3 unchanged sentences
(in thousands, except share and par value data)
+Added: September 30,
Current assets:
23 unchanged sentences
10,000,000 at
−Removed: June 30, 2023 and December 31, 2022, respectively;
+Added: September 30, 2023 and December 31, 2022, respectively;
no shares issued
−Removed: and outstanding at June 30, 2023 and December 31, 2022
+Added: and outstanding at September 30, 2023 and December 31, 2022
Common stock, $ 0.001 par value;
1 unchanged sentence
200,000,000 at
−Removed: June 30, 2023 and December 31, 2022, respectively;
+Added: September 30, 2023 and December 31, 2022, respectively;
issued shares –
−Removed: and 41,684,666 at June 30, 2023 and December 31, 2022, respectively;
+Added: and 41,684,666 at September 30, 2023 and December 31, 2022, respectively;
shares –
−Removed: 41,867,536 and 41,616,260 at June 30, 2023 and December 31, 2022,
+Added: 46,151,427 and 41,616,260 at September 30, 2023 and December 31, 2022,
Additional paid-in capital
8 unchanged sentences
Three Months Ended
−Removed: Six Months Ended
+Added: September 30,
+Added: Nine Months Ended
+Added: September 30,
Collaboration revenue
7 unchanged sentences
Total other income
−Removed: Other comprehensive loss:
+Added: Other comprehensive gain (loss):
Unrealized gain (loss) on available-for-sale securities, net
6 unchanged sentences
Unaudited Condensed Statements of Stockholders’
−Removed: For the Six Months Ended June 30, 2023 and 2022
+Added: For the Nine Months Ended September 30, 2023 and 2022
(in thousands, except share data)
2 unchanged sentences
Balance at December 31, 2022
+Added: Issuance of common stock and pre-funded common stock warrants, net of issuance costs
+Added: Exercise of pre-funded common stock warrants
Exercise of common stock options
3 unchanged sentences
Unrealized gain on available-for-sale securities, net
−Removed: Balance at June 30, 2023
+Added: Balance at September 30, 2023
Comprehensive
6 unchanged sentences
Unrealized loss on available-for-sale securities, net
−Removed: Balance at June 30, 2022
+Added: Balance at September 30, 2022
See accompanying notes.
1 unchanged sentence
Unaudited Condensed Statements of Stockholders’
−Removed: For the Three Months Ended June 30, 2023 and 2022
+Added: For the Three Months Ended September 30, 2023 and 2022
(in thousands, except share data)
1 unchanged sentence
Stockholders’
−Removed: Balance at March 31, 2023
−Removed: Shares issued under employee stock purchase plan
+Added: Balance at June 30, 2023
+Added: Issuance of common stock and pre-funded common stock warrants, net of issuance costs
+Added: Exercise of pre-funded common stock warrants
+Added: Exercise of common stock options
Vesting of restricted shares
1 unchanged sentence
Unrealized loss on available-for-sale securities, net
−Removed: Balance at June 30, 2023
+Added: Balance at September 30, 2023
Comprehensive
Stockholders’
−Removed: Balance at March 31, 2022
−Removed: Exercise of common stock options
−Removed: Shares issued under employee stock purchase plan
+Added: Balance at June 30, 2022
Vesting of restricted shares
1 unchanged sentence
Unrealized loss on available-for-sale securities, net
−Removed: Balance at June 30, 2022
+Added: Balance at September 30, 2022
See accompanying notes.
2 unchanged sentences
(in thousands)
−Removed: Six Months Ended
+Added: Nine Months Ended
+Added: September 30,
Cash flows from operating activities
3 unchanged sentences
Changes in operating assets and liabilities:
+Added: Accounts receivable
Prepaid expenses and other current assets
9 unchanged sentences
Maturities of short-term investments
−Removed: Net cash provided by investing activities
+Added: Net cash provided by (used in) investing activities
Cash flows from financing activities
−Removed: Proceeds from exercise of vested and unvested common stock options and employee stock purchase plan
+Added: Proceeds from exercise of common stock options and employee stock purchase plan
+Added: Proceeds from the issuance of common stock and pre-funded common stock warrants, net of issuance costs
Net cash provided by financing activities
15 unchanged sentences
(the “Company”) was incorporated in the State of Delaware in June 2017 and is based in San Diego, California.
−Removed: The Company is a clinical stage biopharmaceutical company developing a broad pipeline of novel immunotherapies by applying its proprietary technology to its Tumor Activated T Cell Engager ("TRACTr") and Tumor Activated Immunomodulator ("TRACIr") platforms to better treat patients suffering from cancer.
+Added: The Company is a clinical-stage biopharmaceutical company developing a broad pipeline of novel immunotherapies by applying its proprietary technology to its Tumor Activated T Cell Engager (“TRACTr”) and Tumor Activated Immunomodulator (“TRACIr”) platforms to better treat patients suffering from cancer.
Liquidity and Capital Resources
−Removed: From its inception through June 30, 2023, the Company has devoted substantially all its efforts to organizing and staffing, business planning, raising capital and developing its TRACTr and TRACIr therapeutic platforms and assets.
−Removed: The Company has incurred net losses and negative cash flows from operations since inception and had an accumulated deficit of $ 145.4 million as of June 30, 2023 .
+Added: From its inception through September 30, 2023, the Company has devoted substantially all its efforts to organizing and staffing, business planning, raising capital and developing its TRACTr and TRACIr therapeutic platforms and assets.
+Added: The Company has incurred net losses and negative cash flows from operations since inception and had an accumulated deficit of $ 157.0 million as of September 30, 2023.
The Company has a limited operating history, has not generated any product revenue, and the sales and income potential of its business is unproven.
−Removed: To date the Company has funded its operations primarily with the net proceeds from the issuance of convertible promissory notes, the issuance of convertible preferred stock, the issuance of common stock in its initial public offering (“IPO”), the exercise of common stock options and amounts received under a collaboration agreement.
+Added: To date the Company has funded its operations primarily with the net proceeds from the issuance of convertible promissory notes, the issuance of convertible preferred stock, the issuance of common stock in its initial public offering (“IPO”), the issuance of common stock and pre-funded common stock warrants in an underwritten offering, the exercise of common stock options, and amounts received under a collaboration agreement.
The Company expects to incur substantial operating losses for the next several years and will need to obtain additional financing in order to continue its research and development activities, initiate and complete clinical trials and launch and commercialize any product candidates for which it receives regulatory approval.
5 unchanged sentences
Unaudited Interim Financial Information
−Removed: The unaudited condensed financial statements as of June 30, 2023, and for the three and six months ended June 30, 2023 and 2022, have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”), and with accounting principles generally accepted in the United States (“GAAP”) applicable to interim financial statements.
+Added: The unaudited condensed financial statements as of September 30, 2023, and for the three and nine months ended September 30, 2023 and 2022, have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”), and with accounting principles generally accepted in the United States (“GAAP”) applicable to interim financial statements.
These unaudited condensed financial statements have been prepared on the same basis as the Company’s audited financial statements and include all adjustments, consisting of only normal recurring accruals, which in the opinion of management are necessary to present fairly the Company’s financial position as of the interim date and results of operations for the interim periods presented.
35 unchanged sentences
Observable Inputs
−Removed: As of June 30, 2023:
+Added: As of September 30, 2023:
Cash equivalents:
41 unchanged sentences
The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the accompanying balance sheets that sum to the amounts shown in the statements of cash flows (in thousands):
+Added: September 30,
Cash and cash equivalents
17 unchanged sentences
The following tables summarize short-term investments (in thousands):
−Removed: As of June 30, 2023
+Added: As of September 30, 2023
Treasury securities
8 unchanged sentences
Commercial paper
−Removed: The amortized cost and estimated fair value in the tables above excl ude $ 1.5 million and $ 0.7 million o f accrued interest receivable as of June 30, 2023 and December 31, 2022, respectively.
+Added: The amortized cost and estimated fair value in the tables above excl ude $ 1.7 million and $ 0.7 million o f accrued interest receivable as of September 30, 2023 and December 31, 2022, respectively.
Accrued interest receivable is included in prepaid expenses and other current assets in the accompanying balance sheets.
Contractual maturities of available-for-sale debt securities are as follows (in thousands):
−Removed: As of June 30, 2023
+Added: As of September 30, 2023
Due in 1 Year or Less
14 unchanged sentences
Notes to Unaudited Condensed Financial Statements–(Continued)
−Removed: As of June 30, 2023, 40 out of 46 of our a vailable-for-sale debt securities were in an aggregate gross unrealized loss position.
+Added: As of September 30, 2023 , 46 out of 49 of our a vailable-for-sale debt securities were in an aggregate gross unrealized loss position.
The Company relies on both qualitative and quantitative factors to determine whether the unrealized loss for each available-for-sale debt security at any balance sheet date is due to a credit loss.
2 unchanged sentences
The Company considers the decline in market value for the securities to be primarily attributable to current economic conditions and interest rate adjustments, rather than credit-related factors and does not intend to sell any securities prior to maturity.
−Removed: No allowance for credit losses has been recorded as of June 30, 2023 or December 31, 2022.
−Removed: The following table summarizes our available-for-sale debt securities in an unrealized loss position for which an allowance for credit losses has not been recorded, aggregated by major security type and length of time in a continuous unrealized loss position (in thousands):
−Removed: As of June 30, 2023
−Removed: Less Than 12 Months
−Removed: 12 Months or Longer
−Removed: Treasury securities
−Removed: agency discount notes
−Removed: Asset-backed securities
−Removed: Corporate debt securities
−Removed: Commercial paper
+Added: No allowance for credit losses has been recorded as of September 30, 2023 or December 31, 2022.
+Added: The following table summarizes our available-for-sale debt securities in an unrealized loss position for which an allowance for credit losses has not been recorded at December 31, 2022, aggregated by major security type and length of time in a continuous unrealized loss position (in thousands):
As of December 31, 2022
4 unchanged sentences
Commercial paper
+Added: There were no available-for-sale debt securities in a continuous unrealized loss position for 12 months or longer at September 30, 2023.
Concentrations of Credit Risk
9 unchanged sentences
financial condition and generally does not require collateral.
−Removed: As of June 30, 2023, and December 31, 2022, all of the Company’s accounts receivable, if any, relate to a single customer.
−Removed: For the three and six months ended June 30, 2023 and 2022, all of the Company’s revenue related to a single customer.
−Removed: Janux Therapeutics, Inc.
−Removed: Notes to Unaudited Condensed Financial Statements–(Continued)
+Added: As of September 30, 2023, and December 31, 2022, all of the Company’s accounts receivable, if any, relate to a single customer.
+Added: For the three and nine months ended September 30, 2023 and 2022, all of the Company’s revenue related to a single customer.
The Company determines if a contract contains a lease at the inception of the contract and evaluates each lease agreement to determine whether the lease is an operating or finance lease.
6 unchanged sentences
To determine the present value, the implicit rate is used when readily determinable.
+Added: Janux Therapeutics, Inc.
+Added: Notes to Unaudited Condensed Financial Statements–(Continued)
For those leases where the implicit rate is not provided, the Company determines an incremental borrowing rate (“IBR”) based on the information available at the lease commencement date in determining the present value of lease payments.
22 unchanged sentences
If a significant financing component exists, the transaction price is adjusted for the time value of money.
−Removed: If an element of variability exists, the Company must estimate the consideration it expects to receive and uses that amount as the basis for recognizing revenue as the
−Removed: Janux Therapeutics, Inc.
−Removed: Notes to Unaudited Condensed Financial Statements–(Continued)
−Removed: product or the service is transferred to the customer.
+Added: If an element of variability exists, the Company must estimate the consideration it expects to receive and uses that amount as the basis for recognizing revenue as the product or the service is transferred to the customer.
There are two methods for determining the amount of variable consideration:
3 unchanged sentences
In those instances where the Company first receives consideration in advance of satisfying its performance obligation, the Company classifies such consideration as deferred revenue until (or as) the Company satisfies such performance obligation.
−Removed: In those instances where the Company first satisfies its performance obligation prior to its receipt of consideration, the consideration is recorded as accounts receivable.
+Added: Janux Therapeutics, Inc.
+Added: Notes to Unaudited Condensed Financial Statements–(Continued)
+Added: instances where the Company first satisfies its performance obligation prior to its receipt of consideration, the consideration is recorded as accounts receivable.
The Company expenses incremental costs of obtaining and fulfilling a contract as and when incurred if the expected amortization period of the asset that would be recognized is one year or less, or if the amount of the asset is immaterial.
15 unchanged sentences
Net Loss Per Share
−Removed: Basic net loss per share is computed by dividing the net loss by the weighted-average number of shares of common stock outstanding for the period, without consideration for potentially dilutive securities.
−Removed: The Company has excluded weighted-average unvested shares of 26,987 shares, 197,515 shares, 38,160 shares and 252,335 shar es from the weighted-average number of shares of common stock outstanding for the three months ended June 30, 2023 and 2022 and six months ended June 30, 2023 and 2022, respectively.
+Added: Basic net loss per share is computed by dividing the net loss by the weighted-average number of shares of common stock outstanding for the period, including pre-funded common stock warrants that were issued in an underwritten offering in July 2023 (Note 5), without consideration for potentially dilutive securities.
+Added: The pre-funded common stock warrants are included in the calculation of basic and diluted net loss per share as the exercise price of $ 0.001 per share is non-substantive and the shares are issuable for little or no consideration.
+Added: The Company has excluded weighted-average unvested shares of 20,274 shares, 136,505 shares, 32,132 shares and 213,301 shares from the weighted-average number of shares of common stock outstanding for the three months ended September 30, 2023 and 2022 and nine months ended September 30, 2023 and 2022, respectively.
Diluted net loss per share is computed by dividing the net loss by the weighted-average number of shares of common stock and dilutive common stock equivalents outstanding for the period determined using the treasury-stock and if-converted methods.
1 unchanged sentence
Potentially dilutive securities not included in the calculation of diluted net loss per share, because to do so would be anti-dilutive, are as follows (in common stock equivalent shares):
−Removed: Janux Therapeutics, Inc.
−Removed: Notes to Unaudited Condensed Financial Statements–(Continued)
+Added: September 30,
Common stock options
2 unchanged sentences
Total potentially dilutive shares
+Added: Janux Therapeutics, Inc.
+Added: Notes to Unaudited Condensed Financial Statements–(Continued)
Balance Sheet Details
Property and equipment, net consist of the following (in thousands):
+Added: September 30,
Laboratory equipment
6 unchanged sentences
Accrued liabilities consist of the following (in thousands):
+Added: September 30,
Accrued compensation
10 unchanged sentences
If the Company does not engage WuXi Biologics or its affiliates to manufacture the WuXi Biologics Licensed Products for its commercial supplies, the Company is required to make royalty payments to WuXi Biologics in an amount equal to a low single-digit percentage of specified portions of net sales of WuXi Biologics Licensed Products manufactured by a third-party manufacturer.
−Removed: The Company has the right (but not the obligation) to buy out its remaining royalty obligations with respect to each WuXi Biologics Licensed Product by paying WuXi Biologics a one-time payment in an amount ranging from low single digit million dollars to a maximum of $ 15.0 million depending on the development and commercialization stage of the WuXi Biologics Licensed Product (the “Buyout Option”), and upon such payment, the Company’s license with respect to such WuXi Biologics Licensed Product will become fully paid-up, irrevocable, and perpetual.
+Added: The Company has the right (but not the obligation) to buy out its remaining royalty obligations with respect to each WuXi Biologics Licensed Product by paying WuXi Biologics a one-time payment in an amount ranging from low single digit million dollars to a maximum of $ 15.0 million depending on the development and commercialization stage of the WuXi Biologics Licensed Product (the “Buyout Option”), and upon such payment, the Company's license with respect to such WuXi Biologics Licensed Product will become fully paid-up, irrevocable, and perpetual.
The royalty obligations will remain in effect during the term of the Cell Line License Agreement so long as the Company has not exercised the Buyout Option.
−Removed: Janux Therapeutics, Inc.
−Removed: Notes to Unaudited Condensed Financial Statements–(Continued)
The Cell Line License Agreement will continue indefinitely unless terminated (i) by the Company upon three months’
1 unchanged sentence
Operating Leases
−Removed: In October 2021, the Company entered into a lease agreement (the "Torrey Plaza Lease") to lease office and laboratory space in San Diego, California.
+Added: In October 2021, the Company entered into a lease agreement (the “Torrey Plaza Lease”) to lease office and laboratory space in San Diego, California.
The Company determined this facilities lease was an operating lease at the inception of the lease contract.
+Added: Janux Therapeutics, Inc.
+Added: Notes to Unaudited Condensed Financial Statements–(Continued)
According to accounting standards, the Torrey Plaza Lease commenced on April 1, 2022 and has a term of 130 months from the commencement date.
−Removed: The lease provides an option to extend the term of the lease for a period of 5 years beyond the initial term, which the Company is not reasonably certain to exercise and therefore was not considered in determining the ROU assets and lease liabilities balance.
+Added: The Torrey Plaza Lease provides an option to extend the term of the lease for a period of 5 years beyond the initial term, which the Company is not reasonably certain to exercise and therefore was not considered in determining the ROU assets and lease liabilities balance.
As required under the terms of the Torrey Plaza Lease, in October 2021 the Company entered into a standby letter of credit, which is secured by a money market account in the amount of $ 0.8 million.
1 unchanged sentence
The letter of credit amount is subject to a 50 % reduction subject to certain conditions on or following the date that is 54 months following the contractual lease commencement date.
−Removed: Future minimum noncancelable operating lease payments as of June 30, 2023 are as follows (in thousands):
+Added: Future minimum noncancelable operating lease payments as of September 30, 2023 are as follows (in thousands):
2023 (remaining)
4 unchanged sentences
Operating lease liabilities, net of current portion
−Removed: The Torrey Plaza lease had a remaining lease term of 9.6 years and a discount rate of 8 % as of June 30, 2023.
−Removed: Operating lease expense included in the measurement of lease liabilities for the three and six months ended June 30, 2023 was $ 0.9 million and $ 1.7 million.
−Removed: Cash paid for amounts included in the measurement of lease liabilities for the three and six months ended June 30, 2023 was $ 0.8 million and $ 1.1 million.
−Removed: Operating lease expense included in the measurement of lease liabilities for the three and six months ended June 30, 2022 was $ 0.9 million and $ 1.0 million, respectively.
−Removed: Cash paid for amounts included in the measurement of lease liabilities for the three and six months ended June 30, 2022 was immaterial.
+Added: The Torrey Plaza lease had a remaining lease term o f 9.3 ye ars and a discount rate of 8 % as of September 30, 2023.
+Added: Operating lease expense included in the measurement of lease liabilities for the three and nine months ended September 30, 2023 was $ 0.9 million and $ 2.6 million, respectively.
+Added: Cash paid for amounts included in the measurement of lease liabilities for the three and nine months ended September 30, 2023 was $ 0.8 million and $ 1.9 million, respectively.
+Added: Operati ng lease expense included in the measurement of lease liabilities for the three and nine months ended September 30, 2022 was $ 0.9 million and $ 1.9 million, respectively.
+Added: Cash paid for amounts included in the measurement of lease liabilities for the three and nine months ended September 30, 2022 was immaterial.
Contingencies
1 unchanged sentence
The Company accrues a liability for such matters when it is probable that future expenditures will be made and such expenditures can be reasonably estimated.
−Removed: As of June 30, 2023, the Company is not currently party to any material le gal proceedings.
+Added: As of September 30, 2023, the Company is not currently party to any material le gal proceedings.
Related Party Transactions
−Removed: In January 2021, the Company entered into a Support Services Agreement (the "2021 Support Services Agreement") with COI Pharmaceuticals, Inc.
−Removed: (“COI”) that outlines the terms of services provided by COI to the Company, as well as the fees charged for such services.
−Removed: COI is a shared service company that provides certain back-office and administrative and research and development support services, including facilities support, to the portfolio companies of Avalon Ventures, an entity that beneficially owns greater than 5 % of our outstanding capital stock.
+Added: In January 2021, the Company entered into a Support Services Agreement (the “2021 Support Services Agreement”) with Avalon BioVentures, Inc.
+Added: ("Avalon") that outlines the terms of services provided by Avalon to the Company, as well as the fees charged for such services.
+Added: Avalon is a shared service company that provides certain back-office and administrative and research and development support services, including facilities support, to the portfolio companies of Avalon Ventures, an entity that beneficially owns greater than 5 % of our outstanding capital stock.
The 2021 Support Services Agreement was most recently renewed in January 2023 and will continue to renew for additional one-year renewal periods until terminated by the parties.
Either party may terminate the 2021 Support Services Agreement with 30 days written notice.
+Added: Operating expense recognized by the Company under the 2021 Support Services Agreement for the three and nine months ended September 30, 2023 was immaterial.
+Added: Operating expense recognized by the Company under the 2021 Support Services Agreement for the three and nine months ended September 30, 2022 was as follows (in thousands):
Janux Therapeutics, Inc.
Notes to Unaudited Condensed Financial Statements–(Continued)
−Removed: Operating expense recognized by the Company under the 2021 Support Services Agreement for the three and six months ended June 30, 2023 was immaterial.
−Removed: Operating expense recognized by the Company under the 2021 Support Services Agreement for the three and six months ended June 30, 2022 was as follows (in thousands):
Three Months Ended
−Removed: June 30, 2022
−Removed: Six Months Ended
−Removed: June 30, 2022
+Added: September 30, 2022
+Added: Nine Months Ended
+Added: September 30, 2022
Research and development
12 unchanged sentences
program having an aggregate offering price of up to $ 150.0 million through which BofA would act as sales agent.
−Removed: There was no activity from the New Sale Agreement during the six months ended June 30, 2023.
−Removed: As of June 30, 2023 , $ 150.0 million of common stock remained available for sale under the New Sale Agreement.
+Added: There was no activity from the New Sale Agreement during the nine months ended September 30, 2023.
+Added: As of September 30, 2023 , $ 150.0 million of common stock remained available for sale under the New Sale Agreement.
+Added: In July 2023, the Company closed an underwritten offering of 4,153,717 shares of its common stock and pre-funded warrants to purchase 583,483 shares of common stock.
+Added: The shares of common stock were sold at a price of $ 12.46 per share and the pre-funded common stock warrants were sold at a price of $ 12.459 per pre-funded common stock warrant, resulting in gross proceeds of $ 59.0 million.
+Added: Fees related to the offering included underwriting discounts, commissions, and offering expenses in the aggregate amount of $ 2.5 million, resulting in net proceeds of $ 56.5 million.
+Added: The pre-funded common stock warrants will not expire until exercised in full and are exercisable in cash or by means of a cashless exercise.
+Added: The Company has assessed the pre-funded common stock warrants for appropriate equity or liability classification.
+Added: The pre-funded common stock warrants are equity classified because they (i) are freestanding financial instruments that are legally detachable and separately exercisable from the equity instruments, (ii) are immediately exercisable, (iii) do not embody an obligation for the Company to repurchase its shares, (iv) permit the holders to receive a fixed number of shares of common stock upon exercise, (v) are indexed to the Company’s common stock and (vi) meet the equity classification criteria.
+Added: In addition, such pre-funded common stock warrants do not provide any guarantee of value or return and do not provide the warrant holders with the option to settle any unexercised warrants for cash outside of the Company’s control.
+Added: The pre-funded common stock warrants also include a separate provision whereby the exercisability of the warrants may be limited if, upon exercise, the warrant holder or any of its affiliates would beneficially own more than 19.9 % of the Company’s outstanding common stock.
+Added: The Company valued the pre-funded common stock warrants at issuance, concluding that their sale price approximated their fair value.
+Added: Accordingly, the pre-funded common stock warrants are accounted for as a component of additional paid-in capital at the time of issuance.
2017 Equity Incentive Plan
3 unchanged sentences
The 2017 Plan allows for the early exercise of stock options, which may be subject to repurchase by the Company at the original exercise price.
+Added: Janux Therapeutics, Inc.
+Added: Notes to Unaudited Condensed Financial Statements–(Continued)
Upon the effectiveness of the 2021 Plan defined and described below, no further grants will be made under the 2017 Plan.
8 unchanged sentences
The number of shares reserved that were remaining under the 2017 Plan as of the effective date of the 2021 Plan, or 1,424,110 shares, were added to the shares initially reserved under the 2021 Plan upon its effectiveness and any future cancellations under the 2017 Plan will become available for future issuance under the 2021 Plan.
−Removed: In addition, the number of shares of common stock available for issuance under the 2021 Plan automatically increases on January 1 of each calendar year through January 1, 2031, in an amount equal to 5% of the total number of shares of the Company’s common stock on the last day of the calendar month before the date of each automatic increase, or a lesser number of shares
−Removed: Janux Therapeutics, Inc.
−Removed: Notes to Unaudited Condensed Financial Statements–(Continued)
−Removed: determined by the Company’s board of directors.
−Removed: As of June 30, 2023, there wer e 8,759,876 shar es authorized for issuance under the 2021 Plan, inclusive of shares added from 2017 Plan cancellations.
+Added: In addition, the number of shares of common stock available for issuance under the 2021 Plan automatically increases on January 1 of each calendar year through January 1, 2031, in an amount equal to 5% of the total number of shares of the Company’s common stock on the last day of the calendar month before the date of each automatic increase, or a lesser number of shares determined by the Company’s board of directors.
+Added: As of September 30, 2023 , there were 8,991,993 shar es authorized for issuance under the 2021 Plan, inclusive of shares added from 2017 Plan cancellations.
A summary of the Company’s stock option activity under its Plans is as follows (in thousands, except share, per share data and years):
4 unchanged sentences
Forfeited or cancelled
−Removed: Balance at June 30, 2023
−Removed: Vested and expected to vest at June 30, 2023
−Removed: Exercisable at June 30, 2023
−Removed: The weighted-average grant date fair value per share of option grants for the six months ended June 30, 2023 and 2022 was $ 10.09 , and $ 12.65 , respectively.
−Removed: The total intrinsic value of stock options exercised for the six months ended June 30, 2023 and 2022 was $ 1.5 million and $ 0.1 million, respectively.
−Removed: As of June 30, 2023 , total unrecognized stock-based compensation cost associated with option grants was $ 49.3 million, which is expected to be recognized over a remaining weighted-average period of approximately 2.5 years.
+Added: Balance at September 30, 2023
+Added: Vested and expected to vest at September 30, 2023
+Added: Exercisable at September 30, 2023
+Added: The weighted-average grant date fair value per share of option grants for the nine months ended September 30, 2023 and 2022 wa s $ 10.09 and $ 12.52 , respectively.
+Added: The total intrinsic value of stock options exercised for the nine months ended September 30, 2023 and 2022 was $ 1.9 million and $ 0.1 million, respectively.
+Added: As of September 30, 2023 , total unrecognized stock-based compensation cost associated with option grants was $ 40.0 million, which is expected to be recognized over a remaining weighted-average period of approximately 2.3 years.
The assumptions used in the Black-Scholes option pricing model to determine the fair value of stock option grants under the Plans were as follows:
−Removed: Six Months Ended
+Added: Nine Months Ended
+Added: September 30,
Risk-free interest rate
10 unchanged sentences
Treasury notes with maturities similar to the expected term of the awards.
+Added: Janux Therapeutics, Inc.
+Added: Notes to Unaudited Condensed Financial Statements–(Continued)
Expected volatility .
11 unchanged sentences
The ESPP permits eligible employees who elect to participate in an offering under the ESPP to have up to 15 % of their eligible earnings withheld, subject to certain limitations, to purchase shares of common stock pursuant to the ESPP.
−Removed: The price of common
−Removed: Janux Therapeutics, Inc.
−Removed: Notes to Unaudited Condensed Financial Statements–(Continued)
−Removed: stock purchased under the ESPP is equal to 85 % of the lower of the fair market value of the common stock at the commencement date of each offering period or the relevant date of purchase.
+Added: The price of common stock purchased under the ESPP is equal to 85 % of the lower of the fair market value of the common stock at the commencement date of each offering period or the relevant date of purchase.
A total o f 466,000 shares of common stock were approved to be initially reserved for issuance under the ESPP.
2 unchanged sentences
In June 2021, employees began to enroll in the ESPP and the Company’s first offering period commenced.
−Removed: For the three and six months ended June 30, 2023, stock-based compensation expense related to t he ESPP was $ 0.4 million and $ 0.6 million, re spectively.
−Removed: Stock-based compensation expense related to the ESPP for the three and six months ended June 30, 2022 was $ 0.2 million and $ 0.3 million, re spectively.
−Removed: As of June 30, 2023 , total unrecognized stock-based compensation expense related to the ESPP was $ 0.6 million, which is expected to be recognized over a remaining weighted-average period of approximately 1.5 years.
+Added: For the three and nine months ended September 30, 2023, stock-based compensation expense related to t he ESPP was $ 0.2 million and $ 0.7 million, re spectively.
+Added: Stock-based compensation expense related to the ESPP for the three and nine months ended September 30, 2022 was $ 0.2 million and $ 0.4 million, re spectively.
+Added: As of September 30, 2023 , total unrecognized stock-based compensation expense related to the ESPP was $ 0.5 million, which is expected to be recognized over a remaining weighted-average period of approximately 1.3 years.
Stock-Based Compensation Expense
1 unchanged sentence
Three Months Ended
−Removed: Six Months Ended
+Added: September 30,
+Added: Nine Months Ended
+Added: September 30,
Research and development
5 unchanged sentences
Vested shares
−Removed: Balance at June 30, 2023
+Added: Balance at September 30, 2023
+Added: Janux Therapeutics, Inc.
+Added: Notes to Unaudited Condensed Financial Statements–(Continued)
Common Stock Reserved for Future Issuance
Common stock reserved for future issuance consists of the following:
+Added: September 30,
Common stock options outstanding
1 unchanged sentence
Shares available for issuance under the ESPP
+Added: Pre-funded common stock warrants
Research Collaboration and Exclusive License Agreement
3 unchanged sentences
In each case, once the Collaboration Targets are designated by Merck, they have the right to research, develop, make, have made, use, import, offer to sell, and sell compounds and any licensed products related thereto.
−Removed: Merck selected the
−Removed: Janux Therapeutics, Inc.
−Removed: Notes to Unaudited Condensed Financial Statements–(Continued)
−Removed: First Collaboration Target upon execution of the Merck Agreement and selected the Second Collaboration Target in May 2022.
+Added: Merck selected the First Collaboration Target upon execution of the Merck Agreement and selected the Second Collaboration Target in May 2022.
Following the research term, Merck will have the sole right to research, develop, manufacture, and commercialize the licensed compounds and products directed against the Collaboration Targets.
8 unchanged sentences
Upon expiration of the agreement but not early termination thereof, and provided all payments due under the agreement have been made, Merck’s exclusive licenses under the agreement will become fully paid-up and perpetual.
−Removed: The Company recognized $ 1.1 million, $ 2.4 million, $ 3.1 million, and $ 4.0 million of revenue under the Merck Agreement for the three months ended June 30, 2023 and 2022 and six months ended June 30, 2023 and 2022, respectively.
−Removed: As of June 30, 2023 , aggregate deferred revenue related to the Merck Agreement was $ 5.6 million, $ 5.3 million of which was classified as current.
−Removed: The Company did no t have an accounts receivable balance outstanding as of June 30, 2023 and December 31, 2022.
+Added: The Company recognized $ 2.5 million, $ 1.8 million, $ 5.6 million, and $ 5.8 million of revenue under the Merck Agreement for the three months ended September 30, 2023 and 2022 and nine months ended September 30, 2023 and 2022, respectively.
+Added: As of September 30, 2023 , aggregate deferred revenue related to the Merck Agreement was $ 3.6 million, all of which was classified as current.
+Added: The Company did no t have an accounts receivable balance outstanding as of September 30, 2023 and December 31, 2022.
The remaining performance obligations under the Merck Agreement relate to the Company’s conduct of research services and the Company’s participation in a joint research committee for the Second Collaboration Target.
−Removed: The performance obligations related to the First Collaboration Target were completed as of June 30, 2023 .
−Removed: As it relates to the Second Collaboration Target, the Company estimates the remaining term of the research services, over which revenue will be recognized, to be 1.2 years as of June 30, 2023 .
−Removed: Subsequent Events
−Removed: In July 2023, the Company closed an underwritten offering of 4,153,717 shares of its common stock and pre-funded warrants to purchase 583,483 shares of common stock.
−Removed: The shares of common stock were sold at a price of $ 12.46 per share and the pre-funded warrants were sold at a price of $ 12.459 per pre-funded warrant, resulting in gross proceeds of $ 59.0 million.
−Removed: Fees related to the offering included u nderwriting discounts, commissions, and estimated offering expenses in the aggregate amount of $ 2.5 million, resulting in estimated net proceeds of $ 56.5 million.
+Added: The performance obligations related to the First Collaboration Target were completed as of September 30, 2023 .
+Added: As it relates to the Second Collaboration Target, the Company estimates the remaining term of the research services, over which revenue will be recognized, to be 0.9 years as of September 30, 2023 .
Management’s Discussion and Analysis of Financial Condition and Results of Operations.
17 unchanged sentences
The first patient for this trial was dosed in April 2023.
−Removed: We are also developing a trophoblast cell surface antigen 2 or TROP2-TRACTr, a clinically validated anti-tumor target that is overexpressed in various cancer types, such as breast, lung, urothelial, endometrial, ovarian, prostate, pancreatic, gastric, colon, head and neck, and glioma.
−Removed: We expect to select a TROP2-TRACTr development candidate in 2023.
−Removed: Our TRACIr drug candidate, JANX009, is a programmed death-ligand 1 or PD-L1-TRACIr and is being investigated in preclinical studies for the treatment of solid tumors.
−Removed: We expect to be ready to submit an Investigational New Drug application (IND) for this product candidate in 2023.
+Added: We anticipate providing an update on our clinical programs in 2024.
+Added: Our TRACTr pipeline also includes a trophoblast cell surface antigen 2 or TROP2-TRACTr, which is a clinically validated anti-tumor target that is overexpressed in various cancer types, such as breast, lung, urothelial, endometrial, ovarian, prostate, pancreatic, gastric, colon, head and neck, and glioma.
+Added: We have completed TROP2-TRACTr development candidate identification.
+Added: Our TRACIr pipeline includes JANX009, which is a programmed death-ligand 1 or PD-L1-TRACIr designed for the treatment of solid tumors.
+Added: We have completed Investigational New Drug application (IND) enabling studies and manufacturing for this product candidate.
In addition to named programs, we are generating a number of unnamed TRACTr and TRACIr programs for potential future development.
−Removed: With the additional capital raised from our underwritten offering in July 2023, we are well-positioned to advance another program into clinical trials and advance additional preclinical programs.
We are currently assessing priorities in our preclinical pipeline.
3 unchanged sentences
We have never generated any revenue from product sales and have incurred net losses each year since we commenced operations.
−Removed: We have funded our operations primarily with the net proceeds from the issuance of convertible promissory notes, the issuance of convertible preferred stock, the exercise of common stock options, proceeds from our initial public offering (IPO), the issuance of common stock and pre-funded warrants in public offerings and amounts received under a collaboration agreement with Merck Sharp & Dohme Corp.
+Added: We have funded our operations primarily with the net proceeds from the issuance of convertible promissory notes, the issuance of convertible preferred stock, the exercise of common stock options, proceeds from our initial public offering (IPO), the issuance of common stock and pre-funded common stock warrants in public and/or underwritten offerings and amounts received under a collaboration agreement with Merck Sharp & Dohme Corp.
We have incurred operating losses since our inception and have not yet generated any product revenue.
−Removed: Our net losses were $35.0 million and $30.3 million for the six months ended June 30, 2023 and 2022, respectively.
−Removed: As of June 30, 2023, we had an accumulated deficit of $145.4 million.
+Added: Our net losses were $46.5 million and $47.0 million for the nine months ended September 30, 2023 and 2022, respectively.
+Added: As of September 30, 2023, we had an accumulated deficit of $157.0 million.
Our net losses may fluctuate significantly from quarter-to-quarter and year-to-year, depending on a variety of factors including the timing and scope of our clinical and preclinical studies and our expenditures on other research and development activities and the
5 unchanged sentences
Our failure to raise capital or enter into such other arrangements when needed would have a negative impact on our financial condition and could force us to delay, limit, reduce or terminate our product development or future commercialization efforts or grant rights to develop and market product candidates or to our platform technologies that we would otherwise prefer to develop and market ourselves.
−Removed: Based on our current operating plan, we believe that our existing cash and cash equivalents and short-term investments, will be sufficient to meet our anticipated cash requirements through at least the next 12 months, following the date of this Quarterly Report.
+Added: Based on our current operating plan, we believe that our existing cash and cash equivalents and short-term investments, will be sufficient to meet our anticipated operating expenses and capital expenditure requirements through at least the next 12 months, following the date of this Quarterly Report and through 2027.
Our Research Collaboration with Merck
6 unchanged sentences
Risks and Uncertainties
−Removed: Global economic and business activities continue to face widespread macroeconomic uncertainties, including those associated with COVID-19 and other public health crises, bank failures, inflation and monetary supply shifts, recession risks and potential disruptions from the ongoing Russia-Ukraine conflict and related sanctions.
+Added: Global economic and business activities continue to face widespread macroeconomic uncertainties, including those associated with COVID-19 and other public health crises, bank failures, inflation and monetary supply shifts, recession risks and potential disruptions from the Russia-Ukraine conflict, the war in the Middle East and related sanctions.
For example, in 2023, the Federal Deposit Insurance Corporation took control and was appointed receiver of certain financial institutions.
2 unchanged sentences
We have considered potential impacts arising from the risks and uncertainties as described above and have not experienced any material disruption to our operations to date.
−Removed: Support Services Agreement with COI Pharmaceuticals, Inc.
−Removed: In January 2021, we entered into a Support Services Agreement (the 2021 Support Services Agreement) with COI Pharmaceuticals Inc.
−Removed: (COI) that outlines the terms of services provided by COI to the Company, as well as the fees charged for such services.
−Removed: COI is a shared service company that provides certain back-office and administrative and research and development support services, including facilities support, to the portfolio companies of Avalon Ventures, an entity that beneficially owns greater than 5% of our outstanding capital stock.
−Removed: The amounts paid to COI include support service fees or mark-ups of up to 5%.
+Added: Support Services Agreement with Avalon BioVentures, Inc.
+Added: (formerly COI Pharmaceuticals, Inc.)
+Added: In January 2021, we entered into a Support Services Agreement (the 2021 Support Services Agreement) with Avalon BioVentures, Inc.
+Added: (Avalon) that outlines the terms of services provided by Avalon to the Company, as well as the fees charged for such services.
+Added: Avalon is a shared service company that provides certain back-office and administrative and research and development support services, including facilities support, to the portfolio companies of Avalon Ventures, an entity that beneficially owns greater than 5% of our outstanding capital stock.
+Added: The amounts paid to Avalon include support service fees or mark-ups of up to 5%.
The 2021 Support Services Agreement was most recently renewed in January 2023 and will continue to renew for additional one-year renewal periods until terminated by the parties.
2 unchanged sentences
To date, we have not generated any revenues from the commercial sale of any products, and we do not expect to generate revenues from the commercial sale of any products for the foreseeable future, if ever.
−Removed: We recognized $3.1 million and $4.0 million of revenue under the Merck Agreement for the six months ended June 30, 2023 and 2022, respectively.
+Added: We recognized $5.6 million and $5.8 million of revenue under the Merck Agreement for the nine months ended September 30, 2023 and 2022, respectively.
Research and Development
9 unchanged sentences
allocated facilities and equipment-related expenses, which include rent, utilities, insurance, and office supplies.
−Removed: Certain research and development expenses as listed above include amounts paid to COI.
+Added: Certain research and development expenses as listed above include amounts paid to Avalon pursuant to the 2021 Support Services Agreement.
We anticipate that our research and development expenses will substantially increase for the foreseeable future as we continue the development of our TRACTr and TRACIr platforms and the discovery and development of product candidates under our TRACTr and TRACIr platforms.
11 unchanged sentences
and other operating costs.
−Removed: Our general and administrative expenses include amounts paid to COI for certain back-office and administrative support services, including facilities support.
+Added: Our general and administrative expenses include amounts paid to Avalon pursuant to the 2021 Support Services Agreement for certain back-office and administrative support services, including facilities support.
We anticipate that our general and administrative expenses will increase for the foreseeable future as we continue to increase our general and administrative headcount to support our continued research and development activities and, if any of our product candidates receive marketing approval, commercialization activities.
2 unchanged sentences
Results of Operations
−Removed: Comparison of the Three Months Ended June 30, 2023 and 2022
−Removed: Three Months Ended June 30,
+Added: Comparison of the Three Months Ended September 30, 2023 and 2022
+Added: Three Months Ended September 30,
(in thousands)
6 unchanged sentences
Collaboration Revenue
−Removed: Collaboration revenues were $1.1 million and $2.4 million for the three months ended June 30, 2023 and 2022, respectively.
−Removed: The decrease of $1.3 million was due to a decrease in full-time equivalent hours incurred in the performance of research services required under the Merck Agreement.
+Added: Collaboration revenues were $2.5 million and $1.8 million for the three months ended September 30, 2023 and 2022, respectively.
+Added: The increase of $0.7 million was due to an increase in full-time equivalent hours incurred in the performance of research services required under the Merck Agreement.
Research and Development Expense
−Removed: The following table summarizes our direct and indirect research and development expenses for the three months ended June 30, 2023 and 2022:
−Removed: Three Months Ended June 30,
+Added: The following table summarizes our direct and indirect research and development expenses for the three months ended September 30, 2023 and 2022:
+Added: Three Months Ended September 30,
(in thousands)
6 unchanged sentences
Food and Drug Administration (FDA) in May 2022 and January 2023, respectively.
−Removed: As a result, we have separated direct costs for the development of JANX007 and JANX008 from preclinical stage programs and other direct unallocated costs for the three months ended June 30, 2023 and 2022.
+Added: As a result, we have separated direct costs for the development of JANX007 and JANX008 from preclinical stage programs and other direct unallocated costs for the three months ended September 30, 2023 and 2022.
We will further separate direct costs related to our other programs as future IND applications are cleared by the FDA.
−Removed: These changes in presentation had no effect on net loss, total research and development expenses, stockholders' equity, or cash flows as previously reported.
−Removed: Research and development expenses were $14.9 million and $14.1 million for the three months ended June 30, 2023 and 2022, respectively.
−Removed: The increase of $0.8 million was primarily due to increases in indirect costs of $1.7 million and direct costs related to the development of JANX007 of $0.8 million, offset by decreases in direct costs related to the development of JANX008 of $1.3 million and preclinical stage programs and other unallocated direct costs of $0.4 million.
−Removed: The increase in indirect costs was primarily due to personnel costs of $0.8 million, stock-based compensation expense of $0.4 million, and facilities and other costs of $0.5 million.
+Added: These changes in presentation had no effect on net loss, total research and development expenses, stockholders’
+Added: equity, or cash flows as previously reported.
+Added: Research and development expenses were $11.9 million and $13.7 million for the three months ended September 30, 2023 and 2022, respectively.
+Added: The decrease of $1.8 million was primarily due to decreases in preclinical stage programs and other direct unallocated costs of $2.0 million and direct costs related to the development of JANX008 of $0.4 million, offset by increases in direct costs related to the development of JANX007 of $0.4 million and indirect costs of $0.3 million.
+Added: The increase in indirect costs was primarily due to increases in facilities and other costs of $0.4 million and personnel costs of $0.3 million, offset by a decrease in stock-based compensation expense of $0.5 million.
General and Administrative Expense
−Removed: General and administrative expenses were $6.9 million and $5.5 million for the three months ended June 30, 2023 and 2022, respectively.
−Removed: The increase of $1.4 million was primarily due to increases in stock-based compensation of $0.6 million, personnel and facilities related costs of $0.6 million and consulting and professional fees of $0.2 million.
−Removed: Other income was $3.2 million and $0.4 million for the three months ended June 30, 2023 and 2022, respectively.
+Added: General and administrative expenses were $6.4 million and $6.1 million for the three months ended September 30, 2023 and 2022, respectively.
+Added: The increase of $0.3 million was primarily due to increases in stock-based compensation of $0.4 million, personnel and facilities related costs of $0.3 million, offset by a decrease in consulting and professional fees of $0.4 million.
+Added: Other income was $4.2 million and $1.3 million for the three months ended September 30, 2023 and 2022, respectively.
The increase of $2.9 million was due to the impact of increases in interest rates on our debt securities, resulting in increased interest income.
−Removed: Comparison of the Six Months Ended June 30, 2023 and 2022
−Removed: Six Months Ended June 30,
+Added: Comparison of the Nine Months Ended September 30, 2023 and 2022
+Added: Nine Months Ended September 30,
(in thousands)
6 unchanged sentences
Collaboration Revenue
−Removed: Collaboration revenues were $3.1 million and $4.0 million for the six months ended June 30, 2023 and 2022, respectively.
+Added: Collaboration revenues were $5.6 million and $5.8 million for the nine months ended September 30, 2023 and 2022, respectively.
The decrease of $0.2 million was due to a decrease in full-time equivalent hours incurred in the performance of research services required under the Merck Agreement.
Research and Development Expense
−Removed: The following table summarizes our direct and indirect research and development expenses for the six months ended June 30, 2023 and 2022:
−Removed: Six Months Ended June 30,
+Added: The following table summarizes our direct and indirect research and development expenses for the nine months ended September 30, 2023 and 2022:
+Added: Nine Months Ended September 30,
(in thousands)
5 unchanged sentences
IND applications for JANX007 and JANX008 were cleared by the FDA in May 2022 and January 2023, respectively.
−Removed: As a result, we have separated direct costs for the development of JANX007 and JANX008 from preclinical stage programs and other direct unallocated costs for the six months ended June 30, 2023 and 2022.
+Added: As a result, we have separated direct costs for the development of JANX007 and JANX008 from preclinical stage programs and other direct unallocated costs for the nine months ended September 30, 2023 and 2022.
We will further separate direct costs related to our other programs as future IND applications are cleared by the FDA.
−Removed: These changes in presentation had no effect on net loss, total research and development expenses, stockholders' equity, or cash flows as previously reported.
−Removed: Research and development expenses were $30.8 million and $24.3 million for the six months ended June 30, 2023 and 2022, respectively.
−Removed: The increase of $6.5 million was primarily due to increases in indirect costs $4.8 million, preclinical stage programs and other unallocated direct costs of $2.5 million, direct costs related to the development of JANX007 of $1.4 million, offset by decreases in direct costs related to the development of JANX008 of $2.2 million.
+Added: These changes in presentation had no effect on net loss, total research and development expenses, stockholders’
+Added: equity, or cash flows as previously reported.
+Added: Research and development expenses were $42.7 million and $38.0 million for the nine months ended September 30, 2023 and 2022, respectively.
+Added: The increase of $4.7 million was primarily due to increases in indirect costs $5.0 million, direct costs related to the development of JANX007 of $1.8 million and preclinical stage programs and other direct unallocated costs of $0.5 million, offset by decreases in direct costs related to the development of JANX008 of $2.6 million.
The increase in indirect costs was primarily due to personnel costs of $2.3 million, facilities and other costs of $2.0 million and stock-based compensation expense of $0.7 million.
General and Administrative Expense
−Removed: General and administrative expenses were $13.3 million and $10.5 million for the six months ended June 30, 2023 and 2022, respectively.
+Added: General and administrative expenses were $19.8 million and $16.6 million for the nine months ended September 30, 2023 and 2022, respectively.
The increase of $3.2 million was primarily due to increases in stock-based compensation of $1.8 million and personnel and facilities related costs of $1.4 million.
−Removed: Other income was $6.1 million and $0.5 million for the six months ended June 30, 2023 and 2022, respectively.
+Added: Other income was $10.3 million and $1.8 million for the nine months ended September 30, 2023 and 2022, respectively.
The increase of $8.5 million was due to the impact of increases in interest rates on our debt securities, resulting in increased interest income.
1 unchanged sentence
We have incurred net losses and negative cash flows from operations since our inception and anticipate we will continue to incur net losses and negative cash flows for the foreseeable future.
−Removed: As of June 30, 2023, we had cash, cash equivalents, restricted cash and short-term investments of $304.1 million.
+Added: As of September 30, 2023, we had cash, cash equivalents, restricted cash and short-term investments of $350.5 million.
Inclusive in this amount is $0.8 million of restricted cash that is not available for current use.
6 unchanged sentences
In May 2023, we terminated the Sale Agreement.
−Removed: Additionally, in May 2023, we entered into an ATM Equity Offering SM Sales Agreement (New Sale Agreement) with BofA Securities, Inc.
+Added: In May 2023, we entered into an ATM Equity Offering SM Sales Agreement (New Sale Agreement) with BofA Securities, Inc.
(BofA) to sell shares of our common stock, from time to time, through an “at the market offering”
program having an aggregate offering price of up to $150.0 million through which BofA would act as sales agent.
−Removed: As of June 30, 2023, $150.0 million of common stock remained available for sale under the New Sale Agreement.
+Added: As of September 30, 2023, $150.0 million of common stock remained available for sale under the New Sale Agreement.
In July 2023, we closed an underwritten offering of 4,153,717 shares of our common stock and pre-funded warrants to purchase 583,483 shares of common stock.
−Removed: The shares of common stock were sold at a price of $12.46 per share and the pre-funded warrants were sold at a price of $12.459 per pre-funded warrant, resulting in gross proceeds of $59.0 million.
−Removed: Fees related to the offering included underwriting discounts, commissions, and estimated offering expenses in the aggregate amount of $2.5 million, resulting in estimated net proceeds of $56.5 million.
+Added: The shares of common stock were sold at a price of $12.46 per share and the pre-funded common stock warrants were sold at a price of $12.459 per pre-funded common stock warrant, resulting in gross proceeds of $59.0 million.
+Added: Fees related to the offering included underwriting discounts, commissions, and offering expenses in the aggregate amount of $2.5 million, resulting in net proceeds of $56.5 million.
The following summarizes our cash flows for the periods indicated:
−Removed: Six Months Ended June 30,
+Added: Nine Months Ended September 30,
(in thousands)
3 unchanged sentences
Financing activities
−Removed: Net increase in cash, cash equivalents and restricted cash
+Added: Net increase (decrease) in cash, cash equivalents and restricted cash
Operating Activities
−Removed: Net cash used in operating activities of $29.0 million for the six months ended June 30, 2023 was primarily due to our net loss of $35.0 million and a change in operating assets and liabilities and other non-cash charges of $5.0 million, adjusted for $11.0 million of stock-based compensation expense.
−Removed: Net cash used in operating activities of $17.6 million for the six months ended June 30, 2022 was primarily due to our net loss of $30.3 million, adjusted for $8.4 million of stock-based compensation expense and a change in operating assets and liabilities and other non-cash charges of $4.3 million.
+Added: Net cash used in operating activities of $40.7 million for the nine months ended September 30, 2023 was primarily due to our net loss of $46.5 million and a change in operating assets and liabilities and other non-cash charges of $9.7 million, adjusted for $15.5 million of stock-based compensation expense.
+Added: Net cash used in operating activities of $31.0 million for the nine months ended September 30, 2022 was primarily due to our net loss of $47.0 million, adjusted for $13.0 million of stock-based compensation expense and a change in operating assets and liabilities and other non-cash charges of $3.0 million.
Investing Activities
−Removed: Net cash provided by investing activities of $9.1 million for the six months ended June 30, 2023 was primarily due to $10.0 million of net maturities of short-term investments offset by our purchase of property and equipment, primarily consisting of laboratory equipment of $0.9 million.
−Removed: Net cash provided by investing activities of $40.1 million for the six months ended June 30, 2022 was primarily due to $42.0 million of net maturities of short-term investments offset by our purchase of property and equipment, primarily consisting of laboratory equipment of $1.9 million.
+Added: Net cash used in investing activities of $52.3 million for the nine months ended September 30, 2023 was primarily due to $51.0 million of net purchases of short-term investments and by our purchase of property and equipment, primarily consisting of laboratory equipment of $1.3 million.
+Added: Net cash provided by investing activities of $59.9 million for the nine months ended September 30, 2022 was primarily due to $64.3 million of net maturities of short-term investments offset by our purchase of property and equipment, primarily consisting of laboratory equipment of $4.4 million.
Financing Activities
−Removed: Net cash provided by financing activities of $2.1 million for the six months ended June 30, 2023 was primarily due to proceeds from stock option exercises and proceeds from shares issued under our employee stock purchase plan.
−Removed: Net cash provided by financing activities of $0.3 million for the six months ended June 30, 2022 was primarily due to proceeds from shares issued under our employee stock purchase plan.
+Added: Net cash provided by financing activities of $58.7 million for the nine months ended September 30, 2023 was primarily due to proceeds from the issuance of common stock and pre-funded common stock warrants, net of issuance costs, of $56.5 million, and exercises of common stock options and from shares issued under the employee stock purchase plan (ESPP) of $2.2 million.
+Added: Net cash provided by financing activities of $0.3 million for the nine months ended September 30, 2022 was primarily due to proceeds from shares issued under our ESPP.
Funding Requirements
−Removed: Based on our current operating plan, we believe that our existing cash and cash equivalents and short-term investments, will be sufficient to meet our anticipated cash requirements through at least the next 12 months, following the date of this Quarterly Report.
+Added: Based on our current operating plan, we believe that our existing cash and cash equivalents and short-term investments, will be sufficient to meet our anticipated operating expenses and capital expenditure requirements through at least the next 12 months, following the date of this Quarterly Report and through 2027.
However, our forecast of the period of time through which our financial resources will be adequate to support our operations is a forward-looking statement that involves risks and uncertainties, and actual results could vary materially.
2 unchanged sentences
Our future capital requirements will depend on many factors, including:
−Removed: the initiation, trial design, progress, timing, costs and results of drug discovery, preclinical studies and clinical trials of our product candidates, and in particular the clinical trials for JANX007 and JANX008 and the IND-enabling studies and planned future clinical trials for TROP2-TRACTr and TRACIr costimulatory bispecific;
+Added: the initiation, trial design, progress, timing, costs and results of drug discovery, preclinical studies and clinical trials of our product candidates, and in particular the clinical trials for JANX007 and JANX008;
the number and characteristics of clinical programs that we pursue;
12 unchanged sentences
Until such time, if ever, as we can generate substantial product revenues to support our cost structure, we expect to finance our cash needs through a combination of equity offerings, debt financings or other capital sources, including potentially grants, collaborations, licenses or other similar arrangements.
−Removed: To the extent that we raise additional capital through the sale of equity or convertible debt securities, the ownership interest of our stockholders will be or could be diluted, and the terms of these securities may include liquidation or other preferences that adversely affect the rights of our common stockholders.
+Added: To the extent that we raise additional capital through the sale of equity or
+Added: convertible debt securities, the ownership interest of our stockholders will be or could be diluted, and the terms of these securities may include liquidation or other preferences that adversely affect the rights of our common stockholders.
Debt financing and equity financing, if available, may involve agreements that include covenants limiting or restricting our ability to take specific actions, such as incurring additional debt, making capital expenditures or declaring dividends.
33 unchanged sentences
contained in our Annual Report on Form 10-K, filed with the SEC on March 10, 2023.
−Removed: There have not been any material changes to the critical accounting policies discussed therein during the three months ended June 30, 2023.
+Added: There have not been any material changes to the critical accounting policies discussed therein during the three months ended September 30, 2023.
Quantitative and Qualitative Disclosures About Market Risk.
1 unchanged sentence
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.