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Ocean Biomedical(OCEA) - 2024 Q3 - Quarterly Report

Financial Performance - Net loss for the three months ended September 30, 2024 was $5,528,000 compared to a net loss of $14,087,000 for the same period in 2023, representing a 60.8% improvement[19]. - For the nine months ended September 30, 2024, the company reported a net loss of $9.763 million, a significant improvement compared to a net loss of $97.610 million for the same period in 2023[30]. - The net loss per share for the three months ended September 30, 2024 was $0.20, compared to $0.53 for the same period in 2023, indicating a 62.3% improvement[19]. - For the nine months ended September 30, 2024, the net loss was $9.8 million, compared to $97.6 million for the same period in 2023, with a basic and diluted net loss per share of $0.36 and $3.76, respectively[212]. Assets and Liabilities - Total current assets decreased from $2,109,000 in December 31, 2023 to $1,042,000 as of September 30, 2024, a decline of approximately 50.6%[17]. - Total liabilities increased from $96,264,000 in December 31, 2023 to $99,217,000 as of September 30, 2024, an increase of about 2%[17]. - The accumulated deficit increased from $196,055,000 as of December 31, 2023 to $205,818,000 as of September 30, 2024, reflecting a worsening of about 4.3%[17]. - Total stockholders' deficit increased from $90,763,000 in December 31, 2023 to $98,085,000 as of September 30, 2024, an increase of about 8.5%[17]. - The company has a working capital deficiency of $32.6 million as of September 30, 2024, raising substantial doubt about its ability to continue as a going concern[39]. Operating Expenses - Operating expenses for the three months ended September 30, 2024 were $768,000, down from $2,655,000 in the same period of 2023, a reduction of approximately 71%[19]. - General and administrative expenses decreased from $2,350,000 in Q3 2023 to $768,000 in Q3 2024, a reduction of approximately 67.3%[19]. - Research and development expenses were $26,000 for the three months ended September 30, 2024, a significant decrease from $305,000 in the same period of 2023[19]. Cash Flow and Financing - The company had cash and restricted cash of $0.240 million at the end of the period, down from $1.031 million at the end of September 2023[30]. - The company reported net cash used in operating activities of $1.660 million for the nine months ended September 30, 2024, compared to $8.563 million for the same period in 2023[30]. - The company expects to utilize proceeds from the Backstop Agreement and future debt and equity financings to fund operations and advance research and development programs[40]. - The Company entered into a securities purchase agreement for the sale of up to $27.0 million in Senior Secured Convertible Notes, with an initial Note of $7.6 million issued[64]. Stock and Warrants - The weighted average shares outstanding increased from 26,605,147 in Q3 2023 to 27,487,283 in Q3 2024, an increase of approximately 3.3%[19]. - The Company has 13,935,001 warrants outstanding as of September 30, 2024, with various exercise prices ranging from $1.50 to $11.50[189]. - The Company issued a total of eight warrants exercisable to purchase an aggregate of 1,039,054 shares of common stock to Second Street Capital, recognizing $1.5 million in other expense for the nine months ended September 30, 2023[200]. Compliance and Regulatory Issues - As of September 30, 2024, the Company is in default of obligations related to Ayrton LLC due to delinquent SEC filings[75]. - The Company received notices from Nasdaq regarding non-compliance with filing requirements, but submitted a revised plan to regain compliance[165]. - The Company is currently in a compliance period to regain compliance with Nasdaq's minimum bid price requirement of $1 per share, expiring on June 2, 2025[167]. Research and Development - The company incurred research and development expenses primarily related to stock-based compensation and licensing agreements, with no revenue generated since inception[52]. - For the three months ended September 30, 2024, Virion incurred a net loss of approximately $1.0 million, with the Company recording its share of this loss as approximately $0.5 million[170]. Agreements and Contracts - The Company entered into a Contribution Agreement with Virion Therapeutics, acquiring a 50% membership interest for an initial contribution of $4.1 million in cash or 750,000 shares of common stock[169]. - The latest amendment on November 13, 2023, requires the Company to raise at least $10.0 million in equity financing by May 1, 2024, or Elkurt can terminate the agreements[214]. - The Company entered into four Exclusive License Agreements with Elkurt, Inc., which were amended in 2021 and 2022[213]. Stock-Based Compensation - The Company recorded stock-based compensation expenses of $0.2 million and $0.6 million for the three and six months ended September 30, 2024, respectively[178]. - As of September 30, 2024, the total unrecognized compensation related to unvested stock option awards was $1.1 million, expected to be recognized over approximately 1.4 years[179].