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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Agenus Inc | NASDAQ:AGEN | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.59 | 4.71% | 13.11 | 4.55 | 82.50 | 13.58 | 12.55 | 12.75 | 648,518 | 05:00:02 |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM 8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of
the Securities Exchange Act of 1934
July
23, 2015
Date
of Report (Date of earliest event reported)
AGENUS INC.
(Exact
name of registrant as specified in its charter)
DELAWARE |
000-29089 |
06-1562417 |
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
3 Forbes Road Lexington, MA |
02421 |
(Address of principal executive offices) |
(Zip Code) |
781-674-4400
(Registrant’s
telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any
of the following provisions (see General Instruction A.2. below):
⃞
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
⃞
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
⃞
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
⃞
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item 2.02 |
Results of Operations and Financial Condition. |
|
On July 23, 2015, Agenus Inc. announced its financial results for the quarter ended June 30, 2015. The full text of the press release issued in connection with the announcement is being furnished as Exhibit 99.1 to this current report on Form 8-K. | ||
The information set forth under Item 2.02 and in Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as expressly set forth by specific reference in such filing. | ||
Item 9.01 |
Financial Statements and Exhibits. |
(d) Exhibits
The following exhibit is furnished herewith:
99.1 Press Release dated July 23, 2015 |
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 hereunto duly authorized.
AGENUS INC. |
||
|
||
Date: July 23, 2015 |
By: |
/s/ C. Evan Ballantyne |
C. Evan Ballantyne |
||
Chief Executive Officer |
EXHIBIT INDEX
Exhibit No. |
Description of Exhibit |
|
99.1 |
Press Release dated July 23, 2015 |
Exhibit 99.1
Agenus Reports Second Quarter 2015 Financial Results
Corporate Update Conference Call at 11 am ET Today
LEXINGTON, Mass.--(BUSINESS WIRE)--July 23, 2015--Agenus Inc. (NASDAQ:AGEN), an immunology company discovering and developing innovative treatments for cancers and other diseases, today announced its financial results for the second quarter ended June 30, 2015.
“During the second quarter, we made meaningful advances across all areas of our business which include our proprietary clinical-stage programs, our immuno-oncology portfolio, strategic acquisitions and our balance sheet,” said Dr. Garo H. Armen, Chairman and CEO of Agenus. “Of note, we presented updated Phase 2 results at ASCO for our autologous heat shock protein vaccine, Prophage, in newly diagnosed glioblastoma multiforme, demonstrating impressive median overall survival for patients with low levels of PD-L1 on their monocytes at baseline, compared to historical standard of care data. Our recent acquisition of novel CEACAM1 antibodies reflects our continued commitment to build a broad, yet complementary, portfolio of immuno-modulators with the potential to create best-in-class combination therapies for the treatment of cancer. This was preceded by our acquisition in April of the SECANT® yeast display platform from Celexion, a platform which is complementary to our Retrocyte DisplayTM platform, and which will allow us to enhance the speed and efficiency of our antibody generation. We expanded our management team including the addition of Evan Ballantyne as our CFO, and we successfully raised $74.6 million in net proceeds from a public offering in May to support further development of our programs. Looking ahead, we are on track to deliver on our milestones for 2015, including the filing of two IND’s for check point modulator programs by year end and advancing Prophage into a Phase 3 study in newly diagnosed glioblastoma.”
Second Quarter 2015 Financial Results
The company reported a
net loss attributable to common stockholders of $40.5 million, or $0.53
per share, basic and diluted, for the second quarter ended June 30, 2015
compared with a net loss attributable to common stockholders for the
second quarter of 2014 of $7.8 million, or $0.12 per share, basic and
diluted.
For the six months ended June 30, 2015, the company reported a net loss attributable to common stockholders of $59.3 million, or $0.83 per share, basic and diluted, compared with a net loss attributable to common stockholders of $8.5 million, $0.15 per share, basic and diluted, for the six months ended June 30, 2014.
The increase in net loss attributable to common stockholders for the six months ended June 30, 2015, compared to the net loss attributable to common stockholders for the same period in 2014, was primarily due to the advancement of the check point modulator programs, the $20.7 million non-cash expense from fair value adjustments of the contingent obligations and the $13.2 million charge for the purchase of the SECANT yeast display platform in 2015. During the same period in 2014, the company recorded non-cash non-operating income of $11.0 million related to the fair value adjustment of a contingent obligation.
Cash, cash equivalents and short-term investments were $139.6 million as of June 30, 2015.
Second Quarter 2015 and Recent Corporate Highlights
Target Milestones for 2015
Conference Call and Web Cast Information
Agenus executives will host a conference call at 11:00 a.m. Eastern Time today. To access the live call, dial 1-866-233-4585 (U.S.) or 1-416-640-5946 (international). The call will also be webcast and will be accessible from the company’s website at www.agenusbio.com/webcast/. A replay will be available on the company’s website approximately two hours after the call and will remain available for 60 days. The replay number is 1-866-245-6755 (U.S.) 1-416-915-1035 (international), and the access code is 857826.
About Agenus
Agenus is an immunology company discovering and developing novel checkpoint modulators, vaccines and adjuvants to treat cancer and other diseases. Using its proprietary platforms Retrocyte DisplayTM and SECANT®, the Company is discovering and developing novel antibodies to target GITR, OX40, CTLA-4, LAG-3, TIM-3, PD-1 and other undisclosed checkpoints in partnered and internal programs. Agenus’ heat shock protein vaccine, Prophage, has successfully completed Phase 2 studies in newly diagnosed glioblastoma multiforme. The Company’s QS-21 Stimulon® adjuvant is extensively partnered with GlaxoSmithKline plc and Janssen Sciences Ireland Uc, and two vaccine candidates containing QS-21 have successfully completed Phase 3 trials. For more information, please visit www.agenusbio.com, or follow the company on Twitter @Agenus_Bio; information that may be important to investors will be routinely posted in these locations.
Forward-Looking Statement
This press release contains forward-looking statements that are made pursuant to the safe harbor provisions of the federal securities laws, including statements regarding Agenus’ target milestones for 2015. These forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially. These risks and uncertainties include, among others, the factors described under the Risk Factors section of our Prospectus Supplement filed with the Securities and Exchange Commission on May 21, 2015. Agenus cautions investors not to place considerable reliance on the forward-looking statements contained in this release. These statements speak only as of the date of this press release, and Agenus undertakes no obligation to update or revise the statements, other than to the extent required by law. All forward-looking statements are expressly qualified in their entirety by this cautionary statement.
Summary Consolidated Financial Information | ||||||||||||||||
Condensed Consolidated Statements of Operations Data | ||||||||||||||||
(in thousands, except per share data) | ||||||||||||||||
(unaudited) | ||||||||||||||||
Three months ended June 30, | Six months ended June 30, | |||||||||||||||
2015 | 2014 | 2015 | 2014 | |||||||||||||
Revenue | $ | 6,377 | $ | 3,074 | $ | 10,330 | $ | 3,795 | ||||||||
Operating expenses: | ||||||||||||||||
Research and development | 24,773 | 5,223 | 33,993 | 9,695 | ||||||||||||
General and administrative | 8,016 | 5,847 | 13,503 | 11,290 | ||||||||||||
Non-cash contingent consideration fair value adjustment | 6,783 | 224 | 14,321 | 1,133 | ||||||||||||
Operating loss | (33,195 | ) | (8,220 | ) | (51,487 | ) | (18,323 | ) | ||||||||
Other (expense) income, net | (7,215 | ) | 458 | (7,665 | ) | 9,924 | ||||||||||
Net loss | (40,410 | ) | (7,762 | ) | (59,152 | ) | (8,399 | ) | ||||||||
Dividends on Series A-1 convertible preferred stock | (51 | ) | (51 | ) | (101 | ) | (102 | ) | ||||||||
Net loss attributable to common stockholders | $ | (40,461 | ) | $ | (7,813 | ) | $ | (59,253 | ) | $ | (8,501 | ) | ||||
Per common share data, basic and diluted: |
||||||||||||||||
Net loss attributable to common stockholders | $ | (0.53 | ) | $ | (0.12 | ) | $ | (0.83 | ) | $ | (0.15 | ) | ||||
Weighted average number of common shares outstanding, basic and diluted | 76,375 | 62,608 | 71,548 | 56,616 | ||||||||||||
|
Condensed Consolidated Balance Sheet Data |
|||||
|
(in thousands) |
|||||
|
(unaudited) |
|||||
June 30, 2015 | December 31, 2014 | |||||
Cash, cash equivalents and short-term investments | $ | 139,642 | $ | 40,224 | ||
Total assets | 180,110 | 74,527 | ||||
Total stockholders' equity | 87,190 | 23,018 | ||||
CONTACT:
Media:
Brad Miles, 646-513-3125
BMC
Communications
bmiles@bmccommunications.com
or
Investors:
Andrea
Rabney/Jamie Maarten, 212-600-1902
Argot Partners
andrea@argotpartners.com
jamie@argotpartners.com
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