cmrx-20210331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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: 001-35867

CHIMERIX, INC.

(Exact Name of Registrant as Specified in Its Charter)


Delaware						33-0903395
(State or Other Jurisdiction of Incorporation or Organization)						(I.R.S. Employer Identification No.)

2505 Meridian Parkway, Suite 100
Durham, North Carolina						27713
(Address of Principal Executive Offices)						(Zip Code)

(919) 806-1074

(Registrant’s Telephone Number, Including Area Code)

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 $0.001 per share	CMRX	The Nasdaq Global 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 x 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 x No o

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 o						Accelerated filer o
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. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No x

As of April 30, 2021, the number of outstanding shares of the registrant’s common stock, par value $0.001 per share, was 86,211,412.

CHIMERIX, INC.

FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 2021

INDEX


			Page
Part I — Financial Information
Item 1. Financial Statements			3
Consolidated Balance Sheets as of March 31, 2021 and December 31, 2020 (unaudited)			3
Consolidated Statements of Operations and Comprehensive Loss for the Three Months Ended March 31, 2021 and 2020 (unaudited)			4
Consolidated Statements of Stockholders' Equity (Deficit) for the Three Months Ended March 31, 2021 and 2020 (unaudited)			5
Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2021 and 2020 (unaudited)			6
Notes to the Consolidated Financial Statements (unaudited)			7
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			18
Item 3. Quantitative and Qualitative Disclosures About Market Risk			26
Item 4. Controls and Procedures			26
Part II — Other Information
Item 1. Legal Proceedings			27
Item 1A. Risk Factors			27
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			55
Item 3. Defaults Upon Senior Securities			55
Item 4. Mine Safety Disclosures			55
Item 5. Other Information			55
Item 6. Exhibits			56
Signatures			57

PART I - FINANCIAL INFORMATION

ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS

CHIMERIX, INC.

CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per share data)

(unaudited)


	March 31, 2021		December 31, 2020
ASSETS
Current assets:
Cash and cash equivalents	$	32,080	$	46,989
Short-term investments, available-for-sale	112,898		31,973
Accounts receivable	482		340
Prepaid expenses and other current assets	2,677		2,356
Total current assets	148,137		81,658
Long-term investments	7,548		—
Property and equipment, net of accumulated depreciation	218		214
Operating lease right-of-use assets	2,717		2,825
Other long-term assets	29		26
Total assets	$	158,649	$	84,723

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	2,181	$	1,283
Accrued liabilities	6,067		7,250
Note payable	14,000		—
Total current liabilities	22,248		8,533
Lease-related obligations	2,752		2,814
Total liabilities	25,000		11,347

Stockholders’ equity:
Preferred stock, $0.001 par value, 10,000,000 shares authorized at March 31, 2021 and December 31, 2020; no shares issued and outstanding as of March 31, 2021 and December 31, 2020	—		—
Common stock, $0.001 par value, 200,000,000 shares authorized at March 31, 2021 and December 31, 2020; 86,208,279 and 62,816,039 shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively	86		63
Additional paid-in capital	943,381		785,673
Accumulated other comprehensive loss, net	(43)		—
Accumulated deficit	(809,775)		(712,360)
Total stockholders’ equity	133,649		73,376
Total liabilities and stockholders’ equity	$	158,649	$	84,723

The accompanying notes are an integral part of the consolidated financial statements.

CHIMERIX, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

(in thousands, except share and per share data)

(unaudited)


	Three Months Ended March 31,
	2021		2020
Revenues:
Contract and grant revenue	$	1,433	$	1,171
Licensing revenue	2		70
Total revenues	1,435		1,241
Operating expenses:
Research and development	11,862		8,949
General and administrative	4,136		3,205
Acquired in-process research and development	82,890		—
Total operating expenses	98,888		12,154
Loss from operations	(97,453)		(10,913)
Other income:

Interest income and other, net	38		493
Net loss	(97,415)		(10,420)
Other comprehensive loss:
Unrealized loss on debt investments, net	(43)		(46)
Comprehensive loss	$	(97,458)	$	(10,466)
Per share information:
Net loss, basic and diluted	$	(1.21)	$	(0.17)
Weighted-average shares outstanding, basic and diluted	80,204,094		61,742,035

The accompanying notes are an integral part of the consolidated financial statements.

CHIMERIX, INC.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)

(in thousands)

(unaudited)


	Common Stock
	Shares	Amount		Additional Paid-in Capital		Accumulated Other Comprehensive Gain (Loss)		Accumulated Deficit		Total Stockholders’ Equity (Deficit)
Balance, December 31, 2020	62,816,039	$	63	$	785,673	$	—	$	(712,360)	$	73,376
Share-based compensation	—	—		2,584		—		—		2,584
Exercise of stock options	710,132	1		3,529		—		—		3,530
Employee stock purchase plan purchases	259,837	—		330		—		—		330
RSU stock issuance	168,752	—		—		—		—		—
Issuance of common stock related to asset acquisition	8,723,769	9		43,436		—		—		43,445
Issuance of common stock, net of issuance costs of $7.2 million	13,529,750	13		107,829		—		—		107,842
Comprehensive loss:
Unrealized loss on investments, net	—	—		—		(43)		—		(43)
Net loss	—	—		—		—		(97,415)		(97,415)
Total comprehensive loss										(97,458)
Balance, March 31, 2021	86,208,279	$	86	$	943,381	$	(43)	$	(809,775)	$	133,649


	Common Stock
	Shares	Amount		Additional Paid-in Capital		Accumulated Other Comprehensive Gain (Loss)		Accumulated Deficit		Total Stockholders’ Equity (Deficit)
Balance, December 31, 2019	61,590,013	$	62	$	778,693	$	35	$	(668,838)	$	109,952
Share-based compensation	—	—		1,326		—		—		1,326
Employee stock purchase plan purchases	177,193	—		229		—		—		229
RSU stock issuance	163,133	—		—		—		—		—
Comprehensive loss:
Unrealized loss on investments, net	—	—		—		(46)		—		(46)
Net loss	—	—		—		—		(10,420)		(10,420)
Total comprehensive loss										(10,466)
Balance, March 31, 2020	61,930,339	$	62	$	780,248	$	(11)	$	(679,258)	$	101,041

SEC Form 10-Q filed by Chimerix, Inc.