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) August 10, 2012
Repros Therapeutics Inc.
(Exact name of registrant as specified in its charter)
Delaware |
001-15281 |
76-0233274 |
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
2408 Timberloch Place, Suite B-7 The Woodlands, Texas |
77380 |
| (Address of principal executive offices) | (Zip Code) |
Registrant's telephone number, including area code: (281) 719-3400
________________________________________________________________________________
(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 August 10, 2012 the Registrant issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
Exhibit 99.1. Press release dated August 10, 2012
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.
| Repros Therapeutics Inc.
(Registrant) |
||
| August 10, 2012
(Date) |
/s/ KATHI ANDERSON
Kathi Anderson CFO |
| Exhibit Index | ||
| 99.1 | Press release dated August 10, 2012 | |
EXHIBIT 99.1
THE WOODLANDS, Texas, Aug. 10, 2012 (GLOBE NEWSWIRE) -- Repros Therapeutics Inc.® (Nasdaq:RPRX) today announced financial results for the second quarter ended June 30, 2012.
Liquidity and Capital Resources
The Company had cash and cash equivalents of approximately $9.9 million as of June 30, 2012 as compared to $4.6 million as of December 31, 2011. On February 1, 2012, we completed a registered direct offering to certain institutional investors, including certain existing shareholders, of 2,463,537 shares of our common stock at a price per share of $4.50. Net proceeds to us, after deducting placement agent's fees and offering expenses, were approximately $10.3 million. Net cash of approximately $4.6 million was used in operating activities during the six month period ended June 30, 2012 as compared to $4.1 million for the same period in the prior year. The major use of cash during the six month period ended June 30, 2012 was to fund the Company's clinical development programs and associated administrative costs. Cash used in investing activities during the six month period ended June 30, 2012 was approximately $384,000 primarily for capitalized patent and patent application costs for Androxal® and Proellex®.
Financial Results
Net loss for the three month period ended June 30, 2012, was ($3.1) million or ($0.21) per share as compared to a net loss of ($3.7) million or ($0.30) per share for the same period in 2011. The net loss for the six month period ended June 30, 2012, was ($5.5) million or ($0.38) per share as compared to a net loss of ($5.8) million or ($0.50) per share for the same period in 2011. The decrease in loss for both the three and six month periods ended June 30, 2012 as compared to the same period in 2011 was primarily due to a decrease in non-cash stock based compensation and expenses related to the clinical development of Androxal®, partially offset by increased expenses related to the clinical development of Proellex® and an increase in salary expense due to increased headcount.
Research and development ("R&D") expenses decreased 4% or approximately $89,000 to $2.2 million for the three month period ended June 30, 2012 as compared to $2.3 million for the same period in the prior year and decreased 3% or approximately $103,000 to $3.6 million for the six month period ended June 30, 2012 as compared to $3.7 million for the same period in the prior year. The decrease in R&D expenses for the three and six month periods ended June 30, 2012 as compared to the same periods in the prior year is primarily due to the decreased clinical development expenses related to Androxal® due to the completion of the Phase 2B study in men with secondary hypogonadism, partially offset by an increase in clinical development expenses related to Proellex® due to the commencement of the Phase 2 vaginal administration study for uterine fibroids. Payroll and benefits expenses increased for the three and six month periods ended June 30, 2012 as compared to the same periods in the prior year by $209,000 and $458,000, respectively, due to increased headcount. Additionally, operating and occupancy expenses decreased for the three month period ended June 30, 2012 by $132,000 as compared to the same period in the prior year due to a decrease in costs associated with our patent portfolio and remained constant for the six month periods ended June 30, 2012 and 2011.
General and administrative ("G&A") expenses decreased 35% or approximately $496,000 to $922,000 for the three month period ended June 30, 2012 as compared to $1.4 million for the same period in the prior year and decreased 8% or approximately $157,000 to $1.9 million for the six month period ended June 30, 2012 as compared to $2.1 million for the same period in the prior year. The decrease in G&A expenses for the three and six month periods ended June 30, 2012 as compared to the same periods in the prior year is primarily due to a decrease in non-cash stock based compensation in the amount of $675,000 and $405,000, respectively. This decrease is associated with 210,000 stock option awards issued under the 2011 Equity Incentive Plan, approved by the shareholders of the Company on June 1, 2011, which vested immediately upon approval, resulting in a non-cash charge of $759,000 in June 2011. Additionally, salaries increased for the three and six month periods ended June 30, 2012 by $70,000 and $160,000, respectively, as compared to the same periods in the prior year due to an increase in headcount and the discontinuation of the salary reduction program put in place in August 2009. G&A operating and occupancy expenses, which include expenses to operate as a public company, increased for the three and six month periods ended June 30, 2012 by approximately $107,000 and $63,000, respectively, as compared to the same periods in the prior year. The increase for the three month period ended June 30, 2012 as compared to the same period in the prior year is primarily due to an increase in professional services. The increase for the six month period ended June 30, 2012 as compared to the same period in the prior year is primarily due to an increase in professional services and travel expenses.
Total revenues and other income decreased to zero for the three month period ended June 30, 2012 as compared to $1,000 for the same period in the prior year. Total revenue and other income was $1,000 for both six month periods ended June 30, 2012 and 2011. The decrease for the three month period ended June 30, 2012 was primarily due to a decrease of $1,000 in interest income.
As of June 30, 2012, we had 14,833,989 shares of common stock outstanding.
About Repros Therapeutics Inc.®
Repros Therapeutics focuses on the development of small molecule drugs for major unmet medical needs that treat male and female reproductive disorders.
The Repros Therapeutics Inc. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=7738
Any statements made by the Company that are not historical facts contained in this release are forward-looking statements that involve risks and uncertainties, including the ability to raise additional needed capital on a timely basis in order for it to continue to fund development of its Androxal® and Proellex® programs, have success in the clinical development of its technologies, the reliability of interim results to predict final study outcomes, and such other risks which are identified in the Company's most recent Annual Report on Form 10-K and in any subsequent quarterly reports on Form 10-Q. These documents are available on request from Repros Therapeutics or at www.sec.gov. Repros disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
For more information, please visit the Company's website at http://www.reprosrx.com.
| REPROS THERAPEUTICS INC. AND SUBSIDIARY | ||||
| (A DEVELOPMENT STAGE COMPANY) | ||||
| CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS | ||||
| (unaudited and in thousands except per share amounts) | ||||
|
Three Months Ended June 30, |
Six Months Ended June 30, |
|||
| 2012 | 2011 | 2012 | 2011 | |
| Revenues and other income | ||||
| Interest income | $ -- | $ 1 | $ 1 | $ 1 |
| Total revenues and other income | -- | 1 | 1 | 1 |
| Expenses | ||||
| Research and development | 2,178 | 2,267 | 3,644 | 3,747 |
| General and administrative | 922 | 1,418 | 1,896 | 2,053 |
| Total expenses | 3,100 | 3,685 | 5,540 | 5,800 |
| Net loss | $ (3,100) | $ (3,684) | $ (5,539) | $ (5,799) |
| Net loss per share - basic and diluted | $ (0.21) | $ (0.30) | $ (0.38) | $ (0.50) |
| Weighted average shares used in loss per share calculation: | ||||
| Basic | 14,826 | 12,296 | 14,404 | 11,598 |
| Diluted | 14,826 | 12,296 | 14,404 | 11,598 |
| CONDENSED CONSOLIDATED BALANCE SHEETS | ||||
|
June 30, 2012 |
December 31, 2011 |
|||
| Cash and cash equivalents | $ 9,939 | $ 4,565 | ||
| Other currents assets | 245 | 99 | ||
| Fixed assets (net) | 37 | 15 | ||
| Other assets (net) | 1,727 | 1,385 | ||
| Total assets | $ 11,948 | $ 6,064 | ||
| Accounts payable and accrued expenses | $ 1,440 | $ 1,398 | ||
| Stockholders' equity | 10,508 | 4,666 | ||
| Total liabilities and stockholders' equity | $ 11,948 | $ 6,064 | ||
CONTACT: Joseph S. Podolski
Chief Executive Officer
(281) 719-3447
Investor Relations: Thomas Fechtner
The Trout Group
(646) 378-2931