SECURITIES AND EXCHANGE COMMISSION Washington, D.C FORM 8-K CURRENT REPORT

Transcription

1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C 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): May 14, 2013 SYNTHETIC BIOLOGICS, INC. (Exact name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) (Commission File No.) (IRS Employer Identification No.) 155 Gibbs Street, Suite 412, Rockville, MD (Address of principal executive offices) (Zip Code) Registrant s telephone number, including area code: (734) (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 ) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR e-4(c))

2 Item Regulation FD Disclosure Beginning on May 14, 2013, Synthetic Biologics, Inc. (the Company ), will be making several investor presentations during the next few weeks. In connection with the presentations, the Company intends to discuss the slide presentation furnished as Exhibit 99.1 hereto, which is incorporated herein by reference. The slide presentation attached as Exhibit 99.1 to this Report includes safe harbor language pursuant to the Private Securities Litigation Reform Act of 1995, as amended, indicating that certain statements contained in the slide presentation or in the press release are forwardlooking rather than historical. The information included in this Item 7.01 and in Exhibit 99.1 shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act ), or otherwise subject to the liabilities of that Section or 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. The Company undertakes no duty or obligation to update or revise information included in this Report or any of the Exhibits. Item Financial Statements and Exhibits (d) Exhibits The following exhibit is being filed as part of this Report. Exhibit Number Description 99.1 Presentation materials to be provided at Synthetic Biologics, Inc. s investor presentations

3 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 hereunto duly authorized. SYNTHETIC BIOLOGICS, INC. Date: May 14, 2013 By: /s/ C. Evan Ballantyne Name: C. Evan Ballantyne Title: Chief Financial Officer

4 EXHIBIT INDEX Exhibit Number Description 99.1 Presentation materials to be provided at Synthetic Biologics, Inc. s investor presentations

5 May 14, 2013 NYSE MKT: SYN EXHIBIT 99.1

6 Forward - Looking Statements This presentation includes forward - looking statements on Synthetic Biologics current expectations and projections about future events. In some cases forward - looking statements can be identified by terminology such as "may," "should," "potential," "continue," "expects," "anticipates," "intends," "plans," "believes, "estimates, indicates, and similar expressions. These statements are based upon current beliefs, expectations and assumptions and are subject to a number of risks and uncertainties, many of which are difficult to predict and include statements regarding our clinical trials, our establishment of collaborations and our execution of our growth strategy. The forward - looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those set forth or implied by any forward - looking statements. Important factors that could cause actual results to differ materially from those reflected in Synthetic Biologics forward - looking statements include, among others, a failure of our product candidates to be demonstrably safe and effective, a failure to initiate clinical trials and if initiated, a failure to achieve the desired results, a failure to obtain regulatory approval for our product candidates or to comply with ongoing regulatory requirements, regulatory limitations relating to our ability to promote or commercialize our product candidates for the specific indications, a lack of acceptance of our product candidates in the marketplace, a failure of us to become or remain profitable, a failure to establish collaborations, our inability to obtain or maintain the capital or grants necessary to fund our research and development activities, a loss of any of our key scientists or management personnel, and other factors described in Synthetic Biologics report on Form 10 - K for the year ended December 31, 2012, subsequent Form 10 - Qs and any other filings with the SEC. The information in this presentation is provided only as of the date presented, and Synthetic Biologics undertakes no obligation to update any forward - looking statements contained in this presentation on account of new information, future events, or otherwise, except as required by law. 2 NYSE MKT: SYN

7 Investment Proposition Building portfolio of biologics for the prevention and treatment of serious infectious diseases Innovative, first - in - class product candidates Large markets Proof - of - concept portfolio Clinical - stage Multiple sclerosis (MS) Phase II (potential partnering opportunity) Prevention of Clostridium difficile (C. difficile ) infections Discovery/preclinical stage Pertussis infections (whooping cough) Acinetobacter infections Strategic collaborations with Intrexon Corporation Private biotechnology company led by CEO, RJ Kirk Experienced management team and advisors 3 NYSE MKT: SYN NYSE MKT: SYN

8 Management Team 4 Jeffrey Riley, CEO Pfizer, Nichols Institute (Quest), SmithKline Beecham, QIC C. Evan Ballantyne, CFO Clinical Data, Inc., Avedro, ZymeQuest, ACNielsen, IMS John Monahan, Ph.D., EVP R&D Avigen, Somatix, Triton Biosciences, Hoffman - LaRoche Carol Reed, M.D., SVP Clinical/Regulatory Clinical Data, Inc., Genaissance Pharmaceuticals, Inc., Bayer Pharmaceuticals, Inc. Michael Kaleko, M.D., Ph.D., SVP R&D Genetic Therapy, Inc. (Novartis), Advanced Vision Therapies (currently known as Wellstat Ophthalmics ) NYSE MKT: SYN

9 Product Pipeline 5 NYSE MKT: SYN * - SYN - 004, 2 nd generation oral enzyme candidate under development based on 1 st generation candidate (P1A) Phase II results I - Intrexon collaboration design, engineering and optimization of lead candidates T - The University of Texas at Austin antibody research Therapeutic Area Product Candidate Biologic Agent/ Drug Compound Discovery Preclinical Phase I Phase II Phase III Relapsing - remitting m ultiple sclerosis Trimesta TM Oral estriol Cognitive dysfunction in multiple sclerosis Trimesta TM Oral estriol C. difficile infection prevention SYN - 004* Oral enzyme Pertussis (whooping cough) SYN I,T Monoclonal antibody Acinetobacter infections SYN I Monoclonal antibody

10 MS: Market 400,000 MS patients in U.S. (~2.1 million worldwide) 1 $14.1 billion current estimated worldwide sales 2 Trimesta TM opportunity Oral add - on MS therapy 6 NYSE MKT: SYN Teva/Copaxone $ % Biogen Idec/Avonex $ % Merck KGaA/Rebif $ % Biogen Idec/Tysabri $ % Bayer/Betaseron $ % Novartis/Extavia $ % Novartis/Gilenya $ %

11 MS: Historical Efficacy of Estriol Pregnancy Hormone Linked to decreased MS relapse rates Estriol Hormone produced by placenta during pregnancy with highest level in 3 rd trimester Solid safety profile (approved in Europe/Asia for 40+ years) Landmark study published in New England Journal of Medicine 3 Study of 254 women diagnosed with MS prior to pregnancy Relapse rates: Significantly reduced in 3 rd trimester of pregnancy (p<0.001) * Significantly increased three months post - partum (p<0.001) * 7 * C ompared to pre - pregnancy levels NYSE MKT: SYN

12 MS: Relapsing - Remitting MS Phase II Clinical Trial of Trimesta TM (oral estriol) Multi - center, investigator - initiated, randomized, double - blind, placebo - controlled trial 4 Comparing relapse rates over 2 years of oral Trimesta TM vs. placebo All patients treated with Copaxone as standard of care Trial status Enrollment complete: 164 female patients at 15 U.S. centers Final patient, final visit expected end of January 2014 Topline results expected 1H 2014 $ 8 million + in grant funding supporting trial Principal investigator: Rhonda Voskuhl, M.D., Professor of Neurology, Director of the UCLA MS Program Seeking to monetize Trimesta TM 8 Copaxone is a registered trademark of Teva Pharmaceutical Industries Ltd. NYSE MKT: SYN

13 Emerging Worldwide Crisis 9 SYN building portfolio of biologics for serious infectious diseases Infections were the second leading cause of death worldwide in 2002, killing nearly 15 million people almost 1 in 3 deaths across the globe Multidrug - resistant microbes infect more than 2 million Americans each year Brad Spellberg, M.D., Rising Plague 5 NYSE MKT: SYN

14 Current Market Limited Solutions Significant Unmet Medical Needs Limited Big Pharma Investment SYN Products Targeted Biologics Novel Antibacterial R&D GAIN Act Revolutionize Infectious Disease Treatment 10 NYSE MKT: SYN SYN infectious disease strategy Large and growing markets Infectious disease outbreaks increasing Widespread multidrug - resistant pathogens Additional market exclusivity Fast track Accelerated NDA reviews Limited patient population opportunities

15 11 24 million patients administered IV antibiotics annually in the U.S million patients infected with C. diff annually 7 Patients with C. diff hospitalized extra days 8, costing more than $8.2 billion annually 9 30,000 C. diff - related deaths annually 10 IV antibiotics may be excreted into GI tract where they can upset the natural balance of the microbiome This imbalance can result in the overgrowth of disease - causing bacteria such as C. diff Toxigenic C. diff causes diarrhea, pseudomembranous colitis and may result in death C. d ifficile (C. diff) Infections: Market Leading cause of hospital - acquired infections NYSE MKT: SYN 15 million Americans administered IV β - lactam antibiotics in

16 12 SYN - 004: Co - Administered with Antibiotics Prophylactic treatment for prevention of C. diff infections Oral enzyme product to be co - administered with IV β - lactam antibiotics Remain within the intestine to degrade certain IV β - lactam antibiotics Preventative treatment expected to protect the healthy microflora from the overgrowth of C. diff Phase I and II studies of 1st generation candidate* demonstrated safety, tolerability and efficacy when co - administered with certain penicillins SYN - 004, a 2 nd generation product intended for a broader spectrum of activity including, penicillins plus most cephalosporins ( β - lactam antibiotics) In 2012, over 13 million unique patients were treated with IV β - lactams that may be covered with SYN SYN composition of matter patent protection through 2031 * P1A is 1 st generation candidate NYSE MKT: SYN There are currently no approved products for the prevention of C. difficile infections

17 SYN - 004: Co - Administered with Antibiotics Intended to neutralize effects of β - lactam antibiotics in GI tract 13 Patient hospitalized with PRIMARY infection ( eg. pneumonia) Administer IV β - lactam antibiotic for primary infection SYN eliminates the antibiotic, protecting native microflora and prevent C. diff infection Co - administer oral SYN with IV β - lactam antibiotic Antibiotic enters the GI tract leading to C. diff infection Unprotected GI tract Protected GI tract NYSE MKT: SYN

18 Pertussis Infections : Market Millions of whooping cough cases globally per year Increasing incidence at a 60 - year high in U.S. 13,14 ~41,000 cases per year in the U.S. 15 Current vaccination protocols are not effective due to: Delayed infant vaccination Non - compliance 1990s vaccine protection wearing off 50 million worldwide cases of whooping cough each year ,000 deaths worldwide 16 (Primarily young, unvaccinated infants) SYN mab in development Intended to neutralize pertussis toxin Collaboration with Intrexon R ights to research and pending patents from The University of Texas at Austin Plan to pursue third - party funding and alternative commercialization strategies 14 NYSE MKT: SYN

19 Acinetobacter Infections : Market Multidrug - resistant gram - negative bacteria M ortality rates as high as 43% reported 17 Billion dollar market opportunity 18 Survives on dry surfaces for up to 36 days Survives twice as long as non - biofilm - forming pathogens 19 Acinetobacter infection profile 2.6% of hospital acquired infections % of bloodstream infections 20 7% of ICU respiratory tract infections 20 May infect many organisms including lungs, heart, urinary tract, central nervous system, and skin and soft tissues Increasing cause of trauma - related infections in wounded military personnel and victims of natural disasters 21 Collaboration with Intrexon Plan to pursue third - party funding and alternative commercialization strategies 15 NYSE MKT: SYN

20 Corporate Snapshot Current Price : $1.42 (as of 5/10/13) 52 Week Range: $ $ 2.55 Average Volume (3 months): 66,202 Shares Outstanding: ~44.7 million (as of 3/27/13) Market Capitalization: ~$63 million Cap Structure: Common, no debt, no preferred Cash: ~$8.7 million (as of 3/27/13) Offices in Rockville, Maryland 16 NYSE MKT: SYN NYSE MKT: SYN

21 Recent IPOs in the Infectious Disease Space 17 Company Name IPO Date Lead Candidate Market Cap* Tetraphase Pharmaceuticals, Inc. March 2013 Phase II: eravacycline - intra - abdominal infections (IV) $158M Cempra, Inc. February 2012 Phase III: respiratory tract infections; bacterial urethritis comprising gonorrhea; acute bacterial skin and skin structure infections $164M Durata Therapeutics July 2012 Phase III: antibiotic for acute bacterial skin and skin structure infections (IV) $180M Enanta Pharmaceuticals, Inc. March 2013 Phase III: Inhibitor - Hep C & HCV $317M Chimerix, Inc. April 2013 Phase II: CMV infection; adenovirus $500M * Per Yahoo Finance May 2, 2013 NYSE MKT: SYN

22 18 Upcoming Milestones NYSE MKT: SYN Phase II relapsing - remitting MS clinical trial Final patient, final visit (end of January 2014) Topline results ( 1H 2014) SYN oral enzyme preventative treatment for C. diff Initiate cgmp manufacturing (3Q 2013) Initiate clinical trials (2H 2014) mab for Pertussis infections Initiate small animal study (3Q 2013) Initiate large animal study (4Q 2013) [IND - enabling study] mabs for Acinetobacter infections Generate panel of antibodies (ongoing)

23 May FINAL May 14, 2013 NYSE MKT: SYN

24 References Slide 6: 1 National Multiple Sclerosis Society. 2 Credit Suisse. Multiple Sclerosis - Evolution or Revolution Report. March 18, Slide 7 : 3 Pr egnancy I n M ultiple S clerosis (PRIMS) Study; Confavreux, C., Hutchinson, M., Hours, M.M., Cortinvis - Tourniaire, P., Moreau, T., and the Pregnancy in MS Group (1998). Rate of Pregnancy - Related Relapse in Multiple Sclerosis. New England Journal of Medicine, 339, Slide 8 : 4 Slide 9 : 5 Spellberg, B. Rising Plague: The Global Threat from Deadly Bacteria and Our Dwindling Arsenal to Fight Them. Copyright Slide 11 : 6-7 This information is an estimate derived from the use of information under license from the following IMS Health Incorporated inf ormation service: CDM Hospital database for full year IMS expressly reserves all rights, including rights of copying, distribution and republic ation. 8 (APIC) National Prevalence Study of Clostridium difficile in U.S. Healthcare Facilities. November 11, hospitalacquiredinfections.blogspot.com/2008/12/november association - for.html. 9 Agency for Healthcare Research and Quality. Healthcare and Cost Utilization Project. Statistical Brief #124. Clostridium difficile Infections (CDI) in Hospital Stays, January Available at - us.ahrq.gov/reports/statbriefs/sb124.pdf. 10 U.S. Department of Health & Human Services. Agency for Healthcare Research and Quality. January 25, Available at Accessed November 5, This information is an estimate derived from the use of information under license from the following IMS Health Incorporated inf ormation service: CDM Hospital database for full year IMS expressly reserves all rights, including rights of copying, distribution and republic ation. Slide 12 : 12 This information is an estimate derived from the use of information under license from the following IMS Health Incorporated inf ormation service: CDM Hospital database for full year IMS expressly reserves all rights, including rights of copying, distribution and republic ation. 20 NYSE MKT: SYN

25 References 21 Slide 14 : 13 Misegades LK, Winter K, Harriman K, Talarico J, Messonnier NE, Clark TA, Martin SW, Association of childhood pertussis with receipt of 5 doses of pertussis vaccine by time since last vaccine dose, California, JAMA, 2012 Nov 28;308(20): Centers for Disease Control and Prevention. Pertussis Epidemic Washington, Morbidity and Mortality Weekly Report. July 20, Centers for Disease Control and Prevention Provisional Pertussis Surveillance Report. January 4, World Health Organization. Pertussis: Immunization surveillance, assessment and monitoring. http :// Slide 15 : 17 Falagas, ME, Bliziotis, LA, and Siempos, II. Attributable mortality of Acinetobacter baumannii infections in critically ill patients: a systematic review of matched cohort and case - control studies. Critical Care 2006, 10:R Barrett, L. Former VP of US Marketing and Global Business Manager Infectious Diseases at Wyeth. Guest Blog, Antibiotic Market s a nd SPLU. - theperfectstorm.blogspot.com/2012/03/antibiotic - markets - and - splu - guest.html. March 20, Espinal P, Martí S, Vila J. Effect of biofilm formation on the survival of Acinetobacter baumannii on dry surfaces. J Hosp Infect Jan; 80(1): Epub 2011 Oct Jones, M, et al. Emerging resistance among bacterial pathogens in the intensive care unit a European and North American Survei llance study ( ). Ann Clin Microbiol Antimicrob ; 3(14).; Wisplinghoff, H, et al. Nosocomial Bloodstream Infections in US Hospitals: Analysis of 24,179 Cases from a Prospective Nationwide Surveillance Study. Clin Infect Dis 2004; 39(3): ; Wachter, K. Step Aside, MRSA, Here Comes Acinetobacter. OB. GYN. News, January 15, Camp, C and Tatum, OL. A Review of Acinetobacter baumannii as a Highly Successful Pathogen in Times of War. LABMEDICINE. November 2010, Vol. 41, Number 11. NYSE MKT: SYN