-----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, FYUA8N605J668uaQzB98lKTA8PeciIX/6x/R4gCLcsFV673n6NovLCZP1SMcCfkP qUmHlFQ35N523twa/UMo0g== 0001104659-07-078578.txt : 20071101 0001104659-07-078578.hdr.sgml : 20071101 20071031185659 ACCESSION NUMBER: 0001104659-07-078578 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20071031 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071101 DATE AS OF CHANGE: 20071031 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BIOJECT MEDICAL TECHNOLOGIES INC CENTRAL INDEX KEY: 0000810084 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 931099680 STATE OF INCORPORATION: OR FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-15360 FILM NUMBER: 071204086 BUSINESS ADDRESS: STREET 1: 20245 SW 95TH AVENUE CITY: TUALATIN STATE: OR ZIP: 97062 BUSINESS PHONE: 5036928001 MAIL ADDRESS: STREET 1: 20245 SW 95TH AVENUE CITY: TUALATIN STATE: OR ZIP: 97062 FORMER COMPANY: FORMER CONFORMED NAME: BIOJECT MEDICAL SYSTEMS LTD DATE OF NAME CHANGE: 19920703 8-K 1 a07-28026_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): October 31, 2007

 

BIOJECT MEDICAL TECHNOLOGIES INC.

(Exact name of registrant as specified in its charter)

 

Commission File Number: 0-15360

 

Oregon

 

93-1099680

(State or other jurisdiction of incorporation
or organization)

 

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

 

 

 

20245 SW 95th Avenue
Tualatin, Oregon

 

97062

(Address of principal executive offices)

 

(Zip Code)

 

 

 

Registrant’s telephone number, including area code: (503) 692-8001

 

 

 

Former name or former address if changed since last report:

No Change

 

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))

 

 



 

BIOJECT MEDICAL TECHNOLOGIES INC.

FORM 8-K

INDEX

 

Item

 

Description

 

 

 

 

 

 

 

Item 2.02

 

Results of Operations and Financial Condition

 

 

 

 

 

 

 

Item 9.01

 

Financial Statements and Exhibits

 

 

 

 

 

 

 

Signatures

 

 

 

1



 

Item 2.02  Results of Operations and Financial Condition

 

On October 31, 2007, Bioject Medical Technologies Inc. (“Bioject”) issued a press release announcing a net loss allocable to common shareholders of $0.7 million, or $0.05 per share, on revenues of $1.8 million for its third quarter ended September 30, 2007. Bioject also announced a net loss allocable to common shareholders of $4.0 million, or $0.27 per share, on revenues of $6.7 million for the nine-month period ended September 30, 2007. A copy of the press release is attached as Exhibit 99.1.

 

Item 9.01  Financial Statements and Exhibits

 

(d) Exhibits

 

The following exhibit is furnished herewith and this list is intended to constitute the exhibit index:

 

99.1

 

Press release dated October 31, 2007 announcing Bioject Medical Technologies Inc.’s results for its third quarter ended September 30, 2007.

 

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.

 

 

Date: October 31, 2007

BIOJECT MEDICAL TECHNOLOGIES INC.

 

(Registrant)

 

 

 

 

 

/s/ CHRISTINE M. FARRELL

 

 

Christine M. Farrell

 

Vice President of Finance

 

(Principal Financial and Accounting Officer)

 

3


EX-99.1 2 a07-28026_1ex99d1.htm PRESS RELEASE

EXHIBIT 99.1

 

For Further Information Contact:
Bioject Medical Technologies Inc.

 

Ralph Makar
President and CEO
503-692-8001 ext. 4137

Chris Farrell
Vice President of Finance
503-692-8001 ext. 4132

 

BIOJECT REPORTS THIRD-QUARTER 2007 RESULTS

Operating Expense Declines 33% from Prior Year

 

PORTLAND, OR, October 31, 2007 Bioject Medical Technologies Inc. (Nasdaq: BJCT), a leading developer of needle-free injection therapy (NFIT) systems, today announced financial results for the third quarter of 2007.

 

For the third quarter of 2007, Bioject reported revenues of $1.8 million, compared to $3.0 million reported in the comparable year ago quarter. Third-quarter product sales were $1.7 million compared to $2.5 million in the third quarter of the prior year.  The reduction in sales in the third quarter was largely due to a decrease in sales and licensing fees related to the timing of signing additional development deals.  Operating expenses for the quarter were $2.7 million compared to $4.0 million in the comparable 2006 third quarter, a 33% decrease from the year ago period.  The Company reported a third quarter operating loss of $890,000 compared to an operating loss of $1.0 million in the prior year period, despite having revenues $1.2 million lower than in the prior period.  The Company reported a third quarter net loss allocable to common shareholders of $725,000, compared to net loss allocable to common shareholders of $557,000 in the comparable year ago quarter.  At September 30, 2007, the Company reported cash, cash equivalents and marketable securities of $2.1 million.

 

Basic and diluted net loss per common share for the third quarter of 2007 were $0.05 per share on 15.1 million weighted average shares outstanding, compared to a net loss of $0.04 per share on 14.3 million weighted average shares outstanding for the same period last year.

 

For the nine months ended September 30, 2007, Bioject reported a net loss allocable to common shareholders of $4.0 million on revenues of $6.7 million.  This compares to a net loss allocable to common shareholders of $6.2 million on revenues of $7.5 million for the same period last year.

 

Basic and diluted net loss per share for the nine months ended September 30, 2007 were $0.27 per share on 15.0 million weighted average shares outstanding compared to a net loss of $0.43 per share on 14.2 million weighted average shares outstanding for the comparable period last year.

 

“We are pleased that our operating expenses have declined for the third quarter and year-to-date 2007 as compared to 2006.  For the quarter, operating expenses declined by $1.3 million, or 33%, as compared to the same quarter last year.  Year-to-date, our operating expenses declined 26% over the prior year,” said Ralph Makar, Bioject’s President and CEO. “We continue to focus on expanding agreements with our current partners and moving our existing projects forward to key milestones.  We are in the latter stages of on-going discussions with PATH, our undisclosed

 

1



 

European Biotech partner and others, and we remain confident that these programs will come to closure in the best interest of our shareholders.  Due to the timing of closure with existing and new opportunities, we are also pursuing alternative sources of funding.”

 

“We are excited about our new supply agreement with Merck Serono for the delivery of the cool.click® and Serojet® spring-powered device for use with Merck Serono’s recombinant human growth hormone,” said Mr. Makar.   “In addition, over the last 30 days, we have been in active discussions with respect to potential new business opportunities with past partners, and have also initiated dialogue with a number of potential new partners.  The entire team at Bioject is energized and excited to take Bioject to the next level, as the Company has a great platform that has not been fully leveraged.”

 

The Company will conduct a conference call to discuss third-quarter results on Thursday, November 1, 2007 at 10:00 a.m. Eastern Daylight Time.  The conference call information can be accessed through the Bioject website at www.bioject.com.

 

Bioject Medical Technologies Inc., based in Portland, Oregon, is an innovative developer and manufacturer of needle-free injection therapy systems (NFITS).  NFITS provide an empowering technology and works by forcing medication at high speed through a tiny orifice held against the skin.  This creates a fine stream of high-pressure fluid penetrating the skin and depositing medication in the tissue beneath.  The Company is focused on developing mutually beneficial agreements with leading pharmaceutical, biotechnology, and veterinary companies.

 

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding possible future agreements with potential partners including Path and the Company’s undisclosed European Biotech partner and securing additional financing. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the Company, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such risks, uncertainties and other factors include, without limitation, the risk that the Company’s products including cool.click®,  SeroJet®,  Vetjet® and Vial Adapter, will not be accepted by the market, the risk that the Company will be unable to successfully develop and negotiate new strategic relationships or maintain existing relationships, uncertainties related to the time required for the Company to complete research and development, obtain necessary clinical data and government clearances, the risk that it may not be able to secure financing on acceptable terms if at all. Readers of this press release are referred to the Company’s filings with the Securities and Exchange Commission, including the Company’s reports on Form 10-K and Forms 10-Q for further discussions of factors that could affect the Company’s business and its future results. Forward-looking statements are based on the estimates and opinions of management on the date the statements are made. The Company assumes no obligation to update forward-looking statements if conditions or management’s estimates or opinions should change.

 

For more information on Bioject, visit www.bioject.com.

 

[Tables follow]

 

2



 

Bioject Medical Technologies Inc.

Condensed Consolidated Statements of Operations (Unaudited)

(In thousands, except share and per share data)

 

 

 

Three Months
Ended September 30,

 

Nine Months Ended
September 30,

 

 

 

2007

 

2006

 

2007

 

2006

 

Revenue:

 

 

 

 

 

 

 

 

 

Net sales of products

 

$

1,714

 

$

2,491

 

$

5,301

 

$

5,871

 

License and technology fees

 

83

 

513

 

1,377

 

1,586

 

 

 

1,797

 

3,004

 

6,678

 

7,457

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Manufacturing

 

1,556

 

2,150

 

4,787

 

6,090

 

Research and development

 

678

 

1,053

 

2,430

 

3,430

 

Selling, general and administrative

 

453

 

821

 

2,384

 

3,458

 

Total operating expenses

 

2,687

 

4,024

 

9,601

 

12,978

 

Operating loss

 

(890

)

(1,020

)

(2,923

)

(5,521

)

 

 

 

 

 

 

 

 

 

 

Interest income

 

28

 

41

 

93

 

119

 

Interest expense

 

(175

)

(213

)

(472

)

(1,691

)

Change in fair value of derivative liabilities

 

414

 

729

 

(414

)

1,163

 

Loss from operations before preferred stock dividend and beneficial conversion

 

(623

)

(463

)

(3,716

)

(5,930

)

Preferred stock dividend

 

(102

)

(94

)

(292

)

(132

)

Beneficial conversion on issuance of preferred stock

 

 

 

 

(109

)

Net loss allocable to common shareholders

 

$

(725

)

$

(557

)

$

(4,008

)

$

(6,171

)

Basic and diluted net loss per common share

 

$

(0.05

)

$

(0.04

)

$

(0.27

)

$

(0.43

)

Shares used in per share calculations

 

15,149,821

 

14,341,359

 

14,962,750

 

14,215,967

 

 

3



 

Bioject Medical Technologies Inc.

Condensed Consolidated Balance Sheet Data  (Unaudited)

(In thousands)

 

 

 

September 30,

 

December 31,

 

 

 

2007

 

2006

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

611

 

$

1,978

 

Marketable securities

 

1,450

 

1,675

 

Accounts receivable

 

859

 

1,324

 

Inventories

 

636

 

1,058

 

Other

 

179

 

320

 

 

 

3,735

 

6,355

 

 

 

 

 

 

 

Property and equipment, net

 

2,430

 

2,984

 

Goodwill

 

94

 

94

 

Other assets, net

 

1,278

 

1,191

 

 

 

 

 

 

 

Total assets

 

$

7,537

 

$

10,624

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Short-term notes payable

 

$

1,535

 

$

839

 

Current portion of long-term debt

 

250

 

333

 

Accounts payable and accrued liabilities

 

1,508

 

1,844

 

Derivative liabilities

 

1,196

 

782

 

Deferred revenue

 

304

 

1,167

 

 

 

4,793

 

4,965

 

Long term liabilities:

 

 

 

 

 

Long-term debt

 

 

167

 

Deferred revenue

 

5

 

52

 

Other long-term liabilities

 

324

 

358

 

 

 

 

 

 

 

Shareholders’ equity:

 

 

 

 

 

Preferred stock

 

7,094

 

6,801

 

Common stock

 

112,701

 

111,653

 

Accumulated deficit

 

(117,380

)

(113,372

)

 

 

2,415

 

5,082

 

 

 

 

 

 

 

Total liabilities and shareholders’ equity

 

$

7,537

 

$

10,624

 

 

 

####

 

4


 

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