HLSQ on NYSE

Tessera Defense & Homeland Security Inc.

Tessera Defense & Homeland Security Inc. is an American prepackaged software services company based in Ness Ziona.1 Its shares trade on NYSE under the symbol HLSQ.1

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Last updated Oct 21, 2026.

Overview

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  • TickerHLSQ on NYSE1
  • IndustryServices-Prepackaged Software1
  • HeadquartersDover, Delaware1
  • Incorporated inDE2
  • Business address850 New Burton Road, Suite 201, Dover, De 199042
  • Filer categoryNon-accelerated filer, Smaller reporting company2
  • Legal formCorporation

Fixed cocktail therapy – in this approach a single product containing a fixed number of selected phages is developed to cover a wide range of bacterial strains, thus allowing treatment of broad patient populations with the same product. Fixed cocktails are developed using our platform, in which high throughput screening, directed evolution, and bioinformatic approaches are leveraged to produce an optimal phage cocktail.4 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Financial statements

Operating income5678910-$41.5M in 2025+87% since 2019
-$60.0M-$40.0M-$20.0M02019: -$22.2M-$22.2M20192020: -$30.3M-$30.3M2020+36%2021: -$35.5M-$35.5M2021+17%2022: -$27.2M-$27.2M2022−23%2023: -$25.3M-$25.3M2023−7%2024: -$44.5M-$44.5M2024+76%2025: -$41.5M-$41.5M2025−7%
Net income5678910-$36.2M in 2025+76% since 2019
-$40.0M-$30.0M-$20.0M-$10.0M02019: -$20.6M-$20.6M20192020: -$30.1M-$30.1M2020+46%2021: -$36.2M-$36.2M2021+20%2022: -$28.3M-$28.3M2022−22%2023: -$26.2M-$26.2M2023−8%2024: -$17.7M-$17.7M2024−32%2025: -$36.2M-$36.2M2025+104%

Every line of the income statement as filed: the last 2 fiscal years, latest first.10

Period ending2025-12-312024-12-31
Research and development (R&D) expenses, net$21.3M$24.7M
General and administrative expenses$9.6M$11.8M
Gain from early lease termination-$2.9M
Goodwill impairment$801.0K
IPR&D impairment$11.8M$3.2M
Other long-lived assets impairment$1.7M$4.0M
Operating loss$41.5M$44.5M
Other expense (income)$93.0K-$2.1M
Interest expenses$20.0K$873.0K
Finance expense , net$724.0K$919.0K
Income from change in fair value of warrants-$6.1M-$26.5M
Loss before tax$36.2M$17.7M
Tax expenses$7.0K$13.0K
Net Loss$36.2M$17.7M
Basic loss per share of Common Stock (in Dollars per share)$22.19$25.37
Diluted loss per share of Common Stock (in Dollars per share)$22.19$58.31
Weighted average number of shares used in computing basic loss per share of Common Stock (in Shares)1.6M shares698.9K shares
Weighted average number of shares used in computing diluted loss per share of Common Stock (in Shares)1.6M shares757.7K shares

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Corporate structure

Tessera Defense & Homeland Security Inc. sits at the top of its group. 2 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Tessera Defense & Homeland Security Inc.

  • Mayers Ventures LLC Filed SCHEDULE 13D/A on Tessera Defense & Homeland Security Inc., latest Oct 6, 2026 (2 filings since Sep 17, 2026)
  • Mandragola Ltd. Filed SCHEDULE 13G on Tessera Defense & Homeland Security Inc., latest Oct 5, 2026
  • T3 Defense Inc. Filed SCHEDULE 13D/A on Tessera Defense & Homeland Security Inc., latest Sep 15, 2026 (3 filings since Apr 10, 2026)
  • Cystic Fibrosis Foundation Filed SCHEDULE 13G/A on Tessera Defense & Homeland Security Inc., latest Aug 20, 2026 (6 filings since Mar 8, 2023)
  • Nantahala Capital Management, LLC Filed SCHEDULE 13G/A on Tessera Defense & Homeland Security Inc., latest Aug 14, 2026 (4 filings since Nov 13, 2024)
  • Centaurus Investments Ltd Filed SCHEDULE 13G/A on Tessera Defense & Homeland Security Inc., latest Aug 13, 2026 (5 filings since Sep 29, 2023)
  • James E. Flynn Filed SCHEDULE 13D/A on Tessera Defense & Homeland Security Inc., latest Jun 16, 2026 (8 filings since Mar 22, 2024)
  • Alyeska Investment Group, L.P. Filed SCHEDULE 13G/A on Tessera Defense & Homeland Security Inc., latest Feb 17, 2026 (2 filings since May 15, 2025)
  • Orin Hirschman Filed SCHEDULE 13G/A on Tessera Defense & Homeland Security Inc., latest Jan 29, 2026 (2 filings since May 8, 2025)
  • Reuven Yeganeh Filed SCHEDULE 13D on Tessera Defense & Homeland Security Inc., latest Jan 26, 2026
  • Morgan Stanley Filed SCHEDULE 13G/A on Tessera Defense & Homeland Security Inc., latest Aug 7, 2025 (2 filings since Aug 5, 2025)
  • OrbiMed Israel BioFund GP Limited Partnership Filed SCHEDULE 13D/A on Tessera Defense & Homeland Security Inc., latest Jun 23, 2025 (6 filings since Mar 17, 2023)
  • Tessera Defense & Homeland Security Inc. Dover, Delaware
    • Adaptive Phage Therapeutics, LLC Subsidiary · Delaware, United States

Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Tessera Defense & Homeland Security Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Machinery and equipment$5.0M10 Dec 31, 2025$5.5M10 Dec 31, 2024−8.2%
Furniture and fixtures$257.0K10 Dec 31, 2025$318.0K10 Dec 31, 2024−19.2%
Computer equipment and software$304.0K10 Dec 31, 2025$302.0K10 Dec 31, 2024+0.7%
Leasehold improvements$4.4M10 Dec 31, 2024$3.0M9 Dec 31, 2023+48.8%
Property and equipment, before depreciation$5.6M10 Dec 31, 2025$10.5M10 Dec 31, 2024−47.0%
Accumulated depreciation$5.4M10 Dec 31, 2025$5.5M10 Dec 31, 2024−1.2%
Property and equipment, net$5.0M10 Dec 31, 2024$3.9M9 Dec 31, 2023+29.3%
Operating-lease assets (leased space)$5.5M10 Dec 31, 2024$3.5M9 Dec 31, 2023+56.1%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$4.4M10 Dec 31, 2025$16.9M10 Dec 31, 2024−74.1%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$801.0K10 Dec 31, 2024

Properties, in its own words

We are currently a virtual company and do not currently lease or own any physical space. We maintain a mailing address at 850 New Burton Road, Suite 201, Dover, DE 19904.

In November 2025, our lease for our corporate headquarters in Ness Ziona, Israel, was terminated.

The rest of Item 2

In addition, the lease agreement for our office and laboratory facility in Gaithersburg, Maryland, was amended and terminated as of December 31, 2025.

Item 2 of the 10-K filed Feb 19, 2026.4

Leadership

Who has led Tessera Defense & Homeland Security Inc., and when. Pick a name to see everywhere that person has worked.

Board members and other officers (33)

Named in SEC Form D filings

People the company listed in its private-offering notices.

  • Interim Chief Financial OfficerAvi Gabay named Apr 1, 202449
  • DirectorEddie Williams named Jan 20, 202650
  • DirectorEdward Williams named Apr 1, 202449
  • DirectorJonas Grossman named Oct 25, 2021 to Jan 4, 202251

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • Adaptive Phage Therapeutics, LLC Delaware, USA3

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Former names

  • BiomX Inc.Nov 1, 2019 to Sep 9, 20262
  • Chardan Healthcare Acquisition Corp.May 4, 2018 to Oct 23, 20192

Timeline

  1. Oct 13, 20268-K Unregistered sale of shares; Other events52
  2. Oct 7, 20268-K Executive or director change; Regulation FD disclosure53
  3. Oct 5, 20268-K Entered a material agreement; New debt or obligation; Unregistered sale of shares54
  4. Sep 29, 20268-K Regulation FD disclosure55
  5. Sep 25, 20268-K Entered a material agreement56
  6. Sep 22, 20268-K Entered a material agreement; Unregistered sale of shares57
  7. Sep 15, 20268-K Bylaws or fiscal year changed; Regulation FD disclosure58
  8. Sep 9, 20268-K Bylaws or fiscal year changed59
  9. Sep 1, 20268-K Other events60
  10. Sep 1, 20268-K Other events61
  11. Aug 28, 20268-K Other events62
  12. Aug 25, 20268-K Shareholder vote63
  13. Nov 7, 2019New chief executive Jonathan Eitan Solomon becomes CEO14

Calendar

Coming up

  1. Nov 11, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported ($55.13) a share, on Nov 12, 2025.64

When it reported results

  1. Nov 12, 2025Reported quarterly or annual results65
  2. Aug 13, 2025Reported quarterly or annual results66
  3. May 15, 2025Reported quarterly or annual results67
  4. Mar 25, 2025Reported quarterly or annual results68
  5. Nov 14, 2024Reported quarterly or annual results69
  6. Apr 3, 2024Reported quarterly or annual results70
  7. Nov 14, 2023Reported quarterly or annual results71
  8. Aug 9, 2023Reported quarterly or annual results72

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

377 filings to the SEC since October 2021: 7 annual reports, 15 quarterly reports, 100 major events, 98 insider forms, 56 large holders, 5 private raises, 96 other. The latest 20:

  1. Oct 13, 20268-K CURRENT REPORT EDGAR
  2. Oct 8, 2026DEFA14A DEFINITIVE ADDITIONAL MATERIALS EDGAR
  3. Oct 8, 2026DEFA14A DEFINITIVE ADDITIONAL MATERIALS EDGAR
  4. Oct 7, 20268-K CURRENT REPORT EDGAR
  5. Oct 6, 2026DEF 14A DEFINITIVE PROXY STATEMENT EDGAR
  6. Oct 6, 2026SCHEDULE 13D/A EDGAR
  7. Oct 5, 2026SCHEDULE 13G EDGAR
  8. Oct 5, 20268-K CURRENT REPORT EDGAR
  9. Sep 29, 20268-K CURRENT REPORT EDGAR
  10. Sep 25, 2026PRE 14A PRELIMINARY PROXY STATEMENT EDGAR
  11. Sep 25, 20268-K CURRENT REPORT EDGAR
  12. Sep 22, 20268-K CURRENT REPORT EDGAR
  13. Sep 17, 2026SCHEDULE 13D EDGAR
  14. Sep 15, 20268-K CURRENT REPORT EDGAR
  15. Sep 15, 2026SCHEDULE 13D/A EDGAR
  16. Sep 9, 20268-K CURRENT REPORT EDGAR
  17. Sep 1, 20268-K CURRENT REPORT EDGAR
  18. Sep 1, 20268-K/A AMENDMENT NO. 1 TO FORM 8-K EDGAR
  19. Aug 28, 20268-K CURRENT REPORT EDGAR
  20. Aug 25, 20268-K CURRENT REPORT EDGAR

The 377 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

72 open-market trades by officers, directors and large owners since October 2021: 4 buys and 68 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Mar 17, 2026Yeganeh ReuvenDirectorSale530,000$5.00$2.6MForm 4
Mar 16, 2026Yeganeh ReuvenDirectorSale450,000$5.00$2.2MForm 4
Mar 13, 2026Yeganeh ReuvenDirectorSale370,000$5.00$1.9MForm 4
Mar 12, 2026Yeganeh ReuvenDirectorSale300,000$5.00$1.5MForm 4
May 15, 2024GORDON CARL L10% ownerSale24,344$0.38$9.3KForm 4
Nov 29, 2023Oron AssafChief Business OfficerSale10,914$0.37$4.1KForm 4
May 22, 2023Oron AssafChief Business OfficerBuy3,192$0.27$862Form 4
May 19, 2023Oron AssafChief Business OfficerBuy6,521$0.28$1.8KForm 4
May 18, 2023Oron AssafChief Business OfficerBuy1,201$0.27$324Form 4
Feb 27, 2023OrbiMed Israel GP Ltd.10% ownerBuy348,000$0.25$87.0KForm 4
Nov 4, 2022Ugwumba ChidozieSale1,501$0.38$570Form 4
Nov 3, 2022Ugwumba ChidozieSale2,000$0.37$740Form 4
Nov 2, 2022Ugwumba ChidozieSale2,416$0.36$870Form 4
Nov 1, 2022Ugwumba ChidozieSale1,300$0.36$468Form 4
Oct 31, 2022Ugwumba ChidozieSale3,300$0.37$1.2KForm 4
Oct 28, 2022Ugwumba ChidozieSale1,526$0.36$549Form 4
Oct 27, 2022Ugwumba ChidozieSale1,505$0.36$542Form 4
Oct 26, 2022Ugwumba ChidozieSale12,500$0.35$4.4KForm 4
Oct 25, 2022Ugwumba ChidozieSale3,072$0.37$1.1KForm 4
Oct 24, 2022Ugwumba ChidozieSale5,900$0.35$2.1KForm 4

All 72 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025Jonathan Solomon$453.3K$1.4M92
2025Dr. Merav Bassan$285.0K$642.3K92
2025Marina Wolfson$249.1K$553.5K92
2024Chief Executive Officer$415.1K$1.1M92
2024Chief Development Officer$265.8K$533.0K92
2024Chief Financial Officer$179.9K$351.6K92

Funding

Where the company's money came from, by calendar year: private offerings filed with the SEC, federal grants, loans, contracts and other assistance from USAspending.gov, and PPP loans from the SBA. Each bar links to the records below.

Money received by year$72.3M 2021–2026
Money received by yearMoney received by year, 2021–2026: $72.3M in all. Private raises (Form D) $72.3M.$0$20M$40M$60M$80M2021 · Private raises (Form D): $6.0M20212023 · Private raises (Form D): $1.5M20232024 · Private raises (Form D): $61.5M20252026 · Private raises (Form D): $3.3M2026
Figures by year
YearPrivate raises (Form D)Total
2026$3.3M$3.3M
2024$61.5M$61.5M
2023$1.5M$1.5M
2021$6.0M$6.0M

Private raises

Private offerings the company reported to the SEC on Form D. The amount is what the latest filing says was sold so far, charted in the year of the first sale. Covers filings since Oct 1, 2021.

  1. Jan 13, 2026Raised $3.3 million in a private offering of equity50 Form D: 1 investor so far Form D
  2. Mar 15, 2024Raised $61.5 million in a private offering of equity49 Form D: 34 investors so far Form D
  3. Feb 27, 2023Raised $1.5 million in a private offering of equity93 Form D: $7.5 million offered in all Form D
  4. Dec 21, 2021Raised $3 million in a private offering of equity51 Form D: $5 million offered in all Form D
  5. Oct 14, 2021Raised $3 million in a private offering of equity94 Form D: 1 investor so far Form D

SEC filer profile

How Tessera Defense & Homeland Security Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARTessera Defense & Homeland Security Inc.1
  • CIK0001739174
  • Employer ID (EIN)82-33640204
  • Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; not a shell company4
  • Incorporated inDelaware4
  • Fiscal year endsDecember 311
  • Industry code (SIC)7372 Services-Prepackaged Software1
  • SEC reviewing officeOffice of Technology, Division of Corporation Finance1
  • Business address850 New Burton Road, Suite 201, Dover, DE 199041
  • Phone972 5456109351
  • Shares outstanding26,723,870 as of Aug 18, 202611
  • Public float$11.9M as of Jun 30, 20254
  • AuditorKesselman & Kesselman, Tel-Aviv, Israel PCAOB ID 1309; no auditor attestation of internal control over financial reporting4
  • On EDGAR sinceMay 4, 20181
  • Filings580 in all: 8-K (131), 4 (121), 3 (42), 10-Q (23), DEFA14A (21), SC 13G/A (20), CORRESP (16), UPLOAD (16)1
    All 50 form types

    DEF 14A (14), SC 13G (14), 4/A (11), EFFECT (11), SCHEDULE 13G/A (11), PRE 14A (9), SCHEDULE 13D/A (9), 10-K (8), S-8 (8), 424B5 (7), SC 13D/A (7), 424B3 (6), 8-K/A (6), S-3 (6), SCHEDULE 13G (6), D (5), NT 10-Q (4), S-1 (4), S-1/A (4), ARS (3), DRS (3), DRS/A (3), PRER14A (3), S-3/A (3), SCHEDULE 13D (3), 10-K/A (2), 25-NSE (2), SC 13D (2), SC TO-I/A (2), SEC STAFF LETTER (2), 15-12G (1), 424B4 (1), 5 (1), 8-A12B (1), CERT (1), DEFM14A (1), DRSLTR (1), NT 10-K (1), POS AM (1), PREM14A (1), S-8 POS (1), SC TO-I (1)

  • Latest filingsAnnual report (10-K) Feb 19, 2026
    Quarterly report (10-Q) Aug 19, 2026
    Proxy statement (DEF 14A) Oct 6, 2026
    Latest 8-K (8-K) Oct 13, 2026

Securities registered for trading

ClassSymbolExchange
Common stock, $0.0001 par valuePHGENYSE American

From the cover page of the 10-K filed Feb 19, 2026 (Section 12(b) of the Exchange Act).4

Risk factors and legal proceedings

The risks Tessera Defense & Homeland Security Inc. names in Item 1A of its 10-K filed Feb 19, 2026: 60 risks under these headings, as written.4

  • Risks Related to Our Business, Technology and Industry
  • Our exploration of strategic alternatives could adversely affect our business and our stock price.
  • If we fail to obtain stockholder approval required under NYSE American rules in connection with the 2025 Second SPA, we could be unable to access sufficient financing, and could be required to hold additional stockholder meetings and incur significant costs, potentially leading to the delisting of our Common Stock.
  • We are a clinical-stage company and have incurred losses since our inception. Subject to availability of sufficient financial and other resources, we anticipate that we will continue to incur significant expenses, and we will continue to incur significant losses for the foreseeable future.
  • We will need to raise additional capital in the future to support our operations which may not be available at terms that are favorable to us and might cause significant dilution to our stockholders or increase our debt towards third parties.
  • If we engage in future acquisitions or strategic partnerships, this may increase our capital requirements, dilute our stockholders, cause us to incur debt or assume contingent liabilities, and subject us to other risks.
  • Our financial statements contain an explanatory paragraph regarding substantial doubt about our ability to continue as a going concern, which could prevent us from obtaining new financing on reasonable terms or at all.
  • We are seeking to develop product candidates using phage technology, an approach for which it is difficult to predict the time and cost of development. To our knowledge, as of the date of this Annual Report, no bacteriophage has thus far been approved as a drug in the United States or in the European Union.
  • Our product candidates must undergo clinical testing which may fail to demonstrate the requisite safety and efficacy for drug products, or safety, purity, and potency for biologics, and any of our product candidates could cause adverse effects, which would substantially delay or prevent regulatory approval and/or commercialization.
  • Ongoing geopolitical instability have adversely affected and may continue to adversely affect our business, including our clinical trials.
  • Changes in trade policy, including the imposition of tariffs, may adversely affect our business, results of operations and financial condition.
  • If we are not able to obtain, or if there are delays in obtaining, required regulatory approvals for our product candidates for therapeutic indications, we will not be able to commercialize, or will be delayed in commercializing, our product candidates, and our future ability to generate revenue will be materially impaired.
The other 49 risks
  • We have never generated any revenue from product sales and may never be profitable or, if achieved, may not sustain profitability.
  • We are seeking to develop product candidates to treat medical conditions related to the presence of certain bacteria. Our success is largely dependent on a broad degree of market acceptance, and in the case of drug products, physician adoption and use, which are necessary for commercial success.
  • Obtaining high titers for specific phage cocktails necessary for our preclinical and clinical testing may be difficult and time-consuming.
  • Results from preclinical studies of our product candidates may not be predictive of the results of clinical trials or later stage clinical development.
  • If we encounter difficulties enrolling patients in our clinical trials, our clinical development activities could be delayed or otherwise adversely affected.
  • Delays, or clinical holds, in our clinical trials could result in us not achieving anticipated developmental milestones when expected, increased costs and delays in our ability to obtain regulatory approval for and commercialization of our product candidates.
  • Our current or future product candidates may cause adverse effects that could halt their clinical development, prevent their approval or marketing, limit their commercial potential or result in significant negative consequences.
  • We have not completed composition development of our product candidates.
  • We must continue to develop manufacturing processes for our product candidates, and any delay in doing so, or our inability to do so, would result in delays in our clinical trials.
  • If our competitors are able to develop and market products that are more effective, safer or more affordable than ours, or obtain marketing approval before we do, our commercial opportunities may be limited.
  • We may not be successful in our efforts to identify or discover additional product candidates.
  • Legal requirements as well as ethical and social concerns about synthetic biology and genetic engineering could limit or prevent the use of our technologies and limit our revenues.
  • We may expend our limited resources to pursue a particular product candidate or indication and fail to capitalize on product candidates or indications that may be more profitable or for which there is a greater likelihood of success.
  • There is a substantial risk of product liability claims in our business. If we do not obtain sufficient liability insurance, a product liability claim could result in substantial liabilities to us.
  • Our employees, independent contractors, consultants, commercial partners and vendors may engage in misconduct or other improper activities, including noncompliance with regulatory standards and requirements.
  • Our limited operating history compared to the long time it takes to develop phage based products may make it difficult to evaluate the success of our business to date and to assess our future viability.
  • We may need to grow the size of our organization and may experience difficulties in managing this growth.
  • Risks Related to Government Regulation and Government
  • Our product candidates are subject to significant regulatory approval requirements, including the risk of clinical holds, which could delay, prevent or limit our ability to market or develop our product candidates.
  • Failure to comply with health and data protection laws and regulations could lead to claims, government enforcement actions (which could include civil or criminal penalties), regulatory actions, private litigation and/or adverse publicity and could negatively affect our operating results and business.
  • Our relationships with healthcare providers, physicians and third-party payors will be subject to applicable anti-kickback, fraud and abuse and other healthcare laws and regulations, which could expose us to criminal sanctions, civil penalties, contractual damages, reputational harm and diminished profits and future earnings.
  • The FDA and other equivalent foreign regulatory agencies may implement additional regulations or restrictions on the development and commercialization of products which act on the microbiome, which may be difficult to predict.
  • Even if we receive regulatory approval of any product candidates for therapeutic indications, we will be subject to ongoing regulatory compliance obligations and continued regulatory review, which may result in significant additional expense. Additionally, any of our product candidates, if approved, could be subject to labeling and other restrictions and market withdrawal, and we may be subject to penalties if we fail to comply with regulatory requirements or experience unanticipated problems with our product candidates.
  • We may conduct clinical trials for our product candidates outside the United States, and the FDA may not accept data from such trials.
  • Any products that we may develop may become subject to unfavorable pricing regulations, third-party reimbursement practices or healthcare reform initiatives, which could make it difficult for us to sell any product candidates or therapies profitably.
  • Ongoing health care legislative and regulatory reform measures may have a material adverse effect on our business and results of operations.
  • Disruptions at the FDA and other government agencies and entities, such as the U.S. Department of Defense, caused by funding shortages, government shutdowns, global health concerns or other causes could hinder their ability to hire, retain or deploy key leadership and other personnel, or otherwise prevent new or modified products from being developed, approved or commercialized in a timely manner or at all, which could negatively impact our business.
  • We are subject to certain U.S. and foreign anticorruption, anti-money laundering, export control, sanctions and other trade laws and regulations. We can face serious consequences for violations.
  • Risks Related to our Licensed and Co-Owned Intellectual Property
  • We are highly dependent on intellectual property licensed from third parties, and termination or limitation of any of these licenses could result in the loss of significant rights and materially harm our business.
  • We are dependent on patents and proprietary technology. If we fail to adequately protect this intellectual property or if we otherwise do not have exclusivity for the marketing of our products, our ability to commercialize products could suffer.
  • Our rights to develop and commercialize our product candidates and proprietary product platform may be subject, in part, to the terms and conditions of current and future licenses granted to us by others.
  • If we infringe the rights of third parties, we could be prevented from selling products, forced to pay damages and/or royalties, and forced to defend against litigation.
  • We may not be successful in obtaining, through acquisitions, in-licenses or otherwise, necessary rights to our product candidates, proprietary product platform technologies or other technologies.
  • We rely on our proprietary product platform to identify phage-based therapies. Our competitive position could be materially harmed if our competitors develop a similar platform and develop rival product candidates.
  • We rely on trade secrets and other forms of non-patent intellectual property protection. If we are unable to protect our trade secrets, other companies may be able to compete more effectively against us.
  • If we are sued for infringing intellectual property rights of third parties or if we are forced to engage in an interference proceeding, it will be costly and time-consuming, and an unfavorable outcome in that litigation or interference would have a material adverse effect on our business.
  • Risks Related to Our Reliance on Third Parties
  • We rely, and continue to rely, on third parties to conduct our clinical trials, and those third parties may not perform satisfactorily, including failing to meet deadlines for the completion of such trials.
  • Third-party relationships are important to our business. If we are unable to maintain our collaborations or enter into new relationships, or if these relationships are not successful, our business could be adversely affected.
  • We may not be successful in maintaining or establishing collaborations, which could adversely affect our ability to develop and, if required regulatory approvals are obtained, commercialize our product candidates.
  • Risks Related to Manufacturing and Supply
  • We rely on third parties to manufacture our clinical supply of product candidates and we intend to rely on third parties to produce and process our products, if approved.
  • Our product candidates rely on the availability of specialty raw materials, which may not be available to us on acceptable terms or at all.
  • Risks Related to Our Common Stock
  • A significant number of shares of our Common Stock are subject to issuance upon exercise of outstanding warrants and options or conversion of our Convertible Preferred Stock, which upon such exercise or conversion, as applicable, may result in dilution to our security holders.
  • We have never paid dividends on our Common Stock, and we do not anticipate paying any cash dividends on our Common Stock in the foreseeable future.
  • We may be unable to maintain the listing of our securities in the future.
  • The market price of our Common Stock and other securities may be volatile and fluctuate substantially, which could result in substantial losses for purchasers of our Common Stock.
  • As a “smaller reporting company” we are permitted to provide less disclosure than larger public companies, which may make our Common Stock less attractive to investors.
  • General Risk Factors
  • Our success depends, in part, on our ability to retain key executives and to attract, retain and motivate qualified personnel.
  • Expectations relating to environmental, social and governance (ESG) programs may impose additional costs and expose us to new risks.
  • Our business and operations would suffer in the event of computer system failures, cyber-attacks or deficiencies in our cyber-security.
  • We incur significant costs operating as a public company.

Legal proceedings

We may be subject to legal proceedings, investigations and claims incidental to the conduct of our business from time to time. We are not currently a party to any material litigation or other material legal proceedings brought against us.

The opening of Item 3, Legal Proceedings.4

Sources

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