nltx-20220331

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, 2022


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

For the transition period from ________ to ________

Commission file number: 001-36327

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Neoleukin Therapeutics, Inc.

(Exact name of registrant as specified in its charter)

__________________________________________________


Delaware						98-0542593
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

188 East Blaine Street, Suite 450

Seattle, Washington 98102

(Address of principal executive offices, including zip code)

(Registrant’s telephone number, including area code): (866) 245-0312

__________________________________________________

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, $0.000001 par value	NLTX	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 ☒ 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 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 May 6, 2022, there were 42,503,971 shares of the registrant’s common stock outstanding.



			Page
		PART I. FINANCIAL INFORMATION (Unaudited)

Item 1.		Condensed Balance Sheets	2

		Condensed Statements of Operations	3

		Condensed Statements of Cash Flows	4

		Condensed Statements of Stockholders’ Equity	5

		Notes to Financial Statements	6

Item 2.		Management’s Discussion and Analysis of Financial Condition and Results of Operations	11

Item 3.		Quantitative and Qualitative Disclosures About Market Risk	17

Item 4.		Controls and Procedures	17

		PART II. OTHER INFORMATION

Item 1.		Legal Proceedings	18

Item 1A.		Risk Factors	18

Item 2.		Unregistered Sales of Equity Securities and Use of Proceeds	70

Item 3.		Defaults Upon Senior Securities	70

Item 4.		Mine Safety Disclosures	70

Item 5.		Other Information	70

Item 6.		Exhibits	71

	SIGNATURES		71


	March 31, 2022		December 31, 2021
Assets
Current assets
Cash and cash equivalents	$	128,057	$	142,467
Other current assets	2,308		1,522
Total current assets	130,365		143,989

Property and equipment, net	6,227		6,452
Operating lease right-of-use assets	10,516		10,766
Intangible asset, net	73		128
Other non-current assets	1,945		1,928
Total assets	$	149,126	$	163,263

Liabilities
Current liabilities
Accounts payable and accrued liabilities	$	6,325	$	7,415
Operating lease liabilities	1,216		1,166
Finance lease liabilities	55		55
Total current liabilities	7,596		8,636

Non-current operating lease liabilities	11,371		11,696
Non-current finance lease liabilities	66		67
Total liabilities	19,033		20,399

Stockholders’ equity
Common stock - $0.000001 par value - authorized, 100,000,000 as of March 31, 2022 and December 31, 2021; issued and outstanding, 42,493,971 as of March 31, 2022 and 42,457,471 as of December 31, 2021.	—		—
Preferred stock - $0.000001 par value - authorized, 5,000,000 as of March 31, 2022 and December 31, 2021; issued and outstanding, 0 as of March 31, 2022 and December 31, 2021.	—		—
Additional paid-in capital	538,942		536,362
Accumulated deficit	(408,849)		(393,498)
Total stockholders’ equity	130,093		142,864
Total liabilities and stockholders’ equity	$	149,126	$	163,263


	Three Months Ended March 31,
	2022		2021
Operating expenses
Research and development	$	10,701	$	9,707
General and administrative	4,664		5,241
Total operating expenses	15,365		14,948
Other income (loss), net	14		(2)
Net loss	$	(15,351)	$	(14,950)
Net loss per share – basic and diluted	$	(0.28)	$	(0.27)
Basic and diluted weighted average common shares outstanding	55,143,537		54,944,421


	Common Stock			Additional Paid-In		Accumulated		Total Stockholders'
	Number	Amount		Capital		Deficit		Equity
Balances, December 31, 2020	42,196,296	$	—	$	524,022	$	(332,806)	$	191,216
Shares issued upon exercises of stock options	91,737	—		282		—		282
Shares issued upon vesting of restricted stock units	38,000	—		—		—		—
Stock-based compensation	—	—		2,420		—		2,420
Net loss	—	—		—		(14,950)		(14,950)
Balances, March 31, 2021	42,326,033	$	—	$	526,724	$	(347,756)	$	178,968

Balances, December 31, 2021	42,457,471	$	—	$	536,362	$	(393,498)	$	142,864
Shares issued upon exercises of stock options	36,500	—		134		—		134
Stock-based compensation	—	—		2,446		—		2,446
Net loss	—	—		—		(15,351)		(15,351)
Balances, March 31, 2022	42,493,971	$	—	$	538,942	$	(408,849)	$	130,093


(in thousands)	March 31, 2022		December 31, 2021
Cash and cash equivalents	$	128,057	$	142,467
Restricted cash	878		878
Total cash, cash equivalents, and restricted cash	$	128,935	$	143,345


(in thousands)	Three Months Ended March 31,
	2022		2021
Research and development expenses	$	1,264	$	1,018
General and administrative expenses	1,182		1,402
Total stock-based compensation expense	$	2,446	$	2,420


	Number of Shares	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (in Years)	Aggregate Intrinsic Value (in Thousands)
Outstanding at December 31, 2021	8,963,945	$	7.20	8.32	$	6,912
Options granted	715,500	$	2.46
Options exercised	(36,500)	$	3.67
Options cancelled/forfeited	(1,345,024)	$	8.52
Outstanding at March 31, 2022	8,297,921	$	6.60	8.27	$	28
Exercisable as of March 31, 2022	3,341,197	$	5.71	7.38	$	—


	Number of Shares	Weighted Average Grant Date Fair Value
Non-vested at December 31, 2021	132,000	$	9.97
Restricted stock units granted	700,000	$	3.69
Restricted stock units vested	—	$	—
Restricted stock units forfeited	(122,000)	$	4.95
Non-vested at March 31, 2022	710,000	$	4.64


	Three Months Ended March 31,				Change
(in thousands)	2022		2021		$		%
Research and development	$	10,701	$	9,707	$	994	10	%
General and administrative	4,664		5,241		(577)		(11)	%
Total operating expenses	$	15,365	$	14,948	$	417	3	%


	Three Months Ended March 31,
	2022		2021
Expected volatility	83.18	%	89.68	%
Expected dividends	0	%	0	%
Expected terms (years)	6.07		6.06
Risk free rate	1.95	%	0.61	%

SEC Form 10-Q filed by Neoleukin Therapeutics Inc.