QTTB Q32 Bio Inc

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

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

Date of Report (Date of earliest event reported): August 8, 2024

 

 

Q32 Bio Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware			001-38433	47-3468154
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
830 Winter Street
Waltham, Massachusetts				02451
(Address of Principal Executive Offices)				(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 781 999-0232

 

N/A

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

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common stock, par value $0.0001 per share		QTTB		The Nasdaq Global Market

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

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

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Item 2.02 Results of Operations and Financial Condition.

On August 8, 2024, Q32 Bio Inc. announced its financial results for the quarter ended June 30, 2024 and provided a corporate update. A copy of the press release in connection with the announcement is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.

 

The information in this Current Report on Form 8-K (including Exhibit 99.1 attached hereto) is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

99.1		Press Release issued by Q32 Bio Inc. on August 8, 2024
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

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SIGNATURES

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

			Q32 BIO INC.
Date:	August 8, 2024	By:	/s/ Jodie Morrison
		Name: Title:	Jodie Morrison Chief Executive Officer

 

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Exhibit 99.1

 

 

Q32 Bio Reports Second Quarter 2024 Financial Results and Provides Corporate Update

-- Completed enrollment in bempikibart atopic dermatitis (AD) Phase 2 clinical trial and increased trial size to 121 patients based on Part B patient demand --

-- Bempikibart Phase 2 topline results in AD and alopecia areata (AA) remain on-track for Q4’24 --

-- Enrolling patients in the Phase 2 basket trial of ADX-097 for complement mediated renal diseases; initial open-label data expected by year-end 2024 and topline results in 2H’25 --

-- Cash, cash equivalents, and short-term investments of $107.6 million as of June 30, 2024, expected to provide financial runway through four Phase 2 clinical milestones and into mid-2026 --

WALTHAM, Mass.—August 8, 2024 – Q32 Bio Inc. (Nasdaq: QTTB) (“Q32 Bio”), a clinical stage biotechnology company focused on developing biologic therapeutics to restore immune homeostasis, today reported financial results for the quarter ended June 30, 2024, and provided recent corporate updates.

“Q32 Bio made strong progress advancing both bempikibart and ADX-097 in Phase 2 clinical trials,” said Jodie Morrison, Chief Executive Officer of Q32 Bio. “We completed enrollment in the Phase 2 clinical trial of bempikibart in AD, exceeding our initial enrollment target due to strong patient demand, and we look forward to sharing topline results from the Phase 2 clinical trials in AD and AA in the fourth quarter of 2024.”

"Additionally, we are enrolling patients in our Phase 2 basket trial of ADX-097 for complement mediated renal diseases. We expect to share initial data from this trial by the end of this year, with topline results expected in the second half of 2025. Plans remain on-track to further expand development of ADX-097 with the initiation of a second Phase 2 clinical trial in ANCA-Associated Vasculitis in the first half of next year, with topline results expected in the second half of 2025.”

Second Quarter 2024 and Recent Business Highlights

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Financial Results

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About Q32 Bio

Q32 Bio is a clinical stage biotechnology company developing biologic therapeutics targeting potent regulators of the innate and adaptive immune systems to re-balance immunity in autoimmune and inflammatory diseases. Q32 Bio’s lead programs, focused on the IL-7 / TSLP receptor pathways and complement system, address immune dysregulation to help patients take back control of their lives.

Q32 Bio’s program for adaptive immunity, bempikibart (ADX-914), is a fully human anti-IL-7Rα antibody that re-regulates adaptive immune function for the treatment of autoimmune diseases. It is being evaluated in two Phase 2 trials for the treatment of atopic dermatitis and alopecia areata. The IL-7 and TSLP pathways have been genetically and biologically implicated in driving several T cell-mediated pathological processes in numerous autoimmune diseases. Q32 Bio’s program for innate immunity, ADX-097, is based on a novel platform enabling tissue-targeted regulation of the complement system without long-term systemic blockade – a key differentiator versus current complement therapeutics. Q32 Bio has completed a first-in-human, Phase 1 ascending dose clinical study of ADX-097 in healthy volunteers.

For more information, visit www.Q32Bio.com.

Availability of Other Information About Q32 Bio

Investors and others should note that we communicate with our investors and the public using our company website www.Q32Bio.com, including, but not limited to, company disclosures, investor presentations and FAQs, Securities and Exchange Commission filings, press releases, public conference call transcripts and webcast transcripts, as well as on X (formerly Twitter) and LinkedIn. The information that we post on our website or on X or LinkedIn could be deemed to be material

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information. As a result, we encourage investors, the media and others interested to review the information that we post there on a regular basis. The contents of our website or social media shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.

Forward-Looking Statements

This communication contains forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995, as amended, relating to our business, operations and financial condition, including but not limited to current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, our clinical results and related timing, including statements regarding expectations regarding the sufficiency of our cash, cash equivalents and short term investments to provide financial runway through clinical milestones and into mid-2026, anticipated timing of clinical data readouts, clinical milestones, among others.

Forward-looking statements generally include statements that are predictive in nature and depend upon or refer to future events or conditions, and include words such as "may," "will," "should," "would," "expect," "anticipate," "plan," "likely," "believe," "estimate," "project," "intend," and other similar expressions among others. Statements that are not historical facts are forward-looking statements. Forward-looking statements are based on current beliefs and assumptions that are subject to risks and uncertainties and are not guarantees of future performance. Actual results could differ materially from those contained in any forward-looking statement as a result of various factors, including, without limitation: interim, topline and preliminary data may change as more patient data become available, and are subject to audit and verification procedures that could result in material changes in the final data; data generated from our preclinical and clinical studies may not meet our expectations; our product candidates may not provided the intended therapeutic benefits; our product candidates may cause serious adverse side effects; the ability to integrate our business with our merger partner successfully and to achieve anticipated synergies; the possibility that other anticipated benefits of the merger will not be realized, including without limitation, anticipated revenues, expenses, earnings and other financial results, and growth and expansion of our operations, and the anticipated tax treatment of the merger; our ability to retain, attract and hire key personnel; potential adverse reactions or changes to relationships with employees, suppliers or other parties resulting from the completion of the merger; potential business uncertainty, including changes to existing business relationships that could affect our financial performance; the need for additional funding, which may not be available; failure to identify additional product candidates and develop or commercialize marketable products; the early stage of our development efforts; potential unforeseen events during clinical trials could cause delays or other adverse consequences; risks relating to the regulatory approval process; the inability to maintain our collaborations, or the failure of these collaborations; our reliance on third parties, including for the manufacture of materials for our research programs, preclinical and clinical studies; failure to obtain U.S. or international marketing approval; ongoing regulatory obligations; effects of significant competition; unfavorable pricing regulations, third-party reimbursement practices or healthcare reform initiatives; product liability lawsuits; securities class action litigation; the impact of global pandemics and general economic conditions on our business and operations, including the our preclinical studies and clinical trials; the possibility of system failures or security breaches; risks relating to intellectual property; significant costs incurred as a result of

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operating as a public company; and such other factors as are set forth in Q32 Bio's periodic public filings with the SEC, including but not limited to those described under the heading "Risk Factors" in our Form 10-Q filed with the Securities and Exchange Commission on May 9, 2024 and any subsequent filings made with the Securities and Exchange Commission. Except as required by applicable law, we undertake no obligation to revise or update any forward-looking statement, or to make any other forward-looking statements, whether as a result of new information, future events or otherwise.

Contacts:

Investors: Brendan Burns
Media: Sarah Sutton
Argot Partners
212.600.1902
Q32Bio@argotpartners.com

 

 

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Q32 Bio Inc.

Condensed Consolidated Statements of Operations

(in thousands, except share and per share data)

(Unaudited)

 

		Three Months Ended June 30,								Six Months Ended June 30,
		2024				2023				2024				2023
Collaboration arrangement revenue		$	—			$	3,205			$	—			$	6,152
Operating expenses:
Research and development			13,411				8,017				23,252				15,927
General and administrative			4,508				2,463				9,510				4,873
Total operating expenses			17,919				10,480				32,762				20,800
Loss from operations			(17,919	)			(7,275	)			(32,762	)			(14,648	)
Change in fair value of convertible notes			—				1,303				15,890				1,260
Other income (expense), net			2,390				165				2,548				743
Total other income (expense), net			2,390				1,468				18,438				2,003
Loss before provision for income taxes			(15,529	)			(5,807	)			(14,324	)			(12,645	)
Loss from equity method investment			(1,449	)			—				(1,625	)			—
Net loss		$	(16,978	)		$	(5,807	)		$	(15,949	)		$	(12,645	)
Net loss per share—basic		$	(1.42	)		$	(16.69	)		$	(2.46	)		$	(36.52	)
Net loss per share—diluted		$	(1.42	)		$	(16.69	)		$	(4.44	)		$	(36.52	)
Weighted-average common shares—basic			11,964,224				347,936				6,479,752				346,288
Weighted-average common shares—diluted			11,964,224				347,936				7,149,202				346,288

 

 

Q32 Bio Inc.

Condensed Consolidated Balance Sheet

(in thousands)

(Unaudited)

 

		June 30, 2024				December 31, 2023
Assets
Cash, cash equivalents and short-term investments		$	107,647			$	25,617
Equity method investment			3,275				—
Right-of-use asset, operating leases			6,016				6,301
Restricted cash and restricted cash equivalents			647				5,647
Other assets			6,622				9,492
Total assets		$	124,207			$	47,057
Liabilities, convertible preferred stock and stockholders’ deficit
Accounts payable, accrued expenses and other current liabilities		$	13,504			$	13,231
CVR liability			3,690				—
Lease liability, net of current portion			5,948				6,248
Venture debt			12,554				5,459
Convertible notes			—				38,595
Other noncurrent liabilities			55,000				55,000
Convertible preferred stock			—				111,445
Stockholders’ equity (deficit)			33,511				(182,921	)
Total liabilities, convertible preferred stock and stockholders’ equity (deficit)		$	124,207			$	47,057

 

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v3.24.2.u1

Document And Entity Information	Aug. 08, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Aug. 08, 2024
Entity Registrant Name	Q32 Bio Inc.
Entity Central Index Key	0001661998
Entity Emerging Growth Company	false
Entity File Number	001-38433
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	47-3468154
Entity Address, Address Line One	830 Winter Street
Entity Address, City or Town	Waltham
Entity Address, State or Province	MA
Entity Address, Postal Zip Code	02451
City Area Code	781
Local Phone Number	999-0232
Entity Information, Former Legal or Registered Name	N/A
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common stock, par value $0.0001 per share
Trading Symbol	QTTB
Security Exchange Name	NASDAQ

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