What changed in this filing

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Item 1. Financial Statements

2024-08-13 compared with 2024-05-09 · 49 added, 36 removed, 342 unchanged (20% of the section changed)

3 unchanged sentences

(in thousands, except share and per share amounts)

March 31, December 31,

June 30, December 31,

Current assets:

15 unchanged sentences

Common stock, $ 0.0001 par value;

500,000,000 shares authorized as of March 31, 2024 and December 31, 2023;

49,632,989 and 41,133,916 shares issued and outstanding as of March 31, 2024 and December 31, 2023, respectively

500,000,000 shares authorized as of June 30, 2024 and December 31, 2023;

49,710,598 and 41,133,916 shares issued and outstanding as of June 30, 2024 and December 31, 2023, respectively

Additional paid-in capital 487,320 365,858

6 unchanged sentences

(in thousands, except share and per share data)

Three Months Ended

Three Months Ended Six Months Ended

June 30, June 30,

2024 2023 2024 2023

Operating expenses:

26 unchanged sentences

Balance as of March 31, 2023 — — — — 40,856,653 4 361,289 ( 65,418 ) 295,875

Stock-based compensation — — — — — — 1,276 — 1,276

Net loss — — — — — — — ( 12,141 ) ( 12,141 )

Balance as of June 30, 2023 — $ — — $ — 40,856,653 $ 4 $ 362,565 $ ( 77,559 ) $ 285,010

Convertible Preferred Stock Series B

11 unchanged sentences

Balance as of March 31, 2024 — — — — 49,632,989 5 484,256 ( 156,216 ) 328,045

Issuance of common stock from stock option exercises — — — — 58,717 — 54 — 54

Issuance of common stock for cash under employee stock purchase plan — — — — 18,892 — 138 — 138

Stock-based compensation — — — — — — 2,872 — 2,872

Net loss — — — — — — — ( 41,014 ) ( 41,014 )

Balance as of June 30, 2024 — $ — — $ — 49,710,598 $ 5 $ 487,320 $ ( 197,230 ) $ 290,095

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

2 unchanged sentences

(in thousands)

Three Months Ended

Six Months Ended

CASH FLOWS FROM OPERATING ACTIVITIES:

17 unchanged sentences

Proceeds from stock option exercises 203 —

Proceeds from the issuance of common stock for cash under employee stock purchase plan 138 —

Offering costs paid ( 347 ) —

8 unchanged sentences

Conversion of convertible preferred stock to common stock upon closing of initial public offering $ — $ 159,180

(1) Cash and cash equivalents as of March 31, 2024 exclude investments of $ 248.1 million.

Cash, cash equivalents, and investments amounted to $ 338.6 million as of March 31, 2024.

(1) Cash and cash equivalents as of June 30, 2024 exclude investments of $ 243.3 million.

Cash, cash equivalents, and investments amounted to $ 311.1 million as of June 30, 2024.

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

17 unchanged sentences

The Company’s primary uses of cash to date have been to fund research and development activities, business planning, establishing and maintaining the Company’s intellectual property portfolio, hiring personnel, raising capital, and providing general and administrative support for these operations.

As of March 31, 2024, the Company had an accumulated deficit of $ 156.2 million and cash, cash equivalents, and investments of $ 338.6 million.

For the three months ended March 31, 2024, the Company had a net loss of $ 31.5 million and net cash used in operating activities of $ 19.1 million.

From inception to March 31, 2024, the Company has funded its operations by raising aggregate gross proceeds of approximately $ 498.8 million from the sale of the Company’s common stock, convertible preferred stock, convertible notes, and pre-funded warrants.

As of June 30, 2024, the Company had an accumulated deficit of $ 197.2 million and cash, cash equivalents, and investments of $ 311.1 million.

For the six months ended June 30, 2024, the Company had a net loss of $ 72.5 million and net cash used in operating activities of $ 49.3 million.

From inception to June 30, 2024, the Company has funded its operations by raising aggregate gross proceeds of approximately $ 498.8 million from the sale of the Company’s common stock, convertible preferred stock, convertible notes, and pre-funded warrants.

The Company has a limited operating history, and the sales and income potential of its business is unproven.

2 unchanged sentences

The Company expects to finance its operations through equity offerings, debt financings, and other capital sources, including potential strategic collaborations, licensing, and other similar arrangements.

The Company believes that its cash, cash equivalents, and investments as of March 31, 2024 will be sufficient to allow the Company to fund operations for at least twelve months from the issuance date of these condensed financial statements.

The Company believes that its cash, cash equivalents, and investments as of June 30, 2024 will be sufficient to allow the Company to fund operations for at least twelve months from the issuance date of these condensed financial statements.

Mineralys Therapeutics, Inc.

22 unchanged sentences

All highly liquid investments that have maturities of 90 days or less at the date of purchase are classified as cash equivalents.

As of March 31, 2024 and December 31, 2023, the Company did not have any restricted cash balances.

The Company’s cash and cash equivalents balances as of March 31, 2024 include cash balances and amounts held primarily in interest-bearing money market accounts.

As of June 30, 2024 and December 31, 2023, the Company did not have any restricted cash balances.

The Company’s cash and cash equivalents balances as of June 30, 2024 include cash balances and amounts held primarily in interest-bearing money market accounts.

The following table provides a reconciliation of cash and cash equivalents as reported in the statement of cash flows to the balance sheets (in thousands):

March 31, December 31,

June 30, December 31,

Cash $ 97 $ 643

26 unchanged sentences

Held-to-maturity securities are carried at amortized cost, adjusted for the accretion of discounts using the interest method.

The Company invested in marketable securities during the three months ended March 31, 2024 and 2023, and no impairment charges were recorded.

The Company invested in marketable securities during the six months ended June 30, 2024 and 2023, and no impairment charges were recorded.

For held-to-maturity investments, the Company periodically reviews each individual security position that has an unrealized loss, or impairment, to determine if that impairment is other-than-temporary.

6 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 March 31, 2024 and December 31, 2023 were $ 0.3 million and $ 0 , respectively.

Deferred offering costs as of June 30, 2024 and December 31, 2023 were $ 0.4 million and $ 0 , respectively.

Such costs are classified in other assets on the condensed balance sheets.

23 unchanged sentences

The diluted net loss per share attributable to common stockholders is computed by giving effect to all potential common stock equivalents outstanding for the period determined using the treasury stock method.

For purposes of this calculation, convertible preferred stock and stock options to purchase common stock are considered to be common stock equivalents but have been excluded from the calculation of diluted net loss per share attributable to common stockholders as their effect is anti-dilutive.

For purposes of this calculation, unvested restricted stock awards and stock options to purchase common stock are considered to be common stock equivalents but have been excluded from the calculation of diluted net loss per share attributable to common stockholders as their effect is anti-dilutive.

The weighted-average number of common shares used in the basic and diluted net loss per common shareholders calculations includes the weighted-average pre-funded warrants outstanding during the period as they are exercisable at any time for nominal cash consideration.

The following table sets forth the potential common shares excluded from the calculation of net loss per common share because their inclusion would be anti-dilutive:

Three Months Ended

Six Months Ended

Outstanding options 4,394,713 2,657,113

5 unchanged sentences

Fair Value of Financial Instruments

The following table presents financial instruments measured at fair value on a recurring basis based on the fair value hierarchy as of March 31, 2024 and December 31, 2023 (in thousands):

March 31, December 31,

The following table presents financial instruments measured at fair value on a recurring basis based on the fair value hierarchy as of June 30, 2024 and December 31, 2023 (in thousands):

June 30, December 31,

Cash equivalents

4 unchanged sentences

The fair values of money market funds are determined by Level 1 inputs utilizing quoted prices (unadjusted) in active markets for identical assets.

Treasury Bills—As of March 31, 2024 and December 31, 2023, the Company had short- and long-term U.S.

Treasury Bills—As of June 30, 2024 and December 31, 2023, the Company had short- and long-term U.S.

Treasury bills.

Fair values of these securities are determined by Level 2 inputs utilizing quoted

Fair values of these securities are determined by Level 2 inputs utilizing quoted prices

Mineralys Therapeutics, Inc.

Notes to Condensed Financial Statements

prices (unadjusted) in active markets for similar assets .

(unadjusted) in active markets for similar assets .

The following table presents information about the Company’s investments in held-to-maturity U.S.

Treasury bills as of each reported date (in thousands):

As of March 31, 2024

As of June 30, 2024

Balance Sheet Location Original Maturities Amortized

24 unchanged sentences

In addition, either party may terminate the Mitsubishi License in the event of an uncured material breach by or bankruptcy of the other party, subject to certain notice and cure periods, or upon the other party’s bankruptcy or insolvency.

The Company incurred $ 0 and $ 4.0 million of research and development expenses pursuant to the Mitsubishi License during the three months ended March 31, 2024 and 2023, respectively, that related to the Company’s initiation of its pivotal clinical program of lorundrostat.

As of March 31, 2024, the Company has paid an aggregate of $ 9.0 million in development milestone payments and has no remaining development milestone obligations under the Mitsubishi License.

The Company incurred $ 0 and $ 4.0 million of research and development expenses pursuant to the Mitsubishi License during the six months ended June 30, 2024 and 2023, respectively, that related to the Company’s initiation of its pivotal clinical program of lorundrostat.

As of June 30, 2024, the Company has paid an aggregate of $ 9.0 million in development milestone payments and has no remaining development milestone obligations under the Mitsubishi License.

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 three months ended March 31, 2024 and 2023, and no material legal proceedings are currently pending or threatened.

The Company was not subject to any material legal proceedings during the six months ended June 30, 2024 and 2023, and no material legal proceedings are currently pending or threatened.

Indemnification Agreements

3 unchanged sentences

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 condensed financial statements as of March 31, 2024 and December 31, 2023.

Accrued Liabilities

Accrued liabilities consisted of the following (in thousands):

March 31, December 31,

June 30, December 31,

Research and development expenses $ 23,277 $ 7,122

5 unchanged sentences

Capital Stock

As of March 31, 2024, the Company had reserved authorized shares of common stock for future issuance as follows:

As of June 30, 2024, the Company had reserved authorized shares of common stock for future issuance as follows:

Common stock options outstanding 4,394,713

15 unchanged sentences

On February 7, 2024, the Company entered into a securities purchase agreement (the Purchase Agreement) with the purchasers named therein (the Purchasers), for the private placement (the Private Placement) of (i) 8,339,169 shares (the Shares) of the Company’s common stock at a price of $ 13.50 per Share, and (ii) with respect to certain Purchasers, pre-funded warrants to purchase an aggregate of 549,755 shares of common stock (the Pre-Funded Warrants) in lieu of shares of common stock, at a purchase price of $ 13.499 per Pre-Funded Warrants (the shares of common stock issuable upon exercise of the Pre-Funded Warrants, the Warrant Shares) for aggregate net proceeds of approximately $ 116.1 million.

The Company expects to use the

The Company is using the net

Mineralys Therapeutics, Inc.

Notes to Condensed Financial Statements

net proceeds from the Private Placement to fund the research and development of lorundrostat and for working capital and general corporate purposes.

proceeds from the Private Placement to fund the research and development of lorundrostat and for working capital and general corporate purposes.

Each Pre-Funded Warrant has an exercise price of $ 0.001 per share of common stock, is immediately exercisable on the date of issuance, and will not expire.

13 unchanged sentences

Any sale of the ATM Shares to an Agent as principal would be pursuant to the terms of a separate terms agreement between the Company and such Agent.

The Company has not yet sold any ATM Shares as of March 31, 2024.

The Company has not yet sold any ATM Shares as of June 30, 2024.

Stock-Based Compensation

14 unchanged sentences

Shares of the Company’s common stock subject to awards granted under the 2020 Plan that expire, lapse, or are terminated, exchanged for cash, surrendered, repurchased, or forfeited following the effective date of the 2020 Plan will be available for issuance under the 2023 Plan in accordance with its terms.

As of March 31, 2024, the Company had the following balances by plan:

As of June 30, 2024, the Company had the following balances by plan:

Outstanding Unvested

9 unchanged sentences

ESPP purchases of common stock occur at a price equal to 85 % of the lower of (i) the closing price on the first trading day of the offering period or (ii) the closing price on the last trading day of the offering period.

As of March 31, 2024, the Company had 802,610 shares available for issuance and 8,729 cumulative shares had been issued under the ESPP.

As of June 30, 2024, the Company had 783,718 shares available for issuance and 27,621 cumulative shares had been issued under the ESPP.

In addition, the number of shares available for issuance under the ESPP will be annually increased on January 1 of each calendar year beginning in 2024 and ending in and including 2033, by an amount equal to the lesser of (i) 1 % of the shares outstanding on the final day of the immediately preceding calendar year and (ii) such smaller number of shares as is determined by the Company’s board of directors, provided that no more than 15,000,000 shares of the Company’s common stock may be issued under the ESPP.

2 unchanged sentences

Total stock-based compensation expense reported in the statements of operations was allocated as follows (in thousands):

Three Months Ended

Three Months Ended Six Months Ended

June 30, June 30,

2024 2023 2024 2023

Research and development $ 1,281 $ 525 $ 2,246 $ 860

2 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