Delaware
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000-23017
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41-1649949
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(State or other jurisdiction
of Incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification No.)
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8 Penn Center
1628 JFK Blvd., Suite 300
Philadelphia, PA
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19103
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(Address of principal executive offices)
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(Zip Code)
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¨
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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ECHO THERAPEUTICS, INC.
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Dated: March 19, 2012
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By: /s/ Patrick T. Mooney
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Patrick T. Mooney, M.D.
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President and Chief Executive Officer
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Exhibit No.
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Description
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99.1
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Press Release issued by the Company on March 16, 2012.
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·
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Echo added key executives to its management team as part of the company’s plan to accelerate the development and commercialization of Symphony and other new products contemplated in its growth strategy.
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·
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Echo’s common stock began trading on the Nasdaq Capital Market in June, providing more liquidity to its shareholders and increased visibility to the investment community over the short and long-term.
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·
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Echo successfully completed two clinical trials of Symphony in patients with and without diabetes that showed that Symphony successfully monitors patient glucose levels and has the potential to be an important tool for the tracking and trending of glucose. To date, Echo has completed eight positive pilot studies of Symphony with a combined average error rate, often referred to as mean absolute relative difference (MARD), of 12.4%.
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·
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Echo announced multiple patents and trademark grants throughout the year that will provide its products with long-term market protection. Echo has obtained 12 U.S. patents and 42 foreign patents, and has 39 patent applications pending in the U.S. and foreign countries.
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December 31,
2011
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December 31,
2010
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ASSETS
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||||||||
Current Assets:
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||||||||
Cash and cash equivalents
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$ | 8,995,571 | $ | 1,342,044 | ||||
Other current assets
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567,940 | 621,693 | ||||||
Total current assets
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9,563,511 | 1,963,737 | ||||||
Net property and equipment (including assets under capitalized leases)
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317,731 | 48,034 | ||||||
Other Assets:
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||||||||
Intangible assets, net of accumulated amortization
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9,625,000 | 9,625,000 | ||||||
Restricted cash, deposits and other assets
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20,565 | 275,499 | ||||||
Total other assets
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9,645,565 | 9,900,499 | ||||||
Total assets
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$ | 19,526,807 | $ | 11,912,270 | ||||
LIABILITIES AND STOCKHOLDERS' EQUITY
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||||||||
Current Liabilities:
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||||||||
Accounts payable
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$ | 365,298 | $ | 605,634 | ||||
Deferred revenue
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123,708 | 405,454 | ||||||
Derivative warrant liability
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1,035,337 | 1,544,996 | ||||||
Accrued expenses and other liabilities
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968,120 | 565,546 | ||||||
Total current liabilities
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2,492,463 | 3,121,630 | ||||||
Deferred revenue, notes payable and capital lease obligation, net of current portion
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65,755 | 88,356 | ||||||
Total liabilities
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2,558,218 | 3,209,986 | ||||||
Commitments
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||||||||
Stockholders' Equity:
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||||||||
Perpetual redeemable preferred stock, Series B
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- | 2 | ||||||
Convertible preferred stock, Series C & D
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30,160 | 49 | ||||||
Common stock
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385,442 | 311,264 | ||||||
Additional paid-in capital
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98,116,327 | 79,646,385 | ||||||
Common stock subscribed for but not paid for or issued
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6,667 | 285,000 | ||||||
Accumulated deficit
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(81,570,007 | ) | (71,540,416 | ) | ||||
Total stockholders' equity
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16,968,589 | 8,702,284 | ||||||
Total liabilities and stockholders' equity
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$ | 19,526,807 | $ | 11,912,270 | ||||
Condensed Consolidated Statements of Operations
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||||||||
Years Ended
December 31,
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||||||||
2011 | 2010 | |||||||
Licensing revenue
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$ | 302,059 | $ | 225,868 | ||||
Other revenue
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145,152 | 202,592 | ||||||
Total revenues
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447,211 | 428,460 | ||||||
Operating Expenses:
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||||||||
Research and development
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3,796,127 | 2,578,852 | ||||||
Selling, general and administrative
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4,905,757 | 2,760,062 | ||||||
Total operating expenses
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8,701,884 | 5,338,914 | ||||||
Loss from operations
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(8,254,673 | ) | (4,910,454 | ) | ||||
Other Income (Expense):
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||||||||
Interest income (expense), net
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(9,118 | ) | (36,030 | ) | ||||
Gain (loss) on extinguishment of debt/payables
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(1,514 | ) | 183,863 | |||||
Gain (loss) on disposal of assets
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(1,348 | ) | - | |||||
Qualified therapeutic research grant
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- | 244,480 | ||||||
Derivative warrant liability gain (loss)
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(1,762,938 | ) | 371,345 | |||||
Other income (expense), net
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(1,774,918 | ) | 763,658 | |||||
Net loss
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(10,029,591 | ) | (4,146,796 | ) | ||||
Accretion of dividends on Series B Convertible Perpetual
Redeemable Preferred Stock
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(157,733 | ) | (131,659 | ) | ||||
Deemed dividend on beneficial conversion feature of
Series D Convertible Preferred Stock
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(1,975,211 | ) | - | |||||
Deemed dividend on warrant repricings
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(4,559,761 | ) | - | |||||
Net loss applicable to common shareholders
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$ | (16,722,296 | ) | $ | (4,278,455 | ) | ||
Net loss per common share, basic and diluted
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$ | (0.49 | ) | $ | (0.15 | ) | ||
Basic and diluted weighted average common shares outstanding
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34,174,895 | 29,031,158 |