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: 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: 001-38365

EYENOVIA, INC.

(Exact name of Registrant as Specified in Its Charter)

DELAWARE		47-1178401
(State or Other Jurisdiction of Incorporation or Organization)		(I.R.S. Employer Identification No.)

295 Madison Avenue, Suite 2400 NEW YORK, NY		10017
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (833) 393-6684

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 $0.0001 per share	EYEN	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 news 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 Act). Yes ☐ No ☒

The number of outstanding shares of the registrant’s common stock was 38,002,965 as of May 10, 2023.

Table of Contents

EYENOVIA, INC.

FORM 10-Q

FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2023

TABLE OF CONTENTS


PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.		2

Condensed Balance Sheets as of March 31, 2023 (Unaudited) and December 31, 2022		2

Unaudited Condensed Statements of Operations for the Three Months Ended March 31, 2023 and 2022		3

Unaudited Condensed Statements of Changes in Stockholders’ Equity for the Three Months Ended March 31, 2023 and 2022		4

Unaudited Condensed Statements of Cash Flows for the Three Months Ended March 31, 2023 and 2022		5

Notes to Unaudited Condensed Financial Statements		7

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.		15

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.		21

Item 3. Defaults Upon Senior Securities.		21

Item 4. Mine Safety Disclosures.		21

Item 5. Other Information.		21

Item 6. Exhibits.		22

SIGNATURES		23

Table of Contents

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements.

EYENOVIA, INC.

Condensed Balance Sheets


	March 31,		December 31,
	2023		2022
	(unaudited)
Assets

Current Assets:
Cash and cash equivalents	$	18,466,322	$	22,863,520
Deferred clinical supply costs		3,352,645		2,284,931
License fee and expense reimbursements receivable		973,677		1,183,786
Security deposits, current		119,550		119,550
Prepaid expenses and other current assets		2,011,884		1,190,719

Total Current Assets		24,924,078		27,642,506

Property and equipment, net		2,152,861		1,295,115
Security deposits, non-current		80,874		80,874
Operating lease right-of-use asset		1,508,158		1,291,592
Equipment deposits		643,513		726,326

Total Assets	$	29,309,484	$	31,036,413

Liabilities and Stockholders’ Equity

Current Liabilities:
Accounts payable	$	1,402,076	$	1,428,283
Accrued compensation		637,189		1,747,191
Accrued expenses and other current liabilities		460,143		503,076
Operating lease liabilities - current portion		472,901		484,882
Notes payable - current portion, net of debt discount of $123,480 and $33,885 as of March 31, 2023 and December 31, 2022, respectively		1,218,963		174,448
Convertible notes payable - current portion, net of debt discount of $123,480 and $33,885 as of March 31, 2023 and December 31, 2022, respectively		709,853		174,448

Total Current Liabilities		4,901,125		4,512,328

Operating lease liabilities - non-current portion		1,133,948		907,644
Notes payable - non-current portion, net of debt discount of $648,889 and $813,229 as of March 31, 2023 and December 31, 2022, respectively		3,730,278		4,190,938
Convertible notes payable - non-current portion, net of debt discount of $648,889 and $813,229 as of March 31, 2023 and December 31, 2022, respectively		3,730,278		4,190,938

Total Liabilities		13,495,629		13,801,848

Commitments and contingencies (Note 7)

Stockholders’ Equity:
Preferred stock, $0.0001 par value, 6,000,000 shares authorized; 0 shares issued and outstanding as of March 31, 2023 and December 31, 2022		—		—
Common stock, $0.0001 par value, 90,000,000 shares authorized; 37,991,746 and 36,668,980 shares issued and outstanding as of March 31, 2023 and December 31, 2022, respectively		3,799		3,667
Additional paid-in capital		139,779,885		135,461,361
Accumulated deficit		(123,969,829)		(118,230,463)
Total Stockholders’ Equity		15,813,855		17,234,565
Total Liabilities and Stockholders’ Equity	$	29,309,484	$	31,036,413

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

Table of Contents

EYENOVIA, INC.

Condensed Statements of Operations

(unaudited)


	For the Three Months Ended
	March 31,
	2023		2022
Operating Expenses:
Research and development	$	2,521,950	$	3,712,584
General and administrative		2,936,886		3,474,965
Total Operating Expenses		5,458,836		7,187,549

Loss From Operations		(5,458,836)		(7,187,549)

Other Income (Expense):
Other income (expense), net		70,993		(7,073)
Interest expense		(454,003)		(145,237)
Interest income		102,480		194

Net Loss	$	(5,739,366)	$	(7,339,665)

Net Loss Per Share - Basic and Diluted	$	(0.15)	$	(0.24)

Weighted Average Number of Common Shares Outstanding - Basic and Diluted		37,410,587		30,008,194

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

Table of Contents

EYENOVIA, INC.

Condensed Statements of Changes in Stockholders’ Equity

(unaudited)


	For the Three Months Ended March 31, 2023
				Additional				Total
	Common Stock			Paid-In		Accumulated		Stockholders’
	Shares	Amount		Capital		Deficit		Equity
Balance - January 1, 2023	36,668,980	$	3,667	$	135,461,361	$	(118,230,463)	$	17,234,565
Issuance of common stock in At the Market offering [1]	1,299,947		130		3,499,462		—		3,499,592
Cashless exercise of stock options	19,530		2		(2)		—		—
Stock-based compensation	—		—		819,064		—		819,064
Issuance of common stock related to vested restricted stock units	3,289		—		—		—		—
Net loss	—		—		—		(5,739,366)		(5,739,366)
Balance - March 31, 2023	37,991,746	$	3,799	$	139,779,885	$	(123,969,829)	$	15,813,855

[1]	Includes gross proceeds of $3,607,827 less total issuance costs of $108,235.


	For the Three Months Ended March 31, 2022
				Additional				Total
	Common Stock			Paid-In		Accumulated		Stockholders’
	Shares	Amount		Capital		Deficit		Equity
Balance - January 1, 2022	28,426,616	$	2,844	$	110,683,077	$	(90,219,306)	$	20,466,615
Issuance of common stock and warrants in registered direct offering [1]	3,000,000		300		14,897,608		—		14,897,908
Issuance of common stock in At the Market offering [2]	252,449		25		860,340		—		860,365
Stock-based compensation	—		—		908,987		—		908,987
Issuance of common stock related to vested restricted stock units	19,359		2		(2)		—		—
Net loss	—		—		—		(7,339,665)		(7,339,665)
Balance - March 31, 2022	31,698,424	$	3,171	$	127,350,010	$	(97,558,971)	$	29,794,210

[1]	Includes gross proceeds of $14,981,299 less total issuance costs of $83,391.

[2]	Includes gross proceeds of $886,974, less total issuance costs of $26,609.

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

Table of Contents

EYENOVIA, INC.

Condensed Statements of Cash Flows

(unaudited)

For the Three Months Ended

March 31,

Cash Flows From Operating Activities

SEC Form 10-Q filed by Eyenovia Inc.