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x
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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DELAWARE
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33-0969592
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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1787 SENTRY PARKWAY WEST
BUILDING 18, SUITE 400
BLUE BELL, PENNSYLVANIA
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19422
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(Address of principal executive offices)
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(Zip Code)
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COMMON STOCK, $0.001 PAR VALUE
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NYSE MKT
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(Title of Class)
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(Name of Each Exchange on Which Registered)
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Large accelerated filer
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¨
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Accelerated filer
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x
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Non-accelerated filer
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¨
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(Do not check if a smaller reporting company)
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Smaller reporting company
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¨
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Development Status
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Product Area
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Product Target and
Indication(s)
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Pre-Clinical
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Phase I
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Phase II
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Phase III
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Partner/Funding/Sponsor
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Cancer
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Prostate cancer
(INO-5150)
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X
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P
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Inovio
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Chronic and acute myeloid leukemia (CML/AML)
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X
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X
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IP
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Univ. of Southampton/LLR and CRUK
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Cervical dysplasia (CIN 2/3)
(VGX-3100)
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X
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X
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IP
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Inovio
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hTERT expressing cancers
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IP
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Inovio
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Infectious Disease
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Avian influenza
(VGX-3400x)
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X
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X
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Inovio
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Universal influenza
(INO-3510)
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X
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IP
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NIH
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HCV
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X
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X
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IP
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ChronTech
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HCV
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X
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P
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VGX International
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HBV
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IP
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Inovio
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HIV (preventive)
(PENNVAX®-B)
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X
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X
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NIH
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HIV (therapeutic) (PENNVAX®-B)
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X
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X
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UPENN
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HIV (preventive)
(PENNVAX®-G)
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X
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IP
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US MHRP/NIH/NIAID
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HIV (preventive)
(PENNVAX®-GP)
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X
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P
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NIH/NIAID
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Malaria
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IP
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P
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PATH MVI
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Biodefense targets
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IP
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USAMRIID
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X
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= Completed
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IP
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= In Progress
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P
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= Planning
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•
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Preventive (or
prophylactic
) vaccines
, which are intended to prevent cancer from developing in healthy people; and
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•
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Treatment (or
therapeutic
) vaccines
, which are intended to treat an existing cancer by strengthening the body’s natural defenses against the cancer.
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Antigen-specific, dose-related T-cell responses across the three dose groups,
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Strong antigen-specific antibody responses in all three dose groups;
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VGX-3100 delivered using Inovio’s proprietary CELLECTRA
®
intramuscular electroporation delivery device was generally safe and well tolerated at all dose levels; and
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•
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No vaccine-related serious adverse events (SAEs). Reported adverse events and injection site reactions were mild to moderate and required no treatment.
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Antigen-specific CD4+ T-cell responses were generated by the vaccine in 80.8% of evaluated vaccine recipients (21 of 26).
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Significantly strong antigen-specific, CD8+ T-cell responses were also generated by the vaccine in 51.9% of evaluated vaccine recipients (14 of 27).
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•
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In an assessment of immune response durability out to six months post dose 3, 53.6% (15 of 28) of the subjects maintained positive CD4+ T-cell responses and 42.9% (12 of 28) of the subjects maintained positive CD8+ T-cell responses out to six months.
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•
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Compared to the previously conducted HVTN 070 Phase I study, which assessed PENNVAX
®
-B with cytokine adjuvant IL-12 at double the dose, with four vaccinations, but without electroporation delivery, response rates in HVTN 080 with electroporation were significantly higher for both CD4+ responses (40.7%) ll responses out responses (3.6%).
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Samples from eight placebo recipients and pre-vaccine samples from vaccine recipients were also tested and were negative for both CD4+ T-cell responses and CD8+ T-cell responses.
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PENNVAX
®
-B delivered using the CELLECTRA
®
intramuscular electroporation delivery device with or without IL-12 was safe and generally well tolerated. There were no vaccine-related serious adverse events. Reported adverse events and injection site reactions were mild to moderate and required no treatment.
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•
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Eight of 17 (47%) immunized subjects had an HAI titer of 1:40 or higher against at least one of the tested H5N1 viruses.
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Twelve of 17 (71%) vaccinated subjects had an HAI titer of 1:20 or higher against at least one H5N1 strain.
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Seven of 17 (41%) had an HAI titer of 1:40 or higher against the Clade 2.2 A/Turkey/1/05 strain.
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•
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Five of 17 vaccinated subjects (29%) displayed an HAI titer of 1:20 or higher against at least three different H5N1 viruses tested.
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•
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In an unprecedented result, two vaccinated subjects demonstrated an HAI titer of 1:20 or higher against all six strains tested.
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Instead of targeting a specific strain or strains, we have developed a universal vaccine strategy to deal with the ever-changing flu threats. Using our SynCon
®
process, our scientists designed synthetic vaccines targeting an optimal consensus of HA, NA, and NP proteins derived from multiple strains of each of the Type A sub-types H1N1, H2N2, H3N2 (these three influenza sub-types having been responsible for the majority of seasonal and pandemic influenza outbreaks in humans during the last century), as well as H5N1. In theory, consensus HA vaccine constructs from each sub-type, delivered using our electroporation device, could potentially protect vaccinated subjects from 90-95% of all human seasonal and pandemic influenza concerns. Additionally, we have also developed an optimal consensus of HA sequences derived from influenza Type B strains. Type B is one of three components of current seasonal influenza vaccinations. Thus, using our SynCon
®
constructs, we have now developed vaccine elements that can target both pandemic (H5N1, H1N1) as well as seasonal influenza strains (H3N2, H1N1, influenza B).
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•
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Rise in emerging infectious diseases and the threat of pandemics.
The attention received by the pandemic potential of avian influenza has mobilized cross-border agencies including governments, world health organizations and private and public corporations to develop effective vaccination and therapeutics strategies. Our candidate vaccines for avian influenza, Chikungunya and dengue are among those intended to serve these needs.
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•
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Increased consumer awareness.
In areas such as cervical cancer, increased consumer awareness related to HPV infection, the primary cause of cervical cancer, has led to renewed efforts for developing effective therapies. The current vaccines for cervical cancer prevention (Gardasil
®
and Cervarix
®
), while being effective measures for prevention in the unexposed population, are ineffective in people infected with HPV.
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Large unmet need.
In areas such as HIV and HCV (prevention and therapy) there is a large unmet need with no vaccine options on the market. With the exit of several players in the recent years from the HIV vaccine development area, if our vaccines prove successful we believe we are positioned to obtain a significant market position.
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•
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We have an extensive history and experience in developing the methods and devices that optimize the use of electroporation in conjunction with DNA-based agents. This experience has been validated with multiple sets of interim data from multiple clinical studies assessing DNA-based immunotherapies and vaccines against cancers and infectious disease. Together with our partners and collaborators, we have been the leader in establishing proof-of-principle of electroporation-delivered synthetic vaccines.
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•
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We have a broad product line of electroporation instruments designed to enable DNA delivery in tumors, muscle, and skin.
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•
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We have been very proactive in filing for patents, as well as acquiring and licensing additional patents, to expand our global patent estate.
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•
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European patent no. 1809336B1, entitled, “Growth Hormone Releasing Hormone (GHRH) Enhances Vaccination Response”
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•
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US Pat No. 7,846,720, entitled, “Optimized High Yield Synthetic Plasmids”
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•
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US Pat. No. 8,168,769, entitled, “Improved Vaccines and Methods for Using the Same,” with claims directed to HPV vaccine products.
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•
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International publication WO 08/014521, entitled, “Improved Vaccines and Methods for Using the Same,” which includes HCV, HPV, influenza, HIV, and cancer (hTERT) SynCon
®
DNA.
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•
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International publication WO2009/099716, entitled, “Novel Vaccines Against Multiple Subtypes Of Dengue Virus.”
|
•
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US Pat. No. 8,133,723, entitled, “Novel Vaccines Against Multiple Subtypes Of Influenza.”
|
•
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International publication WO2009/073330, entitled, “Novel Vaccines Against Multiple Subtypes Of Influenza Virus.”
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•
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International publication WO2010/0050939, entitled, “IMPROVED HCV VACCINES AND METHODS FOR USING THE SAME”
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•
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International publication WO2010/044919, entitled, “SMALLPOX DNA VACCINE AND THE ANTIGENS THEREIN THAT ELICIT AN IMMUNE RESPONSE”
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•
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US Pat. No. 8,178,660, entitled, “VACCINES AND IMMUNOTHERAPEUTICS USING CODON OPTIMIZED IL-15 AND METHODS FOR USING THE SAME.”
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•
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European patent EU1976871, entitled, “VACCINES AND IMMUNOTHERAPEUTICS USING CODON OPTIMIZED IL-15 AND METHODS FOR USING THE SAME”
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•
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US Pat No. 7173116, entitled, “NUCLEIC ACID FORMULATIONS FOR GENE DELIVERY AND METHODS OF USE”
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•
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US Pat No. 7,922,709, entitled, “Enhanced delivery of naked DNA to skin by non-invasive in vivo electroporation.”
|
•
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US Pat No. 7,328,064, entitled, “Electroporation device and injection apparatus,” with claims directed to methods of delivering an agent plus electroporation.
|
•
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US Pat No. 7,245,963, entitled, “Electrode assembly for constant-current electroporation and use”
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•
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US Pat No. 7,664,545, entitled, “Electrode assembly for constant-current electroporation and use”
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•
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US Pat No. 6,110,161 issued August 29, 2000
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•
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US Pat No. 6,261,281 issued July 17, 2001
|
•
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US Pat No. 6,958,060 issued October 25, 2005
|
•
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US Pat No. 6,939,862 issued September 6, 2005
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•
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developing and securing United States and/or foreign regulatory approvals for our product candidates, including securing regulatory approval for conducting clinical trials with product candidates;
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•
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developing our electroporation-based DNA delivery technology; and
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•
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commercializing any products for which we receive approval from the FDA and foreign regulatory authorities.
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•
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the progress of our current and new product development programs;
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•
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the progress, scope and results of our pre-clinical and clinical testing;
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•
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the time and cost involved in obtaining regulatory approvals;
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•
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the cost of manufacturing our products and product candidates;
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•
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the cost of prosecuting, enforcing and defending against patent infringement claims and other intellectual property rights;
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•
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competing technological and market developments; and
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•
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our ability and costs to establish and maintain collaborative and other arrangements with third parties to assist in potentially bringing our products to market.
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•
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variations in the level of expenses related to our electroporation equipment, product candidates or future development programs;
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•
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expenses related to corporate transactions, including ones not fully completed;
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•
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•
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addition or termination of clinical trials or funding support;
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•
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any intellectual property infringement lawsuit in which we may become involved;
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•
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any legal claims that may be asserted against us or any of our officers;
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•
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regulatory developments affecting our electroporation equipment and product candidates or those of our competitors;
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•
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our execution of any collaborative, licensing or similar arrangements, and the timing of payments we may make or receive under these arrangements; and
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•
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if any of our products receives regulatory approval, the levels of underlying demand for our products.
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•
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we may be unable to demonstrate to the satisfaction of the FDA or comparable foreign regulatory authorities that our electroporation equipment and a product candidate are safe and effective for any indication;
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•
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the results of clinical trials may not meet the level of statistical significance required by the FDA or comparable foreign regulatory authorities for approval;
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•
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the FDA or comparable foreign regulatory authorities may disagree with the design or implementation of our clinical trials;
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•
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we may not be successful in enrolling a sufficient number of participants in clinical trials;
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•
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we may be unable to demonstrate that our electroporation equipment and a product candidate's clinical and other benefits outweigh its safety risks;
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•
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we may be unable to demonstrate that our electroporation equipment and a product candidate presents an advantage over existing therapies, or over placebo in any indications for which the FDA requires a placebo-controlled trial;
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•
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the FDA or comparable foreign regulatory authorities may disagree with our interpretation of data from pre-clinical studies or clinical trials;
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•
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the data collected from clinical trials of our product candidates may not be sufficient to support the submission of a new drug application or other submission or to obtain regulatory approval in the United States or elsewhere;
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•
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the FDA or comparable foreign regulatory authorities may fail to approve the manufacturing processes or facilities of us or third-party manufacturers with which we or our collaborators contract for clinical and commercial supplies; and
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•
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the approval policies or regulations of the FDA or comparable foreign regulatory authorities may significantly change in a manner rendering our clinical data insufficient for approval.
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•
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obtaining regulatory approval to commence a clinical trial;
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•
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adverse results from third party clinical trials involving gene based therapies and the regulatory response thereto;
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•
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reaching agreement on acceptable terms with prospective CROs and trial sites, the terms of which can be subject to extensive negotiation and may vary significantly among different CROs and trial sites;
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future bans or stricter standards imposed on gene based therapy clinical trials;
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manufacturing sufficient quantities of our electroporation equipment and product candidates for use in clinical trials;
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•
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obtaining institutional review board, or IRB, approval to conduct a clinical trial at a prospective site;
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slower than expected recruitment and enrollment of patients to participate in clinical trials for a variety of reasons, including competition from other clinical trial programs for similar indications;
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conducting clinical trials with sites internationally due to regulatory approvals and meeting international standards;
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retaining patients who have initiated a clinical trial but may be prone to withdraw due to side effects from the therapy, lack of efficacy or personal issues, or who are lost to further follow-up; and
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collecting, reviewing and analyzing our clinical trial data.
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•
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failure to conduct the clinical trial in accordance with regulatory requirements or our clinical protocols;
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•
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inspection of the clinical trial operations or trial sites by the FDA or other regulatory authorities resulting in the imposition of a clinical hold;
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unforeseen safety issues; and
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•
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lack of adequate funding to continue the clinical trial.
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issue Warning Letters or untitled letters;
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impose civil or criminal penalties;
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suspend regulatory approval;
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suspend any ongoing clinical trials;
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refuse to approve pending applications or supplements to applications filed by us;
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impose restrictions on operations, including costly new manufacturing requirements; or
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seize or detain products or require us to initiate a product recall.
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•
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decreased demand for our product candidates;
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•
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impairment of our business reputation;
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withdrawal of clinical trial participants;
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costs of related litigation;
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distraction of management's attention from our primary business;
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substantial monetary awards to patients or other claimants;
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loss of revenues; and
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inability to commercialize our products.
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our ability to provide acceptable evidence of safety and efficacy;
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•
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the relative convenience and ease of administration;
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•
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•
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the prevalence and severity of any actual or perceived adverse side effects;
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limitations or warnings contained in a product's FDA-approved labeling, including, for example, potential “black box” warnings
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availability of alternative treatments;
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pricing and cost effectiveness;
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the effectiveness of our or any future collaborators' sales and marketing strategies;
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our ability to obtain sufficient third-party coverage or reimbursement; and
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the willingness of patients to pay out of pocket in the absence of third-party coverage.
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our ability to set a price we believe is fair for our products;
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our ability to generate revenues and achieve or maintain profitability;
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the availability of capital; and
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our ability to obtain timely approval of our products.
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•
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the federal healthcare program Anti-Kickback Statute, which prohibits, among other things, people from soliciting, receiving or providing remuneration, directly or indirectly, to induce either the referral of an individual, for an item or service or the purchasing or ordering of a good or service, for which payment may be made under federal healthcare programs such as the Medicare and Medicaid programs;
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federal false claims laws which prohibit, among other things, individuals or entities from knowingly presenting, or causing to be presented, claims for payment from Medicare, Medicaid, or other third-party payors that are false or fraudulent;
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the ACA expands the government's investigative and enforcement authority and increases the penalties for fraud and abuse, including amendments to both the False Claims Act and the Anti-Kickback Statute to make it easier to bring suit under those statutes;
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•
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•
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the federal Health Insurance Portability and Accountability Act of 1996, or HIPAA, which prohibits executing a scheme to defraud any healthcare benefit program or making false statements relating to healthcare matters and which also imposes certain requirements relating to the privacy, security and transmission of individually identifiable health information;
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the Federal Food, Drug, and Cosmetic Act, which among other things, strictly regulates drug product marketing, prohibits manufacturers from marketing drug products for off-label use and regulates the distribution of drug samples; and
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state law equivalents of each of the above federal laws, such as anti-kickback and false claims laws which may apply to items or services reimbursed by any third-party payor, including commercial insurers, and state laws governing the privacy and security of health information in certain circumstances, many of which differ from each other in significant ways and often are not preempted by HIPAA, thus complicating compliance efforts.
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exposure to unknown liabilities;
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disruption of our business and diversion of our management's time and attention to develop acquired products or technologies;
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incurrence of substantial debt or dilutive issuances of securities to pay for acquisitions;
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higher than expected acquisition and integration costs;
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increased amortization expenses;
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difficulty and cost in combining the operations and personnel of any acquired businesses with our operations and personnel;
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impairment of relationships with key suppliers or customers of any acquired businesses due to changes in management and ownership; and
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•
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inability to retain key employees of any acquired businesses.
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•
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we, or the parties from whom we have acquired or licensed patent rights, may not have been the first to file the underlying patent applications or the first to make the inventions covered by such patents;
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the named inventors or co-inventors of patents or patent applications that we have licensed or acquired may be incorrect, which may give rise to inventorship and ownership challenges;
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•
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others may develop similar or alternative technologies, or duplicate any of our products or technologies that may not be covered by our patents, including design-arounds;
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•
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pending patent applications may not result in issued patents;
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•
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the issued patents covering our products and technologies may not provide us with any competitive advantages or have any commercial value;
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the issued patents may be challenged and invalidated, or rendered unenforceable;
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the issued patents may be subject to reexamination, which could result in a narrowing of the scope of claims or cancellation of claims found unpatentable;
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we may not develop or acquire additional proprietary technologies that are patentable;
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•
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our trademarks may be invalid or subject to a third party's prior use; or
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•
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our ability to enforce our patent rights will depend on our ability to detect infringement, and litigation to enforce patent rights may not be pursued due to significant financial costs, diversion of resources, and unpredictability of a favorable result or ruling.
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•
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we may become involved in time-consuming and expensive litigation, even if the claim is without merit, the third party's patent is invalid or we have not infringed;
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•
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we may become liable for substantial damages for past infringement if a court decides that our technologies infringe upon a third party's patent;
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•
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we may be enjoined by a court to stop making, selling or licensing our products or technologies without a license from a patent holder, which may not be available on commercially acceptable terms, if at all, or which may require us to pay substantial royalties or grant cross-licenses to our patents; and
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•
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we may have to redesign our products so that they do not infringe upon others' patent rights, which may not be possible or could require substantial investment or time.
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•
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developments concerning any research and development, clinical trials, manufacturing, and marketing efforts or collaborations;
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•
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fluctuating public or scientific interest in the potential for influenza pandemic or other applications for our vaccine or other product candidates;
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•
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our announcement of significant acquisitions, strategic collaborations, joint ventures or capital commitments;
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•
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fluctuations in our operating results
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•
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announcements of technological innovations;
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•
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new products or services that we or our competitors offer;
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•
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the initiation, conduct and/or outcome of intellectual property and/or litigation matters;
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•
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changes in financial or other estimates by securities analysts or other reviewers or evaluators of our business;
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•
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conditions or trends in bio-pharmaceutical or other healthcare industries;
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•
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regulatory developments in the United States and other countries;
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•
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negative perception of gene based therapy;
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•
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changes in the economic performance and/or market valuations of other biotechnology and medical device companies;
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•
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additions or departures of key personnel;
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•
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sales or other transactions involving our common stock;
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•
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sales or other transactions by executive officers or directors involving our common stock;
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•
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changes in accounting principles;
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•
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global unrest, terrorist activities, and economic and other external factors; and
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•
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catastrophic weather and/or global disease pandemics.
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•
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the authority of our board of directors to issue shares of undesignated preferred stock and to determine the rights, preferences and privileges of these shares, without stockholder approval;
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•
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all stockholder actions must be effected at a duly called meeting of stockholders and not by written consent; and
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•
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the elimination of cumulative voting.
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Year Ended December 31,
|
||||||||||||||
|
2012
|
|
2011
|
||||||||||||
Period:
|
High
|
|
Low
|
|
High
|
|
Low
|
||||||||
First Quarter
|
$
|
0.74
|
|
|
$
|
0.41
|
|
|
$
|
1.52
|
|
|
$
|
1.09
|
|
Second Quarter
|
$
|
0.69
|
|
|
$
|
0.40
|
|
|
$
|
1.17
|
|
|
$
|
0.57
|
|
Third Quarter
|
$
|
0.64
|
|
|
$
|
0.45
|
|
|
$
|
0.82
|
|
|
$
|
0.57
|
|
Fourth Quarter
|
$
|
0.72
|
|
|
$
|
0.46
|
|
|
$
|
0.68
|
|
|
$
|
0.37
|
|
|
12/07
|
|
12/08
|
|
12/09
|
|
12/10
|
|
12/11
|
|
12/12
|
||||||
Inovio Pharmaceuticals, Inc.
|
100.00
|
|
|
56.53
|
|
|
123.93
|
|
|
125.01
|
|
|
46.53
|
|
|
54.30
|
|
NYSE MKT Composite
|
100.00
|
|
|
62.15
|
|
|
82.82
|
|
|
104.10
|
|
|
112.59
|
|
|
121.01
|
|
S&P SuperCap Biotechnology
|
100.00
|
|
|
112.53
|
|
|
110.41
|
|
|
112.09
|
|
|
138.10
|
|
|
196.43
|
|
|
Year Ended December 31,
2012 |
|
Year Ended December 31,
2011 |
|
Year Ended December 31,
2010 |
|
Year Ended December 31,
2009 |
|
Year Ended December 31,
2008 |
||||||||||
Operations Data:
|
|
|
|
|
|
|
|
|
|
||||||||||
License fee and milestone revenue
|
$
|
507,536
|
|
|
$
|
567,856
|
|
|
$
|
527,222
|
|
|
$
|
4,929,309
|
|
|
$
|
791,401
|
|
Revenue under collaborative research and development arrangements
|
152,467
|
|
|
—
|
|
|
—
|
|
|
125,996
|
|
|
1,077,967
|
|
|||||
Grants and miscellaneous revenue
|
3,458,649
|
|
|
9,227,401
|
|
|
5,617,483
|
|
|
4,064,806
|
|
|
228,264
|
|
|||||
Total revenues
|
4,118,652
|
|
|
9,795,257
|
|
|
6,144,705
|
|
|
9,120,111
|
|
|
2,097,632
|
|
|||||
Loss from operations
|
(23,493,532
|
)
|
|
(21,638,540
|
)
|
|
(19,220,162
|
)
|
|
(13,957,755
|
)
|
|
(13,658,464
|
)
|
|||||
Interest and other income, net
|
166,113
|
|
|
34,285
|
|
|
147,406
|
|
|
30,329
|
|
|
550,353
|
|
|||||
Change in fair value of common stock warrants
|
1,982,620
|
|
|
8,690,658
|
|
|
2,403,924
|
|
|
(1,286,884
|
)
|
|
142,489
|
|
|||||
Gain (Loss) on investment in affiliated entity
|
1,631,819
|
|
|
(2,390,498
|
)
|
|
(969,914
|
)
|
|
(9,244,614
|
)
|
|
—
|
|
|||||
Net loss
|
(19,712,980
|
)
|
|
(15,304,095
|
)
|
|
(17,638,746
|
)
|
|
(24,458,924
|
)
|
|
(12,965,622
|
)
|
|||||
Net loss attributable to non-controlling interest
|
44,025
|
|
|
51,150
|
|
|
24,950
|
|
|
47,439
|
|
|
—
|
|
|||||
Net loss attributable to Inovio Pharmaceuticals, Inc.
|
$
|
(19,668,955
|
)
|
|
$
|
(15,252,945
|
)
|
|
$
|
(17,613,796
|
)
|
|
$
|
(24,411,485
|
)
|
|
$
|
(12,965,622
|
)
|
Per common share—basic
and
diluted:
|
|
|
|
|
|
|
|
|
|
||||||||||
Net loss
|
$
|
(0.14
|
)
|
|
$
|
(0.12
|
)
|
|
$
|
(0.17
|
)
|
|
$
|
(0.33
|
)
|
|
$
|
(0.30
|
)
|
Net loss attributable to common stockholders
|
$
|
(0.14
|
)
|
|
$
|
(0.12
|
)
|
|
$
|
(0.17
|
)
|
|
$
|
(0.33
|
)
|
|
$
|
(0.30
|
)
|
Balance Sheet Data:
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
$
|
5,646,021
|
|
|
$
|
17,350,116
|
|
|
$
|
19,998,489
|
|
|
$
|
30,296,215
|
|
|
$
|
14,115,281
|
|
Short-term investments
|
8,034,001
|
|
|
12,863,420
|
|
|
1,846,271
|
|
|
10,397,530
|
|
|
—
|
|
|||||
Long-term investments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9,169,471
|
|
|||||
Total assets
|
45,138,754
|
|
|
61,106,561
|
|
|
56,067,391
|
|
|
80,628,917
|
|
|
38,987,028
|
|
|||||
Current liabilities
|
8,376,577
|
|
|
11,043,021
|
|
|
6,436,708
|
|
|
19,350,038
|
|
|
14,709,582
|
|
|||||
Accumulated deficit
|
(229,760,129
|
)
|
|
(210,091,174
|
)
|
|
(194,838,229
|
)
|
|
(177,224,433
|
)
|
|
(152,812,948
|
)
|
|||||
Total stockholders’ equity
|
34,857,405
|
|
|
47,861,662
|
|
|
47,100,911
|
|
|
61,184,947
|
|
|
19,106,147
|
|
1.
|
The consideration is commensurate with either the entity's performance to achieve the milestone or the enhancement of the value of the delivered item(s) as a result of a specific outcome resulting from the entity's performance to achieve the milestone,
|
2.
|
The consideration relates solely to past performance, and
|
3.
|
The consideration is reasonable relative to all of the deliverables and payment terms within the arrangement.
|
|
December 31,
2012
|
|
|
December 31,
2011
|
|
|
Increase/
(Decrease)
$
|
|
Increase/
(Decrease)
%
|
|||||
Revenues:
|
|
|
|
|
|
|
|
|||||||
License fee and milestone revenue
|
$
|
507,536
|
|
|
$
|
567,856
|
|
|
$
|
(60,320
|
)
|
|
(11
|
)%
|
Revenue under collaborative research and development arrangements with affiliated entity
|
152,467
|
|
|
—
|
|
|
152,467
|
|
|
100
|
|
|||
Grants and miscellaneous revenue
|
3,458,649
|
|
|
9,227,401
|
|
|
(5,768,752
|
)
|
|
(63
|
)
|
|||
Total revenues
|
4,118,652
|
|
|
9,795,257
|
|
|
(5,676,605
|
)
|
|
(58
|
)
|
|||
Operating expenses:
|
|
|
|
|
|
|
|
|||||||
Research and development
|
17,984,825
|
|
|
20,032,001
|
|
|
(2,047,176
|
)
|
|
(10
|
)
|
|||
General and administrative
|
10,778,359
|
|
|
11,988,796
|
|
|
(1,210,437
|
)
|
|
(10
|
)
|
|||
Gain on sale of assets
|
(1,151,000
|
)
|
|
(587,000
|
)
|
|
(564,000
|
)
|
|
96
|
|
|||
Total operating expenses
|
27,612,184
|
|
|
31,433,797
|
|
|
(3,821,613
|
)
|
|
(12
|
)
|
|||
Loss from operations
|
(23,493,532
|
)
|
|
(21,638,540
|
)
|
|
(1,854,992
|
)
|
|
(9
|
)
|
|||
Interest and other income, net
|
166,113
|
|
|
34,285
|
|
|
131,828
|
|
|
385
|
|
|||
Change in fair value of common stock warrants
|
1,982,620
|
|
|
8,690,658
|
|
|
(6,708,038
|
)
|
|
(77
|
)
|
|||
Gain (Loss) on investment in affiliated entity
|
1,631,819
|
|
|
(2,390,498
|
)
|
|
4,022,317
|
|
|
168
|
|
|||
Net loss
|
(19,712,980
|
)
|
|
(15,304,095
|
)
|
|
(4,408,885
|
)
|
|
(29
|
)
|
|||
Net loss attributable to non-controlling interest
|
44,025
|
|
|
51,150
|
|
|
(7,125
|
)
|
|
(14
|
)
|
|||
Net loss attributable to Inovio Pharmaceuticals, Inc.
|
$
|
(19,668,955
|
)
|
|
$
|
(15,252,945
|
)
|
|
$
|
(4,416,010
|
)
|
|
(29
|
)%
|
|
December 31,
2011
|
|
|
December 31,
2010
|
|
|
Increase/
(Decrease)
$
|
|
Increase/
(Decrease)
%
|
|||||
Revenues:
|
|
|
|
|
|
|
|
|||||||
License fee and milestone revenue
|
$
|
567,856
|
|
|
$
|
527,222
|
|
|
$
|
40,634
|
|
|
8
|
%
|
Grants and miscellaneous revenue
|
9,227,401
|
|
|
5,617,483
|
|
|
3,609,918
|
|
|
64
|
|
|||
Total revenues
|
9,795,257
|
|
|
6,144,705
|
|
|
3,650,552
|
|
|
59
|
|
|||
Operating expenses:
|
|
|
|
|
|
|
|
|||||||
Research and development
|
20,032,001
|
|
|
13,256,606
|
|
|
6,775,395
|
|
|
51
|
|
|||
General and administrative
|
11,988,796
|
|
|
12,108,261
|
|
|
(119,465
|
)
|
|
(1
|
)
|
|||
Gain on sale of assets
|
(587,000
|
)
|
|
—
|
|
|
(587,000
|
)
|
|
(100
|
)
|
|||
Total operating expenses
|
31,433,797
|
|
|
25,364,867
|
|
|
6,068,930
|
|
|
24
|
|
|||
Loss from operations
|
(21,638,540
|
)
|
|
(19,220,162
|
)
|
|
(2,418,378
|
)
|
|
(13
|
)
|
|||
Interest and other income, net
|
34,285
|
|
|
147,406
|
|
|
(113,121
|
)
|
|
(77
|
)
|
|||
Change in fair value of common stock warrants
|
8,690,658
|
|
|
2,403,924
|
|
|
6,286,734
|
|
|
262
|
|
|||
Loss on investment in affiliated entity
|
(2,390,498
|
)
|
|
(969,914
|
)
|
|
(1,420,584
|
)
|
|
(146
|
)
|
|||
Net loss
|
(15,304,095
|
)
|
|
(17,638,746
|
)
|
|
2,334,651
|
|
|
13
|
|
|||
Net loss attributable to non-controlling interest
|
51,150
|
|
|
24,950
|
|
|
26,200
|
|
|
105
|
|
|||
Net loss attributable to Inovio Pharmaceuticals, Inc.
|
$
|
(15,252,945
|
)
|
|
$
|
(17,613,796
|
)
|
|
$
|
2,360,851
|
|
|
13
|
%
|
|
Total
|
|
Less than
1 year
|
|
1 – 3 years
|
|
3 – 5 years
|
|
More than
5 years
|
||||||||||
Operating lease obligations
|
$
|
1,034,000
|
|
|
$
|
376,000
|
|
|
$
|
379,000
|
|
|
$
|
279,000
|
|
|
$
|
—
|
|
|
/s/ Ernst & Young LLP
|
San Diego, California
|
|
March 18, 2013
|
|
1.
|
Financial Statements
|
2.
|
Financial Statement Schedules
|
3.
|
Exhibits
|
Exhibit
Number
|
|
Description of Document
|
|
|
|
|
|
3.1(a)
|
|
|
Certificate of Incorporation (incorporated by reference to Exhibit 3.1 of the registrant’s Registration Statement on Form S-3 (File No. 333-108752) filed on September 12, 2003); Certificate of Amendment to Certificate of Incorporation (incorporated by reference to Exhibit 3.2 of the registrant's Form 10-K, for the year ended December 31, 2002, filed on March 31, 2003).
|
|
|
|
|
(b)
|
|
|
Certificate of Amendment to Amended and Restated Certificate of Incorporation as filed with the Delaware Secretary of State on September 10, 2004 (incorporated by reference to Exhibit 3.1 of the registrant’s Form 8-K current report filed September 16, 2004).
|
|
|
|
|
(c)
|
|
|
Certificate of Amendment to the Amended and Restated Certificate of Incorporation as filed with the Delaware Secretary of State on March 31, 2005 (incorporated by reference to Exhibit 3.1 of the registrant’s Form 8-K current report filed on April 4, 2005).
|
|
|
|
|
(d)
|
|
|
Certificate of Amendment to the Amended and Restated Certificate of Incorporation as filed with the Delaware Secretary of State on May 14, 2010 (incorporated by reference to Exhibit 3.1 of the registrant’s on Form 10-Q quarterly report for the quarter ended March 31, 2010 filed on May 17, 2010).
|
|
|
|
|
3.2(a)
|
|
|
Certificate of Designations, Rights and Preferences of Series C Convertible Preferred Stock of registrant (incorporated by reference to Exhibit 3.3 of the registrant’s Registration Statement on Form S-3 filed on June 21, 2004).
|
|
|
|
|
(b)
|
|
|
Certificate of Decrease of Shares of Series C Cumulative Convertible Preferred Stock of registrant (incorporated by reference to Exhibit 3.4 of the registrant’s Registration Statement on Form S-3 filed on June 21, 2004).
|
|
|
|
|
3.3
|
|
|
Amended and Restated Bylaws of Inovio Pharmaceuticals, Inc. dated August 10, 2011 (incorporated by reference to Exhibit 3.2 to the registrant’s Form 8-K current report filed on August 12, 2011).
|
|
|
|
Exhibit
Number
|
|
Description of Document
|
|
|
|
|
|
4.16+
|
|
|
Form of Restricted Stock Award Grants under the 2007 Omnibus Stock Incentive Plan (incorporated by reference to Exhibit 4.3 to the registrant’s Registration Statement on Form S-8 filed on May 14, 2007).
|
|
|
|
|
4.17+
|
|
|
Form of Incentive and Non-Qualified Stock Option Grants under the 2007 Omnibus Stock Incentive Plan (incorporated by reference to Exhibit 4.4 to the registrant’s Registration Statement on Form S-8 filed with on May 14, 2007).
|
|
|
|
|
4.18
|
|
|
Form of Common Stock Warrant issued by Inovio Pharmaceuticals, Inc. (incorporated by reference to Exhibit 4.1 to the registrant’s Form 8-K current report filed on January 24, 2011).
|
|
|
|
|
4.19
|
|
|
Form of Warrant Purchase Common Stock issued by Inovio Pharmaceuticals (incorporated by reference to Exhibit 4.1 to the registrant’s Form 8-K current report filed December 1, 2011).
|
|
|
|
|
10.1
|
|
|
Lease Agreement by and between the registrant and 1787 Sentry Park West LLC dated December 10, 2009 (incorporated by reference to Exhibit 10.1 of the registrant’s Form 10-K annual report for the year ended December 31, 2009 filed on March 26, 2010).
|
|
|
|
|
10.2†
|
|
|
License Agreement dated September 20, 2000 by and between the registrant and the University of South Florida Research Foundation, Inc. (incorporated by reference to Exhibit 10.5 of the registrant’s Form 10-Q quarterly report for the quarter ended September 30, 2000 filed on November 9, 2000).
|
|
|
|
|
10.3†
|
|
|
Non-Exclusive License and Research Collaboration Agreement dated as of May 21, 2004 by and among the registrant and Merck & Co., Inc. and Genetronics, Inc., a subsidiary of the registrant (incorporated by reference to Exhibit 10.1 to the registrant’s Form 10-Q quarterly report for the quarter ended June 30, 2004 filed on August 13, 2004).
|
|
|
|
|
10.4
|
|
|
Form of Warrant to Purchase Common Stock (incorporated by reference to Exhibit 4.2 of the registrant’s Form 8-K current report filed on August 6, 2007).
|
|
|
|
|
10.5+
|
|
|
Employment Agreement dated as of December 27, 2010 between Inovio Pharmaceuticals, Inc. and Peter Kies (incorporated by reference to Exhibit 10.5 to the registrant’s Form 10-K report for the year ended December 31, 2010 filed on March 16, 2011).
|
|
|
|
|
10.6
|
|
|
Voting Trust Agreement dated June 1, 2009 by and among Inovio Pharmaceuticals, Inc., the stockholders listed on Schedule I thereto, Simon Benito, Tee Khiang Ng and Dr. Morton Collins (incorporated by reference to Exhibit 10.1 to the registrant’s Form 8-K current report filed on June 1, 2009).
|
|
|
|
|
10.7+
|
|
|
Employment agreement dated December 27, 2010 between Inovio Pharmaceuticals, Inc. and Niranjan Y. Sardesai (incorporated by reference to Exhibit 10.7 to the registrant’s Form 10-K report for the year ended December 31, 2011 filed on March 15, 2012).
|
|
|
|
|
10.8
|
|
|
Securities Purchase Agreement dated July 29, 2009 by and among Inovio Pharmaceuticals, Inc. and the purchasers identified on the signature pages thereto (incorporated by reference to Exhibit 10.2 to the registrant’s Form 8-K current report filed on July 30, 2009).
|
|
|
|
|
10.9
|
|
|
Form of Indemnification Agreement for Directors and Officers of Inovio Pharmaceuticals, Inc. (incorporated by reference to Exhibit 10.1 to the registrant’s Form 10-Q quarterly report for the quarterly period ended June 30, 2009, filed on August 19, 2009).
|
|
|
|
Exhibit
Number
|
|
Description of Document
|
|
|
|
|
|
10.12#
|
|
|
Amended and Restated 2007 Omnibus Incentive Plan, as Amended (filed herewith).
|
|
|
|
|
10.13†
|
|
|
License Agreement dated June 26, 2000 by and among Baylor College of Medicine, Valentis, Inc. and Applied Veterinary Systems, Inc., as filed with the registrant’s Registration Statement on Form S-4 (File No. 333-156035) on April 27, 2009).
|
|
|
|
|
10.14†
|
|
|
License Agreement dated January 25, 2001 by and between Baylor College of Medicine and Applied Veterinary Systems, Inc. as assigned to VGX Pharmaceuticals, Inc., as amended by First Amendment dated April 17, 2002, Second Amendment dated May 29, 2002, Third amendment dated March 5, 2002, Fourth Amendment dated April 14, 2004 and Fifth Amendment dated February 15, 2007 (incorporated by reference to Exhibit 10.27 as filed with the registrant’s Registration Statement on Form S-4 (File No. 333-156035) on April 27, 2009).
|
|
|
|
|
10.15†
|
|
|
License Agreement dated November 5, 2001 by and between The Trustees of the University of Pennsylvania and VGX Pharmaceuticals, Inc., as amended by First Amendment dated August 15, 2005 (incorporated by reference to Exhibit 10.29 as filed with the registrant’s Registration Statement on Form S-4 (File No. 333-156035) on April 27, 2009).
|
|
|
|
|
10.16†
|
|
|
R&D Alliance Agreement dated December 19, 2005 by and between Ganial Immunotherapeutics, Inc. and VGX Pharmaceuticals, Inc. (incorporated by reference to Exhibit 10.31 as filed with the registrant’s Registration Statement on Form S-4 (File No. 333-156035) on April 27, 2009).
|
|
|
|
|
10.17†
|
|
|
Asset Purchase Agreement dated February 21, 2007 by and among Ronald O. Bergan, Mary Alice Bergan, and VGX Pharmaceuticals, Inc. (incorporated by reference to Exhibit 10.32 as filed with the registrant’s Registration Statement on Form S-4 (File No. 333-156035) on April 27, 2009).
|
|
|
|
|
10.18†
|
|
|
License Agreement dated May 9, 2007 by and between Baylor University and VGX Pharmaceuticals, Inc. (incorporated by reference to Exhibit 10.34 as filed with the registrant’s registration statement on Form S-4 (File No. 333-156035) on April 27, 2009).
|
|
|
|
|
10.20†
|
|
|
Non-Exclusive License Agreement dated September 1, 2007 by and between VGX Animal Health, Inc. and VGX Pharmaceuticals, Inc. (incorporated by reference to Exhibit 10.36 as filed with the registrant’s Registration Statement on Form S-4 (File No. 333-156035) on April 27, 2009).
|
|
|
|
|
10.21†
|
|
|
License Agreement dated September 1, 2007 by and between VGX Animal Health, Inc. and VGX Pharmaceuticals, Inc. (incorporated by reference to Exhibit 10.37 as filed with the registrant’s Registration Statement on Form S-4 (File No. 333-156035) on April 27, 2009).
|
|
|
|
|
10.22
|
|
|
Assignment of Contingent Payments Agreement dated October 20, 2007 by and among Ronald O. Bergan, Mary Alice Bergan, VGX Animal Health, Inc., and VGX Pharmaceuticals, Inc. (incorporated by reference to Exhibit 10.38 as filed with the registrant’s Registration Statement on Form S-4 (File No. 333-156035) on April 27, 2009).
|
|
|
|
|
10.23†
|
|
|
R&D Collaboration and License Agreement dated December 18, 2006 by and between VGX International, Inc. and VGX Pharmaceuticals, Inc., as amended by First Amendment dated October 31, 2007 and as amended by Second Amendment dated August 4, 2008 (incorporated by reference to Exhibit 10.39 as filed with the registrant’s Registration Statement on Form S-4 (File No. 333-156035) on April 27, 2009).
|
|
|
|
|
10.24†
|
|
|
Sales and Marketing Agreement dated February 28, 2008 by and between VGX International and VGX Pharmaceuticals, Inc. (incorporated by reference to Exhibit 10.42 as filed with the registrant’s Registration Statement on Form S-4 (File No. 333-156035) on April 27, 2009).
|
Exhibit
Number
|
|
Description of Document
|
|
|
|
|
|
10.25+
|
|
|
Employment Agreement dated March 31, 2008 by and between J. Joseph Kim, Ph.D. and VGX Pharmaceuticals, Inc., as amended by First Amendment of Employment Agreement dated March 31, 2008 (incorporated by reference to Exhibit 10.43 as filed with the registrant’s Registration Statement on Form S-4 (File No. 333-156035) on April 27, 2009).
|
|
|
|
|
10.26†
|
|
|
CELLECTRA
®
Device License Agreement dated April 16, 2008 by and between VGX International and VGX Pharmaceuticals, Inc. (incorporated by reference to Exhibit 10.44 as filed with the registrant’s Registration Statement on Form S-4 (File No. 333-156035) on April 27, 2009).
|
|
|
|
|
10.27
|
|
|
Asset Purchase Agreement dated June 10, 2008 by and among VGXI, Inc. and VGX Pharmaceuticals, Inc. (incorporated by reference to Exhibit 10.48 as filed with the registrant’s Registration Statement on Form S-4 (File No. 333-156035) on April 27, 2009).
|
|
|
|
|
10.29†
|
|
|
Patent License Agreement dated April 27, 2007 by and between The Trustees of the University of Pennsylvania and VGX Pharmaceuticals, Inc., as amended by First Amendment dated June 12, 2008 (incorporated by reference to Exhibit 10.50 as filed with the registrant’s Registration Statement on Form S-4 (File No. 333-156035) on April 27, 2009).
|
|
|
|
|
10.30+
|
|
|
2001 Equity Compensation Plan for VGX Pharmaceuticals, Inc., as amended (incorporated by reference to Exhibit 10.62 as filed with the registrant’s Registration Statement on Form S-4 (File No. 333-156035) on April 27, 2009).
|
|
|
|
|
10.31+
|
|
|
2007 Equity Compensation Plan for VGX Animal Health, Inc. (incorporated by reference to Exhibit 10.63 as filed with the registrant’s Registration Statement on Form S-4 (File No. 333-156035) on April 27, 2009).
|
|
|
|
|
10.32
|
|
|
Memorandum of NIH Research Grant Agreement by and between National Institute of Allergy and Infectious Diseases and VGX Pharmaceuticals, Inc. (incorporated by reference to Exhibit 10.66 as filed with the registrant’s Registration Statement on Form S-4 (File No. 333-156035) on April 27, 2009).
|
|
|
|
|
10.33
|
|
|
Form of Warrant to Purchase Common Stock issued by VGX Pharmaceuticals, Inc. since 2003 (incorporated by reference to Exhibit 10.67 as filed with the registrant’s Registration Statement on Form S-4 (File No. 333-156035) on April 27, 2009).
|
|
|
|
|
10.34
|
|
|
Form of Warrant Purchase Agreement for Warrants to Purchase Common Stock issued by VGX Pharmaceuticals, Inc. since 2003 (incorporated by reference to Exhibit 10.68 as filed with the registrant’s Registration Statement on Form S-4 (File No. 333-156035) on April 27, 2009).
|
|
|
|
|
10.35†
|
|
|
License and Collaboration Agreement dated March 24, 2010 between Inovio Pharmaceuticals, inc. and VGX International, Inc. (incorporated by reference to Exhibit 10.2 as filed with the registrant’s Form 10-Q quarterly report for the quarter ended March 31, 2010 filed on May 17, 2010).
|
|
|
|
|
10.36
|
|
|
Sales Agreement dated June 1, 2012 between Inovio Pharmaceuticals, Inc. and Cowen and Company, LLC (incorporated by reference to Exhibit 1.1 as filed with the registrant's Form 8-K current report filed on June 1, 2012).
|
|
|
|
|
10.37
|
|
|
Underwriting Agreement dated March 6, 2013 between Inovio Pharmaceuticals, Inc. and Cowen and Company, LLC, as representative of the several underwriters (incorporated by reference to Exhibit 1.1 as filed with the registrant's Form 8-K current report filed on March 7, 2013).
|
|
|
|
|
10.38
|
|
|
Underwriting Agreement dated December 1, 2011 between Inovio Pharmaceuticals, Inc. and Brean Murray, Carret & Co., LLC (incorporated by reference to Exhibit 1.1 as filed with registrant’s Form 8-K current report filed on December 1, 2011).
|
|
|
|
Exhibit
Number
|
|
Description of Document
|
|
10.39+
|
|
|
Employment Agreement dated December 10, 2009 between Inovio Pharmaceuticals, Inc. and Mark L. Bagarazzi (incorporated by reference to Exhibit 10.39 to the registrant’s Form 10-K report for the year ended December 31, 2011 filed on March 15, 2012).
|
|
|
|
|
10.40+
|
|
|
Collaborative Development and License Agreement between VGX International, Inc. and Inovio Pharmaceuticals, Inc. (incorporated by reference to Exhibit 10.1 as filed with the registrant’s Form 10-Q quarterly report for the quarter ended September 30, 2011 filed on November 7, 2011).
|
|
|
|
|
10.41+
|
|
|
First Amendment to Employment Agreement dated as of December 31, 2012 between Inovio Pharmaceuticals, Inc. and J. Joseph Kim, PhD. (filed herewith).
|
|
|
|
|
10.42+
|
|
|
First Amendment to Employment Agreement dated as of December 31, 2012 between Inovio Pharmaceuticals, Inc. and Peter Kies (filed herewith).
|
|
|
|
|
10.43+
|
|
|
First Amendment to Employment Agreement dated as of December 31, 2012 between Inovio Pharmaceuticals, Inc. and Mark L. Bagarazzi (filed herewith).
|
|
|
|
|
10.44+
|
|
|
First Amendment to Employment Agreement dated as of December 31, 2012 between Inovio Pharmaceuticals, Inc. and Niranjan Sardesai (filed herewith).
|
|
|
|
|
21.1
|
|
|
Subsidiaries of the registrant.
|
|
|
|
|
23.1
|
|
|
Consent of Independent Registered Public Accounting Firm.
|
|
|
|
|
24.1
|
|
|
Power of Attorney (included on signature page).
|
|
|
|
|
31.1
|
|
|
Certification of the Chief Executive Officer pursuant Securities Exchange Act Rule 13a-14(a).
|
|
|
|
|
31.2
|
|
|
Certification of the Chief Financial Officer pursuant Securities Exchange Act Rule 13a-14(a).
|
|
|
|
|
32.1
|
|
|
Certification pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
101.INS
|
|
|
XBRL Instance Document.
|
|
|
|
|
101.SCH
|
|
|
XBRL Taxonomy Extension Schema Document.
|
|
|
|
|
101.CAL
|
|
|
XBRL Taxonomy Extension Calculation Linkbase Document.
|
|
|
|
|
101.DEF
|
|
|
XBRL Taxonomy Extension Definition Linkbase Document.
|
|
|
|
|
101.LAB
|
|
|
XBRL Taxonomy Extension Label Linkbase Document.
|
|
|
|
|
101.PRE
|
|
|
XBRL Taxonomy Extension Presentation Linkbase Document.
|
#
|
The registrant hereby agrees to furnish the staff, on a confidential basis, a supplemental copy of any omitted schedule upon the staff’s request.
|
+
|
Designates management contract, compensatory plan or arrangement.
|
†
|
We have applied with the Secretary of the Securities and Exchange Commission for confidential treatment of certain information pursuant to Rule 24b-2 of the Securities Exchange Act of 1934. We have filed separately with our application a copy of the exhibit including all confidential portions, which may be made available for public inspection pending the Securities and Exchange Commission’s review of the application in accordance with Rule 24b-2.
|
|
Inovio Pharmaceuticals, Inc.
|
|
|
|
|
|
By:
|
/s/ J. J
OSEPH
K
IM
|
|
|
J. Joseph Kim
President, Chief Executive Officer and Director
|
Signature
|
|
Title
|
|
Date
|
|
|
|
|
|
/s/ J. J
OSEPH
K
IM
|
|
President, Chief Executive Officer and Director (Principal Executive Officer)
|
|
March 18, 2013
|
J. Joseph Kim
|
|
|
|
|
|
|
|
|
|
/s/ A
VTAR
D
HILLON
|
|
Chairman of the Board of Directors
|
|
March 18, 2013
|
Avtar Dhillon
|
|
|
|
|
|
|
|
|
|
/s/ P
ETER
K
IES
|
|
Chief Financial Officer (Principal Accounting Officer and Principal Financial Officer)
|
|
March 18, 2013
|
Peter Kies
|
|
|
|
|
|
|
|
|
|
/s/ S
IMON
X. B
ENITO
|
|
Director
|
|
March 18, 2013
|
Simon X. Benito
|
|
|
|
|
|
|
|
|
|
/s/ ANGEL CABRERA
|
|
Director
|
|
March 18, 2013
|
Angel Cabrera
|
|
|
|
|
|
|
|
|
|
/s/ M
ORTON
C
OLLINS
|
|
Director
|
|
March 18, 2013
|
Morton Collins
|
|
|
|
|
|
|
|
|
|
/s/ ADEL MAHMOUD
|
|
Director
|
|
March 18, 2013
|
Adel Mahmoud
|
|
|
|
|
|
Page
|
|
/s/ ERNST & YOUNG LLP
|
|
|
San Diego, California
|
|
March 18, 2013
|
|
|
December 31,
|
||||||
|
2012
|
|
2011
|
||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
5,646,021
|
|
|
$
|
17,350,116
|
|
Short-term investments
|
8,034,001
|
|
|
12,863,420
|
|
||
Accounts receivable
|
830,433
|
|
|
467,909
|
|
||
Accounts receivable from affiliated entity
|
36,234
|
|
|
38,406
|
|
||
Prepaid expenses and other current assets
|
471,328
|
|
|
746,049
|
|
||
Prepaid expenses and other current assets from affiliated entity
|
887,167
|
|
|
441,186
|
|
||
Deferred tax asset
|
62,728
|
|
|
—
|
|
||
Total current assets
|
15,967,912
|
|
|
31,907,086
|
|
||
Restricted cash
|
100,410
|
|
|
100,059
|
|
||
Fixed assets, net
|
363,021
|
|
|
295,785
|
|
||
Investment in affiliated entity
|
10,703,332
|
|
|
9,071,513
|
|
||
Intangible assets, net
|
7,489,315
|
|
|
9,310,485
|
|
||
Goodwill
|
10,113,371
|
|
|
10,113,371
|
|
||
Common stock warrants
|
267,200
|
|
|
100,000
|
|
||
Other assets
|
134,193
|
|
|
208,262
|
|
||
Total assets
|
$
|
45,138,754
|
|
|
$
|
61,106,561
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable and accrued expenses
|
$
|
3,181,574
|
|
|
$
|
4,318,942
|
|
Accounts payable and accrued expenses due to affiliated entity
|
187,275
|
|
|
20,344
|
|
||
Accrued clinical trial expenses
|
1,405,896
|
|
|
1,059,372
|
|
||
Common stock warrants
|
2,859,899
|
|
|
5,176,319
|
|
||
Deferred revenue
|
353,391
|
|
|
79,502
|
|
||
Deferred revenue from affiliated entity
|
388,542
|
|
|
388,542
|
|
||
Total current liabilities
|
8,376,577
|
|
|
11,043,021
|
|
||
Deferred revenue, net of current portion
|
88,609
|
|
|
80,450
|
|
||
Deferred revenue from affiliated entity, net of current portion
|
1,586,694
|
|
|
1,961,694
|
|
||
Deferred rent
|
65,076
|
|
|
80,875
|
|
||
Deferred tax liabilities
|
164,393
|
|
|
78,859
|
|
||
Total liabilities
|
10,281,349
|
|
|
13,244,899
|
|
||
Commitments and contingencies
|
|
|
|
||||
Inovio Pharmaceuticals, Inc. stockholders’ equity:
|
|
|
|
||||
Preferred stock—par value $0.001; Authorized shares: 10,000,000, issued and outstanding: 26 and 26 at December 31, 2012 and December 31, 2011, respectively
|
—
|
|
|
—
|
|
||
Common stock—par value $0.001; Authorized shares: 300,000,000, issued and outstanding: 144,313,005 at December 31, 2012 and 134,968,394 at December 31, 2011
|
144,313
|
|
|
134,968
|
|
||
Additional paid-in capital
|
263,897,116
|
|
|
257,235,707
|
|
||
Accumulated deficit
|
(229,760,129
|
)
|
|
(210,091,174
|
)
|
||
Accumulated other comprehensive income
|
73,362
|
|
|
35,393
|
|
||
Total Inovio Pharmaceuticals, Inc. stockholders’ equity
|
34,354,662
|
|
|
47,314,894
|
|
||
Non-controlling interest
|
502,743
|
|
|
546,768
|
|
||
Total stockholders’ equity
|
34,857,405
|
|
|
47,861,662
|
|
||
Total liabilities and stockholders’ equity
|
$
|
45,138,754
|
|
|
$
|
61,106,561
|
|
|
For the Years ended December 31,
|
||||||||||
|
2012
|
|
2011
|
|
2010
|
||||||
Revenues:
|
|
|
|
|
|
||||||
License fee and milestone revenue
|
$
|
82,536
|
|
|
$
|
156,397
|
|
|
$
|
213,916
|
|
License fee and milestone revenue from affiliated entity
|
425,000
|
|
|
411,459
|
|
|
313,306
|
|
|||
Revenue under collaborative research and development arrangements with affiliated entity
|
152,467
|
|
|
—
|
|
|
—
|
|
|||
Grants and miscellaneous revenue
|
3,458,649
|
|
|
9,227,401
|
|
|
5,549,583
|
|
|||
Miscellaneous revenue from affiliated entity
|
—
|
|
|
—
|
|
|
67,900
|
|
|||
Total revenues
|
4,118,652
|
|
|
9,795,257
|
|
|
6,144,705
|
|
|||
Operating expenses:
|
|
|
|
|
|
||||||
Research and development
|
17,984,825
|
|
|
20,032,001
|
|
|
13,256,606
|
|
|||
General and administrative
|
10,778,359
|
|
|
11,988,796
|
|
|
12,108,261
|
|
|||
Gain on sale of assets
|
(1,151,000
|
)
|
|
(587,000
|
)
|
|
—
|
|
|||
Total operating expenses
|
27,612,184
|
|
|
31,433,797
|
|
|
25,364,867
|
|
|||
Loss from operations
|
(23,493,532
|
)
|
|
(21,638,540
|
)
|
|
(19,220,162
|
)
|
|||
Other income (expense):
|
|
|
|
|
|
||||||
Interest and other income, net
|
166,113
|
|
|
34,285
|
|
|
147,406
|
|
|||
Change in fair value of common stock warrants
|
1,982,620
|
|
|
8,690,658
|
|
|
2,403,924
|
|
|||
Gain (Loss) on investment in affiliated entity
|
1,631,819
|
|
|
(2,390,498
|
)
|
|
(969,914
|
)
|
|||
Net loss
|
(19,712,980
|
)
|
|
(15,304,095
|
)
|
|
(17,638,746
|
)
|
|||
Net loss attributable to non-controlling interest
|
44,025
|
|
|
51,150
|
|
|
24,950
|
|
|||
Net loss attributable to Inovio Pharmaceuticals, Inc.
|
$
|
(19,668,955
|
)
|
|
$
|
(15,252,945
|
)
|
|
$
|
(17,613,796
|
)
|
Loss per common share—basic and diluted:
|
|
|
|
|
|
||||||
Net loss per share attributable to Inovio Pharmaceuticals, Inc. stockholders
|
$
|
(0.14
|
)
|
|
$
|
(0.12
|
)
|
|
$
|
(0.17
|
)
|
Weighted average number of common shares outstanding—basic and diluted
|
136,509,247
|
|
|
126,239,336
|
|
|
103,201,880
|
|
|
For the Years ended December 31,
|
||||||||||
|
2012
|
|
2011
|
|
2010
|
||||||
Net loss
|
$
|
(19,712,980
|
)
|
|
$
|
(15,304,095
|
)
|
|
$
|
(17,638,746
|
)
|
Other comprehensive income (loss):
|
|
|
|
|
|
||||||
Foreign currency translation adjustments
|
1,984
|
|
|
(3,263
|
)
|
|
(102,946
|
)
|
|||
Unrealized gain on short-term investments
|
35,985
|
|
|
35,806
|
|
|
—
|
|
|||
Comprehensive loss
|
$
|
(19,675,011
|
)
|
|
$
|
(15,271,552
|
)
|
|
$
|
(17,741,692
|
)
|
|
Preferred stock
|
|
Common stock
|
|
Additional
paid-in
capital
|
|
Accumulated
deficit
|
|
Accumulated
other
comprehensive
income
|
|
Non-
controlling
interest
|
|
Total
stockholders’
equity
|
|||||||||||||||||||
|
Number
of shares
|
|
Amount
|
|
Number
of shares
|
|
Amount
|
|
||||||||||||||||||||||||
Balance at December 31, 2009
|
26
|
|
|
—
|
|
|
102,746,058
|
|
|
$
|
102,746
|
|
|
$
|
237,577,970
|
|
|
$
|
(177,224,433
|
)
|
|
$
|
105,796
|
|
|
$
|
622,868
|
|
|
$
|
61,184,947
|
|
Issuance of common stock for cash, net of financing costs of $71,839
|
—
|
|
|
—
|
|
|
1,994,672
|
|
|
1,995
|
|
|
2,312,129
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,314,124
|
|
||||||
Exercise of stock options for cash
|
—
|
|
|
—
|
|
|
297,462
|
|
|
297
|
|
|
168,368
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
168,665
|
|
||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,174,867
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,174,867
|
|
||||||
Net loss attributable to common stockholders
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(17,613,796
|
)
|
|
—
|
|
|
(24,950
|
)
|
|
(17,638,746
|
)
|
||||||
Foreign currency translation adjustments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(102,946
|
)
|
|
—
|
|
|
(102,946
|
)
|
||||||
Balance at December 31, 2010
|
26
|
|
|
—
|
|
|
105,038,192
|
|
|
$
|
105,038
|
|
|
$
|
241,233,334
|
|
|
$
|
(194,838,229
|
)
|
|
$
|
2,850
|
|
|
$
|
597,918
|
|
|
$
|
47,100,911
|
|
Issuance of common stock for cash, net of financing costs of $41,838
|
—
|
|
|
—
|
|
|
1,028,905
|
|
|
1,029
|
|
|
1,350,640
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,351,669
|
|
||||||
Issuance of common stock and warrants for cash, net of financing costs of $1.3 million
|
—
|
|
|
—
|
|
|
21,130,400
|
|
|
21,130
|
|
|
22,936,673
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
22,957,803
|
|
||||||
Fair value of common stock warrants issued in connection with equity financing
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(11,727,372
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(11,727,372
|
)
|
||||||
Issuance of common stock and warrants for cash, net of financing costs of $314,871
|
—
|
|
|
—
|
|
|
7,699,712
|
|
|
7,700
|
|
|
3,677,429
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,685,129
|
|
||||||
Fair value of common stock warrants issued in connection with equity financing
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,905,679
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,905,679
|
)
|
||||||
Exercise of stock options and warrants for cash
|
—
|
|
|
—
|
|
|
71,185
|
|
|
71
|
|
|
15,859
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
15,930
|
|
||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,654,823
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,654,823
|
|
||||||
Net loss attributable to common stockholders
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(15,252,945
|
)
|
|
—
|
|
|
(51,150
|
)
|
|
(15,304,095
|
)
|
||||||
Unrealized gain on short-term investments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
35,806
|
|
|
—
|
|
|
35,806
|
|
||||||
Foreign currency translation adjustments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,263
|
)
|
|
—
|
|
|
(3,263
|
)
|
||||||
Balance at December 31, 2011
|
26
|
|
|
—
|
|
|
134,968,394
|
|
|
$
|
134,968
|
|
|
$
|
257,235,707
|
|
|
$
|
(210,091,174
|
)
|
|
$
|
35,393
|
|
|
$
|
546,768
|
|
|
$
|
47,861,662
|
|
Issuance of common stock for cash, net of financing costs of $164,695
|
—
|
|
|
—
|
|
|
9,344,611
|
|
|
9,345
|
|
|
5,315,796
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,325,141
|
|
||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,345,613
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,345,613
|
|
||||||
Net loss attributable to common stockholders
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(19,668,955
|
)
|
|
—
|
|
|
(44,025
|
)
|
|
(19,712,980
|
)
|
||||||
Unrealized gain on short-term investments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
35,985
|
|
|
—
|
|
|
35,985
|
|
||||||
Foreign currency translation adjustments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,984
|
|
|
—
|
|
|
1,984
|
|
||||||
Balance at December 31, 2012
|
26
|
|
|
—
|
|
|
144,313,005
|
|
|
$
|
144,313
|
|
|
$
|
263,897,116
|
|
|
$
|
(229,760,129
|
)
|
|
$
|
73,362
|
|
|
$
|
502,743
|
|
|
$
|
34,857,405
|
|
|
For the Years ended December 31,
|
||||||||||
|
2012
|
|
2011
|
|
2010
|
||||||
Cash flows from operating activities:
|
|
|
|
|
|
||||||
Net loss
|
$
|
(19,712,980
|
)
|
|
$
|
(15,304,095
|
)
|
|
$
|
(17,638,746
|
)
|
Adjustments to reconcile net loss to net cash used in operating activities:
|
|
|
|
|
|
||||||
Depreciation
|
173,750
|
|
|
142,197
|
|
|
194,629
|
|
|||
Amortization of intangible assets
|
1,821,170
|
|
|
1,869,517
|
|
|
1,913,912
|
|
|||
Change in value of common stock warrants
|
(1,982,620
|
)
|
|
(8,690,658
|
)
|
|
(2,403,924
|
)
|
|||
Change in value of short-term investments—auction rate securities
|
—
|
|
|
—
|
|
|
(3,152,470
|
)
|
|||
Change in value of auction rate security rights
|
—
|
|
|
—
|
|
|
3,145,156
|
|
|||
Stock-based compensation
|
1,345,613
|
|
|
1,654,823
|
|
|
1,174,867
|
|
|||
Interest expense accrued on line of credit
|
—
|
|
|
—
|
|
|
61,152
|
|
|||
Interest income accrued on short-term investments
|
(1,147
|
)
|
|
6,271
|
|
|
(6,271
|
)
|
|||
Recognition of deferred tax liabilities
|
22,806
|
|
|
25,673
|
|
|
53,186
|
|
|||
Deferred rent
|
(15,799
|
)
|
|
13,763
|
|
|
55,774
|
|
|||
Impairment of long-term investments
|
—
|
|
|
—
|
|
|
25,000
|
|
|||
Loss on disposal of fixed assets
|
—
|
|
|
—
|
|
|
21,182
|
|
|||
(Gain) Loss on investment in affiliated entity
|
(1,631,819
|
)
|
|
2,390,498
|
|
|
969,914
|
|
|||
Gain on sale of intangible assets
|
(1,151,000
|
)
|
|
(587,000
|
)
|
|
—
|
|
|||
Changes in operating assets and liabilities:
|
|
|
|
|
|
||||||
Accounts receivable
|
(362,524
|
)
|
|
(435,022
|
)
|
|
226,320
|
|
|||
Accounts receivable from affiliated entity
|
2,172
|
|
|
33,743
|
|
|
(13,296
|
)
|
|||
Prepaid expenses and other current assets
|
363,584
|
|
|
(472,074
|
)
|
|
35,890
|
|
|||
Prepaid expenses and other current assets from affiliated entity
|
(445,981
|
)
|
|
212,250
|
|
|
(553,456
|
)
|
|||
Restricted cash
|
(351
|
)
|
|
(100,059
|
)
|
|
—
|
|
|||
Other assets
|
(14,794
|
)
|
|
50,866
|
|
|
21,419
|
|
|||
Accounts payable and accrued expenses
|
(790,844
|
)
|
|
1,789,376
|
|
|
(156,073
|
)
|
|||
Accounts payable and accrued expenses due to affiliated entity
|
166,931
|
|
|
(1,660,603
|
)
|
|
1,235,856
|
|
|||
Deferred revenue
|
282,048
|
|
|
(333,725
|
)
|
|
140,757
|
|
|||
Deferred revenue from affiliated entity
|
(375,000
|
)
|
|
(361,458
|
)
|
|
2,711,694
|
|
|||
Net cash used in operating activities
|
(22,306,785
|
)
|
|
(19,755,717
|
)
|
|
(11,937,528
|
)
|
|||
Cash flows from investing activities:
|
|
|
|
|
|
||||||
Purchases of investments
|
(9,142,220
|
)
|
|
(18,193,614
|
)
|
|
(8,000,000
|
)
|
|||
Maturities of investments
|
14,008,771
|
|
|
7,206,000
|
|
|
6,160,000
|
|
|||
Sales of investments-auction rate securities
|
—
|
|
|
—
|
|
|
13,550,000
|
|
|||
Purchases of capital assets
|
(240,986
|
)
|
|
(161,187
|
)
|
|
(181,649
|
)
|
|||
Sale of capital assets
|
—
|
|
|
—
|
|
|
32,500
|
|
|||
Additional investment in affiliated entity
|
—
|
|
|
(101,123
|
)
|
|
—
|
|
|||
Proceeds from sale of intangible assets
|
650,000
|
|
|
350,000
|
|
|
—
|
|
|||
Acquired intangible assets and other assets
|
—
|
|
|
—
|
|
|
(124,980
|
)
|
|||
Net cash provided by (used in) investing activities
|
5,275,565
|
|
|
(10,899,924
|
)
|
|
11,435,871
|
|
|||
Cash flows from financing activities:
|
|
|
|
|
|
||||||
Proceeds from issuance of common stock and warrants, net of issuance costs
|
5,325,141
|
|
|
27,994,601
|
|
|
2,314,124
|
|
|||
Proceeds from stock option and warrant exercises
|
—
|
|
|
15,930
|
|
|
168,665
|
|
|||
Repayment of line of credit
|
—
|
|
|
—
|
|
|
(12,175,912
|
)
|
|||
Net cash provided by (used in) financing activities
|
5,325,141
|
|
|
28,010,531
|
|
|
(9,693,123
|
)
|
|||
Effect of exchange rate changes on cash and cash equivalents
|
1,984
|
|
|
(3,263
|
)
|
|
(102,946
|
)
|
|||
Decrease in cash and cash equivalents
|
(11,704,095
|
)
|
|
(2,648,373
|
)
|
|
(10,297,726
|
)
|
|||
Cash and cash equivalents, beginning of period
|
17,350,116
|
|
|
19,998,489
|
|
|
30,296,215
|
|
|||
Cash and cash equivalents, end of period
|
$
|
5,646,021
|
|
|
$
|
17,350,116
|
|
|
$
|
19,998,489
|
|
1.
|
The consideration is commensurate with either the entity's performance to achieve the milestone or the enhancement of the value of the delivered item(s) as a result of a specific outcome resulting from the entity's performance to achieve the milestone,
|
2.
|
The consideration relates solely to past performance, and
|
3.
|
The consideration is reasonable relative to all of the deliverables and payment terms within the arrangement.
|
|
|
|
As of December 31, 2012
|
||||||||||||||
|
Contractual
Maturity (in years)
|
Cost
|
|
Gross Unrealized
Gains
|
|
Gross Unrealized
Losses
|
|
Fair Market Value
|
|||||||||
Mutual funds
|
Less than 1
|
|
$
|
7,500,063
|
|
|
$
|
83,868
|
|
|
$
|
—
|
|
|
$
|
7,583,931
|
|
Certificates of deposit
|
Less than 1
|
|
250,000
|
|
|
—
|
|
|
—
|
|
|
250,000
|
|
||||
Municipal bonds
|
Less than 1
|
|
201,470
|
|
|
—
|
|
|
(1,400
|
)
|
|
200,070
|
|
||||
Total investments
|
|
|
$
|
7,951,533
|
|
|
$
|
83,868
|
|
|
$
|
(1,400
|
)
|
|
$
|
8,034,001
|
|
|
|
|
As of December 31, 2011
|
||||||||||||||
|
Contractual
Maturity (in years)
|
Cost
|
|
Gross Unrealized
Gains
|
|
Gross Unrealized
Losses
|
|
Fair Market Value
|
|||||||||
Mutual funds
|
Less than 1
|
|
$
|
6,000,000
|
|
|
$
|
37,115
|
|
|
$
|
—
|
|
|
$
|
6,037,115
|
|
Certificates of deposit
|
Less than 1
|
|
5,771,000
|
|
|
—
|
|
|
(2,696
|
)
|
|
5,768,304
|
|
||||
Municipal bonds
|
Less than 1
|
|
1,056,614
|
|
|
1,387
|
|
|
—
|
|
|
1,058,001
|
|
||||
Total investments
|
|
|
$
|
12,827,614
|
|
|
$
|
38,502
|
|
|
$
|
(2,696
|
)
|
|
$
|
12,863,420
|
|
|
Fair Value Measurements at
|
||||||||||||||
|
December 31, 2012
|
||||||||||||||
|
Total
|
|
Using Quoted Prices
in Active Markets
for Identical Assets
(Level 1)
|
|
Using Significant
Other Unobservable
Inputs
(Level 2)
|
|
Using Significant
Unobservable
Inputs
(Level 3)
|
||||||||
Assets:
|
|
|
|
|
|
|
|
||||||||
Money market funds
|
$
|
1,686,406
|
|
|
$
|
1,686,406
|
|
|
|
|
|
$
|
—
|
|
|
Mutual funds
|
7,583,931
|
|
|
—
|
|
|
7,583,931
|
|
|
—
|
|
||||
Certificates of deposit
|
250,000
|
|
|
—
|
|
|
250,000
|
|
|
—
|
|
||||
Municipal bonds
|
200,070
|
|
|
—
|
|
|
200,070
|
|
|
—
|
|
||||
Investment in affiliated entity
|
10,703,332
|
|
|
10,703,332
|
|
|
—
|
|
|
—
|
|
||||
Common stock warrants
|
267,200
|
|
|
—
|
|
|
—
|
|
|
267,200
|
|
||||
Total Assets
|
$
|
20,690,939
|
|
|
$
|
12,389,738
|
|
|
$
|
8,034,001
|
|
|
$
|
267,200
|
|
Liabilities:
|
|
|
|
|
|
|
|
||||||||
Common stock warrants
|
$
|
2,859,899
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2,859,899
|
|
Total Liabilities
|
$
|
2,859,899
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2,859,899
|
|
|
Fair Value Measurements at
|
||||||||||||||
|
December 31, 2011
|
||||||||||||||
|
Total
|
|
Using Quoted Prices
in Active Markets
for Identical Assets
(Level 1)
|
|
Using Significant
Other Unobservable
Inputs
(Level 2)
|
|
Using Significant
Unobservable
Inputs
(Level 3)
|
||||||||
Assets:
|
|
|
|
|
|
|
|
||||||||
Money market funds
|
$
|
16,330,885
|
|
|
$
|
16,330,885
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Mutual funds
|
6,037,115
|
|
|
—
|
|
|
6,037,115
|
|
|
—
|
|
||||
Certificates of deposit
|
5,768,304
|
|
|
—
|
|
|
5,768,304
|
|
|
—
|
|
||||
Municipal bonds
|
1,058,001
|
|
|
—
|
|
|
1,058,001
|
|
|
—
|
|
||||
Investment in affiliated entity
|
9,071,513
|
|
|
9,071,513
|
|
|
—
|
|
|
—
|
|
||||
Common stock warrants
|
100,000
|
|
|
—
|
|
|
—
|
|
|
100,000
|
|
||||
Total Assets
|
$
|
38,365,818
|
|
|
$
|
25,402,398
|
|
|
$
|
12,863,420
|
|
|
$
|
100,000
|
|
Liabilities:
|
|
|
|
|
|
|
|
||||||||
Common stock warrants
|
$
|
5,176,319
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
5,176,319
|
|
Total Liabilities
|
$
|
5,176,319
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
5,176,319
|
|
Risk-free interest rate
|
0.36%
|
Expected volatility
|
85%
|
Expected life in years
|
3.75-4.25
|
Dividend yield
|
—
|
|
Year Ended
|
|
Year Ended
|
||||
|
December 31, 2012
|
|
December 31, 2011
|
||||
Balance at beginning of year
|
$
|
100,000
|
|
|
$
|
—
|
|
Common stock warrant recorded at fair value upon acquisition
|
501,000
|
|
|
237,000
|
|
||
Decrease in fair value included in change in fair value of common stock warrants
|
(333,800
|
)
|
|
(137,000
|
)
|
||
Balance at end of year
|
$
|
267,200
|
|
|
$
|
100,000
|
|
|
Year Ended
|
|
Year Ended
|
|
Year Ended
|
||||||
|
December 31,
2012 |
|
December 31,
2011 |
|
December 31, 2010
|
||||||
Balance at beginning of year
|
$
|
5,176,319
|
|
|
$
|
370,926
|
|
|
$
|
2,774,850
|
|
Record fair value of warrants issued in January 2011 financing
|
—
|
|
|
11,727,372
|
|
|
—
|
|
|||
Record fair value of warrants issued in December 2011 financing
|
—
|
|
|
1,905,679
|
|
|
—
|
|
|||
Decrease in fair value included in change in fair value of common stock warrants
|
(2,316,420
|
)
|
|
(8,827,658
|
)
|
|
(2,403,924
|
)
|
|||
Balance at end of year
|
$
|
2,859,899
|
|
|
$
|
5,176,319
|
|
|
$
|
370,926
|
|
Customer
|
2012
|
|
% of Total
Revenue
|
|
2011
|
|
% of Total
Revenue
|
|
2010
|
|
% of Total
Revenue
|
|||||||||
NIAID
|
$
|
2,831,115
|
|
|
69
|
%
|
|
$
|
7,801,976
|
|
|
80
|
%
|
|
$
|
4,064,319
|
|
|
66
|
%
|
United States Government grant—Patient Protection and Affordable Care Act of 2010 (“PPACA”)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
733,438
|
|
|
12
|
|
|||
VGX Int’l (affiliated entity)
|
577,467
|
|
|
14
|
|
|
411,459
|
|
|
4
|
|
|
381,206
|
|
|
6
|
|
|||
U.S. Army grant
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
373,315
|
|
|
6
|
|
|||
PATH/MVI
|
84,714
|
|
|
2
|
|
|
740,266
|
|
|
8
|
|
|
303,417
|
|
|
5
|
|
|||
Wyeth
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
75,000
|
|
|
1
|
|
|||
Drexel University
|
96,812
|
|
|
2
|
|
|
491,056
|
|
|
5
|
|
|
—
|
|
|
—
|
|
|||
University of Pennsylvania
|
216,216
|
|
|
5
|
|
|
124,433
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|||
Small Business Innovation Research ("SBIR") grant
|
205,167
|
|
|
5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
All other
|
107,161
|
|
|
3
|
|
|
226,067
|
|
|
2
|
|
|
214,010
|
|
|
4
|
|
|||
Total Revenue
|
$
|
4,118,652
|
|
|
100
|
%
|
|
$
|
9,795,257
|
|
|
100
|
%
|
|
$
|
6,144,705
|
|
|
100
|
%
|
|
Cost
|
|
Accumulated
Depreciation
and
Amortization
|
|
Net Book
Value
|
||||||
As of December 31, 2012
|
|
|
|
|
|
||||||
Machinery, equipment and office furniture
|
$
|
2,014,588
|
|
|
$
|
(1,731,660
|
)
|
|
$
|
282,928
|
|
Leasehold improvements
|
466,135
|
|
|
(386,042
|
)
|
|
80,093
|
|
|||
|
$
|
2,480,723
|
|
|
$
|
(2,117,702
|
)
|
|
$
|
363,021
|
|
As of December 31, 2011
|
|
|
|
|
|
||||||
Machinery, equipment and office furniture
|
$
|
1,791,072
|
|
|
$
|
(1,603,835
|
)
|
|
$
|
187,237
|
|
Leasehold improvements
|
448,666
|
|
|
(340,118
|
)
|
|
108,548
|
|
|||
|
$
|
2,239,738
|
|
|
$
|
(1,943,953
|
)
|
|
$
|
295,785
|
|
|
|
|
December 31, 2012
|
|
December 31, 2011
|
||||||||||||||||||||
|
Useful
Life
(Yrs)
|
Gross
|
|
Accumulated
Amortization
|
|
Net Book
Value
|
|
Gross
|
|
Accumulated
Amortization
|
|
Net Book
Value
|
|||||||||||||
Non-Amortizing:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Goodwill(a)
|
|
|
$
|
10,113,371
|
|
|
$
|
—
|
|
|
$
|
10,113,371
|
|
|
$
|
10,113,371
|
|
|
$
|
—
|
|
|
$
|
10,113,371
|
|
Amortizing:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Patents
|
8 – 17
|
|
5,802,528
|
|
|
(4,852,673
|
)
|
|
949,855
|
|
|
5,802,528
|
|
|
(4,526,488
|
)
|
|
1,276,040
|
|
||||||
Licenses
|
8 – 17
|
|
1,323,761
|
|
|
(1,046,870
|
)
|
|
276,891
|
|
|
1,323,761
|
|
|
(1,018,122
|
)
|
|
305,639
|
|
||||||
CELLECTRA
®
(b)
|
5 – 11
|
|
8,106,270
|
|
|
(4,334,234
|
)
|
|
3,772,036
|
|
|
8,106,270
|
|
|
(3,124,680
|
)
|
|
4,981,590
|
|
||||||
GHRH(b)
|
11
|
|
335,314
|
|
|
(113,531
|
)
|
|
221,783
|
|
|
335,314
|
|
|
(81,848
|
)
|
|
253,466
|
|
||||||
Other(c)
|
18
|
|
4,050,000
|
|
|
(1,781,250
|
)
|
|
2,268,750
|
|
|
4,050,000
|
|
|
(1,556,250
|
)
|
|
2,493,750
|
|
||||||
Total intangible assets
|
|
|
19,617,873
|
|
|
(12,128,558
|
)
|
|
7,489,315
|
|
|
19,617,873
|
|
|
(10,307,388
|
)
|
|
9,310,485
|
|
||||||
Total goodwill and intangible assets
|
|
|
$
|
29,731,244
|
|
|
$
|
(12,128,558
|
)
|
|
$
|
17,602,686
|
|
|
$
|
29,731,244
|
|
|
$
|
(10,307,388
|
)
|
|
$
|
19,423,856
|
|
(a)
|
Goodwill was recorded from the Inovio AS acquisition in January 2005 and from the acquisition of VGX in June 2009 for
$3.9 million
and
$6.2 million
, respectively.
|
(b)
|
CELLECTRA
®
and GHRH are developed technologies which were recorded from the acquisition of VGX.
|
(c)
|
Other intangible assets represent the fair value of acquired contracts and intellectual property from the Inovio AS acquisition.
|
2013
|
$
|
1,771,000
|
|
2014
|
943,000
|
|
|
2015
|
870,000
|
|
|
2016
|
816,000
|
|
|
2017
|
775,000
|
|
|
Thereafter
|
2,314,000
|
|
|
|
$
|
7,489,000
|
|
|
As of
|
|
As of
|
||||
|
December 31,
2012 |
|
December 31,
2011 |
||||
Trade accounts payable
|
$
|
852,573
|
|
|
$
|
1,140,296
|
|
Accrued compensation
|
1,560,704
|
|
|
1,516,307
|
|
||
Accrued severance expenses
|
—
|
|
|
494,287
|
|
||
Accrued subcontract expenses
|
72,238
|
|
|
687,715
|
|
||
Accrued accounting and audit fees
|
177,810
|
|
|
119,225
|
|
||
Accrued R&D program costs
|
250,000
|
|
|
—
|
|
||
Other accrued expenses
|
268,249
|
|
|
361,112
|
|
||
|
$
|
3,181,574
|
|
|
$
|
4,318,942
|
|
|
|
|
|
|
Outstanding
as of
December 31,
|
|
|||||
|
Authorized
|
|
Issued
|
|
2012
|
|
2011
|
||||
Series A Preferred Stock, par $0.001
|
1,000
|
|
|
817
|
|
|
—
|
|
|
—
|
|
Series B Preferred Stock, par $0.001
|
1,000
|
|
|
750
|
|
|
—
|
|
|
—
|
|
Series C Preferred Stock, par $0.001
|
1,091
|
|
|
1,091
|
|
|
26
|
|
|
26
|
|
Series D Preferred Stock, par $0.001
|
1,966,292
|
|
|
1,966,292
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
As of December 31, 2012
|
|
As of December 31, 2011
|
||||||||||||
Issued in Connection With:
|
|
Exercise
Price
|
|
Expiration
Date
|
|
Number of
Warrants
|
|
Common Stock
Warrant Liability
|
|
Number of
Warrants
|
|
Common Stock
Warrant Liability
|
||||||||
December 2011 financing
|
|
$
|
0.65
|
|
|
December 6, 2016
|
|
5,774,784
|
|
|
$
|
2,078,921
|
|
|
5,774,784
|
|
|
$
|
1,963,427
|
|
January 2011 financing
|
|
$
|
1.40
|
|
|
January 27, 2016
|
|
10,565,200
|
|
|
779,711
|
|
|
10,565,200
|
|
|
3,169,560
|
|
||
July 2009 financing
|
|
$
|
3.38
|
|
|
July 1, 2014
|
|
333,333
|
|
|
1,267
|
|
|
333,333
|
|
|
43,332
|
|
||
Warrants assumed in June 2009 Merger
|
|
$0.05-$1.28
|
|
|
March 24, 2013-
April 28, 2016 |
|
4,920,527
|
|
|
—
|
|
|
4,920,527
|
|
|
—
|
|
|||
August 2007 consulting services
|
|
$
|
3.00
|
|
|
August 3, 2012
|
|
—
|
|
|
—
|
|
|
150,000
|
|
|
—
|
|
||
Total
|
|
|
|
|
|
21,593,844
|
|
|
$
|
2,859,899
|
|
|
21,743,844
|
|
|
$
|
5,176,319
|
|
|
|
Options Outstanding
|
|
Options Exercisable
|
||||||||||||
Exercise Price
|
|
Options
Outstanding
|
|
Weighted-Average
Remaining
Contractual Life
(in Years)
|
|
Weighted
Average
Exercise Price
|
|
Options
Exercisable
|
|
Weighted-Average
Exercise Price
|
||||||
$0.00 – $1.00
|
|
4,318,101
|
|
|
7.1
|
|
$
|
0.51
|
|
|
2,264,657
|
|
|
$
|
0.43
|
|
$1.01 – $2.00
|
|
10,542,570
|
|
|
5.1
|
|
$
|
1.30
|
|
|
9,576,401
|
|
|
$
|
1.32
|
|
$2.01 – $4.00
|
|
1,108,024
|
|
|
3.2
|
|
$
|
3.01
|
|
|
1,108,024
|
|
|
$
|
3.01
|
|
$4.01 – $6.00
|
|
238,749
|
|
|
1.2
|
|
$
|
4.87
|
|
|
238,749
|
|
|
$
|
4.87
|
|
$6.01 – $6.12
|
|
50,000
|
|
|
1.2
|
|
$
|
6.12
|
|
|
50,000
|
|
|
$
|
6.12
|
|
|
|
16,257,444
|
|
|
5.4
|
|
$
|
1.28
|
|
|
13,237,831
|
|
|
$
|
1.39
|
|
2013
|
$
|
376,000
|
|
2014
|
191,000
|
|
|
2015
|
188,000
|
|
|
2016
|
187,000
|
|
|
2017
|
92,000
|
|
|
Thereafter
|
—
|
|
|
Total
|
$
|
1,034,000
|
|
|
Year Ended December 31,
|
||||||||||
|
2012
|
|
2011
|
|
2010
|
||||||
Income (benefit) taxes at statutory rates
|
$
|
(6,894,000
|
)
|
|
$
|
(5,352,000
|
)
|
|
$
|
(6,154,000
|
)
|
State income tax, net of federal benefit
|
(1,234,000
|
)
|
|
(1,378,000
|
)
|
|
(1,189,000
|
)
|
|||
Change in valuation allowance
|
7,415,000
|
|
|
7,679,000
|
|
|
(13,877,000
|
)
|
|||
IRC Section 382/383 limitation
|
18,000
|
|
|
918,000
|
|
|
20,758,000
|
|
|||
Fair value warrant
|
(811,000
|
)
|
|
(3,090,000
|
)
|
|
(841,000
|
)
|
|||
Stock compensation
|
603,000
|
|
|
(147,000
|
)
|
|
343,000
|
|
|||
Change in state tax rate
|
438,000
|
|
|
125,000
|
|
|
998,000
|
|
|||
Other
|
495,000
|
|
|
1,272,000
|
|
|
33,000
|
|
|||
|
$
|
30,000
|
|
|
$
|
27,000
|
|
|
$
|
71,000
|
|
|
As of December 31,
|
||||||
|
2012
|
|
2011
|
||||
Deferred tax assets:
|
|
|
|
||||
Capitalized research expense
|
$
|
3,191,000
|
|
|
$
|
4,089,000
|
|
Net operating loss carry forwards
|
43,233,000
|
|
|
34,899,000
|
|
||
Research and development and other tax credits
|
1,134,000
|
|
|
1,073,000
|
|
||
Other
|
6,569,000
|
|
|
6,557,000
|
|
||
|
54,127,000
|
|
|
46,618,000
|
|
||
Valuation allowance
|
(52,185,000
|
)
|
|
(44,784,000
|
)
|
||
Total deferred tax assets
|
1,942,000
|
|
|
1,834,000
|
|
||
Deferred tax liabilities:
|
|
|
|
||||
Acquired intangibles
|
(1,532,000
|
)
|
|
(2,094,000
|
)
|
||
Investment in affiliated entity
|
(511,000
|
)
|
|
181,000
|
|
||
Net deferred tax liabilities
|
$
|
(101,000
|
)
|
|
$
|
(79,000
|
)
|
|
Year ended December 31,
|
||||||||||
|
2012
|
|
2011
|
|
2010
|
||||||
Balance at beginning of the year
|
$
|
1,829,000
|
|
|
$
|
629,000
|
|
|
$
|
629,000
|
|
Increases related to current year tax positions
|
72,000
|
|
|
158,000
|
|
|
—
|
|
|||
Increases related to prior year tax positions
|
(5,000
|
)
|
|
1,042,000
|
|
|
—
|
|
|||
Balance at end of the year
|
$
|
1,896,000
|
|
|
$
|
1,829,000
|
|
|
$
|
629,000
|
|
|
Year Ended
|
|
Year Ended
|
|
Year Ended
|
||||||
|
December 31,
2012 |
|
December 31,
2011 |
|
December 31,
2010 |
||||||
Supplemental schedule of financing activities:
|
|
|
|
|
|
||||||
Interest paid
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
61,152
|
|
|
Quarter Ended
|
|
Quarter Ended
|
|
Quarter Ended
|
|
Quarter Ended
|
||||||||
|
December 31,
2012
|
|
September 30,
2012
|
|
June 30,
2012
|
|
March 31,
2012
|
||||||||
Consolidated Statements of Operations:
|
|
|
|
|
|
|
|
||||||||
Revenue:
|
|
|
|
|
|
|
|
||||||||
License fee and milestone revenue
|
$
|
120,546
|
|
|
$
|
128,745
|
|
|
$
|
127,157
|
|
|
$
|
131,088
|
|
Revenue under collaborative research and development arrangements
|
36,233
|
|
|
116,234
|
|
|
—
|
|
|
—
|
|
||||
Grants and miscellaneous revenue
|
977,974
|
|
|
609,717
|
|
|
308,925
|
|
|
1,562,033
|
|
||||
Total revenues
|
1,134,753
|
|
|
854,696
|
|
|
436,082
|
|
|
1,693,121
|
|
||||
Operating Expenses:
|
|
|
|
|
|
|
|
||||||||
Research and development
|
4,442,841
|
|
|
4,972,319
|
|
|
4,527,086
|
|
|
4,042,579
|
|
||||
General and administrative
|
2,919,000
|
|
|
2,674,362
|
|
|
2,696,909
|
|
|
2,488,088
|
|
||||
Gain on sale of assets
|
—
|
|
|
(500,000
|
)
|
|
—
|
|
|
(651,000
|
)
|
||||
Total operating expenses
|
7,361,841
|
|
|
7,146,681
|
|
|
7,223,995
|
|
|
5,879,667
|
|
||||
Loss from operations
|
(6,227,088
|
)
|
|
(6,291,985
|
)
|
|
(6,787,913
|
)
|
|
(4,186,546
|
)
|
||||
Interest and other income, net
|
56,520
|
|
|
37,013
|
|
|
41,036
|
|
|
31,544
|
|
||||
Change in fair value of common stock warrants
|
3,049,649
|
|
|
(1,113,638
|
)
|
|
3,594,782
|
|
|
(3,548,173
|
)
|
||||
Gain (Loss) from investment in affiliated entity
|
2,449,615
|
|
|
736,121
|
|
|
(992,373
|
)
|
|
(561,544
|
)
|
||||
Net loss
|
(671,304
|
)
|
|
(6,632,489
|
)
|
|
(4,144,468
|
)
|
|
(8,264,719
|
)
|
||||
Net loss attributable to non-controlling interest
|
12,553
|
|
|
10,413
|
|
|
11,289
|
|
|
9,770
|
|
||||
Net loss attributable to Inovio Pharmaceuticals, Inc.
|
$
|
(658,751
|
)
|
|
$
|
(6,622,076
|
)
|
|
$
|
(4,133,179
|
)
|
|
$
|
(8,254,949
|
)
|
Loss per common share—basic and diluted:
|
|
|
|
|
|
|
|
||||||||
Net loss attributable to Inovio Pharmaceuticals, Inc. stockholders
|
$
|
—
|
|
|
$
|
(0.05
|
)
|
|
$
|
(0.03
|
)
|
|
$
|
(0.06
|
)
|
Weighted average number of common shares—basic and diluted
|
140,704,889
|
|
|
135,389,308
|
|
|
134,968,394
|
|
|
134,968,394
|
|
|
Quarter Ended
|
|
Quarter Ended
|
|
Quarter Ended
|
|
Quarter Ended
|
||||||||
|
December 31,
2011
|
|
September 30,
2011
|
|
June 30,
2011
|
|
March 31,
2011
|
||||||||
Consolidated Statements of Operations:
|
|
|
|
|
|
|
|
||||||||
Revenue:
|
|
|
|
|
|
|
|
||||||||
License fee and milestone revenue
|
$
|
132,936
|
|
|
$
|
183,138
|
|
|
$
|
131,664
|
|
|
$
|
120,118
|
|
Grants and miscellaneous revenue
|
1,499,732
|
|
|
2,454,423
|
|
|
2,288,099
|
|
|
2,985,147
|
|
||||
Total revenues
|
1,632,668
|
|
|
2,637,561
|
|
|
2,419,763
|
|
|
3,105,265
|
|
||||
Operating Expenses:
|
|
|
|
|
|
|
|
||||||||
Research and development
|
4,158,400
|
|
|
6,987,824
|
|
|
4,463,978
|
|
|
4,421,799
|
|
||||
General and administrative
|
3,253,990
|
|
|
2,323,188
|
|
|
3,092,386
|
|
|
3,319,232
|
|
||||
Gain on sale of assets
|
—
|
|
|
(337,000
|
)
|
|
—
|
|
|
(250,000
|
)
|
||||
Total operating expenses
|
7,412,390
|
|
|
8,974,012
|
|
|
7,556,364
|
|
|
7,491,031
|
|
||||
Loss from operations
|
(5,779,722
|
)
|
|
(6,336,451
|
)
|
|
(5,136,601
|
)
|
|
(4,385,766
|
)
|
||||
Interest and other income, net
|
18,893
|
|
|
5,738
|
|
|
7,799
|
|
|
1,855
|
|
||||
Change in fair value of common stock warrants
|
1,113,076
|
|
|
346,956
|
|
|
4,898,758
|
|
|
2,331,868
|
|
||||
(Loss) Gain from investment in affiliated entity
|
(840,436
|
)
|
|
1,427,176
|
|
|
(2,607,227
|
)
|
|
(370,011
|
)
|
||||
Net loss
|
(5,488,189
|
)
|
|
(4,556,581
|
)
|
|
(2,837,271
|
)
|
|
(2,422,054
|
)
|
||||
Net loss attributable to non-controlling interest
|
11,948
|
|
|
14,649
|
|
|
15,112
|
|
|
9,441
|
|
||||
Net loss attributable to Inovio Pharmaceuticals, Inc.
|
$
|
(5,476,241
|
)
|
|
$
|
(4,541,932
|
)
|
|
$
|
(2,822,159
|
)
|
|
$
|
(2,412,613
|
)
|
Loss per common share—basic and diluted:
|
|
|
|
|
|
|
|
||||||||
Net loss attributable to Inovio Pharmaceuticals, Inc. stockholders
|
$
|
(0.04
|
)
|
|
$
|
(0.04
|
)
|
|
$
|
(0.02
|
)
|
|
$
|
(0.02
|
)
|
Weighted average number of common shares—basic and diluted
|
129,382,305
|
|
|
127,256,907
|
|
|
127,256,364
|
|
|
120,922,577
|
|
|
•
|
|
Net earnings or net income (before or after taxes)
|
|
•
|
|
Earnings per share or earnings per share growth, total units, or unit growth
|
|
•
|
|
Net sales, sales growth, total revenue, or revenue growth
|
|
•
|
|
Net operating profit
|
|
•
|
|
Return measures (including, but not limited to, return on assets, capital, invested capital, equity, sales, or revenue)
|
|
•
|
|
Cash flow (including, but not limited to, operating cash flow, free cash flow, cash flow return on equity, and cash flow return on investment)
|
|
•
|
|
Earnings before or after taxes, interest, depreciation, and/or amortization
|
|
•
|
|
Gross or operating margins
|
|
•
|
|
Productivity ratios
|
|
•
|
|
Share price or relative share price (including, but not limited to, growth measures and total stockholder return)
|
|
•
|
|
Expense targets
|
|
•
|
|
Margins
|
|
•
|
|
Operating efficiency
|
|
•
|
|
Market share or change in market share
|
|
•
|
|
Customer retention or satisfaction
|
|
•
|
|
Working capital targets
|
|
•
|
|
Completion of strategic financing goals, acquisitions or alliances and clinical progress
|
|
•
|
|
Company project milestones
|
|
•
|
|
Economic value added or EVA® (net operating profit after tax minus the sum of capital multiplied by the cost of capital)
|
|
INOVIO PHARMACEUTICALS, INC:
|
|
|
By:
|
/s/ THOMAS KIM
|
Name:
|
Thomas Kim
|
Title:
|
VP Legal
|
|
|
|
EXECUTIVE:
|
|
/s/ J. JOSEPH KIM
|
|
J. Joseph Kim
|
|
President and CEO
|
|
|
Date:
|
December 31, 2012
|
|
|
|
INOVIO PHARMACEUTICALS, INC:
|
|
|
By:
|
/s/ J. JOSEPH KIM
|
Name:
|
J. Joseph Kim
|
Title:
|
President and CEO
|
|
|
|
EXECUTIVE:
|
|
/s/ PETER KIES
|
|
Peter Kies
|
|
|
Date:
|
December 31, 2012
|
|
|
|
INOVIO PHARMACEUTICALS, INC:
|
|
|
By:
|
/s/ J. JOSEPH KIM
|
Name:
|
J. Joseph Kim
|
Title:
|
President and CEO
|
|
|
|
EXECUTIVE:
|
|
/s/ MARK BAGARAZZI
|
|
Mark Bagarazzi
|
|
|
Date:
|
December 31, 2012
|
|
|
|
INOVIO PHARMACEUTICALS, INC:
|
|
|
By:
|
/s/ J. JOSEPH KIM
|
Name:
|
J. Joseph Kim
|
Title:
|
President and CEO
|
|
|
|
EXECUTIVE:
|
|
/s/ NIRANJAN SARDESAI
|
|
Niranjan Sardesai
|
|
|
Date:
|
December 31, 2012
|
|
|
|
|
|
|
|
Subsidiary Name(1)
|
|
Jurisdiction of Organization
|
|
|
Genetronics, Inc.
|
|
|
California
|
|
VGX Pharmaceuticals, LLC
|
|
|
Delaware
|
|
VGX Animal Health, Inc.
|
|
|
Delaware
|
|
|
|
|
|
|
(1)
|
In accordance with Instructions (ii) to Exhibit (21) to the Exhibit Table in Item 601 of Regulation S-K, Registrant has omitted from the above table one of its subsidiaries because such omitted subsidiary does not constitute a significant subsidiary of registrant as of the end of the year covered by this report.
|
1.
|
I have reviewed this annual report on Form 10-K of Inovio Pharmaceuticals, Inc.
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15(d)-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date:
|
March 18, 2013
|
/s/ J. J
OSEPH
K
IM
|
|
|
J. Joseph Kim
President, Chief Executive Officer and Director
|
1.
|
I have reviewed this annual report on Form 10-K of Inovio Pharmaceuticals, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15(d)-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control
|
Date:
|
March 18, 2013
|
/s/ P
ETER
K
IES
|
|
|
Peter Kies
Chief Financial Officer
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
Date:
|
March 18, 2013
|
/s/ J. J
OSEPH
K
IM
|
|
|
J. Joseph Kim
President, Chief Executive Officer and Director
(Principal Executive Officer)
|
|
|
|
Date:
|
March 18, 2013
|
/s/ P
ETER
K
IES
|
|
|
Peter Kies
Chief Financial Officer
(Principal Financial and Accounting Officer)
|