ubx-8k_20220315.htm
false 0001463361 0001463361 2022-03-15 2022-03-15

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 15, 2022

 

 

UNITY BIOTECHNOLOGY, INC.

(Exact name of registrant as specified in its charter)

 

 

Delaware

 

001-38470

 

26-4726035

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification Number)

285 East Grand Ave.

South San Francisco, CA 94080

(Address of principal executive offices, including Zip Code)

Registrant’s telephone number, including area code: (650) 416-1192

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:  

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.0001 per share

UBX

The Nasdaq Global Select Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   

 


 

Item 2.02

Results of Operations and Financial Condition.

On March 15, 2022, Unity Biotechnology, Inc. (the “Company”) announced its financial results for the fourth quarter and full year ended December 31, 2021. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Current Report on Form 8-K, including the attached Exhibit 99.1, is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01

Financial Statements and Exhibits.

Reference is made to the Exhibit Index attached hereto.

 


 

EXHIBIT INDEX

 

Exhibit No.

  

Description

 

 

 

99.1

  

Press release dated March 15, 2022.

 

 

 

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 


 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

UNITY BIOTECHNOLOGY, INC.

 

 

 

Date: March 15, 2022

By:

/s/ Anirvan Ghosh

 

 

Anirvan Ghosh, Ph.D.

 

 

Chief Executive Officer

 

ubx-ex991_6.htm

Exhibit 99.1

UNITY Biotechnology, Inc. Reports Fourth Quarter and Full Year 2021 Financial Results

and Business Updates

SOUTH SAN FRANCISCO, Calif., March 15, 2022 (GLOBE NEWSWIRE) -- UNITY Biotechnology, Inc. (UNITY) [NASDAQ:UBX], a biotechnology company developing therapeutics to slow, halt, or reverse diseases of aging, today reported financial results for the fourth quarter and full year ended December 31, 2021.

"In 2021, we sharpened the focus of our pipeline strategy and further underscored the therapeutic value of our lead candidate, UBX1325, a novel senolytic small molecule with disease-modifying potential, for the treatment of diabetic macular edema (DME) and age-related macular degeneration (AMD),” said Anirvan Ghosh, Ph.D., chief executive officer of UNITY. “Supported by strong underlying biology as evidenced by preclinical data, and impressive results from our Phase 1 study in patients with DME or AMD, we believe UBX1325 has the potential to provide a meaningful therapeutic alternative to key ophthalmologic conditions beyond anti-VEGFs. Looking ahead, a key priority of 2022 will be to advance our Phase 2 proof-of-concept studies, and we are well positioned to deliver on exciting key milestones across our innovative ophthalmology clinical programs this year.”

 

Upcoming Milestones

 

UBX1325 12-week safety and efficacy data from the Phase 2a DME study (UBX1325-02 Study) by mid-year 2022, as well as 24-week safety and efficacy data from that study before year-end 2022

 

UBX1325 16-week safety and efficacy data from the Phase 2 wet AMD study (UBX1325-03 Study) before year-end 2022

 

Tie2/VEGF bispecific preclinical data to support selection of advanced candidate by mid-year 2022

Fourth Quarter and Full Year Financial Results

Cash, cash equivalents and marketable securities totaled $90.1 million as of December 31, 2021 compared with $115.6 million as of December 31, 2020. UNITY believes that current cash, cash equivalents and marketable securities are sufficient to fund operations into the first quarter of 2023.

Operating loss for the twelve months ended December 31, 2021 was $56.7 million compared to $93.9 million for the twelve months ended December 31, 2020. Cash used in operations during the year ended December 31, 2021 was $45.1 million compared to $78.3 million for the twelve months ended December 31, 2020. Total operating loss for the fourth quarter of 2021 was $9.9 million compared to $18.8 million for the fourth quarter of 2020. Cash used in operations during the fourth quarter of 2021 was $5.0 million compared to $16.7 million for the fourth quarter of 2020.

Research and development expenses decreased by $28.9 million, to $38.4 million for the year ended December 31, 2021 from $67.3 million for the year ended December 31, 2020. The decrease was primarily due to decreases of $11.9 million in direct research and development expenses mainly due to termination of osteoarthritis studies and decreased safety studies, $10.2 million in personnel costs due to reduction in force, $3.8 million in facilities-related costs primarily due to allocation to general and administrative expenses of net expenses on Brisbane and East Grand facilities which have been subleased, $2.5 million in laboratory supplies and $0.5 million in consultant expenses. Research and development expenses decreased by $3.5 million, to $9.6 million for the fourth quarter


of 2021 from $13.1 million for the fourth quarter of 2020. The decrease was due to decreases of $1.4 million in direct research and development expenses primarily due to a $1.2 million noncash stock-based milestone payment, $0.9 million in personnel-related costs driven by the reduction-in-force during the fourth quarter of 2021, and $0.9 million in facilities-related costs and $0.3 million in laboratory purchases.

General and administrative expenses decreased by $1.0 million, to $23.0 million for the year ended December 31, 2021 from $24.0 million for the year ended December 31, 2020. The decrease was primarily due to decreases of $0.8 million in professional fees, $0.3 million in personnel-related expenses and $0.1 million in facilities-related costs, offset by a $0.2 million increase in insurance-related expense. General and administrative expenses decreased by $0.1 million, to $5.1 million for the fourth quarter of 2021 from $5.2 million for the fourth quarter of 2020. The decrease was primarily due to overall decreases of $0.7 million in professional fees and facilities-related costs, offset by a $0.6 million increase in personnel-related costs.  

About UNITY

UNITY is developing a new class of therapeutics to slow, halt, or reverse diseases of aging. UNITY’s current focus is on creating medicines to selectively eliminate or modulate senescent cells and thereby provide transformative benefit in age-related ophthalmologic and neurologic diseases. More information is available at www.unitybiotechnology.com or follow us on Twitter and LinkedIn.

 

Forward-Looking Statements

This press release contains forward-looking statements including statements related to UNITY’s understanding of cellular senescence and the role it plays in diseases of aging, the potential for UNITY to develop therapeutics to slow, halt, or reverse diseases of aging, including for ophthalmologic and neurologic diseases, the potential for UNITY to successfully commence and complete clinical studies of UBX1325 for DME, AMD, and other ophthalmologic diseases, the expected timing of enrollment and results of the clinical trials in UBX1325, and UNITY’s expectations regarding the sufficiency of its cash runway. These statements involve substantial known and unknown risks, uncertainties, and other factors that may cause our actual results, levels of activity, performance, or achievements to be materially different from the information expressed or implied by these forward-looking statements, including the risk that the COVID-19 worldwide pandemic may continue to negatively impact the development of preclinical and clinical drug candidates, including delaying or disrupting the enrollment of patients in clinical trials, risks relating to the uncertainties inherent in the drug development process, and risks relating to UNITY’s understanding of senescence biology. We may not actually achieve the plans, intentions, or expectations disclosed in our forward-looking statements, and you should not place undue reliance on our forward-looking statements. Actual results or events could differ materially from the plans, intentions and expectations disclosed in the forward-looking statements we make. The forward-looking statements in this press release represent our views as of the date of this release. We anticipate that subsequent events and developments will cause our views to change. However, while we may elect to update these forward-looking statements at some point in the future, we have no current intention of doing so except to the extent required by applicable law. You should, therefore, not rely on these forward-looking statements as representing our views as of any date subsequent to the date of this release. For a further description of the risks and uncertainties that could cause actual results to differ from those expressed in these forward-looking statements, as well as risks relating to the business of the Company in general, see UNITY’s most recent Annual Report on Form 10-K for the year ended December 31, 2021, filed with the Securities and Exchange Commission on March 15, 2022, as well as other documents that may be filed by UNITY from time to time with the Securities and Exchange Commission.


Unity Biotechnology, Inc.

Statements of Operations and Comprehensive Loss

(In thousands, except share and per share amounts)

 

 

 

Three Months Ended

 

 

Year Ended

 

 

 

December 31,

 

 

December 31,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

 

 

(Unaudited)

 

 

 

 

 

 

 

 

 

Licensing revenue - Related Party

 

$

4,784

 

 

$

 

 

$

4,784

 

 

$

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Research and development

 

 

9,579

 

 

 

13,091

 

 

 

38,393

 

 

 

67,309

 

General and administrative

 

 

5,103

 

 

 

5,222

 

 

 

23,056

 

 

 

24,025

 

Change in fair value of contingent consideration

 

 

 

 

 

 

 

 

 

 

 

(33

)

Impairment of long-lived assets

 

 

 

 

 

470

 

 

 

 

 

 

2,629

 

Total operating expenses

 

 

14,682

 

 

 

18,783

 

 

 

61,449

 

 

 

93,930

 

Loss from operations

 

 

(9,898

)

 

 

(18,783

)

 

 

(56,665

)

 

 

(93,930

)

Interest income

 

 

18

 

 

 

103

 

 

 

100

 

 

 

1,196

 

Interest expense

 

 

(826

)

 

 

(793

)

 

 

(3,177

)

 

 

(1,292

)

Other income (expense), net

 

 

13

 

 

 

(114

)

 

 

(983

)

 

 

182

 

Net loss

 

 

(10,693

)

 

 

(19,587

)

 

 

(60,725

)

 

 

(93,844

)

Other comprehensive gain (loss)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unrealized loss on marketable debt securities

 

 

(49

)

 

 

(61

)

 

 

(49

)

 

 

(85

)

Comprehensive loss

 

$

(10,742

)

 

$

(19,648

)

 

$

(60,774

)

 

$

(93,929

)

Net loss per share, basic and diluted

 

$

(0.18

)

 

$

(0.37

)

 

$

(1.09

)

 

$

(1.84

)

Weighted-average number of shares used in

   computing net loss per share, basic and

   diluted

 

 

58,751,787

 

 

 

53,222,957

 

 

 

55,815,873

 

 

 

50,864,889

 

 

 


 

Unity Biotechnology, Inc.

Condensed Balance Sheets

(In thousands)

 

 

 

December 31,

 

 

December 31,

 

 

 

2021

 

 

2020

 

Assets

 

 

 

 

 

 

 

 

Current Assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

32,905

 

 

$

17,807

 

Short-term marketable securities

 

 

55,170

 

 

 

79,892

 

Prepaid expenses and other current assets

 

 

1,879

 

 

 

3,167

 

Restricted cash

 

 

550

 

 

 

 

Total current assets

 

 

90,504

 

 

 

100,866

 

Property and equipment, net

 

 

9,942

 

 

 

12,627

 

Operating lease right-of-use assets

 

 

21,286

 

 

 

23,509

 

Long-term marketable securities

 

 

1,993

 

 

 

17,871

 

Restricted cash

 

 

896

 

 

 

1,446

 

Other long-term assets

 

 

91

 

 

 

 

Total assets

 

$

124,712

 

 

$

156,319

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$

1,985

 

 

$

2,558

 

Accrued compensation

 

 

4,028

 

 

 

5,355

 

Accrued and other current liabilities

 

 

6,370

 

 

 

6,550

 

Deferred revenue

 

 

216

 

 

 

Derivative liability related to debt

 

 

963

 

 

 

Current portion of long-term debt

 

 

3,055

 

 

 

 

Total current liabilities

 

 

16,617

 

 

 

14,463

 

Operating lease liability, net of current portion

 

 

30,094

 

 

 

34,468

 

Long-term debt, net

 

 

18,409

 

 

 

24,508

 

Other long-term liabilities

 

 

23

 

 

 

 

Total liabilities

 

 

65,143

 

 

 

73,439

 

Commitments and contingencies

 

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

 

 

 

Common stock

 

 

6

 

 

 

5

 

Additional paid-in capital

 

 

459,631

 

 

 

422,379

 

Related party promissory notes for purchase

   of common stock

 

 

 

 

 

(210

)

Accumulated other comprehensive gain

 

 

(44

)

 

 

5

 

Accumulated deficit

 

 

(400,024

)

 

 

(339,299

)

Total stockholders’ equity

 

 

59,569

 

 

 

82,880

 

Total liabilities and stockholders’ equity

 

$

124,712

 

 

$

156,319

 

 

 

 



 

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