cont20240630

cont20240630_10q.htm

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 June 30, 2024

☐	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: 001-42001

Contineum Therapeutics, Inc.

(Exact name of registrant as specified in its charter)

Delaware	27-1467257
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
10578 Science Center Drive, Suite 200 San Diego, California	92121
(Address of principal executive offices)	(Zip Code)

(858) 333-5280

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

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

Title of each class

Trading

Symbol(s)

Name of each exchange on which registered

Class A Common Stock, $0.001 par value per share

CTNM

The Nasdaq Stock Market LLC

(Nasdaq Global Select Market)

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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 13, 2024, the registrant had 18,994,104 shares of Class A common stock, $0.001 par value per share, outstanding and 6,729,172 shares of Class B common stock, $0.001 par value per share, outstanding.

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SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains forward-looking statements concerning our business, operations and financial performance and condition, as well as our plans, objectives and expectations for our business, operations and financial performance and condition. Any statements contained herein that are not statements of historical facts may be deemed to be forward-looking statements. These statements involve known and unknown risks, uncertainties and other important factors that are in some cases beyond our control and may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements.

The words “anticipate,” “believe,” “contemplate,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” or “would” or the negative of these terms or other similar expressions are intended to identify forward looking statements. Forward-looking statements contained in this report include, but are not limited to, statements about:

• the likelihood of our clinical trials demonstrating the safety and efficacy of our drug candidates;

• the timing and progress of our current clinical trials, the expected results of these clinical trials and the timing of initiation of our future clinical trials;

• our plans relating to the clinical development of our current and future drug candidates, including the size, number and disease areas to be evaluated;

• Johnson & Johnson's ("J&J") plans related to the clinical development of PIPE-307;

• our clinical translational approach, and our ability to identify and develop drug candidates that can potentially treat neuroscience, inflammation and immunology ("NI&I") diseases by targeting biological pathways associated with specific clinical impairment to alter the course of disease;

• the size of the market opportunities for our drug candidates;

• the rate and degree of market acceptance and clinical utility of our drug candidates;

• our plans relating to commercializing our drug candidates, if approved;

• the success of competing therapies and technologies that are or may become available;

• the beneficial characteristics, safety, efficacy, therapeutic effects and potential advantages of our drug candidates;

• the timing or likelihood of regulatory filings and approval for our drug candidates;

• our ability to obtain and maintain regulatory approval of our drug candidates and our drug candidates to meet existing or future regulatory standards;

• our plans relating to the further development and manufacturing of our drug candidates, including additional indications for which we may pursue;

• our ability to successfully identify and complete transactions to in-license or otherwise acquire additional drug candidates, technologies, products or businesses;

• our ability to attract and to enter into commercial arrangements with third parties who have development, regulatory, manufacturing and commercialization expertise;

• our plans and ability to obtain or protect intellectual property rights, including extensions of existing patent terms where available, as well as our ability to secure and maintain intellectual property regulatory rights and regulatory protections;

• our ability to retain our senior management;

• the need to hire additional personnel and our ability to attract and retain such personnel;

• the accuracy of our estimates regarding our operating runway and our expenses, capital requirements and needs for additional financing;

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• the sufficiency of our existing capital resources to fund our future operating expenses and capital expenditure requirements;

• the period during which we expect we will qualify as an emerging growth company under the Jumpstart Our Business Startups Act of 2012 or a smaller reporting company;

• our anticipated use of our existing cash, cash equivalents and marketable securities; and

• other risks and uncertainties, including those described under Part II, Item 1A, “Risk Factors” of this Quarterly Report on Form 10-Q.

Any forward-looking statements in this Quarterly Report on Form 10-Q reflect our current views with respect to future events or to our future financial performance and involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements. Factors that may cause actual results to differ materially from current expectations include, among other things, those listed under Part II, Item 1A, “Risk Factors” of this Quarterly Report on Form 10-Q. Given these uncertainties, you should not place undue reliance on these forward-looking statements or rely on forward-looking statements as predictions of future events. Except as required by law, we assume no obligation to update or revise these forward-looking statements for any reason, even if new information becomes available in the future.

Unless the context otherwise indicates, references in this Quarterly Report on Form 10-Q to the terms, “Contineum,” the "Company,” “we,” “our,” and “us” refer to Contineum Therapeutics, Inc. and references to our “common stock” refer to our voting Class A common stock.

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CONTINEUM THERAPEUTICS, INC.

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		Page
PART I.	FINANCIAL INFORMATION

Item 1.	Condensed Financial Statements (Unaudited)	1
	Condensed Balance Sheets	1
	Condensed Statements of Operations and Comprehensive Income (Loss)	2
	Condensed Statements of Convertible Preferred Stock and Stockholders’ Equity (Deficit)	3
	Condensed Statements of Cash Flows	4
	Notes to Unaudited Condensed Financial Statements	5
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	13
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	20
Item 4.	Controls and Procedures	20

PART II.	OTHER INFORMATION

Item 1.	Legal Proceedings	21
Item 1A.	Risk Factors	21
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	22
Item 3.	Defaults Upon Senior Securities	22
Item 4.	Mine Safety Disclosures	22
Item 5.	Other Information	22
Item 6.	Exhibits	23
Signatures		25

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PART I — FINANCIAL INFORMATION

Item 1. Financial Statements.

CONTINEUM THERAPEUTICS, INC.

CONDENSED BALANCE SHEETS

(unaudited)

(in thousands, except share and par value data)

	*June 30, 2024*			*December 31, 2023*
Assets
Current assets:
Cash and cash equivalents	$	77,230		$	15,526
Marketable securities		141,423			109,664
Prepaid expenses and other current assets		1,667			2,516
Total current assets		220,320			127,706
Property and equipment, net		801			678
Other long-term assets		3			1,283
Operating lease right-of-use assets		231			719
Total assets	$	221,355		$	130,386
Liabilities, convertible preferred stock and stockholders' equity (deficit)
Current liabilities:
Accounts payable	$	734		$	635
Accrued expenses		2,521			4,385
Current portion of operating lease liabilities		484			464
Total current liabilities		3,739			5,484
Other long-term liabilities		—			110
Operating lease liabilities, net of current portion		113			108
Total liabilities		3,852			5,702
Convertible preferred stock, $0.001 par value; no shares authorized, issued, or outstanding at June 30, 2024; authorized shares—16,940,594 at December 31, 2023; issued and outstanding shares—15,906,236 shares at December 31, 2023		—			192,620
Stockholders' equity (deficit):
Class A common stock, $0.001 par value; authorized shares—200,000,000 and 39,630,511 at June 30, 2024 and December 31, 2023, respectively; issued and outstanding shares—18,994,104 and 2,349,554 at June 30, 2024 and December 31, 2023, respectively		19			2
Class B common stock, $0.001 par value; authorized shares—20,000,000 at June 30, 2024; issued and outstanding shares—6,729,172 at June 30, 2024; no shares authorized, issued, or outstanding at December 31, 2023		7			—
Preferred stock, $0.001 par value; authorized shares—10,000,000 at June 30, 2024; no shares issued or outstanding at June 30, 2024; no shares authorized, issued, or outstanding at December 31, 2023		—			—
Additional paid-in-capital		310,174			7,098
Accumulated deficit		(92,570	)		(75,144	)
Accumulated other comprehensive income (loss)		(127	)		108
Total stockholders' equity (deficit)		217,503			(67,936	)
Total liabilities, convertible preferred stock and stockholders' equity (deficit)	$	221,355		$	130,386

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

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CONTINEUM THERAPEUTICS, INC.

CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

(unaudited)

(in thousands, except share and per share data)

Three Months Ended June 30,

Six Months Ended June 30,

2024

2023

2024

2023

Revenue:

License revenue

—

50,000