0001387131-12-002957.txt : 20120911 0001387131-12-002957.hdr.sgml : 20120911 20120911091651 ACCESSION NUMBER: 0001387131-12-002957 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120911 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20120911 DATE AS OF CHANGE: 20120911 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PALATIN TECHNOLOGIES INC CENTRAL INDEX KEY: 0000911216 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 954078884 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15543 FILM NUMBER: 121084514 BUSINESS ADDRESS: STREET 1: 4B CEDAR BROOK DRIVE CITY: CRANBURY STATE: NJ ZIP: 08512 BUSINESS PHONE: 609-495-2200 MAIL ADDRESS: STREET 1: 4B CEDAR BROOK DRIVE CITY: CRANBURY STATE: NJ ZIP: 08512 FORMER COMPANY: FORMER CONFORMED NAME: INTERFILM INC DATE OF NAME CHANGE: 19930825 8-K 1 palatin-8k_091112.htm CURRENT REPORT palatin-8k_091112.htm


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): September 11, 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):
 
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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 September 11, 2012, we issued a press release including results for our fourth quarter and fiscal year ended June 30, 2012, and announcing a teleconference and webcast to be held September 11, 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 September 11, 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: September 11, 2012
By:
/s/ Stephen T. Wills
 
   
Stephen T. Wills, CPA, MST
Executive Vice President, Chief Financial Officer and Chief Operating Officer
 

 
 

 

EXHIBIT INDEX
 
 

EX-99.1 2 ex99_1.htm PRESS RELEASE ex99_1.htm


 
Exhibit 99.1

 
Palatin Technologies, Inc. Reports Fourth Quarter
and Fiscal Year End 2012 Results

CRANBURY, NJ – September 11, 2012 – Palatin Technologies, Inc. (NYSE MKT: 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 fourth quarter and fiscal year ended June 30, 2012.

Fiscal Year and Recent Highlights
·  
Bremelanotide development for Female Sexual Dysfunction (FSD):
‒  
Palatin completed patient treatment in its Phase 2B clinical trial in premenopausal women with FSD
‒  
Primary data analysis and announcement of top-line results anticipated in first-half of fourth quarter of calendar year 2012
·  
Obesity Collaboration with AstraZeneca:
‒  
Multiple classes of collaboration compounds have advanced to various stages of development. Though collaboration partner AstraZeneca has decided to discontinue further development of AZD2820, the only compound in clinical trials, AstraZeneca remains committed to this collaboration program and to the continued advancement of collaboration compounds for treatment of obesity.
·  
Intellectual property developments:
‒  
Two additional United States patents have issued in the melanocortin field
‒  
Palatin has advanced its bremelanotide, PL-3994, and new melanocortin peptide patent applications in countries outside the United States
·  
Equity financing:
‒  
On July 3, 2012, Palatin closed on a $35.0 million private placement.  The offering consisted of the sale of 3,873,000 shares of common stock, Series A 2012 warrants to purchase 31,988,151 shares of common stock, and Series B 2012 warrants to purchase 35,488,380 shares of common stock.
‒  
Net proceeds to Palatin after deducting offering expenses were $34.5 million

Fourth Quarter and Fiscal Year End 2012 Results
Palatin reported a net loss of $5.3 million, or $(0.14) per basic and diluted share, for the quarter ended June 30, 2012, compared to a net loss of $3.3 million, or $(0.09) per basic and diluted share, for the same period in 2011.

The increase in net loss for the quarter ended June 30, 2012 compared to the net loss for the quarter ended June 30, 2011 was primarily the result of costs relating to its on-going Phase 2B clinical trial with bremelanotide which commenced in June 2011.  In addition, for the quarter ended June 30, 2011, Palatin recognized $1.3 million of non-cash, non-operating income related to its March 2011 firm commitment public offering, which represents the decrease in estimated fair value of the warrant liability from March 31, 2011 through May 11, 2011, the date the warrants ceased to be classified as a liability upon stockholder approval of the increase in authorized common stock.

-More-
 
 

 

Palatin’s net loss for the year ended June 30, 2012 was $17.3 million, or $(0.49) per basic and diluted share, compared to a net loss of $12.8 million, or $(0.64) per basic and diluted share, for the year ended June 30, 2011.

The change in net loss for the year ended June 30, 2012 compared to the net loss for the year ended June 30, 2011 was attributable to the increase in costs relating to its on-going Phase 2B clinical trial with bremelanotide and a decrease in revenue recognized in the comparable periods.

Revenue
Revenues in the quarter ended June 30, 2012 were $11,000, compared to $0.2 million for the same period in 2011.  For the year ended June 30, 2012, revenues were $0.1 million, compared to $1.5 million for year ended June 30, 2011, which included $1.0 million in grants under the Patient Protection and Affordable Care Act of 2010.

Costs and Expenses
For the quarter ended June 30, 2012, total operating expenses were $5.7 million compared to $4.7 million for the comparable quarter of 2011.  For the year ended June 30, 2012, total operating expenses were $18.9 million compared to $15.1 million for the year ended June 30, 2011. The increases in operating expenses for the respective periods is the result of costs relating to Palatin’s on-going Phase 2B clinical trial with bremelanotide which commenced in June 2011.

Cash Position/Going Concern
Palatin’s cash and cash equivalents were $3.8 million as of June 30, 2012, compared to cash and cash equivalents of $18.9 million at June 30, 2011, with current liabilities of $3.5 million as of June 30, 2012 compared to $2.8 million as of June 30, 2011.

Palatin raised net proceeds of $34.5 million in a private placement which closed on July 3, 2012.

Palatin’s audited financial statements for the year ended June 30, 2012, included in the Company’s annual Report on Form 10-K filed on September 10, 2012, includes an audit opinion that contains a going concern explanatory paragraph from its independent registered public accounting firm, KPMG LLP, relating to certain redemption rights for Series B 2012 warrants issued in its July 2012 private placement in the event stockholders do not approve an increase in authorized shares of common stock by a specified period.

CONFERENCE CALL / WEBCAST
Palatin will host a conference call and webcast on September 11, 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 1-888-713-4486 (domestic) or 1-913-312-1266 (international), pass code 4040399.  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 telephone and 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 4040399.  The webcast and telephone replay will be available through September 18, 2012.

-More-
 
 

 

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 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 Balance Sheets
(unaudited)
             
   
June 30, 2012
   
June 30, 2011
 
ASSETS
           
Current assets:
           
Cash and cash equivalents
  $ 3,827,198     $ 18,869,639  
Accounts receivable
    27,631       131,149  
Restricted cash
    350,000        
Prepaid expenses and other current assets
    532,010       261,947  
Total current assets
    4,736,839       19,262,735  
                 
Property and equipment, net
    318,653       1,305,331  
Restricted cash
          350,000  
Other assets
    324,992       254,787  
Total assets
  $ 5,380,484     $ 21,172,853  
                 
LIABILITIES AND STOCKHOLDERS’ EQUITY
               
Current liabilities:
               
Capital lease obligations
  $ 22,277     $ 34,923  
Accounts payable
    294,894       496,908  
Accrued expenses
    2,706,496       1,854,007  
Accrued compensation
    433,333       374,094  
Unearned revenue
          46,105  
Total current liabilities
    3,457,000       2,806,037  
                 
Capital lease obligations
    19,909       42,186  
Deferred rent
    72,677       132,855  
Total liabilities
    3,549,586       2,981,078  
                 
Stockholders’ equity:
               
Preferred stock of $0.01 par value – authorized 10,000,000 shares;
               
Series A Convertible; issued and outstanding 4,997 shares as of June 30, 2012 and 2011, respectively
    50       50  
Common stock of $0.01 par value – authorized 100,000,000 shares;
               
 issued and outstanding 34,900,591 shares as of June 30, 2012 and 2011, respectively
    349,006       349,006  
Additional paid-in capital
    240,725,127       239,832,826  
Accumulated deficit
    (239,243,285 )     (221,990,107 )
Total stockholders’ equity
    1,830,898       18,191,775  
Total liabilities and stockholders’ equity
  $ 5,380,484     $ 21,172,853  

 
 

 

PALATIN TECHNOLOGIES, INC.
and Subsidiary
Consolidated Statements of Operations
(unaudited)
                         
   
Quarter Ended June 30,
   
Year Ended June 30,
 
   
2012
   
2011
   
2012
   
2011
 
                         
REVENUES:
                       
License and contract
  $ 11,031     $ 24,691     $ 73,736     $ 497,540  
Grant
          131,149             977,917  
Total revenues
    11,031       155,840       73,736       1,475,457  
                                 
OPERATING EXPENSES:
                               
Research and development
    4,130,264       3,217,385       13,813,376       10,377,019  
General and administrative
    1,571,751       1,525,026       5,045,741       4,751,824  
Total operating expenses
    5,702,015       4,742,411       18,859,117       15,128,843  
                                 
Loss from operations
    (5,690,984 )     (4,586,571 )     (18,785,381 )     (13,653,386 )
                                 
OTHER INCOME (EXPENSE):
                               
Investment income
    3,904       26,916       32,133       99,258  
Interest expense
    (3,761 )     (4,999 )     (10,411 )     (10,606 )
Decrease (increase) in fair value of warrants
          1,255,425             (2,266 )
Gain on sale of securities
                      119,346  
Gain (loss) on disposition of supplies and equipment
    437,548             442,248       (5,666 )
Total other income, net
    437,691       1,277,342       463,970       200,066  
                                 
Loss before income taxes
    (5,253,293 )     (3,309,229 )     (18,321,411 )     (13,453,320 )
Income tax benefit
                1,068,233       637,391  
                                 
NET LOSS
  $ (5,253,293 )   $ (3,309,229 )   $ (17,253,178 )   $ (12,815,929 )
                                 
Basic and diluted net loss per common share
  $ (0.14 )   $ (0.09 )   $ (0.49 )   $ (0.64 )
                                 
Weighted average number of common shares outstanding used in computing basic and diluted net loss per common share
    34,900,591       34,900,591       34,900,591       20,084,022