-----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, FnZeP9YLUA01GAQF1P0i6urjfdV/zbR1T2BdY68rP33jJs6UWZnIYx/rVsKhLzgJ ojJKUvzlq8vHZWcubE+3YA== 0000318771-08-000021.txt : 20081121 0000318771-08-000021.hdr.sgml : 20081121 20081120191800 ACCESSION NUMBER: 0000318771-08-000021 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 7 CONFORMED PERIOD OF REPORT: 20081120 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20081121 DATE AS OF CHANGE: 20081120 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GENENTECH INC CENTRAL INDEX KEY: 0000318771 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 942347624 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09813 FILM NUMBER: 081205081 BUSINESS ADDRESS: STREET 1: 1 DNA WAY CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 BUSINESS PHONE: 650-225-1000 MAIL ADDRESS: STREET 1: 1 DNA WAY STREET 2: . CITY: SOUTH SAN FRANCISCO STATE: CA ZIP: 94080 8-K 1 dna-form8k.htm GENENTECH, INC. FORM 8-K dna-form8k.htm


 

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): November 20, 2008


GENENTECH, INC.
(Exact name of Registrant as specified in its charter)


Delaware
(State or other jurisdiction
of incorporation)
1-9813
(Commission
File Number)
94-2347624
(I.R.S. Employer
Identification No.)


1 DNA Way
South San Francisco, California 94080-4990
(Address of principal executive offices and Zip Code)

Registrant’s telephone number, including area code: (650) 225-1000

Not Applicable
(Former name or former address, if changed since last report.)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 



 
 

 



Item 8.01.
OTHER EVENTS

Attached as Exhibit 100 to this report are the following materials from Genentech, Inc.’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2008, filed on November 4, 2008, formatted in XBRL (eXtensible Business Reporting Language): (i) Condensed Consolidated Statements of Income for the three-month and nine-month periods ended September 30, 2008 and 2007, (ii) Condensed Consolidated Statements of Cash Flows for the nine-month periods ended September 30, 2008 and 2007, and (iii) Condensed Consolidated Balance Sheets at September 30, 2008 and December 31, 2007. Users of this data are advised pursuant to Rule 401 of Regulation S-T that the financial information contained in the XBRL documents is unaudited and these are not the official publicly filed financial statements of Genentech, Inc. The purpose of submitting these XBRL formatted documents is to test the related format and technology and, as a result, investors should continue to rely on the official filed version of the furnished documents and not rely on the information in Exhibit 100 in making investment decisions.

In accordance with Rule 402 of Regulation S-T, the information in this Current Report on Form 8-K, including Exhibit 100, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 
 

 


Item 9.01.
FINANCIAL STATEMENTS AND EXHIBITS

(d)
 
Exhibits.

Exhibit No.
 
100
 
The following materials from Genentech, Inc.’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2008, filed on November 4, 2008, formatted in XBRL (eXtensible Business Reporting Language): (i) Condensed Consolidated Statements of Income for the three-month and nine-month periods ended September 30, 2008 and 2007, (ii) Condensed Consolidated Statements of Cash Flows for the nine-month periods ended September 30, 2008 and 2007, and (iii) Condensed Consolidated Balance Sheets at September 30, 2008 and December 31, 2007.

 
 

 


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 hereunto duly authorized.


     
GENENTECH, INC.
 
 
Date:
November 20, 2008
 
/s/DAVID A. EBERSMAN
     
David A. Ebersman
Executive Vice President and
Chief Financial Officer


 
 

 


EXHIBIT INDEX

Exhibit No.
Description
Exhibit 100.INS
XBRL Instance Document
Exhibit 100.SCH
XBRL Taxonomy Extension Schema
Exhibit 100.CAL
XBRL Taxonomy Extension Calculation Linkbase
Exhibit 100.LAB
XBRL Taxonomy Extension Label Linkbase
Exhibit 100.PRE
XBRL Taxonomy Extension Presentation Linkbase
Exhibit 100.REF
XBRL Taxonomy Extension Reference Linkbase




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EX-100.SCH 3 dna-20080930.xsd XBRL TAXONOMY EXTENSION SCHEMA EX-100.CAL 4 dna-20080930_cal.xml XBRL TAXONOMY EXTENSION CALCULATION LINKBASE EX-100.LAB 5 dna-20080930_lab.xml XBRL TAXONOMY EXTENSION LABEL LINKBASE Taxes Payable Accumulated Other Comprehensive Income (Loss), Net of Tax Payments to Acquire Businessess, Net of Cash Acquired Additional Paid in Capital, Common Stock Additional Paid in Capital, Common Stock Capital Expenditures Cash and Cash Equivalents, at Carrying Value Accounts Payable, Other Accrued Liabilities, and Other Long-Term Liabilities Accounts Payable, Other Accrued Liabilities, and Other Long-Term Liabilities Increase (Decrease) in Inventories Common Stock, $0.02 par value Cost of Sales Cost of Sales Depreciation and Amortization Earnings Per Share, Diluted Employee Stock-Based Compensation Transfer to Restricted Cash, Net Transfer to Restricted Cash, Net Other Intangible Assets Other Intangible Assets Interest Expense Inventory, Net Long-Term Debt, Noncurrent Long-Term Marketable Debt and Equity Securities Long-Term Marketable Debt and Equity Securities Proceeds from (Repayments of) Long-term Debt and Capital Securities Net Income (Loss), Total Cash and Cash Equivalents, Period Increase (Decrease) Total Other Income (Expense), Net Operating Income Operating Income Total Operating Revenue Total Operating Revenue Other Current Assets Interest and Other Income (Expense), Net Prepaid Expenses Proceeds from Maturities of Securities Available-For-Sale Proceeds from Sale of Securities Available-For-Sale Property, Plant and Equipment, Net Purchases of Securities Available-For-Sale Repayments of Long-term Debt and Capital Securities Stock Repurchases and Prepaid Share Repurchase Deposits Restricted Cash and Investments, Current Restricted Cash and Investments Retained Earnings, Since June 30, 1999 Retained Earnings, Since June 30, 1999 Royalties Royalties Product Sales Product Sales Marketing, General, and Administrative Marketing, General, and Administrative Short-term Investments Research and Development Research and Development Other Accrued Liabilities Accrued Litigation, Current Accrued Litigation, Noncurrent Deferred Tax Assets Deferred Tax Assets Earnings Per Share, Basic Excess Tax Benefit from Stock-Based Compensation Arrangements Excess Tax Benefit from Stock-based Compensation Arrangements Deferred Revenue Income Before Taxes Deferred Income Taxes Income Tax Expense (Benefit) Tax Benefit from Employee Stock Options Total Costs and Expenses Accounts Receivable - Product Sales, Net Amount due from customers or clients, within one year of the balance sheet date (or the normal operating cycle, whichever is longer), for product sales (including trade receivables) that have been delivered or sold in the normal course of business, reduced to the estimated net realizable fair value by an allowance established by the entity of the amount it deems uncertain of collection. Amount due from licensees, within one year of the balance sheet date (or the normal operating cycle, whichever is longer), for rights to intellectual property in the normal course of business, reduced to the estimated net realizable fair value by an allowance established by the entity of the amount it deems uncertain of collection. Accounts Receivable - Royalties Accounts Receivable - Other Amount due from customers or clients, within one year of the balance sheet date (or the normal operating cycle, whichever is longer), for goods or services that have not been separately disclosed due to materiality considerations. Prepaid Expenses and Other Current Assets Sum of the amounts paid in advance for capitalized costs that will be expensed with the passage of time or the occurrence of a triggering event, and will be charged against earnings within one year or the normal operating cycle, if longer and the aggregate carrying amount, as of the balance sheet date, of current assets not separately disclosed in the balance sheet due to materiality considerations. Current assets are expected to be realized or consumed within one year (or the normal operating cycle, if longer). Commercial Paper Carrying value as of the balance sheet date of unsecured, short-term loans issued by banks, companies and other borrowers. Other Accrued Liabilities Aggregate carrying amount, as of the balance sheet date, of current obligations not separately disclosed in the balance sheet. Current liabilities are expected to be paid within one year (or the normal operating cycle, if longer). Product Sales From Related Parties The portion of product sales arising from transactions with related parties. The portion of royalty revenue arising from transactions with related parties. Royalties from Related Parties Contract Revenue Revenue earned during the period arising from upfront and continuing license fees, manufacturing fees, milestone payments and net reimbursements from collaborators on development, post-marketing, and commercial costs. Contract Revenue from Related Parties The portion of contract revenue arising from transactions with related parties. Cost of Sales for Related Parties The portion of cost of sales arising from transactions with related parties. Research and Development Expenses from Programs where Related Parties Share Costs The portion of research and development expenses from programs where related parties share costs. Research and Development Expenses for which Reimbursement was Recorded as Contract Revenue The portion of research and development expenses that was reimbursed from collaborators for which such reimbursement was recorded as contract revenue. The portion of collaboration profit sharing expenses that are attributable to related parties. Related Party Collaboration Profit Sharing Expense Collaboration Profit Sharing Profit sharing results arising from domestic and European commercial collaboration profit sharing arrangements with our collaborators. Write-off of In-process Research and Development Related to Acquisition The amount of purchased research and development assets that are acquired in business combinations have no alternative future use and are therefore written off in the period of acquisition. Recurring Amortization Charges Related to Redemption and Acquisition Amortization of intangible assets resulting from the Redemption of our Special Common Stock and a business acquisition. Litigation-Related Special Items Litigation-related special charges that are included in net income and result in no cash inflows or outflows in the period. Gain on Sales of Securities Available for Sale and Other The gain realized from the sale, exchange, redemption, or retirement of securities Write-downs of and Losses on Securities Available-for-sale and Other Write-downs of and losses on sales of securities or other investments not otherwise designated as held-to-maturity securities or trading securities. Loss on Property and Equipment Dispositions and Other The difference between the sale price or salvage price and the book value of a property, plant, and equipment asset that was sold or retired during the reporting period. This element refers to the loss. Change in Other Intangible and Long-Term Assets The net change during the reporting period in intangible and other assets that are used in investing activities. Stock Repurchases and Prepaid Share Repurchase Deposits The cash outflow to reacquire common stock during the period or the cash paid related to arrangements to repurchase common stock at a later period per the agreement. Cash Paid for Interest Cash paid for interest during the period. Cash Paid for Income Taxes Cash paid for income taxes during the period. Capitalization of Construction in Progress Related to Financing Lease Transactions Capitalized costs during the period related to our accounting for construction projects for which we are considered to be the owner during the construction period. Sale of Subsidiary in Exchange for Note Receivable Sale of subsidiary in exchange for note receivable. Proceeds from Sale of Securities Available-for-Sale The cash inflow associated with the sale of securities not classified as either held-to-maturity securities or trading securities which are classified as available-for-sale securities. Proceeds from Maturities of Securities Available For Sale The cash inflow associated with the maturity (principal being due) of securities not classified as either held-to-maturity securities or trading securities which are classified as available-for-sale securities. The portion of accounts receivable - product sales that is due from related parties. Accounts Receivable - Product Sales from Related Parties Accounts Receivable - Royalties from Related Parties The portion of accounts receivable - royalties that is due from related parties. Accounts Receivable - Other from Related Parties The portion of accounts receivable - other that is due from related parties. Accounts Payable to Related Parties The portion of accounts payable that is due to related parties Deferred Revenue from Related Parties (Current) The portion of current deferred revenue that is from related parties. Deferred Revenue from Related Parties (Long-Term) The portion of long-term deferred revenue that is from related parties. Other Accrued Liabilities to Related Parties The portion of other accrued liabilities that is due to related parties. Receivables and Other Assets The net change during the reporting period in the total amount due within one year (or one operating cycle) from all parties, associated with underlying transactions that are classified as operating activities, and the net change during the reporting period in other operating assets not otherwise defined in the taxonomy. Allowance for Accounts Receivable - Product Sales A provision for trade and other receivables related to product sales due to an Entity within one year (or the normal operating cycle, whichever is longer) that are expected to be uncollectible. Special Items: Litigation Related This element represents litigation-related special charges that requires separate disclosure. Accrued Litigation Changes in accrued litigation as a result of litigation settlement payments. Excess Tax Benefit from Stock-based Compensation Arrangements Reductions in the entity's income taxes that arise when compensation cost (from non-qualified share-based compensation) recognized on the entity's tax return exceeds compensation cost from share-based compensation recognized in financial statements. This element reduces net cash provided by (used in) operating activities and increases net cash provided by (used in) financing activities. Excess Tax Benefit from Stock-based Compensation Arrangements Reductions in the entity's income taxes that arise when compensation cost (from non-qualified stock options) recognized on the entity's tax return exceeds compensation cost from non-qualified stock options recognized on the income statement. This element reduces net cash provided by (used in) operating activities and increases net cash provided by (used in) financing activities. Impairment of Preferred Securities Impairment charges recorded on certain preferred securities. Maturities of Commercial Paper The cash outflow related to maturities of commercial paper. Transfer of Restricted Cash to Short-term Investments Transfer of restricted cash to short-term investments during the period. Business Acquisition, Preexisting Relationship, Gain (Loss) Recognized Gain (loss) recognized from the settlement of a preexisting relationship between the acquirer and the acquiree. 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