Gen-Probe Reports Strong Financial Results for Second Quarter 2006, Raises Full-Year Guidance for Earnings Per Share and Total Revenues
- Company Records GAAP EPS of $0.26 - - Total Revenues Increase 17%, to $85.2 Million; Product Sales Rise 20%, to $77.8 Million - - Company Increases Full-Year EPS Guidance to $1.06 - $1.12, Total Revenue Guidance to $345 - $350 Million -

SAN DIEGO, July 31, 2006 /PRNewswire-FirstCall via COMTEX News Network/ -- Gen-Probe Incorporated (Nasdaq: GPRO) today reported strong financial results for the second quarter and six months ended June 30, 2006, and raised its full-year guidance for earnings per share (EPS) and total revenues.

On a GAAP basis, net income for the second quarter of 2006 was $13.6 million ($0.26 per share), compared to net income of $13.5 million ($0.26 per share) in the prior year period. GAAP earnings in the second quarter of 2006 include expenses related to share-based compensation under SFAS No. 123(R), which reduced after-tax earnings by $3.3 million ($0.06 per share). On a non-GAAP basis, net income for the second quarter of 2006 was $16.9 million ($0.32 per share), an increase of 23% per share compared to the prior year period.

Throughout this press release, all per share amounts are calculated on a fully diluted basis, and no adjustments have been made to GAAP results except those related to implementing SFAS No. 123(R). Gen-Probe believes these non-GAAP financial measures help investors compare current results to those in prior periods. See the section below entitled "About Non-GAAP Financial Measures."

Total revenues for the second quarter of 2006 were $85.2 million, compared to $72.9 million in the prior year period, an increase of 17%. Product sales for the second quarter of 2006 were $77.8 million, compared to $65.1 million in the prior year period, an increase of 20%.

On a GAAP basis, net income for the first half of 2006 was $28.2 million ($0.53 per share), compared to net income of $26.9 million ($0.51 per share), in the prior year period. GAAP earnings in the first half of 2006 include expenses related to share-based compensation under SFAS No. 123(R), which reduced after-tax earnings by $6.3 million ($0.12 per share). On a non-GAAP basis, net income for the first half of 2006 was $34.5 million ($0.65 per share), an increase of 27% per share compared to the prior year period.

Total revenues in the first half of 2006 were $171.5 million, compared to $141.7 million in the prior year period, an increase of 21%. Product sales in the first half of 2006 were $156.3 million, compared to $124.7 million in the prior year period, an increase of 25%.

"Gen-Probe once again posted strong financial results in the second quarter of 2006, as both clinical diagnostics and blood screening sales grew solidly," said Henry L. Nordhoff, the Company's chairman, president and chief executive officer.

Detailed Results

Gen-Probe's clinical diagnostics sales in the second quarter of 2006 were led by the APTIMA Combo 2(R) assay, an amplified nucleic acid test (NAT) for simultaneously detecting Chlamydia trachomatis (CT) and Neisseria gonorrhoeae (GC). Sales of this assay continued to grow strongly, driven by market share gains on both the semi-automated instrument platform and on the high-throughput, fully automated TIGRIS(R) system. Revenue from the PACE(R) product line, the Company's non-amplified tests for the same microorganisms, declined in the second quarter compared to the prior year period, in line with Gen-Probe's expectations.

In blood screening, product sales benefited from continued international expansion, and from early sales of the PROCLEIX(R) West Nile virus (WNV) assay in the United States. Gen-Probe's blood screening products are marketed worldwide by Chiron, a business unit of Novartis Vaccines and Diagnostics. Sales of TIGRIS instruments and spare parts to Chiron totaled $4.0 million in the second quarter, compared to $5.2 million in the prior year period, a decrease that was in line with Gen-Probe's expectations.



    Product sales were, in millions:

                        Three Months Ended June 30,  Six Months Ended June 30,
                             2006   2005   Increase   2006     2005   Increase
    Clinical diagnostics    $42.3  $34.0     24%     $82.5    $68.3     21%
    Blood screening         $35.5  $31.1     14%     $73.9    $56.4     31%
    Total product sales     $77.8  $65.1     20%    $156.3   $124.7     25%



Collaborative research revenues for the second quarter of 2006 were $6.4 million, compared to $6.7 million in the prior year period. For the first half of 2006, collaborative research revenues were $13.3 million, compared to $13.0 million in the prior year period. In both the first quarter and first half of 2006, collaborative research revenues benefited from reimbursement from Millipore for certain development expenses related to the companies' industrial collaboration. This benefit was offset by decreased funding from Chiron for shared development expenses related to the companies' blood screening collaboration.

Royalty and license revenues for the second quarter of 2006 were $1.0 million, compared to $1.1 million in the prior year period. For the first half of 2006, royalty and license revenues were $1.9 million, compared to $4.0 million in the prior year period. This decrease resulted primarily because Gen-Probe recognized $1.9 million of revenue in the first quarter of 2005 associated with bioMerieux exercising an option to develop diagnostic products for certain disease targets using Gen-Probe's patented ribosomal RNA technologies.

On a GAAP basis, gross margin on product sales was 68% in the second quarter of 2006, compared to 69% in the prior year period. The gross margin percentage was negatively affected by $1.6 million of additional scrap expense compared to the prior year period, which resulted in large part from the date expiration of certain oligonucleotide raw materials. The implementation of SFAS No. 123(R) also added $0.5 million to cost of goods sold. The amount of share-based compensation expense allocated to cost of goods sold is expected to increase for the rest of 2006 as the related inventory is sold. On a non- GAAP basis, gross margin on product sales was 69% in the second quarter of 2006.

On a GAAP basis, gross margin on product sales was 67% for the first half of 2006, compared to 71% in the prior year period. This decrease resulted primarily from the factors described above, including the implementation of SFAS No. 123(R), which added $0.6 million to cost of goods sold, and from sales of TIGRIS instruments and spare parts for blood screening to Chiron. Under Gen-Probe's contract with Chiron, these sales are made approximately at cost. On a non-GAAP basis, gross margin on product sales was 68% in the first half of 2006.

On a GAAP basis, research and development (R&D) expenses were $20.3 million in the second quarter of 2006, compared to $17.4 million in the prior year period, an increase of 17% that resulted primarily from the implementation of SFAS No. 123(R), which added $1.8 million to R&D expenses. As previously disclosed, R&D expenses are expected to increase significantly in the third quarter of 2006 based primarily on the timing of the Company's development program for human papillomavirus (HPV). On a non-GAAP basis, R&D expenses were $18.5 million in the second quarter of 2006.

On a GAAP basis, R&D expenses for the first half of 2006 were $39.7 million, compared to $36.1 million in the prior year period, an increase of 10%. This increase resulted primarily from the implementation of SFAS No. 123(R), which added $3.7 million to R&D expenses. On a non-GAAP basis, R&D expenses were $36.0 million in the first half of 2006.

On a GAAP basis, marketing and sales expenses were $9.1 million in the second quarter of 2006, compared to $7.4 million in the prior year period, an increase of 23%. This increase resulted primarily from the implementation of SFAS No. 123(R), which added $0.7 million to marketing and sales expenses, from higher commissions associated with increased sales, and from increased headcount. On a non-GAAP basis, marketing and sales expenses were $8.5 million in the second quarter of 2006, an increase of 15% compared to the prior year period that resulted primarily from higher commissions and headcount.

On a GAAP basis, marketing and sales expenses were $18.0 million for the first half of 2006, compared to $14.8 million in the prior year period, an increase of 22%. This increase resulted primarily from the implementation of SFAS No. 123(R), which added $1.5 million to marketing and sales expenses, and from the factors described above. On a non-GAAP basis, marketing and sales expenses were $16.5 million in the first half of 2006, an increase of 11% compared to the prior year period.

On a GAAP basis, general and administrative (G&A) expenses were $10.7 million in the second quarter of 2006, compared to $7.8 million in the prior year period, an increase of 37% that resulted primarily from the implementation of SFAS No. 123(R), which added $2.2 million to G&A expenses. On a non-GAAP basis, G&A expenses were $8.5 million in the second quarter of 2006, an increase of 9% that resulted primarily from higher legal costs associated with the Company's patent infringement lawsuits against Bayer, which the companies agreed to settle in late June.

On a GAAP basis, G&A expenses for the first half of 2006 were $21.4 million, compared to $15.0 million in the prior year period, an increase of 43%. This increase resulted primarily from the implementation of SFAS No. 123(R), which added $4.0 million to G&A expenses. On a non-GAAP basis, G&A expenses were $17.4 million in the first half of 2006, an increase of 16% that resulted primarily from higher legal expenses.

Gen-Probe continues to have a strong balance sheet. As of June 30, 2006, the Company had $238.7 million of cash, cash equivalents and short-term investments, and no debt. Gen-Probe's cash balance declined slightly in the second quarter primarily due to $15.1 million in capital spending to complete the expansion of the Company's headquarters campus, and to a $7 million equity investment in Qualigen. In the first half of 2006, Gen-Probe generated net cash of $38.2 million from its operating activities.

Updated 2006 Financial Guidance

"Based on our strong performance in the second quarter, and on the settlement of our patent infringement dispute with Bayer, we are increasing our full-year 2006 guidance for EPS and total revenues," said Herm Rosenman, the Company's vice president of finance and chief financial officer. In the third quarter of 2006, Gen-Probe expects to record $5.0 million of incremental royalty and license revenue, representing the first of Bayer's three settlement payments. However, this revenue will be partially offset by approximately $1.9 million of incremental G&A expenses, representing Gen-Probe's payment to its outside litigation counsel.

Gen-Probe's non-GAAP 2006 guidance for gross margins, R&D expenses, marketing and sales expenses, G&A expenses, effective income tax rate and EPS is computed without the effect of adopting SFAS No. 123(R) and is reconciled to the corresponding GAAP measure in the bullets and table below and discussed in the section titled "About Non-GAAP Financial Measures."

    The following table describes Gen-Probe's updated guidance for the full
year 2006, on both a GAAP and a non-GAAP basis.  The percentages shown are of
total revenues.



                       GAAP              Estimated               Non-GAAP
                     Guidance            Effects of              Guidance
                                      SFAS No. 123(R)(a)
    Total
     Revenues   $345 - $350 million        None            $345 - $350 million

    Product
      Gross
      Margin        68% to 69%            Approx. 1%            69% to 70%

    R&D Expenses    24% to 25%            Approx. 2%            22% to 23%

    Marketing
     and Sales
     Expenses       10% to 11%           Approx. 1%             9% to 10%

    G&A Expenses    12% to 13%           Approx. 2%             10% to 11%

    Effective
     Income Tax
     Rate           Approx. 37%         Less than 1%            Approx. 37%

    Diluted EPS   $1.06 to $1.12        $0.27 to $0.29        $1.35 to $1.39


    (a)  These estimated effects reconcile the Company's 2006 GAAP financial
         guidance ranges to the Company's non-GAAP financial guidance ranges.
         The reconciling item represents the estimated impact of SFAS No.
         123(R), which includes non-cash stock compensation awards, including
         stock options and employee stock purchase plan shares.


    About Non-GAAP Financial Measures

To supplement Gen-Probe's financial results for the second quarter and first six months of 2006 and its 2006 financial guidance, in each case presented in accordance with GAAP, Gen-Probe uses the following financial measures defined as non-GAAP by the SEC: non-GAAP net income, non-GAAP product gross margin, non-GAAP R&D expenses, non-GAAP marketing and sales expenses, non-GAAP G&A expenses, non-GAAP effective income tax rate, and non-GAAP diluted EPS. Gen-Probe's management does not itself, nor does it suggest that investors should, consider such non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared and presented in accordance with GAAP. Gen-Probe's management believes that these non-GAAP financial measures provide meaningful supplemental information regarding the Company's performance by excluding certain expenses that may not be indicative of core business results. Gen-Probe believes that both management and investors benefit from referring to these non-GAAP financial measures in assessing Gen-Probe's performance and when planning, forecasting and analyzing future periods. These non-GAAP financial measures also facilitate management's internal comparisons to Gen-Probe's historical performance and our competitors' operating results. Gen-Probe believes these non-GAAP financial measures are useful to investors in allowing for greater transparency with respect to supplemental information used by management in its financial and operational decision making.

    Recent Events

    *  TIGRIS / WNV Regulatory Update.  Last week, Gen-Probe announced that
       the U.S. Food and Drug Administration (FDA) had asked the Company
       additional questions related to the regulatory application to run the
       previously approved PROCLEIX WNV assay on the investigational, fully
       automated TIGRIS system.  The FDA's questions were included in a
       "complete review letter" on the Biologics License Application
       supplement Gen-Probe filed in April.  The Company expects to respond to
       the FDA's questions within 90 days.

    *  Bayer Settlement.  In June, Gen-Probe and Bayer HealthCare LLC agreed
       to end a series of disputes involving multiple patent litigations and
       contract arbitrations.  Under the binding terms of the agreement, Bayer
       will pay Gen-Probe certain lump sum royalties over the next 18 months.
       The parties are obligated to finalize additional written settlement
       documentation during the third quarter, at which point Gen-Probe
       expects to record $5 million of additional royalty and license income,
       and $1.9 million of additional G&A expense for payments to its outside
       litigation counsel.

    *  Prostate Cancer Program.  In May, Gen-Probe and DiagnoCure Inc.
       provided three updates on the companies' collaboration and development
       programs around the innovative, highly specific PCA3 prostate cancer
       marker.  The companies announced that they had amended and expanded the
       terms of their license and collaboration agreement, that four posters
       related to PCA3 were presented at the annual meeting of the American
       Urological Association (AUA) in Atlanta, and that two laboratories in
       the United States had independently validated Gen-Probe's analyte
       specific reagents (ASRs) for PCA3 and announced the commercial
       availability of tests for the marker.

    Webcast Conference Call

A live webcast of Gen-Probe's second quarter 2006 conference call for investors can be accessed at http://www.gen-probe.com beginning at 4:30 p.m. Eastern Time today. The webcast will be archived for at least 90 days. A telephone replay of the call also will be available for approximately 24 hours. The replay number is (866) 393-1022 for domestic callers and (203) 369-0448 for international callers.

About Gen-Probe

Gen-Probe Incorporated is a global leader in the development, manufacture and marketing of rapid, accurate and cost-effective nucleic acid tests (NATs) that are used primarily to diagnose human diseases and screen donated human blood. Gen-Probe has more than 20 years of NAT expertise, and received the 2004 National Medal of Technology, America's highest honor for technological innovation, for developing NAT assays for blood screening. Gen-Probe is headquartered in San Diego and employs approximately 900 people. For more information, go to www.gen-probe.com.

Trademarks

TIGRIS, APTIMA, APTIMA COMBO 2 and PACE are trademarks of Gen-Probe Incorporated. ULTRIO and PROCLEIX are trademarks of Chiron. All other trademarks are the property of their owners.

Caution Regarding Forward-Looking Statements

Any statements in this press release about our expectations, beliefs, plans, objectives, assumptions or future events or performance, including those under the heading "Updated 2006 Financial Guidance," are not historical facts and are forward-looking statements. These statements are often, but not always, made through the use of words or phrases such as believe, will, expect, anticipate, estimate, intend, plan and would. For example, statements concerning Gen-Probe's financial condition, possible or expected results of operations, regulatory approvals, future milestone payments, growth opportunities, and plans and objectives of management are all forward-looking statements. Forward-looking statements are not guarantees of performance. They involve known and unknown risks, uncertainties and assumptions that may cause actual results, levels of activity, performance or achievements to differ materially from those expressed or implied. Some of these risks, uncertainties and assumptions include but are not limited to: (i) the risk that we may not achieve our expected 2006 growth, revenue, earnings or other financial targets, (ii) the risk that we may not earn or receive milestone payments from our collaborators, including Chiron, (iii) the possibility that the market for the sale of our new products, such as our TIGRIS system, APTIMA Combo 2 assay and PROCLEIX ULTRIO assay, may not develop as expected, (iv) the enhancement of existing products and the development of new products, including products, if any, to be developed under our recent industrial collaborations, may not proceed as planned, (v) the risk that products including our PROCLEIX ULTRIO assay, TIGRIS instrument for blood screening, or PROCLEIX WNV assay on the TIGRIS instrument may not be approved by regulatory authorities or commercially available in the time frame we anticipate, or at all, (vi) we may not be able to compete effectively, (vii) we may not be able to maintain our current corporate collaborations and enter into new corporate collaborations or customer contracts, (viii) we are dependent on Chiron, Bayer and other third parties for the distribution of some of our products, (ix) we are dependent on a small number of customers, contract manufacturers and single source suppliers of raw materials, (x) changes in third-party reimbursement policies regarding our products could adversely affect sales of our products, (xi) changes in government regulation affecting our diagnostic products could harm our sales and increase our development costs, (xii) the risk that our intellectual property may be infringed by third parties or invalidated, and (xiii) our involvement in patent and other intellectual property and commercial litigation could be expensive and could divert management's attention. The foregoing list sets forth some, but not all, of the factors that could affect our ability to achieve results described in any forward-looking statements. For additional information about risks and uncertainties we face and a discussion of our financial statements and footnotes, see documents we file with the SEC, including our most recent annual report on Form 10-K and all subsequent periodic reports. We assume no obligation and expressly disclaim any duty to update forward-looking statements to reflect events or circumstances after the date of this news release or to reflect the occurrence of subsequent events.

    Contact:

    Michael Watts
    Sr. director, investor relations and
    corporate communications
    858-410-8673



                            Gen-Probe Incorporated
                      Consolidated Balance Sheets - GAAP

               (In thousands, except share and per share data)

                                                  June 30,        December 31,
                                                    2006              2005
                                                (Unaudited)
    Assets
    Current assets:
      Cash and cash equivalents                    $29,125           $32,328
      Short-term investments                       209,529           187,960
      Trade accounts receivable, net of
       allowance for doubtful accounts of
       $670 and $790 at June 30, 2006 and
       December 31, 2005, respectively              28,674            31,930
      Accounts receivable - other                    1,787             1,924
      Inventories                                   40,766            36,342
      Deferred income taxes                         10,750            10,389
      Prepaid expenses                              11,332            10,768
      Other current assets                           4,347             4,184
    Total current assets                           336,310           315,825

    Property, plant and equipment, net             128,908           105,190
    Capitalized software                            19,695            20,952
    Goodwill                                        18,621            18,621
    License, manufacturing access fees
     and other assets                               56,834            49,648
    Total assets                                  $560,368          $510,236

    Liabilities and stockholders' equity
    Current liabilities:
      Accounts payable                             $13,606           $14,029
      Accrued salaries and employee
       benefits                                     13,654            14,910
      Other accrued expenses                         3,745             3,264
      Income tax payable                             6,697            13,192
      Deferred revenue                               3,923             7,771
    Total current liabilities                       41,625            53,166

    Deferred income taxes                            5,124             5,124
    Deferred revenue                                 4,000             4,333
    Deferred rent                                      182               240

    Commitments and contingencies

    Stockholders' equity:
    Preferred stock, $.0001 par value per
     share; 20,000,000 shares authorized,
     none issued and outstanding                        --                --
    Common stock, $.0001 par value per
     share; 200,000,000 shares
     authorized, 51,789,444 and
     51,137,541 shares issued and
     outstanding at June 30, 2006 and
     December 31, 2005, respectively                     5                 5
    Additional paid-in capital                     309,301           281,907
    Deferred compensation                               --            (5,951)
    Accumulated other comprehensive loss              (674)           (1,231)
    Retained earnings                              200,805           172,643
    Total stockholders' equity                     509,437           447,373
    Total liabilities and stockholders' equity    $560,368          $510,236



                            Gen-Probe Incorporated
                   Consolidated Statements of Income - GAAP

                    (In thousands, except per share data)
                                 (Unaudited)

                                        Three Months Ended  Six Months Ended
                                             June 30,           June 30,
                                           2006    2005      2006      2005
    Revenues:
      Product sales                      $77,813  $65,131  $156,341  $124,710
      Collaborative research revenue       6,388    6,678    13,273    13,022
      Royalty and license revenue          1,021    1,085     1,864     3,990
    Total revenues                        85,222   72,894   171,478   141,722

    Operating expenses:
      Cost of product sales               24,802   20,350    50,914    35,848
      Research and development            20,329   17,408    39,655    36,091
      Marketing and sales                  9,145    7,384    18,007    14,810
      General and administrative          10,698    7,780    21,356    14,971
    Total operating expenses              64,974   52,922   129,932   101,720

    Income from operations                20,248   19,972    41,546    40,002
    Total other income, net                1,403    1,001     3,160     2,082
    Income before income taxes            21,651   20,973    44,706    42,084

    Income tax expense                     8,021    7,517    16,544    15,167
    Net income                           $13,630  $13,456   $28,162   $26,917

    Net income per share:
      Basic                                $0.26    $0.27     $0.55     $0.53
      Diluted                              $0.26    $0.26     $0.53     $0.51

    Weighted average shares outstanding:
      Basic                               51,563   50,550    51,403    50,414
      Diluted                             53,186   52,315    53,023    52,339



                            Gen-Probe Incorporated
                      Consolidated Statements of Income

                    (In thousands, except per share data)
                                 (Unaudited)

                          Three Months Ended         Three Months Ended
                            June 30, 2006               June 30, 2005
                    Non-GAAP  Adjustments  GAAP   Non-GAAP Adjustments  GAAP

    Revenues:
      Product sales   $77,813     $--    $77,813  $65,131     $--     $65,131
      Collaborative
       research
       revenue          6,388      --      6,388    6,678      --       6,678
      Royalty and
       license
       revenue          1,021      --      1,021    1,085      --       1,085
    Total revenues     85,222      --     85,222   72,894      --      72,894

    Operating
     expenses:
      Cost of product
       sales           24,312     490  a  24,802   20,350      --      20,350
      Research and
       development     18,544   1,785  a  20,329   17,408      --      17,408
      Marketing and
       sales            8,466     679  a   9,145    7,384      --       7,384
      General and
       administrative   8,544   2,154  a  10,698    7,780      --       7,780
    Total operating
     expenses          59,866   5,108     64,974   52,922      --      52,922

    Income from
     operations        25,356  (5,108)    20,248   19,972      --      19,972
    Total other
     income, net        1,403      --      1,403    1,001      --       1,001
    Income before
     income taxes      26,759  (5,108)    21,651   20,973      --      20,973

    Income tax
     expense            9,821  (1,800) a   8,021    7,517      --       7,517
    Net income        $16,938 $(3,308)   $13,630  $13,456     $--     $13,456

    Net income per
     share:

    Diluted earnings
     per share:
      Basic             $0.33  $(0.06)    $0.26     $0.27     $--       $0.27
      Diluted           $0.32  $(0.06)    $0.26     $0.26     $--       $0.26

    Weighted average
     shares
     outstanding:
       Basic           51,563      --    51,563    50,550      --      50,550
       Diluted         53,355    (169) b 53,186    52,315      --      52,315


    (a)  Adjustments to exclude the impact of stock option and ESPP expense in
         accordance with SFAS No.123(R).  Net income for the three months
         ended June 30, 2006 included stock-based compensation expense that
         Gen-Probe recorded as a result of the adoption of SFAS No. 123(R) on
         January 1, 2006.  For the three months ended June 30, 2006, this
         expense totaled $5,108,000 before income taxes (after deducting
         $187,000 of net capitalization to inventory) and $3,308,000 net of
         income taxes for the period.  The Company did not record this
         stock-based compensation expense for the three months ended June
         30, 2005.  As previously disclosed in the notes to the financial
         statements for the three months ended June 30, 2005, net income
         including pro forma stock-based compensation expense for this period
         was $9,697,000.

    (b)  The shares adjustment for dilutive securities includes stock awards
         outstanding calculated under the treasury stock method that are not
         included in the GAAP diluted calculation as their effect would be
         anti-dilutive.



                            Gen-Probe Incorporated
                      Consolidated Statements of Income

                    (In thousands, except per share data)
                                 (Unaudited)

                             Six Months Ended         Six Months Ended
                               June 30, 2006            June 30, 2005
                    Non-GAAP  Adjustments  GAAP  Non-GAAP  Adjustments   GAAP
    Revenues:
      Product sales  $156,341     $--  $156,341  $124,710    $--    $124,710
      Collaborative
       research
       revenue         13,273      --    13,273    13,022     --      13,022
      Royalty and
       license
       revenue          1,864      --     1,864     3,990     --       3,990
    Total revenues    171,478      --   171,478   141,722     --     141,722

    Operating
     expenses:
      Cost of product
       sales           50,291     623  a 50,914    35,848     --      35,848
      Research and
       development     35,981   3,674  a 39,655    36,091     --      36,091
      Marketing and
       sales           16,535   1,472  a 18,007    14,810     --      14,810
      General and
       administrative  17,350   4,006  a 21,356    14,971     --      14,971
    Total operating
     expenses         120,157   9,775   129,932   101,720     --     101,720

    Income from
     operations        51,321  (9,775)   41,546    40,002     --      40,002
    Total other
     income, net        3,160      --     3,160     2,082     --       2,082
    Income before
     income taxes      54,481  (9,775)   44,706    42,084     --      42,084

    Income tax
     expense           19,995  (3,451) a 16,544    15,167     --      15,167
    Net income        $34,486 $(6,324)  $28,162   $26,917    $--     $26,917

    Net income per
     share:

    Diluted earnings
     per share:
      Basic             $0.67  $(0.12)    $0.55     $0.53    $--       $0.53
      Diluted           $0.65  $(0.12)    $0.53     $0.51    $--       $0.51

    Weighted average
     shares
     outstanding:
      Basic            51,403      --    51,403    50,414     --      50,414
      Diluted          53,226    (203) b 53,023    52,339     --      52,339


    (a)  Adjustments to exclude the impact of stock option and ESPP expense in
         accordance with SFAS No.123(R).  Net income for the six months ended
         June 30, 2006 included stock-based compensation expense that
         Gen-Probe recorded as a result of the adoption of SFAS No. 123(R) on
         January 1, 2006.  For the six months ended June 30, 2006, this
         expense totaled $9,775,000 before income taxes (after deducting
         $872,000 that has been capitalized to inventory) and $6,324,000 net
         of income taxes for the period. The Company did not record this
         stock-based compensation expense for the six months ended June 30,
         2005. As previously disclosed in the notes to the financial
         statements for the six months ended June 30, 2005, net income
         including pro forma stock-based compensation expense for this period
         was $19,285,000.

    (b)  The shares adjustment for dilutive securities includes stock awards
         outstanding calculated under the treasury stock method that are not
         included in the GAAP diluted calculation as their effect would be
         anti-dilutive.



                            Gen-Probe Incorporated
                 Consolidated Statements of Cash Flows - GAAP

                                (In thousands)

                                 (Unaudited)

                                                       Six Months Ended
                                                           June 30,
                                                     2006              2005
    Operating activities
    Net income                                     $28,162           $26,917
    Adjustments to reconcile net income
     to net cash provided by operating
     activities:
      Depreciation and amortization                 12,507            11,038
      Stock-based compensation charges
       - restricted stock                              958               266
      Stock-based compensation charges
       - all other                                   9,775                --
      Stock option income tax benefits                  --             6,451
      Excess tax benefit from employee
       stock options                                (6,918)               --
      (Gain)/loss on disposal of property
       and equipment                                   (23)               59
      Changes in assets and liabilities:
       Accounts receivable                           3,538            (5,760)
       Inventories                                  (3,541)           (4,549)
       Prepaid expenses                               (564)           (3,498)
       Other assets                                   (217)             (213)
       Accounts payable                               (441)            6,574
       Accrued salaries and employee benefits       (1,256)           (1,171)
       Other accrued expenses                          423               (72)
       Income tax payable                              417             4,093
       Deferred revenue                             (4,181)            2,681
       Deferred income taxes                          (374)             (275)
       Deferred rent                                   (58)              (29)
    Net cash provided by operating activities       38,207            42,512

    Investing activities
    Proceeds from sales and maturities of
     short-term investments                         40,528            51,532
    Purchases of short-term investments            (62,225)          (53,647)
    Cash paid for acquisition of minority
     interest in Molecular Light
     Technology Limited                                 --            (1,539)
    Purchases of property, plant and
     equipment                                     (32,836)          (20,162)
    Capitalization of intangible assets,
     including license and manufacturing
     access fees                                    (2,074)          (21,822)
    Cash paid for investment in Qualigen            (6,993)               --
    Other assets                                        42              (583)
    Net cash used in investing activities          (63,558)          (46,221)

    Financing activities
    Excess tax benefit from employee
     stock options                                   6,918                --
    Proceeds from issuance of common
     stock                                          14,822            10,956
    Net cash provided by financing
     activities                                     21,740            10,956
    Effect of exchange rate changes on
     cash and cash equivalents                         408              (243)
    Net (decrease) increase in cash and
     cash equivalents                               (3,203)            7,004
    Cash and cash equivalents at the
     beginning of period                            32,328            25,498
    Cash and cash equivalents at the end
     of period                                     $29,125           $32,502


SOURCE Gen-Probe Incorporated

Michael Watts, Sr. director, investor relations and corporate communications of Gen-Probe Incorporated, +1-858-410-8673



Gen-Probe Incorporated
10210 Genetic Center Drive
San Diego, CA 92121

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