UNIMED PHARMACEUTICALS INC
10-Q, 1995-08-18
PHARMACEUTICAL PREPARATIONS
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                         SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C. 20549

                                      FORM 10-Q
                     QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
                       OF THE SECURITIES EXCHANGE ACT OF 1934.

           For Quarter Ended March 31, 1995  Commission file number 0-3390

                            UNIMED PHARMACEUTICALS, INC.
               (Exact name of registrant as specified in its charter)

                  DELAWARE                        22-1685346
             (State or other                  (I.R.S. Employer
   jurisdiction of incorporation or       Identification Number)
   organization)

        2150 E. Lake Cook Rd.,
   Buffalo Grove, Illinois                           60089
   (Address of principal executive                (Zip Code)
   offices)


          Registrant's telephone number            (708) 541-2525
            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.

     Indicate the number of shares outstanding  of each of the issuer's  classes
     of common stock, as of the close of the period covered by this report:

        Title of each class                Number of shares outstanding
           Common Stock                              6,127,161
          ($.25 par value)

<PAGE>


                    UNIMED PHARMACEUTICALS, INC. AND SUBSIDIARIES


                                                         Page Number


     PART I.   Financial Information                                           

          ITEM 1.      Financial Statements

                       Consolidated Balance Sheets            3

                       Consolidated Statements of             5
                       Operations
                       Consolidated Statements of             6
                       Cash Flows
                       Notes to Consolidated                  7
                       Financial Statements

          ITEM 2.      Management's Discussion and            8
                       Analysis of Results of Operations 
                       and Financial Condition

     PART II.  Other Information                             11

     SIGNATURE PAGE                                          12
<PAGE>
<TABLE>

     PART I - FINANCIAL INFORMATION

     Item 1 - Financial Statements
     UNIMED PHARMACEUTICALS, INC. AND SUBSIDIARIES
     Consolidated Balance Sheets
     (Unaudited)

                                              March 31,   December 31,
                                                 1995         1994
     ASSETS
     <S>                                     <C>            <C>    
     Current assets:
     Cash and cash equivalents               $ 6,290,696    $ 6,101,093
     Short-term investments                      508,264        511,363
     Receivables:
       Trade                                     964,392      1,086,298
       Other                                      80,543         61,947

         Total receivables                     1,044,935      1,148,245

     Inventories                               4,937,550      2,433,561
     Prepaid expenses                            292,873        338,412

         Total current assets                 13,074,318     10,532,674

     Leasehold improvements and equipment      2,021,937      2,032,546
     Less accumulated depreciation and           979,971        934,916
     amortization

         Net                                   1,041,966      1,097,630

     Other                                       306,729        174,477 
         Total assets                       $ 14,423,013   $ 11,804,781

</TABLE>

            See accompanying notes to consolidated financial statements.

<PAGE>
<TABLE>

     Item 1 - Financial Statements
     UNIMED PHARMACEUTICALS, INC. AND SUBSIDIARIES
     Consolidated Balance Sheets
     (Unaudited)

                                                   March 31,  December 31,
                                                     1995         1994
   <S>                                             <C>          <C>
   LIABILITIES AND STOCKHOLDERS' EQUITY
   Current liabilities:
     Accounts payable                              $   70,594   $   90,107
     Accrued liabilities                              325,938      352,234
     Income taxes payable                               - - -        9,963
     Due to Roxane                                  4,443,653    1,881,916

       Total current liabilities                    4,840,185    2,334,220

   Stockholders' equity:
     Common stock, $.25 par value; authorized
      12,000,000 shares;
     issued and outstanding:  6,127,161             1,531,790    1,531,790

     Additional paid-in capital                    17,052,661   17,052,661
     Accumulated deficit                           (9,042,690)  (9,152,931)
     Accumulated foreign currency translation          41,067       39,041
       adjustment

       Total stockholders' equity                   9,582,828    9,470,561

       Total liabilities and stockholders'       $ 14,423,013 $ 11,804,781
        equity
</TABLE>

            See accompanying notes to consolidated financial statements.
<PAGE>
<TABLE>

     UNIMED PHARMACEUTICALS, INC. AND SUBSIDIARIES
     Consolidated Statements of Operations
     Three Months Ended March 31, 1995 and 1994
     (Unaudited) 
                                               March 31,   March 31,
                                                 1995        1994
     <S>                                     <C>          <C>
     Net sales                               $ 1,987,747  $ 1,736,829
     Cost of sales                             1,024,022      799,213
     Gross profit                                963,725      937,616

     Operating and administrative expenses       579,551      642,695
     Sales and marketing expenses                270,463      665,917
     Research and development expenses, net      113,988       74,124

     (Loss) from operations                         (277)    (445,120)
     Interest income                             102,218       56,363

     Income (loss) before income taxes           101,941     (388,757)

     Income tax benefit                            8,300        - - -

     Net income (loss)                         $ 110,241   $ (388,757)
     Net income (loss) per share               $     .02   $     (.06)

     Weighted average number of common and
       common equivalent shares outstanding    6,509,002    6,127,161
</TABLE>

            See accompanying notes to consolidated financial statements.

<PAGE>
<TABLE>

     UNIMED PHARMACEUTICALS, INC. AND SUBSIDIARIES
     Consolidated Statements of Cash Flows
     Three Months Ended March 31, 1995 and 1994
     (Unaudited)

                                               March 31,   March 31,
                                                 1995        1994
     <S>                                      <C>          <C>
     Cash flows provided by operations:
     Net income (loss)                        $  110,241   $ (388,757)
     Adjustments to reconcile net income
     (loss) to net cash
       provided by operations:
       Depreciation and amortization              45,055       47,764
       Other                                       2,026        - - -
       Decrease in current receivables           103,310      218,332
       Decrease in notes receivable                - - -       35,032
       (Increase) in inventories              (2,503,989)  (1,072,754)
       Decrease in prepaid expenses               45,539       12,232
       (Decrease) increase in payables and
         accrued liabilities                     (55,772)      26,333
       Increase in due to Roxane               2,561,737    1,167,152
         Net cash provided by operating
           activities                            308,147       45,334 
     Cash flows provided by (used in)
       investing activities:
       Sale (purchase) of equipment               10,609      (72,773)
       Net sale of short-term investments          3,099        - - -
       Investment in Medisperse                    - - -     (102,776)
         Net cash provided by (used in)
          investing activities                    13,708     (175,549)
     Cash flows (used in) financing
      activities:
       Issuance of note receivable              (132,252)       - - -
                                               
        Net cash (used in) financing          
           activities                           (132,252)       - - -

     Increase (decrease) in cash and cash       
      equivalents                                189,603     (130,215)
     Cash and cash equivalents at beginning   
      of period                                6,101,093    5,328,145
     Cash and cash equivalents at end of    
      period                                 $ 6,290,696  $ 5,197,930


     Supplemental disclosures of cash flow
     information:
     Cash paid during the period for:          
       Income taxes                            $   1,663    $   - - -
</TABLE>
            See accompanying notes to consolidated financial statements.
<PAGE>

                    UNIMED PHARMACEUTICALS, INC. AND SUBSIDIARIES
                     Notes to Consolidated Financial Statements
                                   March 31, 1995
                                     (Unaudited)


     NOTE 1

     The consolidated financial information herein is unaudited, other than  the
     Consolidated Balance Sheet at December 31, 1994, which is derived from  the
     audited financial statements.   The unaudited interim financial  statements
     include the accounts of UNIMED Pharmaceuticals, Inc. (the ``Company"), its 
     wholly-owned  subsidiaries,  Unimed  Canada,  Inc.  and  Unimed  Technology
     Management, Inc.

     In  the  opinion  of  the  Company,  the  accompanying  unaudited   interim
     consolidated financial statements  contain all  adjustments (consisting  of
     normal recurring  adjustments) necessary  to present  fairly the  Company's
     consolidated financial position  as of March  31, 1995 and  the results  of
     operations and changes in cash flows for the three-month period then ended.

     While the Company believes that the  disclosures presented are adequate  to
     make the information not misleading, it  is suggested that these  condensed
     consolidated financial statements be read in conjunction with the financial
     statements and notes included in the  Company's 1994 annual report on  Form
     10-K filed with the Securities and Exchange Commission.
<PAGE>

     Item 2

                 MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF
                         OPERATIONS AND FINANCIAL CONDITION


     Results of Operations

     Three Months Ended March 31, 1995 vs. Three Months Ended March 31, 1994

     Net sales of the Company for the three months ended March 31, 1995 (the
     "Fiscal 1995 Period") of $1,987,747 were $250,918 or 14% higher than net
     sales of $1,736,829 for the three months ended March 31, 1994 (the "Fiscal
     1994 Period").  The  Company's net income  was $110,241 or two cents per
     share for the Fiscal 1995 Period.  Net loss for the Fiscal 1994 Period was
     $388,757 or six cents per share.
                
     Marinol[R] (dronabinol) sales increased 20% to $1,652,592, due to increased
     demand in the HIV market.

     Serc[R] (betahistine HCl) sales  increased $21,993 or  11% to $228,760  for
     the three months ended March 31,  1995 due to increased sales volume  under
     foreign contracts.

     Over-the-counter (OTC)  products,  which include  Ondrox[TM],  a  sustained
     release nutritional supplement, and the MucoCare[TM] line of products which
     include MouthKote[TM] and the related line extensions, contributed
     $106,395 to net  sales in the  Fiscal 1995 Period.   Net  sales from  these
     products in the  Fiscal 1994  Period were  $157,182.   Net sales  decreased
     $50,787 or 32% due to termination  of advertising and promotional  programs
     relating to the OTC products.

     Interest income increased to  $102,218 in the  Fiscal 1995 Period,  $45,855
     higher than in  the Fiscal  1994 Period  primarily due  to higher  interest
     rates and higher invested cash balances.

     Cost of sales increased by $224,809 for the three month period ended  March
     31, 1995 compared to  the three month  period ended March  31, 1994, or  an
     increase of 28%.  Cost  of sales expressed as  a percent of sale  increased
     12% over  the same  period in  1994.   The  increase in  cost of  sales  is
     principally  due  to  higher  volume  and  to  Marinol[R]  royalty  payment
     adjustments associated with  state Medicaid rebates  paid by the  Company's
     distributor, Roxane Laboratories, Inc.
<PAGE>

     Operating and administrative expenses decreased  in the Fiscal 1995  Period
     by  $63,144  or  10%.    As  a  percentage  of  net  sales,  operating  and
     administrative expenses  decreased 21%.   This  decrease  was a  result  of
     downsizing the Company's sales and administration staff in connection  with
     discontinuing active marketing of the OTC products.  The Company expects to
     continue to distribute the OTC product line as long as inventory remains.

     Sales and marketing expenses decreased $395,454  or 59% in the Fiscal  1995
     Period.   As  a  percentage  of net  sales,  sales  and  marketing  expense
     decreased 64%.  The Fiscal 1994 Period included significant advertising
     and promotional expenditures associated with the OTC product line.  Early
     in 1995, the  Company elected  to  discontinue the  OTC  product line and
     to concentrate on current prescription products and new proprietary
     pharmaceutical development.  The Company eliminated advertising, promotion,
     direct mail and telemarketing operations associated  with the  OTC  product
     line, and is concentrating sales and marketing activities on promotion of
     Marinol[R] through its dedicated HIV specialty sales force.

     Net research  and  development expenses  in  the Fiscal  1995  Period  were
     $113,988 as compared to $74,124 in the Fiscal 1994 Period primarily due  to
     increased spending  on Phase  IV Marinol[R]  clinical trials.    Marinol[R]
     clinical trial  expenses  are shared  by  the Company's  distributor.    In
     addition, the Company  added a new  clinical management  staff including  a
     vice president  of clinical  and regulatory  affairs  in December  1994  to
     support the current and new clinical development programs.  As a percentage
     of net sales, research and development costs  were 6% as compared to 4%  in
     the three month period ended March 31, 1994.  The Company expects  research
     and development expenses to increase following the successful completion of
     its in-licensing program.

     The Company  recently announced  it will  focus  its resources  on  further
     development of  existing prescription  products and  that it  will seek  to
     acquire and develop  complementary late stage  development compounds  which
     have the  potential to  be marketed  in concentrated  niche markets.    The
     Company believes that its sales and marketing expertise, its experience  in
     development of new products, and its  knowledge of and contacts within  the
     pharmaceutical industry will  help to expand  its development pipeline  and
     future new product introductions.
<PAGE>
     Liquidity


     At March 31, 1995,  the Company had cash,  cash equivalents and  short-term
     investments of $6,798,960, compared to $6,612,456 at December 31, 1994,  an
     increase of $186,504.   On a year-to-year basis,  comparing March 31,  1995
     with the  same period  in  1994, cash  and  cash equivalents  increased  by
     $1,092,766.

     The Company generated net  cash from operations  totaling $308,147 for  the
     quarter  ended  March  31,  1995.    Marinol[R]  inventories  increased  by
     approximately $2,503,989 or 103% for the  quarter ended March 31, 1995,  as
     the Company accepted annual  delivery of Delta-9 tetrahydrocannabinol,  the
     active component in Marinol[R], from its contract manufacturer.  Marinol[R]
     constitutes approximately 90% of total inventory  and 30% of total  assets.
     Marinol[R] inventories normally  are depleted  throughout  the year  until
     delivery of the new annual production lot.

     The Company's  distributor  advances  funds  to  the  Company  required  to
     maintain Marinol[R]  inventories.    During the  quarter,  the  distributor
     advanced the Company approximately $2,600,000.  The current liability,  Due
     to Roxane, is relieved on a quarterly basis from royalties remitted to  the
     Company.  The reduction in the quarterly royalty payment corresponds to the
     cost of Marinol[R] inventory sold during the quarter.  The Company  expects
     to  further  increase  Marinol[R]  bulk  inventory  levels,  via  the  1995
     production run,  in  order  to replace  current  consumption  and  maintain
     adequate safety stocks. 
<PAGE>

     PART II - OTHER INFORMATION


        Item 1.       Legal Proceedings             None

        Item 2.       Changes in Securities         None

        Item 3.       Defaults Upon Senior          None
                      Securities

        Item 4.       Submission of Matters to
                      Vote of Security Holders      None

        Item 5.       Other Information             None

        Item 6.       Exhibits and Reports on Form
                      8-K
                                                    
                          (a)  Exhibits             None
                          (b)  Reports on Form 8-K  None
<PAGE>


                                   SIGNATURE PAGE


     Pursuant to the requirements 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.




                                    UNIMED PHARMACEUTICALS, INC.






     Date:   May 12, 1995           By: ________/s/  Stephen M. Simes_______
                                        Stephen M. Simes
                                        President and Chief Executive Officer




     Date:   May 12, 1995           By: _________/s/ David E. Riggs_________
                                        David E. Riggs
                                        Senior Vice President, Chief Financial
                                          Officer, Secretary and Treasurer 

<TABLE> <S> <C>

<ARTICLE> 5
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               MAR-31-1995
<CASH>                                           6,291
<SECURITIES>                                       508
<RECEIVABLES>                                    1,045
<ALLOWANCES>                                         0
<INVENTORY>                                      4,938
<CURRENT-ASSETS>                                13,074
<PP&E>                                           2,022
<DEPRECIATION>                                     980
<TOTAL-ASSETS>                                  14,423
<CURRENT-LIABILITIES>                            4,840
<BONDS>                                              0
<COMMON>                                         1,532
                                0
                                          0
<OTHER-SE>                                       8,051
<TOTAL-LIABILITY-AND-EQUITY>                    14,423
<SALES>                                          1,988
<TOTAL-REVENUES>                                 2,090
<CGS>                                            1,024
<TOTAL-COSTS>                                    1,988
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                                    102
<INCOME-TAX>                                       (8)
<INCOME-CONTINUING>                                110
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                       110
<EPS-PRIMARY>                                      .02
<EPS-DILUTED>                                      .02
        

</TABLE>


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