0000812796-95-000003.txt : 19950809 0000812796-95-000003.hdr.sgml : 19950809 ACCESSION NUMBER: 0000812796-95-000003 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19950430 FILED AS OF DATE: 19950808 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: IMMUNOTHERAPEUTICS INC CENTRAL INDEX KEY: 0000812796 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 411505029 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-16929 FILM NUMBER: 95559515 BUSINESS ADDRESS: STREET 1: 3233 15TH STREET SOUTH CITY: FARGO STATE: ND ZIP: 58104 BUSINESS PHONE: 7012329575 MAIL ADDRESS: STREET 1: 3233 15TH STREET SOUTH CITY: FARGO STATE: ND ZIP: 58104 10QSB 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended April 30, 1995 ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 0-11572 ImmmunoTherapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 41-1505029 (State of other jurisdiction of (I.R.S. Employer Identification incorporation or organization) Number) 3233 15th Street South, Fargo, ND 58104 (Address of principal executive offices) (Zip Code) Issuer's telephone number, including area code (701) 232-9575 (Former name, former address and former fiscal year, if changed since last report) Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No At June 6, 1995, 5,272,048 shares of the registrant's common stock (par value, $.001 per share) were outstanding. PART I - FINANCIAL INFORMATION IMMUNOTHERAPEUTICS, INC. (A DEVELOPMENT STAGE ENTERPRISE) BALANCE SHEET (UNAUDITED)
April 30, 1995 ASSETS Current assets: Cash and cash equivalents $ 1,914,300 Prepaid expenses 64,924 TOTAL CURRENT ASSETS $ 1,979,224 Office and lab equipment, Net of Accumulated Depreciation of $ 507,612. 136,727 Leasehold improvements, Net of Accumulated Amortization of $ 229,706. 184,965 Patent issuance costs, Net of Accumulated Amortization of $4,103 . 135,925 TOTAL ASSETS $ 2,436,841 See accompanying condensed notes to financial statements
LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable and accrued expenses $ 8,453 TOTAL CURRENT LIABILITIES $ 8,453 STOCKHOLDERS' EQUITY: Preferred stock, $.05 par value. Authorized 500,000 shares; none issued and outstanding -- Common stock, $0.001 par value. Authorized 50,000,000 shares; issued 5,901,675, outstanding 5,272,048 5,902 Additional paid-in capital 10,068,747 (Deficit) accumulated during the development stage (7,342,761) Total $ 2,731,888 Less: Deferred compensation (3,500) Treasury Stock, at cost, 629,627 shares (300,000) TOTAL STOCKHOLDERS' EQUITY 2,428,388 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 2,436,841 See accompanying condensed notes to financial statements
IMMUNOTHERAPEUTICS, INC. (A DEVELOPMENT STAGE ENTERPRISE) STATEMENTS OF OPERATIONS (UNAUDITED)
Cumulative from February 15, 1985 Three Months Ended April 30, (date of inception) 1995 1994 to April 30, 1995 SBIR contract revenue $ $ $ 100,000 Operating expenses: SBIR contract research and development $ -- $ -- $ 86,168 Proprietary research and development 231,082 $ 274,820 5,876,377 Rent Expense 9,844 7,968 326,119 General and administrative expenses 56,854 52,253 1,840,036 Total operating expenses $ 297,780 $ 335,041 $ 8,128,700 (Loss) from operations (297,780) (335,041) (8,028,700) Other income -- 130 1,512 Interest income 23,837 24,120 725,065 Interest expense -- -- (40,638) Net loss $ (273,943) $ (310,791) $ (7,342,761) Net loss per share $ (0.05) $ (0.05) Weighted average common shares outstanding 5,272,048 5,272,048
See accompanying condensed notes to financial statements IMMUNOTHERAPEUTICS, INC. (A DEVELOPMENT STAGE ENTERPRISE) STATEMENTS OF CASH FLOWS (UNAUDITED)
Cumulative from Three months February 15, 1985 ended April 30, (date of inception) 1995 1994 to April 30, 1995 OPERATING ACTIVITIES: Net (loss) $ (273,943) $ (310,791) ($ 7,342,761) Adjustments to Reconcile Net (Loss) to Cash Provided by Operating Activities: Depreciation and Amortization 48,869 46,825 617,059 Amortization of Discounted Note Receivable -- Amortization of Deferred Revenue -- Amortization of Deferred Compensation 10,000 15,750 128,286 Excess of Fair Market Value Over Option Price on Non-Qualified Options Granted (5,474) -- 279,585 Gain on Sale of Assets (130) (740) Write off on Patent Issuance Cost -- 101,006 Changes in Assets and Liabilities: (Increase) Decrease in: Prepaid Expenses (11,270) (31,625) (64,924) Increase (Decrease) in: Accounts Payable and accrued expenses (83,542) (67,502) 90,680 Accrued Salaries 7,743 (1,261) 7,743 Accrued Payroll Taxes -- -- Accrued Expenses -- -- Accrued Interest -- -- -- Total Adjustments $ (33,674) $ (37,943) $ 1,158,695 NET CASH-OPERATING ACTIVITIES-Forward $ (307,617) $ (348,734) $ (6,184,066) INVESTING ACTIVITIES: Patent Issuance Cost (9,492) (1,315) (241,035) Organizational Costs Incurred -- -- (135) Purchase of Leasehold Improvements (4,747) (3,193) (419,418) Deposit on Leasehold Improvements -- -- (5,000) Purchases of Office and Lab Equipment (2,357) (510,356) Proceeds from Assets Sold 130 1,000 NET CASH-INVESTING ACTIVITIES-Forward $ (14,239) $ (6,735) $ (1,174,944) See Accompanying Condensed Notes to Financial Statements
IMMUNOTHERAPEUTICS, INC. (A DEVELOPMENT STAGE ENTERPRISE) STATEMENTS OF CASH FLOW (UNAUDITED
Cumulative from Three Months February 15, 1985 Ended April 30, (date of inception) 1995 1994 to April 30, 1995 NET CASH-OPERATING ACTIVITIES-Forwarded $ (307,617) $ (348,734) $ (6,184,066) NET CASH-INVESTING ACTIVITIES-Forwarded $ (14,239) $ (6,735) $ (1,174,944) FINANCING ACTIVITIES: Net Proceeds from Issuance of Common Stock $ -- $ -- $ 9,594,876 Proceeds from Exercise of Options -- -- 87 Proceeds from Borrowings from President -- -- 41,433 Repayment of Borrowings from President -- -- (41,433) Proceeds from Borrowings Under Line of Credit -- -- 300,000 Repayment of Borrowings Under Line of Credit -- -- (300,000) Proceeds from Note Payable to Bank -- -- 150,000 Payments on Note Payable to Bank -- -- (150,000) Proceeds from Borrowings from Stockholders -- -- 15,867 Repayment of Borrowings from Stockholders -- -- (15,867) Advances from Parent Company -- -- 135,000 Payments to Parent Company -- -- (135,000) Repayment of Long- Term Note Receivable -- -- 50,315 Repayment of Note Payable Issued in Exchange for Legal Service -- -- (71,968) Purchase of Treasury Stock $ -- $ -- $ (300,000) NET CASH- FINANCING ACTIVITIES $ -- $ -- $ 9,273,310 NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS $ (321,856) $ (355,468) $ 1,914,300 CASH AND CASH EQUIVALENTS- BEGINNING OF PERIODS $ 2,236,156 $ 3,698,639 $ CASH AND CASH EQUIVALENTS- END OF PERIODS $ 1,914,300 $ 3,343,171 $ 1,914,300 SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION Cash paid during the periods for: Interest $ -- $ -- $ 40,648 See accompanying Condensed Notes to Financial Statements
IMMUNOTHERAPEUTICS, INC. (A DEVELOPMENT STAGE ENTERPRISE) Financial Statements The Balance Sheet as of April 30, 1995, the Statements of Operations for the three month periods ended April 30, 1995; April 30, 1994; and the cumulative period from February 15, 1985 (date of inception) to April 30, 1995; and the Statements of Cash Flows for the three month periods ended April 30, 1995 and April 30, 1994; and the cumulative period from February 15, 1985 (date of inception) to April 30, 1995; have been prepared by the Company without audit. In the opinion of management, all adjustments necessary to present fairly the financial position at April 30, 1995 and the results of operations and cash flows for the periods ended April 30, 1995 and April 30, 1994 have been made. All adjustments were of a normally recurring nature. The results of operations for interim periods are not necessarily indicative of the results for the full fiscal year. IMMUNOTHERAPEUTICS, INC. (A DEVELOPMENT STAGE ENTERPRISE) MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Liquidity and Capital Resources The Company is a development stage enterprise and expects no significant revenue from the sale of products for the current fiscal year. On August 20, 1992, the Company completed a public offering of securities and realized net proceeds of approximately $6,750,000, before deducting expenses related to the offering of approximately $500,000. At January 31, 1995, and April 30, 1995, the Company had cash and cash equivalents of $2,236,156 and $1,914,300, respectively, and working capital of $2,205,557 and $1,970,771, respectively. The Company's current level of research and development activities requires the expenditure of approximately $80,000 per month. Additional expenses will be incurred in outside expanded clinical trials to accomplish the necessary data collection and clinical trials required by the FDA for the commercial production, marketing and distribution of the Company's first proposed product. Management of the Company believes that its current cash resources will be sufficient to support its operations for at least through January 31, 1996. The Company's cash resources will not be sufficient at current levels to permit the Company to complete the clinical trials of its initial proposed product necessary to obtain any FDA approvals. Accordingly, the Company may be required to collaborate with one or more large pharmaceutical companies which will provide the necessary financing and expertise to obtain regulatory approvals, complete clinical development, manufacture and market such product. Alternatively, the Company will be required to seek additional funds from other sources not now identified. There can be no assurance that the Company will be able to enter into the collaborative agreements or raise additional capital necessary to complete its clinical trials, obtain necessary regulatory approvals, or fully develop or commercialize its proposed product on acceptable terms. In such event, if the Company was unable to obtain from alternative sources the substantial financing necessary on acceptable terms, it would be unable to complete the development or commercialize any products. (Cont.) MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Results of Operations Three Months Ended April 30, 1995 Compared With Three Months Ended April 30, 1994. Total operating expenses for the three months ended April 30, 1995 were $297,780 compared to $335,041 in the preceding year representing an decrease of $37,261 or 11%. The decrease resulted from a reduction in staff, and associated activities. Proprietary research and development expenses decreased by $43,700 to $231,100 in 1995 compared to $274,820 in 1994, due to the decrease in staff and associated research and development activities. Total general and administrative expenses increased by $4,600 or 8% reflecting year end audit cost. Interest income decreased from $24,100 to $23,800, reflecting a decrease in the cash balance. The Company's net loss decreased from $310,800 to $273,900 or 11%, reflecting the Company's decreased level of activity. OTHER INFORMATION Item 6. Exhibits and Reports on form 8-K (a)Exhibits None. (b)Reports on Form 8-K None. SIGNATURES Pursuant to requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. IMMUNOTHERAPEUTICS, INC. Gerald J. Vosika President and Director of the Company 6/13/95