SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
---------------
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) June 25, 1999
BIOJECT MEDICAL TECHNOLOGIES INC.
-------------------------------------------------------------
(Exact Name of Registrant as Specified in Charter)
Oregon
-------------------------------------------------------------
(State or Other Jurisdiction of Incorporation)
0-15360 93-1099680
- --------------------------------- -----------------------------------
(Commission File Number) (IRS Employer Identification No.)
7620 S.W. Bridgeport Road
Portland, Oregon 97224
- ----------------------------------------- -------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (503) 639-7221
-------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
Page 1 of 8 Pages
Exhibit Index on Page 4
- more -
<PAGE>
Item 5. Other Events
The press release attached as Exhibit 99.1 is incorporated by reference herein.
Item 7. Exhibits
99.1 Press release dated June 25, 1999
- more -
<PAGE>
SIGNATURES
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 hereunto duly authorized.
BIOJECT MEDICAL TECHNOLOGIES INC.
Date: June 25, 1999 By /s/ Michael A. Temple
--------------------------------------
Michael A. Temple
Vice President, Chief Financial
Officer and Secretary
- more -
<PAGE>
Exhibit Index
Exhibit
Number Exhibit Page
- ------ ------- ----
99.1 Press release dated June 25, 1999
- more -
Exhibit 99.1
Item 5. OTHER EVENTS
TEXT OF PRESS RELEASE
BIOJECT REPORTS FISCAL 1999 RESULTS
-The Company Also Announces Hoffman-LaRoche's
Withdrawal From Joint Marketing Plan-
PORTLAND, OR -June 25, 1999 - Bioject Medical Technologies Inc. (Nasdaq: BJCT),
the leading manufacturer of jet injection systems for needle-free drug delivery
and developer of a continuous ambulatory blood glucose monitoring system, today
announced financial results for the fourth quarter and fiscal year ended March
31, 1999.
For the fiscal year ended March 31, 1999, Bioject reported a consolidated net
loss of $7.1 million on revenues of $2.6 million. This compares to a
consolidated net loss of $16.6 million on revenues of $1.9 million for the year
ending March 31, 1998. The fiscal 1999 results reflect a net loss of $3.0
million related to the development and commercialization of the company's
continuous blood glucose monitoring technology and the inclusion of a preferred
stock dividend of $1.4 million. Fiscal 1998 results included a net loss of $12.1
million relating to developing the blood glucose monitoring technology, the
majority of which was a write-off of acquired in-process research and
development. Fiscal 1998 results also included a preferred stock dividend in the
amount of $112,000. Both preferred stock dividends and the in-process research
and development expense recorded in 1998 are related to the company's
acquisition of the continuous blood glucose monitoring technology from Elan
Corporation, plc. in October 1997.
In its core needle-free business segment, the company reported an operating loss
of $2.8 million in fiscal 1999 compared to a $4.1 million operating loss in the
needle-free business segment in fiscal 1998. This reduction was due to an
increase in licensing and technology revenues and a decrease in business
development and selling expenses. The increase in licensing and technology
revenues from $500,000 in fiscal 1998 to $2.0 million in fiscal 1999 reflects
the licensing revenues received from Merck & Co. under a short-term agreement
that ended earlier this year. Basic and diluted net loss per share was $.25 for
fiscal 1999 as compared to $.72 for fiscal 1998. Net loss per share was computed
based on 28.3 million and 23.1 million weighted average shares outstanding for
fiscal 1999 and 1998, respectively.
For the fourth quarter ended March 31, 1999, Bioject reported a net loss of $1.9
million on revenues of $213,000 compared to a net loss of $1.4 million on
revenues of $260,000 for the previous year's fourth quarter. Fourth quarter
results reflect a net loss from the company's blood glucose monitoring segment
of $173,000 (after allocating a $597,000 loss to a minority interest), the
inclusion of a preferred stock dividend of $356,000 and a charge of $429,000 to
adjust the carrying value of the company's inventories. Fourth quarter results
for fiscal 1998 included a net loss of $58,000 from the Company's blood glucose
monitoring segment and a $112,000 preferred stock dividend. Basic and diluted
net loss per share was $.07 per share for the quarter ended March 31, 1999 and
$.06 per share for the quarter ended March 31, 1998. Net loss per share was
computed based on weighted average shares outstanding of 28.9 million for the
fiscal 1999 fourth quarter and 24.9 million for the fiscal 1998 fourth quarter.
Commenting on the fiscal 1999 operating results, Jim O'Shea, Bioject's chairman,
president and CEO, focused on the results of the company's needle-free business.
He stated, "In the needle-free segment we saw a 36 percent increase in overall
revenues and a 19 percent decrease in operating expenses. Improvement in both of
these areas is a result of our positioning Bioject as a drug delivery company
whose technology can enhance the effectiveness or market perception of the
products of leading pharmaceutical and biotechnology companies."
In addition to emphasizing the improved operating results in the company's core
needle-free business segment, Mr. O'Shea also noted that Bioject's drug delivery
systems are currently being used in clinical research in more than fifteen
different companies and/or medical research centers. O'Shea said, "All of the
activity in the laboratory draws more and more attention to the clinical
capability of our products. As a result, Bioject has attracted more interest
from potential strategic partners, both in the U.S. and abroad, than ever
before. We continue to pursue high leverage product sales opportunities with
major customers such as the U.S. military, and in states such as California that
have adopted legislation mandating healthcare providers to adopt alternatives to
traditional needle-syringes."
- more -
<PAGE>
Bioject also announced that Hoffman-LaRoche, Inc. has withdrawn from a joint
marketing plan signed in 1995 due to recent changes in its product marketing
strategy.
Commenting on the change in Hoffman-LaRoche's marketing strategy, Mr. O'Shea
stated, "Roche has not expressed any dissatisfaction with the B-2020(R), which
Bioject designed and delivered as promised. Until Hoffman advised us of the
change in their strategy, we were working together to gain regulatory clearance
to use the B-2020(R) with one of Roche's drugs."
Bioject retains full rights to the B-2020(R), a 1.5cc needle-free injector.
Bioject Medical Technologies develops, manufactures and markets jet injection
systems for needle-free subcutaneous and intramuscular injections. The Company's
advanced injection management system, the Biojector 2000, has received the Seal
of Acceptance from the Alliance of Children's Hospitals, Inc. In a joint venture
with Elan Corporation, Bioject is developing an ambulatory, continuous blood
glucose monitoring system for diabetes patients.
This press release contains forward looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995, including statements
concerning prospects for future partnering arrangements with pharmaceutical or
biotechnology companies and the potential of laboratory use of the company's
products to increase the company's strategic partnering opportunities. Such
forward looking statements involve known and unknown risks, uncertainties and
other factors which may cause the actual results, performance or achievements of
the company, or industry results, to be materially different from any future
results, performance, or achievements expressed or implied by such forward
looking statements. Such risks, uncertainties and other factors include, without
limitation, the risk that research and development efforts of the company or
others will not produce desired results, dependence on the continued performance
of strategic corporate partners, the company's need for additional financing and
uncertainties related to i.) the time required to complete research and
development, ii.) obtaining necessary clinical data and government clearances,
iii.) successfully attracting additional strategic corporate partners and iv)
successfully executing revenue-generating agreements with those additional
strategic partners. Readers of this press release are referred to the company's
filings with the Securities and Exchange Commission, including the company's
Annual Report on Form 10-K/A for the year ended March 31, 1998 for further
discussions of factors which could affect future results.
Forward-looking statements are based on the estimates and opinions of management
on the date the statements are made, and the Company assumes no obligation to
update forward-looking statements if conditions or management's estimates or
opinions should change.
[Tables follow]
- more -
<PAGE>
Bioject Medical Technologies Inc.
Condensed Consolidated Statements of Operations
(In thousands, except per share data)
<TABLE>
Fiscal year ended Three months ended
March 31, March 31,
1999 1998 1999 1998
---------------- ----------------- ---------------- -----------------
<S> <C> <C> <C> <C>
RESULTS OF OPERATIONS:
Revenue
Net sales of products $ 587 $ 1,435 $ 82 $ 135
Licensing/technology fees 2,044 500 131 125
---------------- ----------------- ---------------- -----------------
2,631 1,935 213 260
---------------- ----------------- ---------------- -----------------
Expenses
Manufacturing 1,916 1,749 825 296
Research &Development 3,963 884 877 220
Acquired in-process R&D 15,000
Selling, general and administrative 3,135 3,525 735 890
---------------- ----------------- ---------------- -----------------
Total operating expenses 9,014 21,158 2,437 1,406
---------------- ----------------- ---------------- -----------------
Operating loss (6,383) (19,223) (2,224) (1,146)
Interest expense (390) (165)
Other income 122 110 30 46
---------------- ----------------- ---------------- -----------------
Loss before taxes (6,261) (19,503) (2,194) (1,265)
Provision for income taxes -- -- -- --
---------------- ----------------- ---------------- -----------------
Net loss before minority interest (6,261) (19,503) (2,194) (1,265)
Minority interest allocation 597 2,985 597
---------------- ----------------- ---------------- -----------------
Net loss (5,664) (16,518) (1,597) (1,265)
Preferred stock dividend (1,412) (112) (356) (112)
---------------- ----------------- ---------------- -----------------
Net loss alloc. to common shareholders $ (7,076) $ (16,630) $ (1,953) $ (1,377)
================ ================= ================ =================
Basic and diluted net loss per common share $ (0.25) $ (0.72) $ (0.07) $ (0.06)
================ ================= ================ =================
Shares used in per share calculation 28,315,239 23,151,135 28,938,080 24,912,412
================ ================= ================ =================
</TABLE>
-more-
<PAGE>
Bioject Medical Technologies Inc.
Selected Balance Sheet Data
(In thousands, except per share data)
<TABLE>
March 31, March 31,
1999 1998
------------------------- ---------------------------
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 1,274 $ 1,901
Accounts receivable 305 154
Inventories 1,251 1,892
Stock subscription receivable 2,997
Other 54 75
------------------------- ---------------------------
5,881 4,022
------------------------- ---------------------------
Property and equipment, net 2,175 2,493
Other assets, net 535 463
------------------------- ---------------------------
Total assets $ 8,591 $ 6,978
========================= ===========================
LIABILITIES AND
SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued liabilities1 $ 2,843 $ 993
Deferred revenue 10
------------------------- ---------------------------
2,843 1,003
------------------------- ---------------------------
Long-term debt -- --
Shareholders' equity:
Preferred stock 13,130 9,318
Common stock 50,594 47,557
Accumulated deficit (57,976) (50,900)
------------------------- ---------------------------
5,748 5,975
------------------------- ---------------------------
Total liabilities and shareholders' equity $8,591 $6,978
========================= ===========================
1 Includes approximately $2.4 million owed to Elan in connection with joint
venture research activities.
###
</TABLE>
Page 2 of 5 Pages