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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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, 2024

 

or

 

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: 001-36291

____________________

 

DIAMEDICA THERAPEUTICS INC.

(Exact name of registrant as specified in its charter)

British Columbia

(State or other jurisdiction of incorporation or organization)

Not Applicable

(I.R.S. Employer Identification No.)

301 Carlson Parkway, Suite 210

Minneapolis, Minnesota 55305

(Address of principal executive offices) (Zip Code)

(763) 496-5454

(Registrant’s telephone number, including area code)

 

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

 

Title of each class

Trading Symbol

Name of each exchange on which registered

Voting common shares, no par value per share

DMAC

The Nasdaq Stock Market LLC

 

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 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 5, 2024, there were 42,747,832 voting common shares of the registrant outstanding.

 



 

 

  

 

DiaMedica Therapeutics Inc.

FORM 10-Q

June 30, 2024

 

TABLE OF CONTENTS

 

Description

Page

     

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

1

     

PART I.

FINANCIAL INFORMATION

 
     

Item 1.

Financial Statements

3

Item 2.

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

14

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

22

Item 3.

Defaults Upon Senior Securities

22

Item 4.

Mine Safety Disclosures

22

Item 5.

Other Information

22

Item 6.

Exhibits

23
     

SIGNATURE PAGE

24

 

 


 

This quarterly report on Form 10-Q contains certain forward-looking statements within the meaning of Section 27A of the United States Securities Act of 1933, as amended, and Section 21E of the United States Securities Exchange Act of 1934, as amended, that are subject to the safe harbor created by those sections. For more information, see Cautionary Note Regarding Forward-Looking Statements.

 

As used in this report, references to DiaMedica, the Company, we, our or us, unless the context otherwise requires, refer to DiaMedica Therapeutics Inc. and its subsidiaries, all of which are consolidated in DiaMedicas condensed consolidated financial statements. References in this report to common shares mean our voting common shares, no par value per share.

 

We own various unregistered trademarks and service marks, including our corporate logo. Solely for convenience, the trademarks and trade names in this report are referred to without the ® and symbols, but such references should not be construed as any indicator that the owner of such trademarks and trade names will not assert, to the fullest extent under applicable law, their rights thereto. We do not intend the use or display of other companies trademarks and trade names to imply a relationship with, or endorsement or sponsorship of us by, any other companies.

 

 

 

  

 

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

 

Statements in this report that are not descriptions of historical facts are forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995 that are based on management’s current expectations and are subject to risks and uncertainties that could negatively affect our business, operating results, financial condition, prospects and share price. We have attempted to identify forward-looking statements by terminology including “anticipates,” “believes,” “can,” “continue,” “could,” “estimates,” “expects,” “intends,” “may,” “plans,” “potential,” “predicts,” “should,” “will,” “would,” the negative of these terms or other comparable terminology and the use of future dates.

 

The forward-looking statements in this report are subject to risks and uncertainties and include, among other things:

 

 

our plans to develop, obtain regulatory approval for and commercialize our DM199 product candidate for the treatment of acute ischemic stroke (AIS) and preeclampsia (PE);

 

 

our expansion into PE, the ability of our physician collaborators to successfully conduct a planned Phase 2, proof-of-concept clinical trial of DM199 as a treatment for PE and our reliance on our physician collaborators;

 

 

our ability to conduct successful clinical testing of our DM199 product candidate for AIS and PE and meet certain anticipated or target dates with respect to our clinical studies, including in particular our Phase 2/3 ReMEDy2 clinical trial of DM199 for the treatment of AIS;

 

 

our ability to meet anticipated site activations, enrollment and interim analysis timing with respect to our ReMEDy2 trial, especially in the light of slower than expected site activations and enrollment which we believe are due, in part, to hospital and medical facility staffing shortages; concerns regarding the prior clinically significant hypotension events and circumstances surrounding the clinical hold which was lifted in June 2023; concerns managing logistics and protocol compliance for participants discharged from the hospital to another hospital or an intermediate care facility; our revised inclusion/exclusion criteria in the study protocol; and competition for research staff and trial subjects due to other pending stroke and neurological trials;

 

 

uncertainties relating to regulatory applications and related filing and approval timelines and the possibility of additional future adverse events associated with or unfavorable results from our ReMEDy2 trial or planned Phase 2 investigator-sponsored PE trial;

 

 

the adaptive design of our ReMEDy2 trial, which is intended to enroll approximately 350 participants at up to 100 sites globally, and the possibility that these numbers and other aspects of the study could increase depending upon certain factors, including additional input from the United States Food and Drug Administration (FDA) and results of the interim analysis as determined by the independent data safety monitoring board;

 

 

our expectations regarding the perceived benefits of our DM199 product candidate over existing treatment options for AIS and PE;

 

 

the potential size of the markets for our DM199 product candidate for AIS and PE and our ability to serve those markets and the rate and degree of market acceptance of, and our ability to obtain coverage and adequate reimbursement for, our DM199 product candidate for AIS and PE both in the United States and internationally;

 

 

our ability to partner with and generate revenue from biopharmaceutical or pharmaceutical partners to develop, obtain regulatory approval for and commercialize our DM199 product candidate for AIS and PE;

 

 

the success, cost and timing of our ReMEDy2 trial, as well as our reliance on third parties in connection with our ReMEDy2 trial and any other clinical trials we conduct;

 

 

our commercialization, marketing and manufacturing capabilities and strategy;

 

 

expectations regarding federal, state and foreign regulatory requirements and developments, such as potential FDA regulation of our DM199 product candidate for AIS and PE;

 

 

our estimates regarding expenses, market opportunity for our product candidates, future revenue, capital requirements, how long our current cash resources will last and need for additional financing;

 

 

our expectations regarding our ability to obtain and maintain intellectual property protection for our DM199 product candidate;

 

 

our expectations regarding competition and our ability to obtain data exclusivity for our DM199 product candidate for AIS and PE;

 

 

our anticipated use of the net proceeds from our recent private placement; and

 

 

our ability to obtain additional funding for our operations, including funding necessary to complete planned clinical trials and obtain regulatory approvals for our DM199 product candidate for AIS and PE.

 

1

 

 

These forward-looking statements are subject to a number of risks, uncertainties and assumptions, including those described under “Part I. Item 1A. Risk Factors” in our annual report on Form 10-K for the fiscal year ended December 31, 2023, in this quarterly report on Form 10-Q for the quarterly period ended June 30, 2024 and those described above and elsewhere in this report. Moreover, we operate in a very competitive and rapidly-changing environment. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make. In light of these risks, uncertainties and assumptions, the forward-looking events and circumstances discussed in this report may not occur and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. Forward-looking statements should not be relied upon as predictions of future events. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee that the future results, levels of activity, performance or events and circumstances reflected in the forward-looking statements will be achieved or occur. Except as required by law, including the securities laws of the United States, we do not intend to update any forward-looking statements to conform these statements to actual results or to changes in our expectations.

 

2

 
 

 

PART I - FINANCIAL INFORMATION

 

ITEM 1.

FINANCIAL STATEMENTS

 

DiaMedica Therapeutics Inc.

Condensed Consolidated Balance Sheets

(In thousands, except share amounts)

 

   

June 30, 2024

   

December 31, 2023

 
   

(unaudited)

         

ASSETS

               

Current assets:

               

Cash and cash equivalents

  $ 14,066     $ 4,543  

Marketable securities

    39,989       48,352  

Prepaid expenses and other assets

    568       411  

Amounts receivable

    391       369  

Total current assets

    55,014       53,675  
                 

Non-current assets:

               

Deposits

    1,308        

Operating lease right-of-use asset, net

    317       354  

Property and equipment, net

    152       131  

Total non-current assets

    1,777       485  
                 

Total assets

  $ 56,791     $ 54,160  
                 

LIABILITIES AND EQUITY

               

Current liabilities:

               

Accounts payable

  $ 759     $ 926  

Accrued liabilities

    2,229       1,777  

Operating lease obligation

    85       80  

Finance lease obligation

    15       3  

Total current liabilities

    3,088       2,786  
                 

Non-current liabilities:

               

Operating lease obligation

    272       316  

Finance lease obligation

    16       1  

Total non-current liabilities

    288       317  
                 

Shareholders’ equity:

               

Common shares, no par value; unlimited authorized; 42,692,582 and 37,958,000 shares issued and outstanding as of June 30, 2024 and December 31, 2023, respectively

           

Paid-in capital

    179,294       166,609  

Accumulated other comprehensive income (loss)

    (51 )     6  

Accumulated deficit

    (125,828 )     (115,558 )

Total shareholders’ equity

    53,415       51,057  

Total liabilities and shareholders’ equity

  $ 56,791     $ 54,160  

 

See accompanying notes to the condensed consolidated financial statements.

 

3

 
 

 

DiaMedica Therapeutics Inc.

Condensed Consolidated Statements of Operations and Comprehensive Loss

(In thousands, except share and per share amounts)

(Unaudited)

 

   

Three Months Ended

June 30,

   

Six Months Ended

June 30,

 
   

2024

   

2023

   

2024

   

2023

 

Operating expenses:

                               

Research and development

  $ 3,928     $ 2,543     $ 7,604     $ 6,161  

General and administrative

    1,710       2,198       3,775       4,101  

Operating loss

    (5,638

)

    (4,741

)

    (11,379 )     (10,262 )
                                 

Other income:

                               

Other income, net

    526       271       1,123       527  
                                 

Loss before income tax expense

    (5,112 )     (4,470 )     (10,256 )     (9,735 )
                                 

Income tax expense

    (7

)

    (7

)

    (14 )     (14 )
                                 

Net loss

    (5,119

)

    (4,477

)

    (10,270 )     (9,749 )
                                 

Other comprehensive (loss) gain

                               

Unrealized gain (loss) on marketable securities

    (12

)

    (34 )     (57 )     11  
                                 

Net loss and comprehensive loss

  $ (5,131

)

  $ (4,511

)

  $ (10,327 )   $ (9,738 )
                                 

Basic and diluted net loss per share

  $ (0.13

)

  $ (0.16

)

  $ (0.27 )   $ (0.36 )

Weighted average shares outstanding – basic and diluted

    38,068,378       27,312,008       38,013,189       26,882,858  

 

See accompanying notes to the condensed consolidated financial statements.

 

4

 
 

 

DiaMedica Therapeutics Inc.

Condensed Consolidated Statements of Shareholders Equity

For the Six Months Ended June 30, 2024 and 2023

(In thousands, except share amounts)

(Unaudited)

 

   

Common

Shares

   

Paid-In

Capital

   

Accumulated

Other

Comprehensive

Income (Loss)

   

Accumulated

Deficit

   

Total

Shareholders’

Equity

 

Balances at December 31, 2023

    37,958,000     $ 166,609     $ 6     $ (115,558 )   $ 51,057  

Issuance of common shares upon the vesting and settlement of restricted stock units

    5,916                          

Share-based compensation expense

          488                   488  

Unrealized loss on marketable securities

                (45 )           (45 )

Net loss

                      (5,151 )     (5,151 )

Balances at March 31, 2024

    37,963,916     $ 167,097     $ (39 )   $ (120,709 )   $ 46,349  

Issuance of common shares net of offering costs of $0.1 million

    4,720,000       11,747                   11,747  

Issuance of common shares upon the vesting and settlement of restricted stock units

    5,916                          

Issuance of common shares upon the exercise of common stock options

    2,750       7                   7  

Share-based compensation expense

          443                   443  

Unrealized loss on marketable securities

                (12 )           (12 )

Net loss

                      (5,119 )     (5,119 )

Balances at June 30, 2024

    42,692,582     $ 179,294     $ (51 )   $ (125,828 )   $ 53,415  

 

   

Common

Shares

   

Paid-In

Capital

   

Accumulated

Other

Comprehensive

Income (Loss)

   

Accumulated

Deficit

   

Total

Shareholders’

Equity

 

Balances at December 31, 2022

    26,443,067     $ 128,078     $ (74 )   $ (96,177 )   $ 31,827  

Issuance of common shares in settlement of deferred stock units

    17,621                          

Issuance of common shares upon the vesting and settlement of restricted stock units

    4,289                          

Share-based compensation expense

          422                   422  

Unrealized gain on marketable securities

                45             45  

Net loss

                      (5,272 )     (5,272 )

Balances at March 31, 2023

    26,464,977     $ 128,500     $ (29 )   $ (101,449 )   $ 27,022  

Issuance of common shares net of offering costs of $1.4 million

    11,480,156       36,852                   36,852  

Issuance of common shares upon the vesting and settlement of restricted stock units

    4,289                          

Share-based compensation expense

          380                   380  

Unrealized loss on marketable securities

                (34 )           (34 )

Net loss

                      (4,477 )     (4,477 )

Balances at June 30, 2023

    37,949,422     $ 165,732     $ (63 )   $ (105,926 )   $ 59,743  

 

See accompanying notes to the condensed consolidated financial statements.

 

5

 
 

 

DiaMedica Therapeutics Inc.

Condensed Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

 

   

Six Months Ended June 30,

 
   

2024

   

2023

 

Cash flows from operating activities:

               

Net loss

  $ (10,270

)

  $ (9,749

)

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

               

Share-based compensation

    931       802  

Amortization of discount on marketable securities

    (648

)

    (432 )

Non-cash lease expense

    37       34  

Depreciation

    18       14  

Changes in operating assets and liabilities:

               

Amounts receivable

    (22

)

    (106 )

Prepaid expenses and other assets

    (156

)

    (424

)

Deposits

    (1,308 )      

Accounts payable

    (167 )     122  

Accrued liabilities

    413       (380 )

Net cash used in operating activities

    (11,172

)

    (10,119

)

                 

Cash flows from investing activities:

               

Purchase of marketable securities

    (18,047

)

    (52,743

)

Maturities of marketable securities

    27,000       27,135  

Purchases of property and equipment

    (9

)

    (11

)

Net cash provided by (used in) investing activities

    8,944       (25,619 )
                 

Cash flows from financing activities:

               

Proceeds from issuance of common shares, net of offering costs

    11,747       36,852  

Proceed from the exercise of common stock options

    7        

Principal payments on finance lease obligation

    (3

)

    (3

)

Net cash provided by financing activities

    11,751       36,849  
                 

Net increase in cash and cash equivalents

    9,523       1,111  

Cash and cash equivalents at beginning of period

    4,543       4,728  

Cash and cash equivalents at end of period

  $ 14,066     $ 5,839  
                 

Supplemental disclosure of non-cash transactions:

               

Assets acquired under financing lease

  $ 30     $  

Cash paid for income taxes

  $ 14     $ 20  

 

See accompanying notes to the condensed consolidated financial statements.

 

6

 

 

DiaMedica Therapeutics Inc.
Notes to the Condensed Consolidated Financial Statements

(Unaudited)

 

 

1.         Business

 

DiaMedica Therapeutics Inc. and its wholly owned subsidiaries, DiaMedica USA Inc. and DiaMedica Australia Pty Ltd. (collectively, we, us, our, DiaMedica and the Company), exist for the primary purpose of advancing the clinical and commercial development of our proprietary recombinant KLK1 protein called DM199, for the treatment of neurological and cardio-renal diseases. Currently, our primary focus is on developing DM199, a recombinant form of the human tissue kallikrein-1 (KLK1) protein, for the treatment of acute ischemic stroke (AIS) and preeclampsia (PE). Our parent company is governed under British Columbia’s Business Corporations Act, and our common shares are publicly traded on The Nasdaq Capital Market under the symbol “DMAC.”

 

 

2.         Risks and Uncertainties

 

DiaMedica operates in a highly regulated and competitive environment. The development, manufacturing and marketing of pharmaceutical products require approval from, and are subject to ongoing oversight by, the United States Food and Drug Administration (FDA) in the United States, the European Medicines Agency (EMA) in the European Union and comparable agencies in other countries. We are in the clinical stage of development of our initial product candidate, DM199, for the treatment of AIS and PE. We have not completed the development of any product candidate and do not generate any revenues from the commercial sale of any product candidate. DM199 requires significant additional clinical testing and investment prior to seeking marketing approval and is not expected to be commercially available for at least three years, if at all.

 

Prior to the clinical hold of our ReMEDy2 trial, announced in July 2022 and fully lifted in June 2023, we had experienced and are now continuing to experience slower than expected site activations and enrollment in our ReMEDy2 trial. We believe these conditions may be due to hospital and medical facility staffing shortages; concerns regarding the prior clinically significant hypotension events and circumstances surrounding the previous clinical hold; concerns managing logistics and protocol compliance for participants discharged from the hospital to another hospital or an intermediate care facility; our revised inclusion/exclusion criteria in the study protocol; and competition for research staff and trial subjects due to other pending stroke and neurological trials. We continue to reach out to current and potential study sites to understand the specific issues at each study site. In an effort to mitigate the impact of these factors, we made the decision to globally expand the trial and we are in the process of preparing regulatory submissions and identifying and engaging study sites in Canada, Australia and Europe. We continue to work closely with our contract research organization and other advisors to develop procedures to support both U.S. and global study sites and potential participants as needed. We intend to continue to monitor the results of these efforts and, if necessary, implement additional actions to mitigate the impact of these factors on our ReMEDy2 trial; however, no assurances can be provided as to if and when these issues will resolve. The failure to resolve these issues will result in delays in our ReMEDy2 trial.

 

On June 26, 2024, we announced our plans to expand our DM199 clinical development program into PE. Pending required regulatory approval, we intend to financially support the conduct of a Phase 2 open-label, single center, single-arm, safety and pharmacodynamic, proof-of-concept, investigator-sponsored study of DM199 for the treatment of PE at the Tygerberg Hospital, Cape Town, South Africa. Up to 90 women with PE and potentially an additional 30 subjects with fetal growth restriction may be evaluated, with the first subject anticipated to be enrolled in the fourth quarter of 2024. Part 1A topline study results are intended to demonstrate initial proof-of-concept results including whether DM199 is safe, lowers blood pressure, and dilates intrauterine arteries to increase placental blood flow and are expected in the first half of 2025. We currently anticipate this Phase 2 trial to cost us approximately $1.5 million.

 

Our future success is dependent upon the success of our development efforts, our ability to demonstrate clinical progress for our DM199 product candidate in the United States or other markets, our ability, or the ability of any future partner, to obtain required governmental approvals of our product candidate, our ability to license or market and sell our DM199 product candidate and our ability to obtain additional financing to fund these efforts.

 

As of June 30, 2024, we have incurred losses of $125.8 million since our inception in 2000. For the six months ended June 30, 2024, we incurred a net loss of $10.3 million and negative cash flows from operating activities of $11.2 million. We expect to continue to incur operating losses until such time as any future product sales, licensing fees, milestone payments and/or royalty payments generate revenue sufficient to fund our continuing operations. For the foreseeable future, we expect to incur significant operating losses as we continue the development and clinical study of, and to seek regulatory approval for, our DM199 product candidate. As of June 30, 2024, we had combined cash, cash equivalents and marketable securities of $54.1 million, working capital of $51.9 million and shareholders’ equity of $53.4 million.

 

7

 

Our principal source of cash has been net proceeds from the issuance of equity securities. Although we have previously been successful in obtaining financing through equity securities offerings, there is no assurance that we will be able to do so in the future. This is particularly true if our clinical data are not positive or if economic and market conditions deteriorate.

 

Notwithstanding the completion of our recent private placement in which we received aggregate net proceeds of $11.7 million, we expect that we will need substantial additional capital to further our research and development activities, complete the required clinical studies, regulatory activities and manufacturing development for our product candidate, DM199, or any future product candidates, to a point where they may be licensed or commercially sold. We expect our current cash, cash equivalents and marketable securities are sufficient to continue our ReMEDy2 trial, our planned Phase 2 PE trial and otherwise fund our planned operations for at least the next 12 months from the date of issuance of these condensed consolidated financial statements. The amount and timing of our future funding requirements will depend on many factors, including timing and results of our ongoing development efforts, including our current ReMEDy2 trial and the rate of site activation and participant enrollment in the study, our planned Phase 2 PE trial, the potential expansion of our current development programs, the effects of ongoing site staffing shortages and other factors on our clinical trials and our operating expenses. We may require significant additional funds earlier than we currently expect and there is no assurance that we will not need or seek additional funding prior to such time, especially if market conditions for raising capital are favorable.

 

 

3.         Summary of Significant Accounting Policies

 

Interim financial statements

 

We have prepared the accompanying condensed consolidated financial statements in accordance with accounting principles generally accepted in the United States (US GAAP) for interim financial information and with the instructions to Form 10-Q and Regulation S-X of the Securities and Exchange Commission (SEC). Accordingly, they do not include all of the information and footnotes required by US GAAP for complete financial statements. These condensed consolidated financial statements reflect all adjustments consisting of normal recurring accruals which, in the opinion of management, are necessary to present fairly our condensed consolidated financial position, condensed consolidated results of operations, condensed consolidated statement of shareholders’ equity and condensed consolidated cash flows for the periods and as of the dates presented. Our fiscal year ends on December 31. The condensed consolidated balance sheet as of December 31, 2023 was derived from our audited consolidated financial statements. These condensed consolidated financial statements should be read in conjunction with our annual consolidated financial statements and the notes thereto. The nature of our business is such that the results of any interim period may not be indicative of the results to be expected for the entire year.

 

Cash and cash equivalents

 

The Company considers all bank deposits, including money market funds and other investments, purchased with an original maturity to the Company of three months or less, to be cash and cash equivalents. The carrying amount of our cash equivalents approximates fair value due to the short maturity of the investments.

 

Marketable securities

 

The Company’s marketable securities may consist of obligations of the United States government and its agencies, bank certificates of deposit and/or investment grade corporate obligations, which are classified as available-for-sale. Marketable securities which mature within 12 months from their purchase date are included in current assets. Securities are generally valued based on market prices for similar assets using third party certified pricing sources and are carried at fair value. The amortized cost of marketable securities is adjusted for amortization of premiums or accretion of discounts to maturity. Such amortization or accretion is included in interest income. Realized gains and losses, if any, are calculated on the specific identification method. Interest income is included in other income in the condensed consolidated statements of operations.

 

We conduct periodic reviews to identify and evaluate each available-for-sale debt security that is in an unrealized loss position in order to determine whether an other-than-temporary impairment exists. An unrealized loss exists when the current fair value of an individual security is less than its amortized cost basis. Declines in fair value considered to be temporary and caused by noncredit-related factors of the issuer, are recorded in accumulated other comprehensive loss, which is a separate component of shareholders’ equity. Declines in fair value that are other than temporary or caused by credit-related factors of the issuer, are recorded within earnings as an impairment loss. There were no other-than-temporary unrealized losses as of June 30, 2024.

 

8

 

Fair value measurements

 

Under the authoritative guidance for fair value measurements, fair value is defined as the exit price, or the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. The authoritative guidance also establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs market participants would use in valuing the asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the factors market participants would use in valuing the asset or liability developed based upon the best information available in the circumstances. The categorization of financial assets and financial liabilities within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

 

The hierarchy is broken down into three levels defined as follows:

 

Level 1 Inputs — quoted prices in active markets for identical assets and liabilities

Level 2 Inputs — observable inputs other than quoted prices in active markets for identical assets and liabilities

Level 3 Inputs — unobservable inputs

 

As of June 30, 2024, the Company believes that the carrying amounts of its other financial instruments, including amounts receivable, accounts payable and accrued liabilities, approximate their fair value due to the short-term maturities of these instruments. See Note 4, titled “Marketable Securities” for additional information.

 

 

4.         Marketable Securities

 

The available-for-sale marketable securities are primarily comprised of investments in commercial paper, corporate bonds and government securities and consist of the following, measured at fair value on a recurring basis (in thousands):

 

   

Fair Value Measurements Using Inputs Considered as of:

 
    June 30, 2024    

December 31, 2023

 
   

Total

   

Level 1

   

Level 2

   

Level 3

   

Total

   

Level 1

   

Level 2

   

Level 3

 

Commercial paper and corporate bonds

  $ 22,247     $     $ 22,247     $     $ 21,764     $     $ 21,764     $  

Government securities

    17,742             17,742             26,588             26,588        

Total

  $ 39,989     $     $ 39,989     $     $ 48,352     $     $ 48,352     $  

 

Maturities of individual securities are less than one year, and the amortized cost of all securities approximated fair value as of June 30, 2024 and December 31, 2023. Accrued interest receivable on marketable securities is included in amounts receivable and was $387,000 and $298,000 as of June 30, 2024 and December 31, 2023, respectively.

 

There were no transfers of assets between Level 1 and Level 2 of the fair value measurement hierarchy during the six months ended June 30, 2024.

 

 

5.         Amounts Receivable

 

Amounts receivable consisted primarily of accrued interest receivable on marketable securities of $387,000 and $298,000 as of June 30, 2024 and December 31, 2023, respectively.

 

 

6.         Deposits

 

We periodically advance funds to vendors engaged to support the performance of our clinical trials and related activities. The funds advanced are held, interest free, for varying periods of time and are generally recovered by the Company through application against final study/project invoices or refunded upon completion of services to be provided. Deposits are non-current when their expected recovery is not within the next twelve months.

 

9

  

 

7.         Property and Equipment

 

Property and equipment, net, consisted of the following (in thousands):

 

   

June 30, 2024

   

December 31, 2023

 

Furniture and equipment

  $ 128     $ 128  

Computer equipment

    106       87  

Leasehold improvements

    16       16  
      250       231  

Less accumulated depreciation

    (98 )     (100 )

Property and equipment, net

  $ 152     $ 131  

  

 

8.         Accrued Liabilities

 

Accrued liabilities consisted of the following (in thousands):

 

   

June 30, 2024

   

December 31, 2023

 

Clinical trial costs

  $ 903     $ 258  

Research and development services

    688       632  

Compensation

    473       766  

Professional services fees

    155       98  

Other

    10       23  

Total accrued liabilities

  $ 2,229     $ 1,777  

  

 

9.         Operating Lease

 

Office lease

 

Our operating lease costs were $52,000 for each of the six months ended June 30, 2024 and 2023. Our variable lease costs were $38,000 and $40,000 for the six months ended June 30, 2024 and 2023, respectively. Variable lease costs consist primarily of common area maintenance costs, insurance and taxes which are paid based upon actual costs incurred by the lessor.

 

Maturities of our operating lease obligation are as follows as of June 30, 2024 (in thousands):

 

2024

  $ 55  

2025

    113  

2026

    116  

2027

    119  

2028

    10  

Total lease payments

  $ 413  

Less interest portion

    (56 )

Present value of operating lease obligation

  $ 357  

  

 

10.         Shareholders Equity

 

Authorized capital shares

 

DiaMedica has authorized share capital of an unlimited number of voting common shares, and the shares do not have a stated par value. Common shareholders are entitled to receive dividends as declared by the Company, if any, and are entitled to one vote per share at the Company’s annual general meeting and any extraordinary or special general meeting.

 

Equity issued during the six months ended June 30, 2024

 

On June 25, 2024, we entered into securities purchase agreements with accredited investors, pursuant to which we agreed to issue and sell an aggregate 4,720,000 common shares at a purchase price of $2.50 per share in a private placement. As a result of the offering, which closed on June 28, 2024, we received gross proceeds of $11.8 million, which resulted in net proceeds to us of approximately $11.7 million, after deducting the offering expenses.

 

10

 

In connection with the June 2024 private placement, we entered into a registration rights agreement (Registration Rights Agreement) with the investors pursuant to which we agreed to file with the United States Securities and Exchange Commission (SEC) a registration statement registering the resale of the shares sold in the June 2024 private placement (Resale Registration Statement). The Resale Registration Statement was filed with the SEC on July 10, 2024 and declared effective by the SEC on July 18, 2024. Under the terms of the Registration Rights Agreement, we agreed to keep the Resale Registration Statement effective at all times until the shares are no longer considered “Registrable Securities” under the Registration Rights Agreement and if we fail to keep the Resale Registration Statement effective, subject to certain permitted exceptions, we will be required to pay liquidated damages to the investors in an amount of up to 10% of the invested capital, excluding interest. We also agreed, among other things, to indemnify the selling holders under the Resale Registration Statement from certain liabilities and to pay all fees and expenses incident to our performance of or compliance with the Registration Rights Agreement.

 

During the six months ended June 30, 2024, 11,832 common shares were issued upon the vesting and settlement of restricted stock units and 2,750 common shares were issued upon the exercise of common stock options for gross proceeds of $7 thousand.

 

Equity issued during the six months ended June 30, 2023

 

On April 10, 2023, in conjunction with his appointment as Chief Business Officer of DiaMedica, Mr. David Wambeke purchased 468,750 of DiaMedica’s common shares at an aggregate purchase price of $750,000 or $1.60 per share.

 

On June 21, 2023, we entered into securities purchase agreements with accredited investors, pursuant to which we agreed to issue and sell an aggregate 11,011,406 common shares at a purchase price of $3.40 per share, or $3.91 per share in the case of our participating directors and officers, in a private placement. As a result of the offering, which closed on June 23, 2023, we received gross proceeds of $37.5 million, which resulted in net proceeds to us of approximately $36.1 million, after deducting the offering expenses.

 

In connection with the June 2023 private placement, we entered into a registration rights agreement (Registration Rights Agreement) with the investors pursuant to which we agreed to file with the United States Securities and Exchange Commission (SEC) a registration statement registering the resale of the shares sold in the June 2023 private placement (Resale Registration Statement). The Resale Registration Statement was filed with the SEC on June 30, 2023 and declared effective by the SEC on July 7, 2023. Under the terms of the Registration Rights Agreement, we agreed to keep the Resale Registration Statement effective at all times until the shares are no longer considered “Registrable Securities” under the Registration Rights Agreement and if we fail to keep the Resale Registration Statement effective, subject to certain permitted exceptions, we will be required to pay liquidated damages to the investors in an amount of up to 10% of the invested capital, excluding interest. We also agreed, among other things, to indemnify the selling holders under the Resale Registration Statement from certain liabilities and to pay all fees and expenses incident to our performance of or compliance with the Registration Rights Agreement.

 

During the six months ended June 30, 2023, 17,621 common shares were issued in settlement of deferred share units and 8,578 common shares were issued upon the vesting and settlement of restricted stock units.

 

Shares reserved

 

Common shares reserved for future issuance are as follows:

 

   

June 30, 2024

 

Common shares issuable upon exercise of employee and non-employee stock options

    4,859,271  

Common shares issuable upon settlement of deferred stock units

    284,886  

Common shares issuable upon vesting of restricted stock units

    11,828  

Shares available for grant under the Amended and Restated 2019 Omnibus Incentive Plan

    3,014,066  

Shares available for grant under the 2021 Employment Inducement Incentive Plan

    197,500  

Total

    8,367,551  

  

 

11.         Net Loss Per Share

 

We compute net loss per share by dividing our net loss (the numerator) by the weighted-average number of common shares outstanding (the denominator) during the period. Shares issued during the period and shares reacquired during the period, if any, are weighted for the portion of the period that they were outstanding. The computation of diluted earnings per share, or EPS, is similar to the computation of basic EPS except that the denominator is increased to include the number of additional common shares that would have been outstanding if the dilutive potential common shares had been issued. Our diluted EPS is the same as basic EPS due to common equivalent shares being excluded from the calculation, as their effect is anti-dilutive.

 

11

 

The following table summarizes our calculation of net loss per common share for the periods presented (in thousands, except share and per share data):

 

   

Three Months Ended

June 30,

   

Six Months Ended

June 30,

 
   

2024

   

2023

   

2024

   

2023

 

Net loss

  $ (5,119

)

  $ (4,477

)

  $ (10,270 )   $ (9,749 )

Weighted average shares outstanding—basic and diluted

    38,068,378       27,312,008       38,013,189       26,882,858  

Basic and diluted net loss per share

  $ (0.13

)

  $ (0.16

)

  $ (0.27 )   $ (0.36 )

 

The following outstanding potential common shares were not included in the diluted net loss per share calculations as their effects were not dilutive:

 

   

Three Months Ended

June 30,

   

Six Months Ended

June 30,

 
   

2024

   

2023

   

2024

   

2023

 

Employee and non-employee stock options

    4,859,271       3,643,513       4,859,271       3,643,513  

Common shares issuable under common share purchase warrants

          205,000             205,000  

Common shares issuable upon settlement of deferred stock units

    284,886       213,905       284,886       213,905  

Common shares issuable upon vesting of restricted stock units

    11,828       8,578       11,828       8,578  

  

 

12.         Share-Based Compensation

 

Amended and Restated 2019 Omnibus Incentive Plan

 

The DiaMedica Therapeutics Inc. Amended and Restated 2019 Omnibus Incentive Plan (as amended from time to time, the 2019 Plan) was adopted by the Board of Directors (Board) on March 14, 2019 and approved by our shareholders at our 2019 Annual General Meeting of Shareholders held on May 22, 2019. Subsequent amendments to the plan, comprised principally of increasing the authorized shares under the plan, were approved by our shareholders at our 2022 and 2024 Annual General Meetings of Shareholders.

 

The 2019 Plan permits the Board, or a committee or subcommittee thereof, to grant to the Company’s eligible employees, non-employee directors and certain consultants non-statutory and incentive stock options, stock appreciation rights, restricted stock awards, restricted stock units (RSUs), deferred stock units (DSUs), performance awards, non-employee director awards and other share-based awards. We grant options to purchase common shares under the 2019 Plan at no less than the fair market value of the underlying common shares as of the date of grant. Options granted to employees and non-employee directors have a maximum term of ten years and generally vest over one to four years. Options granted to non-employees have a maximum term of five years and generally vest over one year. Subject to adjustment as provided in the 2019 Plan, the maximum number of the Company’s common shares authorized for issuance under the 2019 Plan is 7,000,000 shares. Under the 2019 Plan, as of June 30, 2024, options to purchase an aggregate of 3,700,528 common shares were outstanding, 267,553 common shares were reserved for issuance upon settlement of DSUs and 11,828 shares were reserved for issuance upon the vesting and settlement of RSUs and 3,014,066 shares remained available for issuance.

 

2021 Employment Inducement Incentive Plan

 

On December 3, 2021, the Board adopted the DiaMedica Therapeutics Inc. 2021 Employment Inducement Incentive Plan (Inducement Plan) to facilitate the granting of equity awards as an inducement material to new employees joining the Company. The Inducement Plan was adopted without shareholder approval pursuant to Nasdaq Listing Rule 5635(c)(4) and is administered by the Compensation Committee of the Board of Directors. The Board reserved 1,000,000 common shares of the Company for issuance under the Inducement Plan, which permits the grant of non-statutory options, stock appreciation rights, restricted stock awards, restricted stock units, performance awards and other share-based awards, to eligible recipients. The only persons eligible to receive awards under the Inducement Plan are individuals who are new employees and satisfy the standards for inducement grants under Nasdaq Listing Rule 5635(c)(4) or 5635(c)(3), as applicable. Also on December 3, 2021, the Compensation Committee adopted a form of notice of option grant and option award agreement for use under the Inducement Plan, which contains terms substantially identical to the form of notice of option grant and option award agreement for use under the shareholder-approved 2019 Plan. The Inducement Plan has a term of 10 years. The share reserve under the Inducement Plan may be increased at the discretion of and approval by the Board. Under the Inducement Plan, as of June 30, 2024, options to purchase an aggregate of 735,833 common shares were outstanding and 197,500 shares remained available for issuance.

 

12

 

Prior Stock Option Plan

 

The DiaMedica Therapeutics Inc. Stock Option Plan, Amended and Restated November 6, 2018 (Prior Plan), was terminated by the Board of Directors in conjunction with the shareholder approval of the 2019 Plan. Awards outstanding under the Prior Plan remain outstanding in accordance with and pursuant to the terms thereof. Options granted under the Prior Plan have terms similar to those used under the 2019 Plan. As of June 30, 2024, options to purchase an aggregate of 422,910 common shares were outstanding under the Prior Plan.

 

Prior Deferred Stock Unit Plan

 

The DiaMedica Therapeutics Inc. Amended and Restated Deferred Stock Unit Plan (Prior DSU Plan) was terminated by the Board of Directors in conjunction with the shareholder approval of the 2019 Plan. Awards outstanding under the Prior DSU Plan remain outstanding in accordance with and pursuant to the terms thereof. As of June 30, 2024, there were 17,333 common shares reserved for issuance upon settlement of DSUs outstanding under the Prior DSU Plan.

 

Share-based compensation expense for each of the periods presented is as follows (in thousands):

 

   

Three Months Ended

June 30

   

Six Months Ended

June 30

 
   

2024

   

2023

   

2024

   

2023

 

Research and development

  $ 107     $ 140     $ 302     $ 272  

General and administrative

    336       240       629       530  

Total share-based compensation

  $ 443     $ 380     $ 931     $ 802  

 

We recognize share-based compensation based on the fair value of each award as estimated using the Black-Scholes option valuation model. Ultimately, the actual expense recognized over the vesting period will only be for those shares that actually vest.

 

A summary of option activity is as follows (in thousands, except share and per share amounts):

 

   

Shares

Underlying

Options

   

Weighted

Average

Exercise

Price Per Share

   

Aggregate

Intrinsic Value

 

Balances at December 31, 2023

    3,871,013     $ 3.61     $ 832  

Granted

    1,633,425       2.85          

Expired/cancelled

    (298,750 )     5.28          

Forfeited

    (343,667 )     2.68          

Exercised

    (2,750 )     2.45          

Balances at June 30, 2024

    4,859,271     $ 3.31     $ 1,037  

 

Information about stock options outstanding, vested and expected to vest as of June 30, 2024, is as follows:

 

         

Outstanding, Vested and Expected to Vest

   

Options Vested and Exercisable

 

Per Share

Exercise

Price

   

Shares

   

Weighted Average

Remaining

Contractual Life

(Years)

   

Weighted Average

Exercise Price

   

Options

Exercisable

   

Weighted Average

Remaining

Contractual Life

(Years)

 
$1.00 - $1.99       255,943       8.6     $ 1.58       113,393       8.4  
$2.00 - $2.99       3,067,645       8.3       2.73       764,844       6.7  
$3.00 - $3.99       452,726       6.6       3.59       311,702       5.4  
$4.00 - $4.99       688,432       5.0       4.57       688,432       5.0  
$5.00 - $16.00       394,525       5.9       6.41       321,088       5.6  
            4,859,271       7.5     $ 3.31       2,199,459       5.9  

 

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ITEM 2.         MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

The following Management’s Discussion and Analysis of Financial Condition and Results of Operations is based upon accounting principles generally accepted in the United States of America and discusses the financial condition and results of operations for DiaMedica Therapeutics Inc. and our subsidiaries for the three and six months ended June 30, 2024 and 2023.

 

This discussion should be read in conjunction with our condensed consolidated financial statements and related notes included elsewhere in this report and our annual report on Form 10-K for the year ended December 31, 2023. The following discussion contains forward-looking statements that involve numerous risks and uncertainties. Our actual results could differ materially from the forward-looking statements as a result of these risks and uncertainties. See “Cautionary Note Regarding Forward-Looking Statements” for additional cautionary information.

 

Business Overview

 

We are a clinical stage biopharmaceutical company committed to improving the lives of people suffering from severe ischemic disease with a focus on acute ischemic stroke (AIS) and preeclampsia (PE). Our lead candidate DM199 (rinvecalinase alfa; rhKLK1) is the first pharmaceutically active recombinant (synthetic) form of the human tissue kallikrein-1 (KLK1) protein to be clinically studied in patients. KLK1 is an established therapeutic modality in Asia, with human urinary KLK1, for the treatment of AIS and porcine KLK1 for the treatment of cardio renal disease, including hypertension. We have also produced a potential novel treatment for severe acute pancreatitis, DM300, which is currently in the early preclinical stage of development. Our long-term goal is to use our patented and in-licensed technologies to establish our Company as a leader in the development and commercialization of therapeutic treatments from novel recombinant proteins. Our current focus is on the treatment of AIS and PE. We plan to advance DM199 through required clinical trials to create shareholder value by establishing its clinical and commercial potential as a therapy for AIS and PE.

 

KLK1 is a serine protease enzyme that plays an important role in the regulation of diverse physiological processes via a molecular mechanism that increases production of nitric oxide, prostacyclin and endothelium-derived hyperpolarizing factor. In the case of AIS, DM199 is intended to enhance blood flow and boost neuronal survival in the ischemic penumbra by dilating arterioles surrounding the site of the vascular occlusion and inhibition of apoptosis (neuronal cell death) while also facilitating neuronal remodeling through the promotion of angiogenesis. In preeclampsia, DM199 is intended to lower blood pressure, enhance endothelial health and improve perfusion to maternal organs and the placenta.

 

Our product development pipeline is as follows:

 

dmtp20240630_10qimg001.jpg

 

 

AIS Phase 2/3 ReMEDy2 Trial

 

We are currently conducting our ReMEDy2 clinical trial of DM199 for the treatment of AIS. Our ReMEDy2 clinical trial is a Phase 2/3, adaptive design, randomized, double-blind, placebo-controlled trial intended to enroll approximately 350 patients at up to 100 sites globally. The adaptive design component includes an interim analysis after the first 144 participants. Based on the results, the study may be stopped for futility, or a new total sample size will be determined, ranging between 240 and 728 patients, according to a pre-determined statistical plan. Patients enrolled in the trial will be treated with either DM199 or placebo within 24 hours of the onset of AIS symptoms. The trial excludes patients treated with tissue plasminogen activator (tPA) or Tenecteplase (TNK), thrombolytic agents intended to dissolve blood clots, and those with large vessel occlusions. The study also excludes patients who have or are intended to undergo endovascular treatments such as mechanical thrombectomy and other similar approaches. The study population is representative of the approximately 80% of AIS patients who do not have treatment options today, primarily due to the limitations on treatment with tPA/TNK and/or mechanical thrombectomy. The primary endpoint of the ReMEDy2 trial is physical recovery from stroke as measured by the well-established modified Rankin Scale (mRS) at day 90, specifically recovering to an mRS score of 0-1 (mRS range of 0-6). We believe that our ReMEDy2 trial has the potential to serve as a pivotal registration study of DM199 in this patient population.

 

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Prior to the clinical hold of our ReMEDy2 trial, announced in July 2022 and fully lifted in June 2023, we had experienced and are now continuing to experience slower than expected site activations and enrollment in our ReMEDy2 trial. We believe these conditions may be due to hospital and medical facility staffing shortages; concerns regarding the prior clinically significant hypotension events and circumstances surrounding the previous clinical hold; concerns managing logistics and protocol compliance for participants discharged from the hospital to another hospital or an intermediate care facility; our revised inclusion/exclusion criteria in the study protocol; and competition for research staff and trial subjects due to other pending stroke and neurological trials. We continue to reach out to current and potential study sites to understand the specific issues at each study site. In an effort to mitigate the impact of these factors, we made the decision to globally expand the trial and we are in the process of preparing regulatory submissions and identifying and engaging study sites in Canada, Australia and Europe. We continue to work closely with our contract research organization and other advisors to develop procedures to support both U.S. and global study sites and potential participants as needed. We intend to continue to monitor the results of these efforts and, if necessary, implement additional actions to mitigate the impact of these factors on our ReMEDy2 trial; however, no assurances can be provided as to if and when these issues will resolve. The failure to resolve these issues will result in delays in our ReMEDy2 trial.

 

Preeclampsia Program

 

On June 26, 2024, we announced our plans to expand our DM199 clinical development program into PE. PE is a serious pregnancy disorder that typically develops after the 20th week of gestation, characterized by high blood pressure and damage to organ systems, often the kidneys and liver. Affecting up to 8% of pregnancies worldwide, preeclampsia can pose significant risks to both the mother and baby, including risk of stroke, placental abruption, progression to eclampsia, premature delivery, and death. Symptoms may include severe headaches, vision changes, upper abdominal pain and swelling in the hands and face. Delivery of the baby, often very prematurely, is the only available option for stopping the progression of preeclampsia. Women who have had preeclampsia have three to four times the risk of high blood pressure and double the risk for heart disease and stroke and there are currently no approved therapeutics for PE in the United States or Europe.

 

DM199 has the potential to lower blood pressure, enhance endothelial health, and improve perfusion to maternal organs and the placenta. We have also completed studies on fertility, embryofetal development and pre- and post-natal development in animal models, which support the potential safety in pregnant humans. Additionally, we recently completed a placental transfer study in pregnant rats in which DM199 did not cross the placental barrier. Specifically, DM199 was detectable in the maternal blood, but undetectable in the fetal blood.

 

Pending required regulatory approval, we intend to financially support the conduct of a Phase 2 open-label, single center, single-arm, safety and pharmacodynamic, proof-of-concept, investigator-sponsored study of DM199 for the treatment of PE at the Tygerberg Hospital, Cape Town, South Africa. Up to 90 women with PE, and potentially an additional 30 subjects with fetal growth restriction, may be evaluated with the first subject anticipated to be enrolled in the fourth quarter of 2024. Part 1A topline study results will demonstrate initial proof-of-concept results including whether DM199 is safe, lowers blood pressure, and dilates intrauterine arteries to increase placental blood flow and are expected in the first half of 2025. We currently anticipate this Phase 2 trial will cost approximately $1.5 million.

 

Financial Overview

 

We have not generated any revenues from product sales. Since our inception, we have financed our operations from public and private sales of equity, the exercise of warrants and stock options, interest income on funds available for investment and government grants. Our June 2024 private placement generated $11.7 million in net proceeds after deducting offering expenses. We have incurred losses in each year since our inception. Our net losses were $10.3 million and $9.7 million for the six months ended June 30, 2024 and 2023, respectively. As of June 30, 2024, we had an accumulated deficit of $125.8 million. Substantially all of our operating losses resulted from expenses incurred in connection with our product candidate development programs, our research and development (R&D) activities, and general and administrative (G&A) support costs associated with our operations and status as a publicly listed company.

 

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We expect to continue to incur significant expenses and increased operating losses for at least the next several years. We anticipate that our quarterly expenses will increase relative to recent prior periods as we expand our ReMEDy2 trial globally and as enrollment continues and as we expand our DM199 clinical development program into PE. Our efforts to expand our team to provide support for our operations and maintaining, expanding and protecting our intellectual property portfolio will also likely contribute to such increases.

 

While we expect our rate of future negative cash flow per month will generally increase relative to recent prior periods as we resume our ReMEDy2 trial, including our global expansion, and expand our DM199 clinical development program into PE, we expect our current cash resources will be sufficient to allow us to continue our ReMEDy2 trial, our planned Phase 2 PE trial and otherwise fund our planned operations for at least the next 12 months from the date of issuance of the condensed consolidated financial statements included in this report. The amount and timing of our future funding requirements will depend on many factors, including timing and results of our ongoing development efforts, including our current ReMEDy2 trial and the rate of site activation and participant enrollment in the study, our planned Phase 2 PE trial, the potential expansion of our current development programs, the effects of ongoing site staffing shortages and other factors on our clinical trials and our operating expenses. We may require or otherwise seek significant additional funds earlier than we currently expect. We may elect to raise additional funds even before we need them if market conditions for raising additional capital are favorable.

 

Components of Our Results of Operations

 

Research and Development Expenses

 

R&D costs include expenses incurred in the conduct of human clinical trials such as fees paid to external service providers including contract research organizations; clinical support services; clinical development including clinical site costs; outside nursing services; and laboratory testing. R&D costs also include non-clinical research studies; fees paid to contract manufacturing and development organizations and outside laboratories for the development of DM199 and related manufacturing processes; costs to produce sufficient amounts of the DM199 compound for use in our clinical studies; consulting resources with specialized expertise related to execution of our development plan for our DM199 product candidate; and personnel costs, including salaries, benefits and share-based compensation.

 

At this time, due to the risks inherent in the clinical development process and the clinical stage of our product development programs, we are unable to estimate with any certainty the costs we will incur in developing DM199 through marketing approval or any of our preclinical development programs. The process of conducting clinical studies necessary to obtain regulatory approval and manufacturing scale-up to support expanded development and potential future commercialization is costly and time consuming. Any failure by us or delay in completing clinical studies, manufacturing scale-up or in obtaining regulatory approvals could lead to increased R&D expenses and, in turn, have a material adverse effect on our results of operations.

 

We expect that our R&D expenses will increase in the future relative to recent prior periods if we are successful in advancing DM199, or any of our preclinical programs, through the required stages of clinical development. The process of conducting clinical trials necessary to obtain regulatory approval and manufacturing scale-up to support expanded development and potential future commercialization is costly and time consuming.

 

General and Administrative Expenses

 

G&A expenses consist primarily of salaries, employee benefits, share-based compensation and other personnel costs related to our executive, finance, business development and support functions. G&A expenses also include insurance, including directors and officers liability coverage, rent and utilities, travel expenses, patent costs, and professional fees, including for auditing, tax and legal services.

 

Other Income, Net

 

Other income, net consists primarily of interest income earned on marketable securities.

 

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Results of Operations

 

Comparison of the Three and Six Months Ended June 30, 2024 and 2023

 

The following table summarizes our unaudited results of operations for the three and six months ended June 30, 2024 and 2023 (in thousands):

 

   

Three Months Ended June 30,

   

Six Months Ended June 30,

 
   

2024

   

2023

   

2024

   

2023

 

Research and development expenses

  $ 3,928     $ 2,543     $ 7,604     $ 6,161  

General and administrative expenses

    1,710       2,198       3,775       4,101  

Other income, net

    (526 )     (271 )     (1,123 )     (527 )

 

Research and Development Expenses

 

R&D expenses increased to $3.9 million for the three months ended June 30, 2024, up from $2.5 million for the three months ended June 30, 2023. R&D expenses increased to $7.6 million for the six months ended June 30, 2024, up from $6.2 million for the six months ended June 30, 2023. These increases related to the continuation of our ReMEDy2 clinical trial and increased staffing costs driven by the expansion of our clinical team. These increases were partially offset by cost reductions related to clinical trial work completed in 2023, our Phase 1C and REDUX trials, and the completion in 2023 of in-use study work performed to address the clinical hold on our ReMEDy2 trial. We expect our R&D expenses to increase moderately relative to recent prior periods as we globally expand the ReMEDy2 trial and site activations and participant enrollments continue.

 

General and Administrative Expenses

 

G&A expenses were $1.7 million for the three months ended June 30, 2024, down from $2.2 million for the three months ended June 30, 2023. G&A expenses were $3.8 million for the six months ended June 30, 2024, down from $4.1 million for the six months ended June 30, 2023. These decreases resulted from the combination of a reduction in the cost of directors and officers liability insurance premiums and decreased legal fees incurred in connection with our lawsuit against PRA Netherlands partially offset by increased personnel costs, incurred in conjunction with expanding our team and increased non-cash share-based compensation costs. We expect G&A expenses to remain steady as compared to prior periods.

 

Other Income, Net

 

Other income, net was $526 thousand and $1.1 million for the three and six months ended June 30, 2024, respectively, compared to $271 thousand and $527 thousand for the three and six months ended June 30, 2023, respectively. These increases were driven by increased interest income recognized during the current year periods related to higher marketable securities balances during the current year periods as compared to the same periods in the prior year.

 

Liquidity and Capital Resources

 

The following tables summarize our liquidity and capital resources as of June 30, 2024 and December 31, 2023, and our cash flows for each of the six month periods ended June 30, 2024 and 2023, and are intended to supplement the more detailed discussion that follows (in thousands):

 

   

June 30, 2024

   

December 31, 2023

 

Cash, cash equivalents and marketable securities

  $ 54,055     $ 52,895  

Total assets

    56,791       54,160  

Total current liabilities

    3,088       2,786  

Total shareholders’ equity

    53,415       51,057  

Working capital

    51,926       50,889  

 

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Six Months Ended June 30,

 
   

2024

   

2023

 

Cash Flow Data

               

Cash flow provided by (used in):

               

Operating activities

  $ (11,172 )   $ (10,119 )

Investing activities

    8,944       (25,619 )

Financing activities

    11,751       36,849  

Net increase in cash

  $ 9,523     $ 1,111  

 

Working Capital

 

We had aggregate cash, cash equivalents and marketable securities of $54.1 million, current liabilities of $3.1 million and working capital of $51.9 million as of June 30, 2024, compared to aggregate cash, cash equivalents and marketable securities of $52.9 million, $2.8 million in current liabilities and $50.9 million in working capital as of December 31, 2023. The increases in our combined cash, cash equivalents and marketable securities and in our working capital are due to the net proceeds received from our recent private placement.

 

Cash Flows

 

Operating Activities

 

Net cash used in operating activities was $11.2 million for the six months ended June 30, 2024 compared to $10.1 million for the six months ended June 30, 2023. The increase in cash used in operating activities was driven primarily by the advance of deposit funds to vendors supporting our ReMEDy2 clinical trial during the current year period.

 

Investing Activities

 

Investing activities consist primarily of purchases and maturities of marketable securities. Net cash provided by investing activities was $8.9 million for the six months ended June 30, 2024 compared to net cash used in investing activities of $25.6 million for the six months ended June 30, 2023. This change resulted primarily from the timing of maturities and investments in marketable securities.

 

Financing Activities

 

Net cash provided by financing activities was $11.7 million and $36.8 million for the six months ended June 30, 2024 and 2023, respectively, comprised primarily of net proceeds from the sale of common shares in private placement offerings in each period.

 

Capital Requirements

 

Since our inception, we have incurred losses while advancing the R&D of our DM199 product candidate. We have not generated any revenues from product sales and do not expect to do so for at least three to four years. We do not know when or if, we will generate any revenues from product sales or out-licensing of our DM199 product candidate or any future product candidate. We do not expect to generate any revenue from product sales unless and until we obtain required regulatory approvals. We expect to continue to incur substantial operating losses until such time as any future product sales, licensing fees, milestone payments and/or royalty payments are sufficient to generate revenues to fund our continuing operations. We expect our operating losses to increase as compared to prior periods as we continue the research, development and clinical studies of, and seek regulatory approval for, our DM199 product candidate, including, in particular, the continuation and global expansion of our ReMEDy2 trial. In the long-term, subject to obtaining regulatory approval of our DM199 product candidate, or any future product candidate, and in the absence of the assistance of a strategic partner, we expect to incur significant commercialization expenses for product sales, marketing, manufacturing and distribution.

 

Accordingly, and notwithstanding the completion of our June 2024 private placement in which we received net proceeds of $11.7 million, we expect we will need substantial additional capital to further our R&D activities, current and anticipated future clinical studies, regulatory activities and otherwise develop our product candidate, DM199, or any future product candidate, to a point where the product candidate may be out-licensed or commercially sold. Although we are striving to achieve these plans, there is no assurance that these and other strategies will be achieved or that additional funding will be obtained on favorable terms or at all. We expect our rate of future negative cash flow per month will vary depending on our clinical activities and the timing of expenses incurred and will increase relative to recent prior periods as we continue and globally expand our ReMEDy2 trial and our planned Phase 2 PE trial is conducted. We expect our current cash resources will be sufficient to continue our ReMEDy2 trial, our planned Phase 2 PE trial and otherwise fund our planned operations for at least the next twelve months from the date of issuance of the condensed consolidated financial statements included in this report. The amount and timing of our future funding requirements will depend on many factors, including timing and results of our ongoing development efforts, including our current ReMEDy2 trial and the rate of site activation and participant enrollment in the study, our planned Phase 2 PE trial, the potential expansion of our current development programs, the effects of ongoing site staffing shortages and other factors on our clinical trials and our operating expenses. We may require significant additional funds earlier than we currently expect and there is no assurance that we will not need or seek additional funding prior to such time, especially if market conditions for raising additional capital are favorable.

 

18

 

Historically, we have financed our operations primarily from sales of equity securities and the exercise of warrants and stock options, and we expect to continue this practice for the foreseeable future. We do not have any existing credit facilities under which we could borrow funds. We may seek to raise additional funds through various sources, such as equity or debt financings, or through strategic collaborations and license agreements. We can give no assurances that we will be able to secure additional sources of funds to support our operations, or if such funds are available to us, that such additional financing will be sufficient to meet our needs or on terms acceptable to us. This is particularly true if our clinical data is not positive or economic and market conditions deteriorate.

 

To the extent we raise additional capital through the sale of equity or convertible debt securities, the ownership interests of our shareholders will be diluted. Debt financing, if available, may involve agreements that include conversion discounts, pledging our intellectual property as collateral or covenants limiting or restricting our ability to take specific actions, such as incurring additional debt or making capital expenditures. If we raise additional funds through government or other third-party funding, marketing and distribution arrangements or other collaborations, or strategic alliances or licensing arrangements with third parties, we may have to relinquish valuable rights to our technologies, future revenue streams, research programs or product candidates or grant licenses on terms that may not be favorable to us. The availability of financing will be affected by our clinical data and other results of scientific and clinical research; the ability to attain regulatory approvals and other regulatory actions; market acceptance of our product candidates; the state of the capital markets generally with particular reference to pharmaceutical, biotechnology and medical companies; the status of strategic alliance agreements; and other relevant commercial considerations.

 

If adequate funding is not available when needed, we may be required to scale back our operations by taking actions that may include, among other things, implementing cost reduction strategies, such as reducing use of outside professional service providers, reducing the number of our employees or employee compensation, modifying or delaying the development of our DM199 product candidate; licensing to third parties the rights to commercialize our DM199 product candidate for AIS, PE or other indications that we would otherwise seek to pursue, or otherwise relinquishing significant rights to our technologies, future revenue streams, research programs or product candidates or granting licenses on terms that may not be favorable to us; and/or divesting assets or ceasing operations through a merger, sale, or liquidation of our company.

 

Critical Accounting Policies and Estimates

 

There have been no material changes to our critical accounting policies and estimates from the information provided in “Part II. Item 7, Managements Discussion and Analysis of Financial Condition and Results of OperationsCritical Accounting Policies,” included in our annual report on Form 10-K for the fiscal year ended December 31, 2023.

 

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ITEM 3         QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

As a smaller reporting company, we are not required to provide disclosure pursuant to this item.

 

ITEM 4         CONTROLS AND PROCEDURES

 

Evaluation of Disclosure Controls and Procedures

 

We maintain disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the United States Securities Exchange Act of 1934, as amended (Exchange Act)) that are designed to provide reasonable assurance that information required to be disclosed by us in the reports we file or submit under the Exchange Act, is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms and that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Our management evaluated, with the participation of our Chief Executive Officer and Chief Financial Officer, the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered in this report. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of the end of such period to provide reasonable assurance that information required to be disclosed in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

 

Changes in Internal Control over Financial Reporting

 

There was no change in our internal control over financial reporting that occurred during the three months ended June 30, 2024 that has materially affected or is reasonably likely to materially affect our internal control over financial reporting.

 

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PART II         OTHER INFORMATION

 

ITEM 1.         LEGAL PROCEEDINGS

 

Litigation with Pharmaceutical Research Associates Group B.V., acquired by ICON plc as of July 1, 2021, (ICON/PRA Netherlands)

 

On November 23, 2022, we filed a petition requesting leave for a prejudgment attachment of all relevant documents in possession of Pharmaceutical Research Associates Group B.V., acquired by ICON plc as of July 1, 2021, (ICON/PRA Netherlands), which was granted on November 28, 2022, by the District Court of Northern Netherlands. A representative of the District Court served ICON/PRA Netherlands with the prejudgment attachment on or about December 7 and 8, 2022. The case was formally introduced to the Netherlands Commercial Court (NCC) on December 28, 2022 and a hearing by the NCC to determine whether we are entitled to take possession of the records seized was scheduled and held on March 16, 2023.

 

On April 21, 2023, the NCC issued a judgement affirming our ownership of the physical documents, including 51 hardcopy folders and certain digital files, related to the clinical studies performed by ICON/PRA Netherlands and seized by the Dutch courts in December 2022. The NCC further ordered ICON/PRA Netherlands to allow and tolerate the surrender of the documents, including digital and source data. Additionally, the NCC found that we are not in breach of any obligation under the clinical study agreement and ICON/PRA Netherlands had no basis to suspend the fulfillment of its obligations under the clinical study agreement to provide us all clinical data and access to perform an audit of the study. On June 15, 2023, ICON/PRA Netherlands filed an appeal of this decision and requested a hearing with the NCC, which has been scheduled for September 23, 2024.

 

The hearing addressing our claims for damages was conducted on December 7, 2023. On February 7, 2024, the NCC issued a judgement in which they found that, although all data related to the study is the rightful property of DiaMedica, they found that there was an insufficient causal link between ICON/PRA Netherlands withholding study data and the damages claimed by us. We have notified the NCC and ICON/PRA Netherlands of our intent to appeal this decision. The NCC has issued a decision to consolidate both appeals and evaluate them concurrently at a single hearing currently scheduled for March 2025.

 

From time to time, we may be subject to other various ongoing or threatened legal actions and proceedings, including those that arise in the ordinary course of business, which may include employment matters and breach of contract disputes. Such matters are subject to many uncertainties and to outcomes that are not predictable with assurance and that may not be known for extended periods of time. Other than the ICON/PRA Netherlands matter noted above, we are not currently engaged in or aware of any threatened legal actions.

 

ITEM 1A.         RISK FACTORS

 

Although Item 1A. is inapplicable to us as a smaller reporting company, we hereby disclose the following new risk factor in addition to those disclosed in our annual report on Form 10-K for the fiscal year ended December 31, 2023:

 

Our intended expansion of our DM199 clinical development program into PE involves certain risks related to timing, regulatory approvals, costs and enrollment. Furthermore, because the proof-of-concept clinical trial will be investigator sponsored, we will have less control over the clinical trial and may face additional risks. Any such risks could adversely impact our business and results of operations.

 

On June 26, 2024, we announced our plans to expand our DM199 clinical development program into PE. Pending required regulatory and other approvals, we intend to financially support the conduct a Phase 2 open-label, single center, single-arm, safety and pharmacodynamic, proof-of-concept, investigator-sponsored study of DM199 for the treatment of PE at the Tygerberg Hospital, Cape Town, South Africa. We anticipate that up to 90 women with PE and potentially an additional 30 subjects with fetal growth restriction will be evaluated, with the first subject anticipated to be enrolled in the fourth quarter of 2024. Part 1A topline study results are intended to demonstrate initial proof-of-concept results including whether DM199 is safe, lowers blood pressure, and dilates intrauterine arteries to increase placental blood flow and are expected in the first half of 2025. We currently anticipate this Phase 2 trial to cost us approximately $1.5 million.

 

Our plans to expand our DM199 clinical development program into PE may not occur on the anticipated timeline or at all, and we may not receive the required regulatory approvals on the anticipated timeline or at all. In addition, the Phase 2 trial may cost us more than we anticipate. Additionally, because the trial will be investigator-sponsored, we will have less control over the timing and costs of these studies and the ability to recruit trial subjects than if we conducted these trials with our own personnel. There is no guarantee that our physician collaborators will devote adequate time and resources to perform this study and/or maintain adequate clinical trial information regarding our product candidate. If these third parties fail to meet expected deadlines, fail to transfer to us any regulatory information in a timely manner, fail to adhere to the study protocol or fail to act in accordance with regulatory requirements or our agreement with them, or if they otherwise perform in a substandard manner or in a way that compromises the quality or accuracy of their activities or the data they obtain, then our current or future clinical trials may be extended or delayed with additional costs incurred, or our data may be rejected by applicable regulatory agencies. Any of these risks could adversely impact our business, results of operations and financial position, including our ability to raise additional financing, if and when needed.

 

21

 

Our drug candidate, DM199, is in clinical development in two areas, AIS and PE. Data from our new PE clinical trial may adversely affect our ReMEDy2 clinical trial, which could adversely impact our business and results of operations.

 

We anticipate Part IA topline study results for our PE clinical trial in the first half of 2025. Part 1A topline study results are intended to demonstrate whether DM199 is safe for PE patients, lowers blood pressure and/or dilates intrauterine arteries to increase placental blood flow. The results from Part IA of the study may not be consistent with the safety results from our prior ReMEDy1 trial or certain efficacy results note therein. If these results are inconsistent, inaccurate, incomplete or otherwise demonstrate that DM199 is not safe, does not lower blood pressure or dilate intrauterine arteries, our ReMEDy2 clinical trial may be adversely affected. Should this occur, we may be required to repeat clinical or non-clinical studies, our clinical development plans may be significantly delayed, and we may incur additional costs, which could adversely impact our business, results of operations and financial position. Adverse results from the Part IA topline study also could adversely affect our ability to raise additional funding, if and when needed.

 

ITEM 2.         UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

 

We did not sell any unregistered equity securities of our Company during the quarter ended June 30, 2024, other than a private placement of 4,720,000 common shares to accredited investors as previously disclosed in a Current Report on Form 8-K filed by the Company with the SEC on June 26, 2024. The offer and sale of the common shares were exempt from registration under Section 4(a)(2) of the United States Securities Act of 1933, as amended (the “Securities Act”), and Rule 506 of Regulation D as promulgated thereunder. The sale of these shares did not involve a public offering and was made without general solicitation or general advertising. As part of the offering and sale, each purchaser represented that such purchaser was an accredited investor, as such term is defined in Rule 501(a) of Regulation D under the Securities Act, and was acquiring the common shares for investment purposes only and not with a view to any resale, distribution or other disposition of the common shares in violation of the United States federal securities laws.

 

ITEM 3.         DEFAULTS UPON SENIOR SECURITIES

 

Not applicable.

 

ITEM 4.         MINE SAFETY DISCLOSURES

 

Not applicable.

 

 

ITEM 5.         OTHER INFORMATION

 

Rule 10b5-1 Plan and Non-Rule 10b5-1 Trading Arrangement Adoptions, Terminations, and Modifications

 

During the three months ended June 30, 2024, none of our directors or “officers” (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of SEC Regulation S-K.

 

22

  

 

ITEM 6.         EXHIBITS

 

The following exhibits are being filed or furnished with this quarterly report on Form 10-Q:

 

Exhibit

No.

 

Description

 

Manner of Filing

3.1

 

Notice of Articles of DiaMedica Therapeutics Inc. dated May 31, 2019

 

Incorporated by reference to Exhibit 3.1 to DiaMedica’s Current Report on Form 8-K as filed with the Securities and Exchange Commission on June 4, 2019 (File No. 001-36291)

3.2

 

Amended and Restated Articles of DiaMedica Therapeutics Inc. Effective May 17, 2023

 

Incorporated by reference to Exhibit 3.1 to DiaMedica’s Current Report on Form 8-K as filed with the Securities and Exchange Commission on May 18, 2023 (File No. 001-36291)

4.1

 

Registration Rights Agreement dated as of June 28, 2024 among DiaMedica Therapeutics Inc. and the Purchasers Party Thereto

 

Incorporated by reference to Exhibit 4.4 to DiaMedica’s Registration Statement on Form S-3 as filed with the Securities and Exchange Commission on July 10, 2024 (File No. 333-280744)

10.1

 

Form of Securities Purchase Agreement dated as of June 25, 2024 by and among DiaMedica Therapeutics Inc. and the Purchasers Party Thereto

 

Incorporated by reference to Exhibit 10.1 to DiaMedica’s Current Report on Form 8-K filed with the Securities and Exchange Commission on June 25, 2024 (File No. 001-36291)

10.2

 

DiaMedica Therapeutics Inc. Amended and Restated Omnibus Incentive Plan (Effective May 22, 2024)

 

Incorporated by reference to Exhibit 10.1 to DiaMedica’s Current Report on Form 8-K filed with the Securities and Exchange Commission on May 23, 2024 (File No. 001-36291)

31.1

 

Certification of Chief Executive Officer Pursuant to Exchange Act Rules 13a-14(a)/15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

 

Filed herewith

31.2

 

Certification of Chief Financial Officer Pursuant to Exchange Act Rules 13a-14(a)/15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

 

Filed herewith

32.1

 

Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 

Furnished herewith

32.2

 

Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 

Furnished herewith

101

 

Financial statements from the quarterly report on Form 10-Q of DiaMedica Therapeutics Inc. for the three and six months ended June 30, 2024, formatted in Inline XBRL: (i) the Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements of Operations and Comprehensive Loss, (iii) Condensed Consolidated Statements of Shareholders’ Equity, (iv) Condensed Consolidated Statements of Cash Flows, and (v) Notes to the Condensed Consolidated Financial Statements.

 

Filed herewith

104

 

Cover Page Interactive Data File

 

Embedded within the Inline XBRL document

 

23

 

 

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 thereunto duly authorized.

 

 

 

DIAMEDICA THERAPEUTICS INC.

   

Date: August 7, 2024

/s/ Rick Pauls

 

Rick Pauls

 

President and Chief Executive Officer

 

(Principal Executive Officer)

   

Date: August 7, 2024

/s/ Scott Kellen

 

Scott Kellen

 

Chief Financial Officer

 

(Principal Financial Officer and Principal Accounting Officer)

 

 

 

24

 

Exhibit 31.1

 

CERTIFICATION PURSUANT TO RULE 13a-14(a) OR 15d-14(a) UNDER THE SECURITIES

EXCHANGE ACT OF 1934, AS AMENDED, AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

 

I, Rick Pauls, certify that:

 

1.

I have reviewed this Quarterly Report on Form 10-Q of DiaMedica Therapeutics Inc.;

 

 

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

 

3.

Based on my knowledge, the financial statements and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

 

4.

The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

 

a.

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

   

 

 

b.

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

   

 

 

c.

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

   

 

 

d.

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5.

The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

 

a.

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

   

 

 

b.

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Dated: August 7, 2024

/s/ Rick Pauls

 

Rick Pauls

 

President and Chief Executive Officer

 

(Principal Executive Officer)

 

 

 

Exhibit 31.2

 

CERTIFICATION PURSUANT TO RULE 13a-14(a) OR 15d-14(a) UNDER THE SECURITIES

EXCHANGE ACT OF 1934, AS AMENDED, AS ADOPTED PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

 

I, Scott Kellen, certify that:

 

1.

I have reviewed this Quarterly Report on Form 10-Q of DiaMedica Therapeutics Inc.;

 

 

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

 

3.

Based on my knowledge, the financial statements and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

 

4.

The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

 

a.

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

   

 

 

b.

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

   

 

 

c.

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

   

 

 

d.

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5.

The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

 

a.

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

 

b.

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Dated: August 7, 2024

/s/ Scott Kellen

 

Scott Kellen

 

Chief Financial Officer

 

(Principal Financial Officer)

 

 

 

 

 

Exhibit 32.1

 

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

I, Rick Pauls, hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

 

(1)

 

the Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2024 of DiaMedica Therapeutics Inc. (the Report) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

     

(2)

 

the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of DiaMedica Therapeutics Inc.

 

Dated: August 7, 2024

 

 

/s/ Rick Pauls

 

Rick Pauls

 

President and Chief Executive Officer

 

(Principal Executive Officer)

 

 

 

 

 

Exhibit 32.2

 

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

I, Scott Kellen, hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

 

(1)

 

the Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2024 of DiaMedica Therapeutics Inc. (the Report) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

     

(2)

 

the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of DiaMedica Therapeutics Inc.

 

Dated: August 7, 2024

 

 

 

/s/ Scott Kellen

 

Scott Kellen

 

Chief Financial Officer

 

(Principal Financial Officer)

 

 

 
v3.24.2.u1
Document And Entity Information - shares
6 Months Ended
Jun. 30, 2024
Aug. 05, 2024
Document Information [Line Items]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Jun. 30, 2024  
Document Transition Report false  
Entity File Number 001-36291  
Entity Registrant Name DIAMEDICA THERAPEUTICS INC.  
Entity Incorporation, State or Country Code A1  
Entity Address, Address Line One 301 Carlson Parkway, Suite 210  
Entity Address, City or Town Minneapolis  
Entity Address, State or Province MN  
Entity Address, Postal Zip Code 55305  
City Area Code 763  
Local Phone Number 496-5454  
Title of 12(b) Security Voting common shares, no par value per share  
Trading Symbol DMAC  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding (in shares)   42,747,832
Entity Central Index Key 0001401040  
Current Fiscal Year End Date --12-31  
Document Fiscal Year Focus 2024  
Document Fiscal Period Focus Q2  
Amendment Flag false  
v3.24.2.u1
Condensed Consolidated Balance Sheets (Unaudited) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Current assets:    
Cash and cash equivalents $ 14,066 $ 4,543
Marketable securities 39,989 48,352
Prepaid expenses and other assets 568 411
Amounts receivable 391 369
Total current assets 55,014 53,675
Non-current assets:    
Deposits 1,308 0
Operating lease right-of-use asset, net 317 354
Property and equipment, net 152 131
Total non-current assets 1,777 485
Total assets 56,791 54,160
Current liabilities:    
Accounts payable 759 926
Accrued liabilities 2,229 1,777
Operating lease obligation 85 80
Finance lease obligation 15 3
Total current liabilities 3,088 2,786
Non-current liabilities:    
Operating lease obligation 272 316
Finance lease obligation 16 1
Total non-current liabilities 288 317
Shareholders’ equity:    
Common shares, no par value; unlimited authorized; 42,692,582 and 37,958,000 shares issued and outstanding as of June 30, 2024 and December 31, 2023, respectively 0 0
Paid-in capital 179,294 166,609
Accumulated other comprehensive income (loss) (51) 6
Accumulated deficit (125,828) (115,558)
Total shareholders’ equity 53,415 51,057
Total liabilities and shareholders’ equity $ 56,791 $ 54,160
v3.24.2.u1
Condensed Consolidated Balance Sheets (Unaudited) (Parentheticals) - $ / shares
$ / shares in Thousands
6 Months Ended 12 Months Ended
Jun. 30, 2024
Dec. 31, 2023
Common shares, par value (in dollars per share) $ 0 $ 0
Common Stock, Shares Authorized, Unlimited [Fixed List] Unlimited Unlimited
Common Stock, Shares, Outstanding (in shares) 42,692,582 37,958,000
Common shares, issued (in shares) 42,692,582 37,958,000
v3.24.2.u1
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Operating expenses:        
Research and development $ 3,928 $ 2,543 $ 7,604 $ 6,161
General and administrative 1,710 2,198 3,775 4,101
Operating loss (5,638) (4,741) (11,379) (10,262)
Other income, net 526 271 1,123 527
Loss before income tax expense (5,112) (4,470) (10,256) (9,735)
Income tax expense (7) (7) (14) (14)
Net loss (5,119) (4,477) (10,270) (9,749)
Other comprehensive (loss) gain        
Unrealized gain (loss) on marketable securities (12) (34) (57) 11
Net loss and comprehensive loss $ (5,131) $ (4,511) $ (10,327) $ (9,738)
Basic and diluted net loss per share (in dollars per share) $ (0.13) $ (0.16) $ (0.27) $ (0.36)
Weighted average shares outstanding – basic and diluted (in shares) 38,068,378 27,312,008 38,013,189 26,882,858
v3.24.2.u1
Condensed Consolidated Statements of Shareholders' Equity (Unaudited) - USD ($)
$ in Thousands
Common Stock [Member]
Additional Paid-in Capital [Member]
AOCI Attributable to Parent [Member]
Retained Earnings [Member]
Total
Balances (in shares) at Dec. 31, 2022 26,443,067        
Balances at Dec. 31, 2022   $ 128,078 $ (74) $ (96,177) $ 31,827
Issuance of common shares upon the vesting and settlement of restricted stock units (in shares) 4,289        
Issuance of common shares upon the vesting and settlement of restricted stock units   0 0 0 0
Share-based compensation expense   422 0 0 422
Unrealized loss on marketable securities   0 45 0 45
Net loss   0 0 (5,272) (5,272)
Issuance of common shares in settlement of deferred stock units (in shares) 17,621        
Balances (in shares) at Mar. 31, 2023 26,464,977        
Balances at Mar. 31, 2023   128,500 (29) (101,449) 27,022
Balances (in shares) at Dec. 31, 2022 26,443,067        
Balances at Dec. 31, 2022   128,078 (74) (96,177) 31,827
Unrealized loss on marketable securities         11
Net loss         $ (9,749)
Issuance of common shares in settlement of deferred stock units (in shares)         17,621
Balances (in shares) at Jun. 30, 2023 37,949,422        
Balances at Jun. 30, 2023   165,732 (63) (105,926) $ 59,743
Balances (in shares) at Mar. 31, 2023 26,464,977        
Balances at Mar. 31, 2023   128,500 (29) (101,449) 27,022
Issuance of common shares upon the vesting and settlement of restricted stock units (in shares) 4,289        
Issuance of common shares upon the vesting and settlement of restricted stock units   0 0 0 0
Share-based compensation expense   380 0 0 380
Unrealized loss on marketable securities   0 (34) 0 (34)
Net loss   0 0 (4,477) (4,477)
Issuance of common shares net of offering costs (in shares) 11,480,156        
Issuance of common shares net of offering costs   36,852 0 0 36,852
Balances (in shares) at Jun. 30, 2023 37,949,422        
Balances at Jun. 30, 2023   165,732 (63) (105,926) 59,743
Balances (in shares) at Dec. 31, 2023 37,958,000        
Balances at Dec. 31, 2023   166,609 6 (115,558) 51,057
Issuance of common shares upon the vesting and settlement of restricted stock units (in shares) 5,916        
Issuance of common shares upon the vesting and settlement of restricted stock units   0 0 0 0
Share-based compensation expense $ 0 488 0 0 488
Unrealized loss on marketable securities   0 (45) 0 (45)
Net loss   0 0 (5,151) (5,151)
Balances (in shares) at Mar. 31, 2024 37,963,916        
Balances at Mar. 31, 2024   167,097 (39) (120,709) 46,349
Balances (in shares) at Dec. 31, 2023 37,958,000        
Balances at Dec. 31, 2023   166,609 6 (115,558) 51,057
Unrealized loss on marketable securities         (57)
Net loss         $ (10,270)
Issuance of common shares upon the exercise of common stock options (in shares)         2,750
Balances (in shares) at Jun. 30, 2024 42,692,582        
Balances at Jun. 30, 2024   179,294 (51) (125,828) $ 53,415
Balances (in shares) at Mar. 31, 2024 37,963,916        
Balances at Mar. 31, 2024   167,097 (39) (120,709) 46,349
Issuance of common shares upon the vesting and settlement of restricted stock units (in shares) 5,916        
Issuance of common shares upon the vesting and settlement of restricted stock units   0 0 0 0
Share-based compensation expense   443 0 0 443
Unrealized loss on marketable securities   0 (12) 0 (12)
Net loss   0 0 (5,119) (5,119)
Issuance of common shares net of offering costs (in shares) 4,720,000        
Issuance of common shares net of offering costs   11,747 0 0 11,747
Issuance of common shares upon the exercise of common stock options (in shares) 2,750        
Issuance of common shares upon the exercise of common stock options   7 0 0 7
Balances (in shares) at Jun. 30, 2024 42,692,582        
Balances at Jun. 30, 2024   $ 179,294 $ (51) $ (125,828) $ 53,415
v3.24.2.u1
Condensed Consolidated Statements of Shareholders' Equity (Unaudited) (Parentheticals) - USD ($)
$ in Millions
3 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs $ 0.1 $ 1.4
v3.24.2.u1
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)
$ in Thousands
6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Cash flows from operating activities:    
Net loss $ (10,270) $ (9,749)
Adjustments to reconcile net loss to net cash used in operating activities:    
Share-based compensation 931 802
Amortization of discount on marketable securities (648) (432)
Non-cash lease expense 37 34
Depreciation 18 14
Changes in operating assets and liabilities:    
Amounts receivable (22) (106)
Prepaid expenses and other assets (156) (424)
Deposits (1,308) 0
Accounts payable (167) 122
Accrued liabilities 413 (380)
Net cash used in operating activities (11,172) (10,119)
Cash flows from investing activities:    
Purchase of marketable securities (18,047) (52,743)
Maturities of marketable securities 27,000 27,135
Purchases of property and equipment (9) (11)
Net cash provided by (used in) investing activities 8,944 (25,619)
Cash flows from financing activities:    
Proceeds from issuance of common shares, net of offering costs 11,747 36,852
Proceed from the exercise of common stock options 7 0
Principal payments on finance lease obligation (3) (3)
Net cash provided by financing activities 11,751 36,849
Net increase in cash and cash equivalents 9,523 1,111
Cash and cash equivalents at beginning of period 4,543 4,728
Cash and cash equivalents at end of period 14,066 5,839
Supplemental disclosure of non-cash transactions:    
Assets acquired under financing lease 30 0
Cash paid for income taxes $ 14 $ 20
v3.24.2.u1
Note 1 - Business
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Business Description and Basis of Presentation [Text Block]

1.         Business

 

DiaMedica Therapeutics Inc. and its wholly owned subsidiaries, DiaMedica USA Inc. and DiaMedica Australia Pty Ltd. (collectively, we, us, our, DiaMedica and the Company), exist for the primary purpose of advancing the clinical and commercial development of our proprietary recombinant KLK1 protein called DM199, for the treatment of neurological and cardio-renal diseases. Currently, our primary focus is on developing DM199, a recombinant form of the human tissue kallikrein-1 (KLK1) protein, for the treatment of acute ischemic stroke (AIS) and preeclampsia (PE). Our parent company is governed under British Columbia’s Business Corporations Act, and our common shares are publicly traded on The Nasdaq Capital Market under the symbol “DMAC.”

v3.24.2.u1
Note 2 - Risks and Uncertainties
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Risks and Uncertainties [Text Block]

2.         Risks and Uncertainties

 

DiaMedica operates in a highly regulated and competitive environment. The development, manufacturing and marketing of pharmaceutical products require approval from, and are subject to ongoing oversight by, the United States Food and Drug Administration (FDA) in the United States, the European Medicines Agency (EMA) in the European Union and comparable agencies in other countries. We are in the clinical stage of development of our initial product candidate, DM199, for the treatment of AIS and PE. We have not completed the development of any product candidate and do not generate any revenues from the commercial sale of any product candidate. DM199 requires significant additional clinical testing and investment prior to seeking marketing approval and is not expected to be commercially available for at least three years, if at all.

 

Prior to the clinical hold of our ReMEDy2 trial, announced in July 2022 and fully lifted in June 2023, we had experienced and are now continuing to experience slower than expected site activations and enrollment in our ReMEDy2 trial. We believe these conditions may be due to hospital and medical facility staffing shortages; concerns regarding the prior clinically significant hypotension events and circumstances surrounding the previous clinical hold; concerns managing logistics and protocol compliance for participants discharged from the hospital to another hospital or an intermediate care facility; our revised inclusion/exclusion criteria in the study protocol; and competition for research staff and trial subjects due to other pending stroke and neurological trials. We continue to reach out to current and potential study sites to understand the specific issues at each study site. In an effort to mitigate the impact of these factors, we made the decision to globally expand the trial and we are in the process of preparing regulatory submissions and identifying and engaging study sites in Canada, Australia and Europe. We continue to work closely with our contract research organization and other advisors to develop procedures to support both U.S. and global study sites and potential participants as needed. We intend to continue to monitor the results of these efforts and, if necessary, implement additional actions to mitigate the impact of these factors on our ReMEDy2 trial; however, no assurances can be provided as to if and when these issues will resolve. The failure to resolve these issues will result in delays in our ReMEDy2 trial.

 

On June 26, 2024, we announced our plans to expand our DM199 clinical development program into PE. Pending required regulatory approval, we intend to financially support the conduct of a Phase 2 open-label, single center, single-arm, safety and pharmacodynamic, proof-of-concept, investigator-sponsored study of DM199 for the treatment of PE at the Tygerberg Hospital, Cape Town, South Africa. Up to 90 women with PE and potentially an additional 30 subjects with fetal growth restriction may be evaluated, with the first subject anticipated to be enrolled in the fourth quarter of 2024. Part 1A topline study results are intended to demonstrate initial proof-of-concept results including whether DM199 is safe, lowers blood pressure, and dilates intrauterine arteries to increase placental blood flow and are expected in the first half of 2025. We currently anticipate this Phase 2 trial to cost us approximately $1.5 million.

 

Our future success is dependent upon the success of our development efforts, our ability to demonstrate clinical progress for our DM199 product candidate in the United States or other markets, our ability, or the ability of any future partner, to obtain required governmental approvals of our product candidate, our ability to license or market and sell our DM199 product candidate and our ability to obtain additional financing to fund these efforts.

 

As of June 30, 2024, we have incurred losses of $125.8 million since our inception in 2000. For the six months ended June 30, 2024, we incurred a net loss of $10.3 million and negative cash flows from operating activities of $11.2 million. We expect to continue to incur operating losses until such time as any future product sales, licensing fees, milestone payments and/or royalty payments generate revenue sufficient to fund our continuing operations. For the foreseeable future, we expect to incur significant operating losses as we continue the development and clinical study of, and to seek regulatory approval for, our DM199 product candidate. As of June 30, 2024, we had combined cash, cash equivalents and marketable securities of $54.1 million, working capital of $51.9 million and shareholders’ equity of $53.4 million.

 

 

Our principal source of cash has been net proceeds from the issuance of equity securities. Although we have previously been successful in obtaining financing through equity securities offerings, there is no assurance that we will be able to do so in the future. This is particularly true if our clinical data are not positive or if economic and market conditions deteriorate.

 

Notwithstanding the completion of our recent private placement in which we received aggregate net proceeds of $11.7 million, we expect that we will need substantial additional capital to further our research and development activities, complete the required clinical studies, regulatory activities and manufacturing development for our product candidate, DM199, or any future product candidates, to a point where they may be licensed or commercially sold. We expect our current cash, cash equivalents and marketable securities are sufficient to continue our ReMEDy2 trial, our planned Phase 2 PE trial and otherwise fund our planned operations for at least the next 12 months from the date of issuance of these condensed consolidated financial statements. The amount and timing of our future funding requirements will depend on many factors, including timing and results of our ongoing development efforts, including our current ReMEDy2 trial and the rate of site activation and participant enrollment in the study, our planned Phase 2 PE trial, the potential expansion of our current development programs, the effects of ongoing site staffing shortages and other factors on our clinical trials and our operating expenses. We may require significant additional funds earlier than we currently expect and there is no assurance that we will not need or seek additional funding prior to such time, especially if market conditions for raising capital are favorable.

v3.24.2.u1
Note 3 - Summary of Significant Accounting Policies
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Significant Accounting Policies [Text Block]

3.         Summary of Significant Accounting Policies

 

Interim financial statements

 

We have prepared the accompanying condensed consolidated financial statements in accordance with accounting principles generally accepted in the United States (US GAAP) for interim financial information and with the instructions to Form 10-Q and Regulation S-X of the Securities and Exchange Commission (SEC). Accordingly, they do not include all of the information and footnotes required by US GAAP for complete financial statements. These condensed consolidated financial statements reflect all adjustments consisting of normal recurring accruals which, in the opinion of management, are necessary to present fairly our condensed consolidated financial position, condensed consolidated results of operations, condensed consolidated statement of shareholders’ equity and condensed consolidated cash flows for the periods and as of the dates presented. Our fiscal year ends on December 31. The condensed consolidated balance sheet as of December 31, 2023 was derived from our audited consolidated financial statements. These condensed consolidated financial statements should be read in conjunction with our annual consolidated financial statements and the notes thereto. The nature of our business is such that the results of any interim period may not be indicative of the results to be expected for the entire year.

 

Cash and cash equivalents

 

The Company considers all bank deposits, including money market funds and other investments, purchased with an original maturity to the Company of three months or less, to be cash and cash equivalents. The carrying amount of our cash equivalents approximates fair value due to the short maturity of the investments.

 

Marketable securities

 

The Company’s marketable securities may consist of obligations of the United States government and its agencies, bank certificates of deposit and/or investment grade corporate obligations, which are classified as available-for-sale. Marketable securities which mature within 12 months from their purchase date are included in current assets. Securities are generally valued based on market prices for similar assets using third party certified pricing sources and are carried at fair value. The amortized cost of marketable securities is adjusted for amortization of premiums or accretion of discounts to maturity. Such amortization or accretion is included in interest income. Realized gains and losses, if any, are calculated on the specific identification method. Interest income is included in other income in the condensed consolidated statements of operations.

 

We conduct periodic reviews to identify and evaluate each available-for-sale debt security that is in an unrealized loss position in order to determine whether an other-than-temporary impairment exists. An unrealized loss exists when the current fair value of an individual security is less than its amortized cost basis. Declines in fair value considered to be temporary and caused by noncredit-related factors of the issuer, are recorded in accumulated other comprehensive loss, which is a separate component of shareholders’ equity. Declines in fair value that are other than temporary or caused by credit-related factors of the issuer, are recorded within earnings as an impairment loss. There were no other-than-temporary unrealized losses as of June 30, 2024.

 

 

Fair value measurements

 

Under the authoritative guidance for fair value measurements, fair value is defined as the exit price, or the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. The authoritative guidance also establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs market participants would use in valuing the asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the factors market participants would use in valuing the asset or liability developed based upon the best information available in the circumstances. The categorization of financial assets and financial liabilities within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

 

The hierarchy is broken down into three levels defined as follows:

 

Level 1 Inputs — quoted prices in active markets for identical assets and liabilities

Level 2 Inputs — observable inputs other than quoted prices in active markets for identical assets and liabilities

Level 3 Inputs — unobservable inputs

 

As of June 30, 2024, the Company believes that the carrying amounts of its other financial instruments, including amounts receivable, accounts payable and accrued liabilities, approximate their fair value due to the short-term maturities of these instruments. See Note 4, titled “Marketable Securities” for additional information.

v3.24.2.u1
Note 4 - Marketable Securities
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Investments in Debt and Marketable Equity Securities (and Certain Trading Assets) Disclosure [Text Block]

4.         Marketable Securities

 

The available-for-sale marketable securities are primarily comprised of investments in commercial paper, corporate bonds and government securities and consist of the following, measured at fair value on a recurring basis (in thousands):

 

   

Fair Value Measurements Using Inputs Considered as of:

 
    June 30, 2024    

December 31, 2023

 
   

Total

   

Level 1

   

Level 2

   

Level 3

   

Total

   

Level 1

   

Level 2

   

Level 3

 

Commercial paper and corporate bonds

  $ 22,247     $     $ 22,247     $     $ 21,764     $     $ 21,764     $  

Government securities

    17,742             17,742             26,588             26,588        

Total

  $ 39,989     $     $ 39,989     $     $ 48,352     $     $ 48,352     $  

 

Maturities of individual securities are less than one year, and the amortized cost of all securities approximated fair value as of June 30, 2024 and December 31, 2023. Accrued interest receivable on marketable securities is included in amounts receivable and was $387,000 and $298,000 as of June 30, 2024 and December 31, 2023, respectively.

 

There were no transfers of assets between Level 1 and Level 2 of the fair value measurement hierarchy during the six months ended June 30, 2024.

v3.24.2.u1
Note 5 - Amounts Receivable
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Loans, Notes, Trade and Other Receivables Disclosure [Text Block]

5.         Amounts Receivable

 

Amounts receivable consisted primarily of accrued interest receivable on marketable securities of $387,000 and $298,000 as of June 30, 2024 and December 31, 2023, respectively.

v3.24.2.u1
Note 6 - Deposits
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Deposit Assets [Text Block]

6.         Deposits

 

We periodically advance funds to vendors engaged to support the performance of our clinical trials and related activities. The funds advanced are held, interest free, for varying periods of time and are generally recovered by the Company through application against final study/project invoices or refunded upon completion of services to be provided. Deposits are non-current when their expected recovery is not within the next twelve months.

 

  

v3.24.2.u1
Note 7 - Property and Equipment
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Property, Plant and Equipment Disclosure [Text Block]

7.         Property and Equipment

 

Property and equipment, net, consisted of the following (in thousands):

 

   

June 30, 2024

   

December 31, 2023

 

Furniture and equipment

  $ 128     $ 128  

Computer equipment

    106       87  

Leasehold improvements

    16       16  
      250       231  

Less accumulated depreciation

    (98 )     (100 )

Property and equipment, net

  $ 152     $ 131  

  

v3.24.2.u1
Note 8 - Accrued Liabilities
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Accounts Payable and Accrued Liabilities Disclosure [Text Block]

8.         Accrued Liabilities

 

Accrued liabilities consisted of the following (in thousands):

 

   

June 30, 2024

   

December 31, 2023

 

Clinical trial costs

  $ 903     $ 258  

Research and development services

    688       632  

Compensation

    473       766  

Professional services fees

    155       98  

Other

    10       23  

Total accrued liabilities

  $ 2,229     $ 1,777  

  

v3.24.2.u1
Note 9 - Operating Lease
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Lessee, Operating Leases [Text Block]

9.         Operating Lease

 

Office lease

 

Our operating lease costs were $52,000 for each of the six months ended June 30, 2024 and 2023. Our variable lease costs were $38,000 and $40,000 for the six months ended June 30, 2024 and 2023, respectively. Variable lease costs consist primarily of common area maintenance costs, insurance and taxes which are paid based upon actual costs incurred by the lessor.

 

Maturities of our operating lease obligation are as follows as of June 30, 2024 (in thousands):

 

2024

  $ 55  

2025

    113  

2026

    116  

2027

    119  

2028

    10  

Total lease payments

  $ 413  

Less interest portion

    (56 )

Present value of operating lease obligation

  $ 357  

  

v3.24.2.u1
Note 10 - Shareholders' Equity
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Equity [Text Block]

10.         Shareholders Equity

 

Authorized capital shares

 

DiaMedica has authorized share capital of an unlimited number of voting common shares, and the shares do not have a stated par value. Common shareholders are entitled to receive dividends as declared by the Company, if any, and are entitled to one vote per share at the Company’s annual general meeting and any extraordinary or special general meeting.

 

Equity issued during the six months ended June 30, 2024

 

On June 25, 2024, we entered into securities purchase agreements with accredited investors, pursuant to which we agreed to issue and sell an aggregate 4,720,000 common shares at a purchase price of $2.50 per share in a private placement. As a result of the offering, which closed on June 28, 2024, we received gross proceeds of $11.8 million, which resulted in net proceeds to us of approximately $11.7 million, after deducting the offering expenses.

 

 

In connection with the June 2024 private placement, we entered into a registration rights agreement (Registration Rights Agreement) with the investors pursuant to which we agreed to file with the United States Securities and Exchange Commission (SEC) a registration statement registering the resale of the shares sold in the June 2024 private placement (Resale Registration Statement). The Resale Registration Statement was filed with the SEC on July 10, 2024 and declared effective by the SEC on July 18, 2024. Under the terms of the Registration Rights Agreement, we agreed to keep the Resale Registration Statement effective at all times until the shares are no longer considered “Registrable Securities” under the Registration Rights Agreement and if we fail to keep the Resale Registration Statement effective, subject to certain permitted exceptions, we will be required to pay liquidated damages to the investors in an amount of up to 10% of the invested capital, excluding interest. We also agreed, among other things, to indemnify the selling holders under the Resale Registration Statement from certain liabilities and to pay all fees and expenses incident to our performance of or compliance with the Registration Rights Agreement.

 

During the six months ended June 30, 2024, 11,832 common shares were issued upon the vesting and settlement of restricted stock units and 2,750 common shares were issued upon the exercise of common stock options for gross proceeds of $7 thousand.

 

Equity issued during the six months ended June 30, 2023

 

On April 10, 2023, in conjunction with his appointment as Chief Business Officer of DiaMedica, Mr. David Wambeke purchased 468,750 of DiaMedica’s common shares at an aggregate purchase price of $750,000 or $1.60 per share.

 

On June 21, 2023, we entered into securities purchase agreements with accredited investors, pursuant to which we agreed to issue and sell an aggregate 11,011,406 common shares at a purchase price of $3.40 per share, or $3.91 per share in the case of our participating directors and officers, in a private placement. As a result of the offering, which closed on June 23, 2023, we received gross proceeds of $37.5 million, which resulted in net proceeds to us of approximately $36.1 million, after deducting the offering expenses.

 

In connection with the June 2023 private placement, we entered into a registration rights agreement (Registration Rights Agreement) with the investors pursuant to which we agreed to file with the United States Securities and Exchange Commission (SEC) a registration statement registering the resale of the shares sold in the June 2023 private placement (Resale Registration Statement). The Resale Registration Statement was filed with the SEC on June 30, 2023 and declared effective by the SEC on July 7, 2023. Under the terms of the Registration Rights Agreement, we agreed to keep the Resale Registration Statement effective at all times until the shares are no longer considered “Registrable Securities” under the Registration Rights Agreement and if we fail to keep the Resale Registration Statement effective, subject to certain permitted exceptions, we will be required to pay liquidated damages to the investors in an amount of up to 10% of the invested capital, excluding interest. We also agreed, among other things, to indemnify the selling holders under the Resale Registration Statement from certain liabilities and to pay all fees and expenses incident to our performance of or compliance with the Registration Rights Agreement.

 

During the six months ended June 30, 2023, 17,621 common shares were issued in settlement of deferred share units and 8,578 common shares were issued upon the vesting and settlement of restricted stock units.

 

Shares reserved

 

Common shares reserved for future issuance are as follows:

 

   

June 30, 2024

 

Common shares issuable upon exercise of employee and non-employee stock options

    4,859,271  

Common shares issuable upon settlement of deferred stock units

    284,886  

Common shares issuable upon vesting of restricted stock units

    11,828  

Shares available for grant under the Amended and Restated 2019 Omnibus Incentive Plan

    3,014,066  

Shares available for grant under the 2021 Employment Inducement Incentive Plan

    197,500  

Total

    8,367,551  

  

v3.24.2.u1
Note 11 - Net Loss Per Share
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Earnings Per Share [Text Block]

11.         Net Loss Per Share

 

We compute net loss per share by dividing our net loss (the numerator) by the weighted-average number of common shares outstanding (the denominator) during the period. Shares issued during the period and shares reacquired during the period, if any, are weighted for the portion of the period that they were outstanding. The computation of diluted earnings per share, or EPS, is similar to the computation of basic EPS except that the denominator is increased to include the number of additional common shares that would have been outstanding if the dilutive potential common shares had been issued. Our diluted EPS is the same as basic EPS due to common equivalent shares being excluded from the calculation, as their effect is anti-dilutive.

 

 

The following table summarizes our calculation of net loss per common share for the periods presented (in thousands, except share and per share data):

 

   

Three Months Ended

June 30,

   

Six Months Ended

June 30,

 
   

2024

   

2023

   

2024

   

2023

 

Net loss

  $ (5,119

)

  $ (4,477

)

  $ (10,270 )   $ (9,749 )

Weighted average shares outstanding—basic and diluted

    38,068,378       27,312,008       38,013,189       26,882,858  

Basic and diluted net loss per share

  $ (0.13

)

  $ (0.16

)

  $ (0.27 )   $ (0.36 )

 

The following outstanding potential common shares were not included in the diluted net loss per share calculations as their effects were not dilutive:

 

   

Three Months Ended

June 30,

   

Six Months Ended

June 30,

 
   

2024

   

2023

   

2024

   

2023

 

Employee and non-employee stock options

    4,859,271       3,643,513       4,859,271       3,643,513  

Common shares issuable under common share purchase warrants

          205,000             205,000  

Common shares issuable upon settlement of deferred stock units

    284,886       213,905       284,886       213,905  

Common shares issuable upon vesting of restricted stock units

    11,828       8,578       11,828       8,578  

  

v3.24.2.u1
Note 12 - Share-based Compensation
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Share-Based Payment Arrangement [Text Block]

12.         Share-Based Compensation

 

Amended and Restated 2019 Omnibus Incentive Plan

 

The DiaMedica Therapeutics Inc. Amended and Restated 2019 Omnibus Incentive Plan (as amended from time to time, the 2019 Plan) was adopted by the Board of Directors (Board) on March 14, 2019 and approved by our shareholders at our 2019 Annual General Meeting of Shareholders held on May 22, 2019. Subsequent amendments to the plan, comprised principally of increasing the authorized shares under the plan, were approved by our shareholders at our 2022 and 2024 Annual General Meetings of Shareholders.

 

The 2019 Plan permits the Board, or a committee or subcommittee thereof, to grant to the Company’s eligible employees, non-employee directors and certain consultants non-statutory and incentive stock options, stock appreciation rights, restricted stock awards, restricted stock units (RSUs), deferred stock units (DSUs), performance awards, non-employee director awards and other share-based awards. We grant options to purchase common shares under the 2019 Plan at no less than the fair market value of the underlying common shares as of the date of grant. Options granted to employees and non-employee directors have a maximum term of ten years and generally vest over one to four years. Options granted to non-employees have a maximum term of five years and generally vest over one year. Subject to adjustment as provided in the 2019 Plan, the maximum number of the Company’s common shares authorized for issuance under the 2019 Plan is 7,000,000 shares. Under the 2019 Plan, as of June 30, 2024, options to purchase an aggregate of 3,700,528 common shares were outstanding, 267,553 common shares were reserved for issuance upon settlement of DSUs and 11,828 shares were reserved for issuance upon the vesting and settlement of RSUs and 3,014,066 shares remained available for issuance.

 

2021 Employment Inducement Incentive Plan

 

On December 3, 2021, the Board adopted the DiaMedica Therapeutics Inc. 2021 Employment Inducement Incentive Plan (Inducement Plan) to facilitate the granting of equity awards as an inducement material to new employees joining the Company. The Inducement Plan was adopted without shareholder approval pursuant to Nasdaq Listing Rule 5635(c)(4) and is administered by the Compensation Committee of the Board of Directors. The Board reserved 1,000,000 common shares of the Company for issuance under the Inducement Plan, which permits the grant of non-statutory options, stock appreciation rights, restricted stock awards, restricted stock units, performance awards and other share-based awards, to eligible recipients. The only persons eligible to receive awards under the Inducement Plan are individuals who are new employees and satisfy the standards for inducement grants under Nasdaq Listing Rule 5635(c)(4) or 5635(c)(3), as applicable. Also on December 3, 2021, the Compensation Committee adopted a form of notice of option grant and option award agreement for use under the Inducement Plan, which contains terms substantially identical to the form of notice of option grant and option award agreement for use under the shareholder-approved 2019 Plan. The Inducement Plan has a term of 10 years. The share reserve under the Inducement Plan may be increased at the discretion of and approval by the Board. Under the Inducement Plan, as of June 30, 2024, options to purchase an aggregate of 735,833 common shares were outstanding and 197,500 shares remained available for issuance.

 

 

Prior Stock Option Plan

 

The DiaMedica Therapeutics Inc. Stock Option Plan, Amended and Restated November 6, 2018 (Prior Plan), was terminated by the Board of Directors in conjunction with the shareholder approval of the 2019 Plan. Awards outstanding under the Prior Plan remain outstanding in accordance with and pursuant to the terms thereof. Options granted under the Prior Plan have terms similar to those used under the 2019 Plan. As of June 30, 2024, options to purchase an aggregate of 422,910 common shares were outstanding under the Prior Plan.

 

Prior Deferred Stock Unit Plan

 

The DiaMedica Therapeutics Inc. Amended and Restated Deferred Stock Unit Plan (Prior DSU Plan) was terminated by the Board of Directors in conjunction with the shareholder approval of the 2019 Plan. Awards outstanding under the Prior DSU Plan remain outstanding in accordance with and pursuant to the terms thereof. As of June 30, 2024, there were 17,333 common shares reserved for issuance upon settlement of DSUs outstanding under the Prior DSU Plan.

 

Share-based compensation expense for each of the periods presented is as follows (in thousands):

 

   

Three Months Ended

June 30

   

Six Months Ended

June 30

 
   

2024

   

2023

   

2024

   

2023

 

Research and development

  $ 107     $ 140     $ 302     $ 272  

General and administrative

    336       240       629       530  

Total share-based compensation

  $ 443     $ 380     $ 931     $ 802  

 

We recognize share-based compensation based on the fair value of each award as estimated using the Black-Scholes option valuation model. Ultimately, the actual expense recognized over the vesting period will only be for those shares that actually vest.

 

A summary of option activity is as follows (in thousands, except share and per share amounts):

 

   

Shares

Underlying

Options

   

Weighted

Average

Exercise

Price Per Share

   

Aggregate

Intrinsic Value

 

Balances at December 31, 2023

    3,871,013     $ 3.61     $ 832  

Granted

    1,633,425       2.85          

Expired/cancelled

    (298,750 )     5.28          

Forfeited

    (343,667 )     2.68          

Exercised

    (2,750 )     2.45          

Balances at June 30, 2024

    4,859,271     $ 3.31     $ 1,037  

 

Information about stock options outstanding, vested and expected to vest as of June 30, 2024, is as follows:

 

         

Outstanding, Vested and Expected to Vest

   

Options Vested and Exercisable

 

Per Share

Exercise

Price

   

Shares

   

Weighted Average

Remaining

Contractual Life

(Years)

   

Weighted Average

Exercise Price

   

Options

Exercisable

   

Weighted Average

Remaining

Contractual Life

(Years)

 
$1.00 - $1.99       255,943       8.6     $ 1.58       113,393       8.4  
$2.00 - $2.99       3,067,645       8.3       2.73       764,844       6.7  
$3.00 - $3.99       452,726       6.6       3.59       311,702       5.4  
$4.00 - $4.99       688,432       5.0       4.57       688,432       5.0  
$5.00 - $16.00       394,525       5.9       6.41       321,088       5.6  
            4,859,271       7.5     $ 3.31       2,199,459       5.9  

 

  

v3.24.2.u1
Insider Trading Arrangements
6 Months Ended
Jun. 30, 2024
Insider Trading Arr Line Items  
Material Terms of Trading Arrangement [Text Block]

ITEM 5.         OTHER INFORMATION

 

Rule 10b5-1 Plan and Non-Rule 10b5-1 Trading Arrangement Adoptions, Terminations, and Modifications

 

During the three months ended June 30, 2024, none of our directors or “officers” (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of SEC Regulation S-K.

 

  

Rule 10b5-1 Arrangement Adopted [Flag] false
Non-Rule 10b5-1 Arrangement Adopted [Flag] false
Rule 10b5-1 Arrangement Terminated [Flag] false
Non-Rule 10b5-1 Arrangement Terminated [Flag] false
v3.24.2.u1
Significant Accounting Policies (Policies)
6 Months Ended
Jun. 30, 2024
Accounting Policies [Abstract]  
Cash and Cash Equivalents, Policy [Policy Text Block]

Cash and cash equivalents

 

The Company considers all bank deposits, including money market funds and other investments, purchased with an original maturity to the Company of three months or less, to be cash and cash equivalents. The carrying amount of our cash equivalents approximates fair value due to the short maturity of the investments.

Marketable Securities, Policy [Policy Text Block]

Marketable securities

 

The Company’s marketable securities may consist of obligations of the United States government and its agencies, bank certificates of deposit and/or investment grade corporate obligations, which are classified as available-for-sale. Marketable securities which mature within 12 months from their purchase date are included in current assets. Securities are generally valued based on market prices for similar assets using third party certified pricing sources and are carried at fair value. The amortized cost of marketable securities is adjusted for amortization of premiums or accretion of discounts to maturity. Such amortization or accretion is included in interest income. Realized gains and losses, if any, are calculated on the specific identification method. Interest income is included in other income in the condensed consolidated statements of operations.

 

We conduct periodic reviews to identify and evaluate each available-for-sale debt security that is in an unrealized loss position in order to determine whether an other-than-temporary impairment exists. An unrealized loss exists when the current fair value of an individual security is less than its amortized cost basis. Declines in fair value considered to be temporary and caused by noncredit-related factors of the issuer, are recorded in accumulated other comprehensive loss, which is a separate component of shareholders’ equity. Declines in fair value that are other than temporary or caused by credit-related factors of the issuer, are recorded within earnings as an impairment loss. There were no other-than-temporary unrealized losses as of June 30, 2024.

Fair Value Measurement, Policy [Policy Text Block]

Fair value measurements

 

Under the authoritative guidance for fair value measurements, fair value is defined as the exit price, or the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. The authoritative guidance also establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs market participants would use in valuing the asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the factors market participants would use in valuing the asset or liability developed based upon the best information available in the circumstances. The categorization of financial assets and financial liabilities within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

 

The hierarchy is broken down into three levels defined as follows:

 

Level 1 Inputs — quoted prices in active markets for identical assets and liabilities

Level 2 Inputs — observable inputs other than quoted prices in active markets for identical assets and liabilities

Level 3 Inputs — unobservable inputs

 

As of June 30, 2024, the Company believes that the carrying amounts of its other financial instruments, including amounts receivable, accounts payable and accrued liabilities, approximate their fair value due to the short-term maturities of these instruments. See Note 4, titled “Marketable Securities” for additional information.

v3.24.2.u1
Note 4 - Marketable Securities (Tables)
6 Months Ended
Jun. 30, 2024
Notes Tables  
Fair Value, Marketable Securities Measured on a Recurring Basis [Table Text Block]
   

Fair Value Measurements Using Inputs Considered as of:

 
    June 30, 2024    

December 31, 2023

 
   

Total

   

Level 1

   

Level 2

   

Level 3

   

Total

   

Level 1

   

Level 2

   

Level 3

 

Commercial paper and corporate bonds

  $ 22,247     $     $ 22,247     $     $ 21,764     $     $ 21,764     $  

Government securities

    17,742             17,742             26,588             26,588        

Total

  $ 39,989     $     $ 39,989     $     $ 48,352     $     $ 48,352     $  
v3.24.2.u1
Note 7 - Property and Equipment (Tables)
6 Months Ended
Jun. 30, 2024
Notes Tables  
Property, Plant and Equipment [Table Text Block]
   

June 30, 2024

   

December 31, 2023

 

Furniture and equipment

  $ 128     $ 128  

Computer equipment

    106       87  

Leasehold improvements

    16       16  
      250       231  

Less accumulated depreciation

    (98 )     (100 )

Property and equipment, net

  $ 152     $ 131  
v3.24.2.u1
Note 8 - Accrued Liabilities (Tables)
6 Months Ended
Jun. 30, 2024
Notes Tables  
Schedule of Accrued Liabilities [Table Text Block]
   

June 30, 2024

   

December 31, 2023

 

Clinical trial costs

  $ 903     $ 258  

Research and development services

    688       632  

Compensation

    473       766  

Professional services fees

    155       98  

Other

    10       23  

Total accrued liabilities

  $ 2,229     $ 1,777  
v3.24.2.u1
Note 9 - Operating Lease (Tables)
6 Months Ended
Jun. 30, 2024
Notes Tables  
Lessee, Operating Lease, Liability, to be Paid, Maturity [Table Text Block]

2024

  $ 55  

2025

    113  

2026

    116  

2027

    119  

2028

    10  

Total lease payments

  $ 413  

Less interest portion

    (56 )

Present value of operating lease obligation

  $ 357  
v3.24.2.u1
Note 10 - Shareholders' Equity (Tables)
6 Months Ended
Jun. 30, 2024
Notes Tables  
Common Stock Reserved for Future Issuance [Table Text Block]
   

June 30, 2024

 

Common shares issuable upon exercise of employee and non-employee stock options

    4,859,271  

Common shares issuable upon settlement of deferred stock units

    284,886  

Common shares issuable upon vesting of restricted stock units

    11,828  

Shares available for grant under the Amended and Restated 2019 Omnibus Incentive Plan

    3,014,066  

Shares available for grant under the 2021 Employment Inducement Incentive Plan

    197,500  

Total

    8,367,551  
v3.24.2.u1
Note 11 - Net Loss Per Share (Tables)
6 Months Ended
Jun. 30, 2024
Notes Tables  
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]
   

Three Months Ended

June 30,

   

Six Months Ended

June 30,

 
   

2024

   

2023

   

2024

   

2023

 

Net loss

  $ (5,119

)

  $ (4,477

)

  $ (10,270 )   $ (9,749 )

Weighted average shares outstanding—basic and diluted

    38,068,378       27,312,008       38,013,189       26,882,858  

Basic and diluted net loss per share

  $ (0.13

)

  $ (0.16

)

  $ (0.27 )   $ (0.36 )
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block]
   

Three Months Ended

June 30,

   

Six Months Ended

June 30,

 
   

2024

   

2023

   

2024

   

2023

 

Employee and non-employee stock options

    4,859,271       3,643,513       4,859,271       3,643,513  

Common shares issuable under common share purchase warrants

          205,000             205,000  

Common shares issuable upon settlement of deferred stock units

    284,886       213,905       284,886       213,905  

Common shares issuable upon vesting of restricted stock units

    11,828       8,578       11,828       8,578  
v3.24.2.u1
Note 12 - Share-based Compensation (Tables)
6 Months Ended
Jun. 30, 2024
Notes Tables  
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Table Text Block]
   

Three Months Ended

June 30

   

Six Months Ended

June 30

 
   

2024

   

2023

   

2024

   

2023

 

Research and development

  $ 107     $ 140     $ 302     $ 272  

General and administrative

    336       240       629       530  

Total share-based compensation

  $ 443     $ 380     $ 931     $ 802  
Share-Based Payment Arrangement, Option, Activity [Table Text Block]
   

Shares

Underlying

Options

   

Weighted

Average

Exercise

Price Per Share

   

Aggregate

Intrinsic Value

 

Balances at December 31, 2023

    3,871,013     $ 3.61     $ 832  

Granted

    1,633,425       2.85          

Expired/cancelled

    (298,750 )     5.28          

Forfeited

    (343,667 )     2.68          

Exercised

    (2,750 )     2.45          

Balances at June 30, 2024

    4,859,271     $ 3.31     $ 1,037  
Share-Based Payment Arrangement, Option, Exercise Price Range [Table Text Block]
         

Outstanding, Vested and Expected to Vest

   

Options Vested and Exercisable

 

Per Share

Exercise

Price

   

Shares

   

Weighted Average

Remaining

Contractual Life

(Years)

   

Weighted Average

Exercise Price

   

Options

Exercisable

   

Weighted Average

Remaining

Contractual Life

(Years)

 
$1.00 - $1.99       255,943       8.6     $ 1.58       113,393       8.4  
$2.00 - $2.99       3,067,645       8.3       2.73       764,844       6.7  
$3.00 - $3.99       452,726       6.6       3.59       311,702       5.4  
$4.00 - $4.99       688,432       5.0       4.57       688,432       5.0  
$5.00 - $16.00       394,525       5.9       6.41       321,088       5.6  
            4,859,271       7.5     $ 3.31       2,199,459       5.9  
v3.24.2.u1
Note 2 - Risks and Uncertainties (Details Textual) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Mar. 31, 2024
Jun. 30, 2023
Mar. 31, 2023
Jun. 30, 2024
Jun. 30, 2023
Dec. 31, 2023
Dec. 31, 2022
Retained Earnings (Accumulated Deficit), Total $ (125,828)       $ (125,828)   $ (115,558)  
Net Income (Loss) Attributable to Parent, Total (5,119) $ (5,151) $ (4,477) $ (5,272) (10,270) $ (9,749)    
Net Cash Provided by (Used in) Operating Activities, Total         (11,172) (10,119)    
Cash, Cash Equivalents, and Short-Term Investments, Total 54,100       54,100      
Working Capital 51,900       51,900      
Stockholders' Equity Attributable to Parent, Ending Balance 53,415 $ 46,349 $ 59,743 $ 27,022 53,415 $ 59,743 $ 51,057 $ 31,827
Proceeds from Issuance of Common Stock, Net         11,700      
DM199 Phase 2 Trial [Member]                
Research and Development Arrangement, Anticipated Cost $ 1,500       $ 1,500      
v3.24.2.u1
Note 4 - Marketable Securities (Details Textual) - USD ($)
Jun. 30, 2024
Dec. 31, 2023
Accrued Interest Receivable On Available For Sale Securities [Member]    
Interest Receivable $ 387,000 $ 298,000
v3.24.2.u1
Note 4 - Marketable Securities - Fair Value of Marketable Securities (Details) - Fair Value, Recurring [Member] - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Total marketable securities $ 39,989 $ 48,352
Fair Value, Inputs, Level 1 [Member]    
Total marketable securities 0 0
Fair Value, Inputs, Level 2 [Member]    
Total marketable securities 39,989 48,352
Fair Value, Inputs, Level 3 [Member]    
Total marketable securities 0 0
Commercial Paper and Corporate Bonds [Member]    
Total marketable securities 22,247 21,764
Commercial Paper and Corporate Bonds [Member] | Fair Value, Inputs, Level 1 [Member]    
Total marketable securities 0 0
Commercial Paper and Corporate Bonds [Member] | Fair Value, Inputs, Level 2 [Member]    
Total marketable securities 22,247 21,764
Commercial Paper and Corporate Bonds [Member] | Fair Value, Inputs, Level 3 [Member]    
Total marketable securities 0 0
US Government Agencies Debt Securities [Member]    
Total marketable securities 17,742 26,588
US Government Agencies Debt Securities [Member] | Fair Value, Inputs, Level 1 [Member]    
Total marketable securities 0 0
US Government Agencies Debt Securities [Member] | Fair Value, Inputs, Level 2 [Member]    
Total marketable securities 17,742 26,588
US Government Agencies Debt Securities [Member] | Fair Value, Inputs, Level 3 [Member]    
Total marketable securities $ 0 $ 0
v3.24.2.u1
Note 5 - Amounts Receivable (Details Textual) - USD ($)
Jun. 30, 2024
Dec. 31, 2023
Interest Receivable, Current $ 387,000 $ 298,000
v3.24.2.u1
Note 7 - Property and Equipment - Property and Equipment (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Property, plant and equipment, gross $ 250 $ 231
Less accumulated depreciation (98) (100)
Property and equipment, net 152 131
Furniture and Fixtures [Member]    
Property, plant and equipment, gross 128 128
Computer Equipment [Member]    
Property, plant and equipment, gross 106 87
Leasehold Improvements [Member]    
Property, plant and equipment, gross $ 16 $ 16
v3.24.2.u1
Note 8 - Accrued Liabilities - Accrued Liabilities (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Clinical trial costs $ 903 $ 258
Research and development services 688 632
Compensation 473 766
Professional services fees 155 98
Other 10 23
Total accrued liabilities $ 2,229 $ 1,777
v3.24.2.u1
Note 9 - Operating Lease (Details Textual) - USD ($)
6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Operating Lease, Cost $ 52,000 $ 52,000
Variable Lease, Cost $ 38,000 $ 40,000
v3.24.2.u1
Note 9 - Operating Lease - Maturity of Operating Lease Liability (Details)
$ in Thousands
Jun. 30, 2024
USD ($)
2024 $ 55
2025 113
2026 116
2027 119
2028 10
Total lease payments 413
Less interest portion (56)
Present value of lease obligation $ 357
v3.24.2.u1
Note 10 - Shareholders' Equity (Details Textual) - USD ($)
3 Months Ended 6 Months Ended
Jun. 25, 2024
Jun. 21, 2023
Apr. 10, 2023
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Proceeds from Issuance of Common Stock           $ 11,747,000 $ 36,852,000
Proceeds from Issuance of Common Stock, Net           $ 11,700,000  
Stock Issued During Period, Shares, Restricted Stock Units           11,832 8,578
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period           2,750  
Proceeds from Stock Options Exercised           $ 7,000 $ 0
Stock Issued During Period, Value, New Issues       $ 11,747,000 $ 36,852,000    
Stock Issued During Period, Shares Settlement of Deferred Stock Units             17,621
Chief Business Officer [Member]              
Stock Issued During Period, Shares, New Issues     468,750        
Shares Issued, Price Per Share     $ 1.6        
Stock Issued During Period, Value, New Issues     $ 750,000        
Private Placement [Member]              
Stock Issued During Period, Shares, New Issues 4,720,000 11,011,406          
Shares Issued, Price Per Share $ 2.5 $ 3.4          
Proceeds from Issuance of Common Stock $ 11,800,000 $ 37,500,000          
Proceeds from Issuance of Common Stock, Net $ 11,700,000 $ 36,100,000          
Private Placement [Member] | Directors and Officers [Member]              
Shares Issued, Price Per Share   $ 3.91          
v3.24.2.u1
Note 10 - Shareholders' Equity - Shares Reserved (Details)
Jun. 30, 2024
shares
Common shares issuable upon exercise of employee and non-employee stock options (in shares) 8,367,551
Stock Options Outstanding [Member]  
Common shares issuable upon exercise of employee and non-employee stock options (in shares) 4,859,271
Deferred Share Units [Member]  
Common shares issuable upon exercise of employee and non-employee stock options (in shares) 284,886
Restricted Stock Units (RSUs) [Member]  
Common shares issuable upon exercise of employee and non-employee stock options (in shares) 11,828
The 2019 Omnibus Incentive Plan [Member]  
Common shares issuable upon exercise of employee and non-employee stock options (in shares) 3,014,066
The 2021 Employment Inducement Incentive Plan [Member]  
Common shares issuable upon exercise of employee and non-employee stock options (in shares) 197,500
v3.24.2.u1
Note 11 - Net Loss Per Share - Summary of Significant Accounting Policies - Net Loss Per Common Share (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Mar. 31, 2024
Jun. 30, 2023
Mar. 31, 2023
Jun. 30, 2024
Jun. 30, 2023
Net loss $ (5,119) $ (5,151) $ (4,477) $ (5,272) $ (10,270) $ (9,749)
Weighted average shares outstanding—basic and diluted (in shares) 38,068,378   27,312,008   38,013,189 26,882,858
Basic and diluted net loss per share (in dollars per share) $ (0.13)   $ (0.16)   $ (0.27) $ (0.36)
v3.24.2.u1
Note 11 - Net Loss Per Share - Schedule of Antidilutive Shares Excluded from Computation of Net Loss Per Share (Details) - shares
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Employee and Non-employee Stock Options [Member]        
Antidilutive Securities (in shares) 4,859,271 3,643,513 4,859,271 3,643,513
Warrant [Member]        
Antidilutive Securities (in shares) 0 205,000 0 205,000
Deferred Share Units [Member]        
Antidilutive Securities (in shares) 284,886 213,905 284,886 213,905
Restricted Stock Units (RSUs) [Member]        
Antidilutive Securities (in shares) 11,828 8,578 11,828 8,578
v3.24.2.u1
Note 12 - Share-based Compensation (Details Textual) - shares
May 18, 2022
Jun. 30, 2024
Dec. 03, 2021
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares)   4,859,271  
Common Stock, Capital Shares Reserved for Future Issuance (in shares)   8,367,551  
Deferred Share Units [Member]      
Common Stock, Capital Shares Reserved for Future Issuance (in shares)   284,886  
Restricted Stock Units (RSUs) [Member]      
Common Stock, Capital Shares Reserved for Future Issuance (in shares)   11,828  
The 2019 Omnibus Incentive Plan [Member]      
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized (in shares) 7,000,000    
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares)   3,700,528  
Common Stock, Capital Shares Reserved for Future Issuance (in shares)   3,014,066  
The 2019 Omnibus Incentive Plan [Member] | Employee and Non-employee Stock Options [Member]      
Share-Based Compensation Arrangement by Share-Based Payment Award, Expiration Period (Year) 10 years    
The 2019 Omnibus Incentive Plan [Member] | Employee and Non-employee Stock Options [Member] | Minimum [Member]      
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year) 1 year    
The 2019 Omnibus Incentive Plan [Member] | Employee and Non-employee Stock Options [Member] | Maximum [Member]      
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year) 4 years    
The 2019 Omnibus Incentive Plan [Member] | Nonemployee Stock Options [Member]      
Share-Based Compensation Arrangement by Share-Based Payment Award, Expiration Period (Year) 5 years    
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year) 1 year    
The 2019 Omnibus Incentive Plan [Member] | Deferred Share Units [Member]      
Common Stock, Capital Shares Reserved for Future Issuance (in shares)   267,553  
The 2019 Omnibus Incentive Plan [Member] | Restricted Stock Units (RSUs) [Member]      
Common Stock, Capital Shares Reserved for Future Issuance (in shares)   11,828  
The 2021 Employment Inducement Incentive Plan [Member]      
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized (in shares)     1,000,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares)   735,833  
Common Stock, Capital Shares Reserved for Future Issuance (in shares)   197,500  
Stock Option Prior Plan [Member]      
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares)   422,910  
The 2012 DSU Plan [Member]      
Common Stock, Capital Shares Reserved for Future Issuance (in shares)   17,333  
v3.24.2.u1
Note 12 - Share-based Compensation - Share-based Compensation Expense (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Total share-based compensation $ 443 $ 380 $ 931 $ 802
Research and Development Expense [Member]        
Total share-based compensation 107 140 302 272
General and Administrative Expense [Member]        
Total share-based compensation $ 336 $ 240 $ 629 $ 530
v3.24.2.u1
Note 12 - Share-based Compensation - Stock Option Activity (Details)
$ / shares in Units, $ in Thousands
6 Months Ended
Jun. 30, 2024
USD ($)
$ / shares
shares
Dec. 31, 2023
USD ($)
Balances, aggregate intrinsic value | $ $ 1,037  
Exercised, shares underlying options outstanding (in shares) | shares (2,750)  
Exercised, weighted average exercise price per share (in dollars per share) | $ / shares $ 2.45  
Balances, shares underlying options outstanding (in shares) | shares 4,859,271  
Balances, weighted average exercise price per share (in dollars per share) | $ / shares $ 3.31  
Share-Based Payment Arrangement, Option [Member]    
Balances, shares underlying options outstanding (in shares) | shares 3,871,013  
Balances, weighted average exercise price per share (in dollars per share) | $ / shares $ 3.61  
Balances, aggregate intrinsic value | $   $ 832
Granted, shares underlying options outstanding (in shares) | shares 1,633,425  
Granted, weighted average exercise price per share (in dollars per share) | $ / shares $ 2.85  
Expired/cancelled, shares underlying options outstanding (in shares) | shares (298,750)  
Expired/cancelled, weighted average exercise price per share (in dollars per share) | $ / shares $ 5.28  
Forfeited, shares underlying options outstanding (in shares) | shares (343,667)  
Forfeited, weighted average exercise price per share (in dollars per share) | $ / shares $ 2.68  
v3.24.2.u1
Note 12 - Share-based Compensation - Stock Options Outstanding (Details)
6 Months Ended
Jun. 30, 2024
$ / shares
shares
Shares Outstanding (in shares) | shares 4,859,271
Weighted Average Remaining Contractual Life (Year) 7 years 6 months
Weighted Average Exercise Price (in dollars per share) $ 3.31
Options Exercisable (in shares) | shares 2,199,459
Weighted Average Remaining Contractual Life, exercisable (Year) 5 years 10 months 24 days
Exercise Price Range 1 [Member]  
Per share exercise price, lower range (in dollars per share) $ 1
Per share exercise price, upper range (in dollars per share) $ 1.99
Shares Outstanding (in shares) | shares 255,943
Weighted Average Remaining Contractual Life (Year) 8 years 7 months 6 days
Weighted Average Exercise Price (in dollars per share) $ 1.58
Options Exercisable (in shares) | shares 113,393
Weighted Average Remaining Contractual Life, exercisable (Year) 8 years 4 months 24 days
Exercise Price Range 2 [Member]  
Per share exercise price, lower range (in dollars per share) $ 2
Per share exercise price, upper range (in dollars per share) $ 2.99
Shares Outstanding (in shares) | shares 3,067,645
Weighted Average Remaining Contractual Life (Year) 8 years 3 months 18 days
Weighted Average Exercise Price (in dollars per share) $ 2.73
Options Exercisable (in shares) | shares 764,844
Weighted Average Remaining Contractual Life, exercisable (Year) 6 years 8 months 12 days
Exercise Price Range 3 [Member]  
Per share exercise price, lower range (in dollars per share) $ 3
Per share exercise price, upper range (in dollars per share) $ 3.99
Shares Outstanding (in shares) | shares 452,726
Weighted Average Remaining Contractual Life (Year) 6 years 7 months 6 days
Weighted Average Exercise Price (in dollars per share) $ 3.59
Options Exercisable (in shares) | shares 311,702
Weighted Average Remaining Contractual Life, exercisable (Year) 5 years 4 months 24 days
Exercise Price Range 4 [Member]  
Per share exercise price, lower range (in dollars per share) $ 4
Per share exercise price, upper range (in dollars per share) $ 4.99
Shares Outstanding (in shares) | shares 688,432
Weighted Average Remaining Contractual Life (Year) 5 years
Weighted Average Exercise Price (in dollars per share) $ 4.57
Options Exercisable (in shares) | shares 688,432
Weighted Average Remaining Contractual Life, exercisable (Year) 5 years
Exercise Price Range 5 [Member]  
Per share exercise price, lower range (in dollars per share) $ 5
Per share exercise price, upper range (in dollars per share) $ 16
Shares Outstanding (in shares) | shares 394,525
Weighted Average Remaining Contractual Life (Year) 5 years 10 months 24 days
Weighted Average Exercise Price (in dollars per share) $ 6.41
Options Exercisable (in shares) | shares 321,088
Weighted Average Remaining Contractual Life, exercisable (Year) 5 years 7 months 6 days

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