<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________
FORM 10-Q
Quarterly Report Under Section 13 or 15 (d)
of the Securities Exchange Act of 1934
For Quarter Ended March 31, 1994 Commission File Number 0-14587
-------------- -------
GENETICS INSTITUTE, INC.
- - --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 04-2718435
- - ------------------------------- ------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
87 Cambridge Park Drive, Cambridge, MA 02140
- - --------------------------------------------------------------------------------
(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code (617) 876-1170
-----------------------------
None
- - --------------------------------------------------------------------------------
(Former name, former address and former fiscal year if changed since last
report)
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
--------- ---------
26,359,578 shares of Common Stock, par value $.01 (including 10,358,838 shares
represented by Depositary Shares) were outstanding on April 29, 1994.
<PAGE> 2
GENETICS INSTITUTE, INC.
<TABLE>
INDEX
-----
<CAPTION>
Page
PART I - FINANCIAL INFORMATION Number
- - ------------------------------ ------
<S> <C>
Item 1 - Financial Statements
Consolidated Condensed Balance Sheets -
March 31, 1994, December 31, 1993 and November 30, 1993 . . . . . . . . . . . . . . . . . . . . . . 1
Consolidated Statements of Operations
for the Three Months Ended March 31, 1994 and February 28, 1993 and the Month Ended
December 31, 1993 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
Consolidated Condensed Statements of Cash Flows
for the Three Months Ended March 31, 1994 and February 28, 1993 and the Month Ended
December 31, 1993 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
Notes to Consolidated Condensed Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . 4
Item 2 - Management's Discussion and Analysis of
Financial Condition and Results of Operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
PART II - OTHER INFORMATION
- - ---------------------------
Item 1 - Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
Item 6 - Exhibits and Reports on Form 8-K . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
</TABLE>
<PAGE> 3
<TABLE>
GENETICS INSTITUTE, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
AS OF MARCH 31, 1994, DECEMBER 31, 1993 AND NOVEMBER 30, 1993
(unaudited - in thousands except share data)
<CAPTION>
March 31, December 31, November 30,
1994 1993 1993
-------------- ------------- ------------
<S> <C> <C> <C>
ASSETS:
Cash and cash equivalents $ 4,779 $ 20,869 $ 5,859
Marketable securities 281,293 283,449 285,625
Accounts receivable 14,799 16,769 24,434
Inventories:
Materials and supplies 3,994 3,955 3,924
Work in progress 527 268 406
Finished goods 9,008 11,007 11,150
------------- ----------- ------------
13,529 15,230 15,480
Other current assets 5,811 5,973 5,426
------------- ----------- ------------
Total Current Assets 320,211 342,290 336,824
Property, plant and equipment 142,382 133,632 138,682
Less - accumulated depreciation
and amortization (46,185) (43,361) (42,245)
------------- ----------- ------------
Net Property, Plant and Equipment 96,197 90,271 96,437
Other assets 5,287 5,924 7,476
------------- ----------- ------------
$ 421,695 $ 438,485 $ 440,737
============= =========== ============
LIABILITIES:
Accounts payable $ 7,770 $ 12,166 $ 7,309
Accrued expenses 16,264 15,684 19,733
------------- ----------- ------------
Total Current Liabilities 24,034 27,850 27,042
SHAREHOLDERS' EQUITY:
Common stock, par value $.01;
authorized 50,000,000 shares 263 263 262
Additional paid-in capital 588,367 586,947 585,636
Accumulated deficit (190,969) (176,575) (172,203)
Total Shareholders' Equity 397,661 410,635 413,695
------------- ----------- ------------
$ 421,695 $ 438,485 $ 440,737
============= =========== ============
</TABLE>
The accompanying notes are an integral part of these financial statements.
-1-
<PAGE> 4
<TABLE>
GENETICS INSTITUTE, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 1994 AND FEBRUARY 28, 1993
AND THE MONTH ENDED DECEMBER 31, 1993
(unaudited - in thousands except per share data)
<CAPTION>
Three Months Ended
---------------------------- Month Ended
March 31, February 28, December 31,
1994 1993 1993
--------- -------- --------
<S> <C> <C> <C>
REVENUE:
Product sales $ 12,952 $ 8,389 $ 3,217
Royalties 8,872 6,021 2,251
Collaborative research and development 5,126 10,720 1,771
--------- ----------- -------------
Total Revenue 26,950 25,130 7,239
OPERATING EXPENSES:
Cost of sales 7,600 2,785 1,704
Research and development 27,124 23,835 9,327
General and administrative 4,217 5,496 1,196
--------- ----------- -------------
Total Operating Expenses 38,941 32,116 12,227
--------- ----------- -------------
LOSS FROM OPERATIONS (11,991) (6,986) (4,988)
OTHER INCOME (EXPENSE), NET:
Investment income 3,820 5,535 1,260
Other, net (1,880) (751) (644)
--------- ----------- -------------
Total Other Income, Net 1,940 4,784 616
--------- ----------- -------------
NET LOSS $ (10,051) $ (2,202) $ (4,372)
========== =========== =============
DIVIDENDS ON PREFERRED STOCK $ - $ (1,146) $ -
========== =========== =============
NET LOSS APPLICABLE TO
COMMON SHARES $ (10,051) $ (3,348) $ (4,372)
========== =========== =============
WEIGHTED AVERAGE COMMON SHARES
OUTSTANDING 26,335 24,424 26,302
========== =========== =============
NET LOSS PER COMMON
SHARE $ (.38) $ (.14) $ (.17)
========== =========== =============
</TABLE>
The accompanying notes are an integral part of these financial statements.
-2-
<PAGE> 5
<TABLE>
GENETICS INSTITUTE, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1994 AND FEBRUARY 28, 1993
AND THE MONTH ENDED DECEMBER 31, 1993
(unaudited - in thousands)
<CAPTION>
Three Months Ended
----------------------------------- Month Ended
March 31, February 28, December 31,
1994 1993 1993
------------ -------------- --------------
<S> <C> <C> <C>
OPERATING ACTIVITIES:
Net loss $ (10,051) $ (2,202) $ (4,372)
Adjustments to reconcile net loss to net
cash (used in) provided by operating activities -
Depreciation and amortization 3,009 2,823 1,185
Equity in net loss of affiliates 1,109 575 462
Compensation related to incentive plans 220 331 79
Changes in assets and liabilities 17 (5,612) 4,426
------------ ----------- ----------
Net cash (used in) provided by operating
activities (5,696) (4,085) 1,780
------------ ----------- ----------
INVESTING ACTIVITIES:
Purchase of marketable securities (90,881) (96,195) (22,084)
Proceeds from sale/maturity of
marketable securities 88,695 95,463 24,260
Additions to property, plant and
equipment (8,750) (6,264) (4,687)
Other investing activities (658) (92) 4,591
------------ ----------- ----------
Net cash (used in) provided by investing
activities (11,594) (7,088) 2,080
------------ ----------- ----------
FINANCING ACTIVITIES:
Stock issuances 1,200 1,188 1,233
Preferred stock dividends - (1,146) -
Proceeds from sale-leaseback - - 9,917
------------ ----------- ----------
Net cash provided by financing activities 1,200 42 11,150
------------ ----------- ----------
Net (decrease) increase in cash and cash
equivalents (16,090) (11,131) 15,010
------------ ----------- ----------
Cash and cash equivalents, beginning of the
period 20,869 64,623 5,859
-------------- ------------ ----------
Cash and cash equivalents, end of the period $ 4,779 $ 53,492 $ 20,869
============== ============ ==========
</TABLE>
The accompanying notes are an integral part of these financial statements.
-3-
<PAGE> 6
GENETICS INSTITUTE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(unaudited)
1. Significant Accounting Policies
BASIS OF PRESENTATION. The accompanying consolidated condensed
financial statements are unaudited. In the opinion of management, all
adjustments necessary for a fair presentation of these financial
statements have been included. Such adjustments consisted only of
normal recurring items. Interim results are not necessarily
indicative of results for a full year. Certain amounts in the prior
period financial statements have been reclassified to conform to the
current period presentation. The consolidated condensed financial
statements should be read in conjunction with the Company's audited
consolidated financial statements and related footnotes for the year
ended November 30, 1993.
<TABLE>
CHANGE IN FISCAL YEAR. The Company changed its fiscal year end from
November 30 to December 31 effective January 1, 1994. The one month
transition period ended December 31, 1993 is presented separately in
the accompanying financial statements. Comparative condensed income
statement data for the one month periods ended December 31, 1993 and
1992 is presented below (unaudited - in thousands except per share
data):
<CAPTION>
Month Ended December 31,
1993 1992
---- ----
<S> <C> <C>
Revenue $7,239 $9,531
(Loss) income from operations (4,988) 688
Net (loss) income (4,372) 1,944
Net (loss) income per common share (.17) .06
</TABLE>
MARKETABLE SECURITIES. The Company adopted Statement of Financial
Accounting Standards No. 115 "Accounting for Certain Investments in
Debt and Equity Securities" (SFAS No. 115) effective January 1, 1994.
Accordingly, at January 1, 1994, the Company's cash equivalents were
classified as held-to-maturity (recorded at amortized cost) and its
marketable securities were classified as available-for-sale (recorded
at fair value). The cumulative effect of implementing SFAS No. 115
was to record a net unrealized gain of $2.6 million on
available-for-sale securities. Under SFAS No. 115, such net
unrealized holding gains or losses are recorded in shareholders'
equity. For periods prior to fiscal 1994, marketable securities are
recorded at cost which approximates market. In computing realized
gain or loss, the cost of securities sold is based on average cost.
The estimated fair value of marketable securities is based primarily
on market quotations.
2. Transactions with American Home Products Corporation
On September 19, 1991, the Company and American Home Products
Corporation ("AHP") entered into an Agreement and Plan of Merger (the
"AHP Transaction") that was consummated on January 16, 1992. In
connection with the AHP Transaction, the Company issued 9,466,709 new
shares of Common Stock to AHP for an aggregate purchase price of
approximately $300.0 million and, for shares of common stock owned,
the Company's shareholders received a combination of cash and
Depositary Shares subject to a call option. Under the terms of the
call option, AHP has the right but not the obligation, to purchase the
outstanding Depositary Shares that it does not own, in whole but not
in part, at any time until December 31, 1996, at call prices beginning
at $66.58 per share for the period April 1, 1994 to June 30, 1994 and
increasing by approximately $1.84 on a quarterly basis to $85.00 per
share for the quarter ending December 31, 1996.
-4-
<PAGE> 7
GENETICS INSTITUTE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(unaudited)
Independent of its right to call the Depositary Shares, AHP is
permitted by the terms of the agreements with the Company to acquire
additional Depositary Shares through open market purchases or
privately negotiated purchases, provided that its aggregate holdings
do not exceed 75% of the Company's outstanding equity, subject to
certain exceptions. As of March 31, 1994, AHP had purchased 947,000
additional Depositary Shares through such purchases. In addition, in
connection with the call for redemption of the Company's Convertible
Exchangeable Preferred Stock (the "Preferred Stock") on July 15, 1993,
holders of Preferred Stock elected to convert 1,136,815 shares, or
approximately 99% of the outstanding shares of such stock, into
1,624,021 shares of Genetics Institute Common Stock which, pursuant to
the AHP Transaction, were exchanged for the same combination of cash
and Depositary Shares received by holders of Genetics Institute Common
Stock in the AHP Transaction. Pursuant to agreements with AHP, the
Company issued to AHP 14,864 shares of Common Stock, the proceeds of
which funded the cash required for the redemption of the 8,490 shares
of Preferred Stock not converted. As of March 31, 1994, such
transactions have brought AHP's total ownership position in the
Company to approximately 64%.
Collaborative research and development revenue for the three month
periods ended March 31, 1994 and February 28, 1993 and the month ended
December 31, 1993 includes $1.5 million, $3.5 million and $0.5
million, respectively, relating to a collaboration with Wyeth-Ayerst
Laboratories, the pharmaceutical division of AHP, in the area of
cellular adhesion proteins.
3. Investments in Debt Securities
The Company's portfolio of debt securities consists of cash
equivalents classified as held-to-maturity and marketable securities
classified as available-for-sale. Aggregate fair values, amortized
cost and average maturity for marketable securities held at March 31,
1994 are presented below. The average maturities presented below
include estimates of the effective life for certain securities whose
actual maturities will differ from contractual maturities because the
borrowers have the right to call or prepay the obligations without
call or prepayment penalties.
<TABLE>
<CAPTION>
Fair Gross Unrealized Amortized
Value Holding Gains and (Losses) Cost
----- -------------------------- ----
(in thousands)
<S> <C> <C> <C> <C>
U.S. Government and Agency
securities (average maturity
of 3.3 years) $148,567 $306 $(3,144) $151,405
Corporate and other debt securities
(average maturity of 3.0 years) 132,726 477 (1,982) 134,231
-------- ---- ------- --------
$281,293 $783 $(5,126) $285,636
======== ==== ======= ========
</TABLE>
The fair value of cash equivalents approximated the amortized cost of
$4.0 million at March 31, 1994. Realized gains and losses on sales of
marketable securities for the three months ended March 31, 1994 were
not material.
4. Property, Plant and Equipment
In December 1993, the Company sold and leased back certain
recently-acquired equipment. The proceeds from these transactions
totaled $9.9 million.
-5-
<PAGE> 8
GENETICS INSTITUTE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(unaudited)
5. Contingencies
The Company has been engaged in legal proceedings relating to the
amount of damages payable by the Company as the result of the holding
of the U.S. Court of Appeals for the Federal Circuit that the Company
infringed a U.S. patent of Amgen, Inc. ("Amgen") relating to
recombinant human erythropoietin ("rhEPO"). On May 11, 1993, the
Company and Amgen announced that they had agreed to settle all
outstanding claims of Amgen against the Company in the United States
relating to rhEPO.
In August 1991, Ortho Pharmaceutical Corporation ("Ortho"), a licensee
of Kirin-Amgen, Inc.'s rhEPO patents, initiated infringement
proceedings against the Company in the U.S. District Court for the
District of Massachusetts. Ortho moved to consolidate the case with
the infringement suit brought by Amgen. Upon motion by the Company
and Amgen, Ortho's claims were dismissed and Ortho has appealed the
District Court's decision. A decision on the Ortho appeal is pending.
The Company and Amgen also jointly moved to dismiss similar claims
brought by Ortho against the Company in the U.S. District Court for
the Central District of California in 1989, and the court granted the
motion on March 16, 1994. The Company can provide no assurances as to
the outcome of the dispute with Ortho.
The Company and its licensees are engaged in various patent litigation
proceedings in Europe related to rhEPO. Beginning in 1991, Ortho and
certain Ortho affiliates initiated patent infringement litigation in
Europe against Boehringer Mannheim, the Company's European rhEPO
licensee, based on a European rhEPO patent issued to Kirin-Amgen,
Inc. ("Kirin-Amgen"), its licensor. The suits have included requests
for damages and/or injunctive relief. Boehringer Mannheim filed suits
against Ortho and/or its affiliates in Europe for infringement of the
Company's European purified and rhEPO patents. This litigation has
expanded into many of the European Community countries in Boehringer
Mannheim's territory. In some countries, where the patentee is a
legally necessary party to a suit to enforce a patent, the Company has
joined as a plaintiff. The Company is also a defendant to a suit in
the United Kingdom brought by an Ortho affiliate seeking to invalidate
and revoke the Company's rhEPO patents in the United Kingdom, and
similar proceedings have been brought in Germany and Italy seeking to
revoke the Company's rhEPO patents granted in the former East Germany
and Italy, respectively. If the courts rule in Ortho's favor in these
suits, including issuing an injunction against the future manufacture
or sale of rhEPO by Boehringer Mannheim, or if this litigation is
otherwise concluded in a manner adverse to Boehringer Mannheim or the
Company, future royalty income from rhEPO in Europe, which totaled
approximately $7.5 million in fiscal 1993, could be reduced or
eliminated.
The Company is engaged in a patent interference proceeding among the
Company, Genentech, Inc. and Chiron Corporation concerning the Factor
VIII patent rights which are cross-licensed between Baxter (the
Company's licensee) and Genentech, Inc. While the Company believes it
or Genentech should prevail in the interference, no assurance can be
given as to the outcome of this interference. Any disposition of this
proceeding in a manner unfavorable to the Company or its licensee
could have a material adverse effect on the Company's future
consolidated results of operations.
-6-
<PAGE> 9
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
OVERVIEW
Genetics Institute, Inc. is principally engaged in discovering, developing and
commercializing protein-based therapeutic products using recombinant DNA and
related technologies. Significant volatility has been associated with the
business and operations of biopharmaceutical companies. Developments by the
Company or its competitors concerning technological innovations, new commercial
products, results of clinical trials, patents, proprietary rights and related
infringement disputes, results of litigation and the expense and time
associated with obtaining requisite government approvals may have a significant
impact on the Company's business.
The Company's consolidated results of operations have fluctuated from period to
period and may continue to fluctuate in the near-term as a result of the
timing of production and shipment of bulk protein products, changes in the
timing and composition of funding under its collaborative research and
development agreements, the ability to consummate new collaborative agreements,
royalty income (and the impact of infringement litigation on royalty income),
interest income and the amount of expenditures committed to self-funded
research and development programs.
The Company and American Home Products Corporation ("AHP") entered into a
transaction (the "AHP Transaction") through which AHP acquired a majority
interest in the Company effective January 16, 1992 (see Note 2 of Notes to
Consolidated Condensed Financial Statements).
The Company changed its fiscal year to a calendar year effective January 1,
1994. Results for December 1993 are included in these financial statements as
a transition period.
RESULTS OF OPERATIONS
Three Months Ended March 31, 1994 and February 28, 1993 and One Month Periods
Ended December 31, 1993 and 1992. The Company reported a net loss of $10.1
million for the quarter ended March 31, 1994 compared with a net loss of $2.2
million for the first quarter of fiscal 1993. For the one month periods ended
December 31, 1993 and 1992, the Company reported a net loss of $4.4 million and
net income of $1.9 million, respectively. The increases in the net loss for
both the three month and one month periods are due primarily to the one-time
recognition of $3.9 million of product revenue in December 1992 as discussed
below, the timing of recognition of certain collaborative research and
development revenue, and significant expansion of the Company's product
development activities and discovery research programs throughout fiscal 1993.
With three products presently in clinical trials and two others anticipated to
enter clinical trials within the next twelve months, the Company expects to
incur an operating loss for this fiscal year.
The Company's revenues include product revenue from the supply of recombinant
antihemophilic factor concentrate ("rhAHF"), royalties resulting from the sale
of products by marketing partners and collaborative research and development
revenue for activities conducted under the Company's agreements with its
various collaborative partners. Revenues increased 7%, or $1.8 million, from
the first quarter of fiscal 1993 to the first quarter of fiscal 1994 due to
increases in product sales and royalties, partly offset by decreases in
collaborative research and development revenue. In December 1992, the Food and
Drug Administration approved the Company's rhAHF product and Baxter Healthcare
Corporation's ("Baxter") finished rhAHF product. Product revenue represents
commercial sales of rhAHF to Baxter and, in accordance with the Company's
supply contract with Baxter, included $3.9 million of manufacturing profit
recorded in December 1992 relating to shipments of rhAHF to Baxter made prior
to the December 1992 commercial approval date. Pre-commercial shipments of
rhAHF were originally billed to Baxter at cost. The increases in product
revenue, excluding the manufacturing profit recognized upon commercial product
approval of rhAHF in December 1992, were due to increases in the volume of
rhAHF shipped to Baxter. The increase in royalty revenue is principally due to
increases in the volume of collaborative partners' sales of finished drug
product. The net decrease in collaborative research and development revenue is
-7-
<PAGE> 10
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
principally due to a lower level of benchmark revenues and a lower level of
expenditures reimbursable from the Company's collaborative partner in the
rhM-CSF program. In the first quarter of fiscal l993, benchmark fees were
received from Baxter for commercial approval of rhAHF and from Boehringer
Mannheim in connection with its own manufacture of rhEPO.
Operating expenses increased 21%, or $6.8 million, from the first quarter of
fiscal 1993 to the first quarter of fiscal 1994 and 38%, or $3.4 million, from
the December 1992 to the December 1993 one month periods. The increases were
primarily attributable to higher staffing levels in the discovery research and
product development areas of the Company and higher cost of sales relating to
increased commercial shipments of rhAHF to Baxter, partly offset by lower
litigation costs in fiscal 1994. Cost of sales includes royalties payable to
third parties upon the receipt of certain royalty revenues from collaborative
partners. Such third party royalties totaled $1.2 million and $0.3 million for
the three months ended March 31, 1994 and February 28, 1993, respectively, and
were not material for the December periods. Cost of product sales (excluding
third party royalties), as a percentage of product sales (excluding the $3.9
million of one-time manufacturing profit recognized in the first quarter of
fiscal 1993 discussed above), was 49% and 60% for the three months ended March
31, 1994 and February 28, 1993, respectively, and 49% for the December 1993
period. The decreases in such costs from fiscal l993 were due to lower unit
manufacturing costs.
Other income, net decreased 59% or $2.8 million from the first quarter of
fiscal 1993 to the first quarter of fiscal 1994 and 51% or $0.6 million from
the December 1992 to the December 1993 one month periods. The decreases
reflect (i) lower investment income due to lower investments in cash
equivalents and marketable securities and (ii) an increase in the Company's
equity in the net losses of GI-Yamanouchi, Inc. due to expansion of development
activities in Japan. The Company expects the level of investment income to
continue to decrease as cash is used to fund capital expenditures and working
capital requirements.
LEGAL PROCEEDINGS
The Company is engaged in a number of legal proceedings. See Note 5 of Notes
to Consolidated Condensed Financial Statements which is incorporated by
reference herein.
LIQUIDITY AND CAPITAL RESOURCES
Cash and marketable securities totaled $286.1 million at March 31, 1994, a
decrease of $5.4 million from November 30, 1993. This decrease included a
non-cash unrealized loss on marketable securities of $4.3 million and a net use
of cash of $1.1 million. The net use of cash primarily reflects capital
expenditures of $8.8 million for the three months ended March 31, 1994 and $4.7
million for the month ended December 31, 1993, partly offset by $9.9 million of
cash received in December 1993 from the sale-leaseback of certain equipment.
Approximately $32.8 million has been expended for facilities expansion and
improvement projects in progress as of March 31, 1994, which are expected to
cost approximately $55.0 million in the aggregate through fiscal 1994.
The Company expects that its available cash and marketable securities, together
with investment income, operating revenues and lease and debt financing
arrangements, will be sufficient to finance its working capital and capital
requirements for the foreseeable future. Over the next several years, the
Company's cash requirements will be subject to change depending upon numerous
factors including the level of capital expenditures, the amount of expenditures
committed to self-funded research and development programs, the results of
research and development activities, competitive and technological
developments, the levels of resources which the Company devotes to the
expansion of its clinical testing, manufacturing and marketing capabilities
and the timing and cost of obtaining required regulatory approvals for new
products.
-8-
<PAGE> 11
Part II - Other Information
---------------------------
Item 1. Legal Proceedings
- - ------- -----------------
See Note 5 of Notes to the Consolidated Condensed
Financial Statements provided in Part I of this Quarterly
Report on Form 10-Q, which Note is hereby incorporated by reference.
Item 6. Exhibits and Reports on Form 8-K
- - ------- --------------------------------
(a) No exhibits are filed herewith.
(b) A report on Form 8-K was filed by the Company during the
first quarter ended March 31, 1994, relating to the change
in the Company's fiscal year end from November 30 to December 31.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
GENETICS INSTITUTE, INC.
------------------------
(Registrant)
Date: May 11, 1993 By: /s/ Garen G. Bohlin
------------ ----------------------------------------------------
Garen G. Bohlin,
Executive Vice President and Chief Financial Officer
(Principal Financial Officer and
Principal Accounting Officer)
-9-
