−Removed: FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.
−Removed: common stock is traded on the NASDAQ Capital Market under the symbol “AIKI”.
−Removed: No dividends were paid in 2020 or 2019
−Removed: and we do not currently anticipate paying any cash dividends on our capital stock in the foreseeable future.
−Removed: On March 24, 2021, the closing price of our
−Removed: common stock, as reported by the NASDAQ Capital Market, was $1.29.
−Removed: As of March 24, 2021, we had approximately 122 holders of record
−Removed: of our common stock.
−Removed: Compensation Plan Information
−Removed: following table provides information about our common stock that may be issued upon the exercise of options, warrants and rights
−Removed: under all of our existing equity compensation plans as of December 31, 2020 (on a split-adjusted basis).
+Added: MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.
+Added: Our common stock is traded on the Nasdaq Capital
+Added: Market under the symbol “AIKI”.
+Added: No dividends were paid in 2021 or 2020 and we do not currently anticipate paying any cash
+Added: dividends on our capital stock in the foreseeable future.
+Added: On March 24, 2022, the closing price of our common
+Added: stock, as reported by the Nasdaq Capital Market, was $0.45.
+Added: As of March 24, 2022, we had approximately 127 holders of record of our common
+Added: Equity Compensation Plan Information
+Added: The following table provides information about
+Added: our common stock that may be issued upon the exercise of options, warrants and rights under all of our existing equity compensation plans
+Added: as of December 31, 2021.
Plan Category
−Removed: Number of securities to be issued upon exercise of outstanding options, warrants and rights (1)
−Removed: Weighted average exercise
−Removed: price of outstanding options, warrants and rights
−Removed: Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (1)) (2)
−Removed: compensation plans approved by security holder
+Added: securities to be
+Added: available for
+Added: future issuance
+Added: Equity compensation plans approved by security holder
Equity compensation plans not approved by security holder
−Removed: of options to acquire 24,840 shares of our common stock under the 2013 Equity Incentive Plan and 359,464 under the 2014 Equity
−Removed: Incentive Plan.
−Removed: of shares of common stock available for future issuance under our equity incentive plan or any other individual compensation
−Removed: FINANCIAL DATA
−Removed: a smaller reporting company, we are not required to provide this information.
−Removed: MANAGEMENT’S
−Removed: DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
−Removed: Forward-Looking
−Removed: should read this discussion together with the Financial Statements, related Notes and other financial information included elsewhere
−Removed: in this Form 10-K.
−Removed: The following discussion contains assumptions, estimates and other forward-looking statements that involve
−Removed: a number of risks and uncertainties.
−Removed: These risks could cause our actual results to differ materially from those anticipated in
−Removed: these forward-looking statements.
−Removed: (the “Company”), was initially formed in 1967 and is currently a biotechnology company with a diverse
−Removed: portfolio of small-molecule anti-cancer therapeutics in development.
−Removed: The Company’s platform consists of patented technology
−Removed: from leading universities and researchers and we are currently in the process of developing an innovative therapeutic drug platform
−Removed: through strong partnerships with world-renowned educational institutions, including the University of Texas at Austin, the University
−Removed: of Maryland, Baltimore and Wake Forest University.
−Removed: Our diverse pipeline of therapeutics includes therapies for pancreatic cancer,
−Removed: acute myeloid leukemia (“AML”) and acute lymphoblastic leukemia (“ALL”).
−Removed: The Company is also developing
−Removed: a broad-spectrum antiviral platform that may potentially inhibit replication of multiple viruses including Influenza virus, SARS-CoV
−Removed: (coronavirus), MERS-CoV, Ebolavirus and Marburg virus.
−Removed: Company previously focused its efforts on owning, developing, acquiring and monetizing intellectual property assets.
−Removed: 2016, the Company has received limited funds from its intellectual property monetization.
−Removed: In addition to its patent monetization
−Removed: efforts, since the fourth quarter of 2017, the Company has been transitioning to focus its efforts as a technology and biotechnology
−Removed: development company.
−Removed: These efforts have focused on biotechnology research and blockchain technology research.
−Removed: The Company’s
−Removed: investment in biotechnology research development includes:
−Removed: (i) an investment in Hoth Therapeutics, Inc.
−Removed: (“Hoth”),
−Removed: a development stage biopharmaceutical company focused on unique targeted therapeutics for patients suffering from indications
−Removed: such as atopic dermatitis, also known as eczema, (ii) an investment in DatChat, Inc.
−Removed: (“DatChat”), a privately held
−Removed: personal privacy platform focused on encrypted communication, internet security and digital rights management, and (iii) the acquisition
−Removed: of assets of CBM BioPharma, Inc.
−Removed: (“CBM”), a pharmaceutical company focusing on the development of cancer treatments.
−Removed: a result of the Company’s biotechnology research development and associated investments and acquisitions, our business portfolio
−Removed: now focuses on the treatment of three different cancers, including pancreatic cancer, AML and ALL.
−Removed: Our AML and ALL compounds,
−Removed: developed at Wake Forest University, are targeted therapeutics designed to overcome multiple resistance mechanisms observed with
−Removed: the current standard of care.
−Removed: DHA-dFdC, our pancreatic drug candidate developed at the University of Texas at Austin (“UTA”),
−Removed: is a new compound that we hope will become the next generation of chemotherapy treatment for advanced pancreatic cancer.
−Removed: overcomes tumor cell resistance to current chemotherapeutic drugs and is well tolerated in preclinical toxicity tests.
−Removed: studies have also indicated that DHA-dFdC inhibits pancreatic cancer cell growth (up to 100,000-fold more potent that gemcitabine,
−Removed: a current standard therapy), has documented efficacy against pancreatic tumors in a clinically relevant transgenic mouse model
−Removed: and has demonstrated activities against other cancers, including leukemia, lung and melanoma.
−Removed: DHA-dFdC is being developed by certain
−Removed: third parties for oral administration in a solid lipid nanoparticle carrier matrix, which has also been licensed from UTA, and
−Removed: is intended to be a second-line treatment for advanced pancreatic cancer.
−Removed: The Company has entered into agreements with a number
−Removed: of third parties to assist in optimizing the manufacturing process of the active ingredient, formulate the dosage form and do
−Removed: other tests, like drug stability, pre-clinical animal studies, and assistance with potential FDA clearance.
−Removed: The Company’s
−Removed: license with UTA (the “License”) is a royalty-bearing exclusive license that, unless terminated earlier, continues
−Removed: until the last date of expiration or termination of the patent rights granted under the License (the “Patent Rights”).
−Removed: With regard to DHA-dFdC, the Patent Rights include several filed U.S.
−Removed: patent applications (a “U.S.
−Removed: Patent Application”)
−Removed: and an application filed under the Patent Cooperation Treaty (“PCT”) that is currently being prosecuted to secure
−Removed: rights in foreign countries.
−Removed: From these applications, one patent, U.S.
−Removed: 10,463,684 (the “684 Patent”), contains
−Removed: items covering the compound DHA-dFdC.
−Removed: Assuming all maintenance fees are timely paid, the 684 Patent is expected to expire on October
−Removed: The Company’s license with UTA also covers a non-provisional U.S.
−Removed: Patent Application filed with respect to the
−Removed: lipid nanoparticle carrier matrix for the drug, which was filed on June 6, 2019.
−Removed: In June of 2020, at the request of the Company,
−Removed: UTA filed both a U.S.
−Removed: non-provisional utility patent application as well as a PCT application relating to the lipid nanoparticle
−Removed: carrier matrix.
−Removed: Patent prosecution on all pending patent applications is currently underway.
−Removed: The Company is currently engaged
−Removed: in Chemistry, Manufacturing and Controls (“CMC”) activities related to DHA-dFdC.
−Removed: Manufacturing activities thus far
−Removed: have confirmed the critical chemical steps required for the manufacturing and scalability of the process.
−Removed: In collaboration with
−Removed: our contract manufacturing organization, Parimer Scientific, we are currently optimizing the manufacturing procedure for DHA-dFdC.
−Removed: Our manufacturing activities were initially delayed several months due to COVID-19 because Parimer was recruited by the U.S.
−Removed: South Carolina governments to manufacture hand sanitizer for use in hospitals.
−Removed: For that reason, our manufacturing activities did
−Removed: not begin in earnest until the beginning of the third quarter of 2020.
−Removed: Once manufacturing began, shipping delays due to the pandemic
−Removed: further slowed progress.
−Removed: Despite these delays, we have now successfully replicated the synthesis as reported in the literature
−Removed: with satisfactory yield and purity and are currently optimizing the procedure to ensure batch-to-batch consistency.
−Removed: the Company is developing the solid lipid nanoparticle delivery system and is currently optimizing the manufacturing process for
−Removed: size and consistency of the particles.
−Removed: We plan to begin formulation development in the second quarter of 2021, which will require
−Removed: limited animal testing to determine proper dosage.
−Removed: We expect to have manufactured 20,000 mg of purified DHA-dFdC during the second
−Removed: quarter of 2021 to use for such purposes.
−Removed: We plan to engage a contract research organization for the purpose of such animal testing
−Removed: during the second quarter of 2021.
−Removed: Our goal is to have acceptable intravenous and oral formulations developed in the fourth quarter
−Removed: The Company expects these activities, as well as the development of the final formulation to comprise most of the CMC
−Removed: activities through the end of the year.
−Removed: Optimization of the formulation will require in vitro studies as well as some preliminary
−Removed: animal studies.
−Removed: During the second half of 2021 and into 2022, optimization of the formulation and biological studies, including
−Removed: animal toxicology testing and pharmacology testing, are scheduled to occur.
−Removed: To the extent costs are incurred relating to governmental
−Removed: regulations, including under the FDA and environmental regulations, those costs will be borne by our Contract Manufacturing Organizations
−Removed: and Contract Research Organizations and will be passed on to the Company as part of their fees.
−Removed: FDA approval will eventually be
−Removed: required to begin administering DHA-dFdC to patients as part of any clinical trials.
−Removed: The animal studies performed next year will
−Removed: be a necessary prerequisite to filing an Investigational New Drug Application (“IND”) with the FDA.
−Removed: The Company’s
−Removed: development activities in the first half of 2021 will also include preparing the IND for submission to the FDA.
−Removed: The Company’s
−Removed: formulation is a new chemotherapy oral dosage form “repurposing”
−Removed: the chemotherapeutic agent gemcitabine, enabling
−Removed: it to be developed for use in patients following a special regulatory pathway codified in Section 505(b)(2) of the FDA rules.
−Removed: Section 505(b)(2) was enacted to enable sponsors to seek New Drug Application (“NDA”) approval for novel repurposed
−Removed: drugs without the need for such sponsors to undertake certain time consuming and expensive safety studies.
−Removed: Proceeding under this
−Removed: regulatory pathway, we hope to be able to rely upon all of the publicly available safety and toxicology data with respect to gemcitabine
−Removed: in our FDA submissions.
−Removed: We believe that this path will dramatically reduce the required clinical development efforts, costs and
−Removed: risks as compared to what would be required of us if we were required to conduct the entire scope of trials required for new chemical
−Removed: entities that are not eligible to be reviewed pursuant to the Section 505(b)(2) regulatory pathway.
−Removed: We estimate that by using
−Removed: the Section 505(b)(2) regulatory pathway, the clinical development process may be several years shorter than is required for a
−Removed: new chemical entity, and the FDA approval process may be six to nine months shorter than the typical eighteen-month period, which
−Removed: we believe may result in lower development costs and shorter development time.
−Removed: As of the date hereof, we have not submitted an
−Removed: IND or an NDA to the FDA.
−Removed: During the latter half of 2021, we hope to schedule and attend the first of a series of meetings with
−Removed: the FDA to review the requirements for submission and activation of an IND with respect to the DHA/dFdC formulated in SLNs for
−Removed: second-line treatment of advanced pancreatic cancer.
−Removed: At that meeting, we will present to the FDA our proposed clinical trial plan
−Removed: for the treatment of advanced pancreatic cancer.
−Removed: As part the meeting, as is standard, the FDA will provide us with general guidance
−Removed: with respect to specific animal studies, dosing schedules and suggested human safety studies before we commence clinical trials
−Removed: In addition, we are constantly seeking to grow our pipeline to treat unmet medical needs in oncology.
−Removed: addition, the Company owns an exclusive world-wide license to patented technology from the University of Maryland Baltimore (“UMB”).
−Removed: Our license is for a broad-spectrum antiviral drug platform.
−Removed: The licensed technology is a broadly acting pan-viral inhibitory
−Removed: compound with efficacy against multiple viral pathogens.
−Removed: The technology works to inhibit replication of multiple viruses including
−Removed: Influenza virus, SARS-CoV (coronavirus), MERS-CoV, Ebolavirus and Marburg virus.
−Removed: The technology is covered by two patent applications
−Removed: already on file with the United States Patent and Trademark Office.
−Removed: The Company’s license covers two U.S.
−Removed: Nonprovisional
−Removed: Applications, which were consolidated and timely filed as a PCT application on June 5, 2020, commencing patent prosecution.
−Removed: patents issued from this application are expected to expire 20 years later, on June 5, 2040, unless the term is extended by the
−Removed: patent office.
−Removed: Publication of the results of the work to which the Company is licensed is expected later this year.
−Removed: the Company and UMB are collaborating to identify chemical structures that are as effective as, or more effective than, the lead
−Removed: compounds covered in the PCT application.
−Removed: The UMB inventors are Drs.
−Removed: Matthew Frieman, Alexander MacKerell and Stuart Watson.
−Removed: Company has also executed a Sponsored Research Agreement with UMB to support the development of the technology.
−Removed: Accounting Policies
−Removed: critical accounting policies are disclosed in Note 3 to the condensed consolidated financial statements.
−Removed: Issued Accounting Pronouncements
−Removed: Note 3 to the consolidated financial statements for a discussion of recent accounting standards.
−Removed: of Operations
−Removed: Year Ended December 31, 2020 Compared to Fiscal Year Ended December 31, 2019
−Removed: Company experienced very little or no revenue in the last two years and we don’t expect any revenue until a biotechnology
−Removed: product is fully developed which may not occur for many years.
−Removed: the year ended December 31, 2020 and 2019, we incurred a loss from operations of $6.5 million and $5.7 million, respectively.
−Removed: The increase in loss was primarily attributed to $1.0 million increase in other research and development expense, and $0.9 million
−Removed: increase in general and administrative expenses, partially offset by $1.0 million decrease in research and development expense
−Removed: incurred in connection with the license acquired.
−Removed: the year ended December 31, 2020 and 2019, other (expense) income was approximately $(5.8) million and $1.5 million, respectively.
−Removed: The increase in other expense was primarily attributed to a $8.2 million decrease in change in fair value of investment in Hoth,
−Removed: due to the decrease in Hoth’s common stock price for the year ended December 31, 2020, and partially offset by $1.0 million
−Removed: increase in gains on marketable securities.
−Removed: and Capital Resources
−Removed: continue to incur ongoing administrative and other expenses, including public company expenses, in excess of corresponding (non-financing
−Removed: related) revenue.
−Removed: While we continue to implement our business strategy, we intend to finance our activities through:
−Removed: current cash on hand from our past debt and equity offerings;
−Removed: additional funds raised through the sale of additional securities in the future;
−Removed: additional liquidity through credit facilities or other debt arrangements;
−Removed: revenue from its patent portfolios, license fees and new business ventures.
−Removed: the first quarter of 2021, the Company consummated a public offering of 53,905,927 shares of common stock (including the underwriter
−Removed: overallotment).
−Removed: The Company received gross proceeds of approximately $86.2 million before deducting underwriting discounts and
−Removed: commissions and estimated offering expenses payable by the Company.
−Removed: Therefore, the Company has adequate cash to fund its operations
−Removed: for at least the next twelve months.
−Removed: is currently evaluating the impact of the COVID-19 pandemic on the industry and has concluded that while it is reasonably possible
−Removed: that the virus could have a negative effect on the Company’s financial position, results of its operations and/or search
−Removed: for drug candidates, the specific impact is not readily determinable as of the date of these financial statements.
−Removed: The financial
−Removed: statements do not include any adjustments that might result from the outcome of this uncertainty.
−Removed: Flows from Operating Activities - For the year ended December 31, 2020 and 2019, net cash used in operations was $4.0 million
−Removed: and $3.0 million, respectively.
−Removed: The cash used in operating activities for the year ended December 31, 2020 primarily resulted
−Removed: from a net loss of $12.3 million, and partially offset by reduction in fair value of investment of $6.8 million and $1.5 million
−Removed: research and development expense related with license acquired.
−Removed: The cash used in operating activities for the year ended December
−Removed: 31, 2019 primarily resulted from a net loss of $4.2 million, reduced by $1.4 million change in fair value of our investment, $0.1
−Removed: million unrealized loss on marketable securities and $0.2 million change in assets and liabilities, and partially offset by $2.5
−Removed: million research and development expense related with license acquisition.
−Removed: Flows from Investing Activities - For the year ended December 31, 2020, net cash used in investing activities was approximately
−Removed: $25.0 million as compared to net cash provided by investing activities of approximately $1.3 million for the year ended December
−Removed: The cash used in investing activities for the year ended December 31, 2020 primarily resulted from our purchase of marketable
−Removed: securities of $98.8 million and research and development expense related with license acquired of $1.5 million, partially offset
−Removed: by our sale of marketable securities of $74.9 million since we invest excess cash into marketable securities until additional
−Removed: cash is needed.
−Removed: The cash provided by investing activities for the year ended December 31, 2019 of $10.3 million primarily resulted
−Removed: from our sale of marketable securities, partially offset by our purchase of marketable securities of $8.5 million.
−Removed: Flows from Financing Activities –
−Removed: For the year ended December 31, 2020, cash provided by financing activities for the
−Removed: year ended December 31, 2020 was $31.6 million, which reflects the net proceeds of $6.6 million from investors in exchange of
−Removed: issuance of common stock, common warrants and prefunded warrants, net proceeds of $17.8 million from investors in exchange of
−Removed: issuance of common stock, and net proceeds of $7.2 million from the exercise of common warrants and prefunded warrants.
−Removed: Cash provided
−Removed: by financing activities for the year ended December 31, 2019 was $1.8 million, which reflects the net proceeds of $0.8 million
−Removed: from investors in exchange of issuance of common stock and prefunded common stock warrants, and net proceeds of $1.0 million from
−Removed: the issuance of common stock as part of our ATM offering.
−Removed: have filed a shelf registration statement on Form S-3 with the SEC.
−Removed: Whether we sell securities under the registration statement
−Removed: will depend on a number of factors, including the market conditions at that time, our cash position at that time and the availability
−Removed: and terms of alternative sources of capital.
−Removed: AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
−Removed: a smaller reporting company, we are not required to provide the information required by this item.
+Added: Consists of options to acquire 24,840
+Added: shares of our common stock under the 2013 Equity Incentive Plan and 454,814 under the 2014 Equity Incentive Plan.
+Added: Consists of shares of common stock
+Added: available for future issuance under our equity incentive plan or any other individual compensation arrangement.
+Added: As a smaller reporting company, we are not required to provide this
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.