-----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, KMDjkxh6Qzfvn3Oa/2LKkTmTfvPklAuId/ImhyenD/6Rb6UB1z2g1Cj3eR6lE/p7 cLY9VnoW21QHMZBGtlcEQQ== 0001010412-99-000206.txt : 19990817 0001010412-99-000206.hdr.sgml : 19990817 ACCESSION NUMBER: 0001010412-99-000206 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990630 FILED AS OF DATE: 19990816 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 SEC ACT: SEC FILE NUMBER: 000-24480 FILM NUMBER: 99691535 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 1 FORM 10-QSB FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1999 U. S. Securities and Exchange Commission Washington, D. C. 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 1999 [ ] 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: (626) 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: June 30, 1999 23,062,994 ---------- 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) Financial Statements June 30, 1999 SANGUINE CORPORATION (A Development Stage Company) Balance Sheet June 30, 1999 Unaudited & December 31, 1998
June December 30, 1999 31, 1998 Assets Current Assets Cash $ 681 $ 499 Property & Equipment Furniture -0- 84 Total Assets $ 681 $ 583 Liabilities & Stockholders Equity Current Liabilities Accounts Payable $ 47,192 $ 14,154 Accrued Salaries 476,000 428,000 Accrued Interest Payable 36,150 33,420 Notes Payable 149,546 135,450 Total Current Liabilities 708,888 611,024 Stockholders Equity Common Stock, Authorized: 100,000,000 Shares at $0.001 Par Value: 23,062,994 & 23,010,217 Shares Issued & Outstanding Respectively 23,072 23,010 Paid In Capital 867,534 858,096 Retained Earnings Deficit (1,598,813)(1,491,547) Total Stockholders Equity (708,207) (610,441) Total Liabilities & Stockholders Equity $ 681 $ 583
SANGUINE CORPORATION (A Development Stage Company) Statements of Operations Unaudited For the Period April 1, 1999 to June 30, 1999 and the Period April 1, 1998 to June 30, 1998 and the Period January 1, 1999 to June 30, 1999 and the Period January 1, 1998 to June 30, 1998
April April January January 1, 1999 1, 1998 1, 1999 1, 1998 to June to June to June to June 30, 1999 30, 1998 30, 1999 30, 1998 Revenues $ -0- $ -0- $ -0- $ -0- Total Revenues -0- -0- -0- -0- Expenses Promotion 4,226 3,710 4,226 3,710 Depreciation -0- 230 84 460 Research & Development 19,500 79,500 39,000 99,000 Office Expense 3,843 1,961 5,816 4,885 Auto Expense 4,660 180 4,930 450 Salaries 4,500 4,500 9,000 9,000 Legal & Professional Fees 2,964 22,845 10,831 23,491 Rent 1,390 4,799 6,189 9,598 Interest Expense 5,074 4,145 9,956 7,901 Stock Transfer -0- 472 300 496 Tax & License 1,600 1,097 1,600 1,097 Travel 2,710 -0- 2,710 -0- Insurance 12,624 -0- 12,624 -0- Total Expenses 63,091 123,439 107,266 160,088 Loss for Period ($63,091)($123,439)($107,266)($160,088) Profit (Loss) Per Share ($ .00) ($ .01) ($ .00) ($ .01) Weighted Average Shares Outstanding 23,062,994 21,134,970 23,062,994 21,134,970
SANGUINE CORPORATION (A Development Stage Company) Statements of Cash Flows Unaudited For the Periods January 1, 1999 to June 30, 1999 and January 1, 1998 to June 30, 1998
June June 30, 1999 30, 1998 Cash Flows from Operating Activities Net (Loss) ($107,266)($160,088) Adjustments to Reconcile Net Loss to Net Cash Used by Operations: Depreciation 84 460 Changes in Operating Assets & Liabilities: (Decrease) Increase in Accounts Payable 33,038 ( 4,480) Increase in Interest Payable 2,730 2,730 Increase in Accrued Salaries 48,000 48,000 Net Cash Flows from Operating Activities ( 23,414) (113,378) Cash Flows from Investing Activities Net Cash Used by Investing Activities -0- -0- Cash Flows from Financing Activities Increase in Investor Deposit -0- 60,000 Increase in Notes Payable 14,096 16,000 Sale of Common Stock 9,500 42,033 Net Cash Flows Provided by Financing Activities 23,596 118,033 Increase (Decrease) in Cash 182 4,655 Cash at Beginning of Period 499 263 Cash at End of Period $ 681 $ 4,918 Disclosure for Cash Flows from: Interest $ 9,956 $ 7,901 Taxes -0- -0-
SANGUINE CORPORATION Notes to Financial Statements NOTE #1 - Statement Preparation The Company has prepared the accompanying financial statements with interim financial reporting requirements promulgated by the Securities & 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 financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's 1998 10-K report. NOTE #2 - Current Events The Company issued 52,777 shares for working capital of $9,500 during the six months ended June 30, 1999. 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. Battelle is not conducting any research and development activities pending receipt of further funding from the Company. 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 for the calendar year ended December 31, 1998, 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 June 30, 1999, the Company's only business operations were those of Sanguine California. During this period, the Company received total revenues of $0 and sustained a net loss of ($63,091). Liquidity. - ---------- During the quarterly period ended June 30, 1999, the Company had total expenses of $63,091, while receiving $0 in revenues. Year 2000 - --------- The use of computer programs that rely on two-digit date codes to perform computations or decision-making functions has become widespread. Many of these programs may fail as a result of their inability to properly interpret date codes beginning on January 1, 2000. For example, such programs may interpret the year code "00" as the year 1900 rather than 2000. The Company has ceased its research and development activities pending the receipt of the additional funding required by Battelle. At present, the Company's computer operations are limited to word processing, which is not highly susceptible to Year 2000 issues. However, the Company can provide no assurance that the systems of other entities such as banks and utilities will be modified on a timely basis, or that such an entity's failure to properly modify its systems will not have an adverse effect on the Company. PART II - OTHER INFORMATION Item 1. Legal Proceedings. - ---------------------------- There have been no material changes in the pending litigation with H. J. Nicholas, Utah Third District Court Case No. 980901388, as described in Part I, Item 3, of the Company's Annual Report on 10-KSB for the year ended December 31, 1998, which was filed with the Securities and Exchange Commission on April 15, 1999. See the Exhibit Index, Item 6 of this Report. Item 2. Changes in Securities and Use of Proceeds. - --------------------------------------------------- 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 Annual Report for the Fiscal Year ended December 31, 1998.* (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: 8/13/99 By:/s/Thomas C. Drees -------------- ------------------------------------- Thomas C. Drees, CEO, President and Chairman of the Board of Directors Date: 8/13/99 By:/s/Anthony G. Hargreaves -------------- ------------------------------------- Anthony G. Hargreaves Vice President, Secretary/Treasurer and Director Date: 8/16/99 By:/s/David E. Nelson -------------- ------------------------------------- David E. Nelson CFO and Director EX-27 2 FINANCIAL DATA SCHEDULE
5 0000926287 SANGUINE CORPORATION 6-MOS DEC-31-1999 JUN-30-1999 681 0 0 0 0 681 0 0 681 708888 0 0 0 23072 (731279) 681 0 0 0 0 97310 0 9956 (107266) 0 0 0 0 0 (107226) (0.00) (0.00)
-----END PRIVACY-ENHANCED MESSAGE-----