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): May 10, 2018

 

 

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 May 10, 2018, Juniper Pharmaceuticals, Inc. (the “Company”), issued a press release announcing the financial results for the three-month period ended March 31, 2018, entitled “Juniper Pharmaceuticals Reports First Quarter 2018 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 May 10, 2018, entitled “Juniper Pharmaceuticals Reports First Quarter 2018 Financial and Operating Results”, furnished herewith.


EXHIBIT INDEX

 

Exhibit
No.
  

Description

99.1    Press Release dated May 10, 2018, entitled “Juniper Pharmaceuticals Reports First Quarter 2018 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: May 10, 2018

EX-99.1

EXHIBIT 99.1

 

LOGO

Juniper Pharmaceuticals Reports First Quarter 2018

Financial and Operating Results

Core Businesses Driving Strong Financial Performance

CRINONE® Revenues Increased 30% and Juniper Pharma Services (JPS)

Revenues Increased 55% Year-over-Year

Conference Call at 8:30 a.m. EST Today

BOSTON, May 10, 2018 — Juniper Pharmaceuticals (Nasdaq:JNP), a diversified healthcare company with core businesses of its CRINONE® (progesterone gel) franchise and fee-for-service pharmaceutical development and manufacturing business, JPS, today announced financial results for the three-month period ended March 31, 2018. Cash and equivalents were $20.7 million at March 31, 2018 compared to $21.4 million at December 31, 2017.

“We made tremendous progress thus far this year having achieved two important strategic priorities for 2018 aimed at building shareholder value, while also driving strong growth momentum in our core businesses,” said Alicia Secor, Chief Executive Officer. “At the beginning of the year, we successfully secured an extension of our supply agreement for CRINONE®, and we expect to realize continued long-term growth in this important core business.”

Ms. Secor added, “More recently, we executed on our goal of finding a partner for the development and commercialization of our intravaginal ring (IVR) technology. Our agreement with Daré Bioscience provides for significant milestone payments for each IVR candidate and royalties on any future sales. Our engagement with Rothschild to pursue strategic alternatives is progressing, and in parallel we remain very focused on the growth of our core businesses, JPS and CRINONE®, which are on track to deliver continued double-digit growth for 2018.”


First Quarter and Recent Corporate Highlights

 

    Announced a 4.5-year extension through 2024 of the CRINONE® supply agreement with Merck KGaA, Darmstadt, Germany.

 

    Successfully secured an exclusive, worldwide license agreement with Daré Bioscience for the development and commercialization of the Company’s IVR technology platform, including its three preclinical IVR candidates targeting unmet needs in women’s health. Under the agreement, Daré Bioscience will be responsible for conducting all research, development and commercial activities for this program.

 

    Rothschild continues to act as an independent financial advisor to assist the Company in the exploration of additional strategic alternatives as part of the ongoing effort to enhance shareholder value.

 

    Appointed Richard Messina to the Company’s Board of Directors. Mr. Messina brings to the Board the perspective of a long-term shareholder.

First Quarter Financial Results

“Growth in our core businesses has continued into 2018 with CRINONE® product revenues up 30% and revenues from JPS up 55% for the quarter ended March 31, 2018 versus the same quarter in 2017,” said Jeff Young, Chief Financial Officer at Juniper. “We remain in a solid financial position, expect to continue to deliver double-digit growth in our core businesses, and to be cash flow positive for full year 2018.”

First quarter total revenues increased 38% to $15.5 million, compared with $11.2 million for the quarter ended March 31, 2017.

Product revenues were $10.1 million compared to $7.7 million in the first quarter of 2017, driven by continued in-market growth of CRINONE® (progesterone gel) by Merck KGaA, Darmstadt, Germany.

Service revenues from Juniper Pharma Services were $5.5 million, an increase of $1.9 million, versus the first quarter of last year, driven by new and existing customer growth.

Gross profit increased 39% to $6.5 million as compared to $4.7 million in the prior year quarter.

Total operating expenses were $5.5 million in the first quarter of 2018, a $0.7 million decrease as compared to the prior year quarter.


Juniper recorded net income of $0.8 million in the first quarter of 2018, or $0.06 per diluted share, compared to a net loss of $1.4 million, or $0.13 net loss per diluted share, in the same period of 2017.

Liquidity

Cash and cash equivalents were $20.7 million as of March 31, 2018 versus $21.4 million at December 31, 2017.

Conference Call

As previously announced, Juniper’s management will hold a conference call to discuss financial results for the first quarter ended March 31, 2018, as follows:

Date:     May 10, 2018

Time:     8:30 a.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, May 17, 2018, at (877) 344-7529 (U.S.), (855) 669-9658 (Canada) or (412) 317-0088 (International). The replay access code is 10119657.

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

About Juniper Pharmaceuticals

Juniper Pharmaceuticals, Inc.’s core businesses include its 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 plc 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 the strength of Juniper’s business, product candidates and future results and the adaquecy of its current capital position, including the ability to achieve double-digit growth in its core businesses and positive cash flow and the outcome of its partnering for its IVR platform and product candidates and exploration of strategic alternatives for the company. 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: the uncertainty associated with being able to identify, evaluate and complete any strategic alternative, the impact of the announcement of the Company’s review of strategic alternatives, as well as any strategic alternative that may be pursued, on the Company’s business, including its financial and operating results and its employees and customers, risks associated with the drug development process generally, including the outcomes of clinical trials and the regulatory review process; 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; risk 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, including dependence on its partner to develop and commercialize the Company’s IVR technology platform and related preclinical IVR candidates. 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 for the period


ended December 31, 2017, its Quarterly Report on From 10-Q for the period ended March 31, 2018 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)

 

     March 31,
2018
     December 31,
2017
 

Assets

     

Current assets:

     

Cash and cash equivalents

   $ 20,685      $ 21,446  

Accounts receivable, net

     8,737        4,734  

Inventories

     6,318        6,326  

Prepaid expenses and other current assets

     2,675        3,467  
  

 

 

    

 

 

 

Total current assets

     38,415        35,973  

Property and equipment, net

     15,880        15,229  

Intangible assets, net

     698        744  

Goodwill

     9,473        9,123  

Other assets

     73        151  
  

 

 

    

 

 

 

Total assets

   $ 64,539      $ 61,220  
  

 

 

    

 

 

 

Liabilities and stockholders’ equity

     

Current liabilities:

     

Accounts payable

   $ 5,079      $ 4,038  

Accrued expenses and other

     3,916        5,615  

Deferred revenue

     635        6,141  

Current portion of long-term debt

     572        546  
  

 

 

    

 

 

 

Total current liabilities

     10,202        16,340  

Long-term debt, net of current portion

     3,232        3,253  

Other non-current liabilities

     85        115  
  

 

 

    

 

 

 

Total liabilities

     13,519        19,708  
  

 

 

    

 

 

 

Total stockholders’ equity

     51,020        41,512  
  

 

 

    

 

 

 

Total liabilities and stockholders’ equity

   $ 64,539      $ 61,220  
  

 

 

    

 

 

 


JUNIPER PHARMACEUTICALS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(In thousands, except per share data)

 

     Three Months Ended
March 31
 
     2018     2017  

Revenues

    

Product revenues

   $ 10,074     $ 7,726  

Service revenues

     5,450       3,521  
  

 

 

   

 

 

 

Total revenues

     15,524       11,247  

Cost of product revenues

     6,016       4,313  

Cost of service revenues

     3,010       2,243  
  

 

 

   

 

 

 

Total cost of revenues

     9,026       6,556  

Gross profit

     6,498       4,691  

Operating expenses

    

Sales and marketing

     419       379  

Research and development

     974       1,346  

General and administrative

     4,089       4,421  
  

 

 

   

 

 

 

Total operating expenses

     5,482       6,146  

Income (loss) from operations

     1,016       (1,455
  

 

 

   

 

 

 

Interest expense, net

     (45     (28

Other income, net

     (199     42  
  

 

 

   

 

 

 

Total non-operating income

     (244     14  
  

 

 

   

 

 

 

Income (loss) before income taxes

     772       (1,441

Income tax (benefit) expense

     —         —    
  

 

 

   

 

 

 

Net income (loss)

   $ 772     $ (1,441
  

 

 

   

 

 

 

Basic net income (loss) per common share

   $ 0.07     $ (0.13
  

 

 

   

 

 

 

Diluted net income (loss) per common share

   $ 0.06     $ (0.13
  

 

 

   

 

 

 

Basic weighted average common shares outstanding

     10,943       10,803  
  

 

 

   

 

 

 

Diluted weighted average common shares outstanding

     12,287       10,803