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): November 18, 2014
 
Palatin Technologies, Inc.
(Exact name of registrant as specified in its charter)
 
Delaware
001-15543
95-4078884
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS employer identification number)

4B Cedar Brook Drive, Cranbury, NJ
08512
(Address of principal executive offices)
(Zip Code)

Registrant's telephone number, including area code: (609) 495-2200
 
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 (17 CFR 240.14a-12)
 
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 


 
 
 
 
 
Item 2.02    Results of Operations and Financial Condition.
 
On November 18, 2014, we issued a press release including results for our first quarter ended September 30, 2014, and announcing a teleconference and webcast to be held November 18, 2014 at 11:00 a.m. Eastern Time, which will include a discussion on results of operations in greater detail and an update on corporate developments. We have attached a copy of the press release as an exhibit to this report.
 
The information in this Item 2.02 and the corresponding information in the attached Exhibit 99 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The information contained in this Item 2.02 and the corresponding information in the attached Exhibit 99 shall not be incorporated into any registration statement or other document filed with the Securities and Exchange Commission by the company, whether made before or after the date hereof, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.
 
 
Item 9.01    Financial Statements and Exhibits.
 
(d) Exhibits:
 
99.1          Press Release dated November 18, 2014
 
 
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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 hereunto duly authorized.
 
 
PALATIN TECHNOLOGIES, INC.
 
 
Date: November 18, 2014
By:
/s/ Stephen T. Wills
 
   
Stephen T. Wills, CPA, MST
Executive Vice President, Chief Financial Officer and Chief Operating Officer
 
 
 
 
 
 
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EXHIBIT INDEX
 
99.1  Press Release dated November 18, 2014
 
 
 
 
 

 
 
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Exhibit 99.1
 
  For Release November 18, 2014 at 7:30 a.m. ET
 
Palatin Technologies, Inc. Reports First Quarter
Fiscal Year 2015 Results;
Teleconference and Webcast to be held on November 18, 2014

CRANBURY, NJ – November 18, 2014 – Palatin Technologies, Inc. (NYSE MKT: PTN), a biopharmaceutical company developing targeted, receptor-specific peptide therapeutics for the treatment of diseases with significant unmet medical need and commercial potential, today announced results for its first quarter ended September 30, 2014.

Recent Highlights
 
  
Bremelanotide development for Female Sexual Dysfunction (FSD):
‒  
€7.5M ($9.8M) total upfront payment - License, co-development and commercialization agreement with Gedeon Richter on bremelanotide in the European Union and selected countries
  
September 4, 2014 received €6.7M ($8.8M); August 2013 received $1.0M
  
One-half of the total upfront payments is non-refundable and was recognized in the quarter ended September 30, 2014
  
Remaining one-half will be recognized as revenue upon initiation of the U.S. Phase 3 clinical trial program which is expected to be on or before December 31, 2014
  
Palatin will receive €2.5M ($3.2M as of September 30, 2014) upon initiation of U.S. Phase 3 clinical trial program
  
Palatin has potential to receive up to €20M ($25.3M as of September 30, 2014) in regulatory related milestones
  
Palatin has potential to receive up to €60M ($75.9M as of September 30, 2014) in sales related milestones and low double-digit royalties on net sales in the licensed territory
  
Palatin will contribute, with Gedeon Richter, to the costs of co-development activities for obtaining regulatory approval in Europe; Gedeon Richter will exclusively market bremelanotide for FSD in the licensed territory, and will be responsible for all sales, marketing and commercial activities, including associated costs, in the licensed territory
  
The Company obtained patents during the quarter:
‒  
A Notice of Allowance was issued by the United States Patent and Trademark Office (USPTO) on an application with claims on broad families of cyclic melanocortin receptor 1 specific peptides with potential utility for treatment of inflammatory diseases and disorders.  This application issued as U.S. Patent No. 8,877,890 on November 4, 2014.
‒  
U.S. Patent 8,828,926 issued September 9, 2014, claiming uses of the Company’s PL-3994 natriuretic peptide receptor product candidate for treatment of acute asthma and chronic obstructive pulmonary disease.
‒  
A Notice of Allowance was issued by the USPTO on September 15, 2014 on U.S. Patent Application Serial Number 13/472,955, with claims on linear melanocortin receptor 1 specific peptides.
‒  
U.S. Patent 8,846,601 issued September 30, 2014, claiming melanocortin receptor 4 specific peptides with potential utility for treatment of obesity, metabolic syndrome, diabetes and sexual dysfunction.

First Quarter Fiscal 2015 Financial Results
 
Palatin reported net income of $0.8 million, or $0.01 per basic and diluted share, for the quarter ended September 30, 2014, compared to a net loss of $4.5 million, or $(0.04) per basic and diluted share, for the same period in 2013.

The increase in net income for the quarter ended September 30, 2014 compared to the same period last fiscal year was mainly attributable to the recognition of $4.9 million in revenue pursuant to our agreement with Gedeon Richter.

Revenue
 
For the quarter ended September 30, 2014, Palatin recognized $4.9 million of license revenue under our agreement with Gedeon Richter.  Revenue consisted entirely of the portion of the license payment that was non-contingent and non-refundable.  There were no revenues recorded in the quarter ended September 30, 2013.
 
 
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Operating Expenses
 
Total operating expenses for the quarter ended September 30, 2014 were $4.0 million compared to $4.5 million for the comparable quarter of 2013.  The decrease in operating expenses for the quarter ended September 30, 2014 was the result of a decrease in costs primarily relating to bremelanotide for the treatment of FSD program.
 
Cash Position
 
Palatin’s cash and cash equivalents were $17.8 million as of September 30, 2014, compared to cash and cash equivalents $12.2 million at June 30, 2014.  Current liabilities were $2.8 million, net of $4.9 million of deferred revenue, as of September 30, 2014, compared to $1.8 million, net of $1.0 million of deferred revenue, as of June 30, 2014.

Palatin believes that existing capital resources will be adequate to fund our planned operations through the quarter ending December 31, 2015, not including initiating our pivotal Phase 3 clinical trials for bremelanotide for FSD or other planned clinical trials.

CONFERENCE CALL / WEBCAST
 
Palatin will host a conference call and webcast on November 18, 2014 at 11:00 a.m. Eastern Time to discuss the results of operations in greater detail and an update on corporate developments.  Individuals interested in listening to the conference call live can dial 1-888-401-4685 (domestic) or 1-719-457-2607 (international), pass code 7815570.  The webcast and replay can be accessed by logging on to the “Investor/Media Center-Webcasts” section of Palatin’s website at http://www.palatin.com.  A telephone and webcast replay will be available approximately one hour after the completion of the call.  To access the telephone replay, dial 1-888-203-1112 (domestic) or 1-719-457-0820 (international), pass code 7815570.  The webcast and telephone replay will be available through November 25, 2014.

About Palatin Technologies, Inc.
 
Palatin Technologies, Inc. is a biopharmaceutical company developing targeted, receptor-specific peptide therapeutics for the treatment of diseases with significant unmet medical need and commercial potential. Palatin’s strategy is to develop products and then form marketing collaborations with industry leaders in order to maximize their commercial potential.  For additional information regarding Palatin, please visit Palatin’s website at www.Palatin.com.

Forward-looking Statements
 
Statements in this press release that are not historical facts, including statements about future expectations of Palatin Technologies, Inc., such as statements about clinical trial results, potential actions by regulatory agencies including the FDA, regulatory plans, development programs, proposed indications for product candidates and market potential for product candidates, are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 and as that term is defined in the Private Securities Litigation Reform Act of 1995. Palatin intends that such forward-looking statements be subject to the safe harbors created thereby. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that could cause Palatin’s actual results to be materially different from its historical results or from any results expressed or implied by such forward-looking statements. Palatin’s actual results may differ materially from those discussed in the forward-looking statements for reasons including, but not limited to, results of clinical trials, regulatory actions by the FDA and the need for regulatory approvals, Palatin’s ability to fund development of its technology and establish and successfully complete clinical trials, the length of time and cost required to complete clinical trials and submit applications for regulatory approvals, products developed by competing pharmaceutical, biopharmaceutical and biotechnology companies, commercial acceptance of Palatin’s products, and other factors discussed in Palatin’s periodic filings with the Securities and Exchange Commission. Palatin is not responsible for updating for events that occur after the date of this press release.
 
Palatin Technologies Investor Inquiries:
Palatin Technologies Media Inquiries:
Stephen T. Wills, CPA, MST                                                                
Paul Arndt, MBA, LifeSci Advisors, LLC
Chief Operating Officer / Chief Financial Officer
Managing Director
Tel: (609) 495-2200 / info@Palatin.com
Tel: (646) 597-6992 / Paul@LifeSciAdvisors.com

###
(Financial Statement Data Follows)
 
 
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PALATIN TECHNOLOGIES, INC.
and Subsidiary
Consolidated Statements of Operations
(unaudited)
 
   
Three Months Ended September 30,
 
   
2014
   
2013
 
             
REVENUES:
           
License revenue
  $ 4,932,315     $ -  
                 
OPERATING EXPENSES:
               
Research and development
    2,923,966       3,449,140  
General and administrative
    1,114,461       1,043,510  
Total operating expenses
    4,038,427       4,492,650  
                 
Income (loss) from operations
    893,888       (4,492,650 )
                 
OTHER INCOME (EXPENSE):
               
Investment income
    3,799       5,319  
Interest expense
    (1,730 )     (1,851 )
Foreign exchange transaction loss
    (101,283 )     -  
Total other (expense) income, net
    (99,214 )     3,468  
                 
NET INCOME (LOSS)
  $ 794,674     $ (4,489,182 )
                 
Basic net income (loss) per common share
  $ 0.01     $ (0.04 )
                 
Diluted net income (loss) per common share
  $ 0.01     $ (0.04 )
                 
Weighted average number of common shares outstanding used in computing basic net income (loss) per common share
    106,953,898       106,609,720  
                 
Weighted average number of common shares outstanding used in computing diluted net income (loss) per common share
    107,946,021       106,609,720  
 
 
 
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PALATIN TECHNOLOGIES, INC.
and Subsidiary
Consolidated Balance Sheets
(unaudited)
 
   
September 30,
2014
   
June 30,
2014
 
ASSETS
           
Current assets:
           
Cash and cash equivalents
  $ 17,787,720     $ 12,184,605  
Prepaid expenses and other current assets
    473,643       156,393  
Total current assets
    18,261,363       12,340,998  
                 
Property and equipment, net
    133,155       160,748  
Other assets
    57,088       57,308  
Total assets
  $ 18,451,606     $ 12,559,054  
                 
LIABILITIES AND STOCKHOLDERS’ EQUITY
               
Current liabilities:
               
Accounts payable
  $ 561,361     $ 261,280  
Accrued expenses
    2,160,407       1,508,958  
Deferred revenue
    4,932,315       1,000,000  
Total current liabilities
    7,654,083       2,770,238  
                 
Total liabilities
    7,654,083       2,770,238  
                 
Stockholders’ equity:
               
Preferred stock of $0.01 par value – authorized 10,000,000 shares;
               
Series A Convertible; issued and outstanding 4,697 shares as of September 30, 2014 and June 30, 2014, respectively
    47       47  
Common stock of $0.01 par value – authorized 300,000,000 shares;
               
 issued and outstanding 39,490,161 shares as of September 30, 2014 and 39,416,595 as of June 30, 2014, respectively
    394,901       394,166  
Additional paid-in capital
    283,641,654       283,428,356  
Accumulated deficit
    (273,239,079 )     (274,033,753 )
Total stockholders’ equity
    10,797,523       9,788,816  
Total liabilities and stockholders’ equity
  $ 18,451,606     $ 12,559,054  
 
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