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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): July 24, 1996
TARGET THERAPEUTICS, INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
0-19801 95-3962471
(Commission File Number) (IRS Employer Identification No.)
47201 Lakeview Blvd., Fremont, CA 94538
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (510) 440-7700
N/A
(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
On July 24, 1996, Target Therapeutics, Inc., a Delaware corporation
(the "Company"), announced a net loss of $10.7 million ($0.73 per share) on
revenues of $22.0 million for the fiscal quarter ended June 30, 1996. The
current-year period results include a $14.0 million write-off of in-process
research and development related to the Company's acquisition of Interventional
Therapeutics Corporation ("ITC") completed on May 23, 1996. Exclusive of this
charge, the Company's net income for the quarter was $3.3 million ($0.21 per
share). Further details regarding this announcement are contained in the
Company's press release dated July 24, 1996 attached as an exhibit hereto and
incorporated by reference herein.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) EXHIBITS.
Exhibit 21.1 Target Therapeutics, Inc. Press Release dated July 24,
1996.
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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.
TARGET THERAPEUTICS, INC.
(Registrant)
Dated: July 25, 1996 By: /s/ Robert E. McNamara
----------------------
Robert E. McNamara
Vice President,
Finance and Administration,
Chief Financial Officer
(Principal Financial and Accounting Officer)
and Assistant Secretary
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INDEX TO EXHIBITS
Exhibits.
21.1 Target Therapeutics, Inc. Press Release dated July 24, 1996.
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EXHIBIT 21.1
FOR RELEASE-JULY 24, 1996 1:00 PM PST
TARGET THERAPEUTICS ANNOUNCES
59 PERCENT REVENUE GROWTH IN FIRST QUARTER
FREMONT, CA--July 24, 1996 --Target Therapeutics (NASDAQ: TGET) today announced
revenues in the first quarter of fiscal 1997, ended June 30, 1996, reached a
record $22.0 million, a 59 percent increase over the same quarter of fiscal
1996. Initial stocking orders for the company's Guglielmi Detachable Coil (GDC),
which was cleared for commercialization in the United States in September 1995,
comprised $1.8 million of the quarter's revenue. Net income for the quarter,
exclusive of a $14 million write-off of in-process research and development
related to the company's acquisition during the quarter of Interventional
Therapeutics Corporation (ITC), was $3.3 million, or $.21 per share (assuming
15.7 million common shares and share equivalents). Including the acquisition
related charge, the company reported a net loss of $10.7 million for the
quarter, or $.73 per share. The acquisition of ITC, which is being accounted for
as a purchase, was completed on May 23, 1996, and current quarter results
reflect the consolidation of the results of both companies from the date of
acquisition. Prior year per share amounts reflect a two-for-one stock split
effected in the 1996 fiscal year.
Commenting on the results of the quarter, Gary R. Bang, Target's president and
chief executive officer, said, "Target believes that the continued success of
the GDC in the United States and around the world is a clear endorsement of
Target's strategy to develop and market innovative products for the minimally
invasive treatment of stroke. During the quarter, we invested in research and
development at the high end of stated spending goals and, as a result, we
recently launched four new products to augment our product line. For example, in
the U.S. market we launched the VortX(TM) coil, used for occlusion, and in Japan
we launched embolic liquid coils, used to treat arteriovenous malformations and
arteriovenous fistulas."
"The acquisition of ITC was a strategic move designed to offer physicians and
patients a broader range of minimally invasive alternatives for the treatment of
vascular disease," Bang continued. "The integration of ITC's business with ours
is proceeding as planned. Through the transition, ITC generated revenues at the
expected pace and early market reaction indicates the blending of our
organizations may create additional market opportunities for the combined
company. We look forward to a positive year ahead."
In separate news, the Company stated that in July 1996 it completed the
previously announced repurchase program in which 350,000 shares of its Common
Stock were purchased on the open market.
Except for the historical information contained herein, the matters discussed in
this press release are forward looking statements, the accuracy of which is
necessarily subject to risks and uncertainties. Initial stocking orders should
not be viewed as indicative of future results as repeat
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orders for the GDC will be driven largely by the number of procedures performed
by physicians. Actual results may differ significantly from results discussed in
the forward looking statements. Actual results may be affected by, among other
things, risks and uncertainties related to new product development cycles,
research and development activities, regulatory approvals of new products,
introduction of competitive products by others, third party reimbursement,
physician training, and other factors set forth from time to time in the
Company's Securities and Exchange Commission filings including those factors set
forth under the heading "Factors That May Affect Future Results of Operations"
in the Company's Form 10-K for the year ended March 31, 1996.
Founded in 1985, Target Therapeutics, Inc. develops, manufactures and markets
specialized disposable micro-catheters, guidewires, micro-coils, silicone
balloons, embolics, and angioplasty products. These therapeutic devises are used
in minimally-invasive procedures to reach disease sites throughout the body via
the circulatory system. The Company's products allow highly targeted treatment
of diseased, ruptured or blocked vessels of the brain responsible for stroke, as
well as other disease sites in the body that are accessible through small
vessels of the circulatory system.
CONTACT:
INVESTORS AND ANALYSTS MEDIA
Robert E. McNamara Jonathan Greer
Target Therapeutics Edelman Public Relations
510-440-7700 415-433-5381
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TARGET THERAPEUTICS, INC.
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CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS; UNAUDITED)
<TABLE>
<CAPTION>
Three months ended
June 30,
---------------------------
1996 1995
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<S> <C> <C>
Revenue $ 22,049 $ 13,904
Costs and expenses:
Cost of sales 6,617 4,345
Research and development 5,129 2,836
Acquired in-process research and development 14,000 ---
Selling, general and administrative 5,957 4,367
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Total costs and expenses 31,703 11,548
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Income/(loss) from operations (9,654) 2,356
Interest income, net 375 376
Other income 275 315
Minority interest (248) ---
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Income/(loss) before income taxes (9,252) 3,047
Provision for income taxes 1,472 914
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Net income/(loss) $ (10,724) $ 2,133
============ ===========
Net income/(loss) per share $ (0.73) $ .14
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Shares used in calculation of net income/(loss) per share 14,787 14,892
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</TABLE>
OTHER FINANCIAL DATA
(IN THOUSANDS; UNAUDITED)
<TABLE>
<CAPTION>
June 30, March 31,
1996 1996
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<S> <C> <C>
Working capital (1) $ 48,365 $ 52,236
Total assets (1) 96,223 93,782
Long-term obligations 407 128
Stockholders' equity (2) 78,193 78,573
</TABLE>
(1) Excludes the carrying value of the investment in Conceptus, Inc. ($16.9
million and $20.5 million at June 30, 1996, and March 31, 1996,
respectively.)
(2) Excludes unrealized gains related to investment in Conceptus, Inc.
