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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Panacea Acquisition Corp | NYSE:NUVB | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
-0.04 | -1.35% | 2.92 | 2.96 | 2.84 | 2.91 | 1,314,474 | 21:10:20 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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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:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐
ITEM 2.02. | RESULTS OF OPERATIONS AND FINANCIAL CONDITION |
On February 29, 2024, Nuvation Bio Inc. issued a press release announcing its financial results for the quarter ended December 31, 2023. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K.
The information contained in this Form 8-K, including in the accompanying Exhibit 99.1, shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
ITEM 9.01 | FINANCIAL STATEMENTS AND EXHIBITS |
(d) Exhibits.
Exhibit Number |
Description | |
99.1 | Press Release of Nuvation Bio Inc. dated February 29, 2024. | |
104 | Cover Page Interactive Data File (embedded within XBRL document) |
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: February 29, 2024 |
NUVATION BIO INC. | |||
By: |
/s/ Moses Makunje | |||
Name: | Moses Makunje | |||
Title: | VP, Finance, Principal Financial and Accounting Officer |
3
Exhibit 99.1
Nuvation Bio Reports Fourth Quarter and Full Year 2023 Financial Results and Provides Business Update
Determined maximum tolerated dose (MTD) in Phase 1 monotherapy study of NUV-868; Phase 1b
studies of NUV-868 in combination with olaparib or enzalutamide remain ongoing
Received U.S. Food and Drug Administration (FDA) clearance of Investigational New Drug (IND)
application for NUV-1511, the first clinical candidate from our novel drug-drug conjugate (DDC) platform
Strong balance sheet with cash, cash equivalents and marketable securities of $611.2 million as of December 31, 2023
New York, February 29, 2024 Nuvation Bio Inc. (NYSE: NUVB), a biopharmaceutical company tackling some of the greatest unmet needs in oncology by developing differentiated and novel therapeutic candidates, today reported financial results for the fourth quarter and full year ended December 31, 2023, and provided a business update.
We are pleased to announce completion of a Phase 1 monotherapy study of NUV-868 and determination of a MTD that will help inform our ongoing Phase 1b combination studies. As we announced in January, we received FDA clearance of our IND application for NUV-1511 and look forward to initiating a Phase 1/2 study for the first clinical candidate from our DDC platform in the first half of this year, said David Hung, M.D., Founder, President, and Chief Executive Officer of Nuvation Bio. Nuvation strongly executed across our pipeline of cancer therapies in 2023 and we plan to build on this progress in 2024 as we remain committed to bringing novel and differentiated therapies to patients with the most difficult-to-treat cancers.
Recent Business Updates
NUV-868, BD2-Selective BETi: Advanced solid tumors
| Phase 1 monotherapy study is complete. Nuvation Bio has completed the Phase 1 monotherapy study in advanced solid tumors and determined the MTD in patients. |
| Phase 1b combination studies remain ongoing. Nuvation Bio continues to conduct the Phase 1b studies of NUV-868 in combination with olaparib in patients with ovarian cancer, pancreatic cancer, metastatic castration-resistant prostate cancer (mCRPC), triple negative breast cancer and other solid tumors, and in combination with enzalutamide in patients with mCRPC. |
NUV-1511, Drug-Drug Conjugate Platform: Advanced solid tumors
| IND cleared for first clinical candidate, NUV-1511. Nuvation Bio received IND clearance from the FDA for the treatment of patients with various advanced solid tumors and remains on track to dose the first patient in a Phase 1/2 study of NUV-1511 in the first half of 2024. |
Corporate Update:
| Appointed Dr. Robert Mashal to Board of Directors. Dr. Mashals experience as a seasoned pharmaceutical executive and medical oncologist will provide valuable insights. |
Fourth Quarter and Full Year 2023 Financial Results
As of December 31, 2023, Nuvation Bio had cash, cash equivalents and marketable securities of $611.2 million.
For the three months ended December 31, 2023, research and development expenses were $15.4 million, compared to $16.9 million for the three months ended December 31, 2022. The decrease was primarily due to a $1.7 million decrease in third-party costs related to research services and manufacturing driven by the termination of the NUV-422 program offset by a $0.2 million increase in personnel-related costs. Research and development expenses for the year ended December 31, 2023 were $71.3 million compared to $87.8 million for the year ended December 31, 2022.
For the three months ended December 31, 2023, general and administrative expenses were $5.5 million, compared to $7.4 million for the three months ended December 31, 2022. The decrease was primarily due to a $1.3 million decrease in personnel-related costs, $0.6 million decrease in insurance, a $0.2 million decrease in professional fees, a $0.1 million decrease in taxes and a $0.1 million decrease in miscellaneous expenses offset by $0.2 million increase in legal fees, and a $0.2 million increase in occupancy. General and administrative expenses for the year ended December 31, 2023 were $28.5 million compared to $31.9 million for the year ended December 31, 2022.
For the three months ended December 31, 2023, Nuvation Bio reported a net loss of $13.8 million, or $(0.06) per share. This compares to a net loss of $20.8 million, or $(0.10) per share, for the comparable period in 2022. Net loss for the year ended December 31, 2023 was $75.8 million compared to $104.2 million for the year ended December 31, 2022.
About Nuvation Bio
Nuvation Bio is a biopharmaceutical company tackling some of the greatest unmet needs in oncology by developing differentiated and novel therapeutic candidates. Nuvation Bios proprietary portfolio includes mechanistically distinct oncology therapeutic product candidates, each targeting some of the most difficult-to-treat types of cancer. Nuvation Bio was founded in 2018 by biopharma industry veteran David Hung, M.D., who previously founded Medivation, Inc., which brought to patients one of the worlds leading prostate cancer medicines. Nuvation Bio has offices in New York and San Francisco. For more information, please visit www.nuvationbio.com.
Forward Looking Statements
Certain statements included in this press release that are not historical facts are forward-looking statements for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements are sometimes accompanied by words such as believe, may, will, estimate, continue, anticipate, intend, expect, should, would, plan, predict, potential, seem, seek, future, outlook and similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements
include, but are not limited to, statements regarding the potential therapeutic benefit of Nuvation Bios product candidates and the expected initiation of a Phase 1/2 study for NUV-1511 in the first half of 2024. These statements are based on various assumptions, whether or not identified in this press release, and on the current expectations of the management team of Nuvation Bio and are not predictions of actual performance. These forward-looking statements are subject to a number of risks and uncertainties that may cause actual results to differ from those anticipated by the forward-looking statements, including but not limited to the challenges associated with conducting drug discovery and initiating or conducting clinical trials due to, among other things, difficulties or delays in the regulatory process, enrolling subjects or manufacturing or acquiring necessary products; the emergence or worsening of adverse events or other undesirable side effects; risks associated with preliminary and interim data, which may not be representative of more mature data; and competitive developments. Risks and uncertainties facing Nuvation Bio are described more fully in its Form 10-K to be filed with the SEC on February 29, 2024, under the heading Risk Factors, and other documents that Nuvation Bio has filed or will file with the SEC. You are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date of this press release. Nuvation Bio disclaims any obligation or undertaking to update, supplement or revise any forward-looking statements contained in this press release.
Nuvation Bio Investor Contact:
ir@nuvationbio.com
Nuvation Bio Media Contact:
nuvation@argotpartners.com
NUVATION BIO INC. and Subsidiaries
Consolidated Balance Sheets
(In thousands, except share and per share data)
December 31, | ||||||||
2023 | 2022 | |||||||
Assets |
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Current assets: |
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Cash and cash equivalents |
$ | 42,649 | $ | 101,099 | ||||
Prepaid expenses |
1,519 | 3,819 | ||||||
Marketable securities available-for-sale, at fair value |
568,564 | 559,915 | ||||||
Interest receivable on marketable securities |
3,702 | 2,485 | ||||||
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Total current assets |
616,434 | 667,318 | ||||||
Property and equipment, net |
717 | 894 | ||||||
Lease security deposit |
141 | 138 | ||||||
Operating lease right-of-use assets |
3,605 | 3,791 | ||||||
Other non-current assets |
587 | | ||||||
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Total assets |
$ | 621,484 | $ | 672,141 | ||||
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Liabilities and stockholders equity |
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Current liabilities: |
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Accounts payable |
$ | 2,209 | $ | 2,139 | ||||
Current operating lease liabilities |
1,972 | 1,206 | ||||||
Accrued expenses |
9,793 | 9,816 | ||||||
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Total current liabilities |
13,974 | 13,161 | ||||||
Warrant liability |
353 | 850 | ||||||
Non-current operating lease liabilities |
2,035 | 3,054 | ||||||
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Total liabilities |
16,362 | 17,065 | ||||||
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Stockholders equity |
||||||||
Class A and Class B common stock and additional paid in capital, $0.0001 par value per share; 1,060,000,000 (Class A 1,000,000,000, Class B 60,000,000) shares authorized as of December 31, 2023 and December 31, 2022, respectively; 219,046,219 (Class A 218,046,219, Class B 1,000,000) and 218,632,699 (Class A 217,632,699, Class B 1,000,000) issued and outstanding as of December 31, 2023 and 2022, respectively |
947,745 | 927,604 | ||||||
Accumulated deficit |
(342,804 | ) | (267,002 | ) | ||||
Accumulated other comprehensive income (loss) |
181 | (5,526 | ) | |||||
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Total stockholders equity |
605,122 | 655,076 | ||||||
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Total liabilities and stockholders equity |
$ | 621,484 | $ | 672,141 | ||||
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NUVATION BIO INC. and Subsidiaries
Consolidated Statements of Operations and Comprehensive Loss
(In thousands, except per share data)
Three Months Ended December 31, | Years Ended December 31, | |||||||||||||||
2023 | 2022 | 2023 | 2022 | |||||||||||||
Operating expenses: |
||||||||||||||||
Research and development |
$ | 15,351 | $ | 16,871 | $ | 71,289 | $ | 87,815 | ||||||||
General and administrative |
5,480 | 7,464 | 28,533 | 31,919 | ||||||||||||
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Total operating expenses |
20,831 | 24,335 | 99,822 | 119,734 | ||||||||||||
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Loss from operations |
(20,831 | ) | (24,335 | ) | (99,822 | ) | (119,734 | ) | ||||||||
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Other income (expense): |
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Interest income |
7,023 | 3,523 | 24,611 | 7,448 | ||||||||||||
Investment advisory fees |
(260 | ) | (225 | ) | (949 | ) | (872 | ) | ||||||||
Change in fair value of warrant liability |
237 | 321 | 497 | 10,187 | ||||||||||||
Realized gain (loss) on marketable securities |
44 | (129 | ) | (139 | ) | (1,228 | ) | |||||||||
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Total other income (expense), net |
7,044 | 3,490 | 24,020 | 15,535 | ||||||||||||
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Loss before income taxes |
(13,787 | ) | (20,845 | ) | (75,802 | ) | (104,199 | ) | ||||||||
Provision for income taxes |
| | | | ||||||||||||
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Net loss |
$ | (13,787 | ) | $ | (20,845 | ) | $ | (75,802 | ) | $ | (104,199 | ) | ||||
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Net loss per share attributable to common stockholders, basic and diluted |
$ | (0.06 | ) | $ | (0.10 | ) | $ | (0.35 | ) | $ | (0.48 | ) | ||||
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Weighted average common shares outstanding, basic and diluted |
218,993 | 218,497 | 218,880 | 216,721 | ||||||||||||
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Comprehensive loss: |
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Net loss |
$ | (13,787 | ) | $ | (20,845 | ) | $ | (75,802 | ) | $ | (104,199 | ) | ||||
Other comprehensive loss, net of taxes: |
||||||||||||||||
Change in unrealized gain (loss) on available-for-sale securities, net |
3,479 | 2,591 | 5,707 | (4,341 | ) | |||||||||||
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Comprehensive loss |
$ | (10,308 | ) | $ | (18,254 | ) | $ | (70,095 | ) | $ | (108,540 | ) | ||||
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1 Year Panacea Acquisition Chart |
1 Month Panacea Acquisition Chart |
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