8-K
0001580063false00015800632022-11-142022-11-14

 

 

 

 

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): November 14, 2022

 

 

Biora Therapeutics, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-39334

27-3950390

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

4330 La Jolla Village Drive, Suite 300

 

San Diego, California

 

92122

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (855) 293-2639

 

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, par value $0.001 per share

 

BIOR

 

The Nasdaq Global Market

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 November 14, 2022, Biora Therapeutics, Inc. issued a press release announcing its financial results for the second quarter ended September 30, 2022 and an updated corporate presentation. The press release and corporate presentation are furnished as Exhibit 99.1 and Exhibit 99.2, respectively, to this Current Report on Form 8-K.

As provided in General Instruction B.2 of Form 8-K, the information in this Item 2.02 and Exhibit 99.1 and 99.2 incorporated herein shall not be deemed to be “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 such information or Exhibit 99.1 and 99.2 be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

99.1

 

Press release, dated November 14, 2022

 

 

 

99.2

 

Corporate presentation, dated November 14, 2022

 

 

 

104

 

Cover Page Interactive Data File (embedded with 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.

 

 

 

Biora Therapeutics, Inc.

 

 

 

 

 

 

 

 

Date:

November 14, 2022

By:

/s/ Aditya P. Mohanty

 

 

 

Aditya P. Mohanty
Chief Executive Officer

 

 


EX-99.1

 

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Exhibit 99.1

 

 

 

 

 

Biora Therapeutics Provides Corporate Update and Reports

Third Quarter 2022 Financial Results

Presented results of human study at the American College of Gastroenterology annual meeting, demonstrating promising device performance in active ulcerative colitis patients

Executed a registered direct capital raise of $9.75 million

Presented preclinical results demonstrating the possibilities for systemic delivery of large molecules using the company's systemic delivery platform

Received key patent for oral delivery of GLP-1 receptor agonist

Management will host conference call and webcast today at 4:30 PM Eastern / 1:30 PM Pacific

SAN DIEGO, November 14, 2022 – Biora Therapeutics, Inc. (Nasdaq: BIOR), the biotech company that is reimagining therapeutic delivery, today provided a corporate update and reported financial results for the third quarter ended September 30, 2022.

During the third quarter, the company shared the results of its PM-602 device function study, which assessed the safety and performance of the company’s targeted delivery device in active ulcerative colitis patients, at the American College of Gastroenterology annual meeting. In the study, the device accurately identified entry into the colon, triggered release of a non-drug liquid payload, and achieved distribution across the entire colon in seven patients. These results demonstrate the potential of the targeted therapeutics platform to transform management of ulcerative colitis by improving efficacy through increased drug concentration in the colon, while potentially minimizing the harmful side effects associated with high systemic drug uptake.

 

Additionally, the company recently announced a registered direct financing raising $9.75 million in total, with $6 million in gross proceeds from an existing investor and $3.75 million reinvested by Athyrium from the interest on convertible notes held by the firm, demonstrating continued commitment by existing investors to support Biora’s key programs. These funds, combined with cash on hand, will help the company work toward important clinical milestones coming up in 2023.

 

Biora also shared preclinical results from its systemic therapeutics program, demonstrating promising device performance using liquid jet injection to the small intestine in animal models. The company successfully demonstrated ≥83% deployment accuracy in the canine small intestine and average bioavailability of 22% (up to 55%) for a variant of adalimumab in swine where drug was detected in blood. Results were presented at the Controlled Release Society Annual Meeting, the Parenteral Drug Association Universe of Pre-Filled Syringes and Injection Devices Conference, and the American College of Gastroenterology Annual Scientific Meeting.

 

Biora continued to strengthen its intellectual property portfolio during the third quarter with a newly-issued patent covering jet delivery of any glucagon-like peptide-1 (GLP-1) receptor agonist formulation to the small intestine for treatment of any disease, including type 2 diabetes.

 

 


 

https://cdn.kscope.io/34b95851cf44e8d9121c359a3f033815-img208566971_0.jpg 

 

Exhibit 99.1

 

 

 

 

 

According to leading analytics firm GlobalData, the GLP-1 receptor agonist market is forecasted to be well over $20 billion by 2025.

 

“We are extremely pleased with the ongoing development of our targeted drug delivery platform and have demonstrated that our device functions as intended in ulcerative colitis patients, which is a key step in advancing our PGN-600 program. We are on track to initiate clinical studies for our drug-device combination early next year” said Adi Mohanty, Chief Executive Officer of Biora Therapeutics. “We are very excited about the opportunity to improve treatment for patients with ulcerative colitis. We also continue to progress our systemic therapeutics platform, strengthen our IP portfolio, and seek to find ways to monetize legacy assets to generate value for our investors.”

 

 


 

https://cdn.kscope.io/34b95851cf44e8d9121c359a3f033815-img208566971_0.jpg 

 

Exhibit 99.1

 

 

 

 

 

Third Quarter 2022 and Recent Corporate Highlights

Presented results of the company’s PM-602 study for its targeted therapeutics platform at the American College of Gastroenterology annual meeting, demonstrating successful device performance in active ulcerative colitis patients
Executed a registered direct financing raise of $9.75 million
Presented results of preclinical studies for the company's systemic therapeutics platform, demonstrating promising bioavailability and device performance in animal models
Received a key patent for oral delivery of any GLP-1 receptor agonist for the systemic therapeutics platform
Announced sale of patent rights related to methods for determining the origin of cell-free DNA to Roche Diagnostics, as Biora continues generating value from legacy assets

 

 

 


 

https://cdn.kscope.io/34b95851cf44e8d9121c359a3f033815-img208566971_0.jpg 

 

Exhibit 99.1

 

 

 

 

 

Third Quarter 2022 Financial Results

 

Comparison of Three Months Ended September 30, 2022 and June 30, 2022

 

The company generated $10.0 million in revenues during the third quarter, out of which $9.9 million came from discontinued operations, primarily due to a partial reversal of prior period accruals. The company generated $0.9 million in revenues during the second quarter, out of which $0.8 million came from discontinued operations. Operating expenses were $14.1 million for the three months ended September 30, 2022, compared to $14.6 million for the three months ended June 30, 2022, out of which $0.2 million and $0.3 million, respectively came from discontinued operations.

 

Net loss was $5.1 million and net loss per share was $0.03 for the three months ended September 30, 2022, compared to net loss of $5.5 million and net loss per share of $0.03 for the three months ended June 30, 2022.

 

Net gain from discontinued operations was $9.8 million and net gain per share was $0.05 for the three months ended September 30, 2022, compared to net gain from discontinued operations of $0.5 million with no impact to loss per share for the three months ended June 30, 2022.

 

Comparison of Three Months Ended September 30, 2022 and 2021

 

The company generated $10.0 million in revenues for three months ended September 30, 2022, out of which $9.9 million came from discontinued operations primarily due to a partial reversal of prior period accruals. The company generated $9.7 million in revenues for the three months ended September 30, 2021, out of which $9.5 million came from discontinued operations. Operating expenses were $14.1 million for the three months ended September 30, 2022, compared to $37.0 million for the three months ended September 30, 2021, out of which $0.2 million and $6.3 million, respectively, came from discontinued operations.

 

Net loss was $5.1 million and net loss per share was $0.03 for the three months ended September 30, 2022, compared to net loss of $43.7 million and net loss per share of $0.46 for the three months ended September 30, 2021.

 

Net gain from discontinued operations was $9.8 million and net gain per share was $0.05 for the three months ended September 30, 2022, compared to net loss from discontinued operations of $6.9 million and net loss per share of $0.07 for the three months ended September 30, 2021.

 

 

 


 

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Exhibit 99.1

 

 

 

 

 

Webcast and Conference Call Information

Biora Therapeutics will host a webcast and conference call to discuss the third quarter financial results and answer investment community questions today, Monday, November 14, 2022 at 4:30 p.m. Eastern / 1:30 p.m. Pacific.

The live call may be accessed by dialing 1-877-423-9813 (domestic) or 1-201-689-8573 (international) and entering the conference code: 13731511. A live webcast will be available via the Investors section of the company website, with a replay available online for 60 days following the call.

 

About Biora Therapeutics

Biora Therapeutics is the biotech company that is reimagining therapeutic delivery. By creating innovative smart pills designed for targeted drug delivery to the GI tract, and systemic, needle-free delivery of biotherapeutics, the company is developing therapies to improve patients’ lives. Biora envisions a world where patients have access to needle-free drug delivery and better therapeutic outcomes.

For more information, visit bioratherapeutics.com or follow the company on LinkedIn or Twitter.

 

Safe Harbor Statement or Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, which statements are subject to substantial risks and uncertainties and are based on estimates and assumptions. All statements, other than statements of historical facts included in this press release, including statements concerning future expectations of our research and development efforts and clinical trials and programs, the safety and efficacy profiles of our product candidates, our goals and plans regarding our IP portfolio and legacy assets and potential addressable market size, are forward-looking statements. In some cases, you can identify forward-looking statements by terms such as “may,” “might,” “will,” “objective,” “intend,” “should,” “could,” “can,” “would,” “expect,” “believe,” “design,” “estimate,” “predict,” “potential,” “plan” or the negative of these terms, and similar expressions intended to identify forward-looking statements. These statements reflect our plans, estimates, and expectations, as of the date of this press release. These statements involve known and unknown risks, uncertainties and other factors that could cause our actual results to differ materially from the forward-looking statements expressed or implied in this press release. Such risks, uncertainties, and other factors include, among others, our ability to innovate in the field of precision medicine and develop our drug-device combinations, our ability to obtain and maintain regulatory approval or clearance of our products on expected timelines or at all, our plans to research, develop, and commercialize new products, the unpredictable relationship between preclinical study results and clinical study results, our expectations regarding future revenue generating opportunities with current or future pharmaceutical collaborators, our ability to raise sufficient capital to achieve our business objectives, the ongoing COVID-19 pandemic, and those risks described in “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2021 filed with the SEC and other subsequent documents, including Quarterly Reports, that we file with the SEC.

 


 

https://cdn.kscope.io/34b95851cf44e8d9121c359a3f033815-img208566971_0.jpg 

 

Exhibit 99.1

 

 

 

 

 

Biora Therapeutics expressly disclaims any obligation to update any forward-looking statements whether as a result of new information, future events or otherwise, except as required by law.

 

 


 

https://cdn.kscope.io/34b95851cf44e8d9121c359a3f033815-img208566971_0.jpg 

 

Exhibit 99.1

 

 

 

 

 

Investor Contact

Chuck Padala

Managing Director, LifeSci Advisors

IR@bioratherapeutics.com

(646) 627-8390

Media Contact

media@bioratherapeutics.com

 

 


 

https://cdn.kscope.io/34b95851cf44e8d9121c359a3f033815-img208566971_0.jpg 

 

Exhibit 99.1

 

 

 

 

 

Biora Therapeutics, Inc.

Condensed Consolidated Statements of Operations

(Unaudited)

(In thousands, except share and per share amounts)

 

 

 

Three Months Ended

 

 

 

September 30,
2022

 

 

June 30, 2022

 

Revenues

 

$

80

 

 

$

104

 

Operating expenses:

 

 

 

 

 

 

Research and development

 

 

5,820

 

 

 

5,904

 

Selling, general and administrative

 

 

8,147

 

 

 

8,410

 

Total operating expenses

 

 

13,967

 

 

 

14,314

 

Loss from operations

 

 

(13,887

)

 

 

(14,210

)

Interest expense, net

 

 

(2,773

)

 

 

(2,772

)

Gain on warrant liability

 

 

2,044

 

 

 

4,413

 

Other (expense) income, net

 

 

(100

)

 

 

5,735

 

Loss before income taxes

 

 

(14,716

)

 

 

(6,834

)

Income tax (expense) benefit

 

 

(158

)

 

 

837

 

Loss from continuing operations

 

 

(14,874

)

 

 

(5,997

)

Gain from discontinued operations

 

 

9,760

 

 

 

484

 

Net loss

 

$

(5,114

)

 

$

(5,513

)

Net loss per share from continuing operations, basic and diluted

 

$

(0.08

)

 

$

(0.03

)

Net gain per share from discontinued operations, basic and diluted

 

$

0.05

 

 

$

 

Net loss per share, basic and diluted

 

$

(0.03

)

 

$

(0.03

)

Weighted average shares outstanding, basic and diluted

 

 

186,953,741

 

 

 

184,371,626

 

 

 

 


 

https://cdn.kscope.io/34b95851cf44e8d9121c359a3f033815-img208566971_0.jpg 

 

Exhibit 99.1

 

 

 

 

 

Biora Therapeutics, Inc.

Condensed Consolidated Statements of Operations

(Unaudited)

(In thousands, except share and per share amounts)

 

 

 

Three Months Ended
September 30,

 

 

 

2022

 

 

2021

 

 

 

 

 

 

 

 

Revenues

 

$

80

 

 

$

182

 

Operating expenses:

 

 

 

 

 

 

Research and development

 

 

5,820

 

 

 

12,226

 

Selling, general and administrative

 

 

8,147

 

 

 

18,517

 

Total operating expenses

 

 

13,967

 

 

 

30,743

 

Loss from operations

 

 

(13,887

)

 

 

(30,561

)

Interest expense, net

 

 

(2,773

)

 

 

(3,458

)

Gain (loss) on warrant liability

 

 

2,044

 

 

 

(3,322

)

Other (expense) income, net

 

 

(100

)

 

 

467

 

Loss before income taxes

 

 

(14,716

)

 

 

(36,874

)

Income tax expense

 

 

(158

)

 

 

 

Loss from continuing operations

 

 

(14,874

)

 

 

(36,874

)

Gain (loss) from discontinued operations

 

 

9,760

 

 

 

(6,870

)

Net loss

 

$

(5,114

)

 

$

(43,744

)

Net loss per share from continuing operations, basic and diluted

 

$

(0.08

)

 

$

(0.38

)

Net gain (loss) per share from discontinued operations, basic and diluted

 

$

0.05

 

 

$

(0.07

)

Net loss per share, basic and diluted

 

$

(0.03

)

 

$

(0.46

)

Weighted average shares outstanding, basic and diluted

 

 

186,953,741

 

 

 

95,846,672

 

 

 

 

 


 

https://cdn.kscope.io/34b95851cf44e8d9121c359a3f033815-img208566971_0.jpg 

 

Exhibit 99.1

 

 

 

 

 

Biora Therapeutics, Inc.

Condensed Consolidated Balance Sheets

(Unaudited)

(In thousands)

 

 

 

September 30,
2022

 

 

December 31,
2021

 

 

 

 

 

 

(1)

 

Assets

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

37,060

 

 

$

88,397

 

Accounts receivable, net

 

 

 

 

 

653

 

Income tax receivable

 

 

828

 

 

 

 

Prepaid expenses and other current assets

 

 

6,259

 

 

 

7,232

 

Current assets of disposal group held for sale

 

 

2,213

 

 

 

2,147

 

Total current assets

 

 

46,360

 

 

 

98,429

 

Property and equipment, net

 

 

2,112

 

 

 

4,012

 

Right-of-use assets

 

 

1,843

 

 

 

 

Other assets

 

 

6,227

 

 

 

326

 

Goodwill

 

 

6,072

 

 

 

6,072

 

Total assets

 

$

62,614

 

 

$

108,839

 

Liabilities and Stockholders' Deficit

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Accounts payable

 

$

2,356

 

 

$

8,709

 

Accrued expenses and other current liabilities

 

 

21,750

 

 

 

34,157

 

Warrant liability

 

 

3,285

 

 

 

18,731

 

Current portion of capital lease obligations

 

 

 

 

 

12

 

Total current liabilities

 

 

27,391

 

 

 

61,609

 

Convertible notes, net

 

 

127,445

 

 

 

126,392

 

Other long-term liabilities

 

 

5,221

 

 

 

5,814

 

Total liabilities

 

$

160,057

 

 

$

193,815

 

Stockholders' deficit:

 

 

 

 

 

 

Common stock

 

 

153

 

 

 

146

 

Additional paid-in capital

 

 

734,607

 

 

 

722,646

 

Accumulated deficit

 

 

(813,121

)

 

 

(788,686

)

Treasury stock

 

 

(19,082

)

 

 

(19,082

)

Total stockholders' deficit

 

 

(97,443

)

 

 

(84,976

)

Total liabilities and stockholders' deficit

 

$

62,614

 

 

$

108,839

 



(1) The condensed consolidated balance sheet data as of December 31, 2021 has been derived from the audited consolidated financial statements

 


Slide 1

CORPORATE PRESENTATION November 2022 Exhibit 99.2


Slide 2

FORWARD-LOOKING STATEMENTS This presentation contains “forward-looking statements” within the meaning of the federal securities laws, which statements are subject to substantial risks and uncertainties and are based on estimates and assumptions. All statements, other than statements of historical fact included in this presentation, including statements concerning our plans, objectives, goals, strategies, future events, plans or intentions relating to product candidates, estimates of market size, the anticipated timing, design and conduct of our planned pre-clinical and clinical trials, the anticipated timing for pre-clinical and clinical data, the development of our product candidates, the potential clinical benefits of our product candidates, including efficacy and safety benefits, the potential benefits of strategic partnerships and licensing arrangements and our intent to enter into any strategic partnerships or licensing arrangements, the timing and likelihood of success, plans and objectives of management for future operations and future results of anticipated product development efforts, are forward-looking statements. In some cases, you can identify forward-looking statements by terms such as “may,” “might,” “will,” “objective,” “intend,” “should,” “could,” “can,” “would,” “expect,” “believe,” “design,” “estimate,” “predict,” “potential,” “plan” or the negative of these terms, and similar expressions intended to identify forward-looking statements. These statements involve known and unknown risks, uncertainties and other factors that could cause our actual results to differ materially from the forward-looking statements expressed or implied in this presentation, including difficulties in managing changes to our organization due to our strategic transformation; competition from third parties with respect to our product candidates; risks related to the supply and manufacturing of and complexity of components in our devices; whether we will be able to develop our precision medicine products, and, if developed, that such product candidates will be authorized for marketing by regulatory authorities, or will be commercially successful; and those described in “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, and elsewhere in such filing and in other subsequent disclosure documents, including our Quarterly Reports on Form 10-Q, filed with the U.S. Securities and Exchange Commission. We cannot assure you that we will realize the results, benefits or developments that we expect or anticipate or, even if substantially realized, that they will result in the consequences or affect us or our business in the way expected. Forward-looking statements are not historical facts and reflect our current views with respect to future events. Given the significant uncertainties, you should evaluate all forward-looking statements made in this presentation in the context of these risks and uncertainties and not place undue reliance on these forward-looking statements as predictions of future events. All forward-looking statements in this presentation apply only as of the date made and are expressly qualified in their entirety by the cautionary statements included in this presentation. We disclaim any intent to publicly update or revise any forward-looking statements to reflect subsequent events or circumstances, except as required by law. Industry and Market Data: We obtained the industry, market, and competitive position data used throughout this presentation from our own internal estimates and research, as well as from industry and general publications, and research, surveys, and studies conducted by third parties. Internal estimates are derived from publicly available information released by industry analysts and third-party sources, our internal research and our industry experience, and are based on assumptions made by us based on such data and our knowledge of the industry and market, which we believe to be reasonable. In addition, while we believe the industry, market, and competitive position data included in this prospectus is reliable and based on reasonable assumptions, we have not independently verified any third-party information, and all such data involve risks and uncertainties and are subject to change based on various factors. These and other factors could cause results to differ materially from those expressed in the estimates made by the independent parties and by us.


Slide 3

Our mission is to reimagine therapeutic delivery TARGETED ORAL DELIVERY OF BIOTHERAPEUTICS Treatment at the site of disease in the GI tract could improve outcomes for patients with inflammatory bowel disease SYSTEMIC ORAL DELIVERY OF BIOTHERAPEUTICS Ingestible technology designed to enable needle-free, systemic delivery of large molecules for better management of chronic diseases Innovating smart capsule technologies to deliver the right dose to the right place, safely


Slide 4

THERAPEUTIC PIPELINE PROGRAM PROGRAM INDICATION DESIGN/FEASIBILITY PRECLINICAL CLINICAL TARGETED THERAPEUTICS DDS Device -- PGN-600 Tofacitinib + Device UC PGN-001 Adalimumab variant + Device UC SYSTEMIC THERAPEUTICS OBDS Device -- PGN-OB2 GLP-1 agonist + Device Diabetes PGN-OB1 Adalimumab variant + Device Autoimmune Ionis Collaboration Antisense therapy + Device Undisclosed Large Pharma 1 Collaboration Undisclosed drug + Device Undisclosed Large Pharma 2 Collaboration Undisclosed drug + Device Undisclosed


Slide 5

TARGETED THERAPEUTICS


Slide 6

ULCERATIVE COLITIS: THE TREATMENT GAP Despite therapeutics targeting different pathways, few patients achieve long-term remission Alsoud D, Verstockt B, Fiocchi C, Vermeire S. Breaking the therapeutic ceiling in drug development in ulcerative colitis. Lancet Gastroenterol Hepatol. 2021;6(7):589-595. Hirten RP, Sands BE. New Therapeutics for Ulcerative Colitis. Annu Rev Med. 2021;72:199-213. Shivashankar R, Tremaine WJ, Harmsen WS, Loftus EV Jr. Incidence and Prevalence of Crohn's Disease and Ulcerative Colitis in Olmsted County, Minnesota From 1970 Through 2010. Clin Gastroenterol Hepatol. 2017;15(6):857-863. Inflammatory bowel disease (IBD) includes Crohn’s disease and ulcerative colitis (UC) UC causes inflammation and damage to the large intestine About 1 million people in the U.S. are affected with UC, and ~40,000 cases are diagnosed each year3 ABOUT ULCERATIVE COLITIS Treatment begins with 2-3 months of drug therapy to reach therapeutic levels 15-30% of patients achieve remission of symptoms after induction with any drug therapy1,2 UC TREATMENT CYCLE Patients undergo induction (2-3 months) with different drug Efficacy rate decreases with successive rounds of therapy1 60% of patients in remission relapse within 12 months2 INDUCTION TRIAL INDUCTION TRIAL RELAPSE NO RESPONSE MAINTENANCE Patients in remission continue drug therapy to prevent relapse


Slide 7

UNMET NEED IN ULCERATIVE COLITIS Targeted delivery could enable rapid induction and improve patient response THERAPEUTIC CHALLENGES POTENTIAL SOLUTION Systemic toxicity issues may limit daily dosage of UC drugs Reduced systemic uptake is designed to reduce toxicity and adverse events Difficulty of achieving sufficient drug levels at site of disease 1 Targeted delivery is designed to increase drug levels at the site of disease, which is correlated with improved outcomes1 2 Combination therapy is limited by toxicity 3 Reduced toxicity could enable combination therapy2 TARGETED THERAPEUTICS Research in partnership with: Verstockt B, Alsoud D, van Oostrom J, et al. Tofacitinib tissue exposure correlates with endoscopic outcome. Poster presented at: 17th Congress of the European Crohn’s and Colitis Organisation (ECCO), February 18, 2022, virtual. van Oostrom J, Verstockt B, Hanzel J, et al. Pharmacokinetic stratification of cytokine profiles during anti-TNF induction treatment in moderate-to-severe ulcerative colitis. Poster presented at: 17th Congress of the European Crohn’s and Colitis Organisation (ECCO), February 18, 2022, virtual.


Slide 8

RESEARCH DATA SUPPORTS TARGETED APPROACH Tissue drug concentration correlates with endoscopic outcomes in UC Verstockt B, Alsoud D, van Oostrom J, et al. Tofacitinib tissue exposure correlates with endoscopic outcome. Poster presented at: 17th Congress of the European Crohn’s and Colitis Organisation (ECCO), February 18, 2022, virtual. RESULTS 30 consecutive UC patients with active endoscopic disease initiated treatment with tofacitinib and prospectively monitored median tissue exposure Responders Non-responders IC90 P= 0.04 TOFACITINIB TISSUE EXPOSURE EXCEEDED IC90 IN RESPONDERS Research presented at ECCO 2022 and DDW 2022 in collaboration with: Tofacitinib tissue exposure at the end of induction was associated with endoscopic improvement by week 16 (p=0.04) In responders (n=14), median tofacitinib tissue exposure exceeded IC90


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TARGETED THERAPEUTIC DELIVERY FOR IBD Needle-free, oral drug delivery to the colon ORAL ADMINISTRATION Convenient oral capsule the size of a fish-oil pill TARGETED THERAPEUTICS 1. Biora Therapeutics internal data AUTONOMOUS LOCATION Proprietary autolocation in the GI tract for accurate drug delivery regardless of fasted or fed state1 TARGETED DRUG DELIVERY Method designed to coat the length of the colon with liquid formulation, minimizing systemic uptake


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https://biora.wistia.com/medias/r65935rbqs TARGETED THERAPEUTIC DELIVERY FOR IBD Autonomous location and delivery to the colon TARGETED THERAPEUTICS


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DEVICE FUNCTION STUDIES Demonstrated accurate localization and delivery to colon Biora Therapeutics internal data ACCURATE LOCALIZATION AND DELIVERY TO HUMAN COLON Clinical device validation for localization and delivery function using scintigraphic imaging in patients with active ulcerative colitis Achieved distribution across the entire colon TARGETED THERAPEUTICS ACCURATE DELIVERY TO COLON IN CANINES Pharmacokinetic data from two marker drugs administered in canine model Successful delivery to colon via DDS No early release of drug No drug absorption in upper GI tract


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Lee SN, Sandefer E, Doll W, et al. A Scintigraphic Study to Evaluate the Safety, Tolerability, and Functionality of a Drug Delivery System (DDS) Device in Healthy Volunteers in Fasted State. Poster presented at: American College of Gastroenterology Annual Scientific Meeting, October 21-26, 2022, Charlotte, NC. Biora Therapeutics internal data Martin K, Lee SN, Stork C, et al. A Scintigraphic Study to Evaluate the Localization and Delivery Function of a Drug Delivery System (DDS) Device in Patients with Active Ulcerative Colitis (UC) in Fasted State. Poster presented at: American College of Gastroenterology Annual Scientific Meeting, October 21-26, 2022, Charlotte, NC. DEVICE FUNCTION STUDIES Three successful studies demonstrating device function in humans TARGETED THERAPEUTICS PM-601 Device Function Study in Healthy Volunteers – Fasted State PM-611 Device Function Study in Healthy Volunteers – Fasted and Fed PM-602 Device Function Study in Patients with Active UC 83% of devices accurately identified entry into the colon (10/12)1 Achieved distribution of payload across the entire colon1 No early deployment before colon detection1 100% of analyzed devices indicated entry to the colon, activation, and deployment, and were unaffected by food (39/39)2 No failure modes observed in the analyzed devices2 No serious adverse events reported2 100% of devices accurately identified entry into the colon, triggered release of a liquid payload, and achieved distribution across the entire colon (7/7)3 Device was well tolerated and performed as intended in active ulcerative colitis patients3 DEVICE FUNCTION IN HEALTHY VOLUNTEERS DEVICE FUNCTION WITH / WITHOUT FOOD DEVICE FUNCTION IN ACTIVE UC PATIENTS


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PGN-600 PRECLINICAL STUDY RESULTS Reduced systemic uptake, better PK effect and coverage Biora Therapeutics internal data RESULTS Non-GLP study; 7 days/QD in canine model compared PGN-600 (tofacitinib 10mg liquid formulation delivered via DDS capsule) vs. standard oral tablet (tofacitinib 10mg)  Reduced drug levels in blood vs. standard oral tablet Tissue drug levels at average ~100X higher along the length of the colon vs. standard oral tablet Data suggest that a dose lower than the standard 10mg tofacitinib may provide increased tissue levels while reducing systemic exposure TARGETED THERAPEUTICS PLASMA LEVEL CMAX 5X LOWER COLON TISSUE COVERAGE ~100X HIGHER


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PGN-600 (TOFACITINIB + DDS DEVICE) Clinical Development Plan Q1 2023 Q2 2023 Q3 2023 Q4 2023 14-DAY GLP TOX STUDY 56-DAY GLP TOX STUDY TARGETED THERAPEUTICS INTERIM DATA Preclinical / IND enabling Clinical FINAL DATA 2 weeks/QD 8 weeks/QD Design: SAD/MAD Primary endpoint Safety & tolerability Key secondary endpoints PK/PD Design: randomized vs. placebo Primary endpoint Remission after 8 weeks in moderate to severe UC patients Key secondary endpoints Safety & tolerability PK/PD PHASE 2 IN UC PATIENTS PHASE 1 IN HEALTHY VOLUNTEERS IND


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PHASE 1: SINGLE AND MULTIPLE ASCENDING DOSE STUDIES Evaluate safety, tolerability, pharmacokinetics and pharmacodynamics of PGN-600 in healthy volunteers SAD 24 subjects MAD 24 subjects D7 Blood Stool D1 Blood Stool D2 Blood Stool D3 Blood Stool PGN-600 Baseline D1 Blood Stool D2 Blood Stool D3 Blood Stool D7 Blood & Tissue Stool Placebo or PGN-600 7 days/QD Baseline Blood Stool PATIENT POPULATION Normal healthy volunteers Total of 48 subjects (24 SAD and 24 MAD subjects) STUDY DESIGN Randomized, double-blind (participant and site), placebo-controlled study to evaluate the safety, tolerability, and PK/PD of SAD and MAD doses of PGN-600 in healthy subjects OBJECTIVES Demonstrate safety and tolerability of PGN-600, assess PK and PD effects of tofacitinib released from PGN-600 over 8 days in NHV in blood and in tissue TARGETED THERAPEUTICS N=9 N=3 5mg Placebo N=9 N=3 10mg Placebo N=9 N=3 10mg 7x QD Placebo N=9 N=3 5mg 7x QD Placebo


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Source: Evaluate Pharma; GlobalData Global annual sales forecast for ulcerative colitis therapeutics: $7 billion in 20221 >10 FDA-approved drugs for UC ULCERATIVE COLITIS: TREATMENT LANDSCAPE Potential for market-leading efficacy in tofacitinib creates sizeable opportunity Vedolizumab Adalimumab Ustekinumab Infliximab Tofacitinib / Ozanimod* PRE-BIOLOGICS FIRST-LINE BIOLOGIC SECOND-LINE BIOLOGIC THIRD-LINE BIOLOGIC Adalimumab Infliximab Vedolizumab TARGETED THERAPEUTICS *Non-biologic drug therapies


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SYSTEMIC THERAPEUTICS


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UNMET NEED Needles are associated with poor disease management Frost & Sullivan research commissioned by Rani Therapeutics Holdings, Inc. https://ir.ranitherapeutics.com/static-files/b1f080bf-a860-4136-87cb-d6f7c49c1502 Spain CV, Wright JJ, Hahn RM, Wivel A, Martin AA. Self-reported Barriers to Adherence and Persistence to Treatment With Injectable Medications for Type 2 Diabetes. Clin Ther. 2016;38(7):1653-1664.e1. doi:10.1016/j.clinthera.2016.05.009 of diabetics miss 4+ injections per week1 38 % of patients fail to maintain diabetes treatment due to injection concerns when using an injectable GLP-1 agonist2 42 % higher discontinuation rate for diabetes patients initiating treatment with an injectable GLP-1 agonist vs. those starting oral therapy2 71 %


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ORAL BIOTHERAPEUTICS DELIVERY SYSTEM Needle-free, oral delivery to small intestine ORAL CAPSULE Convenient oral capsule the size of a multivitamin for ease of swallowing PRECISE DELIVERY Enteric trigger for precise timing of drug delivery to the small intestine NEEDLE-FREE ADMINISTRATION Liquid jet injection to the small intestine to maximize systemic uptake RESEARCH COLLABORATIONS Ionis Large Pharma 1 Large Pharma 2 SYSTEMIC THERAPEUTICS


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https://biora.wistia.com/medias/embr15eh3a ORAL BIOTHERAPEUTICS DELIVERY SYSTEM Liquid jet delivery to the small intestine SYSTEMIC THERAPEUTICS


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Lee SN, Stork C, Smith J, et al. Development of a submucosal injection device for an oral biotherapeutic delivery system. Poster presented at: Parenteral Drug Association Universe of Pre-Filled Syringes and Injection Devices Conference, October 18-19, 2022, Palm Springs, CA. Rybelsus® oral Semaglutide delivered as an oral tablet. Biora Therapeutics internal data PGN-OB1 PRECLINICAL PERFORMANCE Excellent systemic uptake for orally delivered large molecules demonstrated in animals RESULTS Preclinical studies in (1) swine model with endoscopically placed, autonomous device compared to IV administration of a variant of adalimumab (PGN-001) and (2) canine model with autonomous device to evaluate device function and safety  Recently published data demonstrated: Average bioavailability of 22% (up to 55%) for PGN-001 in swine where drug was detected in blood1 For comparison, commercially available oral large molecules achieve 1% or less bioavailability2 SYSTEMIC THERAPEUTICS BIOAVAILABILITY COMPARABLE TO IV In canines, ≥ 83% deployment accuracy and consistent deployment time post gastric emptying in the small intestine, with no early deployment1 No issues observed with safety or tolerability of the device3


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DEVELOPMENT TIMELINE Systemic Therapeutics Platform Milestones SYSTEMIC THERAPEUTICS H1 2022 H2 2022 H1 2023 H2 2023 MILESTONES/CATALYSTS Successfully confirmed viability of platform with research-grade device Incorporating updated medical-grade components Intent to replicate data from research-grade device with next-generation device Progress existing collaborations and develop additional agreements Next-Gen Device Development Expand Collaborations & Partnerships Research-Grade Device Function Preclinical Data Generation


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Reimagining therapeutic delivery TARGETED THERAPEUTICS Clinical-ready device Entering the clinic SYSTEMIC THERAPEUTICS Refining preclinical models Data generation and partnership


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APPENDIX


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TARGETED THERAPEUTICS PUBLICATIONS bioratherapeutics.com/publications Development of targeted therapeutic antibodies for the treatment of inflammatory bowel disease: A proof of concept. Poster presented at DDW 2019. A comparison of systemic versus targeted anti-TNFα antibody in treatment of colitis induced by adoptive transfer of CD44-/CD62L+ T-cells into RAG2-/- mice recipients. Presented at DDW 2019. Targeted delivery of soluble tofacitinib citrate to the site of inflammation to improve efficacy and safety. Poster presented at DDW 2021. Development of a novel drug delivery system for treatment of Ulcerative Colitis. Poster resented at DDW 2021. Development of a Novel Drug Delivery System to Deliver Drugs Directly to the Colonic Mucosa, Resulting in Improved Efficacy and Reduced Systemic Exposure for the Treatment of Ulcerative Colitis. Crohn's & Colitis 360. 2021, 3, 1–5. Tofacitinib tissue exposure correlates with endoscopic outcome. Oral presentation at DDW 2022 and BWG. Poster presented at ECCO 2022. Pharmacokinetic stratification of cytokine profiles during anti-TNF induction treatment in moderate-to-severe UC. Poster presented at ECCO 2022 and DDW 2022. Pilot study to assess pharmacokinetic and pharmacodynamic markers following enema-dosing with adalimumab in patients with active ulcerative colitis. Poster presented at ACG 2022. A scintigraphic study to evaluate the safety, tolerability, and functionality of a Drug Delivery System (DDS) device in healthy volunteers in fasted state. Poster presented at ACG 2022. A scintigraphic study to evaluate the localization and delivery function of a Drug Delivery System (DDS) device in patients with active ulcerative colitis (UC) in fasted state. Poster presented at ACG 2022. TARGETED THERAPEUTICS


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SYSTEMIC THERAPEUTICS PUBLICATIONS bioratherapeutics.com/publications SYSTEMIC THERAPEUTICS Development of ex-vivo and in-vivo models to assess the performance of an oral biotherapeutic delivery system (OBDS) capsule. Poster presented at the Controlled Release Society Annual Meeting, July 13-14, 2022 and at the American College of Gastroenterology Annual Scientific Meeting, October 21-26, 2022. Assessing the performance of an oral biotherapeutic delivery system (OBDS) using intra-duodenal endoscopy delivery in Yucatan minipigs. Poster presented at the Controlled Release Society Annual Meeting, July 13-14, 2022 and at the American College of Gastroenterology Annual Scientific Meeting, October 21-26, 2022. Development of preclinical models to assess the performance of the oral biotherapeutic delivery system (OBDS) capsule. Poster presented at the Parenteral Drug Association Universe of Pre-Filled Syringes and Injection Devices Conference, October 18-19, 2022.


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SAMPLING & DIAGNOSTICS 10 patent families covering: GI sample preservation GI analyte detection & quantification systems Complementary diagnostic markers Protein and nucleic acid markers & assays THERAPEUTICS 25 patent families covering: Treatment via ingestible device GI delivery PK/PD profiles GI delivery dosing regimens GI delivery drug combinations Liquid drug formulations DEVICES 39 patent families covering: Device designs, materials, components & manufacturing GI localization Devices for targeted delivery to GI tract Devices for targeted GI sampling systems Devices for jet delivery into GI tissue INTELLECTUAL PROPERTY PORTFOLIO Diverse patent portfolio with 74 distinct patent families1 Approximately 144 issued patents and 160 pending applications in major countries and regions around the world


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