-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PeAjqkkxtl9u4zvbC75W3rPq//oIsQu4JQlmxj2wFQNe0MBTaz8G1yQShJ8WwStO tZP4s6x1fqKOsw9tI6PbSg== 0000912057-97-026860.txt : 19970812 0000912057-97-026860.hdr.sgml : 19970812 ACCESSION NUMBER: 0000912057-97-026860 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970630 FILED AS OF DATE: 19970811 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: IMMUNEX CORP /DE/ CENTRAL INDEX KEY: 0000719529 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 510346580 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-12406 FILM NUMBER: 97655170 BUSINESS ADDRESS: STREET 1: 51 UNIVERSITY ST CITY: SEATTLE STATE: WA ZIP: 98101 BUSINESS PHONE: 2065870430 MAIL ADDRESS: STREET 1: 51 UNIVERSITY STREET CITY: SEATLE STATE: WA ZIP: 98101 10-Q 1 FORM 10-Q 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 ( ) 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 0-12406 IMMUNEX CORPORATION (exact name of registrant as specified in its charter) Washington 51-0346580 ------------------------------ ----------------------------------- State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 51 University Street, Seattle, WA 98101 (Address of principal executive offices) Registrant's telephone number, including area code (206) 587-0430 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. Common Stock, $.01 par value 39,642,533 ---------------------------- ----------------------------- Class Outstanding at August 6, 1997 IMMUNEX CORPORATION QUARTERLY REPORT ON FORM 10-Q JUNE 30, 1997 TABLE OF CONTENTS Page No. -------- PART I. FINANCIAL INFORMATION 3 Item 1. Financial Statements: a) Consolidated Condensed Balance Sheets - June 30, 1997 and December 31, 1996 4 b) Consolidated Condensed Statements of Operations - for the three-month periods ended June 30, 1997 and June 30, 1996 5 c) Consolidated Condensed Statements of Operations - for the six-month periods ended June 30, 1997 and June 30, 1996 6 d) Consolidated Condensed Statements of Cash Flows - for the six-month periods ended June 30, 1997 and June 30, 1996 7 e) Notes to Consolidated Condensed Financial Statements 8-9 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 10-13 PART II. OTHER INFORMATION Item 1. Legal Proceedings 14 Item 4. Submission of Matters to a Vote of Security Holders 14 Item 6. Exhibits and Reports on Form 8-K 14 SIGNATURES 15 2 PART I. FINANCIAL INFORMATION The consolidated condensed financial statements included herein have been prepared by Immunex Corporation without audit, according to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted pursuant to such rules and regulations. The financial statements reflect, in the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position and results of operations as of and for the periods indicated. The statements should be read in conjunction with the financial statements and the notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 1996. The results of operations for the six-month period ended June 30, 1997, are not necessarily indicative of results to be expected for the entire year ending December 31, 1997. 3 Item 1. FINANCIAL STATEMENTS IMMUNEX CORPORATION CONSOLIDATED CONDENSED BALANCE SHEETS (in thousands) June 30, 1997 December 31, (unaudited) 1996 ----------- ------------ ASSETS Current assets: Cash and cash equivalents $ 50,677 $ 23,861 Marketable securities 19,363 - Accounts receivable, net 21,759 18,428 Inventories 7,758 8,893 Other current assets 2,665 3,429 --------- --------- Total current assets 102,222 54,611 Property, plant and equipment, net 78,644 80,021 Other assets 37,685 43,155 --------- --------- $ 218,551 $ 177,787 LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable $ 26,571 $ 22,305 Accrued compensation and related items 5,939 4,858 Current portion of long-term obligations 3,287 3,491 Other current liabilities 1,642 843 --------- --------- Total current liabilities 37,439 31,497 Long-term obligations 8,835 8,580 Shareholders' equity: Common stock, $.01 par value 678,726 648,475 Guaranty payment receivable from AHP (29,769) (56,000) Unrealized gain on investment 4,891 9,406 Accumulated deficit (481,571) (464,171) --------- --------- Total shareholder's equity 172,277 137,710 --------- --------- $ 218,551 $ 177,787 --------- --------- --------- --------- See accompanying notes. 4 Item 1. FINANCIAL STATEMENTS (continued) IMMUNEX CORPORATION CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (in thousands, except per share amounts) (unaudited) Three months Three months ended ended June 30, June 30, 1997 1996 ------------ ------------ Revenues: Product sales $ 38,961 $ 35,277 Royalty and contract revenue 4,045 6,339 -------- -------- 43,006 41,616 Operating expenses: Cost of product sales 6,228 6,351 Research and development 26,770 25,338 Selling, general and administrative 19,541 16,747 -------- -------- 52,539 48,436 Operating loss (9,533) (6,820) Other income (expense): Interest income 1,051 675 Interest expense (160) (96) Other income, net 1 4 -------- -------- 892 583 -------- -------- Loss before income taxes (8,641) (6,237) Provision for income taxes 58 47 -------- -------- Net loss $ (8,699) $ (6,284) -------- -------- -------- -------- Net loss per common share $ (0.22) $ (0.16) -------- -------- -------- -------- Number of shares used for per share amounts 39,610 39,602 -------- -------- -------- -------- See accompanying notes. 5 Item 1.FINANCIAL STATEMENTS (continued) IMMUNEX CORPORATION CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (in thousands, except per share amounts) (unaudited) Six Months Six Months ended ended June 30, June 30, 1997 1996 ------------ ------------ Revenues: Product sales $ 74,860 $ 67,298 Royalty and contract revenue 7,593 16,069 -------- -------- 82,453 83,367 Operating expenses: Cost of product sales 12,514 11,611 Research and development 50,724 50,308 Selling, general and administrative 37,899 34,735 -------- -------- 101,137 96,654 -------- -------- Operating loss (18,684) (13,287) Other income (expense): Interest income 1,709 1,089 Interest expense (316) (152) Other income, net 6 11 -------- -------- 1,399 948 -------- -------- Loss before income taxes (17,285) (12,339) -------- -------- Provision for income taxes 115 111 -------- -------- Net loss $(17,400) $(12,450) -------- -------- -------- -------- Net loss per common share $ (0.44) $ (0.31) -------- -------- -------- -------- Number of shares used for per share amounts 39,610 39,602 -------- -------- -------- -------- See accompanying notes. 6 Item 1. FINANCIAL STATEMENTS (continued) IMMUNEX CORPORATION CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (in thousands, except per share amounts) (unaudited) Six Months Six Months ended ended June 30, June 30, 1997 1996 ------------ ------------ Cash flows from operating activities: Net loss $(17,400) $(12,450) -------- -------- Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 7,788 7,519 Cash flow impact of changes to: Accounts receivable (3,330) (4,987) Inventories 1,135 (530) Accounts payable, accrued liabilities and other current liabilities 6,146 (8,250) Other current assets 764 (2,337) -------- -------- Net cash used in operating activities (4,897) (21,035) -------- -------- Cash flows from investing activities: Purchases of property, plant and equipment (4,824) (2,940) Purchases of marketable securities (24,960) - Proceeds from maturities of marketable securities 5,655 - Other (691) (661) -------- -------- Net cash used in investing activities (24,820) (3,601) -------- -------- Cash flows from financing activities: Guaranty payments received from AHP 56,000 45,288 Other 533 (309) -------- -------- Net cash provided by financing activities 56,533 44,979 -------- -------- Net increase in cash and cash equivalents 26,816 20,343 Cash and cash equivalents, beginning of period 23,861 20,437 -------- -------- Cash and cash equivalents, end of period $ 50,677 $ 40,780 -------- -------- -------- -------- See accompanying notes. 7 IMMUNEX CORPORATION Notes to Consolidated Financial Statements NOTE 1. ORGANIZATION AND BASIS OF PRESENTATION Immunex Corporation (the "Company") is a biopharmaceutical company that discovers, develops, manufactures and markets human therapeutic products to treat cancer, infectious diseases and immunological disorders. The Company operates in a highly regulated and competitive environment. The manufacturing and marketing of pharmaceutical products requires approval from and is subject to ongoing oversight by the United States Food and Drug Administration ("FDA")in the United States and by comparable agencies in other countries. Obtaining approval for a new therapeutic product is never certain and may take several years and involve expenditure of substantial resources. Competition in researching, developing and marketing pharmaceutical products is intense. Any of the technologies covering the Company's existing products or products under development could become obsolete or diminished in value by discoveries and developments of other organizations. The Company's market for pharmaceutical products is the United States, Canada and Puerto Rico. The Company has arrangements with Wyeth-Ayerst Canada, Inc. and Wyeth-Ayerst Laboratories Puerto Rico, Inc. for distribution and sale of its pharmaceutical products in Canada and Puerto Rico, respectively. Products are sold primarily to wholesalers, oncology distributors, clinics and hospitals in the United States. The financial statements are prepared in conformity with generally accepted accounting principles which require management estimates and assumptions that affect the amounts reported on the financial statements and accompanying notes. Actual results could differ from those estimates. NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES PRINCIPLES OF CONSOLIDATION The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. CASH EQUIVALENTS Cash equivalents consist principally of deposits in money market accounts available on demand or securities with purchased maturities of 90 days or less. MARKETABLE SECURITIES Marketable securities are classified as available-for-sale and are stated at fair value. At June 30, 1997, the Company had an unrealized gain of $58,000. Marketable securities consist of United States government and corporate obligations. 8 IMMUNEX CORPORATION Notes to Consolidated Financial Statements NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, CONTINUED INVENTORIES Inventories are stated at the lower of cost, using a weighted-average method, or market. The components of inventories are as follows (in thousands): June 30, December 31, 1997 1996 -------- ------------ Raw materials $ 1,400 $ 2,453 Work in process 3,437 2,689 Finished goods 2,921 3,751 -------- -------- Totals $ 7,758 $ 8,893 -------- -------- -------- -------- DEPRECIATION AND AMORTIZATION Depreciation of buildings, equipment and capital leases is calculated using the straight-line method over the estimated useful lives of the related assets which range from 3 to 31.5 years. Leasehold improvements are amortized on a straight-line basis over the lesser of the estimated useful life or the term of the lease. The costs of acquiring leasehold interests are amortized over the remaining term of the lease. REVENUES Product sales are recognized when product is shipped. The Company performs ongoing credit evaluations of its customers and does not require collateral. Product sales are recorded net of reserves for estimated chargebacks, returns, discounts, Medicaid rebates and administrative fees. The Company maintains reserves at a level which management believes is sufficient to cover estimated future requirements. Revenues received under royalty, licensing and contract manufacturing agreements are recognized based on the terms of the underlying contractual agreements. Expenses related to the performance of contract manufacturing services by the Company are included in research and development expense. NET LOSS PER COMMON SHARE Net loss per common share is calculated by dividing net loss by the weighted average number of common shares outstanding. IMPACT OF RECENTLY ISSUED ACCOUNTING STANDARDS In February 1997, the Financial Accounting Standards Board issued Statement No. 128, "Earnings per Share," which is required to be adopted on December 31, 1997. The adoption of Statement No. 128 will require the presentation of Basic Loss per Share and Diluted Loss per Share in the Company's Consolidated Statements of Operations. Basic Loss per Share is expected to equal Diluted Loss per Share for the period ending December 31, 1997. In June 1997, the Financial Accounting Standards Board issued Statement No. 130, "Reporting Comprehensive Income," which is effective for periods beginning after December 15, 1997. Statement No. 130 establishes standards for reporting comprehensive income and its components. The adoption of Statement No. 130 will increase disclosure only and will have no impact on the Company's financial position or results of operations. 9 Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS INTRODUCTION The following discussion of results of operations, liquidity and capital resources includes certain forward-looking statements. The words "believes," "anticipates," "expects" and similar expressions are intended to identify such forward-looking statements. Such statements are based on current expectations and are subject to certain risks and uncertainties that could cause actual results to differ materially from those anticipated by the statements made by the Company. Certain risk factors have been identified which could affect the Company's actual results and are described in the Company's latest Annual Report on Form 10-K filed with the Securities and Exchange Commission. RESULTS OF OPERATIONS OVERVIEW For the three and six months ended June 30, 1997, the Company incurred net losses of $8.7 million and $17.4 million, respectively, versus net losses of $6.3 million and $12.5 million in the comparable 1996 periods. Product sales levels have increased during 1997 due primarily to growth in the Company's two lead products, NOVANTRONE-Registered Trademark- (mitoxantrone) and LEUKINE-Registered Trademark- (sargramostim). The increase in product sales during 1997 has been more than offset by a decrease in license fee income and contract manufacturing revenue combined with increased expenditures related to the Company's developmental research activities and spending for selling and marketing programs. REVENUES Product sales increased to $39.0 million from $35.3 million and to $74.9 million from $67.3 million for the three and six months ended June 30, 1997 and 1996, respectively. The increase reflects growth in sales of NOVANTRONE and LEUKINE. In November 1996, the Company received an expanded label indication for NOVANTRONE for use in the treatment of patients with pain related to hormone refractory prostate cancer. In January 1997, the Company launched a multi-dose liquid formulation of LEUKINE. Sales and marketing programs intended to capitalize on these opportunities were implemented for both products. The Company believes that both products have become more widely accepted in the market, resulting in increased sales levels. For the three and six-month periods ended June 30, 1997, sales of NOVANTRONE totaled $13.2 million and $24.6 million, respectively, versus $9.9 million and $17.8 million for the comparable 1996 periods. Sales of LEUKINE totaled $12.5 million and $25.5 million for the three and six months ended June 30, 1997, respectively, compared to $13.1 million and $23.8 million for the 1996 three and six-month periods. LEUKINE sales for the second quarter of 1996 were higher than the current period due primarily to increased purchases by distributors in response to discounts offered on initial purchases of a new package configuration launched in June 1996. For the six months ended June 30, 1997, sales of leucovorin calcium totaled $5.7 million, which approximated the 1996 sales level. In June 1997, a competitor received FDA approval to market a 350 mg vial of leucovorin calcium. This vial size was the one remaining leucovorin calcium product the Company markets which did not have direct competition. As a result of this approval, the Company expects sales of leucovorin calcium to decrease significantly from current levels. 10 Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) Royalty and contract revenue in the current year has declined from prior year levels, totaling $4.0 million and $7.6 million for the three and six months ended June 30, 1997, respectively, compared to $6.3 million and $16.1 million for the three and six months ended June 30, 1996. The decrease is due primarily to decreased license fee income and contract manufacturing revenue during the current year. In the first quarter of 1996, the Company entered into two license agreements under which the Company recognized license fee income of $4.5 million. In addition, in the first half of 1996, the Company was receiving quarterly payments of $1.0 million from American Home Products Corporation ("AHP") to retain the international rights to ENBREL-TM- (TNFR-Fc). This agreement was revised in July 1996 and as a result, the payments ceased effective July 1, 1996. Under the new agreement, Immunex and AHP are sharing the costs of developing ENBREL in North America and Europe. Due to internal manufacturing needs for the development and manufacturing of its clinical and preclinical product candidates, the Company ceased initiating new contract manufacturing arrangements in 1996. For the six months ended June 30, 1996, the Company recognized revenue under such agreements totaling approximately $2.8 million. No related revenue has been earned during 1997, nor is expected to be earned for the foreseeable future. OPERATING EXPENSES Cost of product sales was $6.2 million, or 16.0% of product sales and $6.4 million, or 18.0% of product sales for the quarters ended June 30, 1997 and 1996, respectively. For the six months ended June 30, 1997 and 1996, cost of product sales was $12.5 million, or 16.7% of product sales and $11.6 million, or 17.3% of product sales, respectively. The decrease in the cost of sales percentage during both the 1997 three and six-month periods is due primarily to a favorable change in the product mix to include a relatively higher percentage of the Company's products with relatively lower production costs. This was partially offset by an increase in period manufacturing costs charged to cost of product sales during 1997 as compared to the prior year periods. Research and development expense increased to $26.8 million from $25.3 million and to $50.7 million from $50.3 million for the three and six-month periods ended June 30, 1997 and 1996, respectively. The progress the Company has made with ENBREL, both in the clinic and in the manufacturing process, has resulted in increased levels of spending during the current year periods. The Company initiated several clinical studies for ENBREL during the second quarter of 1997 in addition to those clinical studies already underway. In addition, the Company has been working with a contract manufacturer for the production of clinical material and the production scale-up of ENBREL to estimated commercial quantities. In July 1996, the Company and AHP revised their agreements related to research and development of new oncology products and development of ENBREL. As a result of the revised agreements, the Company's funding obligation for AHP's oncology research and development decreased to $8.1 million for the first half of 1997 compared to $13.0 million for the first half of 1996. The companies have established joint project management systems and are sharing the costs of developing ENBREL and Flt3-Ligand in North America and Europe. These cost sharing agreements have resulted in a net expense reduction for Immunex during the first six months of 1997. The Company intends to invest substantial resources into the development and commercialization of ENBREL. As a result, research and development expense is expected to increase from current levels. 11 Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) Selling, general and administrative expense for the three and six months ended June 30, 1997 totaled $19.5 million and $37.9 million, respectively, versus $16.7 million and $34.7 million for the comparable 1996 periods. Expense levels have increased during the 1997 three and six-month periods due primarily to costs of certain selling and marketing programs intended to capitalize on the expanded label indication for NOVANTRONE and a multi-dose liquid formulation approval for LEUKINE. The Company has also experienced increased expenses associated with strengthening its patent position with respect to its existing products and product pipeline and has increased its spending on information technology. Selling, general and administrative expense levels in 1996 include certain costs not incurred in 1997. These expenses consist of costs related to the adoption of certain employee retention programs, investment banking and legal fees following AHP's November 1995 offer to purchase all outstanding shares of the Company's common stock. In addition, in 1996, the Company was incurring legal defense costs associated with litigation between the Company and Cistron Biotechnology, Inc. ("Cistron"). This litigation was settled in November 1996. OTHER INCOME (EXPENSE) Other income improved moderately during the comparable three and six-month periods ended June 30, 1997 and 1996 due to an increase in interest income. The Company's funds available for investment purposes increased substantially following the receipt of $56.0 million from AHP in February 1997 as settlement of the 1996 revenue shortfall obligation. The increase in interest income was partially offset by increased interest expense. The increase in interest expense represents the imputed interest on the deferred portion of the Cistron settlement obligation. LIQUIDITY AND CAPITAL RESOURCES Cash, cash equivalents and marketable securities totaled $70.0 million and $23.9 million at June 30, 1997 and December 31, 1996, respectively. In February 1997, the Company received $56.0 million from AHP as settlement of the 1996 revenue shortfall obligation. These funds were added to the Company's cash reserves and are held in a variety of interest bearing instruments including government and corporate obligations and money market funds. During the first six months of 1997, the Company utilized its cash reserves to fund operating activities and investments in plant and equipment. Operating activities used cash of $4.9 million and investments in plant and equipment utilized an additional $4.8 million. The Company is currently evaluating certain property in the vicinity of its corporate headquarters for possible development and relocation of its corporate offices and research facilities. The Company has entered into a purchase and sale agreement for the property which, as currently amended, expires in late 1997, and the Company has completed initial environmental impact and other studies with respect to such property. There remain certain contingencies that are expected to be completed prior to the expiration of the purchase and sale agreement. If the Company moves forward with this project, expenditures for land and related closing costs are expected to total approximately $15.0 million. 12 Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) The Company is utilizing a contract manufacturer for the production of certain Phase III clinical trial supplies of ENBREL and intends to utilize the same contract manufacturer for the production of commercial quantities of ENBREL. The scale-up of production of ENBREL to commercial quantities has been successfully completed by the contract manufacturer. Based on the successful scale-up and development of ENBREL to date, the Company has initiated steps in an effort to ensure that inventory of ENBREL is available to meet the Company's expected initial commercial requirements. Completion of these steps is expected to require significant investments by the Company. There can be no assurance that any inventory of ENBREL which may be purchased by the Company to meet its initial commercial requirements will be sold, since there is no assurance that ENBREL will be approved by the FDA. Operating activities are expected to result in the continued use of cash. Existing cash reserves are believed to be sufficient to support the Company's operating requirements, planned capital expenditures and the property acquisition discussed above, for the remainder of 1997. The Company expects to receive its final payment under the AHP revenue guaranty in early 1998, the maximum amount of which is $60.0 million. Existing funds, combined with the final AHP revenue guaranty payment, will be used to fund operations including the anticipated purchase of commercial inventory of ENBREL in 1998. Beyond 1998, the Company intends to rely on accumulated cash reserves and cash generated from operations, which will be highly dependent on the Company's successful development and commercialization of ENBREL and its other products and technology. 13 PART II. OTHER INFORMATION Item 1. LEGAL PROCEEDINGS The description of legal proceedings is incorporated by reference to Item 3 of the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1996. Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS An annual meeting of the Company's Shareholders ("Shareholders") was held on Wednesday, April 30, 1997 ("Annual Meeting"). Of the 39,604,121 shares outstanding as of the record date, March 7, 1997, there were 36,943,971 shares or 93.28% of the total shares eligible to vote represented in person or proxy. One matter was submitted to a vote of shareholders at the Annual Meeting. Nine directors were elected to serve for a term of one year or until their successors are elected and qualify, as follows: For Withheld ---------- -------- Edward V. Fritzky 36,812,669 131,302 Joseph J. Carr 36,810,039 133,932 Kirby L. Cramer 36,812,681 131,290 Robert A. Essner 36,810,539 133,432 Richard L. Jackson 36,812,456 131,515 John E. Lyons 36,810,431 133,540 Edith W. Martin 36,811,226 132,745 Peggy V. Phillips 36,811,246 131,725 Douglas E. Williams 36,812,219 131,752 Item 6. EXHIBITS AND REPORTS ON FORM 8-K a) EXHIBITS None b) REPORTS ON FORM 8-K None 14 SIGNATURES Pursuant to 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. IMMUNEX CORPORATION Date: August 7, 1997 /s/ Edward V. Fritzky ------------------------------------ Edward V. Fritzky Chairman and Chief Executive Officer (Principal Executive Officer) Date: August 7, 1997 /s/ Douglas G. Southern ------------------------------------ Douglas G. Southern Senior Vice President, Chief Financial Officer and Treasurer (Principal Financial and Accounting Officer) 15 EX-27 2 FINANCIAL DATA SCHEDULE
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED BALANCE SHEET AS OF JUNE 30, 1997, AND THE CONSOLIDATED STATEMENT OF OPERATIONS FOR THE SIX-MONTH PERIOD ENDED JUNE 30, 1997, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 1,000 6-MOS DEC-31-1997 JAN-01-1997 JUN-30-1997 50,677 19,363 31,353 9,594 7,758 2,665 122,883 44,239 218,552 37,439 0 0 0 678,726 506,449 218,552 74,860 82,453 12,514 101,137 6 103,671 316 (17,285) 115 (17,400) 0 0 0 (17,400) (0.44) (0.44)
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