<PAGE> 1
UNITED STATES
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: July 22, 1997
Commission File Number: 0-18976
CELTRIX PHARMACEUTICALS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 94-3121462
(State or other jurisdiction (I.R.S. Employer Identification No.)
of incorporation or organization)
3055 Patrick Henry Drive, Santa Clara, CA 95054-1815
(Address of principal executive offices and zip code)
Registrant's Telephone Number: (408) 988-2500
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ITEM 5. OTHER EVENTS
On July 22, 1997, Celtrix Pharmaceuticals, Inc., a Delaware corporation
(the "Company") announced First Quarter Financial Results. Further details
regarding this announcement are contained in the Company's news release dated
July 22, 1997, attached as exhibit hereto and incorporated by reference herein.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(A) EXHIBITS
Exhibit 21 Celtrix Pharmaceuticals, Inc. News Release dated July 22, 1997.
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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 thereunto duly authorized.
CELTRIX PHARMACEUTICALS, INC. (Registrant)
Date: July 22, 1997 By: /s/ ANDREAS SOMMER
-----------------------------------------------
Andreas Sommer
President and Chief Executive Officer
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CELTRIX PHARMACEUTICALS, INC.
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
Exhibit Number
--------------
<S> <C>
Exhibit 21 Celtrix Pharmaceuticals, Inc. Press Release
dated July 22, 1997.
</TABLE>
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CELTRIX PHARMACEUTICALS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
<TABLE>
<CAPTION>
June 30, March 31,
1997 1997
----------- -----------
(unaudited)
<S> <C> <C>
ASSETS
Current assets:
Cash, cash equivalents and short-term investments $ 16,724 $ 5,788
Receivables and other current assets 184 197
----------- -----------
Total current assets 16,908 5,985
Property and equipment, net 8,023 8,423
Intangible and other assets, net 2,603 2,548
----------- -----------
$ 27,534 $ 16,956
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued liabilities $ 1,330 $ 1,380
Short-term debt and lease obligations 209 328
----------- -----------
Total current liabilities 1,539 1,708
Deferred rent 1,001 1,038
Stockholders' equity 24,994 14,210
----------- -----------
$ 27,534 $ 16,956
=========== ===========
</TABLE>
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CELTRIX PHARMACEUTICALS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
(unaudited)
<TABLE>
<CAPTION>
Three Months Ended
June 30,
----------------------------------
1997 1996
------------ ------------
<S> <C> <C>
Revenues:
Other revenues $ 24 $ 42
------------ ------------
24 42
Costs and expenses:
Research and development 3,005 2,703
General and administrative 548 445
------------ ------------
3,553 3,148
------------ ------------
Operating loss (3,529) (3,106)
Interest income, net 224 163
Gain on sale of investment in
Prograft Medical, Inc. 737 --
------------ ------------
Net loss $ (2,568) $ (2,943)
============ ============
Net loss per share $ (0.12) $ (0.19)
============ ============
Shares used in computing net loss per share 20,985 15,220
============ ============
</TABLE>
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[CELTRIX LOGO]
LETTERHEAD
NEWS RELEASE
CONTACT: Andreas Sommer, Ph.D.
President and Chief Executive Officer
(408) 988-2500
CELTRIX REPORTS FIRST QUARTER RESULTS
SANTA CLARA, CA -- July 22, 1997 -- For the first quarter ended June 30,
1997, Celtrix Pharmaceuticals, Inc. (Nasdaq: CTRX) reported revenues of $24,000
and a net loss of $2,568,000, or $0.12 per share. Operating expenses of
$3,553,000 were offset in part by a $737,000 gain on investment from the sale of
Prograft Medical, Inc. securities held by Celtrix since 1993. At June 30, 1997,
Celtrix had $16,724,000 in cash and investments, which included $13,353,000
million in net proceeds from a private placement in April 1997.
In comparison, revenues for the first quarter ended June 30, 1996, were
$42,000, operating expenses were $3,148,000, and the net loss was $2,943,000, or
$0.19 per share. The 13 percent increase in operating expenses for the first
quarter ended June 30, 1997, was due primarily to additional costs associated
with human clinical studies of SomatoKineAE, Celtrix's novel formulation of
insulin-like growth factor I (IGF-I) and its major binding protein (BP3).
"We are actively focused on the use of SomatoKine to treat a variety of
serious medical conditions and continue to be enthusiastic about the commercial
potential," said Andreas Sommer, Ph.D., Celtrix's president and chief executive
officer. "Initial treatment targets include hip fracture surgery in the elderly
and severe burns, both of which are now undergoing Phase II clinical feasibility
studies. With hip fracture surgery, SomatoKine offers the potential to stimulate
the formation of new muscle and bone, restore mobility and increase the
patient's functional independence. With severe burns, SomatoKine could
potentially speed the recovery time and shorten the patients' hospital stay."
Celtrix is a biopharmaceutical company developing novel therapeutics for
the treatment of seriously debilitating, degenerative conditions primarily
associated with severe trauma, chronic diseases or aging. The company's focus is
on SomatoKine, a novel IGF-BP3 complex, for use in regenerating lost muscle,
bone and other tissues essential for the patient's health and quality of life.
Initial product development programs target acute traumatic injury, such as hip
fracture surgery in the elderly and severe burns. Other potential indications
include severe osteoporosis and protein wasting diseases associated with cancer,
AIDS and other life-threatening conditions. Through strategic alliances with
Celtrix, The Green Cross Corporation is developing SomatoKine for the treatment
of osteoporosis in Japan, and Genzyme Corporation is developing TGF-beta-2 as
part of a comprehensive approach to tissue repair and the treatment of systemic
disease.
This news release contains certain forward-looking statements within the
meaning of Section 21E of the Securities Exchange Act of 1934, as amended.
Actual results may differ materially from the statements made, as a result of
various factors, including risks associated with the ability to enroll a
sufficient number of patients in feasibility studies as well as future company
research, clinical study results, the regulatory approval process, competitive
products and other factors which are listed from time to time in Celtrix's
Securities and Exchange Commission (SEC) filings. These forward-looking
statements represent Celtrix's judgment as of the date of this news release.
- FINANCIAL CHARTS FOLLOW -
