What changed in this filing

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Item 1. Financial Statements

2021-11-10 compared with 2021-08-09 · 87 added, 69 removed, 330 unchanged (32% of the section changed)

3 unchanged sentences

(In thousands, except per share data)

September 30,

Current assets

13 unchanged sentences

Total current liabilities

Other long term liabilities

Total liabilities

Commitments and contingencies (see note 5)

Convertible preferred stock

Series A preferred stock, $ .0001 par value, no shares and 15,500,000 shares authorized, no shares and 8,187,100 shares issued and outstanding with an aggregate liquidation preference of $ 0 and $ 15,500 as of June 30, 2021 and December 31, 2020, respectively

Series B-1 preferred stock, $ .0001 par value, no shares and 14,934,484 shares authorized, no shares and 7,888,392 issued and outstanding with an aggregate liquidation preference of $ 0 and $ 25,075 as of June 30, 2021 and December 31, 2020, respectively

Series B-2 preferred stock, $ .0001 par value, no shares and 12,358,305 shares authorized, no shares and 6,527,654 shares issued and outstanding with an aggregate liquidation preference of $ 0 and $ 25,075 as of June 30, 2021 and December 31, 2020, respectively

Series C preferred stock, $ .0001 par value, no shares and 24,525,629 shares authorized, no shares and 12,954,423 shares issued and outstanding with aggregate liquidation preference of $ 0 and $ 95,000 as of June 30, 2021 and December 31, 2020, respectively

Total convertible preferred stock

1 unchanged sentence

Preferred stock, $ .0001 par value per share;

200,000,000 shares and no shares authorized as of June 30, 2021 and December 31, 2020, respectively;

no shares issued and outstanding as of June 30, 2021 and December 31, 2020, respectively

200,000,000 shares and no shares authorized as of September 30, 2021 and December 31, 2020, respectively;

no shares issued and outstanding as of September 30, 2021 and December 31, 2020, respectively

Common stock, $ .0001 par value per share;

1,000,000,000 shares and 88,000,000 shares authorized, 49,261,995 shares and 1,009,479 shares issued and outstanding as of June 30, 2021 and December 31, 2020, respectively

1,000,000,000 shares and 88,000,000 shares authorized, 49,295,840 shares and 1,009,479 shares issued and outstanding as of September 30, 2021 and December 31, 2020, respectively

Additional paid-in capital

7 unchanged sentences

(In thousands, except per share data)

Three months ended June 30,

Six months ended June 30,

Three months ended September 30,

Nine months ended September 30,

Operating expenses

5 unchanged sentences

Total other income

Other comprehensive loss:

Unrealized loss on available-for-sale securities

Other comprehensive income (loss):

Unrealized gain (loss) on available-for-sale securities

Total comprehensive loss

5 unchanged sentences

(In thousands, except share data)

Series A Convertible

Series B-1 Convertible

Series B-2 Convertible

Series C Convertible

Preferred Stock

3 unchanged sentences

Preferred Stock

Other Comprehensive

Comprehensive

Paid-In Capital

(Loss) Income

Balance as of December 31, 2020

Convertible preferred stock converted into shares of common stock

( 8,187,100 )

( 7,888,392 )

( 6,527,654 )

( 12,954,423 )

Initial public offering of common stock, net of $ 16.3 million in issuance costs

Exercise of stock options

Stock-based compensation

Other comprehensive loss

Balance as of March 31, 2021

1 unchanged sentence

Stock-based compensation

Other comprehensive income

Balance as of June 30, 2021

Exercise of stock options

Stock-based compensation

Other comprehensive income

Balance as of September 30, 2021

EDGEWISE THERAPEUTICS, INC.

Condensed Statements of Convertible Preferred Stock and Stockholders’ Equity (Deficit)

(In thousands, except share data)

Series A Convertible

9 unchanged sentences

Paid-In Capital

(Loss) Income

Balance as of December 31, 2019

Convertible preferred stock converted into shares of common stock

( 8,187,100 )

( 7,888,392 )

( 6,527,654 )

( 12,954,423 )

Initial public offering of common stock, net of $ 16.3 million in issuance costs

Exercise of stock options

Stock-based compensation

Other comprehensive loss

Balance as of March 31, 2020

1 unchanged sentence

Stock-based compensation

Other comprehensive loss

Balance as of June 30, 2020

Issuance of Series B-2 preferred stock, net of offering costs of $ 19 thousand

Exercise of stock options

Stock-based compensation

Balance as of September 30, 2020

The accompanying notes are an integral part of these condensed financial statements.

2 unchanged sentences

(In thousands)

Six months ended June 30,

Nine months ended September 30,

Cash flows from operating activities

14 unchanged sentences

Proceeds from initial public offering of common stock, net of underwriting discounts and commissions and offering costs

Proceeds from issuance of Series B-2 convertible preferred stock

Payment of preferred stock issuance costs

8 unchanged sentences

EDGEWISE THERAPEUTICS, INC.

Notes to Condensed Consolidated Financial Statements

Notes to Condensed Financial Statements

NOTE 1 DESCRIPTION OF BUSINESS

14 unchanged sentences

The Company cannot at this time predict the specific extent, duration, or full impact that the COVID-19 outbreak will have on its financial condition and operations.

Beginning the week of March 16, 2020, the majority of the Company’s workforce began working from home.

Disruptions caused by the COVID-19 pandemic, including the effects of the stay-at-home orders and work-from-home policies, have impacted productivity, have resulted in increased operational expenses, certain adjustments to the operations of the Company’s clinical trial, the suspension of enrollment of new patients at the Company’s clinical trial site, and delays in certain supply chain activities and collecting and analyzing data from patients in the Company’s clinical trial, and may further disrupt the business and delay the development programs and regulatory timelines, the magnitude of which will depend, in part, on the length and severity of the restrictions and other limitations on the Company’s ability to conduct business in the ordinary course.

As a result, research and development expenses and general and administrative expenses may vary significantly if there is an increased impact from COVID-19 on the costs and timing associated with the conduct of the clinical trial and other related business activities.

1 unchanged sentence

Liquidity and Capital Resources

The Company has an accumulated deficit of $ 51.3 million and, cash, cash equivalents and marketable securities of $ 299.2 million as of June 30, 2021.

The Company has an accumulated deficit of $ 64.3 million and, cash, cash equivalents and marketable securities of $ 290.5 million as of September 30, 2021.

The Company’s ability to fund ongoing operations is highly dependent upon raising additional capital through the issuance of equity securities and issuing debt or other financing vehicles.

The Company’s ability to secure capital is dependent upon success in developing its technology and product candidates.

The Company’s ability to secure capital is dependent upon success in developing its

technology and product candidates.

The Company cannot provide assurance that additional capital will be available on acceptable terms, if at all.

1 unchanged sentence

The financial statements do not reflect any adjustments relating to the recoverability and reclassification of assets and liabilities that might be necessary if the Company is unable to continue as a going concern.

The Company believes that the $ 299.2 million of cash, cash equivalents and marketable securities on hand as of June 30, 2021 will be sufficient to fund its operations in the normal course of business and meet its liquidity needs through at least the next 12 months from the issuance of these financial statements.

The Company believes that the $ 290.5 million of cash, cash equivalents and marketable securities on hand as of September 30, 2021 will be sufficient to fund its operations in the normal course of business and meet its liquidity needs through at least the next 12 months from the issuance of these financial statements.

NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

8 unchanged sentences

The condensed balance sheet as of December 31, 2020, is derived from the Company’s audited financial statements.

The results of operations for the three months ended June 30, 2021 are not necessarily indicative of the results to be expected for the year ending December 31, 2021, or for any other future annual or interim period.

The results of operations for the three months ended September 30, 2021 are not necessarily indicative of the results to be expected for the year ending December 31, 2021, or for any other future annual or interim period.

The accompanying interim unaudited condensed financial statements should be read in conjunction with the audited financial statements and the related notes thereto for the year ended December 31, 2020, which are included in the Company’s prospectus related to the Company’s IPO, filed with the SEC on March 26, 2021, pursuant to Rule 424(b) under the Securities Act of 1933, amended.

8 unchanged sentences

The Company considers all liquid investments with a maturity of three months or less when purchased to be cash equivalents.

Cash equivalents as of June 30, 2021 primarily consist of money market accounts and cash equivalents as of December 31, 2020 primarily consist of money market accounts and commercial paper.

Cash equivalents as of September 30, 2021 primarily consist of money market accounts and cash equivalents as of December 31, 2020 primarily consist of money market accounts and commercial paper.

Marketable Securities, Available For Sale

4 unchanged sentences

Interest income, realized gains and losses, and declines in value judged to be other than temporary, if any, on available-for-sale securities are included in other income, net.

The cost of securities sold is based on the

specific-identification method.

The cost of securities sold is based on the specific-identification method.

The amortized cost of securities is adjusted for amortization of premiums and accretion of discounts to maturity.

12 unchanged sentences

Should the equity issuance be abandoned, the deferred offering costs are expensed immediately as a charge to operating expenses in the statement of operations.

Deferred offering costs as of June 30, 2021 and December 31, 2020 were $ 0 and $ 0.7 million, respectively.

Deferred offering costs as of September 30, 2021 and December 31, 2020 were $ 0 and $ 0.7 million, respectively.

Such costs are classified in other non-current assets in the accompanying balance sheets.

2 unchanged sentences

Depreciation of property and equipment is computed using the straight-line method over the estimated useful life of the related asset, which is generally three to five years , and in the case of leasehold improvements, the shorter of the estimated useful lives of the assets or the term of the lease.

Depreciation expense was $ 51,000 and $ 130,000 for the three and six months ended June 30, 2021, respectively and $ 46,000 and $ 85,000 for the three and six months ended June 30, 2020, respectively.

Depreciation expense was $ 64,000 and $ 194,000 for the three and nine months ended September 30, 2021, respectively and $ 49,000 and $ 135,000 for the three and nine months ended September 30, 2020, respectively.

Impairment of Long-Lived Assets

2 unchanged sentences

If impairment is recognized, the carrying value of the impaired asset is reduced to its fair value.

There were no impairment charges or long-lived assets disposed of during the three and six months ended June 30, 2021 and 2020, respectively.

There were no impairment charges or long-lived assets disposed of during the three and nine months ended September 30, 2021 and 2020, respectively.

Deferred income taxes are provided on temporary differences between financial statement and income tax reporting.

1 unchanged sentence

Deferred tax assets are recognized for temporary differences that will be deductible in future years’ tax returns and for operating loss and tax credit carryforwards.

Deferred tax assets are reduced by a valuation allowance if such deferred tax assets are deemed more likely than not that some or all of the deferred tax assets will not be realized.

Deferred tax assets are reduced by a valuation allowance if such deferred tax assets are deemed more likely than not that some or all of the deferred tax assets

will not be realized.

Historically, we have not recognized these potential benefits in our financial statements and have fully reserved for such net deferred tax assets, as we believe it is more likely than not that the full benefit of these net deferred tax assets will not be realized before expiration.

Deferred tax liabilities are recognized for

temporary differences that will be taxable in future years.

The Company evaluated its tax positions and determined it has no uncertain tax positions as of June 30, 2021.

Deferred tax liabilities are recognized for temporary differences that will be taxable in future years.

The Company evaluated its tax positions and determined it has no uncertain tax positions as of September 30, 2021.

Fair Value of Financial Instruments

9 unchanged sentences

The following tables summarize the Company’s financial assets measured at fair value on a recurring basis by level within the fair value hierarchy (in thousands):

As of June 30, 2021

As of September 30, 2021

Cash equivalents:

5 unchanged sentences

government treasury and agency securities

Supranational and soverign government securities

Supranational and sovereign government securities

Total financial assets

10 unchanged sentences

Investments in asset-backed securities, corporate bonds, commercial paper and U.S.

government treasury and agency securities have been classified as Level 2 as they are valued using quoted prices in less active markets or other directly or indirectly observable inputs.

government treasury and agency securities, and supranational and sovereign government securities have been classified as Level 2 as they are valued using quoted prices in less active markets or other directly or indirectly observable inputs.

Fair values of asset-backed securities, corporate bonds, commercial paper, U.S.

1 unchanged sentence

With regard to commercial paper, all of the securities had high credit ratings and one year or less to maturity; therefore, fair value was derived from accretion of purchase price to face value over the term of maturity or quoted market prices for similar instruments if available.

During the three months ended June 30, 2021, there were no transfers of financial assets between Level 1 and Level 2.

As of June 30, 2021, the remaining contractual maturities of $ 135.1 million of marketable securities were less than one year and $ 113.7 million were one to three years.

Comprehensive Loss

Comprehensive loss is defined as the change in equity during a period from transactions and other events and/or circumstances from non-owner sources.

The Company’s only element of other comprehensive loss was net unrealized loss on marketable securities.

During the three months ended September 30, 2021, there were no transfers of financial assets between Level 1 and Level 2.

As of September 30, 2021, the remaining contractual maturities of $ 170.1 million of marketable securities were less than one year and $ 109.8 million were one to three years.

Comprehensive Income (Loss)

Comprehensive income (loss) is defined as the change in equity during a period from transactions and other events and/or circumstances from non-owner sources.

The Company’s only element of other comprehensive income (loss) was net unrealized gain (loss) on marketable securities.

Stock-Based Compensation

1 unchanged sentence

The Company has elected to recognize forfeitures as they occur.

The fair value of stock options is determined using the Black-Scholes option-pricing model.

The fair value of stock options is determined using the Black-

Scholes option-pricing model.

The determination of fair value for stock-based awards on the date of grant using an option-pricing model requires management to make certain assumptions including expected volatility, expected term, risk-free interest rate and expected dividends in addition to the Company’s common stock valuation (see Note 4).

31 unchanged sentences

The Company is authorized to issue two classes of stock designated as common stock and preferred stock.

As of June 30, 2021 the total number of shares authorized was 1,200,000,000 .

As of September 30, 2021 the total number of shares authorized was 1,200,000,000 .

The total number of shares of common stock authorized was 1,000,000,000 .

25 unchanged sentences

Options granted expire 10 years after the date of grant.

As of June 30, 2021, 5,040,000 shares were reserved for the issuance of common stock options to employees, directors and consultants for the purchase of the Company’s common stock, 501,798 shares were subject to outstanding awards, and 4,604,313 shares remained available for future grant under the 2021 Plan.

As of September 30, 2021, 5,040,000 shares were reserved for the issuance of common stock options to employees, directors and consultants for the purchase of the Company’s common stock, 2,092,598 shares were subject to outstanding awards, and 3,013,513 shares remained available for future grant under the 2021 Plan.

The number of shares available for issuance under the 2021 Plan increases annually on the first day of each fiscal year beginning with the Company’s 2022 fiscal year, equal to the least of 5,040,000 shares;

3 unchanged sentences

The Company’s Board of Directors adopted the Company’s 2017 Equity Incentive Plan (2017 Plan) in June 2017 to provide long-term incentives for its employees, non-employee directors and certain consultants.

For the six months ended June 30, 2021, 87,749 options were granted under the 2017 Plan, which terminated in connection with the Company’s IPO, and the Company will not grant any additional awards under the 2017

Plan thereafter.

For the nine months ended September 30, 2021, 87,749 options were granted under the 2017 Plan, which terminated in connection with the Company’s IPO, and the Company will not grant any additional awards under the 2017 Plan thereafter.

However, the 2017 Plan will continue to govern the terms and conditions of the outstanding awards previously granted under the 2017 Plan.

As of June 30, 2021, 5,715,615 options were outstanding under the 2017 Plan.

As of September 30, 2021, 5,681,770 options were outstanding under the 2017 Plan.

Founder Stock Options

1 unchanged sentence

This grant is separate from the Company’s equity incentive plans discussed above.

As of June 30, 2021, 1,531,780 options were outstanding and there were no options exercised during the six months ended June 30, 2021.

As of September 30, 2021, 1,531,780 options were outstanding and there were no options exercised during the nine months ended September 30, 2021.

Total stock-based compensation expense related to all stock options granted was allocated as follows (in thousands):

Three months ended June 30,

Six months ended June 30,

Three months ended

Nine months ended

September 30,

Research and development

10 unchanged sentences

These leases expire in August 2022.

Rent expense was $ 22,000 and $ 44,000 for the three and six months ended June 30, 2021, respectively and $ 17,000 and $ 33,000 for the three and six months ended June 30, 2020, respectively.

Future minimum rentals as of June 30, 2021 were $ 13,000 , all of which is to be paid in 2021.

Rent expense was $ 22,000 and $ 66,000 for the three and nine months ended September 30, 2021, respectively and $ 22,000 and $ 55,000 for the three and nine months ended September 30, 2020, respectively.

Future minimum rentals as of September 30, 2021 were $ 173,000 , all of which is to be paid within the next 12 months.

Liabilities for loss contingencies arising from claims, assessments, litigation, fines, penalties and other sources are recorded when it is probable that a liability has been incurred and the amount can be reasonably estimated.

From time to time, the Company may become involved in legal proceedings arising in the ordinary course of business.

The Company was not subject to any material legal proceedings during the six months ended June 30, 2021 and no material legal proceedings are currently pending or threatened.

The Company was not subject to any material legal proceedings during the nine months ended September 30, 2021 and no material legal proceedings are currently pending or threatened.

Indemnification Agreements

In the ordinary course of business, the Company may provide indemnification of varying scope and terms to vendors, lessors, business partners and other parties with respect to certain matters including, but not limited to, losses arising of breach of such agreements or from intellectual property infringement claims made by third

In addition, the Company has entered into indemnification agreements with members of its Board of Directors that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors.

1 unchanged sentence

To date, the Company has not incurred any material costs as a result of such indemnifications.

The Company is not aware of any claims under indemnification arrangements, and it has not accrued any liabilities related to such obligations in its financial statements as of June 30, 2021.

The Company is not aware of any claims under indemnification arrangements, and it has not accrued any liabilities related to such obligations in its financial statements as of September 30, 2021.

NOTE 6 NET LOSS PER SHARE

7 unchanged sentences

The following table sets forth the computation of the basic and diluted net loss per share (in thousands, except share and per share amounts):

Three months ended June 30,

Six months ended June 30,

Three months ended

Nine months ended

September 30,

Weighted-average shares outstanding used in computing net loss per share, basic and diluted

1 unchanged sentence

The following weighted average outstanding shares of potentially dilutive securities were excluded from the computation of diluted net loss per share attributable to common stockholders for the periods presented because including them would have been anti-dilutive:

Three months ended June 30,

Six months ended June 30,

Three months ended

Nine months ended

September 30,

Options to purchase common stock

2 unchanged sentences

Accrued other expenses consisted of the following amounts (in thousands):

As of June 30,

As of September 30,

As of December 31,

5 unchanged sentences

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