iXBRL+
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
(Mark One)
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
FOR THE QUARTERLY PERIOD ENDED
or
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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:
Flexion Therapeutics, Inc.
(Exact name of registrant as specified in its charter)
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(State or Other Jurisdiction of Incorporation or Organization) |
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(I.R.S. Employer Identification No.) |
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(Address of Principal Executive Offices) |
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(Registrant’s Telephone Number, Including Area Code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
Trading symbol(s) |
Name of each exchange on which registered |
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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.
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).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or 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 |
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Accelerated filer |
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Non-accelerated filer |
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Smaller reporting company |
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Emerging growth company |
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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).
As of November 1, 2019, the registrant had
FLEXION THERAPEUTICS, INC.
TABLE OF CONTENTS
2
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Flexion Therapeutics, Inc.
Condensed Consolidated Balance Sheets
(Unaudited in thousands, except share amounts)
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September 30, 2019 |
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December 31, 2018 |
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Assets |
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Current assets |
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Cash and cash equivalents |
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$ |
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$ |
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Marketable securities |
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Accounts receivable, net |
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Inventories |
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Prepaid expenses and other current assets |
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Total current assets |
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$ |
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$ |
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Property and equipment, net |
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Right-of-use assets |
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— |
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Total assets |
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$ |
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$ |
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Liabilities and Stockholders’ Equity |
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Current liabilities |
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Accounts payable |
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$ |
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$ |
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Accrued expenses and other current liabilities |
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Operating lease liabilities |
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— |
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Current portion of long-term debt |
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— |
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Total current liabilities |
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$ |
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$ |
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Long-term operating lease liability, net |
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— |
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Long-term debt, net |
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2024 convertible notes, net |
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Other long-term liabilities |
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Total liabilities |
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$ |
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$ |
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Commitments and contingencies |
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Preferred stock, $ and December 31, 2018 and and December 31, 2018 |
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Stockholders' equity |
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Common stock, $ December 31, 2018, respectively |
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Additional paid-in capital |
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Accumulated other comprehensive income (loss) |
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Accumulated deficit |
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Total stockholders' equity |
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Total liabilities and stockholders' equity |
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$ |
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$ |
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The accompanying notes are an integral part of these condensed consolidated financial statements.
3
Flexion Therapeutics, Inc.
Condensed Consolidated Statements of Operations and Comprehensive Loss
(Unaudited in thousands, except per share amounts)
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Three Months Ended |
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Nine Months Ended |
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September 30, |
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September 30, |
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2019 |
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2018 |
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2019 |
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2018 |
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Revenues |
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Product revenue, net |
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$ |
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$ |
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$ |
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$ |
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Operating expenses |
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Cost of sales |
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Research and development |
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Selling, general and administrative |
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Total operating expenses |
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Loss from operations |
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( |
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( |
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( |
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Other (expense) income |
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Interest income |
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Interest expense |
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Other (expense) income |
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( |
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Total other (expense) income |
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Net loss |
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$ |
( |
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$ |
( |
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$ |
( |
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$ |
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Net loss per common share, basic and diluted |
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$ |
( |
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$ |
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$ |
( |
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$ |
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Weighted average common shares outstanding, basic and diluted |
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Other comprehensive (loss) income: |
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Unrealized (losses) gains from available-for-sale securities, net of tax of $ |
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Total other comprehensive (loss) income |
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Comprehensive loss |
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$ |
( |
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$ |
( |
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$ |
( |
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$ |
( |
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The accompanying notes are an integral part of these condensed consolidated financial statements.
4
Flexion Therapeutics, Inc.
Condensed Consolidated Statements of Changes in Stockholders’ Equity
(Unaudited in thousands)
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Common Stock |
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Additional |
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Accumulated Other |
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Total |
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Shares |
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Par Value |
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Paid-in- Capital |
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Comprehensive Income (Loss) |
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Accumulated Deficit |
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Stockholders' Equity |
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Balance at December 31, 2018 |
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$ |
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$ |
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$ |
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$ |
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$ |
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Issuance of common stock for equity awards |
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— |
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— |
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Stock-based compensation expense |
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Net loss |
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( |
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( |
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Other comprehensive income |
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Balance at March 31, 2019 |
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$ |
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$ |
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$ |
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$ |
( |
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$ |
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Issuance of common stock for equity awards |
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— |
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— |
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Employee stock purchase plan |
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Stock-based compensation expense |
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Net loss |
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( |
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( |
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Other comprehensive income |
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Balance at June 30, 2019 |
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$ |
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$ |
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$ |
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$ |
( |
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$ |
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Issuance of common stock for equity awards |
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Employee stock purchase plan |
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— |
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Stock-based compensation expense |
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Net loss |
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( |
) |
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( |
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Other comprehensive loss |
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( |
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( |
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Balance at September 30, 2019 |
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$ |
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$ |
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$ |
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$ |
( |
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$ |
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Common Stock |
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Additional |
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Accumulated Other |
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Total |
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Shares |
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Par Value |
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Paid-in- Capital |
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Comprehensive Income (Loss) |
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Accumulated Deficit |
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Stockholders' Equity |
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Balance at December 31, 2017 |
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$ |
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$ |
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$ |
( |
) |
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$ |
( |
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$ |
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Issuance of common stock for equity awards |
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— |
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Stock-based compensation expense |
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Net loss |
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( |
) |
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( |
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Other comprehensive loss |
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( |
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( |
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Balance at March 31, 2018 |
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$ |
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$ |
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$ |
( |
) |
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$ |
( |
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$ |
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Issuance of common stock for equity awards |
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— |
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Employee stock purchase plan |
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Stock-based compensation expense |
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Net loss |
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( |
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( |
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Other comprehensive income |
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Balance at June 30, 2018 |
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$ |
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$ |
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$ |
( |
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$ |
( |
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$ |
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Issuance of common stock for equity awards |
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Employee stock purchase plan |
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— |
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Stock-based compensation expense |
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Net loss |
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( |
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( |
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Other comprehensive income |
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Balance at September 30, 2018 |
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$ |
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$ |
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$ |
( |
) |
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$ |
( |
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$ |
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The accompanying notes are an integral part of these condensed consolidated financial statements.
5
Flexion Therapeutics, Inc.
Condensed Consolidated Statements of Cash Flows
(Unaudited in thousands)
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Nine Months Ended |
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September 30, |
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2019 |
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2018 |
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Cash flows from operating activities |
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Net loss |
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$ |
( |
) |
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$ |
( |
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Adjustments to reconcile net loss to cash used in operating activities |
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Depreciation |
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Amortization of right-of-use assets |
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— |
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Stock-based compensation expense |
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Non cash interest expense |
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— |
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Accretion of discount on marketable securities |
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( |
) |
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( |
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Loss from debt extinguishment |
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— |
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Amortization of debt discount and debt issuance costs |
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Premium paid on securities purchased |
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( |
) |
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( |
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Changes in operating assets and liabilities: |
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Accounts receivable |
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( |
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( |
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Inventory |
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( |
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( |
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Prepaid expenses, other current and long-term assets |
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( |
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Accounts payable |
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( |
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Accrued expenses and other current liabilities |
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Lease liabilities and other long-term liabilities |
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( |
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— |
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Net cash used in operating activities |