UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): February 17, 2004
EXELIXIS, INC.
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(Exact Name of Registrant as Specified in Charter)
Delaware 0-30235 04-3257395
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(State or Other (Commission File Number) (IRS Employer
Jurisdiction of Incorporation) Identification No.)
170 Harbor Way
P.O. Box 511
South San Francisco, California 94083
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(Address of principal executive offices, and including zip code)
(650) 837-7000
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(Registrant's telephone number, including area code)
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Item 12. Results of Operations and Financial Condition.
On February 17, 2004, Exelixis, Inc. issued a press release announcing financial
results for the quarter and year ended December 31, 2003. A copy of such press
release is furnished herewith as Exhibit 99.1 and is incorporated herein by
reference.
The information in this report, including the exhibit hereto, shall not be
deemed "filed" for purposes of Section 18 of the Securities Exchange Act of
1934, as amended, or otherwise subject to the liabilities of that section or
Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The
information contained herein and in the accompanying exhibit shall not be
incorporated by reference into any filing with the U.S. Securities and Exchange
Commission made by Exelixis, whether made before or after the date hereof,
regardless of any general incorporation language in such filing.
The information furnished in this report, including the exhibit hereto, shall
not be deemed to constitute an admission that such information or exhibit is
required to be furnished by Regulation FD or that the information or exhibit in
this report contains material information that is not otherwise publicly
available.
Use of Non-GAAP Financial Information
Exelixis provides certain net loss information in the press release to
illustrate the company's results from operations excluding discontinued
operations, gain on insurance settlement, restructuring charges and certain
non-cash charges, including (a) stock-based compensation expense and (b)
amortization of purchased intangibles related to business combinations.
Exelixis' management believes that the presentation of these non-GAAP results is
a useful measure of the company's results from continuing operations, excluding
the restructuring charges, non-cash charges and gain on insurance settlement,
which, in management's view, are not necessarily reflective of, or directly
attributable to, operations. Exelixis provides certain cash burn information in
the press release, which Exelixis' management believes is useful to illustrate
the company's use of cash, cash equivalents, short-term investments and
restricted cash during the period for operating activities and other recurring
items directly related to operations, such as capital expenditures. These
non-GAAP measures are not in accordance with, or an alternative for, generally
accepted accounting principles and may be different from non-GAAP measures used
by other companies.
SIGNATURE
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.
Dated: February 17, 2004
Exelixis, Inc.
/s/ Frank Karbe
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Frank Karbe
Chief Financial Officer
(Principal Financial and Accounting Officer)