Agenus(AGEN) - 2025 Q2 - Quarterly Report

PART I - FINANCIAL INFORMATION This section details Agenus Inc.'s unaudited condensed consolidated financial statements and management's analysis for Q2 2025 Item 1. Financial Statements Presents Agenus Inc.'s unaudited condensed consolidated financial statements for Q2 2025, covering balance sheets, income, equity, cash flows, and detailed notes Condensed Consolidated Balance Sheets Details Agenus Inc.'s financial position at June 30, 2025, and December 31, 2024, including assets, liabilities, and equity Balance Sheet Highlights | Metric | June 30, 2025 (thousands) | December 31, 2024 (thousands) | Change (thousands) | | :----------------------------------- | :-------------------------- | :---------------------------- | :----------------- | | Cash and cash equivalents | $9,534 | $40,437 | $(30,903) | | Total current assets | $13,340 | $45,574 | $(32,234) | | Total assets | $185,221 | $226,271 | $(41,050) | | Total current liabilities | $234,563 | $221,401 | $13,162 | | Total stockholders' deficit | $(336,308) | $(306,424) | $(29,884) | - The company's total assets decreased by -$41.05 million, primarily driven by a significant reduction in cash and cash equivalents[10] - Total current liabilities increased by $13.16 million, while total stockholders' deficit worsened by -$29.88 million[10] Condensed Consolidated Statements of Operations and Comprehensive Loss Summarizes Agenus Inc.'s financial performance for Q2 2025, detailing revenues, operating loss, and net loss Income Statement Highlights | Metric (thousands) | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--------------------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Total revenues | $25,691 | $23,509 | $49,757 | $51,514 | | Operating loss | $(16,711) | $(30,193) | $(30,022) | $(63,076) | | Net loss | $(30,012) | $(54,797) | $(56,382) | $(118,251) | | Net loss attributable to Agenus Inc. common stockholders | $(28,009) | $(53,135) | $(53,329) | $(115,074) | | Basic and diluted net loss per share | $(1.00) | $(2.52) | $(2.03) | $(5.56) | - Total revenues for the three months ended June 30, 2025, increased by $2.18 million (9.3%) compared to the same period in 2024, primarily due to increased non-cash royalty revenue. However, for the six months, total revenues decreased by -$1.76 million (3.4%)[11] - The company significantly reduced its operating loss and net loss for both the three and six months ended June 30, 2025, compared to the prior year, driven by decreased operating expenses and interest expense[11] Condensed Consolidated Statements of Convertible Preferred Stock and Stockholders' Deficit Outlines changes in Agenus Inc.'s convertible preferred stock and stockholders' deficit from December 31, 2024, to June 30, 2025 Stockholders' Deficit Changes | Metric (thousands) | December 31, 2024 | June 30, 2025 | | :----------------------------------- | :---------------- | :------------ | | Common Stock, Par Value | $236 | $300 | | Additional Paid-In Capital | $1,857,662 | $1,882,704 | | Accumulated Deficit | $(2,182,880) | $(2,236,101) | | Total Stockholders' Deficit | $(306,424) | $(336,308) | - The accumulated deficit increased by $53.22 million during the six months ended June 30, 2025, reflecting ongoing net losses[13] - Additional paid-in capital increased by $25.04 million, primarily due to shares sold at the market and share-based compensation[13] Condensed Consolidated Statements of Cash Flows Presents Agenus Inc.'s cash flow activities for the six months ended June 30, 2025, across operating, investing, and financing Cash Flow Summary | Cash Flow Activity (thousands) | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :----------------------------------- | :----------------------------- | :----------------------------- | | Net cash used in operating activities | $(45,840) | $(76,371) | | Net cash provided by (used in) investing activities | $338 | $(8) | | Net cash provided by financing activities | $14,536 | $93,913 | | Net increase (decrease) in cash, cash equivalents and restricted cash | $(30,903) | $17,578 | | Cash, cash equivalents and restricted cash, end of period | $13,168 | $97,357 | - Net cash used in operating activities decreased significantly by $30.53 million, from -$76.37 million in 2024 to -$45.84 million in 2025[17] - Net cash provided by financing activities decreased substantially from $93.91 million in 2024 to $14.54 million in 2025, primarily due to the absence of proceeds from the Ligand Purchase Agreement and private placement of subsidiary shares in 2025[17] Notes to Unaudited Condensed Consolidated Financial Statements Provides detailed explanations for Agenus Inc.'s financial statements, covering business, liquidity, accounting policies, and other financial notes Note A – Business, Liquidity and Basis of Presentation Describes Agenus Inc.'s clinical-stage biotechnology focus, liquidity challenges, and going concern considerations - Agenus is a clinical-stage biotechnology company specializing in immuno-oncology, with a diverse pipeline including immune-modulatory antibodies (e.g., botensilimab, balstilimab), adoptive cell therapies (MiNK Therapeutics), and vaccine adjuvants (SaponiQx)[18][23] - Cash and cash equivalents at June 30, 2025, were $9.5 million, a decrease of -$30.9 million from December 31, 2024[20] - The company anticipates receiving $75.0 million upfront and a $16.0 million equity investment from the Zydus Lifesciences Ltd agreements during Q3 2025[20] - As of June 30, 2025, Agenus had an accumulated deficit of $2.2 billion, leading to substantial doubt about its ability to continue as a going concern for one year after the 10-Q filing date[20][22] - The company is actively seeking additional funding through out-licensing agreements, asset sales, project financing, and/or equity issuances to support operations and the planned launch strategy for botensilimab/balstilimab[22] Note B – Net Loss Per Share Explains basic and diluted net loss per share, noting anti-dilutive securities due to net loss Anti-Dilutive Securities | Anti-Dilutive Securities (thousands) | Three and Six Months Ended June 30, 2025 | Three and Six Months Ended June 30, 2024 | | :----------------------------------- | :--------------------------------------- | :--------------------------------------- | | Warrants | 1,032 | 965 | | Stock options | 5,242 | 3,367 | | Non-vested shares | 1,313 |