GENELABS TECHNOLOGIES INC /CA
10-Q, 1997-08-07
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 June 30, 1997.

                                       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 NO. 0-19222

                           GENELABS TECHNOLOGIES, INC.
             (Exact name of Registrant as specified in its charter)


                CALIFORNIA                             94-3010150
        (State or other jurisdiction of             (I.R.S. employer 
        incorporation or organization)            identification number)

505 Penobscot Drive, Redwood City, California             94063
  (Address of principal executive offices)              (Zip code)

       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (4L5) 369-9500


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 [ ].


There were 39,302,175 shares of the Registrant's Common Stock issued and
outstanding on July 31, 1997.

================================================================================
<PAGE>   2
PART I -- FINANCIAL INFORMATION

Item 1. Financial Statements


                          GENELABS TECHNOLOGIES, INC.
                     CONDENSED CONSOLIDATED BALANCE SHEETS
                                 (in thousands)
<TABLE>
<CAPTION>
                                                          June 30,       December 31,
                                                            1997             1996
                                                         -----------     ------------
                                                         (Unaudited)  
                                     ASSETS
<S>                                                      <C>               <C>      
Current assets:
    Cash and cash equivalents                            $    1,200        $   4,377
    Cash held in escrow                                          --            6,953
    Short-term investments                                   24,431           19,135
                                                         ----------        ---------
    Cash, cash equivalents and short-term investments        25,631           30,465
    Accounts receivable                                       2,459            3,170
    Inventories                                               2,980            3,535
    Other current assets                                        282              726
                                                         ----------        ---------
Total current assets                                         31,352           37,896
Property and equipment, net                                   1,324            1,463
Investment in Genelabs Biotechnology, Ltd.                    4,399            4,628
Other assets                                                    129              132
                                                         ----------        ---------
                                                         $   37,204        $  44,119
                                                         ==========        =========

                           LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities:
    Accounts payable and other accrued liabilities       $    3,983        $   4,778
    Accrued compensation and related expenses                 1,752            1,694
    Unearned contract revenue                                   563            1,200
                                                         ----------        ---------
Total current liabilities                                     6,298            7,672
Long-term obligations                                           469              523
                                                         ----------        ---------
Shareholders' equity:
    Preferred stock                                           9,682            9,682
    Common stock                                            137,098          129,591
    Common stock to be issued                                    --            6,953
    Accumulated deficit                                    (116,343)        (110,302)
                                                         ----------        ---------
Total shareholders' equity                                   30,437           35,924
                                                         ----------        ---------
                                                         $   37,204        $  44,119
                                                         ==========        =========
</TABLE>

            See notes to condensed consolidated financial statements.

Note: The condensed consolidated balance sheet at December 31, 1996 has been
derived from the audited financial statements at that date but does not include
all the information and footnotes required by generally accepted accounting
principles for complete financial statements.


                                       2
<PAGE>   3
                          GENELABS TECHNOLOGIES, INC.
                CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                    (in thousands, except per share amounts)
                                  (Unaudited)

<TABLE>
<CAPTION>
                                        For the three months ended        For the six months ended
                                                 June 30,                         June 30,
                                        --------------------------        ------------------------
                                          1997              1996            1997            1996
                                        --------          --------        --------         -------
<S>                                      <C>              <C>              <C>             <C>    
Revenues:
  Product sales                          $ 2,444          $ 2,971          $ 5,019         $ 5,713
  Contract and other                         739              316            1,556             529
                                         -------          -------          -------         -------
    Total revenues                         3,183            3,287            6,575           6,242
                                         -------          -------          -------         -------

Operating costs and expenses:
  Cost of product sales                    1,442            1,527            3,062           2,996
  Research and development                 2,847            2,551            5,640           4,996
  Selling, general and administrative      2,134            2,374            4,324           4,596
                                         -------          -------          -------         -------
    Total operating costs and expense      6,423            6,452           13,026          12,588
                                         -------          -------          -------         -------

Operating loss                            (3,240)          (3,165)          (6,451)         (6,346)
                                         -------          -------          -------         -------

Interest income, net                         356              287              694             528
Equity in income/(loss) of
  Genelabs Biotechnology, Ltd.              (120)              27             (229)            (50)
                                         -------          -------          -------         -------

Net loss                                 $(3,004)         $(2,851)         $(5,986)        $(5,868)
                                         =======          =======          =======         =======

Net loss per share                       $ (0.08)         $ (0.08)         $ (0.16)        $ (0.17)
                                         =======          =======          =======         =======

Weighted average shares outstanding       39,217           36,236           38,598          34,978
                                         =======          =======          =======         =======
</TABLE>


            See notes to condensed consolidated financial statements.


                                       3
<PAGE>   4
                          GENELABS TECHNOLOGIES, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW
               (increase/(decrease) in cash and cash equivalents)
                                 (in thousands)
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                          For the six months ended
                                                                   June 30,
                                                          -------------------------
                                                             1997            1996
                                                          ---------        --------
<S>                                                       <C>              <C>      
Cash flows from operating activites:
    Net loss                                              $ (5,986)        $ (5,868)
    Adjustments to reconcile net loss to net cash
      used in operating activities:
        Depreciation and amortization expense                  285              426
        Amortization of unearned contract revenue           (1,087)              --
        Equity in loss of Genelabs Biotechnology, Ltd.         229               50
    Changes in assets and liabilities:
        Receivables                                            711             (787)
        Inventories                                            555              120
        Accounts payable, accrued liabilities, accrued
          compensation and long-term obligations              (791)          (1,138)
        Additions to unearned contract revenue                 450               --
        Other current assets                                   444              236
                                                          --------         --------
    Net cash used in operating activities                   (5,190)          (6,961)
Cash flows from investing activities:
    Purchases of securities available-for-sale             (10,606)         (25,000)
    Proceeds from sales and maturities of securities
      available-for-sale                                     5,310            1,813
    Other                                                     (188)            (133)
                                                          --------         --------
    Net cash used in investing activities                   (5,484)         (23,320)
                                                          --------         --------
Cash flows from financing activities:
    Payments on long-term obligations                           --           (3,031)
    Proceeds from issuance of common stock, net              7,507           11,537
                                                          --------         --------
    Net cash provided by financing activities                7,507            8,506
                                                          --------         --------
Effect of exchange rate change on cash                         (10)               2
                                                          --------         --------
Net (decrease)/increase in cash and cash equivalents        (3,177)         (21,773)
Cash and cash equivalents, beginning of the period           4,377           22,557
                                                          --------         --------
Cash and cash equivalents, end of the period                 1,200              784

Short-term investments, end of the period                   24,431           23,187
                                                          --------         --------
Cash, cash equivalents and short-term investments,
  end of the period                                       $ 25,631         $ 23,971
                                                          ========         ========
</TABLE>
            See notes to condensed consolidated financial statements.


                                       4
<PAGE>   5
                           GENELABS TECHNOLOGIES, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)
                                  June 30, 1997

1. BASIS OF PRESENTATION

The accompanying unaudited condensed consolidated financial statements include
the accounts of Genelabs Technologies, Inc. and its wholly-owned subsidiaries
("Genelabs" or the "Company") after elimination of all significant intercompany
accounts and transactions. These financial statements have been prepared in
accordance with generally accepted accounting principles ("GAAP") for interim
financial information and with the instructions to Form 10-Q and Article 10 of
Regulation S-X. Accordingly, they do not include all of the information and
footnotes required by GAAP for complete financial statements. In the opinion of
management, all adjustments (consisting of normal recurring adjustments)
considered necessary for a fair presentation have been included. Certain prior
year amounts have been reclassified to conform to the current year presentation.
Operating results for the three or six month periods ended June 30, 1997 are not
necessarily indicative of the results that may be expected for the year ending
December 31, 1997.

These unaudited condensed consolidated financial statements are meant to be read
in conjunction with the audited consolidated financial statements and footnotes
thereto included in the Company's Annual Report on Form 10-K for the year ended
December 31, 1996.

2. INVENTORIES

The components of inventory are as follows:

<TABLE>
<CAPTION>
                                          June 30,          December 31,
(in thousands)                              1997               1996
                                          --------          ------------
<S>                                       <C>               <C>
Raw materials                              $1,780              $2,126
Work-in-process                               424                 389
Finished goods                                776               1,020
                                           ------              ------
                                           $2,980              $3,535
                                           ======              ======
</TABLE>

3. ISSUANCE OF COMMON STOCK

In connection with a 1996 private offering, the Company agreed to issue
1,900,000 shares of Common Stock to Veron International Limited ("Veron") for
net proceeds of $7.0 million, which the Company held in escrow at December 31,
1996 pending expiration or early termination of the waiting period under the
Hart-Scott-Rodino Antitrust Improvements Act of 1976. In February 1997, upon
termination of this waiting period, the funds held in escrow were released to
Genelabs and the shares, reported as Common Stock to be Issued at December 31,
1996, were issued to Veron.

4. NET LOSS PER SHARE

In February 1997, the Financial Accounting Standards Board issued Statement No.
128, " Earnings Per Share" ("SFAS No. 128"), which is required to be adopted in
the Company's December 31, 1997 financial statements. SFAS No. 128 requires a
change in the method currently used to compute earnings per share and
restatement of prior periods, excluding the dilutive effect of stock options.
The implementation of this statement is not expected to impact Genelabs'
earnings per share for the quarters ended June 30, 1997 and June 30, 1996 since
the Company incurred net losses in those periods and, accordingly, the
calculation of earnings per share already excluded stock options because their
effect was antidilutive.


                                       5
<PAGE>   6
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS

All statements in Management's Discussion and Analysis of Financial Condition
and Results of Operations that are not historical are forward-looking statements
which involve a number of risks and uncertainties, including, but not limited
to, those statements concerning the Company's ongoing clinical trials, the U.S.
Food and Drug Administration ("FDA") regulatory process, the Company's
anticipated expenditures and the timing and need for additional funds. Among the
factors that could cause actual results of the Company's activities to differ
materially are product non-approval or delays by the FDA and foreign regulatory
authorities, product development, manufacturing and market acceptance risks, the
Company's early stage of development, the impact of competitive products,
pricing and intellectual property rights, the results of current and future
licensing and other collaborative relationships and other factors and risks
detailed under the caption "Risk Factors" in the Company's 1996 Annual Report on
Form 10-K and other filings with the U.S. Securities and Exchange Commission.

OVERVIEW

Genelabs Technologies, Inc. is a global biopharmaceutical and diagnostics
company focused on gene-regulating drug discovery, infectious diseases including
hepatitis and immunological disorders including lupus. Using Genelabs' core
technologies and expertise in drug and viral discovery, the Company is engaged
in the research and development of potential new therapeutics, diagnostic tests
and vaccines, both internally and through collaborations with academic
institutions and corporations.

The Company's lead pharmaceutical product, GL701, is in Phase III clinical
trials as a new therapy for systemic lupus erythematosus ("lupus"). The lead
research program is based on a proprietary enabling technology, Merlin(TM), for
creating gene-specific, small organic, DNA-binding molecules. The Company
conducts its diagnostic business through its wholly-owned subsidiary Genelabs
Diagnostics (Pte.) Ltd., located in Singapore ("GLD"). GLD's products are a
focused mix of Western Blot assays and rapid and ELISA tests, primarily sold in
major markets in Europe and Asia. Genelabs has a 40% interest in a Taiwan-based
company, Genelabs Biotechnology, Ltd. ("GBL"), which is focused on late-stage
development, manufacture and commercialization of newly developed or formulated
pharmaceuticals for the rapidly expanding Asian market.

On April 25, 1997, the Company announced preliminary results of its first Phase
III trial of GL701 for lupus. The results indicated a treatment response in a
group of women with clinically active lupus, which constituted a majority of
patients enrolled in the study. However, the study did not achieve statistical
significance when all patients were included in the analysis, as an unexpectedly
high placebo response rate was observed among those patients with minimal or no
disease activity at baseline. The Company plans to submit the data package and
study report for this trial to the FDA during the third quarter 1997. The
Company anticipates meeting with the FDA to discuss the results of this trial
before the end of 1997.

The Company expects to continue to invest in biopharmaceutical product research
and development. Revenue from the sale of biopharmaceutical products is not
expected until the launch of its first biopharmaceutical product, which is not
expected to occur for several years, if at all. The Company has several
collaborations and is seeking additional collaborations with other
pharmaceutical companies for some of its technologies to maximize sales of
products that may result from those technologies and to obtain funding for a
portion of its research and development expenses. However, Genelabs expects to
continue to incur operating losses for at least the next several years.


                                       6
<PAGE>   7
RESULTS OF OPERATIONS

Revenues
Total revenues for the quarter ended June 30, 1997 were $3.2 million, compared
to $3.3 million for the same period in 1996. For the six months ended June 30,
1997, total revenues were $6.6 million compared to $6.2 million for the same
period in 1996. Total revenues include both diagnostic product sales, and
contract and other revenue.

Diagnostic product sales were $2.4 million for the quarter ended June 30, 1997,
compared to $3.0 million for the same period in 1996. For the six months ended
June 30, 1997, diagnostic product sales were $5.0 million compared to $5.7
million for the same period in 1996. The shortfall in diagnostic product sales
for both the three and six month periods were primarily driven by a decline in
sales to Europe and Asia of the Company's western blot products and reagents.

Contract and other revenues were $0.7 million for the quarter ended June 30,
1997, compared to $0.3 million for the same period in 1996. For the six months
ended June 30, 1997, contract and other revenues were $1.6 million compared to
$0.5 million for the same period in 1996. Contract and other revenues include
licensing, milestone and research and development payments. The increase in
contract and other revenues for both the three and six month periods of 1997,
compared to the same periods in 1996, was primarily due to recognition of
revenue under a gene-regulating drug discovery collaboration that the Company
began in January 1997. Contract and other revenues recognized in the future will
be dependent in part upon the continuation of this agreement, achievement of
milestones under this and other existing agreements and establishment of new
research, development and/or licensing agreements with corporate collaborators.

Cost of Product Sales
Cost of product sales were $1.4 million for the quarter ended June 30, 1997,
compared to $1.5 million for the same period in 1996. Gross margins decreased to
41% for the second quarter of 1997 from 49% for the same period a year ago. The
decline in gross margins was primarily driven by a change in sales mix towards
lower margin products.

For the six months ended June 30, 1997, cost of product sales were $3.1 million
compared to $3.0 million for the same period in 1996. Gross margins decreased to
39% for the first six months of 1997 from 48% for the same period a year ago.
The decline in gross margins was primarily due to a decline in sales of higher
margin products combined with a lower production yield on certain products.

Research and Development Expenses
The Company's research and development expenses were $2.8 million for the
quarter ended June 30, 1997, compared to $2.6 million for the same period in
1996. For the first six months of 1997, research and development expenses were
$5.6 million compared to $5.0 million for the same period in 1996. The increases
were primarily due to additional expenditures related to a gene-regulating drug
discovery collaboration and higher patient enrollment in the Company's second
Phase III trial of GL701 for lupus, partially offset by reduced spending on the
hepatitis G virus program.

Selling, General and Administrative Expenses
Selling, general and administrative expenses were $2.1 million for the quarter
ended June 30, 1997, compared to $2.4 million for the same period in 1996. For
the first six months of 1997, selling, general and administrative expenses were
$4.3 million compared to $4.6 million for the same period in 1996. Reductions
for both the three and six month periods include lower sales and marketing
expenses of GLD.


                                       7
<PAGE>   8
Net Loss
The Company has operated at a loss since its inception and had an accumulated
deficit of $116.3 million as of June 30, 1997. The net loss was $3.0 million for
the three months ended June 30, 1997, compared to $2.9 million for the same
period in 1996. For the first six months of 1997, net loss was $6.0 million
compared to $5.9 million for the same period in 1996. Although the net loss
changed little in the first six months of 1997 compared to 1996, higher contract
and other revenues offset increased research and development expenses and a
decline in diagnostic product gross margins.

LIQUIDITY AND CAPITAL RESOURCES

The Company had cash and short-term investment balances totaling $25.6 million
at June 30, 1997, compared to $30.5 million at December 31, 1996. The decrease
in cash and short-term investments was primarily attributable to $5.2 million
used in operations, partially offset by funds received upon exercise of stock
options. The cash and short-term investments balance at December 31, 1996
included $7.0 million from a 1996 private placement that was held in escrow by
the Company pending expiration or early termination of the waiting period under
the Hart-Scott-Rodino Antitrust Improvements Act of 1976. These funds were
released to the Company in February 1997 and are shown as proceeds from issuance
of common stock in the accompanying Condensed Consolidated Statement of Cash
Flows.

The Company has funded its operations since inception primarily through public
and private offerings of its equity securities, contract revenues and product
sales. The Company has no bank debt or open credit lines. Genelabs expects to
incur substantial additional costs, including costs for clinical trials of
product candidates and costs for further research on gene-regulating drug
discovery. The amount of the additional costs, as well as increased expenditures
necessary for working capital and capital requirements, will depend on numerous
factors including the timing and outcome of any clinical trials and regulatory
actions related to the Company's products. In addition, funding requirements
will depend on the progress of the Company's research and development programs
as well as its ability to establish and maintain collaborations with other
pharmaceutical companies to fund these programs.

The Company anticipates that its current resources and expected revenues from
existing collaborative agreements will enable it to maintain its current and
planned operations at least through 1998. The Company anticipates realizing a
net loss at least through 1998, and profitability thereafter is subject to
significant uncertainty. There can be no assurance that revenues from product
sales or royalties or from other sources will be sufficient to fund operations
or that the Company will achieve profitability or positive cash flow. Additional
financing may be required to fund the Company's continuing operations and
research and development activities in the form of debt or equity securities,
which may result in substantial dilution to existing shareholders. There can be
no assurance that such financing will be available on acceptable terms, if at
all. The unavailability of such financing could delay or prevent the
development, testing, regulatory approval, manufacturing or marketing of some or
all of the Company's products and technologies and could have a material adverse
effect on the Company's business, financial condition and results of operations.
The foregoing are forward looking statements which involve a number of risks and
uncertainties.


                                       8
<PAGE>   9
CERTAIN BUSINESS RISKS

Genelabs is at an early stage of development. The Company has experienced
significant operating losses since its inception and expects to incur
significant operating losses over the next several years. The development of the
Company's proposed products will require a commitment of substantial funds to
conduct these costly and time-consuming activities. The Company's technologies,
including DNA-binding and gene regulating drug discovery technology, are in many
cases new and still under development. All of Genelabs' proposed therapeutic
products, including GL701 for the treatment of lupus, are in research or
development and will require substantial additional research and development
efforts prior to any commercial use, including extensive clinical testing as
well as potentially lengthy regulatory approval. Genelabs currently is seeking
additional drug discovery research collaborations using its gene regulating
technology with various pharmaceutical companies. No assurance can be given as
to the ability of the Company to complete an agreement with such a collaborator
on a timely basis or at all.

On April 25, 1997, the Company announced preliminary results of its first Phase
III trial of GL701 for lupus. The results indicated a treatment response in a
group of women with clinically active lupus, which constituted a majority of
patients enrolled in the study. However, the study did not achieve statistical
significance when all patients were included in the analysis, as an unexpectedly
high placebo response rate was observed among those patients with minimal or no
disease activity at baseline. The Company plans to submit the data package and
study report for this trial to the FDA during the third quarter 1997. The
Company anticipates meeting with the FDA to discuss the results of this trial
before the end of 1997. The Company currently is conducting a second Phase III
clinical trial for GL701. No assurance can be given as to the results of these
trials, the safety or efficacy of this drug candidate or, in any event, the
ability of Genelabs to obtain regulatory approval for the commercialization of
the drug candidate.

The active ingredient in GL701 is dehydroepiandrosterone ("DHEA"). DHEA is
currently being marketed by others as an over the counter dietary supplement.
The Company believes that DHEA is a drug that is subject to regulation and
approval by the FDA. The Company further believes that in several instances
these supplements do not contain true DHEA, but instead contain related
substances that are not biologically equivalent. However, to date the FDA has
taken no action to limit or regulate the sale of these dietary supplements, and
no assurance can be given as to the willingness or ability of the FDA to do so
in the future. In the event that clinical trials for GL701 are promising and the
drug candidate receives FDA marketing approval, the concurrent sale of these
dietary supplements could adversely affect the market for or selling prices of
GL701.

The Company is continuing limited research and development efforts related to
the hepatitis G virus. While the presence of this virus has been detected in
blood samples contained in the U.S., Europe, Japan and elsewhere, the Company
and its collaborators are still seeking to determine the nature and severity of
any diseases specifically caused by HGV. In order to test for HGV generally in
the blood banks, the Company and its licensors are continuing efforts to develop
a serological assay. To date, no such assay has been introduced.

The Company has only limited sales, marketing and distribution capabilities. If
the Company successfully develops any new products, Genelabs must either rely on
large pharmaceutical companies to market such products or must develop a
marketing and sales force with technical expertise and supporting distribution
capability in order to market such products directly. Also inherent in the
Company's stage of development is a range of additional risks, including
competition, uncertainties regarding protection or patents and proprietary
rights and the possibility of infringement of the proprietary rights of others,
government regulation, and uncertainties regarding health care reform.


                                       9
<PAGE>   10
PART II - OTHER INFORMATION
ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

On May 22, 1997, the Company held its Annual Meeting of shareholders. Matters
voted upon at the meeting and the number of affirmative votes, negative votes,
withheld votes and abstentions cast with respect to each such matter were as
follows:

<TABLE>
<CAPTION>
                                                     Affirmative           Withheld
                                                        Votes                Votes
                                                     -----------          ----------

<S>                                                  <C>                  <C>
1.   Election of the Company's Directors:

         Irene A. Chow                                32,705,512           1,103,325
         Edgar G. Engleman                            32,706,612           1,102,225
         Arthur Gray, Jr.                             32,704,012           1,104,825
         H.H. Haight                                  32,705,512           1,103,325
         Damaris Skouras                              30,620,026           3,188,811
         N.K. Wang                                    32,705,912           1,102,925
</TABLE>

2.   A proposal to approve an amendment to the 1991 Employee Stock Purchase Plan
     was approved with 30,728,913 affirmative votes, 1,383,565 negative votes,
     195,078 abstentions and 1,501,281 broker non-votes.

3.   A proposal to ratify the selection of Ernst & Young LLP as the Company's
     independent certified public accountants for the fiscal year ending
     December 31, 1997 was approved with 33,716,142 affirmative votes, 49,460
     negative votes, and 43,235 abstentions.


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)  EXHIBITS

10.35    Registrant's 1991 Employee Stock Purchase Plan, as amended
         (incorporated herein by reference to Exhibit 4.04 to Registrant's
         Registration Statement on From S-8 (File No. 333-30083) filed on June
         26, 1997).

27       Financial Data Schedule.

(b)  REPORTS ON FORM 8-K

On April 25, 1997, the Company filed a current report on Form 8-K announcing the
preliminary results of its first Phase III trial of GL701 for lupus.


                                       10
<PAGE>   11
                                   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.


                                  GENELABS TECHNOLOGIES, INC.
                                  (Registrant)

                                  Chief Executive Officer:

                                  /s/  IRENE A. CHOW
Date: August 6, 1997              -------------------------------------
                                             Irene A. Chow
                                  President and Chief Executive Officer

                                  Principal Accounting Officer:

                                  /s/  MATTHEW M. LOAR
Date: August 6, 1997              -------------------------------------
                                             Matthew M. Loar
                                  Director of Finance and Controller


                                       11
<PAGE>   12
                                  EXHIBIT INDEX

<TABLE>
<CAPTION>
Exhibit No.         Description
- -----------         -----------
<S>                 <C>
27                  Financial Data Schedule.
</TABLE>

<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED FINANCIAL STATEMENTS OF GENELABS TECHNOLOGIES, INC. FOR THE PERIOD
ENDED JUNE 30, 1997 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          DEC-31-1997
<PERIOD-START>                             JAN-01-1997
<PERIOD-END>                               JUN-30-1997
<CASH>                                           1,200
<SECURITIES>                                    24,431
<RECEIVABLES>                                    2,459
<ALLOWANCES>                                         0
<INVENTORY>                                      2,980
<CURRENT-ASSETS>                                31,352
<PP&E>                                          11,741
<DEPRECIATION>                                  10,417
<TOTAL-ASSETS>                                  37,204
<CURRENT-LIABILITIES>                            6,298
<BONDS>                                              0
                                0
                                      9,682
<COMMON>                                       137,098
<OTHER-SE>                                   (116,343)
<TOTAL-LIABILITY-AND-EQUITY>                    37,204
<SALES>                                          5,019
<TOTAL-REVENUES>                                 6,575
<CGS>                                            3,062
<TOTAL-COSTS>                                    3,062
<OTHER-EXPENSES>                                10,193
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                               (694)
<INCOME-PRETAX>                                (5,986)
<INCOME-TAX>                                         0
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<EPS-DILUTED>                                   (0.16)
        

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