Overview

Matinas BioPharma Holdings, Inc. is a clinical-stage biopharmaceutical company focused on delivering groundbreaking therapies using its lipid nanocrystal (LNC) platform delivery technology. The key elements of the company’s current strategy include:

1. Securing one or more partners to monetize the value of MAT2203, its lead LNC Platform product candidate, and raise additional non-dilutive capital through licensing or sale.
2. Conserving cash resources while identifying and evaluating other strategic options, including in-licensing assets or seeking a merger partner.

In October 2024, the company announced the termination of negotiations for a partnership on MAT2203, leading to an 80% workforce reduction and a pause in the clinical development of MAT2203 to preserve cash. In February 2025, the company entered into a securities purchase agreement with a group of investors, raising $3.3 million in gross proceeds to be used for general corporate purposes, including reducing operating expenses and exploring strategic alternatives for MAT2203 and the company.

For the years ended December 31, 2024 and 2023, the company reported net losses of $24,251 and $22,942, respectively. The company does not believe its current cash and cash equivalents are sufficient to fund planned operations beyond the next twelve months, raising substantial doubt about its ability to continue as a going concern.

Financial Operations Overview

Revenue The company did not generate any revenue in 2024. In 2023, it generated $1,096 in contract research revenue from collaborations with BioNTech SE and Genentech Inc. The company does not expect to generate product revenue for many years, if ever.

Research and Development Expenses Research and development expenses consist of costs for the development of MAT2203 and the advancement of the LNC Platform, including manufacturing, preclinical and clinical trials, regulatory activities, and internal staffing and overhead. The table below summarizes the company’s direct R&D expenses for the years ended December 31, 2024 and 2023:

Expense Category	2024	2023
Manufacturing process development	$892	$1,182
Preclinical trials	$1,074	$852
Clinical development	$405	$1,696
Regulatory	$285	$581
Internal staffing, overhead and other	$8,777	$10,178
Total research & development	$11,433	$14,489

The company expects R&D expenses to decrease in 2025 compared to 2024 until additional funding is secured to support the Phase 3 trial for MAT2203 and further advancement of the LNC platform.

General and Administrative Expenses General and administrative expenses consist primarily of salaries and related costs for personnel in executive and finance functions, as well as facility costs, insurance, investor relations, and professional fees. The company anticipates G&A expenses will decrease slightly in 2025 compared to 2024 due to cost-cutting measures.

Asset Impairment Charges In the fourth quarter of 2024, the company recognized $4,431 in non-cash impairment charges, including $1,336 related to goodwill, $757 related to in-process R&D, and $2,338 related to other assets, primarily due to the terminated partnership negotiations for MAT2203 and subsequent cost-cutting.

Sale of Net Operating Losses (NOLs) & Tax Credits The company recognized $0 and $484 in income from selling unused NOLs and R&D tax credits under the New Jersey Technology Business Tax Certificate Program in 2024 and 2023, respectively.

Current Operating Trends The company’s current R&D efforts are focused on advancing its lead LNC product candidate, MAT2203. It expects most near-term R&D expenses, if any, will be in support of MAT2203 and positioning it for a partnership with a third-party biotech or pharmaceutical company.

Results of Operations

The table below summarizes the company’s operating results for the years ended December 31, 2024 and 2023:

Metric	2024	2023
Revenues	$0	$1,096
Research and development expenses	$11,433	$14,489
General and administrative expenses	$8,729	$10,373
Impairment charges	$4,431	$0
Operating Expenses	$24,593	$24,862
Sale of net operating losses (NOLs)	$0	$484

Revenues The company generated no revenue in 2024 and $1,096 in 2023 from contract research collaborations.

Research and Development Expenses R&D expenses decreased by $3,056 from 2023 to 2024, primarily due to lower clinical trial costs, reduced compensation expenses from the workforce reduction, and lower facility and travel costs.

General and Administrative Expenses G&A expenses decreased by $1,644 from 2023 to 2024, mainly due to lower compensation, consulting, insurance, and travel/facility costs.

Impairment Charges The company recognized $4,431 in impairment charges in 2024 related to goodwill, in-process R&D, and other assets, primarily due to the terminated MAT2203 partnership and cost-cutting measures.

Liquidity and Capital Resources

As of December 31, 2024, the company had $7,284 in cash and cash equivalents, excluding restricted cash. It has funded operations primarily through private placements of equity securities, raising a total of $166,907 in gross proceeds since inception.

The company’s cash flows for the years ended December 31, 2024 and 2023 were as follows:

Cash Flow Metric	2024	2023
Cash used in operating activities	$(15,885)	$(15,278)
Cash provided by investing activities	$9,208	$13,242
Cash provided by (used in) financing activities	$9,174	$(7)
Net increase/(decrease) in cash	$2,497	$(2,043)

The company does not believe its existing cash and cash equivalents will be sufficient to fund operations beyond the next twelve months, raising substantial doubt about its ability to continue as a going concern. It will seek to raise additional capital through public/private equity offerings, debt financing, collaborations, and other means, but securing such financing may be challenging and could divert significant management attention.