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 June 30, 2021.


☐	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 001-13341

Titan Pharmaceuticals, Inc.

(Exact name of registrant as specified in its charter)


Delaware	94-3171940
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)

, California

400 Oyster Point Blvd., Suite 505,

South San Francisco, California

94080

(Address of principal executive offices)

(Zip Code)

(650) 244-4990

(Registrant’s telephone number, including area code)

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.


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 ☒

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 $0.001		TTNP		Nasdaq Capital Market

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Class		Outstanding at August 11, 2021
Common Stock, par value $0.001		9,864,068

Table of Contents

Titan Pharmaceuticals, Inc.

Index to Form 10-Q


Part I. Financial Information

Item 1.	Financial Statements (unaudited)

	Condensed Balance Sheets as of June 30, 2021 and December 31, 2020	3

	Condensed Statements of Operations and Comprehensive Loss for the three and six months ended June 30, 2021 and 2020	4

	Condensed Statements of Stockholders’ Equity for the three and six months ended June 30, 2021 and 2020	5

	Condensed Statements of Cash Flows for the six months ended June 30, 2021 and 2020	6

	Notes to Condensed Financial Statements	7

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	17

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	21

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 6.	Exhibits	24

SIGNATURES		27

Table of Contents

Part I. Financial Information

Item 1. Financial Statements

TITAN PHARMACEUTICALS, INC.

CONDENSED BALANCE SHEETS

(in thousands)


	June 30,		December 31,
	2021		2020
	(unaudited)		(Note 1)
Assets
Current assets:
Cash and cash equivalents	$	9,680	$	5,413
Receivables		103		884
Inventory		129		328
Prepaid expenses and other current assets		648		522
Discontinued operations - current assets		70		181
Total current assets		10,630		7,328
Property and equipment, net		524		618
Operating lease right-of-use asset		353		141
Total assets	$	11,507	$	8,087

Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	439	$	1,253
Accrued clinical trials expenses		38		214
Other accrued liabilities		304		319
Operating lease liability, current		108		150
Current portion of long-term debt		—		327
Discontinued operations – current liabilities		1,627		1,960
Total current liabilities		2,516		4,223
Operating lease liability, noncurrent		244		—
Long-term debt		—		332
Total liabilities		2,760		4,555
Commitments and contingencies (Note 6)
Stockholders’ equity:
Common stock, at amounts paid-in		10		7
Additional paid-in capital		380,337		370,804
Accumulated deficit		(371,600)		(367,279)
Total stockholders’ equity		8,747		3,532
Total liabilities and stockholders’ equity	$	11,507	$	8,087

See Notes to Condensed Financial Statements

Table of Contents

TITAN PHARMACEUTICALS, INC.

CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

(in thousands, except per share amount)

(unaudited)


	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2021		2020		2021		2020
Revenues:
License revenue	$	3	$	6	$	5	$	6
Product revenue		89		39		200		39
Grant revenue		353		1,204		922		2,330
Total revenues		445		1,249		1,127		2,375
Operating expenses:
Cost of goods sold		89		—		199		—
Research and development		1,646		1,644		3,523		3,456
Selling, general and administrative		1,035		1,223		2,362		2,511
Total operating expenses		2,770		2,867		6,084		5,967
Loss from operations		(2,325)		(1,618)		(4,957)		(3,592)
Other income (expense):
Interest expense, net		—		(250)		(2)		(472)
Non-cash loss on changes in the fair value of warrants		—		—		—		(923)
Gain on debt extinguishment		661		—		661		—
Other expense, net		(16)		(7)		(23)		(220)
Other income (expense), net		645		(257)		636		(1,615)
Loss from continuing operations		(1,680)		(1,875)		(4,321)		(5,207)
Loss from discontinued operations		—		(2,766)		—		(5,018)
Net loss and comprehensive loss	$	(1,680)	$	(4,641)	$	(4,321)	$	(10,225)
Basic and diluted net loss per common share from continuing operations	$	(0.17)	$	(0.59)	$	(0.45)	$	(1.76)
Basic and diluted net loss per common share from discontinued operations	$	—	$	(0.87)	$	—	$	(1.70)
Weighted average shares used in computing basic and diluted net loss per common share		9,864		3,165		9,578		2,960

See Notes to Condensed Financial Statements

Table of Contents

TITAN PHARMACEUTICALS, INC.

CONDENSED STATEMENTS OF STOCKHOLDERS’ EQUITY

(in thousands)

(unaudited)


				Additional				Total
	Common Stock			Paid-In		Accumulated		Stockholders'
	Shares	Amount		Capital		Deficit		Equity
Balances at December 31, 2020	7,139	$	7	$	370,804	$	(367,279)	$	3,532
Net loss	—		—		—		(2,641)		(2,641)
Issuance of common stock, net	2,725		3		8,838		—		8,841
Stock-based compensation	—		—		248		—		248
Balances at March 31, 2021	9,864	$	10	$	379,890	$	(369,920)	$	9,980
Net loss	—		—		—		(1,680)		(1,680)
Stock-based compensation	—		—		447		—		447
Balances at June 30, 2021	9,864	$	10	$	380,337	$	(371,600)

SEC Form 10-Q filed by Titan Pharmaceuticals, Inc.