FORM 10-Q
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended September 30, 2004
OR
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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 000-30171
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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(Registrant’s 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 November 3, 2004, 25,186,368 shares of the issuer’s common stock, par value $0.01 per share, were outstanding.
INDEX
SANGAMO BIOSCIENCES, INC.
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Condensed Consolidated Balance Sheets at September 30, 2004 and December 31, 2003 |
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Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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CERTIFICATIONS |
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Some statements contained in this report are forward-looking with respect to our operations, economic performance and financial condition. Statements that are forward-looking in nature should be read with caution because they involve risks and uncertainties, which are included, for example, in specific and general discussions about:
• our strategy;
• sufficiency of our cash resources;
• product development;
• revenues from existing and new collaborations;
• 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.
Various terms and expressions similar to them are intended to identify these cautionary statements. These terms include: “anticipates,” “believes,” “continues,” “could,” “estimates,” “expects,” “intends,” “may,” “plans,” “seeks,” “should” and “will.” 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 Quarterly Report.
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SANGAMO BIOSCIENCES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share amounts)
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September 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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$ |
6,621 |
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$ |
9,803 |
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Marketable securities |
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28,418 |
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34,052 |
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Interest receivable |
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266 |
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488 |
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Accounts receivable, net |
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167 |
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658 |
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Prepaid expenses |
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467 |
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284 |
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Total current assets |
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35,939 |
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45,285 |
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Property and equipment, net |
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387 |
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906 |
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Other assets |
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32 |
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41 |
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Total assets |
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$ |
36,358 |
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$ |
46,232 |
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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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$ |
739 |
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$ |
815 |
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Accrued compensation and employee benefits |
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624 |
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636 |
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Deferred revenue |
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26 |
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120 |
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Total current liabilities |
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1,389 |
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1,571 |
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Stockholders’ equity: |
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Common stock, $0.01 par value; 80,000,000 shares authorized, 25,175,258 and 24,954,243 shares issued and outstanding at September 30, 2004 and December 31, 2003, respectively |
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129,047 |
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127,927 |
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Deferred stock compensation |
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— |
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(1 |
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Accumulated deficit |
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(94,072 |
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(83,297 |
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Accumulated other comprehensive income (loss) |
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(6 |
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32 |
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Total stockholders’ equity |
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34,969 |
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44,661 |
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Total liabilities and stockholders’ equity |
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$ |
36,358 |
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$ |
46,232 |
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(1) Amounts derived from Audited Consolidated Statements dated December 31, 2003 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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Nine months ended |
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2004 |
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2003 |
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2004 |
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2003 |
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Revenues: |
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Collaboration agreements |
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$ |
26 |
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$ |
426 |
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$ |
794 |
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$ |
1,278 |
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Federal government research grants |
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146 |
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81 |
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321 |
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298 |
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Total revenues |
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172 |
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507 |
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1,115 |
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1,576 |
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Operating expenses: |
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Research and development (excludes $131 and $189 of stock-based compensation expense for the three months ended September 30, 2004 and 2003, respectively, and $474 and $259 of stock-based compensation expense for the nine months ended September 30, 2004 and 2003, respectively) |
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3,634 |
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2,157 |
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8,713 |
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7,900 |
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General and administrative (excludes $0 and $21 of stock-based compensation expense for the three months ended September 30, 2004 and 2003, respectively, and $0 and $108 of stock-based compensation expense for the nine months ended September 30, 2004 and 2003, respectively) |
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1,082 |
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1,106 |
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3,179 |
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3,049 |
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Stock-based compensation expense |
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131 |
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210 |
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474 |
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367 |
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Total operating expenses |
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4,847 |
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3,473 |
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12,366 |
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11,316 |
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Loss from operations |
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(4,675 |
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(2,966 |
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(11,251 |
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(9,740 |
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Interest and other income, net |
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104 |
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382 |
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476 |
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987 |
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Net loss |
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$ |
(4,571 |
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