SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (date of earliest event reported): August 15, 2022
ANGION BIOMEDICA CORP.
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation or organization)
(Commission File Number)
(IRS Employer Identification No.)
|51 Charles Lindbergh Boulevard|
Uniondale, New York 11553
(Address of principal executive offices, including zip code )
Registrant's telephone number, including area code
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))
Securities registered pursuant to Section 12(b) of the Act:
|(Title of each class)||(Trading Symbol)||(Name of exchange on which registered)|
|Common Stock||ANGN||The Nasdaq Global Select Market|
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. o
Item 2.02 Results of Operations and Financial Condition
On August 15, 2022, Angion Biomedica Corp., a Delaware corporation (the “Company”), issued a press release announcing the Company’s financial results for the fiscal quarter ended June 30, 2022. The press release is furnished as Exhibit 99.1 and is incorporated herein by reference.
The information furnished with this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.
Item 9.01 Financial Statements and Exhibits
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.
|ANGION BIOMEDICA CORP.|
|By:||/s/ JAY R. VENKATESAN, M.D.|
Date: August 15, 2022
Jay R. Venkatesan, M.D.
President and Chief Executive Officer and Director
Angion Provides Corporate Update and Reports Second Quarter 2022 Financial Results
Uniondale, NY – August 15, 2022 – Angion Biomedica Corp (NASDAQ:ANGN), a biopharmaceutical company that has focused on the discovery, development, and commercialization of novel small molecule therapeutics to address fibrotic diseases, today provided a corporate update and reported its financial results for the quarter ended June 30, 2022.
On June 29, 2022, Angion announced discontinuation of JUNIPER, its Phase 2 dose-finding trial of ANG-3070 in patients with primary proteinuric kidney diseases, specifically focal segmental glomerulosclerosis (FSGS) and immunoglobulin A nephropathy (IgAN). This trial, which began enrolling patients in December 2021, was discontinued in the interest of patient safety based upon a reassessment of the risk/benefit profile of ANG-3070 in patients with established serious kidney disease.
On July 25, 2022, Angion announced the commencement of a process to explore and evaluate strategic options to enhance and preserve shareholder value and the engagement of Oppenheimer & Co., Inc. as the company’s strategic advisor to assist in this process. Potential strategic options to be explored or evaluated as part of this process may include, but are not limited to, merger, reverse merger, other business combination, sale of assets, licensing, or other strategic transactions involving Angion. There can be no assurance the exploration of strategic alternatives will result in any agreements or transactions, or, if completed, any agreements or transactions will be successful or on attractive terms. Angion has discontinued development of ANG-3070 for all indications and discontinued most other development activities pending conclusion of this process.
“The strategic options process is under way and we are taking the steps we deem appropriate to preserve cash resources,” stated Dr. Jay Venkatesan, Angion’s President and Chief Executive Officer. “As we noted in our press release on July 25, we do not expect to disclose developments with respect to this process unless and until the process has been completed or a disclosure is otherwise deemed necessary or legally required.”
Second Quarter 2022 Financial Results
As of June 30, 2022, Angion had cash and cash equivalents totaling $63.4 million. Angion expects current cash resources to be sufficient to fund projected operating requirements for at least 12 months following the issuance date of its condensed consolidated financial statements.
Contract revenue for the quarter ended June 30, 2022 was $0.7 million compared with $0.5 million in the second quarter of 2021.
Research and development expenses for the quarter ended June 30, 2022 were $6.1 million compared with $14.4 million in the second quarter of 2021.
General and administrative expenses for the quarter ended June 30, 2022 were $3.6 million compared with $4.3 million in the second quarter of 2021.
Other income (expense) for the quarter ended June 30, 2022 was $(0.1) million compared with $1.2 million in the second quarter of 2021.
Net loss for the quarter ended June 30, 2022 was $9.1 million, or $0.30 per share, compared with $17.1 million, or $0.58 per share, in the second quarter of 2021.
Angion has focused on the discovery, development, and commercialization of novel small molecule therapeutics to address fibrotic diseases. For more information, please visit angion.com.
Forward Looking Statements
Statements contained in this press release regarding matters that may occur in the future are “forward looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including but not limited to statements in this press release regarding Angion’s plans to explore and evaluate strategic options to enhance and preserve shareholder value and take other actions to immediately reduce cash burn and Angion’s expectation to have cash sufficient to fund its planned operations for the 12 months following the issuance date of our condensed consolidated financial statements. Such statements are subject to risks and uncertainties, and actual results may differ materially from those expressed or implied by such forward-looking statements. In particular, the following factors, among others, could cause results to differ materially from those expressed or implied by such forward-looking statements: Angion’s ability to execute its planned exploration and evaluation of strategic alternatives; and unexpected demands on Angion’s cash resources. For a fuller description of risks and uncertainties that could cause actual results to differ from those expressed in forward-looking statements, see Angion’s Annual Report on Form 10-K for the year ended December 31, 2021, filed with the Securities and Exchange Commission on March 30, 2022, and Angion’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2022, to be filed with the Securities and Exchange Commission on August 15, 2022, especially, in each case, under the caption “Risk Factors,” as well as other documents that may be filed by Angion from time to time with the Securities and Exchange Commission. Investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this release. Angion undertakes no obligation to update any forward-looking statement in this press release, except as required by law.
David D. Miller
Sr. Director of Corporate Affairs
ANGION BIOMEDICA CORP.
Condensed Consolidated Statements of Operations
(in thousands, except share and per share amounts)
|Three Months Ended June 30,||Six Months Ended June 30,|
|$||653 ||$||540 ||$||2,301 ||$||911 |
|653 ||540 ||2,301 ||911 |
Research and development
|6,073 ||14,444 ||17,740 ||28,742 |
General and administrative
|3,615 ||4,340 ||8,081 ||10,352 |
Total operating expenses
|9,688 ||18,784 ||25,821 ||39,094 |
Loss from operations
Other income (expense), net
|(104)||1,172 ||141 ||(15,576)|
Net loss per common share, basic and diluted
Weighted average common shares outstanding, basic and diluted
|29,973,886 ||29,670,329 ||29,966,609 ||26,574,290 |
ANGION BIOMEDICA CORP.
Condensed Consolidated Balance Sheets
|Cash and cash equivalents||$||63,372 ||$||88,756 |
|Grants receivable||— ||806 |
|Prepaid expenses and other current assets||2,513 ||1,685 |
|Total current assets||65,885 ||91,247 |
|Property and equipment, net||388 ||451 |
|Operating lease right-of-use assets||3,589 ||3,986 |
|Investments in related parties||865 ||723 |
|Other assets||86 ||106 |
|Total assets||$||70,813 ||$||96,513 |
|Liabilities and stockholders’ equity|
|Accounts payable||$||2,656 ||$||4,710 |
|Accrued expenses||4,086 ||3,219 |
|Operating lease liabilities, current||943 ||894 |
|Financing obligation, current||62 ||58 |
|Deferred revenue, current||— ||2,301 |
|Warrant liability||33 ||114 |
|Total current liabilities||7,780 ||11,296 |
|Operating lease liabilities, noncurrent||2,990 ||3,475 |
|Financing obligation, noncurrent||202 ||235 |
|Other liabilities, noncurrent||81 ||— |
|Total liabilities||11,053 ||15,006 |
|Commitments and contingencies|
|Common stock||301 ||300 |
|Additional paid-in capital||297,875 ||296,445 |
|Accumulated other comprehensive loss||98 ||(103)|
| Accumulated deficit||(238,514)||(215,135)|
|Total stockholders' equity||59,760 ||81,507 |
|Total liabilities and stockholders' equity||$||70,813 ||$||96,513 |