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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): November 7, 2007
NEKTAR THERAPEUTICS
(Exact name of Registrant as specified in its charter)
Delaware 0-24006 94-3134940
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
201 Industrial Road
San Carlos, California 94070
(Address of principal executive offices and Zip Code)
Registrant's telephone number, including area code: (650) 631-3100
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
|_| Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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Item 2.02. Results of Operations and Financial Condition
On November 7, 2007, Nektar Therapeutics issued a press release (the
"Press Release") announcing financial results for the quarter ended September
30, 2007. A copy of the Press Release is attached as Exhibit 99.1 to this report
and is incorporated herein by reference.
The information in this report, including the exhibit hereto, shall not be
deemed "filed" for purposes of Section 18 of the Securities Exchange Act of
1934, as amended, or otherwise subject to the liabilities of that Section or
Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The
information contained herein and in the accompanying exhibit shall not be
incorporated by reference into any filing with the Securities and Exchange
Commission made by Nektar Therapeutics, whether made before or after the date
hereof, regardless of any general incorporation language in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
Exhibit No. Description
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99.1 Press release titled "Nektar Therapeutics Announces Third Quarter
2007 Financial Results" issued on November 7, 2007.
SIGNATURES
Pursuant to the requirement 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.
By: /s/ Gil M. Labrucherie
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Gil M. Labrucherie
General Counsel and Secretary
Date: November 7, 2007
EXHIBIT 99.1
[GRAPHIC OMITTED]
New Release
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Nektar Therapeutics Announces Third Quarter 2007 Financial Results
SAN CARLOS, Calif., November 7, 2007 -- Nektar Therapeutics (Nasdaq: NKTR)
announced today the company's financial results for the third quarter that ended
September 30, 2007.
Revenue totaled $56.3 million in the third quarter of 2007 compared to $58.6
million in the third quarter of 2006. For the nine months ended September 30,
2007, Nektar reported total revenue of $207.3 million compared to $147.8 million
in the same period in 2006.
Cash, cash equivalents, and short-term investments were $452.6 million at
September 30, 2007 compared to $406.8 million at June 30, 2007.
Nektar reported a net loss of $18.6 million or $0.20 per share in the third
quarter of 2007 compared to a net loss of $19.6 million or $0.22 per share in
the same period of 2006.
For the nine months ended September 30, 2007, net loss was $71.8 million or
$0.78 per share compared to a net loss of $115.9 million or $1.29 per share in
the same period in 2006.
"We've made great progress reshaping Nektar this year," said Howard W. Robin,
president and chief executive officer. "We realigned the company's business and
research activities around our PEGylation and pulmonary technology platforms,
built a strong executive team, signed a new strategic partnership with Bayer,
and are moving two proprietary programs into Phase 2 clinical trials. Finally,
for the first time in Nektar's history, we expect to be cash flow neutral for
the year."
Mr. Robin will host a conference call today for analysts and investors beginning
at 2:00 p.m. Pacific time to discuss the company's performance. This conference
call will be available via webcast and can be accessed through a link that is
posted on the Investor Relations section of the Nektar website, www.nektar.com.
The web broadcast of the conference call will be available for replay through
November 21, 2007.
To access the conference call, follow these instructions:
Dial: (800) 299-6183 (U.S.); (617) 801-9713 (international)
Passcode: 21153437 (Howard Robin is the host)
Audio replay dial-in and passcode:
Dial: (888) 286-8010 (U.S.) ;(617) 801-6888 (international)
Passcode: 86766898
About Nektar
Nektar Therapeutics is a biopharmaceutical company with a mission to develop and
enable differentiated therapeutics with its industry-leading pulmonary and
PEGylation technology platforms. Nektar pulmonary and PEGylation technology,
expertise, manufacturing capabilities and know-how have enabled ten approved
products for partners, which include the world's leading pharmaceutical and
biotechnology companies. Nektar also develops its own products by applying its
pulmonary and PEGylation technology platforms to existing medicines with the
objective to enhance performance, such as improving efficacy, safety and
compliance.
This press release contains forward-looking statements that reflect the
company's current views as to its financial plan, expectations regarding the
progress, potential, and clinical plans for the company's proprietary product
candidates in clinical development, the value of the company's technology
platforms, business development potential with respect to potential future
partnerships and overall prospects for the company's business. These
forward-looking statements involve risks and uncertainties, including but not
limited to: (i) the company's proprietary product candidates and those of
certain of its partners are in the early phases of clinical development and the
risk of failure is high and can occur at any stage prior to regulatory approval,
(ii) the timing or success of the commencement or end of clinical trial phases
is subject to a number of uncertainties including but not limited to patient
enrollment, regulatory requirements and clinical outcomes (iii) the company's or
its partner's ability to obtain regulatory approval of its proprietary product
candidates, (iv) the company's or its partner's success in obtaining regulatory
approvals for product candidates, (v) the company may not successfully negotiate
acceptable new collaborative arrangements with respect to our existing and
future product candidates, or if any arrangements we do negotiate do not include
sufficiently favorable commercial terms, we may not receive an adequate return
on these investments and our results of operations and financial condition would
suffer (vi) the company's patent applications for its proprietary or partner
product candidates may not issue, patents that have issued may not be
enforceable, or intellectual property licenses from third parties may be
required in the future, and (v) the outcome of any existing or future
intellectual property or other litigation related to the company's proprietary
product candidates. Other important risks and uncertainties are detailed in the
company's reports and other filings with the Securities and Exchange Commission,
including its most recent Annual Report on Form 10-K and Quarterly Report on
Form 10-Q. Actual results could differ materially from the forward-looking
statements contained in this press release. The company undertakes no obligation
to update forward-looking statements, whether as a result of new information,
future events or otherwise.
Tim Warner, 650-283-4915 (investors)
twarner@nektar.com
Stephan Herrera, 415-488-7699 (investors)
sherrera@nektar.com
Jennifer Ruddock, 650-631-4954 (media)
jruddock@nektar.com
# # #
NEKTAR THERAPEUTICS
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share information)
Unaudited Unaudited
-------------------------------- --------------------------------
Three-Months Ended September 30, Nine-Months Ended September 30,
-------------------------------- --------------------------------
2007 2006 2007 2006
-------------- -------------- -------------- --------------
Revenue:
Product sales and royalties $ 37,497 $ 43,521 $ 159,818 $ 103,564
Contract research 18,824 15,111 47,436 44,250
-------------- -------------- -------------- --------------
Total revenue 56,321 58,632 207,254 147,814
Operating costs and expenses:
Cost of goods sold 27,457 31,179 123,469 76,947
Research and development 35,773 36,005 114,265 106,860
General and administrative 12,426 13,422 42,339 60,878
Litigation Settlement -- -- -- 17,710
Impairment of long lived assets -- -- -- 1,156
Amortization of other intangible assets 237 708 710 3,331
-------------- -------------- -------------- --------------
Total operating costs and expenses 75,893 81,314 280,783 266,882
-------------- -------------- -------------- --------------
Loss from operations (19,572) (22,682) (73,529) (119,068)
Interest income 5,519 6,060 16,444 17,316
Interest expense (4,773) (5,255) (14,408) (15,335)
Other Income 206 2,273 189 1,181
-------------- -------------- -------------- --------------
Loss before provision for income taxes (18,620) (19,604) (71,304) (115,906)
Provision for income taxes -- -- (500) --
-------------- -------------- -------------- --------------
Net loss $ (18,620) $ (19,604) $ (71,804) $ (115,906)
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Basic and diluted net loss per share $ (0.20) $ (0.22) $ (0.78) $ (1.29)
Shares used in computing basic and diluted
net loss per share 92,028 90,017 91,764 89,550
NEKTAR THERAPEUTICS
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
September 30, 2007 December 31, 2006
(unaudited) (1)
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ASSETS
Current assets:
Cash and cash equivalents $ 174,713 $ 63,760
Short-term investments 277,931 394,880
Accounts receivable, net of allowance 36,805 47,148
Inventory 17,175 14,656
Other current assets 8,147 14,595
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Total current assets 514,771 535,039
Long-term investments -- 8,337
Property and equipment, net 135,317 133,812
Goodwill 78,431 78,431
Other intangible assets, net 2,917 3,626
Other assets 6,849 8,932
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Total assets $ 738,285 $ 768,177
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LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 4,421 $ 7,205
Accrued compensation 11,796 12,994
Accrued expenses 24,564 17,942
Interest payable 1,130 3,814
Capital lease obligations, current portion 1,134 711
Deferred revenue, current portion 43,636 16,409
Convertible subordinated notes, current portion 66,627 102,653
Other current liabilities 3,371 3,586
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Total current liabilities 156,679 165,314
Convertible subordinated notes 315,000 315,000
Capital lease obligations 21,987 19,759
Deferred revenue 58,247 23,697
Other long-term liabilities 15,469 17,347
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Total liabilites 567,382 541,117
Commitments and contingencies
Stockholders' equity:
Preferred stock -- --
Common stock 9 9
Capital in excess of par value 1,299,173 1,283,982
Accumulated other comprehensive income 518 62
Accumulated deficit (1,128,797) (1,056,993)
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Total stockholders' equity 170,903 227,060
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Total liabilities and stockholders' equity $ 738,285 $ 768,177
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(1) The consolidated balance sheet at December 31, 2006 has been derived from
the audited financial statements at that date but does not include all of the
information and notes required by generally accepted accounting principles in
the United States for complete financial statements. Certain 2006 amounts
have been reclassified between line items to conform with the 2007
presentation.
