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

 

Date of Report (Date of earliest event reported): November 13, 2019

 

LIQUIDIA TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-38601

 

20-1926605

(State or other jurisdiction
of incorporation)

 

(Commission
File Number)

 

(IRS Employer
Identification No.)

 

419 Davis Drive, Suite 100, Morrisville, North Carolina

 

27560

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (919) 328-4400

 

 

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o 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

LQDA

Nasdaq Capital Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 x

 

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. x

 

 

 


 

Item 2.02              Results of Operations and Financial Condition.

 

On November 13, 2019, Liquidia Technologies, Inc., a Delaware corporation, issued a press release announcing its financial results for the three months ended September 30, 2019 and also provided a corporate update. A copy of the press release is furnished herewith as Exhibit 99.1.*

 

Item 9.01              Financial Statements and Exhibits.

 

(d)

 

Exhibit
No.

 

Exhibit

 

 

 

99.1

 

Press Release of Liquidia Technologies, Inc., dated November 13, 2019.

 


* The information in Item 2.02 of this Form 8-K 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.

 

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SIGNATURES

 

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.

 

November 13, 2019

Liquidia Technologies, Inc.

 

 

 

 

 

 

 

By:

/s/ Richard D. Katz, M.D.

 

 

Name:

Richard D. Katz, M.D.

 

 

Title:

Chief Financial Officer

 

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Exhibit 99.1

 

 

FOR IMMEDIATE RELEASE

 

Liquidia Technologies Reports Third Quarter 2019

Financial Results and Provides Corporate Update

 

Completed Registrational Studies of LIQ861 to Include in New Drug Application (NDA)
Targeting Submission of NDA for LIQ861 in 1Q 2020
Management to Host Webcast and Conference Call Today at 8:00 a.m. ET

 

RESEARCH TRIANGLE PARK, NC, November 13, 2019 — Liquidia Technologies, Inc. (Nasdaq: LQDA) (“Liquidia” or the “Company”), a late-stage clinical biopharmaceutical company, today reported financial results for the quarter ended September 30, 2019, and provided a corporate update.

 

“We continue to deliver on our key objectives by completing the clinical program for LIQ861 and driving towards our first NDA submission,” stated Neal Fowler, Liquidia’s Chief Executive Officer. “We are engaged in pre-NDA meetings with the U.S. Food and Drug Administration (FDA) in preparation for the NDA submission. In parallel, we are executing concurrent clinical studies to supplement the medical information available upon the potential approval of LIQ861.

 

“We also strengthened our Board of Directors with the appointments of Dr. Joanna Horobin and Katie Rielly-Gauvin, both accomplished pharmaceutical industry executives, to provide advice and guidance as we mature into a commercial-stage biopharmaceutical company. We are fortunate to have the benefit of their experience and broad therapeutic area expertise as we plan for the future.

 

“Given our need for additional capital prior to a potential commercial launch of LIQ861, and interest to maximize value for our stockholders, we are exploring all funding options, including potential partnerships with companies offering strategic and commercial synergies. We are pleased to be working with our long-time financial advisor Jefferies LLC in this effort,” Mr. Fowler concluded.

 

Recent 2019 Corporate Updates

 

·                  Completed LIQ861 clinical program to support NDA submission

 

The registrational studies for LIQ861 have been completed and the Company is proceeding with plans to submit the NDA for the treatment of adults with pulmonary arterial hypertension (PAH). Final enrollment in the pivotal INSPIRE trial included 121 PAH patients to assess safety and tolerability through Month 2, the primary endpoint of the trial. Consistent with preliminary data presented in the second quarter of 2019, LIQ861 was observed to be well-tolerated and treatment-emergent adverse events (“TEAEs”) were mostly mild to moderate in nature. In addition to INSPIRE, a second supplemental pharmacokinetics study was completed, the results of which the Company believes further confirm the comparative bioavailability of 75 mcg capsule strength LIQ861 to 54mcg (9 breaths) of Tyvaso®*, the reference listed drug.

 

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Highlights from the LIQ861 clinical program are provided below with detailed data to be presented at medical conferences and in publications during the course of 2020. Specifically, the following observations were made:

 

·                  Initial analysis from the completed INSPIRE study indicates that LIQ861 is well-tolerated and may provide functional and quality-of-life benefits to PAH patients in NYHA functional classes II and III

 

·                  Total patients enrolled in INSPIRE included 55 patients transitioned from a stable dose of Tyvaso (“Transition patients”) and 66 prostacyclin-naïve patients stable on <2 approved oral PAH therapies (“Add-On patients”)

 

·                  Most Transition patients (96%) and Add-On patients (91%) remained on treatment with LIQ861 to Month 2

 

·                  LIQ861 was observed to be well-tolerated and TEAEs were mostly mild to moderate in nature up to doses of 150 mcg capsule strength LIQ861, the highest dose studied at Month 2

 

·                  Most Add-On patients (>80%) were titrated to 75mcg capsule strength or higher within the first two months of treatment

 

·                  Most patients (>90%) completing two months of treatment maintained or improved their New York Heart Association Functional Class

 

·                  Both patient groups saw improvement in six-minute-walk-distance and quality of life, as measured by the Minnesota Living with Heart Failure Questionnaire, both exploratory endpoints

 

·                  Most patients (>80%) continued treatment to Month 4 with no significant changes in safety or tolerability observed compared to Month 2

 

·                  Initiated clinical studies to evaluate long-term safety, tolerability and hemodynamic effects of LIQ861

 

The Company has transitioned patients from INSPIRE who wish to continue LIQ861 treatment into an open-label extension study, which the Company plans to continue until potential FDA approval. The Company is also enrolling patients in a clinical study to characterize the hemodynamic dose-response relationship to LIQ861 at certain investigational sites in Europe.

 

·                  Engaged the FDA in pre-NDA meetings in preparation for the NDA submission targeted for 1Q 2020

 

During the third quarter of 2019, the Company hosted the FDA at its headquarters as part of the FDA’s Emerging Technologies program in preparation for interactions related to the CMC aspects of the Company’s NDA submission. The Company more recently conducted a pre-NDA CMC meeting with the FDA and received no new CMC requirements for NDA submission. Later this quarter, a pre-NDA meeting will be held to discuss clinical and nonclinical matters of the NDA. The Company continues to target an NDA submission in the first quarter of 2020.

 

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·                  Conducting toxicology studies with LIQ865

 

Phase 2-enabling toxicology studies were initiated earlier in 2019 to assess LIQ865 in multiple non-clinical tissue models. Results from a study to assess incision tensile strength after healing were acceptable and not statistically different from controls. In a study to assess bone fracture healing, the Company observed dose-dependent delayed healing at the two LIQ865 doses studied; however, there were no adverse effects noted on surrounding soft tissues. Additional studies are planned with lower doses of LIQ865 to determine a no adverse effect level (NOAEL) on bone healing. Results from an additional soft tissue toxicology study are expected later in the fourth quarter of 2019. Results from these toxicology studies will be reviewed in 2020, and provided the data are supportive, the Company intends to initiate a Phase 2 program.

 

Anticipated Upcoming Milestones

 

·                  Submit NDA for LIQ861 in the first quarter of 2020

 

·                  Present and publish clinical data from the LIQ861 program in 2020

 

·                  Complete LIQ865 toxicology studies with the goal of initiating a Phase 2 program in 2020

 

Third Quarter 2019 Financial Highlights

 

·                  Revenues: No revenue was recorded for the third quarter of 2019, compared with $0.2 million for the third quarter of 2018. The decrease of $0.2 million, or 100.0%, was due to the full recognition in the second quarter of 2019 of $8.1 million of deferred revenue from the Inhaled Collaboration and Option Agreement with GlaxoSmithKline plc (GSK) resulting from the third amendment to such agreement that was entered into in June 2019.

 

·                  Cost of Sales: Cost of sales was $0.0 million for the third quarter of 2019 and for the third quarter of 2018.

 

·                  Research and Development (R&D): R&D expenses were $10.9 million for third quarter of 2019, compared to $7.2 million for third quarter of 2018. The increase of $3.7 million was primarily due to the ongoing clinical development of LIQ861 which commenced in late December 2017.

 

·                  General and Administrative (G&A): G&A expenses were $2.4 million for third quarter of 2019, compared to $2.3 million for third quarter of 2018. The increase of $0.1 million was primarily due to an increase in employee-related expenses and professional fees.

 

·                  Interest Expense: Interest expense was $0.3 million for third quarter of 2019, compared to $0.6 million for third quarter of 2018. The decrease in interest expense was primarily due to lower levels of outstanding debt.

 

·                  Net Loss: We recorded a net loss of $13.4 million for third quarter of 2019, compared to $9.7 million for third quarter of 2018. The increase of $3.7 million was primarily due to an increase in R&D expenses.

 

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·                  Cash Position: Cash totaled $39.3 million as of September 30, 2019.

 

·                  Shares Outstanding: There were 18.7 million shares of common stock outstanding as of September 30, 2019.

 

Webcast and Conference Call

 

Liquidia’s management team will host a webcast and conference call at 8:00 a.m. ET today to discuss the financial results and provide a corporate update. The live call may be accessed by dialing 1-877-707-8711 (domestic) and 1-857-270-6219 (international) and entering the conference code: 8390077. A live and archived webcast of the call will be available on the Events & Presentations page of Liquidia’s website.

 

About Liquidia

 

Liquidia is a late-stage clinical biopharmaceutical company focused on the development and commercialization of therapeutics using its proprietary PRINT technology to transform the lives of patients. Currently, Liquidia is focused on the development of two product candidates using its PRINT particle engineering platform: LIQ861 for the treatment of pulmonary arterial hypertension and LIQ865 for the treatment of local post-operative pain. Having been evaluated in a phase 3 clinical trial (INSPIRE), LIQ861 is designed to improve the therapeutic profile of treprostinil by enhancing deep-lung delivery and achieving higher dose levels than current inhaled therapies by using a convenient, palm-sized, disposable dry powder inhaler. LIQ865, for which Liquidia has completed two phase 1 clinical trials, is designed to deliver sustained-release particles of bupivacaine, a non-opioid anesthetic, to treat local post-operative pain for three to five days through a single administration. For more information visit Liquidia’s website at www.liquidia.com.

 


* Tyvaso® is a registered trademark of United Therapeutics Corporation.

 

Forward Looking Statements

 

This press release may include forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this press release other than statements of historical facts, including statements regarding our future results of operations and financial position, our strategic and financial initiatives, including the potential licensing of LIQ861, our business strategy and plans and our objectives for future operations, are forward-looking statements. Such forward-looking statements, including statements regarding clinical trials, clinical studies and other clinical work (including the funding therefor, anticipated patient enrollment, safety data, study data, trial outcomes, timing or associated costs), regulatory applications and related timelines, including the filing of an NDA for LIQ861 and our ability to execute on our strategic or financial initiatives, involve significant risks and uncertainties and actual results could differ materially from those expressed or implied herein. The words “anticipate,” “believe,” “continue,” “estimate,” “expect,” “intend,” “may,” “will” and similar expressions are intended to identify forward-looking statements. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives and financial needs. These forward-looking statements are subject to a number

 

4


 

of risks discussed in our filings with the Securities and Exchange Commission, as well as a number of uncertainties and assumptions. Moreover, we operate in a very competitive and rapidly changing environment and our industry has inherent risks. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make. In light of these risks, uncertainties and assumptions, the future events discussed in this press release may not occur and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. Nothing in this press release should be regarded as a representation by any person that these goals will be achieved, and we undertake no duty to update our goals or to update or alter any forward-looking statements, whether as a result of new information, future events or otherwise.

 

Contact Information

 

Investors:
Jason Adair
Vice President, Corporate Development and Strategy
919.328.4400
jason.adair@liquidia.com

 

Media:
Christy Curran
Sam Brown Inc.
615.414.8668
media@liquidia.com

 

-Financial Tables Follow-

 

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Liquidia Technologies, Inc.

 

Balance Sheets (Unaudited)

 

 

 

September 30, 2019

 

September 30, 2018

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash

 

$

39,304,564

 

$

39,534,985

 

Accounts receivable — trade and other

 

945,662

 

272,557

 

Prepaid expenses and other current assets

 

486,471

 

219,057

 

Total current assets

 

40,736,697

 

40,026,599

 

Property, plant and equipment, net

 

8,090,272

 

8,130,708

 

Operating lease right-of-use assets, net

 

2,836,829

 

 

Prepaid expenses and other assets

 

574,857

 

1,260,951

 

Total assets

 

$

52,238,655

 

$

49,418,258

 

Liabilities and stockholders’ equity (deficit)

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

4,543,940

 

$

3,235,949

 

Accrued expenses

 

1,531,133

 

1,459,182

 

Accrued compensation

 

2,263,083

 

2,515,519

 

Deferred rent

 

 

268,599

 

Current portion of operating lease liabilities

 

543,677

 

 

Current portion of finance lease liabilities

 

1,020,546

 

452,703

 

Current portion of long-term debt

 

4,293,611

 

316,906

 

Total current liabilities

 

14,195,990

 

8,248,858

 

Long-term operating lease liabilities

 

5,822,244

 

 

Long-term finance lease liabilities

 

1,106,083

 

376,082

 

Long-term deferred rent

 

 

2,406,084

 

Long-term deferred revenue

 

 

8,071,920

 

Long-term debt

 

11,565,636

 

11,627,643

 

Total liabilities

 

32,689,953

 

30,730,587

 

Stockholders’ equity:

 

 

 

 

 

Preferred stock — 10,000,000 shares authorized as of September 30, 2019 and December 31, 2018, 0 and 0 issued and outstanding as of September 30, 2019 and December 31, 2018, respectively

 

 

 

Common stock — $0.001 par value, 40,000,000 shares authorized as of June 30, 2019 and December 31, 2018, 18,656,686 and 15,519,469 issued and outstanding as of June 30, 2019 and December 31, 2018, respectively

 

18,656

 

15,520

 

Additional paid-in capital

 

220,277,054

 

185,726,048

 

Accumulated deficit

 

(200,747,008

)

(167,053,897

)

Total stockholders’ equity

 

19,548,702

 

18,687,671

 

Total liabilities and stockholders’ equity

 

$

52,238,655

 

$

49,418,258

 

 

6


 

Liquidia Technologies, Inc.

 

Statements of Operations and Comprehensive Loss (Unaudited)

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

September 30,

 

September 30,

 

 

 

2019

 

2018

 

2019

 

2018

 

Revenues

 

$

 

$

169,730

 

$

8,072,120

 

$

2,138,579

 

Costs and expenses:

 

 

 

 

 

 

 

 

 

Cost of sales

 

 

 

807,192

 

121,391

 

Research and development

 

10,942,561

 

7,156,618

 

32,330,454

 

20,701,022

 

General and administrative

 

2,377,687

 

2,283,936

 

7,807,920

 

6,424,892

 

Total costs and expenses

 

13,320,248

 

9,440,554

 

40,945,566

 

27,247,305

 

Loss from operations

 

(13,320,248

)

(9,270,824

)

(32,873,446

)

(25,108,726

)

Other income (expense):

 

 

 

 

 

 

 

 

 

Interest income

 

162,207

 

128,120

 

519,861

 

139,965

 

Interest expense

 

(265,018

)

(636,573

)

(737,429

)

(18,759,078

)

Derivative and warrant fair value adjustments

 

 

106,265

 

 

277,715

 

Total other income (expense), net

 

(102,811

)

(402,188

)

(217,568

)

(18,341,398

)

Net loss

 

(13,423,059

)

(9,673,012

)

(33,091,014

)

(43,450,124

)

Other comprehensive loss

 

 

 

 

 

Comprehensive loss

 

$

(13,423,059

)

$

(9,673,012

)

$

(33,091,014

)

$

(43,450,124

)

Net loss per common share:

 

 

 

 

 

 

 

 

 

Basic

 

$

(0.72

)

$

(0.83

)

$

(1.85

)

$

(10.16

)

Diluted

 

(0.72

)

(0.84

)

(1.87

)

(10.27

)

Weighted average common shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

18,757,166

 

11,606,489

 

17,856,826

 

4,277,554

 

Diluted

 

18,650,892

 

11,464,459

 

17,737,737

 

4,229,691

 

 

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