10-Q

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth company

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)


☒	QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2024


☐	TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE TRANSITION PERIOD FROM TO

Commission File Number 000-22873

ARCA BIOPHARMA, INC.

(Exact Name of Registrant as Specified in Its Charter)


Delaware		36-3855489
(State or Other Jurisdiction of Incorporation or Organization)		(I.R.S. Employer Identification Number)

10170 Church Ranch Way, Suite 100, Westminster, CO		80021
(Address of Principal Executive Offices)		(Zip Code)

(720) 940-2100

(Registrant’s Telephone Number, including Area Code)

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 $0.001 per share	ABIO	Nasdaq Capital Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.


Class		Number of Shares Outstanding
Common Stock, par value $0.001 per share		On July 31, 2024: 14,507,143

ARCA BIOPHARMA, INC.

FORM 10-Q

FOR THE QUARTER ENDED June 30, 2024


		PAGE
Part I Financial Information
Item 1. Financial Statements (unaudited)		3
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		17
Item 3. Quantitative and Qualitative Disclosures about Market Risk		25
Item 4. Controls and Procedures		25
Part II Other Information
Item 1. Legal Proceedings		27
Item 1A. Risk Factors		27
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		58
Item 3. Defaults Upon Senior Securities		58
Item 4. Mine Safety Disclosures		58
Item 5. Other Information		58
Item 6. Exhibits		59
Signature		61

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

ARCA BIOPHARMA, INC.

BALANCE SHEETS

(Unaudited)


	June 30,			December 31,
	2024			2023
	(in thousands, except share and per share amounts)
ASSETS
Current assets:
Cash and cash equivalents	$	33,283		$	37,431
Other current assets		537			161
Total current assets		33,820			37,592
Right-of-use asset - operating		8			247
Property and equipment, net		4			10
Other assets		12			12
Total assets	$	33,844		$	37,861

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	571		$	362
Accrued compensation and employee benefits		109			100
Accrued expenses and other liabilities		591			175
Total current liabilities		1,271			637
Operating lease liability, net of current portion		—			204
Total liabilities		1,271			841
Commitments and contingencies
Stockholders’ equity:
Common stock, $0.001 par value; 100 million shares authorized at June 30, 2024 and December 31, 2023; 14,507,143 shares and 14,501,143 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively		14			14
Additional paid-in capital		225,987			225,747
Accumulated deficit		(193,428	)		(188,741	)
Total stockholders’ equity		32,573			37,020
Total liabilities and stockholders’ equity	$	33,844		$	37,861

See accompanying Notes to Financial Statements

ARCA BIOPHARMA, INC.

STATEMENTS OF OPERATIONS

(unaudited)


	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2024			2023			2024			2023
	(in thousands, except share and per share amounts)
Costs and expenses:
General and administrative	$	2,992		$	1,719		$	5,309		$	3,125
Research and development (related party - $0 in 2024; and $108 and $216 as of the three and six months ended June 30, 2023, respectively)		130			254			295			644
Total costs and expenses		3,122			1,973			5,604			3,769
Loss from operations		(3,122	)		(1,973	)		(5,604	)		(3,769	)

Interest and other income		444			493			917			943
Net loss	$	(2,678	)	$	(1,480	)	$	(4,687	)	$	(2,826	)

Net loss per share:
Basic and diluted	$	(0.18	)	$	(0.10	)	$	(0.32	)	$	(0.20	)
Weighted average shares outstanding:
Basic and diluted		14,506,879			14,410,143			14,504,011			14,410,143

See accompanying Notes to Financial Statements

ARCA BIOPHARMA, INC.

STATEMENTS OF STOCKHOLDERS’ EQUITY

(unaudited)


	Stockholders’ Equity
					Additional
	Common stock				Paid-In		Accumulated
	Shares		Amount		Capital		Deficit			Total
	(in thousands, except share and per share amounts)

Balance, December 31, 2022		14,410,143	$	14	$	225,061	$	(183,402	)	$	41,673
Share-based compensation		—		—		204		—			204
Net loss		—		—		—		(1,346	)		(1,346	)
Balance, March 31, 2023		14,410,143		14		225,265		(184,748	)		40,531

SEC Form 10-Q filed by ARCA biopharma Inc.