-----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, P/FbOzePLoIAR6ae1mk6KxITQXRUUb8FdfVMvUxb9CEzdjD4coqO4EfQvj83yWAI g+QIOwDo8uZD2+KbGsurGA== 0001047469-98-032793.txt : 19980827 0001047469-98-032793.hdr.sgml : 19980827 ACCESSION NUMBER: 0001047469-98-032793 CONFORMED SUBMISSION TYPE: 10-Q/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980630 FILED AS OF DATE: 19980826 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: CORVAS INTERNATIONAL INC CENTRAL INDEX KEY: 0000882100 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 330238812 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q/A SEC ACT: SEC FILE NUMBER: 000-19732 FILM NUMBER: 98698097 BUSINESS ADDRESS: STREET 1: 3030 SCIENCE PARK RD CITY: SAN DIEGO STATE: CA ZIP: 92121 BUSINESS PHONE: 6194559800 MAIL ADDRESS: STREET 2: 3030 SCIENCE PARK ROAD CITY: SAN DIEGO STATE: CA ZIP: 92121 10-Q/A 1 10Q/A FORM 1O-Q/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 1998 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to ------ ------ Commission file number 0-19732 ------- CORVAS INTERNATIONAL, INC. (Exact name of Registrant as specified in its charter) DELAWARE 33-0238812 (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification No.) 3030 SCIENCE PARK ROAD SAN DIEGO, CALIFORNIA 92121 (Address of principal executive offices and zip code) (619) 455-9800 (Registrant's telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act: Common Stock, $0.001 par value (Title of class) Indicate by check mark whether the Registrant (l) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ----- ----- At July 31, 1998, there were 15,085,575 shares of Common Stock, $0.001 par value, of the Registrant issued and outstanding. Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS As the Company announced on August 14, 1998, in the press release attached hereto as Exhibit 99.1, Schering Corporation ("Schering-Plough") and the Company have agreed to terminate their oral thrombin inhibitor collaboration. As a result, the Company's potential future milestone payments and research and development funding under its existing collaborations will be reduced. Accordingly, the Company hereby amends its "Liquidity and Capital Resources" subsection of its Management's Discussion and Analysis of Financial Condition and Results of Operations, as follows: "If all the milestones on all of the Company's existing collaborations are met, Corvas could receive a maximum of $69,931,000 in future milestone payments and research and development funding over the next several years." Item 6. EXHIBITS AND REPORTS ON FORM 8-K a. Exhibits EXHIBIT NUMBER DESCRIPTION 99.1 Press Release dated August 14, 1998 related to the termination of the oral thrombin inhibitor collaboration with Schering-Plough. 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 thereunto duly authorized. CORVAS INTERNATIONAL, INC. Date: August 25, 1998 By: /s/ RANDALL E. WOODS --------------------------------- Randall E. Woods President and Chief Executive Officer Date: August 25, 1998 By: /s/ CAROLYN M. FELZER --------------------------------- Carolyn M. Felzer Senior Director of Finance Principal Financial Officer EX-99.1 2 EXHIBIT 99.1 EXHIBIT 99.1 Contact: Gwenetta B. Como Director, Investor Relations and Corporate Communications 619/455-9800 x1184 gwen_como@corvas.com CORVAS ANNOUNCES TERMINATION OF ORAL THROMBIN PROGRAM WITH SCHERING-PLOUGH CORVAS AND SCHERING-PLOUGH'S TWO OTHER PROGRAMS, ORAL FACTOR XA INHIBITORS AND HEPATITIS C INHIBITORS, REMAIN ON TRACK SAN DIEGO, CA, August 14, 1998 - Corvas International Inc. (Nasdaq: CVAS) today announced that after reviewing the results from a Phase I clinical trial, Corvas and Schering-Plough Corporation (NYSE: SGP) have agreed to terminate their oral thrombin inhibitors research and development collaboration. Corvas and Schering-Plough have two additional programs in place, Factor Xa inhibitors and Hepatitis C inhibitors, that are not affected by this decision. Commenting on the news, Randall E. Woods, President and Chief Executive Officer of Corvas, said, "The oral thrombin inhibitor was just one of several Corvas drugs currently in clinical trials. While today's news is disappointing, Corvas is pleased to continue our strong relationship with Schering-Plough with two other programs and we remain excited about our other drugs in the clinic including our proprietary anti-coagulant NAPc2 scheduled to enter Phase II later this year and NIF (neutrophil inhibitory factor) being developed by Pfizer Inc. for ischemic stroke." George P. Vlasuk, Ph.D., Executive Vice-President of Research and Development at Corvas stated, "Corvas remains committed to the full complement of programs that constitute a broad-based R & D pipeline, including Factor Xa and Hepatitis C inhibitors, novel vascular targeting strategies and several other research programs focusing on protease inhibition." To date, Corvas has received $17 million in equity and milestone payments from Schering-Plough and funding for the thrombin program through completion of the R & D phase. Beginning in 1997, Schering-Plough assumed full financial and developmental responsibility for the pre-clinical and clinical phases of the program. Corvas continues to receive R & D funding from Schering-Plough for the Factor Xa and Hepatitis C collaborations. Corvas International, Inc. is a biopharmaceutical company engaged in the design and development of a new generation of therapeutic agents in the fields of blood clot formation (thrombosis), inflammation, cancer and other diseases. Corvas has a strategic alliance with Pfizer Inc. to develop neutrophil inhibitory factor (NIF) as a possible stroke therapy, and alliances with Schering-Plough to develop an orally available Factor Xa inhibitor and an inhibitor of a key protease associated with hepatitis C virus replication. Corvas also holds an option to acquire Vascular Genomics, Inc. allowing it to apply proteomics-and genomics-based technology to the human vasculature. This press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Actual results could vary materially from those described in this press release as a result of a number of factors. Meaningful factors that may affect these expected results include the possibility that collaboration agreements may not be renewed or be terminated with or without any product success, as well as risk factors listed from time to time in the Company's SEC filings, including, but not limited to, its 1997 Annual Report on Form 10-K and subsequent 10-Qs. # # # -----END PRIVACY-ENHANCED MESSAGE-----