-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, D0POGQu2otMMpuEuXscZVwSZfdQzg3Mz4KKEFgdFruJ5e+HVgOTg0d05Mbms6+41 +h60kN3vywC69MKRgYx+Wg== 0001157523-04-007090.txt : 20040729 0001157523-04-007090.hdr.sgml : 20040729 20040729160640 ACCESSION NUMBER: 0001157523-04-007090 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040729 ITEM INFORMATION: ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040729 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CERUS CORP CENTRAL INDEX KEY: 0001020214 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 680262011 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21937 FILM NUMBER: 04939227 BUSINESS ADDRESS: STREET 1: 2411 STANWELL DR CITY: CONCORD STATE: CA ZIP: 94520 BUSINESS PHONE: 9252886000 MAIL ADDRESS: STREET 1: 2525 STANWELL DRIVE STREET 2: STE 300 CITY: CONCORD STATE: CA ZIP: 94520 FORMER COMPANY: FORMER CONFORMED NAME: CERUS TECHNOLOGIES INC DATE OF NAME CHANGE: 19960731 8-K 1 a4691153.txt CERUS CORP. 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): July 29, 2004 CERUS CORPORATION (Exact name of registrant as specified in its charter) Delaware 0-21937 68-0262011 (State of jurisdiction) (Commission File No.) (IRS Employer Identification No.) 2411 Stanwell Drive Concord, California 94520 (Address of principal executive offices and zip code) Registrant's telephone number, including area code: (925) 288-6000 Item 5. Other Events. On July 29, 2004, Cerus Corporation (the "Company") announced its financial results for its second quarter ended June 30, 2004. A copy of the Company's press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits Exhibit Number Description of Exhibit ------- ---------------------- 99.1 Press Release, dated July 29, 2004, entitled "Cerus Corporation Announces Second Quarter Results." Item 12. Results of Operations and Financial Condition. On July 29, 2004, the Company announced its financial results for its second quarter ended June 30, 2004 and conducted a publicly-available conference call discussing those results. A copy of the Company's press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference. 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. CERUS CORPORATION Dated: July 29, 2004 By: /s/ Gregory W. Schafer ----------------------------- Gregory W. Schafer Vice President, Finance and Chief Financial Officer Index to Exhibits Exhibit Number Description of Exhibit - ------- ------------------------------------------------------------------- 99.1 Press Release, dated July 29, 2004, entitled "Cerus Corporation Announces Second Quarter Results." EX-99.1 2 a4691153ex991.txt PRESS RELEASE EXHIBIT 99.1 Cerus Corporation Announces Second Quarter Results CONCORD, Calif.--(BUSINESS WIRE)--July 29, 2004--Cerus Corporation (Nasdaq:CERS) today announced results for the second quarter ended June 30, 2004. The net loss for the second quarter of 2004 was $11.5 million, or $0.52 per share, compared to a net loss of $16.8 million, or $0.97 per share, for the second quarter of 2003. During the second quarter of 2004, Cerus reported restructuring costs of $2.5 million related to its previously announced strategic realignment to reduce expenses and to increase support of its program to develop therapeutic vaccines against cancer and infectious disease. The overall reduction in the net loss for the quarter was due primarily to increased funding received under cooperative agreements with the U.S. Armed Forces and reduced operating expenses. Total revenue from government grants and development agreements was $3.8 million for the second quarter of 2004, compared to $2.0 million for the second quarter of 2003. At June 30, 2004, the company had cash, cash equivalents and short-term investments of $94.8 million. Loan principal and accrued interest under a credit facility with Baxter Capital Corporation is classified as a current liability on the balance sheet, due to a dispute concerning the timing of repayment. QUARTERLY CONFERENCE CALL The company has scheduled its quarterly conference call for 4:30 p.m. EDT today. Interested parties can access a live Internet broadcast at http://www.cerus.com/pages/IR/wc.html. For those unable to listen to the live broadcast, the call will be archived at www.cerus.com. ABOUT CERUS Cerus Corporation is developing novel technologies to provide safer and more effective options to patients in areas with substantial unmet medical needs. The Concord, California-based company is pursuing novel therapeutic vaccine technologies to harness the power of the immune system against cancer and infectious disease. In collaboration with MedImmune, Inc., Cerus is developing a therapeutic vaccine designed to target antigens expressed in breast, prostate and colon cancer, as well as metastatic melanoma. Cerus is also collaborating with subsidiaries of Baxter International Inc. on the INTERCEPT Blood System, designed to enhance the safety of the world's blood supply by inactivating viruses, bacteria, other pathogens and white blood cells. The INTERCEPT Blood System is based on the company's Helinx technology for controlling biological replication. The INTERCEPT Blood System for platelets is currently being marketed in Europe. Helinx is a trademark of Cerus Corporation. Baxter and INTERCEPT Blood are trademarks of Baxter International Inc. Statements in this news release regarding potential efficacy of products, product development and commercial potential, possible outcomes of the loan dispute, and the company's relationship with subsidiaries of Baxter International Inc. are forward-looking statements that involve risks and uncertainties. Actual results could differ materially from the above forward-looking statements as a result of certain factors, including the risks and uncertainty of the timing and results of clinical trials and other development activities, actions by regulatory authorities at any stage of the development process, additional financing activities, manufacturing, market acceptance of any products, competitive conditions, long term growth opportunity of Cerus, legal proceedings, actions by Baxter and other factors discussed in the company's most recent filings with the Securities and Exchange Commission. CERUS CORPORATION SELECTED UNAUDITED FINANCIAL INFORMATION Condensed Statements of Operations Three Months Ended Six Months Ended (in thousands, except per share June 30, June 30, information) 2004 2003 2004 2003 -------- -------- -------- -------- Revenue $3,766 $2,003 $7,413 $3,272 Operating expenses: Research and development 8,720 14,752 17,388 29,447 General and administrative 2,919 2,823 5,962 5,518 Restructuring 2,465 - 2,465 - -------- -------- -------- -------- Total operating expenses 14,104 17,575 25,815 34,965 -------- -------- -------- -------- Loss from operations (10,338) (15,572) (18,402) (31,693) Interest income (expense), net (1,209) (1,200) (2,339) (2,238) -------- -------- -------- -------- Net loss (11,547) (16,772) (20,741) (33,931) ======== ======== ======== ======== Net loss per share - basic and diluted ($0.52) ($0.97) ($0.94) ($2.04) ======== ======== ======== ======== Shares used in computing net loss per share - basic and diluted 22,113 17,317 22,099 16,644 Condensed Balance Sheets June 30, December 31, (in thousands) 2004 2003 ---------- ---------- Cash, cash equivalents and short-term investments $94,817 $110,010 Accounts receivable from a related party 59 8 Accounts receivable and other current assets 6,034 5,736 Furniture and equipment, net 1,183 2,553 Other assets 117 156 ---------- ---------- Total assets $102,210 $118,463 ========== ========== Accounts payable to a related party $2,500 $3,156 Current loan and interest payable to a related party 58,694 55,834 Other current liabilities 9,033 6,945 Stockholders' equity 31,983 52,528 ---------- ---------- Total liabilities and stockholders' equity $102,210 $118,463 ========== ========== CONTACT: Cerus Corporation Greg W. Schafer, 925-288-6109 -----END PRIVACY-ENHANCED MESSAGE-----