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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): February 5, 2001
CALIPER TECHNOLOGIES CORP.
(Exact name of registrant as specified in charter)
DELAWARE
(State or other jurisdiction of incorporation)
0-28229 33-0675808
(Commission File Number) (I.R.S. Employer Identification No.)
605 FAIRCHILD DRIVE
MOUNTAIN VIEW, CA 94043-2234
(Address of principal executive offices and zip code)
(650) 623-0700
(Registrant's telephone number, including area code)
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Item 5. Other Events.
On February 1, 2001 Caliper Technologies Corp. announced its fourth quarter
financial results for 2000. The selected financial information is set forth at
the end of this Item 5. For the quarter ended December 31, 2000, Caliper
reported a net loss of $5.8 million, or $0.25 per diluted share, as compared to
a net loss of $6.2 million, or $0.38 per diluted share, for the same quarter
last year. Included in the net income for the fourth quarter of 2000 is $1.3
million, or $0.05 per diluted share, in reimbursements from Caliper's
collaboration partner Agilent Technologies for litigation expenses pertaining to
Aclara Biosciences' patent suit against Caliper, which was recently settled. For
the fiscal year ending December 31, 2000, Caliper reported a net loss of $13.3
million, or $0.61 per diluted share, as compared to a net loss of $14.4 million,
or $0.92 per diluted share, for the 1999 fiscal year. Included in the net loss
for the 2000 fiscal year is the cumulative adjustment of $2.3 million, or $0.11
per diluted share, for the effect of Staff Accounting Bulletin 101 (SAB 101) on
revenue recognition adopted by Caliper in the first quarter of the 2000 fiscal
year. Offsetting the net loss in fiscal year 2000, in addition to the fourth
quarter litigation reimbursement from Agilent noted above, is the $12.0 million,
or $0.55 per share, from settlement of the breach of duty and trade secret
litigation signed in the third quarter of 2000.
Total revenues were $5.0 million for the quarter ended December 31, 2000,
as compared to $3.2 million in revenues for the same period in 1999,
representing a 55% increase. Slightly more than half of this increase is
attributable to product sales associated with Caliper's collaboration with
Agilent Technologies with the remainder coming from Caliper's Technology Access
Program. For the fiscal year, total revenues increased 54% to $18.6 million in
2000 as compared to $12.1 million in 1999. Operating expenses for the fourth
quarter of 2000 increased over operating expenses in the comparative quarter of
1999 primarily due to expanded research and development activities, including
intellectual property matters. Also contributing to expenses were the increased
administrative costs associated with being a public company. Cash and
investments totaled $191.7 million at December 31, 2000, which includes the
$104.9 million in net proceeds received in the third quarter of 2000 from a
private placement of 2.3 million shares of Caliper's common stock.
Caliper further reported that its financial performance in the fourth
quarter of 2000 was driven by revenue from product sales of the personal
laboratory system and high throughput screening systems, as well as R&D support.
It also benefited from the payment of $1.3 million from Agilent Technologies (or
$0.05 per share) for litigation expenses, in the form of reimbursement, which
was recorded as income but not revenue. Taking this into account, if the one
time loss effect of the SAB 101 accounting change (cumulative loss of $0.11 per
share) were factored out, and the unanticipated favorable litigation settlement
of $12 million (income of $0.55 per share) were also factored out, Caliper's EPS
loss for 2000 would be $1.05.
Caliper further reported that highlights of the fourth quarter of 2000
include commercialization of a new protein application for the Agilent 2100
Bioanalyzer, progress in advancing Caliper's TAP customers' transition to full
production screening, the signing of a new ADP customer, described below, and
the comprehensive litigation settlement with Aclara, finalized just after the
close of the quarter.
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In September 2000, Caliper introduced the Automated Microfluidics System
AMS 90, or "AMS 90," designed to perform automated, high throughput nucleic acid
analysis using Caliper's proprietary sipper chip technology. Targeted to
microarray and cloning labs that analyze hundreds of samples per day, the AMS 90
offers several advantages over conventional technology. Caliper has already
received orders for this system, which it anticipates shipping later in the
first quarter 2001. In late December, Caliper established a collaboration with
Structural GenomiX, announced in early January, to accelerate the development of
LabChip(R) proteomics applications for the AMS 90, and anticipates introducing a
protein analysis application later in 2001.
Caliper's joint applications development program, introduced in March with
Millennium Pharmaceuticals as the first customer, was formalized later in the
year as the Applications Developer Program, or "ADP." In this program, Caliper
provides customers with microfluidic instruments, standard chips,
custom-designed chips and training to enable them to create their own LabChip(R)
applications. In December, GlaxoSmithKline joined the ADP to collaborate with
Caliper to develop new LabChip(R) applications in synthetic chemistry. The ADP
is the first implementation of Caliper's distributed applications development
strategy intended to expand is applications menus and permeate multiple
industries with LabChip(R) products. Today, Caliper is in discussions with
potential customers in several industries.
Caliper further reported that one of the major milestones in the fourth
quarter was the recommendation from Underwriters Laboratories that Caliper
receive ISO 9001 certification for manufacturing of its chips and reagents. ISO,
the International Standards Organization, sets international standards for
quality in product manufacturing and production. ISO 9001 certification is
voluntary and is a measure of Caliper's commitment to ongoing delivery of
quality products to customers.
Caliper further reported that customer acceptance of the personal
laboratory system, commercialized by Agilent Technologies as the Agilent 2100
Bioanalyzer, continued to grow in the fourth quarter. Instrument and LabChip(R)
kit orders roughly doubled quarter over quarter during 2000. These statements
are historical statements, and should not be taken as an indication of future
performance. Shipment of the Protein 200 LabChip(R) kit began in late November.
Note: The forgoing discussion contains forward-looking statements, identified by
using the word "anticipates," regarding Caliper's expectations as to the
development and timing of shipping the AMS 90 and introduction of additional
applications for the AMS 90 and its expectations concerning new programs such as
the AMS 90 and ADP. Actual results may differ materially from Caliper's beliefs
and expectations as a result of numerous risks and uncertainties, including the
risks: that Caliper's LabChip(R) systems are new and may not achieve market
acceptance; that Caliper and its customers may encounter technical or other
difficulties preventing or delaying the introduction of new products or
enhancements; and that Caliper's customers may not perform under the agreements
as Caliper expects. These and other risks related to Caliper are detailed in
Caliper's recent prospectus, filed on January 19, 2001, under the caption "Risk
Factors."
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CALIPER TECHNOLOGIES CORP.
SELECTED FINANCIAL INFORMATION
(In thousands, except per share amounts)
STATEMENTS OF OPERATIONS Three Months Ended Year Ended
December 31, December 31,
2000 1999 2000 1999
Revenue $ 4,988 $ 3,228 $ 18,564 $ 12,087
Costs and expenses:
Research and development 11,675 6,113 35,997 18,415
General and administrative 2,486 1,825 9,787 5,312
Amortization of deferred
stock compensation 882 1,888 4,545 3,885
Total costs and expenses 15,043 9,826 50,329 27,612
Operating loss (10,055) (6,598) (31,765) (15,525)
Interest income, net 2,940 351 7,468 1,152
Litigation settlement and/or
reimbursement 1,274 -- 13,274 --
Net loss before accounting change (5,841) (6,247) (11,023) (14,373)
Cumulative effect of a change
in accounting principle -- -- (2,294) --
Net loss $ (5,841) $(6,247) $(13,317) $(14,373)
Net loss per share - basic
& diluted
Net loss before accounting
change $ (0.25) $ (0.38) $ (0.50) $ (0.92)
Cumulative effect of a change
in accounting principle -- -- (0.11) --
Net loss $ (0.25) $ (0.38) $ (0.61) $ (0.92)
Shares used in computing net
loss per share - basic & diluted 23,602 16,652 21,853 15,578
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BALANCE SHEET December 31,
2000 1999
Cash, cash equivalents and short-term
marketable securities $142,597 $ 73,292
Other current assets 7,467 2,096
Long-term marketable securities 49,102 26,924
Property and equipment, net 9,101 5,346
Other assets 4,247 1,189
Total assets $212,514 $108,847
Current liabilities $ 11,691 $ 7,078
Long-term obligations 4,366 3,906
Stockholders' equity 196,457 97,863
Total liabilities and stockholders' equity $212,514 $108,847
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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.
CALIPER TECHNOLOGIES CORP.
DATE: February 5, 2001 By: /s/ James L. Knighton
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James L. Knighton
Vice President, Finance and
Chief Financial Officer
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