SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10-Q/A
ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2003
MedImmune, Inc.
(Exact name of registrant as specified in its charter)
Delaware |
|
000-19131 |
|
52-1555759 |
(State or other
jurisdiction of |
|
(Commission File No.) |
|
(I. R. S.
Employer |
(Address of principal executive offices) (Zip Code)
Registrants telephone number, including area code (301) 417-0770
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
Indicate by check mark whether the registrant is an accelerated filer (as defined by Rule 12b-2 of the Exchange Act). Yes ý No o
As of November 5, 2003, 247,535,950 shares of Common Stock, par value $0.01 per share, were outstanding.
Explanatory Note
This Amendment No. 1 to our Quarterly Report on Form 10-Q for the quarter ended September 30, 2003 is being filed solely for the purpose of amending the Exhibit Index hereto and filing Exhibits 10.26.3 and 10.195, filed herewith.
2
Exhibits: |
|
|
10.26.3* |
|
Third Amendment to the Distribution Agreement between MedImmune, Inc. and Abbott International dated July 1, 2003. |
10.195* |
|
Master Amendment Agreement between MedImmune, Inc. and Wyeth dated September 30, 2003 |
31.1 |
|
Certification pursuant to 18 USC Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
31.2 |
|
Certification pursuant to 18 USC Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
31.3 |
|
Certification pursuant to 18 USC Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
31.4 |
|
Certification pursuant to 18 USC Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
32 |
|
Certification pursuant to 18 USC Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, furnished as permitted by Item 601(b)(32)(ii) of Regulation S-K. This Exhibit 32 is not filed for purposes of Section 18 of the Securities Exchange Act of 1934, and is not and should not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934. |
* Certain portions of this Exhibit were omitted by means of redacting a portion of the text. This Exhibit has been filed separately with the Secretary of the Commission pursuant to our application requesting confidential treatment under Rule 24b-2 under the Securities Exchange Act of 1934, as amended.
3
(b) Reports on Form 8-K:
Report Date |
|
Event Reported |
July 10, 2003 |
|
MedImmune Announces Proposed $500 Million Convertible Notes Offering |
July 24, 2003 |
|
MedImmune Reports Record Revenues for 2003 Six-Month Period and Second Quarter. |
August 14, 2003 |
|
MedImmune Announces Addition of Dr. David Baltimore, Ph.D. to Board of Directors |
4
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.
|
MEDIMMUNE, INC. |
||
|
(Registrant) |
||
|
|
||
|
/s/ Gregory S. Patrick |
|
|
Date: December 22, 2003 |
Gregory S. Patrick |
||
|
Senior Vice President and Chief Financial Officer |
||
|
Principal Financial Officer |
||
|
|
||
|
/s/ Lota S. Zoth |
|
|
Date: December 22, 2003 |
Lota S. Zoth |
||
|
Vice President and Controller |
||
|
Principal Accounting Officer |
||
5
EXHIBIT INDEX
Exhibits: |
|
|
10.26.3* |
|
Third Amendment to the Distribution Agreement between MedImmune, Inc. and Abbott International dated July 1, 2003. |
10.195* |
|
Master Amendment Agreement between MedImmune, Inc. and Wyeth dated September 30, 2003 |
31.1 |
|
Certification pursuant to 18 USC Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
31.2 |
|
Certification pursuant to 18 USC Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
31.3 |
|
Certification pursuant to 18 USC Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
31.4 |
|
Certification pursuant to 18 USC Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
32 |
|
Certification pursuant to 18 USC Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, furnished as permitted by Item 601(b)(32)(ii) of Regulation S-K. This Exhibit 32 is not filed for purposes of Section 18 of the Securities Exchange Act of 1934, and is not and should not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934. |
* Certain portions of this Exhibit were omitted by means of redacting a portion of the text. This Exhibit has been filed separately with the Secretary of the Commission pursuant to our application requesting confidential treatment under Rule 24b-2 under the Securities Exchange Act of 1934, as amended.
6