
Introduction HilleVax, a clinical-stage biopharmaceutical company focused on developing novel vaccines, announced its financial results for the quarter ended June 30, 2025, and a definitive merger agreement with XOMA Royalty Corporation - HilleVax, Inc. (Nasdaq: HLVX) is a clinical-stage biopharmaceutical company focused on developing and commercializing novel vaccines2 - The company reported financial results for the quarter ended June 30, 2025, and announced a definitive merger agreement on August 4, 202525 Second Quarter Financial Highlights Cash, cash equivalents, and marketable securities decreased to $159.5 million, with net loss improving to $11.3 million for the six months ended June 30, 2025 Cash, Cash Equivalents and Marketable Securities | Metric | June 30, 2025 (in millions) | December 31, 2024 (in millions) | | :--------------------------------- | :------------ | :---------------- | | Cash, cash equivalents and marketable securities | $159.5 | $171.4 | Operating Expenses | Expense Category | Six Months Ended June 30, 2025 (in millions) | Six Months Ended June 30, 2024 (in millions) | | :------------------------- | :----------------------------- | :----------------------------- | | Research and development | $3.3 | $52.6 | | General and administrative | $11.3 | $16.6 | - The decrease in research and development expenses was primarily due to lower clinical development costs, and the decrease in general and administrative expenses was due to lower personnel-related costs34 Other Income and Net Loss | Metric | Six Months Ended June 30, 2025 (in millions) | Six Months Ended June 30, 2024 (in millions) | | :----------- | :----------------------------- | :----------------------------- | | Other income | $3.3 | $5.3 | | Net loss | $11.3 | $87.5 | - The decrease in other income was driven by lower accretion of marketable securities4 Merger Transaction Announcement HilleVax announced a definitive merger agreement with XOMA Royalty Corporation, offering stockholders $1.95 cash per share plus a CVR, with the tender offer expected to close in September 2025 - On August 4, 2025, HilleVax entered into a definitive merger agreement with XOMA Royalty Corporation5 - HilleVax stockholders will receive $1.95 in cash per share of common stock at closing, plus one non-transferable contingent value right (CVR)5 - XOMA Royalty will commence a tender offer by August 18, 2025, to acquire all outstanding shares, with the closing expected in September 2025, subject to customary conditions5 Additional Information and Where to Find It This section clarifies that the tender offer has not yet commenced and urges investors to read forthcoming SEC filings for important information - The tender offer described has not yet commenced and is for informational purposes only; it is neither a recommendation nor an offer to purchase or solicit an offer to sell shares6 - Investors and security holders are urged to read the Tender Offer Materials (Schedule TO) and the Solicitation/Recommendation Statement (Schedule 14D-9) when they become available, as they will contain important information67 - These documents will be filed with the SEC and can be obtained for free from www.sec.gov or the investor relations sections of HilleVax and XOMA Royalty's websites7 Forward-Looking Statements This section contains cautionary forward-looking statements regarding the planned merger and CVR payments, highlighting various risks and uncertainties that could cause actual results to differ - Statements in this report that are not historical facts are forward-looking statements, based on current beliefs and expectations, regarding the planned completion and timing of the merger and CVR Agreement, and potential payments to stockholders8 - Actual results may differ due to risks and uncertainties related to the transactions, including: failure to satisfy or waive closing conditions, possibility of competing offers, risk of untimely or incomplete transactions, associated costs, potential stockholder litigation, and the risk that CVR activities may not result in any value8 - Investors are cautioned not to place undue reliance on these statements, which speak only as of the report date, and the company undertakes no obligation to update them8 Contact Information Investor relations contact details are provided for inquiries - Contact for investor relations: Shane Maltbie, IR@hillevax.com, +1-617-213-50549 Condensed Consolidated Financial Statements The company provided unaudited condensed consolidated statements of operations and balance sheet data, detailing significant reductions in operating expenses and net loss for the six months ended June 30, 2025, alongside a slight decrease in cash and total assets Condensed Consolidated Statement of Operations Data Total operating expenses decreased significantly to $14.6 million from $92.8 million in 2024, leading to a net loss of $11.3 million, a substantial improvement from $87.5 million in the prior year | Operating Expenses (Six Months Ended June 30) | 2025 (in thousands) | 2024 (in thousands) | Change (in thousands) | | :------------------------------------ | :------------------ | :------------------ | :-------------------- | | Research and development | $3,311 | $52,579 | -$49,268 | | In-process research and development | — | $15,325 | -$15,325 | | General and administrative | $11,278 | $16,621 | -$5,343 | | Impairment charges | — | $8,235 | -$8,235 | | Total operating expenses | $14,589 | $92,760 | -$78,171 | | Income Statement (Six Months Ended June 30) | 2025 (in thousands) | 2024 (in thousands) | Change (in thousands) | | :------------------------------------ | :------------------ | :------------------ | :-------------------- | | Loss from operations | $(14,589) | $(92,760) | $78,171 | | Total other income, net | $3,262 | $5,263 | -$2,001 | | Net loss | $(11,327) | $(87,497) | $76,170 | | Net loss per share, basic and diluted | $(0.23) | $(1.79) | $1.56 | | Weighted-average shares outstanding | 50,047,899 | 48,819,729 | 1,228,170 | Condensed Consolidated Balance Sheet Data As of June 30, 2025, HilleVax reported cash, cash equivalents, and marketable securities of $159.5 million, with total assets at $174.9 million and total liabilities at $27.1 million | Balance Sheet Item | June 30, 2025 (in thousands) | December 31, 2024 (in thousands) | Change (in thousands) | | :--------------------------------- | :--------------------------- | :------------------------------- | :-------------------- | | Cash, cash equivalents and marketable securities | $159,547 | $171,432 | -$11,885 | | Total assets | $174,914 | $192,690 | -$17,776 | | Total liabilities | $27,095 | $38,204 | -$11,109 | | Total stockholders' equity | $147,819 | $154,486 | -$6,667 |