ARCA biopharma Files 10-Q Amidst Merger Activity

TL;DR

ARCA biopharma 10-Q filed. Merger w/ Oruka Therapeutics on 4/3/24. Check financials.

AI Summary

ARCA biopharma, Inc. filed a 10-Q for the period ending June 30, 2024. The company, formerly known as NUVELO INC and HYSEQ INC, is involved in diagnostic substances. Key dates mentioned include April 3, 2024, related to a merger agreement with Oruka Therapeutics, Inc., and various reporting periods throughout 2023 and 2024.

Why It Matters

This filing provides insight into ARCA biopharma's financial status and operational updates, particularly in the context of its merger agreement with Oruka Therapeutics, Inc.

Risk Assessment

Risk Level: medium — The mention of a merger agreement and previous company name changes suggests potential restructuring and integration risks.

Key Numbers

• 20240630 — Period End Date (Financial reporting period)
• 20240801 — Filing Date (Date the 10-Q was submitted)

Key Players & Entities

• ARCA biopharma, Inc. (company) — Filer
• NUVELO INC (company) — Former company name
• HYSEQ INC (company) — Former company name
• Oruka Therapeutics, Inc. (company) — Party to Merger Agreement
• 20240630 (date) — Period of Report
• 20240801 (date) — Filing Date
• 2024-04-03 (date) — Date of Merger Agreement

FAQ

Key Financial Figures

• $0.001 — ch registered Common Stock, par value $0.001 per share ABIO Nasdaq Capital Marke

Filing Documents

• abio-20240630.htm (10-Q) — 1306KB
• abio-ex31_1.htm (EX-31.1) — 11KB
• abio-ex31_2.htm (EX-31.2) — 11KB
• abio-ex32_1.htm (EX-32.1) — 13KB
• 0000950170-24-089246.txt ( ) — 4470KB
• abio-20240630.xsd (EX-101.SCH) — 705KB
• abio-20240630_htm.xml (XML) — 477KB

Financial Information

Part I Financial Information

Financial Statements (unaudited)

Item 1. Financial Statements (unaudited) 3

Management's Discussion and Analysis of Financial Condition and Results of Operations

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

Quantitative and Qualitative Disclosures about Market Risk

Item 3. Quantitative and Qualitative Disclosures about Market Risk 25

Controls and Procedures

Item 4. Controls and Procedures 25

Other Information

Part II Other Information

Legal Proceedings

Item 1. Legal Proceedings 27

Risk Factors

Item 1A. Risk Factors 27

Unregistered Sales of Equity Securities and Use of Proceeds

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 58

Defaults Upon Senior Securities

Item 3. Defaults Upon Senior Securities 58

Mine Safety Disclosures

Item 4. Mine Safety Disclosures 58

Other Information

Item 5. Other Information 58

Exhibits

Item 6. Exhibits 59 Signature 61 2

FIN ANCIAL INFORMATION

PART I. FIN ANCIAL INFORMATION I TEM 1. FINANCIAL STATEMENTS ARCA BIOPHARMA, INC. BALANCE SHEETS (Unaudited) June 30, December 31, 2024 2023 (in thousands, except share and per share amounts) ASSETS Current assets: Cash and cash equivalents $ 33,283 $ 37,431 Other current assets 537 161 Total current assets 33,820 37,592 Right-of-use asset - operating 8 247 Property and equipment, net 4 10 Other assets 12 12 Total assets $ 33,844 $ 37,861 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 571 $ 362 Accrued compensation and employee benefits 109 100 Accrued expenses and other liabilities 591 175 Total current liabilities 1,271 637 Operating lease liability, net of current portion — 204 Total liabilities 1,271 841 Commitments and contingencies Stockholders' equity: Common stock, $ 0.001 par value; 100 million shares authorized at June 30, 2024 and December 31, 2023; 14,507,143 shares and 14,501,143 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively 14 14 Additional paid-in capital 225,987 225,747 Accumulated deficit ( 193,428 ) ( 188,741 ) Total stockholders' equity 32,573 37,020 Total liabilities and stockholders' equity $ 33,844 $ 37,861 See accompanying Notes to Financial Statements 3 ARCA BIOPHARMA, INC. (unaudited) Three Months Ended Six Months Ended June 30, June 30, 2024 2023 2024 2023 (in thousands, except share and per share amounts) Costs and expenses: General and administrative $ 2,992 $ 1,719 $ 5,309 $ 3,125 Research and development (related party - $ 0 in 2024; and $ 108 and $ 216 as of the three and six months ended June 30, 2023, respectively) 130 254 295 644 Total costs and expenses 3,122 1,973 5,604 3,769 Loss from operations ( 3,122 )

NOTES TO FINANCIAL STATEMENTS

NOTES TO FINANCIAL STATEMENTS (unaudited) (1) The Company and Summary of Significant Accounting Policies Description of Business ARCA biopharma, Inc. (the Company or ARCA), a Delaware corporation, is headquartered in Westminster, Colorado. The Company is dedicated to applying a precision medicine approach to the development and commercialization of genetically targeted therapies for cardiovascular diseases. The Company's lead product candidate is Gencaro (bucindolol hydrochloride) for the treatment of atrial fibrillation (AF) in patients with chronic heart failure (HF). In April 2022, ARCA established a Special Committee of the board of directors (the "Board") of ARCA to conduct a comprehensive review of strategic alternatives. As part of the strategic review process, the Company explored potential strategic alternatives that included, without limitation, an acquisition, merger, business combination or other transactions. The Company has and is continuing to explore strategic alternatives related to its product candidates and related assets, including, without limitation, licensing transactions and asset sales. On April 3, 2024, following a comprehensive review of strategic alternatives, the Company, Atlas Merger Sub Corp., a Delaware corporation and a wholly-owned subsidiary of ARCA ("Merger Sub I"), Atlas Merger Sub II LLC, a Delaware limited liability company and a wholly-owned subsidiary of ARCA ("Merger Sub II") and Oruka Therapeutics, Inc., a Delaware corporation ("Oruka"), entered into an Agreement and Plan of Merger and Reorganization (the "Merger Agreement"), pursuant to which, among other matters, and subject to the satisfaction or waiver of the conditions set forth in the Merger Agreement, Merger Sub I will merge with and into Oruka, with Oruka continuing as a wholly owned subsidiary of ARCA and the surviving corporation of such merger (the "First Merger") and as part of the same overall transaction, the surviving corporation in the First Merg

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View this 10-Q filing on SEC EDGAR