SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934, FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1998.
Commission File Number
0-28308
CollaGenex Pharmaceuticals, Inc.
----------------------------------------------------
(Exact Name of Registrant as Specified in Its Charter)
Delaware 52-1758016
- ---------------------------- -------------------------------
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization Identification No.)
301 South State Street, Newtown, PA 18940
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(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code: (215) 579-7388
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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:
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Indicate the number of shares outstanding of each of the issuer's classes
of common stock as of September 30, 1998:
Class Number of Shares Common Stock
- ---------------------- ------------
$.01 par value 8,587,204
COLLAGENEX PHARMACEUTICALS, INC.
AND SUBSIDIARY
(A Development Stage Enterprise)
CONDENSED CONSOLIDATED BALANCE SHEETS
December 31, 1997 and September 30, 1998
December 31, September 30,
1997 1998
------------ -------------
(unaudited)
(in thousands except
share amounts)
ASSETS
Current assets:
Cash and cash equivalents ............................ $ 16,379 $ 11,296
Short-term investments ............................... 6,392 3,984
Interest receivable .................................. 88 80
Prepaid expenses ..................................... 190 500
-------- --------
Total current assets ............................ 23,049 15,860
Equipment, net .......................................... 103 109
Other assets ............................................ 13 13
-------- --------
Total assets .................................... $ 23,165 $ 15,982
======== ========
LIABILITIES and STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable ..................................... $ 551 $ 1,016
Accrued expenses ..................................... 1,906 2,363
-------- --------
Total current liabilities ....................... 2,457 3,379
-------- --------
Stockholders' equity:
Preferred stock, $0.01 par value; 5,000,000 shares
authorized; none issued and outstanding ............ -- --
Common stock, $0.01 par value; 25,000,000 shares
authorized; 8,567,579 and 8,587,204 shares issued
and outstanding in 1997 and 1998, respectively ..... 86 86
Additional paid-in capital ........................... 47,298 47,317
Deferred compensation ................................ (313) (222)
Deficit accumulated during the development stage ..... (26,363) (34,578)
-------- --------
Stockholders' equity ............................ 20,708 12,603
-------- --------
Commitments and contingencies
Total liabilities and stockholders' equity ...... $ 23,165 $ 15,982
======== ========
See accompanying notes to unaudited condensed consolidated financial statements.
2
COLLAGENEX PHARMACEUTICALS, INC.
AND SUBSIDIARY
(A Development Stage Enterprise)
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS For the
Three Months and Nine Months Ended September 30, 1997 and 1998
and for the period from January 10, 1992 (inception) to September 30, 1998
(Unaudited)
Three Months Ended Nine Months Ended For the Period
September 30 September 30, from 1/10/92
-------------------------- -------------------------- (inception) to
1997 1998 1997 1998 9/30/98
----------- ----------- ----------- ----------- -------------
(in thousands, except share and per share amounts)
Revenues:
License revenues ............................... $ -- $ 400 $ 300 $ 400 $ 1,125
Contract revenues .............................. -- 1 -- 8 17
----------- ----------- ----------- ----------- -----------
Total revenues ............................. -- 401 300 408 1,142
----------- ----------- ----------- ----------- -----------
Operating expenses incurred in the
development stage:
Research and development ....................... 1,554 1,801 3,626 4,198 21,560
General and administrative ..................... 1,802 2,419 4,156 5,230 17,021
----------- ----------- ----------- ----------- -----------
Total operating expenses ................ 3,356 4,220 7,782 9,428 38,581
----------- ----------- ----------- ----------- -----------
Other income (expense):
Interest income ................................ 358 230 976 805 3,006
Interest expense ............................... -- -- -- -- (144)
----------- ----------- ----------- ----------- -----------
Net loss ............................... $ (2,998) $ (3,589) $ (6,506) $ (8,215) $ (34,577)
=========== =========== =========== =========== ===========
Accretion of undeclared dividends
attributable to mandatorily redeem-
able convertible preferred stock ................ $ -- $ -- $ -- $ -- $ 2,597
=========== =========== =========== =========== ===========
Net loss allocable to common
stockholders .................................... $ (2,998) $ (3,589) $ (6,506) $ (8,215) $ (37,174)
=========== =========== =========== =========== ===========
Net loss per share allocable to common
stockholders:
Basic .......................................... $ (0.35) $ (0.42) $ (0.79) $ (0.96)
Diluted ........................................ (0.35) (0.42) (0.79) (0.96)
=========== =========== =========== ===========
Shares used in computing net loss per share
allocable to common stockholders:
Basic .......................................... 8,543,579 8,586,735 8,201,251 8,576,337
Diluted ........................................ 8,543,579 8,586,735 8,201,251 8,576,337
=========== =========== =========== ===========
See accompanying notes to unaudited condensed consolidated financial statements.
3
COLLAGENEX PHARMACEUTICALS, INC.
AND SUBSIDIARY
(A Development Stage Enterprise)
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Nine Months Ended September 30, 1997 and 1998 and for
the period from January 10, 1992 (inception) to September 30, 1998
(Unaudited)
Nine Months Ended For the Period
September 30, from 1/10/92
------------------------ (inception) to
1997 1998 9/30/98
--------- --------- --------------
(in thousands)
Cash flows from operating activities:
Net loss .................................................. $ (6,506) $ (8,215) $(34,578)
Adjustments to reconcile net loss to net cash used in
operating activities:
Non-cash research and development expense ............ -- -- 514
Non-cash compensation expense ........................ 93 91 389
Non-cash consulting expense .......................... -- -- 15
Depreciation and amortization expense ................ 26 27 82
Change in assets and liabilities:
(Increase) decrease in interest receivable ...... (100) 8 (80)
Increase in prepaid expenses .................... (44) (310) (500)
Increase in other assets ........................ (2) -- (13)
Increase in accounts payable .................... 492 465 1,016
Increase in accrued expenses .................... 1,069 457 2,363
-------- -------- --------
Net cash used in operating activities ........................ (4,972) (7,477) (30,792)
-------- -------- --------
Cash flows from investing activities:
Organizational costs ...................................... -- -- (5)
Capital expenditures ...................................... (63) (33) (186)
Purchase of short-term investments (available for
sale) .................................................. (18,997) (3,474) (39,191)
Proceeds from the sale of short-term investments
(available for sale) ................................... 16,718 5,882 35,207
-------- -------- --------
Net cash provided by (used in) investing activities .......... (2,342) 2,375 (4,175)
-------- -------- --------
(Continued)
See accompanying notes to unaudited condensed consolidated financial statements.
4
COLLAGENEX PHARMACEUTICALS, INC.
AND SUBSIDIARY
(A Development Stage Enterprise)
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Nine Months Ended September 30, 1997 and 1998 and for
the period from January 10, 1992 (inception) to September 30, 1998
(Unaudited)
(Continued from preceding page)
Nine Months Ended For the Period
September 30, from 1/10/92
------------------------ (inception) to
1997 1998 9/30/98
--------- --------- --------------
(in thousands)
Cash flows from financing activities:
Proceeds from issuance of preferred stock ................. -- -- 13,508
Proceeds from issuance of common stock .................... 11,567 19 29,730
Proceeds from issuance of promissory notes ................ -- -- 3,150
Repayment of promissory note .............................. -- -- (125)
-------- -------- --------
Net cash provided by financing activities .................... 11,567 19 46,263
-------- -------- --------
Net increase (decrease) in cash and cash equivalents ......... 4,253 (5,083) 11,296
Cash and cash equivalents at beginning of period ............. 9,848 16,379 --
-------- -------- --------
Cash and cash equivalents at end of period ................... $ 14,101 $ 11,296 $ 11,296
======== ======== ========
Supplemental disclosure of cash flows information:
Cash paid for interest .................................... $ -- $ -- $ 23
======== ======== ========
Supplemental schedule of non-cash financing activities:
Conversion of mandatorily redeemable convertible
preferred stock to common stock ......................... $ -- $ -- $ 19,628
======== ======== ========
Accretion of undeclared dividends attributable
to mandatorily redeemable convertible preferred
stock .................................................. $ -- $ -- $ 2,597
======== ======== ========
Conversion of promissory notes to preferred stock ............ $ -- $ -- $ 2,904
======== ======== ========
Deferred compensation ........................................ $ 142 $ -- $ 611
======== ======== ========
Preferred stock issued in connection with technology
license agreements ......................................... $ -- $ -- $ 498
======== ======== ========
See accompanying notes to unaudited condensed consolidated financial statements.
5
COLLAGENEX PHARMACEUTICALS, INC.
AND SUBSIDIARY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
September 30, 1997 and 1998
(Unaudited)
(1) BASIS OF PRESENTATION
The unaudited condensed consolidated financial statements included herein
have been prepared by the Company, pursuant to the rules and regulations of the
Securities and Exchange Commission and in accordance with generally accepted
accounting principles. Certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such rules and
regulations. These unaudited condensed consolidated financial statements should
be read in conjunction with the Company's 1997 audited consolidated financial
statements and footnotes.
The accompanying unaudited condensed consolidated financial statements
include the results of the Company and its wholly-owned subsidiary (CollaGenex
International, Ltd.). All intercompany accounts and transactions have been
eliminated.
In the opinion of the Company's management, the accompanying unaudited
condensed consolidated financial statements have been prepared on a basis
substantially consistent with the audited consolidated financial statements and
contain adjustments, all of which are of a normal recurring nature, necessary to
present fairly the Company's financial position as of September 30, 1998, its
results of operations for the three and nine months ended September 30, 1997 and
1998 and for the period January 10, 1992 (inception) to September 30, 1998, and
its cash flows for the nine months ended September 30, 1997 and 1998 and for the
period January 10, 1992 (inception) to September 30, 1998. Interim results are
not necessarily indicative of results anticipated for the full fiscal year.
(2) NEW ACCOUNTING PRONOUNCEMENTS
Effective January 1, 1998, the Company adopted Statement of Financial
Accounting Standards No. 130 "Reporting Comprehensive Income" ("SFAS 130"). SFAS
130 requires that all items defined as comprehensive income, including changes
in the amounts of certain items such as foreign currency translation adjustments
and gains and losses on certain securities, be shown as a component of
comprehensive income in a financial statement. The adoption of SFAS 130 had no
effect on the Company's unaudited condensed consolidated financial statements
contained herein, as the Company had no items of comprehensive income during any
period presented therein.
6
COLLAGENEX PHARMACEUTICALS, INC.
AND SUBSIDIARY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
September 30, 1997 and 1998
(Unaudited)
(Continued)
Statement of Financial Accounting Standards No. 128, "Earnings Per Share"
("SFAS 128"), was adopted by the Company on December 31, 1997. In accordance
with SFAS 128, all earnings per share data for periods prior to adoption should
be restated to conform to the new standard. There was no change in the
previously reported net loss per share for the three months and nine months
ended September 30, 1997 as computed under SFAS 128.
7
COLLAGENEX PHARMACEUTICALS, INC.
AND SUBSIDIARY
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
OVERVIEW
CollaGenex Pharmaceuticals, Inc. (the "Company") is an emerging
pharmaceutical company focused on developing innovative medial therapies for the
treatment of diseases involving the destruction of the body's connective
tissues. The Company's core technology involves inhibiting the activity of
certain enzymes that degrade the connective tissues of the body. The Company's
first product, Periostat(R), was approved by the United States Food and Drug
Administration (the "FDA") in September 1998 for the treatment of adult
periodontitis, which affects approximately 67 million people in the United
States and is the leading cause of tooth loss. Periostat is a prescription
pharmaceutical capsule indicated as an adjunct to scaling and root planning
("SRP"), the most prevalent therapy for periodontitis, to promote attachment
level gain and to reduce pocket depth in patients with adult periodontitis.
Periostat will be shipped to wholesalers by mid-November and should be available
to patients in the United States no later than December 1, 1998. Substantially
all of the Company's expenditures to date have been for pharmaceutical
development activities, including the development of Periostat, and general and
administrative expenses.
Since inception, the Company has operated with a minimal number of
employees. Substantially all pharmaceutical development activities, including
clinical trials, have been contracted to independent contract research and other
organizations. Following approval from the FDA to market Periostat within the
United States, the Company has begun and anticipates that it will continue to
significantly increase the number of its employees over the next year, primarily
in sales and marketing and general and administrative areas. There can be no
assurance, however, that the Company will successfully market Periostat in the
United States or elsewhere.
The Company has incurred losses each year since inception and had an
accumulated deficit of $34.6 million at September 30, 1998. The Company expects
to continue to incur losses in the foreseeable future from expenditures on sales
and marketing, manufacturing, drug development and administrative activities.
Statements contained or incorporated by reference in this Quarterly Report
on Form 10-Q that are not based on historical fact are "forward-looking
statements" within the meaning of Section 21E of the Securities Exchange Act of
1934, as amended. Forward-looking statements may be identified by the use of
forward-looking terminology such as "may," "will," "expect," "estimate,"
"anticipate," "continue," or similar terms, variations of such terms or the
negative of those terms. This Form 10-Q contains forward-looking statements that
involve risks and uncertainties. The Company's business of selling, marketing
and developing pharmaceutical products is subject to a number of significant
risks, including risks relating to the implementation of the Company's sales and
marketing plans for Periostat, risks inherent in research and
8
development activities, risks associated with conducting business in a highly
regulated environment, risks relating to the Company's Year 2000 compliance and
the Year 2000 compliance of the Company's vendors, suppliers, manufacturers,
distributors, marketing partners and certain other parties and uncertainty
relating to clinical trials of products under development. The success of the
Company depends to a large degree upon the market acceptance of Periostat by
periodontists, dental practitioners, other health care providers, patients and
insurance companies. Other than Periostat, which has been FDA approved for
marketing in the United States, there can be no assurance that any of the
Company's other product candidates will be approved by any regulatory authority
for marketing in any jurisdiction or, if approved, that any such products will
be successfully commercialized by the Company. The Company's actual results may
differ materially from the results discussed in the forward-looking statements
contained herein.
RESULTS OF OPERATIONS
From its founding through September 30, 1998, the Company had no revenues
from sales of its own products. The Company expects to have Periostat available
by prescription no later than December 1, 1998. Operating expenses consist of
research and development expenses and general and administrative expenses.
Research and development expenses consist primarily of funds paid to contract
research organizations for the provision of services and materials for drug
development and clinical trials. General and administrative expenses consist
primarily of personnel salaries and benefits, professional and consulting fees,
insurance, facilities and general office expenses. Following approval from the
FDA in September 1998 to market Periostat within the United States, the
Company's sales and marketing expenses have begun to increase and the Company
believes that its general and administrative expenses will continue to increase
during the next several years due to the expansion of the Company's commercial
infrastructure, primarily in sales and marketing.
The Company earned $8,000 and $1,000 in contract revenues for the nine
months and the three months ended September 30, 1998, respectively, and did not
recognize contract revenues in either of the comparable year earlier periods.
The Company earned an aggregate of $400,000 in licensing revenue during the nine
month and three month periods ending September 30, 1998, compared to an
aggregate of $300,000 for the nine months ended September 30, 1997. There were
no licensing revenues recorded during the three months ended September 30, 1997.
Licensing revenues achieved in 1998 were attributable to the Company's licensing
arrangement with Laboratoires Pharmascience S.A. ("Laboratoires Pharmascience")
executed in July 1998. Licensing revenues achieved in 1997 were attributable to
the Company's licensing arrangement with Boehringer Mannheim Italia.
Research and development expenses increased $572,000, or 15.8%, and
$247,000, or 15.9%, respectively, for the nine months and three months ended
September 30, 1998, over the comparable year earlier periods. Such increases
resulted primarily from expenses relating to a Phase 3b clinical trial for
Periostat initiated during the first quarter of 1998, the initiation of certain
pre-clinical studies for Nephrostat(R), the Company's compound for the treatment
of complications of diabetes, and consulting and product registration fees
associated with obtaining
9
regulatory approval for Periostat in the United Kingdom. The Company anticipates
that the results from the Phase 3b clinical trial, if favorable, will be used to
support marketing activities for Periostat. There can be no assurance that the
Company will successfully market Periostat in the future.
General and administrative expenses increased $1.1 million, or 25.8%, and
$617,000, or 34.2%, respectively, for the nine months and three months ended
September 30, 1998, over the comparable year earlier periods. Such increases
were primarily due to the Company's pre-launch marketing activities related to
Periostat and sales and marketing efforts related to certain contractual
marketing arrangements entered into during 1997.
Interest income decreased $171,000, or 17.5%, and $128,000, or 35.8%,
respectively, for the nine months and three months ended September 30, 1998,
over the comparable year earlier periods. Such decreases were due to lower
balances in cash and short-term investments as a result of normal operating
activities since the Company's follow-on public offering of Common Stock in
April 1997.
LIQUIDITY AND CAPITAL RESOURCES
Since its origin in January 1992, the Company has financed its operations
through private placements of preferred stock and common stock, an initial
public offering of 2,000,000 shares of common stock, which generated net
proceeds to the Company of approximately $18.0 million after underwriting fees
and related expenses, and a subsequent public offering of 1,000,000 shares of
common stock, which generated net proceeds to the Company of approximately $11.6
million after underwriting fees and related expenses. At September 30, 1998, the
Company had cash, cash equivalents and short-term investments of approximately
$15.3 million, a decrease of $7.5 million from the $22.8 million balance at
December 31, 1997. In accordance with investment guidelines approved by the
Company's Board of Directors, cash balances in excess of those required to fund
operations have been invested in short-term U.S. Treasury securities and
commercial paper with a credit rating no lower than A1/P1. The Company's working
capital of $12.5 million at September 30, 1998 reflected a decrease of $8.1
million in working capital from December 31, 1997.
The Company had no debt or capital leases outstanding (other than accounts
payable and accrued expenses) at September 30, 1998. On June 26, 1997, the
Company entered into a credit arrangement consisting of a $5,000,000 line of
credit (the "LOC") to support the future working capital needs of the Company.
The LOC will be unsecured as long as the Company's cash and investment balances
maintained with the lender or an affiliate of the lender equal or exceed $10.0
million. At the Company's option, the LOC will bear interest at either the prime
rate charged by the lender or LIBOR plus 2.15%. The LOC is terminable by the
lender at any time. No balance was outstanding under the LOC at September 30,
1998.
The Company anticipates that its existing working capital will be
sufficient to fund the Company's operations through at least 1998. The Company
is considering capital raising efforts to satisfy additional working capital
requirements. The Company's future capital requirements and the adequacy of its
available funds will depend on many factors, including the size and scope
10
of the Company's sales and marketing activities with respect to Periostat, for
which the FDA granted approval to the Company in September 1998 to market within
the United States, the terms of agreements entered into with corporate partners,
if any, and the results of research and development and pre-clinical and
clinical studies for other applications of the Company's core technology. Over
the long term, the Company's liquidity is dependent on market acceptance of its
products and technology.
Year 2000 Compliance
The Company is presently assessing its state of readiness with respect to
the Year 2000 problem. The Company has been informed by the vendor of its
internal accounting, management and financial reporting applications that the
current version of such software is not presently Year 2000 compliant. In early
1999, the Company expects to install an upgraded version of such software which
the vendor has represented is Year 2000 compliant. Management does not
anticipate that Year 2000 issues will have a significant impact on its internal
accounting, management or financial reporting or result in a significant
commitment of resources to resolve potential problems with its systems
associated with this event. The Company is also presently conducting inquiries
of its outside vendors, suppliers, manufacturers, distributors and marketing
partners to assess their respective Year 2000 readiness. Upon completion of the
foregoing, the Company will be able to estimate the financial impact, if any,
should such parties fail to be Year 2000 compliant. The Company has not
developed a contingency plan with respect to Year 2000 issues should they arise.
European Monetary Union
On January 1, 1999, eleven of the fifteen member countries of the European
Union are scheduled to set fixed conversion rates between their existing legacy
currencies and the euro. At such time, these participating countries have agreed
to adopt the euro as their common legal currency. The eleven participating
countries will issue sovereign debt exclusively in euro and will redenominate
outstanding sovereign debt. The legacy currencies will continue to be used as
legal tender through January 1, 2002, at which point the legacy currencies will
be canceled and euro bills and coins will be used for cash transactions in the
participating countries.
The Company does not denominate its international licensing agreements in
foreign currencies. The Company currently does not believe that the euro
conversion will have a material impact on the Company's results of operations or
financial condition.
11
PART II. OTHER INFORMATION
Item 5. Other Information
New Drug Application
On October 1, 1998, the Company announced that the FDA had granted final
approval to the Company to market Periostat within the United States for the
treatment of adult periodontitis. Periostat is a prescription pharmaceutical
capsule indicated as an adjunct to scaling and root planning to promote
attachment level gain and to reduce pocket depth in patients with adult
periodontitis. The Company expects to have Periostat available by prescription
no later than December 1, 1998. There can be no assurance that the Company will
successfully market Periostat in the United States or elsewhere.
Licensing Agreement
The Company executed a licensing agreement with Laboratoires Pharmascience
in July 1998 pursuant to which Laboratoires Pharmascience will manufacture and
distribute Periostat in France, Morocco, Algeria, Tunisia and other countries of
French speaking Africa. Pursuant to the agreement, Laboratoires Pharmascience
paid the Company a $400,000 non-refundable license fee on August 4, 1998. In
addition, Laboratoires Pharmascience agreed to pay additional fees upon the
achievement of future milestones and royalties upon future sales of Periostat in
such areas. The Company has agreed to use its reasonable efforts to obtain
applicable marketing authorization for Periostat in the licensing territory. The
non-refundable license fee was recorded as licensing revenue in the third
quarter of 1998.
Co-Promotion Agreement
The Company executed a Co-Promotion Agreement with SmithKline Beecham
Consumer Healthcare, L.P. ("SmithKline") in October 1998 pursuant to which the
Company will promote SmithKline's Denavir(R) product, an FDA approved
prescription pharmaceutical for the treatment of recurrent cold sores in healthy
adults, to the United States dental community. The agreement provides for
certain payments by SmithKline to the Company upon future sales of Denavir.
Distribution Services Agreement
The Company executed a Distribution Services Agreement with Cord
Logistics, Inc. ("Cord") in November 1998 pursuant to which Cord will act as the
Company's exclusive distribution agent for Periostat in the United States and
Puerto Rico. Under this agreement, Cord will warehouse and ship Periostat to
wholesalers from its distribution facility in Tennessee for a pre-negotiated fee
and will provide various financial and other support services to the Company.
12
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
*10.1 - License Agreement dated as of June 30, 1998 by and between the
Company and Laboratoires Pharmascience S.A.
+10.2 - Exhibit A to the Manufacturing Agreement as of April 12, 1996 by
and between the Company and Applied Analytical Industries, Inc.,
filed with the Company's Registration Statement on Form S-1 (File
Number 333-3582) which became effective on June 20, 1996.
*10.3 - Co-Promotion Agreement dated October 13, 1998 between SmithKline
Beecham Consumer Healthcare, L.P. and the Company.
*10.4 - Distribution Services Agreement dated August 15, 1998 between
Cord Logistics, Inc. and the Company.
27 - Financial Data Schedule.
(b) Reports on Form 8-K.
No reports on Form 8-K were filed during the quarter to which this report
on Form 10-Q relates.
* Confidential treatment has been sought for a portion of this Exhibit.
+ Confidential treatment has been granted for a portion of this Exhibit.
13
SIGNATURES
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.
CollaGenex Pharmaceuticals, Inc.
Date: November 13, 1998 By: /s/ Brian M. Gallagher, Ph.D.
------------------------------
Brian M. Gallagher, Ph.D.
President and Chief Executive Officer
(Principal Executive Officer)
Date: November 13, 1998 By: /s/ Nancy C. Broadbent
-----------------------
Nancy C. Broadbent
Chief Financial Officer (Principal
Financial and Accounting Officer)