Form 8-K Oncothyreon Inc. For: Mar 10

 

 

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): March 10, 2015

 

 

ONCOTHYREON INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware		001-33882		26-0868560
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

2601 Fourth Avenue, Suite 500

Seattle, Washington 98121

(Address of principal executive offices, including zip code)

(206) 801-2100

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

 

 

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 (see General Instruction A.2. below):

 

¨	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 March 10, 2015, Oncothyreon Inc. (the “Company”) issued a press release and will hold a conference call regarding the Company’s financial results for the fourth quarter and full year ended December 31, 2014. A copy of the Company’s press release is attached hereto as Exhibit 99.1.

The information furnished with this report, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Exchange Act or under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such a filing.

 

Item 9.01

Financial Statements and Exhibits

(d) Exhibits.

 

Exhibit Number		Description
99.1		Press Release issued by Oncothyreon Inc. dated March 10, 2015.

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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.

 

Date: March 10, 2015

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EXHIBIT INDEX

 

Exhibit Number		Description
99.1		Press Release issued by Oncothyreon Inc. dated March 10, 2015.

Exhibit 99.1

 

Oncothyreon Reports Full Year and Fourth Quarter 2014

Financial Results

Company to Hold Conference Call at 4:30 p.m. EDT Today

SEATTLE, WASHINGTON, March 10, 2015/PRNewswire/ - Oncothyreon Inc. (NASDAQ: ONTY) today reported financial results for the year and quarter ended December 31, 2014.

Net loss for the year ended December 31, 2014 was $50.0 million, or $0.64 per basic and diluted share, compared with a net loss of $38.8 million, or $0.62 per basic and diluted share, for the comparable period in 2013. The increase in net loss was due to higher research and development expenses, primarily as a result of an increase of $10.0 million in license fees paid to Array. The increase in net loss was also the result of higher general and administrative expenses and lower non-cash income from the change in fair value of warrant liability, which was $0.8 million for the year ended December 31, 2014 compared to $2.3 million for the year ended December 31, 2013.

Net loss for the three months ended December 31, 2014 was $27.6 million, or $0.30 per basic and diluted share, compared with a net loss of $6.4 million, or $0.09 per basic and diluted share, for the comparable period in 2013. The increase in net loss for the three months ended December 31, 2014 compared to the prior year period was primarily attributable to an upfront payment of $20.0 million to Array in December 2014 and lower non-cash income from the change in the fair value of warrant liability, which was $0.3 million for the three months ended December 31, 2014 compared to $1.2 million for the three months ended December 31, 2013.

As of December 31, 2014, Oncothyreon’s cash, cash equivalents and investments were $63.7 million, compared to $72.6 million at December 31, 2013, a decrease of $8.9 million, or 12.3 percent. The decrease was primarily attributable to $48.4 million of cash used in operations during the year ended December 31, 2014, partially offset by the net proceeds of $40.2 million from the closing of concurrent but separate underwritten offerings of Oncothyreon common stock and Series A convertible preferred stock in September 2014.

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In February 2015, Oncothyreon closed additional concurrent but separate underwritten offerings of Oncothyreon common stock and Series B convertible preferred stock, resulting in net proceeds of 22.4 million.

Financial Guidance

Oncothyreon believes the following financial guidance to be correct as of the date provided. Oncothyreon is providing this guidance as a convenience to investors and assumes no obligation to update it.

Oncothyreon currently expects operating expenses in 2015 to be lower than in 2014, which included the upfront payment to Array for the exclusive license to ONT-380. Oncothyreon currently expects cash used in operations in 2015 to be approximately $35.0 - $38.0 million.

Conference Call and Webcast

Oncothyreon will conduct a conference call today, March 10, 2015 at 4:30 p.m. Eastern time (1:30 p.m. Pacific time) to discuss its full year and fourth quarter 2014 financial results and provide a review of its pipeline of products in development. To participate in the call by telephone, please dial (877) 280-7291 (United States) or (707) 287-9361 (International). In addition, the call will be webcast live and can be accessed on the “Events” page of the “News & Events” section of Oncothyreon’s website at www.oncothyreon.com. An archive of the webcast will be available after completion of the discussion and will be posted on Oncothyreon’s website.

About Oncothyreon

Oncothyreon is a biotechnology company specializing in the development of innovative therapeutic products for the treatment of cancer. Oncothyreon’s goal is to discover, develop and commercialize compounds that have the potential to improve the lives and outcomes of cancer patients. For more information, visit www.oncothyreon.com.

Forward-Looking Statements

In order to provide Oncothyreon’s investors with an understanding of its current results and future prospects, this release contains statements that are forward-looking. Any statements contained in this press release that are not statements of historical fact may be deemed to be forward-looking statements. Words such as “believes,” “anticipates,” “plans,” “expects,” “will,” “intends,” “potential,” “possible” and similar expressions are intended to identify forward-looking statements. These forward-looking statements include Oncothyreon’s expectations regarding future expenses and the use and adequacy of cash resources.

Forward-looking statements involve risks and uncertainties related to Oncothyreon’s business and the general economic environment, many of which are beyond its control. These risks, uncertainties and other factors could cause Oncothyreon’s actual results to differ materially from those projected in forward-looking statements, including the risks associated with the costs and expenses of developing its product candidates, the adequacy of financing and cash, cash

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equivalents and investments, changes in general accounting policies, general economic factors, achievement of the results it anticipates from its preclinical development and clinical trials of its product candidates and its ability to adequately obtain and protect its intellectual property rights. Although Oncothyreon believes that the forward-looking statements contained herein are reasonable, it can give no assurance that its expectations are correct. All forward-looking statements are expressly qualified in their entirety by this cautionary statement. For a detailed description of Oncothyreon’s risks and uncertainties, you are encouraged to review the documents filed with the securities regulators in the United States on EDGAR and in Canada on SEDAR. Oncothyreon does not undertake any obligation to publicly update its forward-looking statements based on events or circumstances after the date hereof.

Additional Information

Additional information relating to Oncothyreon can be found on EDGAR at www.sec.gov and on SEDAR at www.sedar.com.

Investor and Media Relations Contact:

Julie Rathbun

Rathbun Communications

206-769-9219

[email protected]

ONCOTHYREON INC. 2601 Fourth Avenue, Suite 500, Seattle, WA 98121

Tel: (206) 801-2100 Fax: (206) 801-2101

http://www.oncothyreon.com

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ONCOTHYREON INC.

Consolidated Statements of Operations

(In thousands except share and per share amounts)

(Unaudited)

 

		Three months ended December 31,								Year ended December 31,
		2014				2013				2014				2013
Operating Expenses
Research and development		$	26,008			$	5,847			$	41,884			$	33,221
General and administrative			1,850				1,736				8,951				8,002
Total operating expenses			27,858				7,583				50,835				41,223
Loss from operations			(27,858	)			(7,583	)			(50,835	)			(41,223	)
Other income (expense)
Investment and other income (expense), net			24				19				76				137
Change in fair value of warrant liability			255				1,201				796				2,327
Total other income (expense), net			279				1,220				872				2,464
Net loss		$	(27,579	)		$	(6,363	)		$	(49,963	)		$	(38,759	)
Net loss per share – basic and diluted		$	(0.30	)		$	(0.09	)		$	(0.64	)		$	(0.62	)
Shares used to compute basic and diluted net loss per share			91,566,479				69,584,400				77,619,807				62,387,616

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ONCOTHYREON INC.

Consolidated Balance Sheet Data

(In thousands except share amounts)

(Unaudited)

 

		As of December 31,
		2014				2013
Cash, cash equivalents and investments		$	63,714			$	72,562
Total assets		$	103,411			$	77,746
Long term liabilities		$	7,430			$	1,536
Stockholders’ equity		$	91,266			$	71,550
Common shares outstanding			91,601,352				70,673,143

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