MANNKIND CORP [MNKD] Filings

10-Q 1 mnkd-20230930.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, 2023

☐ 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: 000-50865

MannKind Corporation

(Exact name of registrant as specified in its charter)


Delaware	13-3607736
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

1 Casper Street Danbury, Connecticut	06810
(Address of principal executive offices)	(Zip Code)

(818) 661-5000

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

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, par value $0.01 per share

MNKD

The Nasdaq Stock Market LLC

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 October 27, 2023, there were 269,574,654 shares of the registrant’s common stock, $0.01 par value per share, outstanding.

MANNKIND CORPORATION

Form 10-Q

For the Quarterly Period Ended September 30, 2023

TABLE OF CONTENTS


	Page
PART I: FINANCIAL INFORMATION	2

Item 1. Financial Statements (Unaudited)	2
Condensed Consolidated Statements of Operations: Three and nine months ended September 30, 2023 and 2022	2
Condensed Consolidated Statements of Comprehensive Income (Loss): Three and nine months ended September 30, 2023 and 2022	3
Condensed Consolidated Balance Sheets: September 30, 2023 and December 31, 2022	4
Condensed Consolidated Statements of Stockholders’ Deficit: Three and nine months ended September 30, 2023 and 2022	5
Condensed Consolidated Statements of Cash Flows: Nine months ended September 30, 2023 and 2022	7
Notes to Condensed Consolidated Financial Statements	8
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	34
Item 3. Quantitative and Qualitative Disclosures About Market Risk	41
Item 4. Controls and Procedures	41

PART II: OTHER INFORMATION	43

Item 1. Legal Proceedings	43
Item 1A. Risk Factors	43
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	72
Item 3. Defaults Upon Senior Securities	72
Item 4. Mine Safety Disclosures	72
Item 5. Other Information	72
Item 6. Exhibits	73

SIGNATURES	75

PART 1: FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

MANNKIND CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)


	Three Months Ended September 30,						Nine Months Ended September 30,
	2023			2022			2023			2022
	(In thousands except per share data)
Revenues:
Net revenue – commercial product sales	$	17,927		$	16,259		$	53,834		$	38,807
Revenue – collaborations and services		13,108			10,346			35,705			18,380
Royalties – collaborations		20,218			6,220			50,951			6,524
Total revenues		51,253			32,825			140,490			63,711
Expenses:
Cost of goods sold		3,995			5,021			14,749			11,922
Cost of revenue – collaborations and services		10,259			12,439			29,955			29,451
Research and development		9,989			4,136			22,047			12,565
Selling		13,440			13,541			40,752			42,137
General and administrative		10,538			9,097			33,027			27,241
Gain on foreign currency transaction		(2,065	)		(1,799	)		(860	)		(8,285	)
Total expenses		46,156			42,435			139,670			115,031
Income (loss) from operations		5,097			(9,610	)		820			(51,320	)
Other income (expense):
Interest income, net		1,580			663			4,429			1,556
Interest expense on financing liability		(2,459	)		(2,466	)		(7,332	)		(7,280	)
Interest expense		(2,815	)		(2,812	)		(12,474	)		(12,202	)
Gain on available-for-sale securities		—			—			932			—
Other income (expense)		318			(207	)		286			(207	)
Total other expense		(3,376	)		(4,822	)		(14,159	)		(18,133	)
Income (loss) before income tax expense		1,721			(14,432	)		(13,339	)		(69,453	)
Benefit from income taxes		—			—			—			—
Net income (loss)	$	1,721		$	(14,432	)	$	(13,339	)	$	(69,453	)
Net income (loss) per share – basic	$	0.01		$	(0.06	)	$	(0.05	)	$	(0.27	)
Weighted average shares used to compute net income (loss) per share – basic		268,732			259,300			266,126			254,974
Net income (loss) per share – diluted	$	0.01		$	(0.06	)	$	(0.05	)	$	(0.27	)
Weighted average shares used to compute net income (loss) per share – diluted		323,770			259,300			266,126			254,974

See notes to condensed consolidated financial statements.

MANNKIND CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(Unaudited)


	Three Months Ended September 30,					Nine Months Ended September 30,
	2023		2022			2023			2022
	(In thousands)
Net income (loss)	$	1,721	$	(14,432	)	$	(13,339	)	$	(69,453	)
Other comprehensive income (loss):
Unrealized gain (loss) on available-for-sale securities		—		—			443			(1,206	)
Comprehensive income (loss)	$	1,721	$	(14,432	)	$	(12,896	)	$	(70,659	)

See notes to condensed consolidated financial statements.

MANNKIND CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)



	September 30, 2023			December 31, 2022
	(In thousands except share and per share data)
ASSETS
Current assets:
Cash and cash equivalents	$	83,016		$	69,767
Short-term investments		58,000			101,079
Accounts receivable, net		21,822			16,801
Inventory		27,117			21,772
Prepaid expenses and other current assets		35,620			25,477
Total current assets		225,575			234,896
Property and equipment, net		80,411			45,126
Goodwill		1,931			2,428
Other intangible asset		1,093			1,153
Long-term investments		3,271			1,961
Other assets		8,047			9,718
Total assets	$	320,328		$	295,282

LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
Accounts payable	$	16,754		$	11,052
Accrued expenses and other current liabilities		32,098			35,553
Financing liability – current		9,747			9,565
Midcap credit facility – current		20,000			—
Deferred revenue – current		3,670			1,733
Recognized loss on purchase commitments – current		14,105			9,393
Total current liabilities		96,374			67,296
Mann Group convertible note		8,829			8,829
Accrued interest – Mann Group convertible note		57			55
Financing liability – long term		94,375			94,512
Midcap credit facility – long term		17,921			39,264
Senior convertible notes		226,487			225,397
Recognized loss on purchase commitments – long term		50,534			62,916
Operating lease liability		4,289			5,343
Deferred revenue – long term		69,469			37,684
Milestone liabilities		3,772			4,524
Total liabilities		572,107			545,820
Commitments and contingencies (Note 15)
Stockholders' deficit:
Undesignated preferred stock, $0.01 par value – 10,000,000 shares authorized; no shares issued or outstanding as of September 30, 2023 and December 31, 2022		—			—
Common stock, $0.01 par value – 800,000,000 and 400,000,000 shares authorized as of September 30, 2023 and December 31, 2022, respectively, and 269,543,539 and 263,793,305 shares issued and outstanding as of September 30, 2023 and December 31, 2022, respectively		2,695			2,638
Additional paid-in capital		2,975,891			2,964,293
Accumulated other comprehensive income		443			—
Accumulated deficit		(3,230,808	)		(3,217,469	)
Total stockholders' deficit		(251,779	)		(250,538	)
Total liabilities and stockholders' deficit	$	320,328		$	295,282

See notes to condensed consolidated financial statements.

MANNKIND CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT

(Unaudited)


	Common Stock				Additional			Accumulated Other
	Shares		Amount		Paid-in Capital			Comprehensive Loss			Accumulated Deficit			Total
	(In thousands)
BALANCE, JANUARY 1, 2022		251,478	$	2,515	$	2,918,205		$	—		$	(3,130,069	)	$	(209,349	)
Net issuance of common stock associated with stock options and restricted stock units		450		4		125			—			—			129
Issuance of common stock under the employee stock purchase plan		233		2		738			—			—			740
Stock-based compensation expense		—		—		2,806			—			—			2,806
Issuance of common stock from market price stock purchase plan		252		3		681			—			—			684
Cumulative loss on available-for-sale securities		—		—		—			(1,076	)		—			(1,076	)
Net loss		—		—		—			—			(25,998	)		(25,998	)
BALANCE, MARCH 31, 2022		252,413	$	2,524	$	2,922,555		$	(1,076	)	$	(3,156,067	)	$	(232,064	)
Issuance of common stock pursuant to conversion of Mann Group convertible note		3,838		39		9,557			—			—			9,596
Issuance of common stock pursuant to conversion of the Mann Group convertible note interest		193		2		518			—			—			520
Net issuance of common stock associated with stock options and restricted stock units		833		8		(385	)		—			—			(377	)
Stock-based compensation expense		—		—		4,422			—			—			4,422
Cumulative loss on available-for-sale securities		—		—		—			(130	)		—			(130	)
Net loss		—		—		—			—			(29,023	)		(29,023	)
BALANCE, JUNE 30, 2022		257,277	$	2,573	$	2,936,667		$	(1,206	)	$	(3,185,090	)	$	(247,056	)
Issuance of common stock associated with at-the-market placement		5,060		51		19,739			—			—			19,790
Issuance costs associated with at-the-market placement		—		—		(381	)		—			—			(381	)
Issuance of common stock pursuant to conversion of the Mann Group convertible note interest		26		—		99			—			—			99
Issuance of common stock under Employee Stock Purchase Plan		298		3		870			—			—			873
Net issuance of common stock associated with stock options and restricted stock units		495		5		(197	)		—			—			(192	)
Stock-based compensation expense		—		—		3,622			—			—			3,622
Net loss		—		—		—			—			(14,432	)		(14,432	)
BALANCE, SEPTEMBER 30, 2022		263,156	$	2,632	$	2,960,419		$	(1,206	)	$	(3,199,522	)	$	(237,677	)


	Common Stock				Additional			Accumulated Other
	Shares		Amount		Paid-in Capital			Comprehensive Loss		Accumulated Deficit			Total
	(In thousands)
BALANCE, JANUARY 1, 2023		263,793	$	2,638	$	2,964,293		$	—	$	(3,217,469	)	$	(250,538	)
Issuance of common stock associated with at-the-market placement		269		3		1,196			—		—			1,199
Issuance costs associated with at-the-market placement		—		—		(24	)		—		—

MANNKIND CORP [MNKD] Filings
10-Q	[2023-11-07]
10-Q	[2023-08-07]
10-Q	[2023-05-09]
10-K	[2023-02-23]
10-Q	[2022-11-08]
10-Q	[2022-08-09]
10-Q	[2022-05-05]
10-K	[2022-02-24]
10-Q	[2021-11-09]
10-Q	[2021-08-11]
10-Q	[2021-05-12]
10-K	[2021-02-25]
10-Q	[2020-11-04]
10-Q	[2020-08-05]
10-Q	[2020-05-06]
10-K	[2020-02-25]
10-Q	[2019-11-08]
10-Q	[2019-08-07]
10-Q	[2019-05-07]
10-K	[2019-02-26]
10-Q	[2018-11-01]
10-Q	[2018-08-02]
10-Q	[2018-05-09]
10-K	[2018-02-27]
10-Q	[2017-11-07]
10-Q	[2017-08-07]
S-1	[2017-07-03]
10-Q	[2017-05-10]
10-K	[2017-03-16]
10-Q	[2016-11-09]
10-Q	[2016-08-09]
10-Q	[2016-05-09]
10-K	[2016-03-15]
10-Q	[2015-11-09]
10-Q	[2015-08-10]
10-Q	[2015-05-11]
10-K	[2015-03-02]
10-Q	[2014-11-10]
10-Q	[2014-08-11]
10-Q	[2014-05-12]
10-K	[2014-03-03]
10-Q	[2013-11-12]
10-Q	[2013-08-09]
10-Q	[2013-05-10]
10-K	[2013-03-18]
10-Q	[2012-11-09]
10-Q	[2012-08-09]
10-Q	[2012-05-10]
10-K	[2012-03-15]