PROTEIN POLYMER TECHNOLOGIES INC
10QSB, 1996-05-14
COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH
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                           UNITED STATES

                 SECURITIES AND EXCHANGE COMMISSION

                       Washington, D.C. 20549

                            FORM 10-QSB


(Mark One)
[ X ]     QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE 
          SECURITIES EXCHANGE ACT OF 1934
          For the quarterly period ended March 31, 1996

[   ]     TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE 
          SECURITIES EXCHANGE ACT OF 1934
          For the transition period from _______________ to
          _______________

                  Commission file number 0-19724


                 PROTEIN POLYMER TECHNOLOGIES, INC.
(Exact name of small business issuer as specified in its charter)


          Delaware                           33-0311631
(State or other jurisdiction of  (IRS Employer Identification No.) 
incorporation or organization)

        10655 Sorrento Valley Road, San Diego, CA  92121
            (Address of principal executive offices)

                          (619) 558-6064
                    (Issuer's telephone number)


Check whether the issuer (1) filed all reports required to be 
filed by Section 13 or 15(d) of the Exchange Act during the past
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 ___    


State the number of shares outstanding of each of the issuer's 
classes of common equity, as of the latest practicable date: As of 
April 30, 1996, 6,466,905 shares of common stock were outstanding.

Transitional Small Business Disclosure Format (check one): Yes ___  
No _X_   




<PAGE>           PROTEIN POLYMER TECHNOLOGIES, INC.

                            FORM 10-QSB

                               INDEX




                                                        Page No.
                                                        ________

PART I.     FINANCIAL INFORMATION

Item 1.     Financial Statements (Unaudited)

            Condensed Balance Sheets -
              March 31, 1996 and December 31, 1995         1

            Condensed Statements of Operations -
              For the Three Months ended 
              March 31, 1996 and 1995                      2

            Condensed Statements of Cash Flows -
              For the Three Months ended
              March 31, 1996 and 1995                      3

            Notes to Condensed Financial Statements        4

Item 2.     Management's Discussion and Analysis
              of Financial Condition and Results 
              of Operations                               5-7


PART II.    OTHER INFORMATION

Item 6.     Exhibits and Reports on Form 8-K               8

            Signature                                      9

            Exhibit Index                                  10












                                 i
<PAGE>            PROTEIN POLYMER TECHNOLOGIES, INC.

                       Condensed Balance Sheets

                                     March 31,        December 31,
                                         1996                1995
                                   (Unaudited)
ASSETS
Current assets:
  Cash and cash equivalents      $    634,988        $    471,296
  Short-term investments              890,000           1,540,000
  Accounts receivable                  28,545              28,099
  Inventory                            52,599              54,534
  Other current assets                 43,549              20,178
                                 _____________       _____________
Total current assets                1,649,681           2,114,107

Deposits                               23,407              22,257
Equipment and leasehold 
  improvements, net                   337,851             302,795
                                 _____________       _____________

                                 $  2,010,939        $  2,439,159

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
  Accounts payable               $    204,808        $    157,971
  Accrued employee benefits           108,351             101,284
  Other accrued expenses               31,820              51,598
                                 _____________       _____________
Total current liabilities             344,979             310,853

Stockholders' equity:
  Series D convertible preferred
    stock, $.01 par value, 71,600
    shares authorized, 49,187
    shares issued and outstanding
    at March 31, 1996               4,764,745           4,764,745
  Common stock, $.01 par value,
    25,000,000 shares authorized,
    6,062,425 and 5,832,925 shares
    issued and outstanding at 
    March 31, 1996 and December 31,
    1995, respectively                 60,625              58,330
  Additional paid-in capital       13,926,901          13,648,036
  Accumulated deficit             (17,086,311)        (16,342,805)
                                 _____________       _____________
Total stockholders' equity          1,665,960           2,128,306
                                 _____________       _____________

                                 $  2,010,939        $  2,439,159

See accompanying notes.
                                 1
<PAGE>           PROTEIN POLYMER TECHNOLOGIES, INC.

                 Condensed Statements of Operations



                                               Three Months
                                              Ended March 31,
                                         1996                1995
                                                (unaudited)     

Revenues:
  Product sales                  $     15,514        $     34,583
  Contract revenue                          -              10,000
  Interest income                      20,955              15,518
                                 _____________       _____________
Total revenues                         36,469              60,101


Expenses:
  Cost of goods sold                    6,214              23,933
  Research and development            447,162             470,925
  Selling, general and
    administrative                    310,349             385,683
  Royalties                            16,250              16,250
                                 _____________       _____________
Total expenses                        779,975             896,791
                                 _____________       _____________

Net loss                         $   (743,506)       $   (836,690)

Undeclared cumulative dividends
  on preferred stock                  122,295              54,000
                                 _____________       _____________

Net loss applicable to
  common shareholders            $   (865,801)       $   (890,690)

Net loss per common share        $      (0.15)       $      (0.15)

Shares used in computing net
loss per common share               5,866,898           5,830,925


See accompanying notes.








                                 2
<PAGE>           PROTEIN POLYMER TECHNOLOGIES, INC.

                 Condensed Statements of Cash Flows

                                                 Three Months
                                                Ended March 31,
                                         1996                1995
                                                  (unaudited)

OPERATING ACTIVITIES
  Net loss                       $   (743,506)       $   (836,690)
  Adjustments to reconcile net
    loss to net cash used for
    operating activities:
      Depreciation and amortization    28,101              38,975
      Changes in assets and liabilities:
        Accounts receivable              (446)            (24,074)
        Inventory                       1,935             (69,089)
        Deposits                       (1,150)              1,300
        Other current assets          (23,371)            (12,969)
        Accounts payable               46,837              18,199
        Accrued employee benefits       7,067               5,072
        Other accrued expenses        (19,778)            (56,375)
        Deferred revenue                    -               3,750
                                 _____________       _____________
Net cash used for operating
  activities                         (704,311)           (931,901)

INVESTING ACTIVITIES
  Purchase of equipment and
    improvements                      (63,157)            (22,738)
  Short-term investments              650,000                   -
                                 _____________       _____________
Net cash provided by (used for)
  investing activities                586,843             (22,738)

FINANCING ACTIVITIES
  Net proceeds from issuance of warrants
    and sale of common stock          281,160                   -
                                 _____________       _____________
Net cash provided by financing
  activities                          281,160                   -
                                 _____________       _____________
Net increase (decrease) in cash
  and cash equivalents                163,692            (954,639)

Cash and cash equivalents at
  beginning of the period             471,296           1,848,391
                                 _____________       _____________
Cash and cash equivalents at
     end of the period           $    634,988        $    893,752

See accompanying notes.
                                 3
<PAGE>           PROTEIN POLYMER TECHNOLOGIES, INC.

              Notes to Condensed Financial Statements
                            (Unaudited)

                          March 31, 1996


1.     Basis of Presentation

       The condensed financial statements of Protein Polymer 
Technologies, Inc. (the "Company") for the three months ended 
March 31, 1996 and 1995 are unaudited.  These financial statements 
reflect all adjustments, consisting of only normal recurring 
adjustments which, in the opinion of management, are necessary to 
state fairly the financial position at March 31, 1996 and the 
results of operations for the three months ended March 31, 1996 
and 1995.  The results of operations for the three months ended 
March 31, 1996 are not necessarily indicative of the results to be 
expected for the year ended December 31, 1996.  For more complete 
financial information, these financial statements and the notes 
thereto should be read in conjunction with the audited financial 
statements included in the Company's Annual Report and Form 10-KSB 
for the year ended December 31, 1995, filed with the Securities 
and Exchange Commission.


2.     Net Loss Per Share

       Net loss per share is computed using the weighted average 
number of common shares outstanding during the period.


3.     Liquidity

       The accompanying financial statements have been prepared 
assuming that the Company will continue as a going concern.  The 
Company believes its existing available cash and short-term 
investments as of March 31, 1996, along with capital received 
during April 1996 from the exercise of outstanding warrants, will 
be sufficient to meet its anticipated capital requirements through 
1996.  Substantial additional capital resources will be required 
to fund continuing expenditures related to the Company's research, 
development and product marketing activities.









                                 4
<PAGE>
Item 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL 
            CONDITION AND RESULTS OF OPERATIONS

GENERAL OVERVIEW

     Protein Polymer Technologies, Inc. (the "Company") is a 
development stage biotechnology company that has concentrated its 
research efforts on establishing a scientific and technical 
leadership position in the design and manufacture of unique 
protein-based materials.  The Company has identified biomedical 
market and product opportunities that it believes will exploit the 
unique properties of the technology to competitive advantage.  The 
Company has been unprofitable to date, and has an accumulated 
deficit of $17,086,000.

     In 1995 the Company entered into collaborative agreements 
with Ethicon, Inc., a subsidiary of the Johnson & Johnson Company, 
related to the Company's tissue adhesives and sealants program.  
The Company's strategy with most of its other programs is to enter 
into similar agreements with major medical product marketing and 
distribution companies.  Although these relationships may provide 
significant near-term revenues in the form of up-front license 
fees, research and development revenues and milestone payments, 
the Company expects to incur continuing operating losses for the 
next several years.

RESULTS OF OPERATIONS

     Sales and license fees from the Company's ProNectin(R) F 
product line for the three months ended March 31, 1996 and 1995 
were $16,000 and $35,000, respectively.  This decrease was due to 
the launch in 1995 of the Company's SmartPlastic(tm) Activated 
Plasticware(tm) product line which included sales into the 
distributor pipeline.  There was no contract research revenue for 
the three months ended March 31, 1996, versus $10,000 for the same 
period in 1995.  The revenue in 1995 was derived from a materials 
evaluation agreement with Ethicon.

     Interest income was $21,000 for the three months ended March 
31, 1996, compared to $16,000 for the same period in 1995.  The 
increase resulted primarily from an increase in cash available for 
investing from the sale of preferred stock in September and 
October 1995.

     Cost of goods sold was $6,000 for the three months ended 
March 31, 1996, compared to $24,000 for the same period last year.  
The decrease in costs related primarily to the 1995 launching and 
start-up costs of the Company's SmartPlastic product line.  
Separately, royalty expenses paid to Stanford University and 
Telios Pharmaceuticals, Inc. aggregated $16,000 for each of the 
three month periods ended March 31, 1996 and 1995.

                                 5
<PAGE>
     Research and development expenses for the three months ended 
March 31, 1996 were $447,000, compared to $471,000 for the same 
period in 1995, a 5% decrease.  The Company expects that its 
research and development expenses will again increase over time to 
the extent its projects are successfully developed and additional 
capital is obtained. 

     Selling, general and administrative expenses for the three 
months ended March 31, 1996 were $310,000, as compared to $386,000 
the same period in 1995, a 20% decrease.  This decrease was 
primarily due to additional product marketing and business 
development expenses incurred in 1995 related to the launch of the 
SmartPlastic product line.  The Company expects that its selling, 
general and administrative expenses will again increase as support 
for its research, development and product marketing efforts 
require and to the extent additional capital is raised. 

     During the three months ended March 31, 1996, the Company 
recorded a net loss applicable to common shareholders of $866,000, 
$.15 per share compared to $891,000, or $.15 per share for the 
same period in 1995, a 3% decrease.  Included in the three month 
periods of 1996 and 1995 were $122,000 and $54,000 for undeclared 
cumulative dividends on the Company's outstanding preferred stock. 

     The Company expects to incur similar or increasing operating 
losses for the immediate future (to the extent additional capital 
is obtained), due primarily to increases in the Company's product 
development, manufacturing and business development activities.  
The Company's results depend on its ability to generate product 
revenues and establish strategic alliances, increased research, 
development and manufacturing efforts, preclinical and clinical 
product testing and commercialization expenditures, expenses 
incurred for regulatory compliance and patent prosecution, and 
other factors.  The Company's results will also fluctuate from 
period to period due to timing differences.

     To date the Company believes that inflation and changing 
prices have not had a material effect on its continuing 
operations.













                                 6
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES

     As of March 31, 1996, the Company had cash, cash equivalents 
and short-term investments of $1,525,000 as compared to $2,011,000 
at December 31, 1995.  As of March 31, 1996, the Company had 
working capital of $1,305,000, compared to $1,803,000 at December 
31, 1995.  These decreases resulted from the funding of losses 
from operations and additional capital expenditures.

     The Company had no long-term debt obligations as of March 31, 
1996 and December 31, 1995.  For the three months ending March 31, 
1996, the Company's expenditures for capital equipment and 
leasehold improvements totaled $63,000, compared with $23,000 for 
the same period last year.  The Company is expecting to increase 
its capital expenditures in the next few quarters (to the extent 
additional capital is obtained), as the Company moves into its 
expanded facilities and retrofits existing space to achieve "good 
laboratory practices" compliance as certified by the Food and Drug 
Administration.

     The Company believes its existing available cash and short-
term investments as of March 31, 1996, along with capital received 
during April 1996 from the exercise of outstanding warrants, will 
be sufficient to meet its anticipated capital requirements through 
1996.  In addition, if payments from the Company's agreements with 
Ethicon are received on a timely basis, there would be sufficient 
funding for continuing operations until the fourth quarter of 
1997.  Nevertheless, substantial additional capital resources will 
be required to fund continuing expenditures related to the 
Company's research, development and product marketing activities.  
The Company believes there may be additional alternatives to meet 
its continuing capital needs of its operations, such as  
collaborative agreements and public or private financings, and is 
actively pursuing all of these approaches.  However, there can be 
no assurance that the requisite fundings will be consummated 
in the necessary time frame or on terms favorable to the Company.  
If adequate funds are not available, the Company may be required 
to significantly curtail its operating plans and relinquish 
rights to significant portions of the Company's technology or 
products.












                                 7
<PAGE>              PART II.  OTHER INFORMATION



Item 6.     EXHIBITS AND REPORTS ON FORM 8-K


a.     Exhibits:

       Exhibit
       Number          Description
       _______         ___________________________________________

         27            Financial Data Schedule


b.     Reports on Form 8-K

       None.


































                                 8
<PAGE>                        SIGNATURE


     In accordance with the requirements of the Exchange Act, the 
registrant caused this report to be signed on its behalf by the 
undersigned, thereunto duly authorized.


                                PROTEIN POLYMER TECHNOLOGIES, INC.
                                (Registrant)


Date:  May 9, 1996         By:  J. Thomas Parmeter        
                                (Signature)
                                Chairman of the Board, Chief
                                  Executive Officer, President
          

Date:  May 9, 1996         By:  Aron P. Stern
                                (Signature)
                                Vice President, Finance and 
                                  Administration, and Chief 
                                  Financial Officer






























                                 9
<PAGE>                     EXHIBIT INDEX



Exhibit                                          Sequentially
Number      Description                          Numbered Page
_______     ________________________________     _____________


  27        Financial Data Schedule                   11











































                                 10



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<NAME> PROTEIN POLYMER TECHNOLOGIES, INC.
       
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