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ABEO

ABEONA THERAPEUTICS INC.
NASDAQ · HEALTH CARE · PHARMACEUTICAL PREPARATIONS
5.93
−0.02 −0.34%
USD · Sep 3, 07:40 p.m. ET

How ABEO rewrote its risk factors

10-K ITEM 1A · FY2024 → FY2025
Text kept
58%
of sentences unchanged
Added
174
new sentences
Dropped
142
sentences removed
Length
+1,113
words, now 21,513

New in FY2025

  • These disclosures reflect our beliefs and opinions as to factors that could materially and adversely affect us and our securities in the future.
  • References to past events are provided by way of example only and are not intended to be a complete listing or a representation as to whether such factors have occurred in the past or their likelihood of occurring in the future.
  • RISK FACTOR SUMMARY Our business is subject to numerous risks and uncertainties, including those described in Item 1A “Risk Factors.” These risks include, but are not limited to the following: ● We may not be able to successfully manufacture or commercialize ZEVASKYN ® and the revenue that we generate from its sales, if any, may be limited. ● Our financial performance depends on the commercial success of ZEVASKYN ® and we have limited experience as a commercial-stage company. ● We may encounter challenges with engaging or coordinating with qualified treatment centers needed for the ongoing commercialization of ZEVASKYN ® . ● Our cell and gene therapy product candidates are based on proprietary methodologies, which makes it difficult to predict the time and cost of product candidate development and regulatory approval.
  • Additionally, regulatory requirements governing cell and gene therapy products have evolved and may continue to change in the future. ● We may encounter substantial delays in our clinical studies, or we may fail to demonstrate safety and efficacy to the satisfaction of applicable regulatory authorities.
  • We may also experience delays in manufacturing if any of our vendors, contract laboratories or suppliers are found to be out of compliance with cGMP. ● If we fail to comply with applicable regulations, the relevant regulatory authority may require remedial measures that may be costly or time-consuming to implement and that may include the suspension of a clinical trial or commercial sales or the closure of a manufacturing facility. ● We expect to rely on third parties, and these third parties may not perform satisfactorily.
  • We do not have significant operating revenue and may never achieve profitability. ● We expect to continue to need to raise additional capital to operate our business, and our failure to obtain funding when needed or on terms that are favorable to us may force us to delay, reduce or eliminate our development programs or aspects thereof. ● Failure to achieve and maintain effective internal controls could have a material adverse effect on our business. ● The market price of our common stock may be volatile and adversely affected by several factors. ● Raising additional funds by issuing securities or through licensing or lending arrangements or through our at-the-market sale agreement may cause dilution to our existing stockholders, restrict our operations or require us to relinquish proprietary rights. ● Breaches of data security or unauthorized disclosures of personal information could affect our business or make us subject to liability.
  • Risks Related to the Commercialization of ZEVASKYN ® and our Ability to Generate Revenue We are in the early stages of commercializing ZEVASKYN ® and our limited operating history as a commercial-stage company makes it difficult to predict the long-term success of our business.
  • We received FDA approval for ZEVASKYN ® in 2025, and we are currently in our first full year of commercial sales.
  • Thus, we have limited historical experience operating as a commercial-stage company and limited data on which to base our expectations regarding future revenues, gross margins, operating expenses, and cash flows.
  • Transitioning from a clinical-stage company to a commercial-stage organization requires us to develop, refine, and scale capabilities across sales, marketing, patient services, manufacturing, distribution, compliance, and financial reporting.
  • These activities require significant management attention and financial resources and may present challenges that we have not previously encountered.
  • If we are unable to effectively manage this transition, execute our commercial strategy, or appropriately align our cost structure with revenues, our business, financial condition, cash flow, results of operations, and growth prospects could be adversely affected.
  • Our financial performance depends on the commercial success of ZEVASKYN ® and we have limited experience as a commercial-stage company.
  • As such, we may not be able to successfully commercialize ZEVASKYN ® and the revenue that we generate from its sales, if any, may be limited.
  • Our ability to generate significant revenue from product sales depends on ZEVASKYN ® ’s successful commercialization.
  • Successful commercialization requires success in many areas, including, but not limited to: ● finding patients who have been diagnosed with RDEB and wish to begin receiving treatment; ● establishing and maintaining relationships with qualified treatment centers who will be treating the patients who receive ZEVASKYN ® ; ● managing our manufacturing capabilities and supply chain operations in the coordination and delivery of ZEVASKYN ® to patients at with qualified treatment centers; ● managing pricing, contracting and reimbursement processes; ● potential post-marketing commitments imposed by regulatory authorities, such as patient registries; ● strength of sales, marketing and distribution support; ● managing working capital and cash flows associated with product commercialization; and ● attracting and retaining employees with relevant commercial, sales, and marketing expertise.
  • If the patient demand is not as significant as we estimate, or the reasonably predicted population for treatment is narrowed by competition, physician choice, or treatment guidelines, or for any other reason, we may not generate significant revenue from the sale of ZEVASKYN ® .
  • The commercial success of ZEVASKYN ® will depend upon the extent of market acceptance by physicians, patients, payors, and other stakeholders.
  • The degree of market acceptance of ZEVASKYN ® depends on several factors, many of which are outside our control, including: ● the perceived clinical efficacy, safety profile and overall benefit-risk profile of ZEVASKYN ® compared to alternative therapies; ● relative convenience and ease of administration, including patients’ willingness and ability to travel to qualified treatment centers within our network; ● given the complexity of manufacturing ZEVASKYN ® , the perception or possibility that issues may continue to arise in the supply of product, which could delay treatment; ● our ability to address any competing products and technological and market developments; ● our ability to educate physicians and other healthcare providers regarding the appropriate use of ZEVASKYN ® ; ● patient access and affordability; ● inclusion of ZEVASKYN ® in clinical guidelines or treatment pathways; ● the effectiveness of our sales and marketing efforts; and ● availability of coverage and reimbursement from government and other third-party payers.
  • If ZEVASKYN ® does not achieve broad market acceptance, we may not generate sufficient revenues to achieve or sustain profitability.
  • Our revenues currently depend on sales of ZEVASKYN ® , which increases our exposure to risks associated with a single product.
  • Because ZEVASKYN ® is our only approved product, our revenues depend highly on its commercial success.
  • Any adverse development affecting ZEVASKYN ® , including safety concerns, regulatory actions, supply disruptions, competitive pressures, unfavorable clinical data, or changes in reimbursement, could materially and adversely affect our business, financial condition, cash flow, and results of operations.
  • We do not expect to have additional commercial products in the near term, and we may not be able to successfully develop or acquire additional products.
  • We may encounter challenges with engaging or coordinating with qualified treatment centers needed for the ongoing commercialization of ZEVASKYN ® .
  • Our commercial strategy is to engage epidermolysis bullosa centers of excellence as qualified treatment centers for the collection of patient biopsy and administration of the drug product once manufactured.
  • To ensure that the qualified treatment centers are prepared to collect biopsies and to ship them to our product in accordance with our specifications and regulatory requirements, we train and conduct quality assessments of each center as part of engagement.
  • These qualified treatment centers are the first and last points on our complex supply chain to reach patients in the commercial setting.
  • We may encounter challenges or delays in engaging and interacting with our qualified treatment centers, and such challenges could impact a qualified treatment centers’ willingness and ability to administer ZEVASKYN ® .
  • Furthermore, we may fail to manage the logistics of collecting and shipping patient material to the manufacturing site and shipping the drug product back to the patient.
  • Logistical and shipment delays and problems caused by us, our third-party vendors, or other factors not in our control, such as weather, could prevent or delay the manufacture of or delivery of ZEVASKYN ® to patients.
  • If our qualified treatment centers fail to perform satisfactorily, we may suffer reputational, operational, or business harm.
  • Additionally, delays with treatment at the qualified treatment centers due to, for instance, the patient’s schedule or health condition or such center’s capacity, or due to the need for multiple biopsies, could result in a patient becoming medically ineligible for our treatment or selecting an alternative treatment, the drug product becoming unusable, or loss of medical coverage, which would have a material adverse effect on commercial sales.
  • These delays may also affect our relationship with our qualified treatment center network.
  • Any failure in our engagement or interaction with our qualified treatment centers due to delays in treatment or complications related to manufacturing, among other things, may limit patient access to our therapies and, accordingly, have a material adverse effect on our commercial forecasts and business.
  • Moreover, we are required to maintain a complex chain of identity and chain of custody with respect to patient material as it moves through the manufacturing process, from the qualified treatment center to the manufacturing facility, and back to the patient.
  • Failure to maintain chain of identity and chain of custody could result in adverse patient outcomes, loss of product, or regulatory action.
  • The manufacturing, testing and delivery of ZEVASKYN ® present significant challenges for us, and we may not be able to produce ZEVASKYN ® at the quality, quantities, or timing needed to support commercialization.
  • The manufacturing of ZEVASKYN ® is complex and requires significant expertise.
  • Even with the relevant experience and expertise, manufacturing cell therapy products often leads to difficulties in production, particularly in scaling out and validating initial production, managing the transition from clinical manufacturing to commercial manufacturing, and ensuring that the product meets required specifications.

and 134 more.

Gone since FY2024

  • RISK FACTOR SUMMARY Our business is subject to numerous risks and uncertainties, including those described in Item 1A “Risk Factors.” These risks include, but are not limited to the following: ● Our cell and gene therapy product candidates are based on proprietary methodologies, which makes it difficult to predict the time and cost of product candidate development and regulatory approval.
  • Additionally, regulatory requirements governing cell and gene therapy products have evolved and may continue to change in the future. ● If we do not obtain the necessary U.S. or worldwide regulatory approvals to commercialize pz-cel, we will not be able to sell pz-cel. ● Even if we receive regulatory approval for pz-cel, our lead drug candidate, we may not be able to successfully manufacture or commercialize the product and the revenue that we generate from its sales, if any, may be limited. ● We may encounter substantial delays in our clinical studies, or we may fail to demonstrate safety and efficacy to the satisfaction of applicable regulatory authorities.
  • We might also experience delays in manufacturing if any of our vendors, contract laboratories or suppliers are found to be out of compliance with current Good Manufacturing Practice. ● If we fail to comply with applicable regulations, the relevant regulatory authority may require remedial measures that may be costly or time-consuming to implement and that may include the suspension of a clinical trial or commercial sales or the closure of a manufacturing facility. ● The widespread outbreak of an illness, communicable disease, or any other public health crisis could adversely affect our business, results of operations and financial condition. ● We expect to rely on third parties, and these third parties may not perform satisfactorily.
  • We do not have significant operating revenue and may never achieve profitability. ● We expect to continue to need to raise additional capital to operate our business, and our failure to obtain funding when needed or on terms that are favorable to us may force us to delay, reduce or eliminate our development programs or aspects thereof. ● Failure to achieve and maintain effective internal controls could have a material adverse effect on our business. ● The market price of our common stock may be volatile and adversely affected by several factors. ● Raising additional funds by issuing securities or through licensing or lending arrangements or through our at-the-market sale agreement may cause dilution to our existing stockholders, restrict our operations or require us to relinquish proprietary rights. ● Breaches of data security or unauthorized disclosures of personal information could effect our business or make us subject to liability.
  • We have concentrated our therapeutic product research and development efforts on our cell and gene therapy platform, and our future success depends on the successful development of this therapeutic approach.
  • The regulatory approval process for novel product candidates such as ours can be more expensive and take longer than for other, better known or more extensively studied pharmaceutical or other product candidates.
  • For example, the FDA has established the Office Tissues and Advanced Therapies within CBER to consolidate the review of gene therapy and related products, and the Cellular, Tissue and Gene Therapies Advisory Committee to advise CBER on its review.
  • Over the last few years, FDA, through CBER, has provided significant guidance regarding the development of gene therapies.
  • This is especially true for rare and/or complicated diseases.
  • For example, in September 2019, we received a clinical hold letter in connection with our phase 3 clinical trial for pz-cel stating that the FDA would not provide approval for us to begin our planned phase 3 clinical trial for pz-cel until we submitted additional data points on transport stability of pz-cel to clinical sites.
  • Although the FDA removed the clinical hold in December 2019 and provided clearance for us to proceed with our planned phase 3 clinical trial, we may encounter similar delays in our clinical studies in the future.
  • If any of the foregoing were to occur, our business, financial condition, results of operations, and prospects will be materially harmed.
  • We may not be able to identify, recruit or enroll a sufficient number of patients, or those with required or desired characteristics to achieve diversity in a study, to complete our clinical studies in a timely manner.
  • If we have difficulty enrolling a sufficient number of patients to conduct our clinical studies as planned our development costs may increase, the time for completion of clinical trials may increase, we may need to delay, limit or terminate ongoing or planned clinical studies, any of which would have an adverse effect on our business.
  • Certain of our product candidates have received orphan drug designation from the FDA, there is no guarantee that we will be able to maintain this designation, receive this designation for any of our other product candidates, or receive or maintain any corresponding benefits, including periods of exclusivity.
  • While orphan drug designation provides certain advantages, it neither shortens the development time or regulatory review time of a product candidate nor gives the product candidate any advantage in the regulatory review or approval process.
  • FDA’s thinking around sameness with respect to gene therapies, and thus the circumstances when clinical superiority would need to be shown, is evolving.
  • The Complete Response Letter related to our Biologics License Application for pz-cel for the treatment of patients with recessive dystrophic epidermolysis bullosa may impair our ability to successfully commercialize pz-cel.
  • In April 2024, we received a CRL related to our BLA for pz-cel for the treatment of patients with RDEB.
  • In the CRL, the FDA noted that certain additional information needed to satisfy CMC requirements must be satisfactorily resolved before the application can be approved.
  • In August 2024, we completed a Type A Meeting with the FDA to discuss our forthcoming resubmission of our BLA and in October 2024, we resubmitted our BLA.
  • The FDA notified the Company in November 2024 that the BLA was accepted for review, with an assigned PDUFA target action date of April 29, 2025.
  • A delay in receiving approval of the BLA could shorten any periods during which we may have the exclusive right to commercialize our pz-cel or allow our competitors to bring products to market before we do.
  • This may impair our ability to successfully commercialize pz-cel.
  • We are susceptible to production interruptions that may impede our ability to manufacture cell and gene therapy products and produce an adequate product supply to support clinical trials and potentially future commercialization.
  • Several factors could cause production interruptions, including equipment malfunctions, facility contamination, raw material shortages or contamination, natural disasters, public health emergencies such as the COVID-19 pandemic, disruption in utility services, human error, or disruptions in the operations of our suppliers.
  • Our products and product candidates are biologic drugs requiring processing steps that are more complex than those required for most chemical pharmaceuticals.
  • There are several risks specific to the manufacturing process for pz-cel which require close attention.
  • We currently do not have a backup manufacturer to supply clinical trial material for pz-cel.
  • An alternative manufacturer would need to be qualified, through regulatory filings, which could result in delays to our clinical trial timeline.
  • The regulatory authorities also may require additional clinical trials if a new manufacturer is relied upon for commercial production.
  • Switching manufacturers may involve substantial costs and could result in a delay in our desired clinical and commercial timelines.
  • Accordingly, we employ multiple steps to control our manufacturing process to assure that the products or product candidate is made strictly and consistently in compliance with the process.
  • Lot failures or product recalls could cause us to delay product launches or clinical trials, which could be costly to us and otherwise harm our business, financial condition, results of operations and prospects.
  • Any problems in our manufacturing process or facilities could make us a less attractive collaborator for potential partners, including larger pharmaceutical companies and academic research institutions, which could limit our access to additional attractive development programs.
  • Problems in our manufacturing process including in internal and external facilities providing supply necessary for manufacturing or challenges with procuring supplies, such as due to global trade policies, also could restrict our ability to meet clinical trial supply demand, and eventually market demand for any product candidates for which we may receive marketing approval.
  • Disruptions in our manufacturing process may delay or disrupt our commercialization efforts.
  • If we or any of our vendors, contract laboratories or suppliers are found to be out of compliance with cGMP, we may experience delays or disruptions in manufacturing while we implement corrective actions or work with these third parties to remedy the violation or while we work to identify suitable replacement vendors, contract laboratories or suppliers.
  • To obtain regulatory approval for commercial manufacturing, we will need to continue to ensure that all of our processes, methods and equipment are compliant with cGMP and perform extensive audits of vendors, contract laboratories and suppliers.
  • Complying with cGMP requires us to expend time, money and effort in production, record keeping and quality control to assure that the product meets applicable specifications and other requirements.

and 102 more.

Sentence-level comparison of Item 1A in the two most recent 10-Ks (FY2024 ↗, FY2025 ↗). A reworded sentence counts as one dropped and one added, so heavy edits read as low “kept”. Headings and page furniture are stripped; nothing is summarised by a model.

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