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 15, 2007
Senesco Technologies, Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware |
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001-31326 |
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84-1368850 |
(State or Other
Jurisdiction |
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(Commission File Number) |
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(IRS Employer Identification No.) |
303 George Street, Suite 420, New Brunswick, New Jersey |
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08901 |
(Address of Principal Executive Offices) |
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(Zip Code) |
(732) 296-8400 |
(Registrants telephone number, including area code) |
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Not applicable (Former Name or Former Address, if Changed Since Last Report) |
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Check the appropriate box below if the Form 8-K 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 February 15, 2007, Senesco Technologies, Inc., a Delaware corporation (the Company), issued a press release to report the Companys financial results for the three month period ended December 31, 2006. The full text of the press release is attached to this current report on Form 8-K as Exhibit 99.1.
The information in this Form 8-K shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934 (the Exchange Act) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 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.
Exhibit No. |
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Description |
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99.1 |
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Press Release of Senesco Technologies, Inc. dated |
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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.
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SENESCO TECHNOLOGIES, INC. |
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Dated: February 15, 2007 |
By: |
/s/ Bruce Galton |
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Name: |
Bruce Galton |
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Title: |
President and Chief Executive Officer |
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Exhibit 99.1
Company Contact: |
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Investor Relations Contact: |
Senesco Technologies, Inc. |
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Lippert/Heilshorn & Associates |
Bruce Galton |
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Kim Sutton Golodetz |
Chief Executive Officer |
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(kgolodetz@lhai.com) |
(bgalton@senesco.com) |
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212-838-3777 |
(732) 296-8400 |
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SENESCO TECHNOLOGIES REPORTS SECOND QUARTER
FISCAL 2007 FINANCIAL RESULTS
NEW BRUNSWICK, N.J. (February 15, 2007) Senesco Technologies, Inc. (Senesco or the Company) (AMEX: SNT) reported financial results for the three month period ended December 31, 2006.
The net loss for the three month period ended December 31, 2006 was $1,135,637, or $0.07 per share, compared with a net loss of $914,009, or $0.06 per share, for the three month period ended December 31, 2005. This increase in net loss was primarily the result of increased stock-based compensation included in general and administrative expenses, which was partially offset by a decrease in research and development expenses and an increase in revenue.
The Company reported revenues of $181,250 during the three month period ended December 31, 2006, compared with $12,500 during the three month period ended December 31, 2005. Revenue during the three month period ended December 31, 2006 consisted of initial payments and the amortized portion of previous milestone payments received in connection with certain development and license payments. Revenue during the three month period ended December 31, 2005 consisted of the amortized portion of previous milestone payments.
Research and development expenses for the three month period ended December 31, 2006 were $239,395, compared with $405,439 for the three month period ended December 31, 2005. This decrease was primarily the result of the timing of various human health research programs in the application of Senescos technology, as certain programs ended while new ones had not yet begun as well as a decrease in stock-based compensation.
General and administrative expenses for the three month period ended December 31, 2006 were $1,103,594, compared with $548,742 for the three month period ended December 31, 2005. This increase was primarily due to an increase in stock-based compensation in connection with a financial advisory agreement entered into during the three month period ended December 31, 2006.
As of December 31, 2006, Senesco had cash, cash equivalents and investments of $1,979,588 and working capital of $1,718,382.
During the quarter, the Company converted its development agreement with ArborGen, LLC. into a commercial license agreement for the development and commercialization of certain species of trees. The Company also entered into a license agreement with Bayer CropScience GmbH for the development and commercialization of Canola. The Company now has six
license agreements and one joint venture in agriculture.
About Senesco Technologies, Inc.
Senesco has initiated preclinical research to trigger or delay cell death in mammals (apoptosis) to determine if its technology is applicable in human medicine. Accelerating apoptosis may have applications to the development of cancer treatments. Delaying apoptosis may have applications to certain diseases such as glaucoma, ischemia and arthritis, among others. Senesco takes its name from the scientific term for the aging of plant cells: senescence. The Company has developed technology that regulates the onset of cell death. Delaying cell breakdown in plants extends freshness after harvesting, while increasing crop yields, plant size and resistance to environmental stress for flowers, fruits and vegetables. In addition to its human health research programs, the Company believes that its technology can be used to develop superior strains of crops without any modification other than delaying natural plant senescence. Senesco has partnered with leading-edge companies engaged in agricultural biotechnology and earns research and development fees for applying its gene-regulating platform technology to enhance its partners products. Senesco is headquartered in New Brunswick, N.J.
Certain statements included in this press release are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Actual results could differ materially from such statements expressed or implied herein as a result of a variety of factors, including, but not limited to: the development of the Companys gene technology; the approval of the Companys patent applications; the successful implementation of the Companys research and development programs and joint ventures; the success of the Companys license agreements; the successful conversion of the Companys letter of intent into a license agreement; the acceptance by the market of the Companys products; success of the Companys preliminary studies and preclinical research; competition and the timing of projects and trends in future operating performance, as well as other factors expressed from time to time in the Companys periodic filings with the Securities and Exchange Commission (the SEC). As a result, this press release should be read in conjunction with the Companys periodic filings with the SEC. The forward-looking statements contained herein are made only as of the date of this press release, and the Company undertakes no obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances.
(Tables to follow)
SENESCO TECHNOLOGIES, INC. AND SUBSIDIARY
(A DEVELOPMENT STAGE COMPANY)
CONDENSED CONSOLIDATED BALANCE SHEETS
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December 31, |
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June 30, |
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2006 |
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2006 |
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(unaudited) |
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ASSETS |
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CURRENT ASSETS: |
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Cash and cash equivalents |
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$ |
379,588 |
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$ |
318,473 |
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Short-term investments |
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1,600,000 |
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850,000 |
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Accounts receivable |
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75,000 |
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Prepaid expenses and other current assets |
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64,819 |
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139,584 |
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Total Current Assets |
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2,119,407 |
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1,308,057 |
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Property and equipment, net |
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9,352 |
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10,318 |
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Intangibles, net |
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2,478,586 |
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2,209,796 |
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Security deposit |
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7,187 |
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7,187 |
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TOTAL ASSETS |
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$ |
4,614,532 |
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$ |
3,535,358 |
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LIABILITIES AND STOCKHOLDERS EQUITY |
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CURRENT LIABILITIES: |
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Accounts payable |
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$ |
130,577 |
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$ |
77,695 |
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Accrued expenses |
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241,281 |
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329,884 |
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Deferred revenue |
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29,167 |
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41,667 |
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Total Current Liabilities |
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401,025 |
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449,246 |
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Grant payable |
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99,728 |
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99,728 |
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Other liability |
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31,807 |
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34,418 |
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TOTAL LIABILITIES |
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532,560 |
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583,392 |
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STOCKHOLDERS EQUITY: |
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Preferred stock, $0.01 par value; authorized 5,000,000 shares, no shares issued |
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Common stock, $0.01 par value; authorized 60,000,000 shares, issued and outstanding 17,473,694 and 15,477,388 |
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174,737 |
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154,774 |
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Capital in excess of par |
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28,013,180 |
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25,167,035 |
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Deficit accumulated during the development stage |
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(24,105,945 |
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(22,369,843 |
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TOTAL STOCKHOLDERS EQUITY |
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4,081,972 |
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2,951,966 |
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TOTAL LIABILITIES AND STOCKHOLDERS EQUITY |
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$ |
4,614,532 |
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$ |
3,535,358 |
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SENESCO TECHNOLOGIES, INC. AND SUBSIDIARY
(A DEVELOPMENT STAGE COMPANY)
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
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For the Three |
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For the Three |
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For the Six |
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For the Six |
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From Inception |
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Revenue |
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$ |
181,250 |
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$ |
12,500 |
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$ |
262,500 |
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$ |
25,000 |
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$ |
680,833 |
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Operating Expenses: |
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General and administrative |
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1,103,594 |
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548,742 |
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1,486,879 |
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1,071,191 |
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18,508,393 |
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Research and development |
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239,395 |
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405,439 |
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548,743 |
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824,980 |
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7,533,591 |
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Total Operating Expenses |
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1,342,989 |
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954,181 |
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2,035,622 |
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1,896,171 |
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26,041,984 |
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Loss From Operations |
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(1,161,739 |
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(941,681 |
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(1,773,122 |
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(1,871,171 |
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(25,361,151 |
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Sale of state income tax loss, net |
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586,442 |
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Other noncash income |
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321,259 |
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Interest income, net |
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26,102 |
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27,672 |
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37,020 |
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60,040 |
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347,505 |
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Net Loss |
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$ |
(1,135,637 |
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$ |
(914,009 |
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$ |
(1,736,102 |
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$ |
(1,811,131 |
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$ |
(24,105,945 |
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Basic and Diluted Net Loss Per Common Share |
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$ |
(0.07 |
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$ |
(0.06 |
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$ |
(0.11 |
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$ |
(0.12 |
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Basic and Diluted Weighted Average Number of Common Shares Outstanding |
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17,257,791 |
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15,467,388 |
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16,369,220 |
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15,467,388 |
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