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 14, 2012
Palatin Technologies, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-15543 | 95-4078884 |
| (State or other jurisdiction | (Commission | (IRS employer |
| of incorporation) | File Number) | identification number) |
| 4B Cedar Brook Drive, Cranbury, NJ | 08512 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant's telephone number, including area code: (609) 495-2200
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))
Item 2.02 Results of Operations and Financial Condition.
On May 14, 2012, we issued a press release including results for our second quarter ended March 31, 2012, and announcing a teleconference and webcast to be held May 14, 2012 at 11:00 a.m. Eastern Time. We have attached a copy of the press release as an exhibit to this report.
The information in this Item 2.02 and the corresponding information in the attached Exhibit 99 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information contained in this Item 2.02 and the corresponding information in the attached Exhibit 99 shall not be incorporated into any registration statement or other document filed with the Securities and Exchange Commission by the company, whether made before or after the date hereof, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits: |
| 99 | Press Release dated May 14, 2012 |
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.
| PALATIN TECHNOLOGIES, INC. | |||
| Date: May 14, 2012 | By: | /s/ Stephen T. Wills | |
Stephen T. Wills, CPA, MST Executive Vice President, Chief Financial Officer and Chief Operating Officer |
|||
EXHIBIT INDEX
99 Press Release dated May 14, 2012
Exhibit 99
FOR RELEASE May 14, 2012 at 7:30 a.m. ET
Palatin Technologies, Inc. Reports Third Quarter Fiscal Year 2012 Results;
Teleconference and Webcast to be held on May 14, 2012
CRANBURY, NJ – May 14, 2012 – Palatin Technologies, Inc. (NYSE Amex: PTN) a biopharmaceutical company developing targeted, receptor-specific peptide therapeutics for the treatment of diseases with significant unmet medical need and commercial potential, today announced results for its third quarter ended March 31, 2012. Palatin reported a net loss of $6.0 million, or $(0.17) per basic and diluted share, for the quarter ended March 31, 2012, compared to a net loss of $3.8 million, or $(0.17) per basic and diluted share, for the same period in 2011.
The increase in net loss for the quarter ended March 31, 2012, compared to the same period last fiscal year, is mainly attributable to costs related to Palatin’s ongoing Phase 2B clinical trial with bremelanotide for Female Sexual Dysfunction (FSD), which commenced in June 2011.
REVENUE
Revenues for the quarter ended March 31, 2012 were $23,996, compared to $61,294 for the quarter ended March 31, 2011. Revenue consists of contract revenue under its collaboration agreement with AstraZeneca.
COSTS AND EXPENSES
Total operating expenses for the quarter ended March 31, 2012 were $6.1 million compared to $2.7 million for the comparable quarter of 2011. The increase in operating expenses for the quarter was primarily due to costs related to Palatin’s ongoing Phase 2B clinical trial with bremelanotide for FSD.
CASH POSITION
Palatin’s cash and cash equivalents as of March 31, 2012 were $8.8 million and current liabilities were $3.4 million. Cash and cash equivalents as of June 30, 2011 were $18.9 million with current liabilities of $2.8 million.
Palatin believes, based on its current operating plan, that its cash and cash equivalents at March 31, 2012, will be sufficient to fund its operations through March 31, 2013.
CONFERENCE CALL / WEBCAST
Palatin will host a conference call and webcast on May 14, 2012 at 11:00 a.m. Eastern time to discuss the results of operations in greater detail and an update on corporate developments. Individuals interested in listening to the conference call live can dial 1-888-264-8945 (domestic) or 1-913-312-0724 (international) pass code 8113465. The webcast and replay can be accessed by logging on to the “Investor/Media Center-Webcasts” section of Palatin’s website at http://www.palatin.com. A telephoneand webcast replay will be available approximately one hour after the completion of the call. To access the telephone replay, dial 1-888-203-1112 (domestic) or 1-719-457-0820 (international), pass code 8113465. The webcast and telephone replay will be available through May 21, 2012.
About Palatin Technologies, Inc.
Palatin Technologies, Inc. is a biopharmaceutical company developing targeted, receptor-specific peptide therapeutics for the treatment of diseases with significant unmet medical need and commercial potential. Palatin's strategy is to develop products and then form marketing collaborations with industry leaders in order to maximize their commercial potential. For additional information regarding Palatin, please visit Palatin's website at http://www.palatin.com.
Forward-looking Statements
Statements in this press release that are not historical facts, including statements about future expectations of Palatin Technologies, Inc., including statements about its development programs, proposed indications for its product candidates, pre-clinical activities, clinical trials and clinical trial results, collaborations with others, potential collaborations or agreements on its product candidates, are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 and as that term is defined in the Private Securities Litigation Reform Act of 1995. Palatin intends that such forward-looking statements be subject to the safe harbors created thereby. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that could cause Palatin’s actual results to be materially different from its historical results or from any results expressed or implied by such forward-looking statements. Palatin’s actual results may differ materially from those discussed in the forward-looking statements for reasons, including, but not limited to, results of clinical trials, regulatory actions by the Food and Drug Administration and the need for regulatory approvals, Palatin’s ability to fund development of its technology and establish and successfully complete clinical trials, the length of time and cost required to complete clinical trials and submit applications for regulatory approvals, products developed by competing pharmaceutical, biopharmaceutical and biotechnology companies, commercial acceptance of Palatin’s products, and other factors discussed in Palatin’s periodic filings with the Securities and Exchange Commission. Palatin is not responsible for updating for events that occur after the date of this press release.
Palatin Technologies Investor Inquiries:
Stephen T. Wills, CPA, MST
Chief Operating Officer / Chief Financial Officer
Tel: (609) 495-2200 / info@palatin.com
Palatin Technologies Media Inquiries:
Carney Noensie, Burns McClellan
Vice President, Investor Relations
Tel: (212) 213-0006 / cnoensie@burnsmc.com
###
(Financial Statement Data Follows)
PALATIN TECHNOLOGIES, INC.
and Subsidiary
Consolidated Statements of Operations
(unaudited)
| Three Months Ended March 31, | Nine Months Ended March 31, | |||||||||||||||
| 2012 | 2011 | 2012 | 2011 | |||||||||||||
| REVENUES: | ||||||||||||||||
| Contract | $ | 23,996 | $ | 61,294 | $ | 62,705 | $ | 472,849 | ||||||||
| Grant | — | — | — | 846,768 | ||||||||||||
| Total revenues | 23,996 | 61,294 | 62,705 | 1,319,617 | ||||||||||||
| OPE RATING EXPENSES: | ||||||||||||||||
| Research and development | 4,705,662 | 1,722,432 | 9,683,112 | 7,159,634 | ||||||||||||
| General and administrative | 1,344,861 | 955,547 | 3,473,990 | 3,226,798 | ||||||||||||
| Total operating expenses | 6,050,523 | 2,677,979 | 13,157,102 | 10,386,432 | ||||||||||||
| Loss from operations | (6,026,527 | ) | (2,616,685 | ) | (13,094,397 | ) | (9,066,815 | ) | ||||||||
| OTHER INCOME (EXPENSE): | ||||||||||||||||
| Investment income | 5,955 | 18,982 | 28,229 | 72,342 | ||||||||||||
| Interest expense | (1,830 | ) | (1,974 | ) | (6,650 | ) | (5,607 | ) | ||||||||
| Increase in fair value of warrants | — | (1,257,691 | ) | — | (1,257,691 | ) | ||||||||||
| Gain on sale of securities | — | 58,956 | — | 119,346 | ||||||||||||
| Gain (loss) on sale of supplies | ||||||||||||||||
| and equipment | 1,700 | (7,466 | ) | 4,700 | (5,666 | ) | ||||||||||
| Total other income (expense) | 5,825 | (1,189,193 | ) | 26,279 | (1,077,276 | ) | ||||||||||
| Loss before income taxes | (6,020,702 | ) | (3,805,878 | ) | (13,068,118 | ) | (10,144,091 | ) | ||||||||
| Income tax benefit | — | — | 1,068,233 | 637,391 | ||||||||||||
| NET LOSS | $ | (6,020,702 | ) | $ | (3,805,878 | ) | $ | (11,999,885 | ) | $ | (9,506,700 | ) | ||||
| Basic and diluted net loss per common share | $ | (0.17 | ) | $ | (0.17 | ) | $ | (0.34 | ) | $ | (0.65 | ) | ||||
| Weighted average number of common shares outstanding used in computing basic and diluted net loss per common share | 34,900,591 | 22,832,109 | 34,900,591 | 14,669,131 | ||||||||||||
PALATIN TECHNOLOGIES, INC.
and Subsidiary
Consolidated Balance Sheets
(unaudited)
| March
31, 2012 | June
30, 2011 | |||||||
| ASSETS | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 8,770,249 | $ | 18,869,639 | ||||
| Accounts receivable | 16,600 | 131,149 | ||||||
| Prepaid expenses and other current assets | 673,393 | 261,947 | ||||||
| Total current assets | 9,460,242 | 19,262,735 | ||||||
| Property and equipment, net | 583,211 | 1,305,331 | ||||||
| Restricted cash | 350,000 | 350,000 | ||||||
| Other assets | 59,233 | 254,787 | ||||||
| Total assets | $ | 10,452,686 | $ | 21,172,853 | ||||
| LIABILITIES AND STOCKHOLDERS' EQUITY | ||||||||
| Current liabilities: | ||||||||
| Capital lease obligations | $ | 21,856 | $ | 34,923 | ||||
| Accounts payable | 557,902 | 496,908 | ||||||
| Accrued compensation | 80,728 | 374,094 | ||||||
| Unearned revenue | — | 46,105 | ||||||
| Accrued expenses | 2,776,391 | 1,854,007 | ||||||
| Total current liabilities | 3,436,877 | 2,806,037 | ||||||
| Capital lease obligations | 25,638 | 42,186 | ||||||
| Deferred rent | 81,981 | 132,855 | ||||||
| Total liabilities | 3,544,496 | 2,981,078 | ||||||
| Stockholders' equity: | ||||||||
| Preferred stock of $.01 par value – authorized 10,000,000 shares; | ||||||||
| Series A Convertible; issued and outstanding 4,997 shares as of March 31, 2012 and June 30, 2011, respectively | 50 | 50 | ||||||
| Common stock of $.01 par value – authorized 100,000,000 shares; issued and outstanding 34,900,591 shares as of March 31, 2012 and June 30, 2011, respectively | 349,006 | 349,006 | ||||||
| Additional paid-in capital | 240,549,126 | 239,832,826 | ||||||
| Accumulated deficit | (233,989,992 | ) | (221,990,107 | ) | ||||
| Total stockholders’ equity | 6,908,190 | 18,191,775 | ||||||
| Total liabilities and stockholders’ equity | $ | 10,452,686 | $ | 21,172,853 | ||||