8-K
false000185672500018567252023-03-222023-03-22

 

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): March 22, 2023

 

 

Rani Therapeutics Holdings, Inc.

(Exact name of registrant as specified in its charter)

 

 

Delaware

001-40672

86-3114789

(State or other jurisdiction
of incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

2051 Ringwood Avenue

 

San Jose, California

 

95131

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (408) 457-3700

 

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

Class A common stock, par value $0.0001 per share

 

RANI

 

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company 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

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.

 

 


Item 2.02 Results of Operations and Financial Condition.

On March 22, 2023, Rani Therapeutics Holdings, Inc. (the “Company”) issued a press release providing a corporate update and announcing its financial results for the fourth quarter and year ended December 31, 2022. The full text of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information in this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit

Number

 

Exhibit Description

99.1

 

Press Release dated March 22, 2023

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 


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 thereunto duly authorized.

 

 

 

 

Rani Therapeutics Holdings, Inc.

 

 

 

 

Date:

March 22, 2023

By:

/s/ Svai Sanford

 

 

 

Svai Sanford
Chief Financial Officer

 


EX-99

Exhibit 99.1

 

https://cdn.kscope.io/ce266e6f40e6c36f8e3408a4d7f2c452-img125106939_0.jpg 

Rani Therapeutics Reports Fourth Quarter and Full Year 2022 Financial Results; Provides Corporate Update

- Anticipates initiating first Phase 2 clinical study in RT-102 in 2H of 2023 -

- Announced topline results from the Phase 1 repeat-dose study of RT-102 for the treatment of osteoporosis -

- Received preliminary feedback from FDA on RT-102 development plans; 505(b)(2) pathway for RT-102 could be suitable -

- Announced partnership with Celltrion on development of RT-111, a RaniPill GO capsule containing an ustekinumab biosimilar -

- Conference call and webcast today at 4:30 p.m. ET -

SAN JOSE, Calif., March 22, 2023 -- Rani Therapeutics Holdings, Inc. (“Rani Therapeutics” or “Rani”) (Nasdaq: RANI), a clinical-stage biotherapeutics company focused on the oral delivery of biologics and drugs, today reported financial results for the quarter and full year ended December 31, 2022 and provided a corporate update.

 

“The past year has proven transformative for Rani, highlighted by the positive topline Phase 1 results for RT-102 in osteoporosis and the unveiling of our high-capacity capsule, the RaniPill HC. We also announced the preclinical development of our oral ustekinumab program, RT-111, and earlier this year partnered with Celltrion to support the advancement of that program. These achievements mark significant milestones for the Company and are a testament to the hard work and dedication of the entire Rani team,” said Talat Imran, Chief Executive Officer of Rani. “In 2023, we anticipate continuing this momentum with the initiation of the Company’s first Phase 2 study in RT-102 as well as the initiation of Phase 1 studies with three additional pipeline assets. I look forward to providing updates throughout the year as we work to further solidify our commitment to developing orally delivered biologics and drugs.”

Fourth Quarter 2022 and Subsequent Highlights:

Announced topline results from Phase 1 study of RT-102. In December 2022, Rani announced topline results from Part 2 (repeat-dose portion) of the Phase 1 study of RT-102. RT-102 is being developed for the treatment of osteoporosis. The study achieved all of its endpoints, with repeat doses of RT-102 being generally well tolerated and delivering drug with high reliability to participants via the RaniPill GO.
Preliminary feedback received from the U.S. Food and Drug Administration (“FDA”) on future development of RT-102. Following feedback from a pre-IND meeting with FDA, Rani believes that a 505(b)(2) pathway is suitable for the development of RT-102 in the U.S. In addition, Rani obtained guidance from FDA on its preclinical and clinical development plans for RT-102, including the Phase 2 clinical trial which is expected to initiate in the second half of 2023.
Announced partnership with Celltrion on development of an ustekinumab biosimilar for RT-111. In October 2022, Rani announced the preclinical development of RT-111, a RaniPill GO capsule containing a biosimilar of STELARA® (ustekinumab) for the potential treatment of psoriatic arthritis, ulcerative colitis, Crohn’s disease and psoriasis, all of which have large unmet medical needs for oral treatment. In January 2023, Rani announced a partnership with Celltrion for the development of RT-111. Rani was granted an exclusive license to use Celltrion’s ustekinumab biosimilar, CT-P43, in the development and commercialization of RT-111, and Celltrion was granted a right of first negotiation to acquire worldwide rights to RT-111 following a Phase 1 clinical trial.

 


 

 

Near-Term Milestone Expectations:

Initiation of Phase 2 study of RT-102 expected in the second half of 2023
Initiation of three additional Phase 1 studies expected in 2023 with pipeline molecules:
o
RT-105 containing an adalimumab biosimilar
o
RT-110 containing PTH for hypo-parathyroidism
o
RT-111 containing an ustekinumab biosimilar

Full Year 2022 Financial Results:

Cash, cash equivalents, and marketable securities as of December 31, 2022 totaled $98.5 million, compared to cash and cash equivalents of $117.5 million for the year ended December 31, 2021. There were no marketable securities in the prior comparative period. Rani expects its cash, cash equivalents and marketable securities to be sufficient to fund its operations to mid-2024.
Research and development expenses for the three and twelve months ended December 31, 2022 were $10.4 million and $36.6 million, respectively, compared to $7.4 million and $26.5 million for the same periods in 2021, respectively. The difference was primarily attributed to higher compensation costs of $6.6 million due to headcount growth, third-party services expense of $3.3 million and facilities, materials and supplies expense of $2.1 million due to increased preclinical and clinical development activities, partially offset by a decrease of $1.9 million in equity-based compensation due to our non-recurring initial public offering (IPO) and organizational transactions for the year ended December 31, 2021.
General and administrative expenses for the three and twelve months ended December 31, 2022 were $7.1 million and $26.8 million, respectively, compared to $5.9 million and $27.8 million for the same periods in 2021, respectively. The difference was primarily attributed to higher compensation costs of $2.0 million due to headcount growth, third-party services of $1.6 million due to public company related costs, and travel expenses of $1.0 million, partially offset by a decrease of $4.9 million in equity-based compensation due to our non-recurring IPO and organizational transactions for the year ended December 31, 2021 and facility, material and supplies expenses of $0.6 million.
Net loss for the three and twelve months ended December 31, 2022 was $17.3 million and $63.3 million, respectively, compared to $13.3 million and $53.1 million for the same periods in 2021, respectively, including non-cash charges primarily attributable to equity-based compensation expense of $4.0 million for the three months ended December 31, 2022 and $15.5 million for the full year 2022, compared to $3.3 million and $24.3 million for the same periods in 2021, respectively.

Conference Call

Rani will host a corresponding conference call and live webcast at 1:30 p.m. PT / 4:30 p.m. ET on March 22, 2023 to discuss the results and provide a business update. Individuals interested in listening to the live conference call may do so by using the webcast link in the “Investors” section of the company’s website at www.ranitherapeutics.com. A webcast replay will be available in the investor relations section on the company’s website for 90 days following the completion of the call.

Rani Therapeutics

Rani Therapeutics is a clinical-stage biotherapeutics company focused on advancing technologies to enable the development of orally administered biologics and drugs. Rani has developed the RaniPill capsule, which is a novel, proprietary and patented platform technology, intended to replace subcutaneous injection or intravenous infusion of biologics and drugs with oral dosing. Rani has successfully conducted several preclinical and clinical studies to evaluate safety, tolerability and bioavailability using RaniPill capsule technology. For more information, visit ranitherapeutics.com.

 


 

 

Forward-Looking Statements

Statements contained in this press release regarding matters that are not historical facts are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements include statements regarding, among other things, the expected initiation of a Phase 2 trial of RT-102 in the second half of 2023, the expected initiation of three Phase 1 trials of other product candidates in 2023, the impact achievement of upcoming clinical milestones could have on the business of the Company, the potential suitability of the 505(b)(2) pathway for RT-102 or other Rani programs, the ability of the data from the Phase 1 study of RT-102 to support progressing to a Phase 2 trial of RT-102, Rani’s development and advancement of its RaniPill capsule technology, including RaniPill HC, Rani’s advancement of its preclinical and clinical programs and timing of results, the sufficiency of Rani’s cash reserves for future operations, the timing and extent of its expenses, future financial performance, and Rani’s growth as a company. Because such statements are subject to risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. Words such as “may,” “expect,” “could,” “anticipate,” “look forward,” “progress,” “advance,” “intend” and similar expressions are intended to identify forward-looking statements. These forward-looking statements are based upon Rani’s current expectations and involve assumptions that may never materialize or may prove to be incorrect. Actual results could differ materially from those anticipated in such forward-looking statements as a result of various risks and uncertainties, which include, without limitation, risks and uncertainties associated with Rani’s business in general and the other risks described in Rani’s filings with the Securities and Exchange Commission, including Rani’s annual report on Form 10-K for the year ended December 31, 2022 and subsequent filings and reports by Rani. All forward-looking statements contained in this press release speak only as of the date on which they were made and are based on management’s assumptions and estimates as of such date. Rani undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they were made, except as required by law.

Trademarks

Trade names, trademarks and service marks of other companies appearing in this press release are the property of their respective owners. Solely for convenience, the trademarks and trade names referred to in this press release appear without the ® and ™ symbols, but those references are not intended to indicate, in any way, that we will not assert, to the fullest extent under applicable law, our rights, or the right of the applicable licensor, to these trademarks and tradenames.

Investor Contact:

[email protected]

Media Contact:

[email protected]

 


 

 

RANI THERAPEUTICS HOLDINGS, INC

Consolidated Balance Sheets

(In thousands, except par value)

 

 

December 31,

 

 

 

2022

 

 

2021

 

Assets

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

27,007

 

 

$

117,453

 

Restricted cash equivalents

 

 

500

 

 

 

 

Marketable securities

 

 

71,475

 

 

 

 

Prepaid expenses and other current assets

 

 

1,942

 

 

 

2,142

 

Total current assets

 

 

100,924

 

 

 

119,595

 

Property and equipment, net

 

 

6,038

 

 

 

4,612

 

Operating lease right-of-use asset

 

 

1,065

 

 

 

 

Total assets

 

$

108,027

 

 

$

124,207

 

Liabilities and Stockholders' Equity

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Accounts payable

 

$

1,460

 

 

$

1,080

 

Related party payable

 

 

53

 

 

 

126

 

Accrued expenses

 

 

2,296

 

 

 

1,434

 

Operating lease liability, current portion

 

 

1,006

 

 

 

 

Total current liabilities

 

 

4,815

 

 

 

2,640

 

Operating lease liability, less current portion

 

 

59

 

 

 

 

Long-term debt

 

 

29,149

 

 

 

 

Total liabilities

 

 

34,023

 

 

 

2,640

 

Commitments and contingencies

 

 

 

 

 

 

Stockholders' equity:

 

 

 

 

 

 

Preferred stock, $0.0001 par value - 20,000 shares authorized; none issued and outstanding as of December 31, 2022 and December 31, 2021

 

 

 

 

 

 

Class A common stock, $0.0001 par value - 800,000 shares authorized; 25,295 and 19,712 issued and outstanding as of December 31, 2022 and December 31, 2021, respectively

 

 

3

 

 

 

2

 

Class B common stock, $0.0001 par value - 40,000 shares authorized; 24,116 and 29,290 issued and outstanding as of December 31, 2022 and December 31, 2021, respectively

 

 

2

 

 

 

3

 

Class C common stock, $0.0001 par value - 20,000 shares authorized; none issued and outstanding as of December 31, 2022 and December 31, 2021

 

 

 

 

 

 

Additional paid-in capital

 

 

75,842

 

 

 

55,737

 

Accumulated other comprehensive loss

 

 

(73

)

 

 

 

Accumulated deficit

 

 

(38,919

)

 

 

(8,331

)

Total stockholders' equity attributable to Rani Therapeutics Holdings, Inc.

 

 

36,855

 

 

 

47,411

 

Non-controlling interest

 

 

37,149

 

 

 

74,156

 

Total stockholders' equity

 

 

74,004

 

 

 

121,567

 

Total liabilities and stockholders' equity

 

$

108,027

 

 

$

124,207

 

 

 


 

 

RANI THERAPEUTICS HOLDINGS, INC

Consolidated Statements of Operations

(In thousands, except per share amounts)

 

 

For the Three Months Ended December 31,

 

 

Year Ended December 31,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Contract revenue

 

$

 

 

$

 

 

$

 

 

$

2,717

 

Operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

Research and development

 

 

10,386

 

 

 

7,417

 

 

 

36,607

 

 

 

26,482

 

General and administrative

 

 

7,097

 

 

 

5,945

 

 

 

26,844

 

 

 

27,834

 

Total operating expenses

 

$

17,483

 

 

$

13,362

 

 

$

63,451

 

 

$

54,316

 

Loss from operations

 

 

(17,483

)

 

 

(13,362

)

 

 

(63,451

)

 

 

(51,599

)

Other income (expense), net

 

 

 

 

 

 

 

 

 

 

 

 

Interest income and other, net

 

 

818

 

 

 

16

 

 

 

1,248

 

 

 

89

 

Loss on extinguishment of debt

 

 

 

 

 

 

 

 

 

 

 

(700

)

Interest expense and other, net

 

 

(719

)

 

 

1

 

 

 

(1,071

)

 

 

(466

)

Change in estimated fair value of preferred unit warrant

 

 

 

 

 

 

 

 

 

 

 

(371

)

Loss before income taxes

 

 

(17,384

)

 

 

(13,345

)

 

 

(63,274

)

 

 

(53,047

)

Income tax expense

 

 

41

 

 

 

40

 

 

 

(70

)

 

 

(41

)

Net loss

 

$

(17,343

)

 

$

(13,305

)

 

$

(63,344

)

 

$

(53,088

)

Net loss attributable to non-controlling interest

 

 

(8,556

)

 

 

(8,116

)

 

 

(32,756

)

 

 

(44,757

)

Net loss attributable to Rani Therapeutics Holdings, Inc.

 

$

(8,787

)

 

$

(5,189

)

 

$

(30,588

)

 

$

(8,331

)

Net loss per Class A common share attributable to Rani Therapeutics Holdings, Inc., basic and diluted

 

$

(0.35

)

 

$

(0.27

)

 

$

(1.28

)

 

$

(0.43

)

Weighted-average Class A common shares outstanding—basic and diluted

 

 

24,910

 

 

 

19,439

 

 

 

23,817

 

 

 

19,534