FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
REPORT OF FOREIGN ISSUER
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of March 2006
AETERNA ZENTARIS INC.
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1405, boul. du Parc-Technologique
Quebec, Quebec
Canada, G1P 4P5
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports
under cover of Form 20-F or Form 40-F.
Form 20-F Form 40-F X
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Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934
Yes No X
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If "Yes" is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82-
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DOCUMENTS INDEX
DOCUMENTS DESCRIPTION
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1. Press release dated March 1, 2006: AEterna Zentaris Reports 2005 Fourth
Quarter and Full-Year Financial and Operating Results
[AETERNA ZENTARIS LOGO]
AETERNA ZENTARIS INC. 1405 du Parc-Technologique Blvd.
Quebec (Quebec) Canada G1P 4P5 T 418 652-8525 F 418 652-0881
www.aeternazentaris.com
PRESS RELEASE
For immediate release
AETERNA ZENTARIS REPORTS 2005 FOURTH QUARTER AND FULL-YEAR
FINANCIAL AND OPERATING RESULTS
COMPANY HIGHLIGHTS SIGNIFICANT MILESTONES IN 2005 AND RECENT ACHIEVEMENTS
ALL AMOUNTS ARE IN U.S. DOLLARS
FULL-YEAR 2005 HIGHLIGHTS
CONSOLIDATED FINANCIAL RESULTS
- Revenues increased by 38% to $247.4 million, compared to $179.2
million in 2004;
- R&D net of tax credits and grants of $27 million, compared to $23.3
million in 2004;
- Earnings from operations of $14.4 million, compared to $13.2 million
in 2004;
- Net earnings of $10.6 million, compared to a net loss of $4.4 million
in 2004;
- Cash and short-term investments of $52.7 million as of December 31,
2005; and
- Change of reporting currency to U.S. dollars.
PRODUCT DEVELOPMENT PIPELINE ADVANCEMENTS
- Cetrorelix: Initiation of pivotal clinical program in endometriosis by
partner, Solvay and Phase 2 trial in benign prostate hyperplasia (BPH)
by partner, Shionogi/Nippon Kayaku;
- Ozarelix: Initiation of Phase 2 trials for BPH and prostate cancer in
Europe sponsored by partner, Spectrum -- completion of patient
recruitment for both studies ahead of schedule and initiation of Phase
1/2 trial for prostate cancer in the U.S.; and
- Perifosine: Initiation of a Phase 2 trial in non-small cell lung
cancer in Europe, disclosure of positive Phase 2 trial results in
prostate cancer by partner, Keryx, and initiation of multiple Phase
1/2 trials for multiple cancers by partner, Keryx.
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CORPORATE AFFAIRS
- AEterna Zentaris: Acquisition of Echelon Biosciences Inc., U.S.; and
- Subsidiary, Atrium: Successful IPO (TSX: ATB.sv), as well as two
accretive acquisitions -- MultiChem (Canada) and Douglas (U.S.).
QUEBEC CITY, CANADA, MARCH 1, 2006 - AEterna Zentaris Inc. (TSX: AEZ; NASDAQ:
AEZS) today reported financial and operating results for the fourth quarter and
full year ended December 31, 2005. Consolidated revenues for the fourth quarter
2005 were $72.5 million, an increase of 65% compared to total revenues of $43.9
million for the same period in 2004. Consolidated R&D expenses net of tax
credits amounted to $8.3 million for the fourth quarter of 2005 compared to $5.8
million for the same period in 2004.
Consolidated net earnings from operations for the fourth quarter 2005 were $3.5
million, compared to $0.9 million for the same period in 2004. The Company's
consolidated net earnings were $0.9 million for the fourth quarter of 2005, or
$0.02 per share, compared to a net loss of $2 million, or $0.04 per share for
the same period in 2004. The consolidated cash and short-term investments were
$52.7 million for the period ended December 31, 2005.
CONSOLIDATED RESULTS FOR THE FULL YEAR ENDED DECEMBER 31, 2005
Consolidated revenues for the 12-month period ended December 31, 2005 increased
by 38% to $247.4 million, compared to $179.2 million for the same period in
2004. Consolidated R&D expenses net of tax credits were $27 million in 2005,
compared to $23.3 million for the same period in 2004 due to the Company's
advancements in its product pipeline with a particular effort on cetrorelix,
ozarelix, and perifosine.
The Company reported consolidated earnings from operations for the 12-month
period ended December 31, 2005 of $14.4 million, compared to $13.2 million for
the same period in 2004. Consolidated net earnings for the 12-month period ended
December 31, 2005 were $10.6 million, or $0.23 per share, compared to a net loss
of $4.4 million, or $0.10 per share, for the same period in 2004. The increase
of the net earnings is attributed to a gain on dilution of investments of $19
million related to the Initial Public Offering and the issuance of Subordinate
Voting Shares of the Company's subsidiary, Atrium Biotechnologies Inc. (TSX:
ATB.sv) during 2005. Excluding this $19 million gain on dilution that occurred,
the Company would have generated a consolidated net loss of $8.4 million or
$0.18 per share. As compared to last year's net loss of $4.4 million, this $4
million loss increase is mainly attributable to increased R&D expense, non-cash
stock-based compensation costs and interest expense.
"Over the past year, we made great strides in advancing our lead product
development candidates, cetrorelix, ozarelix and perifosine through the
pipeline. With our focused strategy in place, we are pleased to have launched,
alone or in collaboration with our partners, more than seven advanced-stage
clinical trials and will continue to aggressively advance our pipeline in 2006,"
said Gilles Gagnon, AEterna Zentaris' President and Chief Executive Officer.
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[AETERNA ZENTARIS LOGO]
Dennis Turpin, Vice President and Chief Financial Officer of AEterna Zentaris,
added: "With a controlled burn-rate, revenues from two marketed products and
strategic alliances, the recent conversion of all our convertible term loans, as
well as leverage from our stake in our profitable subsidiary Atrium, the Company
is financially sound and well positioned to carry on our focused business
strategy. Our consolidated cash and short-term position remains strong at $52.7
million as of December 31, 2005. In 2006, while maintaining a solid financial
position, we expect our R&D investment to increase, reflecting our commitment to
expand and advance our clinical-stage pipeline, in particular, the oncology
proprietary products."
RECENT ACHIEVEMENTS (EARLY 2006)
FINANCIAL
- Strategic shareholders: The Solidarity Fund QFL and SGF Sante Inc.,
exercised prematurely the right to convert the entirety of their term
loans into AEterna Zentaris common shares.
PRODUCT DEVELOPMENT PIPELINE ADVANCEMENTS
- Cetrorelix: Regained BPH rights from Solvay without financial
compensation payable; and
- Perifosine: Initiation of Phase 2, multi-center study for the
treatment of refractory multiple myeloma by partner, Keryx.
COMPANY OUTLOOK FOR 2006
- Cetrorelix: Continue to pursue late-stage clinical development
programs in endometriosis with partner, Solvay.
o Disclose results from Japanese Phase 2 trial in BPH with partner,
Shionogi/Nippon Kayaku.
o Initiate late-stage program for BPH in North America;
- Ozarelix: Disclose Phase 2 trial results in BPH and prostate cancer
with partner, Spectrum;
- Perifosine: Begin to disclose results from the extensive Phase I/2
trial program ongoing in monotherapy and combination therapy for
multiple forms of cancer with partner, Keryx, while completing patient
recruitment for the Company's current combination with radiotherapy
Phase 2 trial in non-small cell lung cancer;
- AN-152 cytotoxic-conjugate: Disclose results from Phase 1 trial in
gynaecological cancers in patients with confirmed LHRH-receptor;
- Tubulin inhibitors program: Initiate Phase 1 trial in cancer in the
U.S.;
- Additional accretive strategic alliances with selected partners.
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[AETERNA ZENTARIS LOGO]
"We believe, as we continue to focus our development efforts and commit our
resources to advancing our pipeline, we will become a late-stage
biopharmaceutical company with a clear focus on oncology and endocrinology
within the next 12 to 18 months. Additionally, our subsidiary, Atrium, has again
demonstrated its ability to execute its aggressive acquisition strategy and
continues to yield excellent year-over-year growth in all of its activity
sectors. It is our intention to continue to set the stage for our long-term
strategy of emerging as a fully-integrated, global specialty pharmaceutical
company," concluded Mr. Gagnon.
CONFERENCE CALL INFORMATION
Management will be hosting a conference call for the investment community
beginning at 10:30 a.m. Eastern Standard Time today, Wednesday, March 1, to
discuss 2005 fourth quarter and full-year financial and operating results
followed by a question and answer session.
To participate in the live conference call by telephone, please dial
514-807-8791, 416-640-4127 from Canada or 800-814-4941 from outside Canada.
Individuals interested in listening to the conference call on the Internet may
do so by visiting www.aeternazentaris.com. A replay will be available on the
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Company's Web site for 30 days.
ABOUT AETERNA ZENTARIS INC.
AEterna Zentaris Inc. is a growing global biopharmaceutical company focused on
oncology and endocrine therapy with proven expertise in drug discovery,
development and commercialization.
AEterna Zentaris also owns 48.4% of the equity of Atrium Biotechnologies Inc.
(TSX: ATB.sv) and 64.8% of its voting rights. Atrium is a developer,
manufacturer and marketer of science-based products for the cosmetics,
pharmaceutical, chemical and nutritional industries.
News releases and additional information are available at
www.aeternazentaris.com.
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FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements made pursuant to the safe
harbor provisions of the U.S. Securities Litigation Reform Act of 1995.
Forward-looking statements involve known and unknown risks and uncertainties,
which could cause the Company's actual results to differ materially from those
in the forward-looking statements. Such risks and uncertainties include, among
others, the availability of funds and resources to pursue R&D projects, the
successful and timely completion of clinical studies, the ability of the Company
to take advantage of business opportunities in the pharmaceutical industry,
uncertainties related to the regulatory process and general changes in economic
conditions. Investors should consult the Company's quarterly and annual filings
with the Canadian and U.S. securities commissions for additional information on
risks and uncertainties relating to the forward-looking statements. Investors
are cautioned not to rely on these forward-looking statements. The Company does
not undertake to update these forward-looking statements.
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[AETERNA ZENTARIS LOGO]
CONTACTS
MEDIA RELATIONS INVESTOR RELATIONS
Paul Burroughs Jenene Thomas
(418) 652-8525 ext. 406 (418) 655-6420 or (908) 996-3154
paul.burroughs@aeternazentaris.com jenene.thomas@aeternazentaris.com
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ATTACHMENT: Financial summary
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[AETERNA ZENTARIS LOGO]
(IN THOUSANDS OF US DOLLARS, EXCEPT SHARE AND PER SHARE DATA)
CONSOLIDATED RESULTS QUARTERS ENDED YEARS ENDED
DECEMBER 31, DECEMBER 31,
UNAUDITED 2005 2004 2005 2004
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$ $ $ $
REVENUES 72,501 43,891 247,389 179,212
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OPERATING EXPENSES
Cost of sales 46,565 25,916 156,365 103,367
Selling, general and administrative 12,252 9,456 42,037 32,422
R&D costs, net of tax credits and grants 8,279 5,803 26,971 23,332
Depreciation and amortization 1,938 1,802 7,604 6,898
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69,034 42,977 232,977 166,019
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EARNINGS FROM OPERATIONS 3,467 914 14,412 13,193
Interest income 514 291 1,601 1,044
Interest expense (2,719) (1,742) (9,785) (6,276)
Foreign exchange loss 105 (433) (263) (707)
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EARNINGS (LOSS) BEFORE THE FOLLOWING ITEMS 1,367 (970) 5,965 7,254
Current income taxes (646) (177) (5,149) (10,526)
Future income taxes (268) 327 (2,183) 4,160
Gain (loss) on dilution of investments 2,500 (81) 19,002 (485)
Non-controlling interest (2,017) (1,102) (7,064) (4,828)
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NET EARNINGS (LOSS) FOR THE PERIOD 936 (2,003) 10,571 (4,425)
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NET EARNINGS (LOSS) PER SHARE
Basic 0.02 (0.04) 0.23 (0.10)
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Diluted 0.02 (0.04) 0.22 (0.10)
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Weighted average number of shares
Basic 46,139,814 45,650,742 46,139,814 45,569,176
Diluted 46,379,336 46,124,784 46,459,131 45,986,629
Issued and outstanding shares 46,139,814 45,670,909
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[AETERNA ZENTARIS LOGO]
AS AT As at
CONSOLIDATED BALANCE SHEET DECEMBER 31, December 31,
UNAUDITED 2005 2004
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$ $
Cash and short-term investments 52,705 48,328
Other current assets 108,998 72,083
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161,703 120,411
Long term assets 263,835 170,128
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Total assets 425,538 290,539
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Current liabilities 62,201 60,120
Long-term debt 135,743 53,457
Other long-term liabilities 53,532 47,961
Non-controlling interest 64,531 28,925
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316,007 190,463
Shareholders' equity 109,531 100,076
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Total liabilities and shareholders' equity 425,538 290,539
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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, thereunto duly authorized.
AETERNA ZENTARIS INC.
Date: March 2, 2006 By: /s/ Mario Paradis
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Mario Paradis
Senior Finance Director and
Corporate Secretary