-----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, WQ8j+aF13oH8a25u2NOB+cMUUzuJWmmELwN/s12ZwVrnDT+iYKMp40T5Ql9vd7Dm 7U6RWxAyLPU1sdV1wYOamw== 0001036050-98-001409.txt : 19980817 0001036050-98-001409.hdr.sgml : 19980817 ACCESSION NUMBER: 0001036050-98-001409 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980630 FILED AS OF DATE: 19980814 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: BOSTON LIFE SCIENCES INC /DE CENTRAL INDEX KEY: 0000094784 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 870277826 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-06533 FILM NUMBER: 98688156 BUSINESS ADDRESS: STREET 1: 31 NEWBURY ST STREET 2: SUITE 300 CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 6174250200 MAIL ADDRESS: STREET 1: 31 NEWBURY STREET STREET 2: SUITE 300 CITY: BOSTON STATE: MA ZIP: 02116 FORMER COMPANY: FORMER CONFORMED NAME: GREENWICH PHARMACEUTICALS INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: STRATEGIC MEDICAL RESEARCH CORP /DE DATE OF NAME CHANGE: 19790521 10-Q 1 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (MARK ONE) (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended JUNE 30, 1998 ------------- OR ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____________________ to __________________ Commission File Number 0-6533 -------------------------------------------------------- BOSTON LIFE SCIENCES, INC. - ------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 87-0277826 - ------------------------------------------------------------------------------- (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 31 Newbury Street, Suite 300, Boston, Massachusetts 02116 - ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip code) (617) 425-0200 - ------------------------------------------------------------------------------- (Registrant's telephone number, including area code) Not Applicable - ------------------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 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. (X) Yes ( ) No As of August 4, 1998 there were 13,210,312 shares of Common Stock outstanding. BOSTON LIFE SCIENCES, INC. INDEX TO FORM 10-Q Page (s) -------- Part I - Financial Information: Item 1 - Financial Statements (unaudited)
Condensed Consolidated Balance Sheet as of 1 June 30, 1998 and December 31, 1997 Condensed Consolidated Statement of Operations 2 for the three and six months ended June 30, 1998 and 1997, and for the period from inception (October 16, 1992) to June 30, 1998 Condensed Consolidated Statement of Cash Flows 3 for the six months ended June 30, 1998 and 1997, and for the period from inception (October 16, 1992) to June 30, 1998 Notes to Condensed Consolidated Financial Statements 4 - 5 Item 2 - Management's Discussion and Analysis of 6 - 9 Financial Condition and Results of Operations Part II - Other Information Item 1 - Legal Proceedings 10 Item 2 - Changes in Securities 10 Item 3 - Defaults Upon Senior Securities 10 Item 4 - Submission of Matters to a Vote of 10 Security Holders item 5 - Other Information 11 item 6 - Exhibits and Reports on Form 8-K 11 Signature (s) 12
Part I -- Financial Information Item 1 -- Financial Statements Boston Life Sciences, Inc. (A Development Stage Enterprise) Consolidated Balance Sheet -------------------------- (Unaudited)
June 30, 1998 December 31, 1997 ------------------- ------------------- Assets Current Assets: Cash and cash equivalents $ 617,094 $ 1,713,975 Short-term investments 10,066,012 12,338,496 Prepaid sponsored research & development expenses 150,000 150,000 Other current assets 430,166 508,208 ------------ ------------- Total current assets 11,263,272 14,710,679 Fixed assets, net 60,541 95,061 Technology acquired 3,500,000 3,500,000 Other assets 273,229 273,229 ------------ ------------- Total assets $ 15,097,042 $ 18,578,969 ============ ============= Liabilities and Stockholders' Equity Current liabilities: Accounts payable and accrued expenses 1,431,633 1,991,804 ------------ ------------- Total current liabilities 1,431,633 1,991,804 ------------ ------------- Stockholders' equity: Series A Convertible Preferred stock, $.01 par value 271 284 1,000,000 shares authorized 27,145 shares outstanding on June 30, 1998 and 28,372 shares outstanding on December 31, 1997 Common stock, $0.01 par value; 130,750 129,938 25,000,000 shares authorized 13,075,012 shares outstanding on June 30, 1998 and 12,993,838 shares outstanding on December 31, 1997 Additional paid-in-capital 50,120,045 49,624,386 Unrealized gains on investments 64,168 99,029 Deficit accumulated during development stage (36,649,825) (33,266,472) ------------ ------------- Total stockholders' equity 13,665,409 16,587,165 ------------ ------------- Total liabilities and stockholders' equity $ 15,097,042 $ 18,578,969 ============ =============
See Notes to Consolidated Financial Statements 1 BOSTON LIFE SCIENCES, INC. (A Development Stage Enterprise) Consolidated Statement of Operations ------------------------------------ (Unaudited)
Three Months Ended Six Months Ended From inception June 30, June 30, (October 16, 1992) ---------------------------- ----------------------------- to June 30, 1998 1997 1998 1997 1998 -------------- ------------ -------------- -------------- ------------------ Revenues $ 0 $ 33,060 $ 0 $ 83,060 $ 700,000 Operating Expenses Research and development expenses 1,127,708 1,355,762 2,245,352 2,329,754 14,142,465 Licensing fees 0 0 55,000 0 708,683 THERAFECTIN(R) related expenses 133,782 629,087 260,782 1,180,132 3,997,613 General and administrative expenses 667,767 479,580 1,267,078 996,580 9,435,039 Purchased research and development in-proces 0 0 0 0 10,421,544 ----------- ----------- ----------- ----------- ------------ Loss from operations (1,929,257) (2,431,369) (3,828,212) (4,423,406) (38,005,344) Net interest income 193,809 283,233 444,859 610,382 1,355,519 ----------- ----------- ----------- ----------- ------------ Net loss $(1,735,448) $(2,148,136) $(3,383,353) $(3,813,024) $(36,649,825) =========== =========== =========== =========== ============ Basic and diluted net loss per common share $ (0.13) $ (0.17) $ (0.26) $ (0.32) =========== =========== =========== =========== Weighted average shares outstanding 13,050,970 12,454,621 13,031,926 12,037,923 =========== =========== =========== ===========
See notes to consolidated financial statements 2 BOSTON LIFE SCIENCES, INC. (A Development Stage Enterprise) Consolidated Statement of Operations ------------------------------------ (Unaudited)
Period from inception(October Six months ended 16,1992)through 1998 1997 June 30, 1998 ------------------ ------------------ ------------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net loss $(3,383,353) $(3,813,024) $ (36,649,825) Adjustments to reconcile net loss to net cash used for operating activities: Purchased research and development in-process 0 0 10,421,544 Compensation charge related to options and warrants granted 359,000 185,144 1,233,540 Amortization and depreciation 40,000 40,000 1,395,583 Loss on disposal of fixed assets 0 0 15,589 Changes in assets and liabilities: Prepaid sponsored research & development expenses 0 391,000 (150,000) Other current assets 78,042 330,587 65,362 Accounts payable and accrued expenses (560,171) (467,066) 483,968 Deferred revenue 0 (83,060) 0 ----------- ------------ ------------ Net cash used for operating activities (3,466,482) (3,416,419) (23,184,239) ----------- ------------ ------------ CASH FLOWS FROM INVESTING ACTIVITIES: Net cash provided by acquisition of Greenwich Pharmaceuticals 0 0 1,758,037 Increase in fixed assets (5,480) (23,376) (262,181) Proceeds from sale of fixed assets 0 0 9,800 Increase in other assets 0 0 (273,229) Short term investments: Purchases (6,290,019) (5,983,119) (37,847,973) Sales and maturities 8,527,642 5,501,343 27,846,129 ----------- ------------ ------------ Net cash provided by (used in) investing activities 2,232,143 (505,152) (8,769,417) ----------- ------------ ------------ CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from issuance of common stock 137,458 128,836 13,147,203 Proceeds from issuance of convertible preferred stock 0 0 20,872,170 Proceeds from issuance of notes payable 0 0 2,585,000 Proceeds from issuance of convertible debt 0 0 1,000,000 Principal payments of notes payable 0 (57,286) (2,796,467) Payment of note issuance costs 0 0 (399,702) Payment of stock issuance and merger transaction costs 0 0 (1,837,454) ----------- ------------ ------------ Net cash provided by financing activities 137,458 71,550 32,570,750 ----------- ------------ ------------ Net increase (decrease) in cash and cash equivalents (1,096,881) (3,850,021) 617,094 Cash and cash equivalents at beginning of period 1,713,975 8,580,206 0 ----------- ------------ ------------ Cash and cash equivalents at end of period $ 617,094 $ 4,730,185 $ 617,094 =========== ============ ============
See notes to consolidated financial statements 3 BOSTON LIFE SCIENCES, INC. (a development stage enterprise) Notes to Unaudited Consolidated Financial Statements (June 30, 1998) 1. BASIS OF PRESENTATION The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission. Accordingly, these financial statements do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. The interim unaudited consolidated financial statements contained herein include, in management's opinion, all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the financial position, results of operations, and cash flows for the periods presented. The results of operations for the interim period shown on this report are not necessarily indicative of results for a full year. These financial statements should be read in conjunction with the Company's consolidated financial statements and notes for the year ended December 31, 1997, appearing in the Company's Annual Report on Form 10-K for such year. 2. NET LOSS PER SHARE Net loss per share has been calculated by dividing net loss by the weighted average number of common shares outstanding during the period. All common stock equivalents have been excluded from the calculation of weighted average common shares outstanding since their inclusion would be anti-dilutive. 3. SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES During the six months ended June 30, 1998, the Company issued 21,519 shares of common stock resulting from the conversion of 1,227 shares of preferred stock. During the six months ended June 30, 1997, the Company issued 1,394,020 shares of common stock resulting from the conversion of 79,487 shares of preferred stock. 4 Boston Life Sciences, Inc. (a development stage enterprise) Notes to Unaudited Consolidated Financial Statements (June 30, 1998) 4. COMPREHENSIVE NET LOSS The Company adopted FASB Statement No. 130, "Reporting Comprehensive Income", in the first quarter of 1998. This statement establishes standards for the reporting and display of comprehensive income or loss and its components in the financial statements. Comprehensive net loss for the six months ended June 30, 1998 and 1997, was as follows:
1998 1997 Net loss $(3,383,353) $(3,813,024) Unrealized loss on investments ( 34,861) ( 33,905) ----------- ----------- Comprehensive net loss $(3,418,214) $(3,846,929) =========== ===========
5. INVESTMENTS At June 30, 1998, the fair value of short-term investments exceeded their cost basis by approximately $64,000. These investments, which are classified as available-for-sale, are reported at fair value, with the unrealized gain excluded from the statement of operations and reported as a separate component of stockholders' equity. 5 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (June 30, 1998) This Quarterly Report on Form 10-Q contains forward-looking statements. Specifically, any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. Without limiting the foregoing, the words "believes," "anticipates," "plans," "expects," and similar expressions are intended to identify forward-looking statements. There are a number of meaningful factors that could cause the Company's actual results to differ materially from those indicated by any such forward-looking statements. These factors include, without limitation, the duration and results of clinical trials and their effect on the FDA regulatory process, uncertainties regarding receipt of approvals for any possible products and any commercial acceptance of such products, possible difficulties with obtaining necessary patent protection, and uncertainties regarding the outcome of any of the Company's collaborations or alliances with third parties. Other factors include those set forth under the caption "Forward-Looking Statements" in the Company's Annual Report on Form 10-K for the year ended December 31, 1997 and the documents referred to under such caption. RESULTS OF OPERATIONS Overview The Company is a biotechnology company engaged in the research and development of novel therapeutic and diagnostic products to treat chronic debilitating diseases such as cancer, central nervous system disorders and autoimmune diseases. The Company expects that its research and development costs will increase as the Company attempts to gain regulatory approval for commercial introduction of its proposed products. At June 30, 1998, the Company is considered a "development stage enterprise" as defined in Statement of Financial Accounting Standards No. 7. Three Months Ended June 30, 1998 and 1997 The Company's net loss was $1,735,448 during the three months ended June 30, 1998 as compared with $2,148,136 during the three months ended June 30, 1997. Net loss per common share equaled $.13 per share for the 1998 period as compared to $.17 per share for the 1997 period. The lower net loss in the 1998 period was primarily due to lower THERAFECTIN/(R)/ related expenses, and to a lesser degree, a reduction in research and development expenses. These decreases were partially offset by higher general and administrative expenses and a reduction in net interest income. Revenue was zero during the three months ended June 30, 1998 as compared with $33,060 during the comparable 1997 period. Revenue for the 1997 period was attributable to a research and development agreement (the "Agreement") entered into with Zeneca Pharmaceuticals, Ltd. ("Zeneca Pharmaceuticals") in 1995. Under the terms of the Agreement (which originally would have expired in June 1997), Zeneca provided funds for a two-year period to support the research and development of certain technology. In addition to providing funding, Zeneca, at its own expense, undertook the screening of its molecule collection, in order to generate potential inhibitors of the Company's transcription factor. Zeneca requested, and was granted, an extension, until January 1, 1998, to continue the screening of its molecule collection before deciding if it would exercise its product development rights. Following the refusal by the Company to grant Zeneca a further extension, Zeneca informed the Company that it will not continue product development. The Company believes that this technology has substantial value and plans to continue to pursue alternative potential joint venture and collaborative opportunities in this sector. 6 Research and development expenses were $1,127,708 during the three months ended June 30, 1998 as compared with $1,355,762 during the three months ended June 30, 1997. The decrease was primarily attributable to lower expenditures for two of the technologies currently under pre-clinical development, partially offset by increased expenditures related to the preparation for and initiation of clinical trials for Altropane. The majority of the Company's research and development expenses were sponsored research obligations paid to Harvard University and its affiliated hospitals. The Company expects to incur total research and development costs between $4 million and $5 million during 1998. Licensing fees were zero during both the three months ended June 30, 1998 and during the three months ended June 30, 1997. The Company did not execute any new licensing agreements during either period or incur any obligations under its existing licensing agreements. In addition to an initial licensing fee payment, the Company is obligated to pay additional amounts upon the attainment of development milestones, as defined in each respective licensing agreement, as well as royalties upon the sales of any resulting products. The Company expects to pay future licensing fees, the timing and amounts of which will depend upon the terms of agreements which may be executed for technologies currently being developed or which may be developed in the future. There can be no assurance regarding the likelihood or materiality of any such future licensing agreements. THERAFECTIN(R) related expenses were $133,782 during the three months ended June 30, 1998 as compared with $629,087 during the three months ended June 30, 1997. This decrease reflects differences in the status of the Phase III clinical trial for Therafectin during each respective period. The Phase III trial, which began in March 1996, was completed in August 1997. Expenses during the 1998 period primarily related to patients enrolled in the extension phase of the trial in which fewer patients were enrolled, and per-patient clinical costs were lower. The Company filed, in June 1998, an amendment to its previously filed New Drug Application ("NDA") with the Food and Drug Administration ("FDA") seeking marketing approval for Therafectin. There can be no assurance, however, that such approval will be obtained by the Company. If the Company is ultimately unsuccessful in obtaining regulatory approval for Therafectin, the Company may be required to write off all or some portion of the $3.5 million asset value represented by the THERAFECTIN(R) technology acquired in the June 1995 merger with Greenwich Pharmaceuticals, Inc. as reflected on the Company's balance sheet. General and administrative expenses were $667,767 during the three months ended June 30, 1998 as compared with $479,580 during the comparable 1997 period. This increase was primarily due to higher professional services costs and a non-cash charge related to certain changes in the provisions of the Company's stock option plans. Net interest income was $193,809 during the three months ended June 30, 1998 as compared with net interest income of $283,233 during the three months ended June 30, 1997. The higher level of interest income recognized during the 1997 period primarily related to higher average short-term investment, cash and cash equivalent balances. Six Months Ended June 30, 1998 and 1997 The Company's net loss was $3,383,353 during the six months ended June 30, 1998 as compared with $3,813,024 during the six months ended June 30, 1997. Net loss per common share equaled $.26 per share for the 1998 period as compared to $.32 per share for the 1997 period. The lower net loss in the 1998 period was primarily due to lower THERAFECTIN/(R) / related expenses, and to a lesser degree, a reduction in research and development expenses. These expenses were partially offset by higher general and administrative expenses and a reduction in net interest income. 7 Revenue was zero during the six months ended June 30, 1998 as compared with $83,060 during the comparable 1997 period. Revenue for the 1997 period was attributable to a research and development agreement (the "Agreement") entered into with Zeneca Pharmaceuticals, Ltd. ("Zeneca Pharmaceuticals") in 1995. Under the terms of the Agreement (which originally would have expired in June 1997) Zeneca provided funds for a two-year period to support the research and development of certain technology. In addition to providing funding, Zeneca, at its own expense, undertook the screening of its molecule collection, in order to generate potential inhibitors of the Company's transcription factor. Zeneca requested, and was granted, an extension, until January 1, 1998, to continue the screening of its molecule collection before deciding if it would exercise its product development rights. Following the refusal by the Company to grant Zeneca a further extension, Zeneca informed the Company that it will not continue product development. The Company believes that this technology has substantial value and plans to continue to pursue alternative potential joint ventures and collaborative opportunities in this sector. Research and development expenses were $2,245,352 during the six months ended June 30, 1998 as compared with $2,329,754 during the six months ended June 30, 1997. The decrease was primarily attributable to lower expenditures for two of the technologies currently under pre-clinical development, partially offset by increased expenditures related to the preparation for and initiation of clinical trials for Altropane. The majority of the Company's research and development expenses were sponsored research obligations paid to Harvard University and its affiliated hospitals. The Company expects to incur research and development costs between $4 million and $5 million during 1998. Licensing fees were $55,000 during the six months ended June 30, 1998 as compared with zero during the six months ended June 30, 1997. During the 1998 period, the Company paid $15,000 to license one new technology as compared to no new licensing agreements during the 1997 period. In addition to an initial licensing fee payment, the Company is obligated to pay additional amounts upon the attainment of development milestones, as defined in each respective licensing agreement, as well as royalties upon the sales of any resulting products. During the 1998 period, the Company made a milestone payment of $40,000 related to the development of one of its technologies. The Company expects to pay future licensing fees, the timing and amounts of which will depend upon the progress attained in developing existing technologies and the terms of agreements which may be executed for technologies currently being developed or which may be developed in the future. There can be no assurance regarding the likelihood or materiality of any such future licensing agreements. THERAFECTIN(R) related expenses were $260,782 during the six months ended June 30, 1998 as compared with $1,180,132 during the six months ended June 30, 1997. This decrease reflects differences in the status of the Phase III clinical trial for Therafectin during each respective period. The Phase III trial, which began in March 1996, was completed in August 1997. Expenses during the 1998 period primarily related to patients enrolled in the extension phase of the trial in which fewer patients were enrolled, and per-patient clinical costs were lower. The Company filed, in June 1998, an amendment to its previously filed New Drug Application ("NDA") with the Food and Drug Administration ("FDA") seeking marketing approval for Therafectin. There can be no assurance, however, that such approval will be obtained by the Company. If the Company is ultimately unsuccessful in obtaining regulatory approval for Therafectin, the Company may be required to write off all or some portion of the $3.5 million asset value represented by the THERAFECTIN(R) technology acquired in the Merger with Greenwich Pharmaceuticals, Inc. as reflected on the Company's balance sheet. General and administrative expenses were $1,267,078 during the six months ended June 30, 1998 as compared with $996,580 during the comparable 1997 period. This increase was primarily due to higher professional services costs and a non-cash charge related to certain changes in the provisions of the Company's stock option plans. 8 Net interest income was $444,859 during the six months ended June 30, 1998 as compared with net interest income of $610,382 during the six months ended June 30, 1997. The higher level of interest income recognized during the 1997 period primarily related to higher average short-term investment, cash and cash equivalent balances. YEAR 2000 COMPLIANCE The Company uses a significant number of computer software programs and operating systems in its internal operations, including applications used in product development, financial business systems and various administrative functions. To the extent that these software applications contain source code that is unable to appropriately interpret the upcoming calendar year "2000," some level of modifications or even possibly replacement of such source code or applications will be necessary. The Company is currently in the process of completing its identification of software applications that are not "Year 2000" compliant and expects to make appropriate responses to address any issue identified by the end of 1998. Given the information known at this time about the Company's systems, coupled with the Company's ongoing, normal course-of-business efforts to upgrade or replace business critical systems as necessary, it is currently not anticipated that these "Year 2000" costs will have any material adverse effect on the Company's business, financial condition or results of operation. However, the Company is still in the preliminary stages of analyzing its software applications and, to the extent they are not fully "Year 2000" compliant, there can be no assurance that the costs necessary to update software, or potential systems interruptions, would not have a material adverse effect on the Company's business, financial condition or results of operations. However, if the Company and third parties upon which it relies are unable to address this issue in a timely manner, it could result in a material financial risk to the Company. In order to assure that this does not occur, the Company plans to devote all resources required to resolve any significant year 2000 issues in a timely manner. LIQUIDITY AND CAPITAL RESOURCES Since its inception, the Company has satisfied its working capital requirements from the sale of the Company's securities through private placements. In January and February 1996, the Company raised approximately $20.7 million of net proceeds by completing a private placement of units consisting of (i) shares of its Series A Convertible Preferred Stock and (ii) warrants to purchase shares of the Company's common stock. In June 1996, the Company raised approximately $5 million of net proceeds by completing a private placement of 500,000 shares of common stock (See Notes 8 and 9 of Notes to the Consolidated Financial Statements in the Company's Annual Report on Form 10-K for the year ended December 31, 1997). In the future, the Company's ability to meet, and the level of, its working capital and capital requirements will depend on numerous factors, including the progress of the Company's research and development activities, the level of resources that the Company devotes to the developmental, clinical, and regulatory aspects of its products, and the extent to which the Company enters into collaborative relationships with pharmaceutical and biotechnology companies. At June 30, 1998, the Company had available cash, cash equivalents and short term investments of approximately $10.7 million and working capital of approximately $9.8 million. The Company believes that the level of financial resources available at June 30, 1998 will provide sufficient working capital to meet its anticipated expenditures for more than the next twelve months. The Company may raise additional capital in the future through collaboration agreements with other pharmaceutical or biotechnology companies, debt financings and equity offerings. There can be no assurance, however, that the Company will be successful in such efforts or that additional funds will be available on acceptable terms, if at all. 9 PART II -- OTHER INFORMATION ---------------------------- ITEM 1: LEGAL PROCEEDINGS. ----------------- None. ITEM 2: CHANGES IN SECURITIES. --------------------- During the six months ended June 30, 1998, the Company issued 59,655 shares of common stock related to the exercise of outstanding warrants and options for which the Company received consideration totaling $137,458. ITEM 3: DEFAULTS UPON SENIOR SECURITIES. ------------------------------- None. ITEM 4: SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. --------------------------------------------------- The annual meeting of stockholders was held on June 12, 1998. the holders of more than a majority of the shares entitled to vote were represented at the meeting in person or by proxy, constituting a quorom. At the meeting, the following matters were voted upon by the stockholders, receiving the number of affirmative and witheld or negative ("withheld") votes set forth below each matter. 1. Proposal to elect directors each to serve until the date of the 1999 annual meeting of stockholders and until their successors are elected and qualified:
For Withheld/Against ------------- ---------------- Colin B. Bier, Ph.D. 9,494,448 53,146 Edson D. de Castro 9,491,151 56,442 Adrian Gerber 9,494,274 53,319 S. David Hillson, Esq. 9,488,388 59,206 Marc E. Lanser, M.D. 9,491,173 56,420 Ira W. Lieberman, Ph.D. 9,491,772 55,822 E. Christopher Palmer 9,519,026 28,567
2. Proposal to approve and adopt the Company's 1998 Omnibus Stock Option Plan: For Withheld/Against --- ---------------- 9,351,378 196,216 3. Proposal to approve the Amendment and Restatement of the Company's Amended and Restated 1990 Non-Employee Directors' Non-Qualified Stock Option Plan: For Withheld/Against --- ---------------- 9,175,200 372,393 10 ITEM 5: OTHER INFORMATION. ----------------- (a) Exhibits. None. ITEM 6: EXHIBITS AND REPORTS ON FORM 8-K. -------------------------------- (a) Exhibits included with this filing: 27 Financial Data Schedule (b) Reports on Form 8-K: The Registrant filed the following reports on Form 8-K during the quarter ended June 30, 1998 and through August 8, 1998. Date of Report Item Reported -------------- ------------- 1 Form 8-K filed April 30, 1998 5,7 2 Form 8-K filed May 7, 1998 5,7 3 Form 8-K filed May 8, 1998 5,7 4 Form 8-K filed July 1, 1998 5,7 11 SIGNATURE --------- 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. BOSTON LIFE SCIENCES, INC. -------------------------- (Registrant) DATE: August 12, 1998 /s/ S. David Hillson ----------------------------- S. David Hillson President and Chief Executive Officer (Principal Executive Officer) /S/ Joseph Hernon ----------------------------- Joseph Hernon Chief Financial Officer (Principal Financial and Accounting Officer) 12 EX-27 2 FINANCIAL DATA SCHEDULE
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM FINANCIAL STATEMENTS AS REPORTED ON FORM 10-Q AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS 3-MOS DEC-31-1998 JAN-01-1998 JUN-3O-1998 617,094 10,066,012 0 0 0 11,263,272 264,024 (203,483) (15,097,042) 1,431,633 0 0 271 130,750 13,534,388 16,523,773 0 0 0 3,828,212 (444,859) 0 0 (3,383,353) 0 (3,383,353) 0 0 0 (3,383,353) (0.26) (0.26)
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