Checkmate Pharmaceuticals, Inc. (Nasdaq: CMPI) (“Checkmate”), a
clinical stage biopharmaceutical company focused on developing its
proprietary technology to harness the power of the immune system to
combat cancer, today announced first quarter 2022 financial results
and provided a business update.
“We remain focused on the execution of the clinical program for
vidutolimod and are delighted with the opportunity to become part
of Regeneron, who will help to accelerate the development of
vidutolimod as a potential novel treatment for multiple tumor
types,” said Alan Bash, President and Chief Executive Officer of
Checkmate. “This is an exciting opportunity for all stakeholders as
we bring this innovative medicine forward and work to make a
meaningful difference for patients with difficult to treat
cancers.”
Recent Business Updates
- On April 19, 2022, Regeneron
Pharmaceuticals, Inc. and Checkmate Pharmaceuticals, Inc. announced
a definitive agreement for the acquisition of Checkmate by
Regeneron at an all-cash price of $10.50 per share of Checkmate
common stock. The proposed acquisition values Checkmate at a total
equity value of approximately $250 million. On May 2, 2022,
Scandinavian Acquisition Sub, Inc., a wholly owned subsidiary of
Regeneron, commenced a tender offer for all of the outstanding
shares of Checkmate common stock. The transaction is expected to
close in mid-2022.
First Quarter 2022 Financial Results
- Research and development
expenses (R&D): R&D expenses for the first quarter
of 2022 were $11.6 million, compared to $10.4 million for the same
period in the prior year. This increase was primarily driven by
higher third-party contract research organization, internal
personnel and consulting costs related to our ongoing clinical
trials. First quarter 2021 expenses included the impact of a $2.0
million milestone payment to Kuros in March 2021, which became
payable upon initiating dosing of the first patient in a Phase 2
clinical trial. There was no corresponding expense in Q1 2022.
- General and administration
expenses (G&A): G&A expenses for the first quarter
of 2022 were $4.2 million, compared to $3.8 million for the same
period in the prior year. This increase was primarily attributable
to professional fees incurred in Q1 2022 in connection with the
proposed acquisition by Regeneron and recruiting costs associated
with hiring a chief executive officer in March 2022.
- Cash, cash equivalents and
investments: Cash, cash equivalents and available-for-sale
investments were $60.1 million as of March 31, 2022.
About Checkmate Pharmaceuticals
Checkmate Pharmaceuticals is a clinical stage biotechnology
company focused on developing its proprietary technology to harness
the power of the immune system to combat cancer. Checkmate
Pharmaceuticals’ product candidate, vidutolimod (CMP-001), is an
advanced generation Toll-like receptor 9 (TLR9) agonist, delivered
as a biologic virus-like particle utilizing a CpG-A
oligodeoxynucleotide as a key component, designed to trigger the
body’s innate immune system to attack tumors in combination with
other therapies. Information regarding Checkmate Pharmaceuticals is
available at www.checkmatepharma.com.
Additional Information and Where to Find It
The tender offer referenced in this communication was commenced
on May 2, 2022. This communication is for informational purposes
only and is neither an offer to purchase nor a solicitation of an
offer to sell securities of Checkmate, nor is it a substitute for
the tender offer materials that Checkmate, Regeneron or its
acquisition subsidiary, Scandinavian Acquisition Sub, Inc., filed
or will file with the Securities and Exchange Commission (“SEC”).
The solicitation and offer to buy Checkmate stock will only be made
pursuant to an Offer to Purchase and related tender offer materials
that Regeneron filed or will file with the SEC. At the time the
tender offer was commenced, Regeneron and its acquisition
subsidiary filed a Tender Offer Statement on Schedule TO and
thereafter Checkmate filed a Solicitation/Recommendation Statement
on Schedule 14D-9 with the SEC with respect to the tender offer.
Under certain circumstances described in the definitive transaction
documents, Regeneron may determine instead to terminate or withdraw
the offer and effect the transaction through a merger only, in
which case the relevant documents to be filed with the SEC will
include a proxy statement for the solicitation of votes of
Checkmate stockholders to approve the merger. CHECKMATE’S
STOCKHOLDERS AND OTHER INVESTORS ARE URGED TO READ CAREFULLY THE
TENDER OFFER MATERIALS (INCLUDING AN OFFER TO PURCHASE, A RELATED
LETTER OF TRANSMITTAL AND CERTAIN OTHER TENDER OFFER DOCUMENTS),
THE SOLICITATION/RECOMMENDATION STATEMENT ON SCHEDULE 14D-9, AND,
IF APPLICABLE, THE PROXY STATEMENT BECAUSE THEY EACH CONTAIN OR
WILL CONTAIN IMPORTANT INFORMATION THAT HOLDERS OF CHECKMATE
SECURITIES AND OTHER INVESTORS SHOULD CONSIDER BEFORE MAKING ANY
DECISION REGARDING WITH RESPECT TO THE TENDER OFFER, OR, IF
APPLICABLE, VOTING ON THE TRANSACTION. The Offer to Purchase, the
related Letter of Transmittal, certain other tender offer
documents, as well as the Solicitation/Recommendation Statement,
and if applicable, the proxy statement have been or will be made
available to all stockholders of Checkmate at no expense to them
and have been or will be made available for free at the SEC’s
website at www.sec.gov. Additional copies may be obtained for free
by contacting either Regeneron or Checkmate. Copies of the
documents that were filed (or will be filed) with the SEC by
Checkmate are available free of charge on Checkmate’s website at
https://ir.checkmatepharma.com or by contacting Checkmate’s
Investor Relations Department at (617) 682-3625. Copies of the
documents that were filed (or will be filed) with the SEC by
Regeneron are available free of charge on Regeneron’s website at
https://investor.regeneron.com or by contacting Regeneron’s
Investor Relations Department at invest@regeneron.com or (914)
847-7741.
In addition to the Offer to Purchase, the related Letter of
Transmittal and certain other tender offer documents, as well as
the Solicitation/Recommendation Statement, and if applicable, the
proxy statement, Regeneron and Checkmate each file annual,
quarterly and current reports, proxy statements and other
information with the SEC. You may read and copy any reports or
other information filed by Regeneron or Checkmate at the SEC public
reference room at 100 F Street, N.E., Washington, D.C. 20549.
Please call the SEC at 1-800-SEC-0330 for further information on
the public reference room. Regeneron’s and Checkmate’s filings with
the SEC are also available for free to the public from commercial
document-retrieval services and at the website maintained by the
SEC at http://www.sec.gov.
If the tender offer is terminated and the transaction is to be
effected by merger only, in which case, the approval of Checkmate
stockholders must be obtained, Regeneron, Checkmate and their
respective directors and executive officers may be deemed to be
participants in any such solicitation of proxies from Checkmate’s
stockholders in connection with the proposed transaction.
Information regarding Regeneron’s directors and executive officers
is available in its proxy statement that was filed with the SEC;
information regarding Checkmate’s directors and executive officers
is available in its proxy statement that was filed with the SEC.
Other information regarding potential participants in any such
proxy solicitation will be contained in any proxy statement filed
in connection with the transaction.
Forward-Looking Statements
Various statements in this release are “forward-looking
statements” within the meaning of the Private Securities Litigation
Reform Act of 1995, as amended, including words such as, but not
limited to, “anticipate,” “believe,” “can,” “could,” “expect,”
“estimate,” “design,” “goal,” “intend,” “may,” “might,”
“objective,” “plan,” “predict,” “project,” “target,” “likely,”
“should,” “will,” and “would,” or the negative of these terms and
similar expressions or words, identify forward-looking statements.
Forward-looking statements are based upon current expectations that
involve risks, changes in circumstances, assumptions, and
uncertainties. These statements include those regarding our ability
to consummate the proposed merger with Regeneron, the timing of the
closing of such merger, including the satisfaction to conditions to
closing of the proposed merger within the expected timeframe or at
all, the expected benefits of the proposed merger, vidutolimod
(CMP-001), including its development, efficacy and therapeutic
potential and the advancement of our clinical and preclinical
pipeline, and the timing of our ongoing clinical trials, including
the potential benefit of acceleration in development following the
consummation of the proposed merger. Forward-looking statements
should not be read as a guarantee of future performance or results
and may not be accurate indications of when such performance or
results will be achieved. These forward-looking statements are
subject to risks and uncertainties, including those related to the
development of vidutolimod, including any delays in our ongoing or
planned preclinical or clinical trials, the results from clinical
trials, including the fact that positive results from a trial may
not necessarily be predictive of the results of future or ongoing
clinical trials, the impact of the ongoing COVID-19 pandemic on our
business, operations, clinical supply , clinical enrollment and
plans, the risks inherent in the drug development process,
including related to regulatory approval, the risks regarding the
accuracy of our estimates of expenses and timing of development,
our capital requirements, and obtaining, maintaining and protecting
our intellectual property, risks associated with our ability to
consummate the proposed merger and the timing of the closing of the
proposed merger, including the risks that a condition to closing
would not be satisfied within the expected timeframe or at all or
that the closing of the proposed merger will not occur, the outcome
of any legal proceedings that may be instituted against the parties
and others related to the definitive agreement entered into with
Regeneron, the occurrence of any event, change or other
circumstance or condition that could give rise to the termination
of the merger agreement, unanticipated difficulties or expenditures
relating to the proposed merger, the response of business partners
and competitors to the announcement of the proposed merger, and/or
potential difficulties in employee retention as a result of the
announcement and pendency of the proposed merger, and the response
of our stockholders to the merger agreement, and ongoing actions
taken and any future actions that may be taken by activist
stockholders. These and additional risks are discussed in the
sections titled “Risk Factors” and “Management’s Discussion and
Analysis of Financial Condition and Results of Operations” in our
Quarterly Report on Form 10-Q for the three months ended March 31,
2022 and Annual Report on Form 10-K for the year ending December
31, 2021, filed with the Securities and Exchange Commission, which
are available on the Securities and Exchange Commission’s website
at www.sec.gov, and as well as discussions of potential risks,
uncertainties and other important factors in our subsequent filings
with the Securities and Exchange Commission. All information in
this press release is as of the date of the release, and Checkmate
undertakes no duty to update this information unless required by
law.
CHECKMATE PHARMACEUTICALS, INC. AND
SUBSIDIARYCONDENSED CONSOLIDATED STATEMENTS OF
OPERATIONS(In thousands, except per share
amounts)(Unaudited)
|
Three months ended March 31, |
|
2022 |
|
2021 |
Operating expenses: |
|
|
|
|
|
|
|
Research and development |
$ |
11,648 |
|
|
$ |
10,378 |
|
General and administrative |
|
4,238 |
|
|
|
3,803 |
|
Total operating expenses |
|
15,886 |
|
|
|
14,181 |
|
Loss from
operations |
|
(15,886 |
) |
|
|
(14,181 |
) |
Other income: |
|
|
|
Interest income |
|
19 |
|
|
|
53 |
|
Total other income |
|
19 |
|
|
|
53 |
|
Net loss |
$ |
(15,867 |
) |
|
$ |
(14,128 |
) |
Weighted-average
shares outstanding - basic and diluted |
|
21,631 |
|
|
|
21,582 |
|
Net loss per share
- basic and diluted |
$ |
(0.73 |
) |
|
$ |
(0.65 |
) |
CHECKMATE PHARMACEUTICALS, INC. AND
SUBSIDIARYCONDENSED CONSOLIDATED BALANCE
SHEETS (In thousands)
(Unaudited)
|
|
|
March 31,2022 |
|
December 31,2021 |
|
|
|
|
|
|
Cash, cash equivalents and investments |
|
$ |
60,053 |
|
|
$ |
70,887 |
|
|
Other
assets |
|
|
6,891 |
|
|
|
7,951 |
|
|
Total assets |
|
$ |
66,944 |
|
|
$ |
78,838 |
|
|
|
|
|
|
|
|
Total
liabilities |
|
$ |
11,942 |
|
|
$ |
9,379 |
|
|
Total
stockholders’ equity |
|
|
55,002 |
|
|
|
69,459 |
|
|
Total liabilities and stockholders’ equity |
|
$ |
66,944 |
|
|
$ |
78,838 |
|
Investor Contact
Rob Dolski
Chief Financial Officer
rdolski@checkmatepharma.com
Media Contact
Karen Sharma
MacDougall Advisors
781-235-3060
ksharma@macdougall.bio
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