-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CjaKy8xG4rjk20zc27CF+ZnKuytJ8TuovONtPUfKzwMdnXRvPGm4uJF7zePv6l4W 7lvYqyt/g7N743i5nTA7pg== 0001010412-97-000048.txt : 19970502 0001010412-97-000048.hdr.sgml : 19970502 ACCESSION NUMBER: 0001010412-97-000048 CONFORMED SUBMISSION TYPE: 10QSB/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960930 FILED AS OF DATE: 19970501 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: SANGUINE CORP CENTRAL INDEX KEY: 0000926287 STANDARD INDUSTRIAL CLASSIFICATION: IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES [2835] IRS NUMBER: 954347608 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-24480 FILM NUMBER: 97592631 BUSINESS ADDRESS: STREET 1: 101 EAST GREEN ST STREET 2: #11 CITY: PASADENA STATE: CA ZIP: 91105 BUSINESS PHONE: 8184050079 MAIL ADDRESS: STREET 1: 101 EAST GREEN ST STREET 2: STE 11 CITY: PASADENA STATE: CA ZIP: 91105 10QSB/A 1 FORM 10-QSB-A1 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1996 U. S. Securities and Exchange Commission Washington, D. C. 20549 FORM 10-QSB-A1 [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1996 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to -------------- --------------- Commission File No. 0-24480 SANGUINE CORPORATION (Name of Small Business Issuer in its Charter) NEVADA 95-4347608 ------ ---------- (State or Other Jurisdiction of (I.R.S. Employer I.D. No.) incorporation or organization) 101 East Green Street, #11 Pasadena, California 91105 --------------------------- (Address of Principal Executive Offices) Issuer's Telephone Number: (818) 405-0079 Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Sections 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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. (1) Yes X No (2) Yes X No --- --- --- --- APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS Not applicable. APPLICABLE ONLY TO CORPORATE ISSUERS Indicate the number of shares outstanding of each of the Registrant's classes of common stock, as of the latest practicable date: December 11, 1996 20,877,723 ---------- PART I - FINANCIAL INFORMATION Item 1. Financial Statements. The Financial Statements of the Registrant required to be filed with this 10-QSB Quarterly Report were prepared by management, and commence on the following page, together with Related Notes. In the opinion of management, the Financial Statements fairly present the financial condition of the Registrant. Sanguine Corporation (A Development Stage Company) Balance Sheets September 30, 1996 (Unaudited) and December 31, 1995
Unaudited September December 30, 1996 31, 1995 ASSETS Current Assets Cash $ 2,805 $ 712 Property & Equipment Furniture - Net 2,154 2,844 Other Assets Refundable Loan Commitment Fee 10,000 10,000 Total Assets $ 14,959 $ 13,556 LIABILITIES & STOCKHOLDERS' EQUITY Current Liabilities Accounts Payable $ 41,504 $ 27,626 Accrued Salaries 212,000 140,000 Accrued Interest Payable 22,095 18,000 Notes Payable 67,150 43,400 Total Current Liabilities $ 342,749 $ 229,026 Stockholders' Equity Common Stock Authorized: 100,000,000 Shares at $0.001 Par Value: 20,552,217 Shares & 19,562,859 Shares Issued & Outstanding Respectively 20,751 19,562 Paid in Capital (Quasi- Reorganized March 30, 1994 Deficit Retained Earnings of $2,423,964 Eliminated) 565,691 513,847 Retained Earnings Deficit (914,232) (748,879) Total Stockholders' Equity (327,790) (215,470) TOTAL LIABILITIES & STOCKHOLDERS' EQUITY $ 14,959 $ 13,556
The accompanying notes are an integral part of this financial statement Sanguine Corporation (A Development Stage Company) Statements of Operations (Unaudited) From July 1, 1996 to September 30, 1996 and July 1, 1995 to September 30, 1995 and January 1, 1996 to September 30, 1996 and January 1, 1995 to September 30, 1995
July 1, July 1, January 1, January 1, 1996 to 1995 to 1996 to 1995 to September September September September 30, 1996 30, 1995 30, 1996 30, 1995 Revenues Interest Income $ 2 $ 1 $ 3 $ 4 Total Revenues 2 1 3 4 Expenses Promotion -0- -0- 2,500 -0- Depreciation 230 230 690 690 Salaries 4,500 9,000 13,500 27,000 Research & Development 19,500 17,900 73,951 47,900 Office Expense 1,552 4,849 13,127 13,487 Auto Expense 270 274 810 814 Legal & Professional Fees 1,204 1,705 13,777 12,244 Rent 3,979 3,979 10,650 11,915 Interest Expense 1,992 1,454 5,293 4,236 Travel -0- 842 1,318 2,709 Stock Transfer 297 45 882 169 Consultant Fees 14,816 4,950 28,066 8,625 Tax & License -0- 70 381 447 Insurance 130 131 411 498 Total Expenses 48,470 45,429 165,356 130,734 Net (Loss) $ (48,468) $ (45,428) $ (165,353) $ (130,730) (Loss) Per Share (.00) (.00) (.01) (.01) Weighted Average Shares Outstanding 19,562,859 16,721,851 19,562,859 16,721,859
The accompanying notes are an integral part of this financial statement Sanguine Corporation (A Development Stage Company) Statements of Cash Flows (Unaudited) For the Period January 1, 1996 to September 30, 1996 and January 1, 1995 to September 30, 1995
September September 1996 1995 Cash Flows from Operating Activities Net (Loss) $ (165,353) $(130,730) Adjustments to Reconcile Net Loss to Net Cash Used by Operations: Depreciation 690 690 Non Cash Expenses 14,616 1,550 Write Off - Offshore Corporation -0- 3,300 Changes in Operating Assets & Liabilities: Increase in Accounts Payable 49,795 118,198 Increase in Interest Payable 4,095 4,095 Increase in Accrued Salaries 72,000 -0- Cash Flows from Operating Activities (24,157) (2,897) Cash Flows from Investing Activities Purchase of Equipment -0- -0- Cash Used by Investing Activities -0- -0- Cash Flows from Financing Activities Increase in Notes Payable 23,750 3,000 Contributed Capital 2,500 -0- Cash Provided by Financing Activities 26,250 3,000 Increase (Decrease) in Cash 2,093 103 Cash at Beginning of Period 712 1,654 Cash at End of Period $ 2,805 $ 1,657 Disclosures for Cash Flows from Interest $ 5,293 $ 4,236 Taxes -0- -0- Non Cash Events Issued 200,000 Shares in Lieu of Cash for Accounts Payable 35,917 -0-
The accompanying notes are an integral part of this financial statement Sanguine Corporation (A Development Stage Company) Notes to Financial Statements NOTE #1 - Statement of Preparation The Company has prepared the accompanying financial statements with interim financial reporting requirement promulgated by the Securities and Exchange Commission. The information furnished reflects all adjustments which are, in the opinion of management, necessary for a fair presentation of financial position and results of operations. The consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's 1995 10-K report. Item 2. Management's Discussion and Analysis or Plan of Operation. - -------------------------------------------------------------------- Plan of Operation. - ------------------ The Company has conducted all of its business operations through its majority owned subsidiary, Sanguine Corporation, a California corporation ("Sanguine California"). Sanguine California is engaged in the development of a synthetic red blood cell product called "PHER-O2." The development of this product presently comprises its sole business operations. PHER-O2 is composed of perfluoro-decalin molecules (i.e., synthetic red blood cells), purified water and a proprietary, synthetic, fluorinated surfactant to hold the emulsion together. Perfluoro-decalin has great oxygen-carrying capacity, yet it can be as much as 900 times smaller than a red blood cell. Management believes that PHER-O2 may carry three to four times the oxygen of human blood per unit volume. This increased oxygen-carrying capacity may make PHER-O2 useful in the treatment of heart attacks, strokes, cancer and other diseases for which increased oxygenation is beneficial. Furthermore, the Company believes that perfluoro-decalin may be effective as an imaging agent in X-ray imaging, nuclear magnetic resonance (NMR) imaging and CAT scans, without side effects. Management also believes that PHER-O2 has several other advantages over human blood: it can be sterilized to be free of disease; is believed to have the quality of a universal match for all blood types; can be mass-produced; and may be stored much longer than human blood. Battelle Memorial Institute, through its Battelle Columbus Operations ("Battelle"), was retained to assist the Company in completing the emulsion of perfluoro-decalin and the synthetic surfactants that make up PHER-O2; it is anticipated that on completion of the compounding of PHER-O2, Battelle will perform initial gross animal tests, which do not require regulatory approval prior to commencement; however, the data gathered from any such tests will be subject to regulatory review in the future. The Company anticipates that it will manufacture experimental doses of PHER-O2 required to conduct gross animal testing. It is anticipated that continued research and development of PHER-O2 will depend upon the Company's ability to obtain substantial additional equity or debt funding, as to which no assurance can be given. See the captions "Business Development," "Future Capital Requirements; Uncertainty of Future Funding" and "Patents, Trademarks, Licenses, Franchises, Concessions, Royalty Agreements or Labor Contracts" of the Company's Annual Report on Form 10-KSB-A1 for the fiscal year ended December 31, 1995, which has previously been filed with the Securities and Exchange Commission. In its second phase of operations, management intends to continue developing the perfluorocarbon compounds in PHER-O2 in order to optimize its quality, and expects to begin animal safety and efficacy trials in accordance with guidelines of the United States Food and Drug Administration ("FDA") and comparable foreign regulatory requirements. In the final phase of the Company's proposed business operations, it intends to complete its United States testing of PHER-O2, receive all necessary FDA approvals and begin American and Canadian sales for cancer treatment and angioplasty; and complete overseas testing, begin overseas sales and begin the construction of manufacturing facilities. Sanguine California has previously licensed BioLogix Development Partners, an unaffiliated California limited partnership, to manufacture and market PHER-O2 in Canada, including any future Canadian patent rights, and the exclusive right to market PHER-O2 in U.S. military pre-hospital markets. In this final phase, the Company also intends to continue trials to test PHER-O2 for other applications, including transplant organ preservation and the treatment of carbon monoxide poisoning, sickle cell anemia, heart attack and stroke. The Company will be required to conduct similar rigorous testing and clinical trials of PHER-O2 for each desired application for which it is sought to be used. PHER-O2 is still in the research and development stage. It has not been tested on animals or humans; nor has any application been submitted to any federal, state or foreign agency to seek authority for such testing. This development process will be time consuming, costly, subject to extreme governmental regulation and must prove that this product is safe and efficacious for human use. Until then, the Company will have no potential for revenues from operations. No assurance can be given that the Company will be able to raise the capital it will need to develop PHER-O2, or that if sufficient funds are raised, the Company will ever receive requisite federal, state or foreign agency approval to manufacture or market this product. See the captions "Business Development," "Special Risk Factors," "Principal Products or Services and their Markets," "Competition," "Patents, Trademarks, Licenses, Franchises, Concessions, Royalty Agreements or Labor Contracts" and "Governmental Approval of Principal Products or Services" of the Company's Registration Statement on Form 10-SB-A1, which has previously been filed with the Securities and Exchange Commission, and which is incorporated herein by reference. Results of Operations. - ---------------------- During the quarterly period ending September 30, 1996, the Company's only business operations were those of Sanguine California. During this period, the Company received total revenues of $2 and sustained a net loss of $48,468. Liquidity. - ---------- During the quarterly period ended September 30, 1996, the Company had total expenses of $48,470, while receiving $2 in revenues. PART II - OTHER INFORMATION Item 1. Legal Proceedings. - ---------------------------- None; not applicable. Item 2. Changes in Securities. - -------------------------------- None; not applicable. Item 3. Defaults Upon Senior Securities. - ------------------------------------------ None; not applicable. Item 4. Submission of Matters to a Vote of Security Holders. - -------------------------------------------------------------- None; not applicable. Item 5. Other Information. - ---------------------------- None; not applicable. Item 6. Exhibits and Reports on Form 8-K. - ------------------------------------------- (a) Exhibits. 10-SB-A1 Registration Statement.* Form 10-KSB-A1 Annual Report for the Fiscal Year ended December 31, 1995.* (b) Reports on Form 8-K. None. * Incorporated herein by reference. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized. SANGUINE CORPORATION Date: 4/30/97 By /s/ Thomas C. Drees -------------- ------------------------------------- Thomas C. Drees, CEO and Chairman of the Board of Directors Date: 4/30/97 By /s/ A. G. Hargreaves -------------- ------------------------------------- Anthony G. Hargreaves Vice President, Secretary/Treasurer and Director Date: 4-30-97 By /s/ Edward L. Kunkel -------------- ------------------------------------- Edward L. Kunkel, Esq. Director EX-27 2 FINANCIAL DATA SCHEDULE
5 0000926287 SANGUINE CORPORATION 9-MOS DEC-31-1996 SEP-30-1996 2,805 0 0 0 0 2,805 2,154 0 14,959 342,749 0 0 0 20,751 (348,541) 14,959 0 3 0 0 165,356 0 5,293 (165,353) 0 0 0 0 0 (165,353) (0.01) (0.01)
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