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GAAP vs. Non-GAAP Q2 2006

GENENTECH, INC.
CONSOLIDATED STATEMENTS OF INCOME
(In millions, except per share amounts)
(Unaudited)

Three Months
Ended June 30,
  Six Months
Ended June 30,

2006   2005   2006   2005

Revenues:
  Product sales $   1,810   $    1,274   $   3,454   $    2,460
  Royalties 316   200   602   432
  Contract revenue 73   53   129   96
Total operating revenues
2,199
 
1,527
 
4,185
 
2,988
               
Costs and expenses:
  Cost of sales 284   274   546   530
  Research and development (includes employee stock-based compensation expense under FAS 123R: three months–2006–$34; 2005–$0; six months–2006–$67; 2005–$0) 390   278   764   521
  Marketing, general and administrative (includes employee stock-based compensation expense under FAS 123R: three months–2006–$41; 2005–$0; six months–2006–$82; 2005–$0) 471   352   912   663
  Collaboration profit sharing 259   199   485   375
  Recurring charges related to redemption 26   34   52   69
  Special items: litigation-related 14   20   27   31
Total costs and expenses
1,444
 
1,157
 
2,786
 
2,189
               
Operating income 755   370   1,399   799
               
Other income (expense):
  Interest and other income, net(1) 121   35   174   55
  Interest expense (18)   (4)   (37)   (7)
Total other income, net
103
 
31
 
137
 
48
               
Income before taxes 858   401   1,536   847
Income tax provision 327   105   584   267
Net income
$     531
 
$     296
 
$     952
 
$     580
               
Earnings per share:
  Basic $     0.50   $     0.28   $     0.90   $     0.55
  Diluted $     0.49   $     0.27   $     0.89   $     0.54
               
Weighted average shares used to compute earnings per share:
  Basic 1,053   1,058   1,054   1,052
  Diluted 1,073   1,084   1,074   1,077

The values shown above are exact, which may lead to the appearance of rounding errors.

(1) "Interest and other income, net" includes interest income, net realized gains from the sale of certain biotechnology equity securities and write-downs for other-than-temporary impairments in the fair value of certain biotechnology debt and equity securities. For further detail, refer to our web site at www.gene.com.

Net income in the three and six months ended June 30, 2006 includes employee stock-based compensation expense of $47 million and $95 million, net of tax, respectively, due to our adoption of Statement of Financial Accounting Standards No. 123(R) (or "FAS 123R") on a modified prospective basis on January 1, 2006. No employee stock-based compensation expense was recognized in GAAP-reported amounts in any period prior to January 1, 2006. Based on the pro forma application of FAS 123 for the calculation of employee stock-based compensation prior to January 1, 2006 (as previously disclosed in our financial statement footnotes of our Form 10-Q for the quarter ended June 30, 2005), pro forma employee stock-based compensation expense in the second quarter of 2005 was $41 million, net of tax, (or $0.04 per diluted share), and the resulting pro forma GAAP net income was $255 million (or $0.23 per diluted share), and pro forma employee stock-based compensation expense in the six months ended June 30, 2005 was $81 million, net of tax, (or $0.09 per diluted share), and the resulting net income was $499 million (or $0.45 per diluted share).

GENENTECH, INC.
RECONCILIATION OF GAAP to NON-GAAP NET INCOME
(In millions, except per share amounts)
(Unaudited)

Three Months
Ended June 30,
  Six Months
Ended June 30,

2006   2005   2006   2005

GAAP net income $     531   $     296   $     952   $     580
               
Employee stock-based compensation expense under FAS 123R(1) included in the following operating expenses:              
  Research and development 34   -   67   -
  Marketing, general and administrative 41   -   82   -
Recurring charges related to redemption(2) 26   34   52   69
Special items: litigation-related(3) 14   20   27   31
Income tax effect(4) (44)   (21)   (87)   (40)
Non-GAAP net income
$     602
 
$     329
 
$     1,093
 
$     640
               
Non-GAAP earnings per share:
  Diluted $     0.56   $     0.30   $     1.02   $     0.59
               
Non-GAAP weighted average shares used to compute earnings per share(5):
  Diluted 1,074   1,084   1,075   1,077

The values shown above are exact, which may lead to the appearance of rounding errors.

(1) Represents employee stock-based compensation expense associated with Genentech's adoption of FAS 123R on January 1, 2006. In the three and six months ended June 30, 2006, the employee stock-based compensation expense was allocated to the research and development and marketing, general and administrative expense lines in the income statement.

(2) Represents the amortization of other intangible assets related to the 1999 redemption of Genentech's Special Common Stock.

(3) Includes accrued interest and bond costs in the second quarters and first six months of 2006 and 2005 related to the City of Hope trial judgment and amounts paid in the second quarter of 2005 related to a litigation settlement, net of amounts received in the first quarter of 2005 on a separate litigation matter.

(4) Reflects the income tax benefit on employee stock-based compensation expense under FAS 123R, recurring charges related to redemption, and litigation-related special items.

(5) Weighted average shares used to compute non-GAAP diluted earnings per share were computed exclusive of the methodology used to determine dilutive securities under FAS 123R.

2006 Reconciliation of GAAP and Non-GAAP EPS
Our 2006 non-GAAP EPS estimate does not include: (i) recurring amortization charges related to the 1999 redemption of our stock by Roche, which are estimated to be approximately $63 million net of tax in 2006, (ii) litigation-related special items for accrued interest and associated bond costs on the City of Hope judgment and net amounts paid on other litigation settlements, which are currently estimated to be approximately $32 million net of tax in 2006, and (iii) employee stock-based compensation expense associated with our adoption of FAS 123R on January 1, 2006, which we expect the net of tax diluted EPS impact to be in the range of $0.15 to $0.17 per share for 2006.

Our 2006 GAAP EPS would include the items listed above as well as any other potential special charges related to existing or future litigation or its resolution, or changes in accounting principles, all of which may be significant. The statements regarding the amounts relating to the 1999 Roche redemption of our stock, litigation-related special items and employee stock-based compensation expense are forward-looking and such statements are predictions and involve risks and uncertainties such that actual results may differ materially. The amounts identified above could be affected by a number of factors, including a re-valuation of certain intangible assets, greater than expected litigation-related costs, the number of options granted to employees, our stock price and certain valuation assumptions concerning our stock. We disclaim, and do not undertake, any obligation to update or revise any of these forward-looking statements.

GENENTECH, INC.
SELECTED CONSOLIDATED FINANCIAL DATA
(In millions)
(Unaudited)
June 30,
2006
  December 31,
2005

Selected consolidated balance sheet data:
Cash, cash equivalents and short-term investments $        2,193   $        2,365
Accounts receivable - product sales, net 663   554
Accounts receivable - royalties, net 386   297
Accounts receivable - other, net(1) 177   199
Inventories 909   703
Long-term marketable debt and equity securities 1,734   1,449
Property, plant and equipment, net 3,760   3,349
Goodwill 1,315   1,315
Other intangible assets 523   574
Other long-term assets(1) 1,241   1,074
Total assets 13,184   12,147
Total current liabilities 1,779   1,660
Long-term debt(2) 2,132   2,083
Total liabilities 4,904   4,677
Total stockholders' equity 8,280   7,470
       
       
  Six Months Ended June 30,
2006   2005

Selected consolidated cash flow data:
Capital expenditures(2) $          538   $           730
       
Total GAAP(3) depreciation and amortization expense 199   181
  Less: redemption related amortization expense(4) (52)   (69)
Non-GAAP(5) depreciation and amortization expense
$            147
 
$           112

(1) Certain reclassifications have been made at December 31, 2005 to conform to the presentation at June 30, 2006.

(2) Capital expenditures exclude approximately $61 million at June 30, 2006 and $73 million at June 30, 2005 in capitalized costs related to our accounting for a construction project of which we are considered to be the owner during the construction period. We have recognized a related amount as a construction financing obligation in long-term debt.

(3) Reflects operating results in accordance with U.S. generally accepted accounting principles (or "GAAP").

(4) Represents the amortization of other intangible assets related to the 1999 redemption of Genentech's stock.

(5) Non-GAAP amounts exclude amortization of other intangible assets related to the 1999 redemption of Genentech's stock.

GENENTECH, INC.
NET PRODUCT SALES DETAIL
(In millions)
(Unaudited)
Three Months
Ended June 30,
  Six Months
Ended June 30,

2006   2005   2006   2005
Net U.S. Product Sales
  Rituxan $        526   $        450   $    1,003   $       890
  Avastin 423   246   821   449
  Herceptin 320   152   610   282
  Tarceva 103   70   196   118
  Nutropin products 98   97   185   187
  Xolair 105   80   200   145
  Thrombolytics 62   52   121   102
  Pulmozyme 47   48   96   92
  Raptiva 22   21   43   38
  Lucentis 10   -   10   -
    Total U.S. product sales
$    1,716
 
$    1,216
 
$    3,285
 
$    2,303
             
Net product sales to collaborators 94   58   169   157
    Total Product Sales
$    1,810
 
$    1,274
 
$    3,454
 
$    2,460