UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
| x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended March 31, 2005
| ¨ | 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: 000-30267
ORCHID BIOSCIENCES, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 22-3392819 | |
| (State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) | |
| 4390 US Route One Princeton, NJ |
08540 | |
| (Address of principal executive offices) | (Zip Code) | |
Registrants telephone number, including area code: (609) 750-2200
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 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 x No ¨
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). x Yes ¨ No
As of May 5, 2005, the registrant had 24,464,407 shares of common stock outstanding.
ORCHID BIOSCIENCES, INC. AND SUBSIDIARIES
INDEX TO FORM 10-Q
2
PART I FINANCIAL INFORMATION
ORCHID BIOSCIENCES, INC. AND SUBSIDIARIES
Consolidated Balance Sheets
(In thousands, except share and per share data)
(unaudited)
| March 31, 2005 |
December 31, 2004 |
|||||||
| Assets | ||||||||
| Current assets: |
||||||||
| Cash and cash equivalents |
$ | 24,057 | $ | 12,112 | ||||
| Short-term investments |
5,999 | 18,374 | ||||||
| Restricted cash |
251 | 251 | ||||||
| Accounts receivable, net |
12,462 | 14,099 | ||||||
| Inventory |
1,234 | 1,358 | ||||||
| Prepaids and other current assets |
944 | 1,296 | ||||||
| Total current assets |
44,947 | 47,490 | ||||||
| Fixed assets, net |
9,475 | 9,977 | ||||||
| Goodwill |
2,761 | 2,789 | ||||||
| Other intangibles, net |
12,814 | 13,285 | ||||||
| Restricted cash |
1,736 | 1,736 | ||||||
| Other assets |
349 | 345 | ||||||
| Total assets |
$ | 72,082 | $ | 75,622 | ||||
| Liabilities and Stockholders Equity | ||||||||
| Current liabilities: |
||||||||
| Accounts payable |
$ | 2,415 | $ | 2,603 | ||||
| Accrued expenses |
7,461 | 8,504 | ||||||
| Income tax payable |
1,630 | 1,982 | ||||||
| Current portion of long-term debt |
231 | 371 | ||||||
| Deferred revenue |
1,047 | 983 | ||||||
| Total current liabilities |
12,784 | 14,443 | ||||||
| Accrued restructuring, less current portion |
1,029 | 1,029 | ||||||
| Other liabilities |
1,900 | 1,900 | ||||||
| Total liabilities |
15,713 | 17,372 | ||||||
| Commitments and contingencies |
||||||||
| Stockholders equity: |
||||||||
| Preferred stock, $.001 par value. Authorized 5,000,000 shares; 0 shares issued outstanding as of March 31, 2005 and December 31, 2004, respectively |
| | ||||||
| Series A junior participating preferred stock, $.001 par value. Designated 1,000,000 shares; no shares issued or outstanding |
| | ||||||
| Common stock, $0.001 par value. Authorized 150,000,000 shares; issued and outstanding 24,044,000 and 24,033,000 at March 31, 2005 and December 31, 2004, respectively |
24 | 24 | ||||||
| Additional paid-in capital |
351,734 | 351,590 | ||||||
| Accumulated other comprehensive income |
2,577 | 2,950 | ||||||
| Accumulated deficit |
(297,966 | ) | (296,314 | ) | ||||
| Total stockholders equity |
56,369 | 58,250 | ||||||
| Total liabilities and stockholders equity |
$ | 72,082 | $ | 75,622 | ||||
See accompanying notes to consolidated financial statements.
3
ORCHID BIOSCIENCES, INC. AND SUBSIDIARIES
Consolidated Statements of Operations
Three months ended March 31, 2005 and 2004
(In thousands, except per share data)
(unaudited)
| 2005 |
2004 |
|||||||
| Revenues: |
||||||||
| Service revenues |
$ | 14,489 | $ | 13,294 | ||||
| Other revenues |
176 | 174 | ||||||
| Total revenues |
14,665 | 13,468 | ||||||
| Operating expenses: |
||||||||
| Cost of service revenues |
9,024 | 8,343 | ||||||
| Research and development |
397 | 417 | ||||||
| Marketing and sales |
1,778 | 1,726 | ||||||
| General and administrative |
4,639 | 7,534 | ||||||
| Restructuring |
119 | 1,130 | ||||||
| Amortization of intangible assets |
431 | 452 | ||||||
| Total operating expenses |
16,388 | 19,602 | ||||||
| Operating loss |
(1,723 | ) | (6,134 | ) | ||||
| Other income (expense): |
||||||||
| Interest income |
96 | 9 | ||||||
| Interest expense |
(8 | ) | (55 | ) | ||||
| Other income (expense) |
2 | (117 | ) | |||||
| Total other income (expense), net |
90 | (163 | ) | |||||
| Loss from continuing operations before income taxes |
(1,633 | ) | (6,297 | ) | ||||
| Income tax expense |
19 | 135 | ||||||
| Loss from continuing operations |
(1,652 | ) | (6,432 | ) | ||||
| Discontinued operations: |
||||||||
| Loss from operations of a business sold |
| (507 | ) | |||||
| Net loss |
(1,652 | ) | (6,939 | ) | ||||
| Dividends to Series A preferred shareholders |
| (14 | ) | |||||
| Accretion of Series A preferred stock discount |
| (1,129 | ) | |||||
| Net loss allocable to common stockholders |
$ | (1,652 | ) | $ | (8,082 | ) | ||
| Basic and diluted loss from continuing operations per share allocable to common stockholders |
$ | (0.07 | ) | $ | (0.39 | ) | ||
| Basic and diluted loss from discontinued operations per share |
| (0.02 | ) | |||||
| Basic and diluted net loss per share allocable to common stockholders |
$ | (0.07 | ) | $ | (0.41 | ) | ||
| Shares used in computing basic and diluted net loss per share allocable to common stockholders |
24,040 | 19,651 | ||||||
See accompanying notes to consolidated financial statements.
4
ORCHID BIOSCIENCES, INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
Three months ended March 31, 2005 and 2004
(In thousands)
(unaudited)
| 2005 |
2004 |
|||||||
| Cash flows from operating activities: |
||||||||
| Loss from continuing operations |
$ | (1,652 | ) | $ | (6,432 | ) | ||
| Loss from discontinued operations |
| (507 | ) | |||||
| Adjustments to reconcile net loss to net cash provided by (used in) operating activities: |
||||||||
| Gain on sale of asset |
(14 | ) | | |||||
| Noncash compensation expense |
104 | 212 | ||||||
| Depreciation and amortization |
1,377 | 1,306 | ||||||
| Bad debt expense |
61 | 23 | ||||||
| Loss of sale of investment |
| 125 | ||||||
| Changes in assets and liabilities: |
||||||||
| Accounts receivable |
1,576 | (1,151 | ) | |||||
| Inventory |
124 | (357 | ) | |||||
| Prepaids and other current assets |
352 | 400 | ||||||
| Other assets |
(4 | ) | (166 | ) | ||||
| Accounts payable |
(188 | ) | (2,843 | ) | ||||
| Accrued expenses, including restructuring |
(1,041 | ) | 5,923 | |||||
| Income tax payable |
(352 | ) | | |||||
| Deferred revenue |
64 | (150 | ) | |||||
| Other liabilities |
| 458 | ||||||
| Net cash provided by (used in) operating activities |
407 | (3,159 | ) | |||||
| Cash flows from investing activities: |
||||||||
| Capital expenditures |
(568 | ) | (432 | ) | ||||
| Proceeds from the sale of assets |
14 | | ||||||
| Maturities of short-term investments |
12,375 | | ||||||
| Proceeds from the sale of investments |
| 196 | ||||||
| Net cash provided by (used in) investing activities |
11,821 | (236 | ) | |||||
| Cash flows from financing activities: |
||||||||
| Net proceeds from issuance of common stock |
40 | 26,209 | ||||||
| Repayment of debt from line of credit |
(140 | ) | (741 | ) | ||||
| Payments of patent obligations |
| (575 | ) | |||||
| Net cash provided by (used in) financing activities |
(100 | ) | 24,893 | |||||
| Effect of foreign currency translation on cash and cash equivalents |
(183 | ) | 281 | |||||
| Net increase in cash and cash equivalents |
11,945 | 21,779 | ||||||
| Cash and cash equivalents at beginning of period |
12,112 | 9,938 | ||||||
| Cash and cash equivalents at end of period |
$ | 24,057 | $ | 31,717 | ||||
| Supplemental disclosure of noncash financing and investing activities: |
||||||||
| Dividends to Series A preferred shareholders issued or issuable in common stock |
$ | | $ | 14 | ||||
| Accretion of Series A preferred stock discount resulting from conversions and probable redemption |
| 1,129 | ||||||
| Supplemental disclosure of cash flow information: |
||||||||
| Cash paid during the period for interest |
$ | 9 | $ | 55 | ||||
See accompanying notes to consolidated financial statements.
5
ORCHID BIOSCIENCES, INC. AND SUBSIDIARIES
Consolidated Statement of Stockholders Equity and Comprehensive Loss
Three months ended March 31, 2005
(In thousands)
(unaudited)
| Common Stock |
Additional Paid-in Capital |
Accumulated Other Comprehensive Income |
Accumulated Deficit |
Total Stockholders Equity |
||||||||||||||||
| Number of Shares |
Amount |
|||||||||||||||||||
| Balance at January 1, 2005: |
24,033 | $ | 24 | $ | 351,590 |   | ||||||||||||||