0001104659-11-060354.txt : 20111103 0001104659-11-060354.hdr.sgml : 20111103 20111103085435 ACCESSION NUMBER: 0001104659-11-060354 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20111103 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20111103 DATE AS OF CHANGE: 20111103 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EXACT SCIENCES CORP CENTRAL INDEX KEY: 0001124140 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH [8731] IRS NUMBER: 204782291 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-35092 FILM NUMBER: 111176211 BUSINESS ADDRESS: STREET 1: 441 CHARMANY DRIVE CITY: MADISON STATE: WI ZIP: 53719 BUSINESS PHONE: 608-284-5700 MAIL ADDRESS: STREET 1: 441 CHARMANY DRIVE CITY: MADISON STATE: WI ZIP: 53719 FORMER COMPANY: FORMER CONFORMED NAME: EXACT CORP DATE OF NAME CHANGE: 20000919 8-K 1 a11-29110_18k.htm 8-K

 

 

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):  November 3, 2011

 

EXACT SCIENCES CORPORATION

(Exact Name of Registrant as Specified in Charter)

 

Delaware

 

000-32179

 

02-0478229

(State or Other Jurisdiction
of Incorporation)

 

(Commission
File Number)

 

(I.R.S. Employer
Identification No.)

 

 

441 Charmany Drive
Madison, WI  53719

(Address of Principal Executive Offices)(Zip Code)

 

Registrant’s telephone number, including area code:  (608) 284-5700

 

Not Applicable

(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:

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

2.02.                     Results of Operations and Financial Condition.

 

On November 3, 2011, Exact Sciences Corporation announced its financial results for the quarter ended September 30, 2011.  A copy of the press release is being furnished as Exhibit 99 to this Report on Form 8-K.

 

The information in this Report on Form 8-K and Exhibit 99 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such filing.

 

9.01.                     Financial Statements and Exhibits.

 

Exhibits

 

The exhibits required to be filed as a part of this Current Report on Form 8-K are listed in the Exhibit Index attached hereto and incorporated herein by reference.

 

2



 

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.

 

 

 

EXACT SCIENCES CORPORATION

 

 

 

Date: November 3, 2011

By:

  /s/ Maneesh Arora

 

 

Maneesh Arora

 

 

Senior Vice President and Chief Financial Officer

 

3



 

EXHIBIT INDEX

 

Exhibit No.

 

Exhibit Description

 

 

 

99

 

Press release, dated November 3, 2011, issued by Exact Sciences Corporation, furnished herewith.

 

4


EX-99 2 a11-29110_1ex99.htm EX-99

Exhibit 99

 

Contact:

Cara Tucker

Manager, Corporate Communications

608-284-5735

 

For Immediate Release

 

Exact Sciences reports third-quarter 2011 financial results

 

MADISON, Wis., Nov. 3, 2011 — Exact Sciences Corp. (Nasdaq: EXAS) today announced its financial results for the quarter ended Sept. 30, 2011.

 

Exact reported total revenues of $1.0 million for the third quarter of 2011, compared to total revenues of $1.4 million during the same period of 2010.  Total revenues for the nine months ended Sept. 30, 2011, were $3.1 million, compared to $4.0 million during the nine months ended Sept. 30, 2010.

 

Exact reported a net loss of ($7.8) million, or ($0.15) a share, for the three months ended Sept. 30, 2011. The company had a net loss of ($3.4) million, or ($0.08) a share, for the same period of 2010.  The net loss for the nine months ended Sept. 30, 2011, was ($18.8) million, or ($0.36) a share.  The company’s net loss for the same period of 2010 was ($8.0) million, or ($0.21) a share.

 

Operating expenses for the three months ended Sept. 30, 2011, were $8.9 million, compared to $4.7 million for the same period of 2010.  Operating expenses for the nine months ended Sept. 30, 2011 totaled $22.0 million, compared to $12.0 million during the same period of 2010.  Operating expenses for the three and nine months ended Sept. 30, 2011, increased from the same periods a year ago primarily because of increased research and development activity, and the ongoing clinical trial of the company’s non-invasive Cologuardâ colorectal cancer screening test.

 

Exact ended the third quarter of 2011 with cash, cash equivalents and marketable securities of $75.4 million, compared to $95.4 million at Dec. 31, 2010.

 

“The clinical trial of our Cologuardâ non-invasive colorectal cancer screening product continues to progress on track,” said Kevin T. Conroy, the company’s president and chief executive.  “The successful completion of the trial remains Exact’s top priority.  As the trial continues, we also remain focused on the commercialization plan that will deliver to market our patient-friendly screening test that enables the early detection of the disease.”

 

Third-Quarter Conference Call & Webcast

 

Company management will host a conference call and webcast on Thursday, Nov. 3, 2011, at 10 a.m. ET to discuss third-quarter results. The webcast will be available at www.exactsciences.com. Domestic callers should dial 877-212-6082 and international callers should dial 707-287-9332.  An archive of the webcast and a replay of the conference call will be

 



 

available at www.exactsciences.com or by calling 855-859-2056 domestically or 404-537-3406 internationally. The access code for the conference call and replay is 85067696. The conference call, webcast and replay are open to all interested parties.

 

About Exact Sciences Corp.

 

Exact Sciences Corp. is a molecular diagnostics company focused on colorectal cancer. The company has exclusive intellectual property protecting its non-invasive, molecular screening technology for the detection of colorectal cancer. Stool-based DNA technology is included in the colorectal cancer screening guidelines of the American Cancer Society and the U.S. Multi-Society Task Force on Colorectal Cancer.  For more information, please visit the company’s website at www.exactsciences.com.

 

Certain statements made in this news release contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of 1934, as amended, that are intended to be covered by the “safe harbor” created by those sections.  Forward-looking statements, which are based on certain assumptions and describe our future plans, strategies and expectations, can generally be identified by the use of forward-looking terms such as “believe,” “expect,” “may,” “will,” “should,” “could,” “seek,” “intend,” “plan,” “estimate,” “anticipate” or other comparable terms.  Forward-looking statements in this news release may address the following subjects among others: statements regarding the sufficiency of our capital resources, expected operating losses, anticipated results of our pivotal clinical trial, expected license fee revenues, expected research and development expenses, expected general and administrative expenses and our expectations concerning our business strategy.  Forward-looking statements involve inherent risks and uncertainties which could cause actual results to differ materially from those in the forward-looking statements, as a result of various factors including those risks and uncertainties described in the Risk Factors and in Management’s Discussion and Analysis of Financial Condition and Results of Operations sections of our most recently filed Annual Report on Form 10-K and our subsequently filed Quarterly Reports on Form 10-Q.  We urge you to consider those risks and uncertainties in evaluating our forward-looking statements.  We caution readers not to place undue reliance upon any such forward-looking statements, which speak only as of the date made.  Except as otherwise required by the federal securities laws, we disclaim any obligation or undertaking to publicly release any updates or revisions to any forward-looking statement contained herein (or elsewhere) to reflect any change in our expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.

 



 

EXACT SCIENCES CORPORATION

Selected Unaudited Financial Information

Condensed Consolidated Statements of Operation Data

(Amounts in thouands, except per share data - unaudited)

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

 

September 30,

 

September 30,

 

 

 

2011

 

2010

 

2011

 

2010

 

Revenue:

 

 

 

 

 

 

 

 

 

Product royalty fees

 

$

4

 

$

5

 

$

14

 

$

24

 

License fees

 

1,035

 

1,351

 

3,107

 

3,945

 

 

 

1,039

 

1,356

 

3,121

 

3,969

 

Cost of revenue:

 

 

 

 

 

 

 

 

 

Product royalty fees

 

6

 

6

 

18

 

18

 

Gross profit:

 

1,033

 

1,350

 

3,103

 

3,951

 

 

 

 

 

 

 

 

 

 

 

Operating Expenses:

 

 

 

 

 

 

 

 

 

Research and development

 

6,110

 

2,635

 

14,296

 

6,553

 

General and administrative

 

1,951

 

1,796

 

5,931

 

4,647

 

Sales and marketing

 

815

 

315

 

1,763

 

754

 

 

 

8,876

 

4,746

 

21,990

 

11,954

 

 

 

 

 

 

 

 

 

 

 

Loss from operations

 

(7,843

)

(3,396

)

(18,887

)

(8,003

)

 

 

 

 

 

 

 

 

 

 

Interest income

 

75

 

19

 

131

 

35

 

Interest expense

 

(5

)

(5

)

(15

)

(15

)

 

 

 

 

 

 

 

 

 

 

Net loss

 

$

(7,773

)

$

(3,382

)

$

(18,771

)

$

(7,983

)

 

 

 

 

 

 

 

 

 

 

Net loss per share - basic and diluted

 

$

(0.15

)

$

(0.08

)

$

(0.36

)

$

(0.21

)

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding - basic and diluted

 

52,443

 

40,155

 

52,129

 

38,293

 

 

EXACT SCIENCES CORPORATION

Selected Unaudited Financial Information

Condensed Consolidated Balance Sheet Data

(Amounts in thousands - unaudited)

 

 

 

September 30,

 

December 31,

 

 

 

2011

 

2010

 

Assets

 

 

 

 

 

Cash and cash equivalents

 

$

4,995

 

$

78,752

 

Marketable securities - short term

 

70,436

 

16,663

 

Prepaid expenses and other current assets

 

867

 

246

 

Property and equipment, net

 

2,191

 

854

 

Total assets

 

$

78,489

 

$

96,515

 

 

 

 

 

 

 

Liabilities and stockholders’ equity

 

 

 

 

 

Total current liabilities

 

$

7,386

 

$

7,158

 

Long term debt

 

1,000

 

1,000

 

Long term accrued interest

 

36

 

21

 

Deferred license fees, less current portion

 

5,475

 

8,582

 

Total stockholders’ equity

 

64,592

 

79,754

 

Total liabilities and stockholders’ equity

 

$

78,489

 

$

96,515