8-K

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): May 6, 2003

Caliper Technologies Corp.

(Exact name of registrant as specified in its charter)

0-28229

(Commission File Number)

Delaware
(State or other jurisdiction of incorporation) 33-0675808
(I.R.S. Employer Identification No.)

605 Fairchild Drive, Mountain View, CA 94043-2234

(Address of principal executive offices, with zip code)

(650) 623-0700

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

TABLE OF CONTENTS

	Item 9. Regulation FD Disclosure
SIGNATURES
EXHIBIT 99.1

Item 7.   Financial Statements, Financial Information and Exhibits.

          (c)     Exhibits.

99.1 Press release dated May 6, 2003 of the registrant

Item 9. Regulation FD Disclosure

     The information contained in this Item 9 is being furnished pursuant to Item 12 of Form 8-K “Results of Operations and Financial Condition ” in accordance with SEC Release Nos. 33-8216 and 34-47583.

     On May 6, 2003, the registrant issued a press release announcing financial results for the quarter ended March 31, 2003. A copy of this press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. This information and the exhibits hereto, are being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities and Exchange Act of 1934 or otherwise subject to the liabilities of that Section. The information in this report shall not be incorporated by reference into any filing of the registrant with the SEC, whether made before or after the date hereof, regardless of any general incorporation language in such filings.

     The attached press release also contains forward-looking statements relating to Caliper’s performance during 2003. A more thorough discussion of certain factors that may affect Caliper’s operating results is included under the captions “Risk Factors That May Affect Results of Operations and Financial Condition” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Caliper’s Annual Report on Form 10-K for the fiscal year ended December 31, 2002, and will also be included in Caliper’s Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2003 to be filed in the second quarter of 2003.

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.

	Caliper Technologies Corp.
Date: May 6, 2003	By: /s/ James L. Knighton James L. Knighton President, Chief Operating Officer and Chief Financial Officer

EXHIBIT INDEX

99.1 Press release dated May 6, 2003 of the registrant

EX-99.1 3 f89845exv99w1.txt EXHIBIT 99.1 EXHIBIT 99.1 FOR IMMEDIATE RELEASE Contact: Julie Wood, Senior Director Corporate Communications (650) 623 0654 CALIPER TECHNOLOGIES ANNOUNCES FIRST QUARTER 2003 FINANCIAL RESULTS COMPANY REDUCES WORKFORCE BY 10% MOUNTAIN VIEW, CA, MAY 6, 2003 -- Caliper Technologies Corp. (NASDAQ:CALP) today announced its first quarter 2003 financial results. For the quarter ended March 31, 2003, the company reported a net loss of $10.0 million, or $0.40 per share, as compared to a net loss of $9.7 million, or $0.40 per share, in the comparable period last year. Total revenue for the first quarter of 2003 was $5.6 million as compared $4.9 million in the fourth quarter of 2002. On a year-over-year basis, total first quarter 2003 revenue was down from $7.0 million in the first quarter of 2002. Of the $1.4 million year-over-year decline, total revenue from Amphora Discovery Corp., a related party, decreased $1.1 million, and the remaining difference was from lower drug discovery product revenue from unrelated customers. Total product revenue increased 26% to $3.5 million in the first quarter of 2003 from $2.8 million in the fourth quarter of 2002. Product sales from Caliper's collaboration with Agilent increased 22% in the first quarter of 2003 over the fourth quarter of 2002. However, total product revenue in the first quarter of 2003 declined from $4.6 million in the first quarter of 2002. The year-over-year change was primarily due to a decrease in product sales to Amphora, and to a lesser extent, to decreased sales of Caliper's drug discovery products to unrelated customers. This decrease was offset in part by the continuing growth of product sales from the company's commercial collaboration with Agilent Technologies, Inc., which increased by 65% in the first quarter of 2003 as compared to the same period last year. Licensing and contract revenue in the first quarter of 2003 was $2.1 million, essentially unchanged from the fourth quarter of 2002. In the first quarter of 2002, licensing and contract revenue was $2.5 million. The year-over-year decrease was driven by $356,000 in reduced assay and application development services from Amphora, as most contracted services were completed last year. Operating expenses of $14.2 million for the first quarter of 2003 were essentially unchanged as compared to the fourth quarter of 2002, but decreased 12% from $16.2 million in the first quarter of 2002. The year-over-year decrease was primarily due to lower wage and benefits costs resulting from a reduction in research personnel, as well as reduced technical services and supplies costs offset in part by higher product marketing and depreciation expense. Research and development costs decreased to $9.4 million in the first quarter of 2003 from $11.1 million in the first quarter of last year. This was primarily due to lower wage and benefits costs resulting from a reduction in research personnel carried out last September, as well as reduced technical services and supplies costs due to a more streamlined product development effort. This decrease was offset in part by higher depreciation expense. Selling, general and administrative expenses decreased slightly to $4.6 million in the first quarter of 2003, from $4.7 million in the same period last year. This resulted from reduced facilities and administrative costs offset in part by higher depreciation and product marketing expenses. As a part of the company's ongoing assessment of its cost structure and research programs, Caliper conducted a reduction in force today that eliminated approximately 26 positions, or 10% of its workforce. The estimated annual savings from this action will be $2.6 million, predominantly in research and development expense. As a result of this action, the company expects to take a restructuring charge of approximately $286,000 in the second quarter of 2003. Interest income in the first quarter of 2003 was $921,000 as compared to $2.4 million in the comparable period last year. The change in interest income was due to decreasing interest rates, as well as to a decrease in cash balances. Cash and investments totaled $144 million at March 31, 2003. Caliper will webcast its first quarter 2003 conference call discussing financial results and reviewing the company's strategic plans. The live webcast of this conference will begin at 5:00 PM ET (2:00 PM PT) today. Participants should visit the following address (www.companyboardroom.com) several minutes prior to the call and follow the instructions provided. Those unable to listen to the call at the scheduled time will be able to access a recording of the proceedings by using the same address or by visiting Caliper's web site (www.calipertech.com/investor/call_archive.html). ABOUT CALIPER Caliper Technologies Corp. is a leader in microfluidic lab-on-a-chip technology. Caliper designs, manufactures, and commercializes LabChip devices and systems that enable experiments that ordinarily require laboratories full of equipment and people to be conducted on a chip. The chip contains a network of microscopic channels through which fluids and chemicals are moved in order to perform the experiment. The LabChip system is designed to streamline and accelerate laboratory experimentation and has potential applicability in a broad range of areas including the pharmaceutical, diagnostic, and chemical industries. Caliper has established multiple strategic and commercial alliances and has built a leading intellectual property estate in microfluidic technology. For more information, please visit Caliper's web site at www.calipertech.com. The statements in this news release regarding the estimated annual savings from Caliper's reduction in force, as well as the size of the restructuring charge that Caliper expects to take in the second quarter of 2003 as a result of this action, are "forward-looking statements" that are subject to risks and uncertainties. Actual results could differ materially from those contemplated by the forward-looking statements. Further information on potential factors that could affect Caliper's financial results are included in risks detailed in Caliper's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 28, 2003. This filing is available on a web site maintained by the Securities and Exchange Commission at http://www.sec.gov. Caliper does not undertake an obligation to update forward-looking or other statements in this release or the conference call. LabChip is a registered trademark of Caliper Technologies Corp. -- Financials Attached -- CALIPER TECHNOLOGIES CORP. SELECTED FINANCIAL INFORMATION (In thousands, except per share amounts)

CONSOLIDATED STATEMENTS OF OPERATIONS March 31, 2003 2002 ---------------- -------------- REVENUES: Product revenue $ 2,910 $ 3,196 Product revenue - related party 578 1,356 --------------- -------------- Subtotal product revenue 3,488 4,552 License fees and contract revenue 2,116 2,125 Contract revenue - related party 8 364 --------------- -------------- Subtotal license fees and contract revenue 2,124 2,489 TOTAL REVENUES 5,612 7,041 COST OF GOODS SOLD: Cost of product revenue 2,220 2,093 Cost of product revenue - related party 78 444 --------------- -------------- TOTAL COST OF GOODS SOLD 2,298 2,537 GROSS MARGIN 3,314 4,504 OPERATING EXPENSES: Research and development 9,411 11,052 Selling, general and administrative 4,569 4,657 Amortization of deferred stock compensation 188 446 --------------- -------------- TOTAL OPERATING EXPENSES 14,168 16,155 --------------- -------------- LOSS FROM OPERATIONS (10,854) (11,651) INTEREST INCOME, NET 921 2,431 OTHER EXPENSE/LOSS, NET (35) (466) --------------- -------------- NET LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS $ (9,968) $ (9,686) =============== ============== NET LOSS PER SHARE - BASIC AND DILUTED $ (0.40) $ (0.40) =============== ============== Shares used in computing net loss per share - basic and diluted 24,713 24,237

CONSOLIDATED BALANCE SHEETS March 31, December 31, ------------------------------------- 2003 2002 ---------------- -------------- ASSETS CURRENT ASSETS: Cash and cash equivalents $ 6,872 $ 16,184 Short-term marketable securities 137,126 138,139 Accounts receivable, net 2,328 1,754 Due from related party, net 263 115 Inventories 4,734 5,964 Other current assets 2,384 1,508 ---------------- ------------- TOTAL CURRENT ASSETS 153,707 163,664 PROPERTY AND EQUIPMENT, NET 11,035 12,545 OTHER ASSETS 3,445 3,669 ---------------- ------------- TOTAL ASSETS $ 168,187 179,878 ================ ============= LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES $ 6,856 $ 8,081 LONG-TERM OBLIGATIONS 3,556 4,239 STOCKHOLDERS' EQUITY 157,775 167,558 ---------------- ------------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 168,187 $ 179,878 ================ =============

-----END PRIVACY-ENHANCED MESSAGE-----

EX-99.1

                                                                    EXHIBIT 99.1

FOR IMMEDIATE RELEASE

                                                                        Contact:
                                                     Julie Wood, Senior Director
                                                        Corporate Communications
                                                                  (650) 623 0654

                CALIPER TECHNOLOGIES ANNOUNCES FIRST QUARTER 2003
                                FINANCIAL RESULTS

                        COMPANY REDUCES WORKFORCE BY 10%

MOUNTAIN VIEW, CA, MAY 6, 2003 -- Caliper Technologies Corp. (NASDAQ:CALP) today
announced its first quarter 2003 financial results. For the quarter ended March
31, 2003, the company reported a net loss of $10.0 million, or $0.40 per share,
as compared to a net loss of $9.7 million, or $0.40 per share, in the comparable
period last year.

Total revenue for the first quarter of 2003 was $5.6 million as compared $4.9
million in the fourth quarter of 2002. On a year-over-year basis, total first
quarter 2003 revenue was down from $7.0 million in the first quarter of 2002. Of
the $1.4 million year-over-year decline, total revenue from Amphora Discovery
Corp., a related party, decreased $1.1 million, and the remaining difference was
from lower drug discovery product revenue from unrelated customers.

Total product revenue increased 26% to $3.5 million in the first quarter of
2003 from $2.8 million in the fourth quarter of 2002. Product sales from
Caliper's collaboration with Agilent increased 22% in the first quarter of 2003
over the fourth quarter of 2002. However, total product revenue in the first
quarter of 2003 declined from $4.6 million in the first quarter of 2002. The
year-over-year change was primarily due to a decrease in product sales to
Amphora, and to a lesser extent, to decreased sales of Caliper's drug discovery
products to unrelated customers. This decrease was offset in part by the
continuing growth of product sales from the company's commercial collaboration
with Agilent Technologies, Inc., which increased by 65% in the first quarter of
2003 as compared to the same period last year.

Licensing and contract revenue in the first quarter of 2003 was $2.1 million,
essentially unchanged from the fourth quarter of 2002. In the first quarter of
2002, licensing and contract revenue was $2.5 million. The year-over-year
decrease was driven by $356,000 in reduced assay and application development
services from Amphora, as most contracted services were completed last year.



Operating expenses of $14.2 million for the first quarter of 2003 were
essentially unchanged as compared to the fourth quarter of 2002, but decreased
12% from $16.2 million in the first quarter of 2002. The year-over-year decrease
was primarily due to lower wage and benefits costs resulting from a reduction in
research personnel, as well as reduced technical services and supplies costs
offset in part by higher product marketing and depreciation expense. Research
and development costs decreased to $9.4 million in the first quarter of 2003
from $11.1 million in the first quarter of last year. This was primarily due to
lower wage and benefits costs resulting from a reduction in research personnel
carried out last September, as well as reduced technical services and supplies
costs due to a more streamlined product development effort. This decrease was
offset in part by higher depreciation expense. Selling, general and
administrative expenses decreased slightly to $4.6 million in the first quarter
of 2003, from $4.7 million in the same period last year. This resulted from
reduced facilities and administrative costs offset in part by higher
depreciation and product marketing expenses.

As a part of the company's ongoing assessment of its cost structure and research
programs, Caliper conducted a reduction in force today that eliminated
approximately 26 positions, or 10% of its workforce. The estimated annual
savings from this action will be $2.6 million, predominantly in research and
development expense. As a result of this action, the company expects to take a
restructuring charge of approximately $286,000 in the second quarter of 2003.

Interest income in the first quarter of 2003 was $921,000 as compared to $2.4
million in the comparable period last year. The change in interest income was
due to decreasing interest rates, as well as to a decrease in cash balances.
Cash and investments totaled $144 million at March 31, 2003.

Caliper will webcast its first quarter 2003 conference call discussing financial
results and reviewing the company's strategic plans. The live webcast of this
conference will begin at 5:00 PM ET (2:00 PM PT) today. Participants should
visit the following address (www.companyboardroom.com) several minutes prior to
the call and follow the instructions provided. Those unable to listen to the
call at the scheduled time will be able to access a recording of the proceedings
by using the same address or by visiting Caliper's web site
(www.calipertech.com/investor/call_archive.html).

ABOUT CALIPER

Caliper Technologies Corp. is a leader in microfluidic lab-on-a-chip technology.
Caliper designs, manufactures, and commercializes LabChip devices and systems
that enable experiments that ordinarily require laboratories full of equipment
and people to be conducted on a chip. The chip contains a network of microscopic
channels through which fluids and chemicals are moved in order to perform the
experiment. The LabChip system is designed to streamline and accelerate
laboratory experimentation and has potential applicability in a broad range of
areas including the pharmaceutical, diagnostic, and chemical industries. Caliper
has established multiple strategic and commercial alliances and has built a
leading intellectual property estate in microfluidic technology. For more
information, please visit Caliper's web site at www.calipertech.com.


The statements in this news release regarding the estimated annual savings from
Caliper's reduction in force, as well as the size of the restructuring charge
that Caliper expects to take in the second quarter of 2003 as a result of this
action, are "forward-looking statements" that are subject to risks and
uncertainties. Actual results could differ materially from those contemplated by
the forward-looking statements. Further information on potential factors that
could affect Caliper's financial results are included in risks detailed in
Caliper's Annual Report on Form 10-K filed with the Securities and Exchange
Commission on March 28, 2003. This filing is available on a web site maintained
by the Securities and Exchange Commission at http://www.sec.gov. Caliper does
not undertake an obligation to update forward-looking or other statements in
this release or the conference call.

LabChip is a registered trademark of Caliper Technologies Corp.

                            -- Financials Attached --




                           CALIPER TECHNOLOGIES CORP.
                         SELECTED FINANCIAL INFORMATION
                    (In thousands, except per share amounts)



CONSOLIDATED STATEMENTS OF OPERATIONS                                                   March 31,
                                                                                2003                    2002
                                                                        ----------------         --------------
                                                                                           
REVENUES:
    Product revenue                                                     $         2,910          $        3,196
    Product revenue - related party                                                 578                   1,356
                                                                         ---------------          --------------
         Subtotal product revenue                                                 3,488                   4,552
    License fees and contract revenue                                             2,116                   2,125
    Contract revenue - related party                                                  8                     364
                                                                         ---------------          --------------
         Subtotal license fees and contract revenue                               2,124                   2,489
TOTAL REVENUES                                                                    5,612                   7,041

COST OF GOODS SOLD:
    Cost of product revenue                                                       2,220                   2,093
    Cost of product revenue - related party                                          78                     444
                                                                         ---------------          --------------
TOTAL COST OF GOODS SOLD                                                          2,298                   2,537

GROSS MARGIN                                                                      3,314                   4,504

OPERATING EXPENSES:
    Research and development                                                      9,411                  11,052
    Selling, general and administrative                                           4,569                   4,657
    Amortization of deferred stock compensation                                     188                     446
                                                                         ---------------          --------------
TOTAL OPERATING EXPENSES                                                         14,168                  16,155
                                                                         ---------------          --------------

LOSS FROM OPERATIONS                                                           (10,854)                (11,651)
INTEREST INCOME, NET                                                                921                   2,431
OTHER EXPENSE/LOSS, NET                                                            (35)                   (466)
                                                                         ---------------          --------------
NET LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS                            $       (9,968)          $      (9,686)
                                                                         ===============          ==============
NET LOSS PER SHARE - BASIC AND DILUTED                                  $        (0.40)          $       (0.40)
                                                                         ===============          ==============
Shares used in computing net loss per share - basic and diluted                  24,713                  24,237







CONSOLIDATED BALANCE SHEETS                                                March 31,             December 31,
                                                                        -------------------------------------
                                                                              2003                    2002
                                                                        ----------------       --------------
                                                                                          
ASSETS
CURRENT ASSETS:
    Cash and cash equivalents                                           $          6,872        $      16,184
    Short-term marketable securities                                             137,126              138,139
    Accounts receivable, net                                                       2,328                1,754
    Due from related party, net                                                      263                  115
    Inventories                                                                    4,734                5,964
    Other current assets                                                           2,384                1,508
                                                                         ----------------        -------------
TOTAL CURRENT ASSETS                                                             153,707              163,664
PROPERTY AND EQUIPMENT, NET                                                       11,035               12,545
OTHER ASSETS                                                                       3,445                3,669
                                                                         ----------------        -------------
TOTAL ASSETS                                                            $        168,187              179,878
                                                                         ================        =============
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES                                                     $          6,856        $       8,081
LONG-TERM OBLIGATIONS                                                              3,556                4,239
STOCKHOLDERS' EQUITY                                                             157,775              167,558
                                                                         ----------------        -------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                              $        168,187        $     179,878
                                                                         ================        =============