UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 
 
 
 CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): January 2, 2020
 _____________________
Novan, Inc.
(Exact name of registrant as specified in its charter) 
 _____________________
 
 
 
 
 
 
 
 
Delaware
 
001-37880
 
20-4427682
 
 
(State or other jurisdiction of
incorporation or organization)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
 
4105 Hopson Road, Morrisville, North Carolina 27560
(Address of principal executive offices) (Zip Code)
(919) 485-8080
(Registrant’s telephone number, include area code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
 _____________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act: 
Title of Each Class
Trading Symbol(s)
Name of Each Exchange on Which Registered 
Common Stock, $0.0001 par value
NOVN
Nasdaq Global Market
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company x
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. x





Item 8.01. Other Events.

On January 2, 2020, Novan, Inc. (the “Company”) issued a press release announcing top-line results from two pivotal Phase 3 clinical trials of SB206 for the treatment of molluscum contagiosum. The full text of the Company’s press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Management of the Company will also host a conference call at 8:30 AM ET on January 3, 2020 to discuss these results. A copy of the presentation that will accompany the call is filed as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.

 
(d)
Exhibits
 
EXHIBIT INDEX
 
 
 
 
Exhibit No.
 
Description
 
 
99.1
 
 
 
 
99.2
 
 
 
 

 






SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
 
 
 
 
 
 
 
 
 
Novan, Inc.
 
 
 
 
Date: January 3, 2020
 
 
 
By:
 
/s/ John M. Gay
 
 
 
 
 
 
John M. Gay
 
 
 
 
 
 
Vice President, Finance
 



Exhibit 99.1


Novan Reports Top-Line Efficacy Results from Phase 3 Trials of SB206 for Molluscum Contagiosum
Company to hold conference call Friday, January 3, 2020 at 8:30 am Eastern Time
Focus of call: top-line efficacy data and sensitivity analyses

MORRISVILLE, N.C. - January 2, 2020 - Novan, Inc. (“the Company” or “Novan”) (Nasdaq:NOVN) today announced top-line efficacy results from its Phase 3 B-SIMPLE program with SB206 for the treatment of molluscum contagiosum (“molluscum”). Statistical significance was not achieved for the primary endpoint in either B-SIMPLE1 or B-SIMPLE2, however multiple sensitivity analyses are supportive and consistent across both studies and support a potential path forward for the asset. The two trials are ongoing, awaiting 24-week safety data, thus the top-line results are for efficacy data only.
Summary of Top-Line Efficacy Data and SB206 Program:
SB206 did not achieve statistically significant results for the primary endpoint.
B-SIMPLE2 was statistically significant for multiple pre-specified sensitivity analyses.
Similar analyses with B-SIMPLE1 demonstrated results are reasonably consistent and supportive of B-SIMPLE2.
Company intends to utilize B-SIMPLE2 as one of the confirmatory trials for New Drug Application (“NDA”) submission, subject to discussions with the U.S. Food and Drug Administration (“FDA”).
Company intends to support and confirm B-SIMPLE2 with an additional confirmatory Phase 3 trial targeted to commence in April 2020, subject to additional funding and FDA feedback.
Company’s timeline for NDA submission remains consistent and targets potential NDA submission in the second quarter of 2021, depending on outcome of discussions with FDA and confirmatory results in the additional trial.
Full efficacy and safety data from both trials, including the prospectively planned safety evaluation ongoing through Week 24, targeted to be available by March 2020.
The B-SIMPLE program consists of two multi-center, randomized, double-blind, vehicle-controlled pivotal trials of topical nitric oxide-releasing product candidate SB206 for the treatment of molluscum in 707 patients aged 6 months and older, with a 2:1 (active:vehicle) randomization.
Primary endpoint - proportion of patients with complete clearance of all treatable molluscum lesions at Week 12 (Intent-to-Treat or “ITT” population, where the analysis assumes that patients with Week 12 missing data are computed as treatment failures):

Pivotal Trial
SB206
Vehicle
p-Value
B-SIMPLE1
25.8%
(n=236)
21.6%
(n=116)
0.375
B-SIMPLE2
30.0%
(n=237)
20.3%
(n=118)
0.062
SB206 was near statistically significant for the primary endpoint in B-SIMPLE2, and was statistically significant in the secondary endpoint and several pre-specified sensitivity analysis, which were included within the statistical analysis plan:







Endpoint
Population
SB206
Vehicle
p-Value
Primary endpoint - complete clearance at Week 12
Per-Protocol1
36.1%
(n=194)
23.3%
(n=103)
0.028
Intent-to-Treat2 with Last Observation Carried Forward3 missing data method
30.8%
(n=237)
20.3%
(n=118)
0.044
Secondary endpoint - complete clearance at Week 8
Intent-to-Treat2
13.9%
(n=237)
5.9%
(n=118)
0.028
1. Per-protocol (“PP”) population: all patients in the ITT population who completed the 12-week treatment period and had no significant protocol deviations that impacted the analyses of efficacy endpoints.
2. Intent-to-Treat Population (“ITT”): consists of all subjects who are randomized.
3. Last Observation Carried Forward (“LOCF”) method for handling missing data: all patients randomized (ITT population) and where a patient missed their Week 12 visit but had reported complete clearance at their last collected lesion assessment, their last visit lesion count is included in the analysis as complete clearance at Week 12.
Following an assessment of the primary analysis and pre-specified sensitivity analyses, Novan is able to demonstrate through multiple statistical tests and trends that B-SIMPLE1, while not statistically significant, is consistent with and supportive of the B-SIMPLE2 trial and results.
Management, along with the Board of Directors, continues to explore both financial as well as strategic options in order to continue to progress SB206 for the molluscum indication. As disclosed in the latest 10-Q filing, as of September 30, 2019, the Company had $22.5 million in total cash, cash equivalents and restricted cash, which is targeted to fund operations into the first quarter of 2020, excluding the effect of any potential sales of stock under the Company’s stock purchase agreement with Aspire Capital Fund, LLC (“Aspire”), if available. The Company is working to further address current operations with the aim of achieving a reduction in near term cash expenditures. Substantial additional funding will be required in order to continue to sustain business operations.
The Company, along with the Board of Directors, will provide a further business update in a timely manner and when appropriate.
Select members of the management team will attend the 7th Annual Dermatology Summit, taking place on January 12, 2020, as well as participate in additional meetings around the 38th Annual J.P. Morgan Healthcare Conference, taking place January 13-16, 2020, both in San Francisco, California.
Conference Call & Webcast (with Slides)
Novan will host a webcast tomorrow, Friday, January 3, 2020 at 8:30 am Eastern Time to present top-line efficacy data and sensitivity analyses. There will not be any Q&A and the Company intends to provide a more extensive business update in the near term, upon receipt of the totality of efficacy and safety data from the B-SIMPLE program.
U.S. toll free: +1 (844) 707-0661
International: +1 (703) 318-2240
Conference ID:     8358294
A live webcast will be accessible from the Events page of the Company’s website at http://Events.Novan.com.
About Novan
Novan, Inc. is a clinical development-stage biotechnology company focused on leveraging nitric oxide’s naturally occurring anti-microbial and immunomodulatory mechanisms of action to treat a range of diseases






with significant unmet needs. We believe that our ability to deploy nitric oxide in a solid form, on demand and in localized formulations allows us the potential to improve patient outcomes in a variety of dermatology, women’s health and gastrointestinal diseases.
Forward-Looking Statements
This press release contains forward-looking statements including, but not limited to, statements related to pharmaceutical development of nitric oxide-releasing product candidates and our intention to advance development of certain product candidates, including the timing of full results of our Phase 3 program to evaluate SB206 for the treatment of molluscum, the outcome of discussions with the FDA regarding our B-SIMPLE program, the timing for a third Phase 3 trial, the timing of potential regulatory submissions, and our needs for funding. Forward-looking statements are subject to a number of risks and uncertainties that could cause actual results to differ materially from our expectations, including, but not limited to, the risk that full results of the Phase 3 program will not be received timely or will not be consistent with our expectations; the risk that the FDA will not agree with our position that the B-SIMPLE2 results can be used to support an NDA alongside results of a third confirmatory trial; the risk that results from a third Phase 3 trial will not be received timely or will not achieve significance sufficient to support an NDA; our ability to obtain funding or enter into strategic relationships on a timely basis, or at all, to enable a third Phase 3 trial and to continue operations; our ability to reduce cash expenditures; our ability to utilize the stock purchase agreement with Aspire; risks and uncertainties in the clinical development process, including, among others, length, expense, ability to enroll patients, reliance on third parties, potential for delays and that results of earlier research and preclinical or clinical trials may not be predictive of results, conclusions or interpretations of later research activities or additional trials; risks related to the regulatory approval process, which is lengthy, time-consuming and inherently unpredictable, including the risk that our product candidates may not be approved or that additional studies may be required for approval or other delays may occur and that we may not obtain funding sufficient to complete the regulatory or development process; risks related to the manufacture of clinical trial materials; our ability to obtain additional funding or enter into strategic relationships or other business development necessary for the further development of our product candidates; and other risks and uncertainties described in our annual report filed with the SEC on Form 10-K for the twelve months ended December 31, 2018, and in our subsequent filings with the SEC. These forward-looking statements speak only as of the date of this press release, and Novan disclaims any intent or obligation to update these forward-looking statements to reflect events or circumstances after the date of such statements, except as may be required by law.
CONTACT:
(Investors & Media)
Cole Ikkala
Director, Investor Relations, Communications & Business Development
cikkala@novan.com




# # #


Exhibit 99.2 SB206 Molluscum Top-Line Efficacy Plus Sensitivity Analyses 3rd January 2020 1


 
Forward-Looking Statements This presentation includes forward-looking statements that reflect our current views with respect to, among other things, our plans to develop and commercialize our product candidates, including our interpretation of preclinical and clinical studies and the success and timing of our product development activities and clinical trials, such as the timing of full results of our Phase 3 program to evaluate SB206 for the treatment of molluscum contagiosum, the outcome of discussions with the U.S. Food and Drug Administration (“FDA”) regarding our B-SIMPLE program, the timing for a third Phase 3 trial, the timing of potential regulatory submissions, and our needs for funding. These forward-looking statements are included throughout this presentation. We have used the words “anticipate,” “assume,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “future,” “will,” “seek,” “foreseeable”, “targeted” and similar terms and phrases to identify forward-looking statements in this presentation. The forward-looking statements contained in this presentation are based on management’s current expectations and are subject to substantial risks, uncertainty and changes in circumstances. Actual results may differ materially from these expectations due to risks and uncertainties including, but not limited to: the risk that full results of the Phase 3 program will not be received timely or will not be consistent with our expectations; the risk that the FDA will not agree with our position that the B-SIMPLE2 results can be used to support a New Drug Application (“NDA”) alongside results of a third confirmatory trial; the risk that results from a third Phase 3 trial will not be received timely or will not achieve significance sufficient to support an NDA; our ability to obtain funding or enter into strategic relationships on a timely basis, or at all, to enable a third Phase 3 trial and to continue operations; our ability to reduce cash expenditures; our ability to utilize the stock purchase agreement with Aspire Capital Fund, LLC; risks and uncertainties in the clinical development process, including, among others, length, expense, ability to enroll patients, reliance on third parties, potential for delays and that results of earlier research and preclinical or clinical trials may not be predictive of results, conclusions or interpretations of later research activities or additional trials; risks related to the regulatory approval process, which is lengthy, time-consuming and inherently unpredictable, including the risk that our product candidates may not be approved or that additional studies may be required for approval or other delays may occur and that we may not obtain funding sufficient to complete the regulatory or development process; risks related to the manufacture of clinical trial materials; our ability to obtain additional funding or enter into strategic relationships or other business development necessary for the further development of our product candidates; and other risks and uncertainties described in our annual report filed with the SEC on Form 10-K for the twelve months ended Dec. 31, 2018, and in any subsequent filings with the SEC. Any forward-looking statement made by us in this presentation speaks only as of the date of this presentation. We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by any applicable securities laws. 2


 
Webcast Agenda • B-SIMPLE1 and B-SIMPLE2: study design including demographics • Top-line efficacy: results and sensitivity analyses • SB206 and molluscum indication: possible path(s) forward • Novan, Inc: brief commentary – funding, operations and runway 3


 
SB206 Phase 3 Study Design (B-SIMPLE1, B-SIMPLE2) • Multi-center, randomized, double-blind, vehicle-controlled, parallel trials to evaluate the efficacy and Description safety of SB206 12% QD for the treatment of molluscum contagiosum (“molluscum” or “MC”) • ~340 subjects per pivotal trial • 2:1 (active:vehicle) randomization • 14 day wash out period prior to randomization Trial Design • Subjects or their caregivers will apply SB206 12% or Vehicle Gel once daily for a minimum of 4 weeks and up to 12 weeks to all treatable lesions (baseline and new) • Visits at Screening/Baseline, Week 2, Week 4, Week 8, Week 12 and safety follow-up at Week 24 • Males and females, 6 months of age and older Key Inclusion Criteria • 3-70 lesions at baseline Primary Endpoint • Proportion of subjects with complete clearance of all treatable molluscum lesions at Week 12 Secondary Endpoint • Proportion of subjects with complete clearance of all treatable molluscum lesions at Week 8 • Proportion of subjects with complete clearance of all treatable molluscum lesions at each visit • Proportion of subjects achieving clearance of ≥95%, 90% and 75% of molluscum lesions at Week 12 Exploratory • Percent change from baseline in number of molluscum lesions at every visit Endpoints1 • Time to complete clearance • Proportion of subjects who have a recurrence of MC after first visit of complete clearance • Proportion of subjects developing scar(s) after clearance of lesions at each visit Links to clinicaltrials.gov: B-SIMPLE1 & B-SIMPLE2 1. Additional exploratory and sensitivity analysis were defined in the statistical analysis plan 4


 
Study Demographics1 B-SIMPLE1 B-SIMPLE2 ITT Population2 352 355 Completed Week 12 Treatment 303 304 Dropout Rate 13.1% 15.5% Number of Sites 33 33 % Dermatologists 66.7% 69.7% Age (years) Mean 7.1 6.4 % Ages 2 to 17 95.2% 97.5% Gender Female 47.7% 48.5% Male 52.3% 51.5% Baseline Lesion Count Mean 18.1 18.3 The Phase 3 B-SIMPLE pivotal trials were well balanced across both studies 1. This table will be updated post completion of Week 24 data analysis and study closeout 5 2. Intent-to-Treat Population (ITT): consists of all subjects who were randomized


 
B-SIMPLE1 & B-SIMPLE2: ITT Population1 B-SIMPLE1 B-SIMPLE2 SB206 Vehicle SB206 Vehicle p-value p-value (n=236) (n=116) (n=237) (n=118) Primary Endpoint: Complete Clearance of 25.8% 21.6% p=0.375 30.0% 20.3% p=0.062 All Lesions at Week 12 Secondary Endpoint: Complete Clearance of 15.3% 10.3% p=0.202 13.9% 5.9% p=0.028 All Lesions at Week 8 SB206 was nearly statistically significant for the primary endpoint compared to vehicle in B-SIMPLE2, and was statistically significant for the secondary endpoint 1. Intent-to-Treat Population (ITT): consists of all subjects who were randomized 6


 
B-SIMPLE1 & B-SIMPLE2: PP Population1 B-SIMPLE1 B-SIMPLE2 SB206 Vehicle SB206 Vehicle p-value p-value (n=192) (n=109) (n=194) (n=103) Primary Endpoint: Complete Clearance of 31.3% 21.1% p=0.074 36.1% 23.3% p=0.028 All Lesions at Week 12 Statistical significance achieved in the PP population for the primary endpoint compared to vehicle in B-SIMPLE2 1. Per Protocol (PP): all patients in the ITT population who completed the 12-week treatment period and had no significant protocol deviations that impacted the analyses of efficacy endpoints 7


 
B-SIMPLE1 & B-SIMPLE2: ITT Population1, LOCF2 B-SIMPLE1 B-SIMPLE2 SB206 Vehicle SB206 Vehicle p-value p-value (n=236) (n=116) (n=237) (n=118) Primary Endpoint: Complete Clearance of All 26.7% 21.6% p=0.292 30.8% 20.3% p=0.044 Lesions at Week 12 Exploratory Endpoint3: Clearance of 95% Lesions 28.0% 22.4% p=0.217 35.0% 20.3% p=0.007 at Week 12 Exploratory Endpoint3: Clearance of 90% Lesions 33.9% 25.0% p=0.079 39.7% 20.3% p<0.001 at Week 12 B-SIMPLE2 was statistically significant for multiple endpoints with the last observation carried forward method for missing data at Week 12 1. Intent-to-Treat Population (ITT): consists of all subjects who were randomized 2. Last Observation Carried Forward (LOCF) method for handling missing data: all patients randomized (ITT population) and where a patient missed their Week 12 visit but had reported complete/95%/90% clearance at their last collected lesion assessment, their last visit lesion count is included in the analysis as complete/95%/90% clearance at Week 12 8 3. Exploratory endpoints were pre-specified in the statistical analysis plan


 
B-SIMPLE1 & B-SIMPLE2: Consistent and Supportive • Primary analysis and pre-specified sensitivity analyses demonstrated evidence of consistency across both studies • Evidence of consistency between the two studies includes: − Statistical test of heterogeneity (tests for variation in study outcomes between studies and result demonstrated homogeneity between trials) − Positive treatment effect trends for primary and secondary endpoints for both studies − Overlap of 95% confidence intervals (interval that one can be 95% confident contains the true value of the population) for the primary endpoint between studies − Similar standard errors (a measure of the statistical accuracy of the estimate of interest) for both studies − Statistically significant meta analysis (examination of data from independent studies vs. combined studies to determine overall trends demonstrates the two analyzed together is stronger than either study individually) Similar analyses of B-SIMPLE1 demonstrated reasonable consistency and was supportive of B-SIMPLE2 9


 
Cross Trial Comparison: Complete Clearance at Week 121 40.0% 37.5% * 35.0% 30.0% 30.0% 27.7% 25.8% 25.0% 21.6% 20.3% 20.0% 18.2% 15.0% 10.0% 12% QD 12% 12% QD 12% 12% QD 12% 5.0% BID 12% treatable molluscum lesions at Week 12 Week at lesions molluscum treatable % of patients with complete clearance of all all of clearance complete with ofpatients % 0.0% MC-201 B-SIMPLE1 B-SIMPLE2 *p<0.05 Vehicle SB206 SB206 treatment effect reasonably similar across Phase 2 and Phase 3 1. Intent-to-Treat Population (ITT): consists of all subjects who were randomized 10


 
SB206: Summary of B-SIMPLE Results • SB206 failed to achieve statistically significant results for the primary endpoint. • B-SIMPLE2 was statistically significant for multiple pre-specified sensitivity analyses. • Similar analyses with B-SIMPLE1 demonstrated the trial is reasonably consistent and supportive of B-SIMPLE2. • All efficacy and safety data (both trials) including the prospectively planned safety evaluation through Week 24, targeted to be available by March 2020. 11


 
Clinical and Regulatory Possible Path Forward • Subject to discussions with the U.S. Food and Drug Administration (FDA), the Company intends to utilize B-SIMPLE2 as one of the confirmatory trials for New Drug Application (NDA) submission. • Subject to securing additional near-term funding and FDA feedback, the Company intends to support and confirm B-SIMPLE2 with an additional confirmatory Phase 3 trial. That trial would be targeted to commence in April 2020. • Potential NDA submission remains consistent with previous company timelines and targets the second quarter of 2021, depending on feedback from FDA and confirmatory results in the additional trial. 12


 
Funding and Operations Commentary • Management, along with the Board of Directors, continues to explore both financial and strategic options in order to continue to progress SB206 for the molluscum indication as well as preserve the nitric oxide science and technology platform. • The Company will provide a further business update as and when it is appropriate to do so. • The Company is working to action a number of operational adjustments in order to reduce cash utilization over the near term. • Substantial additional funding will be required in order to continue to sustain business operations. 13


 
Publicly Reported Cash Runway • As of September 30, 2019, the Company had $22.5 million in total cash, cash equivalents and restricted cash, which is targeted to fund operations into the first quarter of 2020. • This projected cash runway excludes the effect of potential sales of common stock under the Common Stock Purchase Agreement agreed to in August 2019 with Aspire Capital Fund, LLC, if available.1 1. As of September 30, 2019, the Company had sold 100,000 shares of common stock at a price of $2.61 per share under the Aspire Common Stock Purchase Agreement. The $25.0 million Aspire Common Stock Purchase Agreement contains certain limitations, including, but not limited to: (i) the Company has the ability to sell to Aspire up to 100,000 shares of the Company’s common stock per business day; (ii) the Company has a $500,000 maximum aggregate purchase price payable by Aspire on any one purchase date; (iii) the Company may not effect any sales on any purchase date where the closing sale price of the Company’s common stock is less than $0.25; and (iv) the number of shares that may be sold will be limited to 5,211,339 shares (which represents 19.99% of the Company’s outstanding shares of common stock on August 30, 2019), if the average price paid for shares issued under the Common Stock Purchase Agreement is less than $2.17. Please reference Form 10-Q filed with the SEC for the quarter ended 9/30/19. 14


 
SB206 Molluscum Top-Line Efficacy Plus Sensitivity Analyses 3rd January 2020 15