SEC Filing • Solid Biosciences Inc.

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10-Q

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, 2022

☐ 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: 001-38360

Solid Biosciences Inc.

(Exact Name of Registrant as Specified in its Charter)


Delaware		90-0943402
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

500 Rutherford Avenue, Third Floor Charlestown, MA		02129
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (617) 337-4680

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


Title of each class	Trading Symbol	Name of exchange on which registered
Common Stock $0.001 par value per share	SLDB	The Nasdaq Global Select 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, 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 8, 2022, the registrant had 112,989,773 shares of common stock, $0.001 par value per share, outstanding.

Table of Contents


		Page
PART I.	FINANCIAL INFORMATION	2
Item 1.	Financial Statements (Unaudited)	2
	Condensed Consolidated Balance Sheets at June 30, 2022 and December 31, 2021	2
	Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2022 and 2021	3
	Condensed Consolidated Statements of Comprehensive Loss for the three and six months ended June 30, 2022 and 2021	4
	Condensed Consolidated Statements of Changes in Stockholders’ Equity for the three and six months ended June 30, 2022 and 2021	5
	Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2022 and 2021	7
	Notes to the Condensed Consolidated Financial Statements	8
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	19
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	31
Item 4.	Controls and Procedures	31
PART II.	OTHER INFORMATION	32
Item 1.	Legal Proceedings	32
Item 1A.	Risk Factors	32
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	85
Item 6.	Exhibits	86
	Signatures	87

PART I—FINANCIAL INFORMATION

Item 1. Financial Statements (unaudited)

SOLID BIOSCIENCES INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(unaudited, in thousands, except share and per share data)


	June 30,			December 31,
	2022			2021
Assets
Current assets:
Cash and cash equivalents	$	54,311		$	119,136
Available-for-sale securities		108,572			88,643
Prepaid expenses and other current assets		7,319			14,723
Restricted cash, current		237			—
Accounts receivable - related party		—			110
Total current assets		170,439			222,612
Property and equipment, net		6,847			6,462
Operating lease, right-of-use assets		28,939			1,142
Other non-current assets		438			94
Restricted cash		1,833			2,070
Total assets	$	208,496		$	232,380
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	5,109		$	4,463
Accrued expenses		16,141			9,528
Operating lease liabilities		33			1,263
Finance lease liabilities		412			232
Other current liabilities		23			35
Deferred revenue - related party		—			8,080
Total current liabilities		21,718			23,601
Operating lease liabilities, excluding current portion		24,543			275
Finance lease liabilities, excluding current portion		—			293
Total liabilities		46,261			24,169
Commitments and contingencies
Preferred stock, $0.001 par value; 10,000,000 shares authorized at June 30, 2022 and December 31, 2021; no shares issued and outstanding at June 30, 2022 and December 31, 2021	—			—
Common stock, $0.001 par value; 300,000,000 shares authorized at June 30, 2022 and December 31, 2021; 112,964,698 shares issued and outstanding at June 30, 2022 and 110,340,281 shares issued and outstanding at December 31, 2021; no pre-funded warrants outstanding at June 30, 2022 and 2,158,329 pre-funded warrants outstanding at December 31, 2021		112			112
Additional paid-in capital		689,422			684,901
Accumulated other comprehensive loss		(122	)		(45	)
Accumulated deficit		(527,177	)		(476,757	)
Total stockholders’ equity		162,235			208,211
Total liabilities and stockholders’ equity	$	208,496		$	232,380

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

SOLID BIOSCIENCES INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited, in thousands, except share and per share data)


	Three Months Ended June 30,						Six Months Ended June 30,
	2022			2021			2022			2021
Collaboration revenue - related party	$	6,169		$	3,594		$	8,094		$	6,929
Operating expenses:
Research and development		23,180			15,513			43,125			29,719
General and administrative		6,851			6,766			14,203			12,781
Restructuring charges		1,520			—			1,520			—
Total operating expenses		31,551			22,279			58,848			42,500
Loss from operations		(25,382	)		(18,685	)		(50,754	)		(35,571	)
Other income (expense), net		290			(10	)		334			(24	)
Net loss	$	(25,092	)	$	(18,695	)	$	(50,420	)	$	(35,595	)
Net loss per share attributable to common stockholders, basic and diluted	$	(0.22	)	$	(0.17	)	$	(0.45	)	$	(0.35	)
Weighted average shares of common stock outstanding, basic and diluted		112,859,461			112,298,982			112,735,101			100,850,878

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

SOLID BIOSCIENCES INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

(unaudited, in thousands)


	Three Months Ended June 30,						Six Months Ended June 30,
	2022			2021			2022			2021
Net loss	$	(25,092	)	$	(18,695	)	$	(50,420	)	$	(35,595	)
Other comprehensive loss:
Unrealized loss on available-for-sale securities		(71	)		(11	)		(77	)		(11	)
Comprehensive loss	$	(25,163	)	$	(18,706	)	$	(50,497	)	$	(35,606	)

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

SOLID BIOSCIENCES INC.

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

(unaudited, in thousands, except share data)


	For the Three Months Ended June 30, 2022
	Common Stock		Amount		Additional Paid in Capital		Accumulated Other Comprehensive Loss			Accumulated Deficit			Total Stockholders' Equity
Balance at March 31, 2022		112,781,291	$	112	$	687,535	$	(51	)	$	(502,085	)	$	185,511
Equity-based compensation		—		—		1,814		—			—			1,814
Vesting of restricted stock units		30,576		—		—		—			—			—
Issuance of ESPP shares		152,831				73								73
Unrealized loss on available-for-sale securities		—		—		—		(71	)		—			(71	)
Net loss		—		—		—		—			(25,092	)		(25,092	)
Balance at June 30, 2022		112,964,698	$	112	$	689,422	$	(122	)	$	(527,177	)	$	162,235



	For the Six Months Ended June 30, 2022
	Common Stock		Amount		Additional Paid in Capital		Accumulated Other Comprehensive Loss			Accumulated Deficit			Total Stockholders' Equity
Balance at December 31, 2021		112,498,610	$	112	$	684,901	$	(45	)	$	(476,757	)	$	208,211
Equity-based compensation		—		—		4,426		—			—			4,426
Exercise of pre-funded warrants		—		—		22		—			—			22
Vesting of restricted stock units		313,257		—		—		—			—			—
Issuance of ESPP shares		152,831		—		73		—			—			73
Unrealized loss on available-for-sale securities		—		—		—		(77	)		—			(77	)
Net loss		—		—		—		—			(50,420	)		(50,420	)
Balance at June 30, 2022		112,964,698	$	112	$	689,422	$	(122	)	$	(527,177	)	$	162,235


	For the Three Months Ended June 30, 2021
	Common Stock			Amount		Additional Paid in Capital		Accumulated Other Comprehensive Income (Loss)			Accumulated Deficit			Total Stockholders' Equity
Balance at March 31, 2021		112,446,896		$	112	$	674,357	$	—		$	(421,469	)	$	253,000
Equity-based compensation		—			—		3,635		—			—			3,635
Exercise of stock options		2,475			—		9		—			—			9
Vesting of restricted stock units		6,262			—		—		—			—			—
Forfeiture of restricted stock awards		(1,312	)		—		—		—			—			—
unrealized loss on available-for-sale securities		—			—		—		(11	)		—			(11	)
Net loss		—			—		—		—			(18,695	)		(18,695	)
Balance at June 30, 2021		112,454,321		$	112	$	678,001	$	(11	)	$	(440,164	)	$	237,938



	For the Six Months Ended June 30, 2021
	Common Stock			Amount		Additional Paid In capital		Accumulated Other Comprehensive Income (Loss)			Accumulated Deficit			Total Stockholders' Equity
Balance at December 31, 2020		87,052,323		$	87	$	536,568	$	—		$	(404,569	)	$	132,086
Equity-based compensation		—			—		6,542		—			—			6,542
Sale of common stock, net of issuance costs of $8,872		25,000,000			25		134,853		—			—			134,878
Exercise of stock options		10,625			—		38		—			—			38
Vesting of restricted stock units		419,193			—		—		—			—			—
Forfeiture of restricted stock awards		(27,820	)		—		—		—			—			—
Unrealized loss on available-for-sale securities		—			—		—		(11	)		—			(11	)
Net loss		—			—		—		—			(35,595	)		(35,595	)
Balance at June 30, 2021		112,454,321		$	112	$	678,001	$	(11	)	$	(440,164	)	$	237,938

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

SOLID BIOSCIENCES INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited, in thousands)


	Six Months Ended June 30,
	2022			2021
Cash flows from operating activities:
Net loss	$	(50,420	)	$	(35,595	)
Adjustments to reconcile net loss to net cash used in operating activities:
Amortization of premium on available-for-sale securities		526			7
Equity-based compensation expense		4,426			6,542
Depreciation expense		1,431			1,453
Loss on disposal of property and equipment		—			3
Gain on termination of lease		(249	)		—
Changes in operating assets and liabilities:
Prepaid expenses and other current and non-current assets		586			621
Accounts receivable - related party		110			(286	)
Accounts payable		373			(318	)
Accrued expenses and other current and non-current liabilities		8,229			(4,529	)
Deferred revenue- related party, current and non-current		(8,080	)		(6,364	)
Net cash used in operating activities		(43,068	)		(38,466	)
Cash flows from investing activities:
Purchases of property and equipment		(1,320	)		(384	)
Proceeds from sale and maturities of available-for-sale securities		92,156			—
Purchases of available-for-sale securities		(112,688	)		(48,368	)
Net cash used in investing activities		(21,852	)		(48,752	)
Cash flows from financing activities:
Proceeds from issuance of common stock, net of issuance costs		—			134,878
Proceeds from exercise of warrants		22			—
Employee stock purchases and withholding		73			—
Proceeds from exercise of stock options		—			38
Net cash provided by financing activities		95			134,916
Net (decrease) increase in cash, cash equivalents and restricted cash		(64,825	)		47,698
Cash, cash equivalents, and restricted cash at beginning of period		121,206			155,071
Cash, cash equivalents, and restricted cash at end of period	$	56,381		$	202,769
Supplemental disclosure of non-cash investing and financing activities: