FORM 10-Q
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the quarterly period ended June 30, 2003 |
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OR |
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the transition period from to |
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Commission file number 000-30171 |
SANGAMO BIOSCIENCES, INC.
(exact name of small business issuer as specified in its charter)
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Delaware |
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68-0359556 |
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(State or other jurisdiction of incorporation or organization) |
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(IRS Employer Identification No.) |
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501 Canal Blvd, Suite A100 |
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Richmond, California 94804 |
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(Address of principal executive offices) |
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(510) 970-6000 |
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(Registrants telephone number, including area code) |
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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 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: Yes ý No o
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).
Yes o No ý
As of June 30, 2003, 24,815,069 shares of the issuers common stock, par value $0.01 per share, were outstanding.
INDEX
SANGAMO BIOSCIENCES, INC.
CERTIFICATIONS
This Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 and is subject to the safe harbors created by those sections. Statements that are forward-looking in nature should be read with caution because they involve risks and uncertainties, they are included, for example, in specific and general discussions about: our strategy; sufficiency of our cash resources; revenues from existing and new collaborations; product development; our research and development and other expenses; our operational and legal risks; and our plans, objectives, expectations and intentions, and any other statements that are not historical facts. Words such as expects, anticipates, targets, goals, projects, intends, plans, believes, seeks, estimates, and variations of such words and similar expressions are intended to identify such forward-looking statements. Actual results may differ materially from those expressed or implied in those statements. Factors that could cause these differences include, but are not limited to, those discussed under Risk Factors and Managements Discussion and Analysis of Financial Condition and Results of Operations. Sangamo undertakes no obligation to publicly release any revisions to forward-looking statements to reflect events or circumstances arising after the date of this report. Readers are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date of this Quarterly Report.
2
SANGAMO BIOSCIENCES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share amounts)
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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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$ |
9,803 |
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$ |
17,639 |
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Marketable securities |
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37,538 |
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34,504 |
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Interest receivable |
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443 |
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432 |
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Accounts receivable, net |
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151 |
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1,098 |
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Prepaid expenses |
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762 |
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423 |
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Total current assets |
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48,697 |
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54,096 |
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Property and equipment, net |
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1,294 |
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1,793 |
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Other assets |
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54 |
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338 |
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Total assets |
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$ |
50,045 |
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$ |
56,227 |
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Liabilities and stockholders equity |
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Current liabilities: |
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Accounts payable and accrued liabilities |
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$ |
955 |
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$ |
937 |
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Accrued compensation and employee benefits |
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458 |
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669 |
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Deferred revenue |
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322 |
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375 |
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Total current liabilities |
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1,735 |
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1,981 |
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Stockholders equity: |
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Preferred stock, $0.01 par value, 5,000,000 shares authorized, no shares issued and outstanding at June 30, 2003 and December 31, 2002 |
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Common stock, $0.01 par value; 80,000,000 shares authorized, 24,815,069 and 24,740,713 shares issued and outstanding at June 30, 2003 and December 31, 2002, respectively |
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127,326 |
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127,234 |
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Deferred stock compensation |
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(49 |
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(231 |
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Accumulated deficit |
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(79,033 |
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(72,864 |
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Accumulated other comprehensive income |
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66 |
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107 |
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Total stockholders equity |
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48,310 |
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54,246 |
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Total liabilities and stockholders equity |
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$ |
50,045 |
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$ |
56,227 |
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(1) Amounts derived from Audited Consolidated Statements dated December 31, 2002 filed as a part of Form 10-K.
See accompanying notes.
3
SANGAMO BIOSCIENCES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
(Unaudited)
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Three months ended |
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Six months ended |
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2003 |
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2002 |
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2003 |
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2002 |
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Revenues: |
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Collaboration agreements |
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$ |
426 |
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$ |
366 |
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$ |
852 |
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$ |
867 |
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Federal government research grants |
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92 |
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217 |
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Total revenues |
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518 |
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366 |
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1,069 |
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867 |
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Operating expenses: |
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Research and development (excludes $13 and $48 of stock-based compensation expense for the three months ended June 30, 2003 and 2002, respectively, and $70 and $1,002 of stock-based compensation expense for the six months ended June 30, 2003 and 2002, respectively) |
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3,056 |
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3,109 |
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5,743 |
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6,467 |
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General and administrative (excludes $36 and $100 of stock-based compensation expense for the three months ended June 30, 2003 and 2002, respectively, and $87 and $188 of stock-based compensation expense for the six months ended June 30, 2003 and 2002, respectively) |
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1,116 |
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1,086 |
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1,943 |
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1,948 |
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Restructuring charge |
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190 |
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Stock-based compensation expense |
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49 |
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148 |
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157 |
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1,190 |
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Total operating expenses |
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4,221 |
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4,343 |
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7,843 |
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9,795 |
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Loss from operations |
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(3,703 |
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(3,977 |
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(6,774 |
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(8,928 |
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Interest and other income, net |
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429 |
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346 |
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605 |
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810 |
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Net loss |
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$ |
(3,274 |
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(3,631 |
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(6,169 |
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(8,118 |
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Basic and diluted net loss per common share |
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$ |
(0.13 |
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(0.15 | |||||||