FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of March 2012.
Commission File Number: 000-29338
Cardiome Pharma Corp
(Translation of registrant's name into English)
6190 Agronomy Road, 6th Floor
Vancouver, British Columbia, V6T 1Z3, CANADA
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F [ ] Form 40-F [ x]
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant's "home country"), or under the rules of the home country exchange on which the registrant's securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant's security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes [ ] No [ x ]
If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- .
On March 27, 2012 the Registrant issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
(c) Exhibit 99.1. Press release dated March 27, 2012
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, thereunto duly authorized.
| Cardiome Pharma Corp (Registrant) |
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| Date: March 27, 2012 | /s/ CURTIS SIKORSKY Curtis Sikorsky Chief Financial Officer |
EXHIBIT 99.1
VANCOUVER, Canada, March 27, 2012 (GLOBE NEWSWIRE) -- Cardiome Pharma Corp. (Nasdaq:CRME) (TSX:COM) today reported financial results for the fourth quarter and year ended December 31, 2011. Amounts, unless specified otherwise, are expressed in U.S. dollars and in accordance with generally accepted accounting principles used in the United States of America (U.S. GAAP).
Summary Results for Fiscal 2011
We recorded a net loss of $27.9 million ($0.46 loss per share) for the year ended December 31, 2011, compared to a net income of $35.5 million ($0.58 income per share) for the year ended December 31, 2010. The net loss for fiscal 2011 was largely due to expenditures incurred on clinical development efforts, pre-clinical research projects and other normal operating costs. The net income for fiscal 2010 was largely due to recognition of a $30.0 million milestone payment from Merck related to the marketing approval in Europe of vernakalant (iv) and revenue recognized from the payments from Merck in 2009 pursuant to the collaboration and license agreement.
Total revenue for fiscal 2011 was $1.5 million, a decrease of $64.6 million from $66.1 million in fiscal 2010.
Research and development (R&D) expenditures were $15.2 million for fiscal 2011, as compared to $15.3 million for fiscal 2010. R&D expenditures consist of clinical development expenditures and research expenditures. Clinical development expenditures for fiscal 2011 were $6.5 million, as compared to $10.5 million for fiscal 2010. The decrease of $4.0 million in expenditures was primarily due to reduced costs for vernakalant (iv) as a result of patient enrollment for the ACT 5 trial being suspended in Q4-2010, as well as reduced costs for our GED-aPC program as a result of a decision not to continue development of the technology unless additional funding can be obtained. Research expenditures for fiscal 2011 were $8.7 million, as compared to $4.9 million for fiscal 2010. The increase of $3.8 million in expenditures was primarily due to increased allocation of internal staff resources to pre-clinical product candidates as they advance in the pre-clinical process.
General and administration (G&A) expenditures for fiscal 2011 were $11.5 million compared to $12.9 million for fiscal 2010. Amortization was $1.1 million for fiscal 2011, as compared to $1.2 million for fiscal 2010. Interest expense for fiscal 2011 and 2010 was $2.2 million and $2.0 million, respectively.
Stock-based compensation, a non-cash item included in operating expenses, decreased to $1.9 million for fiscal 2011, as compared to $3.3 million for fiscal 2010.
Summary Results for the Fourth Quarter
Net loss for the fourth quarter of 2011 (Q4-2011) was $5.9 million ($0.10 loss per share), as compared to a net loss of $7.3 million ($0.12 loss per share) for the fourth quarter of 2010 (Q4-2010). The decrease in net loss of $1.4 million was largely due to reduced expenditures related to the clinical development of vernakalant (iv) in North America.
Total revenue for Q4-2011 and Q4-2010 was $0.4 million. R&D expenditures for Q4-2011 were $3.4 million, as compared to $4.4 million for Q4-2010.
G&A expenditures for Q4-2011 were $2.1 million, as compared to $2.7 million for Q4-2010. Interest expense for Q4-2011 and Q4-2010 was $0.6 million.
Liquidity and Outstanding Share Capital
At December 31, 2011, the Company had cash and cash equivalents of $48.6 million. Subsequent to year end, we received an additional $25.0 million as an advance under our line of credit with Merck. As of March 26, 2012, the Company had 61,129,091 common shares issued and outstanding and 4,762,941 common shares issuable upon the exercise of outstanding stock options at a weighted-average exercise price of CAD $7.11 per share.
Conference Call
Cardiome will hold a teleconference and webcast on Tuesday, March 27, 2012 at 4:15pm Eastern (1:15pm Pacific). To access the conference call, please dial 877-670-9780 and reference conference 66616209. There will be a separate dial-in line for analysts on which we will respond to questions at the end of the call. The webcast can be accessed through Cardiome's website at www.cardiome.com.
Webcast and telephone replays of the conference call will be available approximately two hours after the completion of the call through April 26, 2012. Please dial 855-859-2056 or 404-537-3406 and enter code 66616209 to access the replay.
About Cardiome Pharma Corp.
Cardiome Pharma Corp. is a research-based biopharmaceutical company dedicated to the discovery, development and commercialization of new therapies that will improve the health of patients around the world. Cardiome has particular expertise in ion-channel modulation and in diseases associated with ion-channel dysfunction, which can range from cardiovascular to cancer to neurological and CNS disorders. Cardiome has one marketed product, BrinavessTM (vernakalant IV), approved in Europe and other territories for the rapid conversion of recent onset atrial fibrillation to sinus rhythm in adults.
Cardiome is traded on the NASDAQ Global Market (CRME) and the Toronto Stock Exchange (COM). For more information, please visit our web site at www.cardiome.com.
Forward-Looking Statement Disclaimer
Certain statements in this press release contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 or forward-looking information under applicable Canadian securities legislation that may not be based on historical fact, including without limitation statements containing the words "believe," "may," "plan," "will," "estimate," "continue," "anticipate," "intend," "expect" and similar expressions. Such forward-looking statements or information involve known and unknown risks, uncertainties and other factors that may cause our actual results, events or developments, or industry results, to be materially different from any future results, events or developments expressed or implied by such forward-looking statements or information. Such factors include, among others, our stage of development, lack of product revenues, additional capital requirements, risk associated with the completion of clinical trials and obtaining regulatory approval to market our products, the ability to protect our intellectual property, dependence on collaborative partners and the prospects for negotiating additional corporate collaborations or licensing arrangements and their timing. Specifically, certain risks and uncertainties that could cause such actual events or results expressed or implied by such forward-looking statements and information to differ materially from any future events or results expressed or implied by such statements and information include, but are not limited to, the risks and uncertainties that: we may not be able to successfully develop and obtain regulatory approval for vernakalant (iv) or vernakalant (oral) in the treatment of atrial fibrillation or any other current or future products in our targeted indications; our future operating results are uncertain and likely to fluctuate; we may not be able to raise additional capital; we may not be successful in establishing additional corporate collaborations or licensing arrangements; we may not be able to establish marketing and sales capabilities and the costs of launching our products may be greater than anticipated; we rely on third parties for the continued supply and manufacture of vernakalant (iv) and vernakalant (oral) and we have no experience in commercial manufacturing; we may face unknown risks related to intellectual property matters; we face increased competition from pharmaceutical and biotechnology companies; and other factors as described in detail in our filings with the Securities and Exchange Commission available at www.sec.gov and the Canadian securities regulatory authorities at www.sedar.com. Given these risks and uncertainties, you are cautioned not to place undue reliance on such forward-looking statements and information, which are qualified in their entirety by this cautionary statement. All forward-looking statements and information made herein are based on our current expectations and we undertake no obligation to revise or update such forward-looking statements and information to reflect subsequent events or circumstances, except as required by law.
CONTACT: Cardiome Investor Relations
(604) 676-6993 or Toll Free: 1-800-330-9928
Email: ir@cardiome.com