adro-8k_20190507.htm

 

 

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

Date of Report (Date of earliest event reported): May 7, 2019

 

Aduro Biotech, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

(State or other jurisdiction of incorporation)

 

001-37345

 

 

94-3348934

(Commission

File No.)

 

 

(IRS Employer

Identification No.)

740 Heinz Avenue

Berkeley, California

(Address of principal executive offices)

94710

(Zip Code)

Registrant’s telephone number, including area code: (510) 848-4400

Not Applicable

(Former name or former address, if changed since last report)

 

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))

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. 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.0001 per share

ADRO

The Nasdaq Global Select Market

 

 


 

Item 2.02.

Results of Operations and Financial Condition.

On May 7, 2019, Aduro Biotech, Inc. (“Aduro”) announced certain financial results for the first quarter ended March 31, 2019. A copy of Aduro’s press release, titled “Aduro Biotech Reports First Quarter 2019 Financial Results,” is furnished pursuant to Item 2.02 as Exhibit 99.1 hereto.

 

 

Item 9.01.

Financial Statements and Exhibits.

(d)

Exhibits.

 

Exhibit

 

Description

 

 

 

99.1

 

Press Release, dated May 7, 2019, titled “Aduro Biotech Reports First Quarter 2019 Financial Results”

The information in this report, including the exhibit hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained herein and in the accompanying exhibit shall not be incorporated by reference into any filing with the U.S. Securities and Exchange Commission made by Aduro Biotech, Inc., whether made before or after the date hereof, regardless of any general incorporation language in such filing.

 


 

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.

 

Dated: May 7, 2019

 

 

 

Aduro Biotech, Inc.

 

 

 

 

 

 

 

By:

 

/s/ Jennifer Lew

 

 

 

 

Jennifer Lew

 

 

 

 

Chief Financial Officer

 

 

adro-ex991_6.htm

 

 

Exhibit 99.1

 

Contact:

 

Media Contact:

Noopur Liffick

 

Aljanae Reynolds

Investor Relations & Corporate Affairs

 

510-809-2452

510-809-2465

 

press@aduro.com

Aduro Biotech Reports First Quarter 2019 Financial Results

BERKELEY, California, May 7, 2019 – Aduro Biotech, Inc. (NASDAQ: ADRO), a clinical-stage biopharmaceutical company focused on developing therapies targeting the Stimulator of Interferon Genes (STING) and A Proliferation Inducing Ligand (APRIL) pathways for the treatment of cancer, autoimmune and inflammatory diseases, today reported financial results for the first quarter ended March 31, 2019.

“We are pleased with our progress over the last several months to advance our development programs as well as achieve several corporate objectives, and we look forward to the contributions of our newest board members and chief medical officer,” said Stephen T. Isaacs, chairman, president and chief executive officer of Aduro. “Importantly, we have maintained a strong cash position of $266.9 million at the end of the first quarter and will continue to invest purposefully in our lead assets, STING agonist ADU-S100 and anti-APRIL antibody BION-1301. This includes making data-driven decisions to execute our clinical development plans in indications that we believe have the greatest potential to impact unmet patient need.”

Recent Highlights

 

First patient dosed in the Phase 1 clinical trial of ADU-S100 (MIW815) in combination with YERVOY® (ipilimumab), an approved anti-CTLA-4 antibody for the treatment of relapsed and refractory melanoma

 

Data abstract on the Phase 1b study of ADU-S100 (MIW815) in combination with spartalizumab (PDR001) in patients with advanced, metastatic treatment-refractory solid tumors or lymphomas selected for oral presentation at the upcoming 2019 American Society of Clinical Oncology (ASCO) Annual Meeting

 

Phase 1 clinical trial of BION-1301 initiated for the treatment of IgA nephropathy, the primary indication Aduro is pursuing for the BION-1301 program  

 

Two data abstracts on the dose escalation portion of the Phase 1/2 study in relapsed or refractory multiple myeloma (MM) patients whose disease progressed after at least three prior therapies to be presented at the 2019 ASCO Annual Meeting. Given the current competitive landscape and data generated to date, Aduro will not continue the Phase 1/2 study as designed or sponsor further studies in the MM patient setting, and will work closely with investigators on the future direction of the BION-1301 program in MM.

 

Three abstracts presented at the American Association for Cancer Research (AACR) Annual Meeting 2019, including updated preclinical data on ADU-S100

 

Immuno-oncology drug development expert, Dimitry Nuyten, M.D., Ph.D., appointed as chief medical officer

 

Life sciences industry veterans, David H. Mack, Ph.D. and Frank Karbe, appointed to the board of directors

Financial Results

 

Cash Position – Cash, cash equivalents and marketable securities totaled $266.9 million at March 31, 2019, compared to $277.9 million at December 31, 2018. Cash spend for the first quarter of 2019 included $2.2 million in one-time charges resulting from the company’s strategic reset and was offset by receipt of a $12 million upfront payment from the 2018 license agreement with Eli Lilly.

 

Revenue – Revenue was $3.9 million for the first quarter of 2019 compared to $6.6 million for the same period in 2018. The decrease in revenue for the period was primarily due to a $3.0 million milestone payment received from Merck in 2018 for initiation of the Phase 1 trial for the anti-CD27 antibody.  The decrease was partially offset by $1.4 million in revenue recognized under the Lilly agreement.

 


 

 

Expenses –

 

o

Research and development expenses were $19.5 million for the first quarter of 2019 compared to $20.1 million for the same period in 2018. The first quarter of 2019 included $1.7 million in one-time costs associated with the strategic reset, which partially offsets a $2.3 million reduction in stock-based compensation and personnel costs as compared to 2018.  

 

o

General and administrative expenses were $9.2 million for the first quarter of 2019 compared to $9.0 million for the same period in 2018. The first quarter of 2019 included $0.8 million in one-time costs associated with the strategic reset, which partially offsets a $1.1 million reduction in stock-based compensation and personnel costs as compared to 2018. In addition, general and administrative expenses for the period were higher due to professional services and consulting costs.    

 

Net Loss – Net loss for the first quarter of 2019 was $23.4 million or $0.29 per share compared to net loss of $21.5 million or $0.28 per share for the same period in 2018.

About Aduro

Aduro Biotech, Inc. is a clinical-stage biopharmaceutical company focused on the discovery, development and commercialization of therapies that are designed to harness the body’s natural immune system for the treatment of patients with challenging diseases. Aduro’s product candidates in the Stimulator of Interferon Genes (STING) and A Proliferation Inducing Ligand (APRIL) pathways are being investigated in cancer, autoimmune and inflammatory diseases. ADU-S100 (MIW815), which potentially activates the intracellular STING receptor for a potent tumor-specific immune response, is being evaluated in patients with cutaneously accessible metastatic solid tumors or lymphomas. BION-1301, a first-in-class humanized IgG4 monoclonal antibody that fully blocks APRIL binding to both the BCMA and TACI receptors, is being evaluated in IgA nephropathy. Aduro is collaborating with a number of leading global pharmaceutical companies to help expand and drive its product pipeline. For more information, please visit www.aduro.com.

Cautionary Note on Forward-Looking Statements

This press release contains forward-looking statements for purposes of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements regarding our current intentions or expectations concerning, among other things, the potential for our technology, clinical data presentations, our ability to invest purposefully and make data driven decisions to execute our clinical development plans in indications that we believe have the greatest potential to impact unmet patient need and our ability to advance our drug development programs and expand and drive our product pipeline on our own or with our collaborators. In some cases, you can identify these statements by forward-looking words such as “may,” “will,” “continue,” “anticipate,” “intend,” “could,” “project,” “expect” or the negative or plural of these words or similar expressions.  Forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties that could cause actual results and events to differ materially from those anticipated, including, but not limited to, our history of net operating losses and uncertainty regarding our ability to achieve profitability, our ability to develop and commercialize our product candidates, our ability to use and expand our technology platforms to build a pipeline of product candidates, our ability to obtain and maintain regulatory approval of our product candidates, our ability to operate in a competitive industry and compete successfully against competitors that have greater resources than we do, our reliance on third parties, and our ability to obtain and adequately protect intellectual property rights for our product candidates.  We discuss many of these risks in greater detail under the heading “Risk Factors” contained in our quarterly report on Form 10-Q for the quarter ended March 31, 2019, to be filed with the Securities and Exchange Commission (SEC), and our other filings with the SEC. Any forward-looking statements that we make in this press release speak only as of the date of this press release. We assume no obligation to update our forward-looking statements whether as a result of new information, future events or otherwise, after the date of this press release.

 


 

ADURO BIOTECH, INC.

Consolidated Statements of Operations

(In thousands, except share and per share amounts)

(Unaudited)

 

 

 

Three Months Ended March 31,

 

 

 

2019

 

 

2018

 

Revenue:

 

 

 

 

 

 

 

 

Collaboration and license revenue

 

$

3,938

 

 

$

6,627

 

Total revenue

 

 

3,938

 

 

 

6,627

 

Operating expenses:

 

 

 

 

 

 

 

 

Research and development

 

 

19,530

 

 

 

20,128

 

General and administrative

 

 

9,182

 

 

 

9,045

 

Amortization of intangible assets

 

 

140

 

 

 

152

 

Total operating expenses

 

 

28,852

 

 

 

29,325

 

Loss from operations

 

 

(24,914

)

 

 

(22,698

)

Interest income

 

 

1,471

 

 

 

1,199

 

Other loss

 

 

(19

)

 

 

(16

)

Loss before income tax

 

 

(23,462

)

 

 

(21,515

)

Income tax benefit

 

 

35

 

 

 

21

 

Net loss

 

$

(23,427

)

 

$

(21,494

)

Net loss per common share, basic and diluted

 

$

(0.29

)

 

$

(0.28

)

Shares used in computing net loss per common share, basic and diluted

 

 

79,673,294

 

 

 

77,906,645

 

 


ADURO BIOTECH, INC.

Consolidated Balance Sheets

(In thousands)

(Unaudited)

 

 

 

March 31,

 

 

December 31,

 

 

 

2019

 

 

2018

 

Assets

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

113,114

 

 

$

126,310

 

Short-term marketable securities

 

 

153,794

 

 

 

140,129

 

Accounts receivable

 

 

707

 

 

 

12,037

 

Prepaid expenses and other current assets

 

 

4,839

 

 

 

4,500

 

Total current assets

 

 

272,454

 

 

 

282,976

 

Long-term marketable securities

 

 

 

 

 

11,434

 

Property and equipment, net

 

 

28,169

 

 

 

29,157

 

Operating lease right-of-use assets

 

 

21,828

 

 

 

 

Goodwill

 

 

8,168

 

 

 

8,334

 

Intangible assets, net

 

 

24,499

 

 

 

25,135

 

Restricted cash

 

 

468

 

 

 

468

 

Total assets

 

$

355,586

 

 

$

357,504

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$

1,573

 

 

$

1,457

 

Accrued clinical trial and manufacturing expenses

 

 

2,742

 

 

 

2,542

 

Accrued expenses and other liabilities

 

 

8,049

 

 

 

10,518

 

Operating lease liabilities

 

 

1,539

 

 

 

 

Deferred revenue

 

 

16,000

 

 

 

16,000

 

Total current liabilities

 

 

29,903

 

 

 

30,517

 

Deferred rent

 

 

 

 

 

11,063

 

Contingent consideration

 

 

978

 

 

 

998

 

Deferred revenue

 

 

169,497

 

 

 

172,671

 

Deferred tax liabilities

 

 

5,948

 

 

 

6,104

 

Operating lease liabilities

 

 

33,030

 

 

 

 

Other long-term liabilities

 

 

841

 

 

 

840

 

Total liabilities

 

 

240,197

 

 

 

222,193

 

Commitments and contingencies

 

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

 

 

 

Preferred stock

 

 

 

 

 

 

Common stock

 

 

8

 

 

 

8

 

Additional paid-in capital

 

 

542,849

 

 

 

538,895

 

Accumulated other comprehensive income

 

 

491

 

 

 

940

 

Accumulated deficit

 

 

(427,959

)

 

 

(404,532

)

Total stockholders’ equity

 

 

115,389

 

 

 

135,311

 

Total liabilities and stockholders’ equity

 

$

355,586

 

 

$

357,504