United
States Securities And Exchange Commission
Washington, DC 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): September 15, 2015
ISORAY,
INC.
(Exact name of registrant as specified in its charter)
Minnesota
(State or other jurisdiction
of incorporation) |
001-33407
(Commission
File Number) |
41-1458152
(IRS Employer
Identification No.) |
350 Hills Street, Suite 106, Richland,
Washington 99354
(Address of principal
executive offices) (Zip Code)
(509) 375-1202
(Registrant's telephone number)
| ¨ | Written communications pursuant to Rule 425 under the
Securities Act |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the
Exchange Act |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act |
Item 2.02. |
Results of Operations and Financial Condition |
On September 15, 2015,
IsoRay, Inc. (the "Company") issued a press release announcing its financial results for the year ended June 30, 2015,
the text of which is attached hereto as Exhibit 99.1.
The information in
this Current Report on Form 8-K, including the exhibit, is furnished pursuant to Item 2.02 and shall not be deemed “filed”
for the purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in
any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.
In addition to historic
information, this report, including the exhibit, contains forward-looking statements regarding events, performance and financial
trends. Various factors could affect future results and could cause actual results to differ materially from those expressed in
or implied by the forward-looking statements. Some of those factors are identified in the Company’s periodic reports filed
with the Securities and Exchange Commission, the most recent of which are the Company’s Annual Report on Form 10-K for the
year ended June 30, 2015.
Item 9.01. |
Financial Statements and Exhibits |
Exhibit |
|
Description |
99.1 |
|
Press release issued by IsoRay, Inc., dated September 15, 2015. |
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
hereunto duly authorized.
Dated: September 15, 2015
|
IsoRay, Inc., a Minnesota corporation |
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By: |
/s/ Dwight Babcock |
|
|
Dwight Babcock, CEO |
Exhibit 99.1
FOR IMMEDIATE RELEASE
IsoRay,
Inc. REPORTS 9% REVENUE INCREASE FOR FISCAL YEAR 2015
Spurred
By 41% Revenue Growth In The 4th Quarter Over Prior Year
RICHLAND, Washington (September 15,
2015) – IsoRay, Inc. (NYSE MKT: ISR) (www.isoray.com), a medical technology company and innovator in seed brachytherapy and
medical radioisotope applications, announced its financial results for the year and quarter ended June 30, 2015.
In fiscal year 2015, IsoRay achieved
several new clinical milestones as reports by major medical centers were accepted for publication and will serve as the impetus
in expanding our marketing efforts to increase awareness of all of the body sites being treated with Cesium-131. These independently
published institutional studies create industry awareness and credibility for the use of Cesium-131 resulting in new institutional
interest. This year, three (3) newly published studies showed outstanding results achieved with Cesium-131 for metastatic brain
cancer, prostate cancer and most recently lung cancer. To date all of the published studies have reported impressive results when
Cesium-131 was used to treat aggressive cancers.
IsoRay Chairman and CEO Dwight Babcock
commented, “We continue to be optimistic about the growth in adoption of our growing product portfolio. Given the growing
acceptance and interest, we remain committed to improving market awareness of the strength of our product portfolio, which we believe
will contribute to long term growth and profitability. Our management is focused on IsoRay becoming the preeminent brachytherapy
company and are optimistic that our strong balance sheet with approximately $20 million in cash and cash equivalents, and no debt,
gives us the resources needed to achieve this goal.”
For fiscal 2016, we plan to continue
our ongoing commitment to invest in research and development and anticipate major medical institutions showing improved efficacy
over other cancer treatments coupled with improved quality of life outcomes.
Some highlights from fiscal 2015 are:
| 01. | Achieved annual revenue growth. |
| 02. | Introduced Cs-131 in Russia in new cancer medical center grand opening. |
| 03. | Chicago Prostate Cancer Center initiated a new focal prostate study. |
| 04. | British Standards Institution (BSI) (Surveillance) Audit completed for IsoRay’s CE Mark with no warnings. |
| 05. | First veterinary case performed on a horse. |
| 06. | Established new Italian distributor. |
| 07. | Upgraded manufacturing and enterprise systems with redundancy. |
| 08. | Participated in 6 industry shows. |
| 09. | Maintained controls over expenses. |
IsoRay, Inc. and Subsidiaries
Consolidated
Statements of Operations
|
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|
(Unaudited) |
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|
Year Ended June 30, |
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|
Three
months ended June 30, |
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|
2015 |
|
|
2014 |
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|
2015 |
|
|
2014 |
|
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|
|
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|
Product sales, net |
|
$ |
4,606,539 |
|
|
$ |
4,219,158 |
|
|
$ |
1,340,744 |
|
|
$ |
949,516 |
|
Cost of product sales |
|
|
4,439,146 |
|
|
|
4,415,629 |
|
|
|
1,135,782 |
|
|
|
1,085,679 |
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|
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|
|
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|
|
|
|
|
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|
|
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|
Gross profit / (loss) |
|
|
167,393 |
|
|
|
(196,471 |
) |
|
|
204,962 |
|
|
|
(136,163 |
) |
|
|
|
|
|
|
|
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Operating expenses: |
|
|
|
|
|
|
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|
|
|
|
|
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Research and development |
|
|
614,771 |
|
|
|
668,803 |
|
|
|
156,135 |
|
|
|
198,172 |
|
Sales and marketing |
|
|
1,488,456 |
|
|
|
1,234,725 |
|
|
|
456,054 |
|
|
|
303,515 |
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General and administrative |
|
|
2,400,353 |
|
|
|
2,488,219 |
|
|
|
696,528 |
|
|
|
682,487 |
|
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|
|
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|
|
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|
|
|
|
|
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|
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Total operating expenses |
|
|
4,503,580 |
|
|
|
4,391,747 |
|
|
|
1,308,717 |
|
|
|
1,184,174 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating loss |
|
|
(4,336,187 |
) |
|
|
(4,588,218 |
) |
|
|
(1,103,755 |
) |
|
|
(1,320,337 |
) |
|
|
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Non-operating income (expense): |
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|
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|
|
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|
|
|
|
|
|
|
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Interest income |
|
|
282,745 |
|
|
|
12,113 |
|
|
|
68,736 |
|
|
|
10,722 |
|
Change in fair value of warrant derivative liability |
|
|
374,605 |
|
|
|
(1,382,134 |
) |
|
|
(1,000 |
) |
|
|
(368,134 |
) |
Financing and interest expense |
|
|
(2,214 |
) |
|
|
(883 |
) |
|
|
1,337 |
|
|
|
(56 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
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|
|
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|
Non-operating income (expense), net |
|
|
655,136 |
|
|
|
(1,370,904 |
) |
|
|
69,073 |
|
|
|
(357,468 |
) |
|
|
|
|
|
|
|
|
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|
|
|
|
|
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|
Net loss |
|
|
(3,681,051 |
) |
|
|
(5,959,122 |
) |
|
|
(1,034,682 |
) |
|
|
(1,677,805 |
) |
Preferred stock deemed dividends |
|
|
- |
|
|
|
(726,378 |
) |
|
|
- |
|
|
|
- |
|
Preferred stock dividends |
|
|
(10,632 |
) |
|
|
(10,632 |
) |
|
|
(7,974 |
) |
|
|
(2,658 |
) |
|
|
|
|
|
|
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|
|
|
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Net loss applicable to common shareholders |
|
|
(3,691,683 |
) |
|
|
(6,696,132 |
) |
|
|
(1,042,656 |
) |
|
|
(1,680,463 |
) |
|
|
|
|
|
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|
Basic and diluted loss per share |
|
$ |
(0.07 |
) |
|
$ |
(0.16 |
) |
|
$ |
(0.02 |
) |
|
$ |
(0.03 |
) |
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Weighted average shares used in |
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computing net loss per share: |
|
|
|
|
|
|
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|
|
|
|
|
|
|
|
|
Basic and diluted |
|
|
54,882,350 |
|
|
|
42,675,158 |
|
|
|
54,900,828 |
|
|
|
54,435,706 |
|
###
About IsoRay, Inc
IsoRay, Inc., through its subsidiary, IsoRay Medical, Inc. is the exclusive producer of Cesium-131 internal radiation therapy,
which is expanding brachytherapy options throughout the body. Learn more about this innovative Richland, Washington company and
explore the many benefits and uses of Cesium-131 by visiting www.isoray.com.
Contact:
PCG Advisory Group
535 Fifth Avenue
24th Floor
New York, NY 10017
info@pcgadvisory.com
(646)-863-6341
Safe Harbor Statement
Statements in this news release about
IsoRay's future expectations, including: the advantages of our products and their delivery systems; future demand for IsoRay's
existing and planned products; whether revenue and other financial metrics will improve in future periods, whether IsoRay will
be able to continue to expand its base beyond prostate cancer; whether sales and use of our products will continue at historic
levels or increase; whether additional medical centers will begin using our products; whether awareness of our products in the
medical community will continue or increase; whether our sales and marketing efforts will be successful; whether additional studies
will be published or presented with favorable outcomes from treatment with our products; whether we will invest in research and
development in the future; and all other statements in this release, other than historical facts, are "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995 ("PSLRA"). This statement is included for
the express purpose of availing IsoRay, Inc. of the protections of the safe harbor provisions of the PSLRA. It is important
to note that actual results and ultimate corporate actions could differ materially from those in such forward-looking statements
based on such factors as physician acceptance, training and use of IsoRay’s products, changing levels of demand for IsoRay’s
current and proposed future products, IsoRay’s ability to reduce or maintain expenses while increasing sales, patient results
achieved using our products in both the short and long term, success of future research and development activities, patient results
achieved when our products are used for the treatment of cancers and malignant diseases beyond prostate cancer, IsoRay’s
ability to successfully manufacture, market and sell its products, IsoRay’s ability to manufacture its products in sufficient
quantities to meet demand within required delivery time periods while meeting its quality control standards, the success of our
sales and marketing efforts, IsoRay’s ability to enforce its intellectual property rights, changes in reimbursement rates,
changes in laws and regulations applicable to our products, whether additional studies and protocols are released and support
the conclusions of past studies and protocols, whether ongoing patient results with our products are favorable and in line with
the conclusions of clinical studies and initial patient results, whether we, our distributors and our customers will successfully
obtain and maintain all required regulatory approvals and licenses to market, sell and use our products in their various forms,
continued compliance with ISO standards as audited by BSI, and other risks detailed from time to time in IsoRay’s reports
filed with the SEC. Unless required to do so by law, the Company undertakes no obligation to publicly update or revise any forward-looking
statements, whether as a result of new information, future events or otherwise.
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