x |
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
¨ |
TRANSITION REPORTS PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
| Delaware |
94-3136539 | |
| (State or other jurisdiction of incorporation or organization) |
(IRS Employer Identification No.) |
| Page | ||||
| PART I: FINANCIAL INFORMATION |
||||
| Item 1 |
3 | |||
| 3 | ||||
| 4 | ||||
| 5 | ||||
| 6 | ||||
| 7 | ||||
| Item 2 |
15 | |||
| Item 3 |
35 | |||
| Item 4 |
35 | |||
| PART II: OTHER INFORMATION |
||||
| Item 1 |
35 | |||
| Item 6 |
36 | |||
| 37 | ||||
| 38 | ||||
| 40 | ||||
| 41 | ||||
| September 30, 2002 |
December 31, 2001* |
|||||||
| ASSETS |
||||||||
| Current assets: |
||||||||
| Cash and cash equivalents |
$ |
15,736 |
|
$ |
43,368 |
| ||
| Marketable securitiesavailable-for-sale |
|
437,093 |
|
|
464,535 |
| ||
| Accounts receivable, net (1) |
|
14,780 |
|
|
54,038 |
| ||
| Prepaid expenses and other current assets (2) |
|
21,700 |
|
|
29,280 |
| ||
| |
|
|
|
|
| |||
| Total current assets |
|
489,309 |
|
|
591,221 |
| ||
| Property and equipment, net |
|
44,422 |
|
|
47,927 |
| ||
| Long-term investments (3) |
|
44,644 |
|
|
45,272 |
| ||
| Intangible and other assets, net (4) |
|
24,679 |
|
|
21,139 |
| ||
| |
|
|
|
|
| |||
| Total assets |
$ |
603,054 |
|
$ |
705,559 |
| ||
| |
|
|
|
|
| |||
| LIABILITIES AND STOCKHOLDERS EQUITY |
||||||||
| Current liabilities: |
||||||||
| Accounts payable (5) |
$ |
7,216 |
|
$ |
7,347 |
| ||
| Accrued compensation |
|
13,095 |
|
|
18,812 |
| ||
| Accrued and other current liabilities (6) |
|
16,480 |
|
|
20,934 |
| ||
| Deferred revenue |
|
15,516 |
|
|
24,045 |
| ||
| Accrued restructuring charges |
|
8,122 |
|
|
14,970 |
| ||
| |
|
|
|
|
| |||
| Total current liabilities |
|
60,429 |
|
|
86,108 |
| ||
| Convertible subordinated notes |
|
172,143 |
|
|
179,248 |
| ||
| |
|
|
|
|
| |||
| Total liabilities |
|
232,572 |
|
|
265,356 |
| ||
| |
|
|
|
|
| |||
| Stockholders equity: |
||||||||
| Common stock |
|
68 |
|
|
67 |
| ||
| Additional paid-in capital |
|
712,720 |
|
|
707,412 |
| ||
| Deferred compensation |
|
(4,038 |
) |
|
(8,127 |
) | ||
| Accumulated other comprehensive income (loss) |
|
(736 |
) |
|
8,990 |
| ||
| Accumulated deficit |
|
(337,532 |
) |
|
(268,139 |
) | ||
| |
|
|
|
|
| |||
| Total stockholders equity |
|
370,482 |
|
|
440,203 |
| ||
| |
|
|
|
|
| |||
| Total liabilities and stockholders equity |
$ |
603,054 |
|
$ |
705,559 |
| ||
| |
|
|
|
|
| |||
* |
The condensed consolidated balance sheet at December 31, 2001 has been derived from the audited financial statements at that date.
|
(1) |
Includes receivables from companies considered related parties under SFAS 57 of $1.2 million and $10.9 million at September 30, 2002 and December 31, 2001,
respectively. |
(2) |
Includes loan receivable from a company considered a related party under SFAS 57 of $1.5 million and $0 million at September 30, 2002 and December 31, 2001,
respectively, and prepaid expenses of $0.7 million and $0.9 million at September 30, 2002 and December 31, 2001, respectively. |
(3) |
Includes investments in companies considered related parties under SFAS 57 of $26.1 million and $17.3 million at September 30, 2002 and December 31, 2001,
respectively. |
(4) |
Includes loans to executive officers of $1.2 million and $0 million at September 30, 2002 and December 31, 2001, respectively. See Note 4.
|
(5) |
Includes accounts payable to companies considered related parties under SFAS 57 of $1.5 million and $0 million at September 30, 2002 and December 31, 2001,
respectively. |
(6) |
Includes accruals of payments to companies considered related parties under SFAS 57 of $5.0 million and $0 million at September 30, 2002 and December 31, 2001,
respectively. |
| Three Months Ended September 30, |
Nine Months Ended September 30, |
|||||||||||||||
| 2002 |
2001 |
2002 |
2001 |
|||||||||||||
| Revenues (1) |
$ |
22,390 |
|
$ |
57,319 |
|
$ |
80,463 |
|
$ |
164,491 |
| ||||
| Operating expenses: |
||||||||||||||||
| Research and development (2) |
|
47,406 |
|
|
50,662 |
|
|
118,761 |
|
|
161,776 |
| ||||
| Selling, general and administrative |
|
12,147 |
|
|
17,886 |
|
|
39,063 |
|
|
53,038 |
| ||||
| Loss on sale of assets |
|
9 |
|
|
5,777 |
|
|
114 |
|
|
5,777 |
| ||||
| Other expenses |
|
292 |
|
|
|
|
|
1,663 |
|
|
|
| ||||
| |
|
|
|
|
|
|
|
|
|
|
| |||||
| Total operating expenses |
|
59,854 |
|
|
74,325 |
|
|
159,601 |
|
|
220,591 |
| ||||
| |
|
|
|
|
|
|
|
|
|
|
| |||||
| Loss from operations |
|
(37,464 |
) |
|
(17,006 |
) |
|
(79,138 |
) |
|
(56,100 |
) | ||||
| Interest and other income, net (3) |
|
1,648 |
|
|
3,003 |
|
|
16,406 |
|
|
21,640 |
| ||||
| Interest expense |
|
(2,450 |
) |
|
(2,547 |
) |
|
(7,377 |
) |
|
(7,692 |
) | ||||
| Gain on repurchase of convertible subordinated notes |
|
|
|
|
|
|
|
1,937 |
|
|
2,386 |
| ||||
| Gain (loss) on certain derivative financial instruments, net |
|
155 |
|
|
(1,052 |
) |
|
(318 |
) |
|
162 |
| ||||
| |
|
|
|
|
|
|
|
|
|
|
| |||||
| Loss before income taxes and accounting change |
|
(38,111 |
) |
|
(17,602 |
) |
|
(68,490 |
) |
|
(39,604 |
) | ||||
| Provision for income taxes |
|
300 |
|
|
225 |
|
|
903 |
|
|
705 |
| ||||
| |
|
|
|
|
|
|
|
|
|
|
| |||||
| Loss before accounting change |
|
(38,411 |
) |
|
(17,827 |
) |
|
(69,393 |
) |
|
(40,309 |
) | ||||
| Cumulative effect of accounting change |
|
|
|
|
|
|
|
|
|
|
2,279 |
| ||||
| |
|
|
|
|
|
|
|
|
|
|
| |||||
| Net loss |
$ |
(38,411 |
) |
$ |
(17,827 |
) |
$ |
(69,393 |
) |
$ |
(38,030 |
) | ||||
| |
|
|
|
|
|
|
|
|
|
|
| |||||
| Basic and diluted net loss per share: |
||||||||||||||||
| Loss before accounting change |
$ |
(0.57 |
) |
$ |
(0.27 |
) |
$ |
(1.03 |
) |
$ |
(0.61 |
) | ||||
| Cumulative effect of accounting change |
|
|
|
|
|
|
|
|
|
|
0.03 |
| ||||
| |
|
|
|
|
|
|
|
|
|
|
| |||||
| Basic and diluted net loss per share |
$ |
(0.57 |
) |
$ |
(0.27 |
) |
$ |
(1.03 |
) |
$ |
(0.58 |
) | ||||
| |
|
|
|
|
|
|
|
|
|
|
| |||||
| Shares used in computing basic and diluted net loss per share |
|
67,740 |
|
|
66,370 |
|
|
67,348 |
|
|
66,064 |
| ||||
| |
|
|
|
|
|
|
|
|
|
|
| |||||
(1) |
Includes revenues from transactions with companies considered related parties under SFAS 57 of $0.2 million and $11.0 million for the three months ended
September 30, 2002 and 2001, respectively, and revenues of $1.5 million and $23.6 million for the nine months ended September 30, 2002 and 2001, respectively. |
(2) |
Includes expenses from transactions with companies considered related parties under SFAS 57 of $5.1 million and $0.3 million for the three months ended
September 30, 2002 and 2001, respectively, and expenses of $10.6 million and $0.3 million for the nine months ended September 30, 2002 and 2001, respectively. |
(3) |
Includes a gain of $0.8 million on conversion of a convertible note from a company considered a related party under SFAS 57 into preferred stock of the related
party for the nine months ended September 30, 2002. |
| Three Months Ended September 30, |
Nine Months Ended September 30, |
|||||||||||||||
| 2002 |
2001 |
2002 |
2001 |
|||||||||||||
| Net loss |
$ |
(38,411 |
) |
$ |
(17,827 |
) |
$ |
(69,393 |
) |
$ |
(38,030 |
) | ||||
| Other comprehensive income (loss), net of taxes: |
||||||||||||||||
| Unrealized gains (losses) on marketable securities |
|
2,257 |
|
|
(4,107 |
) |
|
(9,490 |
) |
|
(9,566 |
) | ||||
| Foreign currency translation adjustments |
|
12 |
|
|
48 |
|
|
(236 |
) |
|
35 |
| ||||
| |
|
|
|
|
|
|
|
|
|
|
| |||||
| Other comprehensive income (loss) |
|
2,269 |
|
|
(4,059 |
) |
|
(9,726 |
) |
|
(9,531 |
) | ||||
| |
|
|
|
|
|
|
|
|
| |||||||