-----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, TMxD4ix7LF4kzPf8scuBoEvnMs6C2NkmRkRTBcebLwHS3IGp2+aVyclHPMWgLHEO H/HEPHflgZ637JlyrNKITg== 0000950148-04-000930.txt : 20040514 0000950148-04-000930.hdr.sgml : 20040514 20040514085624 ACCESSION NUMBER: 0000950148-04-000930 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040514 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040514 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CYTRX CORP CENTRAL INDEX KEY: 0000799698 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 581642750 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-15327 FILM NUMBER: 04804612 BUSINESS ADDRESS: STREET 1: 11726 SAN VICENTE BOULEVARD STREET 2: SUITE 650 CITY: LOS ANGELES STATE: CA ZIP: 90049 BUSINESS PHONE: 310-826-5648 MAIL ADDRESS: STREET 1: 11726 SAN VICENTE BOULEVARD STREET 2: SUITE 650 CITY: LOS ANGELES STATE: CA ZIP: 90049 8-K 1 v97722kke8vk.txt FORM 8-K 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 14, 2004 CYTRX CORPORATION (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) DELAWARE (STATE OR OTHER JURISDICTION OF INCORPORATION) 000-15327 58-1642740 (COMMISSION FILE NUMBER) (I.R.S. EMPLOYER IDENTIFICATION NO.) 11726 SAN VICENTE BLVD., SUITE 650, LOS ANGELES, CA 90049 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE) (310) 826-5648 REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) Exhibits 99.1 Press Release dated May 14, 2004. ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION CytRx Corporation on May 14,2004 issued a press release regarding its financial results for the fiscal year ended December 31, 2003. A copy of the press release is attached as Exhibit 99.1. The information in this report and the exhibit attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall they be deemed incorporated by reference in any filing with the Securities and Exchange Commission under the Securities Exchange Act of 1934 or the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing. 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. CYTRX CORPORATION By: /s/ Steven A. Kriegsman ----------------------------- Steven A. Kriegsman Chief Executive Officer Dated: May 14, 2004 INDEX TO EXHIBITS
Exhibit Number Description - ------- ----------- 99.1 Press Release dated May 14, 2004
EX-99.1 2 v97722kkexv99w1.txt EXHIBIT 99.1 [CYTRX LOGO] FOR ADDITIONAL INFORMATION: CytRx Corporation: Carolyn French Director of Communications 310/826-5648 cfrench@cytrx.com Investor Relations Group: Lisa Lindberg/John Nesbett 212/825-3210 CYTRX REPORTS FOURTH QUARTER AND FISCAL 2003 RESULTS LOS ANGELES, CA - MAY 14, 2004 - CytRx Corporation (Nasdaq: CYTRE) today announced the results of its operations for the fourth quarter and fiscal year ended December 31, 2003. The company has also now filed its Annual Report on Form 10-K for 2003 with the SEC. The company reported a net loss of $3.1 million, or $0.09 per share, for the quarter ended December 31, 2003 compared to $2.5 million, or $0.12 per share, for the same period in 2002. Net loss for the year ended December 31, 2003 was $17.8 million, or $0.65 per share, compared to $6.2 million, or $0.39 per share for the same period last year. Research and development costs were $4.4 million for the year ending December 31, 2003, compared to $0.8 million for 2002. Cash and cash equivalents and short-term investments at December, 2003 were $11.6 million compared to $1.8 million at the end of 2002. The majority of CytRx's expenses resulted from a strategic decision by the company to focus the company's resources on the development of proprietary RNAi technology for ALS, type 2 diabetes and obesity. In addition, and as previously reported by the company, the company wrote-off its investment in Blizzard Genomics and another development-stage genomics company. This non-cash write off of $5.87 million was taken in the third quarter of 2003, and the company has now filed an amended Form 10-Q to reflect the write-off being made in that quarter. Commented Steven A. Kriegsman, President and CEO of CytRx, "2003 was an absolutely pivotal year for the company that transformed CytRx into a leader in the RNAi field. We licensed RNAi technology that we feel has the potential to revolutionize the way ALS, type 2 diabetes and obesity may be treated. During the year we funded world-class facilities and scientific talent to support this initiative." Mr. Kriegsman continued, "Thanks to two private placements, CytRx had a cash position of approximately $12 million at the end of 2003, which gives us the resources to start funding our pre-clinical development for our ALS, obesity and type 2 diabetes programs. We further enhanced our capital structure by electing not to invest further monies in two genomics companies that we felt did not fit with our new corporate strategy." Highlights for 2003 include: - The company licensed RNAi technology from UMMS for the development of lead drug compounds for use in the treatment of obesity and type 2 diabetes. The research sponsored by CytRx is being led by Michael Czech, Ph.D., an internationally renowned authority in the field of obesity and type 2 diabetes and a founder of the company's CytRx Laboratories, Inc. (formerly known as Araios, Inc.) subsidiary. - The company established an exclusive, worldwide, royalty-bearing license agreement with UMMS to use UMMS' RNAi technology to develop a treatment for a form of ALS. - The company licensed from UMMS the exclusive worldwide commercial rights to a novel DNA-based HIV vaccine technology. Enrollment of volunteers for a Phase I study of an HIV vaccine that incorporates the company's technology commenced in April 2004, and the company will acquire this vaccine after completion of the Phase I trial. - The Company established a subsidiary, CytRx Laboratories, to develop orally active small molecule-based drugs to prevent, treat and cure obesity and type 2 diabetes. Mark A. Tepper, Ph.D., President of CytRx Laboratories, leads a team of world renowned scientific advisors who are working with this subsidiary. - CytRx and Massachusetts General Hospital jointly initiated a research program for the use of RNAi in the development of an effective treatment for certain cases of ALS. The research program is led by Robert H. Brown, Jr., M.D., Ph.D., Director of the Cecil B. Day Laboratory for Neuromuscular Research at Massachusetts General Hospital. - CytRx entered into an agreement to outlicense its co-polymer technologies, including FLOCOR, Opti-Vax and related anti-infective products, on an exclusive basis to SynthRx, Inc, a Houston-based biopharmaceutical company. - During 2003, the company raised approximately $14 million from private placements. ABOUT CYTRX CORPORATION CytRx Corporation is a biopharmaceutical research and development company, based in Los Angeles with a subsidiary in Worcester, Massachusetts. The company is engaged in the development of products, primarily in the area of ribonucleic acid interference (RNAi), for the human health care market, in a variety of therapeutic categories. The company has a broad-based strategic alliance with the University of Massachusetts Medical School to develop novel compounds for obesity, type 2 diabetes, CMV and ALS using RNAi technology. CytRx also licensed from UMMS the rights to a DNA-based HIV vaccine technology. The company also has a research program with Massachusetts General Hospital, Harvard University's teaching hospital, to use RNAi technology to develop a drug for the prevention, treatment or cure of ALS. The company has licensed its TranzFect delivery technology for DNA-based vaccines for certain diseases. For more information, visit CytRx's website at www.cytrx.com. This press release may contain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, that involve risks and uncertainties that could cause actual events or results to differ materially from the events or results described in the forward-looking statements, including risks or uncertainties related to the early stage of CytRx's diabetes, obesity, CMV and ALS research, the need for future clinical testing of any RNAi-based products that may be developed by CytRx, the significant time and expense that will be incurred in developing any of the potential commercial applications for CytRx's RNAi technology, CytRx's potential need for additional capital, risks relating to the enforceability of any patents covering CytRx's products and to the possible infringement of third party patents by those products, the impact of third party reimbursement policies on the use of and pricing for CytRx's products, and the potential impact of pending or future legal proceedings. Additional uncertainties and risks are described in CytRx's most recently filed SEC documents, such as its most recent annual report on Form 10-K. All forward-looking statements are based upon information available to CytRx on the date the statements are first published. CytRx undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. # # # CYTRX CORPORATION CONDENSED CONSOLIDATED FINANCIAL SUMMARY STATEMENTS OF OPERATIONS
THREE MONTHS ENDED YEAR ENDED DECEMBER 31, DECEMBER 31, 2003 2002 2003 2002 ------------ ------------ ------------ ------------ (Unaudited) (Unaudited) INCOME: Service revenues $ -- $ -- $ -- $ 22,453 License fees 90,000 50,000 94,000 1,051,000 Grant revenue -- -- -- 46,144 ------------ ------------ ------------ ------------ 90,000 50,000 94,000 1,119,597 ------------ ------------ ------------ ------------ EXPENSES: Cost of service revenues -- -- -- 11,287 Research & development (includes non-cash stock compensation of $2,902,484 in 2003) 655,632 268,845 4,387,599 767,102 Common stock, stock options and warrants issued for selling, general and administrative 1,326,404 -- 3,148,047 229,550 Selling, general and administrative 1,266,492 374,962 3,840,620 1,703,402 Depreciation and amortization 1,855 189,980 2,130 793,563 Severance and other contractual payments to officers -- -- -- 1,822,454 Asset impairment charge -- 920,939 -- 920,939 Loss on facility abandonment -- 477,686 -- 477,686 ------------ ------------ ------------ ------------ 3,250,383 2,232,412 11,378,396 6,725,983 ------------ ------------ ------------ ------------ Loss before other income (3,160,383) (2,182,412) (11,284,396) (5,606,386) OTHER INCOME- Interest income 34,772 12,671 82,064 95,508 ------------ ------------ ------------ ------------ (3,125,611) (2,169,741) (11,202,332) (5,510,878) Equity in losses from minority-owned entity -- (349,009) (6,662,031) (664,758) Minority interest in losses of subsidiary 17,945 -- 19,763 -- ------------ ------------ ------------ ------------ Net loss $ (3,107,666) $ (2,518,750) $(17,844,600) $ (6,175,636) ============ ============ ============ ============ Basic and diluted loss per common share (0.09) (0.12) (0.65) (0.39) ============ ============ ============ ============ Basic and diluted weighted average shares outstanding 33,688,570 21,510,111 27,324,794 16,004,155 ============ ============ ============ ============
CYTRX CORPORATION CONDENSED CONSOLIDATED FINANCIAL SUMMARY BALANCE SHEET HIGHLIGHTS (IN THOUSANDS)
DECEMBER 31, DECEMBER 31, 2003 2002 ------------ ------------ Cash and short-term investments $11,644 $ 1,789 Total assets $12,324 $ 9,284 Total liabilities $ 1,801 $ 1,324 Common shares outstanding 34,392 22,144
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