CYGNUS INC /DE/
8-K, 1998-10-28
PHARMACEUTICAL PREPARATIONS
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<PAGE>

                          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)  OCTOBER 22, 1998
                                                  ----------------
                                     CYGNUS, INC.
                 --------------------------------------------------
                 (Exact name of registrant as specified in charter)



     DELAWARE                      0-18962                  94-2978092   
- --------------------------------------------------------------------------
(State or other jurisdiction       (Commission           (IRS Employer
     of incorporation)             File Number)        Identification No.)


400 PENOBSCOT DRIVE, REDWOOD CITY, CALIFORNIA                    94063-4719
- ---------------------------------------------------------------------------
(Address of principal executive offices)                         (Zip Code)


Registrant's telephone number, including area code  (650) 369-4300
                                                    --------------

                                    NOT APPLICABLE
            --------------------------------------------------------------
            (Former name or former address, if changed since last report.)


<PAGE>
Item 5.  OTHER EVENTS.

          In a press release disseminated on October 22, 1998, the Registrant 
publicly announced its earnings for the quarter ended September 30, 1998.  A 
copy of the press release is attached hereto as Exhibit 99.1 and is 
incorporated herein by reference.

Item 7.    EXHIBITS.

          A copy of the Registrant's press release announcing its earnings 
for the quarter ended September 30, 1998 is attached hereto as Exhibit 99.1.


<PAGE>
                                      SIGNATURE

     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.

                                     CYGNUS, INC.



DATE:  October 26, 1998              By: /s/ John C. Hodgman
                                         -----------------------------------
                                         Name:  John C. Hodgman
                                         Title:  President, Chief Executive 
                                         Officer and Chief Financial Officer


<PAGE>
                                   EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT
NUMBER              DOCUMENT DESCRIPTION
- -------             --------------------
<S>       <C>

   99.1   Press Release dated October 22, 1998, issued by Cygnus, Inc. ,
          announcing its earnings for the quarter ended September 30, 1998.
</TABLE>


<PAGE>
                                                                 EXHIBIT 99.1

                                   FOR ADDITIONAL INFORMATION:
                                   Craig Carlson/Senior Vice President
                                   (650) 369-4300 www.cygn.com


FOR IMMEDIATE RELEASE


                    CYGNUS REPORTS THIRD QUARTER FINANCIAL RESULTS

Redwood City, CA - October 22, 1998 - Cygnus, Inc. (NASDAQ: CYGN) reported 
total revenue of $2.8 million for the quarter ended September 30, 1998, 
compared to $5.4 million for the quarter ended September 30, 1997. Cygnus 
posted a net loss of $9.6 million ($0.48/share) for the quarter ended 
September 30, 1998 compared to a net loss of $44.6 million ($2.36/share) for 
the third quarter of 1997.  The reduction in total revenue in the third 
quarter of 1998 is primarily attributed to the lack of product revenue 
associated with the FemPatch-Registered Trademark- system (Warner-Lambert 
Co., Morris Plains, NJ) compared to the third quarter of 1997. 

The Company had total costs and expenses of  $12.2 million for the third 
quarter of 1998 compared to $50.3 million for the third quarter of 1997.  
Total costs and expenses decreased due to the recognition of $39.6 million 
from an arbitration settlement obligation at the end of the third quarter of 
1997.  Cost of products sold for the third quarter of 1998 totaled 
$0.7 million compared to $3.1 million for the third quarter of 1997 due to the 
decrease in shipments of the FemPatch system. The Company does not anticipate 
manufacturing revenue for the FemPatch system for the remainder of 1998. 
Research and development costs for the third quarter of 1998 totaled 
$7.9 million compared to $5.4 million for the third quarter of 1997, resulting 
from increased costs of development clinical studies for the 
GlucoWatch-Registered Trademark- system and increased costs associated with 
production scale-up activities for one of the Company's transdermal products.

Cash and short-term investments totaled $55.2 million as of September 30, 
1998. 

"Our focus over the past quarter has been to assure a smooth transition from 
the change in management, to re-establish our strategy for seeking a 
marketing alliance for the GlucoWatch monitor and to begin our final set of 
development clinical studies for the GlucoWatch monitor," stated John C. 
Hodgman, President and Chief Executive Officer of Cygnus. 

The Company's results of operations vary significantly from period to period 
and depend on, among other factors, the signing of new product development 
agreements and the timing of recognizing payment amounts specified 
thereunder, the timing of recognizing license fees and cost reimbursement 
payments made by pharmaceutical company licensees, the demand for its 
Nicotrol-Registered Trademark- patch (Pharmacia AB, Stockholm, Sweden), and 
the demand for and costs associated with the manufacture of the FemPatch 
system. The Company's contract revenues are generally earned and recognized 
based on the percentage of actual efforts expended compared to total expected 
efforts during the development period for each contract. However, contract 
revenues are not always aligned with the timing of related expenses.  To 
date, research and development expenses generally have exceeded contract 
revenues in any particular period, and the Company expects the same situation 
to continue for the next several years.  In addition, the level of revenues 
in any given period is not necessarily indicative of expected revenues in 
future periods.

                                      -- MORE --
<PAGE>
Cygnus is engaged in the development and manufacture of diagnostic and drug 
delivery systems utilizing its proprietary technologies to satisfy unmet 
medical needs cost effectively.  Cygnus' current efforts are primarily 
focused on two core areas: an automatic and continuous glucose monitoring 
device (the GlucoWatch monitor) and transdermal drug delivery systems.  The 
Company currently has two marketed products and a number of other products in 
different stages of development. 

The forward looking statements regarding future events and the future 
performance of the Company contained in this press release involve risks and 
uncertainties that may cause the Company's actual results to differ 
materially. Such factors include the timely development, government 
approvals, establishment of a marketing alliance, commercial introduction and 
market acceptance of the GlucoWatch monitor and the Company's other products 
in development.  The Company refers you to the documents the Company files 
from time to time with the Securities and Exchange Commission, including the 
Company's Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and 
Current Reports on Form 8-K, which contain descriptions of certain factors 
that could cause the Company's actual results to differ from the Company's 
current expectations and any forward-looking statements contained in this 
news release.

                                         END


                              FINANCIAL TABLE TO FOLLOW
<PAGE>
                                     CYGNUS, INC.
                        CONSOLIDATED STATEMENTS OF OPERATIONS
                                     (UNAUDITED)
                        (IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
                                                                                THREE MONTHS ENDED             NINE MONTHS ENDED 
                                                                                     SEPT 30,                      SEPT 30, 
                                                                                 1998          1997            1998          1997
                                                                              --------      --------        --------      ---------
<S>                                                                           <C>           <C>
PRODUCT REVENUES                                                              $      0      $  1,770        $    587      $   3,470
CONTRACT REVENUES                                                                2,463         3,528           7,822         10,984
ROYALTY & OTHER REVENUES                                                           319           139             714          8,516
                                                                              --------      --------        --------      ---------
                                    TOTAL REVENUES                               2,782         5,437           9,123         22,970

COSTS AND EXPENSES:
             COSTS OF PRODUCTS SOLD                                                741         3,062           2,701          7,071
             RESEARCH AND DEVELOPMENT                                            7,859         5,381          22,665         16,353
             MARKETING, GENERAL AND ADMINISTRATIVE                               3,634         2,240           8,350          6,103
             ARBITRATION SETTLEMENT                                                  0        39,633               0         39,633
                                                                              --------      --------        --------      ---------
                                    TOTAL COSTS AND EXPENSES                    12,234        50,316          33,716         69,160

INCOME/(LOSS) FROM OPERATIONS                                                   (9,452)      (44,879)        (24,593)       (46,190)

INTEREST INCOME & EXPENSE, AND OTHER (NET)                                        (171)          272            (227)           910
                                                                              --------      --------        --------      ---------

NET LOSS                                                                      $ (9,623)    $ (44,607)      $ (24,820)     $ (45,280)
                                                                              --------      --------        --------      ---------
                                                                              --------      --------        --------      ---------

NET LOSS PER SHARE                                                             $ (0.48)      $ (2.36)        $ (1.23)       $ (2.41)
                                                                              --------      --------        --------      ---------
                                                                              --------      --------        --------      ---------


SHARES USED IN COMPUTATION OF NET LOSS PER SHARE                                20,241        18,879          20,107         18,818
                                                                              --------      --------        --------      ---------
                                                                              --------      --------        --------      ---------
</TABLE>


                         CONSOLIDATED CONDENSED BALANCE SHEET
                                     (UNAUDITED)
                                    (IN THOUSANDS)
<TABLE>
<CAPTION>
                                                                    SEPT. 30,
                                                                       1998
                                                                     --------
<S>                                                                  <C>
Current assets                                                       $ 58,379
Equipment and improvements, net                                         6,148
Deferred compensation and other assets                                  7,440
                                                                     --------
                TOTAL ASSETS                                         $ 71,967
                                                                     --------
                                                                     --------

Current liabilities                                                    14,662
Long-term liabilities                                                  81,685
Shareholders' equity                                                  (24,380)
                                                                     --------
                TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY           $ 71,967
                                                                     --------
                                                                     --------
</TABLE>


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