PROSPECTUS SUPPLEMENT NO. 5
To Prospectus dated April 20, 2023
Filed Pursuant to Rule 424(b)(3)
Registration No. 333-266683
PROKIDNEY CORP.
Up to 239,448,300 Class A Ordinary Shares
This prospectus supplement no. 5 supplements the prospectus dated April 20, 2023, as supplemented from time to time (the “Prospectus”), relating to (i) the resale from time to time by certain of the selling securityholders named in the Prospectus (the “Selling Securityholders”) of 6,890,000 Class A ordinary shares, par value $0.0001 per share (“Class A ordinary shares”) of ProKidney Corp. (formerly known as Social Capital Suvretta Holdings Corp. III, “SCS” or the “Company”), collectively held by certain holders of the Company’s securities (the “Holders”) party to that certain Amended and Restated Registration Rights Agreement, dated as of July 11, 2022, by and among the Company, SCS Sponsor III LLC (the “Sponsor”), and the Holders (the “Amended and Restated Registration Rights Agreement”), their permitted transferees and certain Additional Holders (as defined in the Amended and Restated Registration Rights Agreement); (ii) the resale from time to time of 180,000,000 Class A ordinary shares issued or issuable to former holders of units in ProKidney LP pursuant to that certain Exchange Agreement, dated as of July 11, 2022, by and among the Company, ProKidney LP, and certain holders of the Company’s securities party thereto (the “Exchange Agreement”); (iii) the resale from time to time by certain of the Selling Securityholders of 52,508,300 Class A ordinary shares, purchased by certain investors at a purchase price of $10.00 per share, pursuant to subscription agreements with the Company; and (iv) the issuance by us and the resale from time to time by certain of the Selling Securityholders of 50,000 Class A ordinary shares reserved for issuance upon the settlement of restricted stock units.
The Prospectus provides you with a general description of such securities and the general manner in which we and the Selling Securityholders may offer or sell the securities. More specific terms of any securities that we and the Selling Securityholders may offer or sell may be provided in a prospectus supplement that describes, among other things, the specific amounts and prices of the securities being offered and the terms of the offering. The prospectus supplement may also add, update or change information contained in the Prospectus.
We will not receive any proceeds from the sale of Class A ordinary shares by the Selling Securityholders. However, we will pay the expenses, other than any underwriting discounts and commissions, associated with the sale of securities pursuant to the Prospectus.
We registered the securities for resale pursuant to the Selling Securityholders’ registration rights under certain agreements between us and the Selling Securityholders. Our registration of the securities covered by the Prospectus does not mean that either we or the Selling Securityholders will issue, offer or sell, as applicable, any of the securities. The Selling Securityholders may offer and sell the securities covered by the Prospectus in a number of different ways and at varying prices. We provide more information about how the Selling Securityholders may sell the shares in the section entitled “Plan of Distribution” in the Prospectus.
This prospectus supplement incorporates into the Prospectus the information contained in our attached quarterly report on Form 10-Q, which was filed with the Securities and Exchange Commission on August 10, 2023.
You should read this prospectus supplement in conjunction with the Prospectus, including any supplements and amendments thereto. This prospectus supplement is qualified by reference to the Prospectus except to the extent that the information in the prospectus supplement supersedes the information contained in the Prospectus. This prospectus supplement is not complete without, and may not be delivered or utilized except in connection with, the Prospectus, including any supplements and amendments thereto.
Our Class A ordinary shares are listed on the Nasdaq Capital Market under the symbol “PROK.” On August 10, 2023, the closing price of our Class A ordinary shares was $12.72.
Investing in our securities involves a high degree of risk. See “Risk Factors” beginning on page 6 of the Prospectus and in the documents that are incorporated by reference in the Prospectus.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if this prospectus supplement of the Prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
The date of this prospectus supplement is August 11, 2023.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
(Mark One)
☒ |
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended June 30, 2023
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: 001-40560
ProKidney Corp.
(Exact Name of Registrant as Specified in its Charter)
Cayman Islands |
98-1586514 |
( State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer |
2000 Frontis Plaza Blvd., Suite 250 Winston-Salem, NC |
27103 |
(Address of principal executive offices) |
(Zip Code) |
Registrant’s telephone number, including area code: (336) 999-7028
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
Class A ordinary shares, $0.0001 par value per share |
|
PROK |
|
The Nasdaq Stock Market |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer |
|
☐ |
|
Accelerated filer |
|
☐ |
|
|
|
|
|||
Non-accelerated filer |
|
☒ |
|
Smaller reporting company |
|
☒ |
|
|
|
|
|
|
|
Emerging growth company |
|
☒ |
|
|
|
|
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes ☒ No ☐
Class of Stock |
|
Shares Outstanding as of August 10, 2023 |
Class A ordinary shares, par value $0.0001 per share |
|
61,590,231 |
Class B ordinary shares, par value $0.0001 per share |
|
173,663,427 |
\`
Table of Contents
|
|
Page |
PART I. |
2 |
|
Item 1. |
2 |
|
|
2 |
|
|
3 |
|
|
4 |
|
|
6 |
|
|
7 |
|
|
Notes to Unaudited Condensed Consolidated Financial Statements |
1 |
Item 2. |
Management’s Discussion and Analysis of Financial Condition and Results of Operations |
17 |
Item 3. |
27 |
|
Item 4. |
28 |
|
PART II. |
29 |
|
Item 1. |
29 |
|
Item 1A. |
29 |
|
Item 2. |
29 |
|
Item 3. |
29 |
|
Item 4. |
29 |
|
Item 5. |
29 |
|
Item 6. |
29 |
|
31 |
||
i
PART I—FINANCIAL INFORMATION
Item 1. Condensed Consolidated Financial Statements.
ProKidney Corp.
Condensed Consolidated Balance Sheets
(in thousands, except share data)
|
June 30, 2023 |
|
|
December 31, 2022 |
|
||
|
(Unaudited) |
|
|
|
|
||
Assets |
|
|
|
|
|
||
Cash and cash equivalents |
$ |
243,553 |
|
|
$ |
490,252 |
|
Marketable securities |
|
202,575 |
|
|
|
– |
|
Interest receivable |
|
8,090 |
|
|
|
– |
|
Prepaid assets |
|
4,226 |
|
|
|
2,624 |
|
Prepaid clinical |
|
7,385 |
|
|
|
10,459 |
|
Other current assets |
|
603 |
|
|
|
1,384 |
|
Total current assets |
|
466,432 |
|
|
|
504,719 |
|
|
|
|
|
|
|
||
Fixed assets, net |
|
14,803 |
|
|
|
10,708 |
|
Right of use assets, net |
|
2,880 |
|
|
|
2,356 |
|
Intangible assets, net |
|
106 |
|
|
|
213 |
|
Total assets |
$ |
484,221 |
|
|
$ |
517,996 |
|
|
|
|
|
|
|
||
Liabilities and Shareholders' Deficit/Members' Equity |
|
|
|
|
|
||
Accounts payable |
$ |
2,832 |
|
|
$ |
3,044 |
|
Lease liabilities |
|
654 |
|
|
|
493 |
|
Accrued expenses and other |
|
20,945 |
|
|
|
7,336 |
|
Income taxes payable |
|
66 |
|
|
|
– |
|
Total current liabilities |
|
24,497 |
|
|
|
10,873 |
|
|
|
|
|
|
|
||
Income tax payable, net of current portion |
|
494 |
|
|
|
278 |
|
Lease liabilities, net of current portion |
|
2,286 |
|
|
|
1,906 |
|
Total liabilities |
|
27,277 |
|
|
|
13,057 |
|
Commitments and contingencies |
|
|
|
|
|
||
Redeemable noncontrolling interest |
|
1,779,198 |
|
|
|
1,601,555 |
|
|
|
|
|
|
|
||
Shareholders’ deficit / members' equity: |
|
|
|
|
|
||
Class A ordinary shares, $0.0001 par value; 500,000,000 shares |
|
6 |
|
|
|
6 |
|
Class B ordinary shares, $0.0001 par value; 500,000,000 shares |
|
18 |
|
|
|
18 |
|
Additional paid-in capital |
|
30,957 |
|
|
|
7,476 |
|
Accumulated other comprehensive loss |
|
(127 |
) |
|
|
– |
|
Accumulated deficit |
|
(1,353,108 |
) |
|
|
(1,104,116 |
) |
Total shareholders' deficit / members’ equity |
|
(1,322,254 |
) |
|
|
(1,096,616 |
) |
Total liabilities and shareholders' deficit/members' equity |
$ |
484,221 |
|
|
$ |
517,996 |
|
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
2
ProKidney Corp.
Condensed Consolidated Statements of Operations - Unaudited
(in thousands, except for share and per share data)
|
|
Three Months Ended June 30, |
|
|
Six Months Ended June 30, |
|
||||||||||
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
||||
Operating expenses |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Research and development |
|
$ |
26,364 |
|
|
$ |
11,558 |
|
|
$ |
51,981 |
|
|
$ |
40,048 |
|
General and administrative |
|
|
13,455 |
|
|
|
9,180 |
|
|
|
28,714 |
|
|
|
47,152 |
|
Total operating expenses |
|
|
39,819 |
|
|
|
20,738 |
|
|
|
80,695 |
|
|
|
87,200 |
|
Operating loss |
|
|
(39,819 |
) |
|
|
(20,738 |
) |
|
|
(80,695 |
) |
|
|
(87,200 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Other income (expense): |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Interest income |
|
|
5,965 |
|
|
|
– |
|
|
|
11,262 |
|
|
|
– |
|
Interest expense |
|
|
(4 |
) |
|
|
(170 |
) |
|
|
(7 |
) |
|
|
(184 |
) |
Net loss before income taxes |
|
|
(33,858 |
) |
|
|
(20,908 |
) |
|
|
(69,440 |
) |
|
|
(87,384 |
) |
Income tax expense |
|
|
965 |
|
|
|
1,223 |
|
|
|
2,292 |
|
|
|
2,233 |
|
Net loss before noncontrolling |
|
|
(34,823 |
) |
|
|
(22,131 |
) |
|
|
(71,732 |
) |
|
|
(89,617 |
) |
Net loss attributable to noncontrolling interest |
|
|
(25,705 |
) |
|
|
– |
|
|
|
(52,949 |
) |
|
|
– |
|
Net loss available to Class A ordinary shareholders |
|
$ |
(9,118 |
) |
|
$ |
(22,131 |
) |
|
$ |
(18,783 |
) |
|
$ |
(89,617 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Weighted average Class A ordinary shares outstanding: (1) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic and diluted |
|
|
64,562,209 |
|
|
|
|
|
|
64,551,281 |
|
|
|
|
||
Net loss per share attributable to Class A ordinary shares: (1) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic and diluted |
|
$ |
(0.14 |
) |
|
|
|
|
$ |
(0.29 |
) |
|
|
|
||
(1) The Company analyzed the calculation of net loss per share for periods prior to the Business Combination, as defined in Note 1, on July 11, 2022 and determined that it resulted in values that would not be meaningful to the users of the consolidated financial statements, as the capital structure completely changed as a result of the Business Combination. Therefore, net loss per share information has not been presented for periods prior to the Business Combination. For more information refer to Note 8.
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
3
ProKidney Corp.
Condensed Consolidated Statements of Comprehensive Loss - Unaudited
(in thousands, except for share and per share data)
|
|
Three Months Ended June 30, |
|
|
Six Months Ended June 30, |
|
||||||||||
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
||||
Net loss including noncontrolling interest |
|
$ |
(34,823 |
) |
|
$ |
(22,131 |
) |
|
$ |
(71,732 |
) |
|
$ |
(89,617 |
) |
Other comprehensive (loss) income: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Unrealized gain (loss) on marketable securities |
|
|
(413 |
) |
|
|
– |
|
|
|
(485 |
) |
|
|
– |
|
Other comprehensive loss |
|
|
(413 |
) |
|
|
– |
|
|
|
(485 |
) |
|
|
– |
|
Total comprehensive loss including noncontrolling interest |
|
|
(35,236 |
) |
|
|
(22,131 |
) |
|
|
(72,217 |
) |
|
|
(89,617 |
) |
Less: Total comprehensive loss attributable to noncontrolling interest |
|
|
(26,010 |
) |
|
|
– |
|
|
|
(53,307 |
) |
|
|
– |
|
Total comprehensive loss attributable to Class A ordinary shareholders |
|
$ |
(9,226 |
) |
|
$ |
(22,131 |
) |
|
$ |
(18,910 |
) |
|
$ |
(89,617 |
) |
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
4
ProKidney Corp.
Condensed Consolidated Statements of Changes in Redeemable Noncontrolling Interest and Shareholders’ Deficit / Members’ Equity - Unaudited
(in thousands, except for share and per share data)
|
|
For the Three Months Ended June 30, 2023 |
|
||||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
|
|
|
|
|
Class A Ordinary Shares |
|
|
Class B Ordinary Shares |
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
|
|
Redeemable Noncontrolling Interest |
|
|
|
Shares |
|
|
Amount |
|
|
Shares |
|
|
Amount |
|
|
Additional Paid-in Capital |
|
|
Accumulated Other Comprehensive Loss |
|
|
Accumulated Deficit |
|
|
Total Shareholders' Deficit / Members' Equity |
|
|||||||||
Balance as of April 1, 2023 |
|
$ |
2,082,488 |
|
|
|
|
61,540,231 |
|
|
$ |
6 |
|
|
|
173,444,861 |
|
|
$ |
18 |
|
|
$ |
21,792 |
|
|
$ |
(19 |
) |
|
$ |
(1,623,307 |
) |
|
$ |
(1,601,510 |
) |
Equity-based compensation |
|
|
2,762 |
|
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
8,440 |
|
|
|
– |
|
|
|
– |
|
|
|
8,440 |
|
Issuance of Class A ordinary shares |
|
|
– |
|
|
|
|
50,000 |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
Vesting of Class B restricted stock rights |
|
|
– |
|
|
|
|
– |
|
|
|
– |
|
|
|
218,566 |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
Impact of equity transactions on redeemable noncontrolling interest |
|
|
(725 |
) |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
725 |
|
|
|
– |
|
|
|
– |
|
|
|
725 |
|
Unrealized loss on marketable securities |
|
|
(305 |
) |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
(108 |
) |
|
|
– |
|
|
|
(108 |
) |
Net loss |
|
|
(25,705 |
) |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
(9,118 |
) |
|
|
(9,118 |
) |
Change in redemption value of noncontrolling interest |
|
|
(279,317 |
) |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
279,317 |
|
|
|
279,317 |
|
Balance as of June 30, 2023 |
|
$ |
1,779,198 |
|
|
|
|
61,590,231 |
|
|
$ |
6 |
|
|
|
173,663,427 |
|
|
$ |
18 |
|
|
$ |
30,957 |
|
|
$ |
(127 |
) |
|
$ |
(1,353,108 |
) |
|
$ |
(1,322,254 |
) |
|
|
For the Three Months Ended June 30, 2022 |
|
|||||||||||||||||
|
|
Class A |
|
|
Class B |
|
|
Accumulated |
|
|
Total Members' |
|
||||||||
|
|
Units |
|
|
Amount |
|
|
Profits Interests |
|
|
Deficit |
|
|
Equity |
|
|||||
Balance as of April 1, 2022 |
|
|
186,500,000 |
|
|
|
186,500 |
|
|
|
62,663 |
|
|
|
(228,996 |
) |
|
|
20,167 |
|
Capital contribution |
|
|
– |
|
|
|
– |
|
|
|
500 |
|
|
|
– |
|
|
|
500 |
|
Equity-based payments |
|
|
– |
|
|
|
– |
|
|
|
8,001 |
|
|
|
– |
|
|
|
8,001 |
|
Net loss |
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
(22,131 |
) |
|
|
(22,131 |
) |
Balance as of June 30, 2022 |
|
|
186,500,000 |
|
|
$ |
186,500 |
|
|
$ |
71,164 |
|
|
$ |
(251,127 |
) |
|
$ |
6,537 |
|
5
ProKidney Corp.
Condensed Consolidated Statements of Changes in Redeemable Noncontrolling Interest and Shareholders’ Deficit / Members’ Equity - Unaudited
(in thousands, except for share and per share data)
|
|
For the Six Months Ended June 30, 2023 |
|
||||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
|
|
|
|
|
|
Class A Ordinary Shares |
|
|
Class B Ordinary Shares |
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
|
|
Redeemable Noncontrolling Interest |
|
|
|
Shares |
|
|
Amount |
|
|
Shares |
|
|
Amount |
|
|
Additional Paid-in Capital |
|
|
Accumulated Other Comprehensive Loss |
|
|
Accumulated Deficit |
|
|
Total Shareholders' Deficit / Members' Equity |
|
|||||||||
Balance as of January 1, 2023 |
|
|
1,601,555 |
|
|
|
|
61,540,231 |
|
|
|
6 |
|
|
|
171,578,320 |
|
|
|
18 |
|
|
|
7,476 |
|
|
|
– |
|
|
|
(1,104,116 |
) |
|
|
(1,096,616 |
) |
Equity-based compensation |
|
|
5,219 |
|
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
19,003 |
|
|
|
– |
|
|
|
– |
|
|
|
19,003 |
|
Issuance of Class A ordinary shares |
|
|
– |
|
|
|
|
50,000 |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
|
|
|
– |
|
|
|
|
|
|
– |
|
||
Vesting of Class B restricted stock rights |
|
|
– |
|
|
|
|
– |
|
|
|
– |
|
|
|
2,085,107 |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
Impact of equity transactions on redeemable noncontrolling interest |
|
|
(4,478 |
) |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
4,478 |
|
|
|
– |
|
|
|
– |
|
|
|
4,478 |
|
Unrealized loss on marketable securities |
|
|
(358 |
) |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
(127 |
) |
|
|
– |
|
|
|
(127 |
) |
Net loss |
|
|
(52,949 |
) |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
(18,783 |
) |
|
|
(18,783 |
) |
Change in redemption value of noncontrolling interest |
|
|
230,209 |
|
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
(230,209 |
) |
|
|
(230,209 |
) |
Balance as of June 30, 2023 |
|
$ |
1,779,198 |
|
|
|
|
61,590,231 |
|
|
$ |
6 |
|
|
|
173,663,427 |
|
|
$ |
18 |
|
|
$ |
30,957 |
|
|
$ |
(127 |
) |
|
$ |
(1,353,108 |
) |
|
$ |
(1,322,254 |
) |
|
|
For the Six Months Ended June 30, 2022 |
|
|||||||||||||||||
|
|
Class A |
|
|
Class B |
|
|
Accumulated |
|
|
Total Members' |
|
||||||||
|
|
Units |
|
|
Amount |
|
|
Profits Interests |
|
|
Deficit |
|
|
Equity |
|
|||||
Balance as of January 1, 2022 |
|
|
186,500,000 |
|
|
$ |
186,500 |
|
|
$ |
1,927 |
|
|
$ |
(161,510 |
) |
|
$ |
26,917 |
|
Capital contribution |
|
|
– |
|
|
|
– |
|
|
|
6,050 |
|
|
|
– |
|
|
|
6,050 |
|
Equity-based payments |
|
|
– |
|
|
|
– |
|
|
|
63,187 |
|
|
|
– |
|
|
|
63,187 |
|
Net loss |
|
|
– |
|
|
|
– |
|
|
|
– |
|
|
|
(89,617 |
) |
|
|
(89,617 |
) |
Balance as of June 30, 2022 |
|
|
186,500,000 |
|
|
$ |
186,500 |
|
|
$ |
71,164 |
|
|
$ |
(251,127 |
) |
|
$ |
6,537 |
|
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
6
ProKidney Corp.
Condensed Consolidated Statements of Cash Flows – Unaudited
(in thousands)
|
|
Six Months Ended June 30, |
|
|||||
|
|
2023 |
|
|
2022 |
|
||
Cash flows from operating activities |
|
|
|
|
|
|
||
Net loss before noncontrolling interest |
|
$ |
(71,732 |
) |
|
$ |
(89,617 |
) |
Adjustments to reconcile net loss before noncontrolling interest to net cash flows used |
|
|
|
|
|
|
||
Depreciation and amortization |
|
|
1,702 |
|
|
|
1,462 |
|
Equity-based compensation |
|
|
24,222 |
|
|
|
60,685 |
|
Gain on marketable securities, net |
|
|
(1,981 |
) |
|
|
– |
|
Loss on disposal of equipment |
|
|
3 |
|
|
|
– |
|
Changes in operating assets and liabilities |
|
|
|
|
|
|
||
Interest receivable |
|
|
(8,090 |
) |
|
|
– |
|
Deferred offering costs |
|
|
– |
|
|
|
(6,905 |
) |
Prepaid and other assets |
|
|
2,256 |
|
|
|
(5,320 |
) |
Accounts payable and accrued expenses |
|
|
12,430 |
|
|
|
(520 |
) |
Income taxes payable |
|
|
282 |
|
|
|
1,730 |
|
Net cash flows used in operating activities |
|
|
(40,908 |
) |
|
|
(38,485 |
) |
|
|
|
|
|
|
|
||
Cash flows used in investing activities |
|
|
|
|
|
|
||
Purchases of marketable securities |
|
|
(261,847 |
) |
|
|
– |
|
Sales of marketable securities |
|
|
60,768 |
|
|
|
– |
|
Purchase of equipment and facility expansion |
|
|
(4,686 |
) |
|
|
(1,225 |
) |
Net cash flows used in investing activities |
|
|
(205,765 |
) |
|
|
(1,225 |
) |
|
|
|
|
|
|
|
||
Cash flows from financing activities |
|
|
|
|
|
|
||
Payments on finance leases |
|
|
(26 |
) |
|
|
(16 |
) |
Borrowings under related party notes payable |
|
|
– |
|
|
|
35,000 |
|
Net cash contribution |
|
|
– |
|
|
|
6,050 |
|
Net cash flows (used in) provided by financing activities |
|
|
(26 |
) |
|
|
41,034 |
|
|
|
|
||||||