FORM 10-Q

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SANGAMO BIOSCIENCES, INC.

(exact name of small business issuer as specified in its charter)

 

 

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 September 30, 2003, 24,814,486 shares of the issuer’s common stock, par value $0.01 per share, were outstanding.

 

 

INDEX

 

SANGAMO BIOSCIENCES, INC.

 

PART I. FINANCIAL INFORMATION
Item 1.	Financial Statements (Unaudited)
	Condensed Consolidated Balance Sheets at September 30, 2003 and December 31, 2002
	Condensed Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2003 and 2002
	Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2003 and 2002
	Notes to Condensed Consolidated Financial Statements
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations
Item 3.	Quantitative and Qualitative Disclosures about Market Risk
Item 4.	Controls and Procedures
PART II. OTHER INFORMATION
Item 2.		Changes in Securities and Use of Proceeds
Item 6.		Exhibits and Reports on Form 8-K
SIGNATURES
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.  Statements that are forward-looking in nature should be read with caution because they involve risks and uncertainties.  Forward-looking statements 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 “Management’s 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 Form 10-Q.

 

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PART 1. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

 

SANGAMO BIOSCIENCES, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per share amounts)

 

		September 30, 2003			December 31, 2002 (1)
		(unaudited)
Assets
Current assets:
Cash and cash equivalents		$	12,104		$	17,639
Marketable securities		33,724			34,504
Interest receivable		469			432
Accounts receivable, net		151			1,098
Prepaid expenses		513			423
Total current assets		46,961			54,096
Property and equipment, net		1,089			1,793
Other assets		51			338
Total assets		$	48,101		$	56,227
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable and accrued liabilities		$	1,290		$	937
Accrued compensation and employee benefits		578			669
Deferred revenue		295			375
Total current liabilities		2,163			1,981
Stockholders’ equity:
Common stock, $0.01 par value; 80,000,000 shares authorized, 24,814,486 and 24,740,713 shares issued and outstanding at September 30, 2003 and December 31, 2002, respectively		127,502			127,234
Deferred stock compensation		(15		)	(231		)
Accumulated deficit		(81,617		)	(72,864		)
Accumulated other comprehensive income		68			107
Total stockholders’ equity		45,938			54,246
Total liabilities and stockholders’ equity		$	48,101		$	56,227

 

(1)          Amounts derived from Audited Consolidated Statements dated December 31, 2002 filed as a part of Form 10-K.

 

See accompanying notes.

 

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SANGAMO BIOSCIENCES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share amounts)

(Unaudited)

 

		Three months ended September 30,						Nine months ended September 30,
		2003			2002			2003			2002
Revenues:
Collaboration agreements		$	426		$	1,003		$	1,278		$	1,870
Federal government research grants		81			9			298			9
Total revenues		507			1,012			1,576			1,879
Operating expenses:
Research and development (excludes $189 and $47 of stock-based compensation expense for the three months ended September 30, 2003 and 2002, respectively, and $259 and $1,049 of stock-based compensation expense for the nine months ended September 30, 2003 and 2002, respectively)		2,157			3,322			7,900			9,789
General and administrative (excludes $21 and $88 of stock-based compensation expense for the three months ended September 30, 2003 and 2002, respectively, and $108 and $276 of stock-based compensation expense for the nine months ended September 30, 2003 and 2002, respectively)		1,106			966			3,049			2,914
Restructuring charge		—			181			—			371
Stock-based compensation expense		210			135			367			1,325
Goodwill impairment		—			15,250			—			15,250
Patent impairment		—			2,760			—			2,760
Total operating expenses		3,473			22,614			11,316			32,409
Loss from operations		(2,966		)	(21,602		)	(9,740		)	(30,530		)
Interest and other income, net		382			662			987			1,472
Net loss		$	(2,584	)	$	(20,940	)	$	(8,753	)	$	(29,058	)
Basic and diluted net loss per share		$	(0.10	)	$	(0.85	)	$	(0.35	)	$	(1.19	)
Shares used in computing basic and diluted net loss per share		24,812			24,509			24,778			24,435