Marker Therapeutics, Inc 10-Q for FY2020 Q2

Marker Therapeutics, Inc. (MRKR)

10-Q 2020-08-10 For: 2020-06-30

Added on April 08, 2026

About this 10-Q

Marker Therapeutics, Inc filed this 10-Q on August 10, 2020, covering the quarter ended June 30, 2020 (FY2020 Q2).

Headline figures

Quarter ended June 30, 2020, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $466.79K; compared with $0 a year earlier
Net loss: $6.34M; compared with a net loss of $5.57M a year earlier

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DELAWARE		45-4497941
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

3200 Southwest Freeway, Suite 2240 Houston, Texas		77027
(Address of principal executive offices)		(Zip Code)

(713) 400-6400
(Issuer’s telephone number)


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.001 per share	MRKR	The Nasdaq Stock Market LLC


Large accelerated filer	◻	Accelerated filer	⌧
Non-accelerated filer	◻	Smaller reporting company	⌧
		Emerging growth company	◻


		Page

PART I – FINANCIAL INFORMATION		1

Item 1.	Financial Statements (Unaudited)	1

	Condensed Consolidated Balance Sheets as of June 30, 2020 and December 31, 2019	1

	Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2020 and 2019	2

	Condensed Consolidated Statement of Stockholders' Equity for the three and six months ended June 30, 2020 and 2019	3

	Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2020 and 2019	4

	Notes to Condensed Consolidated Financial Statements	5

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.	16

Item 3.	Quantitative and Qualitative Disclosures About Market Risk.	26

Item 4.	Controls and Procedures.	27

PART II – OTHER INFORMATION		27

Item 1.	Legal Proceedings.	27

Item 1A.	Risk Factors.	27

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds.	66

Item 3.	Defaults Upon Senior Securities.	66

Item 4.	Mine Safety Disclosure.	66

Item 5.	Other Information.	66

Item 6.	Exhibits.	67

Signatures		68


	June 30,		December 31,
	2020		2019
	(Unaudited)		(Audited)
ASSETS
Current assets:
Cash and cash equivalents	$	32,124,187	$	43,903,949
Prepaid expenses and deposits		2,632,514		1,526,442
Interest receivable		3,440		56,189
Total current assets		34,760,141		45,486,580
Non-current assets:
Property, plant and equipment, net		1,592,094		417,528
Construction in progress		2,629,141		—
Right-of-use assets, net		9,542,228		455,174
Total non-current assets		13,763,463		872,702

Total assets	$	48,523,604	$	46,359,282


LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable and accrued liabilities	$	4,528,021	$	1,757,680
Lease liability		456,065		204,132
Warrant liability		—		31,000
Total current liabilities		4,984,086		1,992,812
Non-current liabilities:
Lease liability, net of current portion		9,025,273		280,247
Total non-current liabilities		9,025,273		280,247

Total liabilities		14,009,359		2,273,059

Commitments and contingencies (see Note 10)		—		—

Stockholders’ equity:
Preferred stock - $0.001 par value, 5 million shares authorized and 0 shares issued and outstanding at June 30, 2020 and December 31, 2019, respectively		—		—
Common stock, $0.001 par value, 150 million shares authorized, 46.6 million and 45.7 million shares issued and outstanding as of June 30, 2020 and December 31, 2019, respectively		46,617		45,728
Additional paid-in capital		374,828,385		371,573,909
Accumulated deficit		(340,360,757)		(327,533,414)
Total stockholders’ equity		34,514,245		44,086,223

Total liabilities and stockholders' equity	$	48,523,604	$	46,359,282


	For the Three Months Ended				For the Six Months Ended
	June 30,				June 30,
	2020		2019		2020		2019
Revenues:
Grant income	$	466,785	$	—	$	466,785	$	—
Total revenues		466,785		—		466,785		—
Operating expenses:
Research and development		4,277,052		3,152,445		8,093,670		5,985,140
General and administrative		2,547,289		2,721,120		5,374,284		5,526,895
Total operating expenses		6,824,341		5,873,565		13,467,954		11,512,035
Loss from operations		(6,357,556)		(5,873,565)		(13,001,169)		(11,512,035)
Other income (expense):
Change in fair value of warrant liabilities		—		(7,000)		31,000		(16,000)
Interest income		15,857		310,174		142,826		638,719
Net loss	$	(6,341,699)	$	(5,570,391)	$	(12,827,343)	$	(10,889,316)

Net loss per share, basic and diluted	$	(0.14)	$	(0.12)	$	(0.28)	$	(0.24)
Weighted average number of common shares outstanding		46,572,739		45,501,078		46,328,561		45,483,513


	For the Three Months Ended June 30, 2020
								Total
	Common Stock			Additional Paid-		Accumulated		Stockholders’
	Shares	Par value		in Capital		Deficit		Equity
Balance at April 1, 2020	46,532,522	$	46,532	$	373,467,697	$	(334,019,058)	$	39,495,171
Stock-based compensation	85,110		85		1,360,688		—		1,360,773
Net loss	—		—		—		(6,341,699)		(6,341,699)
Balance at June 30, 2020	46,617,632	$	46,617	$	374,828,385	$	(340,360,757)	$	34,514,245


	For the Six Months Ended June 30, 2020
								Total
	Common Stock			Additional Paid-		Accumulated		Stockholders’
	Shares	Par value		in Capital		Deficit		Equity
Balance at January 1, 2020	45,728,831	$	45,728	$	371,573,909	$	(327,533,414)	$	44,086,223
Warrants exercised for cash	458,334		459		549,541		—		550,000
Issuance of common stock as commitment fee for future financing	345,357		345		(345)		—		—
Stock-based compensation	85,110		85		2,705,280		—		2,705,365
Net loss	—		—		—		(12,827,343)		(12,827,343)
Balance at June 30, 2020	46,617,632	$	46,617	$	374,828,385	$	(340,360,757)	$	34,514,245


	For the Six Months Ended June 30, 2019
								Total
	Common Stock			Additional Paid-		Accumulated		Stockholders’
	Shares	Par value		in Capital		Deficit		Equity

Balance at January 1, 2019	45,440,704	$	45,440	$	365,400,748	$	(306,105,450)	$	59,340,738
Stock options exercised for cash	11,980		12		57,732		—		57,744
Warrants exercised for cash	1,799		2		5,377		—		5,379
Stock-based compensation	59,040		59		2,889,184		—		2,889,243
Net loss	—		—		—		(10,889,316)		(10,889,316)
Balance, June 30, 2019	45,513,523	$	45,513	$	368,353,041	$	(316,994,766)	$	51,403,788


		June 30,		December 31,
	Estimated Useful Lives	2020		2019
Lab equipment	5 Years	$	1,065,000	$	111,000
Manufacturing equipment	5 Years		—		—
Computers, equipment and software	3-5 Years		299,000		211,000
Office furniture	5 Years		179,000		178,000
Leasehold improvements	Lesser of lease term or estimated useful life		279,000		23,000
Total			1,822,000		523,000
Less: accumulated depreciation			(230,000)		(105,000)
Construction in progress			2,629,000		—
Total fixed assets, net		$	4,221,000	$	418,000


Other information:
Operating cash flows - operating leases	$	248,000
Weighted-average remaining lease term as of June 30, 2020 – operating leases		9.6
Weighted-average discount rate as of adoption date – operating leases		5.6	%


Six months ended December 31, 2020	$	286,000
Year ended December 31, 2021		1,379,000
Year ended December 31, 2022		1,253,000
Year ended December 31, 2023		1,219,000
Year ended December 31, 2024		1,254,000
Thereafter		7,114,000
Total		12,505,000
Less present value discount		(3,024,000)
Operating lease liabilities included in the Condensed Consolidated Balance Sheet at June 30, 2020	$	9,481,000


	Weighted Average Inputs
	For the Six Months Ended
	June 30,
	2020		2019
Exercise price	$	—	$	9.72
Contractual term (years)		0		0.58
Volatility (annual)		—		78	%
Risk-free rate		—		2	%
Dividend yield (per share)		—		0	%


	Warrant
	Liability
Balance - January 1, 2020	$	31,000
Change in fair value of warrant liability		(31,000)
Balance - June 30, 2020	$	—


				Weighted Average
	Number of	Weighted Average		Remaining Contractual	Total Intrinsic
	Warrants	Exercise Price		Life (in years)	Value
Balance - January 1, 2020	22,664,000	$	4.71	3.33	$	954,000
Exercised for cash	(458,000)		1.20	—		—
Expired or cancelled	(825,000)		7.10	—		—
Balance - June 30, 2020	21,381,000	$	4.69	3.03	$	—


	June 30,		December 31,
	2020		2019
Accounts payable	$	2,808,000	$	993,000
Compensation and benefits		858,000		323,000
Professional fees		686,000		94,000
Technology license fees		50,000		105,000
Other		126,000		243,000
Total accounts payable and accrued liabilities	$	4,528,000	$	1,758,000


						Weighted
						Average
		Weighted				Remaining
	Number of	Average		Total Intrinsic		Contractual
	Shares	Exercise Price		Value		Life (in years)
Outstanding as of January 1, 2020	4,983,000	$	7.79	$	18,000	8.9
Granted	1,371,000		2.13		—	9.7
Cancelled	(512,500)		9.13		—	—
Outstanding as of June 30, 2020	5,841,814	$	6.34	$	14,000	8.7
Options vested and exercisable	1,793,460	$	7.70	$	—	8.3


	For the Six Months Ended
	June 30, 2020
Exercise price	$	2.13
Expected term (years)		6.0
Expected stock price volatility		109	%
Risk-free rate of interest		1	%
Expected dividend rate		0	%


	/s/ Peter L. Hoang
	Peter L. Hoang
	President, Chief Executive Officer and Principal Executive Officer
	/s/ Anthony Kim
	Anthony Kim
	Chief Financial Officer and Principal Financial and Accounting Officer