UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM N-CSR

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES

 

Investment Company Act file number

811-4889

 

H&Q Life Sciences Investors

(Exact name of registrant as specified in charter)

 

30 Rowes Wharf, Fourth Floor, Boston, MA

 

02110-3328

(Address of principal executive offices)

 

(Zip code)

 

30 Rowes Wharf, Fourth Floor, Boston, MA 02110-3328

(Name and address of agent for service)

 

Registrant’s telephone number, including area code:

617-772-8500

 

 

Date of fiscal year end:

September 30

 

 

Date of reporting period:

October 1, 2005 to March 31, 2006

 

 

Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.

 

A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. Section 3507.

 



 

ITEM 1. REPORTS TO STOCKHOLDERS.

 



H&Q LIFE SCIENCES INVESTORS

Semiannual Report

March 31, 2006




To our Shareholders:

On March 31, 2006, the net asset value per share of the Fund was $17.35. During the six-month period ended March 31, 2006, total return at net asset value of your Fund was 4.01%. During the most recent quarter ended March 31, 2006, total return at net asset value of your Fund was 11.14%. The total investment return at market was 10.73% during the six-month period ended March 31, 2006 and was 11.29% during the quarter ended March 31, 2006. Comparisons to relevant indices are listed below:

Investment Returns   Quarter
Ended
3/31/06
  Six Months
Ended
3/31/06
 
Investment Return at market     +11.29 %     +10.73 %  
Net Asset Value     +11.14 %     + 4.01 %  
NASDAQ Biotech Index (NBI)     + 6.44 %     + 7.18 %  
S&P 500 Index     + 4.21 %     + 6.38 %  

 

In the most recent quarter ended March 31, 2006, the investment return at market value and net asset value (NAV) of your Fund each returned more than 11%, outperforming the NASDAQ Biotech Index (NBI) and the S&P 500 Index (S&P) for the period. In that same period, the NBI outperformed the S&P. However, for the six-month period ending 3/31/06, only the investment return at market outperformed these indexes. The NAV underperformed these benchmark indexes.

In the approximately six weeks since the end of March, the S&P index has been flat to slightly down, while the Fund and the NBI have exhibited a somewhat larger retreat. We think that this trend evidences some profit taking in biotechnology as well as some market rotation out of smaller capitalization healthcare investments into other non-healthcare sectors as well some movement into large pharma. We also think that these trends have been exacerbated by macroeconomic factors (e.g., inflation fears resulting from increased energy and hard commodity pricing, Federal Reserve actions, etc.) as well as by some momentum buying as the largest cap segments of the market (e.g., the Dow Jones Industrial Average) approached multi-year highs. Certain regulatory events have also been an impediment to advancement of the group. For example, CMS' initial proposal regarding re-setting of reimbursement for medical products was not well received by the marketplace. We expect that final negotiations to be played out over time will moderate the impact of any proposal adopted by CMS, but the initial proposal provided for significant reductions in Medicare reimbursement rates for a number of important products.

1



In the first half of calendar year 2005, a number of events in biotechnology sectors were well received by investors and, in our view, helped move the sector upward. Examples included positive results for Genzyme's Renagel product and for Genetech's Herceptin and Lucentis products. Also, Teva Pharmaceuticals obtained approval for generic versions of several prominent drugs, Amylin successfully launched a new drug, Byetta, for use in diabetes and Myogen demonstrated successful clinical data for a new heart failure drug. In aggregate, we believe that these and other events had a beneficial effect on the sector. More recently there have been several program or product developments that we believe have had a negative impact on the sector. These include delays in key programs at Dov Pharmaceuticals and Encysive Pharmaceuticals, as well as failure of a clinical trial at Rigel Pharmaceuticals. We believe that these events, in combination with other events and macroeconomic factors have had a negative short term effect on the NBI and the sector generally. While we are not happy about these developments, we think that the biotech sector is approaching an oversold situation which may well present a buying opportunity for us in the not too distant future.

In the broader healthcare sectors, several trends have emerged of late. It appears that after multi-year stock price advancement, the Payer (i.e., HMO) and Provider (i.e., Hospital) sub-sectors of the Healthcare Market have slowed or even re-traced some gains of late. In addition, a number of the largest and probably best biotech companies, such as Genzyme, Gilead, Genentech and Amgen, have also retreated a bit after significant advancement in calendar year 2005. This recent price action may also produce a buying opportunity in the not too distant future.

During the six-month period ended March 31, 2006, within the public portfolio, the Fund established positions in several companies, including Amgen, Inc., SGX Pharmaceuticals, Inc., National Medical Health Card Systems, Inc., Idenix Pharmaceuticals, Inc., Myriad Genetics, Inc., and Point Therapeutics, Inc. During the same six-month period, the Fund exited its positions in Connetics Corporation, Applera Corporation – Celera Genomics Group, Dyax Corporation, Nuvelo, Inc., Protein Design Labs, Inc., and IVAX Corporation.

Within the venture and other restricted securities portfolio, the Fund made follow on investments in Xanthus Life Sciences, Inc. The Fund also increased its investment in Ceres, Inc. by participating in a cashless exercise of warrants. The Fund established positions in Akorn, Inc., Aveta, Inc., Cougar Biotechnology Inc., Matritech, Inc. and Medwave, Inc.

2



Please note that HQL's Board of Trustees has approved the undertaking of a Rights Offering for Fund investors. This process is in progress and is expected to be completed in June or July. As always, if you have any questions or comments regarding the Rights Offering or the Fund in general, please call me at 617-772-8500. I would be happy to speak with you.

Daniel R. Omstead
President

3



H&Q LIFE SCIENCES INVESTORS

LARGEST HOLDINGS BY ISSUER

As of March 31, 2006

    % of Net Assets  
Conor Medsystems, Inc.     4.53 %  
Gilead Sciences, Inc.     3.80 %  
Concentric Medical, Inc.     2.95 %  
Cubist Pharmaceuticals, Inc.     2.82 %  
Genzyme Corp.     2.78 %  
Theravance, Inc.     2.38 %  
Lexicon Genetics Inc.     2.34 %  
IDEXX Laboratories, Inc.     2.17 %  
Impax Laboratories, Inc.     1.87 %  
Align Technology Inc.     1.83 %  

 

H&Q LIFE SCIENCES INVESTORS

PORTFOLIO

As of March 31, 2006

4




H&Q LIFE SCIENCES INVESTORS

SCHEDULE OF INVESTMENTS

March 31, 2006

(Unaudited)

SHARES   CONVERTIBLE SECURITIES - 16.1% of Net Assets
Convertible Preferred (Restricted) - 15.1%
  VALUE  
    Drug Discovery Technologies - 1.7%  
  1,587,302     Agilix Corporation Series B (a) (b)   $ 380,952    
  250,000     Ceres, Inc. Series C (a)     1,500,000    
  21,462     Ceres, Inc. Series C-1 (a)     128,772    
  175,540     Ceres, Inc. Series D (a)     1,053,240    
  455,203     Cougar Biotechnology Inc. Series A (a)     787,501    
  932,488     Galileo Pharmaceuticals, Inc. Series F-1 (a)     93    
  200,000     Zyomyx, Inc. Series A New (a)     20,000    
  200     Zyomyx, Inc. Series B New (a)     20    
    Emerging Biopharmaceuticals - 4.6%  
  744,921     Agensys, Inc. Series C (a)     2,200,201    
  1,724,138     Corus Pharma, Inc. Series C (a)     1,000,000    
  1,212,121     Raven biotechnologies, Inc. Series B (a)     1,006,060    
  1,872,772     Raven biotechnologies, Inc. Series C (a)     1,554,401    
  2,722,014     Raven biotechnologies, Inc. Series D (a)     800,000    
  1,415,385     TargeGen, Inc. Series C (a)     1,840,001    
  30,920     Therion Biologics Corporation Series A (a)     37,722    
  160,000     Therion Biologics Corporation Series B (a)     195,200    
  271,808     Therion Biologics Corporation Series C (a) (c)     331,606    
  22,224     Therion Biologics Corporation Series C-2 (a) (c)     27,113    
  28,991     Therion Biologics Corporation Sinking Fund (a)     290    
  1,645,000     Xanthus Life Sciences, Inc. Series B (a)     1,645,000    
    Healthcare Services - 3.3%  
  1,051,429     CardioNet, Inc. Series C (a)     3,680,001    
  322,168     CytoLogix Corporation Series A (a) (b)     265,789    
  151,420     CytoLogix Corporation Series B (a) (b) (c)     124,922    
  3,589,744     PHT Corporation Series D (a) (b)     2,800,000    
  802,996     PHT Corporation Series E (a) (b)     626,337    
    Medical Devices and Diagnostics - 5.5%  
  3,235,293     Concentric Medical, Inc. Series B (a) (b)     4,529,410    
  1,162,790     Concentric Medical, Inc. Series C (a) (b)     1,627,906    
  455,333     Concentric Medical, Inc. Series D (a) (b)     637,466    
  177,778     EPR, Inc. Series A (a)     1,778    
  2,446,016     Labcyte, Inc. Series C (a)     1,280,000    
  130,000     Masimo Corporation Series D     1,430,000    
  1,088,436     OmniSonics Medical Technologies, Inc.
Series B (a)
    1,454,151    
  1,031,992     OmniSonics Medical Technologies, Inc.
Series C (a)
    1,200,000    
  43,478     TherOx, Inc. Series H (a)     165,217    
  99,646     TherOx, Inc. Series I (a) (c)     384,733    
    $ 34,715,882    

 

The accompanying notes are an integral part of these financial statements.

5



H&Q LIFE SCIENCES INVESTORS

SCHEDULE OF INVESTMENTS

March 31, 2006

(unaudited)

(continued)

PRINCIPAL
AMOUNT
  Convertible Notes (Restricted) - 1.0%  
VALUE
 
    Drug Discovery Technologies - 0.9%  
$ 2,000,000     Matritech Inc., 15.00% due 2009 (c)   $ 2,000,000    
    Healthcare Services - 0.1%  
  200,000     CardioNet, Inc. Cvt. Note, 8.00% due 2006 (c)     200,000    
  112,224     CytoLogix Corporation Cvt. Note, 6.75% (b) (d)     112,224    
    $ 2,312,224    
        TOTAL CONVERTIBLE SECURITIES
(Cost $44,781,381)
  $ 37,028,106    
SHARES   COMMON STOCKS - 80.5%    
    Biopharmaceuticals - 25.5%  
  311,111     Akorn, Inc. (Restricted) (a) (c)   $ 1,285,200    
  201,250     Alexza Pharmaceuticals, Inc. (a)     1,962,187    
  52,500     Amgen, Inc. (a)     3,819,375    
  468,500     Bioenvision, Inc. (a)     3,340,405    
  534,805     Critical Therapeutics, Inc. (a)     2,722,157    
  282,253     Cubist Pharmaceuticals, Inc. (a)     6,483,351    
  28,200     Curis, Inc. (a)     67,116    
  269,341     Encysive Pharmaceuticals Inc. (a)     1,317,077    
  26,500     Genentech, Inc. (a)     2,239,515    
  95,107     Genzyme Corporation (a)     6,393,093    
  140,675     Gilead Sciences, Inc. (a)     8,752,798    
  217,825     Idenix Pharmaceuticals Inc. (a)     2,955,885    
  132,797     Inhibitex Inc. (a)     964,106    
  400,950     Insmed Inc. (a)     781,853    
  540,559     Inspire Pharmaceuticals, Inc. (a)     2,827,124    
  93,810     MedImmune, Inc. (a)     3,431,570    
  94,540     Myriad Genetics Inc. (a)     2,466,549    
  670,000     Point Therapeutics, Inc. (a)     2,318,200    
  378,480     SGX Pharmaceuticals, Inc. (a)     3,603,130    
  263,751     Vivus, Inc. (a)     878,291    
      58,608,982    
    Drug Delivery - 2.9%  
  526,855     DepoMed, Inc. (a)     3,440,363    
  141,710     Noven Pharmaceuticals, Inc. (a)     2,552,197    
  29,594     Penwest Pharmaceuticals Co. (a)     641,894    
      6,634,454    
    Drug Discovery Technologies - 5.5%  
  46,560     Avalon Pharmaceuticals, Inc. (a)     235,128    
  138,288     Avalon Pharmaceuticals, Inc. (Restricted) (a)     663,437    
  50,578     Cougar Biotechnology Inc. (Restricted) (a)     87,500    

 

The accompanying notes are an integral part of these financial statements.

6



H&Q LIFE SCIENCES INVESTORS

SCHEDULE OF INVESTMENTS

March 31, 2006

(unaudited)

(continued)

SHARES   Drug Discovery Technologies - continued   VALUE  
  436,232     deCODE Genetics, Inc. (a)   $ 3,782,131    
  531,700     Pharmacopeia Drug Discovery, Inc. (a)     3,152,981    
  120,737     Senomyx, Inc. (a)     1,987,331    
  128,050     ZymoGenetics, Inc. (a)     2,768,441    
  200,000     Zyomyx, Inc. (Restricted) (a)     2,000    
      12,678,949    
    Emerging Biopharmaceuticals - 22.2%  
  213,170     ACADIA Pharmaceuticals, Inc. (a)     3,406,456    
  427,604     Ariad Pharmaceuticals, Inc. (a)     2,813,634    
  243,828     Barrier Therapeutics, Inc. (a)     2,360,255    
  368,929     Cytokinetics, Inc. (a)     2,689,492    
  45,570     DOV Pharmaceutical, Inc. (a)     728,209    
  588,800     Epix Pharmaceuticals, Inc. (a)     2,060,800    
  319,380     Exelixis, Inc. (a)     3,835,754    
  456,549     Kosan Biosciences, Inc. (a)     2,689,074    
  970,000     Lexicon Genetics, Inc. (a)     5,373,800    
  31,059     Momenta Pharmaceuticals, Inc. (a)     610,620    
  41,707     Myogen, Inc. (a)     1,511,045    
  51,080     Myogen, Inc. warrants (a)     1,452,204    
  322,410     Neurogen Corporation (a)     1,995,718    
  158,337     Nitromed, Inc. (a)     1,330,031    
  153,300     Rigel Pharmaceuticals, Inc. (a)     1,761,417    
  595,700     Sangamo BioSciences, Inc. (a)     3,544,415    
  455,320     Seattle Genetics, Inc. (a)     2,349,451    
  296,924     Sirna Therapeutics, Inc. (a)     2,001,268    
  28,604     Telik, Inc. (a)     553,773    
  375,384     Tercica, Inc. (a)     2,515,073    
  194,916     Theravance, Inc. (a)     5,465,445    
  146,982     Therion Biologics Corporation (Restricted) (a)     1,470    
      51,049,404    
    Generic Pharmaceuticals - 5.0%  
  305,100     Caraco Pharmaceutical Laboratories, Ltd. (a)     3,966,300    
  429,582     Impax Laboratories, Inc. (a)     4,291,524    
  76,608     Teva Pharmaceutical Industries, Ltd. ADR     3,154,717    
      11,412,541    
    Healthcare Services - 3.7%  
  148,148     Aveta, Inc. (Restricted) (a)     1,999,998    
  17,416     DakoCytomation, Inc. (Restricted) (e)     181,301    
  204,805     Emageon, Inc. (a)     3,479,637    
  106,500     National Medical Health Card Systems, Inc. (a)     2,982,000    
  204,139     Syntiro Healthcare Services (Restricted) (a)     204    
      8,643,140    

 

The accompanying notes are an integral part of these financial statements.

7



H&Q LIFE SCIENCES INVESTORS

SCHEDULE OF INVESTMENTS

March 31, 2006

(unaudited)

(continued)

SHARES   Medical Devices and Diagnostics - 15.7%   VALUE  
  99,720     Adeza Biomedical Corporation (a)   $ 2,107,084    
  87,850     Affymetrix, Inc. (a)     2,892,901    
  458,850     Align Technology, Inc. (a)     4,207,654    
  298,577     Conor Medsystems, Inc. (a)     8,778,164    
  58,800     Conor Medsystems, Inc. (Restricted) (a)     1,642,284    
  57,920     IDEXX Laboratories, Inc. (a)     5,001,971    
  130,000     Masimo Corporation (Restricted)     1,300    
  447,080     Medwave, Inc. (Restricted) (a) (c)     1,448,539    
  195,217     Orchid Cellmark, Inc. (a)     1,120,546    
  784,900     Orthovita, Inc. (a)     3,249,486    
  139,019     Songbird Hearing, Inc. (Restricted) (a)     1,390    
  927,713     Third Wave Technologies, Inc. (a)     2,903,742    
  382,583     VNUS Medical Technologies, Inc. (a)     2,903,805    
      36,258,866    
        TOTAL COMMON STOCKS
(Cost $145,340,739)
  $ 185,286,336    
PRINCIPAL
AMOUNT
  REPURCHASE AGREEMENT - 0.1%  
 
  $128,000


    State Street Bank and Trust Co.
(collateralized by U.S. Treasury Bond
4.25%, 8/15/15, market value $133,854);
1.40% due 04/03/06 (Cost $128,000)
   


128,000
   
    SHORT-TERM INVESTMENT - 3.9%  
  9,000,000     General Electric Capital Corp.;
4.63% due 04/03/06 (Cost $8,997,685)
    8,997,685    
        TOTAL INVESTMENTS - 100.6%
(Cost $199,247,805)
  $ 231,440,127    
        OTHER LIABILITIES IN EXCESS
OF ASSETS - (0.6%)
    (1,350,074 )  
        NET ASSETS - 100%   $ 230,090,053    

 

(a)  Non-income producing security.

(b)  Affiliated issuers in which the Fund holds 5% or more of the voting securities (Total Market Value of $11,105,006).

(c)  Including associated warrants.

(d)  Variable maturity.

(e)  Foreign Security.

ADR  American Depository Receipt.

The accompanying notes are an integral part of these financial statements.

8



H&Q LIFE SCIENCES INVESTORS

STATEMENT OF ASSETS AND LIABILITIES

March 31, 2006

(Unaudited)

ASSETS:  
Investments in non affiliated issuers, at value
(identified cost $188,252,243; see Schedule of
Investments)
  $ 220,335,121    
Investments in affiliated issuers, at value
(identified cost $10,995,562; see Schedule of
Investments)
    11,105,006    
Cash     973    
Interest receivable     102,764    
Receivable for investments sold     548,396    
Prepaid expenses     37,208    
Total assets   $ 232,129,468    
LIABILITIES:  
Payable for investments purchased   $ 1,653,882    
Accrued advisory fee     240,181    
Accrued audit fee     44,680    
Accrued administration fee     5,200    
Accrued legal fees     8,035    
Accrued shareholder reporting fees     60,373    
Accrued other     27,064    
Total liabilities   $ 2,039,415    
NET ASSETS   $ 230,090,053    
SOURCES OF NET ASSETS:  
Shares of beneficial interest, par value $.01 per
share, unlimited number of shares authorized,
amount paid in on 13,262,472 shares issued and
outstanding
  $ 187,923,589    
Accumulated net investment income     75,059    
Accumulated net realized gain on investments     9,899,085    
Net unrealized gain on investments     32,192,320    
Total net assets (equivalent to $17.35 per
share based on 13,262,472 shares outstanding)
  $ 230,090,053    

 

The accompanying notes are an integral part of these financial statements.

9



H&Q LIFE SCIENCES INVESTORS

STATEMENT OF OPERATIONS

For the Six Months Ended March 31, 2006

(Unaudited)

INVESTMENT INCOME:  
Dividend income (net of foreign tax
of $1,678)
  $ 8,260            
Special dividend     1,312,446            
Interest income from non affiliated issuers     553,391            
Interest income from affiliated issuers     3,788            
Total investment income         $ 1,877,885    
EXPENSES:  
Advisory fees   $ 1,387,445            
Trustees' fees and expenses     83,887            
Accounting, administration and auditing fees     76,311            
Shareholder reporting     51,688            
Legal fees     47,320            
Custodian fees     41,314            
Transfer agent fees     27,300            
Stock exchange listing fee     13,177            
Other (see note (3))     74,370            
Total expenses           1,802,812    
Net investment income           $ 75,073    
NET REALIZED AND UNREALIZED GAIN
(LOSS) ON INVESTMENTS:
 
Net realized gain on investments           $ 14,303,339    
Decrease in net unrealized gain on investments             (6,035,540 )  
Net realized and unrealized gain
on investments
          $ 8,267,799    
Net increase in net assets
resulting from operations
          $ 8,342,872    

 

The accompanying notes are an integral part of these financial statements.

10



H&Q LIFE SCIENCES INVESTORS

STATEMENTS OF CHANGES IN NET ASSETS

    For the six
months ended
March 31, 2006
(Unaudited)
  For the
year ended
September 30,
2005
 
NET INCREASE IN NET ASSETS
RESULTING FROM OPERATIONS:
 
Net investment income (loss)   $ 75,073     ($ 2,587,561 )  
Net realized gain on investments     14,303,339       26,035,268    
Decrease/increase in net unrealized
gain on investments
    (6,035,540 )     21,315,662    
Net increase in net assets
resulting from operations
  $ 8,342,872     $ 44,763,369    
DISTRIBUTIONS TO SHAREHOLDERS
FROM:
 
Net realized capital gains   ($ 17,939,117 )   ($ 15,828,633 )  
CAPITAL SHARE TRANSACTIONS:  
Value of shares issued in
reinvestment of distributions
(657,268 and 538,795 shares,
respectively)
  $ 10,394,972     $ 8,518,606    
Net increase in net assets   $ 798,727     $ 37,453,342    
NET ASSETS:  
Beginning of period     229,291,326       191,837,984    
End of period   $ 230,090,053     $ 229,291,326    
ACCUMULATED NET INVESTMENT
INCOME INCLUDED IN NET ASSETS
AT END OF THE PERIOD
  $ 75,059     ($ 14 )  

 

The accompanying notes are an integral part of these financial statements.

11



H&Q LIFE SCIENCES INVESTORS

STATEMENT OF CASH FLOWS

For the Six Months Ended March 31, 2006

(Unaudited)

CASH FLOWS PROVIDED FROM OPERATING ACTIVITIES:  
Purchases of portfolio securities   ($ 58,577,431 )  
Net maturities of short-term investments     6,600,807    
Sales of portfolio securities     59,998,463    
Interest income received     13,868    
Dividends received     1,320,706    
Operating expenses paid     (1,832,590 )  
Net cash provided from operating activities   $ 7,523,823    
CASH FLOWS USED FOR FINANCING ACTIVITIES:  
Cash distributions paid, net   ($ 7,544,145 )  
Net cash used in financing activities   ($ 7,544,145 )  
NET DECREASE IN CASH   ($ 20,322 )  
CASH AT BEGINNING OF PERIOD     21,295    
CASH AT END OF PERIOD   $ 973    
RECONCILIATION OF NET INCREASE IN NET ASSETS
RESULTING FROM OPERATIONS TO NET CASH
PROVIDED FROM OPERATING ACTIVITIES:
 
Net increase in net assets resulting from operations   $ 8,342,872    
Purchases of portfolio securities     (58,577,431 )  
Net maturities of short-term investments     6,600,807    
Sales of portfolio securities     59,998,463    
Accretion of discount     (476,255 )  
Net realized gain on investments     (14,303,339 )  
Decrease in net unrealized gain on investments     6,035,540    
Increase in dividends and interest receivable     (67,056 )  
Decrease in accrued expenses     (41,947 )  
Decrease in prepaid expenses     12,169    
Net cash provided from operating activities   $ 7,523,823    

 

Noncash financing activities not included herein consist of reinvested distributions of $10,394,972.
Noncash operating activities not included herein consist of one conversion of restricted preferred stock with a cost of $2,005,767 to restricted common stock of the same issuer.

The accompanying notes are an integral part of these financial statements.

12



H&Q LIFE SCIENCES INVESTORS

FINANCIAL HIGHLIGHTS

(Selected data for each share of beneficial interest outstanding throughout the period indicated)

    For the six
months ended
March 31, 2006
  For the year ended September 30,  
    (Unaudited)   2005   2004   2003   2002 (1)   2001  
Net asset value per share:
Beginning of period
  $ 18.19     $ 15.90     $ 16.68     $ 15.14     $ 23.09     $ 39.37    
Net investment income (loss) (2)   $ 0.01 (3)   ($ 0.21 )   ($ 0.26 )   ($ 0.21 )   ($ 0.26 )   ($ 0.22 )  
Net realized and unrealized
gain (loss) on investments
    0.56       3.79       0.86       3.55       (4.84 )     (12.13 )  
Total increase (decrease) from
investment operations
  $ 0.57     $ 3.58     $ 0.60     $ 3.34     ($ 5.09 )   ($ 12.36 )  
Capital gains distributions to
shareholders
  ($ 1.41 )   ($ 1.29 )   ($ 1.38 )   ($ 1.80 )   ($ 2.86 )   ($ 3.92 )  
Net asset value per share:
End of period
  $ 17.35     $ 18.19     $ 15.90     $ 16.68     $ 15.14     $ 23.09    
Per share market value:
End of period
  $ 17.11     $ 16.85     $ 16.20     $ 15.28     $ 11.79     $ 18.45    
Total investment return at
market value
    10.73 %     12.77 %     15.52 %     47.65 %     (25.82 %)     (29.07 %)  
RATIOS AND SUPPLEMENTAL DATA:  
Net assets at end of period   $ 230,090,053     $ 229,291,326     $ 191,837,984     $ 190,352,471     $ 157,585,450     $ 215,162,600    
Ratio of operating expenses
to average net assets
    1.67 %*     1.74 %     1.73 %     1.74 %     1.71 %     1.58 %  
Ratio of net investment income/
(loss) to average net assets
    0.07 %*(3)     (1.29 %)     (1.56 %)     (1.38 %)     (1.25 %)     (0.83 %)  
Portfolio turnover rate     27.97 %     73.79 %     34.93 %     32.36 %     17.36 %     16.49 %  
Number of shares
outstanding at end
of period
    13,262,472       12,605,204       12,066,409       11,412,475       10,409,622       9,318,998    

 

(1) In 2002, the Fund adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began accreting discounts and amortizing premiums on all debt securities. The effect of this change for the year ended September 30, 2002 was a decrease in net investment loss per share of $.006, an increase in net realized and unrealized loss on investments per share of $.006, and a decrease in the ratio of net investment loss to average net assets from (1.28%) to (1.25%). Per share data and ratios for the periods prior to October 1, 2001 have not been restated to reflect this change in presentation.

(2) Net investment income/(loss) per share has been computed using average shares outstanding.

(3) Includes a special dividend from an issuer in the amount of $0.10 per share. Excluding the special dividend, the ratio of net investment income/(loss) to average net assets would have been (1.14%) annualized.

* Annualized.

The accompanying notes are an integral part of these financial statements.

13




H&Q LIFE SCIENCES INVESTORS

NOTES TO FINANCIAL STATEMENTS

March 31, 2006

(Unaudited)

(1)  Organization

H&Q Life Sciences Investors (the Fund) is a Massachusetts business trust registered under the Investment Company Act of 1940 as a diversified closed-end management investment company. The Fund's investment objective is long-term capital appreciation through investment in securities of companies in the healthcare industries. The Fund invests primarily in securities of public and private companies that are believed to have significant potential for above-average growth. The Fund was organized on February 20, 1992 and commenced operations on May 8, 1992.

The preparation of these financial statements requires the use of certain estimates by management in determining the Fund's assets, liabilities, revenues and expenses. Actual results could differ from these estimates. The following is a summary of significant accounting policies consistently followed by the Fund, which are in conformity with accounting principles generally accepted in the United States of America.

Investment Securities & Investment Income

Investments traded on national securities exchanges or in the over-the-counter market that are National Market System securities are valued at the last sale price or, lacking any sales, at the mean between the last bid and asked prices. Other over-the-counter securities are valued at the most recent bid prices as obtained from one or more dealers that make markets in the securities. Exchange traded investments for which market quotations are not readily available is valued at fair value as determined in good faith by the Trustees of the Fund. The value of venture capital and other restricted securities is determined in good faith by the Trustees. However, because of the uncertainty of venture capital and other restricted security valuations, these estimated values may differ significantly from the values that would have been used had a ready market for these securities existed, and the differences could be material. See note 4 below. Short-term investments with maturity of 60 days or less are valued at amortized cost.

Investment transactions are recorded on a trade date basis. Gains and losses from sales of investments are recorded using the "identified cost" method. Interest income is recorded on the accrual basis, adjusted for amortization of premiums and accretion of discounts. Dividend income is recorded on the ex-dividend date.

Repurchase Agreements

In managing short-term investments the Fund may from time to time enter into transactions in repurchase agreements. In a repurchase agreement, the Fund's custodian takes possession of the underlying collateral securities, the market value of which is at least equal to the principal, including accrued interest, of the repurchase transaction at all times. In the event of default or bankruptcy by the other party to the agreement, realization and/or retention of the collateral by the Fund may be delayed or limited.

Federal Income Taxes

It is the Fund's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute to its shareholders substantially all of its taxable income and its net realized capital gains, if any. Therefore, no Federal income or excise tax provision is required.

Distributions

The Fund records all distributions to shareholders from net investment income, if any, and realized gains on the ex-dividend date. Such distributions are determined in conformity with income tax regulations. Due to permanent book/tax differences in accounting for certain transactions, certain distributions may be treated as distributions from capital as opposed to distributions of net investment income or realized capital gains.

14



H&Q LIFE SCIENCES INVESTORS

NOTES TO FINANCIAL STATEMENTS

March 31, 2006

(continued)

Distribution Policy

Distributions will automatically be paid in newly issued shares of the Fund unless otherwise instructed by the shareholder. Pursuant to an SEC exemptive order, the Fund has implemented a fixed distribution policy that permits the Fund to make quarterly distributions at a rate of 2% of the Fund's net assets to shareholders of record. The Fund intends to use net realized capital gains when making quarterly distributions. This could result in a return of capital to shareholders if the amount of the distribution exceeds the Fund's net investment income and realized capital gains. It is anticipated that net realized capital gains in excess of the total distributed under this policy would be included in the December distribution.

Statement of Cash Flows

The cash amount shown in the Statement of Cash Flows is the amount included in the Fund's Statement of Assets and Liabilities and represents cash on hand at its custodian and does not include short-term investments at March 31, 2006.

Indemnifications

Under the Fund's organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into agreements with service providers that may contain indemnification clauses. The Fund's maximum exposure under these agreements is unknown as this would involve future claims that may be made against the fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

(2)  Securities Transactions

The aggregate cost of purchases and proceeds from sales of investment securities (other than short-term investments) for the six months ended March 31, 2006 totaled $59,673,874 and $57,818,230 respectively.

At March 31, 2006, the total cost of securities for Federal income tax purposes was $199,247,805. The net unrealized gain for Federal income tax purposes on securities held by the Fund was $32,192,320 including gross unrealized gain of $61,780,901 and gross unrealized loss of $29,588,581.

(3)  Investment Advisory Fees and Other Transactions with Affiliates

The Fund has entered into an Investment Advisory Agreement (the Advisory Agreement) with Hambrecht & Quist Capital Management, LLC (the Adviser). Pursuant to the terms of the Advisory Agreement, the Fund pays the Adviser a monthly fee at the rate when annualized of (i) 2.5% of the average net assets for the month of its venture capital and other restricted securities up to 25% of net assets and (ii) for the month, for all other assets, 1.0% of the average net assets up to $250 million, 0.9% of the average net assets for the next $250 million, 0.8% of the average net assets for the next $500 million and 0.7% of the average net assets thereafter. The aggregate fee may not exceed a rate when annualized of 1.375%. Beginning July 1, 2006 the Fund will pay a monthly rate when annualized of (i) 2.5% of the average net assets for the month of its venture capital and other restricted securities up to 25% of net assets and (ii) for the month, for all other assets, 0.98% of the average net assets up to $250 million, 0.88% of the average net assets for the next $250 million, 0.80% of the average net assets for the next $500 million and 0.70% of the average net assets thereafter. The aggregate fee may not exceed a rate when annualized of 1.375%

15



H&Q LIFE SCIENCES INVESTORS

NOTES TO FINANCIAL STATEMENTS

March 31, 2006

(continued)

As of February 2005, Daniel R. Omstead, Ph.D, Christopher F. Brinzey, M.B.A., Frank T. Gentile, Ph.D. and Jason C. Akus, M.D./M.B.A. are members of the team that makes investments on behalf of the Fund. These members also perform other duties, including making investment decisions on behalf of another closed-end investment Company, H&Q Healthcare Investors, which invests in the healthcare industries.

The Fund has entered into a Services Agreement (the "Agreement") with the Adviser. Pursuant to the terms of the Agreement, the Fund reimburses the Adviser for certain services related to a portion of the payment of salary and provision of benefits to the Fund's Chief Compliance Officer. During the six months ended March 31, 2006 these payments amounted to $29,694 and are included in the "other" category in the Statement of Operations, together with insurance expenses of $26,464 incurred to unaffiliated entities. Such expenses are the major components of "other" in the Statement of Operations. Expenses incurred pursuant to the Agreement as well as certain expenses paid for by the Adviser are allocated in an equitable fashion to the Fund.

Certain officers and Trustees of the Fund are also officers of the Adviser. Trustees who are not affiliates of the Adviser receive an annual fee of $20,000 plus $500 for each Committee on which they serve and $500 for each meeting attended.

An affiliate company is a company in which the Fund holds 5% or more of the voting securities. Transactions with such companies, all of which are venture capital companies, during the six months ended March 31, 2006 were as follows:

Issuer   Value on
October 1, 2005
  Purchases   Sales   Income   Value on
March 31, 2006
 
Agilix
Corporation
  $ 380,952     $     $     $     $ 380,952    
Concentric
Medical, Inc.
    6,794,782                         6,794,782    
CytoLogix
Corporation
    502,935                   3,788       502,935    
PHT
Corporation
    3,426,337                         3,426,337    
    $ 11,105,006     $ 0     $ 0     $ 3,788     $ 11,105,006    

 

(4)  Venture Capital and Other Restricted Securities

The Fund may invest in venture capital and other restricted securities if these securities would currently constitute 40% or less of net assets. The value of these securities represents 19% of the Fund's net assets at March 31, 2006.

During the year ended September 30, 2004, restricted securities from one issuer were exchanged for cash in connection with a corporate action, a portion of which has been retained by the issuer in an escrow account pending resolution of certain contingencies and whose estimated value of $456,340 at March 31, 2006 has been determined by the Trustees. The value of the escrow account is included in the Receivable for Investments Sold in the Statement of Assets and Liabilities.

The following table details the acquisition date, cost, carrying value per unit, and value of the Fund's venture capital and other restricted securities at March 31, 2006, as determined by the Trustees of the Fund. With the exception of Conor Medsystems, Inc. Restricted common stock the Fund on its own does not have the right to demand that such securities be registered. Subject to certain conditions the Fund has the right to request registration of Conor Medsystems, Inc. Restricted common stock.

16



H&Q LIFE SCIENCES INVESTORS

NOTES TO FINANCIAL STATEMENTS

March 31, 2006

(continued)

Security (f)    Acquisition
Date
  Cost   Carrying Value
per Unit
  Value  
Agensys, Inc.  
Series C Cvt. Pfd.   2/14/02, 9/27/05   $ 2,204,684     $ 2.95     $ 2,200,201    
Agilix Corporation  
Series B Cvt. Pfd.   11/8/01     2,009,507       0.24       380,952    
Akorn, Inc.  
Restricted Common   3/7/06     1,400,000       4.13       1,285,200    
Avalon Pharmaceuticals, Inc.  
Restricted Common   10/22/01-2/11/05     2,145,319       4.80       663,437    
Aveta, Inc.  
Restricted Common   12/21/05     1,999,998       13.50       1,999,998    
CardioNet, Inc.  
Series C Cvt. Pfd.   5/3/01-3/25/03     3,700,899       3.50       3,680,001    
Convertible Note   8/15/05     200,000       1.00       200,000    
Ceres, Inc.  
Series C Cvt. Pfd.   12/23/98     1,000,875       6.00       1,500,000    
Series C-1 Cvt. Pfd.   3/31/01     74,325       6.00       128,772    
Series D Cvt. Pfd.   3/14/01     1,046,778       6.00       1,053,240    
Concentric Medical, Inc.  
Series B Cvt. Pfd.   5/7/02-1/24/03     2,219,473       1.40       4,529,410    
Series C Cvt. Pfd.   12/19/03     999,999       1.40       1,627,906    
Series D Cvt. Pfd.   9/30/05     638,511       1.40       637,466    
Conor Medsystems, Inc.  
Restricted Common   10/23/03-8/6/04     351,643       27.93       1,642,284    
Corus Pharma, Inc.  
Series C Cvt. Pfd.   4/8/04     2,001,540       0.58       1,000,000    
Cougar Biotechnology Inc.  
Series A Cvt. Pfd.   3/30/06     787,501       1.73       787,501    
Restricted Common   3/30/06     87,500       1.73       87,500    
CytoLogix Corporation  
Series A Cvt. Pfd.   1/13/98-7/21/99     1,077,912       0.83       265,789    
Series B Cvt. Pfd.   1/11/01     506,622       0.83       124,922    
Convertible Note   5/29/02     112,224       1.00       112,224    
Dako A/S  
Restricted Common   6/14/04     734,913       10.41       181,301    
EPR, Inc.  
Series A Cvt. Pfd.   3/9/94     800,331       0.01       1,778    
Galileo Pharmaceuticals, Inc.  
Series F-1 Cvt. Pfd.   8/18/00     2,001,929       0.00       93    
Labcyte, Inc.  
Series C Cvt. Pfd.   7/18/05     1,282,337       0.52       1,280,000    
Masimo Corporation  
Series D Cvt. Pfd.   8/14/96     910,176       11.00       1,430,000    
Restricted Common   3/31/98     0       0.01       1,300    
Matritech, Inc.  
Convertible Note   1/17/06     2,000,000       1.00       2,000,000    
Medwave, Inc.  
Restricted Common   2/21/06     1,224,999       3.24       1,448,539    
Omnisonics Medical Technologies, Inc.  
Series B Cvt. Pfd.   5/24/01     1,606,312       1.34       1,454,151    
Series C Cvt. Pfd.   10/1/03     1,200,224       1.16       1,200,000    
PHT Corporation  
Series D Cvt. Pfd.   7/23/01     2,803,841       0.78       2,800,000    
Series E Cvt. Pfd.   9/12/03-12/17/03     627,472       0.78       626,337    
Raven biotechnologies, Inc.  
Series B Cvt. Pfd.   12/12/00     2,001,150       0.83       1,006,060    
Series C Cvt. Pfd.   11/26/02     1,554,400       0.83       1,554,401    
Series D Cvt. Pfd.   6/23/05     803,610       0.29       800,000    
Songbird Hearing, Inc.  
Restricted Common   12/14/00     2,003,239       0.01       1,390    
Syntiro Healthcare Services  
Restricted Common   2/5/97     800,325       0.001       204    

 

17



H&Q LIFE SCIENCES INVESTORS

NOTES TO FINANCIAL STATEMENTS

March 31, 2006

(continued)

Security (f)    Acquisition
Date
  Cost   Carrying Value
per Unit
  Value  
TargeGen, Inc.  
Series C Cvt. Pfd.   8/30/05   $ 1,842,205     $ 1.30     $ 1,840,001    
Therion Biologics Corporation  
Series A Cvt. Pfd.   8/20/96-10/16/96     289,847       1.22       37,722    
Series B Cvt. Pfd.   6/22/99     600,929       1.22       195,200    
Series C Cvt. Pfd.   9/26/01-10/15/01     1,019,568       1.22       331,606    
Series C-2 Cvt. Pfd.   8/13/03     40,003       1.22       27,113    
Sinking Fund Cvt. Pfd.   10/18/94-4/3/96     582,505       0.01       290    
Restricted Common   6/30/93     251,642       0.01       1,470    
TherOx, Inc.  
Series H Cvt. Pfd.   9/11/00     2,001,626       3.80       165,217    
Series I Cvt. Pfd.   7/8/05     386,273       3.86       384,733    
Xanthus Life Sciences, Inc.  
Series B Cvt. Pfd.   12/5/03-3/23/06     1,645,880       1.00       1,645,000    
Zyomyx, Inc.  
Series A New Cvt. Pfd.   2/19/99-1/12/04     199,800       0.10       20,000    
Series B New Cvt. Pfd.   3/31/04     112       0.10       20    
New Restricted Common   2/19/99-7/22/02     2,401,101       0.01       2,000    
        $ 58,182,059             $ 44,342,729 (g)   

 

(f)  See Schedule of Investments and corresponding footnotes for more information on each issuer.

(g)  Represents 19% of the Fund's net assets as of March 31, 2006.

(5)  Sources of Net Assets

The changes in the sources of net assets for the period from October 1, 2005 through March 31, 2006 are as follows:

    Capital Paid
in on Shares
of Beneficial
Interest
  Accumulated
Net
Investment
Gain
  Accumulated
Net Realized
Gain on
Investments
  Net
Unrealized
Gain on
Investments
  Total Net
Assets
 
As of October 1, 2005:   $ 177,528,617     ($ 14 )   $ 13,534,863     $ 38,227,860     $ 229,291,326    
For the period from
October 1, 2005 through
March 31, 2006:
 
Net investment income             75,073                       75,073    
Net realized gains                     14,303,339               14,303,339    
Distributions                     (17,939,117 )             (17,939,117 )  
Value of shares issued in
reinvestment of
dividends
    10,394,972                               10,394,972    
Decrease in net unrealized
gain on investments
                            (6,035,540 )     (6,035,540 )  
As of March 31, 2006:   $ 187,923,589     $ 75,059     $ 9,899,085     $ 32,192,320     $ 230,090,053    

 

18



H&Q LIFE SCIENCES INVESTORS

PRIVACY NOTICE

If you are a registered shareholder of the Fund, the Fund and Hambrecht & Quist Capital Management LLC, the Fund's investment adviser, may receive nonpublic personal information about you from the information collected by the transfer agent from your transactions in Fund shares. Any nonpublic personal information is not disclosed to third parties, except as permitted or required by law. In connection with servicing your account and effecting transactions, the information received may be shared with the investment adviser and non-affiliates, including transfer agents, custodians or other service companies. Access to your nonpublic personal information is restricted to employees who need to know that information to provide products or services to you. To maintain the security of your nonpublic personal information, physical, electronic, and procedural safeguards are in place that comply with federal standards. The policies and practices described above apply to both current and former shareholders.

If your Fund shares are held in "street name" at a bank or brokerage, we do not have access to your personal information and you should refer to your bank's or broker's privacy policies for a statement of the treatment of your personal information.

FOR MORE INFORMATION

A description of the Fund's proxy voting policies and procedures and information on how the Fund voted proxies and relating to portfolio securities during the most recent 12-month period ended June 30, is available (i) without charge, upon request by calling 1-800-451-2597; (ii) by writing to Hambrecht & Quist Capital Management LLC at 30 Rowes Wharf, Boston, MA 02110-3328; (iii) on the Fund's website at www.hqcm.com; and (iv) on the Securities and Exchange Commission's website at www.sec.gov.

The Fund's complete Schedule of Investments for the first and third quarters of its fiscal year will be filed quarterly with the Securities and Exchange Commission ("SEC") on Form N-Q. This Schedule of Investments will also be available on the Fund's website at www.hqcm.com, or the SEC's website at www.sec.gov. The Fund's Form N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC or by calling 1-800-SEC-0330.

19



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H&Q LIFE SCIENCES INVESTORS

New York Stock Exchange Symbol: HQL

30 Rowes Wharf, 4th Floor
Boston, Massachusetts 02110-3328
(617) 772-8500
www.hqcm.com

Officers

Daniel R. Omstead, Ph.D., President
Kathleen Eckert, Secretary, Treasurer and
Chief Compliance Officer

Trustees

Lawrence S. Lewin
Robert P. Mack, M.D.
Eric Oddleifson
Daniel R. Omstead, Ph.D.
Oleg M. Pohotsky
Uwe E. Reinhardt, Ph.D.
Henri A. Termeer

Investment Adviser

Hambrecht & Quist Capital Management LLC

Administrator & Custodian

State Street Bank and Trust Company

Transfer Agent

Computershare Shareholder Services, Inc.

Legal Counsel

Dechert LLP

Shareholders with questions regarding share transfers may call

1-800-426-5523

Daily net asset value may be obtained from

our website (www.hqcm.com) or by calling

1-800-451-2597

HQL-SAR-06




 

Item 2.                                   CODE OF ETHICS.

 

Not applicable to this semi-annual filing.

 

ITEM 3.                             AUDIT COMMITTEE FINANCIAL EXPERT.

 

Not applicable to this semi-annual filing.

 

ITEM 4.                             PRINCIPAL ACCOUNTANT FEES AND SERVICES.

 

Not applicable to this semi-annual filing.

 

ITEM 5.                             AUDIT COMMITTEE OF LISTED REGISTRANTS.

 

No applicable to this semi-annual filing.

 

ITEM 6.                             SCHEDULE OF INVESTMENTS.

 

The Registrant’s Schedule of Investments is included as part of the Report to Shareholders filed under Item 1 of this form.

 

ITEM 7.                        DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

 

Not applicable to this semi-annual filing.

 

ITEM 8.                             PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES

 

Not applicable to this semi-annual filing.

 

ITEM 9.                        PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

 

None.

 

ITEM 10.                      SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

 

There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrant’s Board of Trustees, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 7(d)(2)(ii)(G) of Schedule 14A, or this Item.

 

ITEM 11.                      CONTROLS AND PROCEDURES.

 

(a)              In the opinion of the principal executive officer and principal financial officer, based on their evaluation which took place within 90 days of this filing, the Registrant’s disclosure controls and procedures are adequately designed and are operating effectively to ensure (i) that material information relating to the Registrant, including its consolidated subsidiaries, is made known to them by others within those entities, particularly during the period in which this report is being prepared; and (ii) that information required to be disclosed by the registrant on Form N-CSR is recorded, processed, summarized and reported within the time period specified in the Securities and Exchange Commission’s rules and forms.

 

(b)             There were no changes in the Registrant’s internal control over financial reporting that occurred during the Registrant’s most recent fiscal half-year that may have materially affected or are reasonably likely to materially affect, the Registrant’s internal control.

 

ITEM 12.                      EXHIBITS

 

(a)(1)  Code of Ethics: Not applicable to this semi-annual filing.

 

(a)(2)  Certification: Filed as an attachment to this filing.

 


 


 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

(Registrant)

H&Q LIFE SCIENCES INVESTORS

 

 

By (Signature and Title)*

/s/ Daniel R. Omstead

 

Daniel R. Omstead, President

Date:

6/5/06

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

By (Signature and Title)*

/s/ Kathleen Eckert

 

Kathleen Eckert, Treasurer

Date:

6/5/06

 

 

By (Signature and Title)*

 

 

 

Date:

 

 


* Print the name and title of each signing officer under his or her signature.