vTv Therapeutics Inc 10-Q for FY2022 Q3

vTv Therapeutics Inc. (VTVT)

10-Q 2022-11-10 For: 2022-09-30

Added on April 06, 2026

About this 10-Q

vTv Therapeutics Inc filed this 10-Q on November 10, 2022, covering the quarter ended September 30, 2022 (FY2022 Q3).

Headline figures

Quarter ended September 30, 2022, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $0; compared with $3M a year earlier
Net loss: $4.26M; compared with a net loss of $1.09M a year earlier

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Delaware			47-3916571
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)

3980 Premier Dr, Suite 310 High Point, NC			27265
(Address of principal executive offices)			(Zip Code)


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A common stock, par value $0.01 per share	VTVT	NASDAQ Capital Market


Class of Stock						Shares Outstanding as of November 10, 2022
Class A common stock, par value $0.01 per share						81,483,600
Class B common stock, par value $0.01 per share						23,093,860


		PAGE NUMBER

PART I – FINANCIAL INFORMATION

Item 1.	Condensed Consolidated Balance Sheets as of September 30, 2022, (Unaudited) and December 31, 2021	4

	Unaudited Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2022, and 2021	5

	Unaudited Condensed Consolidated Statement of Changes in Redeemable Noncontrolling Interest and Stockholders’ Deficit for the three and nine months ended September 30, 2022, and 2021	6

	Unaudited Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2022, and 2021	8

	Notes to Unaudited Consolidated Financial Statements	9

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	25

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	35

Item 4.	Controls and Procedures	35

PART II – OTHER INFORMATION

Item 1.	Legal Proceedings	36

Item 1A.	Risk Factors	36

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	36

Item 3.	Defaults Upon Senior Securities	36

Item 4.	Mine Safety Disclosures	36

Item 5.	Other Information	36

Item 6.	Exhibits	36

	Signatures	37


	September 30, 2022		December 31, 2021
	(Unaudited)
Assets
Current assets:
Cash and cash equivalents	$	15,339	$	13,415
Accounts receivable	57		57
Promissory note receivable	12,091		—
Prepaid expenses and other current assets	1,281		2,049
Current deposits	15		100
Total current assets	28,783		15,621
Property and equipment, net	230		278
Operating lease right-of-use assets	328		402
Long-term investments	6,175		9,173
Total assets	$	35,516	$	25,474
Liabilities, Redeemable Noncontrolling Interest and Stockholders’ Deficit
Current liabilities:
Accounts payable and accrued expenses	$	6,676	$	8,023
Current portion of operating lease liabilities	208		184
Current portion of contract liabilities	26		35
Current portion of notes payable	557		256
Total current liabilities	7,467		8,498
Contract liabilities, net of current portion	18,669		—
Operating lease liabilities, net of current portion	333		492
Warrant liability, related party	1,409		1,262
Total liabilities	27,878		10,252
Commitments and contingencies
Redeemable noncontrolling interest	24,207		24,962
Stockholders’ deficit:
Class A common stock, $0.01 par value; 200,000,000 shares authorized, 81,483,600 and 66,942,777 shares outstanding as of September 30, 2022, and December 31, 2021	815		669
Class B common stock, $0.01 par value; 100,000,000 shares authorized, and 23,093,860 outstanding as of September 30, 2022, and December 31, 2021	232		232
Promissory note receivable for common stock	(4,000)		—
Additional paid-in capital	253,446		238,193
Accumulated deficit	(267,062)		(248,834)
Total stockholders’ deficit attributable to vTv Therapeutics Inc.	(16,569)		(9,740)
Total liabilities, redeemable noncontrolling interest and stockholders’ deficit	$	35,516	$	25,474


x			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


o			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Revenue	$	—	$	3,000	$	2,009	$	3,996
Operating expenses:
Research and development	3,055		2,382		8,393		7,922
General and administrative	2,634		2,221		9,813		6,627
Total operating expenses	5,689		4,603		18,206		14,549
Operating loss	(5,689)		(1,603)		(16,197)		(10,553)
Other income (expense)	403		(1,084)		(2,998)		1,814
Other income (expense) – related party	(324)		1,328		221		611
Interest income	150		—		200		1
Interest expense	(8)		(6)		(9)		(6)
Loss before income taxes and noncontrolling interest	(5,468)		(1,365)		(18,783)		(8,133)
Income tax provision	—		100		200		115
Net loss before noncontrolling interest	(5,468)		(1,465)		(18,983)		(8,248)
Less: net loss attributable to noncontrolling interest	(1,207)		(378)		(4,564)		(2,312)
Net loss attributable to vTv Therapeutics Inc.	$	(4,261)	$	(1,087)	$	(14,419)	$	(5,936)
Net loss attributable to vTv Therapeutics Inc. common shareholders	$	(4,261)	$	(1,087)	$	(14,419)	$	(5,936)
Net loss per share of vTv Therapeutics Inc. Class A common stock, basic and diluted	$	(0.05)	$	(0.02)	$	(0.20)	$	(0.10)
Weighted average number of vTv Therapeutics Inc. Class A common stock, basic and diluted	80,490,121		61,073,280		72,649,531		58,737,170


For the three months ended September 30, 2022
			Class A Common Stock			Class B Common Stock
	Redeemable Noncontrolling Interest		Shares	Amount		Shares	Amount		Note Receivable for Common Stock		Additional Paid-in Capital		Accumulated Deficit		Total Stockholders' Deficit
Balances at June 30, 2022	$	15,916	77,329,051	$	773	23,093,860	$	232	$	—	$	243,772	$	(253,303)	$	(8,526)
Net loss	(1,207)		—	—		—	—		—		—		(4,261)		(4,261)
Share-based compensation	—		—	—		—	—		—		338		—		338

Issuance of Class A common stock under CinRx purchase agreement, net of offering cost	—		4,154,549	42		—	—		(4,000)		9,336		—		5,378
Change in redemption value of noncontrolling interest	9,498		—	—		—	—		—		—		(9,498)		(9,498)
Balances at September 30, 2022	$	24,207	81,483,600	$	815	23,093,860	$	232	$	(4,000)	$	253,446	$	(267,062)	$	(16,569)


For the nine months ended September 30, 2022
			Class A Common Stock			Class B Common Stock
	Redeemable Noncontrolling Interest		Shares	Amount		Shares	Amount		Note Receivable for Common Stock		Additional Paid-in Capital		Accumulated Deficit		Total Stockholders' Deficit
Balances at December 31, 2021	$	24,962	66,942,777	$	669	23,093,860	$	232	$	—	$	238,193	$	(248,834)	$	(9,740)
Net loss	(4,564)		—	—		—	—		—		—		(14,419)		(14,419)
Share-based compensation	—		—	—		—	—		—		981		—		981
Issuance of Class A common stock to collaboration partner, net of offering costs	—		10,386,274	104		—	—		—		4,936		—		5,040
Issuance of Class A common stock under CinRx purchase agreement, net of offering costs	—		4,154,549	42		—	—		(4,000)		9,336		—		5,378
Change in redemption value of noncontrolling interest	3,809		—	—		—	—		—		—		(3,809)		(3,809)
Balances at September 30, 2022	$	24,207	81,483,600	$	815	23,093,860	$	232	$	(4,000)	$	253,446	$	(267,062)	$	(16,569)


	Nine Months Ended September 30,
	2022		2021
Cash flows from operating activities:
Net loss before noncontrolling interest	$	(18,983)	$	(8,248)
Adjustments to reconcile net loss before noncontrolling interest to net cash used in operating activities:
Depreciation expense	69		67
Non-cash interest income	(200)		—
Interest expense	9		—
Share-based compensation expense	981		1,362
Change in fair value of investments	2,998		(1,814)
Change in fair value of warrants, related party	(221)		(611)
Changes in assets and liabilities:
Accounts receivable	—		(770)
Prepaid expenses and other assets	853		(367)

Accounts payable and accrued expenses	(1,417)		(1,514)
Contract liabilities	6,769		(996)
Net cash used in operating activities	(9,142)		(12,891)
Cash flows from investing activities:
Purchases of property and equipment	(21)		—
Net cash used in investing activities	(21)		—
Cash flows from financing activities:
Proceeds from sale of Class A common stock to collaboration partner, net of offering costs	5,040		—
Proceeds from sale of Class A common stock and warrants, net of offering costs	5,746		—
Proceeds from sale of Class A common stock, net of offering costs	—		26,111
Proceeds from exercise of stock options	—		47
Proceeds from debt issuance	776		887
Repayment of notes payable	(475)		(335)
Net cash provided by financing activities	11,087		26,710
Net increase in cash and cash equivalents	1,924		13,819
Total cash and cash equivalents, beginning of period	13,415		5,747
Total cash and cash equivalents, end of period	$	15,339	$	19,566

Non-cash activities:
Change in redemption value of noncontrolling interest	$	3,809	$	(36,973)
Notes receivable recorded at fair value from collaboration partner	$	11,891	$	—
Notes receivable for common stock from CinRx purchase agreement	$	4,000	$	—


	September 30, 2022		December 31, 2021
Current portion of contract liabilities	$	26	$	35
Contract liabilities, net of current portion	18,669		—
Total contract liabilities	$	18,695	$	35


	Contract Liabilities
Balance on January 1, 2022	$	35
Reclassification of the beginning contract liabilities to revenue, as the result of performance obligations satisfied	(9)
Consideration received in advance and not recognized as revenue	18,669
Balance on September 30, 2022	$	18,695


	Number of Shares	Weighted Average Exercise Price
Awards outstanding at December 31, 2021	7,056,035	$	3.19
Granted	4,047,333	0.78
Forfeited	(3,384,424)	2.37
Awards outstanding at September 30, 2022	7,718,944	$	2.28
Options exercisable at September 30, 2022	2,563,810	$	4.75
Weighted average remaining contractual term	6.3 Years
Options vested and expected to vest at September 30, 2022	6,664,874	$	2.49
Weighted average remaining contractual term	8.2 Years


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Research and development	$	109	$	186	$	289	$	542
General and administrative	229		288		692		820
Total share-based compensation expense	$	338	$	474	$	981	$	1,362


	September 30, 2022		December 31, 2021
Equity investment with readily determinable fair value:
Reneo common stock	$	1,930	$	4,928

Equity investment without readily determinable fair values assessed under the measurement alternative:
Anteris preferred stock	4,245		4,245
Total	$	6,175	$	9,173


2022 (remaining three months)	$	65
2023	268
2024	275
2025	23
2026	—
Thereafter	—
Total lease payments	631
Less: imputed interest	(90)
Present value of lease liabilities	$	541


(1)			Fair value determined using the Black-Scholes option pricing model. Expected volatility is based on the historical volatility of the Company’s common stock over the most recent period. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of valuation.


	September 30, 2022		December 31, 2021
	Range	Weighted Average	Range	Weighted Average
Expected volatility	81.70% - 109.73%	95.51%	82.68% - 142.86%	128.13%
Risk-free interest rate	4.13% - 4.25%	4.20%	0.95% - 1.26%	1.15%


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2022		2021		2022		2021
Net loss attributable to vTv Therapeutics Inc. common shareholders	$	(4,261)	$	(1,087)	$	(14,419)	$	(5,936)
(Increase) in vTv Therapeutics Inc. accumulated deficit for purchase of LLC Units as a result of common stock issuances	(1,174)		(2,773)		(103)		(5,298)
Change from net loss attributable to vTv Therapeutics Inc. common shareholders and transfers to noncontrolling interest	$	(5,435)	$	(3,860)	$	(14,522)	$	(11,234)


	September 30, 2022	September 30, 2021
Class B common stock (1)	23,093,860	23,093,860
Common stock options granted under the Plan	7,718,944	4,474,403
Common stock warrants	3,214,503	2,014,503
Total	34,027,307	29,582,766


			(1)			Shares of Class B common stock do not share in the Company’s earnings and are not participating securities. Accordingly, separate presentation of loss per share of Class B common stock under the two-class method has not been provided. Each share of Class B common stock (together with a corresponding vTv Unit) is exchangeable for one share of Class A common stock.


	Balance at September 30, 2022		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Equity securities with readily determinable fair value	$	1,930	$	1,930	$	—	$	—
Total	$	1,930	$	1,930	$	—	$	—

Liabilities:
Warrant liability, related party (1)	$	1,409	$	—	$	—	$	1,409
Total	$	1,409	$	—	$	—	$	1,409


	Balance at December 31, 2021		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Equity securities with readily determinable fair value	$	4,928	$	4,928	$	—	$	—
Total	$	4,928	$	4,928	$	—	$	—

Liabilities:
Warrant liability, related party (1)	$	1,262	$	—	$	—	$	1,262
Total	$	1,262	$	—	$	—	$	1,262


	Changes in Level 3 instruments for the nine months ended September 30,
	Balance at January 1		Net Change in fair value included in earnings		Purchases / Issuance		Sales / Repurchases		Balance at September 30,
2022
Warrant liability, related party	$	1,262	$	(221)	$	368	$	—	$	1,409
Total	$	1,262	$	(221)	$	368	$	—	$	1,409

2021
Warrant liability, related party	$	2,871	$	(611)	$	—	$	—	$	2,260
Total	$	2,871	$	(611)	$	—	$	—	$	2,260


Expected volatility	85.2	%
Expected life of options in years	3.1
Risk-free interest rate	4.3	%
Expected dividend yield	—	%


(dollars in thousands)	Three Months Ended September 30,
Statement of operations data:	2022		2021		Change
Revenue	$	—	$	3,000	$	(3,000)
Operating expenses:
Research and development	3,055		2,382		673
General and administrative	2,634		2,221		413
Total operating expenses	5,689		4,603		1,086
Operating loss	(5,689)		(1,603)		(4,086)
Interest income	150		—		150
Interest expense	(8)		(6)		(2)
Other income, net	79		244		(165)
Loss before income taxes	(5,468)		(1,365)		(4,103)
Income tax provision	—		100		(100)
Net loss before noncontrolling interest	(5,468)		(1,465)		(4,003)
Less: Net loss attributable to noncontrolling interest	(1,207)		(378)		(829)
Net loss attributable to vTv Therapeutics Inc.	$	(4,261)	$	(1,087)	$	(3,174)


Exhibit Number						Description

31.1*						Certification of President and Chief Executive Officer required by Rule 13a-14(a)/15d-14(a) under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2*						Certification of Chief Accounting Officer required by Rule 13a-14(a)/15d-14(a) under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1*						Certification of President and Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2*						Certification of Chief Accounting Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS						Inline XBRL Instance Document

101.SCH						Inline XBRL Taxonomy Extension Schema

101.CAL						Inline XBRL Taxonomy Extension Calculation Linkbase

101.DEF						Inline XBRL Taxonomy Extension Definition Document

101.LAB						Inline XBRL Taxonomy Extension Label Linkbase

101.PRE						Inline XBRL Taxonomy Extension Presentation Linkbase

104						Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)


						VTV THERAPEUTICS INC.
						(Registrant)

			By:			/s/ Paul J. Sekhri
						Paul J. Sekhri
						President and Chief Executive Officer

			By:			/s/ Barry Brown
						Barry Brown
						Chief Accounting Officer