UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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: 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: 001-35182

AMPIO PHARMACEUTICALS, INC.

(Exact name of registrant as specified in its charter)


Delaware	26-0179592
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)

373 Inverness Parkway, Suite 200

Englewood, Colorado 80112

(Address of principal executive offices, including zip code)

(720) 437-6500

(Registrant’s telephone number, including area code)

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	AMPE	NYSE American

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 May 5, 2023, there were 15,102,877 outstanding shares of common stock, par value $0.0001 per share, of the registrant.

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AMPIO PHARMACEUTICALS, INC.

FOR THE QUARTER ENDED MARCH 31, 2023

INDEX


		Page
	PART I-FINANCIAL INFORMATION

Item 1.	Financial Statements (unaudited)	4

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	18

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	22

Item 4.	Controls and Procedures	22

	PART II-OTHER INFORMATION

Item 1.	Legal Proceedings	23

Item 1A.	Risk Factors	23

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	23

Item 3.	Defaults Upon Senior Securities	23

Item 4.	Mine Safety Disclosures	23

Item 5.	Other Information	23

Item 6.	Exhibits	24

SIGNATURES		25

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CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains statements reflecting assumptions, expectations, projections, intentions or beliefs about future events that are intended as forward-looking statements. All statements other than statements of historical facts contained in this Quarterly Report, including statements regarding our anticipated future clinical developments, future financial position, and plans and objectives of management for future operations, are forward-looking statements. Words such as “may”, “will”, “should”, “forecast”, “could”, “expect”, “suggest”, “believe”, “estimate”, “continue”, “anticipate”, “intend”, “ongoing”, “opportunity”, “potential”, “predicts”, “seek”, “plan,” or similar words, or the negatives of such terms or other variations on such terms or comparable terminology, typically identify forward-looking statements. Such forward-looking statements include, but are not limited to, statements relating to the following:

●

projected operating or financial results, including anticipated cash flows used in operations or the effect of any actions we may take to reduce expenses and preserve cash and cash equivalents;

●

potential outcomes of preclinical trials for OA-20X, any future capital expenditures, research and development expenses and other payments relating to OA-20X and any capital raising activities to fund OA-20X research and development related expenses;

●

our strategic alternatives process, including any potential interested counterparty, transaction structure, timing and transaction expense associated with any strategic alternative and the potential success of any strategic alternative(s);

●

the expense, time and/or outcome of any legal proceeding; and

●

our ability to identify strategic partners for OA-20X or any other potential product and the execution of beneficial license, co-development, collaboration or similar arrangements.

We undertake no obligation to update or revise publicly any forward-looking statements to reflect events or circumstances after the date of such statements for any reason, except as otherwise required by law.

Forward-looking statements are based on certain assumptions and expectations of future events and trends that are subject to risks and uncertainties. Actual future results and trends may differ materially from historical results or those reflected in any such forward-looking statements depending on a variety of factors.

Additional factors that could cause or contribute to such differences include, but are not limited to, those described in the section entitled “Risk Factors” in Part I, Item 1A of the Form 10-K for the year ended December 31, 2022, other similar sections of our subsequent reports. Additionally, other sections of this Quarterly Report include additional factors that could adversely impact the business and financial performance expressed or implied in any forward-looking statements, including, but not limited to, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” For additional information concerning factors that may cause actual results to vary materially from those stated in the forward-looking statements, see our reports on Forms 10-K, 10-Q and 8-K filed with the SEC from time to time.

This Quarterly Report on Form 10-Q includes trademarks for Ampion^®, which are protected under applicable intellectual property laws and are our property. Solely for convenience, our trademarks and trade names referred to in this Quarterly Report on Form 10-Q may appear without the ^® or ^TM symbols, but such references are not intended to indicate in any way that we will not assert, to the fullest extent under applicable law, our rights to these trademarks and trade names.

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PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

AMPIO PHARMACEUTICALS, INC.

Condensed Balance Sheets

(unaudited)


	March 31,		December 31,
	2023		2022

Assets
Current assets
Cash and cash equivalents	$	10,352,000	$	12,653,000
Prepaid expenses and other		383,000		676,000
Total current assets		10,735,000		13,329,000

Fixed assets, net		—		184,000
Right-of-use asset, net		—		75,000
Total assets	$	10,735,000	$	13,588,000

Liabilities and Stockholders’ Equity
Current liabilities
Accounts payable and accrued expenses	$	2,325,000	$	852,000
Lease liability-current portion		347,000		340,000
Total current liabilities		2,672,000		1,192,000

Lease liability-long-term		185,000		274,000
Warrant derivative liability		—		44,000
Asset retirement obligation		—		289,000
Total liabilities		2,857,000		1,799,000

Commitments and contingencies (Note 5)

Stockholders’ equity
Preferred Stock, par value $0.0001; 10,000,000 shares authorized; none issued		—		—
Common Stock, par value $0.0001; 300,000,000 shares authorized; shares issued and outstanding - 15,102,877 as of March 31, 2023 and December 31, 2022		2,000		2,000
Additional paid-in capital		245,749,000		245,726,000
Accumulated deficit		(237,873,000)		(233,939,000)
Total stockholders’ equity		7,878,000		11,789,000

Total liabilities and stockholders’ equity	$	10,735,000	$	13,588,000

The accompanying notes are an integral part of these financial statements.

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AMPIO PHARMACEUTICALS, INC.

Condensed Statements of Operations

(unaudited)


	Three Months Ended March 31,
	2023		2022

Operating expenses
Research and development	$	524,000	$	3,687,000
General and administrative		3,819,000		3,283,000
Loss on sale of fixed assets		56,000		—
Total operating expenses		4,399,000		6,970,000

Other income
Interest income		103,000		3,000
Rental income		30,000		—
Loss on derecognition of ARO asset		(6,000)		—
Gain on elimination of ARO obligation		294,000		—
Derivative gain		—		1,331,000
Total other income		421,000		1,334,000

Net loss	$	(3,978,000)	$	(5,636,000)

Net loss per common share:
Basic	$	(0.26)	$	(0.37)
Diluted	$	(0.26)	$	(0.46)

Weighted average number of common shares outstanding:
Basic		15,093,894		15,072,222
Diluted		15,093,894		15,074,047

The accompanying notes are an integral part of these financial statements.

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AMPIO PHARMACEUTICALS, INC.

Condensed Statements of Stockholders’ Equity

(unaudited)


				Additional				Total
	Common Stock			Paid-in		Accumulated		Stockholders'
	Shares	Amount		Capital		Deficit		Equity
Balance at December 31, 2021	15,172,111	$	2,000	$	244,884,000	$	(217,602,000)	$	27,284,000

Share-based compensation, net of forfeitures	—		—		716,000		—		716,000
Shares held back in settlement of tax obligation for shares issued in connection with restricted stock awards	(9,234)		—		(79,000)		—		(79,000)
Offering costs related to the issuance of common stock in connection with the "at-the-market" equity offering program	—		—		(32,000)		—		(32,000)
Net loss	—		—		—		(5,636,000)		(5,636,000)

Balance at March 31, 2022	15,162,877		2,000		245,489,000		(223,238,000)		22,253,000

Balance at December 31, 2022	15,102,877		2,000		245,726,000		(233,939,000)		11,789,000

Reclassification of warrant derivative upon adoption of ASU 2020-06	—		—		—		44,000		44,000
Share-based compensation, net of forfeitures	—		—		23,000		—		23,000
Net loss	—		—		—		(3,978,000)		(3,978,000)

Balance at March 31, 2023	15,102,877		2,000		245,749,000		(237,873,000)		7,878,000

The accompanying notes are an integral part of these financial statements.

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AMPIO PHARMACEUTICALS, INC.

Condensed Statements of Cash Flows

(unaudited)


	Three Months Ended March 31,
	2023		2022

Cash flows used in operating activities
Net loss	$	(3,978,000)	$	(5,636,000)
Adjustments to reconcile net loss to net cash used in operating activities:
Share-based compensation, net of forfeitures		23,000		716,000
Depreciation and amortization		122,000		262,000
Loss on sale of fixed assets		56,000		—
Loss on derecognition of ARO asset		6,000		—
Gain on elimination of ARO obligation		(294,000)		—
Accretion of asset retirement obligation		5,000		—
Derivative gain		—		(1,331,000)
Changes in operating assets and liabilities:
Decrease in prepaid expenses and other		292,000		670,000
Increase in accounts payable and accrued expenses		1,474,000		397,000
Decrease in lease liability		(7,000)		(22,000)
Net cash used in operating activities		(2,301,000)

SEC Form 10-Q filed by Ampio Pharmaceuticals Inc.