fgen-8k_20211109.htm
false 0000921299 0000921299 2021-11-09 2021-11-09

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 9, 2021

 

FibroGen, Inc.

(Exact name of registrant as specified in its charter)

 

 

Delaware

 

001-36740

 

77-0357827

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

FibroGen, Inc.

409 Illinois Street

San Francisco, CA 94158

(Address of principal executive offices, including zip code)

(415) 978-1200

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report.)

 

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:

 

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 each exchange on which registered

Common Stock, $0.01 par value

FGEN

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.

 


 

 

 

 

 

Item 2.02

Results of Operations and Financial Condition.

On November 9, 2021, FibroGen, Inc. (“FibroGen”) issued a press release announcing financial results for the quarter ended September 30, 2021. A copy of such press release is furnished as Exhibit 99.1 to this report and is incorporated herein by reference.

The information in 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, or otherwise subject to the liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained in this Item 2.02, in Exhibit 99.1 shall not be incorporated by reference into any filing with the U.S. Securities and Exchange Commission made by FibroGen, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 9.01

Financial Statements and Exhibits.

 

(d)

Exhibits

 

 

 

Exhibit No.

  

Description

 

 

99.1

 

Press Release titled “FibroGen Reports Third Quarter 2021 Financial Results,” dated November 9, 2021

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document)



 

 

 

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

 

 

 

 

 

 

 

 

 

FIBROGEN, INC.

 

 

 

Dated: November 9, 2021

 

 

 

 

 

 

 

 

 

 

 

 

By:

 

/s/ Juan Graham

 

 

 

 

 

 

Juan Graham

 

 

 

 

 

 

Senior Vice President and Chief Financial Officer

 

fgen-ex991_6.htm

Exhibit 99.1

FibroGen Reports Third Quarter 2021 Financial Results

 

• Roxadustat Receives EU approval for Patients with Anemia of CKD, triggering a $120M milestone payment from Astellas

• Roxadustat net product revenue in China of $13.4 million, on a US GAAP basis

• Total roxadustat net sales in China of $57.8 million1 by FibroGen and the distribution entity jointly owned by FibroGen and AstraZeneca

 

SAN FRANCISCO, November 9, 2021 (GLOBE NEWSWIRE) -- FibroGen, Inc. (NASDAQ: FGEN) today reported financial results for the third quarter 2021 and provided an update on the Company’s recent developments.

 

“We and our partner Astellas are excited to be making Evrenzo available to patients in Europe,” said Enrique Conterno, Chief Executive Officer, FibroGen. “In addition to continuously looking at opportunities to maximize the value of our portfolio of assets, following the complete response letter for roxadustat in the U.S., we are implementing a comprehensive plan which includes a cost reduction effort that will enable us to focus on our strategic priorities of development of pamrevlumab, roxadustat, and advancing our pipeline.”

 

Recent Key Events and Other Developments

 

Regulatory:

o

The European Commission approved EVRENZO® (roxadustat) for the treatment of adult patients with symptomatic anemia associated with chronic kidney disease (CKD). Astellas has launched in Germany, the United Kingdom, Netherlands, and Austria.

o

The U.S. Food and Drug Administration (FDA) issued a complete response letter regarding the New Drug Application (NDA) for roxadustat for the treatment of anemia of CKD.

 

Clinical:

o

Announced positive topline results from WHITNEY, the Company’s Phase 2 clinical study of roxadustat, for the treatment of chemotherapy-induced anemia (CIA). The results of the study will be presented at an upcoming medical meeting.

 

China:

o

Roxadustat net transfer price from sales to the distribution entity (JDE) jointly owned by FibroGen and AstraZeneca was $19.1 million for the third quarter. From the net transfer price, FibroGen defers a certain portion for revenue recognition purposes under US GAAP. FibroGen reported $13.4 million in roxadustat net product revenue for the quarter.

o

Total roxadustat net sales in China of $57.8 million by FibroGen and the distribution entity jointly owned by FibroGen and AstraZeneca, compared to $22.7 million in the third quarter of 2020.

 

Clinical Presentations / Publications:

o

FibroGen and its partners presented 15 presentations at the American Society of Nephrology (ASN) Kidney Week 2021 Virtual Conference.

o

One additional roxadustat Phase 3 manuscripts on the treatment of anemia of CKD was published in a peer-reviewed medical journal, bringing the total to 8:

 

Roxadustat for the Maintenance Treatment of Anemia in Patients with End-Stage Kidney Disease on Stable Dialysis: A European Phase 3, Randomized, Open-Label, Active-Controlled Study (PYRENEES) Advances in Therapy

 

 

1 

Total roxadustat net sales in China includes sales made by the distribution entity as well as FibroGen China’s direct sales, each to its own distributors. The distribution entity jointly owned by AstraZeneca and FibroGen is not consolidated into FibroGen’s financial statements.


 

Upcoming Data Milestones:

o

Topline data from the Phase 3 MATTERHORN study of roxadustat in anemia of myelodysplastic syndromes (MDS) expected 2H 2022 / 1H 2023.

o

Interim analysis of event free survival of Phase 3 LAPIS study of pamrevlumab in locally advanced pancreatic cancer (LAPC) expected in 2H 2022.

o

Topline data from the Phase 3 LELANTOS-1 study of pamrevlumab in non-ambulatory Duchenne muscular dystrophy (DMD) expected 1H 2023.

o

Topline data from the Phase 3 ZEPHYRUS-1 study of pamrevlumab in idiopathic pulmonary fibrosis (IPF) expected mid-2023.

 

Corporate

o

Appointed Juan Graham as Chief Financial Officer.

o

Implemented a plan to reduce our projected expenses by approximately $100 million per year, for each of the next 3 years.

 

Financial:

o

Total revenue for the third quarter of 2021 was $156.0 million, as compared to $44.0 million for the third quarter of 2020. To highlight, current quarter revenue includes $120 million of milestone payments from Astellas related to the EU approval of roxadustat.

o

Net income for the third quarter of 2021 was $49.8 million, or $0.54 net income per basic and diluted share, compared to a net income of $33.0 million, or $0.36 net income per basic and $0.35 per diluted share one year ago.

o

At September 30, FibroGen had $665.0 million in cash, cash equivalents, investments, and accounts receivable.

o

Based on our latest forecast, we estimate our 2021 ending balance of cash, cash equivalents, investments, and accounts receivable to be in the range of $580-610 million.

 

Conference Call and Webcast Details

FibroGen will host a conference call and webcast today, Tuesday, November 9, 2021, at 5:00 p.m. Eastern Time (2:00 p.m. Pacific Time) to discuss financial results and provide a business update. A live audio webcast of the call may be accessed in the investor section of the Company’s website, www.fibrogen.com. To participate in the conference call by telephone, please dial 1 (877) 658-9081 (U.S. and Canada) or 1 (602) 563-8732 (international), reference the FibroGen third quarter 2021 financial results conference call, and use confirmation number 1747879. A replay of the webcast will be available shortly after the call for a period of 7 days. To access the replay, please dial 1 (855) 859-2056 (domestic) or 1 (404) 537-3406 (international), and use passcode 1747879.

 

About Roxadustat

Roxadustat, an oral medication, is the first in a new class of medicines comprising HIF-PH inhibitors that promote erythropoiesis, or red blood cell production, through increased endogenous production of erythropoietin, improved iron absorption and mobilization, and downregulation of hepcidin. Roxadustat is also in clinical development for anemia of chronic kidney disease (CKD) and anemia associated with myelodysplastic syndromes (MDS), and for chemotherapy-induced anemia (CIA).

 

Roxadustat is approved in European Union (EU) member states, including the European Economic Area (EEA) countries, as well as in Japan, China, Chile, and South Korea for the treatment of anemia of CKD in adult patients on dialysis (DD) and not on dialysis (NDD). Several other licensing applications for roxadustat have been submitted by partners, Astellas and AstraZeneca to regulatory authorities across the globe, and are currently under review.

 

Astellas and FibroGen are collaborating on the development and commercialization of roxadustat for the potential treatment of anemia in territories including Japan, Europe, Turkey, Russia and the Commonwealth of Independent States, the Middle East, and South Africa. FibroGen and AstraZeneca are collaborating on the development and commercialization of roxadustat for the potential treatment of anemia in the U.S., China, other markets in the Americas, in Australia/New Zealand, and Southeast Asia.

 


 

About Pamrevlumab

Pamrevlumab is a first-in-class antibody developed by FibroGen that inhibits the activity of connective tissue growth factor (CTGF), an important biological mediator in fibrotic and proliferative disorders. Pamrevlumab is in Phase 3 clinical development for the treatment of idiopathic pulmonary fibrosis (IPF), locally advanced unresectable pancreatic cancer (LAPC), and Duchenne muscular dystrophy (DMD. For information about pamrevlumab studies currently recruiting patients, please visit www.clinicaltrials.gov.

 

About FibroGen

FibroGen, Inc. is a biopharmaceutical company committed to discovering, developing, and commercializing a pipeline of first-in-class therapeutics. The Company applies its pioneering expertise in hypoxia-inducible factor (HIF) and connective tissue growth factor (CTGF) biology to advance innovative medicines for the treatment of unmet needs. The Company is currently developing and commercializing roxadustat, an oral small molecule inhibitor of HIF prolyl hydroxylase activity for anemia associated with chronic kidney disease (CKD), anemia associated with myelodysplastic syndromes (MDS)), and for chemotherapy-induced anemia (CIA). Pamrevlumab, an anti-CTGF human monoclonal antibody, is in clinical development for the treatment of idiopathic pulmonary fibrosis (IPF), locally advanced unresectable pancreatic cancer (LAPC), and Duchenne muscular dystrophy (DMD), and idiopathic pulmonary fibrosis (IPF).). FibroGen recently expanded its research and development portfolio to include product candidates in the immuno-oncology and autoimmune space. For more information, please visit www.fibrogen.com.

 

Forward-Looking Statements

This release contains forward-looking statements regarding our strategy, future plans and prospects, including statements regarding the development and commercialization of the company’s product candidates, the potential safety and efficacy profile of our product candidates, our clinical programs and regulatory events, and those of our partners. These forward-looking statements include, but are not limited to, statements about our plans, objectives, representations and contentions and are not historical facts and typically are identified by use of terms such as “may,” “will”, “should,” “on track,” “could,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “continue” and similar words, although some forward-looking statements are expressed differently. Our actual results may differ materially from those indicated in these forward-looking statements due to risks and uncertainties related to the continued progress and timing of our various programs, including the enrollment and results from ongoing and potential future clinical trials, and other matters that are described in our Annual Report on Form 10-K for the fiscal year ended December 31, 2020 and our Quarterly Report on Form 10-Q for quarter ended September 30, 2021 filed with the Securities and Exchange Commission (SEC), including the risk factors set forth therein. Investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this release, and we undertake no obligation to update any forward-looking statement in this press release, except as required by law.

# # #



 

Condensed Consolidated Balance Sheets

(In thousands)

September 30, 2021

 

 

December 31, 2020

 

 

(Unaudited)

 

 

(1)

 

Assets

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

Cash and cash equivalents

$

274,527

 

 

$

678,393

 

Short-term investments

 

211,875

 

 

 

8,144

 

Accounts receivable, net

 

35,994

 

 

 

41,883

 

Inventory

 

29,315

 

 

 

16,530

 

Prepaid expenses and other current assets

 

21,688

 

 

 

10,160

 

Total current assets

 

573,399

 

 

 

755,110

 

 

 

 

 

 

 

 

 

Restricted time deposits

 

2,072

 

 

 

2,072

 

Long-term investments

 

142,636

 

 

 

244

 

Property and equipment, net

 

29,052

 

 

 

33,647

 

Finance lease right-of-use assets

 

771

 

 

 

29,606

 

Equity method investment in unconsolidated variable interest entity

 

3,421

 

 

 

2,728

 

Operating lease right-of-use assets

 

94,055

 

 

 

2,043

 

Other assets

 

5,107

 

 

 

1,390

 

Total assets

$

850,513

 

 

$

826,840

 

 

 

 

 

 

 

 

 

Liabilities, stockholders’ equity and non-controlling interests

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

Accounts payable

$

23,868

 

 

$

24,789

 

Accrued and other liabilities

 

151,346

 

 

 

118,333

 

Deferred revenue

 

23,256

 

 

 

6,547

 

Finance lease liabilities, current

 

15

 

 

 

12,330

 

Operating lease liabilities, current

 

10,831

 

 

 

1,188

 

Total current liabilities

 

209,316

 

 

 

163,187

 

 

 

 

 

 

 

 

 

Product development obligations

 

17,914

 

 

 

18,697

 

Deferred revenue, net of current

 

162,415

 

 

 

138,474

 

Finance lease liabilities, non-current

 

5

 

 

 

25,391

 

Operating lease liabilities, non-current

 

91,478

 

 

 

853

 

Other long-term liabilities

 

24,322

 

 

 

38,789

 

Total liabilities

 

505,450

 

 

 

385,391

 

 

 

 

 

 

 

 

 

Total stockholders’ equity

 

325,792

 

 

 

422,178

 

Non-controlling interests

 

19,271

 

 

 

19,271

 

Total equity

 

345,063

 

 

 

441,449

 

Total liabilities, stockholders’ equity and non-controlling interests

$

850,513

 

 

$

826,840

 

 

(1)

The condensed consolidated balance sheet amounts at December 31, 2020 are derived from audited financial statements.

 



 

Condensed Consolidated Statements of Operations

(In thousands, except per share data)

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

 

(Unaudited)

 

Revenue:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

License revenue

$

116,434

 

 

$

 

 

$

116,434

 

 

$

 

Development and other revenue

 

26,097

 

 

 

20,663

 

 

 

60,325

 

 

 

59,065

 

Product revenue, net

 

13,442

 

 

 

22,683

 

 

 

42,175

 

 

 

43,331

 

Drug product revenue

 

 

 

 

686

 

 

 

(168

)

 

 

8,924

 

Total revenue

 

155,973

 

 

 

44,032

 

 

 

218,766

 

 

 

111,320

 

Operating costs and expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of goods sold

 

3,266

 

 

 

2,207

 

 

 

9,746

 

 

 

6,253

 

Research and development

 

75,880

 

 

 

58,476

 

 

 

273,123

 

 

 

174,792

 

Selling, general and administrative

 

25,853

 

 

 

(48,981

)

 

 

89,186

 

 

 

64,157

 

Total operating costs and expenses

 

104,999

 

 

 

11,702

 

 

 

372,055

 

 

 

245,202

 

Income (loss) from operations

 

50,974

 

 

 

32,330

 

 

 

(153,289

)

 

 

(133,882

)

Interest and other, net:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense

 

(109

)

 

 

(580

)

 

 

(965

)

 

 

(1,864

)

Interest income and other income (expenses), net

 

(1,303

)

 

 

1,482

 

 

 

(2,120

)

 

 

5,292

 

Total interest and other, net

 

(1,412

)

 

 

902

 

 

 

(3,085

)

 

 

3,428

 

Income (loss) before income taxes

 

49,562

 

 

 

33,232

 

 

 

(156,374

)

 

 

(130,454

)

Provision for income taxes

 

106

 

 

 

215

 

 

 

235

 

 

 

190

 

Investment income (loss) in unconsolidated

   variable interest entity

 

342

 

 

 

(13

)

 

 

664

 

 

 

(13

)

Net income (loss)

$

49,798

 

 

$

33,004

 

 

$

(155,945

)

 

$

(130,657

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) per share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

$

0.54

 

 

$

0.36

 

 

$

(1.69

)

 

$

(1.46

)

Diluted

$

0.54

 

 

$

0.35

 

 

$

(1.69

)

 

$

(1.46

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of common shares used to calculate net income (loss) per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

92,644

 

 

 

90,558

 

 

 

92,206

 

 

 

89,414

 

Diluted

 

92,808

 

 

 

93,678

 

 

 

92,206

 

 

 

89,414

 

 

# # #

 

Contacts:

FibroGen, Inc.

 

Investors:

Michael Tung, M.D.

Corporate Strategy / Investor Relations

415.978.1434

mtung@fibrogen.com

 

Media:

Meichiel Keenan

Associate Director, Public Affairs

mkeenan@fibrogen.com