UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(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
| o | 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: | 0-24469 | ||
GenVec, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 23-2705690 | |
| (State or other jurisdiction of incorporation or organization) | (IRS Employer Identification Number) | |
| 65 West Watkins Mill Road, Gaithersburg, Maryland | 20878 | |
| (Address of principal executive offices) | (Zip Code) |
240-632-0740
(Registrant's telephone number, including area code)
(Former name, former address and former fiscal year, if changed since last report.)
| 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 ý No o |
APPLICABLE ONLY TO CORPORATE ISSUERS:
At July 31, 2001 the Registrant had outstanding 18,073,193 shares of common stock, $.001 par value.
TABLE OF CONTENTS
FORWARD LOOKING STATEMENTS
This report includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements also may be included in other statements that we make. All statements that are not descriptions of historical facts are forward-looking statements, based on management's estimates, assumptions and projections that are subject to risks and uncertainties. These statements can generally be identified by the use of forward-looking terminology such as "believes," "expects," "intends," "may," "will," "should," or "anticipates" or similar terminology. Although we believe that the expectations reflected in such forward-looking statements are reasonable as of the date thereof, actual results, could differ materially from those currently anticipated due to a number of factors, including risks relating to the early stage of products under development; uncertainties relating to clinical trials; dependence on third parties; future capital needs; and risks relating to the commercialization, if any, of our product candidates (such as marketing, safety, regulatory, patent, product liability, supply, competition and other risks). Additional important factors that could cause actual results to differ materially from our current expectations are identified in other filings with the Securities and Exchange Commission. We will not update any forward-looking statements to reflect events or circumstances that occur after the date on which the statement is made, except as may be required by law.
ITEM 1. FINANCIAL STATEMENTS
GENVEC, INC.
BALANCE SHEETS
| June 30, 2001 | December 31, 2000 | ||||||||
| (Unaudited) | |||||||||
| ASSETS | |||||||||
| Current assets: | |||||||||
| Cash and cash equivalents | $ | 7,190,409 | $ | 33,623,689 | |||||
| Short-term investments | 10,023,525 | 6,166,583 | |||||||
| Prepaid expenses | 576,397 | 725,276 | |||||||
| Receivables from related party | 97,000 | 210,426 | |||||||
| Other current assets | 509,228 | 370,707 | |||||||
| Bond sinking fund | 435,316 | 212,500 | |||||||
| Total current assets | 18,831,875 | 41,309,181 | |||||||
| Property and equipment, net | 8,615,585 | 8,707,359 | |||||||
| Long-term investments | 20,745,561 | 6,682,315 | |||||||
| Other assets | 283,405 | 479,949 | |||||||
| Total assets | $ | 48,476,426 | $ | 57,178,804 | |||||
| LIABILITIES AND STOCKHOLDERS' EQUITY | |||||||||
| Current liabilities: | |||||||||
| Accounts payable | $ | 643,167 | $ | 487,682 | |||||
| Accrued expenses | 389,319 | 657,883 | |||||||
| Accrued technological license and intellectual property expenses | 134,160 | 348,007 | |||||||
| Accrued payroll, bonus and related expenses | 588,522 | 639,632 | |||||||
| Accrued offering costs | — | 567,794 | |||||||
| Unearned revenue | 400,000 | 1,900,000 | |||||||
| Current portion of bond payable | 425,000 | 425,000 | |||||||
| Current portion of notes payable and capital lease obligation | 465,065 | 445,811 | |||||||
| Total current liabilities | 3,045,233 | 5,471,809 | |||||||
| Notes payable and capital lease obligations, less current portion | 1,215,293 | 1,451,490 | |||||||
| Bond payable | 4,575,000 | 4,575,000 | |||||||
| Deferred credit | 1,214,422 | 1,242,653 | |||||||
| Unearned revenue | 50,000 | 100,000 | |||||||
| Other liabilities | 230,485 | 22,131 | |||||||
| Total liabilities | 10,330,433 | 12,863,083 | |||||||
| Stockholders' equity: | |||||||||
| Preferred stock, $.001 par value; 5,000,000 shares authorized, no shares issued or outstanding | — | — | |||||||
| Common stock, $.001 par value; 60,000,000 shares authorized, 18,043,709 and 17,995,444 shares issued at June 30, 2001 and December 31, 2000; 17,972,759 and 17,924,494 shares outstanding at June 30, 2001 and December 31, 2000 | 18,044 | 17,995 | |||||||
| Additional paid-in capital | 99,921,186 | 100,069,852 | |||||||
| Accumulated deficit | (57,777,994 | ) | (50,745,238 | ) | |||||
| Deferred compensation | (4,090,905 | ) | (5,063,240 | ) | |||||
| Accumulated other comprehensive income | 75,733 | 36,423 | |||||||
| Treasury stock, 70,950 common shares | (71 | ) | (71 | ) | |||||
| Total stockholders' equity | 38,145,993 | 44,315,721 | |||||||
| Total liabilities and stockholders' equity | $ | 48,476,426 | $ | 57,178,804 | |||||
See accompanying notes to financial statements.
GENVEC, INC.
STATEMENTS OF OPERATIONS
(UNAUDITED)
| THREE MONTHS ENDED JUNE 30, | SIX MONTHS ENDED JUNE 30, | |||||||||||||||
| 2001 | 2000 | 2001 | 2000 | |||||||||||||
| Revenues | ||||||||||||||||
| Ongoing research and development support | $ | 1,187,500 | $ | 2,446,930 | $ | 2,450,088 | $ | 5,049,588 | ||||||||
| Contract, license and milestone payments | 850,000 | 2,743,750 | 1,625,000 | 3,487,500 | ||||||||||||
| 2,037,500 | 5,190,680 | 4,075,088 | 8,537,088 | |||||||||||||
| Operating expenses | ||||||||||||||||
| Research and development | 4,001,663 | 3,456,780 | 7,858,508 | 7,560,584 | ||||||||||||
| General and administrative | 2,200,170 | 1,601,545 | 4,182,042 | 3,333,504 | ||||||||||||
| Total operating expenses | 6,201,833 | 5,058,325 | 12,040,550 | 10,894,088 | ||||||||||||
| (Loss) income from operations | (4,164,333 | ) | 132,355 | (7,965,462 | ) | (2,357,000 | ) | |||||||||
| Other income (expense) | ||||||||||||||||
| Interest income | 552,994 | 251,293 | 1,224,886 | 541,490 | ||||||||||||
| Interest expense | (145,605 | ) | (163,254 | ) | (292,180 | ) | (300,155 | ) | ||||||||
| Total other income | 407,389 | 88,039 | 932,706 | 241,335 | ||||||||||||
| Net (loss) income | $ | (3,756,944 | ) | $ | 220,394 | $ | (7,032,756 | ) | $ | (2,115,665 | ) | |||||
| Other comprehensive (loss) income, net of tax | ||||||||||||||||
| Unrealized holding gain (loss) on securities available for sale during the period | (7,291 | ) | 22,600 | 244,539 | 19,063 | |||||||||||
| Transition adjustment upon adoption of SFAS No. 133 | -- | — | (166,911 | ) | -- | |||||||||||
| Change in fair value of derivatives used for cash flow hedge | 69,314 | -- | (38,318 | ) | -- | |||||||||||
| Other comprehensive income | 62,023 | 22,600 | 39,310 | 19,063 | ||||||||||||
| Comprehensive (loss) income | $ | (3,694,921 | ) | $ | 242,994 | $ | (6,993,446 | ) | $ | (2,096,602 | ) | |||||
| Basic net (loss) income per share | $ | (0.21 | ) | $ | 0.11 | $ | (0.39 | ) | $ | (1.19 | ) | |||||
| Shares used in computing basic net (loss) income per share | 17,959,272 | 1,949,039 | 17,952,898 | 1,778,318 | ||||||||||||
| Diluted (loss) income per share | $ | (0.21 | ) | $ | 0.01 | $ | (0.39 | ) | $ | (1.19 | ) | |||||
| Shares used in computing diluted (loss) income per share | 17,959,272 | 15,889,272 | 17,952,898 | 1,778,318 | ||||||||||||
See accompanying notes to financial statements.
STATEMENTS OF CASH FLOWS
(UNAUDITED)
| SIX MONTHS ENDED JUNE 30, | |||||||||
| 2001 | 2000 | ||||||||
| Cash flow from operating activities: | |||||||||
| Net (loss) income | $ | (7,032,756 | ) | $ | (2,115,665 | ) | |||
| Adjustments to reconcile net (loss) income to net cash used in operating activities: | |||||||||
| Depreciation and amortization | 871,581 | 781,319 | |||||||
| Non-cash compensation charges | 728,340 | 364,645 | |||||||
| Loss (gain) on disposal of assets | (5,482 | ) | 18,605 | ||||||
| Sinking fund interest earned | (10,316 | ) | -- | ||||||
| Changes in operating assets and liabilities: | |||||||||
| Receivables from related party | 113,426 | 90,452 | |||||||
| Accounts payable and accrued expenses | (945,830 | ) | (1,651,491 | ) | |||||
| Unearned revenue | (1,550,000 | ) | 262,500 | ||||||
| Other assets and liabilities, net | 145,687 | (175,454 | ) | ||||||
| Net cash (used in) provided by operating activities | (7,685,350 | ) | (2,425,089 | ) | |||||
| Cash flows from investing activities: | |||||||||
| Purchases of property and equipment | (692,854 | ) | (690,962 | ) | |||||
| Purchases of investment securities | (27,963,178 | ) | (2,401,526 | ) | |||||
| Proceeds from sale of investment securities | 10,242,167 | 2,320,588 | |||||||
| Proceeds from sale of investment bond trust | -- | 1,423,066 | |||||||
| Proceeds from sale of assets | -- | 11,945 | |||||||
| Net cash provided by (used in) investing activities | (18,413,865 | ) | 663,111 | ||||||
| Cash flows from financing activities: | |||||||||
| Proceeds from issuance of common stock, net of issuance costs | 15,672 | 9,512 | |||||||
| Proceeds of shareholder notes | 79,704 | -- | |||||||
| Loan proceeds | -- | 93,263 | |||||||
| Payments under capital lease obligation | (17,076 | ) | (7,890 | ) | |||||
| Loan payments | (199,865 | ) | (170,946 | ) | |||||
| Bond sinking fund payments | (212,500 | ) | -- | ||||||
| Net cash used in financing activities | (334,065 | ) | (76,061 | ) | |||||
| (Decrease) increase in cash and cash equivalents | (26,433,280 | ) | (1,838,039 | ) | |||||
| Cash and cash equivalents at beginning of period | 33,623,689 | 8,470,353 | |||||||
| Cash and cash equivalents at end of period | $ | 7,190,409 | $ | 6,632,314 | |||||
| Supplemental disclosures of non-cash activities: | |||||||||
| Cash paid for interest | $ | 225,195 | $ | 227,011 | |||||
See accompanying notes to financial statements.
NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)
(1) Basis of Presentation
In the opinion of management, the accompanying unaudited financial statements contain all adjustments (consisting of only normal recurring accruals) necessary to present fairly GenVec’s (the “Company”) financial position as of June 30, 2001 and December 31, 2000, and the results of its operations and cash flows for the three-month and six-month periods ended June 30, 2001 and 2000. Certain reclassifications have been made to the prior period to conform to current presentation. It is recommended that these financial statements be read in conjunction with the financial statements and notes thereto in the Company's Annual Report on Form 10-K for the year ended December 31, 2000. Results for interim periods are not necessarily indicative of results for the entire year.
(2) Investments
The amortized cost, gross unrealized holding gains and fair value of available-for-sale securities by major security type at June 30, 2001 and December 31, 2000, are as follows:
| June 30, 2001 | ||||||||||
| Gross unrealized | ||||||||||
| Amortized Cost | holding gains | Fair Value | ||||||||
| Available-for-sale: | ||||||||||
| Asset backed securities | $ | 3,555,920 | $ | 33,559 | $ | 3,589,479 | ||||
| Government obligations | 8,225,481 | 38,909 | 8,264,390 | |||||||
| Corporate bonds | 18,706,723 | 208,494 | 18,915,217 | |||||||
| $ | 30,488,124 | $ | 280,962 | $ | 30,769,086 | |||||
| Classified as cash equivalents: | ||||||||||
| Commercial paper | $ | 8,126,176 | $ | - | $ | 8,126,176 | ||||
| December 31, 2000 | |||||||||||
| Gross unrealized | |||||||||||
| Amortized Cost | holding gains | Fair Value | |||||||||
| Available-for-sale: | |||||||||||
| Certificate of deposits | $ | 1,000,179 | $ | 78 | $ | 1,000,257 | |||||
| Asset backed securities | 1,499,919 | 3,831 | 1,503,750 | ||||||||
| Corporate bonds | 10,312,377 | 32,514 | 10,344,891 | ||||||||
| $ | 12,812,475 | $ | 36,423 | $ | 12,848,898 | ||||||
| Classified as cash equivalents: | |||||||||||
| Commercial paper | $ | 33,786,166 | $ | - | $ | 33,786,166 | |||||
Maturities of securities classified as available-for-sale were as follows at June 30, 2001:
| Amortized Cost | Fair Value | ||||||
| Available for sale: | |||||||
| Due within one year | $ | 9,985,199 | $ | 10,023,525 | |||
| Due after one year through five years | 20,502,925 | 20,745,561 | |||||
| $ | 30,488,124 | $ | 30,769,086 | ||||
(3) Derivative Instruments
In October 2000, the Company entered into an interest rate swap agreement to reduce its exposure to adverse fluctuations in interest rates related to the Company’s outstanding bond payable. The agreement entitles the Company, on a monthly basis, to receive a LIBOR-based floating rate of interest and pay a fixed rate of interest of 6.68 percent. The interest rate swap has a total notional amount of $5.0 million and extends through the life of the outstanding bond. The differential to be paid or received under the swap agreement is accrued as the interest rates change and is recognized over the life of the agreement.
The Company’s interest rate swap agreement is considered to be a hedge against changes in the amount of future cash flows associated with the interest payments of the Company’s variable rate debt obligation. Accordingly, the interest rate swap agreement is reflected at fair value in the Company’s balance sheet as of June 30, 2001, and the related losses on this contract is deferred in shareholders’ equity as a component of comprehensive income. These deferred losses are then amortized as an adjustment to interest expense over the same period in which the related interest payments being hedged are recognized in earnings. The net effect of this accounting on the Company’s operating results is that interest expense on the variable rate debt is generally recorded based on fixed interest rates. As a result of the swap agreement, interest expense increased by $27,401 and $38,210 in the three and six months ended June 30, 2001. Management has determined that the ineffectiveness of our hedge, resulting from differences in the methods of interest rate calculations specified in the bond and swap agreements, was not material in the three and six months ended June 30, 2001
The components of accumulated other comprehensive income (loss) were as follows:
| June 30, 2001 | December 31, 2000 | |||||
| Cumulative cash flow hedge adjustment | $ | (205,229 | ) | $ | - | |
| Unrealized gain on investments available-for-sale | 280,962 | 36,423 | ||||
| Accumulated other comprehensive income | $ | 75,733 | $ | 36,423 | ||
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
OVERVIEW
GenVec is focused on the development and commercialization of novel gene-based therapies that produce medically beneficial proteins at the site of disease. The Company combines its patented gene transfer technologies with proprietary therapeutic genes to create product candidates, such as BIOBYPASS® angiogen and GENSTENTÔ biologic, that address medical needs in the areas of cardiovascular disease, TNFeradeÔ for oncology and the PEDF program for ophthalmology.
To date, none of our proprietary or collaborative programs have resulted in a commercial product; therefore, we have not received any revenues or royalties from the sale of products by us or by our collaborators. We have funded our operations primarily through public and private placements of equity securities and payments under collaborative programs with other companies.
GenVec’s net loss was $3.8 million or ($0.21) per share on revenues of $2.0 million for the quarter ended June 30, 2001. This compares to net income of $220,000 or $0.11 per share on revenues of $5.1 million in the same period in the prior year. GenVec’s net loss was $7.0 million or ($0.39) per share on revenues of $4.1 million for the six months ended June 30, 2001. This compares to a loss of $2.1 million or ($1.19) in the same period of the prior year.
THREE MONTHS ENDED JUNE 30, 2001 AND 2000
REVENUES
Revenues for the three months ended June 30, 2001 were $2.0 million, a decrease of $3.2 million or 61 percent, compared to revenues of $5.2 million in the comparable quarter of 2000. This decrease in revenues was due primarily to the inclusion of a $2.0 million development milestone payment in the second quarter of 2000 and scheduled reductions in research and development support under the Company’s collaboration agreement with Pfizer, Inc. relating to the research, development and commercialization of BIOBYPASS® angiogen, which is now in Phase II trials for the treatment of coronary artery disease and peripheral vascular disease.
EXPENSES
Operating expenses were $6.2 million for the three months ended June 30, 2001, an increase of $1.1 million or 23 percent, compared to $5.1 million in the comparable quarter last year. Research and development expenses for the three months ended June 30, 2001 increased 16 percent to $4.0 million, from $3.5 million for the three months ended June 30, 2000. This increase was primarily related to the Company’s independent product development and research programs, partially offset by the anticipated decreases in research activity under the Pfizer collaboration.
General and administrative expenses increased 37 percent to $2.2 million for the three months ended June 30, 2001 compared to $1.6 million for the three months ended June 30, 2000. This increase was primarily attributed to higher levels of expenditures related to our new product development initiatives, including building and maintaining our intellectual property portfolio, higher non-cash compensation charges resulting from the amortization of the deferred compensation expense from stock options granted, new NASDAQ annual fees, SEC filing fees in connection with the registration of employee benefit plans and increased D&O insurance premiums incurred as a result of being a publicly traded entity.
Other income, net of expenses, increased 363 percent to $407,000 for the three months ended June 30, 2001 from $88,000 for the comparable quarter last year. This increase was due to increases in interest income as a result of investment of the proceeds from our initial public offering in December 2000.
SIX MONTHS ENDED JUNE 30, 2001 AND 2000
REVENUES
Revenues for the six months ended June 30, 2001 were $4.1 million, a decrease of $4.4 million or 52 percent, compared to revenues of $8.5 million in the comparable period of 2000. This decrease in revenues was due primarily to scheduled reductions in research and development support under the Company’s collaboration agreement with Pfizer, Inc. relating to the research, development and commercialization of BIOBYPASS® angiogen, which is now in Phase II trials for the treatment of coronary artery disease and peripheral vascular disease, and the inclusion of a $2.0 million development milestone payment in the second quarter of 2000.
EXPENSES
Operating expenses were $12.0 million for the six months ended June 30, 2001, an increase of $1.1 million or 11 percent, compared to $10.9 million in the comparable period last year. Research and development expenses for the six months ended June 30, 2001 increased 4 percent to $7.9 million, from $7.6 million for the six months ended June 30, 2000. This increase was primarily related to increases in the Company’s independent product development and research programs, partially offset by the anticipated decreases in research activity under the Pfizer collaboration.
General and administrative expenses increased 25 percent to $4.2 million for the six months ended June 30, 2001 compared to $3.3 million for the six months ended June 30, 2000. This increase was primarily attributed to higher levels of expenditures related to our new product development initiatives, including building and maintaining our intellectual property portfolio, higher non-cash compensation charges resulting from the amortization of the deferred compensation expense from stock options granted, new NASDAQ annual fees, SEC filing fees in connection with the registration of employee benefit plans and increased D&O insurance premiums incurred as a result of being a publicly traded entity.
Other income, net of expenses, increased 286 percent to $933,000 for the six months ended June 30, 2001 from $241,000 for the comparable period last year. This increase was due to increases in interest income as a result of investment of the proceeds from our initial public offering in December 2000.
LIQUIDITY AND CAPITAL RESOURCES
At June 30, 2001, working capital, representing primarily cash, cash equivalents and short-term investments, aggregated $15.8 million compared to $35.8 million at December 31, 2000. This decrease resulted primarily from the investment of net proceeds from our initial public offering in December 2000 into investment grade government agency notes, corporate bonds and certificates of deposit having maturities of less than five years. Also contributing to this decrease was the use of cash for general operating activities including purchases of property and equipment ($693,000) and repayment of debt obligations ($429,000).
We expect to incur additional losses over the next several years as we increase expenditures for research and development, including clinical trials, product development and preclinical studies, and administrative activities. Our liquidity and capital resources will depend upon, among other things, the level of our research, development, clinical, regulatory and marketing expenses and funding from collaborations.
The funded research phase of our collaboration with Pfizer for BIOBYPASS® angiogen concluded at the end of the current funding period in July 2001. Without the consummation of additional collaboration agreements, revenues from ongoing research and development support will decrease substantially. Under the collaboration agreement, Pfizer is responsible for the clinical development, regulatory approval, manufacturing and commercialization of BIOBYPASS® angiogen throughout the world, excluding Asia. To achieve profitability, we, alone or with others, must successfully develop and commercialize our technologies and products, conduct pre-clinical studies and clinical trials, obtain required regulatory approvals and successfully manufacture, introduce and market such technologies and products. The ability and time required to reach profitability is uncertain.
As of June 30, 2001, we held $38.0 million in cash and investments. We believe that our cash reserves and anticipated cash flow from our current corporate collaborations will be sufficient to support our operations through mid 2003. We expect that significant additional financing will be required in the future, which we may seek to raise through public or private equity offerings, debt financing, additional strategic alliances and licensing arrangements or some combination of these financing alternatives.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The primary objective of our investment activities is to preserve our capital until it is required to fund operations while at the same time maximizing the income we receive from our investments without significantly increasing risk.
Our cash flow and earnings are subject to fluctuations due to changes in interest rates in our investment portfolio. We maintain a portfolio of various issuers, types and maturities. These securities are classified as available-for-sale and, consequently, are recorded on the balance sheet at fair value with unrealized gains or losses reported as a component of accumulated other comprehensive income (loss) included in stockholders’ equity.
For additional disclosure of market risks refer to note 2(g) to the financial statements contained in our annual report on Form 10-K for the year ended December 31, 2000.
We have addressed our exposure to market risk of changes in interest rates through the use of derivative financial instruments. We maintain an interest rate swap agreement to mitigate the risk of changes in interest rates on our variable debt. See note (3) to the interim financial statements for additional information regarding our derivative instruments.
Not applicable.
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
| Since completion of the public offering in December 2000, the net offering proceeds have been invested in cash equivalents and short and long-term investments. The cash equivalents consist of commercial paper having maturities of less than one year. Our investment portfolio consists of investment grade government agency notes, corporate bonds and certificates of deposit having maturities of less than five years. |
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Not applicable.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
| On June 12, 2001, we held the Annual Meeting of Stockholders for the purposes of electing two directors, amending our 2000 Director Option Plan to increase the aggregate number of shares available under the plan and to increase the number of options awarded to directors at the time they first become a board member and ratifying KPMG LLP as our independent accountants for fiscal year 2001. At the meeting, stockholders voted and approved the following matters by the votes indicated: |
| FOR | AGAINST | ABSTAIN | |||||
| Election of Directors: | |||||||
| Hal S. Broderson | 12,841,512 | 793 | -- | ||||
| Harry T. Rein | 12,841,512 | 793 | -- | ||||
| Amended and Restated 2000 Director Option Plan | 12,709,819 | 13,763 | 118,723 | ||||
| Election of Independent Accountants | 12,839,045 | 1,610 | 1,650 | ||||
| Directors elected to serve a three-year term or until the election and qualification of a successor: | ||
| Hal S. Broderson | Harry T. Rein | |
| Continuing Directors whose terms expire in 2002: | ||
| Gregory F. Zaic | Wendell Wierenga | |
| Continuing Directors whose terms expire in 2003: | ||
| Herbert J. Conrad | Wayne Hockmeyer, Ph.D. | Paul H. Fischer, Ph.D. |
Not applicable.
| ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K | ||||
| (a) | Exhibits | |||
| Not applicable. | ||||
| (b) | Reports on Form 8-K | |||
| Not applicable. | ||||
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.
| GENVEC, INC. | ||||
| (Registrant) | ||||
| Date: | August 13, 2001 | /s/ | Paul H. Fischer | |
| Paul H. Fischer, Ph.D. | ||||
| Director, President and | ||||
| Chief Executive Officer | ||||
| Date: | August 13, 2001 | /s/ | Jeffrey W. Church | |
| Jeffrey W. Church | ||||
| Chief Financial Officer, Treasurer and | ||||
| Secretary | ||||
| (Principal Financial and Accounting Officer) |
