What changed in this filing

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Item 1. Financial Statements

2022-08-11 compared with 2022-05-12 · 106 added, 112 removed, 288 unchanged (43% of the section changed)

7 unchanged sentences

Total cash, cash equivalents and restricted cash

Short-term investments

Accounts receivable

16 unchanged sentences

200,000,000 shares authorized;

43,219,896 and 40,993,768 shares issued and outstanding at March 31, 2022 and December 31, 2021, respectively

46,372,105 and 40,993,768 shares issued and outstanding as of June 30, 2022 and December 31, 2021, respectively

Additional paid-in capital

7 unchanged sentences

(In thousands, except share and per share data)

For the Three Months Ended

Three Months Ended

Six Months Ended

Operating expenses:

1 unchanged sentence

General and administrative

Impairment loss on construction-in-progress

Total operating expenses

5 unchanged sentences

Total other income (expense), net

Other comprehensive income — unrealized gain on short-term investments

Other comprehensive income — unrealized (loss) gain on short-term investments

Comprehensive loss

15 unchanged sentences

Balance at March 31, 2022

Stock-based compensation

Exercise of stock options

Vesting of restricted stock awards including withholding, net

Issuance of common stock in at-the-market offerings, net

Issuance of common stock related to contingent consideration liability

Unrealized (loss) gain on short-term investments

Balance at June 30, 2022

The accompanying notes are an integral part of the unaudited consolidated financial statements.

15 unchanged sentences

Balance at March 31, 2021

Stock-based compensation

Exercise of stock options

Vesting of restricted stock awards including withholding, net

Issuance of common stock in at-the-market offerings, net

Unrealized (loss) gain on short-term investments

Balance at June 30, 2021

The accompanying notes are an integral part of the unaudited consolidated financial statements.

2 unchanged sentences

(In thousands)

Three Months Ended March 31,

Six Months Ended June 30,

CASH FLOWS FROM OPERATING ACTIVITIES:

1 unchanged sentence

Change in fair value of contingent consideration liability

Impairment loss on construction-in-progress

Stock-based compensation expense

18 unchanged sentences

Proceeds from issuance of common stock from Employee Stock Purchase Plan

Proceeds from exercises of stock options

Proceeds from exercises of stock options, net

Net cash provided by financing activities

3 unchanged sentences

SUPPLEMENTAL NON-CASH ACTIVITIES:

Fair value of common stock retired in exchange for issuance of common stock warrant

Common stock issued related to contingent consideration liability

The accompanying notes are an integral part of the unaudited consolidated financial statements.

20 unchanged sentences

Summary of Significant Accounting Policies

During the three months ended March 31, 2022, there have been no significant changes to the Company’s summary of significant accounting policies contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 as filed with the SEC.

During the six months ended June 30, 2022, there have been no significant changes to the Company’s summary of significant accounting policies contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 as filed with the SEC.

Use of Estimates

3 unchanged sentences

impact the Company’s business, financial condition, and results of operations is highly uncertain and subject to change.

The Company considered the potential impact of the COVID-19 pandemic on the Company’s estimates and assumptions and determined that there was not a material impact to the Company’s unaudited consolidated financial statements as of and for the three months ended March 31, 2022.

However, actual results could differ from those estimates and there may be changes to the Company’s estimates in future periods.

Fair Value Measurements

The Company’s assets and liabilities measured at fair value on a recurring basis at March 31, 2022 consisted of the following (in thousands):

Fair Value Measurement at March 31, 2022

The Company’s assets measured at fair value on a recurring basis as of June 30, 2022 consisted of the following (in thousands):

Fair Value Measurement at June 30, 2022

Cash equivalents - money market funds

Contingent consideration liability (see Note 8)

The Company’s assets and liabilities measured at fair value on a recurring basis at December 31, 2021 consisted of the following (in thousands):

Short-term investments

The Company’s assets and liabilities measured at fair value on a recurring basis as of December 31, 2021 consisted of the following (in thousands):

Fair Value Measurement at December 31, 2021

1 unchanged sentence

Contingent consideration liability (see Note 6)

The fair value of contingent payments classified as a liability is based on the regulatory milestones described in Note 8 and estimated using the Monte Carlo simulation valuation model with Level 3 inputs.

The assumptions used to estimate the fair value of contingent payments that are classified as a liability at March 31, 2022 include the following significant unobservable inputs:

Unobservable input

Value or Range

Weighted-Average

Expected volatility

Risk-free interest rate

Cost of capital

Discount for lack of marketability

Probability of payment

Projected year of payment

If applicable, the Company will recognize transfers into and out of Level 3 within the fair value hierarchy at the end of the reporting period in which the actual event or change in circumstance occurs.

There were no transfers into or out of Level 3 of the fair value hierarchy as of March 31, 2022 and December 31, 2021.

As described in Note 6, the remaining milestone payment underlying the contingent consideration liability was fully settled in shares of the Company’s common stock.

As of June 30, 2022, the Company had no contingent consideration liability.

Short-term investments have been initially valued at the transaction price and subsequently valued, at the end of each reporting period, utilizing third party pricing services or other market observable data (Level 2).

The pricing services utilize industry standard valuation models, including both income and market-based approaches and observable market inputs to determine value.

Short-term investments had quoted prices as of June 30, 2022 as shown below:

June 30, 2022

Amortized Cost

Unrealized Loss

United States treasury securities

Commercial paper and corporate debt securities

Asset backed securities

Separate disclosure is required for assets and liabilities measured at fair value on a recurring basis from those measured at fair value on a non-recurring basis.

Assets recorded at fair value on a non-recurring basis, such as property and equipment and intangible assets are recognized at fair value when they are impaired.

During the three months ended March 31, 2022, the Company had no significant assets or liabilities that were measured at fair value on a non-recurring

During the six months ended June 30, 2022, the Company had no significant assets or liabilities that were measured at fair value on a non-recurring

During the year ended December 31, 2021, the Company recorded non-cash impairment charges to property and equipment, net on a non-recurring basis (see below).

4 unchanged sentences

This work was completed during the fourth quarter of 2021.

The Company capitalized a total of $ 4.0 million as construction-in-progress (“CIP”) during the three months ended March 31, 2021 under this expanded agreement.

The Company subsequently terminated the agreement and impaired the amount during the year ended December 31, 2021.

Property and Equipment, Net

Property and equipment, net consists of the following (in thousands):

March 31, 2022

December 31, 2021

Furniture, fixtures and equipment

Laboratory equipment

Computers and telecommunications

Leasehold improvements

Property and equipment, at cost

accumulated depreciation and amortization

Property and equipment, net

Depreciation expense related to property and equipment was approximately $ 0.1 million for both the three months ended March 31, 2022 and 2021.

Intangible Assets

The Company’s intangible assets consist of the following (in thousands):

March 31, 2022

December 31, 2021

Internally developed patents

Acquired licenses

16 – 20 years

Total intangible assets subject to amortization

There was no amortization expense of intangible assets subject to amortization for the three months ended March 31, 2022.

Amortization expense of intangible assets subject to amortization totalled $ 6,640 for the three months ended March 31, 2021.

Amortization expense was classified as research and development expenses in the consolidated statements

of operations and comprehensive loss.

There was no in-process research and development (“IPR&D”) impairment loss during the three months ended March 31, 2022 and the year ended December 31, 2021.

The Company capitalized a total of $ 11.4 million as construction-in-progress (“CIP”) during the six months ended June 30, 2021 under this expanded agreement.

In connection with the discontinuation of further development of AdCOVID, the Company recorded a non-cash impairment charge of $ 8.1 million in the unaudited consolidated statements of operations and comprehensive loss for the three and six months ended June 30, 2021 to write-down the CIP associated with the construction of the Lonza facility to its fair value of $ 3.3 million as of June 30, 2021.

As of June 30, 2021, the fair value of the CIP related assets was primarily determined utilizing the cost approach, which reflects the current replacement cost of the asset being appraised, adjusted for contractual restrictions on the assets, the probability of satisfying the contractual restrictions, physical deterioration, functional obsolescence and economic obsolescence.

The fair value measurement was considered a Level 3 measurement within the valuation hierarchy.

Furthermore, the remaining $ 3.3 million CIP was fully charged to impairment during the three months ended December 31, 2021 upon termination of the agreement.

Operating Leases

1 unchanged sentence

The Company also leases office equipment under non-cancellable equipment leases through June 2026 .

Rent expense during the three months ended March 31, 2022 and 2021 under all of the Company’s operating leases was $ 0.1 million and $ 0.1 million, respectively.

Rent expense during the three and six months ended June 30, 2022 under all of the Company’s operating leases was $ 0.1 million and $ 0.2 million, respectively.

Rent expense during the three and six months ended June 30, 2021 under all of the Company’s operating leases was $ 0.1 million and $ 0.3 million, respectively.

Rent expense includes short-term leases and variable lease costs that are not included in the lease obligation.

4 unchanged sentences

The Company has determined that the lease renewal option is not reasonably certain of being exercised.

The cash paid for operating lease liabilities for both the three months ended March 31, 2022 and 2021 was $ 0.1 million.

Supplemental other information related to the operating leases balance sheet information is as follows (in thousands, except lease term and discount rate):

March 31, 2022

The cash paid for operating lease liabilities for the six months ended June 30, 2022 and 2021 was $ 0.3 million and $ 0.2 million, respectively.

Supplemental other information related to the operating leases balance sheet information is as follows (in thousands):

June 30, 2022

December 31, 2021

6 unchanged sentences

Accrued expenses and other current liabilities consist of the following (in thousands):

March 31, 2022

June 30, 2022

December 31, 2021

18 unchanged sentences

● payments of up to $ 80.0 million upon the achievement of specified worldwide net sales (the “Sales Milestones”) of all products developed using the technology acquired in the License Agreement within ten years following the approval of a new drug application filed with the FDA.

The Regulatory Milestones will be payable in shares of the Company’s Common Stock, with the number of shares of the Company’s Common Stock to be issued in connection with each milestone amount, if any, are dependent on the share price at the time of achievement.

The number of any shares issued in consideration for the IND Milestone Consideration Amount will be determined based on lower of (A) the average of the closing prices of our Common Stock as reported on the Nasdaq Global Market for the twenty (20) consecutive trading days prior to the IND Reference Date or (B) $ 2.95 .

The value of any shares issued in consideration for the Phase 2 Milestone Consideration Amount shall be determined based the lower of (A) on the average of the closing trading prices of our Common Stock as reported on the Nasdaq Global Market for the twenty (20) consecutive trading days immediately preceding the date of the occurrence of the Phase 2 Milestone Event or (B) $ 3.54 .

The future contingent payments related to the Regulatory Milestones are stock-based payments accounted for under FASB Accounting Standards Codification Topic 480, Distinguishing Liabilities From Equity (“ASC 480”).

Such stock-based payments are subject to a lock-up whereby 50 % of the shares are released at 3 months and 50 % are released at 6 months.

The Regulatory Milestones were payable in shares of the Company’s common stock, with the number of shares of the Company’s common stock issued in connection with each milestone amount, if any, dependent on the share price at the time of achievement.

The number of shares issued in consideration for the IND Milestone Consideration Amount was determined based on the lower of (A) the average of the closing prices of the Company’s common stock as reported on the Nasdaq Global Market for the twenty (20) consecutive trading days prior to the IND Reference Date or (B) $ 2.95 .

The number of shares issued in consideration for the Phase 2 Milestone Consideration Amount was determined based on the lower of (A) the average of the closing trading prices of the Company’s common stock as reported on the Nasdaq

Global Market for the twenty (20) consecutive trading days immediately preceding the date of the occurrence of the Phase 2 Milestone Event or (B) $ 3.54 .

The contingent payments related to the Regulatory Milestones were stock-based payments accounted for under FASB Accounting Standards Codification Topic 480, Distinguishing Liabilities From Equity (“ASC 480”).

Such stock-based payments are subject to a lock-up whereby 50 % of the shares are released at 3 months following issuance and 50 % are released at 6 months following issuance.

The future contingent payments related to the Sales Milestones are predominately cash-based payments accounted for under FASB Accounting Standards Codification Topic 450, Contingencies .

Accordingly, the Company will recognize the Sales Milestones when the contingency is probable and the amount is reasonably estimated.

Accordingly, the Company will recognize the Sales Milestones when the contingency is probable and the amount can be reasonably estimated.

On November 3, 2020, the Company received acknowledgement from the Australian Government Department of Health on the Company’s submitted clinical trial notification (“CTN”) which triggered the obligation to settle the IND Milestone payment to the former owners.

2 unchanged sentences

From September 30, 2020 through November 19, 2020, the date of issuance, the Company recognized a decrease in the fair value of the IND Milestone payment of $ 5.4 million to research and development expense and reclassified the balance in the contingent consideration liability associated with the fair value of the IND Milestone payment to equity in the Company’s consolidated balance sheet.

No Regulatory Milestones were achieved during the three months ended March 31, 2022.

The Phase 2 Milestone was met on April 26, 2022.

See Note 17 for further details.

The Company estimates the future contingent consideration for the Regulatory Milestones based upon a Monte Carlo simulation valuation model that is risk adjusted based on the probability of achieving the milestones and a discount for lack of marketability.

The Company remeasures the fair value of the contingent consideration at each reporting period.

During the fourth quarter of 2020, the Company achieved the IND Milestone and paid the obligation in shares according to the calculation above.

On April 26, 2022, the Company dosed the first patient in the Phase 2 MOMENTUM trial of pemvidutide in obesity, which triggered the obligation to pay the Phase 2 Milestone Consideration Amount to the former owners.

As a result, on June 10, 2022, the Company issued 847,444 shares of its common stock valued at $ 8.55 per share for the amount value of $ 7.2 million to the former Spitfire stockholders.

From the last valuation date on March 31, 2022 through June 10, 2022, the date of issuance, the Company recognized an increase in the fair value of the Phase 2 Milestone Consideration Amount of $ 1.9 million to research and development expense and reclassified the balance in the contingent consideration liability to equity in the Company’s consolidated balance sheet.

As of June 30, 2022, the Company had no contingent consideration liability.

Below is a summary of the contingent consideration activity (in thousands):

Three Months Ended March 31,

Six Months Ended June 30,

Beginning balance

Change in fair value

Fair value of payments settled in common stock (Phase II Milestone)

Ending balance

As of March 31, 2022, the decrease in fair value was primarily attributable to a decrease in the closing share price of the Company’s common stock, partially offset by an increase in the probability of milestone achievement.

As of March 31, 2021, the increase in fair value was primarily attributable to an increase in the closing share price of the Company’s common stock and in the probability of milestone achievement.

Any changes in fair value have been recorded within research and development expense during the respective periods presented.

Other Long-Term Liabilities

The Company’s other long-term liabilities are summarized as follows (in thousands):

March 31, 2022

June 30, 2022

December 31, 2021

10 unchanged sentences

Accordingly, the Pre-Funded Warrants are classified as equity and are accounted for as a component of additional paid-in capital at the time of issuance.

As of March 31, 2022, 760,870 of the Pre-Funded Warrants were exercised, leaving 869,566 remaining Pre-Funded Warrants unexercised.

As of June 30, 2022, 760,870 of the Pre-Funded Warrants were exercised, leaving 869,566 remaining Pre-Funded Warrants unexercised.

At-the-Market Offerings

On February 25, 2021, the Company entered into an Equity Distribution Agreement (the “2021 Agreement”) with Piper Sandler & Co., Evercore Group L.L.C.

Riley Securities, Inc., serving as sales agents (the “Sales Agents”) with respect to an at-the-market offerings program under which the Company may offer and sell, from time to time at its sole discretion, shares of its common stock, par value $ 0.0001 per share (the “Common Stock”), having an aggregate offering price of up to $ 125.0 million (the “Shares”) through the Sale Agents (the “2021 Offering”).

Any Shares offered and sold in the 2021 Offering will be issued pursuant to the Company’s Registration Statement on Form S-3 filed with the Securities and Exchange Commission (the “SEC”) on December 31, 2020, which was declared effective on January 11, 2021, the prospectus supplement relating to the 2021 Offering filed with the SEC on February 25, 2021 and any applicable additional prospectus supplements related to the 2021 Offering that form a part of the Registration Statement.

During the three months ended March 31, 2022, the Company sold 335,485 shares of Common Stock under the 2021 Agreement resulting in approximately $ 3.0 million in net proceeds.

As of March 31, 2022, the Company has sold in aggregate 5,135,939 shares of Common Stock under the 2021 Agreement resulting in approximately $ 67.8 million in net proceeds, with $ 55.0 million remaining available to be sold under the 2021 Agreement.

As of March 31, 2022, the Company recorded approximately $ 0.1 million of offering costs which offset the proceeds received from the shares sold through March 31, 2022.

Any Shares offered and sold in the 2021 Offering will be issued pursuant to the Company’s Registration Statement on Form S-3 filed with the Securities and Exchange Commission (the “SEC”) on December 31, 2020, which was declared effective on January 11, 2021 (“2021 Shelf”), the prospectus supplement relating to the 2021 Offering filed with the SEC on February 25, 2021 and any applicable additional prospectus supplements related to the 2021 Offering that form a part of the Registration Statement.

During the six months ended June 30, 2022, the Company sold 2,493,202 shares of Common Stock under the 2021 Agreement resulting in approximately $ 24.3 million in net proceeds.

As of June 30, 2022, the Company has sold in aggregate 7,293,656 shares of Common Stock under the 2021 Agreement resulting in approximately $ 89.2 million in net proceeds, with $ 32.9 million remaining available to be sold under the 2021 Agreement.

As of June 30, 2022, the Company recorded approximately $ 0.2 million of offering costs which offset the proceeds received from the shares sold through June 30, 2022.

The Company capitalized approximately $ 0.1 million of deferred offering costs which will offset future proceeds received under the 2021 Agreement.

Exchange Agreement

On February 25, 2021, the Company entered into an exchange agreement (the “Exchange Agreement”) with an Investor and its affiliates (the “Exchanging Stockholders”), pursuant to which the Company exchanged an aggregate of 1,000,000 shares of the Company’s common stock, par value $ 0.0001 per share, owned by the Exchanging Stockholders for pre-funded warrants (the “Exchange Warrants”) to purchase an aggregate of 1,000,000 shares of common stock (subject to adjustment in the event of any stock dividends and splits, reverse stock split, recapitalization, reorganization or similar transaction, as described in the Exchange Warrants), with an exercise price of $ 0.0001 per share.

On February 25, 2021, the Company entered into an exchange agreement (the “Exchange Agreement”) with an investor and its affiliates (the “Exchanging Stockholders”), pursuant to which the Company exchanged an aggregate of 1,000,000 shares of the Company’s common stock, par value $ 0.0001 per share, owned by the Exchanging Stockholders for pre-funded warrants (the “Exchange Warrants”) to purchase an aggregate of 1,000,000 shares of common stock (subject

to adjustment in the event of any stock dividends and splits, reverse stock split, recapitalization, reorganization or similar transaction, as described in the Exchange Warrants), with an exercise price of $ 0.0001 per share.

The Exchange Warrants did not have an expiration date and were exercisable at any time except that the Exchange Warrants could not be exercised by the Exchanging Stockholders if, after giving effect thereto, the Exchanging Stockholders would beneficially own more than 9.99 % of the Company’s common stock, subject to certain exceptions.

2 unchanged sentences

The Company determined that the fair value of the Exchange Warrants is substantially similar to the fair value of the retired shares on the issuance date due to the negligible exercise price for the Exchange Warrants.

As of March 31, 2022, the Exchange Warrants to purchase 1,000,000 shares were net exercised, resulting in the issuance of 999,984 shares of common stock.

All of the Exchange Warrants were exercised in full.

A summary of warrant activity during the three months ended March 31, 2022 is as follows:

On January 24, 2022, the Exchange Warrants to purchase 1,000,000 shares were net exercised, resulting in the issuance of 999,984 shares of common stock, and no Exchange Warrants remain outstanding.

A summary of warrant activity during the six months ended June 30, 2022 is as follows:

Weighted-Average

Contractual Term

Exercise Price

Warrants outstanding, December 31, 2021

1 unchanged sentence

( 1,760,870 )

Warrants outstanding, March 31, 2022

Warrants outstanding, June 30, 2022

The warrants outstanding as of June 30, 2022 included 869,566 Pre-Funded Warrants with an exercise price of $ 0.0001 per-share and no expiration date.

Stock-Based Compensation

1 unchanged sentence

The Company’s stock option awards generally vest over four years and typically have a contractual life of ten years .

At March 31, 2022, there was $ 14.0 million of unrecognized compensation cost related to stock options, which is

expected to be recognized over a weighted-average period of 3.1 years.

During the three months ended March 31, 2022, the Company granted 1,020,427 stock options with a weighted average exercise price of $ 6.91 and per share weighted average grant date fair value of $ 6.06 .

Information related to stock options outstanding at March 31, 2022 is as follows (in thousands, except share, exercise price and contractual term):

As of June 30, 2022, there was $ 12.6 million of unrecognized compensation cost related to stock options, which is expected to be recognized over a weighted-average period of 2.8 years.

During the six months ended June 30, 2022, the Company granted 1,158,927 stock options with a weighted average exercise price of $ 7.13 and per share weighted average grant date fair value of $ 5.93 .

Information related to stock options outstanding as of June 30, 2022 is as follows (in thousands, except share and per share data):

Weighted-Average

4 unchanged sentences

Restricted Stock

At March 31, 2022, the Company had unvested restricted stock of 53,818 shares with total unrecognized compensation expense of $ 0.2 million, which the Company expects to recognize over a weighted average period of approximately 0.7 years.

During the three months ended March 31, 2022, the Company released 20,182 shares of unrestricted common stock as a result of the vesting of restricted stock.

Restricted Stock Units

During the three months ended March 31, 2022, the Company granted 255,000 shares of restricted stock units which vest over four years .

At March 31, 2022, the Company had unvested restricted stock units of 446,837 shares with total unrecognized compensation expense of $ 3.9 million, which the Company expects to recognize over a weighted average period of approximately 3.5 years.

During the three months ended March 31, 2022, the Company released 40,091 shares of unrestricted common stock as a result of the vesting of restricted stock units.

2019 Employee Stock Purchase Plan

Under the Employee Stock Purchase Plan, employees purchased 16,450 shares for $ 0.1 million during the three months ended March 31, 2022.

During the three months ended March 31, 2022, the Company recognized compensation expense of $ 0.1 million.

As of June 30, 2022, the Company had unvested restricted stock of 33,636 shares with total unrecognized compensation expense of $ 0.1 million, which the Company expects to recognize over a weighted average period of approximately 0.4 years.

During the six months ended June 30, 2022, the Company issued 22,972 of unrestricted common

stock as a result of the vesting of 40,364 restricted stock net of 17,392 shares of common stock withheld to satisfy tax withholding obligations.

Restricted Stock Units (RSUs)

During the six months ended June 30, 2022, the Company granted 285,000 shares of RSUs with a weighted average grant date fair value of $ 7.11 which vest over four years .

As of June 30, 2022, the Company had unvested RSUs of 472,150 shares with total unrecognized compensation expense of $ 3.7 million, which the Company expects to recognize over a weighted average period of approximately 3.3 years.

During the six months ended June 30, 2022, the Company issued 29,095 shares of unrestricted common stock as a result of the vesting of 44,778 RSUs net of 15,683 shares of common stock withheld to satisfy tax withholding obligations.

2019 Employee Stock Purchase Plan (ESPP)

Under the ESPP, employees purchased 16,450 shares for $ 0.1 million during the six months ended June 30, 2022.

During the three and six months ended June 30, 2022, the Company recognized compensation expense of $ 47,000 and $ 0.1 million respectively.

During the three and six months ended June 30, 2021, the Company recognized compensation expense of $ 0.1 million and $ 0.2 million, respectively.

Stock-based Compensation Expense

Stock-based compensation expense is classified in the unaudited consolidated statements of operations and comprehensive loss for the three months ended March 31, 2022 and 2021 as follows (in thousands):

Stock-based compensation expense is classified in the unaudited consolidated statements of operations and comprehensive loss for the three and six months ended June 30, 2022 and 2021 as follows (in thousands):

For the Three Months Ended

For the Six Months Ended

Research and development

4 unchanged sentences

The competitive award was granted by USAMRDC in collaboration with the Medical Technology Enterprise Consortium (“MTEC”), a 501(c)(3) biomedical technology consortium working in partnership with the Department of Defense (“DoD”).

Under the contract, MTEC paid the Company a firm fixed fee based upon the achievement of certain milestones for conduct and completion of a Phase

1/2 study and research and development work on the replication-deficient adenovirus 5 (“RD-Ad5”) vector vaccine platform.

For the three months ended March 31, 2021, the Company recognized approximately $ 0.5 million of grant revenue under the contract, which completed the full recognition of this award.

No revenue was recognized for this contract for the three months ended March 31, 2022.

Under the contract, MTEC paid the Company a firm fixed fee based upon the achievement of certain milestones for conduct and completion of a Phase 1/2 study and research and development work on the replication-deficient adenovirus 5 (“RD-Ad5”) vector vaccine platform.

For the six months ended June 30, 2021, the Company recognized approximately $ 0.5 million of grant revenue under the contract, which completed the full recognition of this award.

No revenue was recognized for this contract for the three and six months ended June 30, 2022.

In July 2016, the Company signed a five-year contract with Biomedical Advanced Research and Development Authority (“BARDA”).

4 unchanged sentences

Each option, if exercised by BARDA, would have provided additional funding ranging from approximately $ 1.1 million to $ 34.4 million for a three-year period beginning in 2021.

For the three months ended March 31, 2021, the Company recognized approximately $ 0.2 million of grant revenue under the BARDA contract.

For the three months ended March 31, 2022, the Company has recognized de minimis grant revenue related to the close-out of the BARDA contract.

For the three and six months ended June 30, 2021, the Company recognized approximately $ 0.1 million and $ 0.3 million, respectively, of grant revenue under the BARDA contract.

For the three and six months ended

June 30, 2022, the Company has recognized de minimis grant revenue related to the close-out of the BARDA contract.

BARDA did not extend the contract beyond the end of December 2021.

Due to a full valuation allowance, the Company did not record an income tax benefit for both the three months ended March 31, 2022 and 2021.

Due to a full valuation allowance, the Company did no t record an income tax benefit in either the six months ended June 30, 2022 or 2021.

Net Loss Per Share

5 unchanged sentences

Potential common shares issuable upon conversion, vesting or exercise of unvested restricted stock, restricted stock units, common stock warrants and stock options that are excluded from the computation of diluted weighted-average shares outstanding, as they are anti-dilutive, are as follows:

For the Three Months Ended

For the Three and Six Months Ended

Common stock warrants

20 unchanged sentences

(3) use of the Adhigh System, which Plaintiff alleges he developed;

(4) allegations that Defendants manipulated our stock and caused a decrease in value;

allegations that Defendants manipulated the Company’s stock and caused a decrease in value;

and (5) allegations that the Defendants “wast[ed] government grant money and poison[ed] science by leaving data to rot.” On September 30, 2020, Plaintiff filed a motion titled “Motion to Proscribe Defendants’ Allegedly Illegal Use of Plaintiff’s AdHigh System in Altimmune’s Human Clinical Trials,” to which Defendants filed an opposition on October 13, 2020.

10 unchanged sentences

The Company is a party in various contracts and subject to disputes, litigation and potential claims arising in the ordinary course of business, none of which are currently reasonably possible or probable of material loss.

Subsequent Events

Contingent Consideration

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements