Form 8-K - Current report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): May 7, 2024

ARMATA PHARMACEUTICALS, INC.

(Exact name of Registrant as specified in its charter)


Washington	001-37544	91-1549568
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Identification No.)

5005 McConnell Avenue

Los Angeles, California

90066

(Address of principal executive offices)

(Zip Code)

(310) 655-2928

(Registrant’s Telephone number)

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 (see General Instruction A.2. below):

☐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))

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. ☐

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	ARMP	NYSE American

Item 2.02Results of Operations and Financial Condition.

On May 7, 2024, Armata Pharmaceuticals, Inc. (the “Company”) announced its financial results for the three months ended March 31, 2024, in the press release furnished hereto as Exhibit 99.1.

The information in this Item 2.02 and the attached Exhibit 99.1 is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Item 2.02 and the attached Exhibit 99.1 shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.

Item 9.01Financial Statements and Exhibits.

(d)Exhibits.


Exhibit No.		Description
99.1		Press Release, dated May 7, 2024.
104		Cover Page Interactive Data File (embedded within Inline XBRL document).

SIGNATURES

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


Date: May 7, 2024	Armata Pharmaceuticals, Inc.

	By:	/s/ Richard Rychlik
	Name:	Richard Rychlik
	Title:	Vice President, Corporate Controller

Armata Pharmaceuticals Announces First Quarter 2024 Results and

Provides Corporate Update

LOS ANGELES, CA, May 7, 2024 - Armata Pharmaceuticals, Inc. (NYSE American: ARMP) (“Armata” or the “Company”), a biotechnology company focused on high-purity, pathogen-specific bacteriophage therapeutics for antibiotic-resistant and difficult-to-treat bacterial infections, today announced financial results for its first quarter ended March 31, 2024, and provided a corporate update.

First Quarter 2024 and Recent Developments:

●

Entered into a $35.0 million secured credit agreement with Innoviva Strategic Opportunities LLC, a wholly-owned subsidiary of Innoviva, Armata’s principal shareholder.

●

Continued to advance the Phase 2a portion of the diSArm study of intravenous AP-SA02 as a potential treatment for Staphylococcus aureus bacteremia with continued ability to dose escalate due to phage purity, as well as the Phase 2 Tailwind study of inhaled AP-PA02 in patients with non-cystic fibrosis bronchiectasis (NCFB) and chronic pulmonary Pseudomonas aeruginosa infection (“P.aeruginosa”).

●

Further advanced bacteriophage science through presentations and publications:

o

Delivered a presentation on the Company’s phage development programs at the 6th Annual Bacteriophage Therapy Summit in February 2024.

o

Manuscript of results from SWARM-P.a., the completed Phase 1b/2a clinical trial of inhaled AP-PA02 in patients with cystic fibrosis and chronic pulmonary P. aeruginosa infection, expected to be submitted to a peer-reviewed journal in the second quarter of 2024.

●

In the second quarter of 2024, Armata expects to complete the build-out of its advanced biologics manufacturing facility with five current good manufacturing practice (“cGMP”) clean rooms, including a state-of-the-art automated fill and finish suite; R&D labs and administrative space were fully operational in the first quarter of 2024.

“During the first quarter of 2024, we continued to advance our two distinct clinical programs that we believe will support the initiation of rigorously designed pivotal studies, which we are planning for 2025,” stated Dr. Deborah Birx, Chief Executive Officer of Armata. “Regarding AP-PA02, which we are developing as a potential inhaled treatment for chronic Pseudomonas aeruginosa lung infections, I am pleased to report that enrollment of our Phase 2 Tailwind study in subjects with NCFB continues to progress in line with projected timelines.”

“For AP-SA02, developed with support from the U.S. Department of Defense as a potential treatment for Staphylococcus aureus bacteremia, we expect to complete our Phase 2a diSArm study this year, at which time we expect to have identified the optimal dose to be tested in a larger definitive study.”

“The Company strengthened its balance sheet during the quarter with a $35.0 million investment from our principal shareholder, Innoviva, the proceeds of which are being used to further advance our phage clinical programs in preparation for pivotal studies.”

“We entered the final stages of the build-out of our state-of-the-art cGMP manufacturing facility, which is expected to be completed mid-year, at which time we expect to be well-positioned to support our late-stage clinical trials and commercial production.”

“Having committed to the execution of randomized, placebo-controlled clinical studies that, if successful, will support eventual registration of our multi-phage products, I am very pleased with our progress to date, and believe that we are within line-of-sight to achieve value creating milestones this year and the next,” Dr. Birx concluded.

First Quarter 2024 Financial Results

Grant Revenue. The Company recognized grant revenue of approximately $1.0 million for the three months ended March 31, 2024, which represents Medical Technology Enterprise Consortium’s share of the costs incurred for the Company’s AP-SA02 program for the treatment of Staphylococcus aureus bacteremia. The Company recognized approximately $0.8 million of revenue in the comparable period in 2023.

Research and Development. Research and development expenses for the three months ended March 31, 2024 were approximately $8.0 million as compared to approximately $9.6 million for the comparable period in 2023. The Company continues to invest in clinical related expenses associated with its primary development programs.

General and Administrative. General and administrative expenses for the three months ended March 31, 2024 were approximately $3.2 million as compared to approximately $2.5 million for the comparable period in 2023. The increase was mainly related to expenses related to the increased professional service expenses and other facility and overhead expenses.

Loss from Operations. Loss from operations for the three months ended March 31, 2024 was $10.2 million as compared to a loss from operations of approximately $11.3 million for the comparable period in 2023.

Cash. As of March 31, 2024, Armata held approximately $37.9 million of unrestricted cash, as compared to $13.5 million as of December 31, 2023.

On March 4, 2024, the Company entered into a credit and security agreement for a loan in an aggregate amount of $35.0 million with Innoviva Strategic Opportunities LLC. The loan bears interest at an annual rate of 14% and matures on June 4, 2025. Principal and accrued interest are payable at maturity.

As of May 7, 2024, there were approximately 36.1 million common shares outstanding.

About Armata Pharmaceuticals, Inc.

Armata is a clinical-stage biotechnology company focused on the development of pathogen-specific bacteriophage therapeutics for the treatment of antibiotic-resistant and difficult-to-treat bacterial infections using its proprietary bacteriophage-based technology. Armata is developing and advancing a broad pipeline of natural and synthetic phage candidates, including clinical candidates for Pseudomonas aeruginosa, Staphylococcus aureus, and other pathogens. Armata is committed to advancing phage with drug development expertise that spans bench to clinic including in-house phage specific cGMP manufacturing.

Forward Looking Statements

This communication contains “forward-looking” statements as defined by the Private Securities Litigation Reform Act of 1995. These statements relate to future events, results or to Armata’s future financial performance and involve known and unknown risks, uncertainties and other factors which may cause Armata’s actual results, performance or events to be materially different from any future results, performance or events expressed or implied by the forward-looking statements. In some cases, you can identify these statements by terms such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “will,” “would” or the negative of those terms, and similar expressions. These forward-looking statements reflect management’s beliefs and views with respect to future events and are based on estimates and assumptions as of the date of this communication and are subject to risks and uncertainties including risks related to Armata’s development of bacteriophage-based therapies; ability to staff and maintain its production facilities under fully compliant current Good Manufacturing Practices; ability to meet anticipated milestones in the development and testing of the relevant product; ability to be a leader in the development of phage-based therapeutics; ability to achieve its vision, including improvements through engineering and success of clinical trials; ability to successfully complete preclinical and clinical development of, and obtain regulatory approval of its product candidates and commercialize any approved products on its expected timeframes or at all; and Armata’s estimates regarding anticipated operating losses, capital requirements and needs for additional funds. Additional risks and uncertainties relating to Armata and its business can be found under the caption “Risk Factors” and elsewhere in Armata’s filings and reports with the SEC, including in Armata’s Annual Report on Form 10-K, filed with the SEC on March 21, 2024, and in its subsequent filings with the SEC.

Armata expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in Armata’s expectations with regard thereto or any change in events, conditions or circumstances on which any such statements are based.

Media Contacts:

At Armata:

Pierre Kyme

ir@armatapharma.com

310-665-2928

Investor Relations:

Joyce Allaire

LifeSci Advisors, LLC

jallaire@lifesciadvisors.com

212-915-2569

Armata Pharmaceuticals, Inc.

Condensed Consolidated Balance Sheets

(in thousands)

(unaudited)


	March 31, 2024		December 31, 2023
Assets
Current assets
Cash	$	37,860	$	13,523
Prepaid expenses and other current assets		2,143		2,265
Other receivables		1,714		3,363
Total current assets		41,717		19,151
Property and equipment, net		12,700		12,559
Operating lease right-of-use asset		44,243		44,717
Intangible assets, net		13,746		13,746
Other long term assets		7,950		8,190
Total assets	$	120,356	$	98,363

Liabilities and stockholders’ deficit
Total current liabilities	$	110,045	$	16,461
Long-term debt		35,368		82,307
Operating lease liabilities, net of current portion		28,376		28,583
Deferred tax liability		3,077		3,077
Total liabilities		176,866		130,428
Stockholders’ deficit		(56,510)		(32,065)
Total liabilities and stockholders’ deficit	$	120,356	$	98,363

Armata Pharmaceuticals, Inc.

Condensed Consolidated Statements of Operations

(in thousands, except share and per share data)

(unaudited)


	Three Months Ended
	March 31,
	2024		2023
Grant revenue	$	966	$	796
Operating expenses:
Research and development		8,016		9,604
General and administrative		3,178		2,538
Total operating expenses		11,194		12,142
Loss from operations		(10,228)		(11,346)
Interest income		52		18
Interest expense		(1,820)		—
Change in fair value of convertible debt		(13,025)		(3,162)
Net loss	$	(25,021)	$	(14,490)
Net loss per share, basic and diluted	$	(0.69)	$	(0.40)
Weighted average shares outstanding, basic and diluted		36,124,980		36,045,040

Armata Pharmaceuticals, Inc.

Condensed Consolidated Statements of Cash Flows

(in thousands)

(unaudited)


	Three Months Ended March 31,
	2024		2023
Operating activities:
Net loss	$	(25,021)	$	(14,490)
Adjustments required to reconcile net loss to net cash used in operating activities:
Depreciation and amortization expense		317		230
Stock-based compensation expense		534		857
Change in fair value of convertible debt		13,025		3,162
Non-cash interest expense		1,815		—
Non-cash interest income		(26)		—
Change in right-of-use asset		464		—
Changes in operating assets and liabilities:		(1,692)		(7,329)
Net cash used in operating activities		(10,584)		(17,570)
Investing activities:
Purchases of property and equipment		(250)		(2,010)
Net cash used in investing activities		(250)		(2,010)
Financing activities:
Proceeds from issuance of convertible debt, net of issuance costs		—		29,594
Proceeds from issuance of long-term debt, net of issuance costs		34,889		—
Proceeds from exercise of stock options		42		—
Net cash provided by financing activities		34,931		29,594
Net increase in cash and restricted cash		24,097		10,014
Cash and restricted cash, beginning of period		19,243		20,812
Cash and restricted cash, end of period	$	43,340	$	30,826


	Three Months Ended March 31,
	2024		2023
Cash	$	37,860	$	25,106
Restricted cash		5,480		5,720
Cash and restricted cash	$	43,340	$	30,826

Document and Entity Information	May 07, 2024
Document and Entity Information [Abstract]
Document Type	8-K
Document Period End Date	May 07, 2024
Entity Registrant Name	ARMATA PHARMACEUTICALS, INC.
Entity Incorporation, State or Country Code	WA
Entity File Number	001-37544
Entity Tax Identification Number	91-1549568
Entity Address, Address Line One	5005 McConnell Avenue
Entity Address, City or Town	Los Angeles
Entity Address State Or Province	CA
Entity Address, Postal Zip Code	90066
City Area Code	310
Local Phone Number	655-2928
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock
Trading Symbol	ARMP
Security Exchange Name	NYSEAMER
Entity Emerging Growth Company	false
Entity Central Index Key	0000921114
Amendment Flag	false