Salarius Pharmaceuticals(US:SLRX)2025-11-14 22:23Financial Position - The company had an accumulated deficit of $85.5 million as of September 30, 2025, with operating losses incurred each year since inception [104]. - As of September 30, 2025, the company had cash and cash equivalents of $4.8 million and stockholders' equity of $4.2 million [104]. - The company has no products approved for commercial sale and has not generated any revenue from product sales to date [104]. - The company believes there is substantial doubt about its ability to continue its current and planned clinical programs for more than 12 months from the date of the filing [106]. - As of the report date, the company has approximately $13.3 million in cash and cash equivalents, sufficient to fund operations through Q1 2027 [166]. - The company may need to raise additional capital to fund product development and operations, which could adversely affect its financial condition if not achieved [167]. Capital Raising Activities - During the nine months ended September 30, 2025, the company sold 461,501 shares in an ATM offering for gross proceeds of $2.8 million and 387,006 shares under the ELOC agreement for gross proceeds of $4.5 million [104]. - The company entered into a public offering on November 11, 2025, issuing 2,514,335 shares of common stock and various warrants, with a combined public offering price of $1.50 per share [111]. - The net proceeds from the November 2025 Offering were approximately $6.3 million after deducting underwriting discounts and commissions [113]. - The company plans to use the net proceeds primarily to advance clinical development, pay off outstanding promissory notes, and for general corporate purposes [114]. - The company raised approximately $6.3 million in net proceeds from the November 2025 Offering, which included the sale of 2,514,335 shares of common stock and various warrants [165]. Expenses and Losses - Research and development expenses decreased to $61,826 in Q3 2025 from $137,234 in Q3 2024, a reduction of $75,408 [150]. - General and administrative expenses were $833,304 in Q3 2025, down from $869,237 in Q3 2024, a decrease of $35,933 [150]. - The net loss for Q3 2025 was $873,467, compared to a net loss of $972,121 in Q3 2024, a reduction of $98,654 [150]. - The company anticipates higher research and development expenses post-merger as it advances clinical development of acquired assets [151]. - The company expects higher general and administrative expenses after the merger as it incorporates Decoy's business [153]. Merger and Corporate Changes - The company completed a merger with Decoy Therapeutics on November 12, 2025, resulting in Decoy becoming a wholly owned subsidiary [109]. - The company issued 877.709 shares of Series A Non-Voting Convertible Preferred Stock and 796.306 shares of Series B Non-Voting Convertible Preferred Stock in connection with the merger [110]. - Management changes include the appointment of Mr. Frederick E. Pierce as CEO and Dr. Barbara Hibner as Chief Scientific Officer on November 12, 2025 [132][133]. - A transaction bonus of $225,000 was approved for the then-acting CEO, to be paid following the closing of the Merger [134]. Stock and Warrants - The Series A and Series B warrants have an exercise price of $1.50 per share and $0.0001 per share respectively, with Series A warrants expiring in five years and Series B in one year [115][116]. - The Company issued warrants to purchase up to 266,620 shares of common stock at an exercise price of $2.325, which are exercisable until November 11, 2030 [121]. - The Series A Preferred Stock has a conversion ratio set at 2,800-1 due to a post-closing anti-dilution provision triggered by a financing price below the Initial Issuance Price of $10.50 [124]. - Holders of Series B Preferred Stock are entitled to dividends equal to those paid on common stock, with a similar anti-dilution provision resulting in a conversion ratio of 2,800-1 [129]. - The Company is required to use 50% of net proceeds from certain sales to redeem outstanding shares of Series B Preferred Stock until fully redeemed [128]. Compliance and Reporting - Salarius regained compliance with Nasdaq's minimum bid price requirement on September 4, 2025, and with the equity standard on October 10, 2025 [146][148]. - The company has not made any material changes to its critical accounting policies since the last annual report [173]. - The company is classified as a smaller reporting company and is not required to provide certain market risk disclosures [174]. Cash Flow Activities - The company reported a net cash used in operating activities of $3.7 million for the nine months ended September 30, 2025, a decrease of approximately $0.1 million from the same period in 2024 [169]. - Net cash used in investing activities was $0.2 million, primarily related to a short-term promissory note, with no such activity in the prior period [170]. - Net cash provided by financing activities for the nine months ended September 30, 2025, was $6.3 million, mainly from the sale of common shares under the ATM and ELOC program [171]. - The company experienced a net increase in cash and cash equivalents of $2.4 million for the nine months ended September 30, 2025, compared to a decrease of $2.6 million in the same period in 2024 [168].