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 SEPTEMBER 30, 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)
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CALIFORNIA |
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94-3229046 |
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(STATE
OR OTHER JURISDICTION OF |
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(I.R.S.
EMPLOYER |
1360 O’BRIEN DRIVE
MENLO PARK, CALIFORNIA 94025
(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 the registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2). Yes o No ý
The number of issued and outstanding shares of the Registrant’s Common Stock, no par value, as of November 10, 2003 was 33,774,840.
DEPOMED, INC.
PART I – FINANCIAL INFORMATION
ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS
DEPOMED, INC.
(A Development Stage Company)
CONDENSED CONSOLIDATED BALANCE SHEETS
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September 30, 2003 |
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December 31, 2002 |
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(Unaudited) |
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(See Note 1) |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
2,982,020 |
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$ |
11,533,326 |
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Marketable securities |
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12,151,811 |
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8,684,647 |
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Accounts receivable |
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599,545 |
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301,869 |
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Prepaid and other current assets |
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302,547 |
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534,351 |
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Total current assets |
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16,035,923 |
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21,054,193 |
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Property and equipment, net |
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2,041,782 |
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1,833,208 |
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Other assets |
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532,459 |
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291,876 |
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$ |
18,610,164 |
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$ |
23,179,277 |
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LIABILITIES AND SHAREHOLDERS’ EQUITY |
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Current liabilities: |
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Accounts payable |
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$ |
3,048,637 |
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$ |
4,803,672 |
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Accrued compensation |
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624,212 |
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429,491 |
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Accrued clinical trial expense |
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271,166 |
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2,381,609 |
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Other accrued liabilities |
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251,559 |
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218,548 |
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Capital lease obligation, current portion |
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21,055 |
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14,870 |
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Long-term debt, current portion |
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337,853 |
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420,850 |
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Other current liabilities |
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— |
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305,166 |
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Total current liabilities |
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4,554,482 |
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8,574,206 |
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Capital lease obligation, non-current portion |
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17,469 |
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22,653 |
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Long-term debt, non-current portion |
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128,997 |
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362,567 |
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Promissory note to related party |
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9,205,002 |
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8,618,717 |
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Series A convertible exchangeable preferred stock, no par value; 25,000 shares designated, zero and 12,015 shares issued and outstanding at September 30, 2003 and December 31, 2002 |
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— |
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12,015,000 |
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Commitments |
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Shareholders’ equity (deficit): |
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Preferred stock, no par value; 5,000,000 shares authorized; Series A convertible preferred stock: 25,000 shares designated, 12,015 and zero shares issued and outstanding at September 30, 2003 and December 31, 2002 |
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12,015,000 |
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— |
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Common stock, no par value, 100,000,000 shares authorized; 25,938,591 and 16,460,566 shares issued and outstanding at September 30, 2003 and December 31, 2002 |
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77,220,647 |
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56,679,288 |
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Deferred compensation |
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(927,318 |
) |
— |
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Deficit accumulated during the development stage |
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(83,602,805 |
) |
(63,095,890 |
) |
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Accumulated other comprehensive income (loss) |
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(1,310 |
) |
2,736 |
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Total shareholders’ equity (deficit) |
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4,704,214 |
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(6,413,866 |
) |
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$ |
18,610,164 |
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$ |
23,179,277 |
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3
DEPOMED, INC.
(A Development Stage Company)
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
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Three Months Ended September 30, |
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Nine Months Ended September 30, |
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Period
From |
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2003 |
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2002 |
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2003 |
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2002 |
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2003 |
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Revenue: |
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Collaborative agreements |
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$ |
364,550 |
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$ |
171 |
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$ |
870,176 |
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$ |
151,864 |
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$ |
4,681,199 |
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Collaborative agreements with affiliates |
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— |
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139,756 |
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— |
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1,220,527 |
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5,101,019 |
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&nb | |||||||||