10-Q 1 corvas_10q-063001.txt FORM 1O-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2001 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 0-19732 ------- CORVAS INTERNATIONAL, INC. (Exact name of Registrant as specified in its charter) DELAWARE 33-0238812 (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification No.) 3030 SCIENCE PARK ROAD SAN DIEGO, CALIFORNIA 92121 (Address of principal executive offices and zip code) (858) 455-9800 (Registrant's telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act: Common Stock, $0.001 par value (Title of class) Indicate by check mark whether the Registrant (l) 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 ----- ----- At August 1, 2001, there were 27,468,449 shares of Common Stock, $0.001 par value, of the Registrant issued and outstanding. CORVAS INTERNATIONAL, INC. INDEX Page ---- PART I -- FINANCIAL INFORMATION Item 1. Financial Statements Condensed Balance Sheets as of June 30, 2001 (unaudited) and December 31, 2000 1 Condensed Statements of Operations for the Three and Six Months Ended June 30, 2001 and 2000 (unaudited) 2 Condensed Statements of Cash Flows for the Six Months Ended June 30, 2001 and 2000 (unaudited) 3 Notes to Condensed Financial Statements (unaudited) 4 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 5 Item 3. Quantitative and Qualitative Disclosures About Market Risk 9 PART II -- OTHER INFORMATION Item 1. Legal Proceedings 10 Item 2. Changes in Securities 10 None Item 3. Defaults Upon Senior Securities 10 None Item 4. Submission of Matters to a Vote of Security Holders 10 Item 5. Other Information 11 None Item 6. Exhibits and Reports on Form 8-K (a) Exhibits 11 (b) Reports on Form 8-K 11 None SIGNATURES 12 PART I -- FINANCIAL INFORMATION Item 1. FINANCIAL STATEMENTS CORVAS INTERNATIONAL, INC. CONDENSED BALANCE SHEETS In thousands (unaudited) JUNE 30, DECEMBER 31, 2001 2000 ---------- ---------- ASSETS ------ Current assets: Cash and cash equivalents $ 9,389 $ 14,153 Short-term debt securities held to maturity and time deposits, partially restricted 85,632 109,089 Receivables 1,304 1,526 Note receivable from related party 278 278 Other current assets 590 502 ---------- ---------- Total current assets 97,193 125,548 ---------- ---------- Debt issuance costs 98 108 Long-term debt securities held to maturity 29,535 12,343 Property and equipment, net 1,759 1,023 ---------- ---------- $ 128,585 $ 139,022 ========== ========== LIABILITIES AND STOCKHOLDERS' EQUITY ------------------------------------ Current liabilities: Accounts payable $ 2,890 $ 1,082 Accrued liabilities 2,255 1,663 Accrued vacation 332 256 ---------- ---------- Total current liabilities 5,477 3,001 ---------- ---------- Convertible notes payable 11,342 10,958 Deferred rent 179 130 Stockholders' equity: Common stock 27 27 Additional paid-in capital 227,188 226,465 Accumulated deficit (115,628) (101,559) ---------- ---------- Total stockholders' equity 111,587 124,933 Commitments and contingencies ---------- ---------- $ 128,585 $ 139,022 ========== ========== See accompanying notes to condensed financial statements. 1 CORVAS INTERNATIONAL, INC. CONDENSED STATEMENTS OF OPERATIONS In thousands, except per share data (unaudited)
Three Months Ended Six Months Ended June 30, June 30, --------------------- --------------------- 2001 2000 2001 2000 --------- --------- --------- --------- REVENUES: Revenue from collaborative agreements $ - $ 750 $ - $ 1,763 License fees and milestones - 2,500 - 2,500 Royalties 37 58 67 67 Research grants 57 82 96 103 --------- --------- --------- --------- Total revenues 94 3,390 163 4,433 --------- --------- --------- --------- COSTS AND EXPENSES: Research and development 9,817 3,611 15,020 7,521 General and administrative 1,296 967 2,495 1,894 --------- --------- --------- --------- Total costs and expenses 11,113 4,578 17,515 9,415 --------- --------- --------- --------- Loss from operations (11,019) (1,188) (17,352) (4,982) OTHER INCOME (EXPENSE): Interest income 1,659 498 3,676 884 Interest expense (198) (188) (393) (379) --------- --------- --------- --------- 1,461 310 3,283 505 --------- --------- --------- --------- Net loss and other comprehensive loss $ (9,558) $ (878) $(14,069) $ (4,477) ========= ========= ========= ========= Basic and diluted net loss per share $ (0.35) $ (0.04) $ (0.51) $ (0.22) ========= ========= ========= ========= Shares used in calculation of basic and diluted net loss per share 27,400 21,114 27,380 20,375 ========= ========= ========= ========= See accompanying notes to condensed financial statements. 2
CORVAS INTERNATIONAL, INC. CONDENSED STATEMENTS OF CASH FLOWS In thousands (unaudited)
Six Months Ended June 30, --------------------- 2001 2000 --------- --------- CASH FLOWS FROM OPERATING ACTIVITIES: Net loss $(14,069) $ (4,477) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 296 244 Amortization of premiums and discounts on investments (120) (619) Amortization of debt issuance costs 10 10 Non-cash interest expense on convertible notes payable 384 369 Stock compensation expense 96 44 Changes in assets and liabilities: Decrease in receivables 222 48 Increase in other current assets (88) (75) Increase in accounts payable, accrued liabilities and accrued vacation 2,476 127 Increase in deferred rent 49 49 --------- --------- Net cash used in operating activities (10,744) (4,280) --------- --------- CASH FLOWS FROM INVESTING ACTIVITIES: Purchases of investments held to maturity (81,138) (30,961) Proceeds from maturity of investments held to maturity 85,542 20,645 Proceeds from sale of investments held to maturity 1,981 --- Purchases of property and equipment (1,032) (284) --------- --------- Net cash provided by (used in) investing activities 5,353 (10,600) --------- --------- CASH FLOWS FROM FINANCING ACTIVITIES: Net proceeds from issuance of common stock 402 12,231 Capital contribution 225 2,561 --------- --------- Net cash provided by financing activities 627 14,792 --------- --------- Net decrease in cash and cash equivalents (4,764) (88) Cash and cash equivalents at beginning of period 14,153 881 --------- --------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 9,389 $ 793 ========= ========= See accompanying notes to condensed financial statements. 3
CORVAS INTERNATIONAL, INC. NOTES TO CONDENSED FINANCIAL STATEMENTS (unaudited) (1) The Company ----------- Corvas International, Inc. (the "Company") was incorporated on March 27, 1987 under the laws of the State of California. In July 1993, the Company reincorporated in the State of Delaware. The Company is engaged in the discovery, development and commercialization of novel therapeutics that address large markets, including cardiovascular disease, stroke and cancer. (2) Basis of Presentation --------------------- The interim financial information contained herein is unaudited but, in management's opinion, includes all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation. The condensed financial statements should be read in conjunction with the Company's audited financial statements and notes thereto for the year ended December 31, 2000 included in the Company's Annual Report on Form 10-K. Results for the interim periods are not necessarily indicative of results for other interim periods or for the full year. (3) Net Loss Per Share ------------------ Net loss per share for the six months ended June 30, 2001 and 2000 is computed using the weighted-average number of common shares outstanding. For the six months ended June 30, 2001, options totaling 2,356,000 shares were excluded from the calculation of diluted net loss per share. For the six months ended June 30, 2000, options and warrants totaling 2,144,000 shares were excluded from the calculation of diluted net loss per share. In addition, 3,394,000 and 3,215,000 shares from the assumed conversion of the 5.5% convertible senior subordinated notes issued in 1999 have been excluded from this calculation as of June 30, 2001 and 2000, respectively. (4) Debt Securities Held to Maturity -------------------------------- Certain securities that were no longer in compliance with the Company's investment policy were sold prior to maturity during the six months ended June 30, 2001. 4 Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS THE FOLLOWING DISCUSSION OF OUR FINANCIAL CONDITION AND RESULTS OF OPERATIONS CONTAINS FORWARD-LOOKING STATEMENTS THAT INVOLVE RISKS AND UNCERTAINTIES. FORWARD-LOOKING STATEMENTS TYPICALLY ARE IDENTIFIED BY THE USE OF TERMS SUCH AS "MAY," "WILL," "SHALL," "COULD," "EXPECT," "PLAN," "ANTICIPATE," "BELIEVE," "ESTIMATE," "PREDICT," "POTENTIAL," "CONTINUE," AND SIMILAR WORDS, ALTHOUGH SOME FORWARD-LOOKING STATEMENTS ARE EXPRESSED DIFFERENTLY. OUR ACTUAL RESULTS MAY DIFFER MATERIALLY FROM WHAT IS DISCUSSED IN THE FORWARD-LOOKING STATEMENTS. FACTORS THAT MIGHT CAUSE SUCH A DIFFERENCE INCLUDE, BUT ARE NOT LIMITED TO, THOSE DISCUSSED IN OUR ANNUAL REPORT ON FORM 10-K UNDER THE HEADING "RISK FACTORS." THE TERMS "CORVAS," "WE," "US" AND "OUR" REFER TO CORVAS INTERNATIONAL, INC. OVERVIEW We are a biopharmaceutical company engaged in the discovery, development and commercialization of novel therapeutics that address large markets, including cardiovascular disease, stroke and cancer. One of our lead product candidates, a recombinant protein partnered with Pfizer and known as UK-279,276, formerly rNIF, is in Phase IIb clinical trials being conducted by Pfizer for the treatment of reperfusion injury associated with ischemic stroke. Our other lead product candidate, known as rNAPc2, is a recombinant protein that we are currently developing for the prevention of deep vein thrombosis and pulmonary embolism, and for the treatment of acute coronary syndromes, which include unstable angina. We have completed a Phase II clinical trial with rNAPc2 for the prevention of deep vein thrombosis and pulmonary embolism. We recently reported that we are currently reviewing comments made by the Food and Drug Administration at a recent end-of-Phase II meeting for rNAPc2 for the prevention of deep vein thrombosis and pulmonary embolism. We are working with the FDA to determine the nature, timing and anticipated costs of future clinical testing of rNAPc2. These events will delay the initiation of the next stage of clinical evaluation into 2002. We also recently completed enrollment in a Phase IIa safety trial of rNAPc2 in patients undergoing elective angioplasty in anticipation of pursuing acute coronary syndrome indications. In addition, we are currently ramping up our research programs aimed at discovering novel drugs to modulate proteases involved in cancer and other diseases. We currently have no products for sale and are focused on research and development and clinical trial activities. We have not been profitable on an annual basis since inception and we anticipate that we will incur substantial additional operating losses over the next several years as we progress in our research and development programs. To date, we have funded our operations primarily through the sale of equity and debt securities, including a public offering of our common stock last year, payments received from collaborators and interest income. At June 30, 2001, we had an accumulated deficit of $115.6 million. Although we expect that our sources of revenue, if any, for the next several years will continue to primarily consist of payments under collaborative agreements and interest income, we do not expect to record any revenue under any of our existing collaborative agreements in 2001 and currently have no collaborative agreements that include ongoing funding of our research and development. Since none of our product candidates have yet advanced beyond Phase II clinical trials, the process of developing our product candidates will require significant additional research and development, preclinical testing and clinical trials, as well as regulatory approval activities. In particular, we intend to initiate subsequent clinical testing of rNAPc2, either independently or with a collaborator, and therefore we expect that our research and development expenses will likely increase significantly. These activities, together with our general and administrative expenses, are expected to result in substantial operating losses for the foreseeable future. In addition, we continue to evaluate various possible strategic transactions, including in-licensing or acquiring complementary products, technologies or companies, and we expect to continue to do so in the future. If we in-license or acquire products, technologies or companies, we expect that our operating expenses would increase as a result. 5 RESULTS OF OPERATIONS THREE MONTHS ENDED JUNE 30, 2001 AND 2000 REVENUES. Our operating revenues decreased by $3.3 million to $94,000 in the three months ended June 30, 2001 from $3.4 million in the corresponding period of 2000. This decrease was mainly attributable to a $2.5 million license fee received in the second quarter of 2000 from Schering Corporation, or Schering-Plough, for the hepatitis C virus inhibitor program, as well as reaching the contractual end in 2000 of the research and development funding portion of our collaborative agreements with Schering-Plough covering inhibitors of both thrombin and hepatitis C. We recorded no revenue from any of our collaborative agreements during the three months ended June 30, 2001. We do not expect to receive any additional research and development funding under our agreements with Schering-Plough. In the event that we enter into new collaborative agreements, we may recognize related revenue; however, as of August 1, 2001, we have not yet entered into any new collaborative agreements and we cannot predict whether we will enter into new collaborative agreements during 2001. Even if we do enter into new collaborative agreements, we may not recognize revenue under these agreements in 2001. RESEARCH AND DEVELOPMENT EXPENSES. Research and development expenses of $9.8 million in the three months ended June 30, 2001 accounted for 88% of total costs and expenses, compared to $3.6 million in the second quarter of 2000 which represented 79% of total costs and expenses. This $6.2 million increase was primarily due to manufacturing clinical supplies of our proprietary anticoagulant drug candidate rNAPc2; such manufacturing has been completed and is not expected to recur. Also contributing to this increase were increased staffing and research activities associated with our preclinical cancer programs. Excluding the non-recurring manufacturing costs, we expect that our ongoing research and development expenses will continue to increase as we further expand our cancer programs. GENERAL AND ADMINISTRATIVE EXPENSES. General and administrative expenses increased to $1.3 million in the three months ended June 30, 2001 from $967,000 in the same quarter of 2000. This $329,000 increase was primarily attributable to increased facility costs from additional square footage we leased in July 2000 and increased utility costs. We anticipate that our general and administrative expenses will increase modestly in the near-term. NET OTHER INCOME. In the second quarter of 2001, net other income was $1.5 million compared to $310,000 in the corresponding quarter of 2000. This $1.2 million increase was due to increased interest income earned on higher balances of cash and held to maturity securities, which resulted from the investment of net proceeds raised in our public offering of common stock in November 2000. SIX MONTHS ENDED JUNE 30, 2001 AND 2000 REVENUES. Operating revenues for the six months ended June 30, 2001 decreased to $163,000 from $4.4 million in the same period of 2000. This $4.3 million decrease was primarily attributable to a $2.5 million license fee received in the second quarter of 2000 from Schering-Plough for the hepatitis C virus inhibitor program, as well as reaching the contractual end in 2000 of the research and development funding portion of our collaborative agreements with Schering-Plough covering inhibitors of both thrombin and hepatitis C. We recorded no revenue from our collaborative agreements during the six months ended June 30, 2001. 6 RESEARCH AND DEVELOPMENT EXPENSES. In the six months ended June 30, 2001, research and development expenses increased to $15.0 million, or 86% of total costs and expenses, from $7.5 million, or 80% of total costs and expenses, one year earlier. This $7.5 million increase was principally due to costs associated with the manufacturing of rNAPc2, as well as the hiring of additional personnel and increased research activities associated with our preclinical cancer programs. These increases were partially offset by a decrease in clinical trial costs due to the completion in mid-2000 of our rNAPc2 Phase II clinical trial for the prevention of deep vein thrombosis and pulmonary embolism. GENERAL AND ADMINISTRATIVE EXPENSES. Total general and administrative expenses increased by $601,000 to $2.5 million in the half year ended June 30, 2001, from $1.9 million during the corresponding period one year earlier. This increase was mainly attributable to an increase in facility related costs and increased administrative staffing in the first half of 2001. NET OTHER INCOME. Net other income in the six months ended June 30, 2001 increased to $3.3 million from $505,000 in the same period of 2000, an increase of $2.8 million. This increase was attributable to the interest income earned on higher cash and investment balances resulting from our investment of the net proceeds from our public offering of common stock in November 2000. We expect that we will continue to incur significant expenses and operating losses over at least the next several years as our research and development and clinical trials progress. However, due to the completion of rNAPc2 manufacturing in the second quarter of 2001, we expect that our research and development expenses in the remaining quarters of 2001 will be lower than those incurred in the second quarter of 2001. We may not be able to raise additional capital that may be required to fund our operations. We also expect both our expenses and losses to fluctuate from quarter to quarter and that the fluctuations may, at times, be substantial. LIQUIDITY AND CAPITAL RESOURCES Since inception, our operations have been financed primarily through public offerings and private placements of our debt and equity securities, payments received through our collaborative agreements, and interest income earned on cash and investment balances. Our principal sources of liquidity are cash and cash equivalents, time deposits and held to maturity debt securities which, net of $303,000 in restricted time deposits, totaled $124.3 million as of June 30, 2001. Working capital at June 30, 2001 was $91.7 million. In the six months ended June 30, 2001, net cash of $10.7 million was used in operating activities, $5.4 million was provided by investing activities and $627,000 was provided by financing activities. We invest available cash in accordance with an investment policy set by our board of directors, with established objectives of preserving principal, maintaining adequate liquidity and maximizing income. Our policy provides guidelines concerning the quality, term and liquidity of investments. We presently invest our excess cash primarily in debt instruments of corporations with strong credit ratings and government-backed debt obligations. In August and October of 1999 we issued and sold, in two private financings, a total of 2,000,000 shares of our common stock for $2.50 per share and 5.5% convertible senior subordinated notes due in August 2006, in an aggregate principal amount of $10.0 million. Net proceeds of $14.8 million were raised in these financings. At the option of the note holder, the principal balance of both notes is convertible into shares of our common stock at $3.25 per share, subject to certain adjustments. Interest on the outstanding principal amounts of these notes accretes at 5.5% per annum, compounded semi-annually, with interest payable upon redemption or conversion. Upon maturity, these notes will have an accreted value of $14.6 million. At our option, the accreted interest portion of both notes may be paid in cash or in our common stock priced at the then-current market price. We have agreed to pay any applicable withholding taxes on behalf of the note holder that may be incurred in connection with the accreted interest, which are estimated and accrued at 30% of the annual accretion. We may redeem the notes any time after August 18, 2002 upon payment of the outstanding principal and accreted interest. 7 In April 1997, we entered into an exclusive license and development agreement with Pfizer to collaborate on the development of UK-279,276, an anti-inflammatory agent with therapeutic potential for stroke and other indications. Pfizer received an exclusive worldwide license to further develop, commercialize and market UK-279,276 as a therapeutic agent, and funded our internal research and development over a two-year period that ended March 31, 1999. Pfizer is responsible for funding all further development of UK-279,276, if any. To date, we have received $4.4 million from Pfizer under this agreement, our last payment being received in March 1999. We are entitled to receive milestone payments based on clinical trial progress, submissions for specified regulatory approvals and commercialization events, and we may receive up to an additional $27.0 million under this agreement if all future milestones are achieved. However, we do not anticipate receiving any payments under this agreement in 2001 and we may not receive any additional payments or future milestones under this agreement. If Pfizer commercializes a product candidate covered by this agreement, we will also be entitled to receive royalties on product sales. We also have two independent collaborations with Schering-Plough, one for the design and development of an oral inhibitor of a key protease associated with hepatitis C virus replication and the other for the discovery and commercialization of an oral anticoagulant for chronic thrombosis. Our collaboration with respect to the development of treatments for hepatitis C was entered into in June 1997 and was amended in May 2000. Our collaboration with respect to identifying an anticoagulant that can be taken in pill form was entered into in December 1994, and Schering-Plough funded our internal research and development through December 31, 2000. Schering-Plough is now responsible for conducting any further research and development, if any, under both collaborations. In the event that any products are commercialized under either of these collaborations, we are entitled to receive royalties on the sale of such products. However, since we have no further responsibilities under either of these collaborations, it is possible that further development efforts will be limited, if conducted at all, and that we may never receive any future payments (including royalties) under either of these agreements. We have recently entered into an agreement with Incyte Genomics, Inc. for a multi-year subscription for Incyte's LifeSeq(R) Gold database that we intend to use in attempt to advance our cancer research and development programs focused on serine proteases, a class of potential solid tumor drug targets. The LifeSeq Gold database provides researchers with a view of the entire human genome by integrating proprietary expressed sequence tag and full-length gene sequence information, mapping data and public genomic sequence information. We will have non-exclusive rights to Incyte's full-length gene program in addition to sequence-verified cDNA clones, or copies of genes to facilitate the identification, validation and commercialization of new drug targets in the serine protease gene family. Our agreement requires us to pay an annual access fee and, in the event that any products based on the information acquired from this database are developed and commercialized, we would also be required to pay milestones and royalties. 8 We will continue to incur substantial additional expenses in the foreseeable future due to, among other factors, costs related to ongoing and anticipated clinical trial activities, as well as other research and development activities. Over the next several years, we expect our expenses will result in additional operating losses and negative cash flows from operations. Based on our currently-expected burn rate for 2001, which is estimated to be between $20 million and $25 million assuming that a collaborative agreement for rNAPc2 is not completed until 2002, we believe that our existing capital resources should be sufficient to satisfy our anticipated funding requirements for at least the next two years. However, this is management's current estimate and this estimate may change for many reasons. Our future burn rate and capital requirements will be impacted by many factors including, but not limited to: o our success in entering into a collaborative agreement for rNAPc2 o the timing of a collaborative agreement for rNAPc2 o the progress on, and scope of, our cancer programs and other internally-funded research and development o the timing and magnitude of expenses incurred to further develop rNAPc2 o the costs and timing of regulatory approvals related to rNAPc2 o the success of our collaborators in developing and marketing products under their respective collaborations with us o competing technological and market developments o the costs we incur in obtaining and enforcing patent and other proprietary rights or obtaining a license to operate under the patents of others o our success in acquiring and integrating complementary products, technologies or companies Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK In accordance with our investment policy, we do not invest in derivative financial instruments or any other market risk sensitive instruments. Our available cash is invested in high quality fixed income investments that we intend to hold to maturity. We believe that our interest rate market risk is limited, and that we are not exposed to significant changes in fair value because our investments are held to maturity and are primarily short-term in nature. The fair value of each investment approximates its amortized cost. For purposes of measuring interest rate sensitivity, we have assumed that the similar nature of our investments warrants aggregation. The carrying amount of all held to maturity investments as of June 30, 2001 is $124.4 million; they have a weighted-average interest rate of 4.8%. Considering our investment balances as of June 30, 2001, rates of return and the fixed rate nature of the convertible notes payable that were issued in the second half of 1999, an immediate 10% change in interest rates would not have a material impact on our financial condition or results of operations. Since the $10.0 million aggregate principal of the 5.5% convertible senior subordinated notes that we issued is convertible into common stock at $3.25 per share at the option of the holder, there is underlying market risk related to an increase in our stock price or an increase in interest rates that may make conversion of these notes into common stock beneficial to the holder. Conversion of these 5.5% convertible senior subordinated notes will have a dilutive effect on our common stock. 9 PART II -- OTHER INFORMATION Item 1. LEGAL PROCEEDINGS We are not currently engaged in any legal proceedings that we expect would materially harm our business or financial condition. Item 2. CHANGES IN SECURITIES None Item 3. DEFAULTS UPON SENIOR SECURITIES None Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS The annual meeting of stockholders of Corvas was held on May 22, 2001. The matters described below were submitted to a vote of stockholders. The Company had 27,364,171 shares of common stock outstanding and entitled to vote as of March 30, 2001, the date of record for the meeting. At the annual meeting, holders of a total of 23,128,057 shares of common stock were present in person or represented by proxy. a. Election of Class III directors for a three-year term expiring at the 2004 annual meeting. Name Shares voting for Shares withheld ---- ----------------- --------------- M. Blake Ingle, Ph.D. 23,111,488 16,569 Burton E. Sobel, M.D. 23,111,488 16,569 Randall E. Woods 23,071,858 56,199 Class I directors continuing in office until the 2002 annual meeting: J. Stuart Mackintosh George P. Vlasuk, Ph.D. Class II directors continuing in office until the 2003 annual meeting: Susan B. Bayh Michael Sorell, M.D. Nicole Vitullo b. A proposal to approve an increase in the number of authorized shares of common stock. For 22,805,018 Against 19,585 Abstain 303,454 10 c. A proposal to ratify the appointment of KPMG LLP as our independent auditors for the fiscal year ending December 31, 2001. For 23,084,335 Against 15,054 Abstain 28,658 Item 5. OTHER INFORMATION None Item 6. EXHIBITS AND REPORTS ON FORM 8-K a. Exhibits Exhibit Number Description -------------- ----------- 3.6 Restated Certificate of Incorporation. 10.56 Collaborative Agreement between Incyte Genomics, Inc. and Corvas International, Inc., dated as of July 30, 2001.(1) b. Reports on Form 8-K There were no reports on Form 8-K filed for the quarter ended June 30, 2001. ---------- (1) Confidential treatment has been requested from the Securities and Exchange Commission for portions of this exhibit. 11 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized. CORVAS INTERNATIONAL, INC. Date: August 13, 2001 By: /s/ RANDALL E. WOODS --------------------------------------- Randall E. Woods President and Chief Executive Officer (Principal Executive Officer) Date: August 13, 2001 By: /s/ CAROLYN M. FELZER --------------------------------------- Carolyn M. Felzer Vice President and Controller (Principal Financial Officer) 12