SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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): July 31, 2003
INSMED INCORPORATED
(Exact name of registrant as specified in its charter)
VIRGINIA 0-30739 54-1972729
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(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation) Identification No.)
4851 Lake Brook Drive, Glen Allen, Virginia 23060
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(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (804) 565-3000
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
The following document is being furnished as an exhibit to this Current
Report on Form 8-K pursuant to Item 12:
Exhibit 99.1 Press release issued by Insmed Incorporated on July 31, 2003.
Item 12. Results of Operations and Financial Condition.
On July 31, 2003, Insmed Incorporated ("Insmed" or the "Company") issued a press
release announcing its financial position, results of operations and cash flows
for the three-month and six-month periods ended June 30, 2003. A copy of this
press release is being furnished as Exhibit 99.1 to this Current Report on Form
8-K.
The announcement includes disclosure of the Company's average monthly cash burn
rate (which is a non-GAAP financial measure) for certain periods with a
reconciliation to the comparable GAAP measure. The average monthly cash burn
rate is calculated by dividing the decrease in cash and cash equivalents
reflected in the Company's statement of cash flows by the number of months in
the period. The Company believes that, for a development-stage company such as
Insmed, the cash burn rate is a critical measure of health and directly
determines the Company's ability to continue operations, implement the Company's
growth strategy and get the Company's lead drug candidate to market.
This Current Report on Form 8-K and the press release attached hereto are being
furnished by the Company pursuant to Item 12 of Form 8-K, in accordance with SEC
Release Nos. 33-8216; 34-47583, insofar as they disclose historical information
regarding the Company's financial position, results of operations and cash flows
for the three-month and six-month periods ended June 30, 2003.
In accordance with General Instruction B.6 of Form 8-K, the information in this
Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed "filed"
for the purposes of Section 18 of the Securities Exchange Act of 1934, as
amended, or otherwise subject to the liability of that section, nor shall it be
deemed incorporated by reference in any filing under the Securities Act of 1933,
as amended, except as shall be expressly set forth by specific reference in such
a filing.
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 hereunto duly authorized.
INSMED INCORPORATED
Date: July 31, 2003 By: /s/ Kevin P. Tully
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Kevin P. Tully
Treasurer and Controller
EXHIBIT INDEX
Exhibit Number Exhibit
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Exhibit 99.1 Press release issued by Insmed Incorporated on July 31, 2003.