What changed in this filing

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Item 1. Financial Statements

2024-08-14 compared with 2024-05-09 · 139 added, 92 removed, 308 unchanged (43% of the section changed)

3 unchanged sentences

thousands, except for share data)

March 31, 2024

June 30, 2024

December 31, 2023

26 unchanged sentences

Stockholders’ equity:

Common stock par value $ 0.0001 per share, 500,000,000 shares authorized at March 31, 2024 and December 31, 2023;

217,482,830 and 217,264,526 issued and outstanding as of March 31, 2024 and December 31, 2023, respectively

Common stock par value $ 0.0001 per share, 500,000,000 shares authorized at June 30, 2024 and December 31, 2023;

250,816,164 and 217,264,526 issued and outstanding as of June 30, 2024 and December 31, 2023, respectively

Additional paid-in capital

7 unchanged sentences

thousands, except for share and per share data)

Three Months Ended March 31,

Three Months Ended

Six Months Ended

Contract revenue

17 unchanged sentences

(Loss)/Income

Comprehensive

Stockholders’

(Loss)/Income

December 31, 2023

of common stock and warrants in public offering, net of stock issuance cost ($ 812 )

comprehensive income

June 30, 2024

Comprehensive

Stockholders’

(Loss)/Income

March 31, 2024

of common stock and warrants in public offering, net of stock issuance cost ($ 810 )

of common stock and warrants in public offering, net

comprehensive income

June 30, 2024

Accumulated Other

5 unchanged sentences

Stock-based compensation

Issuance of common stock in public offering, net of stock issuance cost ($ 2 )

Other comprehensive income

Balance, March 31, 2024

Balance, June 30, 2023

$ ( 164,204 )

3 unchanged sentences

(Loss)/Income

Balance, December 31, 2022

Balance, March 31, 2023

$ ( 158,144 )

2 unchanged sentences

Other comprehensive income

Balance, March 31, 2023

Balance, June 30, 2023

$ ( 164,204 )

3 unchanged sentences

Consolidated Statements of Cash Flow

Three Months Ended March 31,

Six Months Ended June 30,

Cash flows from operating activities:

12 unchanged sentences

Cash flows from investing activities:

Purchase of marketable debt securities

Proceeds from maturities of marketable debt securities

Net cash provided by investing activities

Purchases of leasehold improvements and equipment

Net cash (used in)/provided by investing activities

Cash flows from financing activities:

Net proceeds from public offering of common stock

Net proceeds from public offerings of common stock and warrants

Payments of finance lease liability – principal

Net cash provided by/(used in) financing activities

Net decrease in cash, cash equivalents and restricted cash

Net (decrease)/increase in cash, cash equivalents and restricted cash

Cash, cash equivalents and restricted cash at beginning of period

19 unchanged sentences

Company has experienced net losses and negative cash flows from operations each period since its inception.

Through March 31, 2024, the

Through June 30, 2024, the

Company had an accumulated deficit of $ 187,116 .

The Company’s net loss was $ 5,824 for the three months ended March 31, 2024.

The Company’s net loss was $ 11,543 for the six months ended June 30, 2024.

Company has been engaged in developing its lipid nanocrystal (“LNC”) platform delivery technology and a pipeline of associated

product candidates, including MAT2203 and MAT2501, since 2011.

To date, the Company has not obtained regulatory approval for any of its

product candidates nor generated any revenue from product sales, and the Company expects to incur significant expenses to complete development

of its product candidates.

The Company may never be able to obtain regulatory approval for the marketing of any of its product candidates

in any indication in the United States or internationally and there can be no assurance that the Company will generate revenues or ever

achieve profitability.

product candidates, including MAT2203, since 2011.

To date, the Company has not obtained regulatory approval for any of its product candidates

nor generated any revenue from product sales, and the Company expects to incur significant expenses to complete development of its product

The Company may never be able to obtain regulatory approval for the marketing of any of its product candidates in any indication

in the United States or internationally and there can be no assurance that the Company will generate revenues or ever achieve profitability.

the Company obtains U.S.

6 unchanged sentences

future, and that these losses will be increasing.

of March 31, 2024, the Company had cash and cash equivalents of $ 1,071 , marketable debt securities of $ 7,039 and restricted cash of $ 250 .

In addition, on April 5, 2024, the Company completed a registered direct offering of its common stock, raising $ 9,250 , net of fees and

expenses (see Note 13).

The Company does not believe the cash and cash equivalents and marketable debt securities on hand are sufficient

to fund planned operations beyond the next twelve months from the filing date of these financial statements.

As a result, substantial

doubt exists about the Company’s ability to continue as a going concern.

of June 30, 2024, the Company had cash and cash equivalents of $ 4,216 , marketable debt securities of $ 10,097 and restricted cash of $ 250 .

The Company does not believe the cash, cash equivalents and marketable debt securities on hand are sufficient to fund planned operations

beyond the next twelve months from the filing date of these financial statements.

As a result, substantial doubt exists about the Company’s

ability to continue as a going concern.

ability of the Company to continue as a going concern is dependent upon control over its operating expenses, anticipated proceeds from

28 unchanged sentences

Restricted cash

at both March 31, 2024 and December 31, 2023 of $ 250 represents funds the Company is required to set aside as collateral, primarily for

at both June 30, 2024 and December 31, 2023 of $ 250 represents funds the Company is required to set aside as collateral, primarily for

one of the Company’s operating leases.

following table provides a reconciliation of cash, cash equivalents and restricted cash reported in the Condensed Consolidated Balance

Sheets to the total of the amounts in the Condensed Consolidated Statements of Cash Flows as of March 31, 2024, December 31, 2023, March

Sheets to the total of the amounts in the Condensed Consolidated Statements of Cash Flows as of June 30, 2024, December 31, 2023, June

30, 2023 and December 31, 2022:

Schedule of Cash, Cash Equivalents and Restricted Cash

of Cash, Cash Equivalents and Restricted Cash

Cash and cash equivalents

9 unchanged sentences

Realized gains and losses from our marketable debt securities are recorded in other income, net.

The Company did not incur any realized gains and losses during the three months ended March 31, 2024 and 2023.

For the three months ended

March 31, 2024 and 2023, the Company recorded unrealized gains of $ 87 and $ 229 , respectively.

As of March 31, 2024 and December 31, 2023,

the Company had net accumulated unrealized losses of $ 134 and $ 221 , respectively.

following tables summarize the Company’s marketable debt securities as of March 31, 2024:

The Company did not incur any realized gains and losses during the three and six months ended June 30, 2024 and 2023.

For the three and

six months ended June 30, 2024, the Company recorded unrealized gains of $ 83 and $ 170 , respectively.

For the three and six months ended

June 30, 2023, the Company recorded unrealized gains of $ 81 and $ 310 , respectively.

As of June 30, 2024 and December 31, 2023, the Company

had net accumulated unrealized losses of $ 51 and $ 221 , respectively.

following tables summarize the Company’s marketable debt securities as of June 30, 2024:

of Marketable Debt Securities

Amortized Cost

Unrealized Gain

Unrealized (Loss)

Treasury Bonds

Government Notes

Total marketable debt securities

debt securities classified as available-for-sale are due to mature within one year of March 31, 2024.

debt securities classified as available-for-sale are due to mature within one year of June 30, 2024.

following tables summarize the Company’s marketable debt securities as of December 31, 2023:

23 unchanged sentences

summary of the assets and liabilities carried at fair value in accordance with the hierarchy defined above is as follows:

Schedule of Fair Value Measurement of Assets and Liabilities

of Fair Value Measurement of Assets and Liabilities

June 30, 2024

Fair Value Hierarchy

March 31, 2024

June 30, 2024

Marketable Debt Securities:

Treasury Bonds

Government Notes

December 31, 2023

Fair Value Hierarchy

9 unchanged sentences

6 – Leasehold Improvements and Equipment

improvements and equipment, summarized by major category, consist of the following as of March 31, 2024 and December 31, 2023:

Schedule of Leasehold Improvements and Equipment

improvements and equipment, summarized by major category, consist of the following as of June 30, 2024 and December 31, 2023:

of Leasehold Improvements and Equipment

December 31, 2023

3 unchanged sentences

Leasehold improvements and equipment, net

and amortization expense for the three months ended March 31, 2024 and 2023 was $ 94 and $ 93 , respectively.

and amortization expense for the three and six months ended June 30, 2024 was $ 90 and $ 184 , respectively, and the three and six months

ended June 30, 2023 was $ 97 and $ 190 , respectively.

During the six month periods ended June 30, 2023, the Company purchased equipment

The Company did no t purchase any equipment during the six months ended June 30, 2024.

7 – Accrued Expenses and Other Liabilities

Expenses, summarized by major category, as of March 31, 2024 and December 31, 2023 consist of the following:

Schedule of Accrued Expenses

March 31, 2024

Expenses, summarized by major category, as of June 30, 2024 and December 31, 2023 consist of the following:

of Accrued Expenses

June 30, 2024

December 31, 2023

14 unchanged sentences

lease obligations

Company incurred lease expense for its operating leases of $ 226 for each of the three month periods ended March 31, 2024 and 2023, respectively.

The Company incurred amortization expense on its operating lease right-of-use assets of $ 145 and $ 132 for the three months ended March

31, 2024 and 2023, respectively.

Company incurred interest expense on its finance leases of $ 1 for the three months ended March 31, 2024 and 2023.

The Company incurred

amortization expense on its finance lease right-of-use assets of $ 1 and $ 4 for the three months ended March 31, 2024 and 2023, respectively.

Company incurred lease expense for its operating leases of $ 226 for each of the three month periods ended June 30, 2024 and 2023, respectively,

and $ 452 for each of the six month periods ended June 30, 2024 and 2023, respectively.

The Company incurred amortization expense on its

operating lease right-of-use assets of $ 149 and $ 135 for the three months ended June 30, 2024 and 2023, respectively, and $ 294 and $ 268

for the six months ended June 30, 2024 and 2023, respectively.

Company incurred interest expense on its finance leases of $ 0 and $ 1 for the three and six months ended June 30, 2024, respectively,

and $ 1 and $ 2 for the three and six months ended June 30, 2023, respectively.

The Company incurred amortization expense on its finance

lease right-of-use assets of $ 2 and $ 3 for the three and six months ended June 30, 2024, respectively, and $ 1 and $ 5 for the three and

six months ended June 30, 2023, respectively.

following table presents information about the amount and timing of liabilities arising from the Company’s operating leases and

finance leases as of March 31, 2024:

Schedule of Maturity of Operating and Finance Liabilities

finance leases as of June 30, 2024:

of Maturity of Operating and Finance Liabilities

Maturity of Lease Liabilities

18 unchanged sentences

9 – Revenue Recognition, Collaboration Agreements and Other

Company did not enter into any revenue recognition or collaboration agreements during the six months ended June 30, 2024.

Research Collaboration

24 unchanged sentences

10 – Stockholders’ Equity

the three months ended March 31, 2024 and 2023, the Company sold 218,304 and 0 , respectively, shares of its common stock under the ATM

with BTIG, LLC.

of March 31, 2024, the Company did not have any outstanding warrants to purchase shares of the Company’s common stock.

the six months ended June 30, 2024, the Company sold 33,551,638 shares of its common stock.

On April 5, 2024, the Company closed a registered

direct offering of 33,333,334 shares of its common stock and warrants to purchase up to an aggregate of 33,333,334 additional shares

of common stock, at a combined purchase price of $ 0.30 per share and accompanying warrant.

The Company generated gross proceeds of $ 10,000

and net proceeds of $ 9,190 , after deducting underwriting discounts and commissions and other offering expenses.

In addition, in February,

the Company sold 218,304 shares of its common stock under the ATM with BTIG, LLC generating net proceeds of $ 54 .

Company did not sell any shares of its common stock during the six months ended June 30, 2023.

of June 30, 2024, the Company had outstanding warrants to purchase 33,333,334 shares of the Company’s common stock at an exercise

price of $ 0.35 per share.

warrants are exercisable six months after issuance date, April 5, 2024, and have a five-year term.

Once exercisable, the warrants may

be exercised at any time in whole or in part upon payment of the applicable exercise price until expiration of the Warrants.

No fractional

shares will be issued upon the exercise of the Warrants.

The exercise price and the number of warrant shares purchasable upon the exercise

of the warrants are subject to adjustment upon the occurrence of certain events, which may include stock dividends, stock splits, combination

and reclassifications of the Company capital stock or other similar changes to the equity structure of the Company.

The warrants do not

have a redemption feature.

They may be exercised on a cashless basis at the holder’s option and are classified as equity instruments.

following table summarizes the changes in warrants outstanding for the six months ended June 30, 2024:

of Shareholder Equity Warrants Outstanding

Outstanding at December 31, 2023

Outstanding at June 30, 2024

and diluted net loss per common share

the three months ended March 31, 2024 and 2023, diluted loss per common share is the same as basic loss per common share because, as

the Company incurred a net loss during each period presented, the potentially dilutive securities from the assumed exercise of all outstanding

stock options and warrants, would have an anti-dilutive effect.

The following outstanding shares of potentially dilutive securities were

excluded from the computation of diluted net loss per share because including them would have been anti-dilutive as of March 31, 2024

Schedule of Anti-dilutive Securities Excluded from Computation of Earning Per Share

As of March 31,

Net loss per share information is determined using

the two-class method, which includes the weighted-average number of shares of common stock outstanding during the period and other securities.

Under the two-class method, basic net loss per share

attributable to common stockholders is computed by dividing the net income attributable to common stockholders by the weighted-average

number of shares of common stock outstanding during the period.

Diluted net loss per share attributable to common stockholders is computed

using the more dilutive of (1) the two-class method or (2) the if-converted method.

the three and six months ended June 30, 2024 and 2023, diluted loss per common share is the same as basic loss per common share because,

as the Company incurred a net loss during each period presented, the potentially dilutive securities from the assumed exercise of all

outstanding stock options and warrants, would have an anti-dilutive effect.

The following outstanding shares of potentially dilutive

securities were excluded from the computation of diluted net loss per share because including them would have been anti-dilutive as of

June 30, 2024 and 2023:

of Anti-dilutive Securities Excluded from Computation of Earning Per Share

As of June 30,

Stock options

11 – Accumulated Other Comprehensive Loss

following table summarizes the changes in accumulated other comprehensive loss by component during the three months ended March 31, 2024

Schedule of Components of Accumulated Other Comprehensive (Loss) Income

following table summarizes the changes in accumulated other comprehensive loss by component during the six months ended June 30, 2024

of Components of Accumulated Other Comprehensive Loss

Net Unrealized

4 unchanged sentences

Net unrealized gain on securities available-for-sale

Balance, March 31, 2024

Balance, June 30, 2024

Balance, December 31, 2022

Net unrealized loss on securities available-for-sale

Balance, March 31, 2023

Net unrealized gain on securities available-for-sale

Balance, June 30, 2023

components of accumulated other comprehensive income are net of tax.

2 unchanged sentences

the granting of incentive stock options, nonqualified stock options, restricted stock units, performance units, and stock purchase rights.

There were no significant modifications to the Plan during the three month periods ended March 31, 2024 and 2023.

The term of the Plan

was for 10 years .

There were no significant modifications to the Plan during the six month periods ended June 30, 2024 and 2023.

The term of the Plan was

for 10 years.

The Company intends to adopt a new equity compensation plan at its 2024 Annual Meeting, pending shareholder approval.

following table contains information about the Company’s stock plan at March 31, 2024:

Schedule of Equtiy Compensation Plan by Arrangements

2013 Equity Compensation Plan

50,712,275 **

by 8,690,581 on January 1, 2024, representing 4 % of the total number of shares of common stock outstanding on December 31, 2023.

both restricted stock grants and option grants

of June 30, 2024, there were 50,712,275 awards, including both restricted stock grants and option grants, issued and exercised under

the Plan and no remaining shares available for grant under the Plan.

Company recognized stock-based compensation expense (options and restricted share grants) in its condensed consolidated statements of

operations as follows:

Schedule of Recognized Stock Based Compensation

Three Months Ended March 31,

of Recognized Stock-Based Compensation

Three Months Ended

Six Months Ended

Research and Development

General and Administrative

of March 31, 2024, total compensation costs related to unvested awards not yet recognized was $ 6,840 and the weighted-average periods

of June 30, 2024, total compensation costs related to unvested awards not yet recognized was $ 5,850 and the weighted-average periods

over which the awards are expected to be recognized was 2.3 years.

following table summarizes the activity for Company’ stock options for the three months ended March 31, 2024:

Schedule of Stock Option Activity

following table summarizes the activity for Company’ stock options for the six months ended June 30, 2024:

of Stock Option Activity

Stock Options

Outstanding at December 31, 2023

Outstanding at March 31, 2024

13 – Subsequent Events

April 5, 2024, the Company closed a registered direct offering of 33,333,334 shares of its common stock and warrants to purchase up to

an aggregate of 33,333,334 additional shares of common stock, at a combined purchase price of $ 0.30 per share and accompanying warrant.

The company generated gross proceeds of approximately $ 10,000 and net proceeds of approximately $ 9,250 , after deducting underwriting

discounts and commissions and other offering expenses.

Outstanding at June 30, 2024

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