-----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, Qty3kMWMfFMi0OkaHjJaUIYGobKE8pn/VCRtQ+GKHTnFgi1PShhp8tJdsyfiw8U4 P0zm+CSstdzrndhiPGR51Q== 0000950124-03-002331.txt : 20030716 0000950124-03-002331.hdr.sgml : 20030716 20030716172709 ACCESSION NUMBER: 0000950124-03-002331 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030716 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030716 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ESPERION THERAPEUTICS INC/MI CENTRAL INDEX KEY: 0001066745 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 383419139 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16033 FILM NUMBER: 03789970 BUSINESS ADDRESS: STREET 1: 3621 S STATE STREET 695KMS PLACE STREET 2: 734-332-0506 CITY: ANN ARBOR STATE: MI ZIP: 48108 MAIL ADDRESS: STREET 1: 3621 STATE STREET STREET 2: 695 KMS PLACE CITY: ANN ARBOR STATE: MI ZIP: 48108 8-K 1 k78242e8vk.txt CURRENT REPORT DATED JULY 16, 2003 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): July 16, 2003 ESPERION THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 001-16033 38-3419139 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 3621 South State St., 695 KMS Place, Ann Arbor, MI 48108 ---------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (734) 332-0506 Item 7. Financial Statements and Exhibits. (c) Exhibits. The following exhibit is being furnished pursuant to Item 12 of Form 8-K: Exhibit 99.1 Press Release dated July 16, 2003 of Esperion Therapeutics, Inc. Item 9. Regulation FD Disclosure. The following is being furnished pursuant to Item 12 of Form 8-K: On July 16, 2003, Esperion Therapeutics, Inc. issued a press release reporting financial results for the quarter and six months ended June 30, 2003. The press release is attached hereto as Exhibit 99.1. In accordance with General Instruction B.6 of Form 8-K, the information in this report on Form 8-K, including Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended. 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. ESPERION THERAPEUTICS, INC. By: /s/ Roger S. Newton --------------------------------------- Name: Roger S. Newton, Ph.D Title: President and Chief Executive Officer Dated: July 16, 2003 EXHIBIT INDEX EXHIBIT NO. EXHIBIT DESCRIPTION Exhibit 99.1 Press Release dated July 16, 2003 of Esperion Therapeutics, Inc. EX-99.1 3 k78242exv99w1.txt PRESS RELEASE DATED JULY 16, 2003 . . . EXHIBIT 99.1 [ESPERION THERAPEUTICS LOGO] FOR IMMEDIATE RELEASE COMPANY Frank Thomas MEDIA Jim Wetmore CONTACT: VP, Finance and Investor Relations CONTACT: Berry & Company Public Relations Esperion Therapeutics, Inc. (212) 253-8881 (734) 222-1831 jwetmore@berrypr.com fthomas@esperion.com
ESPERION REPORTS FINANCIAL RESULTS FOR THE QUARTER AND SIX MONTHS ENDED JUNE 30, 2003 ANN ARBOR, MI (July 16, 2003) -- Esperion Therapeutics, Inc. (Nasdaq: ESPR), a biopharmaceutical company dedicated to the discovery, development and commercialization of therapies to improve the treatment of cardiovascular disease, today reported financial results for the quarter and six months ended June 30, 2003. For the quarter ended June 30, 2003, Esperion reported a net loss of $8.4 million, or $0.29 per share, compared to a net loss of $7.8 million, or $0.27 per share, for the second quarter of 2002. Total operating expenses for the second quarter of 2003 were $7.8 million, compared to $7.3 million for the second quarter of 2002, representing a 7.2% increase. Research and development expenses totaled $6.3 million for the second quarter of 2003, or 80.1% of total operating expenses. This amount includes the accrual of a $1.0 million milestone payment under an agreement relating to one of our product candidates. The magnitude of the Company's operating expenses each quarter is largely dependent upon the progress, timing, number, nature and size of the Company's clinical trials and related manufacturing activities. The development status of each of the Company's current product candidates is as follows: o ETC-588, or LUV (Phase II) -- Currently enrolling patients in a multiple-dose Phase II clinical trial in patients with carotid atherosclerosis. Completed enrollment in July 2003 for a multiple-dose Phase II clinical trial in patients with acute coronary syndromes. o ETC-216, or AIM (Phase II) -- Completed a multiple-dose Phase II clinical trial in patients with acute coronary syndromes. Announced initial results in June 2003. o ETC-642, or RLT Peptide (Phase I) -- Currently enrolling patients with stable cardiovascular disease in a second Phase I single-dose clinical trial and a Phase I multiple-dose trial. o ETC-1001 (Phase I) -- Currently enrolling healthy volunteers in a Phase I single escalating dose trial. The net loss for the six months ended June 30, 2003 was $15.8 million, or $0.54 per share compared to a net loss of $15.1 million, or $0.52 per share, in the first six months of 2002. Results for the six -- MORE -- ESPERION REPORTS FINANCIAL RESULTS FOR THE QUARTER AND SIX MONTHS ENDED JUNE 30, 2003 PAGE 2 months ended June 30, 2003 include operating expenses of $14.9 million compared to $14.7 million for the corresponding period in 2002, an increase of 1.8%. As of June 30, 2003, Esperion had $32.2 million in cash and short-term investments, compared with $44.9 million at December 31, 2002, representing a decrease in net cash of $12.7 million. Long-term debt, including the current portion, was $9.1 million at June 30, 2003 compared with $8.8 million at December 31, 2002. As a development stage company, Esperion has not reported any revenue since its inception. ESPERION THERAPEUTICS Esperion Therapeutics, Inc. discovers and develops pharmaceutical products for the treatment of cardiovascular disease. Esperion intends to commercialize a novel class of drugs that focuses on a new treatment approach called "HDL Therapy," which is based on the Company's understanding of high-density lipoprotein, or HDL, function. HDL is the primary facilitator of the reverse lipid transport, or RLT, pathway by which excess cholesterol and other lipids are removed from artery walls and other tissues and are transported to the liver for elimination from the body. Esperion's goal is to develop drugs that exploit the beneficial functions of HDL within the RLT pathway. Esperion currently has product candidates under development for the treatment of cardiovascular disease. Esperion is listed on the Nasdaq National Market under the symbol "ESPR." SAFE HARBOR STATEMENT The information contained in this press release includes "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are often identified by words such as "hope," "may," "believe," "anticipate," "plan," "expect," "require," "intend," "assume" and similar expressions. Forward-looking statements speak only as of the date of this press release, reflect management's current expectations, estimations and projections and involve certain factors, such as risks and uncertainties, that may cause actual results, performance or achievements to be far different from those suggested by the Company's forward-looking statements. These factors include, but are not limited to, risks associated with: the Company's ability to successfully execute its business strategies, including entering into any strategic partnerships or other transactions; the progress and cost of development of the Company's product candidates; the extent and timing of market acceptance of new products developed by the Company or its competitors; dependence on third parties to conduct clinical trials for the Company's product candidates; the extent and timing of regulatory approval, as desired or required, for the Company's product candidates; the Company's dependence on licensing arrangements and strategic relationships with third parties; clinical trials; manufacturing; the Company's dependence on patents and proprietary rights; the procurement, maintenance, enforcement and defense of the Company's patents and proprietary rights; competitive conditions in the industry; business cycles affecting the markets in which any of the Company's products may be sold; extraordinary events and transactions; the timing and extent of the Company's financing needs and the Company's access to funding, including through the equity market; fluctuations in foreign exchange rates; and economic conditions generally or in various geographic areas. These factors are discussed in more detail in the Company's filings with the Securities and Exchange Commission. The Company does not intend to update any of these factors or to publicly announce the results of any revisions to any of these forward-looking statements other than as required under the federal securities laws. # # # ESPERION REPORTS FINANCIAL RESULTS FOR THE QUARTER AND SIX MONTHS ENDED JUNE 30, 2003 PAGE 3 ESPERION THERAPEUTICS, INC. AND SUBSIDIARIES (A COMPANY IN THE DEVELOPMENT STAGE) CONDENSED CONSOLIDATED BALANCE SHEETS
JUNE 30, DECEMBER 31, in thousands 2003 2002 ================================================================================== ASSETS: (UNAUDITED) Current assets: Cash and cash equivalents $ 28,206 $ 40,499 Short-term investments 4,019 4,354 Prepaid expenses and other 378 410 - ---------------------------------------------------------------------------------- Total current assets 32,603 45,263 - ---------------------------------------------------------------------------------- Property and equipment, net 2,432 3,001 Goodwill 3,108 3,108 Deposits and other assets 10 35 - ---------------------------------------------------------------------------------- Total assets $ 38,153 $ 51,407 ================================================================================== LIABILITIES AND STOCKHOLDERS' EQUITY: Current liabilities: Current portion of long-term debt $ 1,102 $ 1,061 Accounts payable 1,389 1,687 Accrued liabilities 4,041 2,185 - ---------------------------------------------------------------------------------- Total current liabilities 6,532 4,933 - ---------------------------------------------------------------------------------- Long-term debt, less current portion 7,948 7,731 Stockholders' equity: Preferred stock - - Common stock 29 29 Additional paid-in capital 133,890 133,411 Notes receivable - (3) Accumulated deficit during the development stage (109,887) (94,046) Deferred stock compensation (295) (589) Accumulated other comprehensive loss (64) (59) - ---------------------------------------------------------------------------------- Total stockholders' equity 23,673 38,743 - ---------------------------------------------------------------------------------- Total liabilities and stockholders' equity $ 38,153 $ 51,407 ==================================================================================
ESPERION REPORTS FINANCIAL RESULTS FOR THE QUARTER AND SIX MONTHS ENDED JUNE 30, 2003 PAGE 4 ESPERION THERAPEUTICS, INC. AND SUBSIDIARIES (A COMPANY IN THE DEVELOPMENT STAGE) CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
THREE MONTHS ENDED SIX MONTHS ENDED INCEPTION TO JUNE 30, JUNE 30, JUNE 30, ----------------------------- --------------------------- -------------- in thousands, except share and per share data 2003 2002 2003 2002 2003 =================================================================================================================================== Operating expenses: Research and development $6,272 $5,878 $11,732 $11,583 $88,180 General and administrative 1,561 1,428 3,190 3,073 20,306 Goodwill amortization - - - - 1,089 Purchased in-process research and development - - - - 4,000 - ----------------------------------------------------------------------------------------------------------------------------------- Total operating expenses 7,833 7,306 14,922 14,656 113,575 - ----------------------------------------------------------------------------------------------------------------------------------- Loss from operations (7,833) (7,306) (14,922) (14,656) (113,575) - ----------------------------------------------------------------------------------------------------------------------------------- Other income (expense): Interest income 100 284 249 604 7,446 Interest expense (318) (278) (628) (530) (3,013) Other, net (384) (524) (540) (545) (745) - ----------------------------------------------------------------------------------------------------------------------------------- Total other income (expense) (602) (518) (919) (471) 3,688 - ----------------------------------------------------------------------------------------------------------------------------------- Loss before income taxes (8,435) (7,824) (15,841) (15,127) (109,887) Provision for income taxes - - - - - - ----------------------------------------------------------------------------------------------------------------------------------- Net loss (8,435) (7,824) (15,841) (15,127) (109,887) Beneficial conversion feature on preferred stock - - - - (22,870) - ----------------------------------------------------------------------------------------------------------------------------------- Net loss attributable to common stockholders ($8,435) ($7,824) ($15,841) ($15,127) ($132,757) =================================================================================================================================== Basic and diluted net loss per share ($0.29) ($0.27) ($0.54) ($0.52) =================================================================================================================== Shares used in computing basic and diluted net loss per share 29,456,532 29,237,360 29,425,766 29,217,352 ===================================================================================================================
ESPERION REPORTS FINANCIAL RESULTS FOR THE QUARTER AND SIX MONTHS ENDED JUNE 30, 2003 PAGE 5 ESPERION THERAPEUTICS, INC. AND SUBSIDIARIES (A COMPANY IN THE DEVELOPMENT STAGE) CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
SIX MONTHS ENDED INCEPTION TO JUNE 30, JUNE 30, --------------------- ------------- in thousands 2003 2002 2003 =================================================================================================== Cash flows from operating activities: Net loss ($15,841) ($15,127) ($109,887) Adjustments to reconcile net loss to net cash used in operating activities: Purchased in-process research and development - - 4,000 Depreciation and amortization 636 731 5,449 Stock-based compensation expense 294 389 3,944 Decrease in notes receivable 3 6 126 Loss on sale of property and equipment 1 101 192 Non-cash interest expense included in long-term debt 240 177 1,027 Changes in assets and liabilities: Prepaid expenses and other 34 862 (1,204) Other assets 25 (17) 545 Accounts payable (299) (647) 1,657 Accrued liabilities 1,844 (739) 4,026 - --------------------------------------------------------------------------------------------------- Net cash used in operating activities (13,063) (14,264) (90,125) - --------------------------------------------------------------------------------------------------- Cash flows from investing activities: Purchases of property and equipment (65) (698) (7,011) Deposits on equipment - - (557) Acquisition of Talaria Therapeutics, Inc. - - (233) Proceeds from sale of property and equipment - 2 32 Purchases of short-term investments (4,773) (34,252) (41,988) Maturities of short-term investments 5,108 23,168 37,969 - --------------------------------------------------------------------------------------------------- Net cash provided by (used in) investing activities 270 (11,780) (11,788) - --------------------------------------------------------------------------------------------------- Cash flows from financing activities: Proceeds from issuance of convertible preferred stock - - 42,200 Proceeds from the issuance of common stock 479 152 79,590 Proceeds from long-term debt - 1,834 10,171 Repayments of long-term debt (521) (653) (3,318) - --------------------------------------------------------------------------------------------------- Net cash provided by (used in) financing activities (42) 1,333 128,643 - --------------------------------------------------------------------------------------------------- Effect of exchange rate changes on cash 542 103 1,476 - --------------------------------------------------------------------------------------------------- Net increase (decrease) in cash and cash equivalents (12,293) (24,608) 28,206 Cash and cash equivalents at beginning of period 40,499 70,286 - - --------------------------------------------------------------------------------------------------- Cash and cash equivalents at end of period $ 28,206 $ 45,678 $ 28,206 ===================================================================================================
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