Calithera Biosciences, Inc. [CALA] Filings

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10-Q 1 cala-20220930.htm 10-Q 10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 September 30, 2022

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-36644

CALITHERA BIOSCIENCES, INC.

(Exact name of registrant as specified in its charter)

Delaware

27-2366329

(State or other jurisdiction
of incorporation or organization)

(I.R.S. Employer
Identification No.)

343 Oyster Point Blvd., Suite 200

South San Francisco, CA 94080

(Address of principal executive offices including zip code)

Registrant’s telephone number, including area code: (650) 870-1000

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading
Symbol(s)

Name of each exchange on which registered

Common Stock, 0.0001 par value

CALA

The Nasdaq Global Select Market

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 every Interactive Data File required to be submitted 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 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 the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

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 ☒

As of November 9, 2022 the registrant had 4,865,257 shares of common stock, $0.0001 par value per share, outstanding.

Calithera Biosciences, Inc.

Quarterly Report on Form 10-Q

For the Quarter Ended September 30, 2022

INDEX


		Page
PART I. FINANCIAL INFORMATION		3

Item 1.	Financial Statements (Unaudited)	3

	Condensed Consolidated Balance Sheets at September 30, 2022, and December 31, 2021	3
	Condensed Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2022 and 2021	4
	Condensed Consolidated Statements of Comprehensive Loss for the Three and Nine Months Ended September 30, 2022 and 2021	5
	Condensed Consolidated Statements of Stockholders ' Equity for the Three and Nine Months Ended September 30, 2022 and 2021	6
	Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2022 and 2021	9
	Notes to Condensed Consolidated Financial Statements	10

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	28

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	38

Item 4.	Controls and Procedures	39

PART II. OTHER INFORMATION		40

Item 1.	Legal Proceedings	40

Item 1A.	Risk Factors	40

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	69

Item 3.	Defaults Upon Senior Securities	69

Item 4.	Mine Safety Disclosures	69

Item 5.	Other Information	69

Item 6.	Exhibits	70

SIGNATURES		72

PART I. - FINANCIAL INFORMATION
Item 1. Financial Statements

Calithera Biosciences, Inc.

Condensed Consolidated Balance Sheets

(Unaudited)

(In thousands, except per share amounts)


	September 30, 2022			December 31, 2021
Assets
Current assets:
Cash and cash equivalents	$	34,068		$	59,537
Prepaid expenses and other current assets		629			1,915
Total current assets		34,697			61,452
Restricted cash		270			270
Property and equipment, net		476			556
Operating lease right-of-use asset		1,640			2,478
Total assets	$	37,083		$	64,756
Liabilities, Convertible Preferred Stock and Stockholders’ Equity
Current liabilities:
Accounts payable	$	1,012		$	3,650
Accrued and other liabilities		8,220			10,356
Total current liabilities		9,232			14,006
Noncurrent operating lease liability		533			1,666
Warrant liabilities		930			—
Total liabilities		10,695			15,672
Commitments and contingencies
Convertible preferred stock; $0.0001 par value; 10,000 shares authorized as of September 30, 2022 and December 31, 2021; 0 and 1,000 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively; $35,000 liquidation preference as of September 30, 2022 and December 31, 2021 (Note 7)		—			40,702
Stockholders’ equity:
Convertible preferred stock; $0.0001 par value; 10,000 shares authorized as of September 30, 2022 and December 31, 2021; 1,000 and 0 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively; $35,000 liquidation preference as of September 30, 2022 and December 31, 2021 (Note 7)		22,342			—
Common stock, $0.0001 par value, 200,000 shares authorized as of September 30, 2022 and December 31, 2021; 4,865 and 3,857 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively		—			—
Additional paid-in capital		509,726			499,708
Accumulated deficit		(505,680	)		(491,326	)
Total stockholders’ equity		26,388			8,382
Total liabilities, convertible preferred stock and stockholders’ equity	$	37,083		$	64,756

See accompanying notes.

Calithera Biosciences, Inc.

Condensed Consolidated Statements of Operations

(Unaudited)

(In thousands, except per share amounts)


	Three Months Ended September 30,						Nine Months Ended September 30,
	2022			2021			2022			2021

Revenue:
License revenue	$	—		$	6,750		$	—		$	9,750
Total revenue		—			6,750			—			9,750
Operating expenses:
Research and development		6,447			11,556			23,771			39,715
General and administrative		3,079			6,344			10,957			16,259
Total operating expenses		9,526			17,900			34,728			55,974
Loss from operations		(9,526	)		(11,150	)		(34,728	)		(46,224	)
Other income (expense):
Transaction costs allocable to warrant liabilities		—			—			(475	)		—
Change in fair value of warrant liabilities		(453	)		—			2,253			—
Interest and other income (expense), net		177			(22	)		236			346
Other income (expense), net		(276	)		(22	)		2,014			346
Net loss		(9,802	)		(11,172	)		(32,714	)		(45,878	)
Deemed contribution from Series A preferred stock extinguishment		—			—			18,360			—
Net loss attributable to common stockholders	$	(9,802	)	$	(11,172	)	$	(14,354	)	$	(45,878	)
Net loss per share attributable to common stockholders - basic	$	(2.01	)	$	(3.01	)	$	(3.15	)	$	(12.49	)
Net loss per share attributable to common stockholders - diluted	$	(2.01	)	$	(3.01	)	$	(6.50	)	$	(12.49	)
Weighted average common shares used to compute net loss per share attributable to common stockholders - basic		4,865			3,706			4,554			3,674
Weighted average common shares used to compute net loss per share attributable to common stockholders - diluted		4,865			3,706			5,034			3,674

See accompanying notes.

Calithera Biosciences, Inc.

Condensed Consolidated Statements of Comprehensive Loss

(Unaudited)

(In thousands)


	Three Months Ended September 30,						Nine Months Ended September 30,
	2022			2021			2022			2021
Net loss	$	(9,802	)	$	(11,172	)	$	(32,714	)	$	(45,878	)
Other comprehensive loss:
Net unrealized loss on available-for-sale securities		—			—			—			(3	)
Total comprehensive loss	$	(9,802	)	$	(11,172	)	$	(32,714	)	$	(45,881	)

See accompanying notes.

Calithera Biosciences, Inc.

Condensed Consolidated Statements of Stockholders’ Equity

(Unaudited)

(In thousands)


	Three Months Ended September 30, 2022
	Convertible Preferred Stock				Convertible Preferred Stock				Common Stock
	Shares		Amount		Shares		Amount		Shares		Amount		Additional Paid-In Capital		Accumulated Deficit			Accumulated Other Comprehensive Income (Loss)		Total Stockholders' Equity
Balance at June 30, 2022		—	$	—		1,000	$	22,342		4,865	$	—	$	508,787	$	(495,878	)	$	—	$	35,251
Stock-based compensation expense		—		—		—		—		—		—		939		—			—		939
Net loss		—		—		—		—		—		—		—		(9,802	)		—		(9,802	)
Balance at September 30, 2022		—	$	—		1,000	$	22,342		4,865	$	—	$	509,726	$	(505,680	)	$	—	$	26,388


	Three Months Ended September 30, 2021
	Convertible Preferred Stock				Convertible Preferred Stock				Common Stock
	Shares		Amount		Shares		Amount		Shares		Amount		Additional Paid-In Capital		Accumulated Deficit			Accumulated Other Comprehensive Income (Loss)		Total Stockholders' Equity

Balance at June 30, 2021		—	$	—		—	$	—		3,705	$	—	$	493,957	$	(410,944	)	$	—	$	83,013
Issuance of common stock pursuant to equity incentive plans		—		—		—		—		1		—		1		—			—		1
Stock-based compensation expense		—		—		—		—		—		—		2,577		—			—		2,577
Net loss		—		—		—		—		—		—		—		(11,172	)		—		(11,172	)
Balance at September 30, 2021		—	$	—		—	$	—		3,706	$	—	$	496,535	$	(422,116	)	$	—	$	74,419

See accompanying notes.

Calithera Biosciences, Inc.

Condensed Consolidated Statements of Stockholders’ Equity

(Unaudited)

(In thousands)


	Nine Months Ended September 30, 2022
	Convertible Preferred Stock						Convertible Preferred Stock					Common Stock
	Shares			Amount			Shares		Amount			Shares		Amount		Additional Paid-In Capital		Accumulated Deficit			Accumulated Other Comprehensive Income (Loss)		Total Stockholders' Equity
Balance at December 31, 2021		1,000		$	40,702			—	$	—			3,857	$	—	$	499,708	$	(491,326	)	$	—	$	8,382
Reclassification of convertible preferred stock to shareholders' equity (Note 7)		(1,000	)		(40,702	)		1,000		40,702			—		—		—		—			—		40,702
Deemed contribution from Series A preferred stock extinguishment (Note 7)		—			—			—		(18,360	)		—		—		—		18,360			—		—
Issuance of common stock in connection with public offering, net of underwriting commissions and issuance costs		—			—			—		—			926		—		5,775		—			—		5,775
Issuance of common stock in connection with at-the-market offering, net of underwriting commissions and issuance costs		—			—			—		—			62		—		1,137		—			—		1,137
Issuance of common stock pursuant to equity incentive plans		—			—			—		—			20		—

Calithera Biosciences, Inc. [CALA] Filings
10-Q	[2022-11-14]
10-Q	[2022-08-16]
10-Q	[2022-05-10]
10-K	[2022-03-31]
10-Q	[2021-11-09]
10-Q	[2021-08-05]
10-Q	[2021-05-06]
10-K	[2021-03-16]
10-Q	[2020-11-05]
10-Q	[2020-08-10]
10-Q	[2020-05-07]
10-K	[2020-03-11]
10-Q	[2019-11-12]
10-Q	[2019-08-08]
10-Q	[2019-05-09]
10-K	[2019-03-07]
10-Q	[2018-11-07]
10-Q	[2018-08-07]
10-Q	[2018-05-10]
10-K	[2018-03-08]
10-Q	[2017-11-02]
10-Q	[2017-08-08]
10-Q	[2017-05-09]
10-K	[2017-03-16]
10-Q	[2016-11-09]
10-Q	[2016-08-09]
10-Q	[2016-05-10]
10-K	[2016-03-15]
10-Q	[2015-11-09]
10-Q	[2015-08-10]
10-Q	[2015-05-11]
10-K	[2015-03-27]
10-Q	[2014-11-14]
S-1	[2014-08-25]