2013-11-15T16:50:10-06:00 2012-12-31 861065772 DELOITTE TAX LLP 1750 TYSONS BLVD MCLEAN VA 22102 990 2012-01-01 800631734 NEW YORK GENOME CENTER INC NEWY 6469777000 101 AVENUE OF THE AMERICAS 7TH FLOOR NEW YORK NY 10013 CHRISTOPHER DUIGNAN 6469777000 2013-11-15 1 P00364424 7032511000 2013-11-15 2012 2016-03-07 17:11:31Z X CHRISTOPHER DUIGNAN 101 AVENUE OF THE AMERICAS 7TH FLOOR NEW YORK NY 10013 20257390 0 X WWW.NYGENOME.ORG X 2010 DE SEE SCHEDULE O 19 6 32 0 44718 39783 19728681 19649601 0 538175 23767 69614 0 0 19752448 20257390 0 0 0 0 427088 3940102 0 0 103032 2459730 15570989 2886818 19511091 16865630 746299 44766025 66993120 28227617 49708411 16538408 17284709 X SEE SCHEDULE O 1 0 16310750 19719214 THE NEW YORK GENOME CENTER, INC. IS A GENOME SEQUENCING, BIOINFORMATICS AND RESEARCH CENTER THAT IS CONDUCTING LARGE-SCALE GENOMIC ANALYSES AND TRANSLATIONAL RESEARCH THAT WILL AFFECT THE DIAGNOSIS AND TREATMENT OF CANCER, AS WELL AS RESEARCH AND CARE OF NEUROLOGICAL, METABOLIC, CARDIOVASCULAR, AND PEDIATRIC DISEASES. TO DATE, THE NEW YORK GENOME CENTER, INC. HAS PRIMARILY BEEN ENGAGED IN ACTIVITIES ATTENDANT TO ITS INCORPORATION, INCLUDING THE RECRUITING OF INSTITUTIONAL FOUNDING MEMBERS AND ASSOCIATE MEMBERS, SECURING INITIAL FUNDING, COMPLETING FEASIBILITY STUDIES, BUILDING ITS FACILITIES, AND HIRING TALENT. DURING 2012, THE CENTER COMMENCED CONSTRUCTION OF ITS LABORATORY AND ENGAGED IN ACTIVITIES PURSUANT TO ESTABLISHING THE CENTER AS A COMMERCIAL ENTITY. 3097309 538175 THE NEW YORK GENOME CENTER, INC. STARTED COMMERCIALIZATION OF ITS SEQUENCING SERVICES IN 2012. THE NEW YORK GENOME CENTER, INC. OPENED A PILOT LAB IN A TEMPORARY SPACE AT ONE OF THE INSTITUTIONAL FOUNDING MEMBERS' FACILITY. THE PILOT LAB FEATURED FIVE SEQUENCING MACHINES, ALONG WITH SEVERAL OTHER LAB EQUIPMENT ITEMS. SEQUENCING IS A LABORATORY PROCESS THAT DETERMINES THE COMPLETE DNA SEQUENCE OF AN ORGANISM'S GENOME AT A SINGLE TIME. A SINGLE HUMAN GENOME YIELDS APPROXIMATELY 750 KILOBYTES OF DATA. THIS DATA IS THEN PUT THROUGH A COMPUTATION ANALYSIS TO GENERATE BIOINFORMATICS ACCORDING TO THE CLIENT'S SPECIFICATIONS. BIOINFORMATICS IS A BRANCH OF BIOLOGICAL SCIENCE WHICH DEALS WITH ANALYZING BIOLOGICAL DATA AND EXPRESSING IT GRAPHICALLY USING SPECIALIZED SOFTWARE AND COMPUTATIONAL METHODS. THROUGH BIOINFORMATICS GENOMIC VARIATIONS CAN BE DETECTED AND ANALYZED. IN HUMANS, GENETIC VARIATION CAN HAVE MEDICAL CONSEQUENCES AFFECTING DISEASE SUSCEPTIBILITY, INCLUDING PREDISPOSITION TO COMPLEX GENETIC DISEASES SUCH AS CANCER, DIABETES, CARDIOVASCULAR DISEASE, AND ALZHEIMER'S DISEASE. THEY CAN ALSO IMPACT AN INDIVIDUAL'S RESPONSE TO CERTAIN DRUG TREATMENTS, CAUSING THEM TO RESPOND WELL, NOT RESPOND AT ALL, OR EXPERIENCE ADVERSE SIDE EFFECTS. 19408059 1 1 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 1 40 0 1 32 0 1 1 0 0 0 0 0 0 0 0 0 X 19 6 0 0 0 0 1 1 0 1 1 0 0 1 1 1 1 0 0 1 1 0 NY X CHRISTOPHER DUIGNAN 6469777000 101 AVENUE OF THE AMERICAS NEW YORK NY 10013 BRUCE STILLMAN PHD 2.00 X 0 0 0 LAURIE H GLIMCHER MD 2.00 X 0 0 0 CRAIG B THOMPSON MD 2.00 X 0 0 0 DENNIS S CHARNEY MD 2.00 X 0 0 0 DAFNA BAR-SAGI PHD 2.00 X 0 0 0 HERBERT PARDES MD 2.00 X 0 0 0 SAMUEL L STANLEY JR MD 2.00 X 0 0 0 LEE GOLDMAN MD MPH 2.00 X 0 0 0 KEVIN J TRACEY MD 2.00 X 0 0 0 JAMES SIMONS PHD 2.00 X 0 0 0 RUSSELL L CARSON MBA 10.00 X 0 0 0 IVAN G SEIDENBERG MBA 10.00 X 0 0 0 ANTHONY E EVNIN PHD 2.00 X 0 0 0 TOM MANIATIS PHD 10.00 X 0 0 0 ROBERT B DARNELL MD PHD 25.00 X X 39200 0 0 EDISON T LIU MD 2.00 X 0 0 0 STEVEN SINGER ESQ 2.00 X 0 0 0 MARC TESSIER-LAVIGNE PHD 2.00 X 0 0 0 NANCY J KELLEY 40.00 X 493751 0 19404 JAMES M MORGAN 40.00 X 209837 0 14448 DAVID J WHELAN 40.00 X 243750 0 23814 PATRICIA GRACE ARLIN BRADLEY 40.00 X 197083 0 13894 KEVIN V SHIANNA 40.00 X 247243 0 21241 MATTHEW J PELO 40.00 X 170833 0 15973 DIRK J EVERS INFORMATICS 40.00 X 268958 0 8145 PAULA D LECA 40.00 X 236667 0 24282 SOREN GERMER 40.00 X 179327 0 23693 DAYNA M OSCHWALD 40.00 X 149375 0 21943 YASMEEN A PATTIE 40.00 X 130000 0 15613 WILLIAM R FAIR 40.00 X 112500 0 9788 2678524 0 212238 12 0 1 0 FRIED FRANK HARRIS SHRIVER & JACOBSON LL ONE NEW YORK PLAZA NEW YORK NY 10004 LEGAL SERVICES - REAL ESTATE 1021447 WILMER CUTLER PICKERING HALE LLP PO BOX 4550 BOSTON MA 02212 LEGAL SERVICES 197800 JOEL M SILVERMAN & ASSOCIATES LLC 21 LAMBERT RIDGE CROSS RIVER NY 10518 CONSTRUCTION CONSULTING SERVICES 181500 EISNERAMPER LLP 750 THIRD AVENUE NEW YORK NY 10017 ACCOUNTING & TAX SERVICES 179293 ELKUS MANFREDI ARCHITECTS LTD 300 A STREET BOSTON MA 02210 ARCHITECT SERVICES 105560 5 1350000 18299601 19649601 SEQUENCING INCOME 541700 538175 538175 538175 69614 44718 24896 20257390 538175 44718 24896 3797253 3797253 142849 142849 385991 385991 594757 594757 244629 184629 60000 375646 375646 314933 314933 156245 156245 6046700 6046700 462894 435745 27149 846104 846104 630088 630088 86213 86213 SUPPLIES 2347110 2347110 RECRUITMENT 1229586 1213765 15821 SITE DESIGN 635262 635262 OPERATIONAL SUPPORT 606983 606983 607848 607786 62 19511091 19408059 0 103032 1836787 6559589 24741914 10011857 18028681 19718588 1150587 557067 100034 182419 18431413 630088 20985 17801325 37624 11011688 44766025 66993120 395363 6122190 7402635 27832254 28726002 5000000 0 2457584 28227617 49708411 X -1490273 -2433879 18028681 19718588 16538408 17284709 44766025 66993120 X 746299 2 X 0 1 X 1 0 X 50100 19728681 20187776 39966557 50100 19728681 20187776 39966557 30221080 9745477 115 24896 25011 22767 43718 66485 40058053 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 18028681 1689907 19718588 18028681 18028681 1.00000 0 0 5187081 630088 4556993 13244332 13244332 17801325 SECURITY DEPOSITS 11011688 11011688 CAPITAL LEASE OBLIGATION 2457584 2457584 X 20487645 230256 230256 20257389 1 1 20257390 19741344 230256 230256 19511088 3 3 19511091 DESCRIPTION OF INTENDED USE OF ENDOWMENT FUNDS: PART V, LINE 4: TEMPORARILY RESTRICTED NET ASSETS REPRESENT THOSE RESOURCES THE USE OF WHICH HAS BEEN RESTRICTED BY DONORS TO SPECIFIC PURPOSES AND/OR THE PASSAGE OF TIME. AT DECEMBER 31, 2012, THE TEMPORARILY RESTRICTED NET ASSETS ARE RESTRICTED FOR THE PASSAGE OF TIME. DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X, LINE 2: THE CENTER IS SUBJECT TO THE PROVISIONS OF THE FINANCIAL ACCOUNTING STANDARDS BOARDS ACCOUNTING STANDARDS CODIFICATION (ASC) 740-10-05, INCOME TAXES, RELATING TO ACCOUNTING AND REPORTING FOR UNCERTAINTY IN INCOME TAXES. ASC 740-10-05 DID NOT HAVE A MATERIAL IMPACT ON THE 2012 AND 2011 FINANCIAL STATEMENTS, AS THE CENTER DETERMINED IT DID NOT HAVE ANY EXPOSURE TO UNCERTAIN TAX POSITIONS DURING 2012 AND 2011. PART XI, LINE 4B - OTHER ADJUSTMENTS: ROUNDING PART XII, LINE 4A: ROUNDING X 1 1 X X X X 0 0 0 0 0 0 0 1 0 NANCY J KELLEY 443751 0 50000 0 0 0 0 0 19404 0 513155 0 0 0 JAMES M MORGAN 189837 0 20000 0 0 0 0 0 14448 0 224285 0 0 0 DAVID J WHELAN 243750 0 0 0 0 0 0 0 23814 0 267564 0 0 0 PATRICIA GRACE ARLIN BRADLEY 197083 0 0 0 0 0 0 0 13894 0 210977 0 0 0 KEVIN V SHIANNA 247243 0 0 0 0 0 0 0 21241 0 268484 0 0 0 MATTHEW J PELO 170833 0 0 0 0 0 0 0 15973 0 186806 0 0 0 DIRK J EVERS INFORMATICS 268958 0 0 0 0 0 0 0 8145 0 277103 0 0 0 PAULA D LECA 216667 0 20000 0 0 0 0 0 24282 0 260949 0 0 0 SOREN GERMER 119327 0 60000 0 0 0 0 0 23693 0 203020 0 0 0 DAYNA M OSCHWALD 149375 0 0 0 0 0 0 0 21943 0 171318 0 0 0 PART I, LINE 3 NANCY J. KELLEY, THE FOUNDING EXECUTIVE DIRECTOR, ENTERED INTO AN EMPLOYMENT AGREEMENT WITH THE CENTER ON OCTOBER 1, 2012. THE EMPLOYMENT AGREEMENT WAS NEGOTIATED USING MARKET COMPS AND RELEVANT FORM 990 DATA FROM SIMILAR INSTITUTIONS TO DETERMINE A REASONABLE SALARY. THE AGREEMENT WAS APPROVED BY THE CENTER'S BOARD OF DIRECTORS BEFORE IT WAS ENTERED INTO. IN 2012, THE BOARD APPROVED BOB DARNELL'S COMPENSATION; THE BOARD ALSO PROVIDED APPROVAL TO THE PRESIDENT AND EXECUTIVE DIRECTOR TO APPROVE SENIOR MANAGEMENT COMPENSATION. PART I, LINE 7 NANCY J. KELLEY'S EMPLOYMENT AGREEMENT OUTLINED LEVELS OF BONUS BASED UPON FINANCIAL COMMITMENT TRIGGERS SET FORTH IN THE CENTER'S BUSINESS PLAN AND FUND RAISING STRATEGY. COLD SPRING HARBOR LABORATORY INSTITUTIONAL FOUNDING MEMBER PART V X 2500000 2613298 0 1 1 CORNELL UNIVERSITYWEILL CORNELL MEDICAL COLLEGE INSTITUTIONAL FOUNDING MEMBER PART V X 2500000 2614752 0 1 1 THE JACKSON LABORATORY INSTITUTIONAL FOUNDING MEMBER PART V X 2500000 2616571 0 1 1 MEMORIAL SLOAN-KETTERING CANCER CENTER INSTITUTIONAL FOUNDING MEMBER PART V X 2500000 2616485 0 1 1 MOUNT SINAI SCHOOL OF MEDICINE INSTITUTIONAL FOUNDING MEMBER PART V X 2500000 2616368 0 1 1 THE NEW YORK AND PRESBYTERIAN HOSPITAL INSTITUTIONAL FOUNDING MEMBER PART V X 2500000 2613298 0 1 1 NEW YORK UNIVERSITY INSTITUTIONAL FOUNDING MEMBER PART V X 2500000 2614883 0 1 1 NORTH SHORE LONG ISLAND JEWISH HEALTH SYSTEM INSTITUTIONAL FOUNDING MEMBER PART V X 2500000 2583507 0 1 1 THE RESEARCH FOUNDATION OF STATE UNIVERSITY OF NEW YORK INSTITUTIONAL FOUNDING MEMBER PART V X 2500000 2604045 0 1 1 THE ROCKEFELLER UNIVERSITY INSTITUTIONAL FOUNDING MEMBER PART V X 2500000 2616355 0 1 1 THE TRUSTEES OF COLUMBIA UNIVERSITY IN THE CITY OF NEW YORK INSTITUTIONAL FOUNDING MEMBER PART V X 2500000 2616440 0 1 1 28726002 PART II, COLUMN (C), PURPOSE OF ALL LOANS: TO TRANSFORM BIOMEDICAL RESEARCH AND CLINICAL CARE IN NEW YORK AND BEYOND, LEADING TO A NEW ERA OF GENOMIC MEDICINE. ORGANIZATION MISSION STATEMENT FORM 990, PART I, LINE 1 NEW YORK GENOME CENTER, INC. IS ORGANIZED AND SHALL BE OPERATED AS AN INDEPENDENT, NON-PROFIT CORPORATION BY LEADING ACADEMIC, MEDICAL AND RESEARCH INSTITUTIONS FOR THE PURPOSE OF ESTABLISHING A STATE-OF-THE-ART, WORLD CLASS GENOME SEQUENCING, BIOINFORMATICS AND RESEARCH CENTER IN NEW YORK CITY THE ORGANIZATION'S MISSION PART III, LINE 1 NEW YORK GENOME CENTER, INC IS ORGANIZED AND OPERATED AS AN INDEPENDENT, NON-PROFIT CORPORATION BY LEADING ACADEMIC, MEDICAL AND RESEARCH INSTITUTIONS FOR THE PURPOSE OF ESTABLISHING A STATE-OF-THE-ART, WORLD CLASS GENOME SEQUENCING, BIOINFORMATICS AND RESEARCH CENTER IN NEW YORK CITY, WITH THE FOLLOWING KEY OBJECTIVES: (I) CREATING AN INTELLECTUALLY VIBRANT COLLABORATION AMONGST THE ACADEMIC AND SCIENTIFIC COMMUNITY IN NEW YORK CITY; (II) RECRUITING WORLD CLASS SCIENTIFIC LEADERSHIP TO DIRECT THE SCIENTIFIC DEVELOPMENT OF THE CORPORATION, TOGETHER WITH THE MEMBERS OF THE CORPORATION; (III) OBTAINING COMMITMENTS FROM THE INSTITUTIONAL FOUNDING MEMBERS, OTHER ACADEMIC, RESEARCH AND MEDICAL INSTITUTIONS AND THE BIOTECHNOLOGY/PHARMACEUTICAL INDUSTRY TO AFFILIATE WITH AND USE SERVICES PROVIDED BY THE CORPORATION; (IV) PROVIDING SEQUENCING AND BIOINFORMATICS SERVICES TO THE ACADEMIC AND SCIENTIFIC COMMUNITIES, INCLUDING THE INSTITUTIONAL FOUNDING MEMBERS; (V) DEVELOPING ADVANCED BIOINFORMATICS CAPABILITIES BASED UPON THE RESEARCH AND SEQUENCING ACTIVITIES CONDUCTED AT THE CORPORATION'S FACILITIES; (VI) ADVANCING THE DEVELOPMENT OF NEW TREATMENTS, THERAPIES AND THERAPEUTICS TO TREAT HUMAN DISEASE; AND (VII) CONDUCTING ACTIVITIES ANCILLARY TO THESE OBJECTIVES. NEW PROGRAM SERVICES FORM 990, PART III, LINE 2 THE NEW YORK GENOME CENTER, INC. STARTED COMMERCIALIZATION OF ITS SEQUENCING SERVICES IN 2012. SEE PART III, LINE 4B FOR THE DESCRIPTION OF THIS PROGRAM SERVICE. FORM 990, PART VI, SECTION A, LINE 6 THE INSTITUTIONAL FOUNDING MEMBERS OF THE CENTER ARE THE FOLLOWING RECOGNIZED ACADEMIC, MEDICAL AND RESEARCH INSTITUTIONS: (1) COLD SPRING HARBOR LABORATORY (2) CORNELL UNIVERSITY/WEILL CORNELL MEDICAL COLLEGE, (3) THE JACKSON LABORATORY, (4) MEMORIAL SLOAN-KETTERING CANCER CENTER, (5) MOUNT SINAI SCHOOL OF MEDICINE, (6) THE NEW YORK AND PRESBYTERIAN HOSPITAL, (7) NEW YORK UNIVERSITY, (8) NORTH SHORE LONG ISLAND JEWISH HEALTH SYSTEM, (9) THE RESEARCH FOUNDATION OF STATE UNIVERSITY OF NEW YORK, ON BEHALF OF STONY BROOK UNIVERSITY, (10) THE ROCKEFELLER UNIVERSITY, AND (11) THE TRUSTEES OF COLUMBIA UNIVERSITY IN THE CITY OF NEW YORK. FORM 990, PART VI, SECTION A, LINE 7A EACH INSTITUTIONAL FOUNDING MEMBER WILL APPOINT ONE REPRESENTATIVE TO SERVE ON THE BOARD OF DIRECTORS. THE EXECUTIVE DIRECTOR ALSO SERVES ON THE BOARD. FORM 990, PART VI, SECTION B, LINE 11 FIRST, MANAGEMENT (CONTROLLER, VP OF FINANCIAL STRATEGY & ANALYSIS, AND PRESIDENT) WILL REVIEW THE 990. MANAGEMENT WILL THEN PRESENT THE 990 TO THE FINANCE AND AUDIT COMMITTEE. AFTER ALL COMMENTS AND REVISIONS ARE ADDRESSED, THE FINANCE AND AUDIT COMMITTEE AND NYGC EXECUTIVE TEAM WILL RECOMMEND THE BOARD OF DIRECTORS TO APPROVE THE 990. THE BOARD OF DIRECTORS WILL THEN REVIEW AND APPROVE THE FINAL 990. FORM 990, PART VI, SECTION B, LINE 12C THE CENTER REQUIRES ALL INTERESTED PERSONS (DEFINED AS BOARD MEMBERS, PRINCIPAL OFFICERS, OR MEMBERS OF A COMMITTEE IN WHICH THE BOARD HAS DELEGATED POWERS) TO DISCLOSE CONFLICTS OF INTEREST AS REQUIRED BY THE CONFLICT OF INTEREST POLICY. THE CENTER FOLLOWS A PROCEDURE FOR OBTAINING SUCH DISCLOSURES ANNUALLY, COMMENCING WITH DECEMBER 2013. FORM 990, PART VI, SECTION B, LINE 15 NYGC HAS USED RECRUITERS FOR A MAJORITY OF ITS EMPLOYEES INCLUDING SENIOR EXECUTIVES WHICH HAVE BASED SALARIES ON MARKET SURVEYS. IN 2012, THE BOARD APPROVED BOB DARNELLS COMPENSATION; THE BOARD ALSO PROVIDED APPROVAL TO THE PRESIDENT AND EXECUTIVE DIRECTOR TO APPROVE SENIOR MANAGEMENT COMPENSATION. FORM 990, PART VI, SECTION C, LINE 19 THE GOVERNING DOCUMENTS OF THE ORGANIZATION AND FINANCIAL INFORMATION ARE AVAILABLE UPON REQUEST. CHANGES IN NET ASSETS OR FUND BALANCES: FORM 990, PART XI, LINE 9: ROUNDING 2.