FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of February 2015..
Commission File Number: 001-35289
Burcon NutraScience Corporation
(Translation of registrant's name into English)
1946 West Broadway
Vancouver, British Columbia, Canada
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F [ ] Form 40-F [ x]
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
On February 16, 2015 the Registrant issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
(c) Exhibit 99.1. Press release dated February 16, 2015
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, thereunto duly authorized.
| Burcon NutraScience Corporation (Registrant) |
||
| Date: February 16, 2015 | /s/ DOROTHY K.T. LAW Dorothy K.T. Law Senior Vice-President, Legal and Corporate Secretary |
EXHIBIT 99.1
VANCOUVER, British Columbia, Feb. 16, 2015 (GLOBE NEWSWIRE) -- Burcon NutraScience Corporation (TSX:BU) (Nasdaq:BUR), a leader in functional, renewable plant proteins, reported results for the fiscal third quarter ended December 31, 2014.
Fiscal 2015 Third Quarter Operational Highlights
Management Commentary
"During the quarter, ADM continued to pursue development activities in the global food and beverage market with our CLARISOY™ soy protein," said Johann Tergesen, Burcon's president and chief operating officer. "Their acquisition of WILD Flavors GmbH gives ADM the ability to offer food and beverage companies a comprehensive suite of systems to enhance and improve their products. With the growing global demand for food and wellness ingredients in general, and a spotlight on protein ingredients in particular, ADM's new capability from the WILD Flavors acquisition bodes well for CLARISOY™.
"During the quarter we continued our efforts toward commercializing Burcon's other unique plant protein extraction technologies. We have focused on working with a select group of potential partners in the commercialization process for our Peazazz® pea protein and we are pleased with our efforts in moving the project forward. The Peazazz® semi-works plant continues to support these ongoing discussions with due diligence visits, applications work and sample production. The potential partners' activities continued including undertaking applications work and shelf life testing.
"Our Peazazz® pea protein has a uniquely clean flavour and exceptional solubility characteristics. Between having no taste that can clash with other ingredients and its high usability and nutritional value, Peazazz® is ideal for incorporation into numerous beverage applications, as well as in a number of dairy alternative products. Peazazz® can also enhance snacks, cereals and diet products, as well as fortify gluten-free, vegetarian and vegan food products. More than ever, we are hearing from food and beverage producers and the end-users looking to replace higher-priced dairy proteins. Peazazz®'s versatility has attracted the attention of the innovation specialists at a number of prominent companies.
"Altogether, we continue to enjoy tremendous opportunities with our patented and proprietary protein technologies. As we continue the commercialization phase of our growth, our positive outlook is strengthened by our expectations of earning royalty revenue from our already launched CLARISOY™".
Fiscal Third Quarter Financial Results (Dollars in Canadian)
Revenues totaled $31,000 in the third quarter, as compared to $24,000 in the prior quarter and the same quarter last year, and were derived mainly from deferred royalty payments from ADM for CLARISOY™ sales. The nominal revenues reflect the company's development phase status as it transitions to the commercial stage.
Royalty revenues from the sale by ADM of CLARISOY™ as produced from their semi-works facility in Decatur, Illinois have been marginal. The main purpose of the semi-works plant has been to provide commercial samples for market development purposes and to facilitate other product development work.
Third quarter net loss totaled $1.8 million or $(0.05) per basic and diluted share, as compared to a net loss of $1.5 million or $(0.05) per basic and diluted share in the same year-ago quarter.
Research and development (R&D) expenses totalled $647,000 in the third quarter, increasing from $588,000 in the same year-ago quarter, due mostly to higher plant operating costs and stock-based compensation expense.
General and administrative (G&A) expenses in the third quarter increased to $1.2 million from $1.1 million in the year-ago quarter. The higher G&A expenses is attributed to an increase of $115,000 in patent legal fees and expenses from higher activity levels, and offset mainly by a decrease in investor relations expenses due to an extensive European roadshow undertaken in the third quarter of last year.
At December 31, 2014, cash totaled $3.0 million compared to $1.4 million at March 31, 2014. Subsequent to the quarter-end, Burcon completed a private placement for US$1.65 million. Together with the proceeds from the private placement, management believes it has sufficient resources to fund its expected level of operations and working capital requirements until at least November 2015. This estimate does not take into account potential proceeds from outstanding convertible securities, anticipated increases in royalty revenues from the sale of CLARISOY™, or any other potential revenue from product sales or licensing.
The company's complete financial statements, along with management's more detailed discussion and analysis, are available from the company's Investors section at www.burcon.ca or from www.sedar.com.
Conference Call
Burcon will host a conference call tomorrow, Tuesday, February 17, 2015. Company management will host the presentation, followed by a question and answer period.
| Date: | Tuesday, February 17, 2015 |
| Time: | 2:00 p.m. Eastern time (11:00 a.m. Pacific time) |
| Dial-in (toll/international): | 1-719-325-2435 |
| Toll-free dial-in (North America): | 1-888-438-5525 |
| Conference ID: | 1090299 |
A replay of the call will be available after 8:00 p.m. Eastern time on the same day through March 17, 2015.
| Replay dial-in (toll/international): | 1-858-384-5517 |
| Toll-free dial-in (North America): | 1-877-870-5176 |
| Replay conference ID: | 1090299 |
About Burcon NutraScience Corporation
Burcon NutraScience is a leader in developing functionally and nutritionally valuable plant-based proteins. The company has developed a portfolio of composition, application, and process patents originating from a core protein extraction and purification technology. Burcon's CLARISOY™ soy protein offers clarity and high-quality protein nutrition for low pH beverage systems and excellent solubility and exceptionally clean flavor at any pH; Peazazz® is a uniquely soluble and clean-tasting pea protein; and Puratein®, Supertein™ and Nutratein® are canola protein isolates with unique functional and nutritional attributes. For more information about the company, visit www.burcon.ca.
ON BEHALF OF THE BOARD OF DIRECTORS
"Johann F. Tergesen"
Johann F. Tergesen
President and Chief Operating Officer
The TSX has not reviewed and does not accept responsibility for the adequacy of the content of the information contained herein. This press release contains forward-looking statements or forward-looking information within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 and applicable Canadian securities legislation. Forward-looking statements or forward-looking information involve risks, uncertainties and other factors that could cause actual results, performances, prospects and opportunities to differ materially from those expressed or implied by such forward-looking statements. Forward-looking statements or forward-looking information can be identified by words such as "anticipate," "intend," "plan," "goal," "project," "estimate," "expect," "believe", "future," "likely," "may," "should," "could", "will" and similar references to future periods. All statements other than statements of historical fact included in this release are forward-looking statements, including, without limitation, statements regarding plans and timing for the introduction or enhancement of our products, statements about the type of business structure with potential strategic partners, statements about future market conditions, supply and demand conditions, and other expectations, intentions and plans contained in this press release. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements or information. Important factors that could cause actual results to differ materially from Burcon's plans and expectations include the actual results of business negotiations, marketing activities, adverse general economic, market or business conditions, regulatory changes and other risks and factors detailed herein and from time to time in the filings made by Burcon with securities regulators and stock exchanges, including in the section titled "Risk Factors" in Burcon's annual information form dated June 23, 2014 filed with the Canadian securities administrators on www.sedar.com and contained in Burcon's 40-F filed with the U.S. Securities and Exchange Commission on www.sec.gov. Any forward-looking statement or information only speaks as of the date on which it was made and, except as may be required by applicable securities laws, Burcon disclaims any intent or obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise. Although Burcon believes that the assumptions inherent in the forward-looking statements are reasonable, forward-looking statements are not guarantees of future performance, and accordingly, investors should not rely on such statements.
CLARISOY is a trademark of Archer Daniels Midland Company.
| Burcon NutraScience Corporation | ||
| Condensed Consolidated Interim Balance Sheets | ||
| (Unaudited) | ||
| (Prepared in Canadian dollars) | ||
| December 31, | March 31, | |
| 2014 | 2014 | |
| $ | $ | |
| Assets | ||
| Current assets | ||
| Cash and cash equivalents | 2,953,861 | 1,392,467 |
| Amounts receivable | 25,148 | 140,941 |
| Prepaid expenses | 126,888 | 165,390 |
| 3,105,897 | 1,698,798 | |
| Property and equipment | 582,524 | 664,115 |
| Deferred financing costs | 61,386 | 215,251 |
| Deferred development costs | 889,374 | 1,289,592 |
| Goodwill | 1,254,930 | 1,254,930 |
| 5,894,111 | 5,122,686 | |
| Liabilities | ||
| Current liabilities | ||
| Accounts payable and accrued liabilities | 502,171 | 572,908 |
| Deferred revenue | 156,388 | 226,763 |
| 658,559 | 799,671 | |
| Shareholders' Equity | ||
| Capital stock | 59,018,953 | 54,005,703 |
| Contributed surplus | 6,259,625 | 6,136,123 |
| Options | 9,041,628 | 8,532,700 |
| Warrants | 357,945 | 49,453 |
| Deficit | (69,442,599) | (64,400,964) |
| 5,235,552 | 4,323,015 | |
| 5,894,111 | 5,122,686 | |
| Burcon NutraScience Corporation | ||||
| Condensed Consolidated Interim Statements of Operations and Comprehensive Loss | ||||
| (Unaudited) | ||||
| For the three and nine months ended December 31, 2014 and 2013 | ||||
| (Prepared in Canadian dollars) | ||||
| Three months ended | Nine months ended | |||
| December 31 | December 31 | |||
| 2014 | 2013 | 2014 | 2013 | |
| $ | $ | $ | $ | |
| Revenue | ||||
| Royalty income | 30,930 | 23,750 | 79,879 | 71,108 |
| Expenses | ||||
| General and administrative | 1,228,572 | 1,100,423 | 3,312,251 | 3,166,300 |
| Research and development | 646,503 | 587,711 | 1,870,658 | 1,794,296 |
| 1,875,075 | 1,688,134 | 5,182,909 | 4,960,596 | |
| Loss from operations | (1,844,145) | (1,664,384) | (5,103,030) | (4,889,488) |
| Interest and other income | 14,895 | 126,025 | 61,395 | 166,659 |
| Loss and comprehensive loss for the period | (1,829,250) | (1,538,359) | (5,041,635) | (4,722,829) |
| Basic and diluted loss per share | (0.05) | (0.05) | (0.15) | (0.15) |
CONTACT: Media & Industry Contact:
Michael Kirwan
Director, Corporate Development
Burcon NutraScience Corporation
Tel (604) 733-0896, Toll-free (888) 408-7960
mkirwan@burcon.ca
www.burcon.ca