bolt-8k_20210513.htm
false 0001641281 0001641281 2021-05-13 2021-05-13

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

______________________________________________

FORM 8-K

_____________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 13, 2021

____________________________________________________

BOLT BIOTHERAPEUTICS, INC.

(Exact name of Registrant as Specified in Its Charter)

 

Delaware

 

001-39988

 

47-2804636

(State or Other Jurisdiction

of Incorporation)

 

(Commission File Number)

 

(IRS Employer

Identification No.)

 

 

 

900 Chesapeake Drive

Redwood City, California

 

 

 

94063

(Address of Principal Executive Offices)

 

 

 

(Zip Code)

(650) 665-9295

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

____________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

 

Title of Each Class:

 

Trading

Symbol(s):

 

Name of Exchange

on Which Registered:

Common Stock, par value $0.00001 per share

 

BOLT

 

The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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.

 


 

Item 2.02 Results of Operations and Financial Condition

On May 13, 2021, Bolt Biotherapeutics, Inc., issued a press release announcing its financial results for the first quarter ended March 31, 2021. A copy of the press release is furnished herewith as Exhibit 99.1 and incorporated herein by reference.

The information contained herein and the accompanying exhibit are furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended, nor shall it be deemed incorporated by reference in any filing with the Securities and Exchange Commission made by us, whether made before or after the date hereof, regardless of any general incorporation language in such filing.


 

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit No.

 

Description

 

 

99.1

 

Press Release dated May 13, 2021.

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 


 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

 

 

 

 

 

 

 

 

 

Bolt Biotherapeutics, Inc.

Dated: May 13, 2021

 

 

 

 

 

 

 

 

By:

 

/s/ William P. Quinn

 

 

 

 

 

 

William P. Quinn

 

 

 

 

 

 

Chief Financial Officer

 

bolt-ex991_24.htm

Exhibit 99.1

 

 

Bolt Biotherapeutics Reports First Quarter 2021 Financial Results and Provides Business Highlights

 

– Strong cash position of $302.9 million as of March 31, 2021 expected to deliver key value-creating milestones and fund operations into 2023 –

 

– Upsized IPO in February 2021 raised $264.5 million in gross proceeds –

 

– Lead program, BDC-1001, Phase 1/2 trial advancing on track with trial and data update expected in 2H21 –

 

REDWOOD CITY, CA, May 13, 2021 – Bolt Biotherapeutics, Inc. (NASDAQ: BOLT) a clinical-stage biotechnology company pioneering a new class of immuno-oncology agents that combine the targeting precision of antibodies with the power of both the innate and adaptive immune systems, today reported financial results for the first quarter ended March 31, 2021 and provided an update on recent business highlights.

 

“Our successful IPO in the first quarter of 2021 places us in a position of strength to deliver on value-creating milestones in 2021 and 2022. We continue to advance our Phase 1/2 trial for our lead candidate, BDC-1001, for the treatment of patients with HER2-expressing solid tumors. We look forward to completing the monotherapy dose escalation and initiating the monotherapy Phase 2 dose expansion cohorts as well as the evaluation of combining BDC-1001 with an anti-PD-1 antibody later in 2021,” said Randall C. Schatzman, Ph.D., Chief Executive Officer of Bolt. “Beyond BDC-1001, we continue to advance our pipeline and are on track to initiate clinical trials for CEA-targeted ISAC BDC-2034 in 2022 and we expect to designate our third clinical candidate later this year.”

 

Recent Business Highlights and Anticipated Milestones

 

 

Cash, cash equivalents, and marketable securities were $302.9 million as of March 31, 2021, which is expected to fund operations into 2023 – Bolt is well positioned to continue to drive growth across the company and advance the pipeline through key milestones, with cash to fund operations into 2023.

 

 

Completed upsized Initial Public Offering in February 2021 – In February 2021, Bolt completed its Initial Public Offering (IPO) of 13,225,000 shares of common stock, inclusive of the full exercise by the underwriters of their option to purchase 1,725,000 shares, at a public offering price of $20.00 per share. Gross proceeds from the IPO were approximately $264.5 million and net proceeds from the offering, after deducting underwriting discounts, commissions and offering expenses, were approximately $242.0 million.

 

 


 

 

 

Presented on the HER2-targeting Boltbody™ ISAC BDC-1001 in the “New Drugs on the Horizon” symposium and in a trial-in-progress poster in April at the American Association for Cancer Research (AACR) Virtual Annual Meeting  

 

At AACR’s New Drugs on the Horizon symposium, Bolt’s Chief Scientific Officer David Dornan, Ph.D. presented key data-driven decisions made during the development of Bolt’s lead program, BDC-1001, a novel HER2-targeting ISAC. Dr. Dornan’s presentation included a discussion of immunosuppression mediated by various cells in the tumor microenvironment (TME), as well as the tumor-supportive nature of antigen presenting cells (APCs) in the TME in preclinical models. Reawakening these immunosuppressed APCs can result in a productive and durable anti-tumor immune response, as evidenced by BDC-1001 achieving complete tumor regression in preclinical tumor models.

 

A Trial in Progress poster was also presented at AACR by Manish R. Sharma, M.D. of START Midwest, a principal investigator in Bolt’s ongoing BDC-1001 Phase 1/2 trial. The poster detailed the design of the four-part study evaluating BDC-1001 administered intravenously with or without an immune checkpoint inhibitor targeting PD-1 in up to 390 patients with HER2-expressing or HER2-amplified advanced or metastatic solid tumors. The dose escalation parts will evaluate sequential doses of BDC-1001 as a monotherapy or in combination with a PD-1 checkpoint inhibitor in a 3+3 design, with the ability to backfill up to a total of 15 patients in each dose cohort. The dose expansion parts will evaluate the recommended Phase 2 dose as monotherapy or in combination with a PD-1 checkpoint inhibitor in four cohorts of patients. Bolt expects to provide a further update on the trial sometime in the second half of 2021.

 

Upcoming Events

 

 

At the 2021 American Society of Clinical Oncology (ASCO) Annual Meeting, Manish R. Sharma, M.D. of START Midwest, a principal investigator in Bolt’s ongoing BDC-1001 Phase 1/2 trial will present a poster entitled “Preliminary results from a Phase 1/2 study of BDC-1001, a novel HER2 targeting TLR7/8 immune-stimulating antibody conjugate (ISAC), in patients (pts) with advanced HER2-expressing solid tumors.” This poster will provide more details on the initial 20 patients treated with BDC-1001, as of the initial data cutoff date of January 29, 2021.

 

First Quarter 2021 Financial Results

 

Cash Position – Cash, cash equivalents, and marketable securities were $302.9 million as of March 31, 2021, compared to $22.8 million as of December 31, 2020. Bolt expects its cash balance to fund operations into 2023.

 

Research and Development (R&D) Expenses – R&D expenses were $14.1 million for the quarter ended March 31, 2021, compared to $6.8 million for the same quarter in 2020. The increase in R&D spending in the comparative periods was due primarily to increased manufacturing of BDC-1001 and BDC-2034 (CEA-targeting Boltbody ISAC program), increased personnel-related expenses due to additional hiring and increased facility-related expenses and outside services.

 

 


 

 

General and Administrative (G&A) Expenses – G&A expenses were $4.3 million for the quarter ended March 31, 2021, compared to $2.1 million for the same quarter in 2020. The increase in G&A spending in the comparative periods was due primarily to increased personnel-related expenses due to additional hiring and increased accounting and legal fees associated with the Company’s Initial Public Offering which was completed in February 2021.

 

Loss from Operations – Loss from operations was $24.5 million for the quarter ended March 31, 2021 compared to $8.6 million for the same quarter in 2020.

 

About Bolt Biotherapeutics, Inc.

Bolt Biotherapeutics, Inc. is a clinical-stage biotechnology company pioneering a new class of immuno-oncology agents that combine the targeting precision of antibodies with the power of both the innate and adaptive immune systems. Bolt’s proprietary Boltbody™ Immune-stimulating Antibody Conjugates (ISACs) are designed to target tumor cells for elimination by myeloid cells, which then activates the myeloid cells to recruit the adaptive immune system in the anti-tumor response. This leads to the conversion of immunologically “cold” tumors to “hot” tumors. Bolt’s lead candidate, BDC-1001, is a Boltbody ISAC comprised of a HER2-targeting biosimilar of trastuzumab conjugated with a non-cleavable linker to one of Bolt’s proprietary TLR7/8 agonists for the treatment of patients with HER2-expressing solid tumors. Bolt is also advancing BDC-2034, a Boltbody ISAC targeting CEA, and a pipeline of other immuno-oncology products.

 

Forward-Looking Statements

This press release contains forward-looking statements about us and our industry that involve substantial risks and uncertainties and are based on our beliefs and assumptions and on information currently available to us. All statements other than statements of historical facts contained in this press release, including statements regarding our clinical trials, the achievement of certain milestones in 2021 and 2022, the timing of enrollment for our Phase 1/2 trial for BDC-1001 for the treatment of patients with HER2-expressing solid tumors, the timing of our Phase 2 dose expansion part and the combination with an anti-PD-1 antibody part, the initiation of our monotherapy Phase 2 dose expansion cohorts, the timing of designating additional clinical candidates, the timing that Boltbody ISAC BDC-2034 will enter clinical trials, our ability to fund our clinical programs and the sufficiency of our cash, cash equivalents, and marketable securities to fund operations into 2023, our future results of operations, financial condition, business strategy and plans and objectives of management for future operations, are forward-looking statements. In some cases, you can identify forward-looking statements because they contain words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “will,” or “would,” or the negative of these words or other similar terms or expressions. Forward-looking statements 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 the forward-looking statements. Forward-looking statements represent our current beliefs, estimates and assumptions only as of the date of this press release and information contained in this press release should not be relied upon as representing our estimates as of any subsequent date. These statements, and related risks, uncertainties, factors and assumptions, include, but are not limited to: the potential product candidates that we develop may not progress through clinical development or receive required regulatory approvals within expected timelines or at all; clinical trials may not confirm any safety, potency or other product characteristics described or assumed in

 


 

this press release; such product candidates may not be beneficial to patients or become commercialized. These risks are not exhaustive. Except as required by law, we assume no obligation to update these forward-looking statements, or to update the reasons actual results could differ materially from those anticipated in the forward-looking statements, even if new information becomes available in the future. Further information on factors that could cause actual results to differ materially from the results anticipated by our forward-looking statements is included in the reports we have filed or will file with the Securities and Exchange Commission, including our Quarterly Report on Form 10-Q for the three months ended March 31, 2021. These filings, when available, are available on the investor relations section of our website at investors.boltbio.com and on the SEC’s website at www.sec.gov.

 


 

BOLT BIOTHERAPEUTICS, INC.

CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

(Unaudited, in thousands, except share and per share amounts)

 

 

 

Three Months Ended March 31,

 

 

 

2021

 

 

2020

 

Collaboration revenue

 

$

 

 

$

164

 

Operating expenses:

 

 

 

 

 

 

 

 

Research and development

 

 

14,127

 

 

 

6,787

 

General and administrative

 

 

4,299

 

 

 

2,122

 

Total operating expense

 

 

18,426

 

 

 

8,909

 

Loss from operations

 

 

(18,426

)

 

 

(8,745

)

Other income (expense), net

 

 

 

 

 

 

 

 

Interest income, net

 

 

56

 

 

 

112

 

Change in fair value of preferred stock right liability

 

 

(6,084

)

 

 

 

Total other income (expense), net

 

 

(6,028

)

 

 

112

 

Net loss

 

 

(24,454

)

 

 

(8,633

)

Net unrealized loss on marketable securities

 

 

(64

)

 

 

(10

)

Comprehensive loss

 

$

(24,518

)

 

$

(8,643

)

Net loss per share, basic and diluted

 

$

(1.14

)

 

$

(4.16

)

Weighted-average shares outstanding, basic and diluted

 

 

21,498,306

 

 

 

2,077,365

 

 


 


 

 

BOLT BIOTHERAPEUTICS, INC.

CONDENSED BALANCE SHEETS

(Unaudited, in thousands)

 

 

 

 

March 31,

 

 

December 31,

 

 

 

2021

 

 

2020

 

Assets

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

95,481

 

 

$

5,542

 

Short-term investments

 

 

171,188

 

 

 

17,296

 

Prepaid expenses and other current assets

 

 

4,541

 

 

 

2,523

 

Total current assets

 

 

271,210

 

 

 

25,361

 

Property and equipment, net

 

 

3,910

 

 

 

4,083

 

Operating lease right-of-use assets

 

 

11,478

 

 

 

12,267

 

Finance lease right-of-use assets

 

 

30

 

 

 

34

 

Restricted cash

 

 

1,565

 

 

 

1,565

 

Deferred offering costs

 

 

 

 

 

2,357

 

Long-term investments

 

 

36,236

 

 

 

 

Other assets

 

 

208

 

 

 

875

 

Total assets

 

$

324,637

 

 

$

46,542

 

Liabilities, convertible preferred stock, and stockholders' equity (deficit)

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$

2,888

 

 

$

1,598

 

Accrued expenses and other current liabilities

 

 

5,994

 

 

 

6,663

 

Deferred revenue

 

 

1,502

 

 

 

1,502

 

Operating lease liabilities

 

 

1,628

 

 

 

1,501

 

Total current liabilities

 

 

12,012

 

 

 

11,264

 

Operating lease liabilities, net of current portion

 

 

9,056

 

 

 

9,376

 

Convertible preferred stock purchase right liability, non-current

 

 

 

 

 

25,224

 

Other long-term liabilities

 

 

321

 

 

 

329

 

Total liabilities

 

 

21,389

 

 

 

46,193

 

Commitments and contingencies

 

 

 

 

 

 

 

 

Convertible preferred stock

 

 

 

 

 

105,296

 

Stockholders' equity (deficit):

 

 

 

 

 

 

 

 

Common stock

 

 

 

 

 

 

Additional paid-in capital

 

 

436,165

 

 

 

3,452

 

Accumulated other comprehensive income

 

 

(64

)

 

 

 

Accumulated deficit

 

 

(132,853

)

 

 

(108,399

)

Total stockholders' equity (deficit):

 

 

303,248

 

 

 

(104,947

)

Total liabilities, convertible preferred stock, and stockholders' equity (deficit)

 

$

324,637

 

 

$

46,542

 

 

 

 

 

 

 

 

 

 

 


 


 

 

BOLT BIOTHERAPEUTICS, INC.

CONDENSED STATEMENTS OF CASH FLOWS

(Unaudited, in thousands)

 

 

 

Three Months Ended March 31,

 

 

 

2021

 

 

2020

 

CASH FLOWS FROM OPERATING ACTIVITIES:

 

 

 

 

 

 

 

 

Net loss

 

$

(24,454

)

 

$

(8,633

)

Adjustments to reconcile net loss to net cash used in operating activities:

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

272

 

 

 

101

 

Stock-based compensation expense

 

 

2,109

 

 

 

225

 

Accretion of premium/discount on marketable securities

 

 

335

 

 

 

(23

)

Unrealized loss on marketable securities, net

 

 

(64

)

 

 

(10

)

Change in fair value of convertible preferred stock purchase rights liabilities

 

 

6,084

 

 

 

 

Non-cash lease expense

 

 

530

 

 

 

426

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

 

Prepaid expenses and other assets

 

 

(1,351

)

 

 

33

 

Accounts payable and accrued expenses

 

 

(88

)

 

 

(540

)

Operating lease liabilities

 

 

66

 

 

 

(1,223

)

Deferred revenue

 

 

 

 

 

(2

)

Other long-term liabilities

 

 

2

 

 

 

8

 

Net cash used in operating activities

 

 

(16,559

)

 

 

(9,638

)

CASH FLOWS FROM INVESTING ACTIVITIES:

 

 

 

 

 

 

 

 

Purchase of property and equipment

 

 

(58

)

 

 

(373

)

Purchases of marketable securities

 

 

(198,069

)

 

 

(13,235

)

Maturities of marketable securities

 

 

7,606

 

 

 

 

Net cash used in investing activities

 

 

(190,521

)

 

 

(13,608

)

CASH FLOWS FROM FINANCING ACTIVITIES:

 

 

 

 

 

 

 

 

Proceeds from issuance of preferred stock, net of issuance cost

 

 

51,902

 

 

 

 

Proceeds from initial public offering, net of issuance cost

 

 

244,988

 

 

 

 

Proceeds from issuance of common stock

 

 

129

 

 

 

34

 

Net cash provided by financing activities

 

 

297,019

 

 

 

34

 

Net increase (decrease) in cash

 

 

89,939

 

 

 

(23,212

)

Cash, cash equivalents and restricted cash at beginning of year

 

 

7,107

 

 

 

35,410

 

Cash, cash equivalents and restricted cash at end of period

 

$

97,046

 

 

$

12,198

 

Reconciliation of cash, cash equivalents and restricted cash:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

95,481

 

 

$

11,614

 

Restricted cash

 

 

1,565

 

 

 

584

 

Total cash, cash equivalents and restricted cash

 

$

97,046

 

 

$

12,198

 

Supplemental schedule of non-cash investing and financing activities:

 

 

 

 

 

 

 

 

Vesting of early exercised options

 

$

10

 

 

$

5

 

Purchases of property and equipment included in accounts payable and accrued liabilities

 

$

37

 

 

$

17

 

Deferred offering costs in accounts payable and accrued liabilities

 

$

672

 

 

$

 

Right of use assets obtained in exchange for operating lease obligations

 

$

 

 

$

254

 

 


 


 

 

Media Contacts:    

Maggie Beller or David Schull

Russo Partners, LLC

646-942-5631

maggie.beller@russopartnersllc.com

david.schull@russopartnersllc.com

 

Investor Relations Contact:

Sarah McCabe

Stern Investor Relations, Inc.

212-362-1200

sarah.mccabe@sternir.com