SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
| (Mark One) |
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| x |
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the quarterly period ending June 30, 2002 |
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Commission File Number: 000-29101
SEQUENOM, INC.
(Exact name of registrant as specified in its
charter)
| DELAWARE |
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77-0365889 |
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| 3595 John Hopkins Court |
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92121 |
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| Registrants telephone number, including area code: (858) 202-9000 | ||
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. x Yes o No
The number of shares of the Registrants Common Stock outstanding as of August 9, 2002 was 37,616,386.
SEQUENOM, INC.
INDEX
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Page No. | |
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| 3 | ||
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| Item 1. Financial statements |
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Condensed Consolidated Balance Sheets as of June 30, 2002 (unaudited) and December 31, 2001 |
3 |
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4 | |
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5 | |
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Notes to the unaudited Condensed Consolidated Financial Statements |
6 |
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| Item 2. Managements Discussion and Analysis of Financial Condition and Results of operations |
10 | |
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| Item 3. Quantitative and Qualitative Disclosures About Market Risk |
34 | |
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| 35 | ||
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| Item 1. Legal Proceedings |
35 | |
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| 35 | ||
| Item 4. Submission of Matters to a Vote of Security Holders | 36 | |
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| Item 6. Exhibits and reports on Form 8-K |
36 | |
2
PART I - FINANCIAL INFORMATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in thousands, except per share information)|
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June 30, |
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December 31, |
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(Unaudited) |
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| Assets |
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| Current assets: |
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Cash and cash equivalents |
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$ |
34,974 |
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$ |
71,686 |
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Short-term investments, available-for-sale |
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75,497 |
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67,322 |
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Restricted cash and investments |
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3,681 |
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4,127 |
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Accounts receivable, net |
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5,905 |
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9,995 |
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Inventories, net |
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7,507 |
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8,051 |
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Other current assets and prepaid expenses |
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5,006 |
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4,134 |
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| Total current assets |
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132,570 |
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165,315 |
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| Equipment and leasehold improvements, net |
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23,202 |
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25,099 |
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| Intangible assets, net |
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18,399 |
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19,416 |
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| Goodwill |
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24,618 |
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141,565 |
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| Other assets |
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4,139 |
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4,986 |
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| Total assets |
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$ |
202,928 |
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$ |
356,381 |
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| Liabilities and stockholders equity |
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| Current liabilities: |
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Accounts payable and accrued expenses |
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$ |
16,022 |
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$ |
21,464 |
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Accrued acquisition and integration costs |
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8,436 |
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6,519 |
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Deferred revenue |
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1,293 |
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6,625 |
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Current portion of long-term bank debt |
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958 |
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1,250 |
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Current portion of capital lease obligations |
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810 |
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1,059 |
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| Total current liabilities |
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27,519 |
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36,917 |
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| Deferred revenue, less current portion |
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1,100 |
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1,800 |
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| Capital lease obligations, less current portion |
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817 |
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1,092 |
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| Long-term debt, less current portion |
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1,597 |
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1,750 |
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| Long-term deferred tax liability |
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5,565 |
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6,220 |
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| Stockholders equity: |
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Common stock, par value $0.001; 75,000,000 shares authorized, 37,547,757 and 37,367,228 shares issued and outstanding at June 30, 2002 and December 31, 2001, respectively |
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38 |
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37 |
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Additional paid-in capital |
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448,422 |
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447,756 |
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Deferred compensation related to stock options |
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(342 |
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(605 |
) |
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Accumulated other comprehensive (expense) income |
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(380 |
) |
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437 |
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Accumulated deficit |
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(281,408 |
) |
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(139,023 |
) |
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| Total stockholders equity |
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166,330 |
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308,602 |
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| Total liabilities and stockholders equity |
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$ |
202,928 |
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$ |
356,381 |
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See accompanying notes.
3
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in thousands, except per share information)
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Three months ended |
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Six months ended |
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2002 |
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2001 |
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2002 |
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2001 |
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(Unaudited) |
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(Unaudited) |
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| Revenues: |
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| Product related |
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$ |
5,727 |
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$ |
5,007 |
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$ |
12,500 |
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$ |
8,717 |
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| Services |
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3,384 |
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2,311 |
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5,170 |
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3,782 |
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| Research and development grants |
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78 |
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36 |
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119 |
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103 |
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Total revenues |
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9,189 |
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7,354 |
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17,789 |
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12,602 |
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| Costs and expenses: |
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| Cost of product and service revenue |
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5,265 |
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5,045 |
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10,057 |
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9,198 |
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| Research and development |
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8,139 |
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6,814 |
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16,208 |
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12,104 |
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| Selling, general and administrative |
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7,242 |
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5,509 |
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14,281 |
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10,035 |
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| Integration costs |
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3,000 |
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3,000 |
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| Amortization of acquired intangibles |
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936 |
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1,871 |
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| Amortization of deferred stock compensation |
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119 |
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250 |
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264 |
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541 |
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Total costs and expenses |
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24,701 |
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17,618 |
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45,681 |
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31,878 |
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| Loss from operations |
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(15,512 |
) |
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(10,264 |
) |
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(27,892 |
) |
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(19,276 |
) | |
| Net interest income |
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1,087 |
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1,564 |
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2,115 |
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3,579 |
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| Other (expense) income, net |
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(389 |
) |
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9 |
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(316 |
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(24 |
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| Net loss before income taxes and cumulative effect of accounting change |
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(14,814 |
) |
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(8,691 |
) |
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(26,093 |
) |
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(15,721 |
) | |
| Deferred income tax benefit |
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327 |
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654 |
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| Net loss before cumulative effect of accounting change |
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(14,487 |
) |
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(8,691 |
) |
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(25,439 |
) |
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(15,721 |
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| Cumulative effect of accounting change |
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(116,947 |
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| Net loss |
|
$ |
(14,487 |
) |
$ |
(8,691 |
) |
$ |
(142,386 |
) |
$ |
(15,721 |
) | |
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| Net loss per share, basic and diluted: |
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| Before cumulative effect of accounting change |
|
$ |
(0.39 |
) |
$ |
(0.36 |
) |
$ |
(0.68 |
) |
$ |
(0.65 |
) | |
| Cumulative effect of accounting change |
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$ |
(3.12 |
) |
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| Net loss per share, basic and diluted |
|
$ |
(0.39 |
) |
$ |
(0.36 |
) |
$ |
(3.80 |
) |
$ |
(0.65 |
) | |
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| Weighted average shares outstanding, basic and diluted |
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37,526,627 |
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24,356,766 |
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37,491,696 |
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24,347,069 |
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See accompanying notes.
4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in thousands)|
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Six months ended June 30, |
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2002 |
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2001 |
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(Unaudited) |
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| Operating activities |
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| Net loss |
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$ |
(142,386 |
) |
$ |
(15,721 |
) | |
| Adjustments to reconcile net loss to net cash used in operating activities: |
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Cumulative effect of accounting change |
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116,947 |
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Other non-cash items |
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|
3,954 |
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|
3,728 |
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| Changes in operating assets and liabilities: |
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Inventories |
|
|
661 |
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(2,237 |
) |
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Accounts receivable |
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|
4,242 |
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(3,061 |
) |
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Other current assets |
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|
(813 |
) |
|
4,394 |
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Other assets |
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2,977 |
|
|
(2,787 |
) |
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Accounts payable and accrued expenses |
|
|
(6,359 |
) |
|
128 |
|
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|
Deferred revenue |
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|
(6,023 |
) |
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Other liabilities |
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|
3,390 |
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| Net cash used in operating activities |
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(23,410 |
) |
|
(15,556 |
) | |
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| Investing activities |
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| Purchase of equipment and leasehold improvements |
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(2,312 |
) |
|
(9,224 |
) | |
| Net change in restricted cash |
|
|
511 |
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| Net change in marketable investment securities |
|
|
(10,393 |
) |
|
(21,832 |
) | |
| Investment in investee |
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(1,000 |
) |
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| |
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| Net cash used in investing activities |
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(13,194 |
) |
|
(31,056 |
) | |
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| Financing activities |
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| Net payments on capital lease obligations |
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(524 |
) |
|
373 |
| |
| Repayment of long-term debt |
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|
(444 |
) |
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| Proceeds from exercise of stock options and ESPP purchases |
|
|
647 |
|
|
274 |
| |
|
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|
|
|
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| Net cash (used)/provided by financing activities |
|
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(321 |
) |
|
647 |
| |
|
|
|
|
|
|
|
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| Net decrease in cash and cash equivalents |
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|
(36,925 |
) |
|
(45,965 |
) | |
| Effect of exchange rate changes on cash and cash equivalents |
|
|
213 |
|
|
(177 |
) | |
| Cash and cash equivalents at beginning of period |
|
|
71,686 |
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|
70,046 |
| |
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| Cash and cash equivalents at end of period |
|
$ |
34,974 |
|
$ |
23,904 |
| |
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| Supplemental disclosure of cash flow information: |
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| Interest paid |
|
$ |
123 |
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