Phio Pharmaceuticals Corp. annual report, FY2014

Business context and reporting period

This is RXi Pharmaceuticals Corporation’s Form 10-K for the fiscal year ended December 31, 2014—not a standalone fourth-quarter report. The request metadata names Phio Pharmaceuticals Corp.; the supplied filing names RXi Pharmaceuticals Corporation, so the entity and filing match should be verified.

RXi was a clinical-stage biotechnology company developing RNAi-based therapies and immunotherapy agents, primarily for dermatology and ophthalmology. Its lead program, RXI-109, targeted dermal scarring; Samcyprone was being developed for warts, alopecia areata, and cutaneous melanoma metastases. The company reported no product revenue.

Financial performance and liquidity

Metric20142013
Revenue, primarily government grants$0.071 million$0.399 million
Research and development expense$5.680 million$17.651 million
General and administrative expense$3.217 million$3.697 million
Operating loss$8.826 million$20.949 million
Net loss$8.800 million$20.925 million
Net loss applicable to common stockholders$12.930 million$29.535 million
Net cash used in operating activities$7.758 million$6.311 million

At year-end, cash and cash equivalents were $8.496 million, versus $11.390 million a year earlier; short-term investments were zero, versus $3.000 million. Current assets were $8.988 million and current liabilities $1.334 million. The balance sheet presents no borrowing balance in the figures provided. The filing does not provide a meaningful operating margin discussion for this pre-commercial company.

Investing activities provided $2.917 million, mainly from net maturities of short-term investments. Financing activities provided $1.947 million, chiefly from the Lincoln Park Capital (LPC) equity facility. Management said cash plus the LPC facility was expected to fund planned operations into at least the third quarter of fiscal 2016; this depends in part on access to equity funding.

Material changes versus 2013

  • Revenue fell 82% to $71,000 as grant activity declined.
  • R&D expense fell 68%, mainly because 2013 included $12.250 million of noncash expense for shares issued to acquire OPKO RNAi assets. Excluding that unusual item, 2014 R&D spending increased by $355,000, reflecting support for three Phase 2a RXI-109 trials.
  • Net loss narrowed substantially, but operating cash use increased to $7.758 million from $6.311 million.
  • Net loss attributable to common stockholders includes $4.130 million of preferred-stock dividends in 2014, down from $8.610 million in 2013. These dividends are not operating expenses.
  • Common shares outstanding rose from 11.788 million to 21.984 million during 2014, including conversions of preferred stock and equity issuance. The filing reported 31.222 million common shares outstanding as of March 30, 2015.

Outlook, risks, and unusual items

  • RXI-109’s first Phase 2a study reported preliminary three-month observations that management said supported a clinical effect and informed dosing. The filing cautions that early and blinded observations are uncertain and do not establish efficacy. A second Phase 2a study was fully enrolled; a third was more than 50% enrolled.
  • Management planned to use the third study to refine dosing for later Phase 2b and Phase 3 studies. It also aimed to file an ocular RXI-109 IND in mid-2015 and expected another Phase 2a wart trial for Samcyprone by year-end 2015. These are forward-looking plans, not achieved milestones.
  • The company had substantial accumulated losses, no product sales, and expected continued operating losses. It warned that failure to obtain further funding could require it to scale back or end operations, or seek a merger or acquisition.
  • Funding included a new LPC agreement allowing up to $10.8 million in share sales, subject to limitations. Only $70,000 of proceeds had been received under it by the filing date; further issuance could dilute shareholders. The prior $20 million LPC agreement was terminated after $2.0 million of stock sales.
  • Key risks include clinical and regulatory failure, uncertain RNAi technology and delivery, reliance on third-party manufacturing and collaborators, competition, patent and license uncertainty, and future financing needs. RXI-109 supplies came from a single supplier.
  • License commitments included $1.608 million in scheduled future cash payments, plus contingent milestones and royalties. The Samcyprone acquisition closed in February 2015 for $100,000 cash and 200,000 shares, with further potential milestone and royalty obligations.
  • The independent auditor issued an unqualified opinion on the financial statements. Management concluded disclosure controls and internal control over financial reporting were effective; the auditor did not provide an internal-control attestation.

Important facts for investors to verify

  1. Confirm whether this RXi 2014 filing is the intended filing for Phio Pharmaceuticals Corp., and verify the applicable issuer name and reporting period.
  2. Check subsequent cash use, equity-facility availability and share issuance against management’s stated runway through at least Q3 2016.
  3. Review later clinical results for RXI-109 and Samcyprone against the preliminary observations and projected trial milestones in this filing.
  4. Assess dilution and preferred-stock rights, including the 7% cumulative preferred dividends and conversion overhang; 19.3 million potential common shares were excluded from diluted loss per share as anti-dilutive at year-end.
  5. Verify subsequent license payments, contingent obligations, and any changes to the company’s going-concern or financing disclosures.