1
UNITED STATES
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 March 31, 1996
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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 0-17999
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ImmunoGen, Inc.
----------------------------------------------------
(Exact name of registrant as specified in its charter)
Massachusetts 04-2726691
------------------------------ -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
148 Sidney Street
Cambridge, MA 02139
------------------------------------------------------------
(Address of principal executive offices, including zip code)
(617) 661-9312
--------------------------------------------------
(Registrant's telephone number, including area code)
- --------------------------------------------------------------------------------
(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
--- ---
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.
At May 7, 1996 there were 15,532,355 shares of common stock, par value
$.01 per share, of the registrant outstanding.
Total Number of Pages: 16
Exhibit Index at Page: 15
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IMMUNOGEN, INC.
TABLE OF CONTENTS
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Page
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PART I - FINANCIAL INFORMATION
Item 1 Financial Statements
Consolidated Balance Sheets as of
June 30, 1995 and March 31, 1996 ...................... 3
Consolidated Statements of Operations
for the three months and the nine months
ended March 31, 1995 and 1996 ......................... 4
Consolidated Statements of Stockholders'
Equity for the year ended June 30, 1995 and for
the nine months ended March 31, 1996................... 5
Consolidated Statements of Cash Flows
for the nine months ended March 31,
1995 and 1996.......................................... 6
Notes to Consolidated Financial Statements............. 7
Item 2 Management's Discussion and Analysis of
Financial Condition and Results of Operations.......... 9
PART II - OTHER INFORMATION
Item 6 Exhibits and Reports on Form 8-K....................... 15
Signatures............................................................... 16
3
IMMUNOGEN, INC.
CONSOLIDATED BALANCE SHEETS
As of June 30, 1995 and March 31, 1996
June 30, March 31,
1995 1996
------------- -------------
ASSETS
Cash and cash equivalents $ 3,047,236 $ 2,456,652
Other current assets (Note D) 293,852 245,466
------------- -------------
Total current assets 3,341,088 2,702,118
------------- -------------
Property and equipment, net of accumulated
depreciation 13,621,383 4,623,578
Other assets (Note D) 83,700 1,683,700
------------- -------------
Total assets $ 17,046,171 $ 9,009,396
============= =============
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable 2,229,003 2,435,134
Accrued compensation 316,973 396,249
Other accrued liabilities 978,253 596,301
Current portion of capital lease obligations 942,749 138,912
------------- -------------
Total current liabilities 4,466,978 3,566,596
------------- -------------
Capital lease obligations 2,330,680 73,449
9% convertible debenture (Note E) - 2,500,000
Other non-current liabilities 125,354 -
Commitments
Redeemable convertible preferred stock,
$.01 par value; authorized 277,080 shares;
none issued - -
Stockholders' equity (Notes C and E):
Common stock, $.01 par value; authorized
20,000,000 shares; issued and outstanding
12,578,606 and 15,530,355 shares as of
June 30, 1995 and March 31, 1996, respectively 125,786 155,304
Additional paid-in capital 118,988,736 122,967,235
------------- -------------
119,114,522 123,122,539
Accumulated deficit (108,991,363) (120,253,188)
------------- -------------
Total stockholders' equity 10,123,159 2,869,351
------------- -------------
Total liabilities and stockholders' equity $ 17,046,171 $ 9,009,396
============= =============
The accompanying notes are an integral part of the financial statements.
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IMMUNOGEN, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
For the three months and nine months ended March 31, 1995 and 1996
Three Months Ended Nine Months Ended
March 31, March 31,
--------------------------- -----------------------------
1995 1996 1995 1996
----------- ----------- ------------ ------------
Revenues:
Development fees $ 82,768 $ 305,930
Interest $ 76,054 4,340 $ 395,659 60,954
Licensing - 3,333 - 10,833
Other 13,928 - 38,643 27,857
----------- ----------- ------------ ------------
Total revenues 89,982 90,441 434,302 405,574
----------- ----------- ------------ ------------
Expenses:
Research and development 3,564,096 2,024,209 13,282,151 7,670,047
General and administrative 686,491 487,469 2,604,103 1,449,423
Interest and financing costs 106,829 302,838 397,029 895,110
Loss on disposal of assets - - - 1,652,014
----------- ----------- ------------ ------------
Total expenses 4,357,416 2,814,516 16,283,283 11,666,594
----------- ----------- ------------ ------------
Loss before income taxes (4,267,434) (2,724,075) (15,848,981) (11,261,020)
Income tax expense 1,004 57 5,223 805
----------- ----------- ------------ ------------
Net loss $(4,268,438) $(2,724,132) $(15,854,204) $(11,261,825)
=========== =========== ============ ============
Loss per common share $ (0.34) $ (0.18) $ (1.26) $ (0.81)
=========== =========== ============ ============
Shares used in computing loss
per share amounts 12,576,398 15,379,297 12,568,510 $ 13,900,850
=========== =========== ============ ============
The accompanying notes are an integral part of the financial statements.
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IMMUNOGEN, INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
For the nine months ended March 31, 1996
Common Stock
----------------------------------------
Additional Total
Paid-in Accumulated Stockholders'
Shares Amount Capital Deficit Equity
---------- -------- ------------ ------------- ------------
Balance at June 30, 1995 12,578,606 $125,786 $118,988,736 $(108,991,363) $ 10,123,159
---------- -------- ------------ ------------- ------------
Stock options excercised 117,000 1,170 76,683 - 77,853
Issuance and conversion of 7% subordinated
convertible debentures 2,834,749 28,348 3,746,816 - 3,775,164
Issuance of common stock warrants - - 155,000 - 155,000
Net loss for the nine months ended
March 31, 1996 - - - (11,261,825) (11,261,825)
---------- -------- ------------ ------------- ------------
Balance at March 31, 1996 15,530,355 $155,304 $122,967,235 $(120,253,188) $ 2,869,351
========== ======== ============ ============= ============
The accompanying notes are an integral part of the financial statements.
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IMMUNOGEN, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the nine months ended March 31, 1995 and 1996
Nine Months Ended
March 31,
---------------------------
1995 1996
------------ ------------
Cash flows from operating activities:
Net loss $(15,854,204) $(11,261,825)
Adjustments to reconcile net loss to net
cash used for operating activities:
Depreciation and amortization 2,462,940 2,053,394
Loss on disposal of facility - 1,652,014
Non - cash charge for issuance of common stock warrants and
payment of interest expense on convertible subordinated debentures - 265,707
Other - 34,199
Changes in operating assets and liabilities:
Other current assets 269,050 48,386
Accounts payable (143,930) 206,131
Accrued compensation (669,080) 79,276
Other accrued liabilities (87,900) (162,459)
Other non-current liabilities (41,784) (27,856)
------------ ------------
Net cash used for operating activities (14,064,908) (7,113,033)
------------ ------------
Cash flows from investing activities:
Capital expenditures (426,922) (20,216)
Proceeds from sale of marketable securities 27,614,171 -
Purchase of marketable securities (7,953,113) -
------------ ------------
Net cash provided by (used for)
investing activities 19,234,136 (20,216)
------------ ------------
Cash flows from financing activities:
Proceeds from subordinated convertible debentures - 3,600,000
Proceeds from convertible debentures - 2,500,000
Stock issuances, net 9,137 77,853
Principal payments on capital lease obligations (687,657) (421,783)
Proceeds from sale of facility - 786,595
------------ ------------
Net cash provided by (used for)
financing activities (678,520) 6,542,665
------------ ------------
Net change in cash and cash equivalents 4,490,708 (590,584)
------------ ------------
Cash and cash equivalents, beginning balance 1,572,389 3,047,236
------------ ------------
Cash and cash equivalents, ending balance $ 6,063,097 $ 2,456,652
============ ============
Supplemental disclosure of cash flow information:
Cash paid for interest $ 390,891 $ 620,876
============ ============
Cash paid for income taxes $ 456 $ 5,000
============ ============
Supplemental disclosure of noncash financing activities:
Issuance of 2,834,749 shares of common stock for $3,775,164 of principal and
interest in connection with the Company's 7% subordinated convertible
debentures.
The accompanying notes are an integral part of the financial statements.
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IMMUNOGEN, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
A. In the opinion of management, the accompanying financial statements include
all adjustments, consisting of only normal recurring accruals, necessary to
present fairly the consolidated financial position, results of operations and
cash flows of ImmunoGen, Inc. (the "Company"), which include those of its
wholly-owned subsidiary, ImmunoGen Securities Corp., and its 72%-owned
subsidiary, Apoptosis Technology, Inc. ("ATI").
The Company has been unprofitable since inception and expects to incur net
losses over the next several years, if it is able to raise sufficient working
capital to continue operations. The Company's cash resources at March 31, 1996
were $2.5 million, and the Company has continued since that date actively to
seek additional capital by pursuing one or more financing transactions and/or
strategic partnering arrangements. While the Company remains hopeful that it
will be able to consummate an additional financing transaction in the near term,
no assurance can be given that such financing will be available to the Company
on acceptable terms, if at all. If the Company is unable to obtain financing on
acceptable terms in order to maintain operations, it could be forced to curtail
further or discontinue operations.
B. Effective September 1, 1995 the Company entered into an agreement to sublease
approximately 82% of one of its Cambridge, Massachusetts facilities and to lease
certain related equipment. The initial term of this sublease agreement expires
in February 1997, with two successive one-year renewal options, the first of
which has been exercised by the sublessee. Net receipts under this agreement,
which are credited to reduce operating expenses, are expected to total
approximately $1.7 million through February 1998, of which approximately
$550,000 is expected to be received by the Company in fiscal 1996.
C. In August 1995 the Company issued $3.6 million of 7% subordinated convertible
debentures, due July 31, 1996, in a private placement to a small number of
overseas investors. As of March 31, 1996, all of these debentures plus accrued
interest thereon had been converted to shares of the Company's Common Stock. In
total, 2,753,269 shares were issued to the holders of the $3.6 million 7%
subordinated convertible debentures for both principal and interest.
D. In January 1996 the Company assigned its leases on its Canton, Massachusetts
production facility and equipment to another biotechnology company. Under the
terms of the agreements, the assignee has assumed all payment obligations under
the leases, which amount to approximately $116,000 per month, and, in addition,
will make cash payments to the Company totaling approximately $2.4 million at
various dates through July 1999. As of December 31, 1995 the Company's books
reflected that January 1996 disposition of the Company's Canton assets.
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Short-term and long-term amounts due the Company from the assignee under these
agreements are reflected in the Company's consolidated balance sheets in Other
Current Assets and Other Assets, respectively. Approximately $787,000 of this
amount was received by the Company through March 31, 1996. In addition, the
Company recognized a net loss on its equipment lease at the Canton facility of
approximately $1.7 million.
E. In March 1996 the Company issued $5.0 million of 9% convertible debentures in
a private placement, of which $2.5 million had been received by the Company as
of March 31, 1996. Receipt of the remaining $2.5 million is subject to approval
by the Company's shareholders of a proposal to increase the number of authorized
shares of the Company's Common Stock. This approval must be obtained not later
than 120 days from March 25, 1996, subject to extension in certain events. There
can be no assurance that such approval will be obtained prior to the deadline,
and accordingly there can be no assurance that the Company will receive the
remaining $2.5 million in proceeds from the private placement. The debentures
can be converted into shares of the Company's Common Stock at any time according
to a predetermined formula providing for a discount from the market price of the
Common Stock. If the conversion takes place after June 13, 1996, the debenture
holder will also receive warrants to purchase additional shares of Common Stock
equal to one-half of the number of shares issued upon conversion of the
Debentures. Also in connection with the issuance of the 9% debentures, the
Company agreed to issue warrants to purchase a total of 250,000 shares of the
Company's Common Stock to an entity engaged to locate a buyer for the Company's
9% debentures. These warrants have an exercise price of $3.105 and expire in
2003. At March 31, 1996 warrants to purchase 125,000 shares of Common Stock had
been issued. The value of the issued warrants, totalling $155,000, has been
charged to interest expense at March 31, 1996. The remaining warrants will be
issued upon receipt by the Company of the remaining $2.5 million from the
debenture holder.
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MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
OVERVIEW
The Company was formed to develop, produce and market commercial cancer
and other pharmaceuticals based on molecular immunology. The Company is in a
research and development phase and expects no revenues to be derived from
product sales in the near future.
Since July 1, 1994 the Company has taken steps to reduce its operating
costs, including implementation of a restructuring plan in December 1994 and,
effective September 1, 1995, subleasing approximately 82% of one of its
Cambridge, Massachusetts facilities and leasing certain related equipment, the
current term of which expires in February 1998. In addition, effective January
1, 1996 the Company has assigned its leases on its Canton, Massachusetts
facility and equipment to another biotechnology company. Under the terms of the
agreements, the assignee has assumed all payment obligations under the leases,
which amount to approximately $116,000 per month and, in addition, will make
cash payments to the Company totaling approximately $2.4 million at various
dates to July 1999, of which approximately $787,000 has been received through
March 31, 1996. The Company estimates savings in monthly operating expenses from
this transaction to be approximately $140,000.
The Company has been unprofitable since inception and expects to incur net
losses over the next several years, if it is able to raise sufficient working
capital to continue operations. The Company's cash resources at March 31, 1996
were approximately $2.5 million, and the Company continues actively to seek
additional capital. While the Company remains hopeful that it will be able to
consummate an additional financing transaction in the near term, no assurance
can be given that such financing will be available to the Company on acceptable
terms, if at all. If the Company is unable to obtain financing on acceptable
terms in order to maintain operations, it could be forced to curtail further or
discontinue operations.
RESULTS OF OPERATIONS
Three Months Ended March 31, 1995 and 1996
The Company's revenues remained constant at approximately $90,000 for the
three months ended March 31, 1995 and 1996. Interest income totalled
approximately $76,000, or 85% of revenues, for the three months ended March 31,
1995, decreasing approximately 94% to approximately $4,000, or 5% of revenues,
for the three months ended March 31, 1996. This decrease in interest income
reflects the significant decrease in cash balances available for investment in
the 1996 period. Revenues for the three months ended March 31, 1996 include
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approximately $83,000 of development revenue, which represents revenue earned
under the Small Business Innovation Research Program of the National Institutes
of Health. Revenues for 1996 also include approximately $3,000 of licensing
revenues received by the Company pursuant to a licensing agreement. Revenues in
the 1995 period also include a gain on sale of assets which resulted from a
sale/leaseback agreement for equipment at the Canton facility executed in fiscal
1994 which had been deferred and recorded as other income through December 1995.
Effective January 1, 1996, the Company assigned its facility and equipment
leases for its Canton, Massachusetts facility to another biotechnology company.
Under the terms of the agreements, the assignee has assumed all payment
obligations under the leases, which amount to approximately $116,000 per month,
and, in addition, will make cash payments to the Company totaling approximately
$2.4 million at various dates through July 1999. As of December 31, 1995 the
Company's books reflected this January 1996 disposition of the Company's Canton
assets. Short-term and long-term amounts due the Company from the assignee under
these agreements are reflected in the Company's consolidated balance sheets in
Other Current Assets and Other Assets, respectively. Approximately $787,000 of
this amount had been received through March 1996. In addition, the Company
recognized a net loss on its equipment lease at the Canton facility of
approximately $1.7 million.
The Company's total expenses decreased approximately 35% from
approximately $4.4 million for the three months ended March 31, 1995 to
approximately $2.8 million in the same period in 1996, primarily a result of the
Company's cost reduction efforts as described above (see "Overview").
Research and development costs constituted the primary component of the
Company's total ongoing expenses (82% and 72% for the three months ended March
31, 1995 and 1996, respectively), decreasing from approximately $3.6 million for
the three months ended March 31, 1995 to approximately $2.0 million for the
three months ended March 31, 1996. This 43% decrease is principally the result
of the savings associated with the Company's restructuring and other cost
reduction efforts begun in December 1994.
General and administrative expenses decreased 29% from approximately
$686,000 for the three months ended March 31, 1995 to approximately $487,000 for
the three months ended March 31, 1996. This decrease principally represents
savings associated with the restructuring plan and other cost reduction efforts
begun in December 1994.
Interest expense increased 183% from approximately $107,000 for the three
months ended March 31, 1995 to approximately $303,000 for the three months ended
March 31, 1996. This increase is due to interest on the Company's 7%
subordinated convertible debentures issued in an August 1995 private placement,
and to issuance costs associated with and accrued interest on the Company's 9%
convertible debentures issued in a March 1996 private placement. These amounts
are partially offset by lower interest costs associated with the decreasing
principal balances of the Company's capital lease agreements.
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Nine Months Ended March 31, 1995 and 1996
The Company's revenues decreased approximately 7% from approximately
$434,000 for the nine months ended March 31, 1995 to approximately $406,000 for
the nine months ended March 31, 1996. Interest income totalled approximately
$396,000, or approximately 91% of revenues, for the nine months ended March 31,
1995, compared to approximately $61,000, or 15% of revenues, for the nine months
ended March 31, 1996. This decrease is attributable to the significant decrease
in cash balances available for investment in the 1996 period. Revenues for the
nine month period ended March 31, 1996 include development revenues of
approximately $306,000, or 75% of total revenues, which represents revenue
earned under the Small Business Innovation Research Program of the National
Institutes of Health. Revenues in 1996 also include approximately $3,000 of
licensing revenues received by the Company pursuant to a licensing agreement and
$7,500 of licensing revenues received by the Company's 72%-owned subsidiary,
Apoptosis Technology, Inc., on the signing of a licensing agreement. Revenues in
both periods include a gain on sale of assets which resulted from the
sale/leaseback agreement for certain equipment at the Canton, Massachusetts
facility executed in fiscal 1994 which had been deferred and recorded as income
through December 1995.
Total expenses, including a one-time charge of approximately $1.7 million
in December 1995 to recognize the disposal of the Canton assets, decreased
approximately 28% from approximately $16.3 million for the nine months ended
March 31, 1995 to approximately $11.7 million for the nine months ended March
31, 1996. Without the one-time charge for disposal of the Canton facility and
equipment, the Company's total expenses would have decreased approximately 38%,
from approximately $16.3 million to approximately $10.0 million.
Research and development costs constituted the primary component of the
Company's total ongoing expenses (82% and 66% for the nine months ended March
31, 1995 and 1996, respectively), decreasing approximately 42% from
approximately $13.3 million for the nine months ended March 31, 1995 to
approximately $7.7 million for the nine months ended March 31, 1996. As in the
three months ended March 31, this decrease is primarily the result of the
Company's restructuring plan implemented in December 1994 and its ongoing cost
reduction efforts.
General and administrative expenses decreased approximately 44% from
approximately $2.6 million for the nine months ended March 31, 1995 to
approximately $1.4 million for the nine months ended March 31, 1996. This
decrease results principally from savings associated with the restructuring plan
implemented in December 1994 and the ongoing cost reduction efforts.
Interest expense increased 125% from approximately $397,000 for the nine
months ended March 31, 1995 to approximately $895,000 for the nine months ended
March 31, 1996. This increase is due to interest on the Company's 7%
subordinated convertible debentures issued in an
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12
August 1995 private offering, and to issuance costs associated with and accrued
interest on the Company's 9% convertible debentures issued in a March 1996
private offering. These amounts are partially offset by lower interest costs
associated with the decreasing principal balance of the Company's capital lease
agreements.
CERTAIN FACTS THAT MAY AFFECT FUTURE RESULTS OF OPERATIONS
This report contains certain forward-looking statements as that term is
defined in the Private Securities Litigation Reform Act of 1995. Such statements
are based on management's current expectations and are subject to a number of
factors and uncertainties which could cause actual results to differ materially
from those described in the forward-looking statements. The Company cautions
investors that there can be no assurance that actual results or business
conditions will not differ materially from those projected or suggested in such
forward-looking statements as a result of various factors, including, but not
limited to, the following: the early stage of the Company's initial product
development and lack of product revenues; the Company's history of operating
losses and accumulated deficit; the Company's limited financial resources and
uncertainty as to the availability of additional capital to fund its development
on acceptable terms, if at all; the Company's lack of commercial manufacturing
experience and commercial sales, distribution and marketing capabilities;
reliance on suppliers of ricin and antibodies necessary for production of the
Company's products; the potential development by competitors of competing
products and technologies; the Company's dependence on potential collaborative
partners, and the lack of assurance that the Company will receive any funding
under such relationships to develop and maintain strategic alliances; the lack
of assurance regarding patent and other protection for the Company's proprietary
technology; governmental regulation of the Company's activities, facilities,
products and personnel; the dependence on key personnel; uncertainties as to the
extent of reimbursement for the costs of the Company's potential products and
related treatment by government and private health insurers and other
organizations; the potential adverse impact of government-directed health care
reform; the risk of product liability claims; and general economic conditions.
As a result, the Company's future development efforts involve a high degree of
risk. For further information, refer to the risk factors included in the
Company's Registration Statement on Form S-3, Registration No. 333-2441,
relating to the resale of shares of Common Stock as filed with the Securities
and Exchange Commission.
LIQUIDITY AND CAPITAL RESOURCES
Since July 1, 1993 the Company has financed its operating deficit of
approximately $54.8 million from various sources, including net proceeds of
approximately $13.0 million raised in its February 1994 public offering, net
proceeds of approximately $3.3 million raised in its August 1995 private
placement to foreign investors, net proceeds of approximately $1.4 million
raised in a March 1996 private placement and from the exercise of stock options.
Since July 1, 1993 the Company has received approximately $1.3 million of
interest income. At March 31, 1996 approximately $2.5 million of cash and cash
equivalents remained available.
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In February 1994 the Company sold 2,012,500 shares of its Common Stock in
a public offering, yielding net proceeds of $13,242,250. In March 1994 the
Company executed a sale/leaseback agreement to finance approximately $4.0
million of equipment at its Canton, Massachusetts facility. The transaction
included 26,738 warrants to purchase Common Stock, which expire in April 1999.
In August 1995 the Company issued $3.6 million of 7% subordinated
convertible debentures in a private placement to a small number of foreign
investors. Net proceeds to the Company amounted to approximately $3.3 million.
As of March 31, 1996, all $3.6 million of these debentures plus accrued interest
thereon had been converted into 2,753,269 shares of the Company's Common Stock.
In March 1996 the Company issued $5.0 million of 9% convertible debentures
in a private placement, of which $2.5 million had been received by the Company
as of March 31, 1996. Receipt of the remaining $2.5 million is subject to
approval by the Company's shareholders of a proposal to increase the number of
authorized shares of the Company's Common Stock. This approval must be obtained
not later than 120 days from March 25, 1996, subject to extension in certain
events. There can be no assurance that such approval will be obtained prior to
the deadline, and accordingly there can be no assurance that the Company will
receive the remaining $2.5 million in proceeds from the private placement. The
debentures may be converted into shares of the Company's Common Stock at any
time according to a predetermined formula providing for a discount from the
market price of the Common Stock. If the conversion takes place after June 13,
1996, the debenture holder will also receive warrants to purchase additional
shares of Common Stock equal to one-half of the number of shares issued upon
conversion of the Debentures. Also in connection with the issuance of the 9%
debentures, the Company agreed to issue warrants to purchase a total of 250,000
shares of the Company's Common Stock to an entity engaged to locate a buyer for
the Company's 9% debentures. These warrants have an exercise price of $3.105 and
expire in 2003. At March 31, 1996 warrants to purchase 125,000 shares of Common
Stock had been issued. The value of the issued warrants, totalling $155,000, has
been charged to interest expense at March 31, 1996. The remaining warrants will
be issued upon receipt by the Company of the remaining $2.5 million from the
debenture holder.
In the period since July 1, 1993 approximately $8.1 million was expended
on property and equipment, including equipment sold and leased back by the
Company, principally for construction of the Company's manufacturing facilities.
No significant amounts are expected to be expended on property and equipment in
fiscal 1996.
Pursuant to its agreements with ATI, ImmunoGen has agreed to obtain or
furnish an additional $3.0 million in equity for ATI on such terms and
conditions as may be mutually agreed to by ATI and the providers of such
additional equity. The Company anticipates that approximately $650,000 of
funding may be required by ATI during calendar year 1996 in order for ATI to
satisfy certain contractual obligations.
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The Company anticipates that its existing capital resources plus the
additional $2.5 million yet to be received from its March 1996 private placement
will enable it to maintain its current and planned operations through September
1996. Because of its continuing losses from operations and working capital
deficit, the Company will be required to obtain additional capital to satisfy
its ongoing capital needs and to continue its operations. Although management
continues to pursue additional funding arrangements, no assurance can be given
that such financing will in fact be available on acceptable terms to the
Company, if at all. If the Company is unable to obtain financing on acceptable
terms in order to maintain operations, it could be forced to curtail further or
discontinue its operations.
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IMMUNOGEN, INC.
PART II - OTHER INFORMATION
---------------------------
Item 1. Legal Proceedings
-----------------
Not applicable.
Item 2. Changes in Securities
---------------------
Not applicable.
Item 3. Defaults Upon Senior Securities
-------------------------------
Not applicable.
Item 4. Submission of Matters to a Vote of Security Holders
---------------------------------------------------
Not applicable.
Item 5. Other Information
-----------------
Not applicable.
Item 6. Exhibits and Reports on Form 8-K
--------------------------------
(b) The Company filed a report on Form 8-K on March 29, 1996 reporting
the filing of a press release on March 21, 1996 announcing the
issuance of $5.0 million of 9% convertible debentures.
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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.
IMMUNOGEN, INC.
Date: May 9, 1996 By: /s/Mitchel Sayare
-----------------------------
Mitchel Sayare
Chief Executive Officer
(principal executive officer)
Date: May 9, 1996 By: /s/Frank J. Pocher
----------------------------
Frank J. Pocher
Vice President and
Chief Financial Officer
(principal financial officer)
16
5
1
U.S. DOLLARS
9-MOS
JUN-30-1996
JUL-01-1995
MAR-31-1996
1
2,456,652
0
0
0
0
2,702,118
14,552,607
9,929,029
9,009,396
3,566,596
2,500,000
155,304
0
0
0
9,009,396
0
405,574
0
0
10,771,484
0
895,110
(11,261,020)
805
(11,261,825)
0
0
0
(11,261,825)
(0.81)
(0.81)
