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UNITED STATES Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of Date of Report (Date of earliest event reported): May 11, 2010 TABLE OF CONTENTS Item 2.02 Results of Operations and Financial Condition Item 9.01 Financial Statements and Exhibits SIGNATURE EXHIBITS Ex-99.1 Press release dated May 11, 2010 reporting OXiGENE’s financial results for the first quarter ended March 31, 2010 Item 2.02. Results of Operations and Financial Condition. On May 11, 2010 OXiGENE, Inc. issued a press release announcing its financial results for the first quarter ended March 31, 2010. A copy of the press release is furnished as Exhibit 99.1 to this report and is incorporated herein by reference. This information shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") and shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing. Item 9.01. Financial Statements and Exhibits. (c) The following exhibits are furnished with this report:
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
SECURITIES AND EXCHANGE COMMISSION
The Securities Exchange Act of 1934
OXiGENE, Inc.
(Exact name of registrant as specified in its charter)
Delaware
0-21990
13-3679168
(State or other jurisdiction
of incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
701 Gateway Boulevard, Suite 210, South San Francisco, CA
94080
(Address of principal executive offices)
(Zip Code)
Registrant's telephone number, including area code: (650) 635-7000
________________________________________________________________________________
(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 (see General Instruction A.2. below):
[ ]
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))
Exhibit Number
Description
99.1
Press release, dated May 11, 2010 reporting OXiGENEs financial results for the first quarter ended March 31, 2010.
OXiGENE, Inc.
Date: May 11, 2010
By:
/s/ JAMES B. MURPHY
James B. Murphy
Vice President and Chief Financial Officer
EXHIBIT INDEX
Exhibit Number
Description
99.1
Press release, dated May 11, 2010 reporting OXiGENE's financial results for the first quarter ended March 31, 2010.
EXHIBIT 99.1
SOUTH SAN FRANCISCO, Calif., May 11, 2010 (GLOBE NEWSWIRE) -- OXiGENE, Inc. (Nasdaq:OXGN) (Stockholm:OXGN), a clinical-stage, biopharmaceutical company developing novel therapeutics to treat cancer and eye diseases, reported financial results for the quarter ended March 31, 2010, and presented an update on recent clinical and corporate progress.
Financial Results
The Company reported a consolidated net loss for the first quarter of 2010 of $ 11.0 million compared with $6.6 million for the same three month period of 2009. In the three month period ended March 31, 2009, the consolidated net loss of $6.6 million included a loss attributed to the Symphony ViDA non-controlling interest of approximately $1.0 million. The net loss attributed to OXiGENE, Inc. for the first quarter of 2010 was $ 11.0 million, or $0.17 per share, compared with a net loss attributed to OXiGENE, Inc. of $5.6 million, or $0.12 per share, for the same period in 2009.
On a consolidated net loss basis, a decrease in research and development expenses of approximately $0.7 million for the 2010 three month period compared to the same three month period of 2009, was offset by a non-recurring restructuring charge of approximately $0.5 million in the first quarter of 2010 in connection with OXiGENE's efforts to focus its resources on its highest-value clinical assets and reduce its cash utilization and an increase in the fair value of warrants resulting in a non-cash, non-operating loss of approximately $4.6 million in the three month period ended March 31, 2010.
At March 31, 2010, OXiGENE had consolidated cash and cash equivalents of approximately $14.2 million compared with approximately $14.1 million at December 31, 2009.
"In the first quarter, OXiGENE made good progress toward our goals of strengthening our company, focusing clinical resources on our most promising product candidates, reducing cash utilization and extending our cash runway," said Peter J. Langecker, M.D., Ph.D., OXiGENE's Chief Executive Officer. "We look forward with enthusiasm to presenting data on our high-priority clinical programs at the American Society of Clinical Oncology (ASCO) annual meeting, including safety and efficacy data from our Phase 2 trial of ZYBRESTAT™ in non-small cell lung cancer (NSCLC) and data from our Phase 1b trial of OXi4503 in solid tumors. We believe that today OXiGENE has a strong pipeline and a competitive position in the field of vascular disrupting agents in cancer, and we are the only company clinically evaluating a vascular disrupting agent in an ophthalmologic indication. We anticipate multiple value-creating opportunities in 2010, including the potential to establish industry partnerships that will enhance our a bility to deliver on the promise of our programs."
Corporate Highlights
Conference Call Today
Members of OXiGENE's management team will review first quarter results via a webcast and conference call today at 4:30 p.m. EDT (1:30 p.m. PDT). To listen to a live or an archived version of the audio webcast, please log on to the Company's website, www.oxigene.com. Under the "Investors" tab, select the link to "Events and Presentations."
OXiGENE's earnings conference call can also be heard live by dialing (888) 841-3431 in the United States and Canada, and +1 (678) 809-1060 for international callers, five minutes prior to the beginning of the call. A replay will be available starting at 7:30 p.m. EDT, (4:30 p.m. PDT) on May 11, 2010 and ending at midnight EDT (9:00 p.m. PDT) on Tuesday, May 25, 2010. To access the replay, please dial (800) 642-1687 if calling from the United States or Canada, or +1 (706) 645-9291 from international locations. Please refer to replay pass code 73237663.
About ZYBRESTAT (fosbretabulin)
ZYBRESTAT is being evaluated in a Phase 2 study of patients with non-small cell lung cancer and other clinical trials. OXiGENE believes that ZYBRESTAT is poised to become an important product in a novel class of small-molecule drug candidates called vascular disrupting agents (VDAs). Through interaction with vascular endothelial cell cytoskeletal proteins, ZYBRESTAT selectively targets and collapses tumor vasculature, thereby depriving the tumor of oxygen and causing death of tumor cells. In clinical trials in solid tumors, ZYBRESTAT has demonstrated potent and selective activity against tumor vasculature, as well as clinical activity against ATC, ovarian cancer and various other solid tumors.
About OXi4503
OXi4503 (combretastatin A1 di-phosphate / CA1P) is a dual-mechanism vascular disrupting agent (VDA) that is being developed in clinical trials for the treatment of solid tumors. Like its structural analog, ZYBRESTAT(TM) (fosbretabulin / CA4P), OXi4503 has been observed to block and destroy tumor vasculature, resulting in extensive tumor cell death and necrosis. In addition, preclinical data indicate that OXi4503 is metabolized by oxidative enzymes (e.g., tyrosinase and peroxidases), which are elevated in many solid tumors and tumor white blood cell infiltrates, to an orthoquinone chemical species that has direct cytotoxic effects on tumor cells. Preclinical studies have shown that OXi4503 has (i) single-agent activity against a range of xenograft tumor models; and (ii) synergistic or additive effects when incorporated in various combination regimens with chemotherapy, molecularly-targeted therapies (including tumor-angiogenesis inhibitors), and radiation therapy. OXi4503 is currently being evaluated as a mo notherapy in a Phase 1 dose-escalation trial in patients with advanced solid tumors and in patients with hepatic tumor burden.
About OXiGENE
OXiGENE is a clinical-stage biopharmaceutical company developing novel therapeutics to treat cancer and eye diseases. The Company's major focus is developing vascular disrupting agents (VDAs) that selectively disrupt abnormal blood vessels associated with solid tumor progression and visual impairment. OXiGENE is dedicated to leveraging its intellectual property and therapeutic development expertise to bring life-extending and life-enhancing medicines to patients.
The OXiGENE, Inc. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=4969
Safe Harbor Statement
This news release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Any or all of the forward-looking statements in this press release, which include OXiGENE's anticipated cash utilization, expected initiation, progress, conclusion and reporting on clinical studies and availability of potential strategic collaborations may turn out to be wrong. Forward-looking statements can be affected by inaccurate assumptions OXiGENE might make or by known or unknown risks and uncertainties, including, but not limited to, timing of reporting interim and final data from the Phase 2 clinical trial of ZYBRESTAT in NSCLC, timing of reporting data from the Phase 2/3 clinical trial of ZYBRESTAT in ATC, timing of reporting final results from the ongoing Cancer Research United Kingdom sponsored Phase 1 clinical trial of OXi4503 in patients with advanced solid tumors and timing or execution of a potential strategic collaboration on any product or indication or any ot her strategic or financing transaction. Additional information concerning factors that could cause actual results to materially differ from those in the forward-looking statements is contained in OXiGENE's reports to the Securities and Exchange Commission, including OXiGENE's reports on Form 10-K, 10-Q and 8-K. However, OXiGENE undertakes no obligation to publicly update forward-looking statements, whether because of new information, future events or otherwise. Please refer to our Annual Report on Form 10-K for the fiscal year ended December 31, 2009.
OXiGENE, Inc. | ||
Condensed Consolidated Balance Sheets | ||
(All amounts in 000's) | ||
(Unaudited) | ||
March 31, 2010 | December 31, 2009 | |
Assets | ||
Cash and cash equivalents | $ 14,154 | $ 14,072 |
Prepaid expenses | 767 | 752 |
License agreement | 460 | 484 |
Other assets | 352 | 309 |
Total assets | $ 15,733 | $ 15,617 |
Liabilities and stockholders' equity | ||
Accounts payable and accrued liabilities | $ 7,136 | $ 7,618 |
Derivative liabilities | 14,372 | 2,200 |
Total stockholders' equity | (5,775) | 5,799 |
Total liabilities and stockholders' equity | $ 15,733 | $ 15,617 |
OXiGENE, Inc. | ||
Condensed Consolidated Statements of Operations | ||
(All amounts in 000's except per share amounts) | ||
(Unaudited) | ||
Three months ended March 31, |
||
2010 | 2009 | |
Costs and expenses: | ||
Research and development | $ 4,185 | $ 4,925 |
General and administrative | 1,703 | 1,708 |
Restructuring | 510 | -- |
Total costs and expenses | 6,398 | 6,633 |
Operating loss | (6,398) | (6,633) |
Change in fair value of warrants | (4,633) | (8) |
Investment income | 7 | 52 |
Other (expense) income, net | (4) | 14 |
Consolidated net loss | $ (11,028) | $ (6,575) |
Loss attributed to non controlling interest | -- | (1,023) |
Net loss attributed to OXiGENE Inc. | $ (11,028) | $ (5,552) |
Basic and diluted net loss per common share | $ (0.17) | $ (0.12) |
Weighted average number of common shares outstanding | 64,441 | 46,008 |
CONTACT: OXiGENE, Inc. Investor and Media Contact: Michelle Edwards, Investor Relations 650-635-7006 medwards@oxigene.com