MEDI JECT CORP /MN/
10-Q, 2000-11-14
SURGICAL & MEDICAL INSTRUMENTS & APPARATUS
Previous: CORNELL COMPANIES INC, 10-Q, EX-27, 2000-11-14
Next: MEDI JECT CORP /MN/, 10-Q, EX-27, 2000-11-14



<PAGE>

================================================================================

                UNITED STATES SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 10-Q

       QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
                             EXCHANGE ACT OF 1934.

                For the quarterly period ended September 30, 2000

Commission File Number 0-20945

                              MEDI-JECT CORPORATION

                          161 Cheshire Lane, Suite 100
                          Minneapolis, Minnesota 55441

                                 (763) 475-7700


A Minnesota Corporation                           IRS Employer ID No. 41-1350192


                      ------------------------------------


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.  Yes   X      No
                                       -------     -------

The number of shares outstanding of the Registrant's Common Stock, $.01 par
value, as of November 13, 2000, was 1,429,211.




================================================================================
<PAGE>

                              MEDI-JECT CORPORATION

                                      INDEX



                                                                            PAGE
                                                                            ----
PART I.     FINANCIAL INFORMATION


   ITEM 1.  Financial Statements (Unaudited)

            Balance Sheets as of December 31, 1999 and
            September 30, 2000................................................3

            Statements of Operations for the three and nine months ended
            September 30, 1999 and 2000.......................................4

            Statements of Cash Flows for the nine months ended
            September 30, 1999 and 2000.......................................5

            Notes to Financial Statements.....................................6


   ITEM 2.  Management's Discussion and Analysis of Financial Condition
            and Results of Operations.........................................9

   ITEM 3.  Quantitative and Qualitative Disclosures About Market Risk.......10


PART II. OTHER INFORMATION


   ITEM 6.  Exhibits and Reports on Form 8-K.................................11

   SIGNATURES ...............................................................14

                                       2
<PAGE>

                              MEDI-JECT CORPORATION
                                 BALANCE SHEETS
                                   (UNAUDITED)

<TABLE>
<CAPTION>

                                                                                 December 31, 1999  September 30, 2000
                                                                                 -----------------  ------------------
<S>                                                                              <C>                <C>
                                       ASSETS
Current assets:
         Cash and cash equivalents ..........................................       $     85,136        $    229,792
         Accounts receivable, less allowance for doubtful accounts of
             $25,000 and $20,384, respectively ..............................            167,301             262,672
         Inventories ........................................................            429,472             414,890
         Prepaid expenses and other assets ..................................             23,263              41,978
                                                                                    ------------        ------------
                                                                                         705,172             949,332

Equipment, furniture and fixtures, net ......................................          1,002,554             796,069

Patent rights, net ..........................................................            302,410             279,394
                                                                                    ------------        ------------

                                                                                    $  2,010,136        $  2,024,795


                 LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)

Current liabilities:
         Accounts payable ...................................................       $    337,927        $    176,729
         Accrued expenses and other liabilities .............................            551,104             481,144
         Convertible notes payable ..........................................                 --           2,900,000
         Note payable obligations - current maturities ......................             14,156              15,741
                                                                                    ------------        ------------
                                                                                         903,187           3,573,614
Note payable, less current maturities .......................................             54,094              44,566
                                                                                    ------------        ------------
Total liabilities ...........................................................            957,281           3,618,180
                                                                                    ------------        ------------

Mandatorily Redeemable Series B Convertible Preferred Stock:
         $0.01 par; authorized 250 shares, 250 issued and outstanding
         at December 31, 1999, and September 30, 2000, respectively .........            250,000             250,000
                                                                                    ------------        ------------

Shareholders' equity (deficit):
         Preferred Stock: $0.01 par; authorized 1,000,000 shares:
                  Series A Convertible Preferred Stock: $0.01 par; authorized
                  10,000 shares; 1,000 and 1,100 issued and outstanding at
                  December 31,1999, and September 30, 2000, respectively;
                  aggregate liquidation preference of $1 million and
                  $1.1 million at December 31, 1999 and September 30, 2000,
                  respectively ..............................................                 10                  11
         Common Stock: $0.01 par; authorized 3,400,000 shares;
             1,424,729 and 1,427,611 issued and outstanding at
             December 31, 1999 and September 30, 2000, respectively .........             14,247              14,276
         Additional paid-in capital .........................................         24,936,433          25,154,053
         Accumulated deficit ................................................        (24,147,835)        (27,011,725)
                                                                                    ------------        ------------
                                                                                         802,855          (1,843,385)
                                                                                    ------------        ------------

                                                                                    $  2,010,136        $  2,024,795
                                                                                    ============        ============
</TABLE>

See accompanying notes to financial statements.

                                       3
<PAGE>

                              MEDI-JECT CORPORATION
                            STATEMENTS OF OPERATIONS
                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                              For Three Months Ended                        For Nine Months Ended
                                       ---------------------------------------    ---------------------------------------
                                       September 30, 1999   September 30, 2000    September 30, 1999   September 30, 2000
                                       ------------------   ------------------    ------------------   ------------------
<S>                                    <C>                  <C>                    <C>                  <C>
Revenues:
      Product Sales .................     $   481,914          $   444,900            $ 1,441,189          $ 1,673,013
      Licensing & product development          27,144               10,000              1,236,752               32,788
                                          -----------          -----------            -----------          -----------
                                              509,058              454,900              2,677,941            1,705,801
                                          -----------          -----------            -----------          -----------

Operating Expenses:
      Cost of sales .................         412,854              344,210              1,233,693            1,229,580
      Research and development ......         559,552              302,823              1,745,137              865,531
      General and administrative ....         367,725              765,316              1,341,934            1,850,743
      Sales and marketing ...........         312,046              164,959                800,281              504,339
                                          -----------          -----------            -----------          -----------
                                            1,652,177            1,577,308              5,121,045            4,450,193
                                          -----------          -----------            -----------          -----------

Net operating loss ..................      (1,143,119)          (1,122,408)            (2,443,104)          (2,744,392)
                                          -----------          -----------            -----------          -----------

Other income (expense):
      Interest and other income .....          13,751                   --                 63,197                   26
      Interest and other expense ....             117               (2,874)               (12,472)              (6,428)
                                          -----------          -----------            -----------          -----------
                                               13,868               (2,874)                50,725               (6,402)
                                          -----------          -----------            -----------          -----------

Net loss ............................     $(1,129,251)         $(1,125,282)           $(2,392,379)         $(2,750,794)
                                          -----------          -----------            -----------          -----------

Preferred stock dividends ...........         (62,797)             (39,286)              (112,797)            (113,096)
                                          -----------          -----------            -----------          -----------

Net loss applicable to common shares      $(1,192,048)         $(1,164,568)           $(2,505,176)         $(2,863,890)
                                          ===========          ===========            ===========          ===========

Basic and diluted net loss
         per common share ...........     $      (.84)         $      (.82)           $     (1.76)         $     (2.01)
                                          ===========          ===========            ===========          ===========

Basic and diluted weighted average
      common shares outstanding .....       1,424,729            1,426,733              1,424,731            1,425,436
</TABLE>

See accompanying notes to financial statements.

                                       4
<PAGE>

                              MEDI-JECT CORPORATION
                            STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                                                        For Nine Months Ended
                                                                --------------------------------------
                                                                September 30, 1999  September 30, 2000
                                                                ------------------  ------------------
<S>                                                             <C>                  <C>
Cash flows from operating activities:
         Net loss ..........................................      $(2,392,379)         $(2,750,794)
         Adjustments to reconcile net loss to net
         cash used in operating activities:
              Depreciation and amortization ................          328,286              309,911
              Loss from disposal of assets .................           35,444                3,646
Non-cash compensation ......................................           21,457               25,727
               Non-cash expense for services ...............               --               95,800
              Changes in operating assets and liabilities...
                  Accounts receivable ......................           67,464              (95,371)
                  Inventories ..............................          174,469               14,582
                  Prepaid expenses and other assets ........           18,691              (18,715)
                  Accounts payable .........................          136,748             (161,198)
                  Accrued expenses and other liabilities....          (63,790)             (83,056)
                  Deferred revenue .........................         (216,000)                  --
                                                                  -----------          -----------
Net cash used in operating activities ......................       (1,889,610)          (2,659,468)
                                                                  -----------          -----------

Cash flows from investing activities:
         Purchases of equipment, furniture and fixtures.....         (245,108)             (65,441)
         Purchases of patent rights ........................          (32,658)             (18,615)
                                                                  -----------          -----------
Net cash used in investing activities ......................         (277,766)             (84,056)
                                                                  -----------          -----------

Cash flows from financing activities:
         Proceeds from convertible notes payable ...........               --            2,900,000
         Principal payments on capital lease obligations....           (1,722)              (7,943)
         Proceeds from issuance of common stock ............               --                4,502
         Offering costs ....................................          (50,000)              (8,379)
                                                                  -----------          -----------
Net cash provided by (used in) financing activities.........          (51,722)           2,888,180
                                                                  -----------          -----------

Net increase (decrease) in cash and cash equivalents........       (2,219,098)             144,656
Cash and cash equivalents:
         Beginning of period ...............................        2,852,285               85,136
                                                                  -----------          -----------
         End of period .....................................      $   633,187          $   229,792
                                                                  ===========          ===========
</TABLE>

See accompanying notes to financial statements.

                                       5
<PAGE>

                              MEDI-JECT CORPORATION
                          NOTES TO FINANCIAL STATEMENTS
                                   (UNAUDITED)

1.       BASIS OF PRESENTATION
         The accompanying unaudited financial statements have been prepared in
         accordance with generally accepted accounting principles for interim
         financial information and with the instructions to Form 10-Q and
         Article 10 of Regulation S-X. Accordingly, they do not include all of
         the information and footnotes required by accounting principles
         generally accepted in the United States of America for complete
         financial statements. In the opinion of management, all adjustments
         (consisting of normal recurring accruals) considered necessary for a
         fair presentation have been included. The accompanying financial
         statements and notes should be read in conjunction with the Company's
         1999 audited financial statements and notes thereto.

2.       INTERIM FINANCIAL STATEMENTS
         Operating results for the three-month and nine-month periods ended
         September 30, 2000, are not necessarily indicative of the results that
         may be expected for the year ending December 31, 2000.

3.       INVENTORIES
         Inventories consist of the following:

                             December 31, 1999      September 30, 2000
                             -----------------      ------------------

         Raw Material             $219,903                $237,182
         Work in-process            60,998                   26,918
         Finished goods            148,571                 150,790
                                  --------                --------
                                  $429,472                $414,890
                                  ========                ========


4.       SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
         Cash paid for interest during the nine-month periods ended September
         30, 1999 and 2000 was $97 and $6,941, respectively.

         Cash paid for taxes during the nine-month periods ended September 30,
         1999 and 2000 was $250 and $700, respectively.


5.       NEW ACCOUNTING PRONOUNCEMENTS
         In December 1999 the Securities and Exchange Commission ("SEC") issued
         Staff Accounting Bulletin No. 101 which provides the staff's views in
         applying generally accepted accounting principles to selected revenue
         recognition issues. We will be required to adopt the new standard
         beginning with the fourth quarter of fiscal 2000. The impact of
         adoption on our financial statements is not yet quantifiable.

                                       6
<PAGE>

         In March 2000, the Financial Accounting Standards Board issued
         Interpretation No. 44 (FIN 44), Accounting for Certain Transactions
         involving Stock Compensation, an interpretation of APB Opinion No. 25,
         which clarifies the accounting consequence of various modifications to
         the terms of a previously fixed stock option or award. Our stock option
         repricing in January 2000 is accounted for as a variable plan, on a
         prospective basis on July 1, 2000, in accordance with FIN 44. See Note
         6 for further details.

6.       STOCK OPTION REPRICING
         On December 21, 1999, our Board of Directors approved the repricing, as
         of January 3, 2000, of all outstanding Qualified and Non-Qualified
         Stock Options held by our employees and directors, which had an
         exercise price greater than $1.5625 per share. This repricing action
         reduced the exercise price to $1.5625 per share for all such Stock
         Option Agreements representing 252,517 shares which had exercise prices
         ranging from $1.75 to $25.00 per share. Following the repricing, all
         other terms and conditions of these option agreements were unchanged,
         including the vesting schedules.

         Beginning in the third quarter of 2000 and in accordance with Financial
         Accounting Standards Board Interpretation No. 44 (FIN 44), the Company
         is recognizing expense on the remaining 239,450 unexpired repriced
         shares. In connection with implementing FIN 44 on July 1, 2000, $14,875
         of expense is recognized in the third quarter. Expense of at least
         $50,404 relates to 79,060 shares of repriced unvested stock options and
         will be recognized over the remaining vesting period. Future expense
         related to vested and unvested stock option shares is dependent on the
         market value of the shares at the end of each quarter until the
         repriced stock options are exercised, forfeited or expire and is
         therefore unknown at this time.

7.       SHARE TRANSACTION AGREEMENT
         On January 25, 2000, we signed a non-binding letter of intent with
         Permatec Holding AG, a privately-held drug delivery company located in
         Basel, Switzerland, to purchase three subsidiaries from Permatec in
         exchange for our Common Stock representing up to approximately 67% of
         our outstanding Common Stock (the "Share Transaction"). On July 14,
         2000, we signed a definitive Stock Purchase Agreement involving the
         Share Transaction. These subsidiaries develop and license certain
         pharmaceutical formulation technologies, including transdermal patches
         and topical gels.

         We have submitted a proxy to the SEC asking for approval to submit to
         our shareholders proposals to approve, among other things, the Stock
         Purchase Agreement, an amendment to our Articles of Incorporation to
         increase our authorized shares, to approve the conversion of Series B
         Convertible Preferred Stock into common stock and to approve the future
         conversation of Series C Convertible Preferred Stock into common stock.
         This transaction is currently being reviewed by the SEC.

         In the first quarter of 2000, Permatec invested a total of $500,000 in
         Medi-Ject convertible notes that, at the time, would have converted
         into common stock at the

                                       7
<PAGE>

         completion of the business combination at a conversion price of $2.00
         per share. During the second quarter of 2000, Permatec invested an
         additional $1,450,000 in Medi-Ject convertible notes for a total of
         $1,950,000 during the first half of 2000. In the third quarter of 2000,
         Permatec invested an additional $950,000 in Medi-Ject convertible notes
         for a total of $2,900,000 during the nine-month period ended September
         30, 2000. Also during the second quarter of 2000, all of the Medi-Ject
         notes that Permatec had invested in during the first half of 2000 were
         restructured where the notes will automatically convert into Medi-Ject
         Series C Convertible Preferred Stock on the later of (1) the date we
         have amended our Articles of Incorporation increasing our authorized
         common stock to at least 10,000,000 shares or (2) the closing of the
         Share Transaction with Permatec. The notes will convert at the closing
         of the Share Transaction into a number of shares of Series C
         Convertible Preferred Stock equal to the outstanding principal balance
         of the notes divided by $200. The Series C Convertible Preferred Stock
         will convert, at the option of the holder, into shares of Medi-Ject
         common stock at any time after the closing of the Share Transaction or
         after November 30, 2000, if the Share Transaction is not completed by
         such date. If the Share Transaction is not completed by November 30,
         2000, the outstanding balance of the notes will accrue interest at an
         annual rate of 10%, starting with the original note date. All notes
         have due dates ranging from December 31, 2000, through September 22,
         2002, unless our shareholders do not approve the amendment to our
         Articles of Incorporation increasing our authorized common stock to at
         least 10,000,000 shares, in which case the principal balance plus
         accrued interest will be immediately due and payable on the date of
         such shareholder meeting. Upon conversion of the Series C Preferred
         Stock to common stock, a deemed dividend to the preferred shareholders
         of approximately $2,700,000, related to the in-the-money conversion
         features, will be recorded by the Company which will be reflected as an
         adjustment to net loss available for common shareholders.

8.       MANDATORILY REDEEMABLE STOCK
         We have 250 shares of Mandatorily Redeemable Series B Convertible
         Preferred Stock that will become due and payable on December 22, 2000,
         if we do not complete the amendment to our Articles of Incorporation
         and obtain the necessary approvals. We are obligated to redeem all 250
         shares of the Series B Stock at a price per share equal to 105% of the
         liquidation preference, which is $1,050 per share or $262,500 in the
         aggregate.

9.       NASDAQ LISTING REQUIREMENTS
         On April 7, 2000, we were notified by Nasdaq/Amex that we no longer met
         certain requirements for continued listing on The Nasdaq SmallCap
         Market. As a result, our eligibility for continued listing on The
         Nasdaq Stock Market is being reviewed. In May we provided to Nasdaq a
         plan for achieving compliance during the second and third quarter of
         this year. This plan included, among other things, the business
         combination agreement with Permatec Holding AG and additional equity
         financing. A representative from Nasdaq called in June to inquire about
         the status of the Share Transaction. Upon the filing of the preliminary
         proxy statement with the SEC, Lawrence Christian, our Chief Financial
         Officer, notified Nasdaq that the Purchase Agreement was signed and
         that the

                                       8
<PAGE>

         preliminary proxy statement was filed. We have spoken with
         representatives of Nasdaq to update them on the progress of the Share
         Transaction but have not received any formal notice of any action they
         may intend to take.



ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS

Results of Operations
Three and Nine Months Ended September 30, 2000 and 1999

Total revenues for the three and nine months ended September 30, 2000 were
$454,900 and $1,705,801, respectively. These figures reflect a decrease of
$54,158, or 11% for the same three- month period in 1999 and a decrease of
$972,140, or 36% compared to the same nine-month period in 1999. Product sales
decreased $37,014 or 8% in the three-month period and increased $231,824 or 16%
in the nine-month period ended September 30, 2000, compared to the same periods
in the prior year. The increase in product sales in the nine-month period is
primarily attributable to a 43% increase in revenue from sales in the human
growth hormone market.

Licensing and product development fee income decreased by $17,144 in the
three-month period and $1,203,964 or 97% in the nine-month period ended
September 30, 2000, as compared to the prior-year periods. This decrease results
from having received funds from Schering-Plough Corporation during the first
quarter of 1999 to settle mutual obligations of the parties under a contract
dated January 20, 1998. We received a one-time payment from Schering-Plough in
exchange for cancellation of a product purchase order and as reimbursement for
certain non-cancelable manufacturing expenses. The Company expects that
licensing and product development fee income will fluctuate on a quarterly
basis, depending on a variety of factors; including the timing of execution of
potential development and licensing agreements and the timing, nature and size
of fee payments to be made under existing and new agreements. In addition, since
the Company does not, in general, recognize project-based fee income until
related development work has been performed, quarterly results will fluctuate
with the timing of the Company's research and development efforts.

Cost of sales in the three months and nine months ended September 30, 2000
reflect decreases of $68,644 or 17% and $4,113 respectively when compared to
prior-year periods.

Research and development expenses totaled $302,823 and $865,531 in the three-
and nine-month periods ended September 30, 2000, respectively. These figures
reflect decreases from the prior-year periods of $256,729 or 46% and $879,606 or
50%, respectively mainly due to lower utilization of certain production
employees for development activities and lower clinical study expenses.

General and administrative expenses totaled $765,316 and $1,850,743 in the
three- and nine-month periods ended September 30, 2000, respectively. These
figures represent an increase of

                                       9
<PAGE>

$397,591 or 108% and $508,809 or 38% when compared to the same periods in 1999.
The largest component of the increase is attributable to expenses associated
with the Permatec Share Transaction activities totaling $476,323 for the nine
months ended September 30, 2000.

Sales and marketing expenses totaled $164,959 and $504,339 in the three- and
nine-month periods ended September 30, 2000, respectively. These figures reflect
a decrease in the three-month period of $147,087 or 47% and a decrease in the
nine-month period of $295,942 or 37%. The main components of these decreases are
a decrease in media creation services of approximately $71,000 and a decrease in
payroll expense of approximately $122,000. Payroll decreases resulted from
staffing reassignments to the general and administrative department and some
staffing reductions as a result of outsourcing our domestic insulin direct sales
process. We anticipate these staffing levels to remain consistent for the
remainder of the year.

Net other income for the three and nine months ended September 30, 2000
decreased by $16,742 or 121% and $57,127 or 113% relative to the prior-year
three-month and nine-month periods ending September 30. This decrease primarily
reflects a decrease in interest income attributable to lower average cash
balances.

Liquidity and Capital Resources
Cash and cash equivalents totaled $85,136 on December 31, 1999, compared to
$229,792 on September 30, 2000. This increase of $144,656 results primarily from
proceeds from convertible notes payable in the amount of $2,900,000 offset by a
net loss of $2,750,794 adjusted for charges for depreciation and amortization
and changes in operating and treasury activities. Significant components of
changes in operating assets and liabilities include an increase in accounts
receivable of $95,371and a decrease in accounts payable of $161,198.

We expect to report a net loss for the year ended December 31, 2000 as we
continue to incur marketing and development cost related to bringing future
generations of products to market. Our long-term capital requirements will
depend on numerous factors, including the status of collaborative arrangements,
the progress of research and development programs and the receipt of revenues
from sales of products.

To continue our existence, we will be required to raise additional working
capital or combine with another entity or both. We are currently pursuing the
share transaction with Permatec Holding AG, as more fully explained in Item 1,
Note 7 above. Regarding this transaction, we have been financing our operations
through advances from Permatec under convertible promissory notes described
above. To date, Permatec has provided $2,900,000 to us under such notes. Even
with such share transaction, we will be required to raise additional capital to
continue operations. There can be no assurance that we will be able to raise the
needed additional capital on acceptable terms or at all.

We have submitted a proxy to the SEC asking for approval to submit to our
shareholders proposals to approve, among other things, the Stock Purchase
Agreement, an amendment to our Articles of Incorporation to increase our
authorized shares, to approve the conversion of Series B Convertible Preferred
Stock into common stock and to approve the future conversion of Series C

                                       10
<PAGE>

Convertible Preferred Stock into common stock. This transaction is currently
being reviewed by the SEC.

We also have 250 shares of Mandatorily Redeemable Series B Convertible Preferred
Stock that will become due and payable on December 22, 2000, if we do not
complete the amendment to our Articles of Incorporation and obtain the necessary
approvals. We are obligated to redeem all 250 shares of the Series B Stock at a
price per share equal to 105% of the liquidation preference, which is $1,050 per
share or $262,500 in the aggregate.



ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Market Risk Disclosure
There have been no material changes in reported market risks faced by the
Company since December 31, 1999.

                                       11
<PAGE>

                           PART II - OTHER INFORMATION

Item 1.  Legal Proceedings.

         None.

Item 2.  Changes in Securities

         None.

Item 3.  Defaults Upon Senior Securities.

         None

Item 4.  Submission of Matters to a Vote of Securities Holders.

         None

Item 5.  Other Information.

         None

Item 6.  Exhibits and Reports on Form 8-K.

         (a)      Exhibits

                  3.1      Second Amended and Restated Articles of
                           Incorporation.(a)

                  3.2      Second Amended and Restated Bylaws.(a)

                  3.3      Reserved.

                  3.4      Reserved.

                  4.1      Form of Certificate for Common Stock.(a)

                  4.2      Stock Warrant, dated January 25, 1996, issued to
                           Becton Dickinson and Company.(a)

                  4.3      Stock Option, dated January 25, 1996, issued to
                           Becton Dickinson and Company.(a)

                  4.4      Certificate of Designations for Series A Convertible
                           Preferred Stock.

                  4.5      Certificate of Designations for Series B Convertible
                           Preferred Stock.

                                       12
<PAGE>

                  4.6      Preferred Stock, Option and Warrant Purchase
                           Agreement, dated January 25, 1996, with Becton
                           Dickinson and Company (filed herewith as Exhibit
                           10.7).(a)

                  4.7      Warrant issued to Elan International Services, Ltd.
                           on November 10, 1998.

                  4.8      Warrant issued to Grayson & Associates, Inc. on
                           September 23, 1999.

                  10.1     Office/Warehouse/Showroom Lease, dated January 2,
                           1995, including amendments thereto.(a)

                  10.3     Development and Supply Agreement with Ferring N.V.,
                           dated December 31, 1993 and amendments.

                  10.4     Exclusive License & Supply Agreement with
                           Bio-Technology General Corporation, dated December
                           22, 1999.

                  10.5     Preferred Stock Purchase Agreement with
                           Bio-Technology General Corporation, dated December
                           22, 1999.

                  10.6     Reserved.

                  10.7     Preferred Stock, Option and Warrant Purchase
                           Agreement, dated January 25, 1996, with Becton
                           Dickinson and Company.(a)

                  10.8*    Employment Agreement, dated December 21, 1999, with
                           Franklin Pass, M.D.

                  10.9*    Employment Agreement, dated December 21, 1999 with
                           Lawrence Christian.

                  10.9.1*  Employment Agreement, dated May 1, 2000, with
                           Lawrence Christian.

                  10.10*   Reserved.

                  10.11*   Employment Agreement, dated December 21, 1999, with
                           Peter Sadowski.

                  10.11.1* Employment Agreement, dated May 1, 2000, with Peter
                           Sadowski.

                  10.12*   1993 Stock Option Plan.(a)

                  10.13*   Form of incentive stock option agreement for use with
                           1993 Stock Option Plan.(a)

                  10.14*   Form of non-qualified stock option agreement for use
                           with 1993 Stock Option Plan.(a)

                  10.15*   1996 Stock Option Plan, with form of stock option
                           agreement.(a)

                                       13
<PAGE>

                  10.20+   Development and License Agreement with Becton
                           Dickinson and Company, effective January 1, 1996
                           (terminated January 1, 1999). See Exhibit 10.24 (a)

                  10.21    Office-Warehouse lease with Carlson Real Estate
                           Company, dated February 11, 1997. (b)

                  10.22*   1998 Stock Option Plan for Non-Employee Directors.
                           (c)

                  10.23*   Letter consulting agreement dated February 20, 1998
                           with Geoffrey W. Guy. (c)

                  10.24#   Agreement with Becton Dickinson dated January 1, 1999

                  10.25    Securities Purchase Agreement with Elan International
                           Services, Ltd. dated November 10, 1998

                  10.26#   License & Development Agreement with Elan
                           Corporation, plc, dated November 10, 1998

                  27       Financial Data Schedule

                  99       Cautionary Statement (b)

*    Indicates management contract or compensatory plan or arrangement.

+    Pursuant to Rule 406 of the Securities Act of 1933, as amended,
     confidential portions of Exhibit 10.20 were deleted and filed separately
     with the Securities and Exchange Commission pursuant to a request for
     confidential treatment, which was subsequently granted by the Securities
     and Exchange Commission.

#    Pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended,
     confidential portions of Exhibits 10.24 and 10.26 were deleted and filed
     separately with the Securities and Exchange Commission pursuant to a
     request for confidential treatment.

(a)  Incorporated by reference to our Registration Statement on Form S-1 (File
     No. 333-6661), filed with the Securities and Exchange Commission on October
     1, 1996.

(b)  Incorporated by reference to our Form 10-K for the year ended December 31,
     1996.

(c)  Incorporated by reference to our Form 10-K for the year ended December 31,
     1997.

     (b)  Reports on Form 8-K

          No reports on Form 8-K were filed during the quarter ended September
          30, 2000.

                                       14
<PAGE>

                                   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.


                                      MEDI-JECT CORPORATION


November 13, 2000                     /s/ Franklin Pass
----------------------                -----------------------------------------
Date                                  Franklin Pass, MD, Chairman/CEO



November 13, 2000                     /s/ Lawrence M. Christian
----------------------                -----------------------------------------
Date                                  Lawrence M. Christian, Vice
                                      President-Finance & Administration/CFO
                                      (principal financial & accounting officer)

                                       15


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission