SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Act of 1934
Date of Report (Date of earliest event reported): August 12, 2004
Commission File Number 0-50626
XCYTE THERAPIES, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 91-1707622 | |
| (State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification Number) |
1124 Columbia Street, Suite 130
Seattle, Washington 98104
(Address of principal executive offices and zip code)
(206) 262-6200
(Registrant’s telephone number, including area code)
Item 7. Financial Statements and Exhibits
| (c) | Exhibits |
| 99.1 | Press Release of Xcyte Therapies, Inc. dated August 12, 2004. |
Item 12. Results of Operations and Financial Condition
On August 12, 2004, Xcyte Therapies, Inc. issued a press release announcing financial results for its second quarter ended June 30, 2004. A copy of the press release is furnished herewith as Exhibit 99.1 and incorporated into this Form 8-K by reference.
The information in this Form 8-K, including the attached Exhibit, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| XCYTE THERAPIES, INC. | ||
| By: | /s/ Kathi L. Cordova | |
| Kathi L. Cordova Duly Authorized Officer of Registrant and Principal Financial Officer Senior Vice President of Finance and Treasurer | ||
Date: August 12, 2004
3
INDEX TO EXHIBITS
| Exhibit Number |
Description of Document | |
| 99.1 | Press Release of Xcyte Therapies, Inc. dated August 12, 2004. | |
4
EXHIBIT 99.1
FOR IMMEDIATE RELEASE
| Contact: |
Robert L. Kirkman, M.D. | |
| Chief Business Officer and Vice President | ||
| Xcyte Therapies, Inc. | ||
| (206) 262-6219 |
XCYTE THERAPIES, INC. ANNOUNCES SECOND QUARTER 2004 FINANCIAL RESULTS
Seattle, WA-August 12, 2004 - Xcyte Therapies, Inc. (Nasdaq: XCYT) reported today a net loss of $6.1 million, or $0.41 per basic and diluted share, for the three months ended June 30, 2004, compared with a net loss of $5.3 million, or $3.60 per basic and diluted share, for the three months ended June 30, 2003. Revenue for the second quarter of 2004 was approximately $24,000, compared with approximately $59,000 for the year earlier quarter. Research and development expenses were $4.4 million and $4.3 million for the second quarters of 2004 and 2003, respectively. General and administrative expenses were $1.7 million in the second quarter of 2004, compared with $1.0 million in the second quarter of 2003.
For the six months ended June 30, 2004, the net loss applicable to common shareholders was $33.3 million, or $3.66 per basic and diluted share, compared with $9.2 million, or $6.21 per basic and diluted share, for the six months ended June 30, 2003. Revenue for the first six months of 2004 was approximately $36,000, compared with approximately $72,000 for the year earlier period. Research and development expenses were $8.6 million for the six months ended June 30, 2004, compared with $7.0 million for the six months ended June 30, 2003, primarily as a result of the more advanced clinical development of Xcellerated T Cells. General and administrative expenses were $3.3 million and $2.2 million for the same periods, respectively.
Interest expense increased from $131,000 for the six months ended June 30, 2003, to $12.7 million for the six months ended June 30, 2004, due primarily to non-cash interest expense associated with the convertible promissory notes issued in October 2003. In addition, the net loss applicable to common stockholders for the six months ended June 30, 2004, included a non-cash charge of $9.0 million related to the valuation of preferred stock at issuance.
Xcyte Therapies completed its initial public offering on March 19, 2004. As of June 30, 2004, there were 14.8 million shares of common stock outstanding, as compared to 1.5 million shares of common stock as of June 30, 2003. The loss per basic and diluted share for the six months ended June 30, 2004 is based upon a weighted average of the number of common shares outstanding for the period of 9.1 million shares.
At June 30, 2004, Xcyte had cash, cash equivalents and short term investments of $33.7 million, compared with $13.5 million at December 31, 2003.
Xcyte Therapies is developing novel therapies that harness the power of the immune system to treat cancer and other serious illnesses. Xcyte derives its therapeutic products from a patient’s own T cells, which are cells of the immune system that orchestrate immune responses and can detect and eliminate cancer cells and infected cells in the body. Xcyte uses its patented and proprietary Xcellerate Technology to generate activated T cells, called Xcellerated T Cells, from blood that is collected from the patient. Activated T cells are T cells that have been stimulated to carry out immune functions. The Xcellerate Technology is designed to rapidly activate and expand the number of the patient’s T cells outside of the body. These Xcellerated T Cells are then administered to the patient.
Xcyte™, Xcyte Therapies™, Xcellerate™ and Xcellerated T Cells™ are trademarks of Xcyte Therapies, Inc.
Xcyte Therapies, Inc.
Statements of Operations
(Unaudited)
(In thousands, except shares and per share amounts)
| Three months ended June 30, |
Six months ended June 30, |
|||||||||||||||
| 2004 |
2003 |
2004 |
2003 |
|||||||||||||
| Revenues |
$ | 24 | $ | 59 | $ | 36 | $ | 72 | ||||||||
| Operating expenses: |
||||||||||||||||
| Research and development |
4,426 | 4,330 | 8,601 | 7,029 | ||||||||||||
| General and administrative |
1,723 | 1,040 | 3,297 | 2,194 | ||||||||||||
| Total operating expenses |
6,149 | 5,370 | 11,898 | 9,223 | ||||||||||||
| Loss from operations |
(6,125 | ) | (5,311 | ) | (11,862 | ) | (9,151 | ) | ||||||||
| Other income (expense): |
||||||||||||||||
| Interest income |
106 | 30 | 148 | 94 | ||||||||||||
| Interest expense |
(67 | ) | (65 | ) | (12,656 | ) | (131 | ) | ||||||||
| Loss on sale of equipment |
— | — | — | (1 | ) | |||||||||||
| Other income (expense), net |
39 | (35 | ) | (12,508 | ) | (38 | ) | |||||||||
| Net loss |
(6,086 | ) | (5,346 | ) | (24,370 | ) | (9,189 | ) | ||||||||
| Accretion of preferred stock |
— | — | (8,973 | ) | — | |||||||||||
| Net loss applicable to common stockholders |
$ | (6,086 | ) | $ | (5,346 | ) | $ | (33,343 | ) | $ | (9,189 | ) | ||||
| Basic and diluted net loss per share |
$ | (0.41 | ) | $ | (3.60 | ) | $ | (3.66 | ) | $ | (6.21 | ) | ||||
| Shares used in computation of basic and diluted net loss per share |
14,800,321 | 1,483,370 | 9,107,401 | 1,480,603 | ||||||||||||
Xcyte Therapies, Inc.
Balance Sheets
(Unaudited)
(In thousands)
| June 30, 2004 |
December 31, 2003 |
||||||
| Cash, cash equivalents and investment securities |
$ | 33,730 | $ | 13,540 | |||
| Other current assets |
1,277 | 519 | |||||
| Property and equipment, net |
3,905 | 2,767 | |||||
| Other assets |
948 | 1,672 | |||||
| Total assets |
$ | 39,860 | $ | 18,498 | |||
| Current liabilities |
$ | 4,169 | $ | 14,712 | |||
| Long-term obligations and other liabilities |
2,594 | 1,555 | |||||
| Redeemable convertible preferred stock and warrants |
— | 67,071 | |||||
| Stockholders’ equity (deficit) |
33,097 | (64,840 | ) | ||||
| Total liabilities and stockholders’ equity (deficit) |
$ | 39,860 | $ | 18,498 | |||
2