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)
___________________________________________________________
ACURA
PHARMACEUTICALS, INC.
(Exact
Name of Registrant as Specified in Charter)
___________________________________________________________
|
State
of New York
|
1-10113
|
11-0853640
|
|
(State
of Other Jurisdiction of Incorporation)
|
Commission
File Number)
|
((I.R.S.
Employer Identification Number)
|
616
N. North Court, Suite 120
Palatine,
Illinois 60067
(Address
of principal executive offices) (Zip Code)
(847)
705-7709
(Registrant’s
telephone number, including area code)
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):
| o |
Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
|
| o |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17CFR
240.14a-12)
|
| o |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
(17CFR240.14d-2(b))
|
| o |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR
240.13e-4(c))
|
Item
2.02 Results
of Operations and Financial Condition
On
August
9,
2007,
the
Registrant issued a press release disclosing the financial results for its
second quarter ended June 30, 2007. A copy of the Registrant’s press release is
attached as Exhibit 99.1 hereto.
Item
9.01 Financial
Statements and Exhibits
|
Exhibit
Number
|
Description
|
|
99.1
|
Press
Release dated August
9, 2007
Announcing Financial Results for the Second Quarter of
2007
|
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 thereunto
duly authorized.
| ACURA PHARMACEUTICALS, INC. | ||
| |
|
|
| By: | /s/ Peter A. Clemens | |
|
Peter
A. Clemens
Senior
Vice President & Chief Financial Officer
|
||
Date: August 9, 2007
Exhibit
Index
|
Exhibit
Number
|
Description
|
|
99.1
|
Press
Release dated August
9, 2007
Announcing Financial Results for the Second Quarter of
2007
|
CONTACT:
Acura
Pharmaceuticals, Inc.
Peter
A.
Clemens, SVP Investor Relations & CFO 847-705-7709
FOR
IMMEDIATE RELEASE
ACURA
PHARMACEUTICALS, INC. REPORTS
SECOND
QUARTER 2007 FINANCIAL RESULTS and CASH RESERVES
Palatine,
IL, August 9, 2007:
Acura
Pharmaceuticals, Inc. (OTC.BB-ACUR) today announced a net loss of $2.2 million
or $0.01 per share for the quarter ended June 30, 2007 compared to a net loss
of
$2.6 million or $0.01 per share for the same period in 2006. Included in the
2007 and 2006 quarterly results are non cash compensation expenses of $0.2
million and $1.3 million respectively, pertaining to the Company’s issued and
outstanding stock options and restricted stock units.
For
the
six months ended June 30, 2007 the Company had a net loss of $11.4 million
or
$0.03 per share compared to a net loss of $6.8 million or $0.02 per share in
2006. Included in the 2007 and 2006 six month results are a non cash
compensation expense of $0.7 million and $4.1 million respectively, primarily
pertaining to the Company’s issued and outstanding stock options and restricted
stock units. Additionally, the 2007 six month results include non-cash expenses
of $7.3 million for losses on common stock warrants and fair value changes
in
conversion features, and amortization of debt discount relating to the Company's
bridge loans maturing September 30, 2007.
The
Company’s consolidated balance sheets and statements of operations appear below.
Detailed financial statements are included in the Company’s 2nd
Quarter
2007 Form 10-Q filed today with the Securities and Exchange
Commission.
Cash
Reserves
The
Company estimates that its current cash reserves will fund operating activities
through mid to late August 2007. To fund further operations and product
development activities, the Company must raise additional financing, or enter
into alliances or collaboration agreements with third parties resulting in
cash
payments to the Company relating to its Aversion® Technology. The Company is
seeking to secure working capital providing gross proceeds to the Company in
the
range of approximately $15 million to $20 million through the private offering
of the Company’s securities. The terms of any such securities offering,
including, without limitation, the type of equity securities (or securities
convertible into equity securities) and the price per share, have not been
determined and will, in large part, be determined based upon negotiations
between the Company and prospective investors in such private offering. No
assurance can be given that the Company will be successful in obtaining any
such
financing or in securing collaborative agreements with third parties on
acceptable terms, if at all, or if secured, that such financing or collaborative
agreements will provide for cash payments to the Company sufficient to continue
to fund operations. In the absence of such financing or third-party
collaborative agreements, the Company will be required to scale back or
terminate operations and/or seek protection under applicable bankruptcy laws.
About
Acura Pharmaceuticals, Inc.
Acura
Pharmaceuticals, Inc. is a specialty pharmaceutical company engaged in research,
development and manufacture of innovative Aversion® (abuse deterrent) Technology
and related product candidates.
Forward
Looking Statements
This
press release contains "forward-looking statements" as defined in the Private
Securities Litigation Reform Act of 1995. These statements are based on current
expectations of future events. If underlying assumptions prove inaccurate or
unknown risks or uncertainties materialize, actual results could vary materially
from the Company’s expectations and projections. The most significant of such
risks and uncertainties include, but are not limited to, the Company’s ability
to secure additional financing to fund continued operations, the Company’s
ability to enter into contractual arrangements with qualified pharmaceutical
partners to license, develop and commercialize the Company’s technology and
product candidates, the Company’s ability to avoid infringement of patents,
trademarks and other proprietary rights or trade secrets of third parties,
and
the Company’s ability to fulfill the FDA’s requirements for approving the
Company’s product candidates for commercial distribution in the United States,
including, without limitation, the adequacy of the results of the clinical
studies completed to date and the results of other clinical studies, to support
FDA approval of the Company’s product candidates, the adequacy of the
development program for the Company’s product candidates, changes in regulatory
requirements, adverse safety findings relating to the Company’s product
candidates, the risk that the FDA may not agree with the Company’s analysis of
its clinical studies and may evaluate the results of these studies by different
methods or conclude that the results of the studies are not statistically
significant, clinically meaningful or that there were human errors in the
conduct of the studies or otherwise, the risk that further studies of the
Company’s product candidates are not positive, and the uncertainties inherent in
scientific research, drug development, clinical trials and the regulatory
approval process. You are encouraged to review other important risk factors
relating to the Company on our web site at www.acurapharm.com under the link,
“Company Risk Factors” and detailed in Company filings with the Securities and
Exchange Commission. The Company is at development stage and may never have
any
products or technologies that generate revenue. Acura Pharmaceuticals, Inc.
assumes no obligation to update any forward-looking statements as a result
of
new information or future events or developments. Acura Pharmaceuticals, Inc.
press releases may be reviewed at www.acurapharm.com.
|
ACURA
PHARMACEUTICALS, INC.
|
|||
|
CONDENSED
CONSOLIDATED BALANCE SHEETS
|
|||
|
(in
thousands)
|
|
(Unaudited)
|
(Audited)
|
||||||
|
June
30,
|
December
31,
|
||||||
|
2007
|
2006
|
||||||
|
Current
Assets
|
$
|
262
|
$
|
467
|
|||
|
Property,
Plant and Equipment, net
|
1,116
|
1,145
|
|||||
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Other
Assets
|
7
|
7
|
|||||
|
Total
Assets
|
$
|
1,385
|
$
|
1,619
|
|||
|
Accounts
Payable
|
63
|
-
|
|||||
|
Accrued
Expenses
|
516
|
328
|
|||||
|
Stock
Warrants
|
-
|
10,784
|
|||||
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Debt,
net
|
14,422
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28,787
|
|||||
|
Stockholders'
Deficit
|
(13,616
|
)
|
(38,280
|
)
|
|||
|
Total
Liabilities and Stockholders' Deficit
|
$
|
1,385
|
$
|
1,619
|
|||
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ACURA
PHARMACEUTICALS, INC.
|
|||||
|
CONSOLIDATED
STATEMENTS OF OPERATIONS
|
|||||
|
(in
thousands, except per share
data)
|
|
(Unaudited)
Six
Months Ended
June
30,
|
(Unaudited)
Three
Months Ended
June
30,
|
||||||||||||
|
Operating
Costs
|
2007
|
2006
|
2007
|
2006
|
|||||||||
|
Research
and Development
|
$
|
1,948
|
$
|
2,544
|
$
|
752
|
$
|
1,038
|
|||||
|
Marketing,
General and Administrative
|
1,366
|
3,724
|
588
|
1,303
|
|||||||||
|
Loss
from Operations
|
(3,314
|
)
|
(6,268
|
)
|
(1,340
|
)
|
(2,341
|
)
|
|||||
|
Other
(Expense) Income
|
|||||||||||||
|
Interest
Expense
|
(819
|
)
|
(495
|
)
|
(452
|
)
|
(270
|
)
|
|||||
|
Interest
Income
|
10
|
10
|
5
|
6
|
|||||||||
|
Amortization
of Debt Discount
|
(2,102
|
)
|
-
|
(410
|
)
|
-
|
|||||||
|
Loss
on Fair Value Change of Conversion
Features
|
(3,483
|
)
|
-
|
-
|
-
|
||||||||
|
Loss
on Fair Value Change of Common
Stock Warrants
|
(1,668
|
)
|
-
|
-
|
-
|
||||||||
|
Gain
(Loss) on Asset Disposals
|
20
|
(17
|
)
|
-
|
(10
|
)
|
|||||||
|
Other
Expense
|
(2
|
)
|
-
|
(2
|
)
|
-
|
|||||||
|
Total
Other (Expense) Income
|
(8,044
|
)
|
(502
|
)
|
(859
|
)
|
(274
|
)
|
|||||
|
Net
Loss
|
$
|
(11,358
|
)
|
$
|
(6,770
|
)
|
$
|
(2,199
|
)
|
$
|
(2,615
|
)
|
|
|
Basic
and Diluted Loss Per Common Share Allocable
to Common Stockholders
|
$
|
(0.03
|
)
|
$
|
(0.02
|
)
|
$
|
(0.01
|
)
|
$
|
(0.01
|
)
|
|
|
Weighted
Average Shares Used in Computing Basic and Diluted Loss Per Share
Allocable
to Common Stockholders
|
354,036
|
342,039
|
355,404
|
343,507
|
|||||||||