UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
|
ý |
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
|
|
||
|
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2003 |
||
|
|
|
|
|
OR |
||
|
|
||
|
o |
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
|
|
||
|
FOR THE TRANSITION PERIOD FROM TO |
||
|
|
|
|
|
COMMISSION FILE NUMBER 000-23267 |
||
DEPOMED, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
|
CALIFORNIA |
|
94-3229046 |
|
(STATE OR OTHER
JURISDICTION OF |
|
(I.R.S. EMPLOYER |
|
|
|
|
|
1360 O’BRIEN DRIVE |
||
|
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES, INCLUDING ZIP CODE) |
||
|
|
|
|
|
(650) 462-5900 |
||
|
(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 requirements for the past 90 days.
YES ý NO o
Indicate by check mark whether registrant is an accelerated filer (as defined by Rule 12b-2 of the Act). Yes o No ý
The number of issued and outstanding shares of the Registrant’s Common Stock, no par value, as of May 14, 2003 was 25,719,825.
DEPOMED, INC.
PART I – FINANCIAL INFORMATION |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations |
|
|
|
|
|
|
|
PART II – OTHER INFORMATION |
|
|
|
|
|
|
|
2
PART I – FINANCIAL INFORMATION
DEPOMED, INC.
(A Development Stage Company)
|
|
|
March 31, 2003 |
|
December 31, 2002 |
|
||
|
|
|
(Unaudited) |
|
(See Note 1) |
|
||
|
ASSETS |
|
|
|
|
|
||
|
Current assets: |
|
|
|
|
|
||
|
Cash and cash equivalents |
|
$ |
1,628,108 |
|
$ |
11,533,326 |
|
|
Marketable securities |
|
11,417,855 |
|
8,684,647 |
|
||
|
Accounts receivable |
|
660,388 |
|
301,869 |
|
||
|
Prepaid and other current assets |
|
519,393 |
|
534,351 |
|
||
|
Total current assets |
|
14,225,744 |
|
21,054,193 |
|
||
|
|
|
|
|
|
|
||
|
Property and equipment, net |
|
1,825,263 |
|
1,833,208 |
|
||
|
Other assets |
|
343,221 |
|
291,876 |
|
||
|
|
|
$ |
16,394,228 |
|
$ |
23,179,277 |
|
|
|
|
|
|
|
|
||
|
LIABILITIES AND SHAREHOLDERS’ DEFICIT |
|
|
|
|
|
||
|
Current liabilities: |
|
|
|
|
|
||
|
Accounts payable |
|
$ |
5,553,858 |
|
$ |
4,803,672 |
|
|
Accrued compensation |
|
441,976 |
|
429,491 |
|
||
|
Accrued clinical trial expense |
|
1,169,593 |
|
2,381,609 |
|
||
|
Other accrued liabilities |
|
249,360 |
|
218,548 |
|
||
|
Capital lease obligation, current portion |
|
14,619 |
|
14,870 |
|
||
|
Long-term debt, current portion |
|
426,301 |
|
420,850 |
|
||
|
Other current liabilities |
|
172,583 |
|
305,166 |
|
||
|
Total current liabilities |
|
8,028,290 |
|
8,574,206 |
|
||
|
|
|
|
|
|
|
||
|
Capital lease obligation, non-current portion |
|
21,383 |
|
22,653 |
|
||
|
Long-term debt, non-current portion |
|
254,974 |
|
362,567 |
|
||
|
Promissory note to related party |
|
8,806,783 |
|
8,618,717 |
|
||
|
|
|
|
|
|
|
||
|
Preferred stock, no par value; 5,000,000 shares authorized; Series A convertible exchangeable preferred stock: 25,000 shares designated, 12,015 shares issued and outstanding at March 31, 2003 and December 31, 2002 |
|
12,015,000 |
|
12,015,000 |
|
||
|
|
|
|
|
|
|
||
|
Commitments |
|
|
|
|
|
||
|
|
|
|
|
|
|
||
|
Shareholders’ deficit: |
|
|
|
|
|
||
|
Common stock, no par value, 100,000,000 shares authorized; 16,460,566 shares issued and outstanding at March 31, 2003 and December 31, 2002 |
|
56,653,206 |
|
56,679,288 |
|
||
|
Deficit accumulated during the development stage |
|
(69,398,473 |
) |
(63,095,890 |
) |
||
|
Accumulated other comprehensive income |
|
13,065 |
|
2,736 |
|
||
|
Total shareholders’ deficit |
|
(12,732,202 |
) |
(6,413,866 |
) |
||
|
|
|
$ |
16,394,228 |
|
$ |
23,179,277 |
|
See accompanying notes to Financial Statements.
3
DEPOMED, INC.
(A Development Stage Company)
(Unaudited)
|
|
|
|
|
Period
From |
|
|||||
|
2003 |
|
2002 |
||||||||
|
|
|
|
|
(Restated)(1) |
|
|
|
|||
|
Revenue: |
|
|
|
|
|
|
|
|||
|
Collaborative agreements |
|
$ |
386,986 |
|
$ |
137,509 |
|
$ |
4,198,009 |
|
|
Collaborative agreements with affiliates |
|
— |
|
484,208 |
|
5,101,019 |
|
|||
|
|
|
|
|
|
|
|
|
|||
|
Total revenue |
|
386,986 |
|
621,717 |
|
9,299,028 |
|
|||
|
|
|
|
|
|
|
|
|
|||
|
Operating expenses: |
|
|
|
|
|
|
||||