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 2, 2012
DEPOMED, INC.
(Exact name of registrant as specified in its charter)
001-13111
(Commission File Number)
California |
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94-3229046 |
(State or other jurisdiction of |
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(I.R.S. Employer Identification No.) |
incorporation) |
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1360 OBrien Drive, Menlo Park, California 94025
(Address of principal executive offices, with zip code)
(650) 462-5900
(Registrants 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 (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.02 Results of Operations and Financial Condition
On August 2, 2012, Depomed, Inc. issued a press release announcing its financial results for the three and six months ended June 30, 2012. The press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
99.1 |
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Depomed, Inc. Press Release issued on August 2, 2012 |
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.
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DEPOMED, INC. | |
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Date: August 2, 2012 |
By: |
/s/ August J. Moretti |
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August J. Moretti |
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Chief Financial Officer |
Exhibit 99.1
Depomed Reports Second Quarter Financial Results
Conference Call Scheduled for today at 5:00PM ET
Dial in information included below
MENLO PARK, Calif., August 2, 2012 Depomed, Inc. (Nasdaq:DEPO) today reported financial results for the quarter and six months ended June 30, 2012.
2012 Second Quarter and Recent Business Highlights
· Financial Highlights:
· Revenue of $14.1 million for the second quarter and $30.9 million for the six months ended June 30
· Net loss of ($15.8) million or ($0.28) per share for the second quarter and ($24.6) million or ($0.44) per share for the six months ended June 30
· $89 million of cash and marketable securities and no debt
· Gralise® (gabapentin) product sales of $3.2 million for the second quarter
· Zipsor® (diclofenac potassium) liquid filled capsules acquisition closed June 21, 2012
· Glumetza® (metformin hydrochloride extended release tablets) royalty of $9.4 million on the second quarter Glumetza sales
· Technology and R&D Highlights:
· Completion of enrollment of Phase 2 trial for Parkinsons Disease with DM-1992
· NDA submitted July 31, 2012 with respect to Serada for Menopausal Hot Flashes
Our first half results highlight the advances we have made toward transforming Depomed into a successful specialty pharmaceutical company, said Jim Schoeneck, president and chief executive officer of Depomed. Our launch of Gralise is progressing well, with total prescriptions for the most recent week exceeding 2,600 and approximately 6,000 healthcare providers prescribing Gralise since our market introduction late last year. We continue to make progress with our payor coverage of Gralise in both commercial and government plans. Our 29.5% Glumetza royalty amounted to $9.4 million in the second quarter and $18.6 million in the first six months of the year. In addition, we submitted our NDA for Serada in July.
We acquired Zipsor (diclofenac potassium) liquid filled capsules for the treatment of mild to moderate pain in late June and began promoting the product in July. Zipsor was acquired with cash on hand, and we ended the quarter with a strong balance sheet with $89 million of cash and marketable securities and no debt.
Depomed Second Quarter Financial Highlights
Total revenue for the second quarter of 2012 was $14.1 million, consisting of $3.2 million of Gralise product sales, $9.6 million of royalties and $1.3 million of license and other collaborative revenue.
This compares to revenues of $21.2 million in the second quarter of 2011. Second quarter 2011 revenues included $16.2 million of Glumetza sales. Revenues for second quarter 2012 do not reflect any Glumetza sales as a result of the restructuring of the Santarus agreement in August 2011. Prior to the restructuring of the agreement, Depomed recognized revenues and cost of goods from Glumetza sales and paid Santarus a promotion fee that was included in operating expenses.
Operating expenses were $28.7 million for the second quarter of 2012. This compares with $25.1 million for second quarter 2011. Operating expenses for the second quarter of 2012 include sales and marketing expenses associated with Gralise, which was launched in October 2011. Operating expenses for second quarter 2012 did not reflect any promotion fee expense, compared with $11.1 million in promotion fee expense for second quarter 2011.
Net loss for second quarter 2012 was ($15.8) million, or ($0.28) per share, compared to net loss of ($5.7) million, or ($0.11) per share for second quarter 2011.
Cash, cash equivalents and marketable securities were $89 million as of June 30, 2012 compared to $139.8 million as of December 31, 2011. In June 2012, Depomed acquired all rights to Zipsor and purchased Zipsor inventory in return for $26.4 million of cash and potential milestone payments based on sales of Zipsor and assumption of certain liabilities.
Conference Call
Depomed will host a conference call today, Thursday August 2, beginning at 5:00 p.m. EDT (2:00 p.m. PDT) to discuss its results. Participants can access the call by dialing 877-317-6789 (United States) or 412-317-6789 (international). The conference call will also be available via a live webcast on the investor relations section of Depomeds website at http://www.depomed.com. Access the website 15 minutes prior to the start of the call to download and install any necessary audio software. An archived webcast replay will be available on the Companys website for three months.
About Depomed
Depomed, Inc. is a specialty pharmaceutical company with three approved and marketed products. Gralise® (gabapentin) is a once-daily treatment approved for the management of postherpetic neuralgia (PHN). Zipsor ® (diclofenac potassium) Liquid Filled Capsules is a non-steroidal anti-inflammatory drug (NSAID) indicated for relief of mild to moderate acute pain in adults. Glumetza® (metformin hydrochloride extended release tablets) is approved for use in adults with type 2 diabetes and is commercialized by Santarus, Inc. in the United States. Depomed formulates its products and product candidates with its proven, proprietary Acuform® drug delivery technology, which is designed to improve existing oral medications, allowing for extended release of medications to the upper gastrointestinal tract when dosed with food. Additional information about Depomed may be found on its website, www.depomed.com.
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995. The statements that are not historical facts contained in this release are forward-looking statements that involve risks and uncertainties including, but not limited to, those related to the commercial launch of Gralise, our ability to sell Zipsor; the efforts of our collaboration partners to commercialize products; and other risks detailed in the companys Securities and Exchange Commission filings, including the companys Annual Report on Form 10-K for the year ended December 31, 2011 and the Quarterly Reports on Form 10-Q for the quarters ended March 31 and June 30, 2012. The inclusion of forward-looking statements should not be regarded as a representation that any of the companys plans or objectives will be achieved. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. The company undertakes no obligation to publicly release the result of any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.
CONTACT:
August J. Moretti
Depomed, Inc.
650-462-5900
amoretti@depomed.com
DEPOMED, INC.
CONDENSED STATEMENTS OF OPERATIONS
(in thousands, except share and per share amounts)
(Unaudited)
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Three Months Ended June 30, |
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Six Months Ended June 30, |
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2012 |
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2011 |
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2012 |
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2011 |
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Revenues: |
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Product sales |
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$ |
3,201 |
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$ |
16,153 |
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$ |
5,310 |
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$ |
31,464 |
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Royalties |
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9,577 |
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67 |
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18,998 |
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232 |
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License and other revenue |
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1,332 |
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4,998 |
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6,637 |
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72,623 |
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Total revenues |
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14,110 |
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21,218 |
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30,945 |
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104,319 |
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Costs and expenses: |
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Cost of sales |
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1,442 |
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2,140 |
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1,960 |
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3,775 |
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Research and development expense |
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3,525 |
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4,043 |
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7,007 |
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9,197 |
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Selling, general and administrative expense: |
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Promotion fee expense |
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11,055 |
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21,317 |
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Other selling, general and administrative expense |
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25,021 |
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9,976 |
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46,793 |
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17,216 |
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Total selling, general and administrative expense |
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25,021 |
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21,031 |
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46,793 |
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38,533 |
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Amortization of intangible asset |
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105 |
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105 |
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Gain on settlement agreement |
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(40,000 |
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Total costs and expenses |
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30,093 |
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27,214 |
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55,865 |
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11,505 |
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Income (loss) from operations |
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(15,983 |
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(5,996 |
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(24,920 |
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92,814 |
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Other income (expense) |
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204 |
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318 |
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347 |
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327 |
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Provision for income taxes |
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(1 |
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(1 |
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(9 |
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(3 |
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Net income (loss) |
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$ |
(15,780 |
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$ |
(5,679 |
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$ |
(24,582 |
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$ |
93,138 |
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Basic net income (loss) per common share |
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$ |
(0.28 |
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$ |
(0.11 |
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$ |
(0.44 |
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$ |
1.73 |
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Diluted net income (loss) per common share |
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$ |
(0.28 |
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$ |
(0.11 |
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$ |
(0.44 |
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$ |
1.67 |
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Shares used in computing basic net income (loss) per common share |
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55,786,617 |
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54,056,064 |
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55,670,598 |
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53,706,617 |
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Shares used in computing diluted net income (loss) per common share |
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55,786,617 |
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54,056,064 |
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55,670,598 |
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55,883,346 |
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DEPOMED, INC.
CONDENSED BALANCE SHEETS
(in thousands, except share amounts)
(Unaudited)
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June 30, |
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December 31, |
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2012 |
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2011 |
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(Unaudited) |
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(1) |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
13,521 |
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$ |
24,043 |
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Marketable securities |
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58,691 |
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62,106 |
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Accounts receivable |
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1,945 |
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4,420 |
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Receivables from collaborative partners |
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8,943 |
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8,135 |
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Inventories |
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8,029 |
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5,395 |
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Prepaid and other current assets |
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6,341 |
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5,390 |
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Total current assets |
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97,470 |
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109,489 |
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Marketable securities, long-term |
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16,819 |
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53,644 |
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Property and equipment, net |
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1,400 |
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1,070 |
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Intangible assets, net |
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26,995 |
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Other assets |
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425 |
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169 |
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$ |
143,109 |
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$ |
164,372 |
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LIABILITIES AND SHAREHOLDERS EQUITY |
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Current liabilities: |
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Accounts payable and accrued liabilities |
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$ |
30,168 |
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$ |
26,784 |
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Deferred product sales |
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4,519 |
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6,960 |
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Deferred license revenue |
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5,550 |
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6,032 |
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Other current liabilities |
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37 |
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64 |
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Total current liabilities |
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40,274 |
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39,840 |
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Deferred license revenue, non-current portion |
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15,158 |
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17,932 |
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Other long-term liabilities |
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2,276 |
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682 |
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Shareholders equity: |
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Preferred stock, no par value, 5,000,000 shares authorized; Series A convertible preferred stock, 25,000 shares designated, 18,158 shares issued and surrendered, and zero shares outstanding at June 30, 2012 and December 31, 2011 |
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Common stock, no par value, 100,000,000 shares authorized; 55,918,318 and 55,506,120 shares issued and outstanding at June 30, 2012 and December 31, 2011, respectively |
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207,492 |
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203,511 |
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Accumulated deficit |
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(122,162 |
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(97,580 |
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Accumulated other comprehensive gain (loss) |
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71 |
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(13 |
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Total shareholders equity |
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85,401 |
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105,918 |
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$ |
143,109 |
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$ |
164,372 |
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(1) Derived from the audited financial statements included in the Companys Annual Report on Form 10-K for the year ended December 31, 2011.