$AGEN

AGENUS INC

CIK:0001098972|SEC Filings

Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2026	Jun. 30, 2025	Jun. 30, 2026	Jun. 30, 2025
Revenue:
Total revenues	$ 34,518	$ 25,691	$ 68,254	$ 49,757
Operating expenses:
Cost of revenue	0	(243)	0	(380)
Research and development	(14,759)	(26,710)	(26,581)	(48,231)
General and administrative	(8,466)	(15,518)	(15,326)	(31,237)
Fair value adjustments	0	69		69
Total operating expenses	(23,225)	(42,402)	(41,907)	(79,779)
Operating income (loss)	11,293	(16,711)	26,347	(30,022)
Other income (expense):
Non-operating income (expense)	856	(12)	648	(276)
MiNK Therapeutics, Inc. equity method investment fair value adjustment	2,526	0	1,176	0
Gain on Zydus asset sale	0	0	40,379	0
Interest expense, net	(15,242)	(13,289)	(29,911)	(26,084)
Net income (loss)	(567)	(30,012)	38,639	(56,382)
Dividends on Series A-1 convertible preferred stock	(54)	(54)	(109)	(108)
Less: net loss attributable to non-controlling interest	(17)	(2,057)	(37)	(3,161)
Net income (loss) attributable to Agenus Inc. common stockholders	$ (604)	$ (28,009)	$ 38,567	$ (53,329)
Per common share data:
Basic	$ (0.01)	$ (1)	$ 0.97	$ (2.03)
Diluted	$ (0.01)	$ (1)	$ 0.96	$ (2.03)
Weighted average number of Agenus Inc. common shares outstanding:
Basic	41,338	28,117	39,649	26,303
Diluted	41,338	28,117	40,123	26,303
Other comprehensive income (loss):
Foreign currency translation loss	$ (13)	$ (36)	$ (11)	$ (106)
Other comprehensive loss	(13)	(36)	(11)	(106)
Comprehensive income (loss)	(617)	(28,045)	38,556	(53,435)
Research and Development Revenue [Member]
Revenue:
Total revenues	0	334	0	334
Pre-Commercial Product Revenue [Member]
Revenue:
Total revenues	6,372	0	10,963	0
Service Revenue [Member]
Revenue:
Total revenues	0	526	0	1,036
Non-Cash Royalty Revenue Related to the Sale of Future Royalties [Member]
Revenue:
Total revenues	$ 28,146	$ 24,831	$ 57,291	$ 48,387

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2026	Jun. 30, 2025
Cash flows from operating activities:
Net income (loss)	$ 38,639	$ (56,382)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation and amortization	1,100	6,371
Share-based compensation	4,706	7,067
Non-cash royalty revenue	(57,291)	(48,387)
Non-cash interest expense	29,348	25,681
Loss (gain) on sale or disposal of assets, net	(79)	929
Unrealized (gain) loss on long-term investments	(1,827)	46
Gain on Zydus asset sale	(40,379)	0
Other, net	1,702	209
Changes in operating assets and liabilities:
Accounts receivable	(12,894)	(232)
Prepaid expenses	(2,068)	980
Accounts payable	(23,981)	12,706
Deferred revenue	0	1
Accrued liabilities and other current liabilities	(2,878)	4,230
Other operating assets and liabilities	(1,247)	941
Net cash used in operating activities	(67,149)	(45,840)
Cash flows from investing activities:
Purchases of plant and equipment	0	(6)
Proceeds from sale of plant and equipment	268	282
Proceeds from Zydus asset sale, net	63,917	0
Proceeds from repayment of MiNK related party note	5,000	0
Proceeds from sale of long-term investment	34	62
Net cash provided by investing activities	69,219	338
Cash flows from financing activities:
Net proceeds from sale of equity	15,091	18,560
Net proceeds from equity sold under Zynext SPA, net	6,423	0
Proceeds from employee stock purchases and option exercises	699	44
Proceeds from the issuance of long-term debt, net	0	2,500
Purchase of treasury shares to satisfy tax withholdings	(54)	(87)
Payment of long-term debt	(8,413)	(2,500)
Payment of finance lease obligation	(55)	(3,981)
Net cash provided by financing activities	13,691	14,536
Effect of exchange rate changes on cash	(21)	63
Net increase (decrease) in cash, cash equivalents and restricted cash	15,740	(30,903)
Cash, cash equivalents and restricted cash, beginning of period	4,710	44,071
Cash, cash equivalents and restricted cash, end of period	20,450	13,168
Supplemental cash flow information:
Cash paid for interest	700	645
Supplemental disclosures - non-cash activities:
Insurance financing agreement	522	552
Lease right-of-use assets obtained in exchange for new operating lease liabilities	0	107
Issuance of stock options for payment of certain employee bonuses	$ 3,820	$ 0

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Jun. 30, 2026	Dec. 31, 2025
ASSETS
Cash and cash equivalents	$ 18,738	$ 2,998
Zydus agreements escrow receivable (Note R)	7,616	0
Zydus agreements contract assets (Note R)	32,860	0
Accounts receivable	14,725	1,831
Prepaid expenses	2,853	785
Assets held for sale	0	121,554
Other current assets	2,018	1,089
Total current assets	78,810	133,436
Property, plant and equipment, net of accumulated amortization and depreciation of $47,977 and $47,468 at June 30, 2026 and December 31, 2025, respectively	14,322	15,470
Operating lease right-of-use assets	7,205	7,744
Goodwill	24,092	24,092
Acquired intangible assets, net of accumulated amortization of $17,482 and $17,325 at June 30, 2026 and December 31, 2025, respectively	2,880	3,037
Equity method investment in MiNK Therapeutics, Inc.	25,452	24,277
Other long-term assets	3,856	3,307
Total assets	172,692	226,798
LIABILITIES AND STOCKHOLDERS' DEFICIT
Short-term debt	30,068	44,655
Current portion, liability related to sale of future royalties and milestones (Note H)	113,671	109,323
Current portion, operating lease liabilities	1,102	1,034
Accounts payable	58,984	82,987
Accrued liabilities	27,515	34,223
Liabilities held for sale	0	50,738
Other current liabilities	480	529
Total current liabilities	231,820	323,489
Liability related to sale of future royalties and milestones, net of current portion (Note H)	135,794	169,660
Deferred revenue	1,143	1,143
Operating lease liabilities, net of current portion	9,538	10,108
Other long-term liabilities	247	259
Commitments and contingencies
STOCKHOLDERS" DEFICIT
Common stock, par value $0.01 per share; 800,000,000 shares authorized; 42,615,618 and 35,320,397 shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively	427	353
Additional paid-in capital	1,945,037	1,911,740
Accumulated other comprehensive loss	(450)	(439)
Accumulated deficit	(2,144,089)	(2,182,765)
Total stockholders' deficit attributable to Agenus Inc.	(199,075)	(271,111)
Non-controlling interest	(6,775)	(6,750)
Total stockholders' deficit	(205,850)	(277,861)
Total liabilities and stockholders' deficit	172,692	226,798
Related Parties [Member]
ASSETS
Related party note receivable from MiNK Therapeutics, Inc.	0	5,179
Due from related parties (MiNK Therapeutics, Inc.)	16,075	15,435
Series A-1 convertible preferred stock [Member]
STOCKHOLDERS" DEFICIT
Series A-1 convertible preferred stock; 31,620 shares designated, issued, and outstanding at June 30, 2026 and December 31, 2025; liquidation value of $34,371 at June 30, 2026	$ 0	$ 0