FORM 10-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 September 30, 2000 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: 000-28347 TULARIK INC. (Exact name of Registrant as specified in its charter) Delaware 94-3148800 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) Two Corporate Drive South San Francisco, California 94080 (Address of principal executive offices) (Zip code) (650) 825-7000 (Registrant's telephone number including area code) 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 X No ____ As of September 30, 2000, 48,086,399 shares of the registrant's common stock were outstanding. TULARIK INC. INDEX Page No. -------- PART I. FINANCIAL INFORMATION...........................................................................................3 Item 1. Financial Statements........................................................................................3 Consolidated Balance Sheets.........................................................................................3 Consolidated Statements of Operations...............................................................................4 Consolidated Statements of Cash Flows...............................................................................5 Notes to Consolidated Financial Statements..........................................................................6 Item 2. Management's Discussion and Analysis of Financial Condition and Results Of Operations.........................8 Item 3. Quantitative and Qualitative Disclosures about Market Risk...................................................11 Part II. OTHER INFORMATION.............................................................................................11 Item 5. Other Information..........................................................................................11 Item 6. Exhibits and Reports on Form 8-K.............................................................................12 (a) Exhibits.......................................................................................................12 (b) Reports on Form 8-K............................................................................................12 Signatures...........................................................................................................12 2 PART I. FINANCIAL INFORMATION Item 1. Financial Statements TULARIK INC. Consolidated Balance Sheets (In thousands, except share data) September 30, December 31, ASSETS 2000 1999 (1) ----------------- ---------------- (unaudited) Current assets: Cash and cash equivalents $ 125,009 $ 95,269 Marketable securities 136,314 107,760 Prepaid expenses and other current assets 4,353 3,103 ----------------- ---------------- Total current assets 265,676 206,132 Property and equipment, net 18,030 15,434 Non-current marketable securities 23,916 - Restricted investments 2,003 4,000 Other assets 28,650 4,872 ----------------- ---------------- Total assets $ 338,275 $ 230,438 ================= ================ LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 1,854 $ 807 Accrued compensation and related liabilities 2,174 1,769 Accrued liabilities 4,723 2,724 Current portion of long-term debt and capital lease obligations 5,731 5,052 Deferred revenue 22,959 11,227 ----------------- ---------------- Total current liabilities 37,441 21,579 Long-term debt and capital lease obligations, non-current 9,575 10,097 Other non-current liabilities 21,413 1,193 Commitments Stockholders' equity: Convertible preferred stock; $.001 par value; 5,000,000 shares authorized; none issued and outstanding - - Common stock; $.001 par value; 145,000,000 shares authorized; issued and outstanding 48,086,399 and 44,835,844, respectively 48 45 Additional paid-in capital 371,590 291,114 Notes receivable from stockholders (1,285) (1,609) Deferred compensation, net (2,728) (4,586) Accumulated other comprehensive income 23,513 - Accumulated deficit (121,292) (87,395) ----------------- ---------------- Total stockholders' equity 269,846 197,569 ----------------- ---------------- Total liabilities and stockholders' equity $ 338,275 $ 230,438 ================= ================ The accompanying notes are an integral part of these consolidated financial statements. (1) The balance sheet at December 31, 1999 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. 3 TULARIK INC. Consolidated Statements of Operations (In thousands, except share and per share data) Three months ended Nine months ended September 30, September 30, 2000 1999 2000 1999 (unaudited) (unaudited) (unaudited) (unaudited) Revenue: Collaborative research and development $ 7,144 $ 5,863 $ 18,644 $17,856 Operating expenses: Research and development 15,936 13,904 45,383 34,855 General and administrative 2,091 1,255 6,626 3,903 Amortization of deferred stock compensation 490 880 1,863 1,720 Charge for acceleration of stock and option vesting - - 5,396 - --------------- -------------- --------------- -------------- 18,517 16,039 59,268 40,478 --------------- -------------- --------------- -------------- Loss from operations (11,373) (10,176) (40,624) (22,622) Interest income 5,027 1,334 12,625 4,338 Interest expense (406) (233) (1,098) (670) --------------- -------------- --------------- -------------- Loss before the cumulative effect of a change in accounting principle (6,752) (9,075) (29,097) (18,954) Cumulative effect of a change in accounting principle - - (4,800) - --------------- -------------- --------------- -------------- Net loss $(6,752) $(9,075) $ (33,897) $ (18,954) =============== ============== =============== ============== BASIC AND DILUTED AMOUNTS PER SHARE: Loss before cumulative effect of a change in accounting principle $ (0.14) $ (1.16) $ (0.63) $ (2.57) =============== ============== =============== ============== Cumulative effect of a change in accounting principle - - $ (0.10) - =============== ============== =============== ============== Net loss $ (0.14) $ (1.16) $ (0.73) $ (2.57) =============== ============== =============== ============== Weighted average shares used in computing basic and diluted net loss per share 47,622,581 7,812,843 46,516,258 7,387,943 =============== ============== =============== ============== The accompanying notes are an integral part of these consolidated financial statements. 4 TULARIK INC. Consolidated Statements of Cash Flows (In thousands) For the nine months ended September 30, 2000 1999 ----------------- ---------------- (unaudited) (unaudited) CASH FLOWS FROM OPERATING ACTIVITIES: Net Loss $ (33,897) $ (18,954) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation and amortization 3,560 2,731 Amortization of deferred stock compensation 1,863 1,720 Noncash stock compensation 6,534 515 Changes in assets and liabilities: Other assets 835 (1,663) Accounts payable and accrued liabilities 3,558 1,762 Deferred revenue 31,845 2,312 ----------------- ---------------- Net cash provided by (used in) operating activities 14,298 (11,577) ----------------- ---------------- CASH FLOWS FROM INVESTING ACTIVITIES: Maturities of marketable securities 264,977 74,699 Purchases of marketable securities (317,800) (99,689) Acquisition of property and equipment (6,156) (8,531) ----------------- ---------------- Net cash used in investing activities (58,979) (33,521) ----------------- ---------------- CASH FLOWS FROM FINANCING ACTIVITIES: Payments of long-term obligations (4,029) (2,495) Proceeds from issuance of long-term obligations 4,186 10,087 Proceeds from notes receivable from stockholders 324 - Proceeds from issuances of common stock, net 73,940 1,377 ----------------- ---------------- Net cash provided by financing activities 74,421 8,969 ----------------- ---------------- Net increase (decrease) in cash and cash equivalents 29,740 (36,129) Cash at the beginning of the period 95,269 53,398 ----------------- ---------------- Cash at the end of the period $ 125,009 $ 17,269 ================= ================ The accompanying notes are an integral part of these consolidated financial statements. 5 TULARIK INC. Notes to Consolidated Financial Statements (unaudited) Basis of Presentation The unaudited consolidated financial statements of Tularik Inc.("Tularik" or the "Company") reflect, in the opinion of management, all adjustments, consisting only of normal and recurring adjustments, necessary to present fairly the Company's consolidated financial position at September 30, 2000 and the Company's consolidated results of operations for the three-month and nine-month periods ended September 30, 2000 and 1999. Interim-period results are not necessarily indicative of results of operations or cash flows for a full-year period. The year-end balance sheet data were derived from audited financial statements, but do not include all disclosures required by generally accepted accounting principles. These financial statements and the notes accompanying them should be read in conjunction with the Company's annual report on Form 10-K for the year ended December 31, 1999. Stockholders are encouraged to review the Form 10-K for a broader discussion of the Company's business and the opportunities and risks inherent in the Company's business. Copies of the Form 10-K are available from the Company on request. Revenue Recognition Collaborative research and development agreements provide for periodic payments in support of the Company's research activities. Collaboration revenue is recognized as earned based on actual costs incurred or as milestones are achieved. Research support payments received in advance of work performed are recorded as deferred revenue. The Company previously recognized nonrefundable technology access fees as revenue when received and when all contractual obligations of the Company relating to the fees had been fulfilled. As reported in Form 10-Q for the first quarter of 2000 and effective January 1, 2000, the Company changed its method of accounting for nonrefundable technology access fees to recognize such fees over the term of the related research collaboration agreement. The Company believes that the change in accounting principle is preferable based on guidance provided in the Securities and Exchange Commission's Staff Accounting Bulletin No. 101 REVENUE RECOGNITION IN FINANCIAL STATEMENTS. The $4.8 million cumulative effect of a change in accounting principle was reported as a charge in the quarter ended March 31, 2000 and is reflected as a charge for the nine months ended September 30, 2000. The cumulative effect was initially recorded as deferred revenue that will be recognized as revenue over the remaining contractual terms of the collaborative research and development agreements. For the nine months ended September 30, 2000, the impact of the change in accounting principle was to increase net loss by $3.6 million, or $0.08 per share, comprised of the $4.8 million cumulative effect of the change as described above ($0.10 per share), net of the $1.2 million of the related deferred revenue that was recognized as revenue during the nine-month period ($0.02 per share). For the three months ended September 30, 2000, the impact of the change in accounting principle was to decrease net loss by $0.4 million, or $0.01 per share. The remainder of the related deferred revenue will be recognized in revenue approximately as follows: $0.4 million in the fourth quarter of 2000, $1.6 million in 2001, $1.1 million in 2002, and $0.5 million in 2003. Had the change in accounting principle been adopted as of January 1, 1999, income for the three and nine months ended September 30, 1999 would have increased respectively by $0.4 and $1.2 million, or $0.05 and $0.16 per diluted share of common stock. Reclassifications Certain financial statement items have been reclassified to conform to the current quarter's format. These reclassifications had no impact on previously reported net losses. 6 Net Loss Per Share The following table sets forth the computation of the Company's basic and diluted net loss per share (in thousands, except per share amounts): Three months ended Nine months ended September 30, September 30, 2000 1999 2000 1999 ----------- ----------- ------------ ------------- Numerator: Net loss $(6,752) $ (9,075) $ (33,897) $ (18,954) =========== =========== ============ ============= Denominator: Weighted average shares of common stock outstanding 47,997 7,985 47,001 7,856 Less: weighted average shares subject to (374) (172) (485) (468) repurchase ----------- ----------- ------------ ------------- Weighted average shares used in computing basic and diluted net loss per share 47,623 7,813 46,516 7,388 =========== =========== ============ ============= Basic and diluted net loss per share $(0.14) $(1.16) $ (0.73) $ (2.57) =========== =========== ============ ============= Outstanding options and warrants to purchase in aggregate 5,563,132 shares of common stock at September 30, 2000 and 6,971,056 shares of common stock at September 30, 1999 were excluded from diluted earnings calculations for the periods ended September 30, 2000 and 1999, respectively, because inclusion of options and warrants would have an anti-dilutive effect on losses in these periods. At September 30, 2000, 335,039 shares of common stock were subject to repurchase. Comprehensive Income Comprehensive income is comprised of net loss and other comprehensive income. Other comprehensive income includes certain changes in equity that are excluded from net loss. Specifically, unrealized holding gains and losses on Tularik's equity investments, which were reported separately in stockholders' equity, are included in accumulated other comprehensive income. Comprehensive income (loss) and its components for the three- and nine-month periods ended September 30, 2000 and 1999 are as follows (in thousands): Three months ended Nine months ended September 30, September 30, 2000 1999 2000 1999 ----------- ----------- ------------- ------------- Net loss $(6,752) $(9,075) $(33,897) $(18,954) Change in unrealized gain on equity investments 23,513 - 23,513 - ----------- ----------- ------------- ------------- Comprehensive income (loss) $ 16,761 $(9,075) $(10,384) $(18,954) =========== =========== ============= ============= Recent Pronouncements In July 1999, the Financial Accounting Standards Board, or FASB, announced the delay of the effective date of Statement of Financial Accounting Standards 133, or FAS 133, "Accounting for Derivative Instruments and Hedging Activities," for one year, to the first quarter of 2001. Also, in June 2000, the FASB issued FAS 138, "Accounting for Certain Derivative Instruments and Certain Hedging Activities." FAS 133 as amended by FAS 138 is intended to be comprehensive guidance on accounting for derivatives and hedging activities. It requires companies to recognize all derivatives as either assets or liabilities on the balance sheet and measure those instruments at fair value. Gains or losses resulting from changes in the values of those derivatives would be accounted for depending on the use of the derivative and whether it qualifies for hedge accounting under FAS 133 and 138. The impact of FAS 133 and 138 on our financial position and results of operations is not expected to be material. On March 31, 2000, the FASB issued Interpretation No. 44, "Accounting for Certain Transactions involving Stock Compensation," which provides guidance on 7 several implementation issues related to Accounting Principles Board Opinion No. 25. The most significant of which are clarification of the definition of employee for purposes of applying Opinion 25 and the accounting for options that have been repriced. Under the interpretation, the employer-employee relationship would be based on case law and Internal Revenue Service regulations. The FASB granted an exception to this definition for outside directors. Under the interpretation, a modification that reduces the exercise price of a fixed stock option award, commonly referred to as repricing, effectively changes the terms of the award to a variable award subject to compensation expense. We currently do not have any options that have been repriced. The impact of the interpretation on our financial position and results of operations is not material. In June 2000, the Securities and Exchange Commission delayed the implementation date of Staff Accounting Bulletin No. 101, or SAB 101, "Revenue Recognition in Financial Statements," until no later than the fourth quarter of 2000. SAB 101 provides guidance on applying generally accepted accounting principles to revenue recognition issues in financial statements. We adopted SAB 101 in the first quarter of 2000. Item 2. Management's Discussion and Analysis of Financial Condition and Results Of Operations This discussion and analysis should be read in conjunction with our financial statements and accompanying notes included in this report and our 1999 financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 1999. Operating results are not necessarily indicative of results that may occur in future periods. Some statements contained in this Quarterly Report on Form 10-Q are forward-looking statements concerning the Company's operations, economic performance and financial condition. Forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, are included, for example, in the discussions about: . the Company's strategy; . the progress of the Company's research programs, including its clinical testing; . sufficiency of the Company's cash resources; . revenues from existing and new collaborations; . product development; . the Company's research and development and other expenses; and . the Company's operational and legal risks. These statements involve risks and uncertainties. Actual results may differ materially from those expressed or implied in those statements. Factors that could cause these differences include, but are not limited to, those discussed below, including under "Liquidity and Capital Resources" and "Risk Factors," and in the Company's Annual Report on Form 10-K for the year ended December 31, 1999, including under "Business--Risk Factors." Company Overview Tularik is engaged in the discovery and development of a broad range of novel and superior orally available drugs based on gene regulation. Tularik programs address cancer, CMV disease, diabetes, obesity, inflammation, immune disorders, lipid disorders and bacterial diseases, and a class of targets known as orphan nuclear receptors. Tularik has established strategic partnerships with Japan Tobacco Inc., Roche Bioscience and Knoll AG. Operating Results For the three months ended September 30, 2000, Tularik incurred a net loss of $6.8 million, compared to a net loss of $9.1 million for the same period in 1999. For the nine months ended September 30, 2000, Tularik incurred a net loss of $33.9 million, compared to a net loss of $19.0 million for the same period in 1999. Included in the loss for the nine months ended September 30, 2000 were non-cash charges of $4.8 million related to the cumulative effect of a change in accounting principle (see notes to the financial statements) and $5.4 million for 8 the acceleration of vesting of certain options and restricted stock. 1999 earnings per diluted share amounts do not reflect preferred stock that converted to common stock at the initial public offering in December 1999. Revenues from collaborative research and development for the three and nine months ended September 30, 2000 were $7.1 and $18.6 million, respectively, compared to 1999 three and nine month revenues of $5.9 and $17.9 million, respectively. Revenue primarily included research payments from Japan Tobacco in obesity, orphan nuclear receptors and metabolic diseases, Roche in inflammation and Knoll AG in obesity. Total operating expenses for the quarters ended September 30, 2000 and 1999 were $18.5 and $16.0 million, respectively. Total operating expenses for the nine months ended September 30, 2000 were $59.3 million, excluding the effect of a non-cash charge of $5.4 million related to the acceleration of vesting of certain options and restricted stock, as compared with $40.5 million for the same period in 1999. Total research and development expenses for the three months and nine months ended September 30, 2000 increased to $15.9 and $45.4 million, respectively, from $13.9 and $34.9 million for the same periods in 1999. The increase in the first nine months of 2000 compared to the first nine months of 1999 was due primarily to a greater number of ongoing preclinical and clinical studies, and the manufacturing costs for Tularik's three anti-cancer drug candidates T67, T607 and T64. In addition, new research in metabolic diseases contributed to higher research and development costs in the third quarter of 2000 compared to the third quarter of 1999. Total general and administrative expenses for the three months ended September 30, 2000 increased to $2.1 million from $1.3 million for the same period in 1999, primarily due to non-cash, stock-based consultant compensation, higher international patent legal expenses and the increased costs associated with operating as a publicly traded company. Total general and administrative expenses for the nine months ended September 30, 2000 increased to $6.6 million from $3.9 million for the same period in 1999. Interest income increased to $5.0 million in the quarter ended September 30, 2000 from $1.4 million in the comparable quarter of 1999, and to $12.6 million in the nine months ended September 30, 2000 from $4.3 million in the comparable period of 1999. These increases were principally due to the Company's higher cash, cash equivalent and investment balances during the 2000 periods as a result of investing net proceeds of approximately $104.7 and $71.3 million from the Company's December 1999 and March 2000 public offerings. Liquidity and Capital Resources Since inception, the Company's primary sources of funds have been the sale of equity securities, non-equity payments from collaborators and interest income. Combined cash, cash equivalents and investments (both current and non-current) totaled $285.2 million at September 30, 2000, an increase of $82.2 million from December 31, 1999. The increase was due to proceeds of approximately $73.9 million from the issuance of common stock, $14.3 million of net cash from operations, $4.2 million of cash from issuance of debt offset by $6.2 million in capital expenditures and $4.0 million in repayment of debt. The average maturity of available-for-sale securities is approximately 211 days. The Company believes that existing cash and investment securities and anticipated cash flow from existing collaborations will be sufficient to support the Company's current operating plan through the end of 2003. The Company's forecast of the period of time through which financial resources will be adequate to support the Company's operations is a forward-looking statement that involves risks and uncertainties, and actual results could vary as a result of a number of factors. The Company has based this estimate on assumptions that may prove to be wrong. The Company's future capital requirements will depend on many factors, including: - - the progress of the Company's research activities; - - the number and scope of the Company's research programs; 9 - - the progress of the Company's pre-clinical and clinical development activities; - - the progress of the development efforts of the Company's collaborators; - - the Company's ability to establish and maintain current and new collaboration and licensing arrangements; - - the Company's ability to achieve milestones and receive funding under collaboration arrangements; - - the costs involved in enforcing patent claims and other intellectual property rights; - - the costs and timing of regulatory approvals; and - - the costs of establishing sales, marketing and distribution capabilities. Future capital requirements will also depend on the extent to which the Company acquires or invests in businesses, products and technologies. Until the Company can generate sufficient levels of cash from the Company's operations, which the Company does not expect to achieve for at least several years, the Company expects to finance future cash needs through the sale of equity securities, strategic collaborations and debt financing as well as interest income earned on cash balances. The Company cannot assure stockholders that additional financing or collaboration and licensing arrangements will be available when needed or that, if available, this financing will be obtained on terms favorable to the Company or the Company's stockholders. Insufficient funds may require the Company to delay, scale back or eliminate some or all of the Company's research or development programs, to lose rights under existing licenses or to relinquish greater or all rights to product candidates at an earlier stage of development or on less favorable terms than the Company would otherwise choose or may adversely affect the Company's ability to operate as a going concern. If additional funds are raised by issuing equity securities, substantial dilution to existing stockholders may result. The Company's cash and investments policy emphasizes liquidity and preservation of principal over other portfolio considerations. The Company selects investments that maximize interest income to the extent possible given these two constraints. The Company satisfies its liquidity requirements by investing excess cash in securities with different maturities to match projected cash needs and limit concentration of credit risk by diversifying the Company's investments among a variety of high credit-quality issuers. Risk Factors An investment in the Company's common stock is risky. Investors should carefully consider the following risks, as well as further description and discussion of these risks contained in the "Business--Risk Factors" section of the Company's Annual Report on Form 10-K for the year ended December 31, 1999, which description and discussion is incorporated herein by reference: If the Company continues to incur operating losses for a period longer than anticipated, the Company may be unable to continue operations; because the Company's products are in an early stage of development, there is a high risk of failure; the progress and results of the Company's animal and human testing are uncertain; because the Company must obtain regulatory approval to market its products in the United States and foreign jurisdictions, the Company cannot predict whether or when it will be permitted to commercialize its products; failure to attract, retain and motivate skilled personnel and cultivate key academic collaborations will delay the Company's important product development programs and its research and development efforts; the drug discovery methods that the Company employs are relatively new and may not lead to the development of drugs; if the Company cannot maintain its current corporate collaborations and enter into new corporate collaborations, its product development could be delayed; if the Company does not realize value from its retained commercialization rights, the Company may not achieve its commercial objectives; if the Company's competitors develop and market products that are more effective than the Company's own products, the Company's commercial opportunity will be reduced or eliminated; because it is difficult and costly to protect its proprietary rights, the Company cannot ensure their protection; if the Company is unable to contract with third parties to manufacture its products in sufficient quantities and at an acceptable cost, the Company may be unable to meet demand for its products and lose potential revenues; if the Company is unable to create sales, marketing and distribution capabilities or enter into agreements with third parties to perform these 10 functions, the Company will not be able to commercialize products; the Company's ability to generate revenues will be diminished if it fails to obtain acceptable prices or an adequate level of reimbursement for its products from third-party payors; if conflicts arise between the Company's collaborators, advisors or directors and the Company, they may act in their self-interest, which may be adverse to the investors' best interests; if the Company fails to obtain the capital necessary to fund its operations, it will be unable to successfully develop products; if product liability lawsuits are successfully brought against the Company, the Company may incur substantial liabilities and may be required to limit commercialization of its products; and if the Company uses biological and hazardous materials in a manner that causes injury or violates the law, the Company may be liable for damages. If any of the foregoing or other risks actually occur, the Company's business could be harmed. In that case, the trading price of the Company's common stock could decline, and investors might lose all or part of their investment. The risks and uncertainties described above are not the only ones facing the Company. Additional risks and uncertainties not presently known to the Company, or that the Company currently sees as immaterial, may also harm the Company's business. If any of these additional risks or uncertainties occur, the trading price of the Company's common stock could decline, and investors might lose all or part of their investment. Item 3. Quantitative and Qualitative Disclosures about Market Risk The Company's exposure to market risk is principally limited to its cash equivalents and investments that have maturities of less than two years. The Company maintains a non-trading investment portfolio of investment grade, liquid debt securities that limits the amount of credit exposure to any one issue, issuer or type of instrument. The securities in the Company's investment portfolio are not leveraged, are classified as available-for-sale and are therefore subject to interest rate risk. The Company currently does not hedge interest rate exposure. Part II. OTHER INFORMATION Item 5. Other Information Clinical Trial Update The Company currently has three drug candidates in its cancer program that are undergoing clinical testing. Tularik is testing one of its anti-cancer drug candidates, T67, in a phase I/II study in patients with hepatocellular carcinoma and recently initiated phase II studies in patients with non-small cell lung cancer and breast cancer. Tularik anticipates enrolling patients in 2 additional phase II studies of T67 in glioma (brain cancer) and colon cancer in the fourth quarter of 2000. The T67 studies are being conducted in the US, the United Kingdom (UK), Hong Kong and Taiwan. Tularik's second anti-cancer drug candidate, T607, is currently in phase I clinical trials in the US, the UK and Canada. Tularik's third anti-cancer drug candidate, T64, is currently in phase II clinical trials in patients with head and neck cancer, soft tissue sarcoma and melanoma. In addition, T64 is in phase I combination trials with anti-cancer agents gemcitabine, doxorubicin and paclitaxel. Tularik expects to initiate breast cancer and non-small cell lung cancer phase II studies with T64, as well as 2 additional phase I combination studies with T64, in the fourth quarter of 2000. The T64 studies are being conducted in the US, the UK, the Netherlands and Australia. Tularik has also initiated a phase I study in the UK for its oral anti-cytomegalovirus drug candidate, T611. Cytomegalovirus is a ubiquitous herpes virus that causes disease in immunocompromised patients. Tularik expects to initiate phase I multiple dose studies in healthy volunteers before the end of 2000. 11 Item 6. Exhibits and Reports on Form 8-K (a) Exhibits EXHIBIT NUMBER 3.1.1# Amended and Restated Certificate of Incorporation of Registrant 3.2+ Amended and Restated Bylaws of Registrant 27 Financial data schedule # Filed as an exhibit to the registrant's Form 10-Q for the quarter ended March 31, 2000, and incorporated herein by reference + Filed as an exhibit to the registrant's Registration Statement on Form S-1 No. 333-89177, and incorporated herein by reference (b) Reports on Form 8-K None. 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. TULARIK INC. November 7, 2000 by: /s/ David V. Goeddel ------------------------------------ David V. Goeddel Chief Executive Officer November 7, 2000 by: /s/ Corinne H. Lyle ------------------------------------ Corinne H. Lyle Chief Financial Officer 12