINESS UPDATE
Conference Call today at 4:30 p.m. Eastern Time
 
Berkeley Heights, NJ – November 14, 2018 – CorMedix Inc. (NYSE American: CRMD), a biopharmaceutical company focused on developing and commercializing therapeutic products for the prevention and treatment of infectious and inflammatory disease, today announced financial results for the third quarter and nine months ended September 30, 2018 and provided an update on recent business developments.
 
“After the Data and Safety Monitoring Board recommended our LOCK-IT 100 trial be halted for efficacy, we began the methodical process of closing the study and are well on our way to completing locking the data set,” said Khoso Baluch, Chief Executive Officer of CorMedix. “Additionally, we are simultaneously preparing to file an NDA with the Food and Drug Administration for Neutrolin in anticipation of receiving a favorable response from the FDA at our upcoming meeting to discuss Neutrolin's development path. Our clinical team has put in a tremendous effort and we are pleased with the progress on all fronts. We look forward to commercializing Neutrolin and meaningfully advance patient care by significantly reducing or eliminating costly and potentially deadly catheter-related bloodstream infections.”
 
Recent Corporate and Clinical Highlights:
 
In the process of locking the data set from the LOCK-IT 100 trial, which the Company halted for efficacy on the recommendation of the independent Data and Safety Monitoring Board (DSMB) after it completed its review and analysis of the interim data. The DSMB recommended the study be terminated early as the pre-specified level of statistical significance had been achieved and efficacy had been demonstrated. No safety concerns were reported by the DSMB based on the interim data.
 
Completed a confidential settlement agreement with its CRO in which the Company agreed to make certain payments to its CRO through January 2019, plus investigator fees and third party costs that have not been invoiced as of September 30, 2018. The settlement agreement will result in full satisfaction of the balance of the accounts payable and accrued expenses recorded as of September 30, 2018 in connection with the Master Services Agreement. Additionally, in parallel with the settlement agreement, a new work order under the Master Service Agreement was executed specifying certain services the CRO will continue to provide to the Company related to the closeout of the study.
 
Signed a binding term sheet with the Company’s largest investor (the “Investor”) for a proposed new $7.5 million secured convertible debt financing, which subject to completion of documentation, will be closed and drawn before year end 2018. The three year note will bear interest at 10% per annum and will be convertible into the Company’s common stock at a conversion price of $1.50 per share. 
 
 
 
 
Third Quarter and Nine Month 2018 Financial Highlights
 
For the third quarter 2018, CorMedix recorded a net loss of $10.2 million, or $0.11 per share, compared with a net loss of $10.0 million, or $0.17 per share, in the third quarter 2017, an increase of $0.2 million. The increase in net loss in the third quarter 2018 compared with the third quarter of 2017 was driven primarily by increased costs related to the LOCK-IT-100 clinical study. During the third quarter of 2017, the Company also recorded a $1.9 million non-cash gain related to a change in the fair value of warrants issued in connection with a public offering.
 
Operating expenses in the third quarter 2018 were $10.3 million, compared to $8.0 million in the third quarter of 2017, an increase of approximately 28.8%. This increase was due primarily to a $2.3 million, or 38.3% increase, in R&D expense, while SG&A expense remained unchanged. Within R&D, the cost of the LOCK-IT-100 clinical trial increased by $1.7 million due to higher investigator site fees resulting from the accelerated efforts to complete patient dosing and the one month safety follow-up, and to record all trial related data as quickly as possible in order to permit timely site closure.
 
For the nine months ended September 30, 2018, CorMedix recorded a net loss of $29.0 million, or $0.35 per share, compared with a net loss of $22.7 million, or $0.44 per share, in the first nine months of 2017, an increase of $6.3 million. The increase in net loss in the first nine months of 2018 compared with the first nine months of 2017 was driven primarily by increased costs related to the LOCK-IT-100 clinical study. During the first nine months of 2017, the Company also recorded a $1.9 million non-cash gain related to a change in the fair value of warrants issued in connection with a public offering completed in May 2017.
 
Operating expenses in the nine months ended September 30, 2018 were $29.0 million, compared to $22.7 million in the nine months ended September 30, 2017, an increase of approximately 27.8%. This increase was due primarily to a $7.1 million, or 44.5% increase, in R&D expense, while SG&A expense declined by $0.8 million.
 
Total cash on hand and short-term investments as of September 30, 2018 was $6.4 million, excluding restricted cash of $0.2 million. The Company believes that, based on the Company’s cash resources at September 30, 2018, the proceeds received under its ATM program through the filing date of its report on Form 10-Q, the financial impact of the CRO settlement agreement, and the anticipated closing of the convertible debt transaction it has sufficient resources to fund the Company’s operations into the second quarter of 2019. The Company will more fully evaluate the amount of funding needed to complete Neutrolin development and file an NDA after its planned meeting with the FDA.
 
Conference Call Information:
 
CorMedix CEO, Khoso Baluch will host a conference call and webcast today, November 14, 2018, at 4:30 PM Eastern Time, to discuss recent corporate developments and financial results. Call details and dial-in information are as follows:
 
 
 
 
Wednesday, November 14 at 4:30pm Eastern Time
 
Domestic:                              
877-407-9124
International:                      
201-689-8584
Conference ID:      
13684636
Webcast:                        
http://www.investorcalendar.com/event/40032
 
Replays, Available through November 28, 2018:
Domestic:                           
877-481-4010
International:                          
919-882-2331 40032
Replay PIN:  
40032
 
About CorMedix
CorMedix Inc. is a biopharmaceutical company focused on developing and commercializing therapeutic products for the prevention and treatment of infectious and inflammatory diseases. The Company is focused on developing its lead product Neutrolin®, a novel, non-antibiotic antimicrobial solution designed to prevent costly and dangerous bloodstream infections associated with the use of central venous catheters, currently in Phase 3 development for patients undergoing chronic hemodialysis. Such infections cost the U.S. healthcare system approximately $6 billion annually and contribute significantly to increased morbidity and mortality. Neutrolin has FDA Fast Track status and is designated as a Qualified Infectious Disease Product, which provides the potential for priority review of a marketing application by FDA and allows for 5 additional years of QIDP market exclusivity in the event of U.S. approval. Neutrolin is already marketed as a CE Marked product in Europe and other territories. In parallel, CorMedix is leveraging its taurolidine technology to develop a pipeline of antimicrobial medical devices, with active programs in surgical sutures and meshes, and topical hydrogels.  The company is also working with top-tier researchers to develop taurolidine-based therapies for rare pediatric cancers.  For more information, visit: www.cormedix.com.
 
Forward-Looking Statements
 
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are subject to risks and uncertainties. All statements, other than statements of historical facts, regarding management’s expectations, beliefs, goals, plans or CorMedix’s prospects, future financial position, financing plans, future revenues and projected costs should be considered forward-looking. Readers are cautioned that actual results may differ materially from projections or estimates due to a variety of important factors, including: the risk of closing the convertible note financing with CorMedix’s largest investor; the resources needed to terminate the Phase 3 trial and the costs and time needed to submit a new drug application to the FDA; the risks and uncertainties associated with CorMedix’s ability to manage its limited cash resources and the impact on current, planned or future research, including the continued development of Neutrolin and research for additional uses for taurolidine; obtaining additional financing to support CorMedix’s research and development and clinical activities and operations; risks related to obtaining FDA approval of the new drug application for Neutrolin; relying on preclinical results that may not be indicative of success in clinical trials and might not be replicated in any subsequent studies or trials; and the ability to retain and hire necessary personnel to staff our operations appropriately. These and other risks are described in greater detail in CorMedix’s filings with the SEC, copies of which are available free of charge at the SEC’s website at www.sec.gov or upon request from CorMedix. CorMedix may not actually achieve the goals or plans described in its forward-looking statements, and investors should not place undue reliance on these statements. CorMedix assumes no obligation and does not intend to update these forward-looking statements, except as required by law.
 
 
Investor Contact:
Dan Ferry
Managing Director
LifeSci Advisors
617-535-7746
 
 
 
 
CORMEDIX INC. AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
AND COMPREHENSIVE LOSS
(Unaudited)
 
 
 
For the Three Months Ended
September 30,
 
 
For the Nine Months Ended
September 30,
 
 
 
2018
 
 
2017
 
 
2018
 
 
2017
 
Revenue:
 
 
 
 
 
 
 
 
 
 
 
 
Net sales
 $372,514 
 $61,075 
 $403,274 
 $236,801 
Cost of sales
  (312,434)
  (66,652)
  (374,672)
  (178,276)
Gross profit (loss)
  60,080 
  (5,577)
  28,602 
  58,525 
Operating Expenses:
    
    
    
    
Research and development
  (8,289,094)
  (6,014,260)
  (23,169,750)
  (16,028,151)
Selling, general and administrative
  (2,012,439)
  (1,992,134)
  (5,861,279)
  (6,683,953)
Total Operating Expenses
  (10,301,533)
  (8,006,394)
  (29,031,029)
  (22,712,104)
Loss From Operations
  (10,241,453)
  (8,011,971)
  (29,002,427)
  (22,653,579)
Other Income (Expense):
    
    
    
    
Interest income
  5,411 
  37,156 
  30,383 
  89,164 
Foreign exchange transaction loss
  (77)
  (4,692)
  (4,230)
  (11,515)
Change in fair value of derivative liability
  - 
  (1,974,019)
  - 
  (120,654)
Interest expense
  - 
  (2,810)
  (1,873)
  (2,810)
Total Other Income (Expense)
  5,334 
  (1,944,365)
  24,280 
  (45,815)
Net Loss
  (10,236,119)
  (9,956,336)
  (28,978,147)
  (22,699,394)
Other Comprehensive Income (Loss):
    
    
    
    
Unrealized gain (loss) from investments
  - 
  2,600 
  - 
  13,013 
Foreign currency translation gain (loss)
  (6,405)
  (4,573)
  (7,435)
  512 
Total Other Comprehensive Income (Loss)
  (6,405)
  (1,973)
  (7,435)
  13,525 
Comprehensive Loss
  (10,242,524)
  (9,958,309)
  (28,985,582)
  (22,685,869)
Net Loss Per Common Share – Basic and Diluted
 $(0.11)
 $(0.17)
 $(0.35)
 $(0.44)
Weighted Average Common Shares Outstanding – Basic and Diluted
  94,156,581 
  60,290,988 
  83,904,162 
  51,238,399 
 
 
 
 
CORMEDIX INC. AND SUBSIDIARY
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
 
 
 
 September 30,
 
 
 December 31,
 
 
 
2018
 
 
2017
 
ASSETS
 
 
 
 
 
 
Cash and cash equivalents
 $6,615,421 
 $10,551,282 
Short-term investments
 $- 
 $1,604,198 
Total Assets
 $8,048,675 
 $13,453,933 
 
    
    
Total Liabilities
 $17,546,249 
 $6,260,582 
Accumulated deficit
 $(181,136,389)
 $(152,174,866)
Total Stockholders’ Equity
 $(9,497,574)
 $7,193,351 
 
 
CORMEDIX INC. AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
 
 
 
 Nine Month Periods Ended September 30,
 
 
 
2018
 
 
2017
 
CASH FLOWS FROM OPERATING ACTIVITIES:
 
 
 
 
 
 
Net loss
 $(28,978,147)
 $(22,699,394)
Net cash used in operating activities
  (16,500,414)
  (21,310,019)
CASH FLOWS USED IN INVESTING ACTIVITIES:
    
    
Net cash provided by investing activities
  1,555,305 
  5,290,988 
 
    
    
CASH FLOWS FROM FINANCING ACTIVITIES:
    
    
Proceeds from sale of common stock from at-the-market program
  11,012,647 
  347,362 
Proceeds from the public offering of common stock and warrants
  - 
  12,798,325 
Proceeds from exercise of stock options
  - 
  6,800 
Net cash provided by financing activities
  11,012,647 
  13,152,487 
 
NET DECREASE IN CASH
  (3,935,861)
  (2,851,911)
CASH - BEGINNING OF PERIOD
  10,551,282 
  8,236,043 
CASH - END OF PERIOD
 $6,615,421 
 $5,384,132