Current Report Filing (8-k)
February 23 2023 - 7:09AM
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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):
February 23, 2023
EQRX, INC.
(Exact name of registrant as specified in its charter)
Delaware |
|
001-40312 |
|
86-1691173 |
(State or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(IRS Employer
Identification No.) |
50 Hampshire Street, Cambridge, MA |
|
02139 |
(Address of principal executive offices) |
|
(Zip Code) |
Registrant’s telephone number, including
area code: 617-315-2255
Not Applicable
(Former name or former address, if changed since
last report.)
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 |
|
EQRX |
|
The Nasdaq Global Market |
Warrants to purchase one share of common stock at an exercise price of $11.50 |
|
EQRXW |
|
The Nasdaq Global 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 February 23, 2023, EQRx, Inc. (EQRx) issued a press release
announcing its financial results for the fourth quarter and year ended December 31, 2022. A copy of the press release is attached
hereto as Exhibit 99.1 and incorporated herein by reference.
The information contained or incorporated in this Item 2.02, including
Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for 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 incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly
set forth by specific reference in such a filing.
| Item 2.05 | Costs Associated with Exit or Disposal Activities. |
On February 19, 2023, the board of directors of EQRx approved
a restructuring plan (the Plan) to further increase EQRx’s operational efficiencies and streamline expenses, including an 18% decrease
in headcount by the end of the first quarter of 2023 to approximately 300 employees, resulting from a reduction in force as well as not
filling positions following departures. These efforts are expected to result in approximately $18.0 million in annualized cash savings.
One-time payments associated with the reduction in force are expected to be approximately $4.0 million.
Each departing employee of EQRx has played an integral role in EQRx’s
commitment to develop and expand access to innovative medicines for some of the most prevalent disease areas, including cancer and immune-inflammatory
conditions. EQRx would like to sincerely thank its departing employees for their hard work and dedication and wishes them well in their
future endeavors.
As the Plan is implemented, EQRx’s management will re-evaluate the
estimated costs set forth above and will finalize the estimated restructuring charge, consistent with generally accepted accounting principles.
The estimated costs that EQRx expects to incur in connection with the Plan are subject to a number of assumptions, and actual results
may differ materially from these estimates. EQRx may also incur additional costs not currently contemplated due to events that may occur
as a result of, or that are associated with, the Plan.
Forward-Looking Statements.
This Current Report on Form 8-K contains certain forward-looking
statements within the meaning of the federal securities laws. These forward-looking statements may be identified by the use of words such
as “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,”
“design,” “strategy,” “future,” “opportunity,” “continue, “aim,” “goal,”
“plan,” “may,” “look forward,” “should,” “will,” “would,” “will
be,” “will likely result,” and similar expressions. These forward-looking statements include, but are not limited to,
express or implied statements regarding expected savings and costs from the reduction in headcount; among others. Forward-looking statements
are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a
result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking
statements in this press release, including but not limited to the risk that the restructuring costs and charges may be greater than anticipated
or incurred in different periods than anticipated; the risk that EQRx’s restructuring efforts may adversely affect its internal
programs and its ability to recruit and retain skilled and motivated personnel, and may be distracting to employees and management; the
risk that EQRx’s restructuring efforts may negatively impact its business operations and reputation with or ability to serve customers;
and the risk that EQRx’s restructuring efforts may not generate their intended benefits to the extent or as quickly as anticipated.
The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties
described in the “Risk Factors” section in EQRx’s most recent Annual Report on Form 10-K as well as any other filings
with the SEC. These filings identify and address other important risks and uncertainties that could cause actual events and results to
differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are
made. Readers are cautioned not to put undue reliance on forward-looking statements, and EQRx assumes no obligation, and does not intend,
to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
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: February 23, 2023 |
|
EQRX, INC. |
|
|
|
|
|
|
|
By: |
/s/ Melanie Nallicheri |
|
Name: |
Melanie Nallicheri |
|
Title: |
President and Chief Executive Officer |
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