allo-20210331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

________________________________________________________

FORM 10-Q

________________________________________________________

(Mark One)


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

For the quarterly period ended March 31, 2021


☐			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: 001-38693

________________________________________________________

Allogene Therapeutics, Inc.

(Exact Name of Registrant as Specified in its Charter)

________________________________________________________


Delaware						82-3562771
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

210 East Grand Avenue, South San Francisco, California 94080

(Address of principal executive offices including zip code)

Registrant’s telephone number, including area code: (650) 457-2700


			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, $0.001 par value per share

ALLO

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, 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 May 3, 2021, the registrant had 141,538,421 shares of common stock, $0.001 par value per share, outstanding.

Table of Contents


		Page no.
PART I: FINANCIAL INFORMATION
Item 1.	Financial Statements	1
	Condensed Consolidated Balance Sheets	1
	Condensed Consolidated Statements of Operations and Comprehensive Loss	2
	Condensed Consolidated Statements of Stockholders’ Equity	3
	Condensed Consolidated Statements of Cash Flows	4
	Notes to Condensed Consolidated Financial Statements	5
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	19
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	28
Item 4.	Controls and Procedures	28
PART II: OTHER INFORMATION
Item 1.	Legal Proceedings	30
Item 1A.	Risk Factors	30
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	65
Item 3.	Defaults Upon Senior Securities	66
Item 4.	Mine Safety Disclosures	66
Item 5.	Other Information	66
Item 6.	Exhibits	67
Signatures		68

Table of Contents

PART I: FINANCIAL INFORMATION

Item 1. Financial Statements

ALLOGENE THERAPEUTICS, INC.

Condensed Consolidated Balance Sheets

(Unaudited)

(In thousands, except share and per share amounts)


	March 31, 2021		December 31, 2020
Assets			(1)
Current assets:
Cash and cash equivalents	$	236,865	$	183,351
Short-term investments	462,716		644,559
Prepaid expenses and other current assets	16,480		17,220
Total current assets	716,061		845,130
Long-term investments	264,573		204,208
Operating lease right-of-use asset	40,189		41,295
Property and equipment, net	123,146		118,840
Restricted cash	9,449		9,449
Other long-term assets	6,275		5,169
Equity method investment	19,351		3,738
Total assets	$	1,179,044	$	1,227,829
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable	$	14,875	$	10,390
Accrued and other current liabilities	39,735		44,938
Deferred revenue	239		38,992
Total current liabilities	54,849		94,320
Lease liability, non-current	51,625		50,809
Other long-term liabilities	2,791		3,083
Total liabilities	109,265		148,212
Commitments and Contingencies (Notes 6 and 7)
Stockholders’ equity:
Preferred stock, $0.001 par value: 10,000,000 shares authorized as of March 31, 2021 and December 31, 2020; no shares were issued and outstanding as of March 31, 2021 and December 31, 2020	—		—
Common stock, $0.001 par value: 200,000,000 shares authorized as of March 31, 2021 and December 31, 2020; 141,470,075 and 140,474,305 shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively	141		140
Additional paid-in capital	1,749,097		1,725,552
Accumulated deficit	(679,358)		(646,343)
Accumulated other comprehensive (loss) income	(101)		268
Total stockholders’ equity	1,069,779		1,079,617
Total liabilities and stockholders’ equity	$	1,179,044	$	1,227,829

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

(1)The balance sheet as of December 31, 2020 is derived from the audited financial statements as of that date.

Table of Contents

ALLOGENE THERAPEUTICS, INC.

Condensed Consolidated Statements of Operations and Comprehensive Loss

(Unaudited)

(In thousands, except share and per share amounts)


	Three Months Ended March 31,
	2021		2020
Collaboration revenue - related party	$	38,345	$	—
Operating expenses:
Research and development	55,183		42,042
General and administrative	16,363		15,641
Total operating expenses	71,546		57,683
Loss from operations	(33,201)		(57,683)
Other income (expense), net:
Interest and other income, net

SEC Form 10-Q filed by Allogene Therapeutics, Inc.