UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2005
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 |
|
INCORPORATION OR ORGANIZATION) |
IDENTIFICATION NUMBER) |
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 ý No o
The number of issued and outstanding shares of the Registrant’s Common Stock, no par value, as of May 6, 2005 was 39,732,701.
DEPOMED, INC.
PART I — FINANCIAL INFORMATION
DEPOMED, INC.
(A Development Stage Company)
(Unaudited)
|
|
|
March 31, |
|
December 31, |
|
||||||
|
|
|
|
|
(See Note 1) |
|
||||||
|
ASSETS |
|
|
|
|
|
||||||
|
Current assets: |
|
|
|
|
|
||||||
|
Cash and cash equivalents |
|
$ |
10,324,872 |
|
$ |
953,295 |
|
||||
|
Marketable securities |
|
22,147,070 |
|
17,151,544 |
|
||||||
|
Prepaid and other current assets |
|
674,352 |
|
442,349 |
|
||||||
|
Total current assets |
|
33,146,294 |
|
18,547,188 |
|
||||||
|
Property and equipment, net |
|
3,694,148 |
|
3,941,127 |
|
||||||
|
Other assets |
|
325,858 |
|
380,268 |
|
||||||
|
|
|
$ |
37,166,300 |
|
$ |
22,868,583 |
|
||||
|
|
|
|
|
|
|
||||||
|
LIABILITIES AND SHAREHOLDERS’ EQUITY |
|
|
|
|
|
||||||
|
Current liabilities: |
|
|
|
|
|
||||||
|
Accounts payable |
|
$ |
1,557,034 |
|
$ |
1,733,474 |
|
||||
|
Accrued compensation |
|
655,918 |
|
910,723 |
|
||||||
|
Other accrued liabilities |
|
712,423 |
|
556,084 |
|
||||||
|
Capital lease obligation, current portion |
|
13,497 |
|
32,412 |
|
||||||
|
Long-term debt, current portion |
|
15,183 |
|
73,008 |
|
||||||
|
Deferred revenue, current portion |
|
75,000 |
|
75,000 |
|
||||||
|
Other current liabilities |
|
93,073 |
|
93,073 |
|
||||||
|
Promissory note, current |
|
10,504,635 |
|
— |
|
||||||
|
Total current liabilities |
|
13,626,763 |
|
3,473,774 |
|
||||||
|
Promissory note, non-current |
|
— |
|
10,280,591 |
|
||||||
|
Deferred revenue, non-current portion |
|
475,000 |
|
493,750 |
|
||||||
|
Other long-term liabilities |
|
193,903 |
|
217,170 |
|
||||||
|
Commitments |
|
|
|
|
|
||||||
|
Shareholders’ equity: |
|
|
|
|
|
||||||
|
Preferred stock, no par value, 5,000,000 shares authorized; Series A convertible preferred stock, 25,000 shares designated, 15,821 shares issued and outstanding at March 31, 2005 and December 31, 2004 |
|
12,015,000 |
|
12,015,000 |
|
||||||
|
Common stock, no par value, 100,000,000 shares authorized; 39,732,701 and 34,691,190 shares issued and outstanding at March 31, 2005 and December 31, 2004, respectively |
|
138,273,654 |
|
117,070,946 |
|
||||||
|
Deferred compensation |
|
(557,947 |
) |
(621,980 |
) |
||||||
|
Deficit accumulated during the development stage |
|
(126,760,062 |
) |
(119,984,625 |
) |
||||||
|
Accumulated other comprehensive loss |
|
(100,011 |
) |
(76,043 |
) |
||||||
|
Total shareholders’ equity: |
|
22,870,634 |
|
8,403,298 |
|
||||||
|
|
|
$ |
37,166,300 |
|
$ |
22,868,583 |
|
||||
See accompanying notes to Condensed Consolidated Financial Statements.
3
DEPOMED, INC.
(A Development Stage Company)
(Unaudited)
|
|
|
|
|
Period From Inception (August 7, 1995) to |
|
||||||
|
|
|||||||||||
|
Three Months Ended March 31, |
|
|
|||||||||
|
2005 |
|
2004 |
|||||||||
|
Revenue: |
|
|
|
|
|
|
|
||||
|
Collaborative agreements |
|
$ |
— |
|
$ |
119,725 |
|
$ |
4,964,332 |
|
|
|
Collaborative agreements with affiliates |
|
— |
|
— |
|
5,101,019 |
|
||||
|
License revenue |
|
18,750 |
|
— |
|
50,000 |
|
||||
|
Total revenue |
|
18,750 |
|
119,725 |
|
10,115,351 |
|
||||
|
|
|
|
|
|
|
|
|
||||
|
Operating expenses: |
|
|
|
|
|
|
|
||||
|
Research and development |
|
5,016,858 |
|||||||||