Theriva Biologics, Inc. annual report, FY2014

Filing summary

Entity and period: The supplied filing is Synthetic Biologics, Inc.’s Form 10-K for the fiscal year ended December 31, 2014, filed March 16, 2015. It is not a Theriva Biologics filing, and it reports a full fiscal year rather than only 2014 Q4.

Business context

Synthetic Biologics was a clinical-stage biotechnology company developing therapies for serious infections and diseases. Its programs included SYN-004 for preventing antibiotic-associated C. difficile infection, SYN-010 for IBS-C, SYN-005 for pertussis, an Acinetobacter antibody program, and Trimesta (oral estriol) for multiple sclerosis. The company had no product revenue in 2014.

Financial performance and liquidity

MetricFY 2014FY 2013
Revenue$0$0
Research and development expense$14.5 million$6.5 million
General and administrative expense$6.0 million$5.8 million
Operating loss$20.5 million$12.3 million
Net loss$19.8 million$12.3 million
Net loss per share$0.32$0.27
Cash used in operating activities$16.1 million$7.7 million
Cash and cash equivalents at year-end$17.5 million$14.6 million
Working capital at year-end$9.5 million$15.2 million
Total assets / liabilities at year-end$19.1 million / $9.6 million$16.3 million / $1.0 million

Margins are not meaningful because the company reported no revenue. No conventional interest-bearing debt is reported; year-end liabilities included $6.8 million of warrant liabilities. The October 2014 registered offering generated $20.7 million gross and $19.1 million net proceeds, issuing 14.1 million shares and warrants for up to 7.0 million additional shares. Management said cash was expected to fund planned operations for at least 12 months, but no financing was committed and additional capital might be required.

For Q4 2014, the filing reports an operating loss of $7.1 million and net loss of $6.5 million, or $0.10 per share, compared with a net loss of $4.2 million, or $0.08 per share, in Q4 2013.

Material changes and notable items

  • R&D expense rose 123% year over year, primarily from expanded clinical development, manufacturing, and research activity across the infectious-disease and microbiome programs.
  • Net loss increased by $7.5 million year over year. The increase in R&D was partly offset by $0.6 million of non-cash income from a decrease in the fair value of warrant liabilities.
  • Operating cash use increased to $16.1 million. Financing activities provided $19.0 million, mainly from the October 2014 offering.
  • Working capital and stockholders’ equity declined year over year, while current liabilities increased substantially, largely because the new offering warrants were classified as a liability.
  • The accumulated deficit reached $101.0 million. The company stated it had generated minimal revenue and expected operating losses to continue.

Programs, outlook, and risks

  • SYN-004: Phase 1a and 1b trials began in late 2014; positive topline safety and tolerability results were reported. The company anticipated Phase 2a in Q1 2015 and a Phase 2b proof-of-concept trial in the second half of 2015. These were forward-looking plans, not completed milestones in this fiscal year.
  • SYN-010: The company planned an IND filing and Phase 2 trial initiation in Q2 2015, with topline data anticipated in the second half of 2015.
  • SYN-005: Preclinical findings were reported and the FDA granted orphan drug designation. The company planned to seek non-dilutive funding, file an IND in 2015, and potentially begin Phase 1 in the second half of 2015.
  • Trimesta: The investigator-led Phase 2 relapsing-remitting MS study reported positive topline results, including a 47% lower annualized relapse rate at 12 months for Trimesta plus Copaxone versus placebo plus Copaxone. MRI analyses were ongoing; the company was evaluating next steps and potential partners. A separate Phase 2 cognitive-dysfunction study was enrolling.
  • Key risks: All programs remained subject to clinical and regulatory uncertainty; early results might not predict later outcomes. The company depended on outside licensors, collaborators, investigators, and contract manufacturers, and faced competition, intellectual-property risks, possible dilution from future financings, and potential difficulty securing capital. The filing also notes Meda AB had postponed flupirtine fibromyalgia trials, and the company did not expect further related milestones or royalties.

The financial statements received an unqualified audit opinion, and the auditor and management reported effective internal control over financial reporting as of December 31, 2014. The filing reported no legal proceedings.

Important facts for investors to verify

  • Confirm the issuer: the filing is for Synthetic Biologics, Inc., not Theriva Biologics, Inc.
  • Review the audited statements and notes for cash runway assumptions, warrant-liability valuation, and the potential impact of warrants and options on dilution.
  • Track actual progress against the stated 2015 clinical, regulatory, and funding plans; those plans were not guaranteed outcomes.
  • Assess the terms, milestones, royalties, and termination provisions of the company’s license and collaboration agreements.
  • Reconcile the filing’s year-end share count with subsequent share issuances and the reported March 10, 2015 outstanding share count of 72,725,987.