Item 2.02 Results of Operations and Financial Condition.
On January 4, 2021, Calithera Biosciences, Inc. ("Calithera") issued a press
release titled "Calithera Biosciences Reports CANTATA Study of Telaglenastat in
Renal Cell Carcinoma Did Not Achieve Primary Endpoint" a copy of which is filed
as Exhibit 99.1 hereto. In the press release, the Company announced that based
upon information currently available as of the date of this Current Report on
Form 8-K (this "Current Report"), Calithera anticipates cash, cash equivalents
and investments of approximately $115 million at December 31, 2020, which
management believes will be sufficient to meet its current operating plan
through December 31, 2022.
The information relating to cash, cash equivalents and investments is
preliminary, has not been audited and is subject to change upon completion of
the audit of Calithera's financial statements as of and for the year ended
December 31, 2020.
Item 2.05 Costs Associated with Exit or Disposal Activities.
On January 4, 2021, Calithera also announced in the press release a reduction in
force to extend its cash runway and ensure long-term sustainability. Calithera
will reduce its workforce by approximately 35% to preserve cash resources. All
employees affected by the workforce reduction will be eligible to receive, among
other things, severance payments based on the applicable employee's level and
years of service with Calithera and the continuation of group health insurance
coverage for a specified time period post-termination. Each affected employee's
eligibility for the severance benefits is contingent upon such employee's
execution of a separation agreement, which includes a general release of claims
against Calithera.
Calithera anticipates the one-time severance-related charge associated with the
workforce reduction to be approximately $1.3 million to $1.5 million, with the
majority to be completed by the first quarter of 2021. The severance-related
charge, which is expected to represent cash expenditures that the Company
expects to incur in connection with the workforce reduction, are subject to a
number of assumptions, and actual results may differ materially. The Company may
also incur other charges or cash expenditures not currently contemplated due to
events that may occur as a result of, or associated with, the workforce
reduction. If the Company subsequently determines that it will incur additional
significant costs and realignment charges, it will amend this Current Report
to disclose such information.
Item 8.01. Other Events.
The information contained in Item 2.02 above and the press release, dated
January 4, 2021, titled "Calithera Biosciences Reports CANTATA Study of
Telaglenastat in Renal Cell Carcinoma Did Not Achieve Primary Endpoint" are
incorporated herein by reference.
Cautionary Statement Regarding Forward-Looking Statements
This Current Report contains "forward-looking" statements within the meaning of
the Private Securities Litigation Reform Act of 1995, including, without
limitation, statements regarding Calithera's expectations regarding our cash
position as of December 31, 2020 and the estimated cash expenditures associated
with termination benefits and severance-related charges.
These risks and uncertainties may be amplified by the COVID-19 pandemic, which
has caused significant economic uncertainty. If any of these risks materialize
or underlying assumptions prove incorrect, actual results could differ
materially from the results implied by these forward-looking statements.
Additional risks and uncertainties that could cause actual outcomes and results
to differ materially from those contemplated by the forward-looking statements
are included under the caption "Risk Factors" and elsewhere in Calithera's most
recent filings with the SEC, including Calithera's Quarterly Report
on Form 10-Q for the quarter ended September 30, 2020 and other documents
Calithera has filed, or will file, with the SEC, including any subsequent
reports on Form 10-K, Form 10-Q or Form 8-K filed with the SEC from time to time
and available at www.sec.gov. These documents can be accessed on Calithera's
Investor Relations page
at https://ir.calithera.com/financial-information/sec-filings by clicking on the
link titled "SEC Filings."
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These forward-looking statements are based on management's beliefs and
assumptions and on information currently available to management. The
forward-looking statements included in this Current Report are made only as of
the date hereof. We assume no obligation and do not intend to update these
forward-looking statements, except as required by law or applicable regulation.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
No. Description
99.1 Press Release, dated January 4, 2021, titled "Calithera Biosciences
Reports CANTATA Study of Telaglenastat in Renal Cell Carcinoma Did Not
Achieve Primary Endpoint"
104 Cover Page Interactive Data File (the cover page XBRL tags are
embedded within the Inline XBRL document)
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