eldn-8k_20220324.htm
false 0001404281 0001404281 2022-03-24 2022-03-24

 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

 

March 24, 2022
Date of Report
(Date of earliest event reported)

 

Eledon Pharmaceuticals, Inc.

(Exact name of registrant as specified in its charter)

 

__________________________________________________________________________________________

 

 

 

 

 

 

 

 

 

 

 

Delaware

(State or other jurisdiction

 of incorporation)

 

001-36620

(Commission

File Number)

 

20-1000967

(IRS Employer

Identification No.)

 

19900 MacArthur Blvd., Suite 550

Irvine, California 92612

(Address of principal executive offices, including Zip Code)

 

(949) 238-8090

(Registrant’s telephone number, including area code)

 

Check the appropriate box below if the Form 8-K 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 Act:

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange on which registered

Common Stock, $0.001 par value

 

ELDN

 

Nasdaq Capital Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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.

 


 

Item 2.02

Results of Operations and Financial Condition

 

On March 24, 2022, Eledon Pharmaceuticals, Inc. (the “Company”) issued a press release announcing its financial results for the fiscal year ended December 31, 2021. A copy of the press release is attached hereto as Exhibit 99.1.

The information in this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is furnished to comply with Item 2.02 of Form 8-K, and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

 

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits

 

Exhibit Number

Description

 

 

99.1

Press Release, dated March 24, 2022

 

 

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

***



 

SIGNATURE

 

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.

 

 

 

 

 

 

 

 

 

Eledon Pharmaceuticals, Inc.

 

 

 

 

Date: March 24, 2022

By: /s/ David-Alexandre C. Gros, M.D.       

 

 

Name: David-Alexandre C. Gros, M.D.

 

 

Title: Chief Executive Officer

 

 

 

 

 

eldn-ex99_8.htm

 

 

Eledon Pharmaceuticals Reports Fourth Quarter and Full-Year 2021 Operating and Financial Results

 

Topline data from Phase 2a trial of tegoprubart in ALS expected in 2Q 2022

 

Ongoing clinical studies evaluating tegoprubart in kidney transplantation, IgA nephropathy, and islet cell transplantation with initial readouts anticipated in late 2022

 

Cash balance of $84.8M, sufficient to fund operations into 2024

 

Conference call today at 4:30 PM ET

 

IRVINE, Calif., March 24, 2022 — Eledon Pharmaceuticals, Inc. (“Eledon”) (NASDAQ: ELDN), a patient-focused clinical stage biopharmaceutical company committed to the development of innovative and impactful treatments for organ and cell transplantation, autoimmune conditions, and neurodegenerative disease, today reported its fourth quarter and full-year 2021 operating and financial results.

 

“In 2021, our first full year following the acquisition of the rights to tegoprubart, we fully enrolled our ALS trial, initiated several other pre-clinical and clinical trials across four programs, and created momentum heading into 2022,” said David-Alexandre C. Gros, M.D., Chief Executive Officer of Eledon. “We now enter a pivotal year for Eledon, and we look forward to sharing the results beginning with topline readout from our Phase 2a study in ALS in the second quarter, followed by initial clinical readouts in our other tegoprubart programs anticipated by year-end.”

 

Fourth Quarter 2021 and Recent Corporate Developments

 

Completed enrollment of all four cohorts in ongoing Phase 2a study with tegoprubart in Amyotrophic Lateral Sclerosis (ALS).

 

Received regulatory clearance to initiate a Phase 1b clinical trial in the United Kingdom in addition to Canada, evaluating tegoprubart as a replacement for tacrolimus as an immunosuppressive regimen component in patients undergoing kidney transplantation.

 

Received regulatory clearance to initiate a Phase 2a clinical trial in Australia, New Zealand and Malaysia, evaluating tegoprubart for the treatment of IgA Nephropathy, with plans to expand the study in up to eight additional countries in 2022.

 

Obtained FDA clearance to initiate a Phase 2a U.S. clinical trial in islet cell transplantation utilizing tegoprubart to prevent allograft rejection for the treatment of Type 1 diabetes.


 

Presented pre-clinical data showing the effectiveness of tegoprubart in preventing islet cell allograft rejection resulting in improved metabolic control in a nonhuman primate model of diabetes at the International Pancreas and Islet Transplantation Association (IPITA) Congress.

 

Announced a collaborative research agreement to incorporate CareDx’s biomarker and predictive algorithm technologies to assess longer-term allograft survival into Eledon’s clinical trials of tegoprubart in renal transplantation.

 

Successfully completed non-human primate kidney transplantation study with tegoprubart as monotherapy for the prevention of kidney allograft rejection.

 

Upcoming Anticipated 2022 Milestones

 

2Q 2022: topline data from Phase 2a trial of tegoprubart in ALS.

 

 

4Q 2022: initial open label data from Phase 1b trial of tegoprubart in kidney transplantation.

 

 

4Q 2022: initial open label data from Phase 2a trial of tegoprubart in IgAN.

 

 

4Q 2022: initial open label data from Phase 2a trial of tegoprubart in islet cell transplantation.

 

 

Financial Results for the Three Months Ended December 31, 2021

The company reported a net loss of $8.8 million, or $0.59 per share, for the three months ended December 31, 2021, compared to a net loss of $5.9 million, or $2.13 per share, for the same period in 2020.

 

Research and development expenses were $6.2 million for the three months ended December 31, 2021, compared to $3.0 million for the comparable period in 2020, an increase of $3.2 million. The increase in research and development spend primarily reflects an increase in clinical development costs and costs related to the production of clinical trial materials as we advance tegoprubart into global phase 1 and 2 clinical trials.

 

 

 

General and administrative expenses were $3.2 million for the three months ended December 31, 2021, compared to $3.3 million for the comparable period in 2020, a decrease of $0.1 million.

 

 

Financial Results for the Year Ended December 31, 2021

The company reported a net loss of $34.5 million, or $2.33 per share, for the year ended December 31, 2021, compared to a net loss of $22.8 million, or $15.72 per share, for the year ended December 31, 2020.

 

Research and development expenses were $23.7 million for the year ended December 31, 2021, compared to $6.1 million for the year ended December 31, 2020, an increase of $17.6 million. The increase in research and development spend primarily reflects an increase in clinical development costs and costs related to the production of clinical trial materials as we advance tegoprubart into global phase 1 and 2 clinical trials.

 

 

 

General and administrative expenses were $13.1 million for the year ended December 31, 2021, compared to $10.1 million for the year ended December 31, 2020, an increase of $3.0 million. The increase in general and administrative spend primarily reflects an increase in stock-based

 


 

compensation costs and other personnel costs associated with increased headcount, and an increase in general operating expenses. This was partially offset by a decrease in merger related costs of $2.9 million that were incurred for the year ended December 31, 2020, as a result of the Anelixis acquisition. No merger related expenses were recorded for the year ended December 31, 2021.

 

 

Cash Position

The company had approximately $84.8 million in cash and cash equivalents as of December 31, 2021, compared to $114.2 million in cash and cash equivalents as of December 31, 2020. The company believes that it has sufficient financial resources to fund operating activities into 2024.

 

Conference Call

 

Eledon will hold a conference call today, March 24, 2022 at 4:30 pm Eastern Time to discuss fourth quarter and full-year 2021 results. The dial-in numbers are 877-407-9039 for domestic callers and 201-689-8470 for international callers. The conference ID is 13723561. A live webcast of the conference call will be available on the Investor Relations section of the Company's website at www.eledon.com. The webcast will be archived on the website following the completion of the call.

 

About Eledon Pharmaceuticals and tegoprubart (formerly AT-1501)

 

Eledon Pharmaceuticals is a clinical stage biotechnology company using its expertise in targeting the CD40 Ligand (CD40L, also called CD154) pathway to develop potential treatments for persons requiring an organ or cell-based transplant, living with autoimmune disease, or living with ALS. The company’s lead compound in development is tegoprubart, an anti-CD40L antibody with high affinity for CD40 ligand, a well-validated biological target with broad therapeutic potential. Eledon is headquartered in Irvine, Calif. For more information, please visit the company’s website at www.eledon.com.

 

Follow Eledon Pharmaceuticals on social media: LinkedIn; Twitter

 

Forward-Looking Statements

This press release contains forward-looking statements that involve substantial risks and uncertainties. Any statements about the company’s future expectations, plans and prospects, including statements about planned clinical trials, the development of product candidates, expected timing for initiation of future clinical trials, expected timing for receipt of data from clinical trials, the company’s capital resources and ability to finance planned clinical trials, as well as other statements containing the words “believes,” “anticipates,” “plans,” “expects,” “estimates,” “intends,” “predicts,” “projects,” “targets,” “looks forward,” “could,” “may,” and similar expressions, constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are inherently uncertain and are subject to numerous risks and uncertainties, including: risks relating to the safety and efficacy of our drug candidates; risks relating to clinical development timelines, including interactions with regulators and clinical sides, as well as patient enrollment; risks relating to costs of clinical trials and the sufficiency of the company’s capital resources to fund planned clinical trials; and risks associated with the impact of the ongoing coronavirus pandemic. Actual results may differ materially from those indicated by such forward-looking statements as a result of various factors. These risks and uncertainties, as well as other risks and uncertainties that could cause the company’s actual results to


differ significantly from the forward-looking statements contained herein, are discussed in our quarterly 10-Q, annual 10-K, and other filings with the U.S. Securities and Exchange Commission, which can be found at www.sec.gov. Any forward-looking statements contained in this press release speak only as of the date hereof and not of any future date, and the company expressly disclaims any intent to update any forward-looking statements, whether as a result of new information, future events or otherwise.

 

Investor Contact:

Stephen Jasper
Gilmartin Group
(858) 525 2047
stephen@gilmartinir.com

 

Source: Eledon Pharmaceuticals

 

 

 

 



 

ELEDON PHARMACEUTICALS, INC.

CONSOLIDATED BALANCE SHEETS

(In thousands, except share data)

 

 

 

December 31,

 

 

 

2021

 

 

2020

 

 

 

 

 

 

 

 

 

 

ASSETS

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

84,833

 

 

$

114,195

 

Prepaid expenses and other current assets

 

 

3,513

 

 

 

1,435

 

Total current assets

 

 

88,346

 

 

 

115,630

 

Operating lease asset, net

 

 

768

 

 

 

138

 

Goodwill

 

 

48,648

 

 

 

48,648

 

In-process research and development

 

 

32,386

 

 

 

32,386

 

Other assets

 

 

400

 

 

 

383

 

Total assets

 

$

170,548

 

 

$

197,185

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$

1,813

 

 

$

1,366

 

Current operating lease liability

 

 

369

 

 

 

144

 

Accrued expenses and other liabilities

 

 

2,219

 

 

 

973

 

Total current liabilities

 

 

4,401

 

 

 

2,483

 

Deferred tax liability

 

 

1,752

 

 

 

4,106

 

Non-current operating lease liability

 

 

400

 

 

 

 

Total liabilities

 

 

6,553

 

 

 

6,589

 

 

 

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

 

 

 

Series X1 non-voting convertible preferred stock, $0.001 par value,

   515,000 shares authorized; 108,070 shares issued and outstanding at

   December 31, 2021 and 2020

 

 

 

 

 

 

Series X  non-voting convertible preferred stock, $0.001 par value, 10,000 shares authorized; 6,204 and no shares issued and outstanding at December 31, 2021 and 2020, respectively

 

 

 

 

 

 

Common stock, $0.001 par value, 200,000,000 shares authorized at

   December 31, 2021 and 2020; 14,306,788 and 15,160,397 shares issued

   and outstanding at December 31, 2021 and 2020, respectively

 

 

14

 

 

 

15

 

Additional paid-in capital

 

 

278,880

 

 

 

270,974

 

Accumulated deficit

 

 

(114,899

)

 

 

(80,393

)

Total stockholders’ equity

 

 

163,995

 

 

 

190,596

 

Total liabilities and stockholders’ equity

 

$

170,548

 

 

$

197,185

 



 

ELEDON PHARMACEUTICALS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

(In thousands, except share and per share data)

 

 

 

Year Ended

December 31,

 

 

 

2021

 

 

2020

 

Operating expenses

 

 

 

 

 

 

 

 

Research and development

 

$

23,735

 

 

$

6,131

 

General and administrative

 

 

13,132

 

 

 

10,052

 

Restructuring expense

 

 

 

 

 

2,282

 

Total operating expenses

 

 

36,867

 

 

 

18,465

 

Loss from operations

 

 

(36,867

)

 

 

(18,465

)

Other income, net

 

 

7

 

 

 

79

 

Warrant inducement expense

 

 

 

 

 

(4,829

)

Loss before income tax benefit

 

 

(36,860

)

 

 

(23,215

)

Income tax benefit

 

 

2,354

 

 

 

404

 

Net loss and comprehensive loss

 

$

(34,506

)

 

$

(22,811

)

Net loss per share, basic and diluted

 

$

(2.33

)

 

$

(15.72

)

Weighted-average common shares outstanding, basic and diluted

 

 

14,819,582

 

 

 

1,451,432