Aprea Therapeutics Announces Acquisition of Atrin Pharmaceuticals Inc. and Reports First Quarter 2022 Financial Results
Business Operations Update:
With the acquisition of the Atrin programs, Aprea intends to shift its primary focus to the ATR inhibitor ATRN-119, which will be studied as both a monotherapy and in combination with standard of care in Phase 1/2a clinical trials in solid tumor malignancies. In parallel with ATRN-119 development, Atrin initiated separate programs for a second-generation ATR inhibitor, ATRN-354, with potentially improved potency and pharmacokinetics, as well as for a potentially highly potent and selective WEE1 inhibitor – ATRN-W1051. These programs are expected to enter IND-enabling studies in 2022 and Aprea anticipates filing Investigational New Drug applications for these programs in 2023. Furthermore, with the acquisition of Atrin, Aprea obtained an active proprietary development platform to drive the identification of new oncology drug targets and biomarkers.
“Aprea has explored a range of strategic alternatives to maximize shareholder value and we believe the acquisition of Atrin represents an opportunity to create substantial value for Aprea shareholders,” said
“We are excited to join forces with Aprea and expedite the clinical development of our lead programs and drug development platform,” said
Management and Organization
In conjunction with the transaction, the Aprea board was expanded to eight members. Immediately following the consummation of the transaction, the Aprea board will consist of,
About the Transactions
The acquisition of Atrin was structured as a stock-for-stock transaction whereby all of Atrin’s outstanding equity interests were exchanged for a combination of shares of Aprea common stock and shares of Series A non-voting convertible preferred stock (the “Series A preferred stock”). Subject to Aprea stockholder approval, each share of Series A preferred stock will, at the option of the holder, convert into 10 shares of common stock, subject to certain beneficial ownership limitations set by each holder. On a pro forma basis and based upon the number of shares of Aprea common stock and preferred stock issued in the acquisition, holders of Aprea equity holders immediately prior to the acquisition will own approximately 41.2% of Aprea on an as-converted basis and former Atrin equity holders will own approximately 58.8% of Aprea on an as-converted basis immediately after these transactions. The acquisition was approved by the Board of Directors of Aprea and the Board of Directors and the requisite equity holders of Atrin. The closing of the transactions was not subject to the approval of Aprea stockholders.
In connection with acquisition of Atrin, each holder of Aprea common stock as of immediately before the closing of the transaction will be entitled to a non-transferrable contingent value right (“CVR”). Holders of the CVR will be entitled to receive certain payments from proceeds received by Aprea, if any, related to the disposition, if any, of its legacy p53 reactivator assets during the 2-year period following the closing of the transaction.
Wedbush PacGrow is serving as exclusive strategic advisor to Aprea,
Immediately after the completion of the acquisition, Aprea is expected to have pro forma cash on hand, before transaction-related expenses, of approximately
Additional details will be available in an updated corporate presentation that can be found in the investor section of the Aprea website at Link.
First Quarter Financial Results
- Cash and cash equivalents: As of
March 31, 2022, the Company had $47.6 million of cash and cash equivalents compared to $53.1 million of cash and cash equivalents as of December 31, 2021. The Company believes its cash and cash equivalents as of March 31, 2022 will be sufficient to meet its current projected operating requirements through the second half of 2023.
- Research and Development (R&D) expenses: R&D expenses were $4.1 million for the quarter ended March 31, 2022, compared to $6.8 million for the comparable period in 2021. The decrease in R&D expenses was primarily due to decreases in clinical trial activity and related costs for (i) our pivotal Phase 3 clinical trial of eprenetapopt with azacitidine for the frontline treatment of TP53 mutant MDS, (ii) our Phase 2 post-transplant MDS/AML clinical trial, (iii) our Phase 1 AML trial, (iv) our Phase 1/2 solid tumor trial and our Phase 1 dose-escalation trial of APR-548.
- General and Administrative (G&A) expenses: G&A expenses were $4.0 million for the quarter ended March 31, 2022, compared to $3.4 million for the comparable period in 2021. The increase in G&A expenses was primarily due to increases in legal expense and non-cash stock-based compensation expense.
- Net loss: Net loss was $7.9 million, or
$0.36per share for the quarter ended March 31, 2022, compared to a net loss of $9.7 million, or $0.46per share for the quarter ended March 31, 2021. The Company had 21,974,302 shares of common stock outstanding as of March 31, 2022.
Conference Call and Webcast Details
Aprea will host a webcast on
The Company may use, and intends to use, its investor relations website at https://ir.aprea.com/ as a means of disclosing material nonpublic information and for complying with its disclosure obligations under Regulation FD.
Forward Looking Statement
Certain information contained in this press release includes “forward-looking statements”, within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, related to our study analyses, clinical trials, regulatory submissions, and projected cash position. We may, in some cases use terms such as “future,” “predicts,” “believes,” “potential,” “continue,” “anticipates,” “estimates,” “expects,” “plans,” “intends,” “targeting,” “confidence,” “may,” “could,” “might,” “likely,” “will,” “should” or other words that convey uncertainty of the future events or outcomes to identify these forward-looking statements. Our forward-looking statements are based on current beliefs and expectations of our management team that involve risks, potential changes in circumstances, assumptions, and uncertainties. Any or all of the forward-looking statements may turn out to be wrong or be affected by inaccurate assumptions we might make or by known or unknown risks and uncertainties. These forward-looking statements are subject to risks and uncertainties including risks related to the success and timing of our clinical trials or other studies, risks associated with the coronavirus pandemic and the other risks set forth in our filings with the
Sr. Vice President and Chief Financial Officer
Sr. Vice President and Chief Operating Officer
Condensed Consolidated Balance Sheets
|Cash and cash equivalents||$||47,651,774||$||53,076,052|
|Prepaid expenses and other current assets||2,393,096||3,508,358|
|Total current assets||50,044,870||56,584,410|
|Property and equipment, net||20,587||23,870|
|Right of use lease and other noncurrent assets||271,552||215,183|
|Liabilities and Stockholders’ Equity|
|Total current liabilities||6,720,122||7,316,499|
|Commitments and contingencies|
|Common stock, par value
|Additional paid-in capital||243,062,384||240,978,439|
|Accumulated other comprehensive loss||(10,424,461||)||(10,358,956||)|
|Total stockholders’ equity||43,588,826||49,506,964|
|Total liabilities and stockholders’ equity||$||50,337,009||$||56,823,463|
Condensed Consolidated Statements of Operations and Comprehensive Loss
|Three Months Ended
|Research and development||$||4,089,577||$||6,763,848|
|General and administrative||3,985,298||3,425,833|
|Total operating expenses||8,074,875||10,189,681|
|Other income (expense):|
|Interest (expense) income||1,971||(1,057||)|
|Foreign currency (loss) gain||136,211||521,983|
|Total other income (expense)||138,182||520,926|
|Other comprehensive income (loss):|
|Foreign currency translation||(65,505||)||(402,850||)|
|Total comprehensive loss||(8,002,198||)||(10,071,605||)|
|Net loss per share attributable to common stockholders, basic and diluted||$||(0.36||)||$||(0.46||)|
|Weighted-average common shares outstanding, basic and diluted||21,901,531||21,186,827|
Source: Aprea Therapeutics