Table of Contents
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
 
FORM 10-Q
 
(Mark One)
☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934	
For the quarterly period ended March 31, 2017
OR
☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934	
Commission File Number: 001-37783
 
Clearside Biomedical, Inc.
(Exact Name of Registrant as Specified in its Charter)

Delaware	45-2437375	
(State or other jurisdiction of
incorporation or organization)	(I.R.S. Employer
Identification No.)	
 
900 North Point Parkway, Suite 200
Alpharetta, GA	30005	
(Address of principal executive offices)	(Zip Code)	
(678) 270-3631
Registrant’s telephone number, including area code
N/A
(Former name, former address and former fiscal year, if changed since last report)
 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.     Yes  ☒    No  ☐
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  ☒    No  ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
 
Large accelerated filer	 	☐	  	Accelerated filer	 	☐	
 	 	 	 	
Non-accelerated filer	 	☒  (Do not check if a small reporting company)	  	Small reporting company	 	☐	
 	 	 	 	 	 	 	
Emerging growth company	 	☒	 	 	 	 	
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ☐    No  ☒
As of May 5, 2017, the registrant had 25,300,016 shares of common stock, $0.001 par value per share, outstanding.

 

 
Table of Contents
 
 	 	Page	
 	PART I - FINANCIAL INFORMATION	 	
Item 1.	Financial Statements	2	
 	Balance Sheets as of March 31, 2017 (unaudited) and December 31, 2016	2	
 	Statements of Operations and Comprehensive Loss for the three months ended March 31, 2017 and 2016 (unaudited)	3	
 	Statements of Cash Flows for the three months ended March 31, 2017 and 2016 (unaudited)	4	
 	Notes to Financial Statements	5	
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	15	
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	22	
Item 4.	Controls and Procedures	23	
 	PART II - OTHER INFORMATION	 	
Item 1.	Legal Proceedings	24	
Item 1A.	Risk Factors	24	
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	24	
Item 6.	Exhibits	25	
Signatures	26	
Exhibit Index	27	

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PART I – FINANCIAL INFORMATION
Item 1. Financial Statements
 
CLEARSIDE BIOMEDICAL, INC.
Balance Sheets
(in thousands, except share and per share data)
(unaudited)
 
 	 	March 31,
2017	 	 	December 31,
2016	 	
Assets	 	 	 	 	 	 	 	 	
Current assets:	 	 	 	 	 	 	 	 	
Cash and cash equivalents	 	$	22,989	 	 	$	34,824	 	
Short-term investments	 	 	54,462	 	 	 	48,807	 	
Prepaid expenses	 	 	2,511	 	 	 	396	 	
Other current assets	 	 	522	 	 	 	290	 	
Total current assets	 	 	80,484	 	 	 	84,317	 	
Property and equipment, net	 	 	1,010	 	 	 	94	 	
Restricted cash	 	 	360	 	 	 	360	 	
Other assets	 	 	104	 	 	 	42	 	
Total assets	 	$	81,958	 	 	$	84,813	 	
Liabilities and stockholders’ equity	 	 	 	 	 	 	 	 	
Current liabilities:	 	 	 	 	 	 	 	 	
Accounts payable	 	$	4,716	 	 	$	2,594	 	
Accrued liabilities	 	 	1,541	 	 	 	2,791	 	
Current portion of long-term debt	 	 	800	 	 	 	—	 	
Current portion of deferred rent	 	 	109	 	 	 	3	 	
Other current liabilities	 	 	20	 	 	 	20	 	
Total current liabilities	 	 	7,186	 	 	 	5,408	 	
Long-term debt	 	 	6,891	 	 	 	7,586	 	
Deferred rent	 	 	563	 	 	 	—	 	
Deferred revenue	 	 	155	 	 	 	160	 	
Total liabilities	 	 	14,795	 	 	 	13,154	 	
Commitments and contingencies	 	 	 	 	 	 	 	 	
Stockholders’ equity:	 	 	 	 	 	 	 	 	
Preferred stock, $0.001 par value; 10,000,000 shares authorized and no shares issued at
   March 31, 2017 and December 31, 2016	 	 	—	 	 	 	—	 	
Common stock, $0.001 par value; 100,000,000 shares authorized at March 31, 2017 and
   December 31, 2016; 25,300,016 and 24,573,033 shares issued and outstanding at
   March 31, 2017 and December 31, 2016, respectively	 	 	25	 	 	 	25	 	
Additional paid-in capital	 	 	142,777	 	 	 	136,892	 	
Accumulated deficit	 	 	(75,618	)	 	 	(65,245	)	
Accumulated other comprehensive loss	 	 	(21	)	 	 	(13	)	
Total stockholders’ equity	 	 	67,163	 	 	 	71,659	 	
Total liabilities and stockholders’ equity	 	$	81,958	 	 	$	84,813	 	
 
See accompanying notes to the financial statements
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CLEARSIDE BIOMEDICAL, INC.
Statements of Operations and Comprehensive Loss
(in thousands, except share and per share data)
(unaudited)
 
 	 	Three Months Ended
March 31,	 	
 	 	2017	 	 	2016	 	
License revenue	 	$	5	 	 	$	505	 	
Operating expenses:	 	 	 	 	 	 	 	 	
Research and development	 	 	7,590	 	 	 	4,589	 	
General and administrative	 	 	2,671	 	 	 	1,273	 	
Total operating expenses	 	 	10,261	 	 	 	5,862	 	
Loss from operations	 	 	(10,256	)	 	 	(5,357	)	
Other expense, net	 	 	(117	)	 	 	(92	)	
Net loss	 	$	(10,373	)	 	$	(5,449	)	
Net loss per share of common stock — basic and diluted	 	$	(0.41	)	 	$	(2.05	)	
Weighted average shares outstanding — basic and diluted	 	 	25,250,333	 	 	 	2,660,370	 	
 	 	 	 	 	 	 	 	 	
Net loss	 	$	(10,373	)	 	$	(5,449	)	
Unrealized loss on available-for-sale investments	 	 	(8	)	 	 	—	 	
Comprehensive loss	 	$	(10,381	)	 	$	(5,449	)	
 
See accompanying notes to the financial statements.
 
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CLEARSIDE BIOMEDICAL, INC.
Statements of Cash Flows
(in thousands)
(unaudited)
 
 	 	Three Months Ended
March 31,	 	
 	 	2017	 	 	2016	 	
Operating activities	 	 	 	 	 	 	 	 	
Net loss	 	$	(10,373	)	 	$	(5,449	)	
Adjustments to reconcile net loss to net cash used in operating activities:	 	 	 	 	 	 	 	 	
Depreciation	 	 	30	 	 	 	17	 	
Share-based compensation expense	 	 	752	 	 	 	260	 	
Non-cash interest expense	 	 	52	 	 	 	38	 	
Accretion of debt discount	 	 	53	 	 	 	21	 	
Change in fair value of warrant liability	 	 	—	 	 	 	(2	)	
Amortization and accretion on available-for-sale investments, net	 	 	18	 	 	 	—	 	
Changes in operating assets and liabilities:	 	 	 	 	 	 	 	 	
Prepaid expenses and other current assets	 	 	(2,305	)	 	 	119	 	
Other assets	 	 	(62	)	 	 	(6	)	
Accounts payable and accrued liabilities	 	 	872	 	 	 	1,114	 	
Deferred revenue	 	 	(5	)	 	 	(505	)	
Deferred rent	 	 	(10	)	 	 	(3	)	
Net cash used in operating activities	 	 	(10,978	)	 	 	(4,396	)	
Investing activities	 	 	 	 	 	 	 	 	
Purchase of available-for-sale investments	 	 	(12,656	)	 	 	—	 	
Maturities of available-for-sale investments	 	 	6,975	 	 	 	—	 	
Acquisition of property and equipment	 	 	(309	)	 	 	—	 	
Net cash used in investing activities	 	 	(5,990	)	 	 	—	 	
Financing activities	 	 	 	 	 	 	 	 	
Proceeds from follow-on public offering, net of issuance costs	 	 	5,057	 	 	 	—	 	
Proceeds from exercise of stock options	 	 	76	 	 	 	—	 	
Net cash provided by financing activities	 	 	5,133	 	 	 	—	 	
Net decrease in cash and cash equivalents	 	 	(11,835	)	 	 	(4,396	)	
Cash and cash equivalents, beginning of period	 	 	34,824	 	 	 	20,283	 	
Cash and cash equivalents, end of period	 	$	22,989	 	 	$	15,887	 	
Supplemental schedule of noncash investing and financing activities	 	 	 	 	 	 	 	 	
Tenant improvements paid by landlord	 	$	637	 	 	$	—	 	
Unpaid property and equipment in accounts payable	 	 	117	 	 	 	—	 	
Unpaid initial public offering costs in accounts payable and accrued expenses	 	 	—	 	 	 	384	 	
Accretion of redeemable convertible preferred stock to redemption value	 	 	—	 	 	 	72	 	
 
See accompanying notes to the financial statements.
 
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CLEARSIDE BIOMEDICAL, INC.
Notes to the Financial Statements
(unaudited)

1. The Company
 
Clearside Biomedical, Inc. (the “Company”) is a late-stage clinical biopharmaceutical company developing first-in-class drug therapies to treat blinding diseases of the eye. The Company’s current product candidates focus on treatments for diseases affecting the retina and choroid, especially diseases associated with macular edema, and are injected into the suprachoroidal space (“SCS”) using its proprietary SCS Microinjector.  Incorporated in the State of Delaware on May 26, 2011, the Company has its corporate headquarters in Alpharetta, Georgia.
The Company’s activities since inception have primarily consisted of developing product and technology rights, raising capital and performing research and development activities. The Company has no current source of revenue to sustain present activities, and does not expect to generate meaningful revenue until and unless the Company receives regulatory approval of and successfully commercializes its product candidates. The Company is subject to a number of risks and uncertainties similar to those of other life science companies at a similar stage of development, including, among others, the need to obtain adequate additional financing, successful development efforts including regulatory approval of products, compliance with government regulations, successful commercialization of potential products, protection of proprietary technology and dependence on key individuals.
Liquidity
The Company has funded its operations primarily through the proceeds of its public offerings of common stock, sale of convertible preferred stock and the issuance of long-term debt. The Company will continue to need to obtain additional financing to fund future operations, including completing the development and commercialization of its primary product candidates. The Company will need to expend substantial resources for research and development, including costs associated with the clinical testing of its product candidates. The Company will also need to obtain additional financing to conduct additional trials for the regulatory approval of its product candidates if requested by regulatory bodies, and completing the development of any additional product candidates that might be acquired. If such products were to receive regulatory approval, the Company would need to prepare for the potential commercialization of its product candidates and fund the commercial launch of the products, if the Company decides to commercialize the products on its own. Moreover, the Company’s fixed expenses such as rent and other contractual commitments are substantial and are expected to increase in the future.
The Company had cash, cash equivalents and short-term investments of $77.5 million as of March 31, 2017 and cumulative net cash flows used in operating activities of $66.8 million and cumulative net losses of $75.6 million through March 31, 2017. In the absence of product or other revenues, the amount, timing, nature or source of which cannot be predicted, the Company’s losses will continue as it conducts its research and development activities. Until the Company can generate a sufficient amount of revenue, the Company may finance future cash needs through public or private equity offerings, license agreements, debt financings, collaborations, strategic alliances and marketing or distribution arrangements. The Company has incurred losses and negative cash flows since inception and expects operating losses and negative cash flows to continue into the foreseeable future. However, the Company is able to control spending on development activities while still advancing clinical trials for key product candidates and expects that the cash on hand as of March 31, 2017 will be sufficient to fund its operations into the fourth quarter of 2018.

2. Significant Accounting Policies
Basis of Presentation
The Company’s financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”).
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Unaudited Interim Financial Information
The accompanying balance sheet as of March 31, 2017, statements of operations and comprehensive loss for the three ended March 31, 2017 and 2016 and statements of cash flows for the three months ended March 31, 2017 and 2016 are unaudited. The unaudited interim financial statements have been prepared on the same basis as the annual financial statements and, in the opinion of management, reflect all adjustments, which include normal recurring adjustments, necessary for the fair presentation of the Company’s financial position as of March 31, 2017 and its results of its operations for the three months ended March 31, 2017 and 2016 and its cash flows for the three months ended March 31, 2017 and 2016. The financial data and other information disclosed in these notes related to the three months ended March 31, 2017 and 2016 are unaudited. The results for the three months ended March 31, 2017 are not indicative of results to be expected for the year ending December 31, 2017, any other interim periods or any future year or period. These unaudited financial statements should be read in conjunction with the audited financial statements and related footnotes, which are included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016.
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of income and expenses during the reporting periods. Significant items subject to such estimates and assumptions include the accounting for useful lives to calculate depreciation and amortization, clinical trial estimates and related accrued liabilities, share-based compensation expense and income tax valuation allowance. Actual results could differ from these estimates.
Research and Development Costs
Research and development costs are charged to expense as incurred and include, but are not limited to:
 	•	employee-related expenses, including salaries, benefits, travel and share-based compensation expense for research and development personnel;	

 	•	expenses incurred under agreements with contract research organizations, contract manufacturing organizations and consultants that conduct clinical and preclinical studies;	

 	•	costs associated with preclinical and development activities;	

 	•	costs associated with technology and intellectual property licenses;	

 	•	costs for the Company’s research and development facility; and	

 	•	depreciation expense for assets used in research and development activities.	
Costs for certain development activities, such as clinical studies, are recognized based on an evaluation of the progress to completion of specific tasks using data such as patient enrollment, clinical site activations, or information provided to the Company by its vendors on their actual costs incurred. Payments for these activities are based on the terms of the individual arrangements, which may differ from the patterns of costs incurred, and are reflected in the financial statements as prepaid or accrued expense. No material adjustments to these estimates have been recorded in these financial statements.
Share-Based Compensation
The Company recognizes compensation costs related to stock options and restricted stock granted to employees, directors and consultants ratably over the requisite service period, which in most cases is the vesting period of the award for employees, based on the estimated fair value of the awards on the date of grant. Compensation expense for options granted to non-employees is determined as the fair value of consideration received or the fair value of the equity instruments issued, whichever is more reliably measured. The fair value of the awards granted to non-employees is re-measured each period until the related service is complete. All share-based compensation costs are recorded in general and administrative or research and development costs in the statements of operations based upon the underlying employees’ roles within the Company.
Cash Equivalents
Cash equivalents consist of short-term, highly liquid investments with an original term of three months or less at the date of purchase.
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Short-Term Investments
Short-term investments are investments with original maturities of between 90 and 365 days when purchased and are comprised of corporate and government bonds and government agency securities. The Company classifies its short-term investments as available-for-sale securities. Short-term investments are recorded at fair value and unrealized gains and losses are recorded within accumulated other comprehensive income (loss) until realized. In addition, the Company evaluates the short-investments with unrealized losses to determine whether such losses are other-than-temporary.
Concentration of Credit Risk Arising From Cash Deposits in Excess of Insured Limits
The Company maintains its cash in bank deposits that at times may exceed federally insured limits. The Company has not experienced any loss in such accounts. The Company believes it is not exposed to any significant risks with respect to its cash balances.
Recent Accounting Pronouncements
Accounting Pronouncements Recently Adopted
In March 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-09,  Compensation-Stock Compensation (Topic 718).  The new guidance simplifies several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. For public companies, the amendments in this standard are effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. The Company adopted the standard effective January 1, 2017 and the adoption did not have a material impact on its financial statements and related disclosures.
In November 2015, the FASB issued ASU 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes.  The guidance simplifies the presentation of deferred income taxes. The guidance eliminates the current requirement to present deferred tax assets and liabilities as current and noncurrent in a classified balance sheet and now requires entities to classify all deferred tax assets and liabilities as noncurrent. The amendments in this update are effective for financial statements issued for annual periods beginning after December 15, 2016 and interim periods within those annual periods. The Company has adopted this standard prospectively, effective January 1, 2017 and the adoption did not have a material impact on its financial statements and related disclosures.
Recent Accounting Pronouncements Not Yet Adopted
In November 2016, the FASB issued ASU 2016-18, Restricted Cash, which addresses diversity in practice in the classification and presentation of a change in restricted cash on the statement of cash flows. The amendments in this update require that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. The update is effective for annual periods beginning after December 15, 2017, and interim periods thereafter. Early adoption is permitted. The Company is currently evaluating the impact the adoption of ASU 2016-18 will have on its statement of cash flows.
In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows Classification of Certain Cash Receipts and Cash Payments . The update addresses eight specific cash flow matters with the objective of reducing diversity in practice in how certain cash receipts and payments are classified in the statement of cash flows. The update is effective for annual periods beginning after December 15, 2017, and interim periods within the period. Early adoption is permitted. The Company is currently evaluating the impact the adoption of ASU 2016-15 will have on its financial statements and related disclosures.
In February 2016, the FASB issued ASU No. 2016-02, Leases (ASC 842), which requires lessees to recognize most leases on the balance sheet. This is expected to increase both reported assets and liabilities. The new lease standard does not substantially change lessor accounting. For public companies, the standard will be effective for the first interim reporting period within annual periods beginning after December 15, 2018, although early adoption is permitted. Lessees and lessors will be required to apply the new standard at the beginning of the earliest period presented in the financial statements in which they first apply the new guidance, using a modified retrospective transition method. The requirements of this standard include a significant increase in required disclosures. The Company is currently assessing the impact that adopting this new accounting standard will have on its financial statements and related disclosures.
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In May 2014, FASB issued ASU 2014-09, Revenue from Contracts with Customers. Under ASU 2014-09, companies will be required to recognize revenue to depict the transfer of goods or services to customers in amounts that reflect the consideration (that is, payment) to which the company expects to be entitled in exchange for those goods or services. The new standard also will result in enhanced disclosures about revenue, provide guidance for transactions that were not previously addressed comprehensively (for example, service revenue and contract modifications) and modify guidance for multiple-element arrangements. In August 2015, the FASB issued ASU 2015-14, which deferred by one year the effective date of ASU 2014-09. The one year deferral of the effective date of this standard changes the effective date for the Company to January 1, 2018. Early adoption is permitted, but not before the original effective date. The standard allows the Company to use either a full retrospective or a modified retrospective method to adopt ASU 2014-09. The Company expects to adopt ASU 2014-09 using the modified retrospective method and is currently evaluating the effect this standard may have on its financial statements and related disclosures.
3. Property and Equipment, Net
Property and equipment, net consisted of the following (dollar amounts in thousands):
 
 	 	Estimated
Useful Lives
(Years)	 	March 31,
2017	 	 	December 31,
2016	 	
Furniture and fixtures	 	5	 	$	276	 	 	$	69	 	
Machinery and equipment	 	5	 	 	121	 	 	 	121	 	
Computer equipment	 	3	 	 	41	 	 	 	27	 	
Leasehold improvements	 	Lesser of
useful life or
remaining
lease term	 	 	667	 	 	 	45	 	
 	 	 	 	 	 	 	 	 	 	 	
 	 	 	 	 	1,105	 	 	 	262	 	
Less: Accumulated depreciation	 	 	 	 	(95	)	 	 	(168	)	
 	 	 	 	$	1,010	 	 	$	94	 	
 
In connection with the Company’s relocation to its new corporate headquarters (see Note 9), the Company wrote off $45,000 of fully amortized leasehold improvements. In addition, the Company wrote off $58,000 of fully depreciated furniture and fixtures that were not re-located to the new corporate headquarters.
4. Accrued Liabilities
Accrued liabilities consisted of the following (in thousands):
 
 	 	March 31,	 	 	December 31,	 	
 	 	2017	 	 	2016	 	
Accrued research and development	 	$	646	 	 	$	1,153	 	
Accrued bonuses	 	 	244	 	 	 	870	 	
Accrued professional fees	 	 	143	 	 	 	410	 	
Accrued vacation	 	 	137	 	 	 	72	 	
Accrued interest payable	 	 	54	 	 	 	52	 	
Accrued expense	 	 	317	 	 	 	234	 	
 	 	$	1,541	 	 	$	2,791	 	
 
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5. Long-Term Debt
Loan and Security Agreements
In September 2016, the Company entered into an amended and restated loan and security agreement (the “loan agreement”) with Silicon Valley Bank (“SVB”), MidCap Funding XII Trust and MidCap Financial Trust (together, “MidCap” and collectively with SVB, the “Lenders”), which amended and restated in its entirety the Company’s prior loan and security agreement with SVB dated as of April 14, 2015 (the “original loan agreement”), under which the Company had borrowed $6.0 million in April and May 2015. The loan agreement provides for new term loans of up to $15.0 million, with a floating interest rate equal to 7% plus the greater of (i) the 30-day U.S. LIBOR, reported in the Wall Street Journal on the last business day of the month that immediately precedes the month in which the interest will accrue, or (ii) 0.50%. The interest rate on the original loan agreement was equal to the lender’s prime rate less 0.50 percent.
Under the terms of the loan agreement, an initial tranche of $8.0 million was advanced on September 28, 2016. The remaining $7.0 million will become available beginning on the later of (i) September 30, 2017 and (ii) the date on which the Lenders have received evidence, in form and substance reasonably satisfactory to them, that the Company has produced clinical trial data sufficient to file a New Drug Application for its product candidate CLS-TA for the treatment of macular edema associated with non-infectious uveitis. Once the draw period for the remaining $7.0 million has commenced, the Company may draw funds at its discretion until the earlier of (i) December 31, 2017 and (ii) the occurrence of an event of default under the loan agreement. The Company is required to pay accrued interest only through December 31, 2017 on the outstanding amount, followed by 30 equal payments of principal and accrued interest. The Company has the option to prepay the outstanding balance of the term loans in full, subject to a prepayment fee of (i) 3% of the original principal amount of the aggregate term loans for any prepayment prior to September 28, 2017 or (ii) 2% of the original principal amount of the aggregate term loans for any prepayment between September 28, 2017 and May 31, 2020.  A final payment of $0.5 million, or 6.50% of the aggregate borrowed amount, is due at maturity of the loan on June 1, 2020, or upon the prepayment of the facility or the acceleration of amounts due under the facility as a result of an event of default, and is being accreted in long-term debt over the life of the loan. Of the initial $8.0 million advanced on September 28, 2016, $5.3 million was used to repay all amounts outstanding under the original loan agreement. Closing costs incurred in the refinancing portion of the loan were recorded as expense while the financing costs for the new portion of the loan are recorded in long-term debt and being accreted over the life of the loan. Upon repayment of the original loan agreement, all remaining closing costs associated with the original loan agreement are being accreted to long-term debt over the life of the loan agreement.
The term loans under the loan agreement are secured by substantially all of the Company’s assets, except that the collateral does not include any of the Company’s intellectual property. However, pursuant to the terms of a negative pledge arrangement, the Company has agreed not to encumber any of its intellectual property.
Interest expense on the borrowings under the loan agreements was $156,000 and $45,500 for the three months ended March 31, 2017 and 2016, respectively. Accretion of the scheduled final payment was $52,000 and $38,000 for the three months ended March 31, 2017 and 2016, respectively. Accretion of the deferred closing costs was $53,000 and $21,000 for the three months ended March 31, 2017 and 2016, respectively.
As of March 31, 2017, the scheduled payments for the loan agreement, including the scheduled final payment in 2020, were as follows (in thousands):
 
Year Ending December 31,	 	Principal	 	 	Interest and
Final Payment	 	 	Total	 	
2017	 	$	—	 	 	$	458	 	 	$	458	 	
2018	 	 	3,200	 	 	 	476	 	 	 	3,676	 	
2019	 	 	3,200	 	 	 	234	 	 	 	3,434	 	
2020	 	 	1,600	 	 	 	545	 	 	 	2,145	 	
 	 	$	8,000	 	 	$	1,713	 	 	$	9,713	 	
 
6. Common Stock
The Company’s amended and restated certificate of incorporation authorizes the Company to issue 100,000,000 shares of $0.001 par value common stock. As of March 31, 2017 and December 31, 2016, there were 25,300,016 and 24,573,033 shares of common stock outstanding, respectively.
 
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7. Stock Purchase Warrants
In April 2015, in connection with the original loan agreement (see Note 5), the Company issued a warrant to SVB to purchase up to 57,143 shares of Series B preferred stock at a price per share of $3.50. The term of the warrant extends until 10 years from the grant date and the warrant is exercisable at any time during that 10-year period. The warrant was automatically converted into a warrant to purchase 25,974 shares of common stock at an exercise price of $7.70 upon the closing of the Company’s initial public offering. This warrant had a fair value of $0.2 million and was net exercised on October 12, 2016, resulting in the issuance of 17,883 shares of common stock.
In September 2016, in connection with the loan agreement (see Note 5), the Company issued warrants to the Lenders to purchase up to 29,796 shares of common stock at a price per share of $10.74. The warrants expire in September 2026, or earlier upon the occurrence of specified mergers or acquisitions of the Company, and are immediately exercisable .  The warrants were recorded in equity and have a weighted average remaining life of 9.5 years as of March 31, 2017.
8. Share-Based Compensation
Share-based compensation is accounted for in accordance with the provisions of ASC 718, Compensation-Stock Compensation .
Stock Options
The Company has granted stock option awards to employees, directors and consultants from its 2011 Stock Incentive Plan (the “2011 Plan”) and its 2016 Equity Incentive Plan (the “2016 Plan”). The estimated fair value of options granted is determined as of the date of grant using the Black-Scholes option pricing model. The resulting fair value is recognized ratably over the requisite service period, which is generally the vesting period of the awards. Options granted to non-employees are re-measured at each financial reporting period until required services are performed.  
 
The following table summarizes the activity related to stock options during the three months ended March 31, 2017:
 
 	 	 	 	 	 	Weighted	 	
 	 	Number of	 	 	Average	 	
 	 	Shares	 	 	Exercise Price	 	
 	 	 	 	 	 	 	 	 	
Options outstanding at January 1, 2017	 	 	2,243,575	 	 	$	5.78	 	
Granted	 	 	62,500	 	 	 	7.65	 	
Exercised	 	 	(126,983	)	 	 	0.60	 	
Options outstanding at March 31, 2017	 	 	2,179,092	 	 	 	6.14	 	
 	 	 	 	 	 	 	 	 	
Options exercisable at December 31, 2016	 	 	500,797	 	 	 	0.92	 	
 	 	 	 	 	 	 	 	 	
Options exercisable at March 31, 2017	 	 	726,362	 	 	 	1.84	 	
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As of March 31, 2017, the Company had $9.6 million of unrecognized compensation expense related to unvested stock options, which is expected to be recognized over a weighted average period of 3.4 years.
 
Employee Stock Purchase Plan
 
In January 2016, the Company’s board of directors adopted and approved, and in January 2016 the Company’s stockholders approved, the Clearside Biomedical, Inc. 2016 Employee Stock Purchase Plan (the “2016 ESPP”) which became effective on June 1, 2016. The first offering period for the 2016 ESPP commenced January 1, 2017. The 2016 ESPP is considered a compensatory plan and the fair value of the discount and the look-back period are estimated using the Black-Scholes option pricing model and expense is recognized over the six month withholding period prior to the purchase date.
Share-based compensation expense for options granted under the 2011 Plan and the 2016 Plan and shares purchased under the 2016 ESPP is reflected in the statements of operations as follows (in thousands):
 
 	 	Three Months Ended
March 31,	 	
 	 	2017	 	 	2016	 	
Research and development	 	$	325	 	 	$	132	 	
General and administrative	 	 	427	 	 	 	128	 	
Total	 	$	752	 	 	$	260	 	
 
9. Commitments and Contingencies
Lease Commitment Summary
The Company had previously leased office space under non-cancelable operating leases which expired in March 2017.
In November 2016, the Company signed a new office lease agreement to lease approximately 20,000 square feet of office space in Alpharetta, Georgia for its corporate headquarters. The lease agreement is for a 6.5 year term with a renewal option for one additional five-year term. Rental payments are $35,145 per month subject to an increase of 3% per year. Rent expense under this lease is recognized on a straight-line basis over the term of the lease. In addition, the lease agreement requires payment of the pro-rata share of the annual operating expenses associated with the premises. The Company relocated to this new space in March 2017.
Minimum lease payments are as follows at March 31, 2017 (in thousands):
 
2017	 	$	105	 	
2018	 	 	431	 	
2019	 	 	444	 	
2020	 	 	458	 	
2021	 	 	472	 	
Thereafter	 	 	860	 	
Total minimum lease payments	 	$	2,770	 	
 
Rent expense was $39,000 and $20,000 for three months ended March 31, 2017 and 2016, respectively.
Contract Service Providers
In the course of the Company’s normal business operations, it has agreements with contract service providers to assist in the performance of its research and development, clinical research and manufacturing. Substantially all of these contracts are on an as needed basis.
 
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10. License Agreements
In August 2014, the Company entered into a royalty-bearing license agreement with NovaMedica LLC (“NovaMedica”). Under this agreement, the Company granted to NovaMedica the right to use the Company’s intellectual property to develop and commercialize the intended products (the “Covered Products”) and to have the exclusive right to sell those products in Russia and specified adjacent territories involving the use of the corticosteroid triamcinolone acetonide as the sole active pharmaceutical ingredient for administration in the SCS. In connection with this royalty-bearing license, NovaMedica made an upfront payment to the Company of $200,000. The Company is currently developing product candidates that when completed would be subject to this license giving NovaMedica the exclusive right to then sell the products in the specified geographic territories. In mid-December 2015, the Company received positive results from the Phase 2 clinical trial relating to the product candidate and determined, based on these results, that the intellectual property could become commercially feasible. Beginning in the first quarter ended March 31, 2016, the Company began recognizing the $200,000 to revenue over the period of time estimated to complete clinical development and commercialization of the Covered Products and the beginning of the first set of patent expirations in 2027. The Company recorded $5,000 of license revenue during each of the three months ended March 31, 2017 and 2016, for this license agreement. NovaMedica is jointly owned by Rusnano MedInvest LLC and Domain Russia Investments Limited.
In April 2015, the Company entered into a license and collaboration agreement (the “Spark Agreement”) with Spark Therapeutics, Inc. (“Spark”) under which Spark could acquire the exclusive rights to license the Company’s microinjector technology and access to the SCS within the eye for development and ultimate commercialization of Spark’s gene therapy treatments to be delivered via the microinjector. In conjunction with executing the Spark Agreement, Spark made an upfront, non-refundable payment to the Company of $500,000.
In February 2016, the initial study was completed and Spark elected not to extend the arrangement nor license the technology which terminated the Spark Agreement in accordance with its terms. During the quarter ended March 31, 2016, the Company recorded as revenue the $500,000 upfront payment as the amount was non-refundable and the Company had no further obligations under the Spark Agreement.
 
11. Available-for-Sale Investments
 
The following table summarizes the Company’s available-for-sale investments as of March 31, 2017 (in thousands):
 
 	 	March 31, 2017	 	
 	 	Amortized	 	 	Unrealized	 	 	Fair	 	
 	 	Cost	 	 	Loss	 	 	Value	 	
Government bonds and agency obligations	 	$	26,190	 	 	$	(16	)	 	$	26,174	 	
Commercial paper	 	 	12,369	 	 	 	—	 	 	 	12,369	 	
Certificates of deposit	 	 	7,314	 	 	 	—	 	 	 	7,314	 	
Corporate bonds	 	 	8,610	 	 	 	(5	)	 	 	8,605	 	
Total available-for-sale investments	 	$	54,483	 	 	$	(21	)	 	$	54,462	 	
 
12. Fair Value Measurements
The Company records certain financial assets and liabilities at fair value in accordance with the provisions of ASC Topic 820,  Fair Value Measurements and Disclosures , on fair value measurements. As defined in the guidance, fair value, defined as an exit price, represents the amount that would be received to sell an asset or pay to transfer a liability in an orderly transaction between market participants. As a result, fair value is a market-based approach that should be determined based on assumptions that market participants would use in pricing an asset or a liability. As a basis for considering these assumptions, the guidance defines a three-tier value hierarchy that prioritizes the inputs used in the valuation methodologies in measuring fair value.
 	•	Level 1—Unadjusted quoted prices in active, accessible markets for identical assets or liabilities.	

 	•	Level 2—Other inputs that are directly or indirectly observable in the marketplace.	

 	•	Level 3—Unobservable inputs that are supported by little or no market activity.	
The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.
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The Company’s material financial instruments at March 31, 2017 and December 31, 2016 consisted primarily of cash and cash equivalents, short-term investments and long-term debt. The fair value of cash and cash equivalents, government bonds, other current assets and accounts payable approximate their respective carrying values due to the short term nature of these instruments and are classified as Level 1 in the fair hierarchy. The fair value of long-term debt approximates the carrying value due to variable interest rates that correspond to market rates. The Company has determined its short-term investments, comprised of certificates of deposit, corporate bonds, commercial paper and agency obligations, to be Level 2 in the fair value hierarchy. The fair value was determined using a market approach, based on prices and other relevant information generated by market transactions involving similar assets. The short-term investments consist of investments with original maturity dates from date of acquisition of 90 to 365 days and are classified as available-for-sale.
There were no significant transfers between Levels 1, 2 and 3 during the three months ended March 31, 2017 and the year ended December 31, 2016.
The following tables summarize the fair value of financial assets that are measured at fair value and the classification by level of input within the fair value hierarchy (in thousands):
 
 	 	March 31, 2017	 	
 	 	Level 1	 	 	Level 2	 	 	Level 3	 	 	Recorded
Value	 	
Financial Assets:	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
Cash and money markets	 	$	16,990	 	 	$	—	 	 	$	—	 	 	$	16,990	 	
Restricted cash money market	 	 	360	 	 	 	—	 	 	 	—	 	 	 	360	 	
Government bonds	 	 	22,004	 	 	 	—	 	 	 	—	 	 	 	22,004	 	
Agency obligations	 	 	—	 	 	 	4,170	 	 	 	—	 	 	 	4,170	 	
Certificates of deposit	 	 	—	 	 	 	7,314	 	 	 	—	 	 	 	7,314	 	
Corporate bonds	 	 	—	 	 	 	11,607	 	 	 	—	 	 	 	11,607	 	
Commercial paper	 	 	—	 	 	 	15,366	 	 	 	—	 	 	 	15,366	 	
Total financial assets	 	$	39,354	 	 	$	38,457	 	 	$	—	 	 	$	77,811	 	
 
 	 	December 31, 2016	 	
 	 	Level 1	 	 	Level 2	 	 	Level 3	 	 	Recorded
Value	 	
Financial Assets:	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
Cash and money markets	 	$	29,928	 	 	$	—	 	 	$	—	 	 	$	29,928	 	
Restricted cash money market	 	 	360	 	 	 	—	 	 	 	—	 	 	 	360	 	
Government bonds	 	 	19,027	 	 	 	—	 	 	 	—	 	 	 	19,027	 	
Certificates of deposit	 	 	—	 	 	 	6,579	 	 	 	—	 	 	 	6,579	 	
Agency obligations	 	 	—	 	 	 	4,179	 	 	 	—	 	 	 	4,179	 	
Corporate bonds	 	 	—	 	 	 	7,262	 	 	 	—	 	 	 	7,262	 	
Commercial paper	 	 	—	 	 	 	16,656	 	 	 	—	 	 	 	16,656	 	
Total financial assets	 	$	49,315	 	 	$	34,676	 	 	$	—	 	 	$	83,991	 	
 
13. Net Loss Per Share
Basic net loss per share is calculated by dividing the net loss by the weighted average number of shares of common stock outstanding for the period, without consideration of the dilutive effect of potential common stock equivalents. Diluted net loss per share gives effect to all dilutive potential shares of common stock outstanding during this period.
For all periods presented, the Company’s potential common stock equivalents, which include convertible preferred stock, stock options, unvested restricted stock and stock purchase warrants, have been excluded from the computation of diluted net loss per share as their inclusion would have the effect of reducing the net loss per share. Therefore, the denominator used to calculate both basic and diluted net loss per share is the same in all periods presented.
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The Company’s potential common stock equivalents that have been excluded from the computation of diluted net loss per share for all periods presented because of their antidilutive effect consisted of the following:
 
 	 	Three Months Ended
March 31,	 	
 	 	2017	 	 	2016	 	
Outstanding stock options	 	 	2,179,092	 	 	 	1,278,872	 	
Stock purchase warrants	 	 	29,796	 	 	 	146,298	 	
Convertible preferred stock	 	 	—	 	 	 	9,472,530	 	
Unvested restricted stock	 	 	—	 	 	 	3,693	 	
 	 	 	2,208,888	 	 	 	10,901,393	 	

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
Certain statements contained in this Quarterly Report on Form 10-Q may constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The words or phrases “would be,” “will allow,” “intends to,” “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimate,” “project,” or similar expressions, or the negative of such words or phrases, are intended to identify “forward-looking statements.” We have based these forward-looking statements on our current expectations and projections about future events. Because such statements include risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. Factors that could cause or contribute to these differences include those below and elsewhere in this Quarterly Report on Form 10-Q, particularly in Part II – Item 1A, “Risk Factors,” and our other filings with the Securities and Exchange Commission. Statements made herein are as of the date of the filing of this Form 10-Q with the Securities and Exchange Commission and should not be relied upon as of any subsequent date. Unless otherwise required by applicable law, we do not undertake, and we specifically disclaim, any obligation to update any forward-looking statements to reflect occurrences, developments, unanticipated events or circumstances after the date of such statement.
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited financial statements and related notes that appear in Item 1 of this Quarterly Report on Form 10-Q and with our audited financial statements and related notes for the year ended December 31, 2016 appearing in our Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 16, 2017.
Overview
We are a late-stage clinical biopharmaceutical company developing first-in-class drug therapies to treat blinding diseases of the eye. Our current product candidates focus on treatments for diseases affecting the retina and choroid, especially diseases associated with macular edema, and are injected into the suprachoroidal space, or SCS, using our proprietary SCS Microinjector. With the suprachoroidal injection procedure, our product candidates are more directly administered to the retina and choroid as compared to other ocular drug administration techniques such as intravitreal injections. We believe treatment of eye disease via suprachoroidal injection may provide a number of benefits, including lower frequency of necessary administration and faster onset of therapeutic effect. We hold the exclusive rights to develop and commercialize drugs for treatment via injection into the SCS. Our most advanced product candidates are based on commonly used ophthalmic drugs, which we believe will allow us to more efficiently and predictably pursue the regulatory approval of these product candidates under Section 505(b)(2) of the Federal Food, Drug, and Cosmetic Act.
We are developing CLS-TA, our proprietary, preservative-free formulation of the corticosteroid triamcinolone acetonide, or TA, to be administered suprachoroidally for the treatment of patients with non-infectious uveitis. We are currently enrolling patients with macular edema associated with non-infectious uveitis in a pivotal Phase 3 clinical trial. We expect to enroll approximately 150 patients in this trial and to report data in early 2018. We believe, based on our end-of-Phase 2 review with the Food and Drug Administration, or FDA, in May 2015, that only one Clearside-sponsored, pivotal Phase 3 clinical trial will be required to support the filing of a New Drug Application, or NDA, to the FDA.
We are also developing CLS-TA along with an anti-VEGF agent for the treatment of macular edema associated with retinal vein occlusion, or RVO, a sight-threatening disorder resulting from the blockage of a retinal vein. We are exploring whether suprachoroidal injection of CLS-TA together with an intravitreal injection of Eylea, an inhibitor of vascular endothelial growth factor, or VEGF, can provide improved visual acuity, reduced macular edema and reduced injection frequency, as compared to administration of intravitreal Eylea alone.
We have completed a Phase 2 clinical trial in 46 patients with macular edema associated with RVO. In this trial, 23 patients in the active arm initially received a concomitant suprachoroidal injection of CLS-TA and an intravitreal injection of Eylea and 23 patients in the control arm initially received only an intravitreal injection of Eylea. The objective of the trial was to determine whether patients receiving CLS-TA together with Eylea could sustain this improved visual acuity over the three months of the clinical trial while requiring fewer additional Eylea treatments than patients receiving intravitreal Eylea alone. Patients in each arm were evaluated at months one, two and three after the initial treatment using pre-specified criteria to determine if they continued to experience macular edema or reductions in visual acuity and therefore required additional Eylea treatments. The primary objective of the trial was met, with patients in the active arm requiring an aggregate of 60% fewer additional Eylea treatments than patients in the control arm over three months, a result that was statistically significant (p=0.013). In addition, 18 of the 23 patients, or 78%, in the active arm of the trial did not require additional treatments during the three-month trial compared to 7 of the 23 patients, or 30%, in the control arm, a result that was also statistically significant (p=0.003). In the same Phase 2 trial, patients in the active arm experienced greater improvement in visual acuity than those in the control arm, with patients in the active arm experiencing mean BCVA improvements at months one, two and three of 16, 20 and 19 letters, respectively, compared to improvements of 11, 12 and 11 letters, respectively, in the control arm at the same time points. Based on the results of this trial and after incorporating feedback from an end-of-Phase 2 meeting with the FDA held in late 2016, we initiated a Phase 3 clinical program in the first quarter of 2017.
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We have recently expanded our CLS-TA development programs to include another retinal vascular condition known as diabetic macular edema, or DME. In November 2016, we began enrolling patients with DME in an open-label, multi-center Phase 1/2 clinical trial to obtain safety data, and to observe efficacy outcomes from administering a combination of intravitreal Eylea and suprachoroidal CLS-TA, as well as suprachoroidal CLS-TA alone, over a six-month evaluation period.  We completed enrollment of this trial in April 2017 and expect to release preliminary results in the second half of 2017. We also intend to commence a Phase 2 clinical trial in DME in mid-2017 to evaluate the safety and efficacy of administering a combination of intravitreal Eylea and suprachoroidal CLS-TA, as compared to intravitreal Eylea alone. We expect to report three-month preliminary data from this trial in the first half of 2018. We are also conducting preclinical studies of another product candidate for injection with our SCS Microinjector for the potential treatment of neovascular age-related macular degeneration, also known as wet AMD.
If any of our product candidates are approved, we plan to commercialize them with a specialty team of 30 to 40 sales and medical marketing professionals to target the approximately 1,700 retinal specialists in the United States, and we may also pursue collaborations with third parties to commercialize any of our drugs approved for marketing outside the United States.
We have incurred net losses since our inception in May 2011. Our operations to date have been primarily focused on undertaking preclinical studies and conducting clinical trials of our most advanced product candidates. To date, we have not generated any revenue, other than license revenue, and we have primarily financed our operations through public offerings and private placements of our equity securities, issuances of convertible promissory notes and loan agreements. As of March 31, 2017, we had an accumulated deficit of $75.6 million. We recorded net losses of $10.4 million and $5.4 million for the three months ended March 31, 2017 and 2016, respectively. We anticipate that a substantial portion of our capital resources and efforts in the foreseeable future will be focused on completing the necessary development for and obtaining regulatory approval and preparing for potential commercialization of our product candidates.
We expect to continue to incur significant and increasing operating losses at least for the next several years. We do not expect to generate product revenue unless and until we successfully complete necessary development for, and obtain regulatory approval for one or more of our product candidates. Our net losses may fluctuate significantly from quarter to quarter and year to year, depending on the timing of our clinical trials and our expenditures on other research and development activities. We anticipate that our expenses will increase as we:
 	•	complete our ongoing Phase 3 clinical trial of CLS-TA for the treatment of macular edema associated with non-infectious uveitis, our ongoing Phase 3 clinical trial of CLS-TA with Eylea for the treatment of macular edema associated with RVO and our ongoing Phase 1/2 clinical trial of CLS-TA with or without intravitreal Eylea for the treatment of DME;	

 	•	initiate our planned clinical trials, including our Phase 2 clinical trial of CLS-TA with intravitreal Eylea for the treatment of DME, as well as future clinical trials for these programs, if necessary;	

 	•	seek to discover, research and develop additional product candidates;	

 	•	seek regulatory approvals for any product candidates that successfully complete clinical trials and other developmental efforts necessary to seek such approvals;	

 	•	establish sales, marketing and distribution infrastructure and scale up external manufacturing capabilities to commercialize any product candidates for which we may obtain regulatory approval;	

 	•	maintain, expand and protect our intellectual property portfolio;	

 	•	hire additional non-clinical and clinical, manufacturing, medical and scientific personnel;	

 	•	add operational, financial and management information systems and personnel, including personnel to support our  development and potential future commercialization efforts; and	

 	•	operate as a public company.	
Components of Operating Results
Revenue
We have not generated any revenue from the sale of any drugs, and we do not expect to generate any revenue unless or until we obtain regulatory approval of and commercialize our product candidates. The only revenue we have derived, consisting primarily of $0.5 million in the first quarter of 2016, has been from up-front payments in connection with out-licensing our proprietary microinjection technology for SCS drug administration to third-party strategic collaborators. In 2014, we executed a license agreement with NovaMedica LLC, or NovaMedica, and in 2015, we executed a license agreement with Spark Therapeutics, Inc., or Spark. In connection with these agreements, we received up-front payments of $200,000 from NovaMedica and $500,000 from Spark. We deferred recognizing these payments through 2015. In the first quarter of 2016, we began recognizing revenue related to the NovaMedica payment and we recognized the entire payment from Spark.
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Research and Development
Since our inception, we have focused on our development programs. Research and development expenses consist primarily of costs incurred for the research and development of our preclinical and clinical product candidates, which include:
 	•	employee-related expenses, including salaries, benefits, travel and share-based compensation expense for research and development personnel;	

 	•	expenses incurred under agreements with contract research organizations, or CROs, as well as contract manufacturing organizations and consultants that conduct clinical trials and preclinical studies;	

 	•	costs associated with preclinical activities and development activities;	

 	•	costs associated with technology and intellectual property licenses;	

 	•	costs for our research and development facility; and	

 	•	depreciation expense for assets used in research and development activities.	
We expense research and development costs to operations as incurred. The costs for some of our development activities, such as clinical trials, are recognized based on the terms of underlying agreements, as well as an evaluation of the progress to completion of specific tasks using data such as patient enrollment, clinical site activations and additional information provided to us by our vendors about their actual costs occurred.
Expenses related to activities, such as manufacturing and stability and toxicology studies, that are supportive of a product candidate itself, are classified as direct non-clinical costs. Expenses related to clinical trials and similar activities, including costs associated with CROs, are classified as direct clinical costs. Expenses related to activities that support more than one development program or activity, such as salaries, share-based compensation and depreciation, are not classified as direct clinical costs or non-clinical costs and are separately classified as unallocated.
For the three months ended March 31, 2017, substantially all of our research and development expenses have been related to the non-clinical and clinical development of our product candidates.
The following table shows our research and development expenses by type of activity for the three months ended March 31, 2017 and 2016 (in thousands).
 
 	 	Three Months Ended
March 31,	 	
 	 	2017	 	 	2016	 	
CLS-TA (uveitis program):	 	 	 	 	 	 	 	 	
Direct non-clinical	 	$	935	 	 	$	90	 	
Direct clinical	 	 	2,646	 	 	 	1,547	 	
Total	 	 	3,581	 	 	 	1,637	 	
CLS-TA (RVO program):	 	 	 	 	 	 	 	 	
Direct non-clinical	 	 	—	 	 	 	1	 	
Direct clinical	 	 	1,935	 	 	 	876	 	
Total	 	 	1,935	 	 	 	877	 	
CLS-TA (DME program):	 	 	 	 	 	 	 	 	
Direct non-clinical	 	 	—	 	 	 	—	 	
Direct clinical	 	 	140	 	 	 	—	 	
Total	 	 	140	 	 	 	—	 	
Wet AMD program:	 	 	 	 	 	 	 	 	
Direct non-clinical	 	 	247	 	 	 	1,142	 	
Direct clinical	 	 	—	 	 	 	—	 	
Total	 	 	247	 	 	 	1,142	 	
Unallocated	 	 	1,687	 	 	 	933	 	
Total research and development expense	 	$	7,590	 	 	$	4,589	 	
 
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Our expenses related to clinical trials are based on estimates of patient enrollment and related expenses at clinical investigator sites as well as estimates for the services received and efforts expended under contracts with research institutions, consultants and CROs that conduct and manage clinical trials on our behalf. We generally accrue expenses related to clinical trials based on contracted amounts applied to the level of patient enrollment and activity according to the protocol. If future timelines or contracts are modified based upon changes in the clinical trial protocol or scope of work to be performed, we would modify our estimates of accrued expenses accordingly on a prospective basis. Historically, any such modifications have not been material.
Research and development activities are central to our business model. Product candidates in later stages of clinical development generally have higher development costs than those in earlier stages of clinical development, primarily due to the increased size and duration of later-stage clinical trials. We expect our research and development expenses to increase over the next several years as we progress our product candidates through clinical development. However, it is difficult to determine with certainty the duration and completion costs of our current or future preclinical programs and clinical trials of our product candidates, or if, when or to what extent we will generate revenues from the commercialization and sale of any of our product candidates that obtain regulatory approval. We may never succeed in achieving regulatory approval for any of our product candidates.
The duration, costs and timing of clinical trials and development of our product candidates will depend on a variety of factors that include, but are not limited to, the following:
 	•	the costs associated with process development, scale-up and manufacturing of CLS-TA and the microinjector for clinical trials and for requirements associated with regulatory filings associated with approval;	

 	•	the number of trials required for approval and any requirement for extension trials;	

 	•	per patient trial costs;	

 	•	the number of patients that participate in the trials;	

 	•	the number of sites included in the trials;	

 	•	the countries in which the trials are conducted;	

 	•	the length of time required to enroll eligible patients;	

 	•	the number of doses that patients receive;	

 	•	the drop-out or discontinuation rates of patients;	

 	•	potential additional safety monitoring or other studies requested by regulatory agencies;	

 	•	the duration of patient follow-up; and	

 	•	the efficacy and safety profiles of the product candidates.	
In addition, the probability of success for each product candidate will depend on numerous factors, including competition, manufacturing capability and commercial viability. We will determine which programs to pursue and how much to fund each program in response to the scientific and clinical success of each product candidate, as well as an assessment of each product candidate’s commercial potential.
General and Administrative
General and administrative expenses consist primarily of salaries and other related costs, including share-based compensation, for personnel in executive, finance and administrative functions. General and administrative costs include facility related costs not otherwise included in research and development expenses, professional fees for legal, patent, consulting, and accounting and audit services.
We anticipate that our general and administrative expenses will increase in the future to support our continued research and development activities, potential commercialization of our product candidates and increased costs of operating as a public company. These increases will likely include increased costs related to the hiring of additional personnel and fees to outside consultants, lawyers and accountants, among other expenses. Additionally, we anticipate increased costs associated with being a public company including expenses related to services associated with maintaining compliance with NASDAQ listing rules and Securities and Exchange Commission, or SEC, requirements, director and officer insurance, and investor and public relations costs.
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Other Income (Expense)
Other income consists of interest income earned on our cash and cash equivalents and short-term investments. Interest income is not considered significant to our financial statements, but we expect our interest income to increase as we invest the net proceeds from our initial public offering and follow-on public offering pending their use in operations.
Other expense consists of interest accrued under the loan agreements, and in 2016, changes in the value of the stock purchase warrant liability, described in the footnotes to our financial statements.
Critical Accounting Policies and Significant Judgments and Estimates
Our management’s discussion and analysis of our financial condition and results of operations is based on our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America, or U.S. GAAP. The preparation of these financial statements requires us to make estimates, judgments and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities as of the dates of the balance sheets and the reported amounts of expenses during the reporting periods. In accordance with U.S GAAP, we evaluate our estimates and judgments on an ongoing basis. Significant estimates include assumptions used in the determination of share-based compensation and some of our research and development expenses. We base our estimates on historical experience and on various other factors that we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.
We define our critical accounting policies as those accounting principles generally accepted in the United States of America that require us to make subjective estimates and judgments about matters that are uncertain and are likely to have a material impact on our financial condition and results of operations, as well as the specific manner in which we apply those principles. During the three months ended March 31, 2017, there were no significant changes to our critical accounting policies disclosed in our audited financial statements for the year ended December 31, 2016, which are included in our Annual Report on Form 10-K, as filed with the SEC on March 16, 2017.
Results of Operations for the Three Months Ended March 31, 2017 and 2016
The following table sets forth our results of operations for the three months ended March 31, 2017 and 2016.
  
 	 	Three Months Ended	 	 	 	 	 	
 	 	March 31,	 	 	Period-to-Period	 	
 	 	2017	 	 	2016	 	 	Change	 	
 	 	(in thousands)	 	
License revenue	 	$	5	 	 	$	505	 	 	$	(500	)	
Operating expenses:	 	 	 	 	 	 	 	 	 	 	 	 	
Research and development	 	 	7,590	 	 	 	4,589	 	 	 	3,001	 	
General and administrative	 	 	2,671	 	 	 	1,273	 	 	 	1,398	 	
Total operating expenses	 	 	10,261	 	 	 	5,862	 	 	 	4,399	 	
Loss from operations	 	 	(10,256	)	 	 	(5,357	)	 	 	(4,899	)	
Other expense, net	 	 	(117	)	 	 	(92	)	 	 	(25	)	
Net loss	 	$	(10,373	)	 	$	(5,449	)	 	$	(4,924	)	
 
Revenue. In each of the three months ended March 31, 2017 and 2016, we recognized $5,000 of revenue associated with our agreement with NovaMedica. In the three months ended March 31, 2016, we also recognized $0.5 million of revenue associated with our license and collaboration agreement with Spark.
Research and development. Research and development expense increased by $3.0 million, from $4.6 million for the three months ended March 31, 2016 to $7.6 million for the three months ended March 31, 2017, an increase of 65%. This was primarily attributable to a $1.6 million increase in costs related to the ongoing Phase 3 clinical trial for CLS-TA for the treatment of macular edema associated with non-infectious uveitis, a $1.9 million increase for costs related to the ongoing Phase 3 clinical trial for CLS-TA for the treatment of macular edema associated with RVO, a $0.1 million increase related to the DME program, a $0.8 million increase in device and drug manufacturing costs and a $0.5 million increase in employee-related costs. These increases were partially offset by a $1.4 million decrease resulting from the completion in 2016 of the Phase 2 clinical trials for CLS-TA and a $0.9 million decrease in costs resulting from the discontinuation of axitinib preclinical development as part of our wet AMD program in the first quarter of 2017.
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General and administrative. General and administrative expenses increased by $1.4 million, from $1.3 million for the three months ended March 31, 2016 to $2.7 million for the three months ended March 31, 2017.The increase was primarily attributable to an increase of $0.5 million of employee-related costs, a $0.2 million increase in patent and trademark costs, a $0.2 million increase for marketing expenses and a $0.3 million increase in the costs of operating as a public company, including an increase in director and officer insurance premiums, professional fees and non-employee director compensation in the three months ended March 31, 2017 as compared to the same period in the prior year.
Other expense, net. Other expense, net for the three months ended March 31, 2017 and 2016 was $0.1 million, in each case primarily consisting of interest on long-term debt, the amortization of financing costs, the accretion of warrants and the final payment related to the loan agreements, partially offset by interest income from our short-term investments.
 
Liquidity and Capital Resources
Sources of Liquidity
We have funded our operations primarily through the proceeds of our public offerings of common stock, sale of convertible preferred stock and the issuance of long-term debt. As of March 31 2017, we had cash, cash equivalents and short-term investments of $77.5 million. We invest any cash in excess of our immediate requirements primarily with a view to liquidity and capital preservation. As of March 31, 2017, our funds were held in cash, money market funds, certificates of deposit, commercial paper, corporate bonds and government bonds and agency obligations.
On September 28, 2016, we entered into an amended and restated loan and security agreement, or the Loan Agreement, with Silicon Valley Bank, or SVB, and entities affiliated with MidCap Financial Services, which we refer to collectively with SVB as the Lenders.  The Loan Agreement amended and restated in its entirety our prior loan and security agreement with SVB. The Loan Agreement provides for new term loans of up to $15.0 million, with a floating interest rate equal to 7% plus the greater of (i) the 30-day U.S. LIBOR, reported in the Wall Street Journal on the last business day of the month that immediately precedes the month in which the interest will accrue, or (ii) 0.50%. We borrowed an initial tranche of $8.0 million on September 28, 2016, of which $5.3 million was used to repay all amounts outstanding under our prior loan agreement with SVB. The remaining $7.0 million will become available beginning on the later of (i) September 30, 2017 and (ii) the date on which the Lenders have received evidence, in form and substance reasonably satisfactory to them, that we have produced clinical trial data sufficient to file an NDA for CLS-TA for the treatment of macular edema associated with non-infectious uveitis. Once the draw period for the remaining $7.0 million has commenced, we may draw funds at our discretion until the earlier of (i) December 31, 2017 and (ii) the occurrence of an event of default under the Loan Agreement. We are required to pay accrued interest only through December 31, 2017 on the outstanding amount, followed by 30 equal payments of principal and accrued interest. We have the option to prepay the outstanding balance of the term loans in full, subject to a prepayment fee of (i) 3% of the original principal amount of the aggregate term loans for any prepayment prior to September 28, 2017 or (ii) 2% of the original principal amount of the aggregate term loans for any prepayment between September 28, 2017 and May 31, 2020. A final payment of $0.5 million, or 6.50% of the aggregate borrowed amount, is due at maturity of loan on June 1, 2020, or upon the prepayment of the facility or the acceleration of amounts due under the facility as a result of an event of default.
The term loans under the Loan Agreement are secured by substantially all of our assets, except that the collateral does not include any of our intellectual property. However, pursuant to the terms of a negative pledge arrangement, we have agreed not to encumber any of our intellectual property.
In connection with the Loan Agreement, we issued warrants to the Lenders to purchase up to 29,796 shares of common stock at a price per share of $10.74. The warrants expire in September 2026, or earlier upon the occurrence of specified mergers or acquisitions of our company, and are immediately exercisable.
In connection with the prior loan agreement, we issued a warrant to SVB to purchase 25,974 shares of our convertible preferred stock at an exercise price of $7.70 per share. These warrants were net exercised in October 2016.
Funding Requirements
Our primary uses of capital are, and we expect will continue to be, compensation and related expenses, third-party clinical research and development services, laboratory and related supplies, clinical costs, legal and other regulatory expenses and general overhead costs.
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The successful development of our product candidates is highly uncertain. As such, at this time, we cannot reasonably estimate or know the nature, timing and estimated costs of the efforts that will be necessary to complete the remainder of the development of CLS-TA or any future product candidates, although we will require additional funding to complete our planned Phase 3 clinical program for CLS-TA in RVO patients. We are also unable to predict when, if ever, material net cash inflows will commence from product sales. This is due to the numerous risks and uncertainties associated with developing drugs, including the uncertainty of:
 	•	successful enrollment in, and completion of clinical trials;	

 	•	receipt of marketing approvals from applicable regulatory authorities;	

 	•	establishing commercial manufacturing capabilities or making arrangements with third-party manufacturers;	

 	•	obtaining and maintaining patent and trade secret protection and regulatory exclusivity for our product candidates; and	

 	•	launching commercial sales of the products, if and when approved, whether alone or in collaboration with others.	
A change in the outcome of any of these variables with respect to the development of any of our product candidates would significantly change the costs and timing associated with the development of that candidate.
Until such time, if ever, as we can generate substantial product revenue, we expect to finance our cash needs through a combination of equity offerings, debt financings and potential collaboration, license and development agreements. We do not currently have any committed external source of funds other than under the Loan Agreement. To the extent that we raise additional capital through the sale of equity or convertible debt securities, your ownership interest will be diluted, and the terms of these securities may include liquidation or other preferences that adversely affect your rights as a common stockholder. Debt financing and preferred equity financing, if available, may involve agreements that include covenants limiting or restricting our ability to take specific actions, such as incurring additional debt, making capital expenditures or declaring dividends.
If we raise additional funds through collaborations, strategic alliances or marketing, distribution or licensing arrangements with third parties, we may be required to relinquish valuable rights to our technologies, future revenue streams, research programs or product candidates or to grant licenses on terms that may not be favorable to us. If we are unable to raise additional funds through equity or debt financings when needed, we may be required to delay, limit, reduce or terminate our drug development or future commercialization efforts or grant rights to develop and market product candidates that we would otherwise prefer to develop and market ourselves.
We will also incur costs as a public company that we have not previously incurred or have previously incurred at lower rates, including but not limited to, increased costs and expenses for fees to members of our board of directors, increased personnel costs, increased directors and officers insurance premiums, audit and legal fees, investor relations fees and expenses for compliance with reporting requirements under the Exchange Act and rules implemented by the SEC and NASDAQ.
Outlook
Based on our research and development plans and our timing expectations related to the progress of our programs, we expect that our existing cash, cash equivalents and short-term investments will enable us to fund our operating expenses and capital expenditure requirements into the fourth quarter of 2018.
Cash Flows
The following is a summary of the net cash flows provided by (used in) our operating, investing and financing activities (in thousands):
 
 	 	Three Months Ended March 31,	 	
 	 	2017	 	 	2016	 	
Net cash (used in) provided by:	 	 	 	 	 	 	 	 	
Operating activities	 	$	(10,978	)	 	$	(4,396	)	
Investing activities	 	 	(5,990	)	 	 	—	 	
Financing activities	 	 	5,133	 	 	 	—	 	
Net change in cash and cash equivalents	 	$	(11,835	)	 	$	(4,396	)	
 
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During the three months ended March 31, 2017 and 2016, our operating activities used net cash of $11.0 million and $4.4 million, respectively. The use of cash in each period primarily resulted from our net losses. The increase in net loss for the three months ended March 31, 2017 as compared to the three months ended March 31, 2016 was primarily attributable to higher research and development expenses for our Phase 3 clinical trials of CLS-TA in patients with macular edema associated with uveitis and RVO.
During the three months ended March 31, 2017, our net cash used by investing activities was $6.0 million. This was the result of purchases of short-term, available-for-sale investments including certificates of deposit, commercial paper, corporate bonds and government bonds and agency obligations. During the three months ended March 31, 2016, we did not engage in any investing activities.
During the three months ended March 31, 2017, our net cash provided by financing activities was $5.1 million and was primarily comprised of the net proceeds received from the underwriters’ exercise of their option to purchase additional shares as part of our public offering of common stock that initially closed in December 2016. During the three months ended March 31, 2016, we did not engage in any financing activities.
Contractual Obligations 
As of March 31, 2017, there were no significant changes to our contractual obligations from those presented as of December 31, 2016 in our Annual Report on Form 10-K.
We have no material non-cancelable purchase commitments with contract manufactures or service providers, as we have generally contracted on a cancelable purchase order basis.
Off-Balance Sheet Arrangements
We did not have during the periods presented, and we do not currently have, any off-balance sheet arrangements, as defined under SEC rules.
Recent Accounting Pronouncements
See Item 1, “Financial Statements – Note 2, Significant Accounting Policies” for a discussion of recent accounting pronouncements and their effect on us.
JOBS Act
We are an “emerging growth company,” as defined in the Jumpstart Our Business Startups Act of 2012, or the JOBS Act. Section 107(b) of the JOBS Act provides that an emerging growth company can take advantage of an extended transition period for complying with new or revised accounting standards. Thus, an emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. We have irrevocably elected not to avail ourselves of this extended transition period, and, as a result, we will adopt new or revised accounting standards on the relevant dates on which adoption of such standards is required for other public companies.
Item 3. Quantitative and Qualitative Disclosures about Market Risk
The market risk inherent in our financial instruments and in our financial position represents the potential loss arising from adverse changes in interest rates. As of March 31, 2017 and December 31, 2016, we had cash and cash equivalents of $23.0 million and $34.8 million, respectively. We generally hold our cash in interest-bearing money market accounts. As of March 31, 2017 and December 31, 2016, we had short-term investments of $54.5 million and $48.8 million, respectively. The short-term investments include certificates of deposit, commercial paper, corporate bonds and government bonds and agency obligations. Our primary exposure to market risk is interest rate sensitivity, which is affected by changes in the general level of U.S. interest rates. Due to the short-term maturities of our cash equivalents and short-term investments and the low risk profile of our investments, an immediate 100 basis point change in interest rates would not have a material effect on the fair market value of our cash equivalents and short-term investments.
We do not engage in any hedging activities against changes in interest rates. Our outstanding debt instruments carry a floating interest rate that is 7.0% plus the greater of (i) the 30-day U.S. LIBOR, reported in the Wall Street Journal on the last business day of the month that immediately precedes the month in which the interest will accrue, or (ii) 0.50%. We estimate that a one percentage point increase in the prime rate would have resulted in a $20,000 and $80,000 increase in interest expense for the three months ended March 31, 2017 and the year ended December 31, 2016, respectively.
We do not have any foreign currency or other derivative financial instruments.
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Item 4. Controls and Procedures
 
Evaluation of Disclosure Controls and Procedures
The term “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), refers to controls and procedures that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that such information is accumulated and communicated to a company’s management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.
In designing and evaluating our disclosure controls and procedures, management recognizes that disclosure controls and procedures, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the disclosure controls and procedures are met. Additionally, in designing disclosure controls and procedures, our management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible disclosure controls and procedures. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of compliance with policies or procedures may deteriorate. Because of the inherent limitations in a control system, misstatements due to error or fraud may occur and not be detected.
Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of the end of the period covered by this report at the reasonable assurance level.
Changes in Internal Controls over Financial Reporting
There has been no change in our internal control over financial reporting during the three months ended March 31, 2017 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
 
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PART II – OTHER INFORMATION

Item 1. Legal Proceedings
 
From time to time, we may be subject to litigation and claims arising in the ordinary course of business. We are not currently a party to any material legal proceedings and we are not aware of any pending or threatened legal proceeding against us that we believe could have a material adverse effect on our business, operating results, cash flows or financial condition.
 
Item 1A. Risk Factors
 
Our business is subject to risks and events that, if they occur, could adversely affect our financial condition and results of operations and the trading price of our securities. In addition to the other information set forth in this quarterly report on Form 10-Q, you should carefully consider the factors described in “Part I, Item 1A. Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2016, filed with the Securities and Exchange Commission on March 16, 2017. There have been no material changes to the risk factors described in that report
 
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
(a)	Sales of Unregistered Securities	
None.
(b)	Use of IPO Proceeds	
On June 1, 2016, our registration statement on Form S-1, as amended (File No 333-208916) was declared effective by the SEC in connection with our IPO, pursuant to which we sold 8,148,843 shares of common stock, $0.001 par value per share at a public offering price of $7.00 per share, including the partial exercise by the underwriters of their option to purchase additional shares.
We received net proceeds of $51.4 million, after deducting underwriting discounts and commissions and offering expenses borne by us. None of the expenses incurred by us were direct or indirect payments to any of (i) our directors or officers or their associates, (ii) persons owning 10 percent or more of our common stock, or (iii) our affiliates.  The joint managing underwriters of the IPO were Cowen and Company, LLC and Stifel, Nicolaus & Company, Incorporated.
There has been no material change in the planned use of proceeds from our IPO from that described in the final prospectus related to the offering, dated June 1, 2016, as filed with the SEC, except that we no longer expect to use the proceeds from our IPO to prepare an IND and complete a Phase 1/2 clinical trial for our wet AMD program.

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Item 6. Exhibits
 
Exhibit No.	 	Description	
 	 	 	
    3.1	 	Amended and Restated Certificate of Incorporation (incorporated herein by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K (File No. 001-37783) filed with the SEC on June 7, 2016).	
 	 	 	
    3.2	 	Amended and Restated Bylaws (incorporated herein by reference to Exhibit 3.2 to the Registrant’s Current Report on Form 8-K (File No. 001-37783) filed with the SEC on June 7, 2016).	
 	 	 	
  31.1*	 	Certification of Principal Executive Officer under Section 302 of the Sarbanes-Oxley Act.	
 	 	 	
  31.2*	 	Certification of Principal Financial Officer under Section 302 of the Sarbanes-Oxley Act.	
 	 	 	
  32.1**	 	Certifications of Principal Executive Officer and Principal Financial Officer under Section 906 of the Sarbanes-Oxley Act.	
 	 	 	
101.INS	 	XBRL Instance Document	
 	 	 	
101.SCH	 	XBRL Taxonomy Extension Schema Document	
 	 	 	
101.CAL	 	XBRL Taxonomy Extension Calculation Linkbase Document	
 	 	 	
101.DEF	 	XBRL Taxonomy Extension Definition Linkbase Document	
 	 	 	
101.LAB	 	XBRL Taxonomy Extension Label Linkbase Document	
 	 	 	
101.PRE	 	XBRL Taxonomy Extension Presentation Linkbase Document	
 
*	Filed herewith.	

**	These certifications are being furnished solely to accompany this quarterly report pursuant to 18 U.S.C. Section 1350, and are not being filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and are not to be incorporated by reference into any filing of the registrant, whether made before or after the date hereof, regardless of any general incorporation language in such filing.	

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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
 	 	Clearside Biomedical, Inc.	
 	 	 	 	
Date: May 10, 2017	 	By:	/s/ Charles A. Deignan	
 	 	 	Charles A. Deignan	
 	 	 	Chief Financial Officer	
 	 	 	(On behalf of the Registrant and as
Principal Financial Officer)	

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EXHIBIT INDEX
 
Exhibit No.	 	Description	
 	 	 	
    3.1	 	Amended and Restated Certificate of Incorporation (incorporated herein by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K (File No. 001-37783) filed with the SEC on June 7, 2016).	
 	 	 	
    3.2	 	Amended and Restated Bylaws (incorporated herein by reference to Exhibit 3.2 to the Registrant’s Current Report on Form 8-K (File No. 001-37783) filed with the SEC on June 7, 2016).	
 	 	 	
  31.1*	 	Certification of Principal Executive Officer under Section 302 of the Sarbanes-Oxley Act.	
 	 	 	
  31.2*	 	Certification of Principal Financial Officer under Section 302 of the Sarbanes-Oxley Act.	
 	 	 	
  32.1**	 	Certifications of Principal Executive Officer and Principal Financial Officer under Section 906 of the Sarbanes-Oxley Act.	
 	 	 	
101.INS	 	XBRL Instance Document	
 	 	 	
101.SCH	 	XBRL Taxonomy Extension Schema Document	
 	 	 	
101.CAL	 	XBRL Taxonomy Extension Calculation Linkbase Document	
 	 	 	
101.DEF	 	XBRL Taxonomy Extension Definition Linkbase Document	
 	 	 	
101.LAB	 	XBRL Taxonomy Extension Label Linkbase Document	
 	 	 	
101.PRE	 	XBRL Taxonomy Extension Presentation Linkbase Document	
 
*	Filed herewith.	

**	These certifications are being furnished solely to accompany this quarterly report pursuant to 18 U.S.C. Section 1350, and are not being filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and are not to be incorporated by reference into any filing of the registrant, whether made before or after the date hereof, regardless of any general incorporation language in such filing.	

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Exhibit 31.1
CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER
PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Daniel H. White, certify that:
1.	I have reviewed this Quarterly Report on Form 10-Q for the period ended March 31, 2017 of Clearside Biomedical, Inc. (the “registrant”);	

2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;	

3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;	

4.	The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:	

 	(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;	

 	(b)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and	

 	(c)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and	

5.	The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):	

 	(a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and	

 	(b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.	
Date: May 10, 2017
 
 	/s/ Daniel H. White	
 	Daniel H. White	
 	President and Chief Executive Officer	
 	(principal executive officer)	

Exhibit 31.2
CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER
PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Charles A. Deignan, certify that:
1.	I have reviewed this Quarterly Report on Form 10-Q for the period ended March 31, 2017 of Clearside Biomedical, Inc. (the “registrant”);	

2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;	

3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;	

4.	The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:	

 	(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;	

 	(b)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and	

 	(c)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and	

5.	The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):	

 	(a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and	

 	(b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.	
Date: May 10, 2017
 
 	/s/ Charles A. Deignan	
 	Charles A. Deignan	
 	Chief Financial Officer	
 	(principal financial officer)	

Exhibit 32.1
CERTIFICATIONS OF
PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
Pursuant to the requirement set forth in Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”) and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. §1350), Daniel H. White, President and Chief Executive Officer of Clearside Biomedical, Inc. (the “Company”), and Charles A. Deignan, Chief Financial Officer of the Company, each hereby certifies that, to the best of his knowledge:
1.	The Company’s Quarterly Report on Form 10-Q for the period ended March 31, 2017, to which this Certification is attached as Exhibit 32.1 (the “Periodic Report”), fully complies with the requirements of Section 13(a) or Section 15(d) of the Exchange Act; and	

2.	The information contained in the Periodic Report fairly presents, in all material respects, the financial condition and results of operations of the Company.	
IN WITNESS WHEREOF, the undersigned have set their hands hereto as of the 10th day of May, 2017.
 
/s/ Daniel H. White	 	/s/ Charles A. Deignan	
Daniel H. White	 	Charles A. Deignan	
President and Chief Executive Officer
(principal executive officer)	 	Chief Financial Officer
(principal financial officer)	
 
*	This certification accompanies the Form 10-Q to which it relates, is not deemed filed with the Securities and Exchange Commission and is not to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act (whether made before or after the date of the Form 10-Q), irrespective of any general incorporation language contained in such filing.