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) February 7, 2013
Immunomedics, Inc.
(Exact name of registrant as specified in its charter)
Delaware |
000-12104 |
61-1009366 |
(State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
300 American Road, Morris Plains, New Jersey |
07950 |
(Address of principal executive offices) | (Zip Code) |
Registrant's telephone number, including area code: (973) 605-8200
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: |
||
[ ] | 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 February 7, 2013, Immunomedics, Inc., a Delaware corporation (the "Company"), issued a press release to report the Company's financial results for the quarter ended December 31, 2012. The full text of the press release is attached to this current report on Form 8-K as Exhibit 99.1.*
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
* The information in this Form 8-K 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 a filing.
Exhibit No.
Description
99.1
Press Release of Immunomedics, Inc. dated February 7, 2013 reporting its financial results.
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.
Immunomedics, Inc.
(Registrant) |
||
February 7, 2013
(Date) |
/s/ CYNTHIA L. SULLIVAN
Cynthia L. Sullivan President and Chief Executive Officer |
EXHIBIT 99.1
MORRIS PLAINS, N.J., Feb. 7, 2013 (GLOBE NEWSWIRE) -- Immunomedics, Inc. (Nasdaq:IMMU), a biopharmaceutical company primarily focused on the development of monoclonal antibody-based products for the targeted treatment of cancer, autoimmune and other serious diseases, today reported financial results for the second quarter ended December 31, 2012. The Company also highlighted recent key developments and planned activities for its clinical pipeline.
Second Quarter Fiscal 2013 Results
Total revenues for the second quarter of fiscal year 2013, which ended December 31, 2012, were $0.8 million, as compared to total revenues of $29.7 million for the same quarter last fiscal year. The decrease of $28.9 million this quarter was primarily the result of $28.4 million of non-recurring license fee revenue from an amendment to the Licensing Agreement with UCB during the second quarter of fiscal year 2012. The amendment provided UCB the flexibility to sublicense epratuzumab, upon our consent, to a third party for non-cancer indications in certain territories.There was no licensing fee revenue recorded in this quarter.
A net loss attributable to our stockholders this quarter was $5.4 million, or $0.07 per basic share. This compares to net income attributable to our stockholders of $20.7 million, or $0.27 per basic share, for the same quarter in fiscal 2012. The $26.1 million decrease in net income this quarter resulted from the non-recurring license fee revenue from the UCB sublicensing amendment in 2011, which is partially offset by the $2.5 million of insurance proceeds from business interruption claims received during the fiscal 2013 quarter.
For the first half of fiscal year 2013, total revenues were $1.9 million and a net loss attributable to our stockholders was $12.8 million, or $0.17 per basic share. This compares to total revenues of $30.8 million and net income attributable to our stockholders of $15.6 million, or $0.21 per basic share, for the same period last fiscal year. The $28.9 million decrease in revenues this period, as well as the $28.4 million decrease in net income, was primarily due to the non-recurring license fee revenue from the UCB sublicensing amendment.
The Company has no long-term debt and as of December 31, 2012, the Company had $21.4 million in cash and cash equivalents. The Company believes it has sufficient funds to continue its operations and research and development programs for at least the next twelve months, after taking into consideration a reduction or delay of certain planned discretionary spending, if necessary.
"This quarter we were able to continue our planned clinical and R&D activities, including the Phase Ib trial of clivatuzumab, which is accruing pancreatic patients with two or more prior therapies ahead of schedule," commented Gerard G. Gorman, Senior Vice President Finance and Chief Financial Officer. "To support a future Phase III program of clivatuzumab in pancreatic cancer, we plan to continue reviewing sources of financing, which may include potential payments from partners, licensing arrangements or other financing alternatives, in addition to monitoring our operations closely," Mr. Gorman added.
The Company's key clinical developments and future planned activities:
Epratuzumab
Epratuzumab tetraxetan
Veltuzumab
Milatuzumab
hRS7-SN-38
Conference Call
The Company will host a conference call and live audio webcast on Friday, February 8, 2013 at 10:00 a.m. Eastern Time to discuss financial results for the second quarter of fiscal year 2013, and review key clinical developments and future planned activities. To access the conference call, please dial (877) 303-2523 or (253) 237-1755 using the Conference ID 90236313. The conference call will be webcast via the Investors page on the Company's website at www.immunomedics.com. Approximately two hours following the live event, a webcast replay of the conference call will be available on the Company's website for 30 days through March 10, 2013.
About Immunomedics
Immunomedics is a New Jersey-based biopharmaceutical company primarily focused on the development of monoclonal antibody-based products for the targeted treatment of cancer, autoimmune and other serious diseases. We have developed a number of advanced proprietary technologies that allow us to create humanized antibodies that can be used either alone in unlabeled or "naked" form, or conjugated with radioactive isotopes, chemotherapeutics, cytokines or toxins, in each case to create highly targeted agents. Using these technologies, we have built a pipeline of therapeutic product candidates that utilize several different mechanisms of action. We also have a majority ownership in IBC Pharmaceuticals, Inc., which is developing a novel DOCK-AND-LOCK™ (DNL™) method with us for making fusion proteins and multifunctional antibodies, and a new method of delivering imaging and therapeutic agents selectively to disease, especially different solid cancers (colorectal, lung, pancreas, etc.), by proprietary, antibody-based, pretargeting methods. We believe that our portfolio of intellectual property, which includes approximately 217 active patents in the United States and more than 400 foreign patents, protects our product candidates and technologies. For additional information on us, please visit our website at www.immunomedics.com. The information on our website does not, however, form a part of this press release.
This release, in addition to historical information, may contain forward-looking statements made pursuant to the Private Securities Litigation Reform Act of 1995. Such statements, including statements regarding clinical trials, out-licensing arrangements (including the timing and amount of contingent payments), forecasts of future operating results, potential collaborations, and capital raising activities, involve significant risks and uncertainties and actual results could differ materially from those expressed or implied herein. Factors that could cause such differences include, but are not limited to, risks associated with any cash payment that the Company might receive in connection with a sublicense involving a third party and UCB, which is not within the Company's control, new product development (including clinical trials outcome and regulatory requirements/actions), our dependence on our licensing partners for the further development of epratuzumab and veltuzumab for non-cancer indications, competitive risks to marketed products and availability of required financing and other sources of funds on acceptable terms, if at all, as well as the risks discussed in the Company's filings with the Securities and Exchange Commission. The Company is not under any obligation, and the Company expressly disclaims any obligation, to update or alter any forward-looking statements, whether as a result of new information, future events or otherwise.
IMMUNOMEDICS, INC. | ||
Condensed Consolidated Balance Sheets | ||
December 31, 2012 |
June 30, 2012 |
|
ASSETS | ||
Current Assets: | ||
Cash and cash equivalents | $ 21,399,843 | $ 32,838,096 |
Accounts receivable, net of allowance for doubtful accounts | 547,105 | 659,958 |
Inventory | 921,002 | 415,876 |
Other receivables | 383,158 | 389,002 |
Prepaid expenses | 933,535 | 582,601 |
Other current assets | 16,390 | 593,900 |
24,201,033 | 35,479,433 | |
Property and equipment, net | 2,243,553 | 2,527,500 |
Value of life insurance policies | 606,888 | 598,288 |
Other long-term assets | 30,000 | 30,000 |
$ 27,081,474 | $ 38,635,221 | |
LIABILITIES AND STOCKHOLDERS' EQUITY | ||
Accounts payable and accrued expenses | $ 5,661,402 | $ 5,594,800 |
Other long-term liabilities | 1,350,970 | 1,301,212 |
Stockholders' equity | 20,069,102 | 31,739,209 |
$ 27,081,474 | $ 38,635,221 |
Condensed Consolidated Statements of Operations | ||||
Three Months Ended December 31, |
Six Months Ended December 31, |
|||
2012 | 2011 | 2012 | 2011 | |
Revenues: | ||||
License fee and other revenues | $ -- | $ 28,418,000 | $ -- | $ 28,418,000 |
Product sales | 733,993 | 1,064,426 | 1,467,180 | 1,924,293 |
Research & development | 78,158 | 173,004 | 396,389 | 457,791 |
Total Revenues | 812,151 | 29,655,430 | 1,863,569 | 30,800,084 |
Costs and Expenses | 8,643,312 | 8,479,914 | 17,251,942 | 14,767,440 |
Operating (Loss) Income | (7,831,161) | 21,175,516 | (15,388,373) | 16,032,644 |
Interest and Other Income | 2,435,575 | (85,836) | 2,604,459 | (55,881) |
(Loss) Income before Income Tax Expense | (5,395,586) | 21,089,680 | (12,783,914) | 15,976,763 |
Income Tax Expense | (19,706) | (422,750) | (39,375) | (436,714) |
Net (Loss) Income | (5,415,292) | 20,666,930 | (12,823,289) | 15,540,049 |
Less Net Loss attributable on noncontrolling interest | (23,330) | (26,597) | (49,262) | (52,711) |
Net (Loss) Income attributable to Immunomedics, Inc. stockholders | $ (5,391,962) | $ 20,693,527 | $ (12,774,027) | $ 15,592,760 |
Net (Loss) Income per Common Share attributable to Immunomedics, Inc. stockholders: | ||||
Basic | $ (0.07) | $ 0.27 | $ (0.17) | $ 0.21 |
Diluted | $ (0.07) | $ 0.27 | $ (0.17) | $ 0.20 |
Weighted average number of common shares outstanding: | ||||
Basic | 75,671,088 | 75,458,494 | 75,640,663 | 75,466,812 |
Diluted | 75,671,088 | 75,964,317 | 75,640,663 | 76,091,065 |
CONTACT: For More Information: Dr. Chau Cheng Senior Director, Investor Relations & Grant Management (973) 605-8200, extension 123 ccheng@immunomedics.com