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 9, 2010
ACADIA PHARMACEUTICALS INC.
(Exact Name of Registrant as Specified in Charter)
| DELAWARE | 000-50768 | 06-1376651 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| 3911 SORRENTO VALLEY BOULEVARD SAN DIEGO, CALIFORNIA |
92121 | |
| (Address of Principal Executive Offices) | (Zip Code) |
(858) 558-2871
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K 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)) |
| Item 2.02. | Results of Operations and Financial Condition. |
On November 9, 2010, ACADIA Pharmaceuticals Inc. (the “Company”) issued a press release announcing its financial results for the third quarter and nine months ended September 30, 2010. A copy of this press release is furnished herewith as Exhibit 99.1. Pursuant to the rules and regulations of the Securities and Exchange Commission, such exhibit and the information set forth therein and in this Item 2.02 have been furnished and 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 liability under that section nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing regardless of any general incorporation language.
| Item 3.01. | Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. |
On November 3, 2010, the Company received a letter from the Listing Qualifications Department of The Nasdaq Stock Market notifying the Company that the closing bid price of the Company’s common stock has been below $1.00 per share for 30 consecutive business days and that the Company was therefore not in compliance with the minimum bid price requirement for continued listing on The Nasdaq Global Market set forth in Marketplace Rule 5450(a)(1). The notification from Nasdaq does not impact the listing of the Company’s common stock at this time and the Company’s common stock will continue to trade on The Nasdaq Global Market under the symbol “ACAD”.
Nasdaq stated in its November 3rd letter that, in accordance with Marketplace Rule 5810(c)(3)(A), the Company has been provided a grace period of 180 calendar days, or until May 2, 2011, to regain compliance with the minimum bid price requirement. During this period, compliance will be regained if the Company’s closing bid price is $1.00 or more for a minimum of 10 consecutive trading days.
In the event that the Company does not regain compliance with the $1.00 bid price requirement before May 2, 2011, the Company may transfer to The Nasdaq Capital Market by May 2, 2011 and be eligible for an additional grace period of 180 days if it meets the initial listing standards, with the exception of bid price, for The Nasdaq Capital Market.
The Company previously announced that, on August 2, 2010, it received a letter from the Listing Qualifications Department notifying the Company that it did not comply with the minimum $50,000,000 market value of listed securities (“MVLS”) requirement for continued listing on The Nasdaq Global Market. The Company has until January 31, 2011 to regain compliance with the applicable Marketplace Rule. During this period, compliance will be regained if the Company’s MVLS closes at $50,000,000 or more for a minimum of 10 consecutive business days or the Company reports stockholders’ equity of $10,000,000 or more.
Forward-Looking Statements
Certain statements in this report that are not historical facts are forward-looking statements that involve a number of risks and uncertainties. Such forward-looking statements include statements relating to future actions that may be taken by the Company and future trading of the Company’s stock and the trading of the Company’s common stock. These statements are only predictions based on current information and expectations and involve a number of risks and uncertainties. Actual events or results may differ materially from those projected in any of such statements due to various factors, including changes in market conditions or the Company’s business. For a discussion of these and other factors, please refer to
2
the Company’s annual report on Form 10-K for the year ended December 31, 2009 as well as other subsequent filings with the Securities and Exchange Commission. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. This caution is made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All forward-looking statements are qualified in their entirety by this cautionary statement and the Company undertakes no obligation to revise or update this report to reflect events or circumstances after the date hereof.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | The following exhibit is furnished herewith: |
| 99.1 | Press release dated November 9, 2010 |
3
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.
| ACADIA Pharmaceuticals Inc. | ||||||
| By: | /S/ THOMAS H. AASEN | |||||
| Date: November 9, 2010 | Thomas H. Aasen | |||||
| Executive Vice President, Chief Financial Officer and Chief Business Officer | ||||||
4
INDEX TO EXHIBITS
| Exhibit Number |
Description | |
| 99.1 | Press release dated November 9, 2010 | |
5
Exhibit 99.1
Contact:
ACADIA Pharmaceuticals Inc.
Thomas H. Aasen, Executive Vice President,
Chief Financial Officer and Chief Business Officer
(858) 558-2871
ACADIA PHARMACEUTICALS REPORTS
THIRD QUARTER 2010 FINANCIAL RESULTS
SAN DIEGO, CA November 9, 2010 – ACADIA Pharmaceuticals Inc. (Nasdaq: ACAD), a biopharmaceutical company utilizing innovative technology to fuel drug discovery and clinical development of novel treatments for central nervous system disorders, today reported its unaudited financial results for the third quarter ended September 30, 2010.
ACADIA reported a net loss of $4.2 million, or $0.11 per common share, for the third quarter of 2010 compared to a net loss of $8.7 million, or $0.23 per common share, for the third quarter of 2009. For the nine months ended September 30, 2010, ACADIA reported a net loss of $14.0 million, or $0.37 per common share, compared to a net loss of $36.5 million, or $0.98 per common share, for the comparable period of 2009.
At September 30, 2010, ACADIA’s cash, cash equivalents and investment securities totaled $32.2 million compared to $47.1 million at December 31, 2009. In October 2010, ACADIA and Biovail entered into an agreement whereby the parties ended their collaboration and ACADIA regained all rights to pimavanserin, its most advanced product candidate, and received a one-time cash payment of $8.75 million from Biovail. ACADIA currently anticipates that its existing cash resources and anticipated payments from its ongoing collaborations will be sufficient to fund its operations to mid-2012.
“The third quarter was highlighted by our initiation of a new Phase III trial with pimavanserin in Parkinson’s disease psychosis,” said Uli Hacksell, Ph.D., Chief Executive Officer of ACADIA. “When coupled with our recent agreement in which we regained all rights to pimavanserin and extended our cash runway, ACADIA is focused on continuing to advance this Phase III program and is positioned to realize all of the potential upside from this product candidate.”
Revenues totaled $2.3 million for the third quarter of 2010 compared to $2.4 million for the third quarter of 2009. A decrease in revenues recognized from the collaboration with Biovail, which totaled $1.7 million for the third quarter of 2010 compared to $1.9 million for the third quarter of 2009, was partially offset by an increase in revenues from agreements with other parties, including Allergan and Meiji Seika Kaisha.
During the fourth quarter of 2010, ACADIA will record an aggregate of $34.7 million in revenue in connection with the conclusion of its collaboration with Biovail. This amount includes recognition of all remaining deferred revenue from the collaboration, which totaled $25.9 million at September 30, 2010, and the $8.75 million one-time cash payment from Biovail. Thereafter, no further revenue will be recognized from this collaboration.
Research and development expenses decreased to $5.0 million for the third quarter of 2010, including $133,000 in stock-based compensation, from $9.2 million for the third quarter of 2009, including $280,000 in stock-based compensation. This decrease was primarily due to $2.7 million in lower external service costs and cost savings from a restructuring implemented in October 2009. The decrease in external service costs was primarily attributable to lower clinical costs incurred on ACADIA’s Phase III program with pimavanserin for Parkinson’s disease psychosis.
General and administrative expenses decreased to $1.6 million for the third quarter of 2010, including $260,000 in stock-based compensation, from $2.0 million for the third quarter of 2009, including $331,000 in stock-based compensation. This decrease was primarily due to cost savings as well as reduced external service costs.
Conference Call and Webcast Information
ACADIA management will review its third quarter financial results and development programs via conference call and webcast later today at 5:00 p.m. Eastern Time. The conference call may be accessed by dialing 866-804-6924 for participants in the U.S. or Canada and 857-350-1670 for international callers (reference passcode 73559069). A telephone replay of the conference call may be accessed through November 23, 2010 by dialing 888-286-8010 for callers in the U.S.
or Canada and 617-801-6888 for international callers (reference passcode 46933299). The conference call also will be webcast live on ACADIA’s website, www.acadia-pharm.com, under the investors section and will be archived there until November 23, 2010.
About ACADIA Pharmaceuticals
ACADIA is a biopharmaceutical company utilizing innovative technology to fuel drug discovery and clinical development of novel treatments for central nervous system disorders. ACADIA has a portfolio of four product candidates including pimavanserin, which is in Phase III clinical development as a treatment for Parkinson’s disease psychosis. ACADIA also has a product candidate in Phase II for chronic pain and a product candidate in Phase I for glaucoma, both in collaboration with Allergan, as well as a product candidate in IND-track development for schizophrenia in collaboration with Meiji Seika Kaisha. All of the product candidates in ACADIA’s pipeline emanate from discoveries made using its proprietary drug discovery platform. ACADIA maintains a website at www.acadia-pharm.com to which ACADIA regularly posts copies of its press releases as well as additional information and through which interested parties can subscribe to receive email alerts.
Forward-Looking Statements
Statements in this press release that are not strictly historical in nature are forward-looking statements. These statements include but are not limited to statements related to the progress and timing of ACADIA’s drug discovery and development programs, including clinical trials and the results therefrom, the potential of and the benefits to be derived from product candidates, in each case including pimavanserin, plans to continue the development of pimavanserin, future recognition of revenue and the period during which ACADIA’s cash resources will be sufficient to fund its operations. These statements are only predictions based on current information and expectations and involve a number of risks and uncertainties. Actual events or results may differ materially from those projected in any of such statements due to various factors, including the risks and uncertainties inherent in drug discovery, development and commercialization and collaborations with others, and the fact that past results of clinical trials may not be indicative of future trial results, as well as risks relating to our funding requirements and our ability to manage costs. For a discussion of these and other factors, please refer to ACADIA’s annual report on
Form 10-K for the year ended December 31, 2009 as well as ACADIA’s subsequent filings with the Securities and Exchange Commission. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. This caution is made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. All forward-looking statements are qualified in their entirety by this cautionary statement and ACADIA undertakes no obligation to revise or update this press release to reflect events or circumstances after the date hereof, except as required by law.
ACADIA PHARMACEUTICALS INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
(Unaudited)
| Three Months Ended September 30, |
Nine Months Ended September 30, |
|||||||||||||||
| 2010 | 2009 | 2010 | 2009 | |||||||||||||
| Collaborative revenues |
$ | 2,301 | $ | 2,435 | $ | 6,731 | $ | 4,630 | ||||||||
| Operating expenses |
||||||||||||||||
| Research and development (includes stock-based compensation of $133, $280, $512 and $784, respectively) |
4,965 | 9,215 | 15,822 | 33,749 | ||||||||||||
| General and administrative (includes stock-based compensation of $260, $331, $735 and $1,018, respectively) |
1,578 | 1,994 | 4,944 | 7,643 | ||||||||||||
| Total operating expenses |
6,543 | 11,209 | 20,766 | 41,392 | ||||||||||||
| Loss from operations |
(4,242 | ) | (8,774 | ) | (14,035 | ) | (36,762 | ) | ||||||||
| Interest income, net |
15 | 46 | 33 | 306 | ||||||||||||
| Net loss |
$ | (4,227 | ) | $ | (8,728 | ) | $ | (14,002 | ) | $ | (36,456 | ) | ||||
| Net loss per common share, basic and diluted |
$ | (0.11 | ) | $ | (0.23 | ) | $ | (0.37 | ) | $ | (0.98 | ) | ||||
| Weighted average common shares outstanding, basic and diluted |
38,383 | 37,383 | 38,355 | 37,262 | ||||||||||||
ACADIA PHARMACEUTICALS INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
(Unaudited)
| September
30, 2010 |
December
31, 2009(1) |
|||||||
| Assets |
||||||||
| Cash, cash equivalents, and investment securities |
$ | 32,226 | $ | 47,060 | ||||
| Accounts receivable |
1,934 | 507 | ||||||
| Prepaid expenses and other current assets |
832 | 906 | ||||||
| Total current assets |
34,992 | 48,473 | ||||||
| Property and equipment, net |
622 | 1,062 | ||||||
| Other assets |
136 | 145 | ||||||
| Total assets |
$ | 35,750 | $ | 49,680 | ||||
| Liabilities and Stockholders’ Equity (Deficit) |
||||||||
| Accounts payable, accrued expenses and other current liabilities |
$ | 6,488 | $ | 8,670 | ||||
| Current portion of deferred revenue |
6,680 | 6,037 | ||||||
| Total current liabilities |
13,168 | 14,707 | ||||||
| Long-term portion of deferred revenue |
22,602 | 22,579 | ||||||
| Other long-term liabilities |
154 | 280 | ||||||
| Total liabilities |
35,924 | 37,566 | ||||||
| Stockholders’ equity (deficit) |
(174 | ) | 12,114 | |||||
| Total liabilities and stockholders’ equity (deficit) |
$ | 35,750 | $ | 49,680 | ||||
| (1) | The condensed consolidated balance sheet at December 31, 2009 has been derived from the audited financial statements at such date but does not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. |