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Aerovate Therapeutics(AVTE) - 2025 Q1 - Quarterly Report

Product Development - AV-101, the only product candidate in development, did not meet primary or secondary endpoints in the Phase 2b/Phase 3 IMPAHCT study, leading to the decision to halt its development[76][78]. - The successful development of future product candidates remains highly uncertain, with no estimated timelines or costs available[99]. Workforce and Expenses - As of March 31, 2025, approximately 92% of the workforce has been terminated, resulting in costs of approximately 6.5millionrelatedtoseverancebenefits[79].ResearchanddevelopmentexpenseshavebeenincurredforshuttingdownclinicaltrialsandoperationsfollowingthehaltofAV101development[98].ResearchanddevelopmentexpensesforQ12025were6.5 million related to severance benefits[79]. - Research and development expenses have been incurred for shutting down clinical trials and operations following the halt of AV-101 development[98]. - Research and development expenses for Q1 2025 were 0.0 million, a decrease of 20.1millioncomparedto20.1 million compared to 20.1 million in Q1 2024, primarily due to the discontinuation of clinical operations[104]. - General and administrative expenses for Q1 2025 were 3.4million,downfrom3.4 million, down from 4.5 million in Q1 2024, reflecting a decrease of 1.2millionmainlyfromreducedheadcountrelatedcosts[105].TotaloperatingexpensesforQ12025were1.2 million mainly from reduced headcount-related costs[105]. - Total operating expenses for Q1 2025 were 3.4 million, a significant decrease of 21.2millionfrom21.2 million from 24.6 million in Q1 2024[103]. - Net loss for Q1 2025 was 2.5million,comparedtoanetlossof2.5 million, compared to a net loss of 23.2 million in Q1 2024, representing an improvement of 20.7million[103].FinancialPositionCashandcashequivalentsandshortterminvestmentsasofMarch31,2025,totaled20.7 million[103]. Financial Position - Cash and cash equivalents and short-term investments as of March 31, 2025, totaled 76.2 million, expected to fund operations for at least the next twelve months[110]. - Net cash used in operating activities for Q1 2025 was 2.4million,asignificantreductionfrom2.4 million, a significant reduction from 23.7 million in Q1 2024[119]. - Net cash provided by investing activities for Q1 2025 was 12.9million,comparedto12.9 million, compared to 8.8 million in Q1 2024[121]. - The company has received aggregate net proceeds of 79.8millionfromthesaleofconvertiblepreferredstockand79.8 million from the sale of convertible preferred stock and 5.0 million from convertible promissory notes to related parties since inception[107]. - As of March 31, 2025, approximately 6.0millionofsharesremainavailableforsaleundertheAttheMarketOfferingProgram[109].ThecompanysfuturecapitalrequirementswilldependonthecostsandtimingoftheMergerandanyfutureproductdevelopmentefforts[111].MergerandCorporateActionsAmergeragreementwasenteredintoonOctober30,2024,withJadeBiosciences,Inc.,involvingatwostepmergerprocess[80][82].ThemergerisexpectedtoqualifyasataxfreereorganizationunderSection368(a)oftheInternalRevenueCode[80].Themergerissubjecttoclosingconditions,includingstockholderapprovalsandNasdaqsapprovalforlistingshares[86].Aspecialcashdividendof6.0 million of shares remain available for sale under the At-the-Market Offering Program[109]. - The company’s future capital requirements will depend on the costs and timing of the Merger and any future product development efforts[111]. Merger and Corporate Actions - A merger agreement was entered into on October 30, 2024, with Jade Biosciences, Inc., involving a two-step merger process[80][82]. - The merger is expected to qualify as a tax-free reorganization under Section 368(a) of the Internal Revenue Code[80]. - The merger is subject to closing conditions, including stockholder approvals and Nasdaq's approval for listing shares[86]. - A special cash dividend of 69.6 million, or approximately 2.40pershare,wasdeclared,payabletostockholdersofrecordasofApril25,2025[92].An"atthemarket"offeringprogramwasestablishedtosellupto2.40 per share, was declared, payable to stockholders of record as of April 25, 2025[92]. - An "at-the-market" offering program was established to sell up to 75.0 million of common stock, generating $67.9 million in net proceeds as of March 31, 2025[95]. Market Risks and Economic Factors - The company does not believe that interest rate fluctuations have had a material effect on its results of operations during the three months ended March 31, 2025 and 2024[127]. - The company is exposed to market risk related to changes in foreign currency exchange rates but does not currently hedge this risk, believing it has not materially affected operations during the three months ended March 31, 2025 and 2024[128]. - Inflation has generally increased the company's cost of labor and research and development contract costs, but it does not believe inflation has had a material impact on its financial position or results of operations to date[129]. - The company may experience some effects from rising inflation rates in the near future, particularly on clinical trial costs and labor costs to attract and retain qualified personnel[129].