Form 8-K

 

 

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): August 3, 2017

 

 

JUNIPER PHARMACEUTICALS, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-10352   59-2758596

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

33 Arch Street

Suite 3110

Boston, Massachusetts

  02110
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (617) 639-1500

 

 

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934. Emerging Growth Company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 


Item 2.02. Results of Operation and Financial Condition

On August 3, 2017, Juniper Pharmaceuticals, Inc. (the “Company”), issued a press release announcing the financial results for the three-month period ended June 30, 2017, entitled “Juniper Pharmaceuticals Reports Second Quarter 2017 Financial and Operating Results” (the “Press Release”). A copy of the Press Release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.

The information contained in this Item 2.02 of the Current Report on Form 8-K and Exhibit 99.1, shall not be deemed filed for the purposes of Section 18 of the United State Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of Section 18. Furthermore, such information shall not be deemed incorporated by reference into any registration statement or any other filing under the United States Securities Act of 1933, as amended, except as shall be expressly set forth by specific references in such filings.

 

Item 9.01. Financial Statements and Exhibits

 

(d) Exhibits

 

Exhibit
No.

  

Description

99.1    Press Release dated August 3, 2017, entitled “Juniper Pharmaceuticals Reports Second Quarter 2017 Financial and Operating Results”, furnished herewith.


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.

 

JUNIPER PHARMACEUTICALS, INC.
  By:  

/s/ Jeffrey E. Young

  Name:   Jeffrey E. Young
  Title:   Senior Vice President, Finance, Chief Financial Officer and Treasurer

Date: August 3, 2017


EXHIBIT INDEX

 

Exhibit
No.

  

Description

99.1    Press Release dated August 3, 2017, entitled “Juniper Pharmaceuticals Reports Second Quarter 2017 Financial and Operating Results”, furnished herewith.
EX-99.1

Exhibit 99.1

 

LOGO

Juniper Pharmaceuticals Reports Second Quarter 2017 Financial and Operating Results

CRINONE® Revenues Increased 30% and Juniper Pharma Services Revenues increase 30% Year-over-Year

BOSTON, August 3, 2017 — Juniper Pharmaceuticals (Nasdaq:JNP), a women’s health therapeutics company, today announced financial results for the three-month period ended June 30, 2017. Cash and cash equivalents were $21.5 million at June 30, 2017, a 1% decrease from March 31, 2017.

“We had a robust second quarter, marked by significant growth in both Crinone sales and JPS revenues on an annual basis. The continued strength in our core business allows us to maintain a solid financial position while advancing our long-term business objectives. We remain committed to a fiscally disciplined approach in developing and advancing our intravaginal ring (IVR) portfolio of differentiated women’s health therapeutics,” said Alicia Secor, Chief Executive Officer.

“IND-enabling activities are currently progressing in parallel for each of our IVR pipeline candidates and we anticipate results from key preclinical studies by year end. Following the results of these studies, we plan to prioritize our portfolio and selectively advance one or more candidates to IND filing with the U.S. Food and Drug Administration in the first half of 2018. Additionally, we will explore multiple opportunities that support the advancement of these candidates, including non-dilutive financing through partnerships, and we remain open to building our existing pipeline with the addition of external products,” added Ms. Secor.

Advancements on lead formulations for the Company’s pipeline of intravaginal ring (IVR) candidates continue as planned for the following:

 

    JNP-0101 (oxybutynin IVR) for overactive bladder;

 

    JNP-0201 (estradiol + natural progesterone IVR) for symptoms of menopause; and

 

    JNP-0301 (natural progesterone IVR) for the prevention of pre-term birth (PTB) in women with a short cervical length at mid-pregnancy.


Second Quarter Financial Results

“We continued to see strong growth on an annual basis in our core business during the second quarter of 2017” said Jeff Young, Chief Financial Officer at Juniper. “CRINONE product revenues were up 30%, and revenues from Juniper Pharma Services exceeded projections, with approximately 46% growth on a local currency basis, compared to the second quarter of 2016.”

Second quarter total revenues increased 20% to $14 million, compared with $11.6 million for the quarter ended June 30, 2016.

Product revenues were $9.6 million, an increase of 30%, driven by continued in-market growth and new market sales of CRINONE® (progesterone gel) by Merck KGaA, Darmstadt, Germany.

Service revenues from Juniper Pharma Services were $4.4 million, an increase of $1.0 million, or 30%, versus the second quarter of last year, driven by new and existing customer growth.

Gross profit increased to $6.3 million as compared to $5.1 million in the prior year quarter.

Total operating expenses were $6.7 million in the second quarter of 2017, a $0.8 million decrease as compared to the prior year period.

Juniper’s net loss was $376 thousand, or $(0.03) per diluted share, in the second quarter of 2017, compared to a net loss of $2.3 million, or $(0.21) per diluted share, in the second quarter of 2016.

Liquidity

Cash and cash equivalents were $21.5 million as of June 30, 2017, versus $21.8 million at March 31, 2017.

Conference Call

As previously announced, Juniper’s management team will hold a conference call to discuss financial results for the second quarter ended June 30, 2017, as follows:

 

Date:    August 3, 2017
Time:    4:30 p.m. ET


Dial-in numbers:    Toll free: (866) 374-4635 (U.S.), (855) 669-9657 (Canada), or International: (412) 902-4218

Webcast (live and archive): www.juniperpharma.com, under “Investors” or click here.

The teleconference replay will be available approximately one hour after completion through Thursday, August 10, 2017, at (877) 344-7529 (U.S.), (855) 669-9658 (Canada) or (412) 317-0088 (International). The replay access code is 10110526.

The archived webcast will be available for one year via the aforementioned URLs.

About Juniper Pharmaceuticals

Juniper Pharmaceuticals, Inc. is focused on developing therapeutics that address unmet medical needs in women’s health. The Company is advancing a pipeline of proprietary product candidates that leverage its differentiated intravaginal ring technology and when appropriate the 505(b)(2) regulatory pathway. Targeted product development investments are enabled by Juniper’s core operating business: the Crinone® (progesterone gel) franchise and Juniper Pharma Services, which provides high-end fee-for-service pharmaceutical development and clinical trials manufacturing to clients. Please visit www.juniperpharma.com for more information.

Juniper Pharmaceuticals™ is a trademark of Juniper Pharmaceuticals, Inc., in the U.S. and EU.

Crinone® is a registered trademark of Merck KGaA, Darmstadt, Germany, outside the U.S. and of Allergan, Inc. in the U.S.

Forward Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements relating to anticipated future financial performance; the number and timing of Investigational New Drug (“IND”) application filings and potential clinical trials for Juniper’s product candidates and the announcement of results from these trials; the potential of Juniper’s Intravaginal Ring (“IVR”) technology to improve the delivery of therapeutics to women; Juniper’s


ability to leverage the 505(b)(2) pathway for product candidates; Juniper’s ability to complete business development transactions, including new product acquisitions and/or new collaborations regarding Juniper’s IVR technology; and, the expectation that the core operating business will enable targeted product development investments. Management believes that these forward-looking statements are reasonable as and when made. However, such forward-looking statements involve known and unknown risks, uncertainties, and other factors that may cause actual results to differ materially from those projected in the forward-looking statements. These risks and uncertainties include, but are not limited to: risks associated with the drug development process generally, including the timely completion of prototype development and planned IND-enabling and sheep studies; risks associated with the outcomes of the prototype formulation development efforts and planned IND-enabling and sheep studies and whether they support further development of our product candidates; risks associated with the regulatory review process, including the risk that the FDA does not ultimately accept our proposed clinical program for JNP-0301; the risk that the results of previously conducted studies involving our product candidates will not be repeated or observed in ongoing or future studies or following commercial launch, if such product candidates are approved; risks associated with obtaining, maintaining and protecting intellectual property; risks associated with Juniper Pharmaceuticals’ ability to enforce its patents against infringers and defend its patent portfolio against challenges from third parties; the risk of competition from currently approved therapies and from other companies developing products for similar uses; risks associated with Juniper Pharmaceuticals’ ability to manage operating expenses and/or obtain additional funding to support its business activities; and risks associated with Juniper Pharmaceuticals’ dependence on third parties. For a discussion of certain risks and uncertainties associated with Juniper Pharmaceuticals’ forward-looking statements, please review the Company’s reports filed with the SEC, including, but not limited to, its Annual Report on Form 10-K and subsequent filings with the SEC. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date on which they are made. These statements are based on management’s current expectations and Juniper Pharmaceuticals does not undertake any responsibility to revise or update any forward-looking statements contained herein, except as expressly required by law.

Investor Contact: 

Argot Partners

Laura Perry or Heather Savelle

212-600-1902

laura@argotpartners.com

heather@argotpartners.com

To receive Juniper’s press releases, SEC filings or calendar alerts by email click here.

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JUNIPER PHARMACEUTICALS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In thousands)

 

     June 30,
2017
     December 31,
2016
 

Assets:

     

Cash and cash equivalents

   $ 21,464      $ 20,994  

Accounts receivable, net

     6,900        6,573  

Inventories

     5,212        5,621  

Prepaid expenses and other current assets

     1,812        1,539  
  

 

 

    

 

 

 

Total current assets

     35,388        34,727  

Property and equipment, net

     14,811        13,366  

Intangible assets, net

     869        969  

Goodwill

     8,793        8,342  

Other assets

     167        167  
  

 

 

    

 

 

 

Total Assets

   $ 60,028      $ 57,571  
  

 

 

    

 

 

 

Liabilities, contingently redeemable preferred stock, and stockholders’ equity:

     

Accounts payable

   $ 3,461      $ 3,893  

Accrued expenses and other

     5,134        5,271  

Deferred revenue

     7,191        5,624  

Current portion of long-term debt

     516        204  
  

 

 

    

 

 

 

Total current liabilities

     16,302        14,992  

Long-term debt, net of current portion

     3,398        2,203  

Other noncurrent liabilities

     32        56  
  

 

 

    

 

 

 

Total Liabilities

     19,732        17,251  
  

 

 

    

 

 

 

Commitments and Contingencies

     

Series C preferred stock

     —          550  

Total stockholders’ equity

     40,296        39,770  
  

 

 

    

 

 

 

Total liabilities, contingently redeemable preferred stock, and stockholders’ equity

   $ 60,028      $ 57,571  
  

 

 

    

 

 

 


JUNIPER PHARMACEUTICALS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(In thousands, except per share data)

 

     Three Months Ended June 30,     Six Months Ended June 30,  
     2017     2016     2017     2016  

Revenues

        

Product revenues

   $ 9,569     $ 7,334     $ 17,295     $ 13,659  

Service revenues

     4,387       3,374       7,908       6,627  

Royalties

     —         902       —         1,801  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total net revenues

     13,956       11,610       25,203       22,087  

Cost of product revenues

     5,303       4,182       9,617       8,209  

Cost of service revenues

     2,347       2,285       4,590       4,608  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total cost of revenues

     7,650       6,467       14,207       12,817  

Gross profit

     6,306       5,143       10,996       9,270  

Operating expenses

        

Sales and marketing

     410       379       788       651  

Research and development

     1,648       3,797       2,994       5,930  

General and administrative

     4,604       3,244       9,025       6,704  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total operating expenses

     6,662       7,420       12,807       13,285  

Loss from operations

     (356     (2,277     (1,811     (4,015

Interest expense, net

     (30     (24     (58     (50

Other income, net

     10       81       52       206  
  

 

 

   

 

 

   

 

 

   

 

 

 

Loss before income taxes

     (376     (2,220     (1,817     (3,859

Provision for income taxes

     —         48       —         52  
  

 

 

   

 

 

   

 

 

   

 

 

 

Net loss

   $ (376   $ (2,268   $ (1,817   $ (3,911
  

 

 

   

 

 

   

 

 

   

 

 

 

Diluted net loss per share

   $ (0.03   $ (0.21   $ (0.13   $ (0.36
  

 

 

   

 

 

   

 

 

   

 

 

 

Diluted weighted average shares outstanding

     10,954       10,789       10,803       10,789  
  

 

 

   

 

 

   

 

 

   

 

 

 

Basic net income (loss) per share

   $ 0.01     $ (0.21   $ (0.13   $ (0.36
  

 

 

   

 

 

   

 

 

   

 

 

 

Basic weighted average shares outstanding

     10,803       10,789       10,803       10,789