Company's WETA Ionization Technology Begins Operations in Grand County, Utah, Marking State's First Ionization-Based Weather Modification Program NAPLES, FL / ACCESS Newswire / November 18, 2025 / Rain Enhancement Technologies Holdco, Inc. (NASDAQ:RAIN) ("RAIN" or the "Company"), a leading provider of ionization rainfall generation technology, today announced it has commenced operations of its second U.S. installation following approval of a Cloud Seeding License and Permit from the Utah Division of Water R ...

Core Insights - Premarket trading is showing notable activity with significant price movements indicating potential trading opportunities before the market opens [1] Premarket Gainers - Shoulder Innovations, Inc. (SI) is up 14% at $13.01 [3] - BILL Holdings, Inc. (BILL) is up 11% at $52.14 [3] - On Holding AG (ONON) is up 8% at $38.24 [3] - CuriosityStream Inc. (CURI) is up 8% at $4.08 [3] - Clearwater Analytics Holdings, Inc. (CWAN) is up 7% at $19.80 [3] - Valhi, Inc. (VHI) is up 7% at $14.54 [3] - Beam Global (BEEM) is up 7% at $2.29 [3] - FGI Industries Ltd. (FGI) is up 6% at $5.66 [3] - The Honest Company, Inc. (HNST) is up 6% at $2.68 [3] - China Automotive Systems, Inc. (CAAS) is up 5% at $4.40 [3] Premarket Losers - Graphjet Technology (GTI) is down 22% at $3.02 [4] - Black Rock Coffee Bar, Inc. (BRCB) is down 10% at $21.90 [4] - Rain Enhancement Technologies Holdco, Inc. (RAIN) is down 9% at $4.90 [4] - Stereotaxis, Inc. (STXS) is down 9% at $2.59 [4] - Biohaven Ltd. (BHVN) is down 8% at $7.82 [4] - Epsium Enterprise Limited (EPSM) is down 7% at $3.15 [4] - Cycurion, Inc. (CYCU) is down 7% at $3.13 [4] - Galecto, Inc. (GLTO) is down 6% at $22.09 [4] - Anbio Biotechnology (NNNN) is down 6% at $21.68 [4] - Ridgetech, Inc. (RDGT) is down 5% at $3.46 [4]

Company's WETA Ionization Technology Begins Operations in Gill, Colorado, Marking State's First Warm Weather Modification Program NAPLES, FL / ACCESS Newswire / November 11, 2025 / Rain Enhancement Technologies Holdco, Inc. (NASDAQ:RAIN) ("RAIN" or the "Company"), a leading provider of ionization rainfall generation technology, today announced it has commenced operations of its first U.S. installation following approval of a Weather Modification Permit from the State of Colorado's Water Conservation Board. ...

Core Points - Rain City Resources Inc. has been named the Main Sponsor of the Third Lithium & Energy Summit 2025 in Santiago, Chile, scheduled for October 23, 2025 [1][2] - The Summit will focus on the theme "Regeneration" and will gather global mining leaders, academic institutions, authorities, and Indigenous communities [2] - Rain's CEO, Benjamin Hill, emphasized that the sponsorship places the company at the center of Latin America's lithium innovation ecosystem [2] - Rain is advancing partnerships with universities and research centers in Chile and Argentina, with announcements expected soon [3][4] Company Overview - Rain City Resources Inc. is an integrated critical mineral technology and project development company focused on addressing environmental, social, and economic challenges in lithium extraction [4] - The company is committed to developing scalable, water-conscious direct lithium extraction (DLE) solutions to support the transition to a clean energy future [4] Event Details - Sebastián Quiñones, Rain's Director for Latin America, will present the Lithium Roadmap 2025-2030 and moderate a panel on investments in DLE and clean energy [2] - The panel will include representatives from leading mining companies, research institutions, and technology centers [2][3]

Core Insights - Rain Enhancement Technologies Holdco, Inc. (RET) has appointed two strategic advisors, Chris Monroe and Paul Dacier, to enhance its leadership capabilities in quantum sciences and corporate governance as it advances its Weather Enhancement Technology Array (WETA) platform [1][5][8] Company Update - RET is progressing towards the deployment of 10 WETA systems, which are currently in the final manufacturing phases for delivery to the United States [2] - The company's ionization rainfall generation technology has shown the potential to increase rainfall by approximately 15-18% in randomized third-party trials [2] Strategic Advisor Contributions - Chris Monroe, a pioneer in quantum physics and co-founder of IonQ, brings expertise in quantum computing and atmospheric sciences, which aligns with RET's ionization approach [3] - Paul Dacier, serving as Chief Legal Officer of IonQ and Chairman of AerCap Holdings, contributes significant corporate governance and legal expertise, enhancing RET's public company operations [4][5] Technology and Market Impact - RET's ionization technology addresses global water scarcity, with nearly two-thirds of the world's population facing water shortages for at least one month annually, and demand expected to exceed supply by 40% by 2030 [8] - The technology is positioned for significant impact across agriculture, municipal water supply, and industrial applications worldwide [7]

Core Viewpoint - Premarket trading is showing notable activity with significant price movements indicating potential investment opportunities before the market opens [1] Premarket Gainers - FGI Industries Ltd. (FGI) is up 278% at $15.02 [3] - Senmiao Technology Limited (AIHS) is up 96% at $4.22 [3] - Conifer Holdings, Inc. (CNFR) is up 86% at $2.11 [3] - WEBTOON Entertainment Inc. (WBTN) is up 39% at $20.81 [3] - Nukkleus Inc. (NUKK) is up 18% at $6.08 [3] - Tantech Holdings Ltd (TANH) is up 12% at $2.13 [3] - Check-Cap Ltd. (CHEK) is up 9% at $2.33 [3] - Ivanhoe Electric Inc. (IE) is up 8% at $9.71 [3] - Wolfspeed, Inc. (WOLF) is up 8% at $3.21 [3] - Bolt Projects Holdings, Inc. (BSLK) is up 5% at $3.95 [3] Premarket Losers - Envirotech Vehicles, Inc. (EVTV) is down 17% at $2.27 [4] - Dave & Buster's Entertainment, Inc. (PLAY) is down 15% at $20.40 [4] - NanoVibronix, Inc. (NAOV) is down 12% at $9.37 [4] - ADTRAN Holdings, Inc. (ADTN) is down 10% at $9.37 [4] - Rain Enhancement Technologies Holdco, Inc. (RAIN) is down 10% at $6.00 [4] - CNS Pharmaceuticals, Inc. (CNSP) is down 7% at $8.50 [4] - AVITA Medical, Inc. (RCEL) is down 7% at $6.22 [4] - Vince Holding Corp. (VNCE) is down 7% at $2.60 [4] - Monte Rosa Therapeutics, Inc. (GLUE) is down 6% at $6.50 [4] - Meiwu Technology Company Limited (WNW) is down 6% at $2.06 [4]

Core Points - Rain Enhancement Technologies Holdco, Inc. has received a notice from Nasdaq indicating non-compliance with listing rules regarding market value [1][2] - The company has until August 26, 2025, to appeal the delisting determination and has already submitted a request for a hearing [2] - The company aims to present a plan to regain compliance during the hearing, but there is no guarantee of success [2] Company Overview - Rain Enhancement Technologies Holdco, Inc. focuses on providing reliable access to water through the development of ionization rainfall generation technology [3]

Financial Data and Key Metrics Changes - The company reported revenue of Rs. 44,010 million and EBITDA of Rs. 6,170 million for Q2 2025, marking a notable improvement over the previous quarter and the same period last year [8][33] - The net profit after tax was Rs. 500 million, with earnings per share (EPS) of Rs. 1.47, indicating a return to profitability after several challenging quarters [9][12] - The company closed the quarter with a strong liquidity position of $339 million and no term debt maturities until October 2028 [10][11] Business Line Data and Key Metrics Changes - In the carbon segment, revenue increased by 14.2% to Rs. 31,910 million, driven by a volume increase of approximately 67,000 metric tons (11%) and higher pricing due to a surge in Chinese CPC prices [13][35] - The advanced materials segment saw a revenue decrease of 13% to Rs. 8,180 million, primarily due to lower demand for seasonal products [18][37] - The cement segment experienced a 1.6% increase in revenue, attributed to a 13% rise in selling prices, contributing positively to margin improvements [21][38] Market Data and Key Metrics Changes - The global aluminum industry outlook remains resilient, with LME prices consistently trading above $2,600, supported by low inventories and rising demand expectations [28][29] - The cement industry in India is expected to grow due to government emphasis on infrastructure development and housing projects, despite a steady volume environment [22] Company Strategy and Development Direction - The company is focusing on restoring normalized operating margins and enhancing cost efficiency across all business lines, particularly in the cement segment [12][21] - Strategic initiatives include investments in R&D for advanced materials and biocarbon production, aligning with global shifts towards cleaner technologies [23][25][26] - The company is actively working to secure reliable sources of raw materials and strengthen its supply chain to support long-term growth [41] Management's Comments on Operating Environment and Future Outlook - Management expressed cautious optimism regarding the global economic outlook, despite ongoing geopolitical tensions and tariff concerns [30][42] - The company is closely monitoring market dynamics and adjusting strategies to mitigate risks and protect margins [12][18] - Management emphasized the importance of operational efficiency and strategic investments to drive sustained earnings improvement [40][42] Other Important Information - The company made targeted capital investments totaling $28 million, reflecting its commitment to strengthening operational capabilities [9] - The repayment of $44 million in senior secured notes in March 2025 underscores the company's disciplined financial management [10][11] Q&A Session Summary Question: What is the outlook for the aluminum industry? - The aluminum industry outlook remains promising, with stable pricing and expected demand growth, despite recent tariff increases [28][29] Question: How is the company addressing the challenges in the advanced materials segment? - The company is focusing on strategic sales efforts for specialty products with higher margins and monitoring market developments closely [19][20][37] Question: What steps is the company taking to enhance operational efficiency? - The company is implementing initiatives to reduce power and fuel costs and improve logistics to enhance cost efficiency across its operations [21][22]

Financial Performance - Q2 2025 - Revenue from Operations reached ₹4401 billion, a 17% increase compared to Q1 2025 and an 8% increase compared to Q2 2024[7] - Adjusted EBITDA was ₹617 billion, showing a 42% increase compared to Q1 2025 and a 26% increase compared to Q2 2024[7] - Adjusted Net Profit After Tax was ₹050 billion[7] - The company's liquidity stands at US$339 million, including a cash balance of US$191 million and undrawn loan facilities of US$148 million[7] Segment Performance - Q2 2025 vs Q1 2025 - **Carbon:** Revenue increased by 17% to ₹319 billion, with Adjusted EBITDA increasing by 26% to ₹52 billion Sales volumes increased by 11% to 664 MT[12,8] - **Advanced Materials:** Revenue increased by 13% to ₹82 billion, with Adjusted EBITDA increasing significantly by 317% to ₹08 billion Sales volumes increased by 17% to 70 MT[13] - **Cement:** Revenue increased by 13% to ₹33 billion, with Adjusted EBITDA increasing significantly by 315% to ₹02 billion Sales volumes increased by 01% to 699 MT[14,11] Debt and Cash Flow - Total Capex for the six months period was US$28 million[7] - Net operating cash outflows include a net working capital increase of ₹1195 billion, compared to inflows of ₹143 billion in H1 2024[37,41] - Gross Term Debt is US$834 million as of June 2025[37]

PART I. FINANCIAL INFORMATION [Item 1. Condensed Consolidated Financial Statements (Unaudited)](index=3&type=section&id=Item%201.%20Condensed%20Consolidated%20Financial%20Statements%20(Unaudited)) This section presents Rain Oncology Inc.'s unaudited condensed consolidated financial statements, covering financial position, operations, equity, cash flows, and notes [Condensed Consolidated Balance Sheets](index=3&type=section&id=Condensed%20Consolidated%20Balance%20Sheets%20as%20of%20September%2030,%202023%20(Unaudited)%20and%20December%2031,%202022) This section provides a snapshot of the company's financial position at specific dates, detailing assets, liabilities, and stockholders' equity | Metric | Sep 30, 2023 (in thousands) | Dec 31, 2022 (in thousands) | Change (in thousands) | | :-------------------------- | :-------------------------- | :-------------------------- | :-------------------- | | Cash and cash equivalents | $37,312 | $61,955 | $(24,643) | | Short-term investments | $40,008 | $68,499 | $(28,491) | | Total current assets | $80,816 | $133,628 | $(52,812) | | Total assets | $82,060 | $135,180 | $(53,120) | | Total current liabilities | $14,477 | $21,966 | $(7,489) | | Total liabilities | $14,541 | $22,144 | $(7,603) | | Total stockholders' equity | $67,519 | $113,036 | $(45,517) | [Condensed Consolidated Statements of Operations and Comprehensive Loss](index=4&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Loss%20(Unaudited)%20for%20the%20three%20and%20nine%20months%20ended%20September%2030,%202023%20and%202022) This section outlines the company's revenues, expenses, and net loss over specific periods, reflecting operational performance | Metric | 3 Months Ended Sep 30, 2023 (in thousands) | 3 Months Ended Sep 30, 2022 (in thousands) | Change (in thousands) | 9 Months Ended Sep 30, 2023 (in thousands) | 9 Months Ended Sep 30, 2022 (in thousands) | Change (in thousands) | | :---------------------------------- | :----------------------------------------- | :----------------------------------------- | :-------------------- | :----------------------------------------- | :----------------------------------------- | :-------------------- | | Research and development | $3,965 | $14,510 | $(10,545) | $35,622 | $42,322 | $(6,700) | | General and administrative | $4,113 | $3,901 | $212 | $14,593 | $11,257 | $3,336 | | Restructuring charges | $— | $— | $— | $2,837 | $— | $2,837 | | Total operating expenses | $8,078 | $18,411 | $(10,333) | $53,052 | $53,579 | $(527) | | Loss from operations | $(8,078) | $(18,411) | $10,333 | $(53,052) | $(53,579) | $527 | | Interest income | $1,044 | $370 | $674 | $3,470 | $533 | $2,937 | | Net loss | $(7,034) | $(18,041) | $11,007 | $(49,582) | $(53,046) | $3,464 | | Net loss per share, basic and diluted | $(0.19) | $(0.68) | $0.49 | $(1.36) | $(2.00) | $0.64 | - Net loss per share (basic and diluted) improved significantly: from **$(0.68)** to **$(0.19)** for the three months ended September 30, 2023, and from **$(2.00)** to **$(1.36)** for the nine months ended September 30, 2023[10](index=10&type=chunk) [Condensed Consolidated Statements of Stockholders' Equity](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Stockholders'%20Equity%20(Unaudited)%20for%20the%20three%20and%20nine%20months%20ended%20September%2030,%202023%20and%202022) This section details changes in the company's equity accounts, including accumulated deficit and additional paid-in capital, over specific periods | Metric | Dec 31, 2022 (in thousands) | Sep 30, 2023 (in thousands) | Change (in thousands) | | :-------------------------- | :-------------------------- | :-------------------------- | :-------------------- | | Total Stockholders' Equity | $113,036 | $67,519 | $(45,517) | | Accumulated Deficit | $(165,688) | $(215,270) | $(49,582) | | Additional Paid-in Capital | $278,853 | $282,816 | $3,963 | - Net loss for the nine months ended September 30, 2023, was **$(20,484) thousand** for Q1, **$(22,064) thousand** for Q2, and **$(7,034) thousand** for Q3, contributing to the accumulated deficit[12](index=12&type=chunk) - Additional paid-in capital increased by **$3,963 thousand**, driven by stock option exercises, employee stock purchase plan issuances, equity financings, and stock-based compensation expense[12](index=12&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows%20(Unaudited)%20for%20the%20nine%20months%20ended%20September%2030,%202023%20and%202022) This section reports the cash generated and used by the company across operating, investing, and financing activities over specific periods | Activity | 9 Months Ended Sep 30, 2023 (in thousands) | 9 Months Ended Sep 30, 2022 (in thousands) | Change (in thousands) | | :-------------------------------- | :----------------------------------------- | :----------------------------------------- | :-------------------- | | Net cash used in operating activities | $(52,462) | $(49,905) | $(2,557) | | Net cash provided by investing activities | $27,341 | $64,386 | $(37,045) | | Net cash provided by financing activities | $478 | $573 | $(95) | | Net (decrease) increase in cash and cash equivalents | $(24,643) | $15,054 | $(39,697) | | Cash and cash equivalents at end of period | $37,312 | $39,834 | $(2,522) | - Investing activities in 2023 included **$69.7 million** from maturities of short-term investments and **$39.6 million** in purchases, along with a **$2.0 million** milestone payment to Daiichi[160](index=160&type=chunk) - Financing activities in 2023 included **$0.3 million** of net proceeds from the ATM Facility and **$0.2 million** from equity incentive plans and employee stock purchase plan (ESPP) purchases[162](index=162&type=chunk) [Notes to Condensed Consolidated Financial Statements](index=7&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements%20(Unaudited)) This section provides detailed explanations and additional information supporting the condensed consolidated financial statements [Note 1 – Organization and Nature of Operations](index=7&type=section&id=Note%201%20%E2%80%93%20Organization%20and%20Nature%20of%20Operations) This note describes the company's formation, business segment, primary product candidate, and ongoing financial viability - **Rain Oncology Inc.** (formerly Rain Therapeutics Inc.) was incorporated in **Delaware** in **April 2017** and operates in one business segment, headquartered in **Newark, California**[15](index=15&type=chunk) - The company's product candidate, **milademetan**, is a small molecule, oral inhibitor of the **MDM2-p53 complex** that reactivates **p53**[15](index=15&type=chunk) - From inception through **September 30, 2023**, the Company has incurred **net losses** and **negative cash flows** from operating activities, funding operations through **IPO proceeds**, **common stock sales**, **convertible promissory notes**, and **preferred stock**[18](index=18&type=chunk) - Management believes current cash, cash equivalents, and short-term investments will provide sufficient funds to meet obligations for at least **twelve months** from the filing date[19](index=19&type=chunk) [Note 2 – Summary of Significant Accounting Policies](index=8&type=section&id=Note%202%20%E2%80%93%20Summary%20of%20Significant%20Accounting%20Policies) This note outlines the key accounting principles and estimates used in preparing the financial statements - The most significant estimate in the financial statements relates to **clinical trial expense accruals**[20](index=20&type=chunk) - Cash equivalents include highly liquid investments with an original maturity of **three months or less**[21](index=21&type=chunk) - **Available-for-sale (AFS) securities** are carried at **fair value**, with **unrealized gains and losses** reported as a separate component of **accumulated other comprehensive loss**[23](index=23&type=chunk) - **Research and development costs** are **expensed as incurred**[26](index=26&type=chunk) - The company adopted **ASU 2016-13** (Financial Instruments—Credit Losses) on **January 1, 2023**, which did not have a significant impact on the financial statements[37](index=37&type=chunk) [Note 3 – Fair Value Measurements](index=13&type=section&id=Note%203%20%E2%80%93%20Fair%20Value%20Measurements) This note explains the methodology and hierarchy used to determine the fair value of financial instruments - The fair value hierarchy categorizes inputs into **Level 1** (quoted prices in active markets), **Level 2** (observable inputs other than Level 1), and **Level 3** (unobservable inputs)[39](index=39&type=chunk)[41](index=41&type=chunk) | Asset Type | Level 1 | Level 2 | Level 3 | Total | | :------------------------------------ | :------ | :------ | :------ | :------ | | Money market funds | $8,669 | $— | $— | $8,669 | | Commercial paper | $— | $22,968 | $— | $22,968 | | U.S. government securities | $18,578 | $— | $— | $18,578 | | U.S. agency bonds | $— | $26,568 | $— | $26,568 | | Total cash equivalents and short-term investments | $27,247 | $49,536 | $— | $76,783 | - **No transfers** between levels of the fair value hierarchy occurred during the three and nine months ended **September 30, 2023**[46](index=46&type=chunk) [Note 4 – Investments](index=16&type=section&id=Note%204%20%E2%80%93%20Investments) This note details the company's investment portfolio, including types, amortized cost, and fair value | Type | Amortized Cost (Sep 30, 2023) | Fair Value (Sep 30, 2023) | Amortized Cost (Dec 31, 2022) | Fair Value (Dec 31, 2022) | | :-------------------------- | :---------------------------- | :-------------------------- | :---------------------------- | :-------------------------- | | Money market funds | $8,669 | $8,669 | $8,528 | $8,528 | | Commercial paper | $22,979 | $22,968 | $83,479 | $83,423 | | U.S. government securities | $18,588 | $18,578 | $10,910 | $10,837 | | U.S. agency bonds | $26,611 | $26,568 | $22,175 | $22,143 | | Corporate debt securities | $— | $— | $1,002 | $997 | | Total | $76,847 | $76,783 | $126,094 | $125,928 | - As of **September 30, 2023**, **$44.9 million** of marketable securities were in **gross unrealized loss positions**, none for greater than **12 months**, and **$22.5 million** will mature within **three months**[51](index=51&type=chunk) - Unrealized losses are primarily due to changes in **interest rates** and not due to increased **credit risks** associated with specific securities[52](index=52&type=chunk) [Note 5 - Condensed Consolidated Balance Sheet Details](index=18&type=section&id=Note%205%20-%20Condensed%20Consolidated%20Balance%20Sheet%20Details) This note provides a breakdown of specific line items within the condensed consolidated balance sheets | Item | Sep 30, 2023 | Dec 31, 2022 | | :------------------------ | :----------- | :----------- | | Prepaid insurance | $1,226 | $913 | | Prepaid research and development | $991 | $1,103 | | FICA tax credit receivable | $531 | $571 | | Prepaid other | $448 | $416 | | Other current assets | $281 | $152 | | Deposits | $19 | $19 | | Total | $3,496 | $3,174 | - **Property and equipment, net**, increased from **$93 thousand** at **December 31, 2022**, to **$628 thousand** at **September 30, 2023**, primarily due to **leasehold improvements**[55](index=55&type=chunk) - **Other accrued liabilities** decreased from **$6,424 thousand** at **December 31, 2022**, to **$2,190 thousand** at **September 30, 2023**, mainly due to lower **accrued bonus** and other accrued items[57](index=57&type=chunk) [Note 6 – Stockholders' Equity](index=20&type=section&id=Note%206%20%E2%80%93%20Stockholders'%20Equity) This note elaborates on changes in stockholders' equity, including stock option plans and stock-based compensation - The **2021 Equity Incentive Plan** automatically increases shares reserved for issuance each **January 1st** by **4.0%** of outstanding common stock, resulting in an increase of **1,451,611 shares** on **January 1, 2023**[61](index=61&type=chunk) - **Stock options outstanding** increased from **2,593,761** at **December 31, 2022**, to **3,960,030** at **September 30, 2023**, with a **weighted-average exercise price of $6.12**[63](index=63&type=chunk) - **Restricted Stock Units (RSUs) outstanding** increased from **8,945** at **December 31, 2022**, to **41,485** at **September 30, 2023**[64](index=64&type=chunk) - **Stock-based compensation expense** for the **nine months ended September 30, 2023**, was **$3,633 thousand**, compared to **$3,591 thousand** in the prior year[66](index=66&type=chunk) [Note 7 – License Agreements](index=25&type=section&id=Note%207%20%E2%80%93%20License%20Agreements) This note describes the company's key licensing arrangements and their associated financial obligations and terminations - The company licensed **worldwide exclusive rights** to **milademetan** from **Daiichi Sankyo** in **September 2020**[74](index=74&type=chunk)[76](index=76&type=chunk) - Aggregate future **milestone payments** to Daiichi Sankyo could reach up to **$223.5 million**, contingent on development, regulatory, and sales milestones[77](index=77&type=chunk) - The company terminated its preclinical **RAD52 program** with **Drexel University** in **February 2023** to focus on milademetan[82](index=82&type=chunk) - The clinical supply agreement with **Roche** for **atezolizumab** was terminated in **May 2023**, discontinuing plans for the **MANTRA-4 clinical trial**[83](index=83&type=chunk)[125](index=125&type=chunk) [Note 8 – Commitments and Contingencies](index=27&type=section&id=Note%208%20%E2%80%93%20Commitments%20and%20Contingencies) This note outlines the company's contractual obligations, operating leases, and ongoing legal proceedings - The **operating lease** for **corporate headquarters** in **Newark, California**, expires in **September 2024**[84](index=84&type=chunk)[87](index=87&type=chunk) | Item | As of September 30, 2023 (in thousands) | | :-------------------------- | :-------------------------------------- | | 2023 - remainder | $119 | | 2024 | $358 | | Total minimum lease payments | $477 | - A **securities class action lawsuit** was filed on **July 17, 2023**, alleging violations of **Sections 10(b) and 20(a) of the Exchange Act** regarding the **Phase 3 MANTRA trial**[92](index=92&type=chunk) - A **shareholder derivative lawsuit** was filed on **September 27, 2023**, alleging violations of **Section 14(a) of the Exchange Act** and **breaches of fiduciary duties**[94](index=94&type=chunk) - The company cannot estimate the possible cost or range of loss from these lawsuits due to their **early stage** and **inherent uncertainties**[96](index=96&type=chunk) [Note 9 – Employee Benefits](index=31&type=section&id=Note%209%20%E2%80%93%20Employee%20Benefits) This note details the company's contributions to employee benefit plans, such as the 401(k) plan - **Company matching contributions** to the **401(k) plan** were **$54 thousand** for the **three months ended September 30, 2023** (**down from $164 thousand in 2022**), and **$630 thousand** for the **nine months ended September 30, 2023** (**up from $320 thousand in 2022**)[97](index=97&type=chunk) [Note 10 – Restructuring Charges](index=31&type=section&id=Note%2010%20%E2%80%93%20Restructuring%20Charges) This note explains the nature and financial impact of workforce reduction and related restructuring activities - **Restructuring charges of $2.8 million** were recorded in **Q2 2023** due to a **workforce reduction**, comprising **$2.8 million in cash severance and related benefits**, and **$37 thousand in stock-based compensation expense**[98](index=98&type=chunk) - As of **September 30, 2023**, **all cash severance, employee transition, and related employee benefits and taxes have been paid in full**[98](index=98&type=chunk) [Note 11 – Net Loss Per Share](index=32&type=section&id=Note%2011%20%E2%80%93%20Net%20Loss%20Per%20Share) This note details the calculation of basic and diluted net loss per share and the treatment of potentially dilutive securities | Metric | 3 Months Ended Sep 30, 2023 | 3 Months Ended Sep 30, 2022 | 9 Months Ended Sep 30, 2023 | 9 Months Ended Sep 30, 2022 | | :------------------------------------------------ | :---------------------------- | :---------------------------- | :---------------------------- | :---------------------------- | | Net loss | $(7,034) | $(18,041) | $(49,582) | $(53,046) | | Weighted-average shares outstanding (basic & diluted) | 36,375,671 | 26,564,615 | 36,359,744 | 26,535,474 | | Net loss per share (basic & diluted) | $(0.19) | $(0.68) | $(1.36) | $(2.00) | - **Potentially dilutive securities** (stock options, RSUs, ESPP shares) were **excluded** from diluted EPS calculation as their inclusion would be **anti-dilutive** due to the company's **net loss position**[99](index=99&type=chunk) [Note 12 – Subsequent Event](index=33&type=section&id=Note%2012%20%E2%80%93%20Subsequent%20Event) This note discloses significant events that occurred after the reporting period but before the financial statements were issued - In **October 2023**, **Concentra Biosciences LLC** proposed to **acquire all outstanding common stock** for **$1.25 per share in cash**, plus a **contingent value right for 80% of net proceeds** from any program license/disposition[101](index=101&type=chunk) - The **Board of Directors** is currently **reviewing and evaluating** the **unsolicited acquisition proposal**[101](index=101&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=22&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses Rain Oncology Inc.'s financial condition and results for Q3 2023, covering business, clinical setbacks, expenses, liquidity, and accounting [Overview](index=22&type=section&id=Overview) This section provides a high-level summary of the company's business, financial status, and funding history - **Rain Oncology** is a **precision oncology company** developing **milademetan**, an **oral MDM2-p53 complex inhibitor**, in-licensed from **Daiichi Sankyo** in **September 2020**[103](index=103&type=chunk) - As of **September 30, 2023**, the company had an **accumulated deficit of $215.3 million** and **net losses of $7.0 million (Q3 2023)** and **$49.6 million (YTD Q3 2023)**[104](index=104&type=chunk) - The company's operations have been funded primarily through **convertible promissory notes ($9.9 million)**, **convertible preferred stock ($81.9 million)**, and **common stock sales**, including a **November 2022 offering** that yielded **$52.9 million net proceeds**[104](index=104&type=chunk) - **Cash, cash equivalents, and short-term investments totaled $77.3 million** as of **September 30, 2023**, believed to be **sufficient for at least the next twelve months**, but **additional capital will be required**[104](index=104&type=chunk)[150](index=150&type=chunk) [Recent Developments](index=23&type=section&id=Recent%20Developments) This section highlights key updates regarding the company's clinical trials and strategic direction - The **Phase 3 MANTRA trial** for **milademetan** in **dedifferentiated liposarcoma (DDLPS)** **did not meet its primary endpoint of progression-free survival (PFS)** by **blinded independent central review**[109](index=109&type=chunk)[120](index=120&type=chunk) - **Median PFS for milademetan was 3.6 months versus 2.2 months for trabectedin**, with a **hazard ratio of 0.89, p=0.53**[110](index=110&type=chunk) - Enrollment in the **Phase 2 MANTRA-2 trial** was **suspended in July 2023** and the study was **terminated in October 2023**[111](index=111&type=chunk)[123](index=123&type=chunk) - Plans for the **Phase 1/2 MANTRA-4 clinical trial** were **terminated in May 2023**[126](index=126&type=chunk) [Our Development Pipeline](index=23&type=section&id=Our%20Development%20Pipeline) This section describes the company's primary product candidate and its ongoing development status - The company retains **global development and commercialization rights** to its product candidate, **milademetan**[112](index=112&type=chunk) - **Milademetan** is a **small molecule, oral inhibitor of MDM2** and is being developed in patients with **MDM2-dependent cancers**[113](index=113&type=chunk) - **Milademetan reactivates p53 by inhibiting MDM2**, preventing the formation of the **MDM2-p53 complex**[116](index=116&type=chunk)[117](index=117&type=chunk) [Our Product Candidate, Milademetan](index=23&type=section&id=Our%20Product%20Candidate,%20Milademetan) This section introduces milademetan, its mechanism of action, and its role in treating MDM2-dependent cancers [Clinical Development Plan](index=24&type=section&id=Clinical%20Development%20Plan) This section outlines the status and outcomes of the company's clinical trials for milademetan - The **Phase 3 MANTRA trial** for **DDLPS patients** **completed enrollment in August 2022** but **did not meet its primary endpoint of PFS**[120](index=120&type=chunk) - The **Phase 2 MANTRA-2 trial**, evaluating **milademetan** in **MDM2-amplified advanced solid tumors**, was **terminated in October 2023** after **enrollment suspension in July 2023**[123](index=123&type=chunk) - **Six patients in MANTRA-2 experienced a partial response** across different tumor histologies (lung, sarcoma, pancreatic, urothelial and gastric cancers)[111](index=111&type=chunk) - Plans for the **MANTRA-4 clinical trial**, combining **milademetan with atezolizumab**, were **terminated in May 2023**[126](index=126&type=chunk) [Collaboration and License Agreements](index=25&type=section&id=Collaboration%20and%20License%20Agreements) This section summarizes the company's agreements for in-licensed product candidates and development programs - The company is party to **license agreements** for its in-licensed product candidates and development programs, as detailed in **Note 7** to the **Condensed Consolidated Financial Statements**[127](index=127&type=chunk) [Components of Our Results of Operations](index=25&type=section&id=Components%20of%20Our%20Results%20of%20Operations) This section breaks down the various revenue and expense categories that contribute to the company's financial performance [Revenue](index=25&type=section&id=Revenue) This section discusses the company's current and expected revenue generation from product sales, licenses, or collaborations - The company has **not generated any revenue** from **product sales, licenses, or collaborations** to date and does not expect to in the **foreseeable future**[128](index=128&type=chunk) [Operating Expenses](index=25&type=section&id=Operating%20Expenses) This section describes the primary categories of costs incurred in the company's operations, including R&D and G&A - **Operating expenses since inception** have consisted solely of **research and development costs** (including acquisition of in-process research and development) and **general and administrative costs**[129](index=129&type=chunk) [Research and Development Expenses](index=25&type=section&id=Research%20and%20Development%20Expenses) This section details the costs associated with the company's R&D activities, including clinical trials and personnel | Category | 3 Months Ended Sep 30, 2023 | 3 Months Ended Sep 30, 2022 | Change (3 Months) | 9 Months Ended Sep 30, 2023 | 9 Months Ended Sep 30, 2022 | Change (9 Months) | | :------------------------------------ | :---------------------------- | :---------------------------- | :---------------- | :---------------------------- | :---------------------------- | :---------------- | | Milademetan | $1,244 | $7,639 | $(6,395) | $16,743 | $23,766 | $(7,023) | | Other research and clinical candidates | $216 | $158 | $58 | $419 | $569 | $(150) | | Unallocated internal R&D costs | $2,505 | $6,713 | $(4,208) | $18,460 | $17,987 | $473 | | Total R&D expenses | $3,965 | $14,510 | $(10,545) | $35,622 | $42,322 | $(6,700) | - **R&D expenses decreased** primarily due to the **winding down of the MANTRA and MANTRA-2 clinical trials** for milademetan, and **lower payroll-related costs for R&D personnel** due to a **workforce reduction**[138](index=138&type=chunk)[139](index=139&type=chunk) - **R&D costs are expected to decrease** for the **remainder of 2023** as **clinical trials continue to wind down** and the **clinical strategy is reprioritized**[140](index=140&type=chunk) [General and Administrative Expenses](index=27&type=section&id=General%20and%20Administrative%20Expenses) This section outlines the costs related to the company's overall management and administrative functions - **G&A expenses increased by $0.2 million for the three months** and **$3.3 million for the nine months ended September 30, 2023**, primarily due to **higher professional services, legal costs, and payroll-related costs**[137](index=137&type=chunk)[141](index=141&type=chunk)[142](index=142&type=chunk) - **G&A expenses are expected to continue to decrease** for the **remainder of 2023** as the company implements its **reprioritized business strategy**[142](index=142&type=chunk) [Interest Income](index=27&type=section&id=Interest%20Income) This section reports income earned from the company's cash, cash equivalents, and short-term investments - **Interest income increased by $0.67 million for the three months** and **$2.94 million for the nine months ended September 30, 2023**, reflecting **higher interest on money market or short-term investments**[137](index=137&type=chunk)[144](index=144&type=chunk) [Results of Operations](index=27&type=section&id=Results%20of%20Operations) This section provides a comprehensive analysis of the company's financial performance over specific reporting periods [Comparison of Three and Nine Months Ended September 30, 2023 and 2022](index=27&type=section&id=Comparison%20of%20Three%20and%20Nine%20Months%20Ended%20September%2030,%202023%20and%202022) This section compares the company's financial results for the current and prior periods, highlighting key changes | Metric | 3 Months Ended Sep 30, 2023 | 3 Months Ended Sep 30, 2022 | Change (3 Months) | 9 Months Ended Sep 30, 2023 | 9 Months Ended Sep 30, 2022 | Change (9 Months) | | :-------------------------- | :---------------------------- | :---------------------------- | :---------------- | :---------------------------- | :---------------------------- | :---------------- | | Research and development | $3,965 | $14,510 | $(10,545) | $35,622 | $42,322 | $(6,700) | | General and administrative | $4,113 | $3,901 | $212 | $14,593 | $11,257 | $3,336 | | Restructuring charges | $— | $— | $— | $2,837 | $— | $2,837 | | Total operating expenses | $8,078 | $18,411 | $(10,333) | $53,052 | $53,579 | $(527) | | Loss from operations | $(8,078) | $(18,411) | $10,333 | $(53,052) | $(53,579) | $527 | | Interest income | $1,044 | $370 | $674 | $3,470 | $533 | $2,937 | | Net loss | $(7,034) | $(18,041) | $11,007 | $(49,582) | $(53,046) | $3,464 | [Research and Development Expenses](index=27&type=section&id=Research%20and%20Development%20Expenses) This section analyzes the changes and drivers of the company's research and development expenditures - **R&D expenses decreased by $10.5 million for the three months** and **$6.7 million for the nine months ended September 30, 2023**, primarily due to the **winding down of clinical trials** and **lower payroll costs from a workforce reduction**[138](index=138&type=chunk)[139](index=139&type=chunk) [General and Administrative Expenses](index=27&type=section&id=General%20and%20Administrative%20Expenses) This section examines the changes and factors influencing the company's general and administrative costs - **G&A expenses increased by $0.2 million for the three months** and **$3.3 million for the nine months ended September 30, 2023**, driven by **higher professional services, legal costs, and payroll-related costs**[141](index=141&type=chunk)[142](index=142&type=chunk) [Restructuring Charges](index=27&type=section&id=Restructuring%20Charges) This section discusses the financial impact of the company's restructuring activities, including workforce reductions - The company **recorded $2.8 million in restructuring charges** in the **second quarter of 2023** due to a **workforce reduction**[143](index=143&type=chunk) [Other Income](index=27&type=section&id=Other%20Income) This section details other non-operating income sources, primarily interest income, and their trends - **Interest income increased significantly** for both periods due to **higher interest rates on money market or short-term investments**[144](index=144&type=chunk) [Liquidity and Capital Resources](index=28&type=section&id=Liquidity%20and%20Capital%20Resources) This section assesses the company's ability to meet its short-term and long-term financial obligations and fund operations - The company has incurred **significant operating losses since inception** and expects to **continue incurring losses**, requiring **additional capital for future R&D and operations**[145](index=145&type=chunk) - As of **September 30, 2023**, **cash, cash equivalents, and short-term investments totaled $77.3 million**, expected to be **sufficient for at least the next twelve months**[150](index=150&type=chunk) - Funding sources include **convertible promissory notes ($9.9 million)**, **convertible preferred stock ($81.9 million)**, and **common stock sales**, including **$0.3 million from an ATM facility in YTD 2023** and **$52.9 million net from a November 2022 offering**[146](index=146&type=chunk)[147](index=147&type=chunk)[148](index=148&type=chunk) [Future Funding Requirements](index=29&type=section&id=Future%20Funding%20Requirements) This section outlines the company's anticipated capital needs and potential strategies for securing additional funding - **Future expenses are expected to increase substantially** with **ongoing development activities for milademetan and other candidates**, and **public company operating costs**[151](index=151&type=chunk) - **Key factors influencing future capital requirements include clinical trial costs, regulatory review, commercialization activities, intellectual property, and potential acquisitions**[151](index=151&type=chunk)[156](index=156&type=chunk) - The company expects to finance cash needs through **public/private equity offerings (including ATM Facility), debt financings, or strategic collaborations/licensing arrangements**[156](index=156&type=chunk) - Raising additional capital through equity or convertible debt may **dilute stockholder ownership** and include liquidation or other preferences[156](index=156&type=chunk) [Cash Flows](index=31&type=section&id=Cash%20Flows) This section analyzes the sources and uses of cash from operating, investing, and financing activities | Activity | 9 Months Ended Sep 30, 2023 | 9 Months Ended Sep 30, 2022 | Change (in thousands) | | :-------------------------------- | :---------------------------- | :---------------------------- | :-------------------- | | Operating activities | $(52,462) | $(49,905) | $(2,557) | | Investing activities | $27,341 | $64,386 | $(37,045) | | Financing activities | $478 | $573 | $(95) | | Net (decrease) increase in cash and cash equivalents | $(24,643) | $15,054 | $(39,697) | - **Net cash used in operating activities for YTD 2023 was $52.5 million**, primarily due to **net loss and changes in operating assets/liabilities**[158](index=158&type=chunk) - **Net cash provided by investing activities for YTD 2023 was $27.3 million**, mainly from **maturities of short-term investments offset by purchases and a milestone payment**[160](index=160&type=chunk) - **Net cash provided by financing activities for YTD 2023 was $0.5 million**, from **ATM facility proceeds and equity incentive plans**[162](index=162&type=chunk) [Obligations and other Commitments](index=31&type=section&id=Obligations%20and%20other%20Commitments) This section describes the company's contractual obligations, including license payments and accrued R&D - **License agreements may require future milestone and royalty payments**, but these are **not estimable** and the **agreements are cancelable by the company**[164](index=164&type=chunk) - **Accrued research and development obligations were $2.9 million as of September 30, 2023**, **down from $8.2 million at December 31, 2022**[166](index=166&type=chunk) [Critical Accounting Policies and Use of Estimates](index=31&type=section&id=Critical%20Accounting%20Policies%20and%20Use%20of%20Estimates) This section discusses the accounting policies that require significant judgment and estimates by management [Accrued Research and Development](index=31&type=section&id=Accrued%20Research%20and%20Development) This section explains the company's methodology for estimating and accruing expenses related to R&D activities - The company **estimates expenses for preclinical and clinical trial obligations** under contracts with vendors, consultants, CROs, and clinical sites[168](index=168&type=chunk) - **Accrued R&D balances were $2.9 million as of September 30, 2023, and $8.2 million as of December 31, 2022**[169](index=169&type=chunk) [Stock-Based Compensation](index=31&type=section&id=Stock-Based%20Compensation) This section details the accounting treatment and estimation methods for stock-based compensation expenses - **Stock-based compensation expense is measured at grant date fair value** and **recognized over the requisite service period (generally the vesting period) on a straight-line basis**[170](index=170&type=chunk)[172](index=172&type=chunk) - The **fair value of stock options is estimated using the Black-Scholes option pricing model**, while RSUs are based on the company's closing stock price on the grant date[171](index=171&type=chunk) - **Total unrecognized compensation cost was $10.5 million as of September 30, 2023**, expected to be recognized as expense over approximately **1.9 years**[66](index=66&type=chunk) [Recent Accounting Pronouncements](index=32&type=section&id=Recent%20Accounting%20Pronouncements) This section provides information on newly issued accounting standards and their potential impact on the company - A **description of recent accounting pronouncements** that may potentially impact the company's financial position, results of operations, or cash flows is disclosed in **Note 2**[175](index=175&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=33&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, Rain Oncology Inc. is not required to provide quantitative and qualitative disclosures about market risk - **Rain Oncology Inc. is a smaller reporting company** and is **not required to provide quantitative and qualitative disclosures about market risk**[176](index=176&type=chunk) [Item 4. Controls and Procedures](index=33&type=section&id=Item%204.%20Controls%20and%20Procedures) Management evaluated disclosure controls and procedures as effective as of September 30, 2023, with no material changes in internal control - The company's **disclosure controls and procedures were evaluated as effective at the reasonable assurance level as of September 30, 2023**[178](index=178&type=chunk) - **No changes in internal control over financial reporting occurred during the quarter ended September 30, 2023**, that materially affected, or are reasonably likely to materially affect, internal control over financial reporting[179](index=179&type=chunk) PART II. OTHER INFORMATION [Item 1. Legal Proceedings](index=34&type=section&id=Item%201.%20Legal%20Proceedings) The company faces securities class action and shareholder derivative lawsuits related to the Phase 3 MANTRA trial, with losses inestimable - A **securities class action lawsuit was filed on July 17, 2023**, alleging violations of **Sections 10(b) and 20(a) of the Exchange Act** regarding the **Phase 3 MANTRA trial**[92](index=92&type=chunk) - A **shareholder derivative lawsuit was filed on September 27, 2023**, alleging violations of **Section 14(a) of the Exchange Act and breaches of fiduciary duties**[94](index=94&type=chunk) - The company **cannot estimate the ultimate outcome or possible loss** from these lawsuits due to their **early stage and inherent uncertainties**[96](index=96&type=chunk) [Item 1A. Risk Factors](index=34&type=section&id=Item%201A.%20Risk%20Factors) The company faces various business risks, including new concerns about activist stockholders and an unsolicited acquisition proposal - The **company's business faces various risks**, including those described in its **Annual Report on Form 10-K and prior Quarterly Report on Form 10-Q**[183](index=183&type=chunk) - A **new risk factor highlights potential adverse consequences from activist stockholders**, citing an **unsolicited acquisition proposal received in October 2023**[184](index=184&type=chunk) - **Responding to activist activities can be costly, time-consuming, disruptive, and may affect stock price and the ability to attract qualified personnel or collaborators**[184](index=184&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=34&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) There were no unregistered sales of equity securities or use of proceeds to report for the period - **No unregistered sales of equity securities and use of proceeds to report**[185](index=185&type=chunk) [Item 3. Defaults Upon Senior Securities](index=34&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) There were no defaults upon senior securities to report for the period - **No defaults upon senior securities to report**[186](index=186&type=chunk) [Item 4. Mine Safety Disclosures](index=34&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) There were no mine safety disclosures to report for the period - **No mine safety disclosures to report**[187](index=187&type=chunk) [Item 5. Other Information](index=34&type=section&id=Item%205.%20Other%20Information) There was no other information to report for the period - **No other information to report**[188](index=188&type=chunk) [Item 6. Exhibits](index=35&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed or furnished as part of the Quarterly Report on Form 10-Q, including corporate organizational documents, agreements, certifications from executive officers, and XBRL financial data files - Includes **Amended and Restated Certificate of Incorporation, Bylaws, Common Stock Certificate, and Investors' Rights Agreement**[190](index=190&type=chunk) - Lists **certifications from the principal executive and financial officers pursuant to Rules 13a-14(a) and 18 U.S.C. Section 1350**[190](index=190&type=chunk) - Includes **Inline XBRL Instance Document and Taxonomy Extension Documents for interactive data filing**[190](index=190&type=chunk) [Signatures](index=36&type=section&id=Signatures) The report is signed by Avanish Vellanki, Chairman and Chief Executive Officer, and Josephine Bruce, Director of Accounting, on November 9, 2023, certifying its submission - The report is signed by **Avanish Vellanki (Chairman and Chief Executive Officer)** and **Josephine Bruce (Director of Accounting)** on **November 9, 2023**[194](index=194&type=chunk)