Tengion Provides Business Update and Reports Third Quarter 2012 Financial Results

  Tengion Provides Business Update and Reports Third Quarter 2012 Financial
                                   Results

-- Actively Recruiting Remaining Four Patients in Neo-Urinary Conduit™ Phase 1
Trial --

-- IND Filing for Neo-Kidney Augment™ Expected During First Half of 2013 --

PR Newswire

WINSTON-SALEM, N.C., Nov. 13, 2012

WINSTON-SALEM, N.C., Nov. 13, 2012 /PRNewswire/ -- Tengion, Inc. (OTCQB:
TNGN), a leader in regenerative medicine, today reported its financial results
for the third quarter ended September 30, 2012 and provided a business update.

"We are focused on enrolling the remaining four patients in the Phase 1 trial
of our Neo-Urinary Conduit, which we hope to complete by year-end, and we are
working aggressively to file the IND for our Neo-Kidney Augment during the
first half of 2013," said John L. Miclot, President and Chief Executive
Officer of Tengion. "We are dedicated to executing on our key program
objectives and our successful $15 million private placement completed last
month has provided us with sufficient funding to achieve these value creating
milestones. We also recently received two Notices of Allowance from the USPTO
for patent applications covering the novel technologies around the Neo-Urinary
Conduit and Neo-Kidney Augment programs, which further solidify the breadth
and strength of Tengion's novel technology and the expanding intellectual
property portfolio around it."

Neo-Urinary Conduit Clinical Program Update

Tengion has implanted six patients in the ongoing Phase 1 clinical trial of
its most advanced product candidate, the Neo-Urinary Conduit, for use in
bladder cancer patients requiring a urinary diversion following bladder
removal (cystectomy). The trial is an open-label, single-arm study, which is
expected to enroll up to 10 patients.

In November 2012, Tengion announced that the United States Patent and
Trademark Office (USPTO) issued a Notice of Allowance for U.S. Patent
Application No. 12/612,606, titled "Cell-Scaffold Constructs." The application
includes compositional claims on the construct and cellular elements of the
Neo-Urinary Conduit, as well as use claims covering this technology in
additional clinical applications.

In October 2012, Tengion announced that two patients in the Phase 1 clinical
trial of its Neo-Urinary Conduit died due to afflictions unrelated to the
product candidate or the surgical procedure. The fourth patient enrolled in
the trial died of metastatic bladder cancer and the sixth patient passed away
from a cardiopulmonary arrest following a myocardial infarction. Until their
deaths, both patients' Neo-Urinary Conduits functioned well and they
maintained normal renal function.

Following a positive meeting with the Data Safety Monitoring Board (DSMB) and
the U.S. Food and Drug Administration (FDA), the Company is proceeding with
concurrent enrollment of the remaining four patients in the Phase 1 clinical
trial. Tengion is actively recruiting and remains focused on enrolling the
remaining four patients in the trial by the end of 2012, however the timing of
enrolling the seventh patient may result in completing enrollment of this
trial in the first quarter of 2013.

There are four clinical trial sites actively recruiting patients for this
clinical trial. These include the two original centers, the University of
Chicago Medical Center and The Johns Hopkins Hospital in Baltimore, MD, as
well as Baylor College of Medicine in Houston, TX and University of Michigan
Comprehensive Cancer Center in Ann Arbor, MI. An additional two clinical trial
sites are open for enrollment but are not yet actively recruiting patients.

Neo-Kidney Augment Preclinical Program Update

Tengion's lead preclinical program, the Neo-Kidney Augment, is intended to
prevent or delay the need for dialysis or kidney transplant by catalyzing the
regeneration of functional kidney tissue in patients with advanced chronic
kidney disease (CKD).

Tengion is currently conducting the good laboratory practice (GLP) animal
study program required by the FDA to support an Investigational New Drug (IND)
filing and initiation of a Phase 1 clinical trial in CKD patients. These GLP
studies are consistent with the preclinical animal models already conducted by
Tengion, which yielded positive data demonstrating slowing of kidney disease
progression and improved survival. The Company is continuing to make progress
on defining a plan, including milestones and source of funding, to conduct a
clinical trial for the Neo-Kidney Augment in patients with CKD in Sweden.

In November 2012, Tengion announced that the USPTO issued a Notice of
Allowance for U.S. Patent Application No. 12/617,721, titled "Isolated Renal
Cells and Uses Thereof." The application includes claims intended to protect
important aspects of renal regeneration for the Neo-Kidney Augment.

Tengion expects to submit an IND filing for the Neo-Kidney Augment to the FDA
during the first half of 2013 and anticipates that its Phase 1 trial will
provide initial human proof-of-concept data in 2014.

Corporate Update

In October 2012, Tengion announced the closing of its private placement of
$15.0 million aggregate principal amount of Senior Secured Convertible Notes.
In addition, the Company granted the initial purchasers an option to purchase
up to an additional $20 million aggregate principal amount of the Notes.
Tengion intends to use the net proceeds of this transaction primarily to fund
research and development activities for its two lead programs, the Neo-Urinary
Conduit and the Neo-Kidney Augment. The $15.0 million principal amount
included the exchange of the $1.0 million of debt issued in the Company's
bridge financing announced in September 2012.

Third Quarter 2012 Financial Results

For the nine months ended September 30, 2012, the Company reported an adjusted
net loss of $13.1 million, or $5.52 per basic and diluted common share,
compared to an adjusted net loss of $18.2 million, or $8.70 per basic and
diluted common share, for the same period in 2011. The decreased adjusted net
loss for the 2012 period was primarily due to a reduction in compensation and
related expenses of $3.1 million and a decrease in depreciation expense of
$2.4 million.

The decreased compensation-related expenses during the 2012 period, of which
$1.6 million were attributable to research and development personnel and $1.5
million were attributable to general and administrative personnel, were
primarily due to lower headcount resulting from the Company's November 2011
restructuring. The decreased depreciation expense during the 2012 period
resulted from both a change during the second quarter of 2011 in the estimated
useful life of leasehold improvements at the Company's leased facility in
Winston-Salem, North Carolina and an impairment during the fourth quarter of
2011 of the carrying value of the Company's leased facility in East Norriton,
Pennsylvania.

For the third quarter ended September 30, 2012, the Company reported an
adjusted net loss of $4.2 million, or $1.72 per basic and diluted common
share, compared with an adjusted net loss of $5.1 million, or $2.17 per basic
common share, for the same period in 2011. The decreased adjusted net loss for
the 2012 period was primarily due to a reduction in compensation and related
expenses of $0.5 million and a decrease in depreciation expense of $0.6
million. Those reductions in expense were offset in part by an increase of
$0.3 million in interest expense related to the bridge financing announced in
September 2012.

As of September 30, 2012, the Company held $1.4 million in cash and cash
equivalents, which did not include proceeds from the Company's $15.0 million
financing in October 2012.

Conference Call and Webcast

John L. Miclot, President and Chief Executive Officer, Dr. Tim Bertram, Chief
Scientific Officer and President of Research and Development, and A. Brian
Davis, Chief Financial Officer and Vice President of Finance, will host a
conference call today, November 13, 2012, at 8:30 a.m. EST to provide a
business update and discuss the Company's third quarter 2012 financial
results.

To participate in the call, please dial 866-800-8651 (domestic) or
617-614-2704 (international) five minutes prior to the start time and
referencing access code 64284960. The conference call can be accessed from the
Investors section of the Company's website at www.tengion.com or directly at
http://www.media-server.com/m/p/6pr35s84. The webcast will also be archived on
the website.

About the Neo-Urinary Conduit™

The Neo-Urinary Conduit™ is a combination of a patient's own cells and
bioabsorbable scaffold that is intended to catalyze regeneration of a
native-like urinary tissue conduit, passively transporting urine from the
ureters through a stoma, or hole in the abdomen, into a standard ostomy bag.
Standard of care for patients requiring a non-continent urinary diversion uses
bowel tissue to construct a conduit for urine to exit from the body. There are
over 20,000 urinary diversions performed annually in the United States and
Europe. These patients are at risk for complications associated with the use
of bowel tissue, as well as for those associated with the surgery to harvest
the bowel tissue. The Neo-Urinary Conduit is the only product candidate
currently in development that aims to avoid the use of bowel tissue. The
Neo-Urinary Conduit is being evaluated in an ongoing Phase 1 clinical trial in
bladder cancer patients requiring a urinary diversion following bladder
removal (cystectomy). The trial is designed to assess the safety and
preliminary efficacy of the Neo-Urinary Conduit in up to 10 patients, as well
as to translate the surgical procedure successfully used in preclinical animal
models into clinical trials with human patients. Six patients have been
implanted with the Neo-Urinary Conduit to date and the Company is focused on
enrolling the remaining patients in the trial by the end of 2012, of enrolling
the seventh patient may result in completing enrollment of this trial in the
first quarter of 2013.

About the Neo-Kidney Augment™

The Neo-Kidney Augment™ is intended to prevent or delay the need for dialysis
or kidney transplantation by catalyzing the regeneration of functional kidney
tissue in patients with advanced chronic kidney disease (CKD). This increase
in functional kidney mass could thereby delay or prevent the need for dialysis
or kidney transplant in patients with end stage renal disease (ESRD).
According to the United States Renal Data System, more than $27 billion in
Medicare costs each year are attributable to patients with ESRD and ESRD is
associated with an approximate 20% mortality rate per year, with the average
life expectancy of a patient initiating dialysis of approximately four years.
Tengion scientists have published and presented positive data on the effect of
the Company's Neo-Kidney Augment in four different preclinical models of CKD.
Two of these preclinical models have been conducted for a sufficiently long
period of time to demonstrate durability and an impact on survival. Tengion
anticipates submitting an IND filing for the Neo-Kidney Augment to FDA during
the first half of 2013. Tengion is also exploring moving forward using the
Advanced Therapy Medicinal Products (ATMP) pathway, an established regulatory
route in Europe for advanced cell-based therapies.

About Tengion

Tengion, a clinical-stage regenerative medicine company, is focused on
developing its Organ Regeneration Platform™ to harness the intrinsic
regenerative pathways of the body to regenerate a range of native-like organs
and tissues with the goal of delaying or eliminating the need for chronic
disease therapies, organ transplantation, and the administration of
anti-rejection medications. An initial clinical trial is ongoing for the
Company's most advanced product candidate, the Neo-Urinary Conduit™, an
autologous implant that is intended to catalyze regeneration of native-like
urinary tissue for bladder cancer patients requiring a urinary diversion
following bladder removal. The Company's lead preclinical candidate is the
Neo-Kidney Augment™, which is designed to prevent or delay dialysis kidney
transplantation by increasing renal function in patients with advanced chronic
kidney disease. Tengion has worldwide rights to its product candidates.

Forward-Looking Statements

Certain statements set forth above may constitute forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995,
including, but not limited to: (i) the Company's estimates regarding expenses,
future revenues, capital requirements, needs for additional financing and its
ability to obtain such financing; (ii) the Company's plans to develop and
commercialize its product candidates; (iii) the Company's ongoing and planned
preclinical studies and clinical trials; (iv) the timing of and the Company's
ability to obtain and maintain marketing approvals for its product candidates;
(v) the rate and degree of market acceptance and clinical utility of the
Company's products; (vi) the Company's plans to leverage its Organ
Regeneration Platform to discover and develop product candidates; (vii) the
Company's ability to identify and develop product candidates; (viii) the
Company's commercialization, marketing and manufacturing capabilities and
strategy; and (ix) the Company's intellectual property position. Although
Tengion believes that these statements are based upon reasonable assumptions
within the bounds of its knowledge of its business and operations, there are a
number of factors that may cause actual results to differ from these
statements. Tengion's business is subject to significant risks and
uncertainties and there can be no assurance that actual results will not
differ materially from expectations. Factors which could cause actual results
to differ materially from expectations include, among others: (i) the Company
will need to raise additional funds through collaborative arrangements or the
issuance of additional equity to execute the business plan beyond June 2013;
(ii) patients enrolled in the Neo-Urinary Conduit clinical trial may
experience adverse events, which could delay the clinical trial or cause the
Company to terminate the development of its Neo-Urinary Conduit; (iii) the
Company may have difficulty enrolling patients in its clinical trials,
including the Phase 1 clinical trial for the Neo-Urinary Conduit; (iv) data
from the Company's ongoing preclinical studies, including the proposed GLP
program for the Neo-Kidney Augment, may not continue to be supportive of
advancing such preclinical product candidates; and (v) the Company may be
unable to progress its product candidates that are undergoing preclinical
testing, including the Neo Kidney Augment, into clinical trials and the
Company may not be successful in designing such clinical trials in a manner
that supports development of such product candidates. For additional factors
which could cause actual results to differ from expectations, reference is
made to the reports filed by the Company with the Securities and Exchange
Commission under the Securities Exchange Act of 1934, as amended. The forward
looking statements in this release are made only as of the date hereof and the
Company disclaims any intention or responsibility for updating predictions or
expectations in this release.



TENGION, INC.
(A Development-Stage Company)

Statements of Operations
(in thousands, except per share data)
(unaudited)

                                                                   Period from

                                                                   July 10,
                Three Months Ended      Nine Months Ended          2003
                                                                   (inception)
                September 30,           September 30,              through

                2011        2012        2011          2012         September
                                                                   30, 2012
Revenue         $ —         $ —         $ —           $ —          $ —
Operating
expenses:
Research and    $ 2,837     $ 2,438     $ 9,579       $ 7,921      $ 125,778
development
General and       1,383       1,198       5,197         4,017        45,910
administrative
Depreciation      718         106         2,816         357          23,509
Impairment of
property and      —           —           —             —            7,371
equipment
Other expense     26          38          995           130          1,835
Total
operating         4,964       3,780       18,587        12,425       204,403
expenses
Loss from         (4,964)     (3,780)     (18,587)      (12,425)     (204,403)
operations
Interest          12          1           39            12           8,524
income
Interest          (193)       (469)       (666)         (794)        (15,683)
expense
Change in fair
value of          4,185       (324)       14,123        367          16,865
warrant
liability
Net loss        $ (960)     $ (4,572)   $ (5,091)     $ (12,840)   $ (194,697)
Basic and
diluted net
loss
attributable    $ (0.41)    $ (1.87)    $ (2.43)      $ (5.41)
to common
stockholders
per share
Shares used in
computing
basic and
diluted net
loss
attributable
to common
stockholders:
 Basic       2,354       2,450       2,094         2,371
and diluted



TENGION, INC.
(A Development-Stage Company)

BALANCE SHEET DATA
(in thousands)
(unaudited)



                                        December 31,  September 30,

                                        2011          2012
Cash and cash equivalents               $  9,244      $  1,374
Short-term investments                     6,066         —
Total assets                               17,817        3,894
Warrant liability                          2,511         2,144
Total debt (including current portion)     4,987         4,852
Total liabilities                          12,802        11,286
Total stockholders' equity (deficit)       5,015         (7,392)

TENGION, INC.
(A Development-Stage Company)

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(in thousands, except per share data)
(unaudited)

In accordance with Regulation G of the Securities and Exchange Commission, the
table set forth below reconciles certain financial measures used in this press
release that were not calculated in accordance with generally accepted
accounting principles, or GAAP, with the most directly comparable financial
measure calculated in accordance with GAAP.

                             Three Months Ended      Nine Months Ended

                             September 30,           September 30,
                             2011        2012        2011         2012
Net loss attributable to     $ (960)     $ (4,572)   $ (5,091)    $ (12,840)
common stockholders – GAAP
 Change in fair value      (4,185)     324         (14,123)     (367)
of warrant liability
 Other expense             26          38          995          130
Adjusted net loss            $ (5,119)   $ (4,210)   $ (18,219)   $ (13,077)
Shares used in computing
basic and diluted net loss
Attributable to common
stockholders:
Basic                          2,354       2,450       2,094        2,371
Diluted                        2,354       2,450       2,094        2,371
Basic net loss per share-    $ (0.41)    $ (1.87)    $ (2.43)     $ (5.41)
GAAP
Adjustment per share           (1.76)      0.15        (6.27)       (0.11)
Basic net loss per           $ (2.17)    $ (1.72)    $ (8.70)     $ (5.52)
share-adjusted
Diluted net loss per share-  $ (0.41)    $ (1.87)    $ (2.43)     $ (5.41)
GAAP
                                                                   
Adjustment per share           (1.76)      0.15
                                                       (6.27)       (0.11)
Diluted net loss per         $ (2.17)    $ (1.72)    $ (8.70)     $ (5.52)
share-adjusted

SOURCE Tengion, Inc.

Website: http://www.tengion.com
Contact: Investor and Media Contact: Brian Davis, brian.davis@tengion.com,
+1-267-960-4802