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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q/A
AMENDMENT NO. 1
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1996
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 0-22788
ARRIS PHARMACEUTICAL CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 22-2969941
- --------------------------------------------------------------------------------
(State or other jurisdiction (I.R.S. Employer Identification No.)
of incorporation or organization)
385 OYSTER POINT BOULEVARD
SOUTH SAN FRANCISCO, CALIFORNIA 94080
(Address of principal executive offices including zip code)
(415) 829-1000
(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. [X] Yes [ ] No.
The number of outstanding shares of the registrant's Common Stock, $0.001 par
value, was 13,992,805 as of April 30, 1996.
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ARRIS PHARMACEUTICAL CORPORATION
INDEX
PAGE NUMBER
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PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K. 3
SIGNATURES 4
2
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PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
Item Description
---- -----------
10.33* Amendment to Agreement dated March 29, 1993 between the
Registrant and Kabi Pharmacia AB, dated January 31,
1996. (1)
10.34* First Amendment to Research and License Agreement dated
May 28, 1993 between Registrant and Amgen, Inc., dated
February 2, 1996. (1)
10.35* Research Agreement between the Registrant and Pharmacia
& Upjohn, Inc., a Delaware corporation, dated February
29, 1996. (1)
10.36* Form of Sixth Amendment to Lease dated October 15, 1992
between the Registrant and Shelton Properties, Inc.
dated March 27, 1996.
10.37* Financing Agreement between Hambrecht and Quist
Guaranty Finance, LLC, dated March 29, 1996, including
Security Agreement and Warrant Purchase Agreement of
even date.
10.38* Amendment to Lease Schedule under Master Property Lease
Agreement dated March 29, 1994 between Hambrecht and
Quist Guaranty Finance, L.P., dated March 29, 1996.
27 Financial Data Schedule
* Previously filed
(1) Confidential treatment has been requested for portions to this document.
Brackets indicate portions of text that have been omitted. A separate filing of
such omitted text has been made with the Commission as part of the Company's
application for confidential treatment.
(b) Reports on Form 8-K
A Current Report on Form 8-K was filed on January 5, 1996, as
amended on February 5, 1996 to include financial statements and pro
forma financial information, in conjunction with the Company's
acquisition of Khepri Pharmaceuticals, Inc., which was completed on
December 22, 1995.
3
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ARRIS PHARMACEUTICAL CORPORATION
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed in its behalf by the
undersigned thereunto duly authorized.
ARRIS PHARMACEUTICAL CORPORATION
Date: July 2, 1996 By: /s/ John P. Walker
--------------------------------------
John P. Walker
President, Chief Executive Officer
and Director
Date: July 2, 1996 By: /s/ Daniel H. Petree
--------------------------------------
Daniel H. Petree
Vice President, Corporate Development
Chief Financial Officer
4
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ARRIS PHARMACEUTICAL CORPORATION
INDEX OF EXHIBITS
10.33* Amendment to Agreement dated March 29, 1993 between the
Registrant and Kabi Pharmacia AB, dated January 31,
1996. (1)
10.34* First Amendment to Research and License Agreement dated
May 28, 1993 between Registrant and Amgen, Inc., dated
February 2, 1996. (1)
10.35* Research Agreement between the Registrant and Pharmacia
& Upjohn, Inc., a Delaware corporation, dated February
29, 1996. (1)
10.36* Form of Sixth Amendment to Lease dated October 15, 1992
between the Registrant and Shelton Properties, Inc.
dated March 27, 1996.
10.37* Financing Agreement between Hambrecht and Quist
Guaranty Finance, LLC, dated March 29, 1996, including
Security Agreement and Warrant Purchase Agreement of
even date.
10.38* Amendment to Lease Schedule under Master Property Lease
Agreement dated March 29, 1994 between Hambrecht and
Quist Guaranty Finance, L.P., dated March 29, 1996.
27 Financial Data Schedule
* Previously filed
(1) Confidential treatment has been requested for portions to this document.
Brackets indicate portions of text that have been omitted. A separate filing of
such omitted text has been made with the Commission as part of the Company's
application for confidential treatment.
5
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED BALANCE SHEETS, STATEMENTS OF OPERATIONS AND STATEMENTS OF CASH
FLOWS INCLUDED IN THE COMPANY'S FORM 10-Q FOR THE PERIOD ENDED MARCH 31, 1996,
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS AND
NOTES THERETO.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<CASH> 48,127
<SECURITIES> 18,256
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 67,849
<PP&E> 17,696
<DEPRECIATION> 9,612
<TOTAL-ASSETS> 76,841
<CURRENT-LIABILITIES> 16,514
<BONDS> 4,051
0
0
<COMMON> 13,333
<OTHER-SE> 42,574
<TOTAL-LIABILITY-AND-EQUITY> 76,841
<SALES> 0
<TOTAL-REVENUES> 5,044
<CGS> 0
<TOTAL-COSTS> 5,644
<OTHER-EXPENSES> 1,205
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<INTEREST-EXPENSE> 115
<INCOME-PRETAX> (1,563)
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<INCOME-CONTINUING> (1,563)
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<EXTRAORDINARY> 0
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<NET-INCOME> (1,563)
<EPS-PRIMARY> (.15)
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