關于產品流動資金及資本資源寫作方法

Liquidity and Capital Resources流動資金及資本資源

 

         We have to date funded operations principally through payments received from private placements of equity securities, public

offerings of common stock, collaborations, grants and contracts, royalties, interest on investments, proceeds from the exercise of outstandingoptions and warrants, and through September 30, 2011, sales of our common stock under our two employee stock purchase plans (PurchasePlans) which were terminated during 2011.  我們有最新的投資業務主要是通過從私募股本證券來獲得款項，以及從公眾產品的普通股，合作，贈款和合同，特許權使用費，投資利息，所得款項股權及認股權證等方面來獲得一些投資業務，2012，9月30日，通過本公司普通股的銷售，我們的兩個雇員股票購買計劃（購買計劃）在2011年被終止。

 

         Under the Salix License Agreement, we received through December 31, 2011, a $60,000 upfront cash payment and $225 in respect ofSalix ex-U.S. sublicensee revenue and are eligible to receive development and commercialization milestone payments plus royalties on netsales and 60% of any upfront, milestone, reimbursement or other revenue (net of costs of goods sold, as defined, and territory-specific researchand development expense reimbursement) Salix receives from ex-U.S. sublicensees.

 

         Our expenses and reimbursement revenue related to RELISTOR have declined substantially in the second half of 2011, since Salix

assumed direct responsibility for expenses under third-party contracts we have assigned to it. Under the Salix License Agreement, we arereimbursed for Salix approved full-time equivalents (FTE) and third-party development expenses incurred and paid by us after February 3,2011. For the year ended December 31, 2011, we incurred $23,197 of RELISTOR related expenses for which we have receivedreimbursements from Salix and Wyeth totaling $14,659 and $1,630, respectively, through December 31, 2011, and in respect of which weexpect to receive $58 during the first quarter of 2012.http://www.mythingswp7.com/jr/

 

         At December 31, 2011, we held $70,105 in cash and cash equivalents, an increase of $22,187 from $47,918 at December 31, 2010.

We expect that this amount will be sufficient to fund operations as currently anticipated beyond one year. In addition, at December 31, 2011and 2010, our investment in auction rate securities classified as long-term assets on the Consolidated Balance Sheets amounted to $3,332 and$3,608, respectively.

 

         We may require additional funding in the future, and if we are unable to enter into favorable collaboration, license, asset sale, capital

raising or other financing transactions, we will have to reduce, delay or eliminate spending on some current operations, and/or reduce salaryand other overhead expenses, to extend our remaining operations.

 

          Our cash flow from operating activities was positive for the year ended December 31, 2011, due to the receipt in 2011 of a $60,000

Salix upfront payment, $225 in respect of Salix ex-U.S. sublicensee revenue and $16,289 in reimbursement payments from Salix and Wyeth,partially offset by expenditures on our research and development programs and general and administrative costs. Our cash flow from operatingactivities was negative for the years ended December 31, 2010 and 2009 due primarily to the excess of expenditures on our research anddevelopment programs and general and administrative costs over cash received from collaborators and government grants to fund suchprograms, as described below. See Risk Factors .

 

         During the third quarter of 2011, we put in place a shelf registration statement with the SEC which may be used for the issuance of upto $100.0 million of common stock, preferred stock, debt securities, warrants, other rights and units. We do not have any current plans forissuing securities under this registration statement, which may be used up to three years from its effective date.

Sources of Cash

 

         Operating Activities. During the year ended December 31, 2011 we received $79,998 under our collaborations, consisting of (i)

$60,000 Salix upfront cash payment and $225 in respect of Salix ex-U.S. sublicensee revenue (ii) $14,659 in reimbursement payments underthe Salix License Agreement, (iii) $1,767 in royalties from Salix, (iv) $3,317 under the Transition Agreement with Wyeth and (v) $30 under theLicense Agreement with Ono. During the years ended December 31, 2010 and 2009, we received $10,351 and $6,385, respectively, fromWyeth, consisting of (i) $0 and $3,172 as reimbursements payments under the 2005 Wyeth collaboration, (ii) $7,906 and $1,666 under theTransition Agreement, (iii) $2,415 and $1,494 in royalties and (iv) $30 and $53, respectively under the License Agreement with Ono.Reimbursements under the 2005 collaboration have ceased as a result of its termination.

 

         Under our License Agreement with Ono, we are entitled to receive potential milestone payments, upon achievement of development

milestones by Ono, of up to $20,000, commercial milestones and royalties on sales of subcutaneous RELISTOR in Japan. Ono is also

responsible for development and commercialization costs for subcutaneous RELISTOR in Japan.

 

         We have partially funded research programs through awards from the NIH. For the years ended December 31, 2011, 2010 and 2009,we received $5,178, $4,315 and $2,865, respectively, of revenue from all of our NIH awards including the $733 received as part of the federalgovernment’s qualifying therapeutic discovery project.
We expect funding from the NIH to decline in the future to the extent we out-license existing NIH-funded programs not in the oncology area.我們期待著由美國國立衛生研究院提供資助，在未來投資下降的情況下，我們現有的美國國立衛生研究院資助的項目，在腫瘤區域，能夠獲得捐款。