athx-20230331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

(Mark One)


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

For the quarterly period ended March 31, 2023


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

For the transition period from to .

Commission file number: 001-33876

Athersys, Inc.

(Exact name of registrant as specified in its charter)


Delaware						20-4864095
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

3201 Carnegie Avenue,

Cleveland,

Ohio

44115-2634

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (216) 431-9900

Former name, former address and former fiscal year, if changed since last report: Not Applicable

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


Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, par value $0.001 per share	ATHX	The NASDAQ Stock Market LLC

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, a 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.


PART I. FINANCIAL INFORMATION
ITEM 1.	Financial Statements	4
ITEM 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	15
ITEM 3.	Quantitative and Qualitative Disclosures About Market Risk	23
ITEM 4.	Controls and Procedures	24
PART II. OTHER INFORMATION
ITEM 1A.	Risk Factors	24
ITEM 6.	Exhibits	25
SIGNATURES


	March 31, 2023		December 31, 2022
	(Unaudited)
Assets
Current assets:
Cash and cash equivalents	$	3,121	$	9,038
Accounts receivable from Healios	716		716

Prepaid clinical trial costs	2,747		2,747
Prepaid expenses and other	1,252		1,034


Total current assets	7,836		13,535
Operating right-of-use assets, net	7,591		7,846
Property and equipment, net	4,079		4,214
Deposits and other	2,126		2,136
Total assets	$	21,632	$	27,731
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable	$	28,959	$	27,765

Operating lease liabilities, current	675		746
Accrued compensation and related benefits	654		1,090
Accrued clinical trial related costs	7,258		7,231
Accrued expenses and other	974		1,078




Warrant liability	1,163		534
Total current liabilities	39,683		38,444
Operating lease liabilities, non-current	7,762		7,939
Advance from Healios	5,199		5,199

Stockholders’ equity:
Preferred stock, at stated value; 10,000,000 shares authorized, and no shares issued and outstanding at March 31, 2023 and December 31, 2022	—		—
Common stock, $0.001 par value; 600,000,000 shares authorized with 18,448,489 and 17,986,147 shares issued and outstanding at March 31, 2023 and December 31, 2022, respectively	18		18
Additional paid-in capital	632,660		632,009
Accumulated deficit	(663,689)		(655,878)
Total stockholders’ equity (deficit)	(31,011)		(23,851)
Total liabilities and stockholders’ equity	$	21,633	$	27,731


	Three months ended March 31,
	2023		2022
Revenues
Contract revenue from Healios	$	—	$	2,912
Total revenues	—		2,912
Costs and expenses
Research and development	4,467		20,944
General and administrative	2,815		4,099
Depreciation	52		247
Total costs and expenses	7,334		25,290

Loss from operations	(7,334)		(22,378)

Other income, net	(477)		162
Net loss and comprehensive loss	$	(7,811)	(22,216)
Net loss per share, basic and diluted	$	(0.43)	$	(2.27)
Weighted average shares outstanding, basic and diluted	18,292		9,768


	Preferred Stock			Common Stock			Additional Paid-in Capital		Accumulated Deficit		Total Stockholders’ Equity
	Number of Shares	Stated Value		Number of Shares1	Par Value
Balance at December 31, 2022	—	$	—	17,986,147	$	18	$	632,009	$	(655,878)	$	(23,851)
Stock-based compensation	—	—		—	—		707		—		707
Stock Issue- warrant exercise	—	—		344,170	—		—		—		—
Issuance of common stock	—	—		—	—		—		—		—
Issuance of common stock under equity compensation plan	—	—		118,172	—		(56)		—		(56)
Net and comprehensive loss	—	—		—	—		—		(7,811)		(7,811)
Balance at March 31, 2023	—	—		18,448,489	18		632,660		(663,689)		(31,011)


	For the periods ended
Property and equipment consists of (in thousands):	March 31, 2023		December 31, 2022
Laboratory equipment	7,244		$	7,576
Office equipment and leasehold improvements	3,934		3,934
Equipment and leasehold improvements not yet in service	2,313		2,313
	13,491		13,823
Accumulated depreciation and amortization	(9,412)		(9,609)
	$	4,079	$	4,214


	Three months ended March 31, 2023				Three months ended March 31, 2022
	Point in Time		Over Time		Point in Time		Over Time
Contract Revenue from Healios

Product supply revenue	$	—	$	—	$	—	$	—
Service revenue	—		—		—		2,912

Total disaggregated revenues	$	—	$	—	$	—	$	2,912



	Warrant Liabilities
Balance December 31, 2022	$	(534,000)
Fair Value Adjustment - March 31, 2023	(629,000)
Balance March 31, 2023	$	(1,163,000)


	Balances				Cash		Balances
	December 31, 2022		Charges		(payments)		March 31, 2023
Employee severance and benefits	935		$	—	$	(370)	$	565
Legal and professional fees	35		15		(23)		27
Other	15		—		—		15
	$	985	$	15	$	(393)	$	607


Exhibit No.						Description

3.1						Certificate of Amendment to Certificate of Incorporation, as amended, of Athersys, Inc (incorporated herein by reference to Exhibit 3.1 to the registrant’s Current Report on Form 8-K (Commission No. 001-33876) filed with the Commission on August 29, 2022).

4.1						Form of Pre-Funded Warrant (incorporated herein by reference to Exhibit 4.1 to the registrant’s Current Report on Form 8-K (Commission No. 001-33876) filed with the Commission on April 18, 2023).

4.2						Form of Warrant (incorporated herein by reference to Exhibit 4.2 to the registrant’s Current Report on Form 8-K (Commission No. 001-33876) filed with the Commission on April 18, 2023).

4.3						Form of Warrant Amendment No. 1 to Common Stock Purchase Warrant(incorporate herein by reference to Exhibit 4.1 to the registrant’s Current Report on Form 8-K (Commission No. 001-33876) filed with the Commission on April 18, 2023).

4.4						Form of Warrant Amendment No. 2 to Common Stock Purchase Warrant (incorporate herein by reference to Exhibit 4.2 to the registrant’s Current Report on Form 8-K (Commission No. 001-33876) filed with the Commission on April 18, 2023).

10.1						Form of Securities Purchase Agreement, dated as of April 18, 2023, between the Company and each purchaser named in the signature pages thereto (incorporated herein by reference to Exhibit 10.1 to the registrant’s Current Report on Form 8-K (Commission No. 001-33876) filed with the Commission on April 18, 2023).

31.1						Certification of Daniel Camardo,Chief Executive Officer, pursuant to SEC Rules 13a-14(a) and 15d-14(a) adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2						Certification of Kasey Rosado, interim Chief Financial Officer, pursuant to SEC Rules 13a-14(a) and 15d-14(a) adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1						Certification of Daniel Camardo, Chief Executive Officer, and Kasey Rosado, interim Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101						The following materials from Athersys’ Quarterly Report on Form 10-Q for the period ended March 31, 2023, are formatted in Inline XBRL (eXtensible Business Reporting Language): (i) the Condensed Consolidated Balance Sheets; (ii) the Condensed Consolidated Statements of Operations and Comprehensive Loss; (iii) the Condensed Consolidated Statements of Stockholders’ Equity; (iv) the Condensed Consolidated Statements of Cash Flows; (v) Notes to Unaudited Condensed Consolidated Financial Statements; and (vi) document and entity information.

104						Cover Page Interactive Data File (embedded within the Inline XBRL document and contained in Exhibit 101).


Date: May 15, 2023						/s/ Daniel Camardo
						Daniel Camardo
						Chief Executive Officer and Duly Authorized Officer

						/s/ Kasey Rosado
						Kasey Rosado
						Interim Chief Financial Officer


	Three months ended March 31,
	2023	2022
Stock options	1,196,530	1,307,832
Restricted stock units	859,282	66,258
Warrants - refer to Note 8	13,429,090	400,000
Total	15,484,902	1,774,090


						ATHERSYS, INC.

SEC Form 10-Q filed by Athersys Inc.