Alpine Immune Sciences, Inc. (NASDAQ: ALPN), a leading
clinical-stage immunotherapy company focused on developing
innovative treatments for autoimmune and inflammatory diseases,
today reported financial results for the first quarter ended March
31, 2024.
On April 10, 2024, Vertex Pharmaceuticals Incorporated (Nasdaq:
VRTX) and Alpine announced that the companies had entered into a
definitive agreement under which Vertex will acquire Alpine for $65
per share in cash. The transaction was unanimously approved by both
the Vertex and Alpine Boards of Directors and is anticipated to
close in the second quarter of 2024.
First Quarter 2024 Financial
Results
Cash Position and Runway: As of March 31, 2024, Alpine's
cash and investments totaled $362.4 million compared to $368.2
million as of December 31, 2023. The Company anticipates its
current cash and investments are sufficient to fund planned
operations into 2026.
Collaboration Revenue: For the three months ended March
31, 2024, collaboration revenue was $7.0 million compared to $9.4
million for the same period in 2023. The decrease in collaboration
revenue relates primarily to a $1.8 million decrease in Amgen
revenue, due to work progressing simultaneously during the 2023
period on our second Research Program, which was completed in 2023,
as well as on our first Research Program, which as of March 31,
2024, was also nearing completion. AbbVie revenue decreased by $0.2
million primarily due to lower contributed employee hours. All
services related to our Adaptimmune collaboration were completed by
June 2023.
Research and Development Expense: For the three months
ended March 31, 2024, research and development expense, inclusive
of non-cash expenses, was $22.5 million compared to $19.6 million
for the same period in 2023. The increase of $2.9 million was
driven by an $4.8 million increase in povetacicept costs, primarily
related to higher clinical trial, process development and
manufacturing costs as we continue our RUBY studies, and a $1.6
million increase in personnel costs. This increase was partially
offset by a $2.7 million decrease in acazicolcept costs, which was
primarily due to decreased manufacturing costs during the 2024
period, and a $1.4 million decrease in davoceticept costs, which
was due to study closeout following the voluntary termination of
enrollment in our NEON-1 and NEON-2 clinical studies in October
2022.
General and Administrative Expense: For the three months
ended March 31, 2024, general and administrative expense, inclusive
of non-cash expenses, was $7.3 million compared to $5.4 million for
the same period in 2023. The increase of $1.9 million was primarily
attributable to increases in personnel costs and professional
services.
Net Loss: Net loss for the three months ended March 31,
2024, was $17.9 million compared to $13.3 million for the same
period in 2023.
Alpine Immune Sciences, Inc.
Selected Condensed Consolidated Balance
Sheet Data
(In thousands)
March 31, 2024
December 31, 2023
(unaudited)
Cash and cash equivalents
$
33,015
$
43,921
Short-term investments
272,646
283,491
Total current assets
308,251
330,034
Long-term investments
56,453
40,556
Total assets
373,646
379,852
Total current liabilities
32,238
41,980
Total stockholders’ equity
332,703
327,941
Total liabilities and stockholders’
equity
373,646
379,852
Condensed Consolidated Statement of
Operations and Comprehensive Income (Loss) Data
(In thousands, except share and per share
amounts)
Three Months Ended March
31,
2024
2023
(unaudited)
Collaboration revenue
$
7,032
$
9,387
Operating expenses:
Research and development
22,457
19,581
General and administrative
7,271
5,398
Total operating expenses
29,728
24,979
Loss from operations
(22,696
)
(15,592
)
Other income (expense):
Interest income
4,781
2,418
Interest expense
—
(70
)
Other, net
(3
)
(22
)
Net loss
$
(17,918
)
$
(13,266
)
Comprehensive income (loss):
Unrealized (loss) gain on investments
(551
)
745
Unrealized loss on foreign currency
translation
(109
)
(31
)
Comprehensive loss
$
(18,578
)
$
(12,552
)
Weighted-average shares used to compute
basic and diluted net loss per share
64,033,018
47,568,149
Basic and diluted net loss per share
$
(0.28
)
$
(0.28
)
About Alpine Immune
Sciences
Alpine Immune Sciences is committed to leading a new wave of
immune therapeutics. With world-class research and development
capabilities, a highly productive scientific platform, and a proven
management team, Alpine is seeking to create first- or
best-in-class multifunctional immunotherapies via unique protein
engineering technologies to improve patients’ lives. Alpine has
entered into strategic collaborations with leading global
biopharmaceutical companies and has a diverse pipeline of clinical
and preclinical candidates in development. For more information,
visit www.alpineimmunesciences.com. Follow @AlpineImmuneSci on X
and LinkedIn.
Special Note Regarding Forward-Looking
Statements
This press release contains forward-looking statements related
to Vertex, Alpine and the proposed acquisition of Alpine by Vertex
(the “Transaction”) that are subject to risks, uncertainties and
other factors. While Vertex believes the forward-looking statements
contained in this communication are accurate, these forward-looking
statements represent the beliefs of Alpine and Vertex only as of
the date of this communication, and there are a number of risks and
uncertainties that could cause actual events or results to differ
materially from those expressed or implied by such forward-looking
statements. All statements other than statements of historical fact
are statements that could be deemed forward-looking statements,
including all statements regarding the intent, belief or current
expectation of the companies’ and members of their senior
management teams. Forward-looking statements are not purely
historical and may be accompanied by words such as “anticipates,”
“may,” “forecasts,” “expects,” “intends,” “plans,” “potentially,”
“believes,” “seeks,” “estimates,” and other words and terms of
similar meaning. Such statements may relate to: the ability of
Vertex to advance Alpine’s platform technology and potential
therapies, such as povetacicept, on a timely basis; filings and
approvals relating to the Transaction; the expected timing of the
completion of the Transaction; the ability to complete the
Transaction considering the various closing conditions;
difficulties or unanticipated expenses in connection with
integrating the companies; and any assumptions underlying any of
the foregoing.
Forward-looking statements are subject to certain risks,
uncertainties, or other factors that are difficult to predict and
could cause actual events or results to differ materially from
those indicated in any such statements due to a number of risks and
uncertainties. Those risks and uncertainties that could cause the
actual results to differ from expectations contemplated by
forward-looking statements include, among other things:
uncertainties as to the timing of the Transaction; uncertainties as
to how many of Alpine’s stockholders will tender their stock in the
offer; the possibility that various closing conditions for the
Transaction may not be satisfied or waived, including that a
governmental entity may prohibit, delay or refuse to grant approval
for the consummation of the Transaction; the effects of the
Transaction on relationships with employees, other business
partners or governmental entities; the difficulty of predicting the
timing or outcome of FDA approvals or actions, if any; the impact
of competitive products and pricing; that Vertex may not realize
the potential benefits of the Transaction; other business effects,
including the effects of industry, economic or political conditions
outside of the companies’ control; Transaction costs; and actual or
contingent liabilities related to the Transaction. In addition, the
product candidates being developed by Alpine are subject to all the
risks inherent in the drug development process, and there can be no
assurance that the development of these product candidates will be
commercially successful. Forward-looking statements in this
communication should be evaluated together with the many
uncertainties that affect Vertex’s and Alpine’s businesses,
particularly those risks listed under the heading “Risk Factors”
and the other cautionary factors discussed in the parties’ periodic
reports filed with the Securities and Exchange Commission (the
“SEC”), including Vertex’s annual report on Form 10-K for the year
ended December 31, 2023, and its quarterly reports on Form 10-Q and
current reports on Form 8-K, and Alpine’s annual report on Form
10-K for the year ended December 31, 2023, and its quarterly
reports on Form 10-Q and current reports on Form 8-K, as well as
the Solicitation/Recommendation Statement filed by Alpine and the
Tender Offer Materials filed by Vertex and Adams Merger Sub, Inc.,
a direct wholly owned subsidiary of Vertex, all of which are
available for free on the SEC’s website at www.sec.gov. You should
not place undue reliance on these statements. All forward-looking
statements are based on information currently available to Vertex
and Alpine, and Vertex and Alpine disclaim any obligation to update
the information contained in this communication as new information
becomes available, except as required by law.
Additional Information and Where to
Find It
In connection with the proposed acquisition of Alpine, Vertex
caused its acquisition subsidiary to commence a tender offer for
all the issued and outstanding shares of common stock of Alpine.
This communication is for informational purposes only and is
neither an offer to purchase nor a solicitation of an offer to sell
shares of Alpine, nor is it a substitute for any tender offer
materials that Vertex or Alpine filed with the SEC. Vertex has
filed with the SEC a Tender Offer Statement on Schedule TO which
includes an Offer to Purchase, a related Letter of Transmittal and
certain other tender offer documents (together, the “Tender Offer
Materials”), and Alpine has filed with the SEC a
Solicitation/Recommendation Statement on Schedule 14D-9 (the
“Solicitation/Recommendation Statement”) with respect to the tender
offer. ALPINE’S SECURITY HOLDERS ARE URGED TO READ THE TENDER OFFER
MATERIALS AND THE SOLICITATION/RECOMMENDATION STATEMENT BECAUSE
THEY CONTAIN IMPORTANT INFORMATION WHICH SHOULD BE READ CAREFULLY
BEFORE ANY DECISION IS MADE WITH RESPECT TO THE TENDER OFFER. The
Tender Offer Materials and the Solicitation/Recommendation
Statement are available for free at the SEC’s website at
www.sec.gov. Additional copies may be obtained free of charge under
the “Investors” section of Vertex’s website at
https://investors.vrtx.com/financial-information/sec-filings or by
contacting Vertex by phone at (617) 341-6108 or by email at
InvestorInfo@vrtx.com, or by directing requests for such materials
to the information agent for the offer, which will be named in the
Tender Offer Materials. In addition to the Tender Offer Materials
and the Solicitation/Recommendation Statement, Alpine and Vertex
file periodic reports and other information with the SEC. Vertex’s
and Alpine’s filings with the SEC are also available for free to
the public from commercial document-retrieval services and at the
website maintained by the SEC at www.sec.gov and their respective
investor relations websites at the addresses above.
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Investor and Media Contact: Alpine Immune Sciences, Inc.
ir@alpineimmunesciences.com media@alpineimmunesciences.com
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