UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark one)
ý QUARTERLY REPORT PURSUANT TO SECTION 13
OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2004
OR
o TRANSITION REPORT PURSUANT TO
SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to ..
Commission file number: 000-24207
ABGENIX, INC.
(Exact name of registrant as specified in its charter)
|
Delaware |
|
94-3248826 |
|
(State or other jurisdiction of |
|
(IRS employer |
|
|
|
|
|
6701 Kaiser Drive, Fremont, CA |
|
94555 |
|
(Address of principal executive office) |
|
(Zip Code) |
(510) 284-6500
(Registrant’s telephone number, including area code)
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 in 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 ý No o
As of April 30, 2004 there were 88,721,364 shares of the Registrant’s Common Stock outstanding.
TABLE OF CONTENTS
2
ABGENIX, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share data)
(unaudited)
|
|
|
March 31, |
|
December 31, |
|
||
|
|
|
|
|
|
|
||
|
ASSETS |
|
|
|
|
|
||
|
Current assets: |
|
|
|
|
|
||
|
Cash and cash equivalents |
|
$ |
16,389 |
|
$ |
19,141 |
|
|
Marketable securities |
|
290,613 |
|
328,622 |
|
||
|
Interest receivable |
|
2,133 |
|
3,096 |
|
||
|
Accounts receivable, net |
|
505 |
|
2,174 |
|
||
|
Inventories |
|
1,796 |
|
— |
|
||
|
Prepaid expenses and other current assets |
|
11,072 |
|
12,546 |
|
||
|
Total current assets |
|
322,508 |
|
365,579 |
|
||
|
Property and equipment, net |
|
241,383 |
|
246,277 |
|
||
|
Long-term investments |
|
19,529 |
|
20,695 |
|
||
|
Goodwill |
|
34,780 |
|
34,780 |
|
||
|
Identified intangible assets, net |
|
81,925 |
|
83,716 |
|
||
|
Deposits and other assets |
|
28,864 |
|
29,146 |
|
||
|
|
|
$ |
728,989 |
|
$ |
780,193 |
|
|
|
|
|
|
|
|
||
|
LIABILITIES, REDEEMABLE CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY |
|
|
|
|
|
||
|
Current liabilities: |
|
|
|
|
|
||
|
Accounts payable |
|
$ |
9,143 |
|
$ |
11,584 |
|
|
Deferred revenue |
|
10,326 |
|
10,919 |
|
||
|
Accrued liabilities |
|
16,525 |
|
13,974 |
|
||
|
Contract cancellation obligation |
|
15,640 |
|
22,749 |
|
||
|
Accrued interest payable |
|
311 |
|
2,061 |
|
||
|
Total current liabilities |
|
51,945 |
|
61,287 |
|
||
|
Deferred rent |
|
6,547 |
|
6,153 |
|
||
|
Convertible subordinated notes |
|
249,870 |
|
200,000 |
|
||
|
Redeemable convertible preferred stock, $0.0001 par value; 5,000,000 shares authorized |
|
|
|
|
|
||
|
Series A-1 50,000 shares issued and outstanding at March 31, 2004 and December 31, 2003, respectively; liquidation preference $50,000,000 at March 31, 2004 and December 31, 2003, respectively |
|
49,869 |
|
49,869 |
|
||
|
Series A-2 50,000 shares issued and outstanding at December 31, 2003; liquidation preference $50,000,000 at December 31, 2003; no shares outstanding at March 31, 2004 |
|
— |
|
49,868 |
|
||
|
Commitments |
|
|
|
|
|
||
|
Stockholders’ equity: |
|
|
|
|
|
||
|
Common stock, $0.0001 par value; 220,000,000 shares authorized; 88,366,871 and 88,262,457 shares issued and outstanding at March 31, 2004 and December 31, 2003, respectively |
|
9 |
|
9 |
|
||
|
Additional paid-in capital |
|
969,335 |
|
968,922 |
|
||
|
Accumulated other comprehensive income |
|
7,756 |
|
8,861 |
|
||
|
Accumulated deficit |
|
(606,342 |
) |
(564,776 |
) |
||
|
Total stockholders’ equity |
|
370,758 |
|
413,016 |
|
||
|
|
|
$ |
728,989 |
|
$ |
780,193 |
|
See accompanying notes
3
ABGENIX, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
(unaudited)
|
|
|
Three Months Ended March 31, |
|
||||
|
|
|
2004 |
|
2003 |
|
||
|
|
|
|
|
|
|
||
|
Revenues: |
|
|
|
|
|
||
|
Contract revenue |
|
$ |
2,890 |
|
$ |
6,156 |
|
|
Operating expenses: |
|
|
|
|
|
||
|
Research and development |
|
28,457 |
|
21,187 |
|
||
|
Manufacturing start-up costs |
|
7,346 |
|
11,583 |
|
||
|
Amortization of identified intangible assets, related to research and development |
|
1,792 |
|
1,815 |
|
||
|
General and administrative |
|
6,888 |
|
6,850 |
|
||
|
Total operating expenses |
|
44,483 |
|
41,435 |
|
||
|
Loss from operations |
|
(41,593 |
) |
(35,279 |
) |
||
|
Other income (expense): |
|
|
|
|
|
||
|
Interest and other income |
|
1,670 |
|
3,195 |
|
||
|
Interest expense |
|
(1,643 |
) |
(996 |
) |
||
|
Total other income (expense) |
|
27 |
|
2,199 |
|
||
|
Loss before income tax expense |
|
(41,566 |
) |
(33,080 |
) |
||
|
Foreign income tax expense |
|
— |
|
84 |
|
||
|
Net loss |
|
$ |
(41,566 |
) |
$ |
(33,164 |
) |
|
|
|
|
|
|
|
||
|
Basic and diluted net loss per share |
|
$ |
(0.47 |
) |
$ |
(0.38 |
) |
|
|
|
|
|
||||