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 (Date of earliest event reported): May 17, 2000
Ophidian Pharmaceuticals, Inc.
(Exact name of registrant as specified in its charter)
Delaware 333-33219 39-1661164
(State, or other jurisdiction (Commission (IRS Employer of
incorporation) File Number) Identification No.)
5445 East Cheryl Parkway, Madison, Wisconsin 53711
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (608) 271-0878
<PAGE>
INFORMATION TO BE INCLUDED IN THE REPORT
Item:
5. Other Events. - SEE ATTACHED EXHIBITS
<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.
Ophidian Pharmaceuticals, Inc.
------------------------------
(Registrant)
Date: 05/26/2000 /s/ Donald L. Nevins
-----------------------------
Donald L. Nevins
Vice President-Finance
<PAGE>
EXHIBIT INDEX
Exhibit No. Description
99.1 Press Release dated May 19, 2000.
99.2 Press Release dated May 26, 2000.
Exhibit 99.1
Contact: Donald L. Nevins, CFO
RELEASED 8:12 A. M., 05/19/00 Ophidian Pharmaceuticals, Inc.
Phone 608.271.0878 x108
Fax 608.277.2395
E-mail [email protected]
Ophidian Taking Actions to Conserve Cash
May 19, 2000 (Madison, Wisconsin) Ophidian
Pharmaceuticals, Inc. (Nasdaq SmallCap Market - OPHD;
the Pacific Exchange, Inc. - OPD) announced that it's
board of directors is evaluating options and it is
taking actions to conserve the company's cash
resources. The board is concerned that new development
capital may not be raised quickly enough to support its
current operating level. The company is considering
options to reduce expenses by curtailing or
discontinuing various activities, including product
development, clinical trials and prototype
manufacturing. The board wishes to direct the company's
current resources to the marketing of its technology
and manufacturing assets. This would represent a
change of business focus from its historic drug
development strategy.
Ophidian was founded in 1989 to discover, develop, and
manufacture pharmaceuticals using antibodies from hen
eggs. Since then the company has focused on the
development of products for infectious and inflammatory
diseases of the intestinal tract. The lead product,
for Clostridium difficile-associated disease, is in
Phase II clinical testing. As previously announced,
patient enrollment in this trial has been slower than
expected, increasing the development costs and
extending the timeline for the drug. To support its
development programs, the company has constructed pilot
manufacturing facilities capable of producing antibody
and other products for clinical and commercial use. The
company believes that new financing required to carry
on these activities at present levels is unlikely to be
received prior to the exhaustion of the company's
current cash reserves.
The company's discovery programs have produced numerous
patents and other intellectual property covering the
manufacture, formulation and use of therapeutic
antibodies. The company expects to direct remaining
resources to realize value from these assets.
This document may contain certain forward-looking
statements based on current management expectations.
There are certain key factors that could cause future
results to differ from those anticipated by management.
Such factors include, but are not limited to, technical
risks associated with the development of new products,
the continued progress of clinical trials of the
company, the company's ability to continue to establish
collaborative agreements with third parties, the
competitive environment of the biotechnology and
pharmaceutical industries, and general economic
conditions. Additional information on potential
factors that could affect the company's financial
results are included in the company's prospectus dated
May 7, 1998, and other reports filed with the
Securities and Exchange Commission.
###
Exhibit 99.2
Contact: Douglas Stafford, CEO
RELEASED 9:00 A. M., 05/26/00 Ophidian Pharmaceuticals, Inc.
Phone 608.271.0878 x107
Fax 608.277.2395
E-mail [email protected]
Ophidian Suspends Research
and Product Development Operations
May 26, 2000 (Madison, Wisconsin) Ophidian
Pharmaceuticals, Inc. (Nasdaq SmallCap Market - OPHD;
the Pacific Exchange, Inc. - OPD) today announced that
its board of directors has directed management to
suspend laboratory, product development and related
operations of the company. This action was taken to
allow the company to focus its resources on the
marketing and business development of its intellectual
property and manufacturing assets and was prompted by
the company's continued cash shortage. The company's
workforce is now reduced by 18 full time employees by
termination or resignation including Dr. Joseph Firca,
Vice President of Research and Development and Mr.
Donald Nevins, Chief Financial Officer. Dr. Douglas
Stafford, the company's president and chief executive
officer and five additional employees remain with the
company.
The company is focused on finding a merger partner,
development partner, or one or more purchasers of its
assets. The company believes its numerous patents and
other intellectual properties covering the manufacture,
formulation and use of therapeutic antibodies, as well
as its manufacturing assets, could have significant
value. The company has received preliminary
indications of interest concerning several potential
business arrangements.
This press release may contain certain forward-looking
statements based on current management expectations.
There are certain key factors that could cause future
results to differ from those anticipated by management.
Such factors include, but are not limited to, the
salability of the company's assets, the amount of
cooperation from creditors, the amount of interest
shown by potential buyers of the company's assets and
the company's ability to obtain necessary approvals or
consents. Additional information on potential factors
that could affect the company's financial results are
included in the company's prospectus dated May 7, 1998,
and other reports filed with the Securities and
Exchange Commission.
This document may contain certain forward-looking
statements based on current management expectations.
There are certain key factors that could cause future
results to differ from those anticipated by management.
Such factors include, but are not limited to, technical
risks associated with the development of new products,
the continued progress of clinical trials of the
company, the company's ability to continue to establish
collaborative agreements with third parties, the
competitive environment of the biotechnology and
pharmaceutical industries, and general economic
conditions. Additional information on potential
factors that could affect the company's financial
results are included in the company's prospectus dated
May 7, 1998, and other reports filed with the
Securities and Exchange Commission.
###
