8-K

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): August 08, 2022

FIBROGEN, INC.

(Exact name of Registrant as Specified in Its Charter)

Delaware	001-36740	77-0357827
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
409 Illinois Street
San Francisco, California		94158
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: 415 978-1200

(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, $0.01 par value	FGEN	The NASDAQ Global Select 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 August 8, 2022, FibroGen, Inc. (“FibroGen”) issued a press release announcing financial results for the quarter ended June 30, 2022. A copy of such press release is furnished as Exhibit 99.1 to this report and is incorporated herein by reference.

The information in this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained in this Item 2.02, in Exhibit 99.1 shall not be incorporated by reference into any filing with the U.S. Securities and Exchange Commission made by FibroGen, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 9.01 Financial Statements and Exhibits.

(d)	Exhibits
Exhibit No.		Description
99.1		Press Release titled “FibroGen Reports Second Quarter 2022 Financial Results,” dated August 8, 2022
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.

			FIBROGEN, INC.
Date:	August 8, 2022	By:	/s/ Juan Graham
			Juan Graham Senior Vice President and Chief Financial Officer

EX-99.1

Exhibit 99.1

FibroGen Reports Second Quarter 2022 Financial Results

•Completed enrollment of LELANTOS-2 Phase 3 study of pamrevlumab in ambulatory patients with Duchenne muscular dystrophy

• 2Q 2022 revenue of $29.8 million, growth of 22% vs. 2Q 2021

• Continued significant roxadustat volume growth in China

SAN FRANCISCO, August 8, 2022 (GLOBE NEWSWIRE) -- FibroGen, Inc. (NASDAQ: FGEN) today reported financial results for the second quarter 2022 and provided an update on the company’s recent developments.

“We continue making excellent progress with pamrevlumab across all our high value indications and are pleased to have recently completed enrollment of the LELANTOS-2 Phase 3 study in ambulatory patients with Duchenne muscular dystrophy. We now expect topline data from three pivotal pamrevlumab Phase 3 trials in 2023: the ZEPHYRUS-1 trial in idiopathic pulmonary fibrosis, and the LELANTOS-1 and LELANTOS-2 trials in non-ambulatory and ambulatory Duchenne muscular dystrophy, respectively,” said Enrique Conterno, Chief Executive Officer, FibroGen. “We are delighted with our roxadustat sales in China, showing significant year-over-year volume growth. In Europe, our partner Astellas continues with additional roxadustat launches.”

Recent Developments:

oCompleted enrollment of the LELANTOS-2 Phase 3 clinical trial of pamrevlumab in ambulatory patients with Duchenne muscular dystrophy (DMD).

oCompleted interim analysis of event free survival in the LAPIS Phase 3 study of pamrevlumab in locally advanced pancreatic cancer (LAPC), and the study will continue to its primary endpoint of overall survival.

oRoxadustat continues to be approved in additional countries, most recently in Mexico and South Africa. It is now approved in China, Europe, Japan, and numerous other territories for the treatment of CKD patients on dialysis and patients not on dialysis.

China Performance:

oFibroGen’s net product revenue under U.S. GAAP from sale of roxadustat in China was $23.3 million compared to $13.4 million in the second quarter of 2021.

oSecond quarter total roxadustat net sales in China1 by FibroGen and the distribution entity (JDE) jointly owned by FibroGen and AstraZeneca was $53.1 million, compared to $52.8 million in the second quarter of 2021. This result was driven by an increase in volume of over 80% benefitting from the National Reimbursement Drug List (NRDL) price reduction.

oRoxadustat continues to be the number one brand based on value share in the anemia of CKD market in China.

________________________________________________

1 Total roxadustat net sales in China includes sales made by the distribution entity as well as FibroGen China’s direct sales, each to its own distributors. The distribution entity jointly owned by AstraZeneca and FibroGen is not consolidated into FibroGen’s financial statements.

Upcoming Milestones:

oTopline data from the LELANTOS-1 Phase 3 study of pamrevlumab in non-ambulatory DMD patients expected 1H 2023.

oTopline data from the MATTERHORN Phase 3 study of roxadustat in anemia of myelodysplastic syndromes (MDS) expected 1H 2023.

oTopline data from the ZEPHYRUS-1 Phase 3 study of pamrevlumab in IPF expected mid-2023.

oTopline data from the LELANTOS-2 Phase 3 study of pamrevlumab in ambulatory DMD patients expected 2H 2023.

oTopline data from the LAPIS Phase 3 study of pamrevlumab in LAPC expected 1H 2024.

Financial:

oTotal revenue for the second quarter of 2022 was $29.8 million, as compared to $24.4 million for the second quarter of 2021.

oNet loss for the second quarter of 2022 was $72.6 million, or $0.78 net loss per basic and diluted share, compared to a net loss of $134.0 million, or $1.45 net loss per basic and diluted share one year ago.

oAt June 30, 2022, FibroGen had $517.6 million in cash - defined as cash, cash equivalents, investments, and accounts receivable.

oBased on our latest forecast, we estimate a 2022 ending cash balance of $330-$360 million.

Conference Call and Webcast Details

FibroGen will host a conference call and webcast today, Monday, August 8, 2022, at 5:00 p.m. Eastern Time (2:00 p.m. Pacific Time) to discuss financial results and provide a business update. A live audio webcast of the call may be accessed in the investor section of the Company’s website, www.fibrogen.com. To access the call by phone, please go to this link (registration link), and you will be provided with dial in details. To avoid delays, we encourage participants to dial into the conference call fifteen minutes ahead of the scheduled start time. A replay of the webcast will also be available for a limited time at the following link (webcast replay).

About Pamrevlumab

Pamrevlumab is a potential first-in-class antibody being developed by FibroGen to inhibit the activity of connective tissue growth factor (CTGF), a common factor in fibrotic and proliferative disorders characterized by persistent and excessive scarring that can lead to organ dysfunction and failure. Pamrevlumab is in Phase 3 clinical development for the treatment of idiopathic pulmonary fibrosis (IPF), locally advanced unresectable pancreatic cancer (LAPC), and Duchenne muscular dystrophy (DMD), and in Phase 2/3 for the treatment of metastatic pancreatic cancer. The U.S. Food and Drug Administration has granted Orphan Drug Designation (ODD), and Fast Track designation to pamrevlumab for the treatment of patients with IPF, LAPC, and DMD. The U.S. Food and Drug Administration has also granted Rare Pediatric Disease Designation to pamrevlumab for the treatment of patients with DMD. Pamrevlumab has demonstrated a safety and tolerability profile that has supported ongoing clinical investigation in IPF, LAPC, and DMD. Pamrevlumab is an investigational drug and not approved for marketing by any regulatory authority. For information about pamrevlumab studies currently recruiting patients, please visit www.clinicaltrials.gov.

About Roxadustat

Roxadustat, an oral medication, is the first in a new class of medicines comprising HIF-PH inhibitors that promote erythropoiesis, or red blood cell production, through increased endogenous production of erythropoietin, improved iron absorption and mobilization, and downregulation of hepcidin. Roxadustat is in clinical development for anemia of chronic kidney disease (CKD) and anemia associated with myelodysplastic syndromes (MDS), and for chemotherapy-induced anemia (CIA).

Roxadustat is approved in China, Europe, Japan, and numerous other countries for the treatment of anemia of CKD in adult patients on dialysis (DD) and not on dialysis (NDD). Several other licensing applications for roxadustat have been submitted by partners, Astellas and AstraZeneca to regulatory authorities across the globe, and are currently under review.

Astellas and FibroGen are collaborating on the development and commercialization of roxadustat for the potential treatment of anemia in territories including Japan, Europe, Turkey, Russia and the Commonwealth of Independent States, the Middle East, and South Africa. FibroGen and AstraZeneca are collaborating on the development and commercialization of roxadustat for the potential treatment of anemia in the U.S., China, other markets not licensed to Astellas.

About FibroGen

FibroGen, Inc. is a biopharmaceutical company committed to discovering, developing, and commercializing a pipeline of first-in-class therapeutics. The Company applies its pioneering expertise in connective tissue growth factor (CTGF) biology and hypoxia-inducible factor (HIF) to advance innovative medicines for the treatment of unmet needs. Pamrevlumab, an anti-CTGF human monoclonal antibody, is in clinical development for the treatment of idiopathic pulmonary fibrosis (IPF), locally advanced unresectable pancreatic cancer (LAPC), metastatic pancreatic cancer, and Duchenne muscular dystrophy (DMD). Roxadustat (爱瑞卓®, EVRENZOTM) is currently approved in China, Europe, Japan, and numerous other countries for the treatment of anemia in CKD patients on dialysis and patients not on dialysis. Roxadustat is in Phase 3 clinical development in the U.S. and Europe for anemia associated with myelodysplastic syndromes (MDS), and in Phase 3 clinical development in China for treatment of chemotherapy-induced anemia (CIA). FibroGen recently expanded its research and development portfolio to include product candidates in the immuno-oncology and autoimmune space. For more information, please visit www.fibrogen.com.

Forward-Looking Statements

This release contains forward-looking statements regarding our strategy, future plans and prospects, including statements regarding the development and commercialization of the company’s product candidates, the potential safety and efficacy profile of our product candidates, and our clinical programs. These forward-looking statements include, but are not limited to, statements about our plans, objectives, representations and contentions and are not historical facts and typically are identified by use of terms such as “may,” “will”, “should,” “on track,” “could,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “continue” and similar words, although some forward-looking statements are expressed differently. Our actual results may differ materially from those indicated in these forward-looking statements due to risks and uncertainties related to the continued progress and timing of our various programs, including the enrollment and results from ongoing and potential future clinical trials, and other matters that are described in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021 and our Quarterly Report on Form 10-Q for the quarter ended June 30, 2022, each as filed with the Securities and Exchange Commission (SEC), including the risk factors set forth therein. Investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this release, and we undertake no obligation to update any forward-looking statement in this press release, except as required by law.

# # #

Condensed Consolidated Balance Sheets

(In thousands)

	June 30, 2022		December 31, 2021
	(Unaudited)		(1)
Assets
Current assets:
Cash and cash equivalents	$	167,758	$	171,223
Short-term investments		270,375		233,967
Accounts receivable, net		33,573		17,401
Inventory		40,899		31,015
Prepaid expenses and other current assets		8,038		20,453
Total current assets		520,643		474,059
Restricted time deposits		2,072		2,072
Long-term investments		45,920		167,796
Property and equipment, net		24,505		28,277
Equity method investment in unconsolidated variable interest entity		4,494		3,825
Operating lease right-of-use assets		84,654		91,112
Other assets		4,501		6,680
Total assets	$	686,789	$	773,821
Liabilities, stockholders’ equity and non-controlling interests
Current liabilities:
Accounts payable	$	29,360	$	26,097
Accrued and other liabilities		193,099		172,599
Deferred revenue		6,897		15,857
Operating lease liabilities, current		10,984		10,944
Total current liabilities		240,340		225,497
Product development obligations		16,439		17,613
Deferred revenue, net of current		205,351		186,801
Operating lease liabilities, non-current		83,080		88,776
Other long-term liabilities		17,832		26,021
Total liabilities		563,042		544,708
Total stockholders’ equity		103,780		209,146
Non-controlling interests		19,967		19,967
Total equity		123,747		229,113
Total liabilities, stockholders’ equity and non-controlling interests	$	686,789	$	773,821

(1)The condensed consolidated balance sheet amounts at December 31, 2021 are derived from audited financial statements.

Condensed Consolidated Statements of Operations

(In thousands, except per share data)

	Three Months Ended June 30,						Six Months Ended June 30,
	2022			2021			2022			2021
	(Unaudited)
Revenue:
License revenue	$	—		$	—		$	22,590		$	—
Development and other revenue		5,457			19,641			17,219			34,228
Product revenue, net		23,256			13,371			42,137			28,733
Drug product revenue		1,093			(8,648	)		8,687			(168	)
Total revenue		29,806			24,364			90,633			62,793
Operating costs and expenses:
Cost of goods sold		6,809			3,078			11,048			6,479
Research and development		70,963			122,567			159,981			197,243
Selling, general and administrative		30,258			32,554			60,820			63,334
Total operating costs and expenses		108,030			158,199			231,849			267,056
Loss from operations		(78,224	)		(133,835	)		(141,216	)		(204,263	)
Interest and other, net:
Interest expense		(141	)		(355	)		(238	)		(856	)
Interest income and other income (expenses), net		5,199			(363	)		4,876			(817	)
Total interest and other, net		5,058			(718	)		4,638			(1,673	)
Loss before income taxes		(73,166	)		(134,553	)		(136,578	)		(205,936	)
Provision for (benefit from) income taxes		23			(3	)		136			130
Investment income in unconsolidated    variable interest entity		565			562			885			323
Net loss	$	(72,624	)	$	(133,988	)	$	(135,829	)	$	(205,743	)
Net loss per share - basic and diluted	$	(0.78	)	$	(1.45	)	$	(1.46	)	$	(2.24	)
Weighted average number of common shares used to     calculate net loss per share - basic and diluted		93,475			92,276			93,260			91,983

# # #

Contacts:

FibroGen, Inc.

Investors:

Michael Tung, M.D.

Corporate Strategy / Investor Relations

415.978.1434

mtung@fibrogen.com

Media:

Meichiel Keenan

Investor Relations and Corporate Communications

mkeenan@fibrogen.com

XML

Document And Entity Information	Aug. 08, 2022
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Aug. 08, 2022
Entity Registrant Name	FIBROGEN, INC.
Entity Central Index Key	0000921299
Entity Emerging Growth Company	false
Entity File Number	001-36740
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	77-0357827
Entity Address, Address Line One	409 Illinois Street
Entity Address, City or Town	San Francisco
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94158
City Area Code	415
Local Phone Number	978-1200
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.01 par value
Trading Symbol	FGEN
Security Exchange Name	NASDAQ