-----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, Q7WZHKcovBqLqoym3FeB74SFkN+FLkHFs7QmFisR1nqSbYUTUWbpfmLuz04Ebm53 6imO6K6ju1p+XdMi6FFxIw== /in/edgar/work/20001103/0000884939-00-000013/0000884939-00-000013.txt : 20001106 0000884939-00-000013.hdr.sgml : 20001106 ACCESSION NUMBER: 0000884939-00-000013 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000930 FILED AS OF DATE: 20001103 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SYNAPTIC PHARMACEUTICAL CORP CENTRAL INDEX KEY: 0000884939 STANDARD INDUSTRIAL CLASSIFICATION: [8731 ] IRS NUMBER: 222859704 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-27324 FILM NUMBER: 752913 BUSINESS ADDRESS: STREET 1: 215 COLLEGE RD CITY: PARAMUS STATE: NJ ZIP: 07652 BUSINESS PHONE: 2012611331 10-Q 1 0001.txt SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q Mark One: [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 2000 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 0-27324 SYNAPTIC PHARMACEUTICAL CORPORATION (Exact name of registrant as specified in its charter) Delaware 22-2859704 (State or other jurisdiction (I.R.S. Employer Identification No.) of incorporation or organization) 215 College Road Paramus, NJ 07652 (Address of principal executive offices) (Zip Code) (201) 261-1331 (Registrant's telephone number, including area code) Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No As of November 1, 2000, there were 10,935,772 shares of the registrant's Common Stock outstanding. SYNAPTIC PHARMACEUTICAL CORPORATION INDEX TO QUARTERLY REPORT ON FORM 10-Q FOR THE QUARTER ENDED SEPTEMBER 30,2000 PART I. FINANCIAL INFORMATION Page ---- Item 1. Financial Statements 1 Balance Sheets at September 30, 2000 and December 31, 1999 1 Statements of Operations and Comprehensive Income (Loss) for the three months ended September 30, 2000 and 1999, and for the nine months ended September 30, 2000 and 1999 2 Statements of Cash Flows for the nine months ended September 30, 2000 and 1999 3 Notes to Financial Statements 4 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 5 Item 3. Quantitative and Qualitative Disclosures About Market Risk 10 PART II. OTHER INFORMATION Item 1. Legal Proceedings 11 Item 6. Exhibits and Reports on Form 8-K 12 Signatures 13 (i) PART I. FINANCIAL INFORMATION Item 1. Financial Statements SYNAPTIC PHARMACEUTICAL CORPORATION BALANCE SHEETS (in thousands, except share information) ASSETS September 30, December 31, 2000 1999 ---------- ----------- (Unaudited) (Audited) Current assets: Cash and cash equivalents $ 1,930 $ 6,236 Revenue receivable under license agreement 2,500 -- Marketable securities--current maturities 13,033 6,471 Other current assets 1,038 847 ------- ------- Total current assets 18,501 13,554 Property and equipment, net 4,961 5,186 Marketable securities 16,916 29,436 Patent and patent application costs, net of accumulated amortization 312 574 ------- ------- $40,690 $48,750 ======= ======= LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 493 $ 486 Accrued liabilities 518 525 Accrued compensation 261 386 Deferred revenue 719 -- ------- ------- Total current liabilities 1,991 1,397 Deferred rent obligation 489 247 Stockholders' equity: Preferred Stock, $.01 par value; authorized-- 1,000,000 shares; issued--none -- -- Common Stock, $.01 par value; authorized-- 25,000,000 shares; issued and outstanding-- 10,848,199 shares in 2000 and 10,764,661 shares in 1999; 108 108 Additional paid-in capital 99,239 98,719 Accumulated other comprehensive income-- net unrealized losses on securities (411) (791) Accumulated deficit (60,726) (50,930) ------- ------- Total stockholders' equity 38,210 47,106 ------- ------- $40,690 $48,750 ======= ======= See notes to financial statements. 1 SYNAPTIC PHARMACEUTICAL CORPORATION STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (in thousands, except share and per share information) (Unaudited) For the three months For the nine months ended September 30, ended September 30, 2000 1999 2000 1999 ------- ------- ------- ------- Revenues: Contract revenue $ 319 $ 314 $ 804 $ 1,801 License revenue 2,584 -- 2,667 -- ------- ------- ------- ------- Total revenues 2,903 314 3,471 1,801 Expenses: Research and development 3,866 3,614 10,545 11,414 General and administrative 1,440 1,209 4,278 3,707 ------- ------- ------- ------- Total expenses 5,306 4,823 14,823 15,121 ------- ------- ------- ------- Loss from operations (2,403) (4,509) (11,352) (13,320) Other income, net: Interest income 489 622 1,623 2,052 Gain on sale of securities -- -- -- 2 Other (84) -- (67) -- ------- ------- ------- ------- Other income, net 405 622 1,556 2,054 ------- ------- ------- ------- Net loss $(1,998) $(3,887) $(9,796) $(11,266) ======= ======= ======= ======= Comprehensive loss: Net loss $(1,998) $(3,887) $(9,796) $(11,266) Unrealized gains (losses) arising during period 310 48 380 (425) Less: Reclassification adjustment for gains included in net income -- -- -- (12) ------- ------- ------- ------- Comprehensive loss $(1,688) $(3,839) $(9,416) $(11,703) ======= ======= ======= ======= Basic and diluted net loss per share $(0.18) $(0.36) $(0.90) $(1.05) ====== ====== ====== ====== Shares used in computation of basic and diluted net loss per share 10,848,045 10,743,161 10,825,552 10,737,861 ========== ========= ========== ========== See notes to financial statements. 2 SYNAPTIC PHARMACEUTICAL CORPORATION STATEMENTS OF CASH FLOWS (in thousands) (Unaudited) For the nine months ended September 30, 2000 1999 ------- ------- Operating activities: Net loss $(9,796) $(11,266) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 1,143 1,201 Amortization of premiums on securities 351 354 Deferred rent obligation 242 164 Amortization of deferred compensation -- 46 Gain on sale of securities -- (2) Loss on sale of fixed asset 100 80 Changes in operating assets and liabilities: Increase in revenue receivable under license agreement (2,500) -- (Increase) decrease in other current assets (191) 722 Decrease in accounts payable, accrued liabilities and accrued compensation (125) (813) Increase (decrease) in deferred revenue 719 (83) ------- ------- Net cash used in operating activities (10,057) (9,597) Investing activities: Sale or maturity of investments 5,987 18,624 Purchase of investments -- (16,349) Purchases of property and equipment (826) (706) Proceeds from sale of equipment 70 33 ------- ------- Net cash provided by investing activities 5,231 1,602 Financing activities: Issuance of common stock, net of repurchases 520 173 ------- ------- Net cash provided by financing activities 520 173 ------- ------- Net decrease in cash and cash equivalents (4,306) (7,822) Cash and cash equivalents at beginning of period 6,236 16,590 ------- ------- Cash and cash equivalents at end of period $ 1,930 $ 8,768 ======= ======= See notes to financial statements. 3 SYNAPTIC PHARMACEUTICAL CORPORATION NOTES TO FINANCIAL STATEMENTS September 30, 2000 Note 1 -- Basis of Presentation The accompanying unaudited financial statements have been prepared in accordance with the instructions to Form 10-Q and may not include all information and footnotes required for a presentation in accordance with generally accepted accounting principles. In the opinion of the management of Synaptic Pharmaceutical Corporation (the "Company"), these financial statements include all normal and recurring adjustments necessary for a fair presentation of the financial position and the results of operations and cash flows of the Company for the interim periods presented. For more complete financial information, these financial statements should be read in conjunction with the audited financial statements for the fiscal year ended December 31, 1999, and notes thereto included in the Company's 1999 Annual Report on Form 10-K. The results of operations for the fiscal quarter and nine month period ended September 30, 2000, are not necessarily indicative of the results of operations to be expected for the full year. Note 2 -- Revenue Recognition Staff Accounting Bulletin No. 101 "Revenue Recognition in Financial Statements" (SAB 101), requires that non-refundable, up-front license fees be deferred and recognized generally over the term of the license agreement, unless the agreements and facts and circumstances of the transaction clearly reflect the completion of the earnings process, as defined. The Company's policy historically has been to recognize such non-refundable, up-front license fees as revenue at such time they were received or, if earlier, became guaranteed. There were no revenues recognized in the financial statements which would need to have been deferred in order to conform with SAB 101. Note 3 -- Reclassifications Certain prior year amounts have been reclassified to conform with the current year presentation. 4 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Overview Synaptic Pharmaceutical Corporation ("Synaptic" or the "Company") is a biotechnology company engaged in the development of a broad platform of enabling technology which it calls "human receptor-targeted drug design technology." The Company is utilizing this technology in its genomics program to discover and clone the genes that code for human receptors. The Company and its licensees are also utilizing this technology in functional genomics programs to discover the function of these receptors in the body and thus specific physiological disorders with which they may be associated. The Company and its licensees are in turn utilizing the cloned receptor genes to design compounds that can potentially be developed as drugs for treating these disorders. The Company is currently collaborating with Grunenthal GmbH ("Grunenthal")and Kissei Pharmaceutical Co., Ltd. ("Kissei"). Concurrently with the establishment of the collaborative arrangement with Grunenthal, the Company granted a license to certain of its technology and patent rights. In addition to its ongoing collaborative arrangements, other pharmaceutical companies have licenses to certain of the Company's technology and patent rights. For convenience of reference, the agreements pursuant to which the licenses referred to in this paragraph and the preceding paragraph were granted are collectively referred to as the "License Agreements." Since inception, the Company has financed its operations primarily through the sale of its stock, through contract and license revenue under certain of its License Agreements, and through interest income and capital gains resulting from its investments. The Company also has received revenues from government grants under the Small Business Innovative Research ("SBIR") program of the National Institutes of Health. Under the License Agreements, the Company may receive one or more of the following types of revenue: license revenue, contract revenue, royalty revenue or revenue from the sales of drugs. License revenue represents non-refundable payments for a license to one or more of the Company's patents and/or a license to the Company's technology. Effective January 1, 2000, payments for licenses are recognized as they are received or, if earlier, when they become guaranteed, provided they are independent of any continuing research activity, otherwise, they are recognized pro-rata during the term of the related research agreement in accordance with Staff Accounting Bulletin No. 101 "Revenue Recognition in Financial Statements". Contract revenue includes research funding to support a specified number of the Company's scientists and payments upon the achievement of specified research and development milestones. Research funding revenue is recognized ratably over the period of the collaboration to which it relates and is based upon predetermined funding requirements. Research and development milestone payment revenue is recognized when the related research or development milestone is achieved. Under each of the License Agreements (other than the Grunenthal Agreement), the Company is entitled to receive royalty payments based upon the sales of drugs that may be developed using the Company's technology or that may be covered by the Company's patents. Under the Grunenthal Agreement, the Company has development and marketing rights in certain geographical areas with respect to drugs, if any, that are jointly identified as part of the collaboration with Grunenthal. Accordingly, the Company may receive revenue from sales in its geographical areas (as defined) of such drugs if it markets them independently or the Company may receive royalty payments if it licenses its marketing rights to a third party. To date, the Company has not received either royalty revenue or revenue from the sales of drugs and the Company does not expect to receive such revenues for a number of years, if at all. 5 To date, the Company's expenditures have been for research and development related expenses, general and administrative related expenses, fixed asset purchases and various patent related expenditures incurred in protecting the Company's technologies. The Company has been historically unprofitable and had an accumulated deficit of $60,726,000 at September 30, 2000. The Company expects to continue to incur operating losses for a number of years and may not become profitable, unless and until it receives royalty revenue or revenue from sales of drugs that may be developed with the use of its technology or its patent rights. Results of Operations Comparison of the Three Months Ended September 30, 2000 and 1999 Revenues. The Company recognized revenue of $2,903,000 and $314,000 for the three months ended September 30, 2000 and 1999, respectively. The increase of $2,589,000 was primarily attributable to an increase in license revenue resulting from the grant of a non-exclusive license to certain of the company's technology and patent rights. Research and Development Expenses. The Company incurred research and development expenses of $3,866,000, and $3,614,000 for the three months ended September 30, 2000 and 1999, respectively. The increase of $252,000, or 7% was attributable primarily to increases in preclinical testing and supply costs, both of which were offset by a decrease in depreciation expense. General and Administrative Expenses. The Company incurred general and administrative expenses of $1,440,000 and $1,209,000 for the three months ended September 30, 2000 and 1999, respectively. The increase of $231,000, or 19%, was attributable primarily to: an increase in consulting fees associated with business development activities; an increase in patent expenses; and legal expenses related to the Company's lawsuit against M.D.S. Panlabs, Inc. Other Income, Net. The Company recorded other income of $405,000 and $622,000 for the three months ended September 30, 2000 and 1999, respectively. The decrease of $217,000 was primarily due to: lower average cash, cash equivalent and marketable securities balances during 2000 as a result of the utilization of these resources to fund the Company's operations; and a loss on the sale of underutilized equipment. Net Loss and Basic and Diluted Net Loss Per Share. The net loss incurred by the Company was $1,998,000 ($0.18 per share), and $3,887,000 ($0.36 per share) for the three months ended September 30, 2000 and 1999, respectively. The decrease in net loss per share of $0.18 resulted primarily from higher revenues which were offset by increased expenses and lower other income during the third quarter of 2000 as described above. Comparison of the Nine Months Ended September 30, 2000 and 1999 Revenues. The Company recognized revenue of $3,471,000 and $1,801,000 for the nine months ended September 30, 2000 and 1999, respectively. The increase of $1,670,000 was attributable to an increase in license revenue of $2,667,000 resulting primarily from the grant of a non-exclusive license to certain of the Company's technology and patent rights, offset by a reduction in contract revenue of $997,000 resulting from the net reduction in the number of scientists being funded under the Company's collaborative arrangements. Research and Development Expenses. The Company incurred research and development expenses of $10,545,000 and $11,414,000 for the nine months ended September 30, 2000 and 1999, respectively. The decrease of $869,000, or 8%, was attributable primarily to a net decrease in headcount and a corresponding decrease in supply costs, both of which were offset by an increase in preclinical testing costs. 6 General and Administrative Expenses. The Company incurred general and administrative expenses of $4,278,000 and $3,707,000 for the nine months ended September 30, 2000 and 1999, respectively. The increase of $571,000, or 15%, was attributable primarily to: an increase in rent expense; an increase in consulting and finder's fees associated with business development activities; and an increase in legal and patent costs. Other Income, Net. The Company recorded other income of $1,556,000 and $2,054,000 for the nine months ended September 30, 2000 and 1999, respectively. The decrease of $498,000 was primarily due to: lower average cash, cash equivalent and marketable securities balances during 2000 as a result of the utilization of these resources to fund the Company's operations; and a loss on the sale of underutilized equipment. Net Loss and Basic and Diluted Net Loss Per Share. The net loss incurred by the Company was $9,796,000 ($0.90 per share), and $11,266,000 ($1.05 per share) for the nine months ended September 30, 2000 and 1999, respectively. The decrease in net loss per share of $0.15 resulted primarily from higher revenues and lower total operating expenses, both of which were partially offset by lower other income during the nine months ended September 30, 2000, as described above. Operating Trends Operating Trends. Revenues may vary from period to period depending on numerous factors including the timing of revenue earned under the License Agreements and revenue that may be earned under future collaborative and/or license agreements. On January 24, 2000, the Company entered into a research and licensing agreement with Kissei Pharmaceutical Co., Ltd. The Company will recognize revenue under this agreement during 2000 and expects to recognize revenue under this agreement during 2001 and 2002. Under the terms of certain of the License Agreements, revenues may be recognized if certain milestones are achieved. Management continues to assess the opportunity for obtaining additional funding under new collaborative and/or license agreements as well as obtaining financing through equity transactions. The Company continues to monitor its spending level in order to insure that it has enough cash to last through the year 2002. Preclinical expenses are expected to increase as the Company moves its own drug discovery projects forward. Legal expenses are expected to increase as a result of a suit filed by the Company. See "Legal Proceedings" in PART II, Item 1, hereof. Other income, net is expected to decline during the remainder of 2000 and during 2001 and 2002 as existing funds are utilized to support the Company's operations. Property and equipment spending may vary from period to period depending on numerous factors including: the number of collaborations in which the Company is involved at any given time; replacement due to obsolescence and replacement due to normal wear. Consequently, equipment spending in 2000 is expected to increase from that of 1999. At September 30, 2000, the Company held marketable securities with an estimated fair value of $29,949,000. The Company's primary interest rate exposure results from changes in short-term interest rates. The Company does not purchase financial instruments for trading or speculative purposes. All of the marketable securities held by the Company are classified as available-for-sale securities. The following table provides information about marketable securities held by the Company at September 30, 2000: 7 Estimated Principal Amount and Weighted Average Stated Rate Fair by Expected Maturity Value ---------------------------------------------------- --------- (000's) 2000 2001 2002 2003 Total (000's) ---------------------------------------------------- --------- Principal $500 $20,440 $2,500 $6,500 $29,940 $29,949 Weighted Average Stated Rates 7.02% 7.91% 6.50% 5.77% 7.31% -- ---------------------------------------------------- --------- The stated rates of interest expressed in the above table may not approximate the actual yield of the securities which the Company currently holds since the Company has purchased some of its marketable securities at other than face value. Additionally, some of the securities represented in the above table may be called or redeemed, at the option of the issuer, prior to their expected due dates. If such early redemptions occur, the Company may reinvest the proceeds realized on such calls or redemptions in marketable securities with stated rates of interest or yields that are lower than those of current holdings, affecting both future cash interest streams and future earnings. In addition to investments in marketable securities, the Company places some of its cash in money market funds in order to keep cash available to fund operations and to hold cash pending investments in marketable securities. Fluctuations in short term interest rates will affect the yield on monies invested in such money market funds. Such fluctuations can have an impact on future cash interest streams and future earnings of the Company, but the impact of such fluctuations are not expected to be material. The Company does not believe that inflation has had a material impact on its results of operations. Liquidity and Capital Resources At September 30, 2000 and December 31, 1999, cash, cash equivalents and marketable securities aggregated $31,879,000 and $42,143,000, respectively. The decrease of $10,264,000 resulted from the utilization of these resources to fund the Company's operations. In addition, the Company has recorded a short-term receivable of $2,500,000 related to the grant of the non-exclusive license referred to under "Results of Operations", above. To date, the Company has met its cash requirements through the sale of its stock, through contract and license revenue, through SBIR grants and through interest income and gains resulting from its investments. If the current biotechnology financing environment remains unfavorable, raising additional capital may be difficult. At September 30, 2000, the Company had invested, $11,837,000 in property and equipment. The Company leases laboratory and office facilities under an agreement expiring on December 31, 2015. The minimum annual payment under the lease is currently $1,575,000. The lease provides for fixed escalations in rent payments in the years 2005 and 2010. At September 30, 2000, the Company had $31,879,000 in cash, cash equivalents and marketable securities. The Company currently intends to utilize these funds primarily to conduct certain of its research programs, for patent related expenditures, for general corporate purposes, to make leasehold improvements to its 8 facilities and to purchase property and equipment. The Company expects to continue to incur operating losses for a number of years. The Company believes that its cash on hand and cash that it expects to receive through interest payments on its investments, will be sufficient to fund its operations, as well as the Company's share of development costs, if any, under the Grunenthal Agreement, through the year 2002. As of December 31, 1999, the Company had net operating loss carryforwards of approximately $45,000,000 for Federal income tax purposes that will expire principally in the years 2002 through 2019. In addition, the Company had research and development credit carryforwards of $1,610,000 which will expire principally in 2002 through 2018. For financial reporting purposes, a valuation allowance has been recognized to offset the deferred tax assets related to these carryforwards. Due to limitations imposed by the Tax Reform Act of 1986, and as a result of a significant change in the Company's ownership in 1993 and 1997, the utilization of $25,000,000 of net operating loss carryforwards is subject to annual limitation. The utilization of the research and development credits is similarly limited. Recent Accounting Pronouncements In June 1998, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 133, "Accounting for Derivatives and Hedging Activities" ("SFAS 133"), which establishes accounting and reporting standards for derivative instruments, including certain derivative instruments embedded in other contracts (collectively referred to as derivatives) and for hedging activities. SFAS 133, as amended, is effective for all fiscal quarters of fiscal years beginning after September 15, 2000. As the Company does not currently intend to engage in derivatives or in hedging transactions, the Company does not anticipate any effect on its results of operations, financial position or cash flows upon the adoption of SFAS 133. This Report on Form 10-Q contains "forward looking statements" within the meaning of Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934. Such statements include, but are not limited to, those relating to future cash and spending plans, amounts of future research funding, and any other statements regarding future growth, future cash needs, future operations, business plans and financial results, and any other statements which are not historical facts. When used in this document, the words "expects," "may," "believes," and similar expressions are intended to be among the words that identify forward-looking statements. Such statements involve risks and uncertainties, including, but not limited to, those risks and uncertainties detailed in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1999 (the "1999 Form 10-K"), including in Item 1 of the 1999 Form 10-K under the captions "Patents, Proprietary Technology and Trade Secrets," "Competition" and "Government Regulation" as well as in the section entitled "Disclosure Regarding Forward-Looking Statements" under the captions "Early Stage of Product Development; Technological Uncertainty," "Dependence on Collaborative Partners and Licensees for Development, Regulatory Approvals, Manufacturing, Marketing and Other Resources" and "Uncertainties Related to Clinical Trials" or detailed from time to time in filings the Company makes with the SEC. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual outcomes may vary materially from those indicated. Although the Company believes that the expectations reflected in the forward-looking statements contained herein are reasonable, it can give no assurance that such expectations will prove to be correct. The Company expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statement contained herein to reflect any change in the Company's expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based. 9 Item 3. Quantitative and Qualitative Disclosures About Market Risk Quantitative and qualitative disclosures about market risk (i.e., interest rate risk) are included in Item 2 of this Report. 10 PART II. OTHER INFORMATION Item 1. Legal Proceedings On June 5, 2000, the Company filed suit in the United States District Court for the District of New Jersey against M.D.S. Panlabs, Inc., a Washington corporation, and Panlabs Taiwan Ltd., a Taiwanese corporation (collectively, "Panlabs"). The suit alleges that Panlabs has infringed several issued U.S. Patents owned by the Company which relate to cloned human receptors and their use in binding assays. The suit also alleges that Panlabs has been importing, selling and offering to sell products of the Company's patented binding assay processes to pharmaceutical companies and others in the United States and particularly in New Jersey. In the suit, the Company seeks an injunction against Panlabs' infringing activities, an award of damages for the Company's lost profits, the destruction of data obtained by the infringement of its patents, and other relief. Company management believes that its complaint against Panlabs is well- founded and necessary to protect the value of its intellectual property portfolio. Management believes that the ultimate resolution of the above matter could have a material impact on the Company's financial position, results of operations and cash flows. 11 Item 6. Exhibits and Reports on Form 8-K (a) Exhibits Exhibit No. Description - ------- ----------- 27 Financial Data Schedule (b) Reports on Form 8-K None 12 SIGNATURE PAGE Pursuant to the requirements of Section 13 or 15(d) 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. SYNAPTIC PHARMACEUTICAL CORPORATION (Registrant) Date: November 3, 2000 By:/s/ Kathleen P. Mullinix ----------------------------- Name: Kathleen P. Mullinix Title: Chairman, President & Chief Executive Officer By:/s/ Robert L. Spence ----------------------------- Name: Robert L. Spence Title: Senior Vice President, Chief Financial Officer & Treasurer 13 EX-27 2 0002.txt
5 9-MOS DEC-31-2000 SEP-30-2000 1,930,000 29,949,000 2,500,000 0 0 18,501,000 11,837,000 6,876,000 40,690,000 1,991,000 0 0 0 108,000 38,102,000 40,690,000 0 3,471,000 0 14,823,000 0 0 0 (9,796,000) 0 (9,796,000) 0 0 0 (9,796,000) (0.90) (0.90)
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