RVMD 10-Q filed 2026-08-05 | Key takeaways
RVMD filed its 10-Q; the most relevant disclosure change is added Convertible senior notes: New Note 10 discloses $500.0 million aggregate principal of 0.50% Convertible Senior Notes due 2033 issued April 17, 2026 with $487.4 million net carrying value, 5.0302 share per $1,000 conversion rate, $198.80 initial conversion price, and estimated fair valu.
Key takeaways
Capital structure transformed in April 2026: $500.0 million 0.50% Convertible Senior Notes due 2033 plus 12,147,887 shares at $142.00 yielded ~$2.1 billion in net proceeds, plus a new $1.0 billion 2026 ATM program replacing the 2024 facility.
Liquidity strengthened to $3.9 billion in cash, cash equivalents and marketable securities at June 30, 2026, up approximately $1.9 billion from $2.0 billion at December 31, 2025, after the $250.0 million Royalty Pharma Tranche 2 royalty payment in May 2026.
Operating spend stepped up sharply: Q2 2026 R&D expense of $394.9 million (+76% YoY) and G&A expense of $110.2 million (+172% YoY), driven by clinical and pre-launch manufacturing investment on daraxonrasib and zoldonrasib, headcount growth, stock-based compensation including a new retirement-benefit modification, and legal and commercial preparation.
Net loss widened to $644.4 million ($(3.06) per share) in Q2 2026 from $247.8 million ($(1.31) per share) in Q2 2025, with the $151.0 million non-cash change in fair value of warrant liability (driven by share price appreciation) and a $185.3 million warrant liability balance as of June 30, 2026 as notable items.
Royalty monetization advanced with the Royalty Pharma Tranche 2 $250.0 million payment, raising aggregate royalty rates on RMC-6236/RMC-9805 net sales to 4.55%/2.50%/1.00% tiered through $8.0 billion, while remaining Royalty Pharma term loan tranches of up to $750.0 million remain undrawn.
Regulatory and clinical milestones: FDA accepted the daraxonrasib NDA for previously treated metastatic pancreatic cancer, EMA initiated a phased review, and new Phase 3 trials RASolute 309 and RASolve 307 were announced.
Financing activity drove $2,659.2 million in net cash provided by financing activities in H1 2026 versus $741.5 million in net cash used in operating activities, while the Nemeth v. Casdin Delaware Chancery litigation was settled and dismissed with prejudice on June 18, 2026.
Key metrics
Disclosure changes
- Convertible senior notes
New Note 10 discloses $500.0 million aggregate principal of 0.50% Convertible Senior Notes due 2033 issued April 17, 2026 with $487.4 million net carrying value, 5.0302 share per $1,000 conversion rate, $198.80 initial conversion price, and estimated fair value of $625.7 million at June 30, 2026.
Adds $500.0 million of unsecured debt to the capital structure and introduces a potential 5.0 million share dilution overhang at $198.80 conversion. - Royalty Purchase Agreement (Tranche 2 funded)
Royalty Purchase Agreement liability balance increased to $548.5 million at June 30, 2026 from $268.4 million at December 31, 2025, reflecting $250.0 million Tranche 2 proceeds received in May 2026 and $34.4 million non-cash interest expense; aggregate royalty rates stepped up to 4.55% / 2.50% / 1.00% across the $0-$2B / $2B-$4B / $4B-$8B net sales tiers.
Increases the synthetic royalty burden on daraxonrasib and zoldonrasib net sales and lifts the royalty-financing liability materially. - Common stock follow-on public offering
April 2026 completed a public offering of 12,147,887 shares of common stock at $142.00 per share, with full exercise of the underwriters' option to purchase additional shares; gross proceeds approximately $1,725.0 million and net proceeds approximately $1,651.4 million.
Materially expanded the share count and equity base, lifting stockholders' equity to $2,606.2 million at June 30, 2026 from $1,631.3 million at December 31, 2025. - 2026 at-the-market equity offering program
In February 2026, the Company entered into a $1.0 billion 2026 ATM with TD Cowen that replaced the $500 million 2024 ATM. During the six months ended June 30, 2026, the Company sold 1,455,299 shares under the 2026 ATM for gross proceeds of $144.1 million and net proceeds of $141.9 million.
Refreshes the equity-issuance capacity and provides ongoing funding flexibility without separate prospectus supplement filings. - Daraxonrasib NDA acceptance and EMA review
FDA has accepted for review the New Drug Application for daraxonrasib for previously treated metastatic pancreatic cancer, and the EMA has initiated a phased review of daraxonrasib under its Cancer Medicines Pathfinder project. Breakthrough Therapy Designation for daraxonrasib was expanded to include NSCLC patients with KRAS mutations other than G12C who have received prior platinum-based chemotherapy and anti-PD-(L)1 therapy.
Brings daraxonrasib closer to potential first commercial approval and broadens the regulatory label pathway into a second indication (NSCLC KRAS non-G12C). - Registrational trial pipeline updates
Pipeline now lists four Phase 3 trials in PDAC (RASolute 303, 304, 305, 309) plus RASolve 301 in NSCLC and planned RASolve 307 (elironrasib 1L RAS G12C NSCLC) and RASolve 308 (zoldonrasib 1L RAS G12D NSCLC). RASolve 301 enrollment expected to complete in 2026 with readout in 2027; RASolve 307 initiation expected Q4 2026.
Repositions 1L NSCLC strategy toward mutant-selective zoldonrasib/elironrasib and adds a pivotal RASolute 309 daraxonrasib-plus-zoldonrasib combination study.
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