View:
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 5, 2003
-------------
A.P. PHARMA, INC.
------------------------------------------------------
(Exact name of Registrant as specified in its charter)
DELAWARE 1-16109 94-2875566
- ---------------------------- ---------- -----------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
123 SAGINAW DRIVE, REDWOOD CITY, CALIFORNIA 94063
--------------------------------------------------------
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code:
(650) 366-2626
--------------
N/A
-------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
INFORMATION TO BE INCLUDED IN THE REPORT
ITEM 7. Financial Statements, Pro Forma Financial Information
and Exhibits.
(c) Exhibits
99.1 Press release dated May 5, 2003.
ITEM 9. Regulation FD Disclosure (ITEM 12. Results of
Operations and Financial Condition).
The following information is disclosed pursuant to Item 12 of
Form 8-K:
On May 5, 2003, the Registrant issued a press release announcing
its financial results for the fiscal quarter ended March 31,
2003. The press release is attached hereto as Exhibit 99.1 and
incorporated herein by reference.
SIGNATURE
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.
A.P. PHARMA, INC.
Date: May 5, 2003 By: /S/ Michael O'Connell
------------- ----------------------
Michael P. J. O'Connell,
President and Chief
Executive Officer
EXHIBIT INDEX
99.1 Press release dated May 5, 2003.
(continued from previous page)
Exhibit 99.1
A.P. Pharma Logo
News Release
A.P. PHARMA REPORTS FIRST QUARTER RESULTS
-Royalty Income Increases by 14% Over Q1 2002-
REDWOOD CITY, Calif. (May 5, 2003) - A.P. Pharma, Inc. (NASDAQ
NM: APPA), a specialty pharmaceutical company, today reported
financial results for the three months ended March 31, 2003.
Results for the first quarter of 2003 reflect increased royalty
income, as well as increased research and development expense as
the Company prepares to enter Phase II clinical trials with
APF112, its product candidate for the treatment of post-
operative pain.
First Quarter Highlights
- ------------------------
- Royalty income increased 14% to $1,032,000.
- Preclinical studies with APF112 are being completed and we
intend to submit a full package to the FDA by mid-year.
- Phase II clinical trial protocol has been agreed upon with
our Principal Investigator.
- Reimbursed feasibility studies involving the Biochronomer(R)
system continued in the areas of ophthalmology, stent coatings
and DNA delivery. Two new studies were initiated in Q1 2003.
- Gross proceeds of $2.1 million on the sale of the Company's
Analytical Standards division, a non-core asset, were received.
- Cash, cash equivalents and short-term investments were $14.5
million at March 31, 2003 compared to $14.1 million at December
31, 2002.
First Quarter Financial Results
- -------------------------------
A.P. Pharma reported that total revenues for the first quarter
of 2003 increased 16% to $1,106,000, compared to $952,000 for
the first quarter of 2002. The increase in revenues was
primarily attributable to a continuing increase in royalty
income. Total revenues also included an increase in contract
revenues for research and development work performed in
connection with feasibility studies.
Research and development expense for the first quarter of 2003
increased to $2,202,000 from $1,497,000 for the first quarter of
2002, due mainly to the cost of preclinical studies using the
modified APF112 formulation, as agreed with the U.S. Food and
Drug Administration (FDA). The Company is preparing a full
package for submission to the FDA prior to initiation of Phase
II human clinical trials with its APF112 formulation for the
treatment of post-surgical pain.
The gain on disposition of discontinued operations represents
the net gain on the sale of the Analytical Standards division, a
non-core asset, of $1,886,000.
Net income for the first quarter of 2003 was $34,000, or $0.00
per share, compared with a net loss for the first quarter of
2002 of $1,006,000, or $0.05 per share.
Conference Call Information
- ---------------------------
Management will be hosting an investment community conference
call beginning at 11:00 a.m. Eastern Time (8:00 a.m. Pacific
Time) today to discuss this announcement and to answer
questions.
To participate in the live call by telephone, please dial (888)
803-8275 from the U.S., and for international callers, please
dial (706) 634-1287. A telephone replay will be available for
48 hours by dialing (800) 642-1687 from the U.S., or (706) 645-
9291 for international callers, and entering reservation number
9898094.
Individuals interested in listening to the conference call via
the Internet may do so by visiting www.appharma.com. A replay
will be available on the Company's web site.
About A.P. Pharma
- -----------------
A.P. Pharma is a specialty pharmaceutical company focused on the
development of ethical (prescription) pharmaceutical products
utilizing its proprietary polymer-based drug delivery systems.
The Company's primary focus is the development and
commercialization of its bioerodible injectable and implantable
systems under the trade name Biochronomer. Initial targeted
areas of application for the Company's drug delivery technology
include pain management, inflammation, oncology and
ophthalmology applications. The Company's product development
programs are funded by royalties from topical products currently
marketed by pharmaceutical partners and by proceeds from the
divestitures of its cosmeceutical and analytical standards
product lines, as well as by fees it receives from collaborative
partners. For further information visit the Company's web site
at www.appharma.com.
Forward-looking Statements
- --------------------------
Except for historical information, this news release contains
certain forward-looking statements that involve risks and
uncertainties including, among others, uncertainty associated
with timely development, approval, launch and acceptance of new
products, establishment of new corporate alliances and progress
in research and development programs. Other risks and
uncertainties associated with the Company's business and
prospects are identified in the Company's filings with the
Securities and Exchange Commission. The Company does not
undertake to revise these forward-looking statements to reflect
events or circumstances occurring in the future.
Investor Relations Contacts: Company Contact:
Lippert/Heilshorn & Associates Gordon Sangster
Jody Cain (jcain@lhai.com) Chief Financial Officer
Bruce Voss (bvoss@lhai.com) (650) 366-2626
(310) 691-7100
(Financial tables follow)
A.P. PHARMA, INC.
Statements of Operations Highlights
(in thousands, except per share data)
(Unaudited)
Three Months Ended
March 31, March 31,
2003 2002
--------- ---------
Royalties $ 1,032 $ 904
Contract Revenues 74 48
------ ------
Total Revenues 1,106 952
Operating Expenses:
Research & Development 2,202 1,497
General & Administrative 778 760
------ ------
Total Operating Expenses 2,980 2,257
Operating Loss (1,874) (1,305)
Interest and Other, Net 76 204
------ ------
Loss from Continuing Operations (1,798) (1,101)
Income (Loss) from Discontinued
Operations (54) 95
Gain on Disposition of
Discontinued Operations 1,886 --
------ ------
Net Income (Loss) $ 34 $(1,006)
===== ======
Basic and Diluted Loss Per
Share:
Loss from Continuing
Operations $(0.09) $(0.05)
===== =====
Net Income (Loss) $ 0.00 $(0.05)
===== =====
Shares used in Calculating
Loss Per Share:
Basic 20,475 20,360
====== ======
Diluted 20,516 20,360
====== ======
A.P. PHARMA, INC.
Balance Sheet Highlights
(in thousands)
March 31, 2003 December 31,
(Unaudited) 2002(1)
-------------- ------------
Assets
Cash, Cash Equivalents and
Marketable Securities $14,468 $14,121
Accounts Receivable, Net 1,386 1,339
Assets Held for Sale -- 225
Other Current Assets 215 280
------ ------
Total Current Assets 16,069 15,965
Property, Plant & Equipment, Net 1,527 1,627
Other Non-Current Assets 481 189
------ ------
Total Assets $18,077 $17,781
====== ======
Liabilities and Shareholders'
Equity
Current Liabilities $ 2,419 $ 1,977
Long-Term Deferred Revenues 145 345
Shareholders' Equity 15,513 15,459
------ ------
Total Liabilities and
Shareholders' Equity $18,077 $17,781
====== ======
- ------------
(1) Information derived from audited financial statements.