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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Palatin Technologies Inc New | AMEX:PTN | AMEX | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 1.87 | 0 | 09:00:00 |
Delaware
|
|
95-4078884
|
(State
or other jurisdiction of incorporation or
organization)
|
|
(I.R.S.
Employer Identification No.)
|
4B Cedar Brook Drive
Cranbury, New Jersey
|
|
08512
|
(Address
of principal executive offices)
|
|
(Zip
Code)
|
Large accelerated
filer
|
☐
|
Accelerated
filer
|
☑
|
Non-accelerated
filer
|
☐
|
Smaller reporting
company
|
☑
|
Emerging growth
company
|
☐
|
|
|
|
Page
|
|
|
PART I – FINANCIAL INFORMATION
|
|
Item 1. Financial Statements (Unaudited)
|
|
Consolidated
Balance Sheets as of December 31, 2018 and June 30,
2018
|
1
|
Consolidated
Statements of Operations for the Three and Six Months Ended
December 31, 2018 and 2017
|
2
|
Consolidated
Statements of Comprehensive (Loss) Income for the Three and Six
Months Ended December 31, 2018 and 2017
|
3
|
Consolidated
Statements of Stockholders’ Equity for the Three and Six
Months Ended December 31, 2018 and 2017
|
4
|
Consolidated
Statements of Cash Flows for the Six Months Ended December 31, 2018
and 2017
|
6
|
Notes
to Consolidated Financial Statements
|
7
|
Item 2. Management’s Discussion and Analysis of Financial
Condition and Results of Operations
|
21
|
Item 3. Quantitative and Qualitative Disclosures About Market
Risk
|
25
|
Item 4. Controls and Procedures
|
25
|
PART
II – OTHER INFORMATION
|
|
|
|
Item 1. Legal Proceedings
|
26
|
Item 1A. Risk Factors
|
26
|
Item 2. Unregistered Sales of Equity Securities and Use of
Proceeds
|
26
|
Item 3. Defaults Upon Senior Securities
|
26
|
Item 4. Mine Safety Disclosures
|
26
|
Item 5. Other Information
|
26
|
Item 6. Exhibits
|
27
|
Signatures
|
28
|
|
December
31,
2018
|
June
30,
2018
|
ASSETS
|
|
|
Current
assets:
|
|
|
Cash and cash
equivalents
|
$
24,658,024
|
$
38,000,171
|
Prepaid expenses
and other current assets
|
535,147
|
513,688
|
Total current
assets
|
25,193,171
|
38,513,859
|
|
|
|
Property and
equipment, net
|
136,153
|
164,035
|
Other
assets
|
338,916
|
338,916
|
Total
assets
|
$
25,668,240
|
$
39,016,810
|
|
|
|
LIABILITIES
AND STOCKHOLDERS’ EQUITY
|
|
|
Current
liabilities:
|
|
|
Accounts
payable
|
$
619,900
|
$
2,223,693
|
Accrued
expenses
|
1,101,045
|
2,103,021
|
Notes payable, net
of discount
|
2,321,123
|
5,948,763
|
Other current
liabilities
|
486,474
|
487,488
|
Total current
liabilities
|
4,528,542
|
10,762,965
|
|
|
|
Notes payable, net
of discount
|
-
|
332,898
|
Deferred
revenue
|
-
|
500,000
|
Other non-current
liabilities
|
-
|
456,038
|
Total
liabilities
|
4,528,542
|
12,051,901
|
|
|
|
Stockholders’
equity:
|
|
|
Preferred stock of
$0.01 par value – authorized 10,000,000 shares:
|
|
|
Series A
Convertible: issued and outstanding 4,030 shares as of December 31,
2018 and June 30, 2018
|
40
|
40
|
Common stock of
$0.01 par value – authorized 300,000,000 shares:
|
|
|
issued and
outstanding 203,063,429 shares as of December 31, 2018 and
200,554,205 shares as of June 30, 2018
|
2,030,634
|
2,005,542
|
Additional paid-in
capital
|
361,379,336
|
357,005,233
|
Accumulated
deficit
|
(342,270,312
)
|
(332,045,906
)
|
Total
stockholders’ equity
|
21,139,698
|
26,964,909
|
Total liabilities
and stockholders’ equity
|
$
25,668,240
|
$
39,016,810
|
|
Three Months
Ended December 31,
|
Six Months Ended
December 31,
|
||
|
2018
|
2017
|
2018
|
2017
|
|
|
|
|
|
REVENUES:
|
|
|
|
|
License and
contract
|
$
-
|
$
10,612,153
|
$
34,505
|
$
37,553,661
|
|
|
|
|
|
OPERATING
EXPENSES:
|
|
|
|
|
Research and
development
|
2,961,656
|
6,045,884
|
6,584,347
|
20,208,981
|
General and
administrative
|
2,088,565
|
1,625,189
|
4,129,147
|
3,169,764
|
Total operating
expenses
|
5,050,221
|
7,671,073
|
10,713,494
|
23,378,745
|
|
|
|
|
|
(Loss) income from
operations
|
(5,050,221
)
|
2,941,080
|
(10,678,989
)
|
14,174,916
|
|
|
|
|
|
OTHER INCOME
(EXPENSE):
|
|
|
|
|
Investment
income
|
100,169
|
81,356
|
253,752
|
133,082
|
Interest
expense
|
(92,298
)
|
(391,363
)
|
(299,169
)
|
(848,040
)
|
Total other income
(expense), net
|
7,871
|
(310,007
)
|
(45,417
)
|
(714,958
)
|
|
|
|
|
|
(Loss) income
before income taxes
|
(5,042,350
)
|
2,631,073
|
(10,724,406
)
|
13,459,958
|
Income tax
benefit
|
-
|
399,120
|
-
|
173,865
|
|
|
|
|
|
NET (LOSS)
INCOME
|
$
(5,042,350
)
|
$
3,030,193
|
$
(10,724,406
)
|
$
13,633,823
|
|
|
|
|
|
Basic net (loss)
income per common share
|
$
(0.02
)
|
$
0.02
|
$
(0.05
)
|
$
0.07
|
|
|
|
|
|
Diluted net (loss)
income per common share
|
$
(0.02
)
|
$
0.01
|
$
(0.05
)
|
$
0.07
|
|
|
|
|
|
Weighted average
number of common shares outstanding used in computing basic net
(loss) income per common share
|
206,487,984
|
197,238,056
|
205,724,321
|
197,175,316
|
|
|
|
|
|
Weighted average
number of common shares outstanding used in computing diluted net
(loss) income per common share
|
206,487,984
|
202,711,616
|
205,724,321
|
200,430,824
|
|
Three Months
Ended December 31,
|
Six Months Ended
December 31,
|
||
|
2018
|
2017
|
2018
|
2017
|
|
|
|
|
|
Net (loss)
income
|
$
(5,042,350
)
|
$
3,030,193
|
$
(10,724,406
)
|
$
13,633,823
|
|
|
|
|
|
Other comprehensive
income :
|
|
|
|
|
Unrealized gain on
available-for-sale investments
|
-
|
153
|
-
|
590
|
|
|
|
|
|
Total comprehensive
(loss) income
|
$
(5,042,350
)
|
$
3,030,346
|
$
(10,724,406
)
|
$
13,634,413
|
|
|
|
|
|
Additional
|
|
|
|
Preferred Stock
|
Common Stock
|
Paid-in
|
Accumulated
|
|
||
|
Shares
|
Amount
|
Shares
|
Amount
|
Capital
|
Deficit
|
Total
|
Balance,
September 30, 2018
|
4,030
|
$
40
|
203,032,129
|
$
2,030,321
|
$
360,370,494
|
$
(337,227,962
)
|
$
25,172,893
|
Stock-based
compensation
|
-
|
-
|
-
|
-
|
978,794
|
-
|
978,794
|
Sale of common
stock , net of costs
|
-
|
-
|
31,300
|
313
|
30,048
|
-
|
30,361
|
Net
loss
|
-
|
-
|
-
|
-
|
-
|
(5,042,350
)
|
(5,042,350
)
|
Balance,
December 31, 2018
|
4,030
|
$
40
|
203,063,429
|
$
2,030,634
|
$
361,379,336
|
$
(342,270,312
)
|
$
21,139,698
|
|
|
|
|
|
Additional
|
|
|
|
Preferred Stock
|
Common
Stock
|
Paid-in
|
Accumulated
|
|
||
|
Shares
|
Amount
|
Shares
|
Amount
|
Capital
|
Deficit
|
Total
|
Balance, June
30, 2018
|
4,030
|
$
40
|
200,554,205
|
$
2,005,542
|
$
357,005,233
|
$
(332,045,906
)
|
$
26,964,909
|
Cumulative
effect of accounting change
|
-
|
-
|
-
|
-
|
-
|
500,000
|
500,000
|
Stock-based
compensation
|
-
|
-
|
319,817
|
3,198
|
2,209,181
|
-
|
2,212,379
|
Sale of common
stock , net of costs
|
-
|
-
|
2,256,445
|
22,564
|
2,230,244
|
-
|
2,252,808
|
Withholding
taxes related to restricted stock units
|
-
|
-
|
(67,038
)
|
(670
)
|
(65,322
)
|
-
|
(65,992
)
|
Net
loss
|
-
|
-
|
-
|
-
|
-
|
(10,724,406
)
|
(10,724,406
)
|
Balance,
December 31, 2018
|
4,030
|
$
40
|
203,063,429
|
$
2,030,634
|
$
361,379,336
|
$
(342,270,312
)
|
$
21,139,698
|
|
|
|
Additional
|
Accumulated
Other Comprehensive
|
|
|
||
|
Preferred
Stock
|
Common
Stock
|
Paid-in
|
Income
|
Accumulated
|
|
||
|
Shares
|
Amount
|
Shares
|
Amount
|
Capital
|
(Loss)
|
Deficit
|
Total
|
Balance, September 30,
2017
|
4,030
|
$
40
|
184,393,007
|
$
1,843,930
|
$
350,276,851
|
$
(153
)
|
$
(346,144,990
)
|
$
5,975,678
|
Stock-based
compensation
|
-
|
-
|
-
|
-
|
620,029
|
-
|
-
|
620,029
|
Warrant
exercises
|
-
|
-
|
10,980,232
|
109,802
|
(109,802
)
|
-
|
-
|
-
|
Unrealized gains on
investments
|
-
|
-
|
-
|
-
|
-
|
153
|
-
|
153
|
Net income
|
-
|
-
|
-
|
-
|
-
|
-
|
3,030,193
|
3,030,193
|
Balance, December 31,
2017
|
4,030
|
$
40
|
195,373,239
|
$
1,953,732
|
$
350,787,078
|
$
-
|
$
(343,114,797
)
|
$
9,626,053
|
|
|
|
Additional
|
Accumulated
Other Comprehensive
|
|
|
||
|
Preferred
Stock
|
Common
Stock
|
Paid-in
|
Income
|
Accumulated
|
|
||
|
Shares
|
Amount
|
Shares
|
Amount
|
Capital
|
(Loss)
|
Deficit
|
Total
|
Balance, June 30,
2017
|
4,030
|
$
40
|
160,515,361
|
$
1,605,153
|
$
349,974,538
|
$
(590
)
|
$
(356,743,785
)
|
$
(5,164,644
)
|
Cumulative effect of accounting
change
|
-
|
-
|
-
|
-
|
4,835
|
-
|
(4,835
)
|
-
|
Stock-based
compensation
|
-
|
-
|
75,071
|
751
|
1,041,149
|
-
|
-
|
1,041,900
|
Warrant
exercises
|
-
|
-
|
34,782,807
|
347,828
|
(233,444
)
|
-
|
-
|
114,384
|
Unrealized gains on
investments
|
-
|
-
|
-
|
-
|
-
|
590
|
-
|
590
|
Net income
|
-
|
-
|
-
|
-
|
-
|
-
|
13,633,823
|
13,633,823
|
Balance, December 31,
2017
|
4,030
|
$
40
|
195,373,239
|
$
1,953,732
|
$
350,787,078
|
-
|
$
(343,114,797
)
|
$
9,626,053
|
|
Six Months Ended
December 31,
|
|
|
2018
|
2017
|
CASH FLOWS FROM
OPERATING ACTIVITIES:
|
|
|
Net
(loss) income
|
$
(10,724,406
)
|
$
13,633,823
|
Adjustments
to reconcile net (loss) income to net cash
|
|
|
used
in operating activities:
|
|
|
Depreciation and
amortization
|
27,882
|
28,886
|
Non-cash interest
expense
|
39,462
|
104,108
|
Stock-based
compensation
|
2,212,379
|
1,041,900
|
Deferred income tax
benefit
|
-
|
(500,000
)
|
Changes in
operating assets and liabilities:
|
|
|
Accounts
receivable
|
-
|
15,116,822
|
Prepaid expenses
and other assets
|
(21,459
)
|
(277,283
)
|
Accounts
payable
|
(1,603,793
)
|
(847,600
)
|
Accrued
expenses
|
(1,001,976
)
|
(4,968,942
)
|
Deferred
revenue
|
-
|
(25,002,344
)
|
Other
liabilities
|
42,948
|
112,174
|
Net cash used in
operating activities
|
(11,028,963
)
|
(1,558,456
)
|
|
|
|
CASH FLOWS FROM
INVESTING ACTIVITIES:
|
|
|
Proceeds from
maturity of investments
|
-
|
250,000
|
Purchases of
property and equipment
|
-
|
(9,500
)
|
Net cash provided
by investing activities
|
-
|
240,500
|
|
|
|
CASH FLOWS FROM
FINANCING ACTIVITIES:
|
|
|
Payments on capital
lease obligations
|
-
|
(14,324
)
|
Payment of
withholding taxes related to restricted
|
|
|
stock
units
|
(65,992
)
|
(24,380
)
|
Payment on notes
payable obligations
|
(4,500,000
)
|
(4,000,000
)
|
Proceeds from the
exercise of common stock warrants
|
-
|
114,384
|
Proceeds from the
sale of common stock,
|
|
|
net of
costs
|
2,252,808
|
-
|
Net cash used in
financing activities
|
(2,313,184
)
|
(3,924,320
)
|
|
|
|
NET DECREASE IN
CASH AND CASH EQUIVALENTS
|
(13,342,147
)
|
(5,242,276
)
|
|
|
|
CASH AND CASH
EQUIVALENTS, beginning of period
|
38,000,171
|
40,200,324
|
|
|
|
CASH AND CASH
EQUIVALENTS, end of period
|
$
24,658,024
|
$
34,958,048
|
|
|
|
SUPPLEMENTAL CASH
FLOW INFORMATION:
|
|
|
Cash paid for
interest
|
$
260,890
|
$
632,185
|
Cash paid for
income taxes
|
-
|
500,000
|
|
Balance
at
June
30,
2018
|
Net
Adjustment
|
Balance
at
July
1,
2018
|
Deferred
revenue
|
$
500,000
|
$
(500,000
)
|
$
-
|
Accumulated
deficit
|
(332,045,906
)
|
500,000
|
(331,545,906
)
|
|
December
31,
2018
|
June
30,
2018
|
Clinical study
costs
|
$
175,915
|
$
145,994
|
Insurance
premiums
|
19,366
|
42,605
|
Other
|
339,866
|
325,089
|
|
$
535,147
|
$
513,688
|
|
Carrying Value
|
Quoted prices in
active markets
(Level 1)
|
Other quoted/observable inputs (Level 2)
|
Significant unobservable inputs
(Level 3)
|
December
31, 2018:
|
|
|
|
|
Money
market account
|
$
24,466,104
|
$
24,466,104
|
$
-
|
$
-
|
June
30, 2018:
|
|
|
|
|
Money
market account
|
$
37,808,099
|
$
37,808,099
|
$
-
|
$
-
|
|
December
31,
2018
|
June
30,
2018
|
Clinical study
costs
|
$
324,969
|
$
983,410
|
Other research
related expenses
|
351,025
|
590,236
|
Professional
services
|
74,830
|
297,731
|
Severance
|
349,854
|
115,362
|
Other
|
367
|
116,282
|
|
$
1,101,045
|
$
2,103,021
|
|
December
31,
2018
|
June
30,
2018
|
Notes payable under
venture loan
|
$
2,333,333
|
$
6,333,334
|
Unamortized related
debt discount
|
(8,257
)
|
(33,535
)
|
Unamortized debt
issuance costs
|
(3,953
)
|
(18,138
)
|
Notes
payable
|
2,321,123
|
6,281,661
|
|
|
|
Less: current
portion
|
2,321,123
|
5,948,763
|
|
|
|
Long-term
portion
|
$
-
|
$
332,898
|
|
Number of
Shares
|
Weighted Average
Exercise Price
|
Weighted Average
Remaining Term in Years
|
Aggregate
Intrinsic Value
|
|
|
|
|
|
Outstanding - July
1, 2018
|
12,775,462
|
$
0.76
|
7.7
|
|
|
|
|
|
|
Granted
|
-
|
-
|
|
|
Forfeited
|
(133,851
)
|
0.53
|
|
|
Expired
|
(129,150
)
|
1.77
|
|
|
|
|
|
|
|
Outstanding -
December 31, 2018
|
12,512,461
|
$
0.75
|
7.2
|
$
1,171,032
|
|
|
|
|
|
Exercisable at
December 31, 2018
|
6,837,011
|
$
0.77
|
6.0
|
$
544,282
|
|
|
|
|
|
Expected to vest at
December 31, 2018
|
5,675,450
|
$
0.73
|
8.7
|
$
626,750
|
|
Number of RSUs
|
Outstanding at July
1, 2018
|
9,323,876
|
Granted
|
-
|
Forfeited
|
(178,851
)
|
Vested
|
(319,817
)
|
Outstanding at
December 31, 2018
|
8,825,208
|
Exhibit Number
|
Description
|
Filed Herewith
|
Form
|
Filing Date
|
SEC File No.
|
Certification
of Chief Executive Officer.
|
X
|
|
|
|
|
Certification
of Chief Financial Officer.
|
X
|
|
|
|
|
Certification
of principal executive officer pursuant to 18 U.S.C. Section 1350,
as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
|
X
|
|
|
|
|
Certification
of principal financial officer pursuant to 18 U.S.C. Section 1350,
as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
|
X
|
|
|
|
|
101.INS
|
XBRL
Instance Document.
|
X
|
|
|
|
101.SCH
|
XBRL
Taxonomy Extension Schema Document.
|
X
|
|
|
|
101.CAL
|
XBRL
Taxonomy Extension Calculation Linkbase Document.
|
X
|
|
|
|
101.LAB
|
XBRL
Taxonomy Extension Label Linkbase Document.
|
X
|
|
|
|
101.PRE
|
XBRL
Taxonomy Extension Presentation Linkbase Document.
|
X
|
|
|
|
101.DEF
|
XBRL
Taxonomy Extension Definition Linkbase Document.
|
X
|
|
|
|
|
|
Palatin Technologies, Inc.
|
|
|
|
(Registrant)
|
|
|
|
|
|
|
|||
|
|||
|
|
/s/
Carl Spana
|
|
Date:
February 11, 2019
|
|
Carl
Spana, Ph.D.
President
and
Chief
Executive Officer (Principal
Executive
Officer)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
/s/
Stephen T. Wills
|
|
Date:
February 11, 2019
|
|
Stephen
T. Wills, CPA, MST
Executive
Vice President, Chief Financial Officer and Chief Operating
Officer
(Principal
Financial and Accounting Officer)
|
|
1 Year Palatin Technologies Chart |
1 Month Palatin Technologies Chart |
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