1 ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1999 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. COMMISSION FILE NUMBER - -------------------------------------------------------------------------------- 0-23641 ALLERGAN SPECIALTY THERAPEUTICS, INC. A DELAWARE CORPORATION IRS EMPLOYER IDENTIFICATION 33-0779207 2525 DUPONT DRIVE, IRVINE, CALIFORNIA 92612 TELEPHONE NUMBER 714/246-4500 Indicate by a 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. (1) X yes no ------ ------ (2) X yes no ------ ------ Indicate the number of shares outstanding of each of the issuer's classes of common stock as of the latest practicable date. As of November 10, 1999, there were 3,272,690 shares of callable Class A common stock outstanding, and 1,000 shares of Class B common stock outstanding. 2 ALLERGAN SPECIALTY THERAPEUTICS, INC. FORM 10-Q FOR THE QUARTER ENDED SEPTEMBER 30, 1999 INDEX Page PART I - FINANCIAL INFORMATION ITEM 1 - FINANCIAL STATEMENTS Condensed Statements of Operations 3 Condensed Balance Sheets 4 Condensed Statements of Cash Flows 5 Notes to Condensed Financial Statements 6-8 ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 9-12 ITEM 3 - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 13 CERTAIN FACTORS AND TRENDS AFFECTING ALLERGAN SPECIALTY THERAPEUTICS, INC. AND ITS BUSINESSES 14-15 PART II - OTHER INFORMATION ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS 16 ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K 16 Signature 17 Exhibits 2 3 PART I - FINANCIAL INFORMATION Allergan Specialty Therapeutics, Inc. (a development stage company) Condensed Statements of Operations (unaudited) (In thousands, except share data) November 12, 1999 Quarter Ended Nine Months Ended (Inception) September 30, September 30, to ------------------------ ------------------------ September 30, 1999 1998 1999 1998 1999 --------- --------- --------- --------- ----------------- Revenues $ 1,293 $ 3,004 $ 5,785 $ 6,512 $ 14,828 Costs and expenses: Research and development 12,762 8,626 35,408 24,754 71,294 Technology fees 1,375 1,375 4,125 5,145 10,645 General and administrative 262 284 873 414 1,806 --------- --------- --------- --------- --------- Total costs and expenses 14,399 10,285 40,406 30,313 83,745 --------- --------- --------- --------- --------- Loss before income taxes (13,106) (7,281) (34,621) (23,801) (68,917) Provision for taxes 2,003 938 3,478 1,860 5,990 --------- --------- --------- --------- --------- Net loss $ (15,109) $ (8,219) $ (38,099) $ (25,661) $ (74,907) ========= ========= ========= ========= ========= Basic and diluted loss per share $ (4.62) $ (2.51) $ (11.64) $ (7.84) $ (22.88) ========= ========= ========= ========= ========= Basic and diluted shares outstanding 3,273,690 3,273,690 3,273,690 3,273,690 3,273,690 See accompanying notes to condensed financial statements. 3 4 Allergan Specialty Therapeutics, Inc. (a development stage company) Condensed Balance Sheets (unaudited) (In thousands, except share data) September 30, December 31, 1999 1998 ------------- ------------ ASSETS Cash $ 100 $ -- Investments 118,585 158,667 Prepaid technology fees 5,623 4,723 Other assets 1,297 1,747 --------- --------- $ 125,605 $ 165,137 ========= ========= LIABILITIES AND STOCKHOLDERS' EQUITY Liabilities: Payable to Allergan, Inc. $ 4,418 $ 4,509 Accounts payable and accrued liabilities -- 295 --------- --------- Total liabilities 4,418 4,804 Stockholders' equity: Callable Class A Common stock, $.01 par value; 6,000,000 shares authorized, 3,272,690 issued and outstanding 33 33 Class B Common stock, $1.00 par value; 1,000 shares authorized, issued and outstanding 1 1 Additional paid-in capital 196,753 196,753 Accumulated other comprehensive (loss)/income (693) 354 Deficit accumulated during development stage (74,907) (36,808) --------- --------- Total stockholders' equity 121,187 160,333 --------- --------- $ 125,605 $ 165,137 ========= ========= See accompanying notes to condensed financial statements. 4 5 Allergan Specialty Therapeutics, Inc. (a development stage company) Condensed Statements of Cash Flows (unaudited) (In thousands) Nine Months Ended Inception September 30, to -------------------------- September 30, 1999 1998 1999 --------- --------- --------- OPERATING ACTIVITIES: Net loss $ (38,099) $ (25,661) $ (74,907) Non-cash item included in net loss: Deferred income tax 433 -- (249) Changes in operating assets and liabilities: Other assets 495 (1,320) (570) Prepaid technology fees (900) (4,210) (5,623) Payable to Allergan, Inc. (91) 3,928 4,418 Accounts payable and accrued liabilities (23) 955 -- --------- --------- --------- Net cash used in operating activities (38,185) (26,308) (76,931) INVESTING ACTIVITIES: Purchases of investments (5,884) (182,542) (193,035) Sales and maturities of investments 44,169 12,114 73,279 --------- --------- --------- Net cash provided by/ (used in) investing activities 38,285 (170,428) (119,756) FINANCING ACTIVITIES: Issuance of common stock -- 200,000 200,001 Offering costs -- (3,214) (3,214) --------- --------- --------- Net cash provided by financing activities -- 196,786 196,787 --------- --------- --------- Net increase in cash 100 50 100 Cash - beginning of period -- 1 -- --------- --------- --------- Cash - end of period $ 100 $ 51 $ 100 ========= ========= ========= Supplemental disclosure of cash paid for taxes $ 3,485 $ 1,531 $ 6,730 ========= ========= ========= See accompanying notes to condensed financial statements. 5 6 Allergan Specialty Therapeutics, Inc. Notes to Condensed Financial Statements 1. Basis of Presentation and Significant Accounting Policies Allergan Specialty Therapeutics, Inc. ("ASTI" or "the Company") was incorporated in Delaware on November 12, 1997 and commenced operations on March 10, 1998. ASTI was formed for the purpose of conducting research and development of potential human pharmaceutical products, and to commercialize such products, most likely through licensing to Allergan, Inc. (Allergan). The Company is subject to risks associated with development stage companies. All of the Company's efforts to date have been limited to obtaining capital and conducting research and development. The Company does not yet generate any revenues from product sales or royalties. Research and development is performed by Allergan and the costs incurred are reimbursed by ASTI. In the opinion of management, the accompanying condensed financial statements contain all adjustments (consisting only of normal recurring accruals) necessary to present fairly the financial information contained therein. These statements do not include all disclosures required by generally accepted accounting principles. The results of operations for the three and nine month periods ended September 30, 1999 and for the period from Inception to September 30, 1999 are not necessarily indicative of the results to be expected for the year ending December 31, 1999. Use of estimates The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. Per share information Statement of Financial Accounting Standards (SFAS) No. 128, "Earnings per Share," (EPS) requires calculations for "basic earnings per share" including only actual weighted shares outstanding and "diluted earnings per share" including the effect of any common equivalent shares or other items that are dilutive. The Company has no common equivalent shares or other items that are dilutive. The reconciliations of the numerators and denominators of the basic and diluted loss per share computations for the quarter and nine month periods ended September 30, 1999 and 1998 and for the period from Inception to September 30, 1999 are as follows: 6 7 Allergan Specialty Therapeutics, Inc. Notes to Condensed Financial Statements 1. Basis of Presentation and Significant Accounting Policies (Continued) Quarter Ended Nine Months Ended September 30, September 30, Inception ----------------------- ----------------------- to September 30, 1999 1998 1999 1998 1999 --------- --------- --------- --------- -------------- Loss during period (in thousands) $ (15,109) $ (8,219) $ (38,099) $ (25,661) $ (74,907) Basic and diluted shares outstanding 3,273,690 3,273,690 3,273,690 3,273,690 3,273,690 Per share loss during period $ (4.62) $ (2.51) $ (11.64) $ (7.84) $ (22.88) Reclassifications Certain reclassifications have been made to prior periods in order to conform with current period presentation. 2. Comprehensive Income (Loss) SFAS No. 130, "Reporting Comprehensive Income," established standards for reporting comprehensive income and its components. Other comprehensive loss is comprised of unrealized loss on investments. Other comprehensive loss for the quarters and nine month periods ended September 30,1999 and 1998 and for the period from Inception to September 30, 1999 are as follows: Quarter Ended September 30, ------------------------------------------------------------------------------------ 1999 1998 ----------------------------------------- --------------------------------------- Tax Tax Before-tax (expense) Net-of-tax Before-tax (expense) Net-of-tax amount or benefit amount amount or benefit amount ---------- ---------- ---------- ---------- ---------- ---------- (in thousands) Unrealized holdings (loss) gain arising during period $(75) $31 $ (44) $1,641 $(712) $ 929 ==== === ====== Net loss (15,109) (8,219) -------- ------- Total other comprehensive loss $(15,153) $(7,290) ======== ======= 7 8 Allergan Specialty Therapeutics, Inc. Notes to Condensed Financial Statements 2. Comprehensive Income (Loss) (Continued) Nine Months Ended September 30, ------------------------------------------------------------------------------------ 1999 1998 ----------------------------------------- --------------------------------------- Tax Tax Before-tax (expense) Net-of-tax Before-tax (expense) Net-of-tax amount or benefit amount amount or benefit amount ---------- ---------- ---------- ---------- ---------- ---------- (in thousands) Unrealized holdings (loss) gain arising during period $(1,797) $750 $ (1,047) $1,496 $(761) $ 735 ======= ==== ====== Net loss (38,099) (25,661) -------- -------- Total other comprehensive loss $(39,146) $(24,926) ======== ======== Inception to September 30, 1999 -------------------------------------------------- Tax Before-tax (expense) Net-of-tax amount or benefit amount ---------- ---------- ---------- (in thousands) Unrealized holdings loss arising during period $(1,171) $ 478 $ (693) ======= ======== Net loss (74,907) -------- Total other comprehensive loss $(75,600) ======== 8 9 ALLERGAN SPECIALTY THERAPEUTICS, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS FOR THE QUARTER ENDED SEPTEMBER 30, 1999 This Quarterly Report on Form 10-Q may contain certain projections, estimates and other forward-looking statements that involve a number of risks and uncertainties. While this outlook represents management's current judgment on the future direction of the business, such risks and uncertainties could cause actual results to differ materially from any future performance suggested below. The Company undertakes no obligation to release publicly the results of any revisions to these forward-looking statements to reflect events or circumstances arising after the date hereof. The following should be read in conjunction with the section entitled "--Risks and Uncertainties" included in the Company's annual report on Form 10-K for the year ended December 31, 1998 and the Company's Financial Statements and notes thereto in Item 1 above. RESULTS OF OPERATIONS Net interest and investment income earned on investments were $1,293,000 and $2,504,000 for the quarters ended September 30, 1999 and 1998, respectively, and $5,385,000 and $6,012,000 for the nine month periods ended September 30, 1999 and 1998, respectively. ASTI earned investment income of $13,928,000 for the period from Inception (November 12, 1997) through September 30, 1999. Interest and investment income was earned subsequent to March 10, 1998, the date Allergan contributed $200 million to ASTI. In the future, as ASTI's funds are used pursuant to the R&D Agreement and to pay the technology fee pursuant to the Technology Agreement, lower cash balances will be available for investment and therefore interest and investment income is expected to decrease. Research and development expenses were $12,762,000 and $8,626,000 for the quarters ended September 30, 1999 and 1998, respectively, and $35,408,000 and $24,754,000 for the nine month periods ended September 30, 1999 and 1998, respectively. Research and development expenses were $71,294,000 for the period from Inception through September 30, 1999. ASTI paid technology fees of $1,675,000 and $2,500,000 to Allergan during the quarters ended September 30, 1999 and 1998, respectively, and $5,025,000 and $9,355,000 for the nine month periods ended September 30, 1999 and 1998, respectively. ASTI paid technology fees of $16,268,000 for the period from inception to September 30, 1999, of which $5,623,000 is included in prepaid technology fees in the accompanying condensed balance sheet. Provision for taxes were $2,003,000 and $938,000 for the quarters ended September 30, 1999 and 1998, respectively and $3,478,000 and $1,860,000 for the nine month periods ended September 30, 1999 and 1998, respectively. Provision for taxes for the period from Inception through September 30, 1999 was $5,990,000. ASTI expects to have taxable income as a result of the requirement to capitalize technology fees and its election to capitalize research and development expenses for tax purposes. The results of operations of ASTI are expected to reflect primarily interest and investment income on the funds contributed by Allergan, and research and development expenses related to development of ASTI Products and the Technology Fee. ASTI's net losses for the quarters ended September 30, 1999 and 1998 were $15,109,000 or $4.62 per share and $8,219,000 or $2.51 per share, respectively. 9 10 Allergan Specialty Therapeutics, Inc. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS FOR THE QUARTER ENDED SEPTEMBER 30, 1999 (Continued) RESULTS OF OPERATIONS (Continued) For the nine month periods ended September 30, 1999 and 1998, ASTI's net losses were $38,099,000 or $11.64 per share and $25,661,000 or $7.84 per share, respectively. ASTI's net loss for the period from Inception through September 30, 1999 was $74,907,000 or $22.88 per share. ASTI is expected to continue to record significant net losses in future periods, as expenses under its agreements with Allergan are expected to continue to exceed investment income. LIQUIDITY AND CAPITAL RESOURCES On March 9, 1998, Allergan contributed $200 million in cash to ASTI in exchange for all of the issued and outstanding shares of callable Class A Common Stock of ASTI. On March 10, 1998, Allergan distributed the Class A shares to holders of Allergan common stock and ASTI commenced operations. The funds contributed by Allergan, plus investment income earned thereon, will be used primarily to fund the development of ASTI Products and to conduct related activities. Funds not immediately required for development activities will be invested in investment grade securities. At September 30, 1999, ASTI had cash on hand of approximately $100,000. The Company invests its excess cash in money market funds, equity securities and debt instruments of financial institutions and corporations with strong credit ratings. The Company has established guidelines with respect to diversification and maturities in order to maintain safety and liquidity of its investment portfolio. At September 30, 1999, ASTI had $118,585,000 in investments. ASTI classifies all investments as available-for-sale securities with net unrealized holding gains or losses as a component of other comprehensive income. ASTI liquidates investments to pay for operating expenses as needed. Based on anticipated spending levels for the continued development of all the current ASTI Products, it is expected that ASTI's funds for product development will be exhausted during the next few years. At that time, product development funding by ASTI will cease. However, several factors could impact the level and timing of ASTI funding, including the addition of any new ASTI Products, the discontinuation of the development of any ASTI Products, any commercial arrangements between Allergan and other companies which would cause Allergan to exercise its License Option with respect to any ASTI Product, any change in the number of projects advancing to or continuing in later stages of development or any adjustments in the rate of spending on products currently in development. When ASTI's Available Funds (as defined in the R&D Agreement) are below $15 million, certain events will be triggered. First, Allergan's Purchase Option with respect to all of the ASTI Class A Common Stock will terminate on the 90th day after ASTI provides Allergan with a statement that, as of the end of any calendar month, there are less than $15 million of Available Funds remaining. Such statement will be accompanied by a report of ASTI's independent auditors. In addition, Allergan has the right, for 30 days after expiration of the Purchase Option, to license any or all ASTI Products which have not yet been licensed, on a product-by-product and country-by-country basis. Allergan is under no obligation to exercise the Purchase Option or the License Option with respect to 10 11 Allergan Specialty Therapeutics, Inc. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS FOR THE QUARTER ENDED SEPTEMBER 30, 1999 (Continued) LIQUIDITY AND CAPITAL RESOURCES (Continued) any ASTI Product. In the event that Allergan does not exercise the Purchase Option or the License Option for all ASTI Products after ASTI's cash available for product development is exhausted, ASTI will not have funds to continue or complete development of any remaining products. YEAR 2000 COMPLIANCE Most businesses, including the Company, are faced with a potentially serious threat to their operations, known as the "year 2000 issue" which has been widely publicized. The year 2000 issue is a general term used to describe the various problems arising from the inability of computers to properly identify the year associated with information. This problem could potentially cause system interruptions or failures or result in systems providing incorrect data. The effect of the year 2000 issue could impact the performance of operations within the Company as well as the Company's relationships with third parties, including vendors and customers who could also experience year 2000 compliance issues. ASTI understands the importance of identifying and addressing year 2000 compliance issues and places a high priority on the project. However, inasmuch as ASTI relies almost entirely upon Allergan's operating and accounting systems, ASTI relies upon Allergan's efforts to ensure that its systems will be year 2000 compliant. Allergan has formed a year 2000 task force (the "Y2K Task Force") to assess internal operations and the operations of significant suppliers, vendors, and other providers of goods and services. ASTI has monitored the Y2K Task Force's certification process. The certification process is nearly complete and Allergan has indicated that its Y2K Task Force currently believes Allergan's operating and accounting systems will be year 2000 compliant without material impact on the financial position, results of operations or cash flows of either Allergan or ASTI. However, given that Allergan cannot control or thoroughly assess the compliance of its third party suppliers, vendors, providers of goods and services, or governmental agencies with which it interacts or upon which it relies, no assurance can be made that Allergan, and in turn, ASTI, will not be affected by the inability of some computer systems and programs to properly process the year 2000 and beyond. ASTI has not incurred expenses to date to promote or ensure year 2000 compliance and does not currently anticipate that it will incur such expenses. ASTI does not anticipate that any future expenses to remedy any 2000 issues would be material to ASTI's financial position, results of operations or cash flows. 11 12 Allergan Specialty Therapeutics, Inc. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS FOR THE QUARTER ENDED SEPTEMBER 30, 1999 (Continued) YEAR 2000 COMPLIANCE (Continued) In the event that Allergan's operating and accounting systems are not year 2000 compliant or if any of Allergan's significant suppliers, vendors, other providers of goods or services, or governmental agencies with which it interacts or upon which it relies, are not year 2000 compliant, ASTI's financial condition and/or results of operations could be materially adversely affected. 12 13 ALLERGAN SPECIALTY THERAPEUTICS, INC. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK ASTI does not use derivative financial instruments in its non-trading investment portfolio. The Company's primary investment objective is preservation of capital in order to fund research and development of potential pharmaceutical products incurred pursuant to the Company's agreement with Allergan, Inc. (See note 2 to Condensed Financial Statements). As such, the Company invests its excess cash in investment grade securities consisting of money market funds, equity securities and debt instruments. Interest and investment income earned on the Company's investment portfolio is most sensitive to fluctuations in the general level of U.S. interest rates. The Company mitigates interest rate risk by a program of diversification so that exposure to risks relating to a single security or investment manager is minimal. Further, the Company invests in money market funds and debt instruments with varying maturity dates to correspond to anticipated research and development expenses. These securities typically bear minimal credit risk and ASTI has not experienced any losses on its investments to date due to credit risk. The Company's investments in equity securities, which are subject to price risk, are generally invested in companies that have a history of paying dividends. The Company addresses price risk by a program of diversification so that exposure to risks relating to a single security is minimal. 13 14 ALLERGAN SPECIALTY THERAPEUTICS, INC. CERTAIN FACTORS AND TRENDS AFFECTING ASTI AND ITS BUSINESSES The Company believes that certain statements made by the Company in this report and in other reports and statements released by the Company constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, such as comments which express the Company's opinions about trends and factors which may impact future operating results. Disclosures which use words such as the Company "believes," "anticipates," "expects" and similar expressions are intended to identify forward-looking statements. Such statements are subject to certain risks and uncertainties that could cause actual results to differ materially from expectations. Any such forward-looking statements, whether made in this report or elsewhere, should be considered in context with the various disclosures made by the Company in its press releases and publicly filed reports such as the Company's Annual Report on Form 10-K for the year ended December 31, 1998, which disclosures are incorporated herein by this reference. In addition to those risks identified elsewhere in this report on Form 10-Q and those risks described in the Company's press releases and publicly filed reports, the Company's business and results of operations are subject to other risks, including the following risk factors: o ASTI is a newly formed company and is subject to the risks inherent in the establishment of a new business enterprise in the biotechnology industry. ASTI will incur substantial losses for several years due to the long-term nature of the research and development of pharmaceutical products through clinical testing and the regulatory process, which losses may never be recovered. o There can be no assurance that the ASTI Board of Directors will continue the funding of the research and development of all of the current ASTI Products or Pre-Selection Work, or that any ASTI Products can be successfully researched, developed and/or commercialized within the anticipated cost estimates or time frames, if at all. Certain of the ASTI Products are at critical stages of research and development, and technical and clinical outcomes are impossible to predict. Because of the long-range nature of any pharmaceutical product research and development plan, research and development of a particular product or project could accelerate, slow down or be discontinued, and other unforeseen events could occur, all of which would significantly affect the timing and amount of ASTI's expenditures on a particular product, or in total. As a result, estimates of costs and timing of research and development programs and for the use of Available Funds may not be accurate. o All ASTI Products, Developed Technology Products and Pre-Selection Products will require FDA clearance before such products may be lawfully marketed in the United States. Applications for FDA clearance must be based on costly and extensive clinical trials designed to demonstrate safety and efficacy. Clearance to market such products will also be required from corresponding 14 15 Allergan Specialty Therapeutics, Inc. CERTAIN FACTORS AND TRENDS AFFECTING ASTI AND ITS BUSINESSES (Continued) regulatory authorities in foreign countries before such products may be marketed in those countries. There can be no assurance that the necessary regulatory clearances and approvals will be obtained in a timely fashion or, if obtained, that such clearances and approvals will not be revoked or withdrawn. o Allergan has contributed $200 million in cash to ASTI. Allergan has no obligation to contribute additional funds to ASTI, and, to the best of ASTI's knowledge, has no present intention to do so. For the foreseeable future, ASTI's only ongoing source of revenue will be investment income and certain milestone payments. There can be no assurance that ASTI will have sufficient funds to complete the research and development of any or all of the ASTI Products. o Allergan is not obligated to exercise the License Option for any ASTI Product or to exercise the Purchase Option, and Allergan will exercise any such option only if it is in Allergan's best interest to do so. The timing of the exercise of the Purchase Option is within Allergan's sole discretion. The timing of the exercise of the License Option with respect to any Licensed Product is also within Allergan's sole discretion and thereafter research, development and funding of any such product will be controlled by Allergan. o ASTI Products, Developed Technology Products and Pre-Selection Products are likely to face competition from other therapies for the same indications. Competitors potentially include any of the world's pharmaceutical and biotechnology companies. A number of companies have developed and are developing competing technologies and products. o In February 1999, the Financial Accounting Standards Board released a revised Exposure Draft of a Proposed Statement of Financial Accounting Standards - Consolidated Financial Statements: Purpose and Policy. If adopted as a SFAS, the terms of this Exposure Draft could require Allergan to include the financial position and results of operations of ASTI in its consolidated results on a retrospective basis. It is currently unclear what effect, if any, implementation of the proposed statement would have on ASTI. 15 16 Allergan Specialty Therapeutics, Inc. PART II - OTHER INFORMATION Item 4. Submission of Matters to a Vote of Security Holders Item 6. Exhibits and Reports on Form 8-K - Exhibits (numbered in accordance with Item 601 of Regulation S-K) 27.1 -- Financial Data Schedule - Reports on Form 8-K. None. 16 17 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. Date: November 11, 1999 ALLERGAN SPECIALTY THERAPEUTICS, INC. /s/ Dwight J. Yoder ------------------------------------- Dwight J. Yoder Chief Financial Officer and Duly Authorized Officer 17 18 EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION ------- ----------- 27 Financial Data Schedule