Core Viewpoint - ADAR1 Capital Management, the largest stockholder of Keros Therapeutics, is advocating for withholding votes on the re-election of two board members at the upcoming Annual Meeting of Stockholders scheduled for June 4, 2025 [1]. Company Overview - ADAR1 Capital Management holds approximately 13.3% of Keros Therapeutics' outstanding shares, indicating a significant stake in the company [1]. - The firm is based in Austin, Texas, and focuses on public and private equity investments in the life sciences and biotechnology sectors [3]. Leadership Background - Dr. Daniel Schneeberger, the founder of ADAR1, has over 20 years of experience in scientific research, healthcare consulting, institutional investing, and executive leadership in the healthcare industry [3]. - The team at ADAR1 consists of experienced professionals with deep medical and scientific expertise, emphasizing their strong track record in biopharmaceutical investing [3].

LEXINGTON, Mass., May 12, 2025 (GLOBE NEWSWIRE) -- Keros Therapeutics, Inc. (“Keros”) (Nasdaq: KROS), a clinical-stage biopharmaceutical company focused on developing and commercializing novel therapeutics to treat a wide range of patients with disorders that are linked to dysfunctional signaling of the transforming growth factor-beta (“TGF-ß”) family of proteins, today announced that Keros’ Chair and Chief Executive Officer Jasbir S. Seehra, Ph.D., will participate in a fireside chat presentation at the Ba ...

Core Viewpoint - Keros Therapeutics is responding to a misleading press release from ADAR1 Capital Management, emphasizing the importance of stockholder engagement and the ongoing strategic review process to maximize stockholder value [2][5][6] Company Strategy - The Board of Keros is committed to evaluating strategic alternatives, which may include a sale of the company, continued investment in its pipeline, or returning excess capital to stockholders [3][4] - A strategic committee, composed of independent directors, is leading the review process with the assistance of external financial and legal advisors [3][9] Financial Position - Keros has reinforced its strong cash position, enabling funding for clinical programs and operations into 2029 [4] - The exclusive license agreement with Takeda Pharmaceuticals includes a $200 million upfront payment and potential milestones of up to $1.1 billion, providing a recurring capital source [4] Board Composition - The Keros Board consists of nine directors, all independent except for the CEO, with diverse expertise in biotechnology [7] - The Board's Nominating and Corporate Governance Committee is actively seeking directors with complementary skill sets to enhance oversight of the company's strategy [7] Upcoming Meeting - Keros recommends stockholders vote "FOR" its three director nominees at the upcoming 2025 Annual Meeting scheduled for June 4, 2025 [8]

Core Viewpoint - ADAR1 Capital Management, the largest stockholder of Keros Therapeutics, expresses significant concerns regarding the company's capital allocation, strategic direction, and ongoing underperformance, leading to a decision to withhold votes for two directors at the upcoming Annual Meeting [1][4][11] Company Performance - Keros Therapeutics has shown alarming clinical results for its drug candidates KER-012 and KER-065, raising concerns about further investment in these programs and the potential risk to shareholder value [3][4] - The company has generated negative total stockholder returns across all relevant timeframes since its IPO, underperforming against proxy peers and market benchmarks [7][8] Financial Analysis - Keros' current market value does not reflect the estimated net present value of potential milestone payments from its partnership with Takeda, indicating that investors assign no value to the rest of Keros' pipeline [9] - The company holds over $720 million in cash as of March 31, 2025, which is viewed as excessive and unproductive given its current strategic direction [9][6] Recommendations - ADAR1 recommends restructuring the business, reducing headcount by at least 70%, returning excess cash to stockholders, and ensuring that stockholders benefit from the Takeda partnership through mechanisms like contingent value rights [14] - The firm believes that these initiatives could deliver between $24 and $35 per share in value for stockholders [9] Governance Concerns - ADAR1 has lost confidence in Keros' management and board, advocating for a board that will challenge management and act urgently to address the company's challenges [10][11] - The firm intends to vote for the inclusion of significant stockholders on the board to ensure alignment with long-term strategic decision-making [12]

分组1 - Keros Therapeutics reported quarterly earnings of $3.62 per share, significantly beating the Zacks Consensus Estimate of a loss of $0.01 per share, and showing an improvement from a loss of $1.21 per share a year ago, resulting in an earnings surprise of 36,300% [1] - The company posted revenues of $211.25 million for the quarter ended March 2025, surpassing the Zacks Consensus Estimate by 149.64%, compared to revenues of $0.08 million in the same quarter last year [2] - Keros Therapeutics shares have declined approximately 8.1% since the beginning of the year, while the S&P 500 has decreased by 3.9% [3] 分组2 - The current consensus EPS estimate for the upcoming quarter is -$1.02 on revenues of $8.28 million, and for the current fiscal year, it is -$3.46 on revenues of $100.68 million [7] - The Medical - Biomedical and Genetics industry, to which Keros Therapeutics belongs, is currently ranked in the top 31% of over 250 Zacks industries, indicating a favorable outlook compared to lower-ranked industries [8]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39264 _______________________________________ ...

Exhibit 99.1 About Keros Therapeutics, Inc. Keros is a clinical-stage biopharmaceutical company focused on developing and commercializing novel therapeutics to treat a wide range of patients with disorders that are linked to dysfunctional signaling of the TGF-ß family of proteins. Keros is a leader in understanding the role of the TGF-ß family of proteins, which are master regulators of the growth, repair and maintenance of a number of tissues, including blood, bone, skeletal muscle, adipose and heart tissu ...

Core Viewpoint - Keros Therapeutics reported significant financial improvements in Q1 2025, driven by a license agreement with Takeda Pharmaceuticals, and is advancing its clinical pipeline with promising results from its Phase 1 trial of KER-065, while preparing for a Phase 2 trial of cibotercept in 2026 [2][3][4]. Financial Performance - Keros reported a net income of $148.5 million for Q1 2025, a substantial increase of $191.6 million compared to a net loss of $43.1 million in Q1 2024, primarily due to revenue from a license agreement [3][12]. - Total revenue for Q1 2025 was $211.2 million, significantly up from $83,000 in Q1 2024, with license revenue contributing $195.4 million [11]. - Research and development expenses rose to $48.7 million in Q1 2025 from $38.3 million in Q1 2024, reflecting increased efforts in advancing the clinical pipeline [4]. - General and administrative expenses slightly increased to $10.5 million in Q1 2025 from $10.3 million in Q1 2024 [5]. Cash Position - As of March 31, 2025, Keros had cash and cash equivalents of $720.5 million, up from $559.9 million at the end of 2024, providing a strong financial position to fund operations through 2029 [6]. Clinical Development - Initial topline results from the Phase 1 clinical trial of KER-065 met key objectives, positioning the company to engage with regulators for a Phase 2 trial in Q1 2026 [2]. - Keros expects to report data from the Phase 2 TROPOS trial evaluating cibotercept (KER-012) in patients with pulmonary arterial hypertension in Q2 2025 [2]. Company Overview - Keros Therapeutics focuses on developing novel therapeutics targeting disorders linked to dysfunctional signaling of the TGF-ß protein family, with product candidates including cibotercept for pulmonary arterial hypertension and KER-065 for neuromuscular diseases [7].

Keros Therapeutics’ (KROS) shares jumped 18.5% yesterday following an announcement that it is exploring strategic options, including a potential sale of the business. To aid the decision process, KROS will seek guidance from outside financial and legal advisors.As part of the strategic decision, Keros’ board of directors established a Strategic Committee, composed of independent and impartial directors, to oversee the process and provide a recommendation. The move could entail a potential business combinati ...

Keros Therapeutics, Inc.‘s KROS board of directors initiated a formal review process on Thursday to evaluate strategic alternatives, including a sale.“Consistent with our commitment to taking action to enhance stockholder value, Keros’ board determined to undertake a review of all strategic alternatives available to the Company,” said Jean-Jacques Bienaimé, Lead Independent Director. “During the pendency of the strategic review process, we remain focused on the execution of our strategy.”Keros intends to pr ...