GENZYME DEVELOPMENT PARTNERS L P
10-Q, 1999-11-15
IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES
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<PAGE>   1

================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-Q

(X)  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
                          EXCHANGE ACT OF 1934

               FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1999

                                       OR

( )  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 0-18554

                       GENZYME DEVELOPMENT PARTNERS, L.P.
             (Exact name of registrant as specified in its charter)

<TABLE>
<S>                                                         <C>
                    DELAWARE                                    04-3065192
        (State or other jurisdiction of                        (IRS Employer
         incorporation or organization)                     Identification No.)

  ONE KENDALL SQUARE, CAMBRIDGE, MASSACHUSETTS                  02139-1562
    (Address of principal executive offices)                    (Zip Code)
</TABLE>

                                 (617) 252-7500
              (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 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
                                               ----    ----

================================================================================
<PAGE>   2

                       GENZYME DEVELOPMENT PARTNERS, L.P.
                         FORM 10-Q, SEPTEMBER 30, 1999

                               TABLE OF CONTENTS

<TABLE>
<CAPTION>
                                                                           PAGE NO.
                                                                           --------
<S>          <C>                                                           <C>
PART I.      FINANCIAL INFORMATION
Item 1.      Financial Statements
             Unaudited Statements of Operations for the Three and Nine
             Months Ended September 30, 1999 and 1998....................      2
             Unaudited Balance Sheets as of September 30, 1999 and
             December 31, 1998...........................................      3
             Unaudited Statements of Cash Flows for the Nine Months Ended
             September 30, 1999 and 1998.................................      4
             Notes to Unaudited Financial Statements.....................      5
Item 2.      Management's Discussion and Analysis of Financial Condition
             and Results of Operations...................................      7
Item 3.      Quantitative and Qualitative Disclosures About Market
             Risk........................................................     11

PART II.     OTHER INFORMATION
Item 6.      Exhibits and Reports on Form 8-K............................     11
Signatures...............................................................     12
</TABLE>

NOTE REGARDING FORWARD-LOOKING STATEMENTS:

     This Quarterly Report on Form 10-Q for Genzyme Development Partners, L.P.
(the "Partnership") contains forward-looking statements, including statements
concerning:

     - the Partnership's expected future revenues, operations and expenditures;
       and

     - the intention of Genzyme Corporation to fund the Partnership's research
       and development programs.

     These forward-looking statements represent the expectations of Genzyme
Development Corporation II (the "General Partner") as of the filing date of this
Form 10-Q. The Partnership's actual results could differ materially from those
anticipated by the forward-looking statements due to a number of factors,
including:

     - the Partnership's ability to complete successfully preclinical and
       clinical development of its products;

     - the Partnership's ability to obtain timely regulatory approval and
       adequate patent and other proprietary rights protection for its products;

     - the content and timing of decisions made by the FDA and other regulatory
       agencies regarding the Partnership's products and the indications for
       which they may be approved;

     - the actual size and characteristics of markets to be addressed by the
       Partnership's products;

     - market acceptance of the Partnership's products;

     - the Partnership's ability to obtain reimbursement for its products;

     - the accuracy of the Partnership's information concerning the products and
       resources of competitors and potential competitors;

     - funding of the Partnership's general and administrative expenses and
       continued funding of the Partnership's research and development programs
       by Genzyme;

     - Genzyme's ability to continue to market and sell Sepra products in
       Europe;

     - the ability of Genzyme and its significant suppliers, distributors,
       customers and partners to be Year 2000 compliant by the end of this year;
       and

     - the risks and uncertainties described under the caption "Factors
       Affecting Future Operating Results" under Item 7, "Management's
       Discussion and Analysis of Financial Condition and Results of Operations"
       in the Partnership's Annual Report on Form 10-K for the fiscal year ended
       December 31, 1998.

     "Genzyme" is a registered trademark and service mark of Genzyme
Corporation. All rights reserved.
<PAGE>   3

                         PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

                       GENZYME DEVELOPMENT PARTNERS, L.P.
                            STATEMENTS OF OPERATIONS
                                  (UNAUDITED)
                      (IN THOUSANDS, EXCEPT PER UNIT DATA)

<TABLE>
<CAPTION>
                                                      THREE MONTHS ENDED     NINE MONTHS ENDED
                                                        SEPTEMBER 30,          SEPTEMBER 30,
                                                      ------------------    -------------------
                                                      1999        1998      1999        1998
                                                      -----      -------    ----      ---------
<S>                                                   <C>        <C>        <C>       <C>
Royalty revenue from Genzyme........................  $ 41       $   22     $133      $      57
Costs and expenses:
     Administrative expenses........................    20           19       66             69
                                                      ----       ------     ----      ---------
Operating income (loss).............................    21            3       67            (12)
Other income (expenses):
     Equity in net loss of joint venture............    --           --       --           (592)
     Investment income..............................     2            1        4              2
                                                      ----       ------     ----      ---------
          Total other income (expenses).............     2            1        4           (590)
                                                      ----       ------     ----      ---------
Net income (loss)...................................  $ 23       $    4     $ 71      $    (602)
                                                      ====       ======     ====      =========
Net income (loss) attributable to each partnership
  unit:
     Limited partners -- based on 737 units.........  $ 31       $   --     $ 96      $      --
                                                      ====       ======     ====      =========
     General partner -- based on 1 unit.............  $230       $4,000     $710      $(602,000)
                                                      ====       ======     ====      =========
</TABLE>

    The accompanying notes are an integral part of these unaudited financial
                                  statements.
                                        2
<PAGE>   4

                       GENZYME DEVELOPMENT PARTNERS, L.P.

                                 BALANCE SHEETS
                                  (UNAUDITED)
                                 (IN THOUSANDS)

<TABLE>
<CAPTION>
                                                                SEPTEMBER 30,    DECEMBER 31,
                                                                    1999             1998
                                                                -------------    ------------
<S>                                                             <C>              <C>
                           ASSETS
Cash and cash equivalents...................................        $  61           $  97
Royalty receivable from Genzyme.............................           43              90
Investment in Joint Venture.................................           --              --
                                                                    -----           -----
          Total assets......................................        $ 104           $ 187
                                                                    =====           =====

             LIABILITIES AND PARTNERS' DEFICIT
Accrued expenses............................................        $  65           $  61
Payable to Genzyme..........................................          187             345
                                                                    -----           -----
          Total liabilities.................................          252             406
                                                                    -----           -----

Commitments and contingencies (Note 2)......................           --              --

Partners' deficit (including accumulated deficit of
  $34,299):
     General partner........................................         (191)           (192)
     Class A limited partners...............................           70              --
     Class B limited partners...............................           --              --
                                                                    -----           -----
                                                                     (121)           (192)
     Less: unpaid partners' capital.........................          (27)            (27)
                                                                    -----           -----
          Total partners' deficit...........................         (148)           (219)
                                                                    -----           -----

          Total liabilities and partners' deficit...........        $ 104           $ 187
                                                                    =====           =====
</TABLE>

    The accompanying notes are an integral part of these unaudited financial
                                  statements.

                                        3
<PAGE>   5

                       GENZYME DEVELOPMENT PARTNERS, L.P.
                            STATEMENTS OF CASH FLOWS
                                  (UNAUDITED)
                                 (IN THOUSANDS)

<TABLE>
<CAPTION>
                                                               NINE MONTHS
                                                                  ENDED
                                                              SEPTEMBER 30,
                                                              --------------
                                                              1999     1998
                                                              -----    -----
<S>                                                           <C>      <C>
Cash flow from operating activities:
Net income (loss)...........................................  $  71    $(602)
     Reconciliation of net income (loss) to net cash
      provided by (used in) operating activities:
          Equity in net loss of joint venture...............     --      592
          Increase (decrease) in cash from working capital:
               Royalties receivable from Genzyme............     47       (8)
               Payable to Genzyme and accrued expenses......   (154)      69
                                                              -----    -----
     Net cash provided by (used in) operating activities....    (36)      51
                                                              -----    -----
Increase (decrease) in cash and cash equivalents............    (36)      51
Cash and cash equivalents at beginning of period............     97       22
                                                              -----    -----
Cash and cash equivalents at end of period..................  $  61    $  73
                                                              =====    =====
</TABLE>

    The accompanying notes are an integral part of these unaudited financial
                                  statements.

                                        4
<PAGE>   6

                       GENZYME DEVELOPMENT PARTNERS, L.P.
               NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 1999

1.  BASIS FOR PRESENTATION

     Genzyme Development Partners, L.P., a Delaware limited partnership, was
formed in September 1989. The Partnership develops, produces and derives income
from the sale of Sepra products. The Sepra products are based on hyaluronic acid
and are intended to be used to limit the incidence and severity of postoperative
adhesions. In August 1996, Genzyme received marketing approval from the FDA for
the Partnership's first product, Sepra Film(R) Bioresorbable Membrane, in the
U.S. on behalf of Genzyme Ventures II. Genzyme Ventures II is a joint venture
between the Partnership and Genzyme.

     Per partnership unit information is based on the number of partnership
units outstanding at the end of each period. The number of units outstanding has
not changed since the date of capitalization of the Partnership.

     These unaudited financial statements should be read in conjunction with the
Partnership's 1998 Annual Report on Form 10-K and the financial statements and
footnotes included therein. Certain information and footnote disclosures
normally included in financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted pursuant to the
rules and regulations of the SEC.

     The financial statements for the three and nine months ended September 30,
1999 and 1998 are unaudited but include, in the opinion of the management of the
General Partner, all adjustments (consisting only of normally recurring
accruals) necessary for a fair presentation of the results for the periods
presented.

2.  DEVELOPMENT AGREEMENT

     The Development Agreement calls for Genzyme to develop the Sepra products
for the Partnership. The Partnership was required to reimburse Genzyme for all
direct costs, a reasonable allocation of indirect costs as they relate to the
development effort and a 10% management fee, up to the available Partnership
funds. A non-refundable retainer fee of $1.5 million was paid by the Partnership
to Genzyme when the Partnership commenced. The General Partner has the authority
to terminate the research program at any time if it is deemed to be unfeasible
or uneconomical. The General Partner is a wholly-owned subsidiary of Genzyme.
Genzyme has no obligation to fund the research and development programs beyond
the available Partnership funds but has done so since the available Partnership
funds were expended in the first quarter of 1994. Genzyme currently intends to
fund the programs through 1999 on a level consistent with previous years and the
1999 budget for the program.

3.  JOINT VENTURE AGREEMENT

     For financial accounting purposes, Genzyme consolidates 100% of the losses
of Genzyme Ventures II funded by its non-interest bearing loans or capital
contributions. The Partnership has not recognized losses from Genzyme Ventures
II for the three and nine months ended September 30, 1999 because its basis in
the joint venture was reduced to zero in 1998.

                                        5
<PAGE>   7
                       GENZYME DEVELOPMENT PARTNERS, L.P.
         NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS (CONTINUED)
                               SEPTEMBER 30, 1999

     Unaudited condensed financial information of Genzyme Ventures II is
summarized below:

<TABLE>
<CAPTION>
                                   THREE MONTHS ENDED               NINE MONTHS ENDED
                                      SEPTEMBER 30,                   SEPTEMBER 30,
                                   -------------------              -----------------
                                     1999       1998     % CHANGE    1999      1998     % CHANGE
                                   --------   --------   --------   -------   -------   --------
                                     (UNAUDITED, AMOUNTS IN THOUSANDS, EXCEPT PERCENTAGE DATA)
<S>                                <C>        <C>        <C>        <C>       <C>       <C>
Revenues.........................  $ 1,692    $ 1,342       26%     $ 4,848   $ 4,168      16%
Operating expenses...............   (1,301)    (1,348)      (3%)     (3,670)   (6,555)    (44%)
Net loss.........................     (354)      (366)      (3%)       (960)   (3,500)    (73%)
</TABLE>

     The losses in each period were due primarily to the costs associated with
selling and marketing Sepra Film(R) Bioresorbable Membrane.

<TABLE>
<CAPTION>
                                                             AS OF                AS OF
                                                       SEPTEMBER 30, 1999   DECEMBER 31, 1998
                                                       ------------------   -----------------
                                                         (UNAUDITED, AMOUNTS IN THOUSANDS)
<S>                                                    <C>                  <C>
Venturer's capital (deficit) -- Genzyme..............        $(940)                $20
Venturer's capital  -- the Partnership...............           --                  --
</TABLE>

                                        6
<PAGE>   8

                       GENZYME DEVELOPMENT PARTNERS, L.P.
             FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1999

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

INTRODUCTION

     The following discussion is a summary of the key factors the management of
the General Partner considers necessary in reviewing the Partnership's results
of operations, liquidity and capital resources.

RESULTS OF OPERATIONS

<TABLE>
<CAPTION>
                                             THREE MONTHS                     NINE MONTHS
                                                ENDED                            ENDED
                                            SEPTEMBER 30,                    SEPTEMBER 30,
                                           ----------------                 ---------------
                                            1999      1998     % CHANGE     1999      1998     % CHANGE
                                           ------    ------    ---------    -----    ------    ---------
                                             (UNAUDITED, AMOUNTS IN THOUSANDS, EXCEPT PERCENTAGE DATA)
<S>                                        <C>       <C>       <C>          <C>      <C>       <C>
Royalty revenue from Genzyme.............   $41       $22          86%      $133     $  57        133%
Costs and expenses:
     Administrative expenses.............    20        19           5%        66        69         (4%)
                                            ---       ---                   ----     -----
Operating income (loss)..................    21         3         600%        67       (12)       658%
Equity in net loss of joint venture......    --        --           0%        --      (592)       100%
Investment income........................     2         1         100%         4         2        100%
                                            ---       ---                   ----     -----
          Total other income
            (expenses)...................     2         1         100%         4      (590)       101%
Net income (loss)........................   $23       $ 4         475%      $ 71     $(602)       112%
                                            ===       ===                   ====     =====
</TABLE>

  Royalty Revenue

     Under the terms of the Cross License Agreement with Genzyme, the
Partnership is currently entitled to receive a royalty equal to 6% of net
revenues recognized from European sales of the Sepra products to the extent
necessary to pay certain projected distributions to the partners in any year.
Royalty revenue recognized by the Partnership increased in both periods due to
increased European sales of the Sepra products by Genzyme. The General Partner
believes that the Partnership will continue to be eligible to receive such
royalties during 1999.

  Net Income

     The increase in net income in the three months ended September 30, 1999 was
the result of increased royalty revenue recognized by the Partnership. The
increase in net income in the nine months ended September 30, 1999 was the
result of increased royalty revenue and the absence of any loss allocation from
Genzyme Ventures II due to the reduction of the Partnership's basis in the joint
venture to zero during the second quarter of 1998.

FINANCIAL CONDITION

     As of September 30, 1999, the Partnership had $61,000 in cash and cash
equivalents, a decrease of $36,000 from December 31, 1998. The remaining cash
balance is reserved for general and administrative expenses. In the nine months
ended September 30, 1999, the Partnership received $180,000 of cash from Genzyme
for royalty payments and used $220,000 of cash to reimburse Genzyme for expenses
it paid on behalf of the Partnership.

     The Partnership's future profitability is entirely dependent upon sales of
the Sepra products by Genzyme Ventures II. Under the Amended and Restated Joint
Venture Agreement, Genzyme has agreed, during the term of the joint venture, to
make non-interest bearing loans to the joint venture to fund any working capital
deficiency of the joint venture and to make capital contributions to the extent
deemed necessary by the two venturers in connection with the business of the
joint venture.

                                        7
<PAGE>   9

     The General Partner believes that substantial additional funds will be
required to complete the development and clinical testing of the Sepra products.
Genzyme has funded the research and development program for the Sepra products
on an annual basis since the first quarter of 1994, when all the available funds
of the Partnership were substantially depleted. Genzyme is not obligated to fund
additional development of the Sepra products but currently intends to continue
such funding during 1999 at a level consistent with prior years and the 1999
budget for these programs. There is no guarantee that Genzyme will continue
funding the Partnership's programs. If Genzyme discontinues funding the
Partnership's programs and the Partnership is unable to obtain any additional
financing or raise additional funds, the Partnership may delay, scale back or
eliminate certain of its programs.

EURO -- THE NEW EUROPEAN CURRENCY

     On January 1, 1999, a number of European countries adopted the Euro as
their common legal currency. All of the Partnership's revenues to date have been
derived from Genzyme's European sales of the Sepra products. The conversion to
the Euro has had no material effect on Genzyme's:

     - competitive position;

     - computer systems;

     - ability to conduct its business;

     - material contracts;

     - derivatives and other financial instruments;

     - exchange rate risk; or

     - tax rate.

     The disclosure related to the Euro conversion set forth under the heading
"Management's Discussion and Analysis of Financial Condition and Results of
Operations -- Euro -- the New European Currency" in the Partnership's 1998
Annual Report on Form 10-K is incorporated herein by reference.

YEAR 2000

     Many computer systems and other equipment with embedded chips or processors
experience problems handling dates beyond the year 1999. As a result, older
programs may experience operating difficulties that cause date-sensitive
transaction errors or failures unless they are modified or upgraded to
adequately address the problem. The potential impact of the Year 2000 problem
cannot be fully appreciated at this time.

     The Partnership relies upon Genzyme to provide general and administrative
and other services. Genzyme Ventures II relies upon Genzyme to perform
manufacturing, marketing and sales services. The services provided by Genzyme to
the Partnership and Genzyme Ventures II involve the use of Genzyme's computer
systems and equipment.

     Genzyme is conducting a Year 2000 compliance program intended to identify
and minimize its exposure to Year 2000 problems. The compliance program is a
coordinated effort being conducted by each of Genzyme's divisions, business
units and departments. Genzyme is using its own MIS personnel to conduct the
program; it has not used any independent verification or validation processes in
connection with the program. Genzyme's program involves four phases:

     - conducting an inventory of its Year 2000 issues;

     - prioritizing identified systems, programs and equipment based on
       materiality to Genzyme's operations;

     - assessing Year 2000 compliance; and

     - resolving Year 2000 issues through upgrades, replacements or repairs.

     Genzyme has conducted an inventory of its information technology and
non-information technology systems, programs and equipment. Systems, programs
and equipment were evaluated based on their

                                        8
<PAGE>   10

importance to Genzyme's business, risk of failure and time horizon to failure,
among other things, and placed in one of the following seven categories:

      (i) mission critical;

      (ii) mission important;

      (iii) process critical;

      (iv) process important;

      (v) process convenient;

      (vi) reporting; and

     (vii) other.

     Genzyme has completed the first three phases of the program for all of its
systems, programs and equipment and is currently in the fourth phase of the
compliance program. Genzyme has determined that its Year 2000 exposures are
primarily in the following areas:

     - information systems;

     - financial and administrative applications;

     - manufacturing applications and equipment; and

     - research and development support systems, programs and equipment.

Genzyme has resolved the Year 2000 issues for the systems, programs and
equipment that fall into categories (i) through (iv) above. Genzyme is also
developing contingency plans with respect to categories (i) through (iii). Its
contingency plans include purchasing extra raw materials, making appropriate
staffing arrangements and ordering extra fuel. Genzyme plans to resolve Year
2000 issues for systems, programs and equipment in category (v) by the end of
the fourth quarter of 1999, and for systems, programs and equipment in
categories (vi) and (vii) as time permits. To date, Genzyme has not deferred any
significant information technology projects as a result of its Year 2000
compliance efforts.

     Concurrently with the conduct of its internal compliance program, Genzyme
is also surveying third patties it considers critical to its business about
their Year 2000 readiness. These third parties include:

     - significant customers,

     - suppliers,

     - significant research or collaborative partners,

     - service providers and

     - distributors.

     Genzyme substantially completed the survey in the third quarter of 1999.
Genzyme sent surveys to over 1,900 businesses and received responses from
approximately 77% of the group. Importantly, Genzyme received responses from all
of its critical suppliers and distributors. Genzyme is attempting to mitigate
its risks with respect to such third parties' Year 2000 compliance. It has
identified alternative resources for Genzyme's essential operations and is in
the process of securing these resources. Genzyme is also stock-piling raw
materials and finished goods.

     Genzyme may incur significant costs in assessing, resolving and mitigating
Year 2000 compliance issues. Each of its departments, business units and
divisions incurs its own costs in connection with readiness efforts. Genzyme
does not separately track the internal costs of its Year 2000 compliance
efforts, so these costs are unknown. However, Genzyme estimates that to date it
has spent approximately $1.0 million in replacing, upgrading or repairing
systems, programs or equipment. Although the aggregate additional costs of its
Year 2000 program cannot be known at this time, Genzyme's management currently
expects that the additional costs will be less than $0.5 million. The actual
costs will depend on numerous factors, including the nature and amount of
remediation work to be performed and internal staff costs. Genzyme intends to
fund all of its Year 2000 compliance program costs through operations. The
Partnership does not believe that the costs of Genzyme's Year 2000 program will
have a material effect on the Partnership's results of operations or

                                        9
<PAGE>   11

financial condition. It should be noted that the estimates discussed above do
not include costs incurred in connection with systems, programs or equipment
that were replaced or upgraded in the normal course of business for which the
timing was not accelerated due to Year 2000 issues.

     Genzyme cannot guarantee that its Year 2000 issues will be resolved by the
end of 1999. If Genzyme fails to identify and resolve all significant Year 2000
issues in a timely manner, it could experience interruptions or failures of its
normal business activities or operations, which would have a material adverse
effect on the Partnership's business, results of operations and financial
condition. The Partnership's business, results of operations and financial
condition could also be materially adversely affected by the failure of third
parties that are significant to the Partnership's or Genzyme's business to be
Year 2000 compliant. Any interruptions or failures of Genzyme's normal business
activities or operations could result in:

     - delays in the distribution of finished goods or receipt of raw materials;

     - disruptions in manufacturing activities;

     - disruptions of clinical programs;

     - delays in product development activities; or

     - errors or delays in customer order or invoice processing.

Genzyme's compliance program is an ongoing process, and the estimated costs and
timetables discussed above are subject to change.

                                       10
<PAGE>   12

                       GENZYME DEVELOPMENT PARTNERS, L.P.
                         FORM 10-Q, SEPTEMBER 30, 1999

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

     Not applicable.


                          PART II.  OTHER INFORMATION

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

     (a) Exhibits

         27 Financial Data Schedule for Genzyme Development Partners, L.P. (for
            EDGAR filing purposes only). Filed herewith.

     (b) Reports on Form 8-K

         No reports on Form 8-K were filed by the Partnership during the quarter
         ending September 30, 1999.

                                       11
<PAGE>   13

                       GENZYME DEVELOPMENT PARTNERS, L.P.
                         FORM 10-Q, SEPTEMBER 30, 1999

                                   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.

                                            GENZYME DEVELOPMENT PARTNERS, L.P.
                                            (Registrant)

                                            By: GENZYME DEVELOPMENT CORPORATION
                                            II,
                                            its General Partner

                                            By: /s/ MICHAEL S. WYZGA
                                              ----------------------------------
                                              Michael S. Wyzga
                                              Treasurer and Chief Financial
                                            Officer

DATE:  November 15, 1999

                                       12
<PAGE>   14

                       GENZYME DEVELOPMENT PARTNERS, L.P.
                         FORM 10-Q, SEPTEMBER 30, 1999

                                 EXHIBIT INDEX

<TABLE>
<CAPTION>
EXHIBIT NO.                                        DESCRIPTION
- -----------                                        -----------
<C>                 <S>
     27             Financial Data Schedule for Genzyme Development Partners, L.P. (for EDGAR
                    filing purposes only). Filed herewith.
</TABLE>

<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
unaudited financial statements of Genzyme Development Partners, L.P. for the
nine months ended September 30, 1999 and is qualified in its entirety by
reference to such financial statements.
</LEGEND>
<CURRENCY> U.S. DOLLARS

<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          DEC-31-1999
<PERIOD-START>                             JAN-01-1999
<PERIOD-END>                               SEP-30-1999
<EXCHANGE-RATE>                                      1
<CASH>                                              61
<SECURITIES>                                         0
<RECEIVABLES>                                        0
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                                   104
<PP&E>                                               0
<DEPRECIATION>                                       0
<TOTAL-ASSETS>                                     104
<CURRENT-LIABILITIES>                              252
<BONDS>                                              0
                                0
                                          0
<COMMON>                                             0
<OTHER-SE>                                       (148)
<TOTAL-LIABILITY-AND-EQUITY>                       104
<SALES>                                              0
<TOTAL-REVENUES>                                   133
<CGS>                                                0
<TOTAL-COSTS>                                        0
<OTHER-EXPENSES>                                    66
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                                     71
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                                 71
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                        71<F1>
<EPS-BASIC>                                        0
<EPS-DILUTED>                                        0
<FN>
<F1>Genzyme Development Partners, L.P. is a Delaware Limited Partnership. Net
Earnings or Loss are reported per partnership unit instead of per share. The
Partnership recorded net income of $71,000 in the nine months ended September
30, 1999 which was allocated 1% to the General Partner and 99% to the Limited
Partners.
</FN>


</TABLE>


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