0001513525 false 0001513525 2022-09-06 2022-09-06 0001513525 us-gaap:CommonStockMember 2022-09-06 2022-09-06 0001513525 ADIL:WarrantsMember 2022-09-06 2022-09-06 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

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): September 6, 2022

 

Adial Pharmaceuticals, Inc.

(Exact name of registrant as specified in charter)

 

Delaware

(State or other jurisdiction of incorporation)

 

001-38323   82-3074668
(Commission File Number)   (IRS Employer
Identification No.)

 

1180 Seminole Trail, Suite 495
Charlottesville, Virginia 22901

(Address of principal executive offices and zip code)

 

(434) 422-9800

(Registrant’s telephone number including area code)

 

(Former Name and Former Address)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of 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(b) 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 Symbols   Name of each exchange on which registered
Common Stock   ADIL   NASDAQ
Warrants   ADILW   NASDAQ

 

Indicate by check mark whether the registrant is an emerging growth company as defined in 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 checkmark 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 7.01. Regulation FD Disclosure.

 

On September 6, 2022, Adial Pharmaceuticals, Inc. (the “Company”) issued a press release announcing in-vivo non-clinical data with Purnovate’s PNV-6005 as a potential treatment for ulcerative colitis and other inflammatory bowel diseases.

 

The information in this Item 7.01 and in the press release furnished as Exhibit 99.1 to this Current Report on Form 8-K shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended and shall not be incorporated by reference into any filing with the U.S. Securities and Exchange Commission made by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

 

The press release furnished as Exhibit 99.1 to this Current Report on Form 8-K includes “safe harbor” language pursuant to the Private Securities Litigation Reform Act of 1995, as amended, indicating that certain statements contained therein are “forward-looking” rather than historical.

 

Item 8.01. Other Events. 

 

On September 6, 2022, the Company issued a press release announcing in-vivo non-clinical data with Purnovate’s PNV-6005 as a potential treatment for ulcerative colitis and other inflammatory bowel diseases. In the study, PNV-6005 demonstrated statistically significant effect against both primary study endpoints, which are pre-clinical endpoints expected to indicate potential efficacy against ulcerative colitis in humans. Specially, PNV-6005 (i) significantly prevented weight loss as compared to the control group (greater than 50% inhibition of weight loss) and (ii) significantly prevented colon damage as evidenced by reduction of shortening of colon lengths in the PNV-6005 treated group (almost total prevention), as well as a decrease in inflammation as assessed histologically.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit
Number
  Description
99.1   Press Release of Adial Pharmaceuticals, Inc. dated September 6, 2022
104   Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document)

 

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.

 

Dated: September 6, 2022 ADIAL PHARMACEUTICALS, INC.
   
  By: /s/ Cary J. Claiborne
  Name:  Cary J. Claiborne
  Title: President and Chief Executive Officer

 

2

 

Exhibit 99.1 

 

     

 

Adial Pharmaceuticals Announces Positive In-Vivo Non-clinical Data with Purnovate’s

PNV-6005 as a Potential Treatment for Ulcerative Colitis

 

PNV-6005 significantly reduced both weight loss and colon damage in ulcerative colitis animal model

 

Charlottesville, VA – September 6, 2022 – Adial Pharmaceuticals, Inc. (NASDAQ: ADIL; ADILW) (“Adial” or the “Company”), today announced that Purnovate, Inc., a subsidiary of Adial focused on developing novel molecules targeting the adenosine receptors for the treatment of major unmet medical needs, achieved positive in-vivo data from its study with mice treated with Purnovate’s PNV-6005 as a potential treatment for inflammatory bowel diseases.

 

PNV-6005 is a selective adenosine 2A receptor agonist designed to have anti-inflammatory properties and protective effects against colitis and other inflammatory bowel diseases (IBD). In the study, PNV-6005 demonstrated statistically significant effect against both primary study endpoints, which are pre-clinical endpoints expected to indicate potential efficacy against ulcerative colitis in humans. Specially, PNV-6005 (i) significantly prevented weight loss as compared to the control group (greater than 50% inhibition of weight loss) and (ii) significantly prevented colon damage as evidenced by reduction of shortening of colon lengths in the PNV-6005 treated group (almost total prevention), as well as a decrease in inflammation as assessed histologically.

 

The study was conducted by Dr. Peter Ernst, DVM, PhD, Professor of Pathology at the University of California San Diego (UC San Diego), an expert in the fields of immunology, inflammation and infectious diseases.

 

 

 

 

 

 

Study Design

 

The study utilized a DSS- induced colitis model, which is widely used because of its simplicity and similarities with human ulcerative colitis
  
PNV-6005 was administered intraperitoneally twice a day at 6µg/kg dose for 7 days
  
DSS was administrated at 4% concentration via drinking water
  
The study included four groups of 5 mice: (i) one group with normal drinking water; (ii) one group with DSS 4% volume concentration in drinking water; and (iii) two treated groups receiving PNV6005 intraperitoneal injections

 

The positive results follow a recent research collaboration agreement between Purnovate and UC San Diego, a leading education and research university, to evaluate the Company’s proprietary adenosine analogs as a potential treatment for inflammatory diseases, including IBD and infectious diseases where a large immune response (i.e., cytokine storm) plays a significant role.

 

Dr. Ernst stated, “We are encouraged by these results, which demonstrate both in-vivo efficacy and the ability of Purnovate’s adenosine compounds to effectively address the historical challenges of solubility and biodistribution. We look forward to further advancing this research in ulcerative colitis as well as broader IBD indications and other inflammatory conditions.”

 

William Stilley, CEO of Purnovate, stated, “We appreciate the support of Dr. Ernst and UC San Diego in supporting this important study, and look forward to advancing PNV-6005 towards first-in-human clinical trials. Ulcerative colitis is the most common form of IBD and causes inflammation and ulcers in the digestive tract, affecting an estimated 1 million people in the U.S. alone. According to QY Research Medical, the ulcerative colitis market was valued at $6.2 billion in 2020 and it is expected to reach $10.8 billion by 2030. In addition to advancing PNV-6005 for ulcerative colitis and IBD, we believe this research reinforces the broad potential of our Purnovate adenosine platform for other inflammatory conditions.”

 

“These additional data strengthen our belief in the potential for our Purnovate platform and diverse opportunities,” said Cary Claiborne, CEO of Adial. “We will continue to provide updates on our progress with Purnovate as we advance the first drug candidates from this program toward clinical development. Furthermore, we see good synergies between Adial’s work in bringing AD04 toward the market and that of Purnovate, with a focus on building upon our addiction and pain treatment pipeline.”

 

About Purnovate, Inc.

 

Purnovate, Inc., a wholly owned subsidiary of Adial Pharmaceuticals, Inc., is a pharmaceutical development and chemistry company focused on inventing and developing selective, potent, stable, and soluble drug candidates targeting the adenosine receptors to treat diseases and disorders such as pain, asthma, cancer, diabetes, non-alcoholic steatohepatitis (NASH), and inflammatory diseases and disorders such as burn/wound healing, inflammatory bowel disorder and infectious disease. For more information, visit www.adial.com/purnovate/.

 

About Adial Pharmaceuticals, Inc.

 

Adial Pharmaceuticals is a clinical-stage biopharmaceutical company focused on the development of treatments for addictions. The Companys lead investigational new drug product, AD04, is a genetically targeted, serotonin-3 receptor antagonist, therapeutic agent for the treatment of Alcohol Use Disorder (AUD) in heavy drinking patients and was recently investigated in the Companys ONWARD™ pivotal Phase 3 clinical trial for the potential treatment of AUD in subjects with certain target genotypes (estimated to be approximately one-third of the AUD population) identified using the Companys proprietary companion diagnostic genetic test. ONWARD showed promising results in reducing heavy drinking in heavy drinking patients, and no overt safety or tolerability concerns. AD04 is also believed to have the potential to treat other addictive disorders such as Opioid Use Disorder, gambling, and obesity. The Company is also developing adenosine analogs for the treatment of pain and other disorders. Additional information is available at www.adial.com.

 

2

 

 

Forward Looking Statements

 

This communication contains certain “forward-looking statements” within the meaning of the U.S. federal securities laws. Such statements are based upon various facts and derived utilizing numerous important assumptions and are subject to known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Statements preceded by, followed by or that otherwise include the words “believes,” “expects,” “anticipates,” “intends,” “projects,” “estimates,” “plans” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may” and “could” are generally forward-looking in nature and not historical facts, although not all forward-looking statements include the foregoing. The forward-looking statements include statements regarding Purnovate’s PNV-6005 as a potential treatment for inflammatory bowel diseases, PNV-6005 having anti-inflammatory properties and protective effects against colitis and other inflammatory bowel diseases, advancing this research in ulcerative colitis as well as broader IBD indications and other inflammatory conditions, advancing PNV-6005 towards first-in-human clinical trials, the ulcerative colitis market reaching $10.8 billion by 2030, the broad potential of Purnovate’s adenosine platform for other inflammatory conditions and diverse opportunities and the potential of AD04 to treat other addictive disorders such as opioid use disorder, gambling, and obesity. Any forward-looking statements included herein reflect our current views, and they involve certain risks and uncertainties, including, among others, our ability to further validate the potential of PNV-6005 to have anti-inflammatory properties and protection against colitis and other inflammatory bowel diseases in human clinical trials, our ability to validate the potential of adenosine compounds as an alternative or adjunct therapy, our ability to complete clinical trials on time and achieve desired results and benefits as expected, our ability to obtain regulatory approvals for commercialization of product candidates or to comply with ongoing regulatory requirements, regulatory limitations relating to our ability to promote or commercialize our product candidates for specific indications, acceptance of our product candidates in the marketplace and the successful development, marketing or sale of our products, our ability to maintain our license agreements, the continued maintenance and growth of our patent estate, our ability to establish and maintain collaborations, our ability to obtain or maintain the capital or grants necessary to fund its research and development activities, and our ability to retain our key employees or maintain our Nasdaq listing. These risks should not be construed as exhaustive and should be read together with the other cautionary statement included in our Annual Report on Form 10-K for the year ended December 31, 2021, subsequent Quarterly Reports on Form 10-Q and current reports on Form 8-K filed with the Securities and Exchange Commission. Any forward-looking statement speaks only as of the date on which it was initially made. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, changed circumstances or otherwise, unless required by law.

 

Contact:

 

Crescendo Communications, LLC

David Waldman / Natalya Rudman

Tel: 212-671-1021

Email: adil@crescendo-ir.com

 

 

3