U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-QSB
(MARK ONE)
|X| Quarterly Report Pursuant to Section 13 or 15(d) of Securities Exchange
Act of 1934 (Fee Required)
For the quarterly period ended September 30, 1997
|_| Transition report under Section 13 or 15(d) of the Securities Exchange
Act of 1934 (No Fee Required)
For the transition period from _______ to _______.
Commission File No. 0-21739
GENETIC VECTORS, INC.
---------------------
(Exact Name of Small Business Issuer in Its Charter)
FLORIDA 65-0324710
- ------- ----------
(State or Other Jurisdiction of (I.R.S. Employer Identification No.)
Incorporation or Organization)
5201 N.W. 77 AVENUE, SUITE 100,
MIAMI, FLORIDA 33166
- -------------- -----
(Address of Principal Executive (Zip Code)
Offices)
(305) 716-0000
--------------
(Issuer's Telephone Number, Including Area Code)
Check whether the issuer: (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months, and (2) has
been subject to such filing requirements for the past 90 days. Yes |X| No |_|
There were 2,339,634 shares of Common Stock outstanding as of November 19,
1997.
Transitional Small Business Disclosure Format (check one): Yes |_| No |X|
<PAGE>
GENETIC VECTORS, INC., AND SUBSIDIARIES
(A DEVELOPMENT STAGE COMPANY)
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
================================================================================
PART I
FINANCIAL INFORMATION
ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS.
- -------------------------------------------
PAGE
----
Consolidated Balance Sheet 3
Consolidated Statements of Operations 4
Consolidated Statements of Cash Flows 5
Notes to Consolidated Financial Statements 6
2
<PAGE>
GENETIC VECTORS, INC., AND SUBSIDIARIES
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED BALANCE SHEET (UNAUDITED)
================================================================================
SEPTEMBER 30 1997
- --------------------------------------------------------------------------------
Assets
Current
Cash & Cash Equivalent $ 819,513
Accrued Interest 38,475
Accounts receivable 7,635
Inventories 3,661
Current portion of Certificates of Deposit 1,508,925
- --------------------------------------------------------------------------------
Total current assets 2,378,209
- --------------------------------------------------------------------------------
Certificates of Deposit 436,179
Net Fixed Assets 320,725
Other Assets 41,388
Deferred Patent Costs 255,353
- --------------------------------------------------------------------------------
TOTAL ASSETS $ 3,431,854
================================================================================
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable and accrued liabilities $ 77,708
- --------------------------------------------------------------------------------
TOTAL LIABILITIES 77,708
- --------------------------------------------------------------------------------
STOCKHOLDERS' EQUITY
Common Stock, $.001 par value, 10,000,000 shares
authorized, 2,339,634 shares issued and outstanding 2,340
Additional paid-in capital 6,150,201
Deficit accumulated during the development stage (2,798,395)
- --------------------------------------------------------------------------------
Total stockholders' equity 3,354,146
- --------------------------------------------------------------------------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 3,431,854
================================================================================
SEE ACCOMPANYING NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
3
<PAGE>
GENETIC VECTORS, INC., AND SUBSIDIARIES
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
================================================================================
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
Cumulative from
January 1, 1992
(inception) For the three For the three For the nine For the nine
through months ended months ended months ended months ended
September 30, September 30, September 30, September 30, September 30,
1997 1997 1996 1997 1996
- -------------------------------------------------------------------------------------------------------
Sales $ 11,552 $ 11,552 -- $ 11,552 --
Cost of Goods Sold 6,000 6,000 -- 6,000 --
- -------------------------------------------------------------------------------------------------------
Gross Profit 5,552 5,552 -- 5,552 --
- -------------------------------------------------------------------------------------------------------
OPERATING EXPENSES:
Research and development $ 1,131,217 $ 92,085 $ 52,323 $ 383,766 $ 52,323
General and administrative 1,857,426 439,025 89,972 1,149,401 120,735
Depreciation and
amortization 47,503 35,173 1,348 40,568 2,087
- -------------------------------------------------------------------------------------------------------
Total Operating Expenses 3,036,146 566,283 143,643 1,573,735 175,145
- -------------------------------------------------------------------------------------------------------
LOSS FROM OPERATIONS (3,030,594) (560,751) (143,643) (1,568,183) (175,145)
- -------------------------------------------------------------------------------------------------------
OTHER INCOME 232,199 120,605 -- 175,052 --
- -------------------------------------------------------------------------------------------------------
Net loss $(2,798,395) $ (440,126) $ (143,643) $(1,393,131) $ (175,145)
=======================================================================================================
Weighted average number of
common shares outstanding -- 2,339,634 1,704,685 2,339,634 1,704,685
=======================================================================================================
Net loss per common share $ -- $ (0.19) $ (0.08) $(0.60) $ (0.10)
=======================================================================================================
=======================================================================================================
SEE ACCOMPANYING NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
</TABLE>
4
<PAGE>
GENETIC VECTORS, INC., AND SUBSIDIARIES
(A DEVELOPMENT STAGE COMPANY)
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
================================================================================
<TABLE>
<CAPTION>
<S> <C> <C> <C>
CUMULATIVE FROM
JANUARY 1, 1992 FOR THE NINE FOR THE NINE
(INCEPTION) THROUGH MONTHS ENDED MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30, SEPTEMBER 30,
1997 1997 1996
===================================================================================================
OPERATING ACTIVITIES:
Net loss $(2,798,395) $(1,393,131) $(175,145)
Adjustments to reconcile net loss to
net cash used in operating activities:
Depreciation and amortization 47,503 40,568 2,087
Stock options granted for services 56,250 -- --
Increase in interest receivable and
other assets (91,159) (91,159) (595)
Increase in accounts payable, accrued
liabilities, accrued payroll and
consulting fees 210,530 (57,819) 40,421
- ---------------------------------------------------------------------------------------------------
Total adjustments 223,124 (108,410) 41,913
- ---------------------------------------------------------------------------------------------------
Net cash used in operating activities (2,575,271) (1,501,541) (133,232)
- ---------------------------------------------------------------------------------------------------
INVESTING ACTIVITIES:
Purchase of equipment (368,228) (344,048) (14,781)
Deferred patent costs (255,353) (100,002) (22,691)
Purchase of Certificates of Deposit (1,945,104) (1,945,104)
- ---------------------------------------------------------------------------------------------------
Net cash used in investing activities (2,568,685) (2,389,154) (37,472)
- ---------------------------------------------------------------------------------------------------
FINANCING ACTIVITIES:
Increase (decrease) due to parent 413,518 -- 39,099
Deferred offering cost -- -- (267,151)
Payment of note payable -- (35,000)
Net proceeds from issuance of
common stock 5,049,951 -- 480,100
Capital contribution 500,000 -- --
- ---------------------------------------------------------------------------------------------------
Net cash provided by financing
activities 5,963,469 (35,000) 252,048
- ---------------------------------------------------------------------------------------------------
Net increase (decrease) in cash 819,513 (3,925,695) 81,344
Cash at beginning of period 0 4,745,208 99
- ---------------------------------------------------------------------------------------------------
Cash at end of period $ 819,513 $ 819,513 $ 81,443
===================================================================================================
SUPPLEMENTAL DISCLOSURES:
Conversion of due to parent in
exchange for stock $ 413,518 $ -- $ 413,518
Conversion of accrued wage for stock $ 132,822 $ -- $ 132,822
Common stock issued for
subscription receivable $ 295,000 $ -- $ --
Cash paid for interest $ -- $ -- $ --
Cash paid for taxes $ -- $ -- $ --
===================================================================================================
SEE ACCOMPANYING NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
</TABLE>
5
<PAGE>
GENETIC VECTORS, INC., AND SUBSIDIARIES
(A DEVELOPMENT STAGE COMPANY)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
================================================================================
1. NOTES TO GENERIC In the opinion of the Company, the accompanying
VECTORS, INC.'S unaudited financial statements include all adjustments
INTERIM UNAUDITED (consisting only of normal recurring accruals) which are
FINANCIAL necessary for a fair presentation of the results for the
STATEMENTS. periods presented. Certain information and footnote
disclosures normally included in the financial
statements prepared in accordance with generally
accepted accounting principles have been omitted. It is
suggested that these financial statements be read in
conjunction with the Company's Annual Report for the
year ended December 31, 1996. The results of operations
for the period ended September 30, 1997 are not
necessarily indicative of the results to be expected for
the full year.
6
<PAGE>
ITEM 2. MANAGEMENT'S PLAN OF OPERATION AND DISCUSSION AND ANALYSIS.
- --------------------------------------------------------------------
FORWARD-LOOKING STATEMENTS AND ASSOCIATED RISKS. This Quarterly Report
contains forward-looking statements, including statements regarding, among other
things, (a) the Company's growth strategies, (b) anticipated trends in the
Company's industry and (c) the Company's future financing plans. In addition,
when used in this Quarterly Report, the words "believes," "anticipates,"
"intends," "in anticipation of," and similar words are intended to identify
certain forward-looking statements. These forward-looking statements are based
largely on the Company's expectations and are subject to a number of risks and
uncertainties, many of which are beyond the Company's control. Actual results
could differ materially from these forward-looking statements as a result of
changes in trends in the economy and the Company's industry, reductions in the
availability of financing and other factors. In light of these risks and
uncertainties, there can be no assurance that the forward-looking statements
contained in this Quarterly Report will in fact occur. The Company does not
undertake any obligation to publicly release the results of any revisions to
these forward-looking statements that may be made to reflect any future events
or circumstances.
IN GENERAL. The Company is a biotechnology company which intends to develop
diagnostic and quality control tools for the multi-billion dollar
biopharmaceutical, food, and fermented beverage industries. The Company was
founded in 1991 by Dr. Mead McCabe who invented a new nucleic acid labeling and
detection technology. This technology is the basis for the Company's initial
product, the EpiDNA Picogram Assay. The Company has sold the EpiDNA Picogram
Assay to several biopharmaceutical manufacturers for evaluation purposes. The
Company previously anticipated that the product launch for its EpiDNA Picogram
Assay would occur within nine months after the date of its initial public
offering (which was closed on December 26, 1996), and that limited product sales
would occur in the first year following that offering. While the Company did
achieve a limited number of preliminary sales of this kit to biopharmaceutical
manufacturers (for evaluation and examination by these purchasers) during the
third quarter of this year, it has become apparent that a greater degree of
evaluation and examination by potential customers than originally anticipated
will be required before any significant sales are possible. Based in part on the
preliminary evaluation that has been conducted, the Company may want to
redevelop certain aspects of the kit. A second product line, EasyID(TM), which
combines the EpiDNA technology with gene probes for the detection of yeasts is
in the early research phase. If these kits can be developed into products, they
would be intended for quality control in the food and beverage industry and for
identification of proprietary yeasts in the brewing and wine-making industry.
The Company launched the EpiDNA product line on a preliminary basis during this
quarter by making sales to certain customers in order to solicit their
evaluation of this product.
Although the Company launched its initial EpiDNA product line on a
preliminary basis during the third quarter, it has not generated any significant
revenues from the sale of such products. Accordingly, the Company remains
largely a developmental stage company, with the Company's expenditures far
exceeding its revenues. Over the coming months, the Company will be closely
monitoring the market acceptance of its EpiDNA product and evaluations and
comments provided by prospective customers, and will continue its development
efforts. Because the Company has not generated significant revenues, the Company
intends to continue to report its plan of operation. Beginning with this
Quarterly Report, the Company will also report its results of operations.
7
<PAGE>
PLAN OF OPERATION
-----------------
ADDITIONAL FUND RAISING ACTIVITIES. The Company believes that the funds
raised in its initial public offering (the "OFFERING"), which was closed on
December 26, 1996, will last for approximately eighteen months after the date of
the Offering. The Company has not yet realized significant product sales,
despite the preliminary launch of its EpiDNA product line in the third quarter.
If significant product sales are not realized prior to the expenditure of the
proceeds of the Offering, the Company will need to raise additional funds within
such time period. Additionally, if the Company achieves significant and
unexpected rapid development of new products which require additional personnel,
capital expenditures and working capital or in the event of unforeseen
difficulties additional financing may be needed even if the Company has realized
significant product sales.
SUMMARY OF ANTICIPATED PRODUCT RESEARCH AND DEVELOPMENT. The Company will
continue its product research and development and continue to implement what the
Company believes to be a feasible plan for product development. The Company has
modified the feasibility plan since the last reporting period by placing
development of the EpiDNA Nanogram Assay kits on hold indefinitely, while the
Company further evaluates the market potential of this product. The Company
believes its resources can be better employed in the research and development of
other products and technologies, including potential applications of its nucleic
acid labeling technology. The Company is also evaluating the feasibility of
outsourcing commercial production of the EpiDNA Assay. The major components of
the plan of operations as revised from the last reporting period are as follows:
1997 . Completed launch for modified EpiDNA Picogram Assay kit (on a
preliminary basis to seek customer evaluations).
. Development of automated production protocols for the EpiDNA
Picogram Assays. (The Company is evaluating the feasibility of
outsourcing commercial production, including development of
automated protocols).
. Continued research in applications of Genetic Vectors' nucleic acid
labeling technology. The Company had previously reported that this
research would be continued in 1998, however, the Company will
devote more time and resources to these applications in 1997 than
previously projected.
1998 . Completion of first DNA labeling product for test marketing in the
molecular biology research market. (The Company anticipates that
this product will be completed in 1998 instead of 1997.)
. Research in the application of automated techniques of DNA analysis
for EpiDNA.
. Initiation of EasyID DNA probe product development for quality
assurance in the food and beverage industry.
SIGNIFICANT PLANT OR EQUIPMENT PURCHASES. During the third quarter, the
Company expended approximately $60,000 on equipment which can be used for both
manufacturing and research and development. Management anticipates the purchase
8
<PAGE>
of an additional $400,000 of equipment which can be used for both manufacturing
and research and development through 1998. The only items whose cost will exceed
$25,000 are a high performance liquid chromatograph and associated hardware
(which is used in the analysis and preparation of high purity chemicals for both
production and research purposes), an autoclave and a telephone system.
CHANGES IN THE NUMBER OF EMPLOYEES. The Company hired two employees during
the third quarter. The Company currently has 12 employees, unchanged from the
end of the last reporting period due to the loss of two other employees. As
shown in the following chart, the Company anticipates hiring additional
personnel during 1997 in connection with its research and development and
product development plan. The Company believes that these personnel will be
adequate to accomplish the tasks set forth in its plan. In 1998, additional
sales and production staff are expected to be hired to meet the Company's sales
goals.
PROPOSED PERSONNEL ADDITION PLAN 1997 1998
- -------------------------------- ---- ----
SALES AND ADMINISTRATION
Administrative Personnel ................................ 3 0
Secretaries ............................................. 1 0
Salespersons ............................................ 1 1
Technical Info/Inside Sales ............................. 0 1
Supervisors ............................................. 0 1
Technicians ............................................. 1 2
Scientists .............................................. 0 2
Clerical ................................................ 0 4
--- ---
TOTAL PROPOSED NEW EMPLOYEES ............................ 6 11
=== ===
TOTAL EMPLOYEES AT END OF YEAR........................... 18 29
=== ===
RESULTS OF OPERATIONS
---------------------
The Company generated revenues of $11,552 in the nine month period ending
September 30, 1997, which was attributable to the preliminary launch of its
EpiDNA product line. The Company's costs of goods sold was $6,000, leaving a
gross profit of $5,552. All of the Company's revenues and costs of goods sold
occurred in the third quarter. The Company had a gross profit relative to gross
revenue of 48% for the nine month and three month period ending September 30,
1997. The Company reported no sales or costs of goods sold in the nine month
period ending September 30, 1996. As a result, no meaningful comparison to this
prior period can be made.
It should be stressed that the sales generated by the Company during the
third quarter were preliminary in nature, and represented the purchase of
product samples by the purchasers primarily for evaluation purposes. The Company
is currently awaiting the results of such evaluations.
9
<PAGE>
Research and development expenses for the nine month period ending
September 30, 1997 increased $331,443 or 633% over the comparable period in the
prior year. For the three month period ending September 30, 1997, research and
development expenses increased $39,762 or 76% over the comparable period in the
prior year. The increase was largely attributable to accelerated product
improvement efforts on EpiDNA Picogram Assay kits and development efforts on the
core labeling technology and the yeast identification project.
Selling and administrative expenses for the nine month period ending
September 30, 1997 increased $1,028,666 or 852% over the comparable period in
the prior year. For the three month period ending September 30, 1997, such
expenses increased $349,053 or 388% due mainly to the expenses incurred in
beginning operations and implementing the Company's preliminary product launch.
As a result of the increases in research and development and selling and
administrative expenses, total operating expenses for the nine month period
ending September 30, 1997 increased $1,398,590 or 799% over the comparable
period in the prior year. For the three month period ending September 30, 1997,
total operating expenses increased $422,640 or 294% over the comparable period
in the prior year. Increases in these expenses caused a corresponding increase
in the Company's loss from operations in the nine and three month periods ending
September 30, 1997.
The Company had other income of $175,052 and $120,605 for the nine and
three month periods ending September 30, 1997, respectively. This other income
was attributable to interest earned on certificates of deposit and money market
accounts.
The Company's net loss for the nine month period ending September 30, 1997
was $1,393,131 (or $.60 per share), an increase of $1,217,986 or 695% over the
comparable period in the prior year. For the three month period ending September
30, 1997, the Company's net loss was $440,126 (or $.19 per share), an increase
of $296,483 or 206% over the comparable period in the prior year.
STATEMENTS OF CASH FLOWS. The Company had net cash of $1,839,485 at the
beginning of the third quarter, consisting of the remainder of the net proceeds
received by the Company in the Offering. The net cash used by the Company in
operating activities increased $1,368,309 or 1,027% in the nine month period
ending September 30, 1997 over the comparable period in the prior year. This was
largely attributable to increases in research and development and selling and
administrative expenses. The Company's net cash used in investing activities
increased $2,351,682 in the nine month period ending September 30, 1997,
consisting mainly of the investment of the net proceeds of the Offering in
certificates of deposit and equipment. The Company had a net decrease in cash of
$3,925,695, leaving net cash at the end of the third quarter of $819,513.
LIQUIDITY AND CAPITAL RESOURCES. As of September 30, 1997, the Company had
total stockholders' equity of $3,354,146. The Company has no long term debt. The
Company had $819,513 in cash and cash equivalents and $1,945,104 in certificates
10
<PAGE>
of deposit. These amounts represent, in large part, the remainder of the
proceeds generated from the Offering. The Company anticipates that such proceeds
will last for approximately eighteen months after the date of the Offering.
Absent significant sales, additional financing will be necessary at that time
for the Company to continue operations.
11
<PAGE>
PART II
OTHER INFORMATION
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS.
(d) Use of Proceeds
1. Effective date of registration statement: December 20, 1996;
Commission File Number 333-5530-A.
2. The Offering commenced on December 20, 1996.
3. The Offering did not terminate before any securities were sold.
(i) The Offering did not terminate before the sale of all securities
registered.
(ii) The managing underwriter was Shamrock Partners, Ltd.
(iii) Securities registered:
(a) Common Stock ($0.001 par value)
(b) Underwriter warrants to purchase an aggregate of 50,000
shares of Common Stock. Those warrants will become
exercisable on December 21, 1997 and expire on December 19,
2001.
(iv) Securities sold (all sold for account of the issuer):
AGGREGATE AGGREGATE
OFFERING PRICE OFFERING
AMOUNT OF AMOUNT AMOUNT PRICE OF
TITLE REGISTERED REGISTERED SOLD AMOUNT SOLD
- -----------------------------------------------------------------------------
1. Common Stock 575,000 $5,750,000 575,000 $5,750,000
2. Common Stock pursuant
to Underwriter Warrants 50,000 $ 750,000 - 0 - - 0 -
3. Underwriter Warrants 50,000 $ 500 50,000 $ 500
(v) Underwriting discounts and commissions: $ 517,500
Finder's fees: - 0 -
Expenses paid for Underwriters: 217,139
Other expenses: 445,611
---------
Total Expenses $1,180,250
12
<PAGE>
(vi) Net Proceeds of Offering: $4,570,250
(vii) Uses of Net Proceeds:
Direct or indirect payments
to directors, officers,
general partners of the
issuer or their associates;
to persons owning ten
percent or more of any
class of equity securities
of the issuer; and to Direct or indirect
affiliates of the issuer payment to others
--------------------------- ------------------
Construction of plant, building
and facilities: $124,775 $ 180,058
Purchase and installation of
machinery and equipment:
Purchase of real estate:
Acquisition of other
business(es):
Repayment of indebtedness: 35,000
Working capital: 2,300,501
TEMPORARY INVESTMENTS (SPECIFY)
- -------------------------------
Merrill Lynch: 819,513
Certificate of Deposit: 1,945,104
OTHER PURPOSES (SPECIFY)
- ------------------------
Research and Development
(Yeast Project): 136,452
Advertising: 118,859
Legal: 117,946
Lab Supplies: 172,079
13
<PAGE>
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
- ------- ---------------------------------
(A) EXHIBITS.
EXHIBIT
NO. DESCRIPTION LOCATION PAGE
--- ----------- -------- ----
3.1 Articles of Incorporation of Incorporated by reference
the Company, as amended to Exhibit No. 3.1 to
Registrant's Registration
Statement (the
"Registration Statement")
on Form SB-2 (Registration
Number 333-5530-A).
3.2 By-laws of the Company Incorporated by reference
to Exhibit No. 3.2 to the
Registration Statement.
4.1 Form of Common Stock Incorporated by reference
certificate to Exhibit No. 4.1 to the
Registration Statement.
4.2 Form of Underwriters' Warrant Incorporated by reference
to Exhibit No. 4.2 to the
Registration Statement.
4.3 Form of 1996 Incentive Plan Incorporated by reference
to Exhibit No. 4.3 to the
Registration Statement.
10.1 License Agreement dated Incorporated by reference
September 7, 1990 between the to Exhibit No. 10.1 to the
University of Miami and its Registration Statement.
School of Medicine and ProVec,
Inc.
10.2 Assignment of License Incorporated by reference
Agreement dated January 20, to Exhibit No. 10.2 to the
1992 between ProVec, Inc. and Registration Statement.
EpiDNA, Inc.
10.3 Agreement between University Incorporated by reference
of Miami and its School of to Exhibit No. 10.3 to the
Medicine and the Company dated Registration Statement.
August 21, 1996
10.4 Employment Agreement dated Incorporated by reference
August 15, 1996 between Mead to Exhibit No. 10.4 to the
M. McCabe, Sr. and the Company Registration Statement.
10.5 Stock Option Addendum to Incorporated by reference
Employment Agreement dated to Exhibit No. 10.5 to the
August 15, 1996 between Mead Registration Statement.
M. McCabe, Sr. and the Company
10.6 Employment Agreement dated Incorporated by reference
August 15, 1996 between Mead to Exhibit No. 10.6 to the
M. McCabe, Jr. and the Company Registration Statement.
10.7 Stock Option Addendum to Incorporated by reference
Employment Agreement dated to Exhibit No. 10.7 to the
August 15, 1996 between Mead Registration Statement.
M. McCabe, Jr. and the Company
10.8 Employment Agreement dated Incorporated by reference
July 24, 1996 between Richard to Exhibit No. 10.8 to the
H. Tullis and the Company Registration Statement.
10.9 Stock Option Addendum to Incorporated by reference
Employment Agreement dated to Exhibit No. 10.9 to the
July 24, 1996 between Richard Registration Statement.
H. Tullis and the Company
14
<PAGE>
10.10 Consulting Agreement dated Incorporated by reference
June 19, 1996 between James A. to Exhibit No. 10.10 to the
Joyce and the Company Registration Statement.
10.11 Letter Agreement dated Incorporated by reference
December 16, 1994 among Nyer to Exhibit No. 10.11 to the
Medical Group, Inc., the Registration Statement.
Company, Mead M. McCabe, Sr.
And Mead M. McCabe, Jr.
10.12 Investors Finders Agreement Incorporated by reference
dated June 9, 1994 among Nyer to Exhibit No. 10.12 to the
Medical Group, Inc., and the Registration Statement.
Company and Gulf American
Trading Company
10.13 Industrial Real Estate Lease Incorporated by reference
dated June 12, 1997 among the to Exhibit No. 10.13 to the
Company and Jetex Group, Inc. Company's Quarterly Report
on Form 10-QSB for the
Quarter ended June 30, 1997
11. Statement re: computation of Not applicable
earnings
15. Letter on unaudited financial Not applicable
information
18. Letter on change in accounting Not applicable
principles
19. Reports furnished to Security Not applicable
holders
22. Published Report regarding Not applicable
matters submitted to Vote
23. Consents of experts and Not applicable
counsel
24. Power of Attorney Not applicable
27. Financial Data Schedule Provided herewith
(B) REPORTS ON FORM 8-K.
None.
15
<PAGE>
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.
Date: November 19, 1997 GENETIC VECTORS, INC.
By: /S/ MEAD M. MCCABE, JR.
--------------------------------
Mead M. McCabe, Jr.
President, Principal Financial
Officer and Principal Accounting
Officer
16
<PAGE>
EXHIBIT INDEX
EXHIBIT
NO. DESCRIPTION LOCATION PAGE
--- ----------- -------- ----
3.1 Articles of Incorporation of Incorporated by reference
the Company, as amended to Exhibit No. 3.1 to
Registrant's Registration
Statement (the
"Registration Statement")
on Form SB-2 (Registration
Number 333-5530-A).
3.2 By-laws of the Company Incorporated by reference
to Exhibit No. 3.2 to the
Registration Statement.
4.1 Form of Common Stock Incorporated by reference
certificate to Exhibit No. 4.1 to the
Registration Statement.
4.2 Form of Underwriters' Warrant Incorporated by reference
to Exhibit No. 4.2 to the
Registration Statement.
4.3 Form of 1996 Incentive Plan Incorporated by reference
to Exhibit No. 4.3 to the
Registration Statement.
10.1 License Agreement dated Incorporated by reference
September 7, 1990 between the to Exhibit No. 10.1 to the
University of Miami and its Registration Statement.
School of Medicine and ProVec,
Inc.
10.2 Assignment of License Incorporated by reference
Agreement dated January 20, to Exhibit No. 10.2 to the
1992 between ProVec, Inc. and Registration Statement.
EpiDNA, Inc.
10.3 Agreement between University Incorporated by reference
of Miami and its School of to Exhibit No. 10.3 to the
Medicine and the Company dated Registration Statement.
August 21, 1996
10.4 Employment Agreement dated Incorporated by reference
August 15, 1996 between Mead to Exhibit No. 10.4 to the
M. McCabe, Sr. and the Company Registration Statement.
10.5 Stock Option Addendum to Incorporated by reference
Employment Agreement dated to Exhibit No. 10.5 to the
August 15, 1996 between Mead Registration Statement.
M. McCabe, Sr. and the Company
10.6 Employment Agreement dated Incorporated by reference
August 15, 1996 between Mead to Exhibit No. 10.6 to the
M. McCabe, Jr. and the Company Registration Statement.
10.7 Stock Option Addendum to Incorporated by reference
Employment Agreement dated to Exhibit No. 10.7 to the
August 15, 1996 between Mead Registration Statement.
M. McCabe, Jr. and the Company
10.8 Employment Agreement dated Incorporated by reference
July 24, 1996 between Richard to Exhibit No. 10.8 to the
H. Tullis and the Company Registration Statement.
10.9 Stock Option Addendum to Incorporated by reference
Employment Agreement dated to Exhibit No. 10.9 to the
July 24, 1996 between Richard Registration Statement.
H. Tullis and the Company
17
<PAGE>
10.10 Consulting Agreement dated Incorporated by reference
June 19, 1996 between James A. to Exhibit No. 10.10 to the
Joyce and the Company Registration Statement.
10.11 Letter Agreement dated Incorporated by reference
December 16, 1994 among Nyer to Exhibit No. 10.11 to the
Medical Group, Inc., the Registration Statement.
Company, Mead M. McCabe, Sr.
And Mead M. McCabe, Jr.
10.12 Investors Finders Agreement Incorporated by reference
dated June 9, 1994 among Nyer to Exhibit No. 10.12 to the
Medical Group, Inc., and the Registration Statement.
Company and Gulf American
Trading Company
10.13 Industrial Real Estate Lease Incorporated by reference
dated June 12, 1997 among the to Exhibit No. 10.13 to the
Company and Jetex Group, Inc. Company's Quarterly Report
on Form 10-QSB for the
Quarter ended June 30, 1997
11. Statement re: computation of Not applicable
earnings
15. Letter on unaudited financial Not applicable
information
18. Letter on change in accounting Not applicable
principles
19. Reports furnished to Security Not applicable
holders
22. Published Report regarding Not applicable
matters submitted to Vote
23. Consents of experts and counsel Not applicable
24. Power of Attorney Not applicable
27. Financial Data Schedule Provided herewith
18
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<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JUL-01-1997
<PERIOD-END> SEP-30-1997
<CASH> 819,513
<SECURITIES> 0
<RECEIVABLES> 7,635
<ALLOWANCES> 0
<INVENTORY> 3,661
<CURRENT-ASSETS> 2,378,209
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 3,431,854
<CURRENT-LIABILITIES> 77,708
<BONDS> 0
0
0
<COMMON> 2,340
<OTHER-SE> 3,351,806
<TOTAL-LIABILITY-AND-EQUITY> 3,431,854
<SALES> 11,552
<TOTAL-REVENUES> 11,552
<CGS> 6,000
<TOTAL-COSTS> 6,000
<OTHER-EXPENSES> 1,573,735
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (1,393,131)
<INCOME-TAX> 0
<INCOME-CONTINUING> (1,393,131)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,393,131)
<EPS-PRIMARY> (0.60)
<EPS-DILUTED> (0.60)
</TABLE>
