UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
| x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended June 30, 2004
or
| ¨ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Commission File Number: 000-50768
ACADIA PHARMACEUTICALS INC.
(Exact Name of Registrant as Specified in Its Charter)
| Delaware | 06-1376651 | |
| (State or Other Jurisdiction of Incorporation or Organization) |
(I.R.S. Employer Identification No.) | |
| 3911 Sorrento Valley Boulevard San Diego, California |
92121 | |
| (Address of Principal Executive Offices) | (Zip Code) | |
(858) 558-2871
(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 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 ¨ No x
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
Total shares of common stock outstanding as of the close of business on July 30, 2004:
| Class |
Number of Shares Outstanding | |
| Common Stock, $0.0001 par value |
16,865,917 |
FORM 10-Q
TABLE OF CONTENTS
i
ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
CONDENSED CONSOLIDATED BALANCE SHEETS
| June 30, 2004 |
December 31, 2003 |
|||||||
| (unaudited) | ||||||||
| Assets |
||||||||
| Cash and cash equivalents |
$ | 8,156,500 | $ | 6,308,100 | ||||
| Investment securities, available-for-sale |
40,636,200 | 20,905,900 | ||||||
| Prepaid expenses and other current assets |
1,465,400 | 1,058,200 | ||||||
| Total current assets |
50,258,100 | 28,272,200 | ||||||
| Property and equipment, net |
2,760,700 | 3,117,000 | ||||||
| Other assets |
284,700 | 303,800 | ||||||
| $ | 53,303,500 | $ | 31,693,000 | |||||
| Liabilities and Stockholders’ Equity (Deficit) |
||||||||
| Accounts payable |
$ | 1,984,600 | $ | 1,532,700 | ||||
| Accrued expenses |
2,989,800 | 2,130,900 | ||||||
| Deferred revenue |
1,986,900 | 1,320,000 | ||||||
| Current portion of long-term debt |
2,604,100 | 3,242,300 | ||||||
| Total current liabilities |
9,565,400 | 8,225,900 | ||||||
| Long-term debt, less current portion |
946,300 | 1,624,100 | ||||||
| Commitments |
||||||||
| Convertible preferred stock, $0.01 par value; no shares and 21,169,067 shares authorized at June 30, 2004 and December 31, 2003, respectively; no shares and 9,900,913 shares issued and outstanding at June 30, 2004, and December 31, 2003, respectively |
— | 74,514,000 | ||||||
| Stockholders’ equity (deficit) |
||||||||
| Preferred stock, $0.0001 par value; 5,000,000 shares and no shares authorized at June 30, 2004 and December 31, 2003, respectively; no shares issued and outstanding at June 30, 2004 and December 31, 2003 |
— | — | ||||||
| Common stock, $0.0001 par value; 75,000,000 shares and 30,000,000 shares authorized at June 30, 2004 and December 31, 2003, respectively; 16,865,417 and 1,462,062 shares issued and outstanding at June 30, 2004 and December 31, 2003, respectively |
1,700 | 300 | ||||||
| Additional paid-in capital |
126,626,000 | 18,193,600 | ||||||
| Accumulated deficit |
(80,733,600 | ) | (68,365,900 | ) | ||||
| Unearned stock-based compensation |
(3,422,900 | ) | (2,923,100 | ) | ||||
| Accumulated other comprehensive income |
320,600 | 424,100 | ||||||
| Total stockholders’ equity (deficit) |
42,791,800 | (52,671,000 | ) | |||||
| $ | 53,303,500 | $ | 31,693,000 | |||||
The accompanying notes are an integral part of these condensed consolidated financial statements.
1
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
| Three Months Ended June 30, |
Six Months Ended June 30, |
|||||||||||||||
| 2004 |
2003 |
2004 |
2003 |
|||||||||||||
| Revenues |
||||||||||||||||
| Collaborative revenues—related party |
$ | 1,015,700 | $ | 1,352,100 | $ | 1,939,600 | $ | 2,330,100 | ||||||||
| Other collaborative research revenues |
— | 929,200 | — | 1,800,800 | ||||||||||||
| Total revenues |
1,015,700 | 2,281,300 | 1,939,600 | 4,130,900 | ||||||||||||
| Operating expenses |
||||||||||||||||
| Research and development(1) |
5,406,600 | 4,323,600 | 11,155,900 | 8,454,300 | ||||||||||||
| General and administrative(1) |
879,900 | 643,600 | 1,791,300 | 1,389,800 | ||||||||||||
| Stock-based compensation |
614,500 | 218,000 | 1,309,700 | 443,000 | ||||||||||||
| Total operating expenses |
6,901,000 | 5,185,200 | 14,256,900 | 10,287,100 | ||||||||||||
| Loss from operations |
(5,885,300 | ) | (2,903,900 | ) | (12,317,300 | ) | (6,156,200 | ) | ||||||||
| Interest income |
117,400 | 111,800 | 204,500 | 162,200 | ||||||||||||
| Interest expense |
(118,600 | ) | (184,500 | ) | (254,900 | ) | (393,000 | ) | ||||||||
| Net loss |
$ | (5,886,500 | ) | $ | (2,976,600 | ) | $ | (12,367,700 | ) | $ | (6,387,000 | ) | ||||
| Participation of preferred stock |
(3,109,900 | ) | (2,594,400 | ) | (8,586,500 | ) | (5,566,800 | ) | ||||||||
| Net loss available to common stockholders |
(2,776,600 | ) | (382,200 | ) | (3,781,200 | ) | (820,200 | ) | ||||||||
| Net loss per common share, basic and diluted |
$ | (0.42 | ) | $ | (0.26 | ) | $ | (0.94 | ) | $ | (0.56 | ) | ||||
| Weighted average common shares outstanding, basic and diluted |
6,552,366 | 1,458,794 | 4,023,717 | 1,457,961 | ||||||||||||
| Net loss available to participating preferred stockholders |
$ | (3,109,900 | ) | $ | (2,594,400 | ) | $ | (8,586,500 | ) | $ | (5,566,800 | ) | ||||
| Net loss per participating preferred share, basic and diluted |
$ | (0.31 | ) | $ | (0.27 | ) | $ | (0.87 | ) | $ | (0.71 | ) | ||||
| Weighted average participating preferred shares outstanding, basic and diluted |
9,900,913 | 9,715,727 | 9,900,913 | 7,853,073 | ||||||||||||
| (1) Excludes stock-based compensation as follows: | ||||||||||||||||
| Research and development |
$ | 279,400 | $ | 129,400 | $ | 686,200 | $ | 255,100 | ||||||||
| General and administrative |
335,100 | 88,600 | 623,500 | 187,900 | ||||||||||||
| $ | 614,500 | $ | 218,000 | $ | 1,309,700 | $ | 443,000 | |||||||||
The accompanying notes are an integral part of these condensed consolidated financial statements.
2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
| Six Months Ended June 30, |
||||||||
| 2004 |
2003 |
|||||||
| Cash flows from operating activities |
||||||||
| Net loss |
$ | (12,367,700 | ) | $ | (6,387,000 | ) | ||
| Adjustments to reconcile net loss to cash used in operating activities: |
||||||||
| Depreciation and amortization |
643,000 | 655,500 | ||||||
| Stock-based compensation |
1,309,700 | 443,000 | ||||||
| Changes in operating assets and liabilities: |
||||||||
| Prepaid expenses and other current assets |
(423,100 | ) | 34,400 | |||||
| Other assets |
12,500 | 82,400 | ||||||
| Accounts payable |
474,700 | (57,000 | ) | |||||
| Accrued expenses |
880,100 | 103,900 | ||||||
| Deferred revenue |
667,000 | 1,403,300 | ||||||
| Net cash used in operating activities |
(8,803,800 | ) | (3,721,500 | ) | ||||
| Cash flows from investing activities |
||||||||
| Purchases of investment securities |
(28,886,000 | ) | (24,654,400 | ) | ||||
| Maturities of investment securities |
9,110,000 | 7,150,000 | ||||||
| Purchases of property and equipment |
(300,400 | ) | (451,100 | ) | ||||
| Net cash used in investing activities |
(20,076,400 | ) | (17,955,500 | ) | ||||
| Cash flows from financing activities |
||||||||
| Proceeds from issuance of common stock, net of issuance costs |
31,110,300 | 12,200 | ||||||
| Proceeds from issuance of preferred stock, net of issuance costs |
— | 28,004,700 | ||||||
| Proceeds from issuance of long-term debt |
1,296,300 | — | ||||||
| Repayments of long-term debt |
(1,651,800 | ) | (1,464,000 | ) | ||||
| Net cash provided by financing activities |
30,754,800 | 26,552,900 | ||||||
| Effect of exchange rate changes on cash |
(26,200 | ) | (4,600 | ) | ||||