clnn20230829_8k.htm
false 0001822791 0001822791 2023-11-07 2023-11-07 0001822791 clnn:CommonStock00001ParValueCustomMember 2023-11-07 2023-11-07 0001822791 clnn:WarrantsToAcquireOnehalfOfOneShareOfCommonStockFor1150PerShareCustomMember 2023-11-07 2023-11-07


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 7, 2023

CLENE INC.
(Exact name of registrant as specified in its charter)

 
Delaware
001-39834
85-2828339
(State or Other Jurisdiction
(Commission File Number)
(IRS Employer
of Incorporation)
 
Identification No.)
     
6550 South Millrock Drive, Suite G50
Salt Lake City, Utah
 
84121
(Address of Principal Executive Offices)
 
(Zip Code)
(801) 676-9695
(Registrant’s telephone number, including area code)
N/A
(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(s)
 
Name of each exchange on which registered
Common Stock, $0.0001 par value
 
CLNN
 
The Nasdaq Capital Market
Warrants, to acquire one-half of one share of Common Stock for $11.50 per share
  CLNNW  
The Nasdaq Capital 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 7, 2023, Clene Inc. (the “Company”) issued a press release announcing its third quarter 2023 financial results and operating highlights for its quarter ended September 30, 2023. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
 
The information furnished in this Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), as amended, or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any filing made by the Company under the Exchange Act or the Securities Act of 1933 (the “Securities Act”), as amended, regardless of any general incorporation language in any such filings, except as shall be expressly set forth by specific reference in such a filing.
 
Item 7.01 Regulation FD Disclosure.
 
In connection with the November 7, 2023 press release announcing the Company’s third quarter 2023 financial results and operating highlights for its quarter ended September 30, 2023, the Company released an updated corporate presentation (the “Corporate Presentation”) on its website, invest.clene.com. A copy of the Corporate Presentation is furnished as Exhibit 99.2 to this Current Report and is incorporated herein by reference. The Company plans to use its website to disseminate future updates to the Corporate Presentation and may not file or furnish a Current Report on Form 8-K alerting investors if the Corporate Presentation is updated.
 
The information furnished in this Item 7.01, including Exhibit 99.2, shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, as amended, or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any filing made by the Company under the Exchange Act or the Securities Act, regardless of any general incorporation language in any such filings, except as shall be expressly set forth by specific reference in such a filing.
 
Item 9.01 Financial Statements and Exhibits.
 
(d) Exhibits
 
Exhibit
Number
 
Exhibit Description
99.1
 
99.2   Corporate Presentation.
104
 
Cover Page Interactive Data File (formatted as Inline XBRL).
 
1

 
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.
 
     
 
CLENE INC.
   
Date: November 7, 2023
By:
/s/ Robert Etherington
   
Robert Etherington
   
President and Chief Executive Officer
 
2
ex_565834.htm

Exhibit 99.1

 

CLENE REPORTS THIRD QUARTER 2023 FINANCIAL RESULTS AND OPERATING HIGHLIGHTS

 

 

Reported statistically significant improved survival benefit of 19.3 months and significantly delayed clinical worsening in patients treated with CNM-Au8® in the RESCUE ALS open-label extension trial
  Reported statistically significant long-term survival benefit of 70% decreased risk of death associated with CNM-Au8 treatment in the HEALEY ALS Platform Trial compared to PRO-ACT historical controls
  Awarded $45.1 million NINDS grant to support research and expanded access of CNM-Au8 in people living with ALS
  Announced peer-reviewed publication characterizing CNM-Au8 neuroprotective mechanism of action in the nanotechnology-focused journal, Small
  Cash and cash equivalents of $42.1 million as of September 30, 2023, which includes gross proceeds of $40 million from a public offering in June and that may provide additional capital of up to $130 million through future warrant exercises based on regulatory milestones

 

SALT LAKE CITY, November 7, 2023 -- Clene Inc. (Nasdaq: CLNN) (along with its subsidiaries, “Clene”) and its wholly owned subsidiary Clene Nanomedicine Inc., a late clinical-stage biopharmaceutical company focused on improving mitochondrial health and protecting neuronal function to treat neurodegenerative diseases, including amyotrophic lateral sclerosis (ALS), Parkinson’s disease and multiple sclerosis (MS), today announced its third quarter 2023 financial results and provided recent operating highlights for its ALS clinical program.

 

“We are pleased to be approaching a meaningful regulatory discussion with the U.S. Food and Drug Administration (FDA) later in the fourth quarter to elucidate key next steps in our ALS regulatory submission of CNM-Au8,” said Rob Etherington, President and CEO of Clene. “We are hopeful that the consistent survival, delayed time to clinical worsening and strong safety profile with CNM-Au8 treatment from two phase 2 independent trials is sufficiently compelling for FDA to consider an accelerated path forward. The unmet need remains high for treatments to improve and extend life for patients living with this highly debilitating and rapidly progressive condition.”

 

Third Quarter 2023 and Recent Operating Highlights

 

CNM-Au8, a gold nanocrystal suspension, for the treatment of ALS

 

 

In August, Clene reported 24-month data from the open-label extension of the Phase 2 RESCUE ALS study which showed a significant median survival benefit of 19.3 months, a 75% decreased risk of long-term all-cause mortality and a significant 52% decreased risk (p=0.049) of ALS clinical worsening events in patients originally randomized to CNM-Au8 treatment.

  In September, Clene announced long-term follow-up data for patients treated with CNM-Au8 for up to 133 weeks in the HEALEY ALS Platform Trial. These post hoc data demonstrate significantly improved survival with a 49% decreased risk of death compared to a group of historical controls, who were included in the largest U.S. clinical database of previous ALS trials (PRO-ACT).
  In October, Clene, in collaboration with Columbia University and Synapticure, was awarded a four-year grant totaling $45.1 million from the National Institute of Neurological Disorders and Stroke (NINDS), a division of the National Institutes of Health (NIH), to support an Expanded Access Protocol (EAP) for the Company’s investigational drug, CNM-Au8, in ALS.

 

Corporate Update

 

In September, the Company announced the publication of a scientific paper describing the catalytic mechanism of action (MOA) of its investigational drug, CNM-Au8 in the journal Small, a top nanotechnology-focused journal at the interface of materials science, chemistry, physics, engineering, medicine, and biology. The publication titled “A Mechanism Underpinning the Bioenergetic Metabolism-Regulating Function of Gold Nanocatalysts” characterizes the robust neuroprotective properties of CNM-Au8, which are related to the compound’s therapeutic catalytic activity. Because of the unique MOA of CNM-Au8 and the wide applicability of its neuroprotective activities, the drug is being studied across multiple neurodegenerative diseases including ALS, MS and Parkinson’s Disease.

 

The publication is available via Open Access at https://onlinelibrary.wiley.com/doi/10.1002/smll.202304082.

 

Third Quarter 2023 Financial Results

 

Clene’s cash, cash equivalents and marketable securities totaled $42.1 million as of September 30, 2023, compared to $23.3 million as of December 31, 2022. Clene expects that its resources as of September 30, 2023, will be sufficient to fund its operations into the third quarter 2024.

 

 

 

Research and development expenses were $6.0 million for the quarter ended September 30, 2023, compared to $6.4 million for the same period in 2022. The year-over-year decrease was primarily related to a decrease in expenses related to our lead drug candidate, CNM-Au8, due to a decrease in clinical trial expenses in our HEALEY ALS Platform Trial and our RESCUE-ALS, REPAIR-MS, REPAIR-PD, and VISIONARY-MS clinical trials due to the completion of the blinded period of each trial, partially offset by increased expenses related to our ongoing EAPs and increased facility costs related to our newly-leased facility in Elkton, Maryland.

 

General and administrative expenses were $3.7 million for the quarter ended September 30, 2023, compared to $3.6 million for the same period in 2022. General and administrative expenses have remained flat year over year although directors’ and officers’ insurance fees and legal fees have decreased year over year while finance and accounting expenses related to fees from auditors, consultants and other financial vendors have increased and personnel fees have increased.

 

Total other income was $7.1 million for the quarter ended September 30, 2023, compared to total other expense of $1.2 million for the same period in 2022. The year-over-year increase in other income was primarily attributable to the changes in the fair value of common stock warrant liabilities and contingent earn-out liabilities as well as an increase in interest income.

 

Clene reported a net loss of $2.4 million, or $0.02 per share, for the quarter ended September 30, 2023, compared to a net loss of $11.0 million, or $0.17 per share, for the same period in 2022.

 

About Clene

Clene Inc., (Nasdaq: CLNN) (along with its subsidiaries, “Clene”) and its wholly owned subsidiary Clene Nanomedicine Inc., is a late clinical-stage biopharmaceutical company focused on improving mitochondrial health and protecting neuronal function to treat neurodegenerative diseases, including amyotrophic lateral sclerosis, Parkinson’s disease and multiple sclerosis. CNM-Au8® is an investigational first-in-class therapy that improves central nervous system cells’ survival and function via a mechanism that targets mitochondrial function and the NAD pathway while reducing oxidative stress. CNM-Au8® is a federally registered trademark of Clene Nanomedicine, Inc. The company is based in Salt Lake City, Utah, with R&D and manufacturing operations in Maryland. For more information, please visit www.clene.com or follow us on X (formerly Twitter) and LinkedIn.

 

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended, which are intended to be covered by the “safe harbor” provisions created by those laws. Clene’s forward-looking statements include, but are not limited to, statements regarding our or our management team’s expectations, hopes, beliefs, intentions or strategies regarding our future operations. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words “anticipate,” “believe,” “contemplate,” “continue,” “estimate,” “expect,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “will,” “would,” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. These forward-looking statements represent our views as of the date of this press release and involve a number of judgments, risks and uncertainties. We anticipate that subsequent events and developments will cause our views to change. We undertake no obligation to update forward-looking statements to reflect events or circumstances after the date they were made, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws. Accordingly, forward-looking statements should not be relied upon as representing our views as of any subsequent date. As a result of a number of known and unknown risks and uncertainties, our actual results or performance may be materially different from those expressed or implied by these forward-looking statements. Some factors that could cause actual results to differ include our ability to demonstrate the efficacy and safety of our drug candidates; the clinical results for our drug candidates, which may not support further development or marketing approval; actions of regulatory agencies, which may affect the initiation, timing and progress of clinical trials and marketing approval; our ability to achieve commercial success for our drug candidates, if approved; our limited operating history and our ability to obtain additional funding for operations and to complete the development and commercialization of our drug candidates; and other risks and uncertainties set forth in “Risk Factors” in our most recent Annual Report on Form 10-K and any subsequent Quarterly Reports on Form 10-Q. In addition, statements that “we believe” and similar statements reflect our beliefs and opinions on the relevant subject. These statements are based upon information available to us as of the date of this press release, and while we believe such information forms a reasonable basis for such statements, such information may be limited or incomplete, and our statements should not be read to indicate that we have conducted an exhaustive inquiry into, or review of, all potentially available relevant information. These statements are inherently uncertain and you are cautioned not to rely unduly upon these statements. All information in this press release is as of the date of this press release. The information contained in any website referenced herein is not, and shall not be deemed to be, part of or incorporated into this press release.

 

Media Contact

Investor Contact

Ignacio Guerrero-Ros, Ph.D., or David Schull

Kevin Gardner

Russo Partners, LLC

LifeSci Advisors
Ignacio.guerrero-ros@russopartnersllc.com

kgardner@lifesciadvisors.com

David.schull@russopartnersllc.com

617-283-2856
(858) 717-2310  

 

 

CLENE INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS

(In thousands, except share and per share amounts)

(Unaudited)

 

   

Three Months Ended September 30,

   

Nine Months Ended September 30,

 
   

2023

   

2022

   

2023

   

2022

 

Revenue:

                               

Product revenue

  $ 65     $ 130     $ 355     $ 139  

Royalty revenue

    43       44       129       100  

Total revenue

    108       174       484       239  

Operating expenses:

                               

Cost of revenue

    12       19       83       19  

Research and development

    5,972       6,403       19,982       24,149  

General and administrative

    3,666       3,557       11,029       12,807  

Total operating expenses

    9,650       9,979       31,094       36,975  

Loss from operations

    (9,542 )     (9,805 )     (30,610 )     (36,736 )

Other income (expense), net:

                               

Interest income

    546       59       931       144  

Interest expense

    (1,188 )     (857 )     (3,358 )     (2,390 )

Gain on termination of lease

                      420  

Commitment share expense

                (402 )      

Issuance costs for common stock warrant liability

                (333 )      

Loss on initial issuance of equity

                (14,840 )      

Change in fair value of common stock warrant liabilities

    6,341       149       5,958       151  

Change in fair value of Clene Nanomedicine contingent earn-out liability

    1,004       (1,591 )     2,114       6,662  

Change in fair value of Initial Stockholders contingent earn-out liability

    129       (205 )     272       849  

Research and development tax credits and unrestricted grants

    247       1,346       902       2,001  

Other income (expense), net

    45       (72 )     35       35  

Total other income (expense), net

    7,124       (1,171 )     (8,721 )     7,872  

Net loss before income taxes

    (2,418 )     (10,976 )     (39,331 )     (28,864 )

Income tax benefit

                       

Net loss

    (2,418 )     (10,976 )     (39,331 )     (28,864 )
                                 

Other comprehensive loss:

                               

Unrealized gain (loss) on available-for-sale securities

    (4 )     33       16       (54 )

Foreign currency translation adjustments

    (81 )     (39 )     (130 )     (99 )

Total other comprehensive loss

    (85 )     (6 )     (114 )     (153 )

Comprehensive loss

  $ (2,503 )   $ (10,982 )   $ (39,445 )   $ (29,017 )
                                 

Net loss per share – basic and diluted

  $ (0.02 )   $ (0.17 )   $ (0.41 )   $ (0.46 )

Weighted average common shares used to compute basic and diluted net loss per share

    128,405,483       63,508,928       97,026,964       63,234,757  

 

 

CLENE INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per share amounts)

(Unaudited)

 

   

September 30,

   

December 31,

 
   

2023

   

2022

 

ASSETS

               

Current assets:

               

Cash and cash equivalents

  $ 42,113     $ 18,332  

Marketable securities

          4,983  

Accounts receivable

    64       189  

Inventory

    104       43  

Prepaid expenses and other current assets

    4,165       5,648  

Total current assets

    46,446       29,195  

Restricted cash

    58       58  

Operating lease right-of-use assets

    4,287       4,602  

Property and equipment, net

    9,642       10,638  

TOTAL ASSETS

  $ 60,433     $ 44,493  
                 

LIABILITIES AND STOCKHOLDERS’ EQUITY

               

Current liabilities:

               

Accounts payable

  $ 1,889     $ 3,014  

Accrued liabilities

    3,194       3,863  

Operating lease obligations, current portion

    553       488  

Finance lease obligations, current portion

    44       74  

Notes payable, current portion

    9,588       6,418  

Total current liabilities

    15,268       13,857  

Operating lease obligations, net of current portion

    5,080       5,557  

Finance lease obligations, net of current portion

          34  

Notes payable, net of current portion

    6,675       9,483  

Convertible notes payable

    9,975       9,770  

Common stock warrant liabilities

    1,860        

Clene Nanomedicine contingent earn-out liability

    150       2,264  

Initial Stockholders contingent earn-out liability

    19       291  

TOTAL LIABILITIES

    39,027       41,256  

Commitments and contingencies

               

Stockholders’ equity:

               

Common stock, $0.0001 par value: 300,000,000 and 150,000,000 shares authorized at September 30, 2023 and December 31, 2022, respectively; 128,411,981 and 74,759,591 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively

    13       7  

Additional paid-in capital

    253,854       196,246  

Accumulated deficit

    (232,550 )     (193,219 )

Accumulated other comprehensive income

    89       203  

TOTAL STOCKHOLDERS’ EQUITY

    21,406       3,237  

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

  $ 60,433     $ 44,493  

 

 
Image Exhibit

Exhibit 99.2

 

 

 

https://cdn.kscope.io/b7ebc70543c9010cd8f99280775b47c3-a01.jpg

 

 

 

 
https://cdn.kscope.io/b7ebc70543c9010cd8f99280775b47c3-a02.jpg

 

 

 
https://cdn.kscope.io/b7ebc70543c9010cd8f99280775b47c3-a03.jpg

 

 

 
https://cdn.kscope.io/b7ebc70543c9010cd8f99280775b47c3-a04.jpg

 

 

 
https://cdn.kscope.io/b7ebc70543c9010cd8f99280775b47c3-a05.jpg

 

 

 
https://cdn.kscope.io/b7ebc70543c9010cd8f99280775b47c3-a06.jpg

 

 

 
https://cdn.kscope.io/b7ebc70543c9010cd8f99280775b47c3-a07.jpg

 

 

 
https://cdn.kscope.io/b7ebc70543c9010cd8f99280775b47c3-a08.jpg

 

 

 
https://cdn.kscope.io/b7ebc70543c9010cd8f99280775b47c3-a09.jpg

 

 

 
https://cdn.kscope.io/b7ebc70543c9010cd8f99280775b47c3-a10.jpg

 

 

 
https://cdn.kscope.io/b7ebc70543c9010cd8f99280775b47c3-a11.jpg

 

 

 
https://cdn.kscope.io/b7ebc70543c9010cd8f99280775b47c3-a12.jpg

 

 

 
https://cdn.kscope.io/b7ebc70543c9010cd8f99280775b47c3-a13.jpg

 

 

 
https://cdn.kscope.io/b7ebc70543c9010cd8f99280775b47c3-a14.jpg

 

 

 
https://cdn.kscope.io/b7ebc70543c9010cd8f99280775b47c3-a15.jpg

 

 

 
https://cdn.kscope.io/b7ebc70543c9010cd8f99280775b47c3-a16.jpg

 

 

 
https://cdn.kscope.io/b7ebc70543c9010cd8f99280775b47c3-a17.jpg

 

 

 
https://cdn.kscope.io/b7ebc70543c9010cd8f99280775b47c3-a18.jpg

 

 

 
https://cdn.kscope.io/b7ebc70543c9010cd8f99280775b47c3-a19.jpg

 

 

 
https://cdn.kscope.io/b7ebc70543c9010cd8f99280775b47c3-a20.jpg

 

 

 
https://cdn.kscope.io/b7ebc70543c9010cd8f99280775b47c3-a21.jpg

 

 

 
https://cdn.kscope.io/b7ebc70543c9010cd8f99280775b47c3-a22.jpg

 

 

 
https://cdn.kscope.io/b7ebc70543c9010cd8f99280775b47c3-a23.jpg

 

 

 
https://cdn.kscope.io/b7ebc70543c9010cd8f99280775b47c3-a24.jpg

 

 

 
https://cdn.kscope.io/b7ebc70543c9010cd8f99280775b47c3-a25.jpg

 

 

 
https://cdn.kscope.io/b7ebc70543c9010cd8f99280775b47c3-a26.jpg

 

 

 
https://cdn.kscope.io/b7ebc70543c9010cd8f99280775b47c3-a27.jpg

 

 

 
https://cdn.kscope.io/b7ebc70543c9010cd8f99280775b47c3-a28.jpg

 

 

 
https://cdn.kscope.io/b7ebc70543c9010cd8f99280775b47c3-a29.jpg