UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2018
OR
☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
COMMISSION FILE NUMBER 001-36279
CARA THERAPEUTICS, INC.
(Exact name of registrant as specified in its charter)
Delaware | 75-3175693 |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
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4 Stamford Plaza 107 Elm Street, 9 th Floor Stamford, Connecticut | 06902 |
(Address of registrant's principal executive offices) | (Zip Code) |
Registrant's telephone number, including area code: (203) 406-3700
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No.
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File requ ired to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). ☒ Yes ☐ No.
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See definition of "large accelerated filer", "accelerated filer", "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer | ☐ |
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| Accelerated filer | ☒ |
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Non-accelerated filer | ☐ |
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| Smaller reporting company | ☐ |
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Emerging growth company | ☒ |
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒ No.
The number of outstanding shares of the registrant's common stock, par value $0.001 per share, as of August 1, 2018 was: 39,290,464.
CARA THERAPEUTICS, INC.
INDEX TO FORM 10-Q
FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2018
PART I –FINANCIAL INFORMATION
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Item 1. | Financial Statements (Unaudited): |
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| Condensed Balance Sheets as of June 30, 2018 and December 31, 2017 | 1 |
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| Condensed Statements of Comprehensive Loss for the Three and Six Months Ended June 30, 2018 and 2017 | 2 |
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| Condensed Statements of Stockholders' Equity for the Six Months Ended June 30, 2018 and 2017 | 3 |
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| Condensed Statements of Cash Flows for the Six Months Ended June 30, 2018 and 2017 | 4 |
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| Notes to Condensed Financial Statements | 5 |
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Item 2. | Management's Discussion and Analysis of Financial Condition and Results of Operations | 28 |
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Item 3. | Quantitative and Qualitative Disclosures About Market Risk | 46 |
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Item 4. | Controls and Procedures | 47 |
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| PART II – OTHER INFORMATION |
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Item 1. | Legal Proceedings | 48 |
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Item 1A | Risk Factors | 48 |
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Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds | 48 |
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Item 3. | Defaults Upon Senior Securities | 48 |
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Item 4. | Mine Safety Disclosures | 48 |
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Item 5. | Other Information | 48 |
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Item 6. | Exhibits | 49 |
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| SIGNATURES | 50 |
PART I
FINANCIAL INFORMATION
Item 1. Financial Statements .
CARA THERAPEUTICS, INC.
CONDENSED BALANCE SHEETS
(amounts in thousands, excluding share and per share data)
(unaudited)
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| June 30, 2018 |
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| December 31, 2017 |
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Assets |
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Current assets: |
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Cash and cash equivalents |
| $ | 17,802 |
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| $ | 9,388 |
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Marketable securities |
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| 114,159 |
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| 83,181 |
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Income tax receivable |
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| 473 |
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| 731 |
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Other receivables |
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| 116 |
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| 123 |
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Prepaid expenses |
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| 5,615 |
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| 1,635 |
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Restricted cash, current |
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| 361 |
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| - |
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Total current assets |
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| 138,526 |
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| 95,058 |
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Property and equipment, net |
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| 959 |
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| 1,177 |
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Restricted cash |
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| 408 |
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| 769 |
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Total assets |
| $ | 139,893 |
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| $ | 97,004 |
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Liabilities and stockholders' equity |
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Current liabilities: |
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Accounts payable and accrued expenses |
| $ | 12,553 |
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| $ | 8,506 |
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Current portion of deferred revenue |
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| 22,270 |
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| - |
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Total current liabilities |
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| 34,823 |
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| 8,506 |
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Deferred revenue, non-current |
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| 30,299 |
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Deferred lease obligation |
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| 1,695 |
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| 1,718 |
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Commitments and contingencies (Note 15) |
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Stockholders' equity: |
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Preferred stock; $0.001 par value; 5,000,000 shares authorized at June 30, 2018 and December 31, 2017, zero shares issued and outstanding at June 30, 2018 and December 31, 2017 |
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| - |
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Common stock; $0.001 par value; 100,000,000 shares authorized at June 30, 2018 and December 31, 2017, 34,059,214 shares and 32,662,255 shares issued and outstanding at June 30, 2018 and December 31, 2017, respectively |
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| 34 |
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| 33 |
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Additional paid-in capital |
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| 327,401 |
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| 307,158 |
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Accumulated deficit |
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| (254,302 | ) |
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| (220,341 | ) |
Accumulated other comprehensive loss |
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| (57 | ) |
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| (70 | ) |
Total stockholders' equity |
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| 73,076 |
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| 86,780 |
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Total liabilities and stockholders' equity |
| $ | 139,893 |
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| $ | 97,004 |
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See Notes to Condensed Financial Statements.
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