$ACHV

ACHIEVE LIFE SCIENCES, INC.

CIK:0000949858|SEC Filings

Consolidated Statements of Loss and Comprehensive Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2026	Jun. 30, 2025	Jun. 30, 2026	Jun. 30, 2025
EXPENSES
Total operating expenses	$ 18,392	$ 12,563	$ 28,855	$ 25,457
OTHER INCOME
Interest income	1,476	192	1,773	514
Interest expense [note 6]	(277)	(191)	(551)	(376)
Change in fair value of contingent consideration [note 4 and note 5]	(100)	(97)	185	(188)
Other (expenses) income	(5)	(59)	(18)	(38)
Warrant issuance cost [note 7b]	(8,799)		(8,799)
Change in fair value of warrant liability [note 5]	(48,528)		(48,528)
Change in fair value of pre-funded warrant liability [note 5]	(144)		(144)
Total other income	(56,377)	(155)	(56,082)	(88)
Net loss	(74,769)	(12,718)	(84,937)	(25,545)
OTHER COMPREHENSIVE LOSS
Net unrealized loss on marketable securities	(90)	(3)	(98)	(28)
Total other comprehensive loss	(90)	(3)	(98)	(28)
Comprehensive loss	$ (74,859)	$ (12,721)	$ (85,035)	$ (25,573)
Basic net loss per common share [note 7[d]]	$ (0.80)	$ (0.37)	$ (1.15)	$ (0.74)
Diluted net loss per common share [note 7[d]]	$ (0.80)	$ (0.37)	$ (1.15)	$ (0.74)
Weighted average shares used in computation of basic net loss per common share [note 7[d]]	93,510,544	34,685,072	73,557,119	34,685,072
Weighted average shares used in computation of diluted net loss per common share [note 7[d]]	93,510,544	34,685,072	73,557,119	34,685,072
Nonrelated Party [Member]
EXPENSES
Research and development	$ 3,390	$ 6,707	$ 6,365	$ 13,804
General and administrative	14,560	$ 5,856	21,707	$ 11,653
Related Parties [Member]
EXPENSES
Research and development - related parties [note 8]	418		735
General and administrative - related parties [note 8]	$ 24		$ 48

Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2026	Jun. 30, 2026	Jun. 30, 2025
Operating Activities:
Net loss		$ (84,937)	$ (25,545)
Change in fair value of warrant liability [note 5]	$ 48,528	48,528
Change in fair value of pre-funded warrant liability [note 5]	144	144
Warrant issuance cost	8,799	8,799
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization [note 3]		115	117
Stock-based compensation [note 7[c], note 7[e] and note 7[f]]	6,955	6,270	5,120
Amortization of 2024 SVB convertible term loan transaction costs [note 6]		23	28
Change in fair value of contingent consideration [note 4 and note 5]	100	(185)	188
Accretion of discount on marketable securities		(686)
Amortization of premium on securities		12
Changes in operating assets and liabilities:
Accrued compensation		1,017	(1,464)
Net cash used in operating activities		(17,709)	(20,157)
Financing Activities:
Proceeds from exercise of warrants		21
Proceeds from employee share purchase plan		160
Proceeds from option exercise		55
Net cash provided by financing activities		168,479	41,222
Investing Activities:
Purchase of property and equipment		(16)
Purchase of intangible assets		(170)
Purchase of marketable securities		(139,974)	(4,260)
Maturities of marketable securities		16,632	22,316
Net cash provided by (used in) investing activities		(123,528)	18,056
Effect of exchange rate changes on cash		2
Net increase (decrease) in cash, cash equivalents and restricted cash		27,244	39,121
Cash, cash equivalents and restricted cash at beginning of the period		20,949	12,773
Cash, cash equivalents and restricted cash at end of the period	$ 48,193	48,193	51,894
June 2025 Public Offering [Member]
Financing Activities:
Proceeds from public offering, net of issuance costs			41,222
April 2026 Private Placement [Member]
Financing Activities:
Proceeds from public offering, net of issuance costs		168,243
Nonrelated Party [Member]
Changes in operating assets and liabilities:
Prepaid expenses and other assets		2,547	592
Accounts payable		(253)	(732)
Accrued liabilities, other		483	646
Accrued clinical liabilities		219	$ 893
Related Parties [Member]
Changes in operating assets and liabilities:
Prepaid expenses and other assets		7
Accounts payable		(8)
Accrued liabilities, other		15
Accrued clinical liabilities		$ 181

Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Jun. 30, 2026	Dec. 31, 2025
Current assets:
Cash and cash equivalents [note 5]	$ 47,958	$ 20,929
Marketable securities [note 5]	139,345	15,475
Total current assets	188,294	39,889
Non-current assets:
Other assets and restricted cash [note 5]	268	52
Right-of-use assets [note 9]	34	64
Other intangible assets	169
License agreement [note 3 and note 4]	640	751
Goodwill	1,034	1,034
Total assets	190,439	41,790
Current liabilities:
Accrued compensation	2,938	1,921
Current contingent consideration [note 4 and note 5]	1,372	1,557
Current portion of long-term obligations [note 9]	36	61
Current portion of convertible debt [note 5 and note 6]	7,454	3,704
Warrant liability	182,724
Pre-funded warrant liability	655
Total current liabilities	197,657	9,082
Non-current portion of convertible debt [note 5 and note 6]	7,458	11,185
Long-term obligations [note 9]		5
Total liabilities	205,115	20,272
Commitments and contingencies [note 9]
Stockholders' equity:
Common stock, $0.001 par value, 150,000,000 shares authorized, 102,717,200 issued and outstanding at June 30, 2026 and 53,233,988 issued and outstanding at December 31, 2025	170	121
Additional paid-in capital	330,405	281,613
Accumulated deficit	(345,163)	(260,226)
Accumulated other comprehensive income	(88)	10
Total stockholders' equity	(14,676)	21,518
Total liabilities and stockholders' equity	190,439	41,790
Nonrelated Party [Member]
Current assets:
Prepaid expenses and other assets	805	3,292
Current liabilities:
Accounts payable	606	859
Accrued liabilities other	1,083	598
Accrued clinical liabilities	587	368
Related Parties [Member]
Current assets:
Prepaid expenses and other assets	186	193
Current liabilities:
Accounts payable	0	8
Accrued liabilities other	21	6
Accrued clinical liabilities	181
Series A Convertible Preferred Stock [Member]
Stockholders' equity:
Convertible preferred stock, value
Series B Convertible Preferred Stock [Member]
Stockholders' equity:
Convertible preferred stock, value