Operational Changes - The company approved a revised operating plan in March 2024 to focus on high potential value programs and eliminate non-essential expenses, resulting in a workforce reduction of 62 employees, approximately 58.0% of the total workforce, incurring $4.1 million in severance costs[110][113]. - The development of the HER2 directed autologous cell therapy platform, including product candidate CT-0525, was ceased in December 2024 due to competitive landscape assessments, with all clinical activities ending in January 2025[111]. - The company pivoted its focus to developing product candidates targeting liver fibrosis and solid tumor oncology while retaining potential milestones and royalties from collaboration with Moderna[112]. Financial Performance - Collaboration revenues were zero for the three months ended June 30, 2025, compared to $9.2 million for the same period in 2024, related to the Moderna collaboration[148]. - Total operating expenses for Q2 2025 were $5.8 million, a decrease of 72% from $20.9 million in Q2 2024[147]. - Research and development expenses decreased to $2.4 million in Q2 2025 from $15.3 million in Q2 2024, reflecting a reduction in program expenses and personnel costs[151]. - The company reported a net loss of $19.0 million for the six months ended June 30, 2025, compared to a net loss of $30.1 million for the same period in 2024[133]. - As of June 30, 2025, the company had $2.0 million in cash and cash equivalents and an accumulated deficit of $324.6 million[133]. - Collaboration revenues for the six months ended June 30, 2025, were $3.7 million, down 70.4% from $12.6 million in the same period of 2024[160]. - Total operating expenses for the six months ended June 30, 2025, were $18.8 million, a decrease of 57.1% compared to $43.8 million in 2024[159]. - The company reported an operating loss of $15.1 million for the six months ended June 30, 2025, compared to a loss of $31.2 million in 2024[159]. - The company recognized $3.5 million in losses on the sale of held-for-sale assets during the six months ended June 30, 2025, with no such losses in 2024[168]. - Research and development expenses decreased to $11.6 million for the six months ended June 30, 2025, down 64.7% from $32.8 million in 2024[159]. - Cash used in operating activities for the six months ended June 30, 2025, was $16.0 million, compared to $38.5 million in 2024, reflecting improved cash management[179]. - Interest income from cash and cash equivalents was $0.1 million for the six months ended June 30, 2025, compared to $1.0 million for the same period in 2024[204]. Strategic Agreements and Mergers - A termination fee of $4.0 million was incurred due to the termination of the Manufacturing and Supply Agreement with Novartis, which was expensed in the fourth quarter of 2024[114]. - The company entered into a Merger Agreement with OrthoCellix on June 22, 2025, intended to qualify as a tax-free reorganization, with OrthoCellix continuing as a wholly owned subsidiary[118]. - Post-merger, the company's securityholders are expected to own approximately 10.0% of the outstanding shares of the Combined Company, while OrthoCellix's stockholder and other investors are expected to own approximately 90.0%[120]. - The anticipated Concurrent Investment includes a $5.0 million investment from Ocugen as part of the merger agreement, subject to lender consent[128]. - A Contingent Value Rights Agreement will be established to provide pre-merger common stockholders with rights to contingent cash payments based on the disposition of legacy assets and royalties from existing agreements[124][125]. - The company expects to incur significant expenses related to the OrthoCellix Merger and exploring transactions to monetize legacy assets[134]. - Future operations are highly dependent on the successful completion of the OrthoCellix Merger, with potential bankruptcy proceedings if it does not close[136]. - The company plans to proceed with the OrthoCellix Merger, which is critical for future operations[172]. - The final research and development payment of $2.9 million from Moderna was received in January 2025, with no further research funding expected[175]. Going Concern and Financial Risks - The company has significant doubt about its ability to continue as a going concern, as current cash and cash equivalents are only sufficient to sustain operations into the fall of 2025[188]. - If the OrthoCellix Merger does not close, the board may consider bankruptcy or liquidation, which could result in stockholders losing a significant portion of their investment[190]. - The company has no intention of resuming historical research and development activities unless a strategic transaction is completed or significant additional funding is obtained[192]. - The total contractual obligations as of June 30, 2025, amount to $1.91 million, with $1.14 million due within one year[196]. - The company incurred expenses related to the evaluation of strategic alternatives, which will continue regardless of the outcome of the OrthoCellix Merger[187]. - The company may need to reserve a portion of its assets pending the resolution of obligations if liquidation and dissolution are pursued[190]. - Inflation has not had a material effect on the company's business or financial condition during the six months ended June 30, 2025[205].
Carisma Therapeutics (CARM) - 2025 Q2 - Quarterly Report