| LeukoSite, Inc. | |||
| Ticker: | LKST | 215 First Street | |
| Exchange: | NASDAQ-National Market | Cambridge, MA 02142 | |
| Industry: | Manufacturing (SIC Code 2834) | (617) 621-9350 | |
| Type of Shares: | Common Shares | Filing Date: | 6/27/97 | |
| U.S. Shares: | 2,500,000 | Offer Date: | 8/14/97 | |
| Non-U.S. Shares: | 0 | Filing Range: | $8.00 - $10.00 | |
| Primary Shares: | 2,500,000 | Offer Price: | $6.00 | |
| Secondary Shares: | 0 | Gross Spread: | $0.42 | |
| Offering Amount: | $22,500,000 | Selling: | $0.22 | |
| Expenses: | $600,000 | Reallowance: | $0.10 | |
| Shares Out After: | 8,683,176 |
| Manager | Tier | Phone |
| Hambrecht & Quist Incorporated | Lead Manager | (415) 439-3626 |
| UBS Securities Inc. | Co-manager | (212) 821-4510 |
| Issuer's Law Firm: | Bingham, Dana & Gould |
| Bank's Law Firm: | Hale and Dorr |
| Auditor: | Arthur Andersen |
| Registrar/Transfer Agent: | American Stock Transfer & Trust Co |
Dollar amounts in U.S. millions except for per share data | |||||
| 3 Month Ending Financials | |||||
| Full Year Audited Income | Latest Unaudited Income | Prior Unaudited Income | Balance Sheet | ||
| 12/31/96 | 3/31/97 | 3/31/96 | 3/31/97 | ||
| Revenue: | $3.67 | $0.91 | $0.00 | Assets: | $13.90 |
| Net Income: | -$7.48 | -$2.23 | -$6.02 | Curr Assets: | |
| EPS: | -$0.10 | -$0.35 | Liabilities: | $3.92 | |
| Prior EPS: | -$1.36 | -$1.78 | Curr Liabilities: | ||
| Cash Flow/Oper: | -$4.25 | Equity: | $9.98 | ||
| Cash Flow/Fin: | Cash: | ||||
| Cash Flow/Inv: | |||||
| Business Description |
| The company is a leader in the discovery and development of therapeutics based upon the biology of leukocytes (white blood cells), with potential applications in cancer and imflammatory, autoimmune and viral diseases. The company's technologies and expertise in leukocyte biology facilitate the discovery and development of novel and proprietary drugs that destroy or block the disease-causing actions of leukocytes. The company has one product candidate that has completed Phase II clinical trials, two product candidates that are expected to begin human clinical trials by early 1998, and seven small molecule drug discovery programs. The company focuses on distinct cell surface molecules found on leukocytes and their roles in disease. The company is developing monoclonal antibodies and small molecule drugs that selectively deplete leukocytes or block specific leukocyte recruitment pathways controlled by chemokines and their receptors as well as by integrins and adhesion molecules. The company believes that these drugs will have a high degree of specificity and reduced side effects compared to existing anti-cancer, anti-inflammatory, immunosuppressive and anti-viral therapies. |
| Competition |
| The biotechnology and pharmaceutical industries are intensely competitive and subject to rapid and significant technological change. Competitors of the company in the United States and elsewhere are numerous and include, among others, major multinational pharmaceutical and chemical companies, specialized biotechnology firms and universities and other research institutions. While the company believes that several of the drugs which may result from its research and development efforts may be utilized in combination with existing drugs to treat specific diseases, there can be no assuance that patients, physicians or manufacturers of such existing durgs will view any of the drugs that may be developed by the company as complementary rather than competitive. Many of the company's potential competitors have greater financial and other resources including larger research and development staffs and bore effective marketing and manufacturing organizations, than the company or its collaborative partners. Acquisitions of competing companies and potential competitors by large pharmaceutical companies or others could enhance the financial, marketing and other resources available to such competitors. As a result of academic and govermnet institutions becoming increasingly aware of the commercial value of their research findings, such institutions are more likely to enter into excluseive licensing agreements with commercial enterprises, inlcuding competitors of the ocmpany. There can be no assurance that the company's competitors will not succeed in developing technologies and drugst that are more effective or less costly than any which are being developed by the company or which would render the company's technology and future drugs obsolete or noncompetitive. |
| Business Plan |
| The company's objective is to exploit its strength in the field of leukocyte biology to develop, acquire and commercialize proprietary new drugs. Key elements are: (I) Exploit Expertise in Leukocyte Biology and (ii) Leverage Corporate Partnerships. |
| Use of Proceeds |
| The proceeds from the proposed offering will be used to fund research and development programs and for working capital and general corporate purposes. |
| Name of Shareholder | % Owned Before | % Owned After |
| John W. Littlechild | 32.30% | 23.00% |
| Entities Affiliated with HealthCare Investment Corporation | 32.30% | 23.00% |
| Timothy Springer | 14.60% | 10.40% |
| Martin Peretz | 11.90% | 8.50% |
| I.S. Partners, L.P. | 11.90% | 8.50% |
| Warner-Lambert Company | 10.00% | 7.10% |
| Entities Affiliated with Schroder Venture Managers Inc. | 6.90% | 4.90% |
| Catherine Bingham | 6.90% | 4.90% |
| Roche Finance Ltd. | 6.50% | 4.60% |
| Lombard Odier & Cie | 6.50% | 4.60% |
| Officer Name | Title | Age |
| Christopher K. Mirabelli, Ph.D. | Chairman of the Board of Directors, President and Chief Executive Officer | 42 |
| Martin Peretz, Ph.D. | Director | 57 |
| Mark Skalestky | Director | 49 |
| John W. Littlechild | Director | 45 |
| Christopher T. Walsh, Ph.D. | Director | 52 |
| Catherine Bingham | Director | 31 |
| Augustine Lawlor | Vice President, Corporate Development and Chief Financial Officer | 40 |
| Jay Luly, Ph.D. | Vice President, Drug and Discovery | 41 |
| Lee Brettman, M.D. | Vice President, Pharmaceutical Development: Clinical Development and Medical Affairs | 49 |
| Douglas Ringler, V.M.D. | Vice President, Pharmaceutical Development: Preclinical Development and Laboratory Operations | 40 |
| Walter Newman, Ph.D. | Vice President, Research and Discovery | 51 |