10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-Q


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

For the quarterly period ended June 30, 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:

001-37348

Corbus Pharmaceuticals Holdings, Inc.

(Exact name of registrant as specified in its charter)

Delaware

46-4348039

(State or other jurisdiction of
incorporation or organization)

(I.R.S. Employer
Identification Number)

500 River Ridge Drive
Norwood, MA

02062

(Address of principal executive offices)

(Zip code)

(617) 963-0100

(Registrant’s telephone number, including area code)

(Former Name, Former Address and Former Fiscal Year if Changed Since Last Report): N/A

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 $0.0001 per share	CRBP	The 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, 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.


Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		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. ☐

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

As of August 4, 2023, 4,423,683 shares of the registrant’s common stock, $0.0001 par value, were issued and outstanding.

CORBUS PHARMACEUTICALS HOLDINGS, INC.

Quarterly Report on Form 10-Q for the Quarter Ended June 30, 2023

TABLE OF CONTENTS


	Page
PART I

FINANCIAL INFORMATION

1. Condensed Consolidated Financial Statements (unaudited)	3
Condensed Consolidated Balance Sheets as of June 30, 2023 and December 31, 2022	3
Condensed Consolidated Statements of Operations and Comprehensive Loss for the Three and Six Months Ended June 30, 2023 and 2022	4
Condensed Consolidated Statement of Stockholders’ Equity for the Three and Six Months Ended June 30, 2023 and 2022	5
Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2023 and 2022	7
Notes to Condensed Consolidated Financial Statements	8
2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	26
3. Quantitative and Qualitative Disclosures about Market Risk	32
4. Controls and Procedures	32

PART II

OTHER INFORMATION

1. Legal Proceedings	34
1A. Risk Factors	34
2. Unregistered Sales of Equity Securities and Use of Proceeds	35
3. Defaults Upon Senior Securities	35
4. Mine Safety Disclosures	35
5. Other Information	35
6. Exhibits	36

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PART I — FINANCIAL INFORMATION

Item 1. Financial Statements.

Corbus Pharmaceuticals Holdings, Inc.

Condensed Consolidated Balance Sheets (Unaudited)


	June 30, 2023			December 31, 2022

ASSETS
Current assets:
Cash and cash equivalents	$	8,349,346		$	17,002,715
Investments		28,216,560			42,194,296
Restricted cash		192,475			192,475
Prepaid expenses and other current assets		1,515,616			791,616
Total current assets		38,273,997			60,181,102
Restricted cash		477,425			477,425
Property and equipment, net		1,273,602			1,613,815
Operating lease right of use assets		3,486,416			3,884,252
Other assets		211,943			155,346
Total assets	$	43,723,383		$	66,311,940
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Notes payable	$	51,157		$	353,323
Accounts payable		1,505,734			2,173,963
Accrued expenses		6,418,803			5,999,252
Derivative liability		36,868			36,868
Operating lease liabilities, current		1,357,240			1,280,863
Current portion of long-term debt		7,016,096			2,795,669
Total current liabilities		16,385,898			12,639,938
Long-term debt, net of debt discount		11,319,365			15,984,426
License agreement payable, noncurrent		2,500,000			—
Other long-term liabilities		22,205			22,205
Operating lease liabilities, noncurrent		3,975,329			4,675,354
Total liabilities		34,202,797			33,321,923
Stockholders’ equity
Preferred stock, $0.0001 par value; 10,000,000 shares authorized, no shares issued and outstanding at June 30, 2023 and December 31, 2022. See Note 11		—			—
Common stock, $0.0001 par value; 300,000,000 shares authorized, 4,422,741 and 4,171,297 shares issued and outstanding at June 30, 2023 and December 31, 2022, respectively		442			417
Additional paid-in capital		428,153,252			425,196,359
Accumulated deficit		(418,609,320	)		(392,080,667	)
Accumulated other comprehensive loss		(23,788	)		(126,092	)
Total stockholders’ equity		9,520,586			32,990,017
Total liabilities and stockholders’ equity	$	43,723,383		$	66,311,940

See notes to the unaudited condensed consolidated financial statements.

-3-

Corbus Pharmaceuticals Holdings, Inc.

Condensed Consolidated Statements of Operations and Comprehensive Loss

(Unaudited)


	For the Three Months Ended June 30,						For the Six Months Ended June 30,
	2023			2022			2023			2022
Operating expenses:
Research and development	$	4,248,705		$	2,499,642		$	17,637,048		$	5,785,878
General and administrative		3,940,286			4,840,368			7,848,968			10,071,291
Litigation settlement		—			5,000,000			—			5,000,000
Total operating expenses		8,188,991			12,340,010			25,486,016			20,857,169
Operating loss		(8,188,991	)		(12,340,010	)		(25,486,016	)		(20,857,169	)
Other expense, net:
Other income (expense), net		182,657			(208,683	)		412,164			(402,034	)
Interest expense, net		(775,586	)		(490,339	)		(1,453,608	)		(949,248	)
Foreign currency exchange loss, net		(1,921	)		(209,856	)		(1,193	)		(477,679	)
Other expense, net		(594,850	)		(908,878	)		(1,042,637	)		(1,828,961	)
Net loss	$	(8,783,841	)	$	(13,248,888	)	$	(26,528,653	)	$	(22,686,130	)
Net loss per share, basic and diluted	$	(2.05	)	$	(3.18	)	$	(6.27	)	$	(5.44	)
Weighted average number of common shares outstanding, basic and diluted		4,277,701			4,170,464			4,229,894			4,170,255

Comprehensive loss:
Net loss	$	(8,783,841	)	$	(13,248,888	)	$	(26,528,653	)	$	(22,686,130	)
Other comprehensive income (loss):
Change in unrealized gain (loss) on marketable debt securities		44,681			50,373			102,304			(56,875	)
Total other comprehensive income (loss)		44,681			50,373			102,304			(56,875	)
Total comprehensive loss	$	(8,739,160	)	$	(13,198,515	)	$	(26,426,349	)	$	(22,743,005	)

See notes to the unaudited condensed consolidated financial statements.

-4-

Corbus Pharmaceuticals Holdings, Inc.

Condensed Consolidated Statements of Stockholders’ Equity

(Unaudited)


	For the Three Months Ended June 30, 2023
	Common Stock				Additional Paid-in		Accumulated			Accumulated Other Comprehensive			Total Stockholders’
	Shares		Amount		Capital		Deficit			Loss			Equity
Balance at March 31, 2023		4,215,133	$	422	$	426,352,478	$	(409,825,479	)	$	(68,469	)	$	16,458,952
Issuance of common stock, net of issuance costs of $4,404		13,164		1		102,418		—			—			102,419
Issuance of common stock upon conversion of K2 Loan and Security Agreement		194,444		19		874,981		—			—			875,000
Stock-based compensation expense		—		—		823,375		—			—			823,375
Change in unrealized gain (loss) on marketable debt securities		—		—		—		—			44,681			44,681
Net loss		—		—		—		(8,783,841	)		—			(8,783,841	)
Balance at June 30, 2023		4,422,741	$	442	$	428,153,252	$	(418,609,320	)	$	(23,788	)	$	9,520,586


	For the Three Months Ended June 30, 2022
	Common Stock				Additional Paid-in		Accumulated			Accumulated Other Comprehensive			Total Stockholders’
	Shares		Amount		Capital		Deficit			Loss			Equity
Balance at March 31, 2022		4,170,464	$	417	$	420,495,566	$	(359,171,006	)	$	(169,693	)	$	61,155,284
Issuance of common stock, net of issuance costs of $0		417		—		—		—			—			—
Stock-based compensation expense		—		—		1,513,089		—			—			1,513,089
Change in unrealized gain (loss) on marketable debt securities		—		—		—		—			50,373			50,373
Net loss		—		—		—		(13,248,888	)		—			(13,248,888	)
Balance at June 30, 2022		4,170,881	$	417	$	422,008,655	$	(372,419,894	)	$	(119,320	)	$	49,469,858

See notes to the unaudited condensed consolidated financial statements.

-5-


	For the Six Months Ended June 30, 2023
	Common Stock				Additional Paid-in		Accumulated			Accumulated Other Comprehensive			Total Stockholders’
	Shares		Amount		Capital		Deficit			Loss			Equity
Balance at December 31, 2022		4,171,297	$	417	$	425,196,359	$	(392,080,667	)	$	(126,092	)	$	32,990,017
Issuance of common stock, net of issuance costs of $4,404		13,164		1		102,418		—			—			102,419
Issuance of common stock upon conversion of K2 Loan and Security Agreement		194,444		19		874,981		—			—			875,000
Issuance of common stock upon exercise of stock options		43,836		5		129,740		—			—			129,745
Stock-based compensation expense		—		—		1,849,754		—			—			1,849,754
Change in unrealized gain (loss) on marketable debt securities		—		—		—		—			102,304			102,304
Net loss		—		—		—		(26,528,653	)		—			(26,528,653	)
Balance at June 30, 2023		4,422,741	$	442	$	428,153,252	$	(418,609,320	)	$	(23,788	)	$	9,520,586


	For the Six Months Ended June 30, 2022
	Common Stock				Additional Paid-in		Accumulated			Accumulated Other Comprehensive			Total Stockholders’
	Shares		Amount		Capital		Deficit			Loss			Equity
Balance at December 31, 2021		4,169,631	$	416	$	418,903,820	$	(349,733,764	)	$	(62,445	)	$	69,108,027
Issuance of common stock, net of issuance costs of $0		1,250		1		—		—			—			1
Stock-based compensation expense		—		—		3,104,835		—			—			3,104,835
Change in unrealized gain (loss) on marketable debt securities		—		—		—		—			(56,875	)		(56,875	)
Net loss		—		—		—		(22,686,130	)		—			(22,686,130	)
Balance at June 30, 2022		4,170,881	$	417	$	422,008,655	$	(372,419,894	)	$	(119,320	)	$	49,469,858

See notes to the unaudited condensed consolidated financial statements.

-6-

Corbus Pharmaceuticals Holdings, Inc.

Condensed Consolidated Statements of Cash Flows

(Unaudited)


	Six Months Ended June 30,
	2023			2022
Cash flows from operating activities:
Net loss	$	(26,528,653	)	$	(22,686,130	)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation expense		1,849,754			3,104,835
Depreciation and amortization		340,213			387,803
Net amortization on (discount) premium of investments		(278,677	)		661,398
(Gain) loss on foreign exchange		(4,388	)		631,213
Amortization of debt discount		430,367			357,464
Realized loss on investments		1,528			118,671
Loss on sale of property and equipment		—			21,235
Changes in operating assets and liabilities:
(Increase) decrease in prepaid expenses and other current assets		(698,679	)		622,737
Increase in other assets		(56,598	)		(57,780	)
Decrease in operating lease right of use asset		397,836			351,033
Increase in other long-term liabilities		2,500,000			—
Decrease in accounts payable		(663,843	)		(426,868	)
Increase (decrease) in accrued expenses		419,551			(5,376,890	)
Decrease in operating lease liabilities		(623,648	)		(553,125	)
Net cash used in operating activities		(22,915,237	)