Form 8-K - Current report

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 11, 2023

ABSCI CORPORATION

(Exact name of registrant as specified in its charter)

Delaware

001-40646

85-3383487

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

18105 SE Mill Plain Blvd

Vancouver, WA 98683

(Address of principal executive offices, including zip code)

(360) 949-1041

(Registrant’s telephone number, including area code)

Not Applicable

(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, $0.0001 par value per share	ABSI	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 14, 2023, Absci Corporation (the “Company”) announced its financial results for the second quarter ended June 30, 2023. A copy of the press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Retirement and Transition of Gregory Schiffman, Chief Financial Officer

On August 11, 2023, Gregory Schiffman, the Company’s Chief Financial Officer, notified the Company of his decision to retire. The Company extends its gratitude to Mr. Schiffman for his dedicated services to the Company and wish him well in retirement following a transition period.

The Compensation Committee of the Company’s Board of Directors approved entering into a transition agreement with Mr. Schiffman (the “Transition Agreement”). Pursuant to the Transition Agreement, Mr. Schiffman’s full-time employment as Chief Financial Officer will continue through August 30, 2023 (the “Transition Date”). From August 31, 2023 through May 31, 2024 (the “Transition Period”), Mr. Schiffman will serve as a senior adviser to the Company and will (i) receive cash in an amount equal to his base salary as of the Transition Date paid monthly in accordance with the Company’s regular payroll dates, (ii) remain eligible to participate in the Company’s group employee benefit plans, (iii) continue to vest in his outstanding equity awards in accordance with the vesting schedules in effect as of the Transition Date, and (iv) be eligible to receive a cash bonus pro-rated through August 30, 2023 for 2023 corporate and individual performance in an amount equal to $110,630, less applicable taxes and withholdings.

Appointment of Zachariah Jonasson, Ph.D. as Chief Financial Officer and Chief Business Officer

On August 11, 2023, the Company’s Board of Directors appointed Zachariah Jonasson, Ph.D. as the Company’s Chief Financial Officer, Chief Business Officer and Treasurer, effective as of August 31, 2023. Dr. Jonasson will also serve as the Company’s principal financial officer.

Zachariah Jonasson, 51, has served as a Managing General Partner of Phoenix Venture Partners LLC (“PVP”), a venture capital firm that he co-founded, since August 2010 where he has led PVP’s investment strategy in biotechnology-based businesses and has been involved in raising all of PVP’s venture capital and seed investment funds. Previously, Dr. Jonasson was a co-founder and Chief Executive Officer of Comera Life Sciences Holdings, Inc. (NASDAQ: CMRA, previously named ReForm Biologics, LLC) and a co-founder and Head of Business Development of Crop Enhancement, LLC. Dr. Jonasson earned a Bachelor of Science from Georgetown University in the Honors Program in 1995 and an A.M. and Ph.D. from Harvard University in 2000 and 2003, respectively, where he was a Sackler Scholar. Prior to graduate school, Dr. Jonasson was a Research Associate at the Board of Governors of the Federal Reserve System.

In connection with the Board of Directors’ appointment, Dr. Jonasson and the Company agreed to the terms of an offer letter (the “Offer Letter”). Pursuant to the terms of the Offer Letter, Dr. Jonasson will receive the following compensation: (a) an annual base salary of $520,000; (b) a one-time cash payment of $25,000; (c) annual cash incentive compensation as determined by the Board of Directors, with a bonus target amount of 50% of his base salary; (d) an option to purchase 1,000,000 shares of the Company’s common stock with an exercise price per share equal to the closing price of the Company’s common stock on The Nasdaq Global Select Market on the date of grant, which will vest monthly over a four-year period; and (e) 250,000 restricted stock units, which will vest annually over a three-year period.

Dr. Jonasson will also qualify for severance benefits. If Dr. Jonasson’s employment is terminated by the Company without cause, or by him for good reason, in each case outside the change in control period (as such terms are defined in his employment agreement), he shall qualify to receive an amount equal to nine (9) months of his base

salary and other accrued benefits. In addition, the Company shall pay the employer portion of payments under the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended (“COBRA”) for up to nine (9) months following the date of termination, subject to Dr. Jonasson's copayment of premium amounts at the applicable active employees’ rate and his proper election to receive benefits under COBRA.

In the event of the termination of Dr. Jonasson’s employment by the Company without cause, or by him for good reason, on or within twelve (12) months after the occurrence of the first event constituting a change in control (as such terms are defined in his employment agreement), he shall qualify to receive a lump sum payment in cash in an amount equal to the sum of (a) twelve (12) months of his then-current base salary (or his base salary in effect immediately prior to the change in control, if higher) plus (b) 1.0 times his target bonus for the then-current year (or his target bonus in effect immediately prior to the change in control, if higher). In addition, the Company shall pay the employer portion of payments under COBRA for up to twelve (12) months following the date of termination, subject to Dr. Jonasson’s copayment of premium amounts at the applicable active employees’ rate and his proper election to receive benefits under COBRA.

There are no arrangements or understandings between Dr. Jonasson and any other persons pursuant to which he was appointed as Chief Financial Officer and Chief Business Officer. There are no family relationships between Dr. Jonasson and any director or executive officer of the Company, and Dr. Jonasson has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

The foregoing descriptions of Mr. Schiffman’s transition agreement and Dr. Jonasson’s offer letter and employment agreement do not purport to be complete and are qualified in their entireties by reference to the complete text of such agreements, copies of which the Company intends to file as exhibits to its Quarterly Report on Form 10-Q for the three months ending September 30, 2023.

Resignation of Zachariah Jonasson, Ph.D. from Board of Directors

On August 11, 2023, Dr. Jonasson notified the Company that he would resign from the Company’s Board of Directors and all committees thereof. Dr. Jonasson will remain on the Board of Directors through December 31, 2023 and resign from all committees effective as of August 30, 2023.

Item 7.01. Regulation FD Disclosure

On August 14, 2023, the Company announced the retirement of Gregory Schiffman and the appointment of Zachariah Jonasson, Ph.D., as Chief Financial Officer and Chief Business Officer. A copy of the press release issued by the Company is furnished as Exhibit 99.2 to this Current Report on Form 8-K.

The information contained in Items 2.02 and 7.01 of this Current Report on Form 8-K, including Exhibits 99.1 and 99.2 hereto, is being furnished and shall not be deemed to be “filed” for the 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 and shall not 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 filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

99.1 Press Release issued by the Company on August 14, 2023, furnished herewith.

99.2 Press Release issued by the Company on August 14, 2023, furnished herewith.

SIGNATURE

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.


	Absci Corporation

Date: August 14, 2023	By:	/s/ Sean McClain
		Sean McClain
		Founder and CEO

Exhibit 99.1

Absci Reports Business Updates and Second Quarter 2023 Financial and Operating Results

Entered into partnership with Google Ventures-backed biotech company to discover innovative new medicines

Entered into collaboration with Caltech, supported by the Gates Foundation, to discover affordable HIV therapeutic vaccinations

VANCOUVER, Wash. and NEW YORK, August 14, 2023 – Absci Corporation (Nasdaq: ABSI), a generative AI drug creation company, today reported financial and operating results for the quarter ended June 30, 2023.

"Absci has made continued strides this year in advancing and executing on our strategic portfolio, as illustrated most recently by our new partnership with a Google Ventures-backed biotech company, a collaboration on a Gates Foundation-funded vaccine project, and the successful completion of our enzyme processing programs with Merck," said Sean McClain, Founder and CEO. "Just 12 months since publishing our first manuscript for AI drug discovery, we've demonstrated our ability to successfully apply these groundbreaking technologies to partnered programs, with a robust pipeline of potential additional partnerships that would utilize our AI platform. Given these results and the accelerated pace of innovation we are building upon, I am even more excited to see the next leaps we are able to achieve toward our mission of creating better biologics for patients, faster."

Recent Highlights

•Entered into partnership with a Google Ventures-backed biotech company to discover innovative new medicines for patients, representing a new Active Program. Under this partnership, Absci will use its tertiary lymphoid structures (TLSs) reverse immunology platform to help further validate antigen targets provided by the partner company. If the companies' combined efforts uncover any promising leads, the partner company will have the opportunity to leverage Absci’s AI lead optimization platform to further improve its profile.

•Entered into a collaboration between Caltech and Absci, supported by the Bill & Melinda Gates Foundation, to discover affordable HIV therapeutic vaccinations to potentially both treat and protect against infection from all strains of HIV-1.

•Initiated program work for partnership leveraging Absci's generative AI drug creation platform capabilities to optimize pharmacokinetic properties for a Phase II candidate with an undisclosed partner, as announced in March 2023.

Exhibit 99.1

•Successfully deployed Absci's Bionic™ protein non-standard amino acid technology to produce enzymes tailored to Merck’s biomanufacturing applications, meeting or exceeding all technical milestones and successfully concluding enzyme processing programs related to ongoing Merck collaboration.

•Appointed Zach Jonasson, Ph.D., as Chief Financial Officer (CFO) and Chief Business Officer (CBO). In this dual role, Dr. Jonasson will join Absci’s executive team and replace CFO Greg Schiffman, who is retiring after a successful tenure with the company and will remain with Absci in an advisory capacity to ensure a seamless transition.

•Appointed Frans van Houten, former CEO of Royal Philips and current member of Novartis's board of directors, to Absci's board of directors, bringing global corporate operational experience and deep industry knowledge in healthcare and technology.

Second Quarter 2023 Financial Results

Revenue was $3.4 million for the three months ended June 30, 2023 compared to $1.0 million for the three months ended June 30, 2022. This increase was driven by partnered program mix and progress timing, including the completion of the Merck enzyme processing programs during the second quarter.

Research and development expenses were $12.1 million for the second quarter of 2023 compared to $16.2 million for the corresponding prior year period. This decrease was primarily driven by lower laboratory operational costs, increased efficiencies, and a prioritized focus within Absci's R&D efforts.

Selling, general, and administrative expenses were $9.4 million for the second quarter of 2023 compared to $10.5 million for the corresponding prior year period. This decrease was primarily due to reductions in personnel and insurance costs.

Net loss was $41.7 million for the second quarter of 2023, as compared to $28.7 million for the corresponding prior year period. This increase was attributable to the Company recording a non-cash goodwill impairment charge of $21.3 million within operating expenses during the second quarter of 2023.

Cash, cash equivalents, and short-term investments as of June 30, 2023 was $124.6 million, compared to $144.3 million as of March 31, 2023.

2023 Outlook

Absci continues to anticipate at least ten new Active Programs in 2023, based on the company's current partnership pipeline. Absci also expects to generate more cash from execution on partnered programs this year and going forward, as compared to prior years, given the shift from cell line development to discovery programs.

Exhibit 99.1

Absci continues to expect a gross use of cash, cash equivalents, and short-term investments, exclusive of partnered program and equipment financing receipts, of approximately $90 million, below prior year use of $105 million. Absci also continues to focus its investments and operations on strategic initiatives and near-term inflection points, providing cash and cash equivalents and short-term investments into late 2025, consistent with previous disclosures.

About Absci

Absci is a generative AI drug creation company that combines AI with scalable wet lab technologies to create better biologics for patients, faster. Our Integrated Drug Creation™ platform unlocks the potential to accelerate time to clinic and increase the probability of success by simultaneously optimizing multiple drug characteristics important to both development and therapeutic benefit. With the data to learn, the AI to create, and the wet lab to validate, we can screen billions of cells per week, allowing us to go from AI-designed antibodies to wet lab-validated candidates in as little as six weeks. Our vision is to deliver breakthrough therapeutics at the click of a button, for everyone. Absci’s headquarters is in Vancouver, WA, with our AI Research Lab in New York City and an Innovation Center in Zug, Switzerland. Visit www.absci.com and follow us on LinkedIn (@absci), Twitter (@Abscibio), and YouTube.

Availability of Other Information About Absci

Investors and others should note that we routinely communicate with investors and the public using our website (www.absci.com) and our investor relations website (investors.absci.com), including without limitation, through the posting of investor presentations, SEC filings, press releases, public conference calls and webcasts on these websites, as well as on Twitter, LinkedIn and YouTube. The information that we post on these websites and social media outlets could be deemed to be material information. As a result, investors, the media, and others interested in Absci are encouraged to review this information on a regular basis. The contents of our website and social media postings, or any other website that may be accessed from our website or social media postings, shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.

Forward-Looking Statements

Exhibit 99.1

our technology development efforts and the application of those efforts, including accelerating drug development timelines, increasing probability of successful drug development, advancing toward in silico drug design, and our drug discovery and development activities related to partnered programs and our internal therapeutic assets, to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act and Section 21E of the Securities Exchange Act, and we make this statement for purposes of complying with those safe harbor provisions. These forward-looking statements reflect our current views about our plans, intentions, expectations, strategies, and prospects, which are based on the information currently available to us and on assumptions we have made. We can give no assurance that the plans, intentions, expectations, or strategies will be attained or achieved, and, furthermore, actual results may differ materially from those described in the forward-looking statements and will be affected by a variety of risks and factors that are beyond our control, including, without limitation, risks and uncertainties relating to our ability to effectively collaborate on research, drug discovery, and development activities with our partners or potential partners and challenges inherent in discovery and development of therapeutic assets; along with those risks set forth in our most recent periodic report filed with the U.S. Securities and Exchange Commission, as well as discussions of potential risks, uncertainties, and other important factors in our subsequent filings with the U.S. Securities and Exchange Commission. Except as required by law, we assume no obligation to update publicly any forward-looking statements, whether as a result of new information, future events, or otherwise.

Investor Contact:

investors@absci.com

Media Contact:

press@absci.com

absci@methodcommunications.com

Exhibit 99.1

Absci Corporation

Unaudited Condensed Consolidated Statements of Operations




	For the Three Months Ended June 30,				For the Six Months Ended June 30,
(In thousands, except for share and per share data)	2023		2022		2023		2022
Revenues
Technology development revenue	$	3,367	$	636	$	4,636	$	1,090
Collaboration revenue	—		366		—		731
Total revenues	3,367		1,002		4,636		1,821
Operating expenses
Research and development	12,112		16,241		24,769		32,068
Selling, general and administrative	9,410		10,507		19,003		21,396
Depreciation and amortization	3,498		3,141		7,002		6,047
Goodwill impairment	21,335		—		21,335		—
Total operating expenses	46,355		29,889		72,109		59,511
Operating loss	(42,988)		(28,887)		(67,473)		(57,690)
Other income (expense)
Interest expense	(256)		(211)		(577)		(406)
Other income, net	1,583		148		3,041		273
Total other income (expense), net	1,327		(63)		2,464		(133)
Loss before income taxes	(41,661)		(28,950)		(65,009)		(57,823)
Income tax (expense) benefit	(11)		270		(18)		(351)
Net loss	$	(41,672)	$	(28,680)	$	(65,027)	$	(58,174)




Net loss per share: Basic and diluted	$	(0.45)	$	(0.32)	$	(0.71)	$	(0.64)

Weighted-average common shares outstanding: Basic and diluted	91,827,780		90,669,499		91,654,578		90,471,950

Exhibit 99.1

Absci Corporation

Unaudited Condensed Consolidated Balance Sheets



	June 30,		December 31,
(In thousands, except for share and per share data)	2023		2022
ASSETS
Current assets:
Cash and cash equivalents	$	61,048	$	59,955
Restricted cash	15,066		15,023
Short-term investments	63,539		104,476
Receivables under development arrangements, net	3,157		1,550
Prepaid expenses and other current assets	5,227		5,859
Total current assets	148,037		186,863
Operating lease right-of-use assets	4,886		5,319
Property and equipment, net	47,850		52,723
Intangibles, net	49,938		51,622
Goodwill	—		21,335
Restricted cash, long-term	1,902		1,864
Other long-term assets	1,540		1,282
TOTAL ASSETS	$	254,153	$	321,008
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	1,851	$	2,412
Accrued expenses	16,713		20,481
Long-term debt	3,145		2,946
Operating lease obligations	1,734		1,690
Financing lease obligations	1,541		2,296
Deferred revenue	500		445
Total current liabilities	25,484		30,270
Long-term debt - net of current portion	6,378		7,984
Operating lease obligations - net of current portion	6,423		7,317
Finance lease obligations - net of current portion	246		750
Deferred tax, net	223		238

Other long-term liabilities	—		35
TOTAL LIABILITIES	38,754		46,594
Commitments
STOCKHOLDERS' EQUITY
Preferred stock, $0.0001 par value	—		—
Common stock, $0.0001 par value	9		9
Additional paid-in capital	576,492		570,454
Accumulated deficit	(360,956)		(295,929)
Accumulated other comprehensive loss	(146)		(120)
TOTAL STOCKHOLDERS' EQUITY	215,399		274,414
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	254,153	$	321,008

Exhibit 99.2

Absci Appoints Zach Jonasson, Ph.D., as Chief Financial Officer and Chief Business Officer

Addition of veteran biotech leader to further support Absci’s next stage of growth

VANCOUVER, WA., August 14, 2023 -- Absci Corporation, a generative AI drug creation company, announced today that Zach Jonasson, Ph.D., has been appointed Chief Financial Officer (CFO) and Chief Business Officer (CBO). In this dual role, Dr. Jonasson will join Absci’s executive leadership team and replace CFO Greg Schiffman, who will retire after a successful tenure with the company and a distinguished career in the biotech industry. Dr. Jonasson is the co-founder and Managing General Partner of Phoenix Venture Partners (PVP) and Convergent Ventures, both venture capital firms. He has served on Absci’s Board of Directors since 2016, including as Absci’s chairman from April 2016 to January 2021. He will leave PVP and Convergent Ventures, as well as step down from the Absci Board of Directors, after a transitional period to take this full-time leadership position at Absci.

Dr. Jonasson brings over 25 years of experience as an investor, entrepreneur, and operator. He co-founded two venture capital firms, PVP and Convergent Ventures, where he led both firms’ life science investment strategies, assembling impressive portfolios of innovative companies developing drug discovery, drug delivery, and drug manufacturing technologies. In addition to serving on his portfolio company boards, Dr. Jonasson has been actively involved in establishing key partnerships and customer engagements between his portfolio companies and large pharmaceutical and biotech corporations. He also spearheaded raising capital from institutional and large strategic investors for all of the PVP and Convergent funds.

Prior to PVP, Dr. Jonasson was CEO and co-founder of Comera Life Sciences, where he built the company from the concept stage and established multiple collaborations with large pharmaceutical companies. He was also co-founder and Head of Business Development at Crop Enhancement, where he established numerous partnerships with large agrochemical companies. Previously, he was a General Partner and Kauffman Fellow at Seaflower Ventures. Dr. Jonasson holds an A.M. and Ph.D. from Harvard University, where, as a Sackler Scholar, his research focused on the neurobiology underlying learning and memory. Prior to graduate school, Dr. Jonasson was a Research Associate at the Federal Reserve Bank.

Exhibit 99.2

"I am thrilled to welcome Zach to Absci’s leadership team as CFO and CBO,” said Sean McClain, Founder and CEO of Absci. "Zach’s extensive experience in scaling innovative companies, as well as his intimate knowledge of Absci from his tenure on the Board, makes him an ideal addition to the leadership team in leading Absci into our next stage of growth.”

"I am excited to join Absci as CFO and CBO, continuing my commitment to Absci’s vision and my long-standing working relationship with Sean,” said Dr. Jonasson. “I look forward to working with Absci’s exceptional team to transform the drug discovery process to a drug creation discipline, utilizing world-leading generative AI and the company’s unique data engine to generate better therapeutics for patients at scale.”

Greg Schiffman, who has served as Absci’s CFO since 2020, will retire after a transitional period. Mr. Schiffman, an industry leader with decades of experience at the helm of leading biotechs, successfully guided Absci through its public offering and initial phases of growth. Mr. Schiffman will remain with Absci in an advisory capacity to ensure a seamless transition. Mr. Schiffman expressed his confidence in Dr. Jonasson’s abilities to take on the role: "I have no doubt that Zach will be an excellent addition to the Absci executive team. His deep financial expertise and experience in the life sciences industry make him ideal to lead the company's financial and business development operations."

“I want to extend my heartfelt thanks to Greg for his leadership at Absci during a period of incredible growth and transformation,” added Mr. McClain. “Absci wouldn’t be where it is without Greg’s deep expertise and experience, and we wish him the very best on the next leg of his adventure cruising in his Dino Ferrari.”

Dr. Jonasson will officially begin his role as CFO and CBO on August 31, 2023.

About Absci

Absci is a generative AI drug creation company that combines AI with scalable wet lab technologies to create better biologics for patients, faster. Our Integrated Drug Creation™platform unlocks the potential to accelerate time to clinic and increase the probability of success by simultaneously optimizing multiple drug characteristics important to both development and therapeutic benefit. With the data to train, the AI to create, and the wet lab to validate, Absci can screen billions of cells per week, allowing it to go from AI-designed antibodies to wet lab-validated candidates in as little as six weeks. Absci’s vision is to deliver breakthrough therapeutics at the click of a button, for everyone. Absci's headquarters is in Vancouver,

Exhibit 99.2

WA, its AI Research Lab is in New York City, and its Innovation Center is in Zug, Switzerland. Learn more at absci.com and follow us on LinkedIn (@absci), Twitter (@Abscibio), and YouTube.

Availability of Other Information About Absci

Investors and others should note that we routinely communicate with investors and the public using our website (www.absci.com) and our investor relations website (investors.absci.com), including without limitation, through the posting of investor presentations, SEC filings, press releases, public conference calls and webcasts on these websites, as well as on Twitter, LinkedIn, and YouTube. The information that we post on these websites and social media outlets could be deemed to be material information. As a result, investors, the media, and others interested in Absci are encouraged to review this information on a regular basis. The contents of our website and social media postings, or any other website that may be accessed from our website or social media postings, shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.

Forward-Looking Statements

Certain statements in this press release that are not historical facts are considered forward-looking within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements containing the words “will,” “may,” “pursues,” “anticipates,” “plans,” “believes,” “aims,” “potential,” “forecast,” “estimates,” “extends,” “expects,” and “intends,” or similar expressions. We intend these forward-looking statements, including statements regarding technology development efforts and the application of those efforts, including acceleration of drug development timelines, reducing the time and costs related to drug development, advancements toward in silico drug design, drug discovery and development activities, internal pipeline development efforts, and the effective incorporation of our technology in drug design, research and technology development collaboration efforts, to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act and Section 21E of the Securities Exchange Act, and we make this statement for purposes of complying with those safe harbor provisions. These forward-looking statements reflect our current views about our plans, intentions, expectations, strategies, and prospects, which are based on the information currently available to us and on assumptions we have made. We can give no assurance that the plans, intentions, expectations, or strategies will be attained or achieved, and furthermore, actual results may differ materially from those described in the forward-looking statements and will be affected by a variety of risks and factors that are beyond our control, including, without limitation, risks and uncertainties relating to our ability to effectively collaborate on research, drug discovery and development activities with our partners or potential partners; along with those risks set forth in our most recent periodic report filed with the U.S. Securities and Exchange Commission, as well as discussions of potential risks, uncertainties, and other important factors in our

Exhibit 99.2

subsequent filings with the U.S. Securities and Exchange Commission. Except as required by law, we assume no obligation to update publicly any forward-looking statements, whether as a result of new information, future events, or otherwise.

Investor Contact

investors@absci.com

Media Contact

press@absci.com

Cover	Aug. 11, 2023
Cover [Abstract]
Document Type	8-K
Document Period End Date	Aug. 11, 2023
Entity Registrant Name	ABSCI CORP
Entity Incorporation, State	DE
Entity File Number	001-40646
Entity Tax Identification Number	85-3383487
Entity Address, Street	18105 SE Mill Plain Blvd
Entity Address, City	Vancouver
Entity Address, State	WA
Entity Address, Postal Zip Code	98683
City Area Code	360
Local Phone Number	949-1041
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of each class	Common Stock, $0.0001 par value per share
Trading Symbol(s)	ABSI
Name of each exchange on which registered	NASDAQ
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Central Index Key	0001672688
Amendment Flag	false