10-Q/A 1 w38882e10vqza.htm FORM 10-Q/A e10vqza
 

 
 
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
(Amendment No. 1)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For quarterly period ended June 30, 2006
Commission File Number 0-22962
HUMAN GENOME SCIENCES, INC.
(Exact name of registrant)
     
Delaware
(State of organization)
  22-3178468
(I.R.S. Employer Identification Number)
14200 Shady Grove Road, Rockville, Maryland 20850-7464
(Address of principal executive offices and zip code)
(301) 309-8504
(Registrant’s telephone Number)
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     þ      No     o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer or a non-accelerated filer. See definition of “accelerated filer” and “large accelerated filer” in Rule 12b-2 of the Exchange Act.
Large accelerated filer þ      Accelerated filer o      Non-accelerated filer o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes     o      No     þ
     The number of shares of the registrant’s common stock outstanding on June 30, 2006 was 131,643,693.
 
 

 


 

Explanatory Note
This Quarterly Report on Form 10-Q/A (Amendment No. 1) (the “Amendment”) is being filed by Human Genome Sciences, Inc. (the “Company”) to amend the Company’s Quarterly Report on Form 10-Q for the six months ended June 30, 2006. Part II, Item 6 is being amended to re-file Exhibit 10.5 as a result of the Company’s amended request for confidential treatment and to re-file certain other exhibits required as a result of the Amendment.
PART II. OTHER INFORMATION
Item 6. Exhibits
     
 
   
10.1*†
  Co-development and Commercialization Agreement between Novartis International Pharmaceutical Ltd and Human Genome Sciences, Inc., dated June 5, 2006. (Filed as Exhibit 10.1 to the Registrant’s Form 10-Q filed August 9, 2006)
 
   
10.2*
  Purchase and Sale Agreement between BioMed Realty, L.P. and Human Genome Sciences, Inc., dated May 2, 2006. (Filed as Exhibit 10.2 to the Registrant’s Form 10-Q filed August 9, 2006)
 
   
10.3*
  Lease Agreement between BMR-Belward Campus Drive LSM LLC and Human Genome Sciences, Inc., dated May 24, 2006. (Filed as Exhibit 10.3 to the Registrant’s Form 10-Q filed August 9, 2006)
 
   
10.4*
  Lease Agreement between BMR-Shady Grove Road HQ LLC and Human Genome Sciences, Inc., dated May 24, 2006. (Filed as Exhibit 10.4 to the Registrant’s Form 10-Q filed August 9, 2006)
 
   
10.5†
  Amendment of Solicitation/Modification of Contract awarded by the Department of Health and Human Services to Human Genome Sciences, Inc. dated June 24, 2006.
 
   
12.1*
  Ratio of Earnings to Fixed Charges. (Filed as Exhibit 12.1 to the Registrant’s Form 10-Q filed August 9, 2006)
 
   
31i.1
  Rule 13a-14(a) Certification of Principal Executive Officer.
 
   
31i.2
  Rule 13a-14(a) Certification of Principal Financial Officer.
 
*
  Incorporated by reference.
 
   
  Confidential treatment requested for certain portions of this Exhibit pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended, which portions are omitted and filed separately with the Securities and Exchange Commission.

 


 

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.
             
 
           
    HUMAN GENOME SCIENCES, INC.
 
           
 
  BY:   /s/ H. Thomas Watkins
 
H. Thomas Watkins
   
 
      Chief Executive Officer and President    
 
      (Principal Executive Officer)    
 
           
 
  BY:   /s/ Timothy C. Barabe
 
Timothy C. Barabe
   
 
      Chief Financial Officer and Senior Vice President    
 
      (Principal Financial Officer)    
Dated: September 27, 2007

 


 

EXHIBIT INDEX
     
 
   
10.1*†
  Co-development and Commercialization Agreement between Novartis International Pharmaceutical Ltd and Human Genome Sciences, Inc., dated June 5, 2006. (Filed as Exhibit 10.1 to the Registrant’s Form 10-Q filed August 9, 2006)
 
   
10.2*
  Purchase and Sale Agreement between BioMed Realty, L.P. and Human Genome Sciences, Inc., dated May 2, 2006. (Filed as Exhibit 10.2 to the Registrant’s Form 10-Q filed August 9, 2006)
 
   
10.3*
  Lease Agreement between BMR-Belward Campus Drive LSM LLC and Human Genome Sciences, Inc., dated May 24, 2006. (Filed as Exhibit 10.3 to the Registrant’s Form 10-Q filed August 9, 2006)
 
   
10.4*
  Lease Agreement between BMR-Shady Grove Road HQ LLC and Human Genome Sciences, Inc., dated May 24, 2006. (Filed as Exhibit 10.4 to the Registrant’s Form 10-Q filed August 9, 2006)
 
   
10.5†
  Amendment of Solicitation/Modification of Contract awarded by the Department of Health and Human Services to Human Genome Sciences, Inc. dated June 24, 2006.
 
   
12.1*
  Ratio of Earnings to Fixed Charges. (Filed as Exhibit 12.1 to the Registrant’s Form 10-Q filed August 9, 2006)
 
   
31i.1
  Rule 13a-14(a) Certification of Principal Executive Officer.
 
   
31i.2
  Rule 13a-14(a) Certification of Principal Financial Officer.
 
*
  Incorporated by reference.
 
   
  Confidential treatment requested for certain portions of this Exhibit pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended, which portions are omitted and filed separately with the Securities and Exchange Commission.