| (Mark One) |
||
| x |
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |
| For the quarterly period ended June 30, 2002 | ||
| OR | ||
| ¨ |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |
| For the transition period from to
|
| Washington |
91-1549568 | |
| (State of Incorporation) |
(IRS Employer Identification No.) |
| Common Stock, $.01 par value |
44,158,730 | |
| (Class) |
(Outstanding at August 1, 2002) |
| Page No. | ||||
| PART I |
||||
| Item 1. |
||||
| a) |
1 | |||
| b) |
2 | |||
| c) |
3 | |||
| d) |
4 | |||
| Item 2. |
9 | |||
| Item 3. |
31 | |||
| PART II |
||||
| Item 1. |
32 | |||
| Item 2. |
32 | |||
| Item 3. |
32 | |||
| Item 4. |
32 | |||
| Item 5. |
32 | |||
| Item 6. |
32 | |||
| 33 | ||||
| June 30, 2002 |
December 31, 2001 |
|||||||
| (Unaudited) |
||||||||
| ASSETS |
||||||||
| Current assets: |
||||||||
| Cash and cash equivalents |
$ |
17,273,000 |
|
$ |
25,186,000 |
| ||
| Accounts receivable |
|
3,197,000 |
|
|
2,475,000 |
| ||
| Receivable from unconsolidated, majority-owned research and development joint venture |
|
1,062,000 |
|
|
893,000 |
| ||
| Prepaid expenses and other |
|
1,065,000 |
|
|
935,000 |
| ||
| |
|
|
|
|
| |||
| Total current assets |
|
22,597,000 |
|
|
29,489,000 |
| ||
| Property and equipment, net |
|
7,087,000 |
|
|
8,308,000 |
| ||
| Goodwill and other purchased intangibles, net |
|
31,499,000 |
|
|
31,752,000 |
| ||
| Other assets |
|
1,412,000 |
|
|
1,489,000 |
| ||
| |
|
|
|
|
| |||
| $ |
62,595,000 |
|
$ |
71,038,000 |
| |||
| |
|
|
|
|
| |||
| LIABILITIES AND SHAREHOLDERS EQUITY |
||||||||
| Current liabilities: |
||||||||
| Accounts payable and accrued expenses |
$ |
3,130,000 |
|
$ |
3,452,000 |
| ||
| Payable to unconsolidated, majority-owned research and development joint venture |
|
1,103,000 |
|
|
1,123,000 |
| ||
| Accrued employee expenses |
|
819,000 |
|
|
1,114,000 |
| ||
| Deferred revenue |
|
6,072,000 |
|
|
4,631,000 |
| ||
| Current portion of long-term obligations |
|
1,253,000 |
|
|
1,308,000 |
| ||
| |
|
|
|
|
| |||
| Total current liabilities |
|
12,377,000 |
|
|
11,628,000 |
| ||
| Deferred rent |
|
742,000 |
|
|
640,000 |
| ||
| Long-term obligations |
|
21,870,000 |
|
|
16,403,000 |
| ||
| Deferred revenue |
|
3,012,000 |
|
|
4,966,000 |
| ||
| Commitments (Notes 6 and 7) |
||||||||
| Series B convertible exchangeable preferred stock |
|
12,015,000 |
|
|
12,015,000 |
| ||
| Shareholders equity: |
||||||||
| Preferred stock, $0.01 par value, 6,000,000 shares authorized: |
||||||||
| Series A preferred stock, 800,000 shares designated, none issued and outstanding |
|
|
|
|
|
| ||
| Series B convertible exchangeable preferred stock; 12,015 shares designated, issued and outstanding |
|
|
|
|
|
| ||
| Common stock $0.01 par value, 120,000,000 shares authorized, 44,158,730 shares issued and outstanding at June 30, 2002
and 44,125,677 shares at December 31, 2001 |
|
442,000 |
|
|
441,000 |
| ||
| Additional paid-in-capital |
|
202,963,000 |
|
|
202,927,000 |
| ||
| Accumulated deficit |
|
(190,826,000 |
) |
|
(177,982,000 |
) | ||
| |
|
|
|
|
| |||
| Total shareholders equity |
|
12,579,000 |
|
|
25,386,000 |
| ||
| |
|
|
|
|
| |||
| $ |
62,595,000 |
|
$ |
71,038,000 |
| |||
| |
|
|
|
|
| |||
| Three months ended June 30, |
Six months ended June 30, |
|||||||||||||||
| 2002 |
2001 |
2002 |
2001 |
|||||||||||||
| Revenue: |
||||||||||||||||
| Collaborative agreements |
$ |
3,818,000 |
|
$ |
3,609,000 |
|
$ |
8,349,000 |
|
$ |
6,737,000 |
| ||||
| Collaborative agreement with unconsolidated, majority-owned research and development joint venture |
|
775,000 |
|
|
730,000 |
|
|
1,614,000 |
|
|
1,407,000 |
| ||||
| |
|
|
|
|
|
|
|
|
|
|
| |||||
| Total revenue |
|
4,593,000 |
|
|
4,339,000 |
|
|
9,963,000 |
|
|
8,144,000 |
| ||||
| |
|
|
|
|
|
|
|
|
|
|
| |||||
| Operating expenses: |
||||||||||||||||
| Research and development |
|
8,325,000 |
|
|
6,637,000 |
|
|
17,364,000 |
|
|
13,031,000 |
| ||||
| Equity in net loss of unconsolidated, majority-owned research and development joint venture |
|
833,000 |
|
|
1,019,000 |
|
|
1,611,000 |
|
|
1,867,000 |
| ||||
| Amortization of purchased intangibles |
|
127,000 |
|
|
1,518,000 |
|
|
253,000 |
|
|
3,035,000 |
| ||||
| General and administrative |
|
1,579,000 |
|
|
1,441,000 |
|
|
3,232,000 |
|
|
3,468,000 |
| ||||
| |
|
|
|
|
|
|
|
|
|
|
| |||||
| Total operating expenses |
|
10,864,000 |
|
|
10,615,000 |
|
|
22,460,000 |
|
|
21,401,000 |
| ||||
| |
|
|
|
|
|
|
|
|
|
|
| |||||
| Loss from operations |
|
(6,271,000 |
) |
|
(6,276,000 |
) |
|
(12,497,000 |
) |
|
(13,257,000 |
) | ||||
| Investment income |
|
139,000 |
|
|
477,000 |
|
|
226,000 |
|
|
1,279,000 |
| ||||
| Interest expense |
|
(305,000 |
) |
|
(66,000 |
) |
|
(572,000 |
) |
|
(130,000 |
) | ||||
| |
|
|
|
|
|
|
|
|
|
|
| |||||
| Net loss |
$ |
(6,437,000 |
) |
$ |
(5,865,000 |
) |
$ |
(12,843,000 |
) |
$ |
(12,108,000 |
) | ||||
| |
|
|
|
|
|
|
|
|
|
|
| |||||
| Net loss per share (basic and diluted), restated |
$ |
(0.15 |
) |
$ |
(0.13 |
) |
$ |
(0.29 |
) |
$ |
(0.28 |
) | ||||
| |
|
|
|
|
|
|
|
|
|
|
| |||||
| Shares used in computation of net loss per common share |
|
44,159,000 |
|
|
43,977,000 |
|
|
44,148,000 |
|
|
43,748,000 |
| ||||
| |
|
|
|
|
|
|
|
|
|
|
| |||||
| Six months ended June 30, |
||||||||
| 2002 |
2001 |
|||||||
| Operating activities: |
||||||||
| Net loss |
$ |
(12,843,000 |
) |
$ |
(12,108,000 |
) | ||
| Adjustments to reconcile net loss to net cash used in operating activities: |
||||||||
| Equity in net loss of unconsolidated, majority-owned research and development joint venture |
|
1,611,000 |
|
|
1,867,000 |
| ||
| Depreciation and amortization |
|
1,612,000 |
|
|
1,884,000 |
| ||
| Amortization of purchased intangibles |
|
253,000 |
|
|
3,035,000 |
| ||
| Stock-based compensation expense |
|
|
|
|
80,000 |
| ||
| Changes in assets and liabilities: |
||||||||
| Decrease (increase) in accounts receivable |
|
(722,000 |
) |
|
1,014,000 |
| ||
| Decrease in deferred revenue |
|
(513,000 |
) |
|
(3,357,000 |
) | ||
| Increase in current and other assets |
|
(53,000 |
) |
|
(429,000 |
) | ||
| Increase (decrease) in current and other liabilities |
|
55,000 |
|
|
(2,284,000 |
) | ||
| Increase in accounts receivable from unconsolidated, majority-owned research and development joint venture
|
|
(169,000 |
) |
|
(63,000 |
) | ||
| |
|
|
|
|
| |||
| Net cash used in operating activities |
|
(10,769,000 |
) |
|
(10,361,000 |
) | ||
| |
|
|
|
|
| |||
| Investing activities: |
||||||||
| Investment in unconsolidated, majority-owned research and development joint venture |
|
(1,631,000 |
) |
|
(4,112,000 |
) | ||
| Purchases of property and equipment |
|
(486,000 |
) |
|
(1,769,000 |
) | ||
| |
|
|
|
|
| |||
| Net cash used in investing activities |
|
(2,117,000 |
) |
|
(5,881,000 |
) | ||
| |
|
|
|
|
| |||
| Financing activities: |
||||||||
| Loan proceeds from collaborative partner |
|
5,000,000 |
|
|
|
| ||
| Proceeds from leasehold improvements and equipment financing arrangements |
|
607,000 |
|
|
1,938,000 |
| ||
| Payments under leasehold improvements and equipment financing arrangements |
|
(670,000 |
) |
|
(511,000 |
) | ||
| Net proceeds from sale of capital stock |
|
36,000 |
|
|
2,767,000 |
| ||
| |
|
|
|
|
| |||
| Net cash provided by financing activities |
|
4,973,000 |
|
|
4,194,000 |
| ||