SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For Quarter Ended March 31, 1995 Commission file number 0-3390 UNIMED PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) DELAWARE 22-1685346 (State or other (I.R.S. Employer jurisdiction of incorporation or Identification Number) organization) 2150 E. Lake Cook Rd., Buffalo Grove, Illinois 60089 (Address of principal executive (Zip Code) offices) Registrant's telephone number (708) 541-2525 including area code Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days: Yes X No. Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the close of the period covered by this report: Title of each class Number of shares outstanding Common Stock 6,127,161 ($.25 par value) UNIMED PHARMACEUTICALS, INC. AND SUBSIDIARIES Page Number PART I. Financial Information ITEM 1. Financial Statements Consolidated Balance Sheets 3 Consolidated Statements of 5 Operations Consolidated Statements of 6 Cash Flows Notes to Consolidated 7 Financial Statements ITEM 2. Management's Discussion and 8 Analysis of Results of Operations and Financial Condition PART II. Other Information 11 SIGNATURE PAGE 12 PART I - FINANCIAL INFORMATION Item 1 - Financial Statements UNIMED PHARMACEUTICALS, INC. AND SUBSIDIARIES Consolidated Balance Sheets (Unaudited) March 31, December 31, 1995 1994 ASSETS Current assets: Cash and cash equivalents $ 6,290,696 $ 6,101,093 Short-term investments 508,264 511,363 Receivables: Trade 964,392 1,086,298 Other 80,543 61,947 Total receivables 1,044,935 1,148,245 Inventories 4,937,550 2,433,561 Prepaid expenses 292,873 338,412 Total current assets 13,074,318 10,532,674 Leasehold improvements and equipment 2,021,937 2,032,546 Less accumulated depreciation and 979,971 934,916 amortization Net 1,041,966 1,097,630 Other 306,729 174,477 Total assets $ 14,423,013 $ 11,804,781 See accompanying notes to consolidated financial statements. Item 1 - Financial Statements UNIMED PHARMACEUTICALS, INC. AND SUBSIDIARIES Consolidated Balance Sheets (Unaudited) March 31, December 31, 1995 1994 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 70,594 $ 90,107 Accrued liabilities 325,938 352,234 Income taxes payable - - - 9,963 Due to Roxane 4,443,653 1,881,916 Total current liabilities 4,840,185 2,334,220 Stockholders' equity: Common stock, $.25 par value; authorized 12,000,000 shares; issued and outstanding: 6,127,161 1,531,790 1,531,790 Additional paid-in capital 17,052,661 17,052,661 Accumulated deficit (9,042,690) (9,152,931) Accumulated foreign currency translation 41,067 39,041 adjustment Total stockholders' equity 9,582,828 9,470,561 Total liabilities and stockholders' $ 14,423,013 $ 11,804,781 equity See accompanying notes to consolidated financial statements. UNIMED PHARMACEUTICALS, INC. AND SUBSIDIARIES Consolidated Statements of Operations Three Months Ended March 31, 1995 and 1994 (Unaudited) March 31, March 31, 1995 1994 Net sales $ 1,987,747 $ 1,736,829 Cost of sales 1,024,022 799,213 Gross profit 963,725 937,616 Operating and administrative expenses 579,551 642,695 Sales and marketing expenses 270,463 665,917 Research and development expenses, net 113,988 74,124 (Loss) from operations (277) (445,120) Interest income 102,218 56,363 Income (loss) before income taxes 101,941 (388,757) Income tax benefit 8,300 - - - Net income (loss) $ 110,241 $ (388,757) Net income (loss) per share $ .02 $ (.06) Weighted average number of common and common equivalent shares outstanding 6,509,002 6,127,161 See accompanying notes to consolidated financial statements. UNIMED PHARMACEUTICALS, INC. AND SUBSIDIARIES Consolidated Statements of Cash Flows Three Months Ended March 31, 1995 and 1994 (Unaudited) March 31, March 31, 1995 1994 Cash flows provided by operations: Net income (loss) $ 110,241 $ (388,757) Adjustments to reconcile net income (loss) to net cash provided by operations: Depreciation and amortization 45,055 47,764 Other 2,026 - - - Decrease in current receivables 103,310 218,332 Decrease in notes receivable - - - 35,032 (Increase) in inventories (2,503,989) (1,072,754) Decrease in prepaid expenses 45,539 12,232 (Decrease) increase in payables and accrued liabilities (55,772) 26,333 Increase in due to Roxane 2,561,737 1,167,152 Net cash provided by operating activities 308,147 45,334 Cash flows provided by (used in) investing activities: Sale (purchase) of equipment 10,609 (72,773) Net sale of short-term investments 3,099 - - - Investment in Medisperse - - - (102,776) Net cash provided by (used in) investing activities 13,708 (175,549) Cash flows (used in) financing activities: Issuance of note receivable (132,252) - - - Net cash (used in) financing activities (132,252) - - - Increase (decrease) in cash and cash equivalents 189,603 (130,215) Cash and cash equivalents at beginning of period 6,101,093 5,328,145 Cash and cash equivalents at end of period $ 6,290,696 $ 5,197,930 Supplemental disclosures of cash flow information: Cash paid during the period for: Income taxes $ 1,663 $ - - - See accompanying notes to consolidated financial statements. UNIMED PHARMACEUTICALS, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements March 31, 1995 (Unaudited) NOTE 1 The consolidated financial information herein is unaudited, other than the Consolidated Balance Sheet at December 31, 1994, which is derived from the audited financial statements. The unaudited interim financial statements include the accounts of UNIMED Pharmaceuticals, Inc. (the ``Company"), its wholly-owned subsidiaries, Unimed Canada, Inc. and Unimed Technology Management, Inc. In the opinion of the Company, the accompanying unaudited interim consolidated financial statements contain all adjustments (consisting of normal recurring adjustments) necessary to present fairly the Company's consolidated financial position as of March 31, 1995 and the results of operations and changes in cash flows for the three-month period then ended. While the Company believes that the disclosures presented are adequate to make the information not misleading, it is suggested that these condensed consolidated financial statements be read in conjunction with the financial statements and notes included in the Company's 1994 annual report on Form 10-K filed with the Securities and Exchange Commission. Item 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION Results of Operations Three Months Ended March 31, 1995 vs. Three Months Ended March 31, 1994 Net sales of the Company for the three months ended March 31, 1995 (the "Fiscal 1995 Period") of $1,987,747 were $250,918 or 14% higher than net sales of $1,736,829 for the three months ended March 31, 1994 (the "Fiscal 1994 Period"). The Company's net income was $110,241 or two cents per share for the Fiscal 1995 Period. Net loss for the Fiscal 1994 Period was $388,757 or six cents per share. Marinol[R] (dronabinol) sales increased 20% to $1,652,592, due to increased demand in the HIV market. Serc[R] (betahistine HCl) sales increased $21,993 or 11% to $228,760 for the three months ended March 31, 1995 due to increased sales volume under foreign contracts. Over-the-counter (OTC) products, which include Ondrox[TM], a sustained release nutritional supplement, and the MucoCare[TM] line of products which include MouthKote[TM] and the related line extensions, contributed $106,395 to net sales in the Fiscal 1995 Period. Net sales from these products in the Fiscal 1994 Period were $157,182. Net sales decreased $50,787 or 32% due to termination of advertising and promotional programs relating to the OTC products. Interest income increased to $102,218 in the Fiscal 1995 Period, $45,855 higher than in the Fiscal 1994 Period primarily due to higher interest rates and higher invested cash balances. Cost of sales increased by $224,809 for the three month period ended March 31, 1995 compared to the three month period ended March 31, 1994, or an increase of 28%. Cost of sales expressed as a percent of sale increased 12% over the same period in 1994. The increase in cost of sales is principally due to higher volume and to Marinol[R] royalty payment adjustments associated with state Medicaid rebates paid by the Company's distributor, Roxane Laboratories, Inc. Operating and administrative expenses decreased in the Fiscal 1995 Period by $63,144 or 10%. As a percentage of net sales, operating and administrative expenses decreased 21%. This decrease was a result of downsizing the Company's sales and administration staff in connection with discontinuing active marketing of the OTC products. The Company expects to continue to distribute the OTC product line as long as inventory remains. Sales and marketing expenses decreased $395,454 or 59% in the Fiscal 1995 Period. As a percentage of net sales, sales and marketing expense decreased 64%. The Fiscal 1994 Period included significant advertising and promotional expenditures associated with the OTC product line. Early in 1995, the Company elected to discontinue the OTC product line and to concentrate on current prescription products and new proprietary pharmaceutical development. The Company eliminated advertising, promotion, direct mail and telemarketing operations associated with the OTC product line, and is concentrating sales and marketing activities on promotion of Marinol[R] through its dedicated HIV specialty sales force. Net research and development expenses in the Fiscal 1995 Period were $113,988 as compared to $74,124 in the Fiscal 1994 Period primarily due to increased spending on Phase IV Marinol[R] clinical trials. Marinol[R] clinical trial expenses are shared by the Company's distributor. In addition, the Company added a new clinical management staff including a vice president of clinical and regulatory affairs in December 1994 to support the current and new clinical development programs. As a percentage of net sales, research and development costs were 6% as compared to 4% in the three month period ended March 31, 1994. The Company expects research and development expenses to increase following the successful completion of its in-licensing program. The Company recently announced it will focus its resources on further development of existing prescription products and that it will seek to acquire and develop complementary late stage development compounds which have the potential to be marketed in concentrated niche markets. The Company believes that its sales and marketing expertise, its experience in development of new products, and its knowledge of and contacts within the pharmaceutical industry will help to expand its development pipeline and future new product introductions. Liquidity At March 31, 1995, the Company had cash, cash equivalents and short-term investments of $6,798,960, compared to $6,612,456 at December 31, 1994, an increase of $186,504. On a year-to-year basis, comparing March 31, 1995 with the same period in 1994, cash and cash equivalents increased by $1,092,766. The Company generated net cash from operations totaling $308,147 for the quarter ended March 31, 1995. Marinol[R] inventories increased by approximately $2,503,989 or 103% for the quarter ended March 31, 1995, as the Company accepted annual delivery of Delta-9 tetrahydrocannabinol, the active component in Marinol[R], from its contract manufacturer. Marinol[R] constitutes approximately 90% of total inventory and 30% of total assets. Marinol[R] inventories normally are depleted throughout the year until delivery of the new annual production lot. The Company's distributor advances funds to the Company required to maintain Marinol[R] inventories. During the quarter, the distributor advanced the Company approximately $2,600,000. The current liability, Due to Roxane, is relieved on a quarterly basis from royalties remitted to the Company. The reduction in the quarterly royalty payment corresponds to the cost of Marinol[R] inventory sold during the quarter. The Company expects to further increase Marinol[R] bulk inventory levels, via the 1995 production run, in order to replace current consumption and maintain adequate safety stocks. PART II - OTHER INFORMATION Item 1. Legal Proceedings None Item 2. Changes in Securities None Item 3. Defaults Upon Senior None Securities Item 4. Submission of Matters to Vote of Security Holders None Item 5. Other Information None Item 6. Exhibits and Reports on Form 8-K (a) Exhibits None (b) Reports on Form 8-K None SIGNATURE PAGE 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. UNIMED PHARMACEUTICALS, INC. Date: May 12, 1995 By: ________/s/ Stephen M. Simes_______ Stephen M. Simes President and Chief Executive Officer Date: May 12, 1995 By: _________/s/ David E. Riggs_________ David E. Riggs Senior Vice President, Chief Financial Officer, Secretary and Treasurer