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 March 31, 2000
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 333-09349
---------
AVAX TECHNOLOGIES, INC.
(Exact name of small business issuer as specified in its charter)
Delaware 13-3575874
(State or other jurisdiction of incorporation (I.R.S. Employer Identification
or organization) No.)
4520 Main Street, Suite 930
Kansas City, Missouri 64111
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (816) 960-1333
Securities registered under Section 12(b) of the Exchange Act: None
Securities registered under Section 12(g) of the Exchange Act:
Common Stock, par value $.004 per share
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 April 21, 2000 15,516,229 shares of the Registrant's common stock, par
value $.004 per share, were outstanding.
Documents incorporated by reference: None.
Transitional Small Business Disclosure Format: |_| Yes |X| No
<PAGE>
AVAX TECHNOLOGIES, INC.
Table of Contents
Page
----
PART I - FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements
Consolidated BALANCE SHEETS -- As of December 31,
1999 and March 31, 2000 (Unaudited)....................... Page 3
Consolidated STATEMENTS OF OPERATIONS
(Unaudited) -- For the Three Months Ended March 31,
1999 and March 31, 2000; and for the Period from
January 12, 1990 (Incorporation) through
March 31, 2000.......................................... Page 4
Consolidated STATEMENTS OF CASH FLOWS
(Unaudited) -- For the Three Months Ended March 31,
1999 and March 31, 2000 and for the Period from
January 12, 1990 (Incorporation) through
March 31, 2000.......................................... Page 5
Notes to Consolidated Financial Statements................ Page 7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations....................... Page 9
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.........................................Page 11
Item 2. Change in Securities......................................Page 11
Item 6. Exhibits and Reports on Form 8-K..........................Page 12
Signatures.........................................................Page 12
Page 2
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
AVAX Technologies, Inc.
(a development stage company)
Consolidated Balance Sheets
<TABLE>
<CAPTION>
December 31, March 31,
1999 2000
-------------------------------
Assets (Unaudited)
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 3,426,059 $ 19,165,582
Marketable securities 8,868,621 17,118,953
Prepaid expenses and other current assets 336,821 222,195
Other -- 118,384
------------ ------------
Total current assets 12,631,501 36,625,114
Property, plant and equipment at cost 2,458,678 2,562,179
Less accumulated depreciation 116,862 199,849
------------ ------------
Net furniture and equipment 2,341,816 2,362,330
------------ ------------
Total assets $ 14,973,317 $ 38,987,444
============ ============
Liabilities and stockholders' equity
Current liabilities:
Accounts payable and accrued liabilities $ 401,263 $ 740,599
------------ ------------
Total current liabilities 401,263 740,599
Minority interest in consolidated subsidiaries 502,341 1,455,019
Commitments and contingencies
Stockholders' equity:
Preferred stock, $.01 par value:
Authorized shares - 5,000,000, including
Series B - 300,000 shares and Series
C - 120,000 shares
Series B convertible preferred stock:
Issued and outstanding shares - 73,884 at December
31, 1999 (liquidation preference - $9,974,340 at
December 31, 1999) 739 --
Series C convertible preferred stock:
Issued and outstanding shares - 101,300 and 93,550
at December 31, 1999 and March 31, 2000,
respectively (liquidation preference - $10,130,000
and $9,350,000 at December 31, 1999 and March
31, 2000, respectively) 1,013 936
Common stock, $.004 par value:
Authorized shares - 30,000,000
Issued and outstanding shares - 11,077,790 and
15,516,229 at December 31, 1999 and March 31,
2000, respectively 44,311 62,065
Additional paid-in capital 35,406,036 60,498,015
Subscription receivable (422) (422)
Deferred compensation (156,124) (88,849)
Translation adjustment -- (187,228)
Deficit accumulated during the development stage (21,225,840) (23,492,691)
------------ ------------
Total stockholders' equity 14,069,713 36,791,826
------------ ------------
Total liabilities and stockholders' equity $ 14,973,317 $ 38,987,444
============ ============
</TABLE>
See accompanying notes.
Page 3
<PAGE>
AVAX Technologies, Inc.
(a development stage company)
Consolidated Statements of Operations
(Unaudited)
<TABLE>
<CAPTION>
Period from
January 12,
1990
(Incorporation)
Three months ended Through
March 31, March 31,
1999 2000 2000
------------------------------------------
<S> <C> <C> <C>
Gain from sale of the Product $ -- $ -- $ 1,951,000
Costs and expenses:
Research and development 1,059,038 1,500,495 15,496,618
Marketing and selling -- -- 543,646
General and administrative 723,944 1,047,884 12,502,521
----------------------------------------
Total operating loss (1,782,982) (2,548,379) (26,591,785)
Other income (expense):
Interest income 143,071 232,491 3,528,123
Interest expense -- -- (646,293)
Minority interest in loss of
consolidated subsidiary -- 49,037 71,496
Other, net -- -- 145,768
----------------------------------------
Total other income (expense) 143,071 281,528 3,099,094
----------------------------------------
Net loss (1,639,911) (2,266,851) (23,492,691)
Amount payable for liquidation preference -- -- (1,870,033)
----------------------------------------
Net loss attributable to common
stockholders $ (1,639,911) $(2,266,851) $(25,362,724)
========================================
Net loss per common share $ (.16) $ (.17)
=========================
Weighted average number of shares
outstanding 10,157,730 13,297,010
=========================
</TABLE>
See accompanying notes.
Page 4
<PAGE>
AVAX Technologies, Inc.
(a development stage company)
Consolidated Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
Period from
January 12,
1990
Three months ended March 31, (Incorporation)
To March 31,
1999 2000 2000
---------------------------------------------------
<S> <C> <C> <C>
Operating activities
Net loss $(1,6,39,911) $ (2,266,851) $(23,492,691)
Adjustments to reconcile net
loss to net cash used in
operating activities:
Depreciation and amortization 73,033 150,262 1,302,678
Compensatory stock issue -- -- 25,000
Minority interest in net loss -- (49,037) (71,496)
Gain from sale of the Product -- -- (1,951,000)
Gain on sale of intellectual
property -- -- (787)
Accretion of interest on common
stock receivable -- -- (449,000)
Accretion of interest on amount
payable to preferred
stockholders and Former Officer -- -- 449,000
Loss on sale or abandonment of
furniture and equipment -- -- 37,387
Issuance of common stock for
services -- -- 174,150
Changes in operating assets and
liabilities:
Prepaid expenses and other
current assets 27,068 114,626 (222,195)
Accounts payable and accrued
liabilities 65,874 339,336 740,599
Amount payable to Former Officer -- -- 80,522
---------------------------------------------------
Net cash used in operating activities (1,473,936) (1,711,664) (23,377,833)
Investing activities
Purchase of marketable securities and
short-term investments (20,391,730) (24,083,984) (209,657,134)
Proceeds from sale of marketable
securities 15,354,078 15,833,652 185,421,709
Proceeds from sale of short-term
investments -- -- 7,116,472
Purchases of furniture and equipment (988,447) (103,501) (2,628,113)
Proceeds from sale of furniture and
equipment -- -- 4,600
Organization costs incurred -- -- (1,358)
Other (118,384) (118,384)
---------------------------------------------------
Net cash used in investing activities (6,026,099) (8,472,217) (19,862,208)
</TABLE>
Page 5
<PAGE>
AVAX Technologies, Inc.
(a development stage company)
Consolidated Statements of Cash Flows (continued)
(Unaudited)
<TABLE>
<CAPTION>
Period from
January 12, 1990
Three months ended March 31, (Incorporation)
to March 31,
1999 2000 2000
-------------------------------------------------
<S> <C> <C> <C>
Financing activities
Proceeds from issuance of notes
payable to related party $ -- $ -- $ 957,557
Principal payments on notes payable
to related party -- -- (797,000)
Proceeds from loans payable -- -- 1,389,000
Principal payments on loans payable -- -- (1,389,000)
Payments for fractional shares from
reverse splits and preferred stock
conversions -- -- (76)
Financing costs incurred -- -- (90,000)
Payments received on subscription
receivable -- -- 4,542
Shareholder capital contribution -- 93,637 93,637
Proceeds received from exercise of
stock warrants -- -- 6,250
Capital contribution through sale
of interest in consolidated
subsidiaries -- 1,821,300 4,445,300
Net proceeds received from issuance
of preferred and common stock 9,291,685 24,195,695 57,972,641
-------------------------------------------------
Net cash provided by financing
activities 9,291,685 26,110,632 62,592,851
-------------------------------------------------
Effect of exchange rate changes on cash -- (187,228) (187,228)
-------------------------------------------------
Net increase in cash and cash
equivalents 1,791,650 15,739,523 19,165,582
Cash and cash equivalents at
beginning of period 344,940 3,426,059 --
-------------------------------------------------
Cash and cash equivalents at end of
period $ 2,136,590 $ 19,165,582 $ 19,165,582
=================================================
Supplemental disclosure of cash flow
information
Interest paid $ -- $ -- $ 197,072
=================================================
</TABLE>
See accompanying notes.
Page 6
<PAGE>
AVAX Technologies, Inc.
(a development stage company)
Notes to Financial Statements (Unaudited)
For the Three Months ended March 31, 1999 and 2000
1. Description of Business
AVAX(TM)Technologies, Inc. (the Company) is a development stage
biopharmaceutical company.
In November 1995, the Company sold its leading product under development, an
over-the-counter nutritional, dietary, medicinal and/or elixorative food
supplement or drug and all of the related patents and other intellectual
property (the Product).
Also in November 1995, the Company entered into a license agreement with the
Thomas Jefferson University (TJU) to develop, commercially manufacture and sell
products embodying immunotherapeutic vaccines for the treatment of malignant
melanoma and other cancers (the Invention).
In December 1996, the Company entered into a license agreement with Rutgers, The
State University of New Jersey and the University of Medicine and Dentistry
(collectively, Rutgers) to develop, commercially manufacture and sell products
embodying a series of compounds for the treatment of cancer and infectious
diseases (the Rutgers Compounds).
In February 1997, the Company entered into a license agreement with The Texas
A&M University System (Texas A&M) to develop, commercially manufacture and sell
products embodying a series of compounds for the treatment of cancer (the Texas
A&M Compounds).
On December 1, 1999, the Company entered into a definitive joint venture
agreement with Neptunus International Holdings Limited ("NIHL"), a
pharmaceutical group in Australia, under the subsidiary name, AVAX Holdings
Australia Pty Limited ("AVAX Holdings"). Under the joint venture agreement, AVAX
Holdings, through its affiliated entities, will manufacture and market M-Vax in
Australia, and has similar rights in New Zealand. Due to the Company's
controlling interest in the two related joint venture entities, the financial
position and results of operations of the joint venture are consolidated in the
Company's financial statements.
The Company's business is subject to significant risks consistent with
biotechnology companies that are developing products for human therapeutic use.
These risks include, but are not limited to, uncertainties regarding research
and development, access to capital, obtaining and enforcing patents, receiving
regulatory approval, and competition with other biotechnology and pharmaceutical
companies. The Company plans to continue to finance its operations with a
combination of equity and debt financing and, in the longer term, revenues from
product sales, if any. However, there can be no assurance that it will
successfully develop any product or, if it does, that the product will generate
any or sufficient revenues.
2. Basis of Presentation
The accompanying financial statements have been prepared by the Company without
audit, in accordance with Generally Accepted Accounting Principles for interim
financial information and with the rules and regulations of the Securities and
Exchange Commission (the "Commission"). Certain information and footnote
disclosure normally included in the Company's audited annual financial
statements has been condensed or omitted in the Company's interim financial
statements. In the opinion of the Company, these financial statements contain
all adjustments (consisting of normal recurring adjustments) necessary for a
fair presentation. The results of operations for the three month periods ended
March 31, 1999 and 2000 may not necessarily be indicative of the results of
operations expected for the full year, except that the Company expects to incur
a significant loss for the year ending December 31, 2000.
The accompanying financial statements and the related notes should be read in
conjunction with the Company's audited financial statements for the years ended
December 31, 1999 and 1998 included in the Company's annual report on Form
10-KSB.
Page 7
<PAGE>
3. Private placement of equity securities
On March 10, 2000, the Company completed an approximately $25,137,000 private
placement of its common stock, $.004 par value, and related warrants with
institutional investors. The Company sold an aggregate of 2,259,494 newly issued
shares of common stock, and issued warrants to purchase an additional 225,952
shares of common stock at an exercise price of $12.79 per share, all for an
aggregate warrant exercise price of $2,890,817. The warrants are exercisable
until March 10, 2005.
In connection with services rendered in connection with the financing the
Company paid Gruntal & Co., L.L.C., who acted as the placement agent, a cash fee
of approximately $747,000 and issued warrants to purchase 83,927 shares of
common stock at an exercise price of $11.125. The warrants are exercisable until
March 10, 2005. In addition the Company issued to Sagres Group Ltd. warrants to
purchase 124,045 shares of common stock at an exercise price of $11.125 per
share as a finder's fee in connection with the private placement. The Warrants
are exercisable until March 10, 2005.
Pursuant to a prior agreement with Paramount Capital Inc. ("Paramount),
Paramount was paid a fee due to the participation in the private placement of
certain investors previously introduced to the Company by Paramount. As a result
of this agreement, the Company paid Paramount a cash fee of approximately
$140,000 and issued to Paramount warrants to purchase 10,787 shares of common
stock of the Company at an exercise price of $11.125 per share. The warrants are
exercisable until March 10, 2005.
4. Additional Investment by Joint Venture Partner
Pursuant to the joint venture agreement with Australia Vaccine Technologies
("AVT") (formerly Neptunus International Holdings Limited) AVT made an
additional equity investment of $3,000,000AUD in the two joint venture operating
companies. The investment gives AVT an additional 15% of the voting stock in the
joint venture operating companies, raising AVT's total ownership percentages in
the operating companies to 35%.
Page 8
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
PLAN OF OPERATION
Statements in this Form 10-QSB that are not descriptions of historical facts are
forward-looking statements, within the meaning of the Private Securities
Litigation Reform Act of 1995, that are subject to risks and uncertainties.
Actual results could differ materially from those currently anticipated due to a
number of factors, including those set forth in the Company's filings under the
Securities Act of 1933 and under the Securities Exchange Act of 1934,
particularly under the headings "Risk Factors," and including risks relating to
the ability to obtain and maintain all necessary patents or licenses, to
demonstrate the safety and efficacy of product candidates at each stage of
development, to meet applicable regulatory standards and receive required
regulatory approvals, to meet obligations and required milestones under its
license agreements, to be capable of producing drug candidates in commercial
quantities at reasonable costs, to compete successfully against other products,
to market products in a profitable manner and to obtain substantial additional
Funds, as well as other risks detailed from time to time in the Company's public
disclosure filings with the Commission, including its Annual Report on Form
10-KSB for the year ended December 31, 1999. The Company undertakes no
obligation to publicly update or revise any forward-looking statements, whether
as a result of new events, future information or otherwise.
The Company is currently engaged in the development and commercialization of
biotechnology and pharmaceutical products and technologies. In November 1995,
the Company acquired the rights to the AC Vaccine(TM) technology pursuant to the
TJU License. The Company is engaged primarily in the development and
commercialization of the AC Vaccine(TM) technology, as well as the potential
anti-cancer and anti-infective technology licensed pursuant to the Rutgers
License and the potential anti-cancer technology licensed pursuant to the Texas
A&M License. The Company anticipates that during the next 12 months it will
continue to conduct substantial research and development of the AC Vaccine
technology, including multi-center pivotal registration clinical trials on
M-Vax(TM), the Company's lead AC Vaccine technology for metastatic melanoma. In
addition, the Company has initiated a multi-center Phase 2 trial on O-Vax(TM),
the Company's application of the AC Vaccine technology for ovarian cancer. The
Company also anticipates that it will continue to expend substantial resources
on the research and development of that same technology for the treatment of
other cancers, which may include breast, prostate, lung and colorectal cancer
and acute myelogenous leukemia (AML). The Company also plans to evaluate the AC
Vaccine(TM) in other cancers and to initiate similar Phase 1/2 clinical trials
where appropriate. In order to support these clinical trial efforts, the Company
completed construction of a new facility for the manufacture of its products in
April, 1999.
In connection with the Company's strategy to acquire, develop and commercialize
other potential biotechnology products and technologies, in December 1996, the
Company acquired the exclusive worldwide rights to a series of compounds for the
potential treatment of cancer and other infectious diseases from Rutgers.
Additionally, in February 1997, the Company acquired the exclusive worldwide
rights to another series of compounds for the potential treatment of cancer from
Texas A&M. Pursuant to the Rutgers License, the Texas A&M License, and the
related sponsored research agreements with each of Rutgers and Texas A&M, the
Company expects to continue to expend substantial resources on the research and
development of these compounds.
In 1999 the Company entered into a joint venture with Australia Vaccine
Technologies Limited ("AVT", formerly Neptunus International Holdings Limited)
for the commercialization of M-Vax(TM) in Australia. As a result, the Company is
in the process of establishing manufacturing capabilities in Australia and has
begun hiring employees for manufacturing, marketing and administration of the
Australian operations. The Company anticipates that it will expend substantial
resources in commercializing M-Vax in Australia during the current year.
In 1999, the Company also announced that M-Vax is expected to be made available
for commercial use in The Netherlands, Germany and Japan. The commercialization
of M-Vax in these countries will be subject only to meeting certain requirements
determined by each regulatory agency. In order to expedite the availability of
M-Vax to melanoma patients in these countries, the Company is currently
exploring a number of strategic options to assist in realizing these
opportunities, and hopes to begin marketing M-Vax in The Netherlands and Germany
by the end of 2001. AVAX also may pursue a similar regulatory approach for the
manufacturing and marketing of its products in other European and Asian
countries. The cost to commercialize M-Vax in any of these countries will
require a significant investment by the Company and commercial success is
subject to market uncertainty.
Page 9
<PAGE>
The Company may acquire additional products and technologies during the next 12
months, which may or may not be in the cancer immunotherapy field. Should the
Company acquire additional products or technologies, it is anticipated that they
will require substantial resources for research, development and clinical
evaluation. There can be no assurance, however, that the Company will be able to
acquire any additional products, or obtain the additional financing necessary to
acquire and develop any additional products and technologies. In addition, there
can be no assurance, that changes in the Company's research and development
plans or other changes which could alter the Company's operating expenses will
not require the Company to reallocate funds among its planned activities and
curtail certain planned expenditures. In that event, the Company may need
additional financing. There can be no assurance as to the availability or the
terms of any required additional financing, when and if needed. If the Company
fails to raise any funds it requires, it may be necessary for the Company to
significantly curtail its activities or cease operations.
The Company's research and development expenses have increased approximately
41.7% from $1,059,038 in the three months ended March 31, 1999 to $1,500,495 in
the three months ended March 31, 2000. The increase relates to increased charges
for depreciation related to the new manufacturing facility, which is being used
to produce product for clinical trials, increased salary costs due primarily to
the addition of new employees, increased costs related to the pivotal
registration trial for M-Vax and costs associated with the inception of the
O-Vax Phase 2 trials. The Company's general and administrative expenses have
increased approximately 44.7% from $723,944 in the three months ended March 31,
1999 to $1,047,884 in the three months ended March 31, 2000. The increase
relates to the additional salary for the new Vice President of Marketing and
increased costs incurred in Australia related to building the joint venture
infrastructure in anticipation of commercializing M-Vax. The Company anticipates
that, over the next 12 months, expenses will continue to increase, particularly
as the Australian subsidiaries begin ramping up for the commercialization and
sale of M-Vax in Australia. In addition, research costs are expected to increase
as development proceeds with the AC Vaccine technology, the Rutgers compounds,
and the Texas A&M compounds.
As of March 31, 2000 the consolidated Companies employ 24 people, 21 of whom are
located in the United States and three of whom are located in Australia. It is
anticipated that the Company will hire additional employees, particularly in
connection with the commercialization of M-Vax in Australia.
LIQUIDITY AND CAPITAL RESOURCES
On March 10, 2000, the Company completed a private offering of common stock and
related warrants, from which the Company received net proceeds of approximately
$24,200,000. The Company currently anticipates that its current resources should
be sufficient to fund operations for approximately the next 24-36 months based
upon the Company's current operating plan. The Company does not currently expect
to be required to raise additional capital in the next 12 months, although from
time to time, depending upon its anticipated future needs, the Company may avail
itself of opportunities in the capital markets to raise additional capital if
acceptable terms may be obtained. The Company's working capital requirements
will depend upon numerous factors, including, the progress of the Company's
research and development programs, preclinical and clinical testing, timing and
cost of obtaining regulatory approvals, changes in levels of resources that the
Company devotes to the development of manufacturing and marketing capabilities,
competitive and technological advances, and the ability of the Company to
establish collaborative arrangements with other organizations. There can be no
assurance that the Company's current cash resources will be sufficient to fund
its operations for the next 24-36 months, as changes in any of the factors
described in the preceding sentence (or other unforeseen changes in the
Company's business) could directly affect the rate at which the cash resources
of the Company are used by the Company. Since the Company has no committed
external sources of capital, and expects no significant product revenues for the
foreseeable future, it will likely require additional financing to fund future
operations. There can be no assurance, however, that the Company will be able to
obtain additional funds on acceptable terms, if at all. If adequate funds are
not available the Company may be required to delay, reduce the scope of or
eliminate one or more of its research or development programs; to obtain funds
through arrangements with collaborative partners or others that may require the
Company to relinquish rights to certain technologies, product candidates or
products that the Company would otherwise seek to develop or commercialize
itself; or to license the rights to such products on terms that are less
favorable to the Company than might otherwise be available.
Page 10
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
Previously, the Company disclosed that on September 17, 1999, a complaint was
filed in the U.S. District Court for the District of Maryland styled Intracel
Corporation vs. AVAX Technologies, Inc. Intracel alleged that it is the owner of
U.S. Patent No. 5,484,596 entitled "Active Specific Immunotherapy." Intracel
alleged that the Company's autologous cell vaccine technologies infringe this
patent and requested monetary damages and an injunction against AVAX. On
December 14, 1999, the Company moved to dismiss Intracel's claim for lack of
jurisdiction. On April 20, 2000, the U.S. District Court for the District of
Maryland, at the request of Intracel, dismissed Intracel's claim without
prejudice. The Company intends to aggressively protect its right to continue to
develop the AC Vaccine Technology free of any encumbrance.
The Company is not aware of any other pending or threatened legal actions which,
in the opinion of management, based on known information, is likely to have a
material adverse effect on the Company's business.
Item 2. Changes in Securities
(a) On March 10, 2000, the Company completed an approximately $25,137,000
private placement of its common stock, $.004 par value, and related warrants
with institutional investors. The Company sold an aggregate of 2,259,494 newly
issued shares of common stock, and warrants to purchase an additional 225,952
shares of common stock at an exercise price of $12.79 per share, all for an
aggregate warrant exercise price of $2,890,817. The warrants are exercisable
until March 10, 2005. Additional warrants to purchase an aggregate of 218,759
shares of common stock were issued to Gruntal & Co., L.L.C., Paramount Capital
Inc. and Sagres Group, LTD in consideration for services related to the private
placement. The warrants are exercisable until March 10, 2005 at an exercise
price of $11.125 per share, for an aggregate exercise price of $2,798,802.
(b) On January 1, 2000 the Company issued options to an employee as compensation
for their services for the upcoming year. The employee received options to
purchase 42,000 shares of common stock at an exercise price of $6.59 per share.
The options vest over four calendar quarters, commencing April 1, 2000. The
options expire January 1, 2007.
(c) Effective March 21, 2000 the Company elected to convert all of the then
outstanding shares of Series B convertible preferred stock into fully paid and
nonassessable shares of common stock, $.004 par value. As of the conversion date
66,093 shares of outstanding Series B Convertible preferred stock were converted
into 1,724,152 shares of common stock.
Page 11
<PAGE>
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits:
11.1 Statement Concerning Computation of Per Share Earnings
27.1 Financial Data Schedule
(b) Reports on Form 8-K:
The Company filed one report on Form 8-K during the three months ended March 31,
2000:
The report was filed on March 23, 2000, announcing the completion of a private
placement of common stock on March 10, 2000.
Signatures
In accordance with the requirements of the Exchange Act, the Registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
AVAX Technologies, Inc.
(Registrant)
Date: May 12, 2000
/s/ Jeffrey M. Jonas, M.D.
-----------------------------
Jeffrey M. Jonas, M.D.
President and Chief Executive
Officer
Date: May 12, 2000
/s/ David L. Tousley
----------------------------
David L. Tousley
Chief Financial Officer and
Secretary
(Principal Financial and
Accounting Officer)
Page 12
AVAX Technologies, Inc. Exhibit 11.1
Computation of Earnings (Loss) Per Share 10K
<TABLE>
<CAPTION>
Month of Months O/S Year Year Quaarter Quaarter
Issuance For Number of Each Given Ended Ended Ended Ended
F/S Purposes Shares Year 12/31/98 12/31/99 3/31/99 3/31/99
------------ --------- ----------- --------- --------- -------- -------
<S> <C> <C> <C> <C> <C> <C>
January '90 582,500 582,500 582,500 582,500 582,500
August '91 230,000 230,000 230,000 230,000 230,000
June '92 287,098 287,098 287,098 287,098 287,098
July '93 7,358
November '93 1,359
-----
8,717 8,717 8,717 8,717 8,717
------
July '94 3,750 3,750 3,750 3,750 3,750
April '95 (111,330)
May '95 (196,618)
September '95 402,490
November '95 1,374,728
---------
1,469,270 1,469,270 1,469,270 1,469,270 1,469,270
---------
March '96 (77,901)
May & June '96 321,875
May & June '96 129,099
June '96 9,875
July '96 146,875
---------
529,823 529,823 529,823 529,823 529,823
---------
June '97 407,093
July, August & Sept '97 661,901
Oct, Nov & Dec '97 402,153
---------
1,471,147 1,471,147 1,471,147 1,471,147 1,471,147
---------
Jan, Feb & March '98 285,832 250,103 285,832 285,832 285,832
April, May & June '98 353,236 220,773 353,236 353,236 353,236
July, Aug & Sept 4,319,243 1,619,716 4,319,243 4,319,243 4,319,243
Oct., Nov. & Dec '98 466,503 58,313 466,503 464,329 466,503
---------
5,424,814
---------
Jan, Feb & March '99 305,570 -- 267,374 152,785 305,570
April, May & June '99 442,897 -- 276,811 -- 442,897
July, Aug & Sept '99 165,648 62,118 -- 165,648
Oct., Nov. & Dec '99 119,056 14,882 -- 119,056
Sept '99 Warrant Exercise Shares 37,500 14,063 -- 37,500
---------
1,070,671
---------
Jan, Feb & March '00 4,438,439 1.5 -- 2,219,220
--------------------------------------------------------
Weighted Average Shares 6,731,210 10,642,367 10,157,730 3,297,010
========================================================
Net Income (Loss) Attributable to Common Stockholders (5,838,130) (7,867,563) (1,639,911) (2,286,851)
Net Income (Loss) Per Share (0.87) (0.74) (0.16) (0.17)
</TABLE>
Page 1
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ELECTRONIC
PROCESSING, INC. STATEMENT OF INCOME FOR YEAR AND THREE MONTHS ENDED
DECEMBER 31, 1999 AND MARCH 31, 2000, RESPECTIVELY, AND BALANCE SHEET AS OF
DECEMBER 31, 1999 AND MARCH 31, 2000, AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C> <C>
<PERIOD-TYPE> 12-MOS 3-MOS
<FISCAL-YEAR-END> DEC-31-1999 DEC-31-2000
<PERIOD-START> JAN-01-1999 JAN-01-2000
<PERIOD-END> DEC-31-1999 MAR-31-2000
<CASH> 3,426,059 19,165,582
<SECURITIES> 8,868,621 17,118,953
<RECEIVABLES> 0 0
<ALLOWANCES> 0 0
<INVENTORY> 0 0
<CURRENT-ASSETS> 12,631,501 36,625,114
<PP&E> 2,458,678 2,562,179
<DEPRECIATION> 116,862 199,849
<TOTAL-ASSETS> 14,973,317 38,987,444
<CURRENT-LIABILITIES> 401,263 740,599
<BONDS> 0 0
0 0
1,752 936
<COMMON> 44,311 62,065
<OTHER-SE> 14,023,650 36,728,825
<TOTAL-LIABILITY-AND-EQUITY> 14,973,317 38,987,444
<SALES> 0 0
<TOTAL-REVENUES> 0 0
<CGS> 0 0
<TOTAL-COSTS> 8,551,973 2,548,379
<OTHER-EXPENSES> 0 0
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 0 0
<INCOME-PRETAX> (7,867,563) (2,266,851)
<INCOME-TAX> 0 0
<INCOME-CONTINUING> (7,867,563) (2,266,851)
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> (7,867,563)<F1> (2,266,851)<F1>
<EPS-BASIC> (.74) (.17)
<EPS-DILUTED> 0 0
<FN>
(1) EPS-BASIC
</FN>
</TABLE>
