Executive Summary

Q1 2024 delivered higher operating loss on increased R&D and merger-related G&A, and swung to a net loss of $5.57M vs. net income in Q1 2023 driven by a much smaller non-cash gain on warrant revaluation; cash fell to $1.31M, underscoring going-concern risk .
Akari signed a definitive all-stock “merger of equals” with Peak Bio; close targeted for Q3 2024 contingent on shareholder approvals, S-4 effectiveness, Nasdaq listing, and a ≥$10M PIPE at closing; portfolio will prioritize Peak’s ADC platform and PAS‑nomacopan for GA; HSCT‑TMA program was suspended and a ~67% RIF launched to cut costs .
Liquidity actions included March private placement (~$1.7M net proceeds) and May $1.0M insider convertible notes (15% coupon; $1.59 conversion option) to bridge runway; management disclosed cash sufficiency only through end of May 2024 without additional financing, planning an interim raise to get to merger close in Q3 2024 .
No revenue or financial guidance was issued; Street consensus from S&P Global was unavailable for Q1 2024 (likely limited coverage), so no beat/miss framing; catalysts ahead are S-4 effectiveness, shareholder votes, PIPE funding, and a planned pre‑IND meeting for PAS‑nomacopan in GA in Q3 2024 .

What Went Well and What Went Wrong

What Went Well

Strategic clarity and potential pipeline expansion post-combination: “We continue to work towards completion of the merger with Peak Bio, advance PAS‑nomacopan in geographic atrophy, and explore value creation through business opportunities with nomacopan… optimistic about the potential opportunities afforded by Peak’s ADC platform technology.” — Interim CEO Samir R. Patel, M.D. .
Cost actions initiated to align spend: commenced ~67% reduction-in-force and broader restructuring to reduce operating costs while supporting the long-term plan .
Liquidity support from insiders: $1.0M unsecured convertible notes from the Chairman and CEO in May to provide operating capital ahead of targeted PIPE at merger close .

What Went Wrong

Liquidity and going-concern pressure intensified: cash declined to $1.31M; management disclosed cash sufficiency “to the end of May 2024” inclusive of the May notes, with plans for an additional financing before merger close; substantial doubt about going concern persists .
R&D and G&A rose, increasing operating loss: higher HSCT‑TMA clinical and PAS‑nomacopan CMC activity drove R&D +32% YoY; legal and professional fees linked to the merger pushed G&A +30% YoY .
Program setback: HSCT‑TMA clinical program was suspended as part of portfolio prioritization; enrollment discontinued, with near-term R&D focus shifting to ADC platform and GA ophthalmology .

Financial Results

Income Statement (YoY)

Metric	Q1 2023	Q1 2024
Revenue ($USD Millions)	No commercial revenue	No commercial revenue
Research & Development ($USD Millions)	$1.73	$2.28
General & Administrative ($USD Millions)	$2.86	$3.71
Loss from Operations ($USD Millions)	$(4.59)	$(5.99)
Total Other Income (Expense), net ($USD Millions)	$5.60	$0.42
Net (Loss) Income ($USD Millions)	$1.00	$(5.57)
Net (Loss) Income per Share (basic & diluted)	$0.00	$(0.00)
Non‑GAAP note (company provided)	Ex‑warrant reval: $(4.6) loss	Ex‑warrant reval: $(6.2) loss

Notes: Q1’24 R&D up on HSCT‑TMA enrollment/clinical costs and PAS‑nomacopan manufacturing/CMC; G&A up on merger-related legal/pro fees; other income lower on smaller non‑cash warrant liability gain ($0.65M vs $5.59M in Q1’23) .

Balance Sheet Snapshot

Metric	Dec 31, 2023	Mar 31, 2024
Cash ($USD Millions)	$3.85	$1.31
Total Assets ($USD Millions)	$4.36	$2.77
Total Liabilities ($USD Millions)	$4.58	$6.33
Shareholders’ (Deficit) Equity ($USD Millions)	$(0.23)	$(3.55)

Cash Flow (Quarter)

Metric	Q1 2023	Q1 2024
Net Cash Used in Operating Activities ($USD Millions)	$(4.88)	$(4.04)
Net Cash Provided by Financing Activities ($USD Millions)	$3.21	$1.51
Net Decrease in Cash ($USD Millions)	$(1.67)	$(2.54)

KPI/Operational highlights: ~67% RIF initiated; HSCT‑TMA suspended; pre‑IND meeting for PAS‑nomacopan in GA planned Q3 2024 .

Guidance Changes

Metric	Period	Previous Guidance	Current Guidance	Change
Merger close timing (Peak Bio)	2024	N/A	Targeting Q3 2024 close, subject to customary conditions incl. dual shareholder approvals, S‑4 effectiveness, Nasdaq listing, and ≥$10M PIPE at close	New
Pipeline focus	2024 onward	Broader programs	Prioritize Peak’s ADC platform and PAS‑nomacopan for GA; suspend HSCT‑TMA	Reprioritized
Pre‑IND meeting (PAS‑nomacopan GA)	Q3 2024	N/A	Expect pre‑IND meeting in Q3 2024	New
RIF/restructuring costs	2024	N/A	~$3.1–$3.2M total (incl. ~$1.6M non‑cash), payable through Q4 2024	New
Liquidity runway	Q2–Q3 2024	N/A	Cash (incl. May notes) sufficient to end of May 2024; plan additional financing to fund operations through anticipated merger close	New
Nasdaq equity compliance	2024	N/A	Non‑compliant with $2.5M equity requirement; plan submitted; extension possible to Oct 2, 2024	Disclosure/update

No revenue, EPS, margin or operating expense dollar guidance was provided.

Earnings Call Themes & Trends

No Q1 2024 earnings call transcript is available in the document set; themes below reflect Q1 press release and 10‑Q disclosures.

Topic	Previous Mentions (Q-2 and Q-1)	Current Period (Q1 2024)	Trend
Business combination	Definitive agreement with Peak Bio announced; combined pipeline highlighted (ADC toolkit, NEI program, Phase 3 HSCT‑TMA, PAS‑nomacopan GA)	Target Q3 2024 close; 50/50 implied ownership subject to net cash; conditions include ≥$10M PIPE; maintain Nasdaq listing as AKTX	Progressing; conditions heavy
Pipeline prioritization	Full pipeline under strategic assessment	Focus: Peak ADC + PAS‑nomacopan GA; suspend HSCT‑TMA	Shift to oncology/GA; deprioritize HSCT‑TMA
Liquidity & financing	Cash $3.8M at YE 2023; March 2024 private placement ~$1.7M net	Cash $1.31M at 3/31; $1.0M May insider converts; runway to end of May; plan additional raise; ≥$10M PIPE at close	Tight liquidity; financings ongoing
Cost structure	N/A	~67% RIF; $3.1–$3.2M restructuring costs	Cost reduction
Regulatory next steps (GA)	Advancing PAS‑nomacopan preclinical package	Pre‑IND meeting planned Q3 2024	Toward first‑in‑human
Listing compliance	N/A	Not in compliance with Nasdaq equity rule 5550(b)(1); plan under review	Risk remains

Management Commentary

“My first few weeks as Interim CEO of Akari have been filled with non-stop activity and optimism… We continue to work towards completion of the merger with Peak Bio, advance PAS‑nomacopan in geographic atrophy, and explore value creation through business opportunities with nomacopan, a phase 3 ready compound… optimistic about the potential opportunities afforded by Peak’s ADC platform technology.” — Samir R. Patel, M.D., Interim President & CEO .
Liquidity outlook: “As of the date of this report, our existing cash, which includes $1.0 million in gross proceeds received from the May 2024 Notes, is sufficient to fund our operations to the end of May 2024… we intend to close a financing which we expect will enable us to fund our operations through the anticipated closing of the Merger in the third quarter of 2024.” .

Q&A Highlights

No Q1 2024 earnings call transcript was filed; disclosures are from the Q1 press release (Exhibit 99.1 to Form 8‑K) and the Form 10‑Q .

Estimates Context

Wall Street consensus (S&P Global) for Q1 2024 revenue and EPS was unavailable at the time of analysis; as a result, we cannot characterize beats/misses vs. estimates. Given the company has no commercial revenue and limited analyst coverage, estimates are likely sparse or not meaningful this quarter. Values were intended to be retrieved from S&P Global but were unavailable due to access limits.

Key Takeaways for Investors

Merger path is the dominant catalyst: watch for S‑4 effectiveness, shareholder votes, PIPE funding at close (≥$10M), and Nasdaq listing compliance; any delay here is a material overhang .
Liquidity risk is acute in the near term; cash only to end of May 2024 absent new financing; insiders provided $1.0M converts, but an external raise is expected before merger close — terms/dilution are key stock drivers .
Strategy pivot reduces burn and concentrates value on oncology (ADC platform) and ophthalmology (PAS‑nomacopan GA); HSCT‑TMA suspension removes a costly program but forgoes near‑term PRV optionality unless out‑licensed .
Operating expense mix will evolve: RIF and program suspensions should lower HSCT‑TMA costs; near‑term spend likely shifts to ADC platform integration and PAS‑nomacopan IND‑enabling work .
Non-cash warrant revaluation gains create P&L noise; focus on operating loss trajectory and cash flows rather than bottom-line variability from liability‑classified warrants .
Compliance risks (Nasdaq equity rule) and going-concern disclosures persist; progress on balance sheet remediation (PIPE, equity financing) is critical for de‑risking .
Near-term milestones: pre‑IND meeting for PAS‑nomacopan in GA (Q3 2024) and merger close; successful execution could broaden the pipeline and improve funding access .

Supporting detail and disclosures:

Q1 2024 results and restructuring, merger highlights, and financial statements (press release EX‑99.1): .
Q1 2024 Form 10‑Q (MD&A, liquidity, going concern, merger terms, RIF costs, cash flows, Nasdaq compliance): .
FY 2023 press release and pipeline context prior to Q1 2024: .

Citations:

Press release and 8‑K:
Q1 2024 10‑Q:
FY 2023 8‑K press release:

Akari Therapeutics Plc (AKTX)·Q1 2024 Earnings Summary