ANNAPOLIS, Md., March 11, 2016 /PRNewswire/ -- PharmAthene,
Inc. (NYSE MKT: PIP), a biodefense company developing medical
countermeasures against anthrax and owner of an affirmed judgment
in its litigation with SIGA Technologies, Inc., today reported its
financial and operational results for the year ended December 31, 2015.
On December 23, 2015, the Delaware
Supreme Court affirmed the Delaware Court of Chancery's Judgment against
SIGA which provides an estimated total award of approximately
$205 million plus interest.
Satisfaction of the judgment by SIGA depends upon the outcome of
on-going proceedings in the Bankruptcy Court (the Court) of the
Southern District of New York
where SIGA filed for protection under Federal bankruptcy laws in
September 2014.
SIGA filed a reorganization plan (the Plan) to exit from
bankruptcy with the Court on December 15,
2015 and amended the Plan on February
9, 2016. The consensual Plan had been approved by the
Creditors committee of which PharmAthene is a member. The Plan is
proceeding through the confirmation process and its confirmation
hearing is scheduled for April 5,
2016.
Under the Plan, if approved by the Court, PharmAthene's judgment
will be satisfied at the discretion of SIGA in one of the following
ways:
- Payment in full in cash of the unpaid balance plus interest
that will accrue at 8.75% after Plan approval; or
- Delivery to PharmAthene of 100% of SIGA's common stock; or
- Such other treatment as may be mutually agreed upon by SIGA and
PharmAthene and approved by the Court
SIGA has a 120-day period (plus a 90-day extension if exercised
and the conditions to such extension are met) during which it must
satisfy PharmAthene's claim according to one of the above
alternatives. The beginning of that 120-day period depends
upon whether SIGA files timely a Petition for Certiorari in the
U.S. Supreme Court. If SIGA does not timely petition the U.S.
Supreme Court, the 120-day period commences after March 22, 2016, which is 90 days after the
Delaware Supreme Court ruling. If SIGA does timely petition the
U.S. Supreme Court, the 120-day period commences when such petition
is denied or that process results in a final order granting
PharmAthene a claim.
If the Plan is approved, PharmAthene will receive the following
payments from SIGA: $5 million upon
Court approval of the Plan; $20
million if SIGA files a Petition for Certiorari with the
U.S. Supreme Court; and $20 million
if SIGA exercises the 90 day period for satisfying PharmAthene's
claim. The payments are creditable against final satisfaction
of PharmAthene's claim and are not refundable. The Plan
includes protective covenants intended to protect PharmAthene's
interests and is available at:
https://cases.primeclerk.com/siga/Home-DownloadPDF?id1=MjczMTIy&id2=0.
PharmAthene has not recognized any amount from the SIGA judgment
in its 2015 financial statements.
In the event that SIGA pays PharmAthene cash in full and barring
any unexpected material events, PharmAthene currently expects that
it will distribute at least 90% of the after tax net cash proceeds
to its shareholders. The timing and form of distribution will
depend upon PharmAthene's analysis of its current situation,
applicable corporate statutes related to distributions and the
economic consequences to its shareholders of any such distribution.
In addition to the distribution of these cash proceeds, PharmAthene
intends to seek an M&A or other partnering transactions to
maximize the value of its remaining assets and anthrax vaccine
programs. If the Plan is approved, PharmAthene will work to develop
a transition plan for managing and operating SIGA as a separate
business in the event SIGA decides to satisfy the judgment by
delivering 100% of SIGA's stock to PharmAthene.
During the first half of 2015 PharmAthene executed a realignment
plan under which it reduced its staff and took other actions to
reduce costs. The cost reductions will enable the Company to
continue its operations for the period of time necessary to provide
for the collection from SIGA of the proceeds from the final
judgment and advance its next generation anthrax vaccine programs
without raising additional capital.
For the year ended December 31,
2015, PharmAthene recognized revenue of $10.6 million. Of such amount, $4.5 million was derived from an on-going
contract with NAIAD for a next generation anthrax vaccine and
$6.1 million was from an expired
BARDA contract that funded SparVax® which reflected,
primarily a rate adjustment. During 2014, $10.2 million in revenue was derived primarily
from the expired BARDA contract.
Research and development expenses in 2015 of $5.1 million were incurred primarily to advance
the Company's next generation anthrax vaccine programs. In
2014, research and development expense of $9.3 million was incurred primarily in the
Company's terminated SparVax® anthrax vaccine program.
General and administrative functions decreased to $6.2 million in 2015, compared to $10.9 million in 2014.
For the year ended December 31,
2015, PharmAthene's net loss was $3.4
million, or $0.5 per share,
compared to a net loss of $10.0
million, or $0.17 per share,
for the prior year. The sum total of cash and cash equivalents and
U.S. Government accounts receivable at December 31, 2015 was $17.0 million compared to $19.0 million in 2014.
About PharmAthene
PharmAthene is a biodefense company engaged in the development
of next generation medical countermeasures against biological and
chemical threats. The Company's development portfolio includes two
next generation Anthrax vaccines that are intended to improve
protection while having favorable dosage and storage requirements
compared other Anthrax vaccines.
Forward-Looking Statement Disclaimer
Except for the historical information presented herein, matters
discussed may constitute forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995
that are subject to certain risks and uncertainties that could
cause actual results to differ materially from any future results,
performance or achievements expressed or implied by such
statements. Statements that are not historical facts, including
statements preceded by, followed by, or that include the
words "potential"; "believe"; "anticipate"; "intend"; "plan";
"expect"; "estimate"; "could"; "may"; "should"; "will"; "project";
"potential"; or similar statements are forward-looking statements.
Risks and uncertainties include risks associated with our ability
to collect a money judgment from SIGA judgment; risks relating to
the timing of payments, if any, under the SIGA litigation; our
ability to make distributions of a substantial portion of the cash
proceeds receive from SIGA; the timing, amount and form of such a
distribution; the approval of SIGA's reorganization plan risks
relating to our continuing ability to recognize cost reductions;
funding delays and/or reductions or elimination of U.S. government
funding and/or non-renewal of expiring funding; risks associated
with our net operating loss carryforwards, or NOLs; risks
associated with accomplishing any future strategic partnerships or
business combinations; and other risks detailed from time to time
in PharmAthene's Forms 10-K and 10-Q under the caption "Risk
Factors" and in its other reports filed with the U.S. Securities
and Exchange Commission. PharmAthene disclaims any intent or
obligation to update these forward-looking statements other than as
required by law.
Copies of PharmAthene's public disclosure filings are available
on our website under the investor relations tab at
www.PharmAthene.com.
Tables Follow
PHARMATHENE,
INC.
|
CONSOLIDATED
BALANCE SHEETS
|
|
|
|
|
|
|
|
|
|
|
|
|
December
31,
|
|
|
2015
|
|
2014
|
|
|
|
|
|
ASSETS
|
|
|
|
Current
assets:
|
|
|
|
|
Cash and cash
equivalents
|
$
15,569,813
|
|
$
18,643,351
|
|
Billed accounts
receivable
|
511,994
|
|
110,656
|
|
Unbilled accounts
receivable
|
963,345
|
|
297,431
|
|
Prepaid expenses and
other current assets
|
181,714
|
|
199,194
|
Total current
assets
|
17,226,866
|
|
19,250,632
|
|
|
|
|
|
Property and
equipment, net
|
233,694
|
|
325,772
|
Other long-term
assets and deferred costs
|
53,384
|
|
53,384
|
Goodwill
|
2,348,453
|
|
2,348,453
|
Total
assets
|
$
19,862,397
|
|
$
21,978,241
|
|
|
|
|
|
LIABILITIES AND
STOCKHOLDERS' EQUITY
|
|
|
|
|
|
|
|
|
Current
liabilities:
|
|
|
|
|
Accounts
payable
|
$
521,122
|
|
$
391,396
|
|
Accrued expenses and
other liabilities
|
1,248,708
|
|
1,195,412
|
|
Accrued restructuring
expenses
|
381,950
|
|
-
|
|
Current portion of
long-term debt
|
-
|
|
746,146
|
|
Other short-term
liabilities
|
11,250
|
|
70,326
|
|
Current portion of
derivative instruments
|
16,411
|
|
178,509
|
Total current
liabilities
|
2,179,441
|
|
2,581,789
|
|
|
|
|
|
Accrued restructuring
expenses - long term
|
108,641
|
|
-
|
Other long-term
liabilities
|
433,407
|
|
493,137
|
Derivative
instruments, less current portion
|
491,791
|
|
629,170
|
Total
liabilities
|
3,213,280
|
|
3,704,096
|
|
|
|
|
|
Stockholders'
equity:
|
|
|
|
|
Common stock, $0.0001
par value; 100,000,000 shares authorized; 64,382,086 and 63,603,303
shares issued and outstanding at December 31, 2015 and 2014,
respectively
|
6,438
|
|
6,360
|
|
Additional
paid-in-capital
|
240,366,704
|
|
238,780,633
|
|
Accumulated other
comprehensive loss
|
-
|
|
(229,528)
|
|
Accumulated
deficit
|
(223,724,025)
|
|
(220,283,320)
|
Total stockholders'
equity
|
16,649,117
|
|
18,274,145
|
Total liabilities and
stockholders' equity
|
$
19,862,397
|
|
$
21,978,241
|
|
PHARMATHENE,
INC.
|
|
CONSOLIDATED
STATEMENTS OF OPERATIONS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended
December 31,
|
|
|
2015
|
|
2014
|
|
2013
|
|
|
|
|
|
|
|
Contract
revenue
|
$
10,640,660
|
|
$
10,190,205
|
|
$
17,912,607
|
|
|
|
|
|
|
|
Operating
expenses:
|
|
|
|
|
|
|
Research and
development
|
5,133,512
|
|
9,319,828
|
|
15,290,142
|
|
General and
administrative
|
6,222,185
|
|
10,911,724
|
|
13,279,186
|
|
Restructuring
expense
|
2,546,159
|
|
-
|
|
-
|
|
Depreciation
|
141,604
|
|
149,958
|
|
182,487
|
Total operating
expenses
|
14,043,460
|
|
20,381,510
|
|
28,751,815
|
|
|
|
|
|
|
|
Loss from
operations
|
$
(3,402,800)
|
|
$
(10,191,305)
|
|
$
(10,839,208)
|
Other income
(expense):
|
|
|
|
|
|
|
Interest expense,
net
|
(54,581)
|
|
(210,399)
|
|
(366,706)
|
|
Realization of
cumulative translation adjustment
|
(229,192)
|
|
-
|
|
-
|
|
Change in fair value
of derivative instruments
|
299,477
|
|
508,817
|
|
(444,622)
|
|
Other income
(expense)
|
8,137
|
|
(762)
|
|
(6,071)
|
Total other income
(expense)
|
23,841
|
|
297,656
|
|
(817,399)
|
|
|
|
|
|
|
|
Loss before income
taxes
|
(3,378,959)
|
|
(9,893,649)
|
|
(11,656,607)
|
|
Income tax
provision
|
(61,746)
|
|
(61,746)
|
|
(61,746)
|
Net loss
|
$
(3,440,705)
|
|
$
(9,955,395)
|
|
$
(11,718,353)
|
|
|
|
|
|
|
|
Basic and diluted net
loss per share
|
$
(0.05)
|
|
$
(0.17)
|
|
$
(0.23)
|
Weighted average
shares used in calculation of basic and diluted net loss per
share
|
63,986,013
|
|
57,535,325
|
|
50,659,116
|
To view the original version on PR Newswire,
visit:http://www.prnewswire.com/news-releases/pharmathene-reports-year-end-2015-financial-and-operational-results-provides-update-on-litigation-with-siga-300234635.html
SOURCE PharmAthene, Inc.