AGENUS INC
For the period ended Jun 30, 2025. Filed Aug 11, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2025 · Filed Aug 11, 2025
Contents
Condensed Consolidated Balance Sheets as of June 30, 2025 (Unaudited) and December 31, 2024
CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts in thousands, except share and per share amounts)
| June 30, 2025(unaudited) | December 31, 2024 | |
|---|---|---|
| ASSETS | ||
| Cash and cash equivalents | $9,534 | $40,437 |
| Accounts receivable | 709 | 407 |
| Prepaid expenses | 1,337 | 2,315 |
| Other current assets | 1,760 | 2,415 |
| Total current assets | 13,340 | 45,574 |
| Property, plant and equipment, net of accumulated amortization and depreciation of $74,782 and $72,553 at June 30, 2025 and December 31, 2024, respectively | 112,722 | 120,087 |
| Operating lease right-of-use assets | 26,421 | 27,308 |
| Goodwill | 24,092 | 24,092 |
| Acquired intangible assets, net of accumulated amortization of $17,156 and $16,986 at June 30, 2025 and December 31, 2024, respectively | 3,206 | 3,376 |
| Other long-term assets | 5,440 | 5,834 |
| Total assets | $185,221 | $226,271 |
| LIABILITIES AND STOCKHOLDERS’ DEFICIT | ||
| Current portion, long-term debt | $10,721 | $2,698 |
| Current portion, liability related to sale of future royalties and milestones | 103,703 | 111,978 |
| Current portion, deferred revenue | 45 | 31 |
| Current portion, operating lease liabilities | 2,496 | 2,446 |
| Accounts payable | 74,396 | 61,470 |
| Accrued liabilities | 39,311 | 34,961 |
| Other current liabilities | 3,891 | 7,817 |
| Total current liabilities | 234,563 | 221,401 |
| Long-term debt, net of current portion | 23,151 | 30,473 |
| Liability related to sale of future royalties and milestones, net of current portion | 208,526 | 224,389 |
| Deferred revenue, net of current portion | 1,143 | 1,143 |
| Operating lease liabilities, net of current portion | 53,394 | 54,551 |
| Other long-term liabilities | 752 | 738 |
| Commitments and contingencies | ||
| STOCKHOLDERS’ DEFICIT | ||
| Series A-1 convertible preferred stock; 31,620 shares designated, issued, and outstanding at June 30, 2025 and December 31, 2024; liquidation value of $34,209 at June 30, 2025 | 0 | 0 |
| Common stock, par value $0.01 per share; 800,000,000 shares authorized; 30,004,430 and 23,634,670 shares issued and outstanding at June 30, 2025 and December 31, 2024, respectively | 300 | 236 |
| Additional paid-in capital | 1,882,704 | 1,857,662 |
| Accumulated other comprehensive loss | (1,504) | (1,398) |
| Accumulated deficit | (2,236,101) | (2,182,880) |
| Total stockholders’ deficit attributable to Agenus Inc. | (354,601) | (326,380) |
| Non-controlling interest | 18,293 | 19,956 |
| Total stockholders’ deficit | (336,308) | (306,424) |
| Total liabilities and stockholders’ deficit | $185,221 | $226,271 |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
(Amounts in thousands, except per share amounts)
| Three Months Ended June 30, | Six Months Ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Revenue: | ||||
| Research and development | $334 | $267 | $334 | $267 |
| Service revenue | 526 | 660 | 1,036 | 898 |
| Non-cash royalty revenue related to the sale of future royalties | 24,831 | 22,582 | 48,387 | 50,349 |
| Total revenues | 25,691 | 23,509 | 49,757 | 51,514 |
| Operating expenses: | ||||
| Cost of service revenue | (243) | (115) | (380) | (222) |
| Research and development | (26,710) | (36,771) | (48,231) | (80,696) |
| General and administrative | (15,518) | (16,816) | (31,237) | (33,672) |
| Fair value adjustments | 69 | — | 69 | — |
| Operating loss | (16,711) | (30,193) | (30,022) | (63,076) |
| Other income (expense): | ||||
| Non-operating income (expense) | (12) | 7,141 | (276) | 6,036 |
| Interest expense, net | (13,289) | (31,745) | (26,084) | (61,211) |
| Net loss | (30,012) | (54,797) | (56,382) | (118,251) |
| Dividends on Series A-1 convertible preferred stock | (54) | (54) | (108) | (107) |
| Less: net loss attributable to non-controlling interest | (2,057) | (1,716) | (3,161) | (3,284) |
| Net loss attributable to Agenus Inc. common stockholders | $(28,009) | $(53,135) | $(53,329) | $(115,074) |
| Per common share data: | ||||
| Basic and diluted net loss attributable to Agenus Inc. common stockholders | $(1.00) | $(2.52) | $(2.03) | $(5.56) |
| Weighted average number of Agenus Inc. common shares outstanding: | ||||
| Basic and diluted | 28,117 | 21,062 | 26,303 | 20,715 |
| Other comprehensive income (loss): | ||||
| Foreign currency translation income (loss) | $(36) | $70 | $(106) | $(46) |
| Other comprehensive income (loss) | (36) | 70 | (106) | (46) |
| Comprehensive loss | $(28,045) | $(53,065) | $(53,435) | $(115,120) |
CONDENSED CONSOLIDATED STATEMENTS OF CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ DEFICIT
(Amounts in thousands)
| Convertible | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Preferred Stock · Common Stock · Treasury Stock | |||||||||||
| Number ofShares | ParValue | Number ofShares | ParValue | AdditionalPaid-InCapital | Numberof Shares | Amount | AccumulatedOtherComprehensiveIncome (Loss) | Non-controllingInterest | AccumulatedDeficit | Total | |
| Balance at December 31, 2024 | 32 | $0 | 23,635 | $236 | $1,857,662 | — | $— | $(1,398) | $19,956 | $(2,182,880) | (306,424) |
| Net loss | — | — | — | — | — | — | — | — | (1,104) | (25,266) | (26,370) |
| Other comprehensive loss | — | — | — | — | — | — | — | (70) | — | — | (70) |
| Share-based compensation | — | — | — | — | 2,587 | — | — | — | 597 | — | 3,184 |
| Shares sold at the market | — | — | 2,783 | 28 | 6,315 | — | — | — | — | — | 6,343 |
| Payment of CEO payroll in shares | — | — | 33 | 1 | 88 | — | — | — | — | — | 89 |
| Issuance of warrants | — | — | — | — | 398 | — | — | — | — | — | 398 |
| Issuance of shares for services | — | — | 11 | — | 39 | — | — | — | — | — | 39 |
| Issuance of shares in connection with debt agreement | — | — | 66 | 1 | 219 | — | — | — | — | — | 220 |
| Vesting of nonvested shares | — | — | 1 | — | — | — | — | — | — | — | — |
| Exercise of stock options and employee share purchases | — | — | 18 | — | 43 | — | — | — | 1 | — | 44 |
| Issuance of shares for employee salaries | — | — | 24 | — | 171 | (8) | (22) | — | — | — | 149 |
| Retirement of treasury shares | — | — | (8) | — | (22) | 8 | 22 | — | — | — | — |
| Balance at March 31, 2025 | 32 | $0 | 26,563 | $266 | $1,867,500 | — | $— | $(1,468) | $19,450 | $(2,208,146) | $(322,398) |
| Net loss | — | — | — | — | — | — | — | — | (2,057) | (27,955) | (30,012) |
| Other comprehensive loss | — | — | — | — | — | — | — | (36) | — | — | (36) |
| Share-based compensation | — | — | — | — | 2,438 | — | — | — | 900 | — | 3,338 |
| Shares sold at the market | — | — | 3,136 | 31 | 12,186 | — | — | — | — | — | 12,217 |
| Payment of CEO payroll in shares | — | — | 40 | — | 114 | — | — | — | — | — | 114 |
| Issuance of shares for services | — | — | 9 | — | 26 | — | — | — | — | — | 26 |
| Issuance of shares in connection with debt agreement | — | — | 179 | 2 | 402 | — | — | — | — | — | 404 |
| Vesting of nonvested shares | — | — | 15 | — | — | — | — | — | — | — | — |
| Issuance of shares for employee salaries | — | — | 91 | 1 | 103 | (29) | (65) | — | — | — | 39 |
| Retirement of treasury shares | — | — | (29) | — | (65) | 29 | 65 | — | — | — | — |
| Balance at June 30, 2025 | 32 | $0 | 30,004 | $300 | $1,882,704 | — | $— | $(1,504) | $18,293 | $(2,236,101) | $(336,308) |
CONDENSED CONSOLIDATED STATEMENTS OF CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ DEFICIT
(Amounts in thousands)
| Convertible | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Preferred Stock · Common Stock | |||||||||
| Number ofShares | ParValue | Number ofShares | ParValue | AdditionalPaid-InCapital | AccumulatedOtherComprehensiveIncome (Loss) | Non-controllingInterest | AccumulatedDeficit | Total | |
| Balance at December 31, 2023 | 32 | $0 | 19,718 | $197 | $1,796,095 | $(955) | $11,949 | $(1,955,668) | $(148,382) |
| Net loss | — | — | — | — | — | — | (1,568) | (61,886) | (63,454) |
| Other comprehensive loss | — | — | — | — | — | (116) | — | — | (116) |
| Share-based compensation | — | — | — | — | 3,477 | — | 719 | — | 4,196 |
| Shares sold at the market | — | — | 1,249 | 13 | 17,158 | — | — | — | 17,171 |
| Payment of CEO payroll in shares | — | — | 7 | — | 89 | — | — | — | 89 |
| Vesting of nonvested shares | — | — | 8 | — | — | — | — | — | — |
| Exercise of stock options and employee share purchases | — | — | 12 | — | 166 | — | 7 | — | 173 |
| Balance at March 31, 2024 | 32 | $0 | 20,994 | $210 | $1,816,985 | $(1,071) | $11,107 | $(2,017,554) | $(190,323) |
| Net loss | — | — | — | — | — | — | (1,716) | (53,081) | (54,797) |
| Other comprehensive income | — | — | — | — | — | 70 | — | — | 70 |
| Share-based compensation | — | — | — | — | 8,449 | — | 841 | — | 9,290 |
| Shares sold at the market | — | — | 117 | 1 | 1,989 | — | — | — | 1,990 |
| Issuance of warrants, net of expenses | — | — | — | — | 6,983 | — | — | — | 6,983 |
| Vesting of nonvested shares | — | — | 2 | — | — | — | — | — | — |
| Payment of CEO payroll in shares | — | — | 11 | — | 114 | — | — | — | 114 |
| MiNK private placement stock sale | — | — | — | — | (4,434) | — | 10,234 | — | 5,800 |
| Exercise of stock options | — | — | 2 | — | 28 | — | 6 | — | 34 |
| Balance at June 30, 2024 | 32 | $0 | 21,126 | $211 | $1,830,114 | $(1,001) | $20,472 | $(2,070,635) | $(220,839) |
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