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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, 2016
GALENA BIOPHARMA, INC.(Exact name of registrant as specified in its charter)
Delaware 001-33958 20-8099512
(State or other jurisdiction ofincorporation or organization)
(Commission File Number)
(I.R.S. Employer Identification No.)
2000 Crow Canyon Place, Suite 380,
San Ramon, CA 94583
(Address of Principal ExecutiveOffices) (Zip Code)
Registrant’s telephone number, including area code: (855) 855-4253
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 thefollowing provisions (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.02 Results of Operations and Financial Condition.
On November 9, 2016, Galena Biopharma, Inc. (“we,” “us,” “our” and the “company”) issued a press release announcing our financial results for the three and ninemonths ended September 30, 2016 and providing an update on recent business developments. A copy of the press release is attached to this Report as Exhibit99.1 and is incorporated herein by reference. The slides from the presentation will be referenced below are incorporated by reference.
The information furnished under this Item 2.02, including the accompanying Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of theSecurities Exchange Act of 1934, as amended, (the “Exchange Act”), or otherwise subject to the liabilities of such section, nor shall such information be deemed tobe incorporated by reference in any filing by the company under the Securities Act of 1933, as amended, or the Exchange Act, regardless of the generalincorporation language of such filing, except as specifically stated in such filing.
Item 7.01 Regulation FD Disclosure.
On November 9, 2016, the Company will host a conference call with investors to discuss the Company's financial and operating results for the three and ninemonths ended September 30, 2016. The discussion including slides will be made available to the public via conference call and webcast that will include slides. Theslides from the presentation are being furnished as Exhibit 99.2 to this Current Report on Form 8-K. The information in this Item 7.01 and Exhibits 99.2 to this Form8-K shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor shall it be deemedincorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
99.1 Press Release of Galena Biopharma, Inc. dated November 9, 2016.99.2 The corporate update presentation slides dated November 9, 2016.
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 undersignedhereunto duly authorized.
GALENA BIOPHARMA, INC.
Date: November 9, 2016 By: /s/ Mark W. Schwartz
Mark W. Schwartz Ph.D.President and Chief Executive Officer
Galena Biopharma Reports Third Quarter 2016 Financial Results and Provides a CorporateUpdate
• GALE-401 expected to initiate a Phase 3 clinical trial in Q2, 2017• Top Line results presented from NeuVax™ (nelipepimut-S) PRESENT Clinical Trial• Webcast and conference call today at 2:00 p.m. P.T. / 5:00 p.m. E.T.
San Ramon, California, November 9, 2016 - Galena Biopharma, Inc. (NASDAQ: GALE), a biopharmaceutical company committed to the development andcommercialization of hematology and oncology therapeutics that address unmet medical needs, today reported its financial results and provided a corporate updatefor the quarter ended September 30, 2016.
“Over the past several weeks we have collaborated with regulatory experts and world leaders in the treatment of myeloproliferative neoplasms on key elements ofthe trial design for our pivotal, Phase 3 trial that we expect to initiate in the second quarter of 2017,” said Mark W. Schwartz, Ph.D., President and Chief ExecutiveOfficer. “Essential thrombocythemia is a chronic condition in patients presenting with elevated platelets and the limited available treatment options often includechallenging side effects. We believe that GALE-401, our controlled release version of anagrelide, could be both effective at lowering platelets and improve the sideeffect profile from the immediate release version currently available.”
As previously announced, Galena discontinued its NeuVax™ (nelipepimut-S) Phase 3 PRESENT ( P revention of R ecurrence in E arly- S tage, Node-PositiveBreast Cancer with Low to Intermediate HER2 E xpression with NeuVax T reatment) clinical trial due to futility in accordance with the recommendation from theIndependent Data Monitoring Committee (IDMC). On today’s call, management will present the top-line data from the trial and its assessment of the results.
Dr. Schwartz continued, “With a better understanding of the interim data in the PRESENT trial, we have the knowledge and experience to guide our immunotherapyprograms through clinical development, reinforcing my belief and confidence in our pipeline. As the cancer immunotherapy field focuses on combination treatments,we continue to advance our NeuVax plus trastuzumab clinical trials and evaluate additional indications where NeuVax may benefit patients in combination withother agents. Similarly, our GALE-301 and GALE-302 trials remain ongoing with two additional data presentations this year.”
Galena will host a webcast and conference call today at 2:00 p.m. P.T./5:00 p.m. E.T. to discuss its financial and business results. The live webcast will includeslides that can be accessed on the Company's website under the Investors section/Events and Presentations: http://investors.galenabiopharma.com/events.cfm .The conference call can be accessed by dialing (844) 825-4413 toll-free in the U.S., or (973) 638-3403 for participants outside the U.S. The Conference ID numberis: 7629100. The archived webcast replay will be available on the Company's website for one year.
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FINANCIAL REVIEW
Operations
Operating loss from Galena’s development programs and general and administrative expenses, classified as continuing operations, during the three months endedSeptember 30, 2016 was $6.5 million, including $0.5 million in non-cash stock-based compensation, compared to an operating loss from continuing operations of$8.6 million, including $0.6 million in non-cash stock-based compensation for the same period in 2015. Operating loss for the first nine months of 2016 was $24.7million, including $1.8 million in non-cash stock-based compensation, compared to an operating loss from continuing operations of $26.6 million, including $1.3million in non-cash stock-based compensation for the same period in 2015.
Loss from continuing operations for Q3 2016 was $4.3 million, or $0.02 per basic and diluted share, including $2.1 million in non-operating income. Loss fromcontinuing operations for Q3 2015 was $6.4 million, or $0.04 per basic and diluted share, including $2.3 million non-operating income. Loss from continuingoperations for the first nine months of 2016 was $9.2 million, or $0.05 per basic and diluted share, including $15.6 million in non-operating income. Loss fromcontinuing operations for the first nine months of 2015 was $28.2 million, or $0.18 per basic and diluted share, including $1.5 million in non-operating expense.
The net non-operating income for the three months ended September 30, 2016 was largely due to a $3.7 million gain from the significant decrease in the estimatedfair value of warrants accounted for as liabilities driven by the decline in Galena's common stock price. The net non-operating income for the nine months endedSeptember 30, 2016 was largely due to $14.2 million and $5.2 million gains from the significant decreases in the estimated fair value of warrants accounting for asliabilities and the contingent purchase price liability related to NeuVax given the decision to close the PRESENT study, respectively. The gain realized from thedecrease in these two liabilities was partially offset by $1.4 million and $2.0 million of interest expense for the three and nine months ended September 30, 2016.The changes in the estimated fair value of warrants accounted for as liabilities and the contingent purchase price liability are reflected as non-cash gains and lossesin the consolidated financial statements. Management believes the most relevant measure of our performance is operating loss.
Loss from discontinued operations from Galena's former commercial business for Q3 2016 was $2.6 million, or $0.01 per basic and diluted share, compared to$11.7 million, or $0.07 per basic and diluted share, for the same period of 2015. Loss from discontinued operations for the first nine months of 2016 was $8.9million, or $0.05 per basic and diluted share, compared to $16.1 million, or $0.11 per basic and diluted share, for the same period of 2015. The three and ninemonths ended September 30, 2015 include a one-time non-cash impairment charge of $8.1 million from the former commercial business being classified as held forsale.
Net loss for Q3 2016 was $6.9 million, or $0.03 per basic and diluted share, compared to net loss of $18.0 million, or $0.11 per basic and diluted share, for thesame period of 2015. Net loss for the first nine months of 2016 was $18.0 million, or $0.10 per basic and diluted share, compared to $44.2 million, or $0.29 perbasic and diluted share, for the same period of 2015.
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Cash and Cash Equivalents
Galena had cash and cash equivalents of approximately $24.5 million as of September 30, 2016, compared with $29.7 million as of December 31, 2015. Thedecrease of approximately $5.2 million in cash and cash equivalents from December 31, 2015 to September 30, 2016 was attributable primarily to $36.9 millionused in operating activities, $1.1 million in selling expenses related to the sale of the Company’s commercial products, and $4.8 million in payments on long-termdebt. The decrease was partially offset by $31.8 million in net proceeds from issuance of common stock and warrants to purchase common stock in offerings, and$5.1 million becoming immediately available to the Company from amending our long-term debt to reduce restricted cash. As of September 30, 2016, Galena had$18.9 million of restricted cash including $18.5 million restricted as a minimum cash covenant for our Debenture, the minimum cash covenant being the lesser of$18.5 million or the outstanding balance of the Debenture.
THIRD QUARTER AND RECENT ACTIVITIES
Clinical Development
Presented GALE-301/GALE-302 Phase 1b DataOn October 20, 2016, a podium presentation was delivered on Galena’s GALE-301 and GALE-302 clinical program at the American College of Surgeons ClinicalCongress 2016. The Phase 1b is a single-center, randomized, single-blinded, three-arm study in patients with breast or ovarian cancer diagnosis who were treatedwith standard of care and were without evidence of disease. This trial augments the Phase 1/2a trial with single-agent GALE-301 in ovarian and endometrialcancers. The presentation was entitled , “A Phase Ib Trial Comparing Different Doses/Schedules of a Folate Binding Protein (FBP)-derived Peptide Vaccine, E39,and its Attenuated Version, E39’, to Induce Long-term FBP-specific Immunity in Disease-free Cancer Patients.” In this trial, which enrolled mostly breast cancerpatients, who have lower FBP exposure than ovarian patients, the 500mcg dose appears to provide a more optimal immunological response. This differs from theresults in ovarian cancer patients, who have much higher FBP expression, with potential secondary immune tolerance, where 1000mcg was the optimal dose.However, E39’ (GALE-302) given after E39 (GALE-301) was able to induce long-term immunity in both dosing cohorts, underscoring the potential importance ofattenuated peptides in relatively antigen-naïve patients.
Presented NeuVax plus Trastuzumab Interim Safety DataOn October 10, 2016, Galena presented interim safety data from the NeuVax Phase 2b combination study with trastuzumab at the European Society for MedicalOncology (ESMO) 2016. The clinical trial is a randomized, multicenter, investigator-sponsored, 300 patient Phase 2b study enrolling HER2 1+ and 2+ nodepositive, and high-risk node negative patients. The poster, entitled, “Interim safety analysis of a phase II trial combining trastuzumab and NeuVax, a HER2-targetedpeptide vaccine, to prevent breast cancer recurrence in HER2 low expression,” demonstrated that this novel combination of trastuzumab and NeuVax in HER2 low-expressing (LE) patients is well-tolerated and the cardiac effects of trastuzumab are not impacted by the addition of NeuVax.
Presented GALE-301 FBP Expression DataOn September 27, 2016, data was presented on the association between clinical outcomes and folate binding protein (FBP) expression from our GALE-301 Phase1/2a clinical trial at the CRI-CIMT-EATI-AACR International Cancer Immunotherapy Conference. The poster, entitled, “Improved disease-free survival inendometrial and ovarian cancer patients with low folate binding protein expression after treatment with the E39 peptide vaccine in a phase I/IIa trial,” reportedclinical outcomes based on FBP expression level. The data revealed a disease free survival (DFS) benefit in patients with low FBP expression (FBPlo), but not inpatients with high FBP expression (FBPhi).
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Presented Preclinical NeuVax data in Ovarian and Pancreatic CancerOn September 13, 2016, preclinical NeuVax data was presented at the Progress in Vaccination Against Cancer (PIVAC) Conference. NeuVax contains theimmunodominant peptide derived from the extracellular region of the HER2 protein, which is expressed in ovarian and pancreatic cancers as well as in breastcancer. The poster, entitled, “Preclinical study on the efficacy of NeuVax peptide vaccine against human Her2+/ HLA-A2.1+ ovarian and pancreatic cancer,”demonstrated the results of HLA-A2 transgenic mice that were immunized with NeuVax (E75) mixed with recombinant mouse GM-CSF (NeuVax mice).Administration of the NeuVax vaccination resulted in a specific, delayed-type hypersensitivity (DTH) reaction and in the induction of E75 specific CD8+ T cells thatexpress PD-1 (programmed T-cell death protein). Both ovarian and pancreatic tumor growth rate was significantly reduced in NSG mice that received the CD8+ Tcells from NeuVax-immunized mice compared to those receiving CD8+ T cells from control mice. Additionally, the expression of PD-1 on activated CD8+ T cellssuggests an opportunity to investigate the efficacy of NeuVax in combination with PD-1 inhibitors.
Expanded GALE-401 Intellectual Property Protection with Patent Issuance in JapanOn September 12, 2016, GALE-401 was issued a second Japanese Patent (JP Patent #5985719) containing composition and method of use claims for GALE-401,anagrelide controlled release. The patent covers the treatment of patients suffering from myeloproliferative diseases, including myeloproliferative neoplasms(MPNs) such as essential thrombocythemia (ET) and polycythemia vera. The patent provides GALE-401 exclusivity until 2029, not including any patent termextensions.
Corporate
Appointed a new Chief Financial OfficerOn November 3, 2016, Stephen F. Ghiglieri was appointed as the Company’s Executive Vice President and Chief Financial Officer. Mr. Ghiglieri has more than 30years in senior level finance and operations roles at both biotechnology and technology companies. Prior to Galena Biopharma, Mr. Ghiglieri served as CFO ofMedData Inc., a private equity backed healthcare services company that was sold to Mednax, a publicly traded national medical group. Previously, he spent nearly10 years at NeurogesX, ending his tenure as the Company’s Executive Vice President, Chief Operating Officer, and CFO. Prior to that he served as the CFO ofHansen Medical, Inc., a medical device company. He also held senior level finance positions at two other healthcare companies: Oacis Healthcare Systems, Inc.,and Oclassen Pharmaceuticals, Inc. Additionally, he was also the CFO and Corporate Secretary for two technology software companies: Avolent, Inc., andAndromedia, Inc. Mr. Ghiglieri began his career as an audit manager of PricewaterhouseCoopers, LLP. He received a Bachelor of Science in BusinessAdministration from California State University, Hayward where he graduated Magna Cum Laude. Mr. Ghiglieri is also a Certified Public Accountant (inactive).
Announced a Reverse Stock SplitOn October 31, 2016, the Company announced a Reverse Stock Split of its shares of common stock at a ratio of 1-for-20 following the approval by the Company’sBoard of Directors. The reverse stock split was authorized by the Company’s stockholders at the Special Meeting of Stockholders held on October 21, 2016. Thereverse stock split will become effective on November 11, 2016 and the Company’s common stock will commence trading on a split-adjusted basis when themarket opens on Monday, November 14, 2016. The Company's common stock will continue to trade on the NASDAQ Capital Market under the symbol "GALE" butwill trade under the new CUSIP number 363256504.
Closed a Registered Direct Equity OfferingOn July 13, 2016, Galena closed a registered direct equity offering of common stock and warrants. The net proceeds to the Company were approximately $11.7million.
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GALENA BIOPHARMA, INC.CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)(Amounts in thousands, except share and per share data)
Three Months Ended
September 30, Nine Months Ended
September 30,
2016 2015 2016 2015Operating expenses:
Research and development $ 3,624 $ 5,740 $ 15,242 $ 18,762General and administrative 2,848 2,895 9,490 7,869
Total operating expenses 6,472 8,635 24,732 26,631Operating loss (6,472) (8,635) (24,732) (26,631)Non-operating income (expense):
Litigation settlements — — (1,800) —Change in fair value of warrants potentially settleable in cash 3,652 2,134 14,172 (981)Interest expense, net (1,377) (158) (1,988) (607)Change in fair value of the contingent purchase price liability (145) 307 5,182 69
Total non-operating income (expense), net 2,130 2,283 15,566 (1,519)Loss from continuing operations $ (4,342) $ (6,352) $ (9,166) $ (28,150)Discontinued operations
Loss from discontinued operations(2,587) (11,674) (8,867) (16,074)
Net loss $ (6,929) $ (18,026) $ (18,033) $ (44,224)Net loss per common share:
Basic and diluted net loss per share, continuing operations $ (0.02) $ (0.04) $ (0.05) $ (0.18)Basic and diluted net loss per share, discontinued operations $ (0.01) $ (0.07) $ (0.05) $ (0.11)
Basic and diluted net loss per share $ (0.03) $ (0.11) $ (0.10) $ (0.29)Weighted-average common shares outstanding: basic and diluted 209,303,286 161,857,522 190,306,319 153,000,857
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GALENA BIOPHARMA, INC.CONDENSED CONSOLIDATED BALANCE SHEETS
(unaudited)(Amounts in thousands)
September 30, 2016 December 31, 2015ASSETS
Current assets: Cash and cash equivalents $ 24,514 $ 29,730Restricted cash 18,901 401Litigation settlement insurance recovery — 21,700Prepaid expenses and other current assets 1,043 1,398Current assets of discontinued operations — 392
Total current assets 44,458 53,621Equipment and furnishings, net 226 335In-process research and development 12,864 12,864GALE-401 rights 9,255 9,255Goodwill 5,898 5,898Deposits 145 171
Total assets $ 72,846 $ 82,144LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities: Accounts payable $ 894 $ 1,597Accrued expense and other current liabilities 3,819 5,292Litigation settlement payable — 25,000Fair value of warrants potentially settleable in cash 9,908 14,518Current portion of long-term debt 23,722 4,739Current liabilities of discontinued operations 4,195 5,925
Total current liabilities 42,538 57,071Deferred tax liability, non-current 5,418 5,418Contingent purchase price consideration, net of current portion 960 6,142
Total liabilities 48,916 68,631Stockholders’ equity 23,930 13,513
Total liabilities and stockholders’ equity $ 72,846 $ 82,144
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About Galena Biopharma
Galena Biopharma, Inc. is a biopharmaceutical company committed to the development and commercialization of hematology and oncology therapeutics thataddress unmet medical needs. Galena’s pipeline consists of multiple mid-to-late-stage clinical assets led by our hematology asset, GALE-401, and our novelcancer immunotherapy programs including NeuVax™ (nelipepimut-S) and GALE-301/GALE-302. For more information, visit www.galenabiopharma.com .
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but arenot limited to, statements about development of our products, our future financial condition and results of operations and potential for profitability, the sufficiency ofour cash resources, our ability to obtain additional equity or debt financing, possible partnering or other strategic opportunities for the development of our products,as well as other statements related to the progress and timing of our product commercialization and development activities, present or future licensing, collaborativeor financing arrangements or that otherwise relate to future periods. These forward-looking statements are subject to a number of risks, uncertainties andassumptions, including those identified under “Risk Factors” in Galena’s Annual Report on Form 10-K for the year ended December 31, 2015 and most recentQuarterly Reports on Form 10-Q filed with the SEC. Actual results may differ materially from those contemplated by these forward-looking statements. Galena doesnot undertake to update any of these forward-looking statements to reflect a change in its views or events or circumstances that occur after the date of this pressrelease.
NeuVax is a trademark of Galena Biopharma, Inc.
Contact:
Remy BernardaSVP, Investor Relations & Corporate Communications(925) [email protected]
Source: Galena Biopharma, Inc.
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Q3, 2016 Financial Results & Corporate Update
FORWARD LOOKING STATEMENT This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, statements about the divestiture of the commercial operations including the two commercial products, the issuance and exclusivity of patents, and the progress of development of Galena’s product candidates, including patient enrollment in our clinical trials, interim analysis, time to complete the trials, and expected time periods for results. These forward-looking statements are subject to a number of risks, uncertainties and assumptions, including those identified under “Risk Factors” in Galena’s Annual Report on Form 10-K for the year ended December 31, 2015 and most recent Quarterly Reports on Form 10-Q filed with the SEC. Actual results may differ materially from those contemplated by these forward-looking statements. Galena does not undertake to update any of these forward-looking statements to reflect a change in its views or events or circumstances that occur after the date of this press release. 2
EARNINGS CALL PARTICIPANTS Presenters Mark W. Schwartz, Ph.D. President & Chief Executive Officer Bijan Nejadnik, M.D. Executive Vice President, Chief Medical Officer John T. Burns, CPA Vice President, Finance and Corporate Controller Stephen Ghiglieri Executive Vice President, Chief Financial Officer Other Participants Remy Bernarda, IRC SVP, Investor Relations & Corporate Communications Thomas J. Knapp, Esq Interim General Counsel 3
OPENING REMARKS Mark W. Schwartz, Ph.D. President and Chief Executive Officer 4
Pseudo-Progression with Immunotherapy Definition: Appearance of progression on radiographic imaging due to increased tumor size (swelling) from tumor infiltrating lymphocytes (TIL’s) and other immune cells • A growing or new tumor detected via imaging isn't always progressing cancer Discovery of pseudoprogression in the context of cancer immunotherapy in the last few years has changed the criteria for use of imaging as a method for diagnosing tumor progression • Image of a new tumor may simply represent an immune system response to undetectable micrometastasis that would not otherwise be seen on the scan irRECIST (Immune-related Response Evaluation Criteria In Solid Tumors) adapted rules that provide better assessment of the effect of immunotherapeutic agents Reference: https://www.lungevity.org/about-lung-cancer/experts-blog/immunotherapy-and-concept-of-pseudo-progression 5
CLINICAL DEVELOPMENT Bijan Nejadnik, M.D. Executive Vice President, Chief Medical Officer 6
PHASE 3 PRESENT TOP-LINE INTERIM RESULTS
PRESENT Top-Line Interim DFS Results NeuVax Arm Control Arm Data based on interim data cut. p-value = 0.07 Median time on trial 19.7 months
Imaging in the PRESENT Trial NeuVax Arm Control Arm 1st Imaging ~Month 12 2nd Imaging ~Month 24 3rd Imaging ~Month 36 Pre-treatment Imaging DFS Adjudicated Events Diagnosed by Clinical Presentation Proactive Imaging 66% of DFS events found via Proactive Imaging 24 47 Data based on interim data cut.
Composition of 71 DFS events at Interim Analysis 10 DFS Event NeuVax Arm (n = 376) Control Arm (n = 382) Recurrence of Primary Cancer 36 (9.6%) 23 (6.0%) Occurrence of another Cancer 5 (1.3%) 4 (1.0%) Death from any cause 2 (0.5%) 1 (0.3%) 0 3 6 9 12 15 18 21 24 27 30 33 36 Active Placebo T im e t o D F S ( m on th s ) (n= 7 1 ) Percentage of DFS events found by proactive imaging around 12 months: NeuVax = 60% Control = 32% Data based on interim data cut.
Pseudo-Progression in Cancer Immunotherapy & The PRESENT Trial In adjuvant setting, immunological therapies require extended clinical monitoring over time to evaluate their effectiveness in preventing recurrences of clinical significance This inflammation can be potentially beneficial, but paradoxically show as worsening of a tumor or be assessed inaccurately as a recurrence in the case of micrometasteses Inflammation changes the consistency (more opaque to XRay) and the volume (swelling), which makes a micrometastasis visible that otherwise would not have been detected, or a tumor appears to be enlarged on a CT Scan In the period of immunostimulation, immune inflammatory cells (NeuVax T-Cells) enter the tumor or micrometastases and create inflammation which includes edema, and attracts inflammatory cells 11
Summary Low rate of recurrence seen in the control arm may have resulted from an overall improvement in the standard of care Existing lesions were discovered by proactive imaging • May not have had any clinical significance at the time of identification • Lesions changed by inflammation and may never have progressed to clinical tumors The inflammation caused by NeuVax induced cytotoxic T-cells (TILs) within the micrometastases made the lesions visible on scans in the NeuVax group and not the control group Pseudo-Recurrence 12
IMMUNOTHERAPY PROGRAMS 13 NeuVax™ (nelipepimut-S) GALE-301/GALE-302
DEVELOPMENT PIPELINE PRODUCT THERAPETIC AREA PHASE 1 PHASE 2 PHASE 3 BLA / NDA Hematology GALE-401 (Anagrelide CR) Essential Thrombocythemia Immunotherapy: Breast Cancer NeuVax™ + Herceptin® Node-positive or node negative/triple negative, HER2 IHC 1+/2+ NeuVax™ + Herceptin® High risk, node-positive or negative, HER2 IHC 3+ NeuVax™ Ductal Carcinoma in Situ (DCIS) Immunotherapy: Gastric Cancer NeuVax™ Gastric, HER2 IHC 1+/2+/3+ Immunotherapy: Gynecological Cancer GALE-301 Ovarian & Endometrial GALE-301 + GALE-302 Ovarian & Breast *NeuVax is an investigational product. Efficacy has not been established. Herceptin is a registered trademark of Genentech. Ongoing Planned VADIS 14 2b
GALE-401 Anagrelide Controlled Release (CR) 15
Essential Thrombocythemia (ET) Diagnosis • Chronic hematologic malignancy with no known cause • Symptoms • Diagnostic tools • Blood test • Bone marrow biopsy • Gene mutation test Common Symptoms • Headache • Vision disturbances or migraines • Dizziness or lightheadedness • Coldness or blueness of fingers or toes • Burning, redness, and pain in the hands and feet Thrombotic Complications • Stroke • Transient ischemic attack (TIA) • Heart attack • DVT or pulmonary embolus • Blood clotting in unusual locations Risk Factors •Women 1.5x more likely • Patients >60 years old, with 20% <40 years • Mutations • JAK2 - 50% • CALR ~25% 16 Source: MPN Research Foundation
Current ET Treatment Options Hydroxyurea • Generally first line therapy • Cytotoxic Myelosuppressive drug (reduces other blood cells as well) • Increased risk of developing acute leukemia after long term • Avoided in younger patients • ~25% of patients intolerant/refractory Anagrelide IR • Poor tolerability and compliance thought to be related to blood concentrations • Non cytotoxic drug • Not associated with increased risk of leukemia • Significant side effects Aspirin • Given to reduce the risk of blood clotting • May help relieve the burning sensation in patient’s hands and feet (erythromelagia) Other Therapies • Interferon • Busulfan • Retry hydroxyurea • Observation 17 Sources: Leukemia and Lymphoma Society: Essential Thrombocythemia Facts Cervantes, F. Hematology 2011; 215-221
GALE-401 Development Summary Potential Clinical Benefits from Phase 2 trial • Potentially faster onset of action • Consistent efficacy • Indication of improved tolerability vs anagrelide IR • Twice a day dosing with a PK profile supportive of once-a-day dosing Strong Development Rational • Novel proprietary formulation of FDA approved product with known mechanism of action • 505(b)(2) regulatory pathway for approval (to be confirmed with the FDA) • Intellectual property allowing market exclusivity through 2029 18
GALE-401 ET Development Opportunity Diagnosed patient population for ET • US Prevalence: 135,000 - 175,000 Limited competition with very few agents in development Multiple life cycle management opportunities Next steps • End of Phase 2 meeting with the FDA • Finalize the Phase 3 clinical trial design • Initiate pivotal trial in Q2, 2017 19 Sources: Harrison et al N Engl J Med 2005;353:33-45; Mehta et al, (2014) Epidemiology of myeloproliferative neoplasms in the United States, Leukemia & Lymphoma, 55:3, 595-600, DOI: 10.3109/10428194.2013.813500
FINANCE John Burns Vice President, Finance and Corporate Controller 20
STATEMENTS OF OPERATIONS 21
Q3 2016 CASH BURN Beginning Cash Position (as of June 30, 2016) $19.6 million Net proceeds from equity financing $11.7 million Reduction in restricted cash $5.5 million Cash burn from continuing operations ($7.7 million) Cash burn from discontinued operations ($2.1 million) Cash burn on litigation settlements ($2.5 million) Ending Cash Position (as of September 30, 2016) $24.5 million 22
FINANCIAL OVERVIEW Cash Position (as of 30 Sept 16) $24.5 million Restricted Cash (as of 30 Sept 16 - $18.5 relating to Debenture) $18.9 million Projected Q4 Cash Burn from Operations $7 - $9 million Shares Outstanding (as of 31 Oct 16) 217 million 23
FINANCE Stephen Ghiglieri Executive Vice President, Chief Financial Officer 24
MILESTONES & CLOSING REMARKS Mark W. Schwartz, Ph.D. President and Chief Executive Officer 25
2H, 2016 MILESTONES 26 PROGRAM MILESTONE PROJECTED DATE GALE-401 (anagrelide CR) Present combined safety data ✓ Confirmation of 505(b)2 pathway 2H NeuVax™ (nelipepimut-S) Fast Track Designation ✓ Combo H&N 1+/2+ Interim safety data ✓ Initiate DCIS trial Q4 GALE-301 GALE-302 Present 301/302 booster data ✓ Present GALE-301 Phase 2a primary analysis ✓ Orphan Drug Designation ✓ Present GALE-301 Biomarker & Dosing Data Q4