-----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, J44f4CBoRunvGDH5UVVozVe9Y41XZOCsq0G0u0RK/NtVQDXxZybopWt1bD+HCU+o BmFQljb1O6AcJaupjYeBUQ== 0000891618-97-004247.txt : 19971028 0000891618-97-004247.hdr.sgml : 19971028 ACCESSION NUMBER: 0000891618-97-004247 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19971023 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19971027 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: CELTRIX PHARMACEUTICALS INC CENTRAL INDEX KEY: 0000871395 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 943121462 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-18976 FILM NUMBER: 97700986 BUSINESS ADDRESS: STREET 1: 3055 PATRICK HENRY DR CITY: SANTA CLARA STATE: CA ZIP: 95054 BUSINESS PHONE: 4089882500 MAIL ADDRESS: STREET 2: 3055 PATRICK HENRY DRIVE CITY: SANTA CLARA STATE: CA ZIP: 95054 FORMER COMPANY: FORMER CONFORMED NAME: CELTRIX LABORATORIES INC DATE OF NAME CHANGE: 19600201 8-K 1 FORM 8-K DATED OCTOBER 23, 1997 1 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: October 23, 1997 Commission File Number: 0-18976 CELTRIX PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) DELAWARE 94-3121462 (State or other jurisdiction (I.R.S. Employer Identification No.) of incorporation or organization) 3055 Patrick Henry Drive, Santa Clara, CA 95054-1815 (Address of principal executive offices and zip code) Registrant's Telephone Number: (408) 988-2500 2 ITEM 5. OTHER EVENTS On October 23, 1997, Celtrix Pharmaceuticals, Inc., a Delaware corporation (the "Company") announced Second Quarter Financial Results. Further details regarding this announcement are contained in the Company's news release dated October 23, 1997, attached as exhibit hereto and incorporated by reference herein. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (a) EXHIBITS Exhibit 21 Celtrix Pharmaceuticals, Inc. News Release dated October 23, 1997. 3 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 thereunto duly authorized. CELTRIX PHARMACEUTICALS, INC. (Registrant) Date: October 23, 1997 By: /s/ ANDREAS SOMMER ---------------------- Andreas Sommer President and Chief Executive Officer 4 CELTRIX PHARMACEUTICALS, INC. INDEX TO EXHIBITS Exhibit Number Exhibit 21 Celtrix Pharmaceuticals, Inc. Press Release dated October 23, 1997. EX-21 2 EXHIBIT 21 1 Exhibit 21 [CELTRIX LETTERHEAD] NEWS RELEASE CONTACT: Andreas Sommer, Ph.D. President and Chief Executive Officer (408) 988-2500 CELTRIX REPORTS SECOND QUARTER RESULTS SANTA CLARA, CA -- October 23, 1997 -- For the second quarter ended September 30, 1997, Celtrix Pharmaceuticals, Inc. (Nasdaq: CTRX) reported revenues of $55,000 and a net loss of $3,213,000, or $.15 per share. In comparison, revenues were $37,000 and the net loss was $3,472,000, or $.23 per share, for the same period in 1996. Operating expenses decreased to $3,460,000 for the second quarter, from $3,644,000 for the same period last year. For the first six months ended September 30, 1997, revenues were $79,000 and the net loss was $5,781,000, or $.28 per share. This includes a $737,000 gain on investment during the first fiscal quarter from the sale of securities held by the company in Prograft Medical, Inc. For the same period last year, revenues were $79,000, and the net loss was $6,415,000, or $.42 per share. The decrease in net loss per share for both the second quarter and six months ended September 30, 1997, compared with the same periods in 1996, is due primarily to an increase in shares outstanding resulting from the company's April 1997 financing. At September 30, 1997, Celtrix had $13,374,000 million in cash, cash equivalents and short-term investments. "These financial results are in line with management's expectations," said Andreas Sommer, Ph.D., Celtrix's president and chief executive officer. "Our focus has been on the development of SomatoKine(R) therapy for a variety of serious medical conditions, and we have been actively engaged in human clinical studies." "Our Phase II clinical feasibility studies are progressing for two treatment indications, hip fracture surgery in the elderly and severe burns," Dr. Sommer said. "For hip fracture surgery, we are administering SomatoKine over a period of eight weeks to investigate the ability of this novel therapy to stimulate the formation of new muscle and bone, restore mobility and increase the patient's functional independence. For severe burns, we are administering short-term SomatoKine therapy to investigate its ability to speed the patient's recovery time and shorten the hospital stay. Clinical findings will guide expansion into full Phase II studies." Celtrix is a biopharmaceutical company developing novel therapeutics for the treatment of seriously debilitating, degenerative conditions primarily associated with severe trauma, chronic diseases or aging. The company's development focus is on SomatoKine, a novel IGF-BP3 complex, for use in regenerating lost muscle, bone and other tissues essential for the patient's health and quality of life. Initial product development programs target acute traumatic injury, such as hip fracture surgery in the elderly and severe burns. Other potential indications include severe osteoporosis and protein wasting diseases associated with cancer, AIDS and other life-threatening conditions. Through strategic alliances with Celtrix, The Green Cross Corporation is developing SomatoKine for the treatment of osteoporosis in Japan, and Genzyme Corporation is developing TGF-beta-2 as part of a comprehensive approach to tissue repair and the treatment of systemic disease. -more- 2 "Celtrix Reports Second Quarter Results" Page 2 This news release contains certain forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended. Actual results may differ materially from the statements made, as a result of various factors, including risks associated with the ability to enroll a sufficient number of patients in clinical feasibility studies, as well as future company research, clinical study results, the regulatory approval process, competitive products and other factors which are listed from time to time in Celtrix's Securities and Exchange Commission (SEC) filings. These forward-looking statements represent Celtrix's judgment as of the date of this news release. -FINANCIAL CHARTS FOLLOW- 3 CELTRIX PHARMACEUTICALS, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands)
September 30, March 31, 1997 1997 ------------ ------------ (unaudited) ASSETS Current assets: Cash, cash equivalents and short-term investments $13,374 $5,788 Receivables and other current assets 364 197 ------------ ------------ Total current assets 13,738 5,985 Property and equipment, net 7,688 8,423 Intangible and other assets, net 2,645 2,548 ------------ ------------ $24,071 $16,956 ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable and accrued liabilities $1,242 $1,380 Short-term debt and lease obligations 97 328 ------------ ------------ Total current liabilities 1,339 1,708 Deferred rent 964 1,038 Stockholders' equity 21,768 14,210 ------------ ------------ $24,071 $16,956 ============ ============
4 CELTRIX PHARMACEUTICALS, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share amounts) (unaudited)
Three Months Ended Six Months Ended September 30, September 30, -------------------------- -------------------------- 1997 1996 1997 1996 ----------- ----------- ----------- ----------- Revenues: Product sales $33 $10 $33 $10 Other revenues 22 27 46 69 ----------- ----------- ----------- ----------- 55 37 79 79 Costs and expenses: Cost of sales 1 2 1 2 Research and development 3,060 3,201 6,065 5,904 General and administrative 399 441 947 886 ----------- ----------- ----------- ----------- 3,460 3,644 7,013 6,792 ----------- ----------- ----------- ----------- Operating loss (3,405) (3,607) (6,934) (6,713) Interest income, net 192 135 416 298 Gain on sale of investment in Prograft Medical, Inc. -- -- 737 -- ----------- ----------- ----------- ----------- Net loss $(3,213) $(3,472) $(5,781) $(6,415) =========== =========== =========== =========== Net loss per share $(0.15) $(0.23) $(0.28) $(0.42) =========== =========== =========== =========== Shares used in computing net loss per share 20,985 15,234 20,985 15,234 =========== =========== =========== ===========
-----END PRIVACY-ENHANCED MESSAGE-----