-----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, HlsMiQXy7FWD11K9d0XHz+UeH3O4d0IRJ8Zpsa5qev3C2XmGsWczeBDUXl5t9ky+ n+psa/6rC/TWmE5djce2Ow== 0001275287-05-004349.txt : 20051102 0001275287-05-004349.hdr.sgml : 20051102 20051102161517 ACCESSION NUMBER: 0001275287-05-004349 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20051102 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20051102 DATE AS OF CHANGE: 20051102 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PAIN THERAPEUTICS INC CENTRAL INDEX KEY: 0001069530 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 911911336 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-29959 FILM NUMBER: 051173447 BUSINESS ADDRESS: STREET 1: 250 EAST GRAND AVENUE STREET 2: SUITE 70 CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 BUSINESS PHONE: 6506248200 MAIL ADDRESS: STREET 1: 416 BROWNING WAY STREET 2: NONE CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 8-K 1 pt3990.txt FORM 8-K ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) November 2, 2005 ---------- PAIN THERAPEUTICS, INC. (Exact name of registrant as specified in its charter) Delaware 000-29959 91-1911336 (State or other jurisdiction of (Commission File Number) (IRS Employer incorporation) Identification No.) 416 Browning Way South San Francisco, California 94080 (Address of principal executive offices, including zip code) (650) 624-8200 (Registrant's telephone number, including area code) (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ================================================================================ ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On November 2, 2005, Pain Therapeutics, Inc. (the "Company") issued a press release announcing the Company's financial results for the three and nine months ended September 30, 2005. A copy of the press release has been furnished as an exhibit to this report and is incorporated by reference herein. The information in this Current Report on Form 8-K and in Exhibit 99.1 shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference into any registration statement or other document filed or furnished pursuant to the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such document. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. The following exhibit is furnished as part of this Current Report on Form 8-K. EXHIBIT NUMBER DESCRIPTION ------- ----------------------------------------------------------------- 99.1 Press Release of Pain Therapeutics, Inc. dated November 2, 2005. 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. PAIN THERAPEUTICS, INC. /s/ Peter S. Roddy ------------------------- Peter S. Roddy Chief Financial Officer Dated: November 2, 2005 EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION ------- ----------------------------------------------------------------- 99.1 Press Release of Pain Therapeutics, Inc. dated November 2, 2005. EX-99.1 2 pt3990ex991.txt EXHIBIT 99.1 Exhibit 99.1 PAIN THERAPEUTICS ANNOUNCES THIRD QUARTER 2005 FINANCIAL RESULTS SOUTH SAN FRANCISCO, Calif., Nov. 2 /PRNewswire-FirstCall/ -- Pain Therapeutics, Inc. (Nasdaq: PTIE), a biopharmaceutical company, today reported financial results for the three and nine months ended September 30, 2005. The net loss for the quarter ended September 30, 2005 was $8.8 million, or $0.20 per share, compared to a net loss of $9.2 million, or $0.26 per share in the third quarter of 2004. The net loss for the nine months ended September 30, 2005 was $27.5 million, or $0.63 per share, compared to a net loss of $28.5 million, or $0.80 per share for the nine months ended September 30, 2004. Cash, cash equivalents and marketable securities totaled $71.5 million at September 30, 2005. Research and development expenses for the third quarter of 2005 decreased to $8.1 million from $8.5 million for the same three-month period in 2004. Research and development expenses for the nine months ended September 30, 2005 decreased to $25.8 million from $26.2 million for the same nine-month period in 2004. The decrease in research and development expenses was primarily related to the completion of the Phase III studies with Oxytrex(TM), Remoxy(TM) and PTI-901. General and administrative expenses for the third quarter of 2005 increased to $1.1 million from $0.9 million for the same period in 2004. General and administrative expenses for the nine months ended September 30, 2005 increased to $3.3 million from $2.9 million for the same period in 2004. About Pain Therapeutics, Inc. Pain Therapeutics is an emerging biopharmaceutical company that develops novel drugs. Our investigational drug candidates target different types of chronic pain, such as low-back pain, pain due to osteoarthritis or irritable bowel syndrome. Pain Therapeutics has three unique drugs in Phase III clinical development: Remoxy, Oxytrex and PTI-901. For more information please visit our website (www.paintrials.com). Note Regarding Forward-Looking Statements: This press release contains forward-looking statements for purposes of the Private Securities Litigation Reform Act of 1995 (the "Act"). PTI disclaims any intent or obligation to update these forward-looking statements, and claims the protection of the Safe Harbor for forward-looking statements contained in the Act. Examples of such statements include, but are not limited to, any statements relating to the timing, scope or expected outcome of the Company's clinical development of its drug candidates, the potential benefits of the Company's drug candidates and the size of the potential market for the Company's products. Such statements are based on management's current expectations, but actual results may differ materially due to various factors. Such statements involve risks and uncertainties, including, but not limited to, those risks and uncertainties relating to difficulties or delays in development, testing, regulatory approval, production and marketing of the Company's drug candidates, unexpected adverse side effects or inadequate therapeutic efficacy of the Company's drug candidates that could slow or prevent product approval or market acceptance (including the risk that current and past results of clinical trials are not necessarily indicative of future results of clinical trials), the uncertainty of patent protection for the Company's intellectual property or trade secrets, the Company's ability to obtain additional financing if necessary and unanticipated research and development and other costs. For further information regarding these and other risks related to the Company's business, investors should consult the Company's filings with the Securities and Exchange Commission. PAIN THERAPEUTICS, INC. (A Development Stage Enterprise) CONDENSED STATEMENTS OF OPERATIONS (in thousands, except per share amounts) (Unaudited)
Three Months Ended Nine Months Ended September 30, September 30, ------------------------ ------------------------ 2005 2004 2005 2004 ---------- ---------- ---------- ---------- Operating expenses (1): Research and development $ 8,144 $ 8,547 $ 25,783 $ 26,224 General and administrative 1,105 861 3,282 2,904 Total operating expenses 9,249 9,408 29,065 29,128 Operating loss (9,249) (9,408) (29,065) (29,128) Other income: Interest income 482 177 1,528 668 Net loss $ (8,767) $ (9,231) $ (27,537) $ (28,460) Basic and diluted net loss per common share $ (0.20) $ (0.26) $ (0.63) $ (0.80) Weighted-average shares used in computing basic and diluted net loss per common share 43,853 35,594 43,754 35,507
(1) Included in research and development and general and administrative expenses are stock based compensation expenses of $68 thousand and $20 thousand for the three months ended September 30, 2005 and 2004, respectively, and $159 thousand and $332 thousand for the nine months ended September 30, 2005 and 2004, respectively. PAIN THERAPEUTICS, INC. (A Development Stage Enterprise) CONDENSED BALANCE SHEETS (in thousands)
September 30, December 31, 2005 2004(2) -------------- -------------- (Unaudited) Assets Current assets: Cash, cash equivalents and marketable securities $ 71,547 $ 99,397 Prepaid expenses 540 259 Total current assets 72,087 99,656 Property and equipment, net 1,612 1,461 Other assets 75 75 Total assets $ 73,774 $ 101,192 Liabilities and stockholders' equity Current liabilities: Accounts payable $ 564 $ 877 Accrued development expense 6,539 6,358 Accrued compensation and benefits 416 415 Other accrued liabilities 116 146 Total liabilities 7,635 7,796 Stockholders' equity: Common stock 44 44 Additional paid-in-capital 206,168 205,920 Accumulated other comprehensive loss (512) (544) Deficit accumulated during the development stage (139,561) (112,024) Total stockholders' equity 66,139 93,396 Total liabilities and stockholders' equity $ 73,774 $ 101,192
(2) Derived from audited financial statements. SOURCE Pain Therapeutics, Inc. -0- 11/02/2005 /CONTACT: Christi Waarich, Senior Manager of Investor Relations of Pain Therapeutics, Inc., +1-650-825-3324, or cwaarich@paintrials.com; or media, Carney Duntsch of Burns McClellan, +1-212-213-0006, for Pain Therapeutics, Inc./ /Web site: http://www.paintrials.com / -----END PRIVACY-ENHANCED MESSAGE-----