Delaware | 001-38811 | 47-4152751 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S Employer Identification No.) |
Exhibit No. | Description | |
99.1 |
Dated: | April 1, 2019 | TCR2 Therapeutics Inc. | ||
By: | /s/ Mayur (Ian) Somaiya | |||
Mayur (Ian) Somaiya | ||||
Chief Financial Officer |
• | U.S. Food and Drug Administration (FDA) cleared TCR2’s investigational new drug (IND) application for its lead solid tumor candidate TC-210; Company initiated Phase 1/2 clinical trial |
• | Initial public offering completed in February raised approximately $80.2 million in net proceeds |
• | Held pre-IND meeting with FDA for lead hematology candidate TC-110 |
• | Patent issued with claims covering TCR2’s TRuC™-T cells that express anti-mesothelin T cell receptor fusion proteins including TC-210 |
• | Advanced TC-210, TCR2’s lead T cell receptor (TCR) Fusion Construct T cell (TRuC™ T cell) product candidate, to investigational new drug (IND) application submission in December 2018 and IND clearance by the U.S. Food and Drug Administration (FDA) in January 2019. TCR2 engineered TC-210 T cells to target and kill mesothelin-expressing cancers while engaging the entire TCR, independent of human leukocyte antigens (HLA). In preclinical studies, TC-210 has demonstrated better anti-tumor activity, longer persistence, and lower cytokine release compared to chimeric antigen receptor (CAR)-T cells engineered with the same mesothelin binder. TCR2 initiated a Phase 1/2 clinical trial for TC-210 to treat patients with mesothelin-positive solid tumors, including non-small cell lung cancer (NSCLC), ovarian cancer, malignant pleural/peritoneal mesothelioma, and cholangiocarcinoma. TCR2 expects to generate its first clinical data for TC-210 in the second half of 2019. |
• | Expanded the TCR2 pipeline, initiating IND-enabling studies for TC-110 and TC-220 product candidates, and building next-generation enhancements into the TRuC platform. |
• | TC-110 is a CD19 targeted TRuC-T cell product candidate designed to treat patients with CD19-positive B-cell hematological malignancies, including diffuse large B-cell lymphoma (DLBCL), adult acute lymphoblastic leukemia (aALL), follicular lymphoma (FL), and other non-Hodgkin lymphoma (NHL) subtypes. In preclinical studies, TC-110 has shown better anti-tumor activity and persistence compared to CD28 and 4-1BB CAR-T cells engineered with the same CD19 binder, while also exhibiting lower levels of cytokine release. |
• | TC-220 is a MUC16 (Mucin 16, Cell Surface Associated)-targeted TRuC-T cell product candidate designed to treat patients with MUC16-positive solid tumors. MUC16 is highly expressed in many solid tumors, including ovarian, pancreatic, gastric, and colorectal cancers. TC-220 has shown strong anti-tumor activity in preclinical models of MUC16-positive ovarian cancers. TCR2 plans to file an IND for TC-220 in the first half of 2020. |
• | TCR2 is developing several additional tools that may be incorporated into future TRuC product candidates to overcome tumor defense mechanisms, including dual-antigen targeting and strategies to counter the immunosuppressive microenvironment of solid tumors. TCR2 is also evaluating multiple proprietary designs for allogeneic, or off the shelf, TRuC-T cells. |
• | Established semi-automated Good Manufacturing Practice (GMP) manufacturing process. TCR2 currently manufactures GMP-grade clinical lots for TC-210 through third-party contractors. In December 2018, TCR2 entered into an agreement with Cell and Gene Therapy (CGT) Catapult Limited (Catapult), which will allow TCR2 to manufacture TRuC-T cells using its own personnel at CGT Catapult’s facility in Stevenage, UK. The TCR2 CGT Catapult facility is expected to be operational in the second half of 2019. At full capacity, TCR2 estimates this facility would expand its manufacturing capacity to a total of approximately 400 treatments per year. |
• | Raised $125 million in an oversubscribed Series B financing round in March 2018. The financing was co-led by 6 Dimensions Capital and Curative Ventures with participation from new investors Redmile and Arrowmark and all of TCR2’s Series A investors. |
• | Strengthened its management and board in 2018. This included adding Ian Somaiya as Chief Financial Officer, along with Neil Gibson Ph.D. and Andrew Allen M.D., Ph.D. to the Board of Directors. |
• | In January 2019, the FDA cleared the IND for TC-210. TCR2 initiated its Phase 1/2 trial to treat patients with NSCLC, ovarian cancer, malignant pleural/peritoneal mesothelioma, and cholangiocarcinoma. TCR2 expects to generate initial data from the trial in the second half of 2019. |
• | In February 2019, TCR2 completed an initial public offering pursuant to which it issued and sold 5,750,000 shares of common stock, including full exercise of the underwriters' over-allotment option, resulting in net proceeds of $80.2 million after deducting underwriting discounts and commissions and other offering expenses. |
• | In February 2019, the FDA granted orphan drug designation to TC-210 for the treatment of mesothelioma. |
• | TCR2 recently held a pre-IND meeting with the FDA and remains on track to submit an IND for TC-110 in the second half of 2019. |
• | In February 2019, the United States Patent and Trademark Office issued U.S. Patent No.: 10,208,285, with claims covering TCR2’s TRuC-T cells that express anti-mesothelin TCR fusion proteins, including TC-210. |
• | TC-210 - release initial Phase 1 data from the Phase 1/2 trial in 2H 2019. |
• | TC-110 - IND submission in 2H 2019. |
• | TC-220 - IND submission in 1H 2020. |
• | Catapult manufacturing facility - operational in 2H 2019. |
• | TCR2 ended 2018 with $123.2 million in cash, cash equivalents, and investments compared to $19.8 million as of December 31, 2017. Net cash from financing activities for the year ended December 31, 2018 was $123.0 million compared to $16.2 for the year ended December 31, 2017. Net cash used in operations was $18.8 million for the year ended December 31, 2018 compared to $12.0 million for the year ended December 31, 2017. |
• | Net loss for the year ended December 31, 2018 was $24.3 million compared to $13.1 million for the year ended December 31, 2017. |
• | Research and development expenses were $19.7 million for the year ended December 31, 2018 compared to $9.6 million for the year ended December 31, 2017. The increase in R&D expenses is primarily related to increase in headcount and preclinical development of our lead solid tumor product candidate, TC-210. |
• | General and administrative expenses were $6.8 million for the year ended December 31, 2018, compared to $3.6 million for the year ended December 31, 2017. The increase in general and administrative expenses was primarily due to an increase in personnel costs. |
• | Jefferies Immuno-Oncology Cell Therapy Summit: Alfonso Quintás Cardama, M.D., Chief Medical Officer, will present on Friday, April 5, 2019 at 7:30am in Boston, MA. |
• | 4th Annual CAR-T Congress USA: Robert Hofmeister Ph.D., Chief Scientific Officer, will present on Wednesday, April 17, 2019 at 9:40am in Boston, MA. |
• | Class of 2018 Biotech IPOs Investor Day: Ian Somaiya, Chief Financial Officer, will present on Friday, April 26, 2019 at the offices of Davis Polk in New York, NY. |
• | BioTrinity 2019: Garry Menzel, Ph.D., President and CEO, will present on Tuesday, April 30, 2019 in London, UK. |
December 31, | |||||||
2018 | 2017 | ||||||
Assets | |||||||
Current assets | |||||||
Cash | $ | 47,674 | $ | 19,811 | |||
Investments | 75,493 | — | |||||
Prepaid expenses and other current assets | 2,326 | 892 | |||||
Total current assets | 125,493 | 20,703 | |||||
Property and equipment, net | 1,638 | 1,026 | |||||
Restricted cash | 290 | 290 | |||||
Deferred offering costs | 2,012 | 20 | |||||
Total assets | $ | 129,433 | $ | 22,039 | |||
Liabilities, redeemable convertible preferred stock and stockholders’ equity (deficit) | |||||||
Accounts payable | $ | 2,663 | $ | 427 | |||
Accrued expenses and other current liabilities | 2,802 | 804 | |||||
Total current liabilities | 5,465 | 1,231 | |||||
Other liabilities | 434 | 30 | |||||
Total liabilities | 5,899 | 1,261 | |||||
Redeemable convertible preferred stock, $0.0001 par value | |||||||
Series A preferred stock shares 45,000,000 authorized; 44,500,001 shares issued and outstanding at December 31, 2018 and 2017 (liquidation preference of $49.8 million at December 31, 2018) | 72,980 | 47,102 | |||||
Series B preferred stock: 62,500,000 and no shares authorized at December 31, 2018 and 2017, respectively; 62,500,000 shares and no shares authorized and outstanding as of December 31, 2018 and 2017, respectively (liquidation value of $130.9 million at December 31, 2018). | 136,250 | — | |||||
Total redeemable convertible preferred stock | 209,230 | 47,102 | |||||
Common stock, $0.0001 par value; 20,988,730 and 13,239,045 shares authorized at December 31, 2018 and 2017, respectively; 914,602 and 612,962 shares issued at December 31, 2018 and 2017, respectively; 726,994 and 435,630 shares outstanding at December 31, 2018 and 2017, respectively. | — | — | |||||
Additional paid-in capital | — | — | |||||
Accumulated other comprehensive income (loss) | (106 | ) | — | ||||
Accumulated deficit | (85,590 | ) | (26,324 | ) | |||
Total stockholders’ equity (deficit) | (85,696 | ) | (26,324 | ) | |||
Total liabilities, redeemable preferred stock and stockholders’ equity (deficit) | $ | 129,433 | $ | 22,039 |
Three Months Ended December 31, | Years Ended December 31, | ||||||||||||||
2018 | 2017 | 2018 | 2017 | ||||||||||||
Operating expenses | |||||||||||||||
Research and development | $ | 6,219 | $ | 2,747 | $ | 19,673 | $ | 9,569 | |||||||
General and administrative | 2,222 | 1,290 | 6,780 | 3,611 | |||||||||||
Total operating expenses | 8,441 | 4,037 | 26,453 | 13,180 | |||||||||||
Loss from operations | (8,441 | ) | (4,037 | ) | (26,453 | ) | (13,180 | ) | |||||||
Other income, net | 751 | 25 | 2,202 | 110 | |||||||||||
Net loss | (7,690 | ) | (4,012 | ) | (24,251 | ) | (13,070 | ) | |||||||
Accretion of redeemable convertible preferred stock to redemption value | (3,730 | ) | (522 | ) | (37,298 | ) | (1,794 | ) | |||||||
Net loss attributable to common stockholders | $ | (11,420 | ) | $ | (4,534 | ) | $ | (61,549 | ) | $ | (14,864 | ) | |||
Per share information | |||||||||||||||
Net loss per share of common stock, basic and diluted | $ | (16.22 | ) | $ | (11.02 | ) | $ | (98.53 | ) | $ | (39.94 | ) | |||
Weighted average shares outstanding, basic and diluted | 703,874 | 411,289 | 624,659 | 372,116 |
YEARS ENDED DECEMBER 31, | |||||||
2018 | 2017 | ||||||
Operating activities: | |||||||
Net loss | $ | (24,251 | ) | $ | (13,070 | ) | |
Adjustments to reconcile net loss to cash used in operating activities: | |||||||
Depreciation and amortization | 419 | 298 | |||||
Stock-based compensation expense | 2,133 | 408 | |||||
Loss on fixed asset disposal | 2 | — | |||||
Accretion on investments | (280 | ) | — | ||||
Changes in operating assets and liabilities: | |||||||
Interest receivable on investments | (390 | ) | — | ||||
Prepaid expenses and other current assets | (1,043 | ) | 103 | ||||
Accounts payable | 2,224 | (101 | ) | ||||
Accrued expenses and other liabilities | 2,408 | 347 | |||||
Cash used in operating activities | (18,778 | ) | (12,015 | ) | |||
Investing activities: | |||||||
Purchase of investments | (97,810 | ) | (6,480 | ) | |||
Proceeds from maturity of investments | 22,490 | 14,830 | |||||
Change in restricted cash | — | (290 | ) | ||||
Purchases of equipment | (1,019 | ) | (388 | ) | |||
Cash (used in) provided by investing activities | (76,339 | ) | 7,672 | ||||
Financing activities: | |||||||
Proceeds from the sale of Series A preferred stock | — | 16,167 | |||||
Proceeds from the sale of Series B preferred stock | 125,000 | — | |||||
Proceeds from the exercise of stock options | 140 | 44 | |||||
Deferred offering costs | (1,990 | ) | (20 | ) | |||
Payment of issuance costs | (170 | ) | (28 | ) | |||
Cash provided by financing activities | 122,980 | 16,163 | |||||
Net increase in cash and cash equivalents | 27,863 | 11,820 | |||||
Cash and cash equivalents at beginning of year | 19,811 | 7,991 | |||||
Cash and cash equivalents at end of year | $ | 47,674 | $ | 19,811 | |||
Supplemental disclosure of noncash financing activities: | |||||||
Accretion of redeemable convertible preferred stock to redemption value | $ | 37,298 | $ | 1,794 | |||
Deferred offering costs included in accounts payable | 558 | 20 | |||||
Property and equipment additions in accounts payable | 14 | — | |||||
Reclassification of early exercise liability upon vesting of options | 10 | — |