Delaware
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001-34079
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11-3516358
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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37000 Grand River Avenue, Suite 120
Farmington Hills, MI
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48335
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(Address of principal executive offices)
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(Zip Code)
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N/A
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, $0.0001 par value
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OCUP
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Nasdaq Capital Market
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Exhibit
Number |
Exhibit Description
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Press Release, dated May 7, 2021
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OCUPHIRE PHARMA, INC.
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||
By:
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/s/ Mina Sooch
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Mina Sooch
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||
Chief Executive Officer
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Date: May 7, 2021
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|
• |
Presbyopia:
Top-line data expected end of Q2 2021 for Phase 2 VEGA-1 trial investigating a kit combination of Nyxol and low-dose 0.4% pilocarpine
|
• |
Reversal of Mydriasis: Presenting Phase 3 MIRA-2 results at the 2021 American Society of Cataract and Refractive Surgeons conference in Las Vegas in July
|
• |
Night Vision Disturbances: Top-line data expected end of Q3 2021 for pivotal Phase 3 LYNX-1 trial investigating Nyxol
|
• |
Reversal of Mydriasis: Planning to initiate second Phase 3 MIRA-3 registration trial in 2H 2021 investigating Nyxol with results expected in early 2022
|
• |
Diabetic Retinopathy and Diabetic Macular Edema: Completion of enrollment in Phase 2 ZETA-1 trial investigating APX3330 with top-line data expected early 2022
|
• |
Reported positive results in pivotal Phase 3 MIRA-2 trial investigating Nyxol for Reversal of Mydriasis (within 4 months of initiation) which met primary and multiple secondary endpoints demonstrating a more rapid return to baseline pupil
diameter after dilation across multiple commonly used dilating agents and iris colors
|
• |
Initiated ZETA-1 Phase 2 trial investigating the first-in-class oral anti-VEGF and anti-inflammatory APX3330 in Diabetic Retinopathy and Diabetic Macular Edema
|
• |
Initiated Phase 2 VEGA-1 trial evaluating a kit combination of Nyxol and low-dose pilocarpine in Presbyopia with a differentiated pharmacologic approach that moderately acts on both the iris dilator and iris sphincter muscles that control
pupil diameter
|
• |
Presented positive pre-clinical data supporting oral APX3330’s efficacy and sufficient exposure to the retina at the Association for Research in Vision and Ophthalmology (ARVO) virtual Annual Meeting
|
• |
Published positive results from the MIRA-1 Phase 2b clinical trial evaluating the safety and efficacy of Nyxol for Reversal of Mydriasis in Optometry and Visual Science journal
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• |
Presented highlights of Nyxol presbyopia program at the 2021 Ophthalmology Innovation Summit (OIS) Presbyopia Innovation Showcase
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As of
|
||||||||
March 31,
2021
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December 31,
2020
|
|||||||
(unaudited)
|
||||||||
Assets
|
||||||||
Current assets:
|
||||||||
Cash and cash equivalents
|
$
|
10,597
|
$
|
16,399
|
||||
Prepaids and other assets
|
1,428
|
1,269
|
||||||
Deferred costs
|
88
|
—
|
||||||
Total current assets
|
12,113
|
17,668
|
||||||
Property and equipment, net
|
13
|
14
|
||||||
Total assets
|
$
|
12,126
|
$
|
17,682
|
||||
Liabilities and stockholders’ deficit
|
||||||||
Current liabilities:
|
||||||||
Accounts payable
|
$
|
1,415
|
$
|
1,214
|
||||
Accrued expenses
|
895
|
1,971
|
||||||
Total current liabilities
|
2,310
|
3,185
|
||||||
Warrant liabilities
|
—
|
27,964
|
||||||
Total liabilities
|
2,310
|
31,149
|
||||||
Commitments and contingencies
|
||||||||
Stockholders’ equity (deficit)
|
||||||||
Preferred stock, par value $0.0001; 10,000,000 shares authorized as of March 31, 2021 and December 31, 2020; no shares issued and outstanding at March 31, 2021 and December 31, 2020.
|
—
|
—
|
||||||
Common stock, par value $0.0001; 75,000,000 shares authorized as of March 31, 2021 and December 31, 2020; 10,929,881 and 10,882,495 shares issued and outstanding at March 31, 2021 and
December 31, 2020, respectively.
|
1
|
1
|
||||||
Additional paid-in-capital
|
81,504
|
19,207
|
||||||
Accumulated deficit
|
(71,689
|
)
|
(32,675
|
)
|
||||
Total stockholders’ equity (deficit)
|
9,816
|
(13,467
|
)
|
|||||
Total liabilities and stockholders’ equity (deficit)
|
$
|
12,126
|
$
|
17,682
|
Three Months Ended
March 31, |
||||||||
2021
|
2020
|
|||||||
Operating expenses:
|
||||||||
General and administrative
|
$
|
1,704
|
$
|
391
|
||||
Research and development
|
3,482
|
218
|
||||||
Acquired in process research and development
|
—
|
2,126
|
||||||
Total operating expenses
|
5,186
|
2,735
|
||||||
Loss from operations
|
(5,186
|
)
|
(2,735
|
)
|
||||
Interest expense
|
—
|
(554
|
)
|
|||||
Fair value change in warrant liabilities and premium conversion derivatives
|
(33,829
|
)
|
198
|
|||||
Other income
|
1
|
3
|
||||||
Loss before income taxes
|
(39,014
|
)
|
(3,088
|
)
|
||||
Benefit (provision) for income taxes
|
—
|
—
|
||||||
Net loss
|
(39,014
|
)
|
(3,088
|
)
|
||||
Other comprehensive loss, net of tax
|
—
|
—
|
||||||
Comprehensive loss
|
$
|
(39,014
|
)
|
$
|
(3,088
|
)
|
||
Net loss per share:
|
||||||||
Basic and diluted
|
$
|
(3.57
|
)
|
$
|
(0.87
|
)
|
||
Number of shares used in per share calculations:
|
||||||||
Basic and diluted
|
10,923,651
|
3,547,990
|
Three Months Ended
March 31, |
||||||||
2021
|
2020
|
|||||||
GAAP Net Loss
|
$
|
(39,014
|
)
|
$
|
(3,088
|
)
|
||
Adjustments:
|
||||||||
Fair value change in warrant liabilities and premium
conversion derivatives(1)
|
33,829
|
(198
|
)
|
|||||
Non-GAAP adjusted Net Loss
|
$
|
(5,185
|
)
|
$
|
(3,286
|
)
|
||
GAAP Net Loss per common share, Basic and diluted
|
$
|
(3.57
|
)
|
$
|
(0.87
|
)
|
||
Adjustment to Net Loss per common share
|
3.10
|
(0.06
|
)
|
|||||
Non-GAAP adjusted Net Loss per common share, Basic and diluted
|
$
|
(0.47
|
)
|
$
|
(0.93
|
)
|
||
Number of shares used in per share calculations:
|
||||||||
Basic and diluted
|
10,923,651
|
3,547,990
|
1. |
To reflect a non-cash charge to other expense for the fair value change in warrant liabilities and premium conversion derivatives. The $33.8 million fair value change in warrant liabilities was due primarily to the issuance of the Series A
warrants in connection with the Pre-Merger Financing and to the fluctuations in Ocuphire’s common stock fair value (between December 31, 2020 and February 3, 2021) and other factors.
|