Unassociated Document
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Form
6-K
Report
of Foreign Private Issuer
Pursuant
to Rule 13a-16 or 15d-16
of
the Securities Exchange Act of 1934
For the
month of April, 2009
Commission
File Number: 000-51310
XTL Biopharmaceuticals
Ltd.
(Translation
of registrant's name into English)
Kiryat
Weizmann Science Park
3
Hasapir Street, Building 3, PO Box 370
Rehovot 76100,
Israel
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual reports under
cover Form 20-F or Form 40-F.
Form
20-F x Form
40-F o
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(1): ____
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(7): ____
Indicate
by check mark whether by furnishing the information contained in this Form, the
registrant is also thereby furnishing the information to the Commission pursuant
to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes o No x
If “Yes”
is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82- N/A
XTL
Biopharmaceuticals Announces Financial Results
for
the Year Ended December 31, 2008
Rehovot, Israel, April 6, 2009
- XTL Biopharmaceuticals Ltd. (NASDAQ: XTLB; TASE: XTL), a company
engaged in the acquisition, development and commercialization of therapeutics
for the treatment of multiple myeloma and hepatitis C, announced today its
financial results for the year ended December 31, 2008.
At
December 31, 2008, the Company had cash, cash equivalents and short-term bank
deposits of $2.9 million, compared to $13.0 million at December 31, 2007. The
decrease of $10.1 million during the year ended December 31, 2008 was
attributable primarily to operating expenditures associated with the Company’s
Bicifadine clinical program and, to a certain extent, to the preclinical
hepatitis C program, which was out-licensed to Presidio Pharmaceuticals, Inc.,
or Presidio, in 2008, offset by the $5.94 million non-refundable license
payments received from Presidio.
The loss
for the year ended December 31, 2008 was $9.2 million, or $0.03 per ordinary
share, compared to a loss of $24.9 million, or $0.11 per ordinary share, for the
year ended December 31, 2007, representing a decrease in net loss of $15.7
million. The decreased loss was primarily attributable to a $7.4 million
decrease in research and development costs, the recognition in the 2008 period
of the $5.94 million non-refundable license fee received from Presidio and the
reversal of $1.6 million in transaction advisory fees in the form of stock
appreciation rights associated with the in-licensing of Bicifadine in 2008 that
was recorded in 2007. The transaction advisory fee in the form of a SAR is
revalued, based on the then current fair value, at each subsequent reporting
date. For the years ended December 31, 2008 and 2007, the Company’s losses of
$9.2 million and $24.9 million, respectively, included $1.9 million and $1.9
million, respectively, of non-cash stock option compensation
expense.
The
Company also announced today that in its Annual Report on Form 20-F for the year
ended December 31, 2008, the Company's independent registered public accounting
firm expresses an unqualified opinion on the December 31, 2008 consolidated
financial statements and will include an explanatory paragraph expressing
substantial doubt about the Company's ability to continue as a going
concern.
David
Grossman, co-Chief Executive Officer of XTL, commented, “2008 was a
disappointing year for XTL with the failure of the Phase 2b Bicifadine clinical
program in November 2008.” Mr. Grossman added, “In March 2009, we
announced the acquisition, subject to certain closing conditions including a
financing, of the rights for recombinant EPO, or rHuEPO, as a potential
treatment for multiple myeloma, a severe and incurable blood cancer. We are
excited about this opportunity and look forward to embarking on a clinical trial
with rHuEPO for the treatment of multiple myeloma in the near
term.”
ABOUT
XTL BIOPHARMACEUTICALS LTD.
XTL
Biopharmaceuticals Ltd. (“XTL”) is engaged in the acquisition, development and
commercialization of therapeutics for the treatment of multiple myeloma and
hepatitis C. XTL will be developing rHuEPO for the treatment of multiple
myeloma. XTL is publicly traded on the NASDAQ and Tel-Aviv Stock Exchanges
(NASDAQ: XTLB; TASE: XTL).
Contact:
David
Grossman, co-Chief Executive Officer
Tel:
+972-8-930-4411
Cautionary
Statement
Some
of the statements included in this press release, particularly those
anticipating future business prospects growth and operating strategies and
similar matters, may be forward-looking statements that involve a number of
risks and uncertainties. For those statements, we claim the protection of the
safe harbor for forward-looking statements contained in the Private Securities
Litigation Reform Act of 1995. Among the factors that could cause our actual
results to differ materially include: our ability to maintain our Nasdaq Stock
Market listing; our ability to raise additional capital in order to continue to
fund our operations and the development of our drug candidates; our ability to
successfully close the transaction with Bio-Gal Ltd.; our ability to
successfully find successful merger or in-licensing opportunities; and other
risk factors identified from time to time in our reports filed with the
Securities and Exchange Commission, including our annual report on Form 20-F
filed with the Securities and Exchange Commission on March 27, 2008. Any
forward-looking statements set forth in this press release speak only as of the
date of this press release. We do not intend to update any of these
forward-looking statements to reflect events or circumstances that occur after
the date hereof. This press release and prior releases are available at
http://www.xtlbio.com. The information in our website is not incorporated by
reference into this press release and is included as an inactive textual
reference only.
XTL
Biopharmaceuticals Ltd.
Selected
Consolidated Financial Data
(Thousands
of US Dollars, Except Share and Per Share Data)
Statements
of Operations Information:
|
|
Year
ended December 31,
|
|
|
|
|
|
|
|
|
|
|
(unaudited)
|
|
|
|
|
License
Revenue
|
|
|
5,940 |
|
|
|
907 |
|
Cost of license revenues
(with respect to royalties)
|
|
|
-- |
|
|
|
110 |
|
Gross
margin
|
|
|
5,940 |
|
|
|
797 |
|
Research and development costs
(includes $7,500 initial upfront license fee in 2007 and also
includes non-cash stock option
compensation of $78 and $141, in 2008 and 2007,
respectively)
|
|
|
11,490 |
|
|
|
18,998 |
|
Less
- participations
|
|
|
-- |
|
|
|
56 |
|
|
|
|
11,490 |
|
|
|
18,942 |
|
General and administrative
expenses (includes non-cash stock option compensation of $1,735 and
$1,784, in 2008 and 2007,
respectively)
|
|
|
5,143 |
|
|
|
5,582 |
|
|
|
|
|
|
|
|
|
|
Business development
costs (includes stock appreciation rights compensation (income) of
($1,553) and 1,560 in 2008
and 2007, respectively and also includes non-cash stock option
compensation of $85 and $22, in 2008 and 2007, respectively)
|
|
|
(1,102 |
) |
|
|
2,008 |
|
Operating
loss
|
|
|
9,591 |
|
|
|
25,735 |
|
Financial and other income,
net
|
|
|
314 |
|
|
|
590 |
|
Loss
before income taxes
|
|
|
9,277 |
|
|
|
25,145 |
|
Income
taxes
|
|
|
(31 |
) |
|
|
(206 |
) |
Loss
for the period
|
|
|
9,246 |
|
|
|
24,939 |
|
Basic
and diluted loss per ordinary share
|
|
$ |
0.03 |
|
|
$ |
0.11 |
|
Weighted
average number of shares used in computing basic and diluted loss per
ordinary share
|
|
|
292,769,320 |
|
|
|
228,492,818 |
|
Balance
Sheet Information:
|
December
31,
|
|
|
|
|
|
(unaudited)
|
|
|
Cash,
cash equivalents, and bank deposits
|
2,924
|
|
12,977
|
Working
capital
|
1,385
|
|
8,532
|
Total
assets
|
3,430
|
|
14,127
|
Accumulated
deficit
|
(149,108)
|
|
(139,862)
|
Total
shareholders’ equity
|
1,426
|
|
8,564
|
*
Condensed from audited financial statements.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
|
XTL
BIOPHARMACEUTICALS LTD. |
|
|
|
|
|
Date:
April 6, 2009
|
By:
|
/s/ David
Grossman |
|
|
|
David
Grossman |
|
|
|
Co-Chief
Executive Officer |
|
|
|
|
|