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 12, 2014
MannKind Corporation
(Exact name of registrant as specified in its charter)
| Delaware | 000-50865 | 13-3607736 |
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
| 28903 North Avenue Paine Valencia, California | 91355 |
| (Address of principal executive offices) | (Zip Code) |
Registrant's telephone number, including area code: (661) 775-5300
N/A
(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:
| [ ] | 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)) |
Item 2.02. Results of Operations and Financial Condition.
On May 12, 2014, MannKind Corporation issued a press release announcing its financial results for the quarter ended March 31, 2014. A copy of the press release is attached as Exhibit 99.1 to this Current Report and is incorporated herein by reference.
The information in this Current Report is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. The following exhibit is furnished herewith:
99.1
Press Release of MannKind Corporation dated May 12, 2014, reporting MannKind's financial results for the quarter ended March 31, 2014.
SIGNATURE
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.
| MannKind Corporation
(Registrant) |
||
| May 12, 2014
(Date) |
/s/ MATTHEW J. PFEFFER
Matthew J. Pfeffer Corporate Vice President and Chief Financial Officer |
EXHIBIT INDEX
|
Number |
Description |
|
99.1 |
Press Release of MannKind Corporation dated May 12, 2014, reporting MannKind's financial results for the quarter ended March 31, 2014. |
EXHIBIT 99.1
MannKind Corporation Reports 2014 First Quarter Financial Results
Conference Call to Begin Today at 5:00 PM ET
VALENCIA, Calif., May 12, 2014 (GLOBE NEWSWIRE) -- MannKind Corporation (Nasdaq:MNKD) today reported financial results for the first quarter ended March 31, 2014.
For the first quarter of 2014, total operating expenses were $41.4 million, compared to $36.4 million for the first quarter of 2013, an increase of $5.0 million. Research and development (R&D) expenses were $26.2 million for the first quarter of 2014, compared to $26.4 million for the corresponding quarter in 2013, a decrease of $0.2 million. General and administrative (G&A) expenses increased by $5.2 million to $15.2 million for the first quarter of 2014 compared to $10.0 million in the first quarter of 2013. The increase in G&A expenses was due to an increase in non-cash stock-based compensation expense of $3.4 million and $1.2 million in consulting and legal fees related to financing transactions.
The net loss applicable to common stockholders for the first quarter of 2014 was $52.1 million, or $0.14 per share based on 368.8 million weighted average shares outstanding, compared with a net loss applicable to common stockholders of $41.0 million, or $0.15 per share based on 280.1 million weighted average shares outstanding for the first quarter of 2013. The increase in shares outstanding from the first quarter of 2013 to the first quarter of 2014 resulted largely from warrant exercises, at-the-market stock issuances and conversion of debt into equity. The number of common shares outstanding at March 31, 2014 was 386,934,914.
Cash and cash equivalents were $35.8 million at March 31, 2014 and $70.8 million at December 31, 2013. Currently, there is $30.1 million of available borrowings under the amended loan arrangement with The Mann Group. Under the provisions of the amended Deerfield Facility Agreement, the lenders purchased an aggregate principal amount of $20.0 million in Tranche B notes on May 6, 2014.
Conference Call
MannKind management will host a conference call to discuss these results today at 5:00 p.m. Eastern Time. To participate in the call please dial (800) 708-4540 or (847) 619-6397 and use the participant passcode: 36435003. Those interested in listening to the conference call live via the Internet may do so by visiting the Company's website at http://www.mannkindcorp.com.
A telephone replay will be accessible for approximately 14 days following completion of the call by dialing (888) 843-7419 or (630) 652-3042 and use the participant passcode: 3643 5003#. A replay will also be available on MannKind's website for 14 days.
About MannKind Corporation
MannKind Corporation (Nasdaq:MNKD) focuses on the discovery, development and commercialization of therapeutic products for patients with diseases such as diabetes. Its lead product candidate, AFREZZA®, is under review by the FDA.
MannKind maintains a website at http://www.mannkindcorp.com to which MannKind regularly posts copies of its press releases as well as additional information about MannKind. Interested persons can subscribe on the MannKind website to e-mail alerts that are sent automatically when MannKind issues press releases, files its reports with the Securities and Exchange Commission or posts certain other information to the website.
Forward-Looking Statements
This press release contains forward-looking statements that involve risks and uncertainties. Words such as "believes", "anticipates", "plans", "expects", "intend", "will", "goal", "potential" and similar expressions are intended to identify forward-looking statements. These forward-looking statements are based upon the Company's current expectations. Actual results and the timing of events could differ materially from those anticipated in such forward-looking statements as a result of these risks and uncertainties, which include, without limitation, difficulties or delays in obtaining regulatory feedback or completing and analyzing the results of clinical studies, MannKind's ability to manage its existing cash resources or raise additional cash resources, stock price volatility and other risks detailed in MannKind's filings with the Securities and Exchange Commission, including the Annual Report on Form 10-K for the year ended December 31, 2013 and Form 8-K. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. All forward-looking statements are qualified in their entirety by this cautionary statement, and MannKind undertakes no obligation to revise or update any forward-looking statements to reflect events or circumstances after the date of this press release.
(Tables to follow)
| MannKind Corporation | |||
| (A Development Stage Company) | |||
| Condensed Consolidated Statements of Operations | |||
| (Unaudited) | |||
| (In thousands, except per share amounts) | |||
| Cumulative | |||
| period from | |||
| February 14, | |||
| 1991 (date of | |||
| Three months ended | inception) to | ||
| March 31, | March 31, | ||
| 2014 | 2013 | 2014 | |
| Revenue | $ — | $ — | $3,166 |
| Operating expenses: | |||
| Research and development | 26,182 | 26,398 | 1,603,474 |
| General and administrative | 15,229 | 10,039 | 500,615 |
| In-process research and development costs | — | — | 19,726 |
| Goodwill impairment | — | — | 151,428 |
| Total operating expenses | 41,411 | 36,437 | 2,275,243 |
| Loss from operations | (41,411) | (36,437) | (2,272,077) |
| Other income (expense) | (5,890) | 23 | (8,792) |
| Interest expense on note payable to related party | (714) | (1,689) | (45,848) |
| Interest expense on senior convertible notes | (4,042) | (2,863) | (59,128) |
| Interest income | 1 | 1 | 37,005 |
| Loss before benefit for income taxes | (52,056) | (40,965) | (2,348,840) |
| Income tax benefit | — | — | 382 |
| Net loss | (52,056) | (40,965) | (2,348,458) |
| Deemed dividend related to beneficial conversion feature of convertible preferred stock | — | — | (22,260) |
| Accretion on redeemable preferred stock | — | — | (952) |
| Net loss applicable to common stockholders | $ (52,056) | $ (40,965) | $ (2,371,670) |
| Net loss per share applicable to common stockholders — basic and diluted | $ (0.14) | $ (0.15) | |
| Shares used to compute basic and diluted net loss per share applicable to common stockholders | 368,784 | 280,058 | |
| MannKind Corporation | ||
| (A Development Stage Company) | ||
| Condensed Consolidated Balance Sheet | ||
| (Unaudited) | ||
| (in thousands) | ||
| March 31, 2014 | December 31, 2013 | |
| Assets | ||
| Current assets: | ||
| Cash and cash equivalents | $35,759 | $70,790 |
| Prepaid expenses and other current assets | 3,640 | 5,485 |
| Total current assets | 39,399 | 76,275 |
| Property and equipment — net | 176,337 | 176,557 |
| Other assets | 8,817 | 5,814 |
| Total | $224,553 | $258,646 |
| Liabilities and Stockholders' Equity (Deficit) | ||
| Current liabilities | $44,515 | $127,794 |
| Senior convertible notes | 98,662 | 98,439 |
| Note payable to related party | 49,521 | 49,521 |
| Other liabilities | 14,319 | 13,605 |
| Stockholders' equity (deficit) | 17,536 | (30,713) |
| Total | $224,553 | $258,646 |
CONTACT: Company Contact:
Matthew J. Pfeffer
Chief Financial Officer
661-775-5300
mpfeffer@mannkindcorp.com