Rein Therapeutics, formerly Aileron, files NT 10-K and expects $37.0 million impairment

Rein Therapeutics, Inc. (Nasdaq: RNTX), formerly Aileron Therapeutics, Inc., told the SEC on March 31, 2025 that it cannot file its annual report on time. In a Form NT 10-K, the company said it needs more time to finalize its Form 10-K for the year ended December 31, 2024. The delay centers on its assessment of impairment losses on intangible assets. The company also expects to report an impairment loss of about $37.0 million for the year.

What the late-filing notice says

A Form NT 10-K, also called a Form 12b-25 notification, is the form a public company files when it cannot submit its annual report by the deadline. Rein checked the box for Form 10-K and gave December 31, 2024 as the period end. In the narrative, the company says it cannot file within the prescribed time without unreasonable effort or expense. It needs more time to complete its procedures and to finish its assessment of impairment losses on intangible assets.

The company checked the box for Rule 12b-25(b). The form text says an annual report will be filed on or before the fifteenth calendar day after the due date. Rein answered yes when asked whether all other periodic reports required in the preceding 12 months had been filed. Brian Windsor, Ph.D., President and Chief Executive Officer, signed the notice on March 31, 2025 and is the listed contact.

The $37.0 million charge

Rein answered yes when asked whether a significant change in results of operations from the prior year would appear in the report. It says results for 2024 are expected to include an impairment loss on intangible assets of about $37.0 million. It ties the charge to the temporary delay of further clinical development of LTI-01, its product candidate for patients with loculated pleural effusion. The company says it recorded no impairment loss on intangible assets in 2023.

An impairment loss is an accounting charge recorded when an asset on the books is judged to be worth less than its carrying value. The charge does not use cash, but it writes down the value of the program on the books, here because development of LTI-01 has been put on hold. The notice describes the $37.0 million figure as an expectation, not a final number. It also lists the company's ability to finish the Form 10-K and the audit within the required time among the risks to its results.

What the company was before the name change

Rein's previous name, Aileron Therapeutics, appears on the form as a former name. In its annual report for 2023, filed April 15, 2024 under that name, the company called itself a clinical-stage biopharmaceutical company focused on orphan pulmonary and fibrosis indications. It had two candidates in clinical development. LTI-03 is a peptide for idiopathic pulmonary fibrosis, and LTI-01 is a proenzyme that had completed a Phase 2a dose-ranging, placebo-controlled trial in loculated pleural effusion patients. That indication has no approved drug treatment.

The 2023 report describes how the company got there. In February 2023 it ended development of its main candidate, ALRN-6924, and said it was exploring strategic alternatives, with Ladenburg Thalmann & Co., Inc. as strategic adviser. It cut its workforce from nine to three full-time employees. On October 31, 2023 it acquired Lung Therapeutics, Inc., issuing 344,345 shares of common stock and 19,903 shares of Series X Preferred Stock, and the Lung business then became the main business.

The money

The 2023 report says operating activities used $19.8 million of cash that year, mainly reflecting a net loss of $15.7 million. It also says the company has identified conditions that raise substantial doubt about its ability to continue as a going concern. The NT notice gives no cash balance for 2024, so the size of the impairment relative to the company's remaining cash cannot be judged from the notice.

The impairment is a non-cash charge, but the missed deadline comes at a company whose previous annual report carried a going-concern warning. The notice does not say when the report will be filed or whether the audit has raised other issues.

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