
PART I. FINANCIAL INFORMATION Item 1. Consolidated Financial Statements (Unaudited) Adicet Bio's unaudited financials for Q2 2025 show total assets decreased to $163.0 million, with a net loss of $31.2 million and a 30% workforce reduction Consolidated Balance Sheets Total assets decreased to $163.0 million by June 30, 2025, primarily due to a $51.3 million decline in cash and short-term investments Consolidated Balance Sheet Highlights (in thousands) | Account | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Assets | | | | Cash and cash equivalents | $34,720 | $56,495 | | Short-term investments | $90,243 | $119,808 | | Total current assets | $127,740 | $180,136 | | Total assets | $162,972 | $220,219 | | Liabilities & Stockholders' Equity | | | | Total current liabilities | $17,079 | $19,392 | | Total liabilities | $29,600 | $33,610 | | Total stockholders' equity | $133,372 | $186,609 | | Total liabilities and stockholders' equity | $162,972 | $220,219 | Consolidated Statements of Operations and Comprehensive Loss The company reported a net loss of $31.2 million for Q2 2025 and $59.4 million for the first six months, driven by increased R&D expenses Consolidated Statement of Operations Highlights (in thousands, except per share data) | Metric | Q2 2025 | Q2 2024 | Six Months 2025 | Six Months 2024 | | :--- | :--- | :--- | :--- | :--- | | Research and development | $28,424 | $25,901 | $51,238 | $49,797 | | General and administrative | $3,968 | $6,948 | $11,039 | $13,922 | | Total operating expenses | $32,392 | $32,849 | $62,277 | $63,719 | | Loss from operations | ($32,392) | ($32,849) | ($62,277) | ($63,719) | | Net loss | ($31,217) | ($29,901) | ($59,431) | ($57,917) | | Net loss per share | ($0.34) | ($0.33) | ($0.65) | ($0.68) | Consolidated Statements of Cash Flows Net cash used in operating activities was $52.0 million for H1 2025, resulting in a $21.8 million decrease in cash and equivalents Cash Flow Summary for the Six Months Ended June 30 (in thousands) | Activity | 2025 | 2024 | | :--- | :--- | :--- | | Net cash used in operating activities | ($52,030) | ($46,271) | | Net cash provided by (used in) investing activities | $30,092 | ($541) | | Net cash provided by financing activities | $163 | $111,170 | | Net change in cash, cash equivalents and restricted cash | ($21,775) | $64,358 | | Cash, cash equivalents and restricted cash at end of period | $37,623 | $224,069 | Notes to Unaudited Consolidated Financial Statements Notes detail liquidity, Nasdaq non-compliance, and a July 2025 strategic pipeline prioritization with a 30% workforce reduction and $2.3 million in restructuring charges - The company believes its cash, cash equivalents, and short-term investments are sufficient to fund operations for at least the next twelve months from the financial statement issuance date45 - On April 7, 2025, the company received a Nasdaq notification for its stock bid price falling below $1.00 for 30 consecutive business days, with a deadline of October 6, 2025, to regain compliance48 - In July 2025, the company announced a strategic pipeline prioritization focusing on ADI-001 and ADI-212, discontinued ADI-270, and implemented a workforce reduction of approximately 30%124127 - The company expects to incur approximately $2.3 million in personnel-related restructuring charges in Q3 2025 due to the workforce reduction124 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses pipeline focus on ADI-001 and ADI-212, with Q2 2025 R&D up 10% and G&A down 43%, ending with $125.0 million in cash Overview Adicet Bio focuses on allogeneic gamma delta T cell therapies, with lead candidate ADI-001 in Phase 1 and ADI-212 advancing, while ADI-270 development is discontinued - Lead product candidate ADI-001 is in a Phase 1 clinical trial for autoimmune diseases, with preliminary data from at least 6 patients expected in H2 2025132 - The company is advancing ADI-212 for mCRPC and expects to submit a regulatory filing in Q1 2026134 - Development of ADI-270 has been discontinued as part of a strategic pipeline prioritization135 - In July 2025, the company reduced its workforce by approximately 30% in connection with its strategic pipeline prioritization136 Results of Operations Q2 2025 R&D expenses increased 10% to $28.4 million, while G&A expenses decreased 43% to $4.0 million, resulting in a $59.4 million net loss for H1 2025 Comparison of Operating Expenses (in thousands) | Expense Category | Q2 2025 | Q2 2024 | Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Research and development | $28,424 | $25,901 | $2,523 | 10% | | General and administrative | $3,968 | $6,948 | ($2,980) | (43%) | | Total operating expenses | $32,392 | $32,849 | ($457) | (1%) | Comparison of Operating Expenses - Six Months (in thousands) | Expense Category | H1 2025 | H1 2024 | Change | % Change | | :--- | :--- | :--- | :--- | :--- | | Research and development | $51,238 | $49,797 | $1,441 | 3% | | General and administrative | $11,039 | $13,922 | ($2,883) | (21%) | | Total operating expenses | $62,277 | $63,719 | ($1,442) | (2%) | - The decrease in G&A expenses for both the three and six-month periods was primarily due to a decrease in stock-based compensation expense149156 Liquidity and Capital Resources The company holds $125.0 million in cash and investments, sufficient for 12 months, with an accumulated deficit of $557.3 million as of June 30, 2025 - As of June 30, 2025, the company had cash, cash equivalents, and short-term investments totaling $125.0 million162 - The company expects its current cash position to be sufficient to fund operations for at least the next twelve months162164 - In January 2024, the company raised net proceeds of approximately $91.7 million from an underwritten public offering and $19.3 million from its ATM program160161 - The company's accumulated deficit was $557.3 million as of June 30, 2025163 Item 3. Quantitative and Qualitative Disclosures About Market Risk The company faces interest rate risk on its $125.0 million in investments, but foreign currency and inflation risks are not currently material - The company's primary market risk is interest rate risk on its cash and short-term investments of $125.0 million, but a 10% change in rates is not expected to be material185 - Foreign currency exchange risk and inflation risk are not considered to have had a material impact on the company's results for the period187188 Item 4. Controls and Procedures Disclosure controls were effective as of June 30, 2025, with a previously identified material weakness in cash disbursements remediated - Management concluded that the company's disclosure controls and procedures were effective as of June 30, 2025189 - A material weakness in internal controls over financial reporting related to unauthorized cash disbursements, identified in Q4 2024, was successfully remediated as of March 6, 2025189191 PART II. OTHER INFORMATION Item 1. Legal Proceedings The company is not currently subject to any material legal proceedings or claims expected to have a material adverse effect - As of the report date, the company is not subject to any material legal proceedings193 Item 1A. Risk Factors Significant risks include dependence on ADI-001, substantial net losses, need for financing, clinical and manufacturing challenges, regulatory hurdles, and potential Nasdaq delisting - The business is highly dependent on the success of its most advanced product candidate, ADI-001202 - The company has incurred net losses since inception, with an accumulated deficit of $557.3 million as of June 30, 2025, and anticipates substantial future losses197 - Substantial additional financing is required to develop product candidates and implement operating plans260 - The company's common stock is at risk of being delisted from Nasdaq for failing to maintain a minimum bid price of $1.00 per share470 - The July 2025 workforce reduction may not result in anticipated savings and could disrupt business operations272 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds No unregistered sales of equity securities occurred during the reporting period - No unregistered sales of equity securities occurred during the period497 Item 5. Other Information No directors or officers adopted or terminated Rule 10b5-1 trading plans during the fiscal quarter - No directors or officers adopted or terminated a Rule 10b5-1 trading plan during the quarter500 Item 6. Exhibits The report includes key exhibits such as corporate governance documents, license agreements, and officer certifications - Key exhibits filed include license and collaboration agreements with CRISPR Therapeutics AG and City of Hope, along with standard corporate governance documents and officer certifications503