
Sana Biotechnology Reports Fourth Quarter And Full Year 2024 Financial Results And Business Updates
Sana Biotechnology, Inc. Unaudited Selected Consolidated Balance Sheet Data | |||||||
December 31, 2024 | December 31, 2023 | ||||||
(in thousands) | |||||||
Cash, cash equivalents, and marketable securities | $ | 152,497 | $ | 205,195 | |||
Total assets | 501,020 | 565,299 | |||||
Contingent consideration | 108,968 | 109,606 | |||||
Success payment liabilities | 4,556 | 12,799 | |||||
Total liabilities | 250,516 | 277,793 | |||||
Total stockholders' equity | 250,504 | 287,506 | |||||
Sana Biotechnology, Inc. Unaudited Consolidated Statements of Operations | |||||||||||||||
Three Months Ended December 31, | Twelve Months Ended December 31, | ||||||||||||||
2024 | 2023 | 2024 | 2023 | ||||||||||||
(in thousands, except per share data) | |||||||||||||||
Operating expenses: | |||||||||||||||
Research and development | $ | 47,036 | $ | 63,000 | $ | 217,564 | $ | 268,823 | |||||||
Research and development related success payments and contingent consideration | (13,447 | ) | 6,835 | (8,881 | ) | (48,981 | ) | ||||||||
General and administrative | 17,277 | 20,784 | 64,040 | 73,299 | |||||||||||
Total operating expenses | 50,866 | 90,619 | 272,723 | 293,141 | |||||||||||
Loss from operations | (50,866 | ) | (90,619 | ) | (272,723 | ) | (293,141 | ) | |||||||
Interest income, net | 1,656 | 2,726 | 10,471 | 9,938 | |||||||||||
Other income (expense), net | 141 | (224 | ) | (4,507 | ) | (52 | ) | ||||||||
Net loss | $ | (49,069 | ) | $ | (88,117 | ) | $ | (266,759 | ) | $ | (283,255 | ) | |||
Net loss per common share – basic and diluted | $ | (0.21 | ) | $ | (0.45 | ) | $ | (1.16 | ) | $ | (1.46 | ) | |||
Weighted-average number of common shares – basic and diluted | 236,299 | 197,317 | 230,891 | 194,541 | |||||||||||
Sana Biotechnology, Inc.
Changes in the Estimated Fair Value of Success Payments and Contingent Consideration
Success Payment Liability ( 1) | Contingent Consideration ( 2) | Total Success Payment Liability and Contingent Consideration | |||||||||
(in thousands) | |||||||||||
Liability balance as of December 31, 2023 | $ | 12,799 | $ | 109,606 | $ | 122,405 | |||||
Changes in fair value – expense | 32,623 | 5,384 | 38,007 | ||||||||
Liability balance as of March 31, 2024 | 45,422 | 114,990 | 160,412 | ||||||||
Changes in fair value – gain | (24,575 | ) | (3,369 | ) | (27,944 | ) | |||||
Liability balance as of June 30, 2024 | 20,847 | 111,621 | 132,468 | ||||||||
Changes in fair value – expense (gain) | (5,732 | ) | 235 | (5,497 | ) | ||||||
Liability balance as of September 30, 2024 | 15,115 | 111,856 | 126,971 | ||||||||
Changes in fair value – gain | (10,559 | ) | (2,888 | ) | (13,447 | ) | |||||
Liability balance as of December 31, 2024 | $ | 4,556 | $ | 108,968 | $ | 113,524 | |||||
Total change in fair value for the twelve months ended December 31, 2024 | $ | (8,243 | ) | $ | (638 | ) | $ | (8,881 | ) | ||
(1) Cobalt Biomedicine, Inc. (Cobalt) and the President and Fellows of Harvard College (Harvard) are entitled to success payments pursuant to the terms and conditions of their respective agreements. The success payments are recorded at fair value and remeasured at each reporting period with changes in the estimated fair value recorded in research and development related success payments and contingent consideration on the statement of operations.
(2) Cobalt is entitled to contingent consideration upon the achievement of certain milestones pursuant to the terms and conditions of the agreement. Contingent consideration is recorded at fair value and remeasured at each reporting period with changes in the estimated fair value recorded in research and development related success payments and contingent consideration on the statement of operations.
Non-GAAP Financial Measures
To supplement the financial results presented in accordance with generally accepted accounting principles in the United States (GAAP), Sana uses certain non-GAAP financial measures to evaluate its business. Sana's management believes that these non-GAAP financial measures are helpful in understanding Sana's financial performance and potential future results, as well as providing comparability to peer companies and period over period. In particular, Sana's management utilizes non-GAAP operating cash burn, non-GAAP research and development expense and non-GAAP net loss and net loss per share. Sana believes the presentation of these non-GAAP measures provides management and investors greater visibility into the company's actual ongoing costs to operate its business, including actual research and development costs unaffected by non-cash valuation changes and certain one-time expenses for acquiring technology, as well as facilitating a more meaningful comparison of period-to-period activity. Sana excludes these items because they are highly variable from period to period and, in respect of the non-cash expenses, provides investors with insight into the actual cash investment in the development of its therapeutic programs and platform technologies.
These are not meant to be considered in isolation or as a substitute for comparable GAAP measures and should be read in conjunction with Sana's financial statements prepared in accordance with GAAP. These non-GAAP measures differ from GAAP measures with the same captions, may be different from non-GAAP financial measures with the same or similar captions that are used by other companies, and do not reflect a comprehensive system of accounting. Sana's management uses these supplemental non-GAAP financial measures internally to understand, manage, and evaluate Sana's business and make operating decisions. In addition, Sana's management believes that the presentation of these non-GAAP financial measures is useful to investors because they enhance the ability of investors to compare Sana's results from period to period and allows for greater transparency with respect to key financial metrics Sana uses in making operating decisions. The following are reconciliations of GAAP to non-GAAP financial measures:
Sana Biotechnology, Inc. Unaudited Reconciliation of Change in Cash, Cash Equivalents, and Marketable Securities to Non-GAAP Operating Cash Burn | |||||||
Twelve Months Ended December 31, | |||||||
2024 | 2023 | ||||||
(in thousands) | |||||||
Beginning cash, cash equivalents, and marketable securities | $ | 205,195 | $ | 434,014 | |||
Ending cash, cash equivalents, and marketable securities | 152,497 | 205,195 | |||||
Change in cash, cash equivalents, and marketable securities | (52,698 | ) | (228,819 | ) | |||
Cash paid to purchase property and equipment | 33,430 | 20,032 | |||||
Change in cash, cash equivalents, and marketable securities, excluding capital expenditures | (19,268 | ) | (208,787 | ) | |||
Adjustments: | |||||||
Net proceeds from issuance of common stock | (181,000 | ) | (27,020 | ) | |||
Cash paid for personnel-related costs incurred in connection with portfolio prioritizations | 5,158 | 5,454 | |||||
Cash paid in connection with the termination of the Fremont lease | - | 4,423 | |||||
Cash received in connection with the CARES Act | - | (7,063 | ) | ||||
Operating cash burn – Non-GAAP | $ | (195,110 | ) | $ | (232,993 | ) | |
Sana Biotechnology, Inc. Unaudited Reconciliation of GAAP to Non-GAAP Research and Development Expense | |||||||||||||||
Three Months Ended December 31, | Twelve Months Ended December 31, | ||||||||||||||
2024 | 2023 | 2024 | 2023 | ||||||||||||
(in thousands) | |||||||||||||||
Research and development expense – GAAP | $ | 47,036 | $ | 63,000 | $ | 217,564 | $ | 268,823 | |||||||
Adjustments: | |||||||||||||||
Expense related to the impairment of certain lab equipment and leasehold improvements(1) | (1,891 | ) | (7,014 | ) | (1,891 | ) | (7,014 | ) | |||||||
Research and development expense – Non-GAAP | $ | 45,145 | $ | 55,986 | $ | 215,673 | $ | 261,809 | |||||||
(1) The impairments of $1.9 million and $7.0 million recorded in the three and twelve months ended December 31, 2024 and 2023, respectively, were primarily related to the portfolio prioritizations that occurred during the fourth quarters.
Sana Biotechnology, Inc. Unaudited Reconciliation of GAAP to Non-GAAP General and Administrative Expense | |||||||||||||||
Three Months Ended December 31, | Twelve Months Ended December 31, | ||||||||||||||
2024 | 2023 | 2024 | 2023 | ||||||||||||
(in thousands) | |||||||||||||||
General and administrative – GAAP | $ | 17,277 | $ | 20,784 | $ | 64,040 | $ | 73,299 | |||||||
Adjustments: | |||||||||||||||
Personnel-related costs incurred in connection with portfolio prioritizations | (5,840 | ) | (5,203 | ) | (5,840 | ) | (5,203 | ) | |||||||
Loss on termination of Fremont lease(1) | - | - | - | (2,668 | ) | ||||||||||
General and administrative – Non-GAAP | $ | 11,437 | $ | 15,581 | $ | 58,200 | $ | 65,428 | |||||||
(1) For the twelve months ended December 31, 2023, the loss of $2.7 million included $4.4 million in fees incurred, offset by a gain of $1.7 million recorded in connection with the derecognition of the right-of use asset and lease liability associated with the Fremont facility.
Sana Biotechnology, Inc. Unaudited Reconciliation of GAAP to Non-GAAP Net Loss and Net Loss Per Share | |||||||||||||||
Three Months Ended December 31, | Twelve Months Ended December 31, | ||||||||||||||
2024 | 2023 | 2024 | 2023 | ||||||||||||
(in thousands, except per share data) | |||||||||||||||
Net income (loss) – GAAP | $ | (49,069 | ) | $ | (88,117 | ) | $ | (266,759 | ) | $ | (283,255 | ) | |||
Adjustments: | |||||||||||||||
Change in the estimated fair value of the success payment liabilities(1) | (10,559 | ) | 385 | (8,243 | ) | (8,208 | ) | ||||||||
Change in the estimated fair value of contingent consideration(2) | (2,888 | ) | 6,450 | (638 | ) | (40,773 | ) | ||||||||
Personnel-related costs incurred in connection with portfolio prioritizations | 5,840 | 5,203 | 5,840 | 5,203 | |||||||||||
Loss on termination of Fremont lease(3) | - | - | - | 2,668 | |||||||||||
Expense related to the impairment of certain lab equipment and leasehold improvements(4) | 1,891 | 7,014 | 1,891 | 7,014 | |||||||||||
Impairment of other assets | - | - | 4,832 | - | |||||||||||
Net loss – Non-GAAP | $ | (54,785 | ) | $ | (69,065 | ) | $ | (263,077 | ) | $ | (317,351 | ) | |||
Net income (loss) per share – GAAP | $ | (0.21 | ) | $ | (0.45 | ) | $ | (1.16 | ) | $ | (1.46 | ) | |||
Adjustments: | |||||||||||||||
Change in the estimated fair value of the success payment liabilities(1) | (0.04 | ) | - | (0.04 | ) | (0.04 | ) | ||||||||
Change in the estimated fair value of contingent consideration(2) | (0.01 | ) | 0.03 | - | (0.21 | ) | |||||||||
Personnel-related costs incurred in connection with portfolio prioritizations | 0.02 | 0.03 | 0.03 | 0.03 | |||||||||||
Loss on termination of Fremont lease(3) | - | - | - | 0.01 | |||||||||||
Expense related to the impairment of certain lab equipment and leasehold improvements(4) | 0.01 | 0.04 | 0.01 | 0.04 | |||||||||||
Impairment of other assets | - | - | 0.02 | - | |||||||||||
Net loss per share – Non-GAAP | $ | (0.23 | ) | $ | (0.35 | ) | $ | (1.14 | ) | $ | (1.63 | ) | |||
Weighted-average shares outstanding – basic and diluted | 236,299 | 197,317 | 230,891 | 194,541 | |||||||||||
(1) For the three months ended December 31, 2024, the gain related to the Cobalt success payment liability was $9.2 million compared to an expense of $0.4 million for the same period in 2023. For the twelve months ended December 31, 2024, the gain related to the Cobalt success payment liability was $6.9 million compared to $7.9 million for the same period in 2023. For the three months ended December 31, 2024, the gain related to the Harvard success payment liabilities was $1.3 million compared to $12.0 thousand for the same period in 2023. For the twelve months ended December 31, 2024, the gain related to the Harvard success payment liabilities was $1.3 million compared to $0.3 million for the same period in 2023.
(2) The contingent consideration is in connection with the acquisition of Cobalt.
(3) For twelve months ended December 31, 2023, the loss of $2.7 million included $4.4 million in fees incurred, offset by a gain of $1.7 million recorded in connection with the derecognition of the right-of use asset and lease liability associated with the Fremont facility.
(4) The impairments of $1.9 million and $7.0 million recorded in the three months ended December 31, 2024 and 2023, respectively, were primarily related to the s portfolio prioritizations that occurred during the respective quarters.


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