================================================================================
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-------------------
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the Fiscal Quarter Ended March 31, 1999
[ ] 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: 0-27596
CONCEPTUS, INC.
(Exact name of Registrant as specified in its charter)
Delaware 94-3170244
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1021 Howard Avenue
San Carlos, CA 94070
(Address of principal executive offices)
Registrant's telephone number, including area code: (650) 802-7240
-------------------
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 at least the past 90 days.
Yes X No
--- ---
As of March 31, 1999, 9,620,205 shares of the Registrant's Common Stock
were outstanding.
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<PAGE>
<TABLE>
CONCEPTUS, INC.
FORM 10-Q For the Quarter Ended March 31, 1999
INDEX
<CAPTION>
Page
<S> <C> <C>
Facing sheet 1
Index 2
Part I. Financial Information
Item 1. a) Consolidated balance sheets at March 31, 1999 and December 31, 1998 3
b) Consolidated statements of operations for the three month periods ended March 31,
1999 and March 31, 1998 4
c) Consolidated statements of cash flows for the three month periods ended March 31,
1999 and March 31, 1998. 5
d) Notes to consolidated financial statements 6
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
6
Item 3. Quantitative and Qualitative Disclosures About Market Risk 12
Part II. Other Information 13
Signature 14
Index to Exhibits 15
</TABLE>
2
<PAGE>
PART I: FINANCIAL INFORMATION
ITEM 1. Financial Statements
<TABLE>
Conceptus, Inc.
Consolidated Balance Sheets
(In thousands, except share and per share amounts)
<CAPTION>
March 31, 1999 December 31, 1998
-------------- -----------------
<S> <C> <C>
Assets (Unaudited)
Current assets:
Cash and cash equivalents $ 12,108 $ 11,503
Short-term investments 3,938 5,568
Accounts receivable, net 18 139
Other current assets 265 65
-------- --------
Total current assets 16,329 17,275
Property and equipment, net 1,213 1,391
Other assets 360 365
-------- --------
$ 17,902 $ 19,031
======== ========
Liabilities and stockholders' equity
Current liabilities:
Accounts payable $ 194 $ 165
Accrued compensation 378 421
Other accrued liabilities 59 92
Current portion of deferred revenue 97 97
-------- --------
Total current liabilities 728 775
Long-term portion of deferred revenue 218 242
Stockholders' equity:
Common stock, $0.003 par value, 30,000,000 shares authorized, 63,570 63,570
9,620,205 shares issued and outstanding at
March 31, 1999 and December 31, 1998, respectively
Stockholder notes receivable (54) (54)
Deferred compensation (82) (106)
Accumulated deficit (46,478) (45,396)
-------- --------
Total stockholders' equity 16,956 18,014
-------- --------
$ 17,902 $ 19,031
======== ========
<FN>
See notes to consolidated financial statements.
</FN>
</TABLE>
3
<PAGE>
Conceptus, Inc.
Consolidated Statements of Operations
(unaudited)
(In thousands, except per share amounts)
Three Months Ended
March 31,
-----------------------
1999 1998
------- -------
Net sales $ 30 $ 167
Cost of sales 40 836
------- -------
Gross profit (loss) (10) (669)
Operating expenses:
Research and development 738 1,386
Selling, general and administrative 552 1,777
------- -------
Total operating expenses 1,290 3,163
------- -------
Operating loss (1,300) (3,832)
Interest and investment income, net 218 376
------- -------
Net loss $(1,082) $(3,456)
======= =======
Basic and diluted net loss per share $ (0.11) $ (0.36)
======= =======
Shares used in computing basic
and diluted net loss per share 9,620 9,503
======= =======
See notes to consolidated financial statements.
4
<PAGE>
<TABLE>
Conceptus, Inc.
Consolidated Statements of Cash Flows
Increase (Decrease) in Cash and Cash Equivalents
(Unaudited)
(In thousands)
<CAPTION>
Three Months Ended March 31,
1999 1998
-------- --------
<S> <C> <C>
Cash flows used in operating activities
Net loss $ (1,082) $ (3,456)
Adjustments to reconcile net loss to net
cash used in operating activities:
Depreciation and amortization 178 163
Amortization of deferred compensation 24 17
Recognition of deferred revenue (24) (24)
Changes in operating assets and liabilities
Accounts receivable 121 41
Inventories -- 28
Other current assets (200) (29)
Account payable 29 (19)
Accrued compensation (43) (2)
Other accrued liabilities (33) (44)
-------- --------
Net cash used in operating activities (1,030) (3,325)
-------- --------
Cash flows used in investing activities
Purchase of investments -- (8,450)
Maturities of investments 1,630 14,779
Capital expenditures -- (497)
Change in other assets 5 13
-------- --------
Net cash provided by (used in) investing activities 1,635 5,845
-------- --------
Cash flows provided by financing activities
Proceeds from issuance of common stock -- 9
Principal payments on debt and capital lease obligations -- (18)
-------- --------
Net cash provided by financing activities -- (9)
-------- --------
Net (decrease) increase in cash and cash equivalents 605 2,511
Cash and cash equivalents at beginning of year 11,503 9,250
-------- --------
Cash and cash equivalents at end of year $ 12,108 $ 11,761
======== ========
<FN>
See accompanying notes
</FN>
</TABLE>
5
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Unaudited
Note 1. Summary of Significant Accounting Policies
Method of Preparation
The accompanying unaudited consolidated financial statements have been
prepared in accordance with Generally Accepted Accounting Principles for interim
information in accordance with Regulation S-X, Form 10-Q and Article 10. In the
opinion of management, all adjustments, consisting only of normal recurring
adjustments, necessary to present fairly the financial position, results of
operations, and cash flows at March 31, 1999, and for all periods presented,
have been made.
The balance sheet at December 31, 1998 has been derived from the
audited financial statements at that date. This financial data should be
reviewed in conjunction with the audited financial statements and notes thereto
included in the Company's Form 10-K for the year ended December 31, 1998. The
results of operations for the three months ended March 31, 1999 may not
necessarily be indicative of the operating results for the full 1999 fiscal
year.
Recent Accounting Pronouncements
None
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
The following discussion should be read in conjunction with the
unaudited financial statements and notes thereto included in Part I-Item 1 of
this Quarterly Report. In addition, except for the historical statements
contained therein, the following discussion contains forward-looking statements
within the meaning of Section 21E of the Securities Exchange Act of 1934, as
amended. The Company wishes to alert readers that the risk factors set forth in
the Company's Annual Report on Form 10-K for the year ended December 31, 1998,
as well as other factors, including those set forth in the following discussion
could in the future affect, and in the past have affected, the Company's actual
results and could cause the Company's results for future periods to differ
materially from those expressed in any forward-looking statements made by or on
behalf of the Company.
6
<PAGE>
Overview
Since its inception on September 18, 1992, Conceptus has been primarily
engaged in the design, development and marketing of innovative interventional
medical devices for use in reproductive medicine. The Company's is focused on
providing a non-surgical alternative to female sterilization, the most commonly
performed contraceptive procedure worldwide. Since the Company's restructuring
in July 1998, the Company has not actively marketed nor manufactured its
infertility and hysteroscopic resection products. The Company has a limited
history of operations and has experienced significant operating losses since
inception. Operating losses are expected to continue for at least the next
several years as the Company continues to expend substantial resources to fund
clinical trials in support of regulatory and reimbursement approvals and to
conduct research and product development.
Contraception Overview
Despite the risks, high costs, and recovery time associated with
surgical sterilization performed under general anesthesia, surgical female
sterilization is the most widely used form of contraception in the United States
and internationally. According to a 1995 survey by the Centers for Disease
Control and Prevention, female sterilization is the most commonly used form of
contraception in the United States by women between the ages of 15 and 44. Among
women 35 years and over, 33% rely on sterilization and among all married or
divorced women over 35 years of age, 54% utilize sterilization for
contraception. The high rate of reliance on female sterilization is due in part
to concerns about the safety and reliability of those birth control methods that
are readily accepted by younger women. Consequently, despite recent favorable
clinical studies, patient concerns about the long-term effects of oral
contraceptives have limited their acceptance among women 35 and over where only
12% of these women use oral contraceptives. Use of intrauterine devices ("IUD")
in the United States has declined in women of all age groups. Due to concerns
that use of IUDs may result in increased incidence of pain and heavy menstrual
bleeding, which could mask the symptoms of serious uterine disease, use of IUDs
among women in the United States age 15 - 44 is less than 1%. For these reasons,
women are seeking new methods of permanent contraception. Increasingly, women in
the United States have turned to surgical tubal sterilization, which has become
the contraceptive method of choice. In 1995, 59% of women between 15 - 44 years
of age relied on tubal sterilization, compared with only 23% in 1973. In
developing countries where there are concerns about population growth, 23% of
all women have undergone surgical tubal sterilization.
Because the fallopian tubes are the organs in which conception occurs,
they serve a critical function in the reproductive process and are often the
focus of treatment whether the objective is to increase a woman's reproductive
potential, such as in the treatment of infertility, or to decrease her
reproductive potential, such as in the performance of sterilization procedures.
Surgical fallopian tube sterilization has become the fastest growing method of
contraception worldwide, especially among women over 35, because of its
reliability, and the absence of chronic side effects associated with the
procedure. Although mechanical occlusion of the fallopian tubes is a highly
effective means of achieving female sterilization, the difficulty in accessing
the fallopian tubes has made it necessary to perform surgery in order to
accomplish fallopian tube sterilization. Typically, fallopian tubes are ligated
by cutting or cauterizing the tubes, or by mechanical occlusion of the tubal
lumen using clips or rings in a surgical procedure such as a laparoscopy or
laparotomy. The requirement of surgery, however, is an obvious limitation of the
procedure. The risks associated with surgery, including the risk of general
anesthesia, infection and other complications, combined with concerns about cost
and recovery time, make the procedure less than ideal. Additionally, in many
developing countries, where the need for permanent contraception is critical,
there is a shortage of community surgical
7
<PAGE>
facilities. In the United States, it is estimated that over 1.3 million surgical
tubal sterilization procedures are performed annually. The average cost of these
procedures ranges from approximately $2,500 to approximately $8,000, depending
on the degree of invasiveness of the surgery.
STOP System Procedure-Specific Product
The Company is developing a proprietary micro-coil sterilization device
which is deployed permanently into each fallopian tube using the Company's
minimally invasive tubal access and delivery system and the Company's unique
delivery wire. The micro-coil device has been designed to effectively occlude
the lumen of the fallopian tube and be physically incorporated into the tubal
wall to prevent expulsion. The Company believes that this device and procedure
should reduce the clinical risks and costs associated with most current tubal
sterilization procedures while delivering a reliable, safe method of
sterilization.
Clinical and Regulatory Status
In 1995, the Company completed in vitro feasibility studies and a
successful animal study that demonstrated 100% pregnancy prevention in the 20
animals in which the device remained correctly placed. In September 1995,
Conceptus commenced a Phase I clinical study of the STOP device under an
Institutional Review Board ("IRB") approval with a non-significant risk
determination. In April 1996 this study was approved by the FDA under an
Investigational Device Exemption ("IDE"). The study involved the placement of
the STOP device in patients at the time of hysterectomy in order to assess the
ability to access the fallopian tube, properly place the device, and test the
acute retention of the device. In addition to the initial Phase I trial
objectives, this study is designed to evaluate the histology of adjacent tissue
reaction and patient recovery from the device placement procedure. Results from
histologic evaluation of fallopian tubes provides evidence of a local
inflammatory tissue response to the device, as well as damage to the tubal
architecture, which is expected to be unfavorable to conception. In addition, a
hysterosalpingography performed just prior to the hysterectomy demonstrated
complete occlusion in all tubes tested to date, with the exception of three
tubes in which the device did not remain due to improper placement.
The Company has tested several different designs of the STOP device in
pre-clinical studies, in an attempt to improve handling characteristics of the
device and to address issues of device migration and expulsion which were
observed in the early clinical testing. In 1997, the Company commenced a Phase
II clinical study in Australia and in 1998, two additional Phase II sites were
initiated in the United States. In the first quarter of 1999, a Phase II site
was added in Belgium. As of April 30, 1999, 29 patients are continuing in the
Phase II study of which ten women have been relying on the device for
contraception. In 123 months of wearing and through 60 months of efficacy
testing, no pregnancies nor adverse events have been reported. A significant
majority of the implantation procedures were performed without general
anesthesia and were tolerated by patients. The Company expects to follow this
study with an expanded Phase II study, which will likely involve 50 patients.
Depending on the results of this expanded Phase II study and the Company's
on-going development efforts, the Company is in the process of formulating a
Phase III study, which will involve a larger patient population and long-term
follow up in support of a Pre-Market Approval
8
<PAGE>
("PMA") application. There can be no assurance that the Company's efforts to
formulate, design, and execute a large Phase III study will be successful in
obtaining a PMA of the STOP device.
Conceptus' First Platform Technology: Transcervical Tubal Access Technology
Conceptus has developed its minimally invasive transcervical tubal
access technology to address the clinical problems and technological limitations
presented by current fallopian tube infertility and tubal sterilization
approaches. The Company believes that the ability to directly and nonsurgically
access the fallopian tubes will lead to better reproductive outcomes by:
o Improving the accuracy of conventional diagnostic procedures
performed to assess tubal patency.
o Facilitating the performance of a new endoscopic tubal diagnostic
procedure, which will permit the diagnosis of several key aspects
of tubal functionality not adequately assessed today.
o Enabling physicians to select more appropriate tubal therapies,
thereby eliminating many unnecessary therapies.
o Allowing more tubal therapies to be performed nonsurgically, thus
avoiding the risks and costs of surgery and the potential for
further surgery-induced damage to the fallopian tubes.
o Accelerating the selection of appropriate infertility treatment,
an import consideration for women whose infertility status has
already been compromised by age.
Infertility Products
The Company's proprietary transcervical tubal access technology
consists of specially designed, micro-catheters and guidewires, designed to be
atraumatic, which provide non-surgical access through the cervix and uterus and
into the fallopian tubes. These components are combined with the Company's other
procedure-specific products to produce the T-TAC system and the STARRT
Falloposcopy system.
Conceptus' Second Platform Technology: Resectoscopy
Conceptus acquired Microgyn, Inc.,a privately held company, in November
1996.The technology developed at Microgyn has been incorporated into Conceptus'
ERA and FUTURA Resectoscope Sleeves, for use in therapeutic resectoscopy
procedures in gynecology and urology. In 1997, the Company acquired the
manufacturing rights for the ERA and FUTURA product lines from Medical
Scientific, Inc. The transfer of the manufacturing operation to the Company was
completed in March 1998.
The ERA product line for gynecology focuses on products to increase the
safety and performance of resectoscope procedures, including therapeutic
hysteroscopy procedures, which utilize an endoscope to guide the selective
excision of abnormal uterine tissue. These procedures, including endometrial or
fibroid resection and endometrial ablation, are growing in clinical acceptance
because they are less invasive, non-incisional alternatives to the over 600,000
hysterectomies performed in the United States annually.
9
<PAGE>
In performing uterine therapy using a hysteroscope, the uterus must be
distended and the visibility maintained by use of an optically clear fluid.
Using monopolar (RF) electrosurgical energy to cut or ablate adds a restriction
on the type of fluid that can be used: a non-conductive, hypotonic,
non-physiologic distention medium must be employed. Non-conductive fluids are
electrolyte-free (hypotonic) substances and therefore can change levels of vital
electrolytes such as sodium, potassium, and chloride in the blood stream of the
patient. Fluids such as mannitol, sorbitol and glycine are adequate for this
purpose but present a risk to the patient.
In therapeutic hysteroscopy, both small and large blood vessels are cut
as tissue is removed. Since the hypotonic fluids must be infused into the uterus
under pressure as high as 60-80 mmHg in order to distend the uterine cavity, a
large amount of fluid can be forced into venous channels, which normally
maintain pressure of about 20 mmHg. During the procedure, fluid loss into the
patient is carefully monitored, via fluid deficit calculations, comparing fluids
used versus fluids recovered. The surgeon is kept apprised of the patient's
fluid status, because of the complications associated with the absorption of
large amounts of hypotonic solutions. These include serious heart, lung, and
brain disorders, which sometimes result in coma or death.
The Company's ERA product line consists of the following products: a
simple, disposable ERA Resectoscope Sleeve, cutting loops and coagulating roller
balls. The ERA Resectoscope Sleeve, when installed on a standard hysteroscope,
changes the flow of electrosurgical energy delivered during cutting. This
innovative approach permits the use of isotonic solutions, such as normal
saline, which are physiologically compatible with the patient. The Company
believes that the ability to effectively use isotonic solutions during
hysterscopic procedures should minimize the risk of serious electrolyte
disturbances and their associated complications. The ERA product line is easy to
use because it is designed for total mechanical compatibility with existing
hysteroscopic instrumentation and power sources.
FUTURA Product Line
There is also an important urological application for the resectoscope
sleeve. The FUTURA Resectoscope Sleeve enables the urologist to perform a
Transurethral Resection of the Prostate ("TURP") more safely. TURP is used to
treat symptomatic enlargement of the prostate, or benign prostatic hyperplasia
("BPH"). Approximately 180,000 TURP procedures were performed in the United
States in 1997. TURP typically involves the electrosurgical removal of abnormal
tissue through a resectoscope, without the need for an incision. Conventional
electrosurgical procedures, however, require the use of hypotonic irrigation
solutions, the excessive absorption of which is associated with a potentially
catastrophic complication referred to as "TUR Syndrome." In order to reduce the
risk of TUR Syndrome, most hospitals have adopted a strict surgical protocol
limiting the TURP procedure time, which may make it difficult for physicians to
completely resect abnormal prostate tissue in a single procedure. The FUTURA
Resectoscope Sleeve, which utilizes the same patented Microgyn technology used
for the gynecological application, enables the urologist to perform
transurethral procedures using isotonic (physiologic) solutions, eliminating the
risk of TUR Syndrome, and permitting the extra procedure time that may be needed
to complete resection of the prostate. Both the FUTURA and ERA Resectoscope
Sleeve products have received FDA 510(k) clearance for therapeutic hysteroscopy.
In November 1998 the Company announced that it had retained CIBC
Oppenheimer Corporation to evaluate strategic alternatives for the Company,
including inquiries that have been received by Conceptus regarding possible
business alliances. The Company continues to aggresively evaluate a number of
strategic opportunities in the area of woman's health as well as other areas of
medicine.
10
<PAGE>
In October 1998, the Company received notification from the National
Association of Securities Dealer's Inc. ("NASD") that due to the decline in the
price of the Company's Common Stock, the Company was not in compliance with
certain listing maintenance requirements of the Nasdaq National Market. If these
requirements were not satisfied within ninety days of notification, then the
Company's Common Stock could have been delisted from the Nasdaq National Market.
In November 1998, the Company's Common Stock satisfied the applicable
maintenance requirements with a closing bid price of at least $1.00 per share
for ten consecutive trading days. While these maintenance requirements were
satisifed within the ninety-day period, there can be no assurance that the
Company's Common Stock will stay in compliance with the maintenance
requirements. If delisting were to occur, the Company expects that trading of
its Common Stock would be conducted on the OTC Bulletin Board or in the
over-the-counter market in what is commonly referred to as the "pink sheets".
The "Year 2000 issue" arises because most computer systems
and programs were designed to handle only a two-digit year, not a four-digit
year. These computer systems and programs may interpret "00" as the year 1900
and could either stop processing date-related computations or could process them
incorrectly in the year 2000. The Company was informed by appropriate vendors
that the Company's information systems are able to process the year 2000
accurately and the Company has completed testing of such systems. Accordingly,
the Company does not anticipate any Year 2000 issues from its own information
systems, databases or programs. The costs associated with this assessment were
not material. As a result of the Company's recent restructuring, the Company has
determined that its level of reliance on major distributors, suppliers, vendors,
and customers has been significantly reduced such that Year 2000 issues faced by
these third parties should not have a material effect on the Company's
operations or financial condition. With respect to various financial services
institutions that the Company relies on to conduct its financial transactions,
the Company has determined that all its major financial service institutions are
actively engaged in bringing their information systems into compliance with Year
2000 issues. However, there can be no assurance that such plans will be able to
address fully, or at all, the impact of the Year 2000 issue on the Company,
which could have a material adverse effect upon the Company's financial
condition.
Results of Operations - Three Months Ended March 31, 1999 and 1998
Sales decreased to $30,000 for the three months ended March 31, 1999,
from $167,000 for the same period in the prior year. The $137,000 decrease is
due to the lack of sales to significant distributors and the corporate
restructuring in July 1998 which eliminated all sales and marketing personnel.
The Company anticipates that revenues will continue to remain at very low levels
due to the focus on the development of the STOP contraception device and the
lack of active sales and marketing efforts of the Company's infertility and
resectoscopic products.
Cost of sales decreased to $40,000 for the three months ended March 31,
1999 from $836,000 for the same period in the prior year. The decrease is due to
significantly reduced unit shipments of the Company's T-TAC and ERA product
lines as well as elimination of manufacturing operations and personnel in
connection with the corporate restructuring in July 1998.
Research and development ("R&D") expenses, which include clinical and
regulatory expenses, decreased to $738,000 for the three months ended March 31,
1999, from $1,386,000 for the same period in the prior year. The decrease is
primarily due to significantly reduced R&D activities on the ERA/FUTURA and
STARRT product lines as the Company focuses its R&D efforts on the STOP product.
11
<PAGE>
Selling, general and administrative ("SG&A") expenses decreased to
$552,000 for the three months ended March 31, 1999, from $1,777,000 for the same
period in the prior year. The decrease is due to the corporate restructuring
which eliminated all sales and marketing personnel and related administrative
expenses in July 1998.
Net interest and investment income decreased to $218,000 for the three
months ended March 31, 1999, from $376,000 for the same period in the prior
year. The decrease is a result of lower average invested cash balances.
As a result of the items discussed above, net loss decreased to
$1,082,000 in the first quarter of 1999 from $3,456,000 in the prior year.
The Company has a limited history of operations. Since its inception in
September 1992, the Company has been engaged primarily in research and
development of its T-TAC and STARRT Falloposcopy systems and its STOP device,
and since 1996, the ERA and FUTURA product lines. The Company has generated only
limited revenues and has only limited experience in manufacturing, marketing or
selling its products in commercial quantities. The Company has experienced
significant operating losses since inception and, as of March 31, 1999, had an
accumulated deficit of $46.5 million. The Company expects its operating losses
to continue for at least the next several years as it continues to expend
substantial resources in research and product development and funding clinical
trials in support of its STOP device. Due to the unpredictable nature of these
activities, there can be no assurance that the Company will achieve or sustain
profitability in the future.
Liquidity and Capital Resources
At March 31, 1999, Conceptus had cash, cash equivalents and investments
of $16.0 million, compared with $17.0 million at December 31, 1998. The decrease
is due to $1.0 million used in operating activities in support of the STOP
contraception product.
Conceptus believes that its existing capital resources will be
sufficient to fund its operations at least through 1999, as a result of the
restructuring. However, the Company's future liquidity and capital requirements
will depend upon numerous factors, including the progress of the Company's
clinical research and product development programs, the receipt of and the time
required to obtain regulatory clearances and approvals, and the resources
devoted to developing the Company's STOP product. Accordingly, there can be no
assurance that the Company will not require additional financing within this
time frame and, therefore, may in the future seek to raise additional funds
through bank facilities, debt or equity offerings or other sources of capital.
Furthermore, any additional equity financing may be dilutive to stockholders,
and debt financing, if available, may involve restrictive convenants. Additional
funding may not be available when needed or on terms acceptable to the Company,
which would have a material adverse effect on the Company's business, financial
condition and results of operations.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
The Company's cash balances in excess of short-term operating needs are invested
in highly liquid short-term government securities and high quality commercial
paper. However, due to the short-term and high quality nature of these
instruments, the Company believes these financial instruments are exposed to a
low level of interest rate risk.
12
<PAGE>
Part II. Other Information
Item 1. Legal Proceedings
There are no material pending or threatened legal proceedings against
the Company. The Company from time to time is involved in routine legal matters
incident to its business. While management currently believes the amount of
ultimate liability, if any, with respect to these actions will not materially
affect the financial position, results of operations, or liquidity of the
Company, the ultimate outcome of any litigation is uncertain.
Item 2. Changes in Securities & Use of Proceeds
None.
Item 3. Defaults in Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders
None.
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibit 27
Exhibit 27 Financial Data Schedule
(a) Reports on Form 8-K.
None.
13
<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, thereunto duly authorized.
CONCEPTUS, INC.
By: /s/ KATHRYN TUNSTALL
------------------------------------------------
Kathryn Tunstall
President and Chief Executive Officer
By: /s/ OLIVER BROUSE
------------------------------------------------
Oliver Brouse
Principal Accounting Director
Date: May 14, 1999
14
<PAGE>
INDEX TO EXHIBITS
Exhibit
Number Description
------ -----------
27 Financial Data Schedule
15
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> MAR-31-1999
<CASH> 12,108
<SECURITIES> 3,938
<RECEIVABLES> 18
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 16,329
<PP&E> 2,935
<DEPRECIATION> (1,722)
<TOTAL-ASSETS> 17,902
<CURRENT-LIABILITIES> 728
<BONDS> 0
0
0
<COMMON> 63,570
<OTHER-SE> (46,614)
<TOTAL-LIABILITY-AND-EQUITY> 17,902
<SALES> 30
<TOTAL-REVENUES> 30
<CGS> 40
<TOTAL-COSTS> 1,290
<OTHER-EXPENSES> (218)
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (1,082)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,082)
<EPS-PRIMARY> (.11)
<EPS-DILUTED> (.11)
</TABLE>
