Icosavax, Inc. [ICVX] Filings

10-Q 1 icvx-20220930.htm 10-Q 10-Q

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 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: 001-40655

ICOSAVAX, INC.

(Exact name of Registrant as specified in its charter)


Delaware		82-3640549
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

1930 Boren Avenue, Suite 1000 Seattle, Washington		98101
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (206) 737-0085

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 per share

ICVX

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.


Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☑	Smaller reporting company	☑
Emerging growth company	☑

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 10, 2022, the registrant had 39,900,403 shares of common stock ($0.0001 par value) outstanding.

TABLE OF CONTENTS


PART I. FINANCIAL INFORMATION

Item 1	Financial Statements (Unaudited)	2
	Condensed Balance Sheets	2
	Condensed Statements of Operations and Comprehensive Loss	3
	Condensed Statements of Convertible Preferred Stock and Stockholders’ Equity (Deficit)	4
	Condensed Statements of Cash Flows	6
	Notes to Unaudited Condensed Financial Statements	7
Item 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations	22
Item 3	Quantitative and Qualitative Disclosures About Market Risk	31
Item 4	Controls and Procedures	31

PART II. OTHER INFORMATION

Item 1	Legal Proceedings	32
Item 1A	Risk Factors	32
Item 2	Unregistered Sales of Equity Securities and Use of Proceeds	81
Item 3	Defaults Upon Senior Securities	81
Item 4	Mine Safety Disclosures	81
Item 5	Other Information	81
Item 6	Exhibits	82
	Signatures	83

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

ICOSAVAX, INC.

Condensed Balance Sheets

(Unaudited)

(in thousands, except share and par value data)


	September 30,			December 31,
	2022			2021
Assets
Current assets:
Cash and cash equivalents	$	64,505		$	279,082
Restricted cash		1,061			1,642
Short-term investments		156,894			—
Prepaid expenses and other current assets		6,272			5,829
Total current assets		228,732			286,553
Right-of-use assets – operating leases		3,330			—
Property and equipment, net		11,815			1,076
Total assets	$	243,877		$	287,629
Liabilities and stockholders' equity
Current liabilities:
Accounts payable	$	4,722		$	3,899
Accrued and other current liabilities		6,720			4,757
Current portion of operating lease liabilities		1,591			—
Deferred revenue		—			582
Total current liabilities		13,033			9,238
Operating lease liabilities, net of current portion		5,089			—
Other noncurrent liabilities		93			171
Total liabilities		18,215			9,409
Commitments and contingencies (Note 2)
Stockholders' equity:
Common stock, $0.0001 par value; 500,000,000 shares authorized at September 30, 2022 and December 31, 2021; 39,900,403 and 39,429,103 shares issued as of September 30, 2022 and December 31, 2021, respectively; 39,787,364 and 39,175,279 shares outstanding as of September 30, 2022 and December 31, 2021, respectively		5			5
Additional paid-in capital		388,480			372,284
Accumulated other comprehensive loss		(609	)		—
Accumulated deficit		(162,214	)		(94,069	)
Total stockholders' equity		225,662			278,220
Total liabilities and stockholders' equity	$	243,877		$	287,629

See accompanying notes to financial statements

ICOSAVAX, INC.

Condensed Statements of Operations and Comprehensive Loss

(Unaudited)

(in thousands, except share and per share data)


	Three Months Ended September 30,						Nine Months Ended September 30,
	2022			2021			2022			2021
Grant revenue	$	—		$	1,827		$	582		$	5,732
Operating expenses:
Research and development		15,484			10,883			49,217			24,713
General and administrative		7,659			25,357			21,292			28,669
Total operating expenses		23,143			36,240			70,509			53,382
Loss from operations		(23,143	)		(34,413	)		(69,927	)		(47,650	)
Other income (expense):
Change in fair value of embedded derivative liability		—			—			—			(205	)
Loss on extinguishment of convertible promissory note		—			—			—			(754	)
Interest and other		1,167			27			1,782			(180	)
Total other income (expense)		1,167			27			1,782			(1,139	)
Net loss	$	(21,976	)	$	(34,386	)	$	(68,145	)	$	(48,789	)
Comprehensive loss:
Unrealized losses on available-for-sale debt securities		(334	)		—			(609	)		—
Comprehensive loss	$	(22,310	)	$	(34,386	)	$	(68,754	)	$	(48,789	)
Net loss per share, basic and diluted	$	(0.55	)	$	(1.30	)	$	(1.72	)	$	(4.50	)
Weighted-average common shares outstanding, basic and diluted		39,748,984			26,494,914			39,623,357			10,836,894

See accompanying notes to financial statements

ICOSAVAX, INC.

Condensed Statements of Convertible Preferred Stock and Stockholders’ Equity (Deficit)

(Unaudited)

(in thousands, except share amounts)


									Additional		Accumulated						Total
	Convertible Preferred Stock				Common Stock				Paid-in		Other Comprehensive			Accumulated			Stockholders'
	Shares		Amount		Shares		Amount		Capital		Loss			Deficit			Equity
Balance at December 31, 2021		—	$	—		39,175,279	$	5	$	372,284	$	—		$	(94,069	)	$	278,220

Shares released from restriction upon vesting of early-exercised stock options		—		—		53,483		—		27		—			—			27
Exercise of common stock options		—		—		295,764		—		276		—			—			276
Stock-based compensation		—		—		—		—		4,550		—			—			4,550
Net loss and comprehensive loss		—		—		—		—		—		—			(23,533	)		(23,533	)
Balance at March 31, 2022		—	$	—		39,524,526	$	5	$	377,137	$	—		$	(117,602	)	$	259,540

Shares released from restriction upon vesting of early-exercised stock options		—		—		52,208		—		25		—			—			25
Exercise of common stock options		—		—		1,962		—		12		—			—			12
Vesting of shares of restricted common stock		—		—		14,916		—		—		—			—			—
Issuance of common stock for Employee Stock Purchase Plan		—		—		36,785		—		211		—			—			211
Stock-based compensation		—		—		—		—		5,552		—			—			5,552
Other comprehensive loss		—		—		—		—		—		(275	)		—			(275	)
Net loss		—		—		—		—		—		—			(22,636	)		(22,636	)
Balance at June 30, 2022		—	$	—		39,630,397	$	5	$	382,937	$	(275	)	$	(140,238	)	$	242,429

Shares released from restriction upon vesting of early-exercised stock options		—		—		35,094		—		25		—			—			25
Exercise of common stock options		—		—		26,226		—		84		—			—			84
Vesting of shares of restricted common stock		—		—		95,647		—		—		—			—			—
Stock-based compensation		—		—		—		—		5,434		—			—			5,434
Other comprehensive loss		—		—		—		—		—		(334	)		—			(334	)
Net loss		—		—		—		—		—		—			(21,976	)		(21,976	)
Balance at September 30, 2022		—	$	—		39,787,364	$	5	$	388,480	$	(609	)	$	(162,214	)	$	225,662


									Additional		Accumulated					Total
	Convertible Preferred Stock				Common Stock				Paid-in		Other Comprehensive		Accumulated			Stockholders'
	Shares		Amount		Shares		Amount		Capital		Loss		Deficit			(Deficit) Equity
Balance at December 31, 2020		32,198,879	$	30,062		2,639,026	$	2	$	393	$	—	$	(27,098	)	$	(26,703	)
Issuance of Series A-1 convertible preferred stock for cash of $0.9615 per share net of $0.1 million of issuance costs		21,944,874		21,005		—		—		—		—		—			—
Issuance of Series B-1 convertible preferred stock for cash of $2.82172 per share net of $0.3 million in issuance costs		32,958,612		92,654		—		—		—		—		—			—
Issuance of Series B-2 convertible preferred stock from convertible note		2,805,850		7,917		—		—		—		—		—			—


Shares released from restriction upon vesting of early-exercised stock options	—	—	100,238	—	63	—	—	63
Exercise of common stock options	—	—	35,143	—	29	—	—	29
Vesting of shares of restricted common stock	—	—	117,369	—	—	—	—	—
Stock-based compensation	—	—	—	—	276	—

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