UNITED STATES
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): October 28, 2010

CERUS CORPORATION
(Exact name of registrant as specified in its charter)

 

Delaware	 	0-21937	 	68-0262011	
(State or other jurisdiction
of incorporation)	 	(Commission
File No.)	 	(IRS Employer
Identification No.)	
2411 Stanwell Drive
Concord, California 94520
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (925) 288-6000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)	
 
¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)	
 
¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))	
 
¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))	

 

 
Item 2.02.	Results of Operations and Financial Condition.	
On October 28, 2010, Cerus Corporation (the “Company”) announced its financial results for its third quarter ended September 30, 2010. A copy of the Company’s press release, entitled “Cerus Corporation Reports Third Quarter Results,” is furnished pursuant to Item 2.02 as Exhibit 99.1 hereto.
The information in this report, including the exhibit hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of Section 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained herein and in the accompanying exhibit shall not be incorporated by reference into any filing with the U.S. Securities and Exchange Commission made by the Company, whether made before or after the date hereof, except as shall be expressly set forth by specific reference in such filing.
 
Item 9.01.	Financial Statements and Exhibits.	
 
 	(d)	Exhibits.	
 
 	        99.1      Press	Release, dated October 28, 2010, entitled “Cerus Corporation Reports Third Quarter Results.”	

 
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 hereunto duly authorized.

	 		 	CERUS CORPORATION	
				
Dated: October 28, 2010	 		 	By:	 	/s/ Kevin D. Green	
	 		 		 	Kevin D. Green	
	 		 		 	Vice President, Finance and Chief Accounting Officer	

 
EXHIBIT INDEX

Exhibit
Number	  	Description	
		
99.1	  	Press Release, dated October 28, 2010, entitled “Cerus Corporation Reports Third Quarter Results.”	

Exhibit 99.1

			
Contact:	 		
		
Kevin D. Green	 	Jason Spark	
Vice President, Finance & CAO	 	Canale Communications	
Cerus Corporation	 	(619) 849-6005	
(925) 288-6138	 		
CERUS CORPORATION REPORTS THIRD QUARTER RESULTS
CONCORD, CA, October 28, 2010 - Cerus Corporation (NASDAQ: CERS) today announced financial results for the third quarter ended September 30, 2010.
Revenue for the third quarter of 2010 was $5.0 million, up from $4.8 million recognized during the third quarter of 2009. Total revenue for the first nine months of 2010 was $16.6 million, up from $12.5 million recognized during the first nine months of 2009. Product revenue for the INTERCEPT Blood System was $4.5 million during the third quarter of 2010 compared to $4.6 million during the third quarter of 2009. Product revenue for the first nine months of 2010 was $15.7 million, up from $11.5 million during the first nine months of 2009. Government grant revenue recognized during the third quarter of 2010 was $0.5 million, compared to $0.2 million recognized during the third quarter of 2009. Government grant revenue for the first nine months of 2010 was $0.9 million, down from $1.0 million in government grant revenue recognized during the first nine months of 2009.
“We’ve continued to see growing demand for the INTERCEPT Blood System. Our reported revenue of $5.0 million understates the true level of demand, since it does not include approximately $1.6 million in late September orders that we expect will be largely recorded as Q4 revenue,” said Claes Glassell, President and Chief Executive Officer of Cerus Corporation. “As a result of the demand for the INTERCEPT Blood System, we currently anticipate 2010 total revenue growth of approximately 35% to 40% over 2009.”

 
Gross margins for the third quarter of 2010 were 53%, compared to 12% for the third quarter of 2009. Gross margins for the first nine months of 2010 were 49%, compared to 29% for the same period in 2009. The improvement in 2010 gross margins is attributable to lower per-unit costs of INTERCEPT Blood System product sold in 2010 compared to 2009.
Total operating expenses for the third quarter of 2010 were $6.4 million, down from $6.6 million for the same period in 2009. Operating expenses for the first nine months of 2010 were $19.4 million, down from $22.6 million during the same period in 2009.
Net loss for the third quarter of 2010 was $3.8 million, or $0.10 per share, compared to a net loss of $5.6 million, or $0.16 per share, for the third quarter of 2009. Net loss for the first nine months of 2010 was $14.3 million, or $0.37 per share, compared to a net loss of $19.2 million, or $0.58 per share, for the same period in 2009. During 2010, non-cash charges for changes in the valuation of warrants contributed $0.7 million and $2.3 million to net loss for the third quarter and nine months ended September 30, 2010, respectively.
At September 30, 2010, the Company had cash, cash equivalents and short-term investments of $13.2 million, down from $19.9 million at December 31, 2009 and $15.9 million at June 30, 2010, resulting in net cash consumption of $2.7 million for the third quarter. During the first quarter of 2010, the Company entered into a $10 million growth capital facility and drew the first $5 million from that facility. The second $5 million may be drawn down at any time prior to December 31, 2010, at the Company’s option.
RECENT HIGHLIGHTS:
 
 	¡ 	Continued demand growth for INTERCEPT;	
 
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 	¡ 	Improved gross margins to 53% and maintained historically low operating expense levels;	
 
 	¡ 	Regained INTERCEPT platelet and plasma rights in Asia from BioOne;	
 
 	¡ 	Signed distribution agreement with CSL for INTERCEPT platelets in Australia and New Zealand;	
 
 	¡ 	Reported positive clinical data from studies of INTERCEPT platelets performed in France and Switzerland;	
 
 	¡ 	Presented successful inactivation of XMRV in platelets and red blood cells at the 1st International Workshop on XMRV;	
 
 	¡ 	Received U.S. Department of Defense award for $1.4 million to advance development of INTERCEPT red cells .	
QUARTERLY CONFERENCE CALL
The Company will host a conference call and webcast at 4:15 p.m. Eastern time today to discuss its financial results and provide a general business overview. To access the live webcast, please visit the Investor Relations page of the Cerus web site at http://investor.cerus.com. Alternatively, you may access the live conference call by dialing 866-235-9006 (U.S.) or 631-291-4549 (international).
A replay will be available on Cerus’ web site, or by dialing 800-642-1687 (U.S.) or 706-645-9291 (international) and entering conference ID number 16139637. The replay will be available approximately three hours after the call through November 15, 2010.
ABOUT CERUS
Cerus Corporation is a biomedical products company focused on commercializing the INTERCEPT Blood System to enhance blood safety. The INTERCEPT Blood System is designed to inactivate blood-borne pathogens in donated blood components intended for transfusion. Cerus currently markets the INTERCEPT Blood System for both platelets and plasma in Europe, Russia,
 
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the Middle East and selected countries in other regions around the world. The INTERCEPT red blood cell system is currently in clinical development. See http://www.cerus.com for more information.
INTERCEPT and the INTERCEPT Blood System are trademarks of Cerus Corporation.
This press release contains forward-looking statements. Any statements contained in this press release that are not statements of historical fact may be deemed to be forward-looking statements, including, without limitation, statements relating to Cerus’ expectations regarding the 2010 revenue and annual growth rate. These forward-looking statements are based upon the company’s current expectations. Actual results could differ materially from these forward-looking statements as a result of certain factors, including, without limitation, risks associated with market conditions, customer demand for the product, accounting practices, foreign exchange rates, risks and uncertainties associated with Cerus’ business and finances in general, as well as other risks detailed in the Cerus’ filings with, the Securities and Exchange Commission (SEC), including in Cerus’ quarterly report on Form 10-Q for the quarter ended June 30, 2010, filed with the SEC on August 13, 2010. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Cerus does not undertake any obligation to update any forward-looking statements as a result of new information, future events, changed assumptions or otherwise.
Financial Tables Attached
 
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CERUS CORPORATION
CONDENSED CONSOLIDATED UNAUDITED STATEMENTS OF OPERATION
(In thousands except per share information)

 	  	Three Months Ended
September 30,	 	 	Nine Months Ended
September 30,	 	
 	  	2010	 	 	2009	 	 	2010	 	 	2009	 	
Revenue	  				 				 				 				
Product revenue	  	$	4,521	  	 	$	4,567	  	 	$	15,712	  	 	$	11,523	  	
Government grant and cooperative agreements	  	 	470	  	 	 	247	  	 	 	936	  	 	 	985	  	
	  	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
Total Revenue	  	 	4,991	  	 	 	4,814	  	 	 	16,648	  	 	 	12,508	  	
	  	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
Cost of product revenue	  	 	2,324	  	 	 	4,242	  	 	 	8,416	  	 	 	8,856	  	
	  	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
Gross profit	  	 	2,667	  	 	 	572	  	 	 	8,232	  	 	 	3,652	  	
					
Operating expenses	  				 				 				 				
Research and development	  	 	1,282	  	 	 	1,230	  	 	 	3,776	  	 	 	4,867	  	
Selling, general and administrative	  	 	5,089	  	 	 	5,340	  	 	 	15,664	  	 	 	16,850	  	
Restructuring	  	 	—  	  	 	 	15	  	 	 	—  	  	 	 	856	  	
	  	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
Total operating expenses	  	 	6,371	  	 	 	6,585	  	 	 	19,440	  	 	 	22,573	  	
	  	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
Loss from operations	  	 	(3,704	) 	 	 	(6,013	) 	 	 	(11,208	) 	 	 	(18,921	) 	
Interest and other income (expense), net	  	 	(128	) 	 	 	376	  	 	 	(3,073	) 	 	 	(325	) 	
	  	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
Net loss	  	$	(3,832	) 	 	$	(5,637	) 	 	$	(14,281	) 	 	$	(19,246	) 	
	  	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	
Net loss per share – basic and diluted	  	$	(0.10	) 	 	$	(0.16	) 	 	$	(0.37	) 	 	$	(0.58	) 	
					
Weighted average common shares outstanding used for basic and diluted loss per share	  				 				 				 				
Basic	  	 	39,310	  	 	 	35,000	  	 	 	39,020	  	 	 	33,420	  	
Diluted	  	 	39,310	  	 	 	35,000	  	 	 	39,020	  	 	 	33,420	  	
 
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Cerus Corporation
Condensed Consolidated Unaudited Balance Sheets
(In thousands)

 	  	September 30,
2010	 	  	December 31,
2009	 	
Cash, cash equivalents, and short-term investments	  	$	13,209	  	  	$	19,931	  	
Accounts receivable and other current assets	  	 	4,757	  	  	 	4,721	  	
Inventories	  	 	7,334	  	  	 	7,707	  	
Property and equipment, net	  	 	2,552	  	  	 	1,217	  	
Other assets	  	 	4,308	  	  	 	915	  	
	  	 	 	 	  	 	 	 	
Total Assets	  	$	32,160	  	  	$	34,491	  	
	  	 	 	 	  	 	 	 	
Accounts payable and accrued liabilities	  	$	8,138	  	  	$	9,718	  	
Accrued restructuring	  	 	—  	  	  	 	113	  	
Deferred revenue	  	 	233	  	  	 	345	  	
Long-term debt, current	  	 	1,264	  	  	 	—  	  	
Warrant liability	  	 	5,073	  	  	 	2,737	  	
Long-term debt, non-current	  	 	3,591	  	  	 	—  	  	
Other long-term liabilities	  	 	1,553	  	  	 	130	  	
	  	 	 	 	  	 	 	 	
Total liabilities	  	 	19,852	  	  	 	13,043	  	
Stockholders’ equity	  	 	12,308	  	  	 	21,448	  	
	  	 	 	 	  	 	 	 	
Total liabilities and stockholders’ equity	  	$	32,160	  	  	$	34,491	  	

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