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Exhibit 99.1

 

 

FOR IMMEDIATE RELEASE

 

Contact:

Melody Carey

Rx Communications Group, LLC

Phone: (917) 322-2571

mcarey@RxIR.com

 

PharmAthene Reports Third Quarter 2016 Financial and Operational Results

 

ANNAPOLIS, MD – November 4, 2016 – PharmAthene, Inc. (NYSE MKT: PIP), a biodefense company developing medical countermeasures against anthrax, today reported its financial and operational results for the third quarter of 2016.

 

PharmAthene received $122.5 million from SIGA Technologies, Inc. during the nine months ended September 30, 2016, comprised of principle payments of $115 million (which amount is creditable against final satisfaction of the judgment in PharmAthene’s favor and is not refundable), and $7.5 million of payments calculated by SIGA as interest on the judgment. On October 6, 2016, SIGA paid PharmAthene an additional $10 million. Following this payment, $83.7 million remains due under the total award amount of approximately $208.7 million.

 

On July 20, 2016, PharmAthene and SIGA filed a Joint Motion which sought approval of amendments to SIGA’s Reorganization Plan to extend the deadline for SIGA to satisfy the judgment owed to PharmAthene from October 19, 2016 to November 30, 2016, conditioned on SIGA’s payment to PharmAthene of $100 million in aggregate (including prior payments of principal and interest) on or prior to October 19, 2016, such amount to be applied against PharmAthene’s judgment. Interest on any unpaid balance will continue to accrue at 8.75% per year and be paid monthly to PharmAthene by SIGA. The Joint Motion was approved by the Bankruptcy Court on August 18, 2016.

 

PharmAthene anticipates that eventual receipt of the full award from SIGA could generate substantial taxable income, which PharmAthene expects to partially offset through its tax NOL carry forwards. The Company filed its tax returns during the third quarter of 2016 for the tax year ended December 31, 2015. On that return, it recognized a worthless stock deduction and bad debt deduction related to its investment in its UK subsidiary of approximately $13.9 million and $4.0 million, respectively. The NOL reported for 2015 was approximately $21.5 million which, when added to the losses carried forward from previous years, gives the Company approximately $176.1 million in cumulative NOLs available to offset the income received related to the SIGA settlement. As of the end of the third quarter of 2016, the Company estimates that it has used approximately $114 million of the $176.1 million in cumulative NOLs.

 

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For the three months ended September 30, 2016, PharmAthene recognized revenue of $1.0 million compared to $1.2 million for the corresponding period in 2015. This revenue was recognized under the Company’s contract with the NIAID for the development of a next generation lyophilized anthrax vaccine.

 

Research and development expenses in the third quarter of 2016 and 2015 were $1.2 million and $1.1 million, respectively. These expenses resulted from research and development activities related primarily to the Company’s anthrax vaccine programs.

 

Expenses associated with general and administrative functions were $3.7 million in the third quarter of 2016 compared to $1.2 million in the third quarter of 2015. The $2.5 million increase over the corresponding period in 2015 was primarily due to an increase in stock compensation expense and expenses related to the preparation of the proposal and protest to DHHS in response to the request for a next generation anthrax vaccine.

 

For the third quarter of 2016, the Company’s net income was $109.2 million, or $1.67 per diluted share, compared to net loss of $1.3 million, or $(0.02) per diluted share, for the corresponding period in 2015.

 

Cash and short term investments at the end of the third quarter of 2016 were $135.9 million compared to a cash balance of $15.6 million at the end of fiscal year 2015.

 

If SIGA pays PharmAthene cash in full on the judgment, and barring any unexpected material events, PharmAthene intends to distribute at least 90% of the after tax net cash proceeds of such payment to its shareholders. The timing and form of such a potential distribution will depend upon PharmAthene’s analysis of its current situation, applicable corporate statutes relating to distributions, and the economic consequences to its shareholders.

 

About PharmAthene

 

PharmAthene is a biodefense company engaged in the development of next generation medical countermeasures against biological threats. The Company’s development portfolio includes one next generation anthrax vaccine that is intended to improve protection while having favorable dosage and storage requirements compared to other anthrax vaccines.

 

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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”; or similar statements are forward-looking statements. Risks and uncertainties include risks associated with our ability to fully collect a money judgment from SIGA; 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 we may receive from SIGA; the timing, amount and form of such a distribution; risks relating to our continuing ability to recognize cost reductions; risks associated with the amount of taxable income actually generated upon the receipt of a full award from SIGA; risks associated with the availability of our NOLs, the amounts of available NOLs and any increases thereof and preservation of such NOLs; 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.

 

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Tables Follow

 

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PHARMATHENE, INC.

 

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

 

   September 30,   December 31, 
   2016   2015 
         
ASSETS          
Current assets:          
Cash and cash equivalents  $69,106,979   $15,569,813 
Short-term investments   66,841,690    - 
Billed accounts receivable   665,659    511,994 
Unbilled accounts receivable   912,126    963,345 
Prepaid expenses and other current assets   509,857    181,714 
Total current assets   138,036,311    17,226,866 
           
Property and equipment, net   153,823    233,694 
Other long-term assets and deferred costs   -    53,384 
Goodwill   2,348,453    2,348,453 
Total assets  $140,538,587   $19,862,397 
           
LIABILITIES AND STOCKHOLDERS’ EQUITY          
           
Current liabilities:          
Accounts payable  $614,543   $521,122 
Accrued expenses and other liabilities   1,778,193    1,248,708 
Accrued restructuring expenses - current   173,301    381,950 
Other short-term liabilities   11,588    11,250 
Current portion of derivative instruments   1,150,845    16,411 
Total current liabilities   3,728,470    2,179,441 
           
Accrued restructuring expenses, less current portion   -    108,641 
Other long-term liabilities   427,077    433,407 
Derivative instruments, less current portion   -    491,791 
Total liabilities   4,155,547    3,213,280 
           
Stockholders’ equity:          
Common stock, $0.0001 par value; 100,000,000 shares authorized; 66,423,033 and 64,382,086 shares issued and outstanding at September 30, 2016 and December 31, 2015, respectively   6,642    6,438 
Accumulated other comprehensive income   12,346    - 
Additional paid-in-capital   244,035,496    240,366,704 
Accumulated deficit   (107,671,444)   (223,724,025)
Total stockholders’ equity   136,383,040    16,649,117 
Total liabilities and stockholders’ equity  $140,538,587   $19,862,397 

 

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PHARMATHENE, INC.

 

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

 

   Three months ended
September 30,
   Nine months ended
September 30,
 
   2016   2015   2016   2015 
                 
Contract revenue  $993,885   $1,155,839   $4,110,833   $9,374,155 
                     
Operating expenses:                    
Research and development   1,236,692    1,125,865    3,409,005    3,962,019 
General and administrative   3,714,747    1,231,035    6,343,426    5,246,396 
Restructuring expense   -    422,482    -    2,519,273 
Depreciation   32,235    35,005    110,371    108,798 
Total operating expenses   4,983,674    2,814,387    9,862,802    11,836,486 
                     
Loss from operations  $(3,989,789)  $(1,658,548)  $(5,751,969)  $(2,462,331)
Other income:                    
Interest income (expense), net   25,186    (9,888)   25,614    (48,492)
Realization of cumulative translation adjustment   -    -    -    (229,192)
Change in fair value of derivative instruments   (352,057)   359,796    (642,643)   577,426 
Other income - litigation   113,566,451    -    122,461,489    - 
Other income (expense)   659    (691)   6,400    6,594 
Total other income   113,240,239    349,217    121,850,860    306,336 
                     
Net income (loss) before income taxes   109,250,450    (1,309,331)   116,098,891    (2,155,995)
Income tax provision   (15,437)   (15,437)   (46,310)   (46,310)
Net income (loss)  $109,235,013   $(1,324,768)  $116,052,581   $(2,202,305)
                     
Basic net income (loss) per share  $1.68   $(0.02)  $1.79   $(0.03)
Diluted net income (loss) per share  $1.67   $(0.02)  $1.79   $(0.03)
Weighted average shares used in calculation of basic net income (loss) per share   65,001,584    64,187,618    64,715,647    63,858,500 
Weighted average shares used in calculation of diluted net income (loss) per share   65,814,765    64,187,618    65,322,158    63,858,500 

 

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