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ARDELYX, INC.

For the period ended Jun 30, 2025. Filed Aug 4, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2025 · Filed Aug 4, 2025

ARDX$2.88-3.7%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-03-31; filed 2025-05-01.

0001628280-25-021516

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-06-30; filed 2025-08-04.

0001628280-25-037464

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 61 previous paragraphs and 69 current paragraphs.

39 unchanged; 21 reworded; 6 added; 1 removed; 0 previous and 3 current paragraphs rearranged.

Tables are not compared: 8 previous and 8 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (6)

Current report

As of June 30, 2025, we have fully recognized the $75.0 million royalty obligation under the AstraZeneca Termination Agreement.

Current report

On June 30, 2025, we entered into an amendment to our 2022 Loan Agreement (the Fifth Amendment), by and among the Company, as borrower, SLR, as collateral agent and the lenders party thereto. The Fifth Amendment, among other things, (1) provided for the immediate draw of the principal amount of $50.0 million (the Term E Loan) on the closing date of the Fifth Amendment and (2) provides us with the option to draw an additional $100.0 million of committed senior secured term loans, consisting of two separate term loans, each in a principal amount of $50.0 million: (a) the first of which is available at the Company’s election through June 30, 2026 (the Term F Loan) and (b) the second of which is available at the Company’s election through December 20, 2026 (the Term G Loan and, together with the Term F Loan, the Incremental Term Loans).

Current report

The interest rate for the Term E Loan is 4.00% plus a rate equal to 0.022% plus 1-month SOFR reference rate, subject to a SOFR floor of 4.7%. The interest rate for each of the Incremental Term Loans, if drawn, will be 4.95% plus the 1-month CME Term SOFR reference rate as published by the CME Term SOFR Administrator on the CME Term SOFR Administrator’s Website, subject to a SOFR floor of 3.50%. On the closing date of the Fifth Amendment, we paid (i) a fee of $0.3 million in connection with the funding of the Term E Loan, and (ii) a facility fee of $1.0 million with respect to the Incremental Term Loans.

Current report

The increase in GTN adjustment percentage in the three and six months ended June 30, 2025 reflected the unfavorable payor mix shifts, primarily associated with loss of XPHOZAH Medicare Part D reimbursement.

Current report

The increase in other cost of revenue in the three and six months ended June 30, 2025 primarily reflected higher product supply revenue and costs associated with that revenue.
Removed paragraphs (1)
Reworded paragraphs (21)

Previous wording

The results of operations for the 2025 first quarter are not necessarily indicative of results to be expected for the entire year ending December 31, 2025, or for any other interim period or future year. See Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of our 2024 Form 10-K to enhance the understanding of our financial metrics below.

Current wording

The results of operations for the three and six months ended June 30, 2025 are not necessarily indicative of results to be expected for the entire year ending December 31, 2025, or for any other interim period or future year. See Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” of our 2024 Form 10-K to enhance the understanding of our financial metrics below.

Previous wording

The increase in IBSRELA product sales, net in the 2025 first quarter was due to higher demand, reflecting continued increase in awareness and prescriber experience, and to a lesser extent, higher net price.

Current wording

The increase in IBSRELA product sales, net in the three and six months ended June 30, 2025 primarily reflected higher demand, driven by continued increase in awareness and prescriber experience, and to a lesser extent, higher net price.

Previous wording

The increase in XPHOZAH product sales, net in the 2025 first quarter was due to higher demand since its commercial launch in November 2023, partially offset by lower net price due to unfavorable payor mix shifts associated with loss of XPHOZAH Medicare Part D reimbursement. As of January 1, 2025, the Centers of Medicare and Medicaid Services officially began the transition of oral only therapies, including XPHOZAH, into the End Stage Renal Disease Prospective Payment System. The increase in XPHOZAH product sales, net also reflected the release of $3.8 million of prior periods’ estimated product returns for XPHOZAH, based on assumptions from actual returns history and other data supporting an expectation of minimal returns.

Current wording

The decrease in XPHOZAH product sales, net in the three and six months ended June 30, 2025 primarily reflected lower demand and lower net price, driven by the loss of XPHOZAH Medicare Part D reimbursement. As of January 1, 2025, the Centers of Medicare and Medicaid Services officially began the transition of oral only therapies, including XPHOZAH, into the End Stage Renal Disease Prospective Payment System. This decrease was partially offset by continued growth in other channels.

Previous wording

Product supply revenue is primarily impacted by the timing of product supply shipments to our collaboration partners. The product supply revenue in the 2025 and 2024 first quarters was attributable to Knight and Kyowa Kirin, respectively, under our product supply agreements in support of non-U.S. launches.

Current wording

Product supply revenue is primarily impacted by the timing of product supply shipments to our collaboration partners under our product supply agreements in support of non-U.S. launches. The product supply revenue was primarily attributable to Kyowa Kirin in the three and six months ended June 30, 2025 and 2024.

Previous wording

Licensing revenue is primarily impacted by the timing of regulatory and commercial milestone achievements from our collaboration partners, as well as sales-based royalties received from Knight. The licensing revenue in the 2025 first quarter was primarily attributable to the earning of a $5.0 million milestone under the terms of the Fosun Agreement upon approval of an NDA for tenapanor for the control of hyperphosphatemia in adult patients with CKD undergoing hemodialysis by China’s Center for Drug Evaluation of the NMPA.

Current wording

The licensing revenue in the six months ended June 30, 2025 was primarily attributable to a $5.0 million milestone under the terms of the Fosun Agreement upon approval of an NDA for tenapanor for the control of hyperphosphatemia in adult patients with CKD undergoing hemodialysis by China’s Center for Drug Evaluation of the NMPA.

Previous wording

The increase in non-cash royalty revenue in the 2025 first quarter was attributable to a full quarter of royalties from Kyowa Kirin for sales of PHOZEVEL in Japan, which was launched in February 2024, as compared to a partial quarter of royalties in the 2024 first quarter.

Current wording

The increase in non-cash royalty revenue in the three and six months ended June 30, 2025 reflected royalties from Kyowa Kirin for sales of PHOZEVEL in Japan, which was launched in February 2024.

Previous wording

Reconciliation of gross product sales to product sales, net by GTN adjustment category is as follows:

Current wording

Reconciliation of gross product sales to product sales, net is as follows:

Previous wording

The decrease in GTN adjustment percentage in the 2025 first quarter was primarily due to the favorable impact of a change in prior periods’ estimate of expected returns of XPHOZAH, partially offset by unfavorable payor mix shifts.

Current wording

The increase in GTN adjustment percentage in the six months ended June 30, 2025 included the favorable impact of a change in prior periods’ estimate of expected returns of XPHOZAH, which occurred in the 2025 first quarter.

Previous wording

(1) Provisions included approximately $3.8 million of favorable adjustment resulting from changes in prior periods’ estimated product returns for XPHOZAH.

Current wording

(1) Provisions included approximately $3.8 million of favorable adjustment in the 2025 first quarter, resulting from changes in prior periods’ estimated product returns for XPHOZAH.

Previous wording

The increase in cost of product sales in the 2025 first quarter was due to higher product sales. A portion of the costs of IBSRELA and XPHOZAH units recognized as revenue during the 2025 and 2024 first quarters was expensed as research and development expenses in periods prior to the commencement of capitalization of inventory costs for each respective product. The cost associated with inventory sold but previously expensed as research and development was $0.7 million and $1.2 million for the 2025 and 2024 first quarters, respectively. The value of inventory on hand as of March 31, 2025 and December 31, 2024 that was previously expensed as research and development was approximately $14.8 million and $15.6 million, respectively.

Current wording

The increase in cost of product sales in the three and six months ended June 30, 2025 reflected higher product sales. A portion of the costs of IBSRELA and XPHOZAH units recognized as revenue during the three and six months ended June 30, 2025 was expensed as research and development expenses in periods prior to the commencement of capitalization of inventory costs for each respective product. The cost associated with inventory sold but previously expensed as research and development was $1.0 million and $1.7 million for the three and six months ended June 30, 2025, and $1.2 million and $2.4 million for the three and six months ended June 30, 2024, respectively. The value of inventory on hand as of June 30, 2025 and December 31, 2024 that was previously expensed as research and development was approximately $13.4 million and $19.6 million, respectively.

Previous wording

The increase in other cost of revenue in the 2025 first quarter was primarily due to higher AstraZeneca royalties, driven by higher tenapanor product sales, net. Other cost of revenue related to the AstraZeneca Termination Agreement was $8.8 million and $4.7 million for the 2025 and 2024 first quarters, respectively. The remaining future royalty obligation to AstraZeneca was $3.8 million as of March 31, 2025.

Current wording

The increase in other cost of revenue in the three months ended June 30, 2025 was partially offset by lower AstraZeneca royalties. Other cost of revenue related to the AstraZeneca Termination Agreement was $3.8 million and $12.7 million for the three and six months ended June 30, 2025, and $7.9 million and $12.6 million for the three and six months ended June 30, 2024, respectively. As of June 30, 2025, the total $75.0 million royalty obligation has been fully recognized.

Previous wording

The increase in R&D expenses in the 2025 first quarter was primarily driven by the increase in employee-related expenses, reflecting an increase in headcount to support medical engagement with scientific communities in the areas of gastroenterology and nephrology related to our marketed products. This increase included an incremental $1.6 million in stock-based compensation expense.

Current wording

The increase in R&D expenses in the three and six months ended June 30, 2025 primarily reflected the increase in employee-related expenses, driven by higher headcount to support medical engagement with scientific communities in the areas of gastroenterology and nephrology related to our marketed products, as well as higher external R&D and other expenses associated with life cycle management. These increases included incremental stock-based compensation expenses of $0.1 million and $1.7 million in the three and six months ended June 30, 2025, respectively.

Previous wording

The increase in selling, general and administrative expenses in the 2025 first quarter was primarily due to increased commercialization and administrative costs to support net sales growth of IBSRELA and XPHOZAH. The increase consisted of spending for disease awareness initiatives, patient affordability, access support and related patient awareness, as well as increased commercial infrastructure. In addition, the increase was attributable to increased headcount, including an incremental $2.8 million in stock-based compensation expense.

Current wording

The increase in selling, general and administrative expenses in the three and six months ended June 30, 2025 primarily reflected increased commercialization and administrative costs to support net sales growth of IBSRELA and XPHOZAH. The increases consisted of spending for disease awareness initiatives, patient affordability, access support and related patient awareness, as well as increased commercial infrastructure. In addition, these increases were attributable to increased headcount, including incremental stock-based compensation expenses of $0.8 million and $3.7 million in the three and six months ended June 30, 2025, respectively.

Previous wording

The increase in interest expense in the 2025 first quarter was due to a higher loan balance resulting from the Term D Loan draw of $50.0 million in October 2024. In addition, the increase was attributable to a full quarter of interest expense related to the Term C Loan as compared to a partial quarter of interest expense in the 2024 first quarter.

Current wording

The increase in interest expense in the six months ended June 30, 2025 was also attributable to a full 2025 first quarter of interest expense related to the Term C Loan draw in March 2024, as compared to a partial 2024 first quarter of interest expense.

Previous wording

The increase in non-cash interest expense related to the sale of future royalties in the 2025 first quarter was due to the increasing outstanding balance of the deferred royalty obligation attributable to the imputed interest accrued on the outstanding balance, partially offset by royalties received from Kyowa Kirin related to the sale of PHOZEVEL, which were remitted to HCR.

Current wording

The increase in non-cash interest expense related to the sale of future royalties in the three and six months ended June 30, 2025 primarily reflected the increasing outstanding balance of the deferred royalty obligation attributable to the imputed interest accrued on the outstanding balance, partially offset by royalties received from Kyowa Kirin related to the sale of PHOZEVEL, which were remitted to HCR.

Previous wording

Other income, net consists of interest income earned on our cash, cash equivalents and short-term investments as well as currency exchange gains and losses. In the 2024 first quarter, other income, net also included the periodic revaluation of our previously outstanding 2022 Exit Fee related to our 2022 Loan Agreement that was settled in October 2024.

Current wording

Other income, net consists of interest income earned on our cash, cash equivalents and short-term investments and currency exchange gains and losses. In the three and six months ended June 30, 2024, other income, net also included the periodic revaluation of our previously outstanding 2022 Exit Fee related to our 2022 Loan Agreement that was settled in October 2024.

Previous wording

In January 2023, we filed a registration statement on Form S-3, which became effective in January 2023, containing (i) a base prospectus for the offering, issuance and sale by us of up to a maximum aggregate offering price of $250.0 million of our common stock, preferred stock, debt securities, warrants and/or units, from time to time in one or more offerings; and (ii) a prospectus supplement for the offering, issuance and sale by us of up to a maximum aggregate offering price of $150.0 million of our common stock that may be issued and sold, from time to time, under a sales agreement with Jefferies, deemed to be “at-the-market offerings” (2023 Open Market Sales Agreement). Pursuant to the 2023 Open Market Sales Agreement, Jefferies, as sales agent, may receive a commission of up to 3.0% of the gross sales price for shares of common stock sold under the 2023 Open Market Sales Agreement. In the 2025 first quarter, we completed no sales pursuant to the 2023 Open Market Sales Agreement. As of March 31, 2025, we have completed sales pursuant to the 2023 Open Market Sales Agreement, resulting in the issuance of 16.8 million shares of our common stock and receipt of gross proceeds of $70.0 million at a weighted average sales price of approximately $4.17.

Current wording

In January 2023, we filed a registration statement on Form S-3, which became effective in January 2023, containing (i) a base prospectus for the offering, issuance and sale by us of up to a maximum aggregate offering price of $250.0 million of our common stock, preferred stock, debt securities, warrants and/or units, from time to time in one or more offerings; and (ii) a prospectus supplement for the offering, issuance and sale by us of up to a maximum aggregate offering price of $150.0 million of our common stock that may be issued and sold, from time to time, under a sales agreement with Jefferies, deemed to be “at-the-market offerings” (2023 Open Market Sales Agreement). Pursuant to the 2023 Open Market Sales Agreement, Jefferies, as sales agent, may receive a commission of up to 3.0% of the gross sales price for shares of common stock sold under the 2023 Open Market Sales Agreement. In the six months ended June 30, 2025, we completed no sales pursuant to the 2023 Open Market Sales Agreement. As of June 30, 2025, we have completed sales pursuant to the 2023 Open Market Sales Agreement, resulting in the issuance of 16.8 million shares of our common stock and receipt of gross proceeds of $70.0 million at a weighted average sales price of approximately $4.17.

Previous wording

We have a loan and security agreement (as amended, the 2022 Loan Agreement) with SLR. The 2022 Loan Agreement provides a total of $200.0 million, of which $150.0 million has been drawn as of March 31, 2025 to support our ongoing operations and the commercial launches of IBSRELA and XPHOZAH. The borrowings under the 2022 Loan Agreement bear interest at SOFR plus a spread based on our public debt rating. We classify outstanding borrowings under the 2022 Loan Agreement as long-term based on the maturity date of the loan. All the term loans mature on July 1, 2028. See Note 9. Borrowing of our 2024 Form 10-K for further discussion.

Current wording

We have a loan and security agreement (as amended, the 2022 Loan Agreement) with SLR. The 2022 Loan Agreement provides a total of $300.0 million, of which $200.0 million has been drawn and outstanding as of June 30, 2025, including $50.0 million of the Term E Loan drawn during the three months ended June 30, 2025. The additional available borrowings of $100.0 million consist of the Term F Loan and the Term G Loan, each in the amount of $50.0 million. The Term F Loan and the Term G Loan may be drawn at the Company’s election by June 30, 2026 and December 20, 2026, respectively. The borrowings under the 2022 Loan Agreement bear interest at SOFR plus a spread based on our public debt rating. We classify the outstanding borrowings under the 2022 Loan Agreement as long-term based on their maturity date. See Note 9. Borrowing of our 2024 Form 10-K and Note 8. Borrowingof this Quarterly Report on Form 10-Q for further discussion.

Previous wording

Net cash used in operating activities increased in the 2025 first quarter primarily due to higher expenses to support our commercial growth and higher payment to AstraZeneca under the AstraZeneca Termination Agreement. This increase was partially offset by cash inflows from higher product sales, net and timing of collection of our accounts receivable.

Current wording

Net cash used in operating activities increased in the six months ended June 30, 2025 primarily due to higher expenses to support our commercial growth and higher disbursements for previously accrued royalties under the AstraZeneca Termination Agreement. This increase was partially offset by cash inflows from higher product sales, net and timing of collection of our accounts receivable.

Previous wording

Net cash provided by investing activities increased in the 2025 first quarter primarily due to the timing of our investment maturities and purchases.

Current wording

Net cash provided by investing activities increased in the six months ended June 30, 2025 primarily due to the timing of our investment maturities and purchases.

Previous wording

Net cash provided by financing activities decreased in the 2025 first quarter primarily due to the 2024 first quarter receipt of $49.8 million net of proceeds from the Term C Loan.

Current wording

Net cash provided by financing activities decreased in the six months ended June 30, 2025 due to receipts from the Term E Loan, net of costs ($48.7 million) and the issuance of common stock under our equity incentive and stock purchase plans, which were lower than receipts from the Term C Loan, net of costs ($49.8 million) and the issuance of common stock under our equity incentive and stock purchase plans in the six months ended June 30, 2024.
Rearranged current paragraphs (3)

Current report — wording carried from elsewhere

The decrease in XPHOZAH product sales, net in the six months ended June 30, 2025 included the release of $3.8 million of prior periods’ estimated product returns for XPHOZAH in the 2025 first quarter.

Current report — wording carried from elsewhere

Licensing revenue is primarily impacted by the timing of regulatory and commercial milestone achievements from our collaboration partners, as well as sales-based royalties received from Knight.

Current report — wording carried from elsewhere

The increase in interest expense in the three and six months ended June 30, 2025 primarily reflected a higher loan balance resulting from the Term D Loan draw in October 2024.