-----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, PVkh+iKaKYpd7PPmu8gbxONW/g+RCya4F6gbBzWomJdOdsGEbiP+BH9v+iXhcdUK /QaS+DoKRV40L37vmi6vIw== 0001047469-03-003296.txt : 20030130 0001047469-03-003296.hdr.sgml : 20030130 20030130143937 ACCESSION NUMBER: 0001047469-03-003296 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030130 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: FILED AS OF DATE: 20030130 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AFFYMETRIX INC CENTRAL INDEX KEY: 0000913077 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH [8731] IRS NUMBER: 770319159 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-28218 FILM NUMBER: 03531828 BUSINESS ADDRESS: STREET 1: 3380 CENTRAL EXPRESSWAY CITY: SANTA CLARA STATE: CA ZIP: 95051 BUSINESS PHONE: 4085226000 MAIL ADDRESS: STREET 1: 3380 CENTRAL EXPRESSWAY CITY: SANTA CLARA STATE: CA ZIP: 95051 8-K 1 a2102035z8-k.htm 8-K

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):
January 30, 2003 (January 30, 2003)

AFFYMETRIX, INC.

(Exact name of registrant as specified in its charter)

DELAWARE

 

0-28218

 

77-0319159

(State of incorporation)

 

(Commission File Number)

 

(IRS Employer Identification No.)

 

3380 Central Expressway, Santa Clara, California 95051

(Address of principal executive offices) (Zip Code)

(408) 731-5000

(Registrant’s telephone number, including area code)

N/A
(Former name or former address, if changed since last report)

 



 

Item 7.    FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

 

(c)           Exhibits

 

The following exhibit is filed herewith:

 

Exhibit Number

 

Description

 

 

 

 

 

99.1

 

2002 Unaudited Adjusted Condensed Consolidated Statements of Operations for Illustrative Purposes Only (in thousands, except per share amounts)

 

 

Item 9. REGULATION FD DISCLOSURE.

Affymetrix, Inc. (“Affymetrix”) has posted on its website an Unaudited Adjusted Condensed Consolidated Statements of Operations for 2002 to illustrate what the impact would have been on Affymetrix’ 2002 Statements of Operations as the result of two changes in Affymetrix’ business that have occurred effective January 2003.  First, beginning in January 2003, Affymetrix will reclassify future revenues earned from customers for custom chip design services from research revenue into product revenue due to the fact that Affymetrix has fully commercialized its custom product offering.  Second, beginning in January 2003, Affymetrix switched from a distributor based sales model in Japan to a direct sales model.  The impact of this change is that effective January 2003, Affymetrix will sell its products through its direct sales force at the end user price and will not record any distributor commission as a net against product revenue as it had done in 2002.  These statements do not purport to reflect what Affymetrix’ actual results would have been had the changes been implemented in January 2002.  The information contained in this Current Report on Form 8-K, including the exhibit, has not been audited by Affymetrix’ outside auditors.

This Current Report on Form 8-K, including the exhibit, includes forward-looking statements within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934.  Such forward-looking statements are based on current expectations and involve inherent risks and uncertainties, including factors that could cause actual outcomes and results to differ materially from current expectations.  For more information regarding potential risks, see the risk factors section of Affymetrix’ most recent report on Form 10-K and Form 10-Q on file with the SEC.  Affymetrix undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date hereof.

The information contained in Item 9 of this Current Report on Form 8-K, including the exhibit, shall not be deemed to be incorporated by reference into Affymetrix’ filings with the SEC under the Securities Act of 1933.

 



 

 

SIGNATURE

 

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 hereunto duly authorized.

 

 

AFFYMETRIX, INC.

 

 

 

 

By:

/s/ Gregory T. Schiffman

 

 

Name: Gregory T. Schiffman

 

 

Title: Senior Vice President and Chief Financial Officer

Date: January 30, 2003

 

 

 



 

 

EXHIBIT INDEX

 

 

 

Exhibit Number

 

Description

 

 

 

 

 

99.1

 

2002 Unaudited Adjusted Condensed Consolidated Statements of Operations for Illustrative Purposes Only (in thousands, except per share amounts)

 

 

 

 

 



 


EX-99.1 3 a2102035zex-99_1.htm EXHIBIT 99.1

Exhibit 99.1

 

AFFYMETRIX, INC.

UNAUDITED ADJUSTED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

FOR ILLUSTRATIVE PURPOSES ONLY

(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)

 

The unaudited Adjusted Condensed Consolidated Statements of Operations shown below are presented for illustrative purposes only.  All reclassifications and adjustments had no impact on reported net income for any of the periods presented.  These statements illustrate what the impact would have been on the Company’s 2002 Statements of Operations as the result of two changes in the Company’s business that have occurred effective January 2003.  First, beginning in January 2003, the Company will reclassify future revenues earned from customers for custom chip design services from research revenue into product revenue due to the fact that the Company has fully commercialized its custom product offering.  Second, beginning in January 2003, the Company switched from a distributor based sales model in Japan to a direct sales model.  The impact of this change is that effective January 2003, Affymetrix will sell its products through its direct sales force at the end user price and will not record any distributor commission as a net against product revenue as it had done in 2002.  These statements do not purport to reflect what the Company's actual results would have been had the changes been implemented in January 2002.

 

 

 

2002

 

 

 

First
Quarter

 

Second
Quarter

 

Third
Quarter

 

Fourth
Quarter

 

Full
Year

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenue:

 

 

 

 

 

 

 

 

 

 

 

Product (1) (2)

 

$

59,906

 

$

60,886

 

$

66,460

 

$

72,595

 

$

259,847

 

Revenue from Perlegen

 

5,971

 

5,615

 

4,868

 

5,105

 

21,559

 

Research (1)

 

403

 

488

 

374

 

504

 

1,769

 

License fees and royalties

 

3,314

 

5,010

 

2,411

 

1,760

 

12,495

 

Total revenue

 

69,594

 

71,999

 

74,113

 

79,964

 

295,670

 

 

 

 

 

 

 

 

 

 

 

 

 

Costs and expenses:

 

 

 

 

 

 

 

 

 

 

 

Cost of product revenue (3)

 

21,560

 

21,667

 

23,759

 

25,188

 

92,174

 

Cost of Perlegen revenue

 

5,971

 

5,615

 

4,868

 

4,546

 

21,000

 

Research and development (3)

 

15,823

 

16,691

 

15,202

 

17,945

 

65,661

 

Selling, general and administrative (2)

 

24,948

 

24,328

 

26,269

 

26,511

 

102,056

 

Amortization of deferred stock compensation

 

3,707

 

1,934

 

1,966

 

781

 

8,388

 

Amortization of purchased intangibles

 

281

 

281

 

282

 

281

 

1,125

 

Total costs and expenses

 

72,290

 

70,516

 

72,346

 

75,252

 

290,404

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) from operations

 

(2,696

)

1,483

 

1,767

 

4,712

 

5,266

 

Interest and other (expense) income, net

 

(685

)

(2,866

)

(948

)

(1,696

)

(6,195

)

Income (loss) before income taxes

 

(3,381

)

(1,383

)

819

 

3,016

 

(929

)

Income tax provision

 

(200

)

(201

)

(200

)

(100

)

(701

)

Net income (loss)

 

$

(3,581

)

$

(1,584

)

$

619

 

$

2,916

 

$

(1,630

)

Basic earnings (loss) per common share

 

$

(0.06

)

$

(0.03

)

$

0.01

 

$

0.05

 

$

(0.03

)

Diluted earnings (loss) per common share

 

$

(0.06

)

$

(0.03

)

$

0.01

 

$

0.05

 

$

(0.03

)

Shares used in computing basic earnings (loss) per common share

 

57,809

 

57,922

 

58,075

 

58,265

 

58,018

 

Shares used in computing diluted earnings (loss) per common share

 

57,809

 

57,922

 

59,539

 

60,460

 

58,018

 

 


(1) Product revenue and research revenue have been adjusted to illustrate the reclassification of revenues associated with the fees earned from customers for custom chip design services from research revenue into product revenue.  This reclassification amounted to approximately $1.2 million in the first quarter, $0.9 million in the second quarter, $2.2 million in the third quarter, $1.2 million in the fourth quarter, for a total aggregate of $5.5 million.

 

(2) In order to compare 2002 results to future results in the product revenue and selling, general and administrative expense categories, the Company has adjusted both 2002 product revenue and 2002 selling, general and administrative expense by the amount of commission actually paid to its Japanese distributor.  These expenses reflect costs associated with the Company’s business in Japan and were appropriately netted against product revenue during 2002.  Beginning in January 2003, the Company expects to record revenue from its Japanese subsidiary at the end customer sales price as all sales will be sold through Affymetrix’ Japanese subsidiary rather than through its distributor.  The Company believes, that by adjusting 2002 product revenue to reflect the end-customer sales price, an improved comparison to future product revenues will be possible. In addition, the Company believes that by adjusting 2002 selling, general and administrative expenses to reflect the commissions expense incurred, an improved comparison of future selling, general and administrative expenses will be possible. Commission expenses were approximately $1.5 million in Q1, $1.3 million in Q2, $1.3 million in Q3, $1.7 million in Q4 for a total aggregate of $5.8 million.

 

(3) Research and development expense and cost of product revenue have been adjusted to illustrate the reclassification of activities associated with the fees earned from customers for custom chip design services from research and development expense to cost of product revenue.  Historically, these activities had been recorded as part of research and development expense.  Beginning in 2003, the Company will classify these activities as costs of product revenue.  This reclassification amounted to approximately $0.9 million in the first quarter, $0.6 million in the second quarter, $1.5 million in the third quarter, $0.8 million in the fourth quarter for a total aggregate of $3.8 million.

 




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