<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark one)
x Quarterly report pursuant to Section 13 or 15(d) of the Securities
- - ----- Exchange Act of 1934. For the quarterly period ended March 31, 1996.
Transition report pursuant to Section 13 or 15(d) of the Securities
- - ----- Exchange Act of 1934. For the transition period from to .
-------- --------
Commission File Number
0-19290
COR THERAPEUTICS, INC.
(Exact name of registrant as specified in its charter)
Delaware 94-3060271
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
256 East Grand Avenue, South San Francisco, California 94080
(Address of principal executive offices and zip code)
(415) 244-6800
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 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
----- -----
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
<TABLE>
<S> <C>
Common Stock $.0001 par value 19,493,591
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Outstanding at April 26, 1996
</TABLE>
1
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COR THERAPEUTICS, INC.
INDEX
<TABLE>
<CAPTION>
PART I. FINANCIAL INFORMATION PAGE NO.
<S> <C>
Item 1. Financial Statements and Notes
Condensed Balance Sheets - March 31, 1996
and December 31, 1995 3
Statements of Operations - for the three months
ended March 31, 1996 and 1995 4
Statements of Cash Flows - for the three months
months ended March 31, 1996 and 1995 5
Notes to Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations 6
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 9
SIGNATURES 9
</TABLE>
COR(TM) and INTEGRILIN(TM) are trademarks of the Company.
2
<PAGE> 3
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements and Notes
COR THERAPEUTICS, INC.
CONDENSED BALANCE SHEETS
<TABLE>
<CAPTION>
ASSETS
March 31, December 31,
1996 1995
------------- -------------
(unaudited)
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 3,655,000 $ 5,463,000
Short-term investments 66,675,000 79,371,000
Other current assets 8,928,000 7,995,000
------------- -------------
Total current assets 79,258,000 92,829,000
Property and equipment, net 8,314,000 8,077,000
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$ 87,572,000 $ 100,906,000
============= =============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 1,663,000 $ 1,555,000
Accrued compensation 1,560,000 1,928,000
Accrued development costs 4,955,000 5,759,000
Other accrued liabilities 2,199,000 2,486,000
Long-term debt--current portion 1,310,000 1,321,000
Capital lease obligations--current portion 1,242,000 1,046,000
------------- -------------
Total current liabilities 12,929,000 14,095,000
Long-term debt--noncurrent portion 1,496,000 1,801,000
Capital lease obligations--noncurrent portion 2,644,000 2,773,000
Stockholders' equity 173,505,000 173,749,000
Accumulated deficit (103,002,000) (91,512,000)
------------- -------------
Total stockholders' equity 70,503,000 82,237,000
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$ 87,572,000 $ 100,906,000
============= =============
</TABLE>
See accompanying notes.
3
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COR THERAPEUTICS, INC.
STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
------------------------------
1996 1995
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<S> <C> <C>
Contract revenues $ 2,531,000 $ --
Expenses:
Research and development 13,141,000 7,806,000
Marketing, general and administrative 1,812,000 1,584,000
------------ ------------
Total expenses 14,953,000 9,390,000
------------ ------------
Loss from operations (12,422,000) (9,390,000)
Interest income 1,126,000 906,000
Interest expense (194,000) (180,000)
------------ ------------
Net loss $(11,490,000) $ (8,664,000)
============ ============
Net loss per share $ (0.59) $ (0.45)
============ ============
Shares used in computing net loss per share 19,464,000 19,255,000
============ ============
</TABLE>
See accompanying notes.
4
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COR THERAPEUTICS, INC.
STATEMENTS OF CASH FLOWS
Increase (decrease) in cash and cash equivalents
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
------------------------------
1996 1995
------------ ------------
<S> <C> <C>
Cash flows provided by (used in) operating activities:
Net loss $(11,490,000) $ (8,664,000)
Adjustments to reconcile net loss to net
cash used in operating activities:
Depreciation and amortization 1,059,000 805,000
Amortization of deferred compensation 39,000 87,000
Changes in assets and liabilities:
Other current assets (933,000) 317,000
Accounts payable 108,000 (146,000)
Accrued compensation (368,000) (132,000)
Accrued development costs (804,000) (5,704,000)
Other accrued liabilities (287,000) (270,000)
------------ ------------
Total adjustments (1,186,000) (5,043,000)
------------ ------------
Net cash used in operating activities (12,676,000) (13,707,000)
------------ ------------
Cash flows provided by investing activities:
Purchases of short-term investments (2,533,000) (11,855,000)
Sales of short-term investments 10,777,000 19,920,000
Maturities of short-term investments 4,000,000 5,000,000
Additions to property and equipment (1,296,000) (1,150,000)
------------ ------------
Net cash provided by investing activities 10,948,000 11,915,000
------------ ------------
Cash flows used in financing activities:
Principal payments on long-term debt (316,000) (286,000)
Proceeds from capital lease obligations 326,000 385,000
Principal payments under capital lease obligations (259,000) (117,000)
Issuance of common stock 169,000 16,000
------------ ------------
Net cash used in financing activities (80,000) (2,000)
------------ ------------
Net decrease in cash and cash equivalents (1,808,000) (1,794,000)
Cash and cash equivalents at the beginning of the period 5,463,000 2,638,000
------------ ------------
Cash and cash equivalents at the end of the period $ 3,655,000 $ 844,000
============ ============
</TABLE>
See accompanying notes.
5
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COR THERAPEUTICS, INC.
NOTES TO FINANCIAL STATEMENTS
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
COR Therapeutics, Inc. (the "Company") was incorporated in Delaware on February
4, 1988. The Company is focused on the discovery, development and
commercialization of novel pharmaceutical products for the treatment and
prevention of severe cardiovascular diseases.
Interim financial information
The accompanying unaudited condensed financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information and with the instructions for Form 10-Q and Article 10 of Regulation
S-X. In the Company's opinion, the financial statements include all adjustments,
consisting only of normal recurring adjustments, which the Company considers
necessary to fairly state the Company's financial position and the results of
operations and cash flows. The balance sheet at December 31, 1995 has been
derived from the audited financial statements at that date but does not include
all of the information and footnotes required by generally accepted accounting
principles for complete financial statements. The accompanying financial
statements should be read in conjunction with the financial statements and notes
thereto included in the Company's Annual Report on Form 10-K for the year ended
December 31, 1995. The results of the Company's operations for any interim
period are not necessarily indicative of the results of the Company's operations
for any other interim period or for a full fiscal year.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
OVERVIEW
Since its inception, COR has focused on the discovery and development of novel
pharmaceutical products for the treatment and prevention of severe
cardiovascular diseases. The Company has not generated any product revenues. The
Company has been unprofitable since inception and has incurred a cumulative net
loss of $103,002,000 during the period from inception to March 31, 1996. The
Company's principal sources of working capital have been primarily public equity
financings and proceeds from collaboration research and development agreements,
as well as private equity financings, grant revenues, interest income and
property and equipment financings.
This document includes forward-looking statements which involve risks and
uncertainties. Actual results of the Company's activities may differ
significantly from the potential results discussed in such forward-looking
statements. Risk factors that might cause such differences include, but are not
limited to, those factors identified below and under the caption "Risk Factors"
in the Company's Annual Report on Form 10-K for fiscal 1995. The Company's
business is subject to significant risks including, but not limited to, the
success of its research and development efforts, the lengthy and expensive
regulatory process, possible competition from other products and obtaining and
enforcing patents important to the Company's business. Even if the Company's
products appear promising at various stages of development, they may not reach
the market for a number of reasons. Such reasons include, but are not limited
to, the possibilities that the potential products will be found ineffective
during clinical trials, fail to receive necessary regulatory approvals, be
difficult to manufacture on a large scale, be uneconomical to market or be
precluded from commercialization by proprietary rights of third parties.
Additional expenses, delays and losses of opportunities that may arise out of
these and other risks could have a material adverse impact on the Company's
financial condition and results of operations.
6
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COR THERAPEUTICS, INC.
In April 1996, the Company submitted a New Drug Application ("NDA") to the
United States Food and Drug Administration (the "FDA") for INTEGRILIN(TM)
(antithrombotic injection). The NDA seeks approval to market the INTEGRILIN(TM)
product for use in helping to prevent acute cardiac ischemic complications in
patients undergoing percutaneous transluminal coronary angioplasty ("PTCA").
There can be no assurance that the FDA will accept the application or, if
accepted, that INTEGRILIN(TM) or any of the Company's other products in
development will receive marketing approval in any country on a timely basis
or at all. If the Company were unable to demonstrate the safety or efficacy of
INTEGRILIN(TM) to the satisfaction of the FDA or other regulatory authorities,
the Company's business, financial condition and results of operations would be
materially adversely affected. The Company's worldwide partner for
INTEGRILIN(TM), Schering-Plough Corporation ("Schering"), has submitted a
filing for this indication in Europe.
Collaborative research under the collaboration agreement with Eli Lilly and
Company ("Lilly") ended by the terms of the agreement on April 30, 1996. In
connection therewith, the Company and Lilly are discussing transfer of certain
rights.
RESULTS OF OPERATIONS
Contract revenues for the quarter ended March 31, 1996 resulted from the
collaboration with Schering. There were no related activities or revenues for
the comparable period in 1995.
Research and development expenses increased 68% for the quarter ended March 31,
1996 as compared to the corresponding period in 1995. The increase was
attributable primarily to costs associated with the clinical development of the
INTEGRILIN(TM) product and increased staffing, particularly costs associated
with the conduct of PURSUIT, a large multi-national Phase III clinical trial
designed to assess the safety and efficacy of INTEGRILIN(TM) in the management
of patients with unstable angina and non-Q wave myocardial infarction. The
Company expects research and development expenses to continue to increase over
the next several years, although the timing of certain of these expenses may
depend on the timing and phase of, and indications pursued in, clinical trials
of potential products, including INTEGRILIN(TM).
Marketing, general and administrative expenses increased by 14% for the quarter
ended March 31, 1996, as compared to the first quarter of 1995, primarily due to
increases in staffing and administrative expenses related to general corporate
activities. The Company expects marketing, general and administrative expenses
to continue to increase significantly over the next several years.
Interest income increased by 24% for the quarter ended March 31, 1996, as
compared to the corresponding period in 1995, primarily due to the effect of
higher interest rates.
The results of the Company's operations for any interim period are not
necessarily indicative of the results of the Company's operations for any other
interim period or for a full fiscal year.
LIQUIDITY AND CAPITAL RESOURCES
For the three months ended March 31, 1996 and 1995, expenditures for operating
activities and additions to capital equipment were $13,972,000 and $14,857,000,
respectively. The Company expects that its expenditures for such purposes may
increase in future periods.
The Company has funded its operations primarily through public equity financings
and proceeds from collaboration research and development agreements, as well as
private equity financings, grant revenues, interest income and property and
equipment financings. The Company had available cash, cash equivalents and
short-term investments of $70,330,000 at March 31, 1996. Cash in excess of
immediate requirements is invested according to the Company's investment policy,
which provides guidelines with regard to liquidity and return and, wherever
possible, seeks to minimize the potential effects of concentration and credit
risk.
7
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COR THERAPEUTICS, INC.
The Company expects its cash requirements may increase in future years due to
costs related to continuation and expansion of research and development,
including clinical trials, and increased marketing, general and administrative
activities. The Company anticipates that its existing capital resources and
interest earned thereon will enable it to maintain its current and planned
operations at least through 1997. However, the Company's requirements may change
depending on numerous factors, including, but not limited to, the progress of
the Company's research and development programs, the scope and results of
preclinical and clinical studies, the number and nature of the indications the
Company pursues in clinical studies, the timing of regulatory approvals,
technological advances, determinations as to the commercial potential of the
Company's products and the status of competitive products. In addition,
expenditures will be dependent on existing and the establishment of new,
collaborative relationships with other companies, the availability of financing
and other factors. The Company will need to raise substantial additional funds
in the future, and there can be no assurance that such funds will be available
on favorable terms, if at all. In such event, the Company may need to delay or
curtail its research and development activities to a significant extent.
8
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COR THERAPEUTICS, INC.
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
27.1 Financial Data Schedule
(b) Reports
There were no reports on Form 8-K filed for the quarter ended
March 31, 1996.
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.
Date: May 14, 1996
------------
COR THERAPEUTICS, INC.
By: /s/ VAUGHN M. KAILIAN By: /s/ LAURA A. BREGE
--------------------- ------------------
Vaughn M. Kailian Laura A. Brege
President and Chief Executive Officer Vice President, Finance and
Chief Financial Officer
By: /s/ PETER S. RODDY
------------------
Peter S. Roddy
Director, Finance and Controller
9
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Exhibit Index
Exhibit No.
- - -----------
Ex. 27 Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONDENSED BALANCE SHEETS, STATEMENTS OF OPERATIONS AND STATEMENTS OF CASH FLOWS
INCLUDED IN THE COMPANY'S FORM 10-Q FOR THE PERIOD ENDED MARCH 31, 1996 AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS AND THE
NOTES THERETO.
</LEGEND>
<CIK> 0000874865
<NAME> COR THERAPEUTICS, INC.
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<CASH> 70,330
<SECURITIES> 0
<RECEIVABLES> 8,928
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 79,258
<PP&E> 19,603
<DEPRECIATION> 11,289
<TOTAL-ASSETS> 87,572
<CURRENT-LIABILITIES> 12,929
<BONDS> 4,140
0
0
<COMMON> 2,000
<OTHER-SE> 68,503
<TOTAL-LIABILITY-AND-EQUITY> 87,572
<SALES> 0
<TOTAL-REVENUES> 2,531
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 14,953
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (932)
<INCOME-PRETAX> (11,490)
<INCOME-TAX> 0
<INCOME-CONTINUING> (11,490)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (11,490)
<EPS-PRIMARY> (.59)
<EPS-DILUTED> (.59)
</TABLE>
