SAN DIEGO, Aug. 12, 2013 /PRNewswire/ -- Organovo
Holdings, Inc. (NYSE MKT: ONVO) ("Organovo") a three-dimensional
biology company focused on delivering breakthrough 3D bioprinting
technology, has reported on its financial results for the
three-month period ended June 30,
2013 and provides a business update.
Recent Corporate Highlights
- Presented data on first fully cellular 3D Bioprinted Liver
Tissue
- Listed common stock on the NYSE MKT
- Successfully completed $46.6
million public offering
- Appointed Tamar D. Howson to
the Company's Board of Directors
- Nominated Richard Heyman Ph.D. for election to the Board of
Directors at the upcoming Annual Meeting
- Changed fiscal year-end from December 31st to March 31st
- Organovo and Methuselah Foundation Announced Funding of
Bioprinting Research at Research Institutions
On April 26th, Organovo
described the first fully cellular 3D bioprinted liver tissue,
having presented data on its in
vitro three-dimensional liver at the 2013 Experimental
Biology conference in Boston, Massachusetts. For the first time, human liver
tissues were generated that were truly three-dimensional, being up
to 500 microns in thickness in the smallest dimension, and
consisting of multiple cell types arranged in defined spatial
patterns that reproduce key elements of native tissue architecture
and demonstrated excellent functional characteristics that
replicates human biology better than what has come
before.
On July 9th, Organovo
announced that its common stock had been approved for listing on
the New York Stock Exchange MKT. Trading commenced on the
NYSE MKT on July 11th, and
Company's CEO Keith Murphy rang the
opening bell at the NYSE on July 15
th.
On August 7 th,
Organovo successfully completed a public offering in which it
raised gross proceeds of $46.6
million through the issuance of 10,350,000 shares of its
common stock.
On June 10th, Organovo
announced the appointment of Tamar D. Howson to its Board of
Directors. Ms. Howson is a seasoned business development
executive within the pharmaceutical industry, having formerly
served as senior vice president of both Bristol-Meyers Squibb and
SmithKline Beecham. She currently serves as a business
development and strategy consultant to biopharmaceutical
companies. She also serves as a director at
Idenix, Oxigene Pharmaceuticals, and Warner Chilcott.
On July 18th, Organovo
announced that Richard A. Heyman, Ph.D. had been nominated to
be elected to the Company's Board of Directors at the Annual
Meeting of Shareholders scheduled to be held on August 21,
2013. Dr. Heyman is an experienced life science executive who
is currently chief executive officer of Aragon
Pharmaceuticals, which he co-founded in 2009. In June
2013, Aragon announced a definitive agreement with Johnson and
Johnson whereby Aragon will be acquired for up to $1
billion dollars in total transaction value. Previously,
Dr. Heyman was Chief Scientific Officer at Kalypsys, Inc.
On April 3rd, Organovo
announced a fiscal year-end change from December 31st to March 31st, in alignment with
its intention to list its common stock on a U.S. exchange at the
earliest available opportunity.
On July 24th, Organovo
announced that Methuselah Foundation has initiated a campaign
in which it will fund research at major research institutions
using Organovo's proprietary NovoGen Bioprinting
technology. The program will feature grants of research
funding from the non-profit Methuselah Foundation to
major academic research centers engaged in cutting-edge biomedical
research. Eligible institutions will include public and
private research universities and private non-profit research
institutes. Under the program, Methuselah Foundation
will divide a donation of at least $500,000 in direct
funding for research projects across several
institutions.
"Organovo has consistently and effectively executed its business
plan from both a technology and business perspective," stated
Keith Murphy, chief executive
officer of Organovo. "Following our recent capital raise, we are
well positioned to grow long-term shareholder value through
development and launch of our first commercial product in 2014,
through the capture of additional collaborative partnerships, and
through expanded investment in the development of therapeutic
tissues intended for implantation."
Financial Results
For the three months ended
June 30, 2013, total revenues of approximately $0.1 million were $0.2
million or 67% below the approximately $0.3 million in revenues for the same period in
2012. This decrease reflects the planned phasing of deliverables
under the original project scope of our collaborative arrangements
despite current overall increases in collaborative research
activities. The Company is increasing its internal investment in
these collaborative activities with the intention of accelerating
the growth of shareholder value.
Operating expenses increased approximately $2.1 million or 124% in the three months ended
June 30, 2013 over the same period in 2012, from approximately
$1.7 million in 2012 to $3.8 million in 2013. Most significantly,
relative to the same period in the prior year, the Company invested
in building its research, development and administrative staff,
increasing its headcount from 21 full-time employees as of
June 30, 2012 to 35 full-time
employees as of June 30, 2013,
including 24 employees within research and development.
Consequently payroll and benefits expenses increased by
approximately $0.5 million or 70%
over the same period in 2012, and stock-based compensation
increased from under $0.1 million to
$0.8 million for the same periods. To
accommodate our growing research and development needs the Company
relocated to a larger space, tripling our facilities related
expenses when compared to prior periods. With the increased
research and development activity and output, inputs such as lab
supplies and contracted services increased across the board.
Finally, the Company incurred approximately $0.3 million more in external expenses related to
public company status versus the same period, prior year, in
addressing SEC financial reporting, investor relations, corporate
governance and audit requirements.
The approximate $33.9 million
decrease in other expense for the three month period ending
June 30, 2013 compared to the same period of the prior year,
was primarily related to 2012 non-cash transaction costs associated
with the warrants issued in our 2012 Private Placement. Due
to the majority of the underlying warrants being exercised prior to
June 30, 2013, or modified and
reclassified to equity, the net warrant derivative liability was
substantially less than in the same period of 2012 due to
significantly fewer underlying warrants.
The Company also had negative cash flow from operations of
$2.7 million during the three months
ended June 30, 2013, with end-of-period cash and cash
equivalents of approximately $12.8
million and an accumulated deficit of $70.1 million. At June 30, 2012, the
Company had cash and cash equivalents of approximately $8.5 million and an accumulated deficit of
$79.2 million. At June 30,
2013, the Company had total current assets of approximately
$13.3 million and current liabilities
of approximately $7.6 million,
resulting in working capital of $5.7
million. At June 30, 2012, we had total current
assets of approximately $9.2 million
and current liabilities of approximately $0.9 million, resulting in working capital of
$8.3 million. Subsequently, on
August 7, 2013, the Company sold
10,350,000 shares of the Company's common stock, with net proceeds
to the Company of approximately $43.3
million, after deducting underwriting discounts and
commissions and estimated offering expenses of $3.3 million.
As of June 30, 2013, the Company had 64,951,014 total
issued and outstanding shares of Common Stock, and five year
warrants for the opportunity to purchase an additional 3,481,760
shares of Common Stock at exercise prices between $0.85 and $1.00 per share and 550,000 warrants
with terms between two and five years and exercise prices between
$2.21 and $3.24 per share.
Subsequent to June 30, 2013,
the Company had 1,242,478 warrants exercised on a cashless basis,
for a net issuance of 981,055 shares and 225,000 warrants exercised
for 225,000 common shares for cash proceeds to the Company of
$609,000. In aggregate, issued
and outstanding common stock, shares underlying outstanding
warrants, and shares reserved for the 2008 and 2012 incentive plans
total 74,267,596 shares of common stock as of June 30, 2013.
About Organovo Holdings, Inc.
Organovo designs and creates functional, three-dimensional
human tissues for medical research and therapeutic applications.
The company is collaborating with pharmaceutical and academic
partners to develop human biological disease models in three
dimensions. These 3D human tissues have the potential to accelerate
the drug discovery process, enabling treatments to be developed
faster and at lower cost. In addition to numerous scientific
publications, the Company's technology has been featured in The
Wall Street Journal, Time Magazine, The Economist, and
numerous others. Organovo is changing the shape of medical
research and practice. Learn more at www.organovo.com.
Safe Harbor Statement
Any statements contained in this press release that do not describe
historical facts may constitute forward-looking statements as that
term is defined in the Private Securities Litigation Reform Act of
1995. Any forward-looking statements contained herein are based on
current expectations, but are subject to a number of risks and
uncertainties. The factors that could cause actual future results
to differ materially from current expectations include, but are not
limited to, risks and uncertainties relating to the Company's
ability to develop, market and sell products based on its
technology; the expected benefits and efficacy of the Company's
products and technology;; and the Company's business, research,
product development, regulatory approval, marketing and
distribution plans and strategies. These and other factors are
identified and described in more detail in our filings with
the SEC, including our report on Form 10-Q filed August 9, 2013, the prospectus supplement filed
with the SEC on August 2, 2013 and the transition
report on Form 10-KT filed with the SEC on May 24,
2013 and our other filings with the Securities and
Exchange Commission. You should not place undue reliance on these
forward-looking statements, which speak only as of the date that
they were made. These cautionary statements should be considered
with any written or oral forward-looking statements that we may
issue in the future. Except as required by applicable law,
including the securities laws of the United States, we do not intend to update any
of the forward-looking statements to conform these statements to
reflect actual results, later events or circumstances or to reflect
the occurrence of unanticipated events.
Organovo Holdings,
Inc. (A development stage company) Condensed
Consolidated Balance Sheets (in thousands except per
share data)
|
|
|
|
|
|
|
|
|
|
|
|
June 30, 2013
|
|
|
March 31, 2013
|
|
|
|
(Unaudited)
|
|
|
(Audited)
|
|
Assets
|
|
|
|
|
|
|
|
|
Current
Assets
|
|
|
|
|
|
|
|
|
Cash and cash
equivalents
|
|
$
|
12,849
|
|
|
$
|
15,628
|
|
Grant
receivable
|
|
|
—
|
|
|
|
101
|
|
Inventory
|
|
|
85
|
|
|
|
88
|
|
Prepaid expenses and
other current assets
|
|
|
327
|
|
|
|
327
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current
assets
|
|
|
13,261
|
|
|
|
16,144
|
|
Fixed Assets -
Net
|
|
|
1,113
|
|
|
|
1,045
|
|
Restricted
Cash
|
|
|
38
|
|
|
|
88
|
|
Other Assets -
Net
|
|
|
96
|
|
|
|
98
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
assets
|
|
$
|
14,508
|
|
|
$
|
17,375
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and
Stockholders' Equity
|
|
|
|
|
|
|
|
|
Current
Liabilities
|
|
|
|
|
|
|
|
|
Accounts
payable
|
|
$
|
374
|
|
|
$
|
641
|
|
Accrued
expenses
|
|
|
1,143
|
|
|
|
780
|
|
Deferred
revenue
|
|
|
28
|
|
|
|
53
|
|
Capital lease
obligation, current portion
|
|
|
10
|
|
|
|
10
|
|
Warrant
liabilities
|
|
|
6,025
|
|
|
|
6,898
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current
liabilities
|
|
|
7,580
|
|
|
|
8,382
|
|
Deferred revenue, net
of current portion
|
|
|
8
|
|
|
|
9
|
|
Capital lease
obligation, net of current portion
|
|
|
12
|
|
|
|
15
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
liabilities
|
|
$
|
7,600
|
|
|
$
|
8,406
|
|
|
|
|
Commitments and
Contingencies (Note 5)
|
|
|
|
|
|
|
|
|
Stockholders'
Equity
|
|
|
|
|
|
|
|
|
Common stock, $0.001
par value; 150,000,000 shares authorized, 64,951,014 and 64,686,919
shares issued and outstanding at June 30, 2013 and
March 31, 2013, respectively
|
|
|
65
|
|
|
|
65
|
|
Additional paid-in
capital
|
|
|
76,979
|
|
|
|
75,269
|
|
Deficit accumulated
during the development stage
|
|
|
(70,136)
|
|
|
|
(66,365)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total stockholders'
equity
|
|
|
6,908
|
|
|
|
8,969
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Liabilities
and Stockholders' Equity
|
|
$
|
14,508
|
|
|
$
|
17,375
|
|
|
|
|
|
|
|
|
|
|
Organovo Holdings,
Inc. (A development stage company) Unaudited
Condensed Consolidated Statements of Operations (in
thousands except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
June 30, 2013
|
|
|
Three Months Ended
June 30, 2012
|
|
|
Period from
April 19, 2007
(Inception)
through
June 30, 2013
|
|
Revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
Product
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
224
|
|
Collaborations
|
|
|
94
|
|
|
|
259
|
|
|
|
1,990
|
|
Grants
|
|
|
12
|
|
|
|
—
|
|
|
|
955
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
Revenues
|
|
|
106
|
|
|
|
259
|
|
|
|
3,169
|
|
Cost of product
revenue
|
|
|
—
|
|
|
|
—
|
|
|
|
134
|
|
Selling, general, and
administrative expenses
|
|
|
2,378
|
|
|
|
1,056
|
|
|
|
14,917
|
|
Research and
development expenses
|
|
|
1,462
|
|
|
|
653
|
|
|
|
9,544
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from
Operations
|
|
|
(3,734)
|
|
|
|
(1,450)
|
|
|
|
(21,426)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Income
(Expense)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value of warrant
liabilities in excess of proceeds received
|
|
|
—
|
|
|
|
—
|
|
|
|
(19,019)
|
|
Change in fair value
of warrant liabilities
|
|
|
(23)
|
|
|
|
(33,937)
|
|
|
|
(21,995)
|
|
Financing transaction
costs in excess of proceeds received
|
|
|
—
|
|
|
|
—
|
|
|
|
(2,130)
|
|
Loss on inducement to
exercise warrants
|
|
|
—
|
|
|
|
—
|
|
|
|
(1,904)
|
|
Loss on disposal of
fixed assets
|
|
|
(4)
|
|
|
|
—
|
|
|
|
(162)
|
|
Interest
expense
|
|
|
(13)
|
|
|
|
—
|
|
|
|
(3,484)
|
|
Interest
income
|
|
|
3
|
|
|
|
2
|
|
|
|
14
|
|
Other
expense
|
|
|
—
|
|
|
|
—
|
|
|
|
(30)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Other Income
(Expense)
|
|
|
(37)
|
|
|
|
(33,935)
|
|
|
|
(48,710)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
Loss
|
|
$
|
(3,771)
|
|
|
$
|
(35,385)
|
|
|
$
|
(70,136)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss per common
share - basic and diluted
|
|
$
|
(0.06)
|
|
|
$
|
(0.82)
|
|
|
|
|
|
Weighted average
shares used in computing net loss per common share - basic and
diluted
|
|
|
64,794,144
|
|
|
|
43,029,026
|
|
|
|
|
|
Organovo Holdings,
Inc. (A development stage company) Unaudited
Condensed Consolidated Statements of Cash Flows (in
thousands
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
June 30, 2013
|
|
|
Three Months Ended
June 30, 2012
|
|
|
Period from
April 19, 2007
(Inception)
through
June 30, 2013
|
|
Cash Flows From
Operating Activities
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
$
|
(3,771)
|
|
|
$
|
(35,385)
|
|
|
$
|
(70,136)
|
|
Adjustments to
reconcile net loss to net cash used in operating
activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization of
deferred financing costs
|
|
|
—
|
|
|
|
—
|
|
|
|
438
|
|
Amortization of
warrants issued for services
|
|
|
72
|
|
|
|
—
|
|
|
|
889
|
|
Depreciation and
amortization
|
|
|
93
|
|
|
|
20
|
|
|
|
524
|
|
Loss on disposal of
fixed assets
|
|
|
4
|
|
|
|
—
|
|
|
|
162
|
|
Amortization of debt
discount
|
|
|
—
|
|
|
|
—
|
|
|
|
2,084
|
|
Interest accrued on
convertible notes payable
|
|
|
—
|
|
|
|
—
|
|
|
|
495
|
|
Fair value of warrant
liabilities in excess of proceeds
|
|
|
—
|
|
|
|
—
|
|
|
|
19,019
|
|
Change in fair value
of warrant liabilities
|
|
|
23
|
|
|
|
33,937
|
|
|
|
21,995
|
|
Loss on inducement to
exercise warrants
|
|
|
—
|
|
|
|
—
|
|
|
|
1,904
|
|
Expense associated
with warrant modification
|
|
|
12
|
|
|
|
—
|
|
|
|
77
|
|
Stock-based
compensation
|
|
|
802
|
|
|
|
39
|
|
|
|
3,102
|
|
Warrants issued in
connection with exchange agreement
|
|
|
—
|
|
|
|
—
|
|
|
|
528
|
|
Increase (decrease)
in cash resulting from changes in:
|
|
|
|
|
|
|
|
|
|
|
|
|
Grants
receivable
|
|
|
101
|
|
|
|
—
|
|
|
|
—
|
|
Inventory
|
|
|
3
|
|
|
|
(190)
|
|
|
|
(748)
|
|
Prepaid expenses and
other assets
|
|
|
(72)
|
|
|
|
(60)
|
|
|
|
(327)
|
|
Accounts
payable
|
|
|
(267)
|
|
|
|
(181)
|
|
|
|
374
|
|
Accrued
expenses
|
|
|
363
|
|
|
|
5
|
|
|
|
1,143
|
|
Deferred
revenue
|
|
|
(26)
|
|
|
|
(46)
|
|
|
|
36
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash used in
operating activities
|
|
|
(2,663)
|
|
|
|
(1,861)
|
|
|
|
(18,441)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash Flows From
Investing Activities
|
|
|
|
|
|
|
|
|
|
|
|
|
Deposits released
from restriction (restricted cash deposits)
|
|
|
50
|
|
|
|
(50)
|
|
|
|
(38)
|
|
Purchases of fixed
assets
|
|
|
(163)
|
|
|
|
(72)
|
|
|
|
(1,084)
|
|
Purchases of
intangible assets
|
|
|
—
|
|
|
|
—
|
|
|
|
(114)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash used in
investing activities
|
|
|
(113)
|
|
|
|
(122)
|
|
|
|
(1,236)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash Flows From
Financing Activities
|
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds from
issuance of convertible notes payable
|
|
|
—
|
|
|
|
—
|
|
|
|
4,630
|
|
Proceeds from
issuance of common stock and warrants
|
|
|
—
|
|
|
|
99
|
|
|
|
28,438
|
|
Proceeds from
exercise of stock options
|
|
|
—
|
|
|
|
—
|
|
|
|
18
|
|
Proceeds from
issuance of related party notes payable
|
|
|
—
|
|
|
|
—
|
|
|
|
250
|
|
Repayment of related
party notes payable
|
|
|
—
|
|
|
|
—
|
|
|
|
(250)
|
|
Principal payments on
capital lease obligation
|
|
|
(3)
|
|
|
|
—
|
|
|
|
(12)
|
|
Repayment of
convertible notes and interest payable
|
|
|
—
|
|
|
|
—
|
|
|
|
(110)
|
|
Deferred financing
costs
|
|
|
—
|
|
|
|
—
|
|
|
|
(438)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided
by (used in) financing activities
|
|
|
(3)
|
|
|
|
99
|
|
|
|
32,526
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Increase
(Decrease) in Cash and Cash Equivalents
|
|
|
(2,779)
|
|
|
|
(1,884)
|
|
|
|
12,849
|
|
Cash and Cash
Equivalents at Beginning of Period
|
|
|
15,628
|
|
|
|
10,353
|
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and Cash
Equivalents at End of Period
|
|
$
|
12,849
|
|
|
$
|
8,469
|
|
|
$
|
12,849
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Supplemental
Disclosure of Cash Flow Information:
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
10
|
|
Income
Taxes
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
3
|
|
SOURCE Organovo Holdings, Inc.