-----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, HqukZGoJ1cfQ/I2uJ5Okja5UCzOZaVLM5udQeXyV951Dot0iPzN+Wh30DabSajzx xiWdxoFT41jH+pufscqQlA== 0001157523-07-004892.txt : 20070509 0001157523-07-004892.hdr.sgml : 20070509 20070509170428 ACCESSION NUMBER: 0001157523-07-004892 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070509 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070509 DATE AS OF CHANGE: 20070509 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NEKTAR THERAPEUTICS CENTRAL INDEX KEY: 0000906709 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 943134940 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-24006 FILM NUMBER: 07833316 BUSINESS ADDRESS: STREET 1: 150 INDUSTRIAL RD CITY: SAN CARLOS STATE: CA ZIP: 94070 BUSINESS PHONE: 6506313100 MAIL ADDRESS: STREET 1: 150 INDUSTRIAL ROAD CITY: SAN CARLOS STATE: CA ZIP: 94070 FORMER COMPANY: FORMER CONFORMED NAME: INHALE THERAPEUTIC SYSTEMS INC DATE OF NAME CHANGE: 19980723 FORMER COMPANY: FORMER CONFORMED NAME: INHALE THERAPEUTIC SYSTEMS DATE OF NAME CHANGE: 19940303 8-K 1 a5398938.txt NEKTAR THERAPEUTICS 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): May 9, 2007 NEKTAR THERAPEUTICS (Exact name of Registrant as specified in its charter) Delaware 0-24006 94-3134940 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 150 Industrial Road San Carlos, California 94070 (Address of principal executive offices and Zip Code) Registrant's telephone number, including area code: (650) 631-3100 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)) ================================================================================ 1 Item 2.02 Results of Operations and Financial Condition. On May 9, 2007, Nektar Therapeutics issued a press release (the "Press Release") announcing results for the quarter ended March 31, 2007. A copy of the Press Release is attached as Exhibit 99.1 to this Current Report and is incorporated herein by reference. The information in this report, including the exhibit hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained herein and in the accompanying exhibit shall not be incorporated by reference into any filing with the Securities and Exchange Commission made by Nektar Therapeutics, whether made before or after the date hereof, regardless of any general incorporation language in such filing. Item 9.01 Financial Statements and Exhibits. Exhibits 99.1 Earnings Press Release of Nektar Therapeutics dated May 9, 2007. 2 SIGNATURES Pursuant to the requirement 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. By: /s/ Howard W. Robin ------------------------------------ Howard W. Robin Chief Executive Officer, President and Director Date: May 9, 2007 By: /s/ Louis Drapeau ------------------------------------ Louis Drapeau Senior Vice President, Finance and Administration and Chief Financial Officer Date: May 9, 2007 3 EX-99.1 2 a5398938ex99_1.txt EXHIBIT 99.1 Exhibit 99.1 Nektar Therapeutics Announces First Quarter 2007 Results SAN CARLOS, Calif.--(BUSINESS WIRE)--May 9, 2007--Nektar Therapeutics (Nasdaq:NKTR) announced today the company's financial results for the first quarter that ended on March 31, 2007: -- Revenue totaled $85.0 million compared to $29.0 million in the same period in 2006. -- Exubera-related revenue was $59.8 million compared to $1.5 million in the same period in 2006. On January 1, 2007, we began recognizing revenue upon product shipment. First quarter 2007 revenues include $26.0 million resulting from the elimination of the 60-day revenue deferral that was applied to Exubera manufacturing sales to Pfizer in 2006. As a result, the first quarter of 2007 included an additional 60 days of Exubera product sales to Pfizer. -- Cash, cash equivalents, and short- and long-term investments of $398.3 million as of March 31, 2007, compared to $467.0 million as of December 31, 2006. In the first quarter of 2007, we repaid $36 million of convertible debt. We also experienced changes in our balance sheet including an increase in receivables and reduction in accounts payable which we do not expect to incur in future quarters in 2007. -- Nektar reported a net loss of $25.7 million or $(0.28) per share (which included $6.3 million of stock-based compensation charges) compared to a net loss of $33.5 million or $(0.38) per share in the same period of 2006 (which included $6.9 million of stock-based compensation charges). "We made significant progress this quarter," said Howard Robin, President and Chief Executive Officer of the company. "In particular, we are excited about the progress we made in PEGylating small molecules. Our two most advanced programs--NKTR-102 -- PEGylated-irinotecan and NKTR-118 -- PEGylated-naloxol are based on well understood molecules and have enormous therapeutic and commercial potential. We plan to initiate Phase 2 clinical trials for both of these by year-end." Mr. Robin will host a conference call today for analysts and investors beginning at 1:30 p.m. PST to discuss the company's performance. This conference call will be available via webcast and can be accessed through a link that is posted on the Investor Relations section of the Nektar website, www.nektar.com. The web broadcast of the conference call will be available for replay through May 23, 2007. To access the conference call via telephone, follow these instructions: Dial: (800) 640-9765 (U.S.); (847) 413-4837 (international). Passcode: 17659665 (Howard Robin is the host). About Nektar Nektar Therapeutics is a biopharmaceutical company with a mission to develop and enable differentiated therapeutics with its industry-leading pulmonary and PEGylation technology platforms. Nektar pulmonary and PEGylation technology, expertise, manufacturing capabilities and know-how have enabled nine approved products for partners, which include the world's leading pharmaceutical and biotechnology companies. Nektar also develops its own products by applying its pulmonary and PEGylation technology platforms to existing medicines with the objective to enhance performance, such as improving efficacy, safety and compliance. This press release contains forward-looking statements that reflect the company's current views and expectations regarding the progress, potential, and clinical plans for certain of the company's proprietary product candidates, the value of the company's technology platforms, and prospects for the company's business. These forward-looking statements involve risks and uncertainties, including but not limited to: (i) the company's proprietary product candidates are in the early phases of clinical development and the risk of failure is high and can occur at any stage, (ii) the company's ability to obtain regulatory approval of its proprietary product candidates, (iii) the company's success in obtaining regulatory approvals for the proprietary product candidates, (iii) there can be no assurance that the company's patent applications for its proprietary products will issue, patents that have issued will be enforceable, or that intellectual property licenses from third parties may not be required in the future, (iv) the outcome of any existing or future intellectual property or other litigation related to the company's proprietary product candidates, and (v) unanticipated changes to our balance sheet components. Other important risks and uncertainties are detailed in the company's reports and other filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and Quarterly Report on Form 10-Q. Actual results could differ materially from the forward-looking statements contained in this press release. The company undertakes no obligation to update forward-looking statements, whether as a result of new information, future events or otherwise. Exubera is a registered trademark of Pfizer Inc. NEKTAR THERAPEUTICS CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands) March 31, 2007 December 31, 2006 (unaudited) (1) -------------- ----------------- ASSETS Current assets: Cash and cash equivalents $ 83,140 $ 63,760 Short-term investments 315,187 394,880 Accounts receivable, net of allowance 64,747 47,148 Inventory 16,770 14,656 Other current assets 11,733 14,595 -------------- ----------------- Total current assets 491,577 535,039 Long-term investments - 8,337 Property and equipment, net 132,345 133,812 Goodwill 78,431 78,431 Other intangible assets, net 3,390 3,626 Other assets 7,997 8,932 -------------- ----------------- Total assets $ 713,740 $ 768,177 ============== ================= LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 3,658 $ 7,205 Accrued compensation 11,596 12,994 Accrued expenses 15,338 17,942 Interest payable 1,130 3,814 Capital lease obligations, current portion 760 711 Deferred revenue, current portion 8,635 16,409 Convertible subordinated notes, current portion 66,627 102,653 Other current liabilities 3,732 3,586 -------------- ----------------- Total current liabilities 111,476 165,314 Convertible subordinated notes 315,000 315,000 Capital lease obligations 19,548 19,759 Deferred revenue 40,272 23,697 Other long-term liabilities 16,821 17,347 -------------- ----------------- Total liabilities 503,117 541,117 Commitments and contingencies Stockholders' equity: Preferred stock - - Common stock 9 9 Capital in excess of par value 1,292,977 1,283,982 Accumulated other comprehensive income 303 62 Accumulated deficit (1,082,666) (1,056,993) -------------- ----------------- Total stockholders' equity 210,623 227,060 -------------- ----------------- Total liabilities and stockholders' equity $ 713,740 $ 768,177 ============== ================= (1) The consolidated balance sheet at December 31, 2006 has been derived from the audited financial statements at that date but does not include all of the information and notes required by accounting principles generally accepted in the United States for complete financial statements. Certain 2006 amounts have been reclassified between line items to conform with the 2007 presentation. NEKTAR THERAPEUTICS CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share information) Unaudited ---------------------------- Three-Months Ended March 31, ---------------------------- 2007 2006 ------------ ------------- Revenue: Product sales and royalties $ 73,019 $ 12,896 Contract research 11,997 16,063 ------------ ------------- Total revenue 85,016 28,959 Operating costs and expenses: Cost of goods sold 56,522 8,995 Research and development 37,492 31,401 General and administrative 16,735 20,373 Amortization of other intangible assets 236 1,364 ------------ ------------- Total operating costs and expenses 110,985 62,133 ------------ ------------- Loss from operations (25,969) (33,174) Interest income 5,473 4,882 Interest expense (4,933) (5,142) Other income (expense), net 6 (37) ------------ ------------- Loss before provision for income taxes (25,423) (33,471) Provision for income taxes (250) - ------------ ------------- Net loss $ (25,673) $ (33,471) ============ ============= Basic and diluted net loss per share $ (0.28) $ (0.38) Shares used in computing basic and diluted net loss per share 91,454 88,926 CONTACT: Nektar Therapeutics Investor Relations & Corporate Affairs Tim Warner, 650-283-4915 twarner@nektar.com Stephan Herrera, 415-488-7699 sherrera@nektar.com -----END PRIVACY-ENHANCED MESSAGE-----