Scorpius Holdings(SCPX)

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Scorpius Holdings(SCPX) - 2024 Q1 - Quarterly Report
2024-05-28 21:28
[PART I—FINANCIAL INFORMATION](index=4&type=section&id=PART%20I%E2%80%94FINANCIAL%20INFORMATION) This section provides the unaudited consolidated financial statements and management's discussion and analysis for Scorpius Holdings, Inc [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited consolidated financial statements and accompanying notes for Scorpius Holdings, Inc. for the three months ended March 31, 2024 and 2023 [Consolidated Balance Sheets](index=4&type=section&id=Consolidated%20Balance%20Sheets) This section provides a snapshot of the company's assets, liabilities, and equity at specific points in time Consolidated Balance Sheet Highlights (March 31, 2024 vs. December 31, 2023) | Metric | March 31, 2024 | December 31, 2023 | | :-------------------------------- | :------------- | :---------------- | | Cash and cash equivalents | $1,554,844 | $184,925 | | Short-term investments | $129,238 | $2,206,555 | | Total Current Assets | $4,832,700 | $4,760,859 | | Total Assets | $50,502,108 | $51,037,627 | | Total Current Liabilities | $12,824,599 | $10,100,138 | | Total Liabilities | $25,244,629 | $22,743,292 | | Total Stockholders' Equity | $25,257,479 | $28,294,335 | [Consolidated Statements of Operations and Comprehensive Loss](index=5&type=section&id=Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Loss) This section details the company's financial performance, including revenue, expenses, and net loss over a period Consolidated Statements of Operations and Comprehensive Loss (Three Months Ended March 31) | Metric | 2024 | 2023 | Change (YoY) | | :---------------------------------------------- | :------------- | :--------------- | :----------- | | Revenue | $3,513,948 | $765,900 | +358.8% | | Cost of revenues | $938,212 | $611,740 | +53.4% | | Research and development | $3,888,345 | $6,290,755 | -38.2% | | Selling, general and administrative | $5,009,231 | $6,473,694 | -22.6% | | Operating loss | $(5,321,840) | $(12,610,289) | +57.8% | | Net loss attributable to Scorpius Holdings, Inc.| $(4,417,549) | $(12,784,647) | +65.4% | | Net loss per share, basic and diluted | $(0.16) | $(0.49) | +67.3% | [Consolidated Statements of Stockholders' Equity](index=6&type=section&id=Consolidated%20Statements%20of%20Stockholders'%20Equity) This section outlines changes in the company's equity from various transactions and net income or loss - Total Stockholders' Equity decreased from **$28.3 million** at December 31, 2023, to **$25.3 million** at March 31, 2024, primarily due to a net loss of **$4.4 million**, partially offset by proceeds from a public offering and stock-based compensation[20](index=20&type=chunk) Key Changes in Stockholders' Equity (Three Months Ended March 31, 2024) | Item | Amount | | :------------------------------------ | :----------- | | Balance at December 31, 2023 | $28,294,335 | | Issuance of common stock from public offering | $1,235,000 | | Stock-based compensation | $283,877 | | Net loss | $(4,417,549) | | Balance at March 31, 2024 | $25,257,479 | [Consolidated Statements of Cash Flows](index=7&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) This section reports the cash generated and used by the company across operating, investing, and financing activities Consolidated Statements of Cash Flows (Three Months Ended March 31) | Activity | 2024 | 2023 | Change (YoY) | | :------------------------------------- | :------------- | :--------------- | :----------- | | Net Cash Used In Operating Activities | $(4,683,878) | $(13,794,831) | +66.0% | | Net Cash Provided by Investing Activities | $2,780,995 | $13,486,295 | -79.4% | | Net Cash Provided by (Used In) Financing Activities | $3,274,831 | $(298,523) | +1197.7% | | Net Increase (Decrease) in Cash and Cash Equivalents | $1,369,919 | $(607,765) | +325.4% | | Cash and Cash Equivalents – End of the Period | $1,554,844 | $7,826,789 | -80.2% | [Notes to the Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) This section provides detailed explanations and additional information supporting the consolidated financial statements [1. Basis of Presentation and Significant Accounting Policies](index=8&type=section&id=1.%20Basis%20of%20Presentation%20and%20Significant%20Accounting%20Policies) This note outlines the foundational principles and key accounting methods used in preparing the financial statements - NightHawk Biosciences, Inc. changed its name to Scorpius Holdings, Inc. effective February 6, 2024[25](index=25&type=chunk) - The Company has an accumulated deficit of approximately **$258.8 million** as of March 31, 2024, and a net loss of **$4.7 million** for the three months ended March 31, 2024, leading management to conclude there is substantial doubt about its ability to continue as a going concern within one year[30](index=30&type=chunk) - The Company's main focus is ramping up operations in its in-house bioanalytic, process development, and manufacturing facility in San Antonio, TX[30](index=30&type=chunk) - Revenue recognition follows ASC 606, recognizing revenue when a customer obtains control of promised goods or services, with process development revenue recognized over time using an input method[44](index=44&type=chunk)[45](index=45&type=chunk)[53](index=53&type=chunk) [2. Discontinued Operations](index=18&type=section&id=2.%20Discontinued%20Operations) This note details the financial impact and strategic rationale behind the divestiture of Elusys Therapeutics - On December 27, 2023, the Company completed the sale of Elusys Therapeutics, Inc. to Elusys Holdings for approximately **$2.5 million**, resulting in a gain of approximately **$1.5 million**[72](index=72&type=chunk)[82](index=82&type=chunk) - The Elusys Therapeutics business is reported as a discontinued operation for all periods presented, reflecting a strategic shift[75](index=75&type=chunk) Net Loss from Discontinued Operations (Three Months Ended March 31, 2023) | Metric | 2023 | | :-------------------------------------- | :----------- | | Research and development | $705,093 | | Selling, general and administrative | $346,857 | | Amortization of intangible assets | $363,750 | | Change in fair value of contingent consideration | $(990,500) | | Net loss from discontinued operations | $(422,136) | [3. Acquisitions](index=20&type=section&id=3.%20Acquisitions) This note provides information on the company's past acquisition activities and their subsequent strategic adjustments - The Company increased its controlling ownership in Pelican Therapeutics from **80% to 85%** in October 2018[76](index=76&type=chunk) - The acquisition of Elusys Therapeutics in April 2022 aimed to expand the biodefense space, but the Company was unable to manufacture Elusys's therapies internally, leading to its divestiture in December 2023[78](index=78&type=chunk)[81](index=81&type=chunk)[82](index=82&type=chunk) [4. Fair Value of Financial Instruments](index=22&type=section&id=4.%20Fair%20Value%20of%20Financial%20Instruments) This note describes the valuation methods and classifications for the company's financial assets and liabilities - The Company uses a three-tier fair value hierarchy (Level I, II, III) for financial instruments, with cash equivalents and short-term investments classified as Level I, and contingent earn-out receivable and convertible promissory note as Level 3[83](index=83&type=chunk)[84](index=84&type=chunk)[85](index=85&type=chunk)[87](index=87&type=chunk) Fair Value of Level 3 Financial Instruments (March 31, 2024) | Description | Total | | :-------------------------------------- | :----------- | | Contingent earn-out receivable, related party | $2,720,000 | | Convertible promissory note, related party | $2,081,750 | - The change in fair value of the contingent earn-out receivable increased by **$1.0 million** due to a new contract received by Elusys Therapeutics, while the convertible promissory note's fair value increased by **$0.1 million** due to market interest rate changes[88](index=88&type=chunk) [5. Short-Term Investments](index=24&type=section&id=5.%20Short-Term%20Investments) This note details the composition and valuation of the company's short-term investment portfolio Short-Term Investments (Fair Value) | Date | Fair Value | | :------------- | :----------- | | March 31, 2024 | $0.1 million | | Dec 31, 2023 | $2.2 million | - Short-term investments consist of equity securities (mutual funds) held at fair value, with unrealized gains and losses reported in other expense[91](index=91&type=chunk) [6. Prepaid Expenses and Other Current Assets](index=25&type=section&id=6.%20Prepaid%20Expenses%20and%20Other%20Current%20Assets) This note itemizes the various prepaid expenses and other current assets held by the company Prepaid Expenses and Other Current Assets | Item | March 31, 2024 | December 31, 2023 | | :------------------------------------ | :------------- | :---------------- | | Prepaid manufacturing expense | $111,205 | $102,761 | | Contract assets | $100,497 | $120,184 | | Other prepaid expenses and current assets | $790,263 | $476,233 | | Prepaid insurance | $147,145 | $96,588 | | Prepaid preclinical and clinical expenses | $18,461 | $21,263 | | **Total** | **$1,167,571** | **$817,029** | [7. Property and Equipment](index=25&type=section&id=7.%20Property%20and%20Equipment) This note provides details on the company's tangible assets, including lab equipment and construction-in-process Property and Equipment, Net | Item | March 31, 2024 | December 31, 2023 | | :------------------------ | :------------- | :---------------- | | Lab equipment | $21,276,431 | $21,203,534 | | Construction-in-process | $429,418 | $9,414 | | Total | $25,661,231 | $25,168,330 | | Accumulated depreciation | $(8,809,059) | $(7,580,993) | | **Property and equipment, net** | **$16,852,172**| **$17,587,337** | - Depreciation expense was **$1.2 million** for the three months ended March 31, 2024, up from **$1.1 million** in the prior year period[94](index=94&type=chunk) [8. Accrued Expenses and Other Liabilities](index=25&type=section&id=8.%20Accrued%20Expenses%20and%20Other%20Liabilities) This note outlines the company's various accrued expenses and other short-term financial obligations Accrued Expenses and Other Liabilities | Item | March 31, 2024 | December 31, 2023 | | :-------------------------------------------- | :------------- | :---------------- | | Accrued marketing expenses | $999,997 | $1,013,497 | | Compensation and related benefits | $492,297 | $332,641 | | Advance payments received from customers for manufacturing materials | $1,839,149 | — | | **Total** | **$3,999,372** | **$2,201,861** | [9. Convertible Promissory Note, Related Party](index=26&type=section&id=9.%20Convertible%20Promissory%20Note,%20Related%20Party) This note details the terms and fair value of a convertible promissory note issued to a related party - On January 26, 2024, Elusys Holdings purchased a convertible promissory note from the Company for **$2,250,000**; the note bears **1%** interest and is convertible into common stock at **$0.39109** per share, subject to stockholder approval[96](index=96&type=chunk) - The fair value of the convertible promissory note, related party, was **$2,081,750** as of March 31, 2024[87](index=87&type=chunk) [10. Stockholders' Equity](index=26&type=section&id=10.%20Stockholders'%20Equity) This note provides a comprehensive overview of changes in the company's equity, including stock offerings and compensation - On March 9, 2024, the Company completed a public offering, issuing **10,000,000** shares of Common Stock at **$0.15** per share, generating net proceeds of **$1,235,000**[97](index=97&type=chunk) Stock-Based Compensation Expense (Three Months Ended March 31) | Year | Amount | | :--- | :----------- | | 2024 | $0.3 million | | 2023 | $0.8 million | - As of March 31, 2024, **6,210,617** stock options were outstanding and expected to vest, with unrecognized compensation expense of **$1.7 million**[104](index=104&type=chunk)[105](index=105&type=chunk) - All Restricted Stock Units (RSUs) at December 31, 2023 (**250,000** shares) were either vested or cancelled by March 31, 2024[109](index=109&type=chunk) [11. Revenue](index=28&type=section&id=11.%20Revenue) This note details the sources and recognition methods for the company's revenue streams Revenue Recognition (Three Months Ended March 31) | Revenue Type | 2024 | 2023 | | :----------------------- | :------------- | :----------- | | Grant revenue | $8,000 | $0 | | Process development revenue | $3.5 million | $0.7 million | - The increase in process development revenue is attributed to expanded biomanufacturing operations and service offerings of the CDMO[111](index=111&type=chunk) Contract Liabilities (Deferred Revenue) | Date | Balance | | :------------- | :----------- | | Dec 31, 2023 | $(2,389,441) | | March 31, 2024 | $(591,259) | [12. Net Loss Per Share](index=30&type=section&id=12.%20Net%20Loss%20Per%20Share) This note explains the calculation of basic and diluted net loss per share for the reporting periods Net Loss Per Share Attributable to Scorpius Holdings, Inc. (Three Months Ended March 31) | Metric | 2024 | 2023 | | :---------------------------------------------- | :------ | :------ | | Net loss attributable to Scorpius Holdings, Inc. | $(4,417,549) | $(12,784,647) | | Weighted-average common shares outstanding | 28,180,887 | 25,971,143 | | Net loss per common share, basic and diluted | $(0.16) | $(0.49) | - All common stock options, unvested restricted stock units, and warrants were anti-dilutive and excluded from diluted EPS calculation for both periods[116](index=116&type=chunk) [13. Income Tax](index=30&type=section&id=13.%20Income%20Tax) This note discusses the company's income tax position, including effective tax rates and valuation allowances - The Company's effective tax rate for the three months ended March 31, 2024, and 2023 was **0%**[118](index=118&type=chunk) - A full valuation allowance has been recorded against net deferred tax assets in the U.S., Australian, and German operations due to a history of losses and insufficient evidence of future utilization[121](index=121&type=chunk) [14. Leases](index=32&type=section&id=14.%20Leases) This note provides details on the company's operating and finance lease arrangements and associated costs - The Company operates from leased facilities in Morrisville, NC (expiring 2030), San Antonio, TX (expiring 2038), and North Brunswick, NJ (expiring July 2024)[123](index=123&type=chunk) - The San Antonio facility lease (commenced Sept 2022) is a finance lease, with **$10.2 million** capitalized as a finance lease right-of-use asset from reimbursements to Merchants Ice II, LLC[125](index=125&type=chunk) Lease Costs (Three Months Ended March 31) | Lease Cost Type | 2024 | 2023 | | :---------------------- | :--------- | :--------- | | Operating lease cost | $332,675 | $334,541 | | Finance lease cost | $824,280 | $484,514 | | Total lease cost | $1,156,955 | $819,055 | Weighted Average Lease Terms and Borrowing Rates (March 31, 2024) | Lease Type | Remaining Lease Term | Incremental Borrowing Rate | | :-------------- | :------------------- | :------------------------- | | Operating leases| 6.2 years | 9.67% | | Finance leases | 11.2 years | 10.11% | [15. Commitments and Contingencies](index=36&type=section&id=15.%20Commitments%20and%20Contingencies) This note outlines the company's contractual obligations, potential liabilities, and related party agreements - The Company is subject to earn-out payments related to the Elusys Therapeutics acquisition, equal to **10%** of gross payments from ANTHIM® sales for **12 years**[133](index=133&type=chunk) - Elusys has non-cancellable future commitments of approximately **$51.4 million** through 2025 with Lonza for ANTHIM® bulk drug product, which were transferred to Elusys Holdings[133](index=133&type=chunk) - A convertible promissory note of **$2,250,000** issued to Elusys Holdings in January 2024 was amended in May 2024, extending maturity to September 1, 2025, and potentially adjusting the conversion price to **$0.11** per share based on a recent public offering, subject to approvals[133](index=133&type=chunk) [16. Subsequent Events](index=36&type=section&id=16.%20Subsequent%20Events) This note discloses significant events that occurred after the balance sheet date but before the financial statements were issued - On May 16, 2024, the Company completed a public offering, raising approximately **$6.0 million** in gross proceeds from the sale of units and pre-funded units, each including common stock and warrants[134](index=134&type=chunk) - Net proceeds from the offering will be used for working capital, general corporate purposes, and repayment of a **$0.75 million** non-convertible promissory note issued to Elusys Holdings Inc. on May 1, 2024[134](index=134&type=chunk)[135](index=135&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=38&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's financial condition, operational results, and future outlook, emphasizing its CDMO transition and liquidity challenges [OVERVIEW](index=38&type=section&id=OVERVIEW) This section introduces the company's business model, strategic focus, and operational highlights - Scorpius Holdings, Inc. operates as a Contract Development and Manufacturing Organization (CDMO), providing process development and biomanufacturing services through its subsidiary, Scorpius Biomanufacturing, Inc[138](index=138&type=chunk) - The Company's strategy focuses on using American-made equipment and domestic sourcing to be competitive for U.S. government contracts and expand within the CDMO market[138](index=138&type=chunk) - Operations at the San Antonio facility commenced in September 2022, with an emphasis on enhancing in-house bioanalytic, process development, and manufacturing capabilities[139](index=139&type=chunk) [Recent Developments](index=38&type=section&id=Recent%20Developments) This section highlights key corporate events and financial transactions occurring recently - On May 16, 2024, the Company completed a public offering, raising approximately **$6.0 million** in gross proceeds, intended for working capital, general corporate purposes, and repayment of a **$0.75 million** promissory note[141](index=141&type=chunk)[142](index=142&type=chunk) - On May 1, 2024, the Company issued a **$0.75 million** non-convertible promissory note and amended a prior **$2.25 million** convertible promissory note with Elusys Holdings, extending its maturity to September 1, 2025, and potentially adjusting the conversion price[144](index=144&type=chunk) - On March 9, 2024, the Company closed a public offering of **10,000,000** common shares at **$0.15** per share, yielding net proceeds of **$1,235,000**[145](index=145&type=chunk) - On January 29, 2024, the Company assigned its exclusive license agreement with Shattuck Labs, Inc. for **$1.0 million**, related to fusion proteins for cancer treatment[146](index=146&type=chunk) [CRITICAL ACCOUNTING ESTIMATES](index=40&type=section&id=CRITICAL%20ACCOUNTING%20ESTIMATES) This section discusses the significant judgments and assumptions used in preparing the financial statements - Critical accounting policies involve judgments and estimates, particularly for revenue and deferred revenue recognition under ASC 606, where process development revenue is recognized over time using an input method[148](index=148&type=chunk)[149](index=149&type=chunk)[150](index=150&type=chunk) - Estimates for transaction price and variable consideration are based on the most likely method, ensuring a significant reversal of cumulative revenue is improbable[152](index=152&type=chunk)[153](index=153&type=chunk) [RESULTS OF OPERATIONS](index=42&type=section&id=RESULTS%20OF%20OPERATIONS) This section analyzes the company's financial performance, comparing key metrics for the current and prior periods Comparison of Key Financials (Three Months Ended March 31) | Metric | 2024 | 2023 | Change (YoY) | | :---------------------------------------------- | :------------- | :--------------- | :----------- | | Revenue | $3.5 million | $0.7 million | +358.8% | | Cost of revenues | $0.9 million | $0.6 million | +50.0% | | Research and development expense | $3.9 million | $6.3 million | -38.1% | | Selling, general and administrative expense | $5.0 million | $6.5 million | -23.1% | | Change in fair value of contingent earn-out receivable, related party | $1.0 million | $0 | N/A | | Total non-operating income | $0.7 million | $0.1 million | +600.0% | - The increase in revenue is due to expanded biomanufacturing operations and service offerings of the CDMO[155](index=155&type=chunk) - R&D expense decreased primarily due to the elimination of PTX-35 clinical trials and reduced unallocated research expenses (personnel, depreciation, software)[158](index=158&type=chunk) - SG&A expense decreased by **$1.5 million**, mainly from reductions in marketing, consultant labor, and stock-based compensation[159](index=159&type=chunk) [LIQUIDITY AND CAPITAL RESOURCES](index=44&type=section&id=LIQUIDITY%20AND%20CAPITAL%20RESOURCES) This section assesses the company's ability to meet its short-term obligations and fund future operations - As of March 31, 2024, the Company had **$1.7 million** in cash and short-term investments, which increased to approximately **$5.6 million** by May 17, 2024, after a public offering[162](index=162&type=chunk)[167](index=167&type=chunk) - Management has determined there is substantial doubt about the Company's ability to continue as a going concern within one year, as it does not anticipate generating sufficient revenue to sustain operations beyond December 2024[162](index=162&type=chunk)[167](index=167&type=chunk) - The Company has an accumulated deficit of **$258.8 million** as of March 31, 2024, and incurred net losses of **$4.7 million** and **$12.9 million** for the three months ended March 31, 2024 and 2023, respectively[163](index=163&type=chunk) [Cash Flows](index=46&type=section&id=Cash%20Flows) This section analyzes the company's cash movements from operating, investing, and financing activities Cash Flow Summary (Three Months Ended March 31) | Activity | 2024 | 2023 | Change (YoY) | | :------------------------------------- | :------------- | :--------------- | :----------- | | Net Cash Used In Operating Activities | $(4.7) million | $(13.8) million | +$9.1 million| | Net Cash Provided by Investing Activities | $2.8 million | $13.5 million | -$10.7 million| | Net Cash Provided by (Used In) Financing Activities | $3.3 million | $(0.3) million | +$3.6 million| - The decrease in cash used in operating activities was primarily due to a decrease in net loss and changes in working capital components[168](index=168&type=chunk) - The decrease in cash provided by investing activities was mainly due to decreased sales of short-term investments, partially offset by reduced property and equipment purchases and the sale of an intellectual property license[169](index=169&type=chunk) - The increase in cash provided by financing activities resulted from proceeds from a public offering and the issuance of a convertible promissory note[170](index=170&type=chunk)[171](index=171&type=chunk) [Current and Future Financing Needs](index=48&type=section&id=Current%20and%20Future%20Financing%20Needs) This section discusses the company's anticipated funding requirements and potential capital-raising strategies - The Company expects to incur significant commercialization expenses for its CDMO business and will require substantial additional funding for manufacturing facility operations[172](index=172&type=chunk) - Potential financing sources include strategic partners, equity or debt financings, mergers, asset sales, or other strategic transactions[166](index=166&type=chunk) - The Company's ability to raise capital through Form S-3 is limited until June 2025 due to late filings, and failure to secure additional funds could lead to delays, reductions, or termination of operations, or even liquidation[166](index=166&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=48&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, Scorpius Holdings, Inc. is not required to provide quantitative and qualitative disclosures about market risk - The Company is a smaller reporting company and is not required to provide disclosures about market risk[173](index=173&type=chunk) [Item 4. Controls and Procedures](index=48&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were ineffective due to material weaknesses in internal control over financial reporting, with remediation efforts underway [Evaluation of Disclosure Controls and Procedures](index=48&type=section&id=Evaluation%20of%20Disclosure%20Controls%20and%20Procedures) This section presents management's assessment of the effectiveness of the company's disclosure controls and procedures - As of March 31, 2024, the Chief Executive Officer and Chief Financial Officer concluded that the Company's disclosure controls and procedures were not effective due to material weaknesses in internal control over financial reporting[175](index=175&type=chunk) [Material Weaknesses in Internal Control Over Financial Reporting](index=48&type=section&id=Material%20Weaknesses%20in%20Internal%20Control%20Over%20Financial%20Reporting) This section identifies specific deficiencies in the company's internal controls that could impact financial reporting accuracy - Identified material weaknesses include ineffective information technology general controls (user access, segregation of duties), errors in deferred tax asset valuation allowance related to the Elusys Therapeutics acquisition, and ineffective design of management review controls across financial statement areas, especially for process development revenue recognition[177](index=177&type=chunk)[178](index=178&type=chunk) [Remediation of Material Weaknesses](index=50&type=section&id=Remediation%20of%20Material%20Weaknesses) This section outlines the actions being taken by the company to address and correct identified control deficiencies - Remediation efforts include enhancing process controls for user access and segregation of duties, expanding documentation for system controls, improving the design of controls for income tax and revenue accounting, and utilizing external subject matter experts for complex transactions[179](index=179&type=chunk) [Changes in Internal Control over Financial Reporting](index=50&type=section&id=Changes%20in%20Internal%20Control%20over%20Financial%20Reporting) This section reports any significant changes in the company's internal control system during the reporting period - During the quarter ended March 31, 2024, there were no changes in internal control over financial reporting that materially affected, or are reasonably likely to materially affect, internal control over financial reporting, other than the planned remediation activities[182](index=182&type=chunk) [PART II—OTHER INFORMATION](index=50&type=section&id=PART%20II%E2%80%94OTHER%20INFORMATION) This section covers legal proceedings, risk factors, equity sales, and other miscellaneous disclosures [Item 1. Legal Proceedings](index=50&type=section&id=Item%201.%20Legal%20Proceedings) The Company is not currently a party to any legal proceedings that would have a material adverse effect on its business, operating results, financial condition, or cash flows - The Company is not currently involved in any legal proceedings that would individually or collectively have a material adverse effect on its business[184](index=184&type=chunk) [Item 1A. Risk Factors](index=50&type=section&id=Item%201A.%20Risk%20Factors) Investing in the company's securities involves significant risks, including going concern issues, capital needs, and control weaknesses - The Company has not generated significant revenue and does not anticipate doing so in the near future, having incurred a net loss of approximately **$4.7 million** for the three months ended March 31, 2024[186](index=186&type=chunk) - Current cash is projected to fund operations only through late December 2024, necessitating additional capital raises, which may be limited by the inability to use Form S-3 until June 2025 due to late filings[190](index=190&type=chunk) - Substantial doubt exists about the Company's ability to continue as a going concern due to accumulated deficits and expected future losses, with auditors including an explanatory paragraph in their report[191](index=191&type=chunk)[193](index=193&type=chunk) - Material weaknesses in internal control over financial reporting and ineffective disclosure controls and procedures persist as of March 31, 2024, which previously led to restatements of financial results[194](index=194&type=chunk)[196](index=196&type=chunk) - The Company received a notice of noncompliance from NYSE Regulation for failing to timely file its Quarterly Report on Form 10-Q, posing a risk of de-listing if continued listing standards are not met[200](index=200&type=chunk)[201](index=201&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=56&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) There were no unregistered sales of equity securities during the quarter ended March 31, 2024, that had not been previously disclosed - No unregistered sales of equity securities occurred during the quarter ended March 31, 2024, that were not previously disclosed[202](index=202&type=chunk) [Item 3. Defaults Upon Senior Securities](index=56&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) This item is not applicable to the Company for the reporting period - This item is not applicable[203](index=203&type=chunk) [Item 4. Mine Safety Disclosures](index=56&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the Company for the reporting period - This item is not applicable[204](index=204&type=chunk) [Item 5. Other Information](index=56&type=section&id=Item%205.%20Other%20Information) No director or officer of the Company adopted or terminated a Rule 10b5-1 or non-Rule 10b5-1 trading arrangement during the three months ended March 31, 2024 - No director or officer adopted or terminated a Rule 10b5-1 or non-Rule 10b5-1 trading arrangement during the three months ended March 31, 2024[206](index=206&type=chunk) [Item 6. Exhibits](index=58&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed as part of this Quarterly Report on Form 10-Q, detailing corporate and financial documents - The Exhibit Index details various corporate documents, including amendments to the Certificate of Incorporation, Bylaws, Convertible Promissory Notes, and certifications[208](index=208&type=chunk)[209](index=209&type=chunk)[211](index=211&type=chunk) [SIGNATURES](index=61&type=section&id=SIGNATURES) This section contains the official attestations by the company's principal executive and financial officers - The report is signed by Jeffrey A. Wolf, Chairman and Chief Executive Officer, and William Ostrander, Chief Financial Officer, on May 28, 2024[215](index=215&type=chunk)[216](index=216&type=chunk)
Scorpius Holdings(SCPX) - 2023 Q4 - Annual Report
2024-04-26 20:08
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 627 Davis Drive, Suite 300 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the transition period from ____________ to ____________ Commission ...
Scorpius Holdings(SCPX) - 2023 Q4 - Annual Results
2024-03-07 13:40
[Form 8-K Filing Information](index=1&type=section&id=Form%208-K%20Filing%20Information) This section details the registrant's identification, incorporation, SEC file number, and contact information, including its former name [Registrant Details](index=1&type=section&id=Registrant%20Details) This section provides the core identification details for Scorpius Holdings, Inc., including its incorporation state, SEC file number, and primary contact information, noting its former name - Registrant: **Scorpius Holdings, Inc.** (formerly NightHawk Biosciences, Inc.)[2](index=2&type=chunk)[3](index=3&type=chunk) - Jurisdiction of Incorporation: **Delaware**[2](index=2&type=chunk) - Commission File Number: **001-35994**[2](index=2&type=chunk) [Securities Information](index=1&type=section&id=Securities%20Information) Details the classes of securities registered under Section 12(b) of the Act and confirms the registrant's status regarding emerging growth company provisions | Title of each class | Trading Symbol(s) | Name of each exchange on which registered | | :------------------------- | :---------------- | :---------------------------------------- | | Common Stock, $0.0002 par value per share | SCPX | NYSE American LLC | | Common Stock Purchase Rights | | NYSE American LLC | - The registrant is **not an emerging growth company**[4](index=4&type=chunk) [Item 2.02. Results of Operations and Financial Condition](index=2&type=section&id=Item%202.02.%20Results%20of%20Operations%20and%20Financial%20Condition) This section reports preliminary unaudited revenue results for Q4 2023 and includes disclaimers regarding their provisional nature [Preliminary Unaudited Revenue Results](index=2&type=section&id=Preliminary%20Unaudited%20Revenue%20Results) Scorpius Holdings, Inc. announced preliminary unaudited revenue results for the three months ended December 31, 2023, via a press release furnished as Exhibit 99.1 - On March 7, 2024, Scorpius Holdings, Inc. issued a press release announcing preliminary unaudited revenue results for the three months ended December 31, 2023[5](index=5&type=chunk) - These results are based upon **management estimates**[5](index=5&type=chunk) - A copy of the press release is furnished as **Exhibit 99.1**[5](index=5&type=chunk) [Disclaimer on Preliminary Information](index=2&type=section&id=Disclaimer%20on%20Preliminary%20Information) The company emphasizes that the reported revenue and operating loss results are preliminary, unaudited, and subject to change, advising against undue reliance due to potential material adjustments and lack of independent audit or review - The estimated revenue and operating loss results for 2023 are **preliminary and unaudited**, subject to completion of the Company's financial closing procedures[6](index=6&type=chunk) - The Company's independent registered public accounting firm has **not conducted an audit or review** of these preliminary results[6](index=6&type=chunk) - Adjustments to the preliminary estimates may be required and could be **material**, therefore undue reliance should not be placed on these estimates[6](index=6&type=chunk) [Item 7.01. Regulation FD Disclosure](index=2&type=section&id=Item%207.01.%20Regulation%20FD%20Disclosure) This section outlines upcoming investor presentations and includes important disclaimers regarding forward-looking statements and legal filing status [Investor Presentations](index=2&type=section&id=Investor%20Presentations) Scorpius Holdings, Inc. plans to conduct investor presentations over the coming weeks, utilizing an investor presentation furnished as Exhibit 99.2 - The Company will be making several presentations to investors over the **next several weeks**[8](index=8&type=chunk) - The Company intends to discuss the investor presentation furnished as **Exhibit 99.2**[8](index=8&type=chunk) [Forward-Looking Statements Disclaimer](index=2&type=section&id=Forward-Looking%20Statements%20Disclaimer) The company clarifies that the information related to investor presentations is not considered 'filed' for certain legal purposes and includes 'safe harbor' language for forward-looking statements - The information in Item 7.01 and Exhibit 99.2 is **not deemed 'filed'** for purposes of Section 18 of the Securities Exchange Act of 1934, nor subject to liabilities of Section 11 and 12(a)(2) of the Securities Act of 1933[9](index=9&type=chunk) - The investor presentation includes **'safe harbor' language** pursuant to the Private Securities Litigation Reform Act of 1995 for forward-looking statements[10](index=10&type=chunk) [Item 9.01 Financial Statements and Exhibits](index=2&type=section&id=Item%209.01%20Financial%20Statements%20and%20Exhibits) This section provides a comprehensive list of all documents filed as exhibits to the Form 8-K, including press releases and investor presentations [List of Exhibits](index=2&type=section&id=List%20of%20Exhibits) This section lists the documents filed as exhibits to the Form 8-K, including a press release, an investor presentation, and the interactive data file | Exhibit Number | Description | | :------------- | :-------------------------------- | | 99.1 | Press release dated March 7, 2024 | | 99.2 | Investor Presentation dated March 7, 2024 | | 104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document) | [SIGNATURES](index=3&type=section&id=SIGNATURES) This section confirms the official signing of the report by the authorized corporate officer of Scorpius Holdings, Inc [Signature Details](index=3&type=section&id=Signature%20Details) The report was duly signed on behalf of Scorpius Holdings, Inc. by its Chairman, President, and Chief Executive Officer - The report was signed on **March 7, 2024**[15](index=15&type=chunk) - Signed by **Jeffrey Wolf**, Chairman, President and Chief Executive Officer of Scorpius Holdings, Inc.[15](index=15&type=chunk)
Scorpius Holdings(SCPX) - 2023 Q3 - Quarterly Report
2023-11-20 21:01
[Front Matter](index=1&type=section&id=Front%20Matter) This section contains preliminary information for the quarterly report, including filing details and forward-looking statements [Form 10-Q Information](index=1&type=section&id=Form%2010-Q%20Information) This section provides the basic filing information for the Quarterly Report on Form 10-Q for NightHawk Biosciences, Inc. for the period ended September 30, 2023, including its status as a non-accelerated filer and smaller reporting company, and the number of common shares outstanding - NightHawk Biosciences, Inc. filed its Quarterly Report on Form 10-Q for the period ended September 30, 2023[2](index=2&type=chunk) Filer Status | Filer Status | Value | | :------------- | :---- | | Non-accelerated filer | ☒ | | Smaller reporting company | ☒ | | Emerging growth company | ☐ | - As of November 20, 2023, there were **26,081,890 shares of Common Stock**, $0.0002 par value per share, outstanding[4](index=4&type=chunk) [Forward-Looking Statements](index=3&type=section&id=Forward-Looking%20Statements) This section outlines the nature of forward-looking statements within the report, emphasizing that actual results may differ materially due to various risks and uncertainties, including the ability to raise capital, develop products, reliance on third parties, and regulatory actions - The report contains forward-looking statements regarding strategy, future operations, financial position, revenues, costs, prospects, plans, and objectives[9](index=9&type=chunk) - Actual results could differ materially due to factors such as the ability to raise additional capital, develop commercial products, reliance on third parties, timing of manufacturing facility completion, competitive developments, and regulatory actions[10](index=10&type=chunk) - The Company undertakes no obligation to revise or update any forward-looking statements, except as required by law[11](index=11&type=chunk) [PART I—FINANCIAL INFORMATION](index=4&type=section&id=PART%20I%E2%80%94FINANCIAL%20INFORMATION) This part presents the unaudited consolidated financial statements and management's discussion and analysis of financial condition and results of operations [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited consolidated financial statements for NightHawk Biosciences, Inc., including the Balance Sheets, Statements of Operations and Comprehensive Loss, Statements of Stockholders' Equity, and Statements of Cash Flows, providing a snapshot of the company's financial position and performance for the periods ended September 30, 2023, and December 31, 2022 [Consolidated Balance Sheets](index=4&type=section&id=Consolidated%20Balance%20Sheets) Consolidated Balance Sheet Highlights | Metric | September 30, 2023 (unaudited) | December 31, 2022 | | :-------------------------------- | :----------------------------- | :------------------ | | Total Current Assets | $24,180,163 | $50,054,260 | | Total Assets | $69,915,144 | $104,396,912 | | Total Current Liabilities | $24,487,847 | $18,037,323 | | Total Liabilities | $36,468,500 | $31,960,244 | | Total Stockholders' Equity | $33,446,644 | $72,436,668 | - Total Current Assets decreased by approximately **$25.9 million** from December 31, 2022, to September 30, 2023, primarily due to a significant reduction in short-term investments[17](index=17&type=chunk) - Total Liabilities increased by approximately **$4.5 million**, while Total Stockholders' Equity decreased by approximately **$39 million** during the nine-month period[17](index=17&type=chunk) [Consolidated Statements of Operations and Comprehensive Loss](index=5&type=section&id=Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Loss) Consolidated Statements of Operations and Comprehensive Loss Highlights | Metric | Three Months Ended Sep 30, 2023 | Three Months Ended Sep 30, 2022 | Nine Months Ended Sep 30, 2023 | Nine Months Ended Sep 30, 2022 | | :------------------------------------------------ | :------------------------------ | :------------------------------ | :----------------------------- | :----------------------------- | | Revenue | $723,126 | $58,861 | $2,146,804 | $290,259 | | Total operating expenses | $11,782,921 | $10,599,434 | $37,743,715 | $26,790,980 | | Operating loss | $(11,059,795) | $(10,540,573) | $(35,596,911) | $(26,500,721) | | Net Loss | $(14,312,029) | $(13,347,771) | $(41,168,866) | $(28,475,479) | | Net loss attributable to NightHawk Biosciences, Inc. | $(13,132,470) | $(13,258,350) | $(39,809,132) | $(28,210,223) | | Net loss per common share (basic and diluted) | $(0.50) | $(0.52) | $(1.53) | $(1.10) | - Revenue significantly increased for both the three and nine months ended September 30, 2023, compared to the prior year, primarily driven by process development revenue[18](index=18&type=chunk) - Net loss attributable to NightHawk Biosciences, Inc. increased by approximately **$11.6 million** for the nine months ended September 30, 2023, compared to the same period in 2022[18](index=18&type=chunk) [Consolidated Statements of Stockholders' Equity](index=7&type=section&id=Consolidated%20Statements%20of%20Stockholders'%20Equity) Consolidated Statements of Stockholders' Equity Highlights | Metric | September 30, 2023 | December 31, 2022 | | :-------------------------------- | :----------------- | :------------------ | | Common Stock | $5,217 | $5,126 | | Additional Paid-In Capital (APIC) | $285,090,202 | $283,019,456 | | Accumulated Deficit | $(248,962,791) | $(209,153,659) | | Total Stockholders' Equity | $33,446,644 | $72,436,668 | - The accumulated deficit increased by approximately **$39.8 million** from December 31, 2022, to September 30, 2023, reflecting the net loss incurred during the period[21](index=21&type=chunk) - Total Stockholders' Equity decreased by approximately **$39 million**, primarily due to the net loss, partially offset by stock-based compensation and other comprehensive income[21](index=21&type=chunk) [Consolidated Statements of Cash Flows](index=10&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) Consolidated Statements of Cash Flows Highlights (Nine Months Ended September 30) | Cash Flow Activity | 2023 | 2022 | | :------------------------------------ | :------------- | :------------- | | Net Cash (Used In) Provided by Operating Activities | $(30,454,924) | $2,141,977 | | Net Cash Provided By Investing Activities | $30,137,129 | $3,622,252 | | Net Cash Used In Financing Activities | $(2,751,037) | $(145,672) | | Net (Decrease) Increase in Cash and Cash Equivalents | $(3,072,020) | $5,604,363 | | Cash and Cash Equivalents – End of the Period | $5,362,534 | $13,658,242 | - Net cash used in operating activities significantly increased to **$30.5 million** in 2023 from cash provided of **$2.1 million** in 2022, primarily due to an increased net loss and changes in working capital[27](index=27&type=chunk) - Net cash provided by investing activities increased to **$30.1 million** in 2023, largely due to the sale of short-term investments[27](index=27&type=chunk) [Notes to the Consolidated Financial Statements](index=11&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) This section details the accounting policies, discontinued operations, acquisitions, fair value measurements, and other financial commitments impacting the consolidated financial statements [1. Basis of Presentation and Significant Accounting Policies](index=11&type=section&id=1.%20Basis%20of%20Presentation%20and%20Significant%20Accounting%20Policies) - The consolidated financial statements are prepared in conformity with U.S. GAAP for interim financial reporting and include NightHawk Biosciences, Inc. and its subsidiaries, with significant intercompany accounts eliminated[29](index=29&type=chunk)[31](index=31&type=chunk) - The Company has an accumulated deficit of approximately **$249.0 million** as of September 30, 2023, and expects continued losses, raising substantial doubt about its ability to continue as a going concern within one year[34](index=34&type=chunk)[36](index=36&type=chunk) - Effective January 1, 2023, the Company adopted ASU 2016-13, Financial Instruments - Credit Losses, which did not have a material impact on its consolidated financial statements[79](index=79&type=chunk)[80](index=80&type=chunk) [2. Discontinued Operations](index=23&type=section&id=2.%20Discontinued%20Operations) - In September 2023, the Company commenced active marketing for the sale of Elusys Therapeutics, Inc., which has been classified as a discontinued operation for all periods presented[32](index=32&type=chunk)[83](index=83&type=chunk) - As a result of the planned divestiture, goodwill was fully impaired by **$3.9 million** and intangible assets were partially impaired by **$2.3 million**[84](index=84&type=chunk) Net Loss from Discontinued Operations (Elusys Therapeutics) | Metric | Three Months Ended Sep 30, 2023 | Three Months Ended Sep 30, 2022 | Nine Months Ended Sep 30, 2023 | Nine Months Ended Sep 30, 2022 | | :--------------------------------------- | :------------------------------ | :------------------------------ | :----------------------------- | :----------------------------- | | Revenue | $6,699,200 | $5,980,994 | $6,699,200 | $6,012,993 | | Total operating expenses | $9,751,830 | $8,437,364 | $12,566,023 | $9,698,848 | | Net loss from discontinued operations | $(3,105,766) | $(2,700,946) | $(5,913,409) | $(3,931,784) | [3. Acquisitions](index=26&type=section&id=3.%20Acquisitions) - The Company acquired Elusys Therapeutics in April 2022 to expand its role in biodefense, with an initial expectation to leverage its Scorpius biomanufacturing facility for internal manufacturing[89](index=89&type=chunk)[93](index=93&type=chunk) - However, the Company has been unable to manufacture Elusys' therapies internally and has not generated sufficient revenue or capital to build the planned Kansas facility, leading to reliance on third-party manufacturers[93](index=93&type=chunk) Elusys Acquisition Purchase Consideration and Allocation | Metric | Amount | | :------------------------------------ | :------------- | | Total purchase consideration | $42,853,685 | | Net assets acquired and liabilities assumed | $38,980,605 | | Goodwill | $3,873,080 | [4. Fair Value of Financial Instruments](index=30&type=section&id=4.%20Fair%20Value%20of%20Financial%20Instruments) - The Company uses a three-tier fair value hierarchy (Level I, II, III) for financial instruments, with cash equivalents and short-term investments classified as Level I[101](index=101&type=chunk)[102](index=102&type=chunk)[103](index=103&type=chunk)[104](index=104&type=chunk) - Warrants issued in January 2020 are classified as Level 3 derivative liabilities, revalued quarterly using the Monte Carlo simulation model, with a fair value of **$0** as of September 30, 2023[105](index=105&type=chunk)[106](index=106&type=chunk) - The change in fair value of contingent consideration for Elusys was **$(0.3) million** for the three months and **$(0.2) million** for the nine months ended September 30, 2023, primarily due to changes in timing and amount of contract deferred consideration[108](index=108&type=chunk) [5. Short-Term Investments](index=36&type=section&id=5.%20Short-Term%20Investments) Short-Term Investments | Date | Fair Value | | :--------------- | :----------- | | September 30, 2023 | $4.2 million | | December 31, 2022 | $35.8 million | - Short-term investments, consisting of equity securities (mutual funds), decreased significantly from **$35.8 million** at December 31, 2022, to **$4.2 million** at September 30, 2023[110](index=110&type=chunk) [6. Prepaid Expenses and Other Current Assets](index=37&type=section&id=6.%20Prepaid%20Expenses%20and%20Other%20Current%20Assets) Prepaid Expenses and Other Current Assets | Category | September 30, 2023 | December 31, 2022 | | :-------------------------------- | :----------------- | :------------------ | | Prepaid manufacturing expense | $475,536 | $91,477 | | Contract assets | $363,918 | — | | Other prepaid expenses and current assets | $280,787 | $1,132,502 | | Prepaid insurance | $104,126 | $201,252 | | Prepaid preclinical and clinical expenses | $36,861 | $65,892 | | **Total** | **$1,261,228** | **$1,491,123** | - Prepaid manufacturing expenses increased substantially from **$91,477** to **$475,536**, while other prepaid expenses and current assets decreased[111](index=111&type=chunk) [7. Property and Equipment](index=37&type=section&id=7.%20Property%20and%20Equipment) Property and Equipment, Net | Category | September 30, 2023 | December 31, 2022 | | :---------------------- | :----------------- | :------------------ | | Lab equipment | $21,080,029 | $18,060,058 | | Leasehold improvements | $2,827,289 | $2,486,329 | | Construction-in-process | — | $2,053,335 | | Total, net | $18,683,898 | $20,438,521 | - Lab equipment increased by approximately **$3 million**, while construction-in-process was fully expensed or reclassified, leading to a net decrease in total property and equipment[113](index=113&type=chunk) - Depreciation expense for the nine months ended September 30, 2023, was **$3.4 million**, a significant increase from **$0.7 million** in the same period of 2022[113](index=113&type=chunk) [8. Goodwill and Other Intangible Assets](index=37&type=section&id=8.%20Goodwill%20and%20Other%20Intangible%20Assets) - Goodwill and intangible assets related to Elusys were fully impaired by **$3.9 million** and **$2.3 million**, respectively, due to the planned divestiture[118](index=118&type=chunk) Change in Carrying Amount of Goodwill and Intangible Assets (Nine Months Ended September 30, 2023) | Metric | Goodwill | Intangible Assets | | :-------------------------------- | :------- | :---------------- | | Balance at December 31, 2022 | $3,301,959 | $8,669,375 | | Impairment | $(3,873,079) | $(2,277,921) | | Reclassified to discontinued operations | — | $(5,300,204) | | Balance at September 30, 2023 | $— | $— | - The Company finalized the purchase price allocation for the Elusys acquisition in April 2023, resulting in a measurement period adjustment that increased goodwill by approximately **$0.6 million**[119](index=119&type=chunk) [9. Accrued Expenses and Other Liabilities](index=39&type=section&id=9.%20Accrued%20Expenses%20and%20Other%20Liabilities) Accrued Expenses and Other Liabilities | Category | September 30, 2023 | December 31, 2022 | | :-------------------------------- | :----------------- | :------------------ | | Accrued marketing expenses | $749,998 | — | | Accrued preclinical and clinical trial expenses | $252,618 | $953,252 | | Compensation and related benefits | $373,211 | $491,191 | | Accrued manufacturing expenses | $345,646 | $6,133 | | **Total** | **$2,031,618** | **$1,916,601** | - Accrued marketing expenses significantly increased from zero to **$749,998**, and accrued manufacturing expenses also saw a substantial rise[120](index=120&type=chunk) [10. Stockholders' Equity](index=39&type=section&id=10.%20Stockholders'%20Equity) Common Stock Warrants Outstanding | Date | Warrants Outstanding | | :--------------- | :------------------- | | December 31, 2022 | 747,383 | | September 30, 2023 | 313,358 | - The number of outstanding common stock warrants decreased by **434,025** due to expirations during the nine months ended September 30, 2023[124](index=124&type=chunk) - Stock-based compensation expense for the nine months ended September 30, 2023, was **$2.1 million**, a decrease from **$2.4 million** in the same period of 2022[126](index=126&type=chunk) [11. Revenue](index=45&type=section&id=11.%20Revenue) - Elusys completed the manufacturing conversion of **23,732 vials of ANTHIM®** for **$6.7 million** in September 2023, included in discontinued operations[137](index=137&type=chunk) - No grant revenue was recognized during the three and nine months ended September 30, 2023, as the CPRIT grant concluded with all **$15.2 million** recognized and received[138](index=138&type=chunk)[140](index=140&type=chunk) - Process development revenue for the nine months ended September 30, 2023, was **$2.0 million**, primarily from two customers, recognized over time using an input method[143](index=143&type=chunk) [12. Net Loss Per Share](index=47&type=section&id=12.%20Net%20Loss%20Per%20Share) Net Loss Per Share Attributable to NightHawk Biosciences, Inc. | Metric | Three Months Ended Sep 30, 2023 | Three Months Ended Sep 30, 2022 | Nine Months Ended Sep 30, 2023 | Nine Months Ended Sep 30, 2022 | | :---------------------------------------------------------------- | :------------------------------ | :------------------------------ | :----------------------------- | :----------------------------- | | Net loss per common share, basic and diluted (continuing operations) | $(0.38) | $(0.41) | $(1.30) | $(0.95) | | Net loss per common share, basic and diluted (discontinued operations) | $(0.12) | $(0.11) | $(0.23) | $(0.15) | | Total Net loss per common share, basic and diluted | $(0.50) | $(0.52) | $(1.53) | $(1.10) | - All common stock options, unvested restricted stock units, and warrants were anti-dilutive and excluded from diluted EPS calculations for both periods[148](index=148&type=chunk) [13. Income Tax](index=49&type=section&id=13.%20Income%20Tax) - The Company estimates an annual effective tax rate of **0%** for 2023 due to a history of losses and a full valuation allowance against net deferred tax assets in the U.S., Australia, and Germany[150](index=150&type=chunk)[151](index=151&type=chunk) - Total tax expense for the three months ended September 30, 2023, was approximately **$0.1 million**, and a benefit of **$(0.5) million** for the nine months ended September 30, 2023[150](index=150&type=chunk) - The liability for unrecognized tax benefits was **$1.5 million** as of September 30, 2023, with **$1.0 million** affecting the effective tax rate and included in discontinued operations[154](index=154&type=chunk) [14. Leases](index=51&type=section&id=14.%20Leases) - The Company accounts for its leases under ASC 842, classifying them as operating or finance leases for office, laboratory, and manufacturing spaces[156](index=156&type=chunk)[157](index=157&type=chunk) - Total finance lease cost for the nine months ended September 30, 2023, was **$1.8 million**, comprising amortization of lease assets and interest on lease liabilities[163](index=163&type=chunk) Weighted Average Lease Terms and Borrowing Rates (September 30, 2023) | Metric | Operating Leases | Finance Leases | | :-------------------------------- | :--------------- | :--------------- | | Weighted average remaining lease term | 6.7 years | 11.3 years | | Weighted average incremental borrowing rate | 9.45 % | 10.12 % | [15. Commitments and Contingencies](index=54&type=section&id=15.%20Commitments%20and%20Contingencies) - Elusys has non-cancellable future commitments of approximately **$53.0 million** through 2025 with Lonza, a third-party manufacturer, for ANTHIM® bulk drug product[165](index=165&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=54&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on the company's financial condition and results of operations, highlighting the shift in focus to its CDMO business, the divestiture of Elusys, and the associated financial impacts and future outlook [Overview](index=54&type=section&id=Overview) - The Company's current focus is on its Contract Development and Manufacturing Organization (CDMO) business, Scorpius Biomanufacturing, Inc., which provides services from process development to cGMP clinical and commercial manufacturing of biologics[167](index=167&type=chunk) - Priorities shifted away from clinical-stage oncology assets (HS-110 and PTX-35) towards biodefense and biomanufacturing capabilities[168](index=168&type=chunk) - The Company approved a refocus and restructuring plan in September 2023, including a workforce reduction of approximately **13 employees (14% of workforce)** to save **$1.8 million annually** and direct resources to the CDMO business[172](index=172&type=chunk) [Critical Accounting Policies and Estimates](index=56&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) - Management's discussion is based on consolidated financial statements prepared in accordance with U.S. GAAP, requiring significant judgments and estimates for reported amounts[174](index=174&type=chunk) - Process development revenue is recognized over time using an input method, tracking progress by measuring inputs relative to total estimated inputs to satisfy performance obligations[175](index=175&type=chunk) - Transaction prices for services reflect best estimates of consideration, with variable consideration included only to the extent that a significant revenue reversal is improbable[176](index=176&type=chunk)[178](index=178&type=chunk) [Results of Operations](index=58&type=section&id=Results%20of%20Operations) Revenue Comparison (Three Months Ended September 30) | Revenue Type | 2023 | 2022 | | :-------------------- | :--------- | :------- | | Product sales (discontinued) | $6.7 million | $5.98 million | | Process development | $0.6 million | — | | Service revenue | $0.1 million | $0.06 million | Research and Development Expense Comparison (Nine Months Ended September 30) | Program | 2023 (millions) | 2022 (millions) | | :-------------------------------- | :-------------- | :-------------- | | HS-110 | $1.4 | $0.4 | | HS-130 | $0.0 | $0.7 | | PTX-35 | $1.3 | $1.8 | | Other programs | $1.1 | $0.5 | | Unallocated R&D expenses | $12.8 | $9.9 | | **Total R&D expense** | **$16.6** | **$13.3** | - Selling, general and administrative expenses increased to **$19.6 million** for the nine months ended September 30, 2023, from **$13.3 million** in 2022, driven by increases in personnel, marketing, professional, depreciation, amortization, and rent expenses[190](index=190&type=chunk) [Liquidity and Capital Resources](index=62&type=section&id=Liquidity%20and%20Capital%20Resources) - As of September 30, 2023, the Company had approximately **$9.5 million** in cash and cash equivalents and short-term investments, expected to fund operations into Q1 2024[192](index=192&type=chunk) - Management has determined there is substantial doubt about the Company's ability to continue as a going concern due to significant losses and insufficient revenue, necessitating additional capital or strategic alternatives[192](index=192&type=chunk) - Net cash used in operating activities increased to **$30.5 million** for the nine months ended September 30, 2023, from **$2.1 million** provided in the same period of 2022, primarily due to increased net loss and changes in working capital[199](index=199&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=66&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, NightHawk Biosciences, Inc. is not required to provide quantitative and qualitative disclosures about market risk - The Company is a smaller reporting company and is not required to provide information on quantitative and qualitative disclosures about market risk[205](index=205&type=chunk) [Item 4. Controls and Procedures](index=66&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that the Company's disclosure controls and procedures were not effective as of September 30, 2023, due to material weaknesses in internal control over financial reporting, including ineffective IT general controls, errors in deferred tax asset valuation allowance, and inadequate management review controls - As of September 30, 2023, disclosure controls and procedures were not effective due to material weaknesses in internal control over financial reporting[207](index=207&type=chunk) - Identified material weaknesses include ineffective information technology general controls (user access, segregation of duties), errors in deferred tax asset valuation allowance related to the Elusys acquisition, and ineffective design of certain management review controls[209](index=209&type=chunk) - The Company is implementing a remediation plan, including enhanced process controls for user access, improved documentation, and new controls for income tax accounting[211](index=211&type=chunk) [PART II—OTHER INFORMATION](index=68&type=section&id=PART%20II%E2%80%94OTHER%20INFORMATION) This part covers legal proceedings, risk factors, equity sales, and other disclosures pertinent to the company's operations and financial standing [Item 1. Legal Proceedings](index=68&type=section&id=Item%201.%20Legal%20Proceedings) The Company is not currently a party to any legal proceedings that would have a material adverse effect on its business, operating results, financial condition, or cash flows - The Company is not currently involved in any legal proceedings that would materially adversely affect its business, operating results, financial condition, or cash flows[215](index=215&type=chunk) [Item 1A. Risk Factors](index=68&type=section&id=Item%201A.%20Risk%20Factors) Investing in NightHawk Biosciences, Inc. securities involves a high degree of risk, with significant concerns about the Company's ability to continue as a going concern due to accumulated deficits, ongoing losses, and limited cash runway - The Company's accumulated deficit of **$249.0 million** as of September 30, 2023, and ongoing net losses raise substantial doubt about its ability to continue as a going concern[217](index=217&type=chunk)[218](index=218&type=chunk) - With approximately **$9.5 million** in cash and cash equivalents and short-term investments, the Company expects to fund operations only into Q1 2024, necessitating additional capital or strategic alternatives, including the divestiture of Elusys[220](index=220&type=chunk) - The business is now concentrated in the CDMO segment, which has not yet generated significant revenue, and dependence on a few customers poses concentration risks[227](index=227&type=chunk)[229](index=229&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=74&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) There were no unregistered sales of equity securities during the quarter ended September 30, 2023, that had not been previously disclosed - No unregistered sales of equity securities occurred during the quarter ended September 30, 2023, that were not previously disclosed[233](index=233&type=chunk) [Item 3. Defaults Upon Senior Securities](index=74&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) This item is not applicable to the Company for the reporting period - This item is not applicable[234](index=234&type=chunk) [Item 4. Mine Safety Disclosures](index=74&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the Company for the reporting period - This item is not applicable[235](index=235&type=chunk) [Item 5. Other Information](index=74&type=section&id=Item%205.%20Other%20Information) There is no other information to report under this item - No other information to report[236](index=236&type=chunk) [Item 6. Exhibits](index=74&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed as part of this Quarterly Report on Form 10-Q, including various Certificates of Amendment to the Certificate of Incorporation, Bylaws, and certifications from executive officers - The report includes various exhibits, such as Certificates of Amendment to the Certificate of Incorporation and certifications from the Principal Executive Officer and Principal Financial Officer[239](index=239&type=chunk)[241](index=241&type=chunk) [SIGNATURES](index=77&type=section&id=SIGNATURES) The report is duly signed on behalf of NightHawk Biosciences, Inc. by Jeffrey A. Wolf, Chairman and Chief Executive Officer, and William Ostrander, Chief Financial Officer, on November 20, 2023 - The report was signed by Jeffrey A. Wolf, Chairman and Chief Executive Officer, and William Ostrander, Chief Financial Officer, on November 20, 2023[246](index=246&type=chunk)
Scorpius Holdings(SCPX) - 2023 Q2 - Quarterly Report
2023-08-14 20:10
PART I—FINANCIAL INFORMATION [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) This section presents NightHawk Biosciences, Inc.'s unaudited consolidated financial statements for the quarter ended June 30, 2023, including balance sheets, statements of operations and comprehensive loss, statements of stockholders' equity, and statements of cash flows, along with detailed notes explaining the basis of presentation, significant accounting policies, acquisitions, fair value measurements, and other financial details [Consolidated Balance Sheets](index=4&type=section&id=Consolidated%20Balance%20Sheets) The consolidated balance sheets show a decrease in total assets and stockholders' equity from December 31, 2022, to June 30, 2023 | Metric | June 30, 2023 (unaudited) | December 31, 2022 | | :-------------------------------- | :-------------------------- | :------------------ | | **Assets** | | | | Cash and cash equivalents | $5.8 million | $8.4 million | | Short-term investments | $12.7 million | $35.8 million | | Total Current Assets | $22.8 million | $50.1 million | | Total Assets | $80.2 million | $104.4 million | | **Liabilities & Equity** | | | | Total Current Liabilities | $15.3 million | $18.0 million | | Total Liabilities | $33.1 million | $32.0 million | | Total Stockholders' Equity | $47.1 million | $72.4 million | | Total Liabilities and Stockholders' Equity | $80.2 million | $104.4 million | - Total assets decreased by approximately **$24.2 million** from December 31, 2022, to June 30, 2023, primarily driven by a reduction in short-term investments and cash and cash equivalents[17](index=17&type=chunk) [Consolidated Statements of Operations and Comprehensive Loss](index=5&type=section&id=Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Loss) Revenue significantly increased for both the three and six months ended June 30, 2023, compared to the prior year, primarily driven by process development revenue, but operating expenses also rose substantially, leading to a larger net loss | Metric | Three Months Ended June 30, 2023 | Three Months Ended June 30, 2022 | Six Months Ended June 30, 2023 | Six Months Ended June 30, 2022 | | :------------------------------------ | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Revenue | $0.7 million | $0.05 million | $1.4 million | $0.3 million | | Cost of revenues | $0.4 million | — | $1.0 million | — | | Research and development | $5.7 million | $4.7 million | $12.7 million | $8.7 million | | Selling, general and administrative | $7.4 million | $4.9 million | $14.2 million | $8.7 million | | Loss from operations | $(14.3) million | $(9.7) million | $(27.4) million | $(17.2) million | | Net loss attributable to NightHawk Biosciences, Inc. | $(13.9) million | $(6.8) million | $(26.7) million | $(15.0) million | | Net loss per share, basic and diluted | $(0.53) | $(0.27) | $(1.03) | $(0.58) | - Revenue significantly increased for both the three and six months ended June 30, 2023, compared to the prior year, primarily driven by process development revenue, however, operating expenses also rose substantially, leading to a larger net loss[18](index=18&type=chunk) [Consolidated Statements of Stockholders' Equity](index=6&type=section&id=Consolidated%20Statements%20of%20Stockholders%20Equity) Total stockholders' equity decreased by approximately $25.4 million from December 31, 2022, to June 30, 2023, primarily due to the net loss incurred during the period | Metric | Balance at December 31, 2022 | Balance at June 30, 2023 | | :------------------------------------ | :--------------------------- | :----------------------- | | Common Stock | $5,126 | $5,210 | | Additional Paid-in Capital (APIC) | $283.0 million | $284.5 million | | Accumulated Deficit | $(209.2) million | $(235.8) million | | Accumulated Other Comprehensive Income | $51,924 | $104,962 | | Non-Controlling Interest | $(1.5) million | $(1.7) million | | Total Stockholders' Equity | $72.4 million | $47.1 million | - Total stockholders' equity decreased by approximately **$25.4 million** from December 31, 2022, to June 30, 2023, primarily due to the net loss incurred during the period[20](index=20&type=chunk) [Consolidated Statements of Cash Flows](index=8&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) The company experienced a significant increase in cash used in operating activities in the first half of 2023, primarily due to increased net loss and changes in working capital, while investing activities provided substantial cash, largely from the sale of short-term investments | Cash Flow Activity | Six Months Ended June 30, 2023 | Six Months Ended June 30, 2022 | | :-------------------------------- | :----------------------------- | :----------------------------- | | Net Cash Used In Operating Activities | $(22.0) million | $(1.4) million | | Net Cash Provided By Investing Activities | $22.3 million | $3.8 million | | Net Cash Used In Financing Activities | $(2.9) million | $(0.1) million | | Net (Decrease) Increase in Cash and Cash Equivalents | $(2.6) million | $2.2 million | | Cash and Cash Equivalents – End of the Period | $5.8 million | $10.2 million | - The company experienced a significant increase in cash used in operating activities in the first half of 2023, primarily due to increased net loss and changes in working capital, Investing activities provided substantial cash, largely from the sale of short-term investments[25](index=25&type=chunk) [Notes to the Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) These notes provide detailed explanations and disclosures for the consolidated financial statements, covering accounting policies, significant estimates, business combinations, fair value measurements, and specific financial line items, offering crucial context for the reported figures [Note 1. Basis of Presentation and Significant Accounting Policies](index=9&type=section&id=Note%201.%20Basis%20of%20Presentation%20and%20Significant%20Accounting%20Policies) This note outlines the company's basis for financial statement preparation, including U.S. GAAP conformity, consolidation principles, and the unaudited nature of interim statements, highlighting a 'going concern' uncertainty due to accumulated deficits and expected future losses, necessitating additional funding, and detailing key accounting policies for cash, derivatives, investments, estimates, segments, business combinations, goodwill, intangible assets, contingent consideration, R&D, revenue recognition, and recently adopted standards - The company has an accumulated deficit of approximately **$235.8 million** as of June 30, 2023, and a net loss of approximately **$26.9 million** for the six months ended June 30, 2023, raising substantial doubt about its ability to continue as a going concern within one year[30](index=30&type=chunk)[32](index=32&type=chunk) - As of June 30, 2023, the company had approximately **$18.6 million** in cash and cash equivalents and short-term investments, which is believed to be sufficient to fund operations into Q4 2023[32](index=32&type=chunk) - The company adopted ASU 2016-13 (Credit Losses) as of January 1, 2023, with no material impact on its consolidated financial statements[72](index=72&type=chunk)[73](index=73&type=chunk) [Note 2. Acquisitions](index=21&type=section&id=Note%202.%20Acquisitions) This note details the acquisitions of Pelican Therapeutics and Elusys Therapeutics, where the Pelican acquisition increased NightHawk's controlling interest to 85% but related goodwill and in-process R&D were fully impaired by December 31, 2022, due to the discontinuation of PTX-35, while the Elusys acquisition in April 2022, valued at approximately $42.9 million, expanded NightHawk's biodefense role with ANTHIM® and included significant contingent and deferred consideration liabilities - NightHawk Biosciences, Inc. increased its controlling ownership in Pelican Therapeutics from **80% to 85%** in October 2018[74](index=74&type=chunk) - Goodwill and in-process R&D from the Pelican acquisition were fully impaired as of December 31, 2022, following the termination of PTX-35 development[75](index=75&type=chunk) - The acquisition of Elusys Therapeutics on April 18, 2022, was valued at approximately **$42.9 million**, comprising cash, deferred cash, and contingent/deferred consideration liabilities[80](index=80&type=chunk)[83](index=83&type=chunk) - The Elusys acquisition added ANTHIM® (FDA-approved anthrax antitoxin) to NightHawk's portfolio, aiming to expand its biodefense role and leverage planned biomanufacturing facilities[79](index=79&type=chunk) [Note 3. Fair Value of Financial Instruments](index=26&type=section&id=Note%203.%20Fair%20Value%20of%20Financial%20Instruments) This note describes the company's fair value measurements, categorizing financial instruments into a three-tier hierarchy (Level I, II, III), where short-term investments are classified as Level I, and contingent consideration and warrant liabilities are classified as Level 3, requiring significant unobservable inputs for valuation, such as stock price volatility and expected payment timing | Description | Total (June 30, 2023) | Level 1 (June 30, 2023) | Level 3 (June 30, 2023) | | :---------------------- | :-------------------- | :---------------------- | :---------------------- | | Short-term investments | $12.7 million | $12.7 million | — | | Contingent consideration | $12.3 million | — | $12.3 million | | Warrant liability | — | — | — | | | | | | | Description | Total (Dec 31, 2022) | Level 1 (Dec 31, 2022) | Level 3 (Dec 31, 2022) | | :---------------------- | :------------------- | :--------------------- | :--------------------- | | Short-term investments | $35.8 million | $35.8 million | — | | Contingent consideration | $12.2 million | — | $12.2 million | | Warrant liability | — | — | — | - The fair value of warrant liability was **$0** as of June 30, 2023, and December 31, 2022, with 9,357 warrants outstanding subject to quarterly revaluation[93](index=93&type=chunk)[94](index=94&type=chunk) - The change in fair value of contingent consideration for the six months ended June 30, 2023, was **$0.1 million**, primarily due to changes in the timing and amount of contract deferred consideration[95](index=95&type=chunk) [Note 4. Short-Term Investments](index=31&type=section&id=Note%204.%20Short-Term%20Investments) Short-term investments, consisting of equity securities (mutual funds), are carried at fair value based on quoted market prices, and their value decreased from $35.8 million at December 31, 2022, to $12.7 million at June 30, 2023 | Metric | June 30, 2023 | December 31, 2022 | | :---------------------- | :------------ | :---------------- | | Short-term investments | $12.7 million | $35.8 million | [Note 5. Prepaid Expenses and Other Current Assets](index=31&type=section&id=Note%205.%20Prepaid%20Expenses%20and%20Other%20Current%20Assets) Prepaid expenses and other current assets primarily include prepaid manufacturing expenses, other prepaid expenses, contract assets, and prepaid insurance, with the total decreasing from $3.6 million at December 31, 2022, to $3.4 million at June 30, 2023 | Category | June 30, 2023 | December 31, 2022 | | :-------------------------------- | :------------ | :---------------- | | Prepaid manufacturing expense | $2.1 million | $1.8 million | | Other prepaid expenses and current assets | $1.1 million | $1.4 million | | Contract assets | $0.2 million | — | | Prepaid insurance | $0.06 million | $0.2 million | | Prepaid preclinical and clinical expenses | $0.02 million | $0.07 million | | **Total** | **$3.4 million** | **$3.6 million** | [Note 6. Property and Equipment](index=31&type=section&id=Note%206.%20Property%20and%20Equipment) Property and equipment, net, decreased from $20.5 million at December 31, 2022, to $19.1 million at June 30, 2023, while depreciation expense significantly increased to $2.2 million for the six months ended June 30, 2023, compared to $0.3 million in the prior year | Category | June 30, 2023 | December 31, 2022 | | :-------------------------- | :------------ | :---------------- | | Lab equipment | $20.3 million | $18.1 million | | Leasehold improvements | $2.8 million | $2.5 million | | Construction-in-process | — | $2.1 million | | Total | $24.3 million | $23.4 million | | Accumulated depreciation | $(5.2) million | $(3.0) million | | **Property and equipment, net** | **$19.1 million** | **$20.5 million** | - Depreciation expense for the six months ended June 30, 2023, was **$2.2 million**, a substantial increase from **$0.3 million** for the same period in 2022[101](index=101&type=chunk) [Note 7. Goodwill and Other Intangible Assets](index=31&type=section&id=Note%207.%20Goodwill%20and%20Other%20Intangible%20Assets) This note details the goodwill and intangible assets from the Pelican and Elusys acquisitions, where Pelican's goodwill and in-process R&D were fully impaired by Q3 2022 due to the termination of PTX-35 development, while Elusys' goodwill ($3.9 million) and intangible asset ($9.7 million for ANTHIM® formulation) were tested for impairment, with no impairment charge recorded as of June 30, 2023, and goodwill increased by $0.6 million due to purchase price allocation finalization - Pelican's in-process R&D of **$3.5 million** was fully impaired in Q3 2022 due to the termination of PTX-35 development[104](index=104&type=chunk) - Elusys' goodwill was **$3.9 million** and its intangible asset (ANTHIM® formulation) was **$9.7 million** at acquisition, No impairment charges were recorded for Elusys' goodwill or intangible assets as of June 30, 2023[105](index=105&type=chunk) | Metric | Goodwill | Intangible Assets | | :-------------------------- | :--------- | :---------------- | | Balance at December 31, 2022 | $3.3 million | $8.7 million | | Acquisition fair value adjustments | $0.6 million | — | | Amortization | — | $(0.7) million | | **Balance at June 30, 2023** | **$3.9 million** | **$7.9 million** | [Note 8. Accrued Expenses and Other Liabilities](index=33&type=section&id=Note%208.%20Accrued%20Expenses%20and%20Other%20Liabilities) Accrued expenses and other liabilities decreased from $4.3 million at December 31, 2022, to $3.5 million at June 30, 2023, with key components including accrued preclinical and clinical trial expenses, amounts due to Elusys shareholders, and an ANTHIM® technology transfer fee | Category | June 30, 2023 | December 31, 2022 | | :-------------------------------- | :------------ | :---------------- | | Accrued preclinical and clinical trial expenses | $0.8 million | $1.0 million | | Due to Elusys shareholders | $0.6 million | $0.6 million | | ANTHIM® technology transfer fee | $0.5 million | $0.5 million | | Accrued marketing expenses | $0.5 million | — | | Compensation and related benefits | $0.3 million | $0.6 million | | Income tax payable | $0.1 million | $1.1 million | | **Total** | **$3.5 million** | **$4.3 million** | [Note 9. Stockholders' Equity](index=34&type=section&id=Note%209.%20Stockholders%20Equity) This note details changes in stockholders' equity, including common stock warrants, stock options, restricted stock, and restricted stock units, where the number of outstanding warrants decreased due to expirations, stock-based compensation expense was $1.4 million for the six months ended June 30, 2023, and the company granted 360,000 RSUs during the period | Metric | December 31, 2022 | June 30, 2023 | | :-------------------------------- | :---------------- | :-------------- | | Outstanding common stock warrants | 747,383 | 313,358 | | Outstanding stock options | 7,036,874 | 6,858,093 | | Restricted stock at period end | 34,001 | — | | RSUs at period end | — | 310,000 | - Stock-based compensation expense was **$1.4 million** for the six months ended June 30, 2023, compared to **$1.7 million** for the same period in 2022[112](index=112&type=chunk) - During the six months ended June 30, 2023, **360,000** Restricted Stock Units (RSUs) were granted[123](index=123&type=chunk) [Note 10. Revenue](index=37&type=section&id=Note%2010.%20Revenue) This note details the company's revenue sources, where no product sales of ANTHIM® occurred in the first half of 2023 or 2022, grant revenue from CPRIT was fully recognized and received by June 30, 2023, license revenue included a $0.1 million milestone payment from Shattuck, and process development revenue significantly increased to $1.3 million for the six months ended June 30, 2023, from the San Antonio CDMO facility - No product sales of ANTHIM® were recognized during the three and six months ended June 30, 2023, or 2022[124](index=124&type=chunk) - All **$15.2 million** of the CPRIT grant funding has been recognized as revenue and received as of June 30, 2023[127](index=127&type=chunk) - The company received a **$0.1 million** milestone payment from Shattuck in March 2023 for the completion of a Phase 1A clinical trial[129](index=129&type=chunk) | Revenue Type | Three Months Ended June 30, 2023 | Six Months Ended June 30, 2023 | | :-------------------------- | :------------------------------- | :----------------------------- | | Process development revenue | $0.7 million | $1.3 million | | License revenue | — | $0.1 million | | Grant revenue | — | — | [Note 11. Net Loss Per Share](index=39&type=section&id=Note%2011.%20Net%20Loss%20Per%20Share) This note reconciles net loss to net loss attributable to NightHawk Biosciences, Inc. and presents basic and diluted net loss per share, where all potentially dilutive securities (stock options, restricted stock units, and warrants) were excluded from diluted EPS calculations for both periods due to their anti-dilutive effect | Metric | Three Months Ended June 30, 2023 | Three Months Ended June 30, 2022 | Six Months Ended June 30, 2023 | Six Months Ended June 30, 2022 | | :------------------------------------ | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Net loss attributable to NightHawk Biosciences, Inc. | $(13.9) million | $(6.8) million | $(26.7) million | $(15.0) million | | Net loss per share, basic and diluted | $(0.53) | $(0.27) | $(1.03) | $(0.58) | - Potentially dilutive securities, including **6,858,093** outstanding stock options, **310,000** restricted stock units, and **313,358** outstanding common stock warrants, were excluded from diluted EPS calculations for the six months ended June 30, 2023, due to their anti-dilutive effect[136](index=136&type=chunk) [Note 12. Income Tax](index=41&type=section&id=Note%2012.%20Income%20Tax) The company recorded an income tax benefit of approximately $0.6 million for the six months ended June 30, 2023, resulting from an additional release of its valuation allowance due to the finalization of the Elusys acquisition's purchase price allocation, while a full valuation allowance is maintained against net deferred tax assets in the U.S., Australia, and Germany due to a history of losses - An income tax benefit of approximately **$0.6 million** was recognized for the six months ended June 30, 2023, due to an additional release of the valuation allowance from the finalization of the Elusys acquisition's purchase accounting[139](index=139&type=chunk) - The company estimates an annual effective tax rate of **0%** for the year ending December 31, 2023, and maintains a full valuation allowance on net deferred tax assets in certain jurisdictions due to historical losses[137](index=137&type=chunk)[140](index=140&type=chunk) - As of June 30, 2023, the liability for unrecognized tax benefits was **$1.5 million**, with **$1.0 million** potentially affecting the effective tax rate if recognized[142](index=142&type=chunk) [Note 13. Leases](index=41&type=section&id=Note%2013.%20Leases) The company accounts for operating and finance leases under ASC 842, with facilities in Morrisville, San Antonio, Parsippany, and North Brunswick, including a Morrisville operating lease ($5.6 million ROU asset), a San Antonio finance lease ($15.1 million ROU asset) for Scorpius, and another San Antonio finance lease ($7.8 million ROU asset) for additional space, with total cash paid for operating leases being $0.5 million for the six months ended June 30, 2023 - The company operates under various operating and finance leases for facilities in North Carolina, Texas, and New Jersey[144](index=144&type=chunk) - A finance lease for a San Antonio facility for Scorpius commenced in September 2022, resulting in a **$15.1 million** finance lease right-of-use asset[146](index=146&type=chunk) | Lease Type | Weighted Average Remaining Lease Term (June 30, 2023) | Weighted Average Incremental Borrowing Rate (June 30, 2023) | | :-------------------------- | :------------------------------------------ | :---------------------------------------------------- | | Operating leases | 7.0 years | 9.47 % | | Finance leases | 13.6 years | 9.81 % | - Total cash paid for operating leases was **$0.5 million** for the six months ended June 30, 2023[148](index=148&type=chunk) [Note 14. Commitments and Contingencies](index=45&type=section&id=Note%2014.%20Commitments%20and%20Contingencies) The company has significant non-cancellable future commitments with Lonza, a third-party manufacturer, totaling approximately $53.0 million through 2025 for the production of ANTHIM® substance requirements - The company has remaining total non-cancellable future commitments of approximately **$53.0 million** through 2025 with Lonza for ANTHIM® substance requirements[151](index=151&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=45&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on the company's financial performance and condition, highlighting its shift towards biodefense and biomanufacturing, discussing critical accounting policies, analyzing revenue and expense trends for the three and six months ended June 30, 2023, and addressing liquidity challenges, including the need for additional capital to sustain operations [OVERVIEW](index=47&type=section&id=OVERVIEW) NightHawk Biosciences is an integrated biopharmaceutical company focused on developing, manufacturing, and commercializing medical countermeasures for biothreats, with its ecosystem including Elusys (biodefense expertise, ANTHIM®), Scorpius (biomanufacturing), and Skunkworx (discovery), and has shifted priorities to biodefense and biomanufacturing, moving away from clinical-stage oncology assets - NightHawk Biosciences is a fully integrated biopharmaceutical company specializing in medical countermeasures for biothreats, leveraging its subsidiaries Elusys, Scorpius, and Skunkworx[153](index=153&type=chunk) - The company's monoclonal antibody ANTHIM® (obiltoxaximab) is FDA-approved for inhalational anthrax treatment and prophylaxis, and also approved in the EU, Canada, and the UK[154](index=154&type=chunk) - Scorpius's lead biomanufacturing facility in San Antonio, Texas, commenced operations in October 2022, aiming to reduce dependence on third-party CDMOs and offer fee-for-service capacity[155](index=155&type=chunk) - Priorities have shifted to biodefense and biomanufacturing, with resources refocused away from clinical-stage oncology assets like HS-110 and PTX-35[156](index=156&type=chunk) [CRITICAL ACCOUNTING POLICIES AND ESTIMATES](index=47&type=section&id=CRITICAL%20ACCOUNTING%20POLICIES%20AND%20ESTIMATES) This section emphasizes the critical accounting policies that require significant management judgment and estimates, particularly regarding revenue recognition for process development services, where revenue is recognized over time using an input method, and variable consideration is estimated to the extent a significant reversal is improbable - Process development revenue is recognized over time using an input method, tracking progress by measuring inputs relative to total estimated inputs[159](index=159&type=chunk) - The company estimates variable consideration in transaction prices, including discounts and credits, only when it is probable that a significant revenue reversal will not occur[162](index=162&type=chunk) [RESULTS OF OPERATIONS](index=49&type=section&id=RESULTS%20OF%20OPERATIONS) The company experienced significant revenue growth in Q2 and H1 2023, primarily from process development, but also saw substantial increases in operating expenses, particularly R&D and SG&A, leading to increased operating and net losses compared to the prior year periods [Comparison of the Three Months Ended June 30, 2023 and 2022](index=49&type=section&id=Comparison%20of%20the%20Three%20Months%20Ended%20June%2030%2C%202023%20and%202022) For the three months ended June 30, 2023, revenue increased significantly to $0.7 million from $0.05 million in 2022, driven by process development, while operating expenses rose sharply, with R&D increasing by 21.3% to $5.7 million and SG&A increasing to $7.4 million from $4.9 million, resulting in a higher loss from operations | Metric | Q2 2023 | Q2 2022 | Change | | :------------------------------------ | :-------- | :-------- | :------- | | Revenue | $0.7 million | $0.05 million | +$0.65 million | | Cost of revenues | $0.4 million | — | +$0.4 million | | Research and development expense | $5.7 million | $4.7 million | +$1.0 million (21.3%) | | Selling, general and administrative expense | $7.4 million | $4.9 million | +$2.5 million | | Change in fair value of contingent consideration | $1.1 million | $(0.2) million | +$1.3 million | | Total non-operating loss | $0.2 million | $0.6 million | -$0.4 million | - R&D expense for HS-110 increased by **$0.3 million** due to site close-out fees, while PTX-35 expense decreased by **$0.4 million** due to discontinued clinical trials[166](index=166&type=chunk) - Unallocated research expenses increased by **$0.9 million**, primarily due to higher personnel costs, stock-based compensation, contractor expenses, and supplies for discovery projects[166](index=166&type=chunk)[167](index=167&type=chunk) [Comparison of the Six Months Ended June 30, 2023 and 2022](index=51&type=section&id=Comparison%20of%20the%20Six%20Months%20Ended%20June%2030%2C%202023%20and%202022) For the six months ended June 30, 2023, total revenue increased to $1.4 million, including $0.1 million from licensing and $1.3 million from process development, compared to $0.3 million in the prior year, while R&D expenses rose by 47.0% to $12.7 million, and SG&A expenses increased to $14.2 million from $8.7 million, contributing to a higher overall loss | Metric | H1 2023 | H1 2022 | Change | | :------------------------------------ | :-------- | :-------- | :------- | | Revenue | $1.4 million | $0.3 million | +$1.1 million | | Cost of revenues | $1.0 million | — | +$1.0 million | | Research and development expense | $12.7 million | $8.6 million | +$4.1 million (47.0%) | | Selling, general and administrative expense | $14.2 million | $8.7 million | +$5.5 million | | Change in fair value of contingent consideration | $0.1 million | $(0.02) million | +$0.12 million | | Total non-operating loss | $0.08 million | $1.3 million | -$1.22 million | - Grant revenue decreased to zero in H1 2023 as all **$15.2 million** of the CPRIT grant funding has been recognized and received[172](index=172&type=chunk) - Unallocated research expenses increased by **$3.6 million**, primarily due to higher personnel costs, stock-based compensation, contractor expenses, and supplies for discovery projects[176](index=176&type=chunk) [LIQUIDITY AND CAPITAL RESOURCES](index=53&type=section&id=LIQUIDITY%20AND%20CAPITAL%20RESOURCES) The company faces significant liquidity challenges, with $18.6 million in cash and short-term investments expected to fund operations only into mid-Q4 2023, has incurred substantial losses and negative cash flows, necessitating additional funding through equity, debt, partnerships, or other strategic alternatives, and also has significant future commitments with Lonza for ANTHIM® manufacturing - As of June 30, 2023, the company had approximately **$18.6 million** in cash and cash equivalents and short-term investments, sufficient to fund operations into mid-Q4 2023[179](index=179&type=chunk) - Management has determined there is substantial doubt about the company's ability to continue as a going concern within one year[179](index=179&type=chunk) - Net cash used in operating activities increased significantly to **$22.0 million** for the six months ended June 30, 2023, compared to **$1.4 million** in the prior year[185](index=185&type=chunk) - The company has remaining non-cancellable future commitments of approximately **$53.0 million** through 2025 with Lonza for ANTHIM® substance requirements, including **$34 million** for drug substance and **$19 million** for raw materials from a March 2023 order[184](index=184&type=chunk)[190](index=190&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=57&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, NightHawk Biosciences, Inc. is not required to provide quantitative and qualitative disclosures about market risk - NightHawk Biosciences, Inc. is a smaller reporting company and is not required to provide quantitative and qualitative disclosures about market risk[191](index=191&type=chunk) [Item 4. Controls and Procedures](index=57&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls and procedures were not effective as of June 30, 2023, due to material weaknesses in internal control over financial reporting, including ineffective information technology general controls and inadequate design of certain management review controls, particularly concerning income tax accounting errors identified in prior periods - As of June 30, 2023, disclosure controls and procedures were deemed ineffective due to material weaknesses in internal control over financial reporting[193](index=193&type=chunk) - Material weaknesses include ineffective information technology general controls (user access, segregation of duties) and inadequate design of management review controls, especially concerning income tax accounting[194](index=194&type=chunk)[203](index=203&type=chunk) - The company is implementing a remediation plan, including enhanced process controls for user access and segregation of duties, expanded documentation, and improved controls over income tax accounting[197](index=197&type=chunk) PART II—OTHER INFORMATION [Item 1. Legal Proceedings](index=59&type=section&id=Item%201.%20Legal%20Proceedings) The company is not currently a party to any legal proceedings that would have a material adverse effect on its business, operating results, financial condition, or cash flows - The company is not currently involved in any legal proceedings that would materially adversely affect its business, operating results, financial condition, or cash flows[201](index=201&type=chunk) [Item 1A. Risk Factors](index=59&type=section&id=Item%201A.%20Risk%20Factors) This section updates the risk factors, emphasizing substantial doubt about the company's ability to continue as a going concern due to accumulated deficits and expected losses, highlighting the need for significant additional capital, the dilutive effect of potential equity financings, and the uncertainty of achieving profitability from product sales or manufacturing services - The company's accumulated deficit of **$235.8 million** as of June 30, 2023, and ongoing net losses raise substantial doubt about its ability to continue as a going concern[205](index=205&type=chunk) - With cash and short-term investments projected to fund operations only into mid-Q4 2023, the company is evaluating strategic alternatives and needs to raise significant additional capital[206](index=206&type=chunk) - Failure to obtain additional funding could force delays, reductions, or termination of operations, asset sales, or liquidation[206](index=206&type=chunk) - Future equity financings will likely dilute existing stockholders, and debt financings may involve restrictive covenants[205](index=205&type=chunk)[212](index=212&type=chunk)[215](index=215&type=chunk) - The company expects to incur substantial losses for the foreseeable future and may never achieve profitability, depending on regulatory approvals, market acceptance, and manufacturing success[207](index=207&type=chunk)[208](index=208&type=chunk)[209](index=209&type=chunk)[210](index=210&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=65&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) There were no unregistered sales of equity securities during the quarter ended June 30, 2023, that were not previously disclosed - No unregistered sales of equity securities occurred during the quarter ended June 30, 2023, that were not previously disclosed[218](index=218&type=chunk) [Item 3. Defaults Upon Senior Securities](index=65&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) This item is not applicable to the company - This item is not applicable[219](index=219&type=chunk) [Item 4. Mine Safety Disclosures](index=65&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - This item is not applicable[220](index=220&type=chunk) [Item 5. Other Information](index=65&type=section&id=Item%205.%20Other%20Information) There is no other information to report under this item - No other information is reported under this item[221](index=221&type=chunk) [Item 6. Exhibits](index=65&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed as part of this Quarterly Report on Form 10-Q, including various amendments to the Certificate of Incorporation, Bylaws, and certifications from executive officers - The Exhibit Index lists various corporate documents, including amendments to the Certificate of Incorporation and Bylaws, and certifications from the Principal Executive Officer and Principal Financial Officer[222](index=222&type=chunk)[224](index=224&type=chunk)[225](index=225&type=chunk) [SIGNATURES](index=68&type=section&id=SIGNATURES) The report is duly signed on behalf of NightHawk Biosciences, Inc. by Jeffrey A. Wolf, Chairman and Chief Executive Officer, and William Ostrander, Chief Financial Officer, on August 14, 2023 - The report is signed by Jeffrey A. Wolf, Chairman and Chief Executive Officer, and William Ostrander, Chief Financial Officer, on August 14, 2023[228](index=228&type=chunk)[229](index=229&type=chunk)
Scorpius Holdings(SCPX) - 2023 Q1 - Quarterly Report
2023-05-15 20:20
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Delaware (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______________ to _______________ Commission file number: 001-35994 NightHawk Biosciences, Inc. (Exact name of registrant as speci ...
Scorpius Holdings(SCPX) - 2022 Q4 - Annual Report
2023-03-31 20:11
Business Focus and Strategy - The company specializes in the end-to-end development, manufacturing, and commercialization of innovative medical countermeasures, particularly focusing on biodefense and biomanufacturing capabilities[29]. - The company is focused on identifying novel assets to combat emerging biological threats as part of its biodefense strategy[41]. - The company formed a Biothreat Advisory Board in August 2021 to guide the development of biosecurity initiatives, including experts from defense and biodefense sectors[51]. - The company is focused on maximizing commercial opportunities for ANTHIM® and is actively seeking strategic partnerships to enhance its economic potential[66]. - The company is exploring partnerships for licensing and collaborative relationships to enhance its market position in innovative medical countermeasures[70]. - The company aims to streamline the commercialization of medical countermeasures by prioritizing American-made equipment and in-house biomanufacturing[62]. Product Development and Regulatory Compliance - ANTHIM® (obiltoxaximab) received FDA approval in 2016 and has generated $6.0 million in procurement contracts for the Canadian government since the acquisition of Elusys[30][41]. - ANTHIM® is the only licensed anthrax antitoxin treatment in the EU and Canada, approved for both treatment and prophylaxis of inhalational anthrax[30][45]. - The FDA review process for NDAs and BLAs typically takes 10 to 12 months for standard reviews and 6 to 8 months for priority reviews[95]. - The FDA may extend the review process for drug applications by up to three additional months for late-submitted information[98]. - An approval letter from the FDA allows for commercial marketing of a drug, but may require a risk evaluation and mitigation strategy (REMS) to ensure safety[100]. - Post-approval requirements include ongoing compliance with FDA regulations, which can affect product marketability and profitability[102]. - Manufacturers must maintain compliance with current good manufacturing practices (cGMP) to ensure product stability and safety[103]. - The FDA may require post-marketing Phase 4 testing to monitor the effects of approved products, which can lead to additional regulatory scrutiny[106]. - Changes to approved applications, such as new indications or manufacturing processes, require FDA approval and may involve significant clinical data[101]. - Noncompliance with regulatory requirements can result in severe consequences, including product recalls or withdrawal from the market[115]. - The company must comply with various local, state, national, and international regulations, which can affect manufacturing and distribution processes[112]. - The company requires FDA approval to commercialize its product candidates, including ANTHIM®, which is contingent on regulatory approvals for the new manufacturing facility[211]. Financial Performance and Challenges - As of December 31, 2022, the company reported an accumulated deficit of $209.2 million and a net loss of approximately $43.9 million for the year[159]. - The company has not generated significant revenue from product sales, with only $6.0 million generated from new sales of ANTHIM® since acquiring Elusys[162]. - The company anticipates incurring additional expenses associated with ANTHIM® before generating significant revenue from sales, which is not expected for several years[158]. - The company expects to continue experiencing negative cash flows and significant operating losses for the foreseeable future[168]. - The accumulated deficit increased to $209.2 million as of December 31, 2022, compared to $165.7 million as of December 31, 2021, reflecting ongoing financial challenges[169]. - The company expects to incur additional operating losses in the future, with cumulative losses anticipated to increase as it continues to develop its product candidates[169]. - The company has entered a new line of business providing contract development and manufacturing services, but it has not yet proven its ability to operate a CDMO facility successfully[162]. - For the year ended December 31, 2022, all revenue was derived from a single purchase order for ANTHIM® and one customer for CDMO services, highlighting a lack of revenue diversification[186]. - The company is considering multiple financing alternatives, including equity financings and debt financings, to meet its capital needs, which may lead to dilution for existing shareholders[170]. Operational and Market Risks - The company faces uncertainty regarding coverage and reimbursement for product candidates, which may affect sales and pricing strategies[134]. - The company anticipates ongoing legislative healthcare reforms may result in downward pressure on product pricing and reimbursement rates[142]. - The company is substantially dependent on the success of its product ANTHIM®, which is currently the only source of revenue following the termination of licenses for other product candidates[192]. - The ability to generate product revenues from ANTHIM® is heavily dependent on U.S. government spending, particularly in biodefense, which poses a risk to future revenue generation[188]. - The company does not have long-term contracts with CDMO customers, making its revenue stream vulnerable to market fluctuations and customer decisions[189]. - The company faces intense competition in the market, particularly for ANTHIM®, which competes against a larger manufacturer with more resources[223]. - There is uncertainty regarding market acceptance of ANTHIM® and other product candidates, which could adversely affect revenue if they fail to gain traction[222]. - The company may face challenges in competing for market share against established pharmaceutical companies and other CDMOs with greater financial resources[224]. Manufacturing and Development Capabilities - The company plans to develop a 500,000+ square foot biodefense-focused biomanufacturing facility in Manhattan, Kansas, with over $300 million in funding and incentives applied for[37]. - Scorpius Biomanufacturing, Inc. aims to reduce reliance on third-party manufacturers and has commenced operations in San Antonio, Texas, in September 2022[32][35]. - The company has enhanced in-house development capabilities and leased a 20,144 square foot facility in San Antonio, TX, which commenced operations in October 2022[77]. - The company operates a single manufacturing facility in San Antonio, Texas, increasing exposure to disruptions from unforeseen events[194]. - The company relies on third-party suppliers for raw materials, and any delays or non-compliance could adversely affect manufacturing and financial results[196][198]. Research and Development - Research and development expenses were $23.5 million and $16.5 million during the years ended December 31, 2022 and 2021, respectively[146]. - The company has formed several subsidiaries to focus on various aspects of its business, including biodefense and contract manufacturing[148]. - All product candidates are currently in the preclinical stage, necessitating extensive preclinical and clinical testing before any BLA submission can be made[215]. - Clinical trials are expected to take several years to complete, with significant costs and potential delays due to various factors such as safety issues and patient recruitment challenges[217]. - The success of clinical trials is uncertain, and failure at any stage could lead to abandonment of product candidates and delays in future development[216].
Scorpius Holdings(SCPX) - 2022 Q3 - Quarterly Report
2022-11-14 21:27
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______________ to _______________ Commission file number: 001-35994 NightHawk Biosciences, Inc. (Exact Name of Registrant as Specified ...
Scorpius Holdings(SCPX) - 2022 Q2 - Quarterly Report
2022-08-10 20:10
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______________ to _______________ Commission file number: 001-35994 NightHawk Biosciences, Inc. (Exact Name of Registrant as Specified in It ...
Scorpius Holdings(SCPX) - 2022 Q1 - Quarterly Report
2022-05-16 20:58
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Qs (Mark One) ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______________ to _______________ Commission file number: 001-35994 NightHawk Biosciences, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation or Organization) 627 Davis Drive, Suite 400 ☒ QUARTERLY REPORT PURSUANT ...