0001104659-12-030960.txt : 20120501 0001104659-12-030960.hdr.sgml : 20120501 20120501075502 ACCESSION NUMBER: 0001104659-12-030960 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120501 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20120501 DATE AS OF CHANGE: 20120501 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: 12797909 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 a12-10867_28k.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):  May 1, 2012

 

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 May 1, 2012, Exact Sciences Corporation announced its financial results for the quarter ended March 31, 2012.  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: May 1, 2012

By:

/s/ Maneesh Arora

 

 

Maneesh Arora

 

 

Chief Operating Officer and Chief Financial Officer

 

3



 

EXHIBIT INDEX

 

Exhibit No.

 

Exhibit Description

 

 

 

99

 

Press release, dated May 1, 2012, issued by Exact Sciences Corporation, furnished herewith.

 

4


EX-99 2 a12-10867_2ex99.htm EX-99

Exhibit 99

 

Contact:

Cara Tucker

Manager, Corporate Communications

608-284-5735

 

For Immediate Release

 

Exact Sciences reports first-quarter 2012 financial results

 

MADISON, Wis., May 1, 2012 — Exact Sciences Corp. (Nasdaq: EXAS) today announced its financial results for the quarter ended March 31, 2012.

 

Exact reported total revenues of $1.0 million for the first quarter of 2012, compared to total revenues of $1.0 million during the same period of 2011.

 

Exact reported a net loss of ($10.6) million, or ($0.19) a share, for the first quarter of 2012. The company had a net loss of ($4.4) million, or ($0.08) a share, for the same period of 2011.

 

Operating expenses for the quarter ended March 31, 2012, were $11.7 million, compared to $5.4 million for the first quarter of 2011.  Operating expenses for the quarter ended March 31, 2012, increased from the same period a year ago primarily because of costs associated with the company’s DeeP-C clinical trial of its non-invasive Cologuard colorectal cancer screening test.

 

Exact ended the first quarter of 2012 with cash, cash equivalents and marketable securities of $83.5 million, compared to $93.4 million at Dec. 31, 2011.

 

“We are pleased that the DeeP-C clinical trial for our Cologuard® product, a noninvasive colorectal cancer screening test, remains on track,” said Kevin T. Conroy, president and chief executive of Exact.  “In addition to completing the DeeP-C trial, we remain focused on the successful execution of our other 2012 priorities: making our FDA submission, and continuing our manufacturing and marketing preparation.  All of us at Exact are steadfastly committed to bringing to market our patient-friendly screening test, which enables early detection of colorectal cancer.”

 

First-Quarter Conference Call & Webcast

 

Company management will host a conference call and webcast on May 1, 2012, at 10 a.m. ET to discuss first-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 74762962. 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

 

 

 

March 31,

 

 

 

2012

 

2011

 

Revenue:

 

 

 

 

 

Product royalty fees

 

$

 

$

4

 

License fees

 

1,036

 

1,036

 

 

 

1,036

 

1,040

 

Cost of revenue:

 

 

 

 

 

Product royalty fees

 

 

6

 

Gross profit:

 

1,036

 

1,034

 

 

 

 

 

 

 

Operating Expenses:

 

 

 

 

 

Research and development

 

8,999

 

2,989

 

General and administrative

 

2,145

 

2,150

 

Sales and marketing

 

594

 

297

 

 

 

11,738

 

5,436

 

 

 

 

 

 

 

Loss from operations

 

(10,702

)

(4,402

)

 

 

 

 

 

 

Interest income

 

62

 

34

 

Interest expense

 

(5

)

(5

)

 

 

 

 

 

 

Net loss

 

$

(10,645

)

$

(4,373

)

 

 

 

 

 

 

Net loss per share - basic and diluted

 

$

(0.19

)

$

(0.08

)

 

 

 

 

 

 

Weighted average common shares outstanding - basic and diluted

 

56,718

 

51,930

 

 

EXACT SCIENCES CORPORATION

Selected Unaudited Financial Information

Condensed Consolidated Balance Sheet Data

(Amounts in thousands - unaudited)

 

 

 

March 31,

 

December 31,

 

 

 

2012

 

2011

 

Assets

 

 

 

 

 

Cash and cash equivalents

 

$

12,292

 

$

35,781

 

Marketable securities - short term

 

71,244

 

57,580

 

Prepaid expenses and other current assets

 

1,918

 

1,034

 

Property and equipment, net

 

2,551

 

2,558

 

Total assets

 

$

88,005

 

$

96,953

 

 

 

 

 

 

 

Liabilities and stockholders’ equity

 

 

 

 

 

Total current liabilities

 

$

7,692

 

$

7,977

 

Long term debt

 

1,000

 

1,000

 

Long term accrued interest

 

47

 

42

 

Deferred license fees, less current portion

 

3,403

 

4,439

 

Total stockholders’ equity

 

75,863

 

83,495

 

Total liabilities and stockholders’ equity

 

$

88,005

 

$

96,953