UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________
Form 8-K
_____________________
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event Reported): March 11, 2020
Atreca, Inc.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 001-38935 | 27-3723255 |
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number) |
| 450 East Jamie Court, South San Francisco, California | 94080 |
| (Address of Principal Executive Offices) | (Zip Code) |
(650) 595-2595
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
| Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: | ||
| [ ] | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
| [ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| [ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| [ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |
Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| ClassA Common Stock, $0.0001 par value per share | BCEL | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging growth company [ X ]
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. [ ]
Item 2.02. Results of Operations and Financial Condition.
On March 11, 2020, Atreca, Inc. (the “Company”) issued a press release reporting its recent corporate developments and its financial results for the quarter and year ended December 31, 2019. A copy of such press release is furnished hereto as Exhibit 99.1 to this Current Report on Form 8-K. The information in Item 2.02 of this Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended, nor shall it be deemed incorporated by reference under the Securities Act of 1933, as amended, or into any filing with the U.S. Securities and Exchange Commission made by the Company, whether made before or after the date hereof, except as expressly set forth by reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits Exhibit Number Exhibit Description 99.1 Press Release titled “Atreca Reports Fourth Quarter and Full Year 2019 Financial Results,” dated March 11, 2020, furnished herewith
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Atreca, Inc. | ||
| Dated: March 11, 2020 | By: | /s/ Herbert Cross |
| Herbert Cross | ||
| Chief Financial Officer | ||
EXHIBIT 99.1
Atreca Reports Fourth Quarter and Full Year 2019 Financial Results
SOUTH SAN FRANCISCO, Calif., March 11, 2020 (GLOBE NEWSWIRE) -- Atreca, Inc. (Atreca) (NASDAQ: BCEL), a clinical-stage biotechnology company focused on developing novel therapeutics generated through a unique discovery platform based on interrogation of the active human immune response, today announced financial results for the fourth quarter and full year ended December 31, 2019 and provided an overview of recent developments.
“2019 was a successful year for Atreca as we evolved into a public, clinical-stage company, positioning us for future growth,” said John Orwin, Chief Executive Officer. “We recently dosed the first patient in our Phase 1b dose-escalation clinical trial evaluating ATRC-101 in multiple solid tumor types following clearance of our first IND by the FDA in November. Additionally, our new strategic collaboration with Merck to identify novel antibody targets in oncology underscores the potential of our differentiated approach to drug discovery and could help accelerate efforts to expand our clinical pipeline. We look forward to further progress in 2020.”
Recent Developments and Highlights
- Following the clearance of an Investigational New Drug application (IND) by the U.S. Food and Drug Administration (FDA) in November 2019, Atreca commenced patient dosing in a Phase 1b first-in-human clinical trial evaluating ATRC-101 in patients with select solid tumor cancers.
- In February 2020, Atreca announced a strategic research collaboration with Merck to identify the antigenic targets of select novel antibodies discovered by Atreca with potential utility in oncology. Under the terms of the agreement, Atreca retains exclusive ownership and rights to develop all Atreca antibodies included in the collaboration with Merck, while Merck will receive a right-of-first negotiation should Atreca seek to partner or out-license one or more of the antibodies.
Fourth Quarter and Full Year 2019 Financial Results
- As of December 31, 2019, cash and cash equivalents and short-term investments totaled $183.4 million.
- Research and development expenses for the year ended December 31, 2019 were $54.7 million, including non-cash share-based compensation expense of $3.0 million. Research and development expenses for the three months ended December 31, 2019 were $14.3 million, including non-cash share-based compensation expense of $886,000.
- General and administrative expenses for the year ended December 31, 2019 were $17.8 million, including non-cash share-based compensation expense of $3.1 million. General and administrative expenses for the three months ended December 31, 2019 were $6.9 million, including non-cash share-based compensation expense of $1.2 million.
- Atreca reported a net loss of $67.5 million, or basic and diluted net loss per share attributable to common stockholders of $4.26, for the year ended December 31, 2019. The Company reported a net loss of $20.1 million, or basic and diluted net loss per share attributable to common stockholders of $0.72, for the three months ended December 31, 2019.
About Atreca, Inc.
Atreca is a biopharmaceutical company developing novel antibody-based cancer immunotherapeutics generated by its differentiated discovery platform. Atreca’s platform allows access to an unexplored landscape in oncology through the identification of unique antibody-target pairs generated by the human immune system during an active immune response against tumor. These antibodies provide the basis for first-in-class therapeutic candidates, such as lead product candidate ATRC-101. A Phase 1b study evaluating ATRC-101 in multiple solid tumor cancers is currently enrolling patients. For more information on Atreca, please visit www.atreca.com.
Forward-Looking Statements
This release contains forward-looking statements regarding our strategy and future plans, including statements regarding the development of ATRC-101 and our clinical and regulatory plans, and the timing thereof. These forward-looking statements include, but are not limited to, statements about our plans, objectives, representations and contentions and are not historical facts and typically are identified by use of terms such as “will”, “could,” “future,” “forward,” “potential,” and similar words, although some forward-looking statements are expressed differently. Our actual results may differ materially from those indicated in these forward-looking statements due to risks and uncertainties related to the initiation, timing, progress and results of our research and development programs, preclinical studies, any clinical trials and Investigational New Drug application and other regulatory submissions, and other matters that are described in our Annual Report on Form 10-K for the fiscal year ended December 31, 2019 filed with the Securities and Exchange Commission (SEC) and available on the SEC’s website at www.sec.gov, including the risk factors set forth therein. Investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this release, and we undertake no obligation to update any forward-looking statement in this press release, except as required by law.
Atreca, Inc.
Condensed Consolidated Balance Sheets
(in thousands, except share and per share data)
| December 31, | December 31, | ||||||
| 2019 | 2018 | ||||||
| ASSETS | |||||||
| Current Assets | |||||||
| Cash and cash equivalents | $ | 157,954 | $ | 114,504 | |||
| Investments | 14,663 | — | |||||
| Prepaid expenses and other current assets | 3,502 | 2,721 | |||||
| Total current assets | 176,119 | 117,225 | |||||
| Property and equipment, net | 5,771 | 4,143 | |||||
| Long-term Investments | 10,799 | — | |||||
| Deposits and other | 3,026 | 316 | |||||
| Total assets | $ | 195,715 | $ | 121,684 | |||
| LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) | |||||||
| Current Liabilities | |||||||
| Accounts payable | $ | 2,133 | $ | 1,307 | |||
| Accrued expenses | 5,395 | 3,008 | |||||
| Other current liabilities | 419 | 247 | |||||
| Total current liabilities | 7,947 | 4,562 | |||||
| Capital lease obligations, net of current portion | 53 | 100 | |||||
| Deferred rent | 763 | 6 | |||||
| Preferred stock warrant liability | - | 380 | |||||
| Total liabilities | 8,763 | 5,048 | |||||
| Convertible preferred stock | — | 209,669 | |||||
| Stockholders’ equity (deficit) | |||||||
| Common stock | 3 | — | |||||
| Additional paid-in capital | 351,039 | 3,593 | |||||
| Accumulated other comprehensive loss | 16 | (4 | ) | ||||
| Accumulated deficit | (164,106 | ) | (96,622 | ) | |||
| Total stockholders’ equity | 186,952 | (93,032 | ) | ||||
| Total liabilities and stockholders’ equity (deficit) | $ | 195,715 | $ | 121,684 | |||
Atreca, Inc.
Condensed Consolidated Statements of Operations
(in thousands, except share and per share data)
(unaudited)
| ($ amounts in 000's, except per share amounts) | ||||||||||||||||
| Three Months Ended | Twelve Months Ended | |||||||||||||||
| December 31, | December 31, | |||||||||||||||
| 2019 | 2018 | 2019 | 2018 | |||||||||||||
| Expenses | ||||||||||||||||
| Research and development | $ | 14,279 | $ | 10,631 | $ | 54,726 | $ | 32,513 | ||||||||
| General and administrative | 6,926 | 2,253 | 17,845 | 7,060 | ||||||||||||
| Total expenses | 21,205 | 12,884 | 72,571 | 39,573 | ||||||||||||
| Interest and other income (expense) | ||||||||||||||||
| Other income | 329 | 301 | 2,134 | 961 | ||||||||||||
| Interest income | 885 | 602 | 3,213 | 714 | ||||||||||||
| Interest expense | (1 | ) | (2 | ) | (6 | ) | (9 | ) | ||||||||
| Preferred stock warrant liability revaluation | — | (3 | ) | (123 | ) | (33 | ) | |||||||||
| Foreign exchange loss | (7 | ) | — | (8 | ) | — | ||||||||||
| Loss on disposal of property and equipment | (115 | ) | — | (122 | ) | (1 | ) | |||||||||
| Loss before Income tax expense | (20,114 | ) | (11,986 | ) | (67,483 | ) | (37,941 | ) | ||||||||
| Income tax benefit (expense) | 1 | 2 | (1 | ) | 1 | |||||||||||
| Net loss | $ | (20,113 | ) | $ | (11,984 | ) | $ | (67,484 | ) | $ | (37,940 | ) | ||||
| Net loss per share, basic and diluted | $ | (0.72 | ) | $ | (5.64 | ) | $ | (4.26 | ) | $ | (18.02 | ) | ||||
| Weighted-average shares used in computing | ||||||||||||||||
| net loss per share, basic and diluted | 27,959,975 | 2,125,315 | 15,834,175 | 2,104,861 | ||||||||||||
Contacts
Atreca, Inc.
Herb Cross
Chief Financial Officer
info@atreca.com
Investors:
Alex Gray, 650-779-9251, ext. 251
agray@atreca.com
Media:
Sheryl Seapy, 213-262-9390
sseapy@w2ogroup.com
Source: Atreca, Inc.