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): February 16, 2010
AMICUS THERAPEUTICS, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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001-33497
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71-0869350 |
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.) |
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6 Cedar Brook Drive, Cranbury, NJ
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08512 |
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(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code: (609) 662-2000
(Former name or former address, if changed since last report.)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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 February 16, 2010, Amicus Therapeutics, Inc. issued a press release announcing its
financial results for the quarter and year ended December 31, 2009. A copy of this press release is
attached hereto as Exhibit 99.1.
In accordance with General Instruction B.2. of Form 8-K, the information in this Current
Report on Form 8-K, including Exhibit 99.1, shall not be deemed filed for purposes of Section 18
of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to
the liability of that section, nor shall it be deemed incorporated by reference in any filing under
the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by
specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits: The Exhibit Index annexed hereto is incorporated herein by reference.
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.
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Amicus Therapeutics, Inc.
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Date: February 16, 2010 |
By: |
/s/ Geoffrey P. Gilmore
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Geoffrey P. Gilmore |
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Senior Vice President and General Counsel |
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EXHIBIT INDEX
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Exhibit No. |
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Description |
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99.1 |
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Press Release dated February 16, 2010 |
Exhibit 99.1
Exhibit 99.1
Amicus Therapeutics Announces Fourth Quarter
and Full Year 2009 Financial Results and Highlights Product Pipeline Advancements
Company well-positioned to achieve key milestone with Amigal program in 2010; completion of enrollment for
Phase 3 Study 011 to support approval in the U.S. expected in 2010
CRANBURY, N.J., February 16, 2009 Amicus Therapeutics (Nasdaq: FOLD) today announced financial
results for the fourth quarter and full year 2009. The Company also provided an update on
advancements in its product pipeline related to its key strategic priorities for 2010.
Additionally, the Company stated that it believes it is well positioned to achieve its key
milestone of completing enrollment for its Phase 3 study of
Amigal (migalastat HCl) to support
approval in the U.S. (Study 011) by year end.
Fourth Quarter and Full-Year 2009 Financials Summary
Amicus announced net income attributable to common stockholders of $1.45 per share for the three
months ended December 31, 2009. For the year ended December 31, 2009, the net loss attributable to
common stockholders was $0.29 per share. As of December 31, 2009, cash, cash equivalents, and
marketable securities totaled $78.2 million.
John F. Crowley, Chairman and CEO of Amicus Therapeutics stated, We are very pleased with the
significant progress we made advancing Amigal into Phase 3 in 2009, and we expect to continue this
momentum in 2010. We are confident in the likelihood of success for Amigal and are excited we have
the potential to bring to market the first oral treatment to patients with Fabry disease.
Key Strategic Priorities
The Company reaffirmed its three key strategic priorities for 2010: Phase 3 development of
migalastat HCl for Fabry disease, advancing chaperone-ERT combination therapy into clinical
development, and further preclinical evaluation of the use of pharmacological chaperones for the
treatment of diseases of neurodegeneration. In addition, Amicus confirmed its commitment to
exploring a wide range of opportunities, including potential global partnerships, to build on its
financial strength and enable the Company to maximize the value of its pharmacological chaperone
technology platform.
Amigal (migalastat HCl) for the treatment of Fabry disease
The Phase 3 study intended to support approval of migalastat HCl in the United States (Study 011)
commenced in the second quarter of 2009 and treatment of the first patient began in the fourth
quarter of 2009. The Company expects to complete enrollment by the end of 2010 and to have
preliminary results from this study in mid-2011.
In addition, Amicus expects to commence a separate Phase 3 study (Study 012) before year end. Study
012 is intended to support approval in the European Union and will be an 18-month, randomized,
open-label study comparing migalastat HCl to ERT in approximately 60 subjects. The primary outcome
of efficacy will be renal function as measured by glomerular filtration rate (GFR).
In 2009, twenty-three of the original 26 subjects who completed Phase 2 studies continued to
receive treatment in a voluntary extension study designed to evaluate the long-term safety and
efficacy of migalastat HCl. Over the course of the initial Phase 2 and extension studies, fifteen
subjects have been treated with migalastat HCl for approximately 2-3 years and eight subjects have
been treated with migalastat HCl for more than 3 years. Twenty-one subjects now continue to
receive treatment in the ongoing extension study.
Amicus recently announced additional preliminary data from this ongoing extension study, with a
focus on renal function as evaluated by estimated glomerular filtration rate (eGFR) and
proteinuria. These data indicated that eGFR remained stable out to 2-3 years for all subjects
continuing in the extension study and the average annual rate of change in eGFR in subjects
identified as responders to migalastat HCl, excluding hyperfiltrators, was +2.0
mL/min/1.73m2. Additionally, trends of reduced proteinuria continued to be observed in
subjects identified as responders to migalastat HCl.
John F. Crowley, Chairman and CEO of Amicus Therapeutics continued, Throughout 2009 we continued
to explore the versatility of our chaperone technology and made progress with our chaperone-ERT
combination therapy approach as well as advancements studying chaperones for the treatment of
diseases of neurodegeneration. In 2010, we plan to initiate a Phase 2 chaperone-ERT combination
study for Fabry disease and to further develop our preclinical programs for Parkinsons disease and
Alzheimers disease.
Chaperone-ERT Combination Therapy
In 2009, Amicus advanced its programs evaluating the use of pharmacological chaperones in
combination with ERT as an expansion of the chaperone technology platform. The Company reported
preclinical data at several scientific conferences demonstrating that the addition of a
pharmacological chaperone to ERT has the potential to address key limitations of ERT.
Amicus recently presented new data from preclinical studies that evaluated the combination of
migalastat HCl and ERT and AT2220 and ERT in mouse models of Fabry and Pompe disease, respectively.
Studies of both combinations demonstrated that co-administration of the chaperone with ERT
resulted in prolonged half-life of ERT in the circulation, increased enzyme activity in cells and
greater substrate reduction in target tissues compared to that seen with ERT alone.
As previously announced, the Company plans to initiate a Phase 2 study with migalastat HCl in
combination with ERT for Fabry disease before the end of 2010. Additionally, the Company is
evaluating options to advance chaperone-ERT combination therapy programs for Pompe disease and
Gaucher disease.
Diseases of Neurodegeneration
As previously reported, the Company has established initial proof-of-concept for the use of its
pharmacological chaperones in animal models of Parkinsons disease and continues to advance this
preclinical program.
Amicus recently presented data from preclinical studies that evaluated the chaperone AT2101 in
mouse models of Parkinsons disease. The studies demonstrated that treatment with AT2101 increased
the activity of β-glucocerebrosidase (GCase), prevented
accumulation of α-synuclein in the brain
and improved motor function as assessed in various behavioral tests. The Company also reported
that new compounds have been identified that improve on the properties of AT2101 and expand the
range of doses and regimens that show motor improvement in mouse models of the disease.
Additionally, Amicus previously announced that its second lead preclinical program using the
pharmacological chaperone approach for diseases of neurodegeneration is for the treatment of
Alzheimers disease. The Company expects to complete initial proof-of-concept studies during 2010
and report data in the second half of 2010.
2010 Financial Guidance
As previously reported, the Company expects to spend a total of $40 to $50 million on 2010
operating expenses. The current cash position is expected to be sufficient to fund operations and
capital expenditure requirements into the second half of 2011.
Additional Financial Results & Notes
Net income attributable to common stockholders for the three months ended December 31, 2009, was
$33.0 million as compared to a net loss of $14.2 million for the same period in 2008.
Amicus recorded revenue during the fourth quarter of 2009 representing two different revenue
streams from the Shire collaboration agreement. Upon signing the agreement, Amicus received an
upfront payment of $50 million that was being recognized as revenue on a straight-line basis over
18 years from the date of the agreement. In connection with the mutual termination of the Shire
collaboration agreement in the fourth quarter of 2009, Amicus recognized $44.7 million of
previously deferred revenue on the upfront payment from Shire. Additionally, Amicus received a
$5.2 million termination payment from Shire as full and fair settlement of all development cost
sharing obligations. Approximately $4.7 million of this payment was recognized as research revenue
during the fourth quarter and $0.5 million was applied to a receivable for reimbursable research
and development costs incurred during the prior quarter.
In line with prior estimates, Amicus recorded $0.9 million of employment termination costs
associated with its 20%, or 26 employee, workforce reduction in the fourth quarter. Additionally,
Amicus completed a facility consolidation that resulted in a charge of $0.7 million.
Conference Call and Webcast
Amicus Therapeutics will host a conference call and webcast today, Tuesday, February 16, 2010, at
5:00 P.M. EST to review financial results and provide a corporate update. Interested participants
and investors may access the conference call at 5 p.m. EST by dialing 888-791-4315 (U.S./Canada) or
913-312-0641 (international).
An audio webcast and archive can also be accessed via the investor section of the Amicus
Therapeutics Web site at http://www.amicustherapeutics.com under Investors: Events and
Presentations. Web participants are encouraged to go to the Web site 15 minutes prior to the start
of the call to register, download and install any necessary software. After the live webcast, a
webcast replay will remain available in the Investors section of the Amicus Therapeutics Web site
for 30 days.
A telephonic replay of the call will be available for seven days beginning at 8 p.m. EST. Access
numbers for this replay are 888-203-1112 (U.S./Canada) and 719-457-0820 (international);
participant code 9348622.
Amicus press releases are available at www.amicustherapeutics.com
About Amicus Therapeutics
Amicus Therapeutics is developing orally-administered, small molecule drugs called pharmacological
chaperones, a novel, first-in-class approach to treating a broad range of diseases including
lysosomal storage disorders and diseases of neurodegeneration. Amicus lead program is in Phase 3
for the treatment of Fabry disease.
Forward-Looking Statements
This
press release contains, and the accompanying conference call will
contain, forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995 relating to preclinical and clinical development of
Amicus candidate drug products, the timing and reporting of results from preclinical studies and
clinical trials evaluating Amicus candidate drug products, the projected cash position for the
Company, and business development and other transactional activities that seek to strengthen the
Companys financial position. Words such as, but not limited to, look forward to, believe,
expect, anticipate, estimate, intend, plan, targets, likely, will, would,
should and could, and similar expressions or words identify forward-looking statements. Such
forward-looking statements are based upon current expectations that involve risks, changes in
circumstances, assumptions and uncertainties. The inclusion of forward-looking statements should
not be regarded as a representation by Amicus that any of its plans will be achieved. Any or all of
the forward-looking statements in this press release may turn out to be wrong. They can be affected
by inaccurate assumptions Amicus might make or by known or unknown risks and uncertainties. For
example, with respect to statements regarding the goals, progress, timing and outcomes of
discussions with regulatory authorities and the potential goals, progress, timing and results of
preclinical studies and clinical trials, actual results may differ materially from those set forth
in this release due to the risks and uncertainties inherent in the business of Amicus, including,
without limitation: the potential that results of clinical or pre-clinical studies indicate that
the product candidates are unsafe or ineffective; the potential that it may be difficult to enroll
patients in our clinical trials; the potential that preclinical and clinical studies could be
delayed because we identify serious side effects or other safety issues; the potential that we will
need additional funding to complete all of our studies and, our dependence on third parties in the
conduct of our clinical studies. Further, the results of earlier preclinical studies and/or
clinical trials may not be predictive of future results. With respect to statements regarding
projections of the Companys cash position, actual results may differ based on market factors and
the Companys ability to execute its operational and budget plans. Additionally, with respect to
statements relating to potential business development opportunities and other transactions that
seek to strengthen our financial position, we may not be successful in identifying suitable
collaborators, establishing and implementing such collaborations or completing other transactions
that could improve our financial position. In addition, all forward looking statements are subject
to other risks detailed in our Annual Report on Form 10-K for the year ended December 31, 2008, and
our other public filings with the Securities and Exchange Commission. You are cautioned not to
place undue reliance on these forward-looking statements, which speak only as of the date hereof.
All forward-looking statements are qualified in their entirety by this cautionary statement, and
Amicus undertakes no obligation to revise or update this news release to reflect events or
circumstances after the date hereof. This caution is made under the safe harbor provisions of
Section 21E of the Private Securities Litigation Reform Act of 1995.
CONTACTS:
Investors/Media:
Jenene Thomas
Director, Investor Relations
Amicus Therapeutics
Jthomas@amicustherapeutics.com
609-662-5084
FOLD G
Table 1
Amicus Therapeutics, Inc.
(a development stage company)
Consolidated Statements of Operations
(Unaudited)
(In thousands, except share and per share amounts)
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Period |
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from |
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February 4, |
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2002 |
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(inception) |
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Three Months |
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Twelve Months |
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to |
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Ended December 31, |
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Ended December 31, |
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December 31, |
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2008 |
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2009 |
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2008 |
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2009 |
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2009 |
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Revenue: |
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Research revenue |
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$ |
3,650 |
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$ |
4,746 |
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$ |
12,189 |
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$ |
17,545 |
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$ |
31,108 |
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Collaboration revenue |
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695 |
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44,730 |
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2,778 |
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46,813 |
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50,000 |
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Total revenue |
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4,345 |
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49,476 |
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14,967 |
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64,358 |
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81,108 |
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Operating Expenses: |
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Research and development |
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13,775 |
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10,126 |
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37,764 |
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48,081 |
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175,722 |
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General and administrative |
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4,990 |
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4,338 |
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19,666 |
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19,973 |
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77,709 |
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Restructuring charges |
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1,522 |
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1,522 |
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1,522 |
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Impairment of leasehold
improvements |
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1,030 |
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Depreciation and amortization |
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457 |
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548 |
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1,493 |
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2,132 |
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6,420 |
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In-process research and
development |
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418 |
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Total operating expenses |
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19,222 |
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16,534 |
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58,923 |
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71,708 |
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262,821 |
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Loss from operations |
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(14,877 |
) |
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32,942 |
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(43,956 |
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(7,350 |
) |
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(181,713 |
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Other income (expenses): |
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Interest income |
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766 |
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73 |
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4,819 |
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997 |
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13,757 |
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Interest expense |
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(39 |
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(123 |
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(218 |
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(278 |
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(1,925 |
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Change in fair value of warrant
liability |
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(454 |
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Other income/(expense) |
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64 |
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64 |
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(1,116 |
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Loss before tax benefit |
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(14,150 |
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32,956 |
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(39,355 |
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(6,567 |
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(171,451 |
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Income tax benefit |
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695 |
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Net (loss)/income |
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(14,150 |
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32,956 |
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(39,355 |
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(6,567 |
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(170,756 |
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Deemed dividend |
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(19,424 |
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Preferred stock accretion |
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(802 |
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Net (loss)/income attributable to
common stockholders |
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$ |
(14,150 |
) |
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$ |
32,956 |
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$ |
(39,355 |
) |
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$ |
(6,567 |
) |
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$ |
(190,982 |
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Net (loss)/income attributable to
common stockholders per
common share basic |
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$ |
(0.63 |
) |
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$ |
1.46 |
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$ |
(1.75 |
) |
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$ |
(0.29 |
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diluted |
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$ |
(0.63 |
) |
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$ |
1.45 |
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$ |
(1.75 |
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$ |
(0.29 |
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Weighted-average common shares
outstanding basic |
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22,576,561 |
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22,643,507 |
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22,493,803 |
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22,624,134 |
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diluted |
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22,576,561 |
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22,781,090 |
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22,493,803 |
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22,624,134 |
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See accompanying notes to consolidated financial statements
Source: FOLD G