SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarter ended March 31, 1999
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 000-23531
AGRITOPE, INC
(Exact name of Registrant as specified in its charter)
DELAWARE 93-0820945
(State of incorporation) (I.R.S. Employer Identification No.)
16160 SW Upper Boones Ferry Road
Portland, Oregon 97224-7744
(Address of principal executive offices) (Zip code)
(503) 670-7702
(Registrant's telephone number, including area code)
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 [ ]
Number of shares of Registrant's Common Stock, $.01 par value, outstanding
as of March 31, 1999: 4,065,758
<PAGE>
AGRITOPE, INC.
PART I. FINANCIAL INFORMATION
Page No.
--------
ITEM 1. FINANCIAL STATEMENTS
Condensed Consolidated Balance Sheets
as of March 31, 1999 and September 30, 1998 3
Condensed Consolidated Statements of Operations
for the three and six months ended March 31, 1999 and 1998 4
Condensed Consolidated Statements of Changes in Stockholders' Equity
for the six months ended March 31, 1999 5
Condensed Consolidated Statements of Cash Flows
for the six months ended March 31, 1999 and 1998 6
Notes to Condensed Consolidated Financial Statements 7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS 8
PART II. OTHER INFORMATION
ITEM 4 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS 11
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K 11
<PAGE>
AGRITOPE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
3/31/99 9/30/98
(Unaudited)
ASSETS
<S> <C> <C>
Current assets
Cash and cash equivalents $ 1,995,202 $ 3,904,087
Trade accounts receivable, net 90,687 1,033,860
Other accounts receivable 182,586 124,690
Inventories (Note 2) 4,730,293 3,289,172
Prepaid expenses 154,150 172,196
------------ ------------
7,152,918 8,524,005
Property and equipment, net 3,826,608 4,100,804
Patents and proprietary technology, net 1,858,417 1,736,998
Other assets and deposits 14,136 28,519
------------ ------------
$12,852,079 $14,390,326
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable $ 338,368 $ 178,171
Current portion of long-term debt 4,576 4,255
Current portion of long-term lease liability 288,878 358,404
Deposits on customer orders 1,447,972 599,944
Salaries, benefits and other accrued liabilities 595,460 499,313
------------ ------------
2,675,254 1,640,087
Long-term portion of installment notes payable 7,653 10,238
Long-term lease liability, less current portion - 115,785
Minority interest in consolidated subsidiaries 1,461,563 1,613,977
------------ ------------
4,144,470 3,380,087
Commitments and contingencies - -
Stockholders' equity
Preferred Stock, $.01 par value- 10,000,000 shares authorized
214,285 shares issued and outstanding 2,143 2,143
Common Stock, $.01 par value- 30,000,000 shares authorized
4,065,758 and 4,050,150 issued and outstanding, respectively 40,657 40,502
Additional paid-in capital 57,615,098 57,386,675
Accumulated deficit (48,950,289) (46,419,081)
------------ ------------
8,707,609 11,010,239
$12,852,079 $14,390,326
</TABLE>
3
<PAGE>
AGRITOPE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
3/31/99 3/31/98 3/31/99 3/31/98
<S> <C> <C> <C> <C>
Revenues
Product sales $ 260,340 $ 179,780 $ 334,534 $ 182,057
Grants and contracts 163,852 57,801 324,742 71,815
----------- ----------- ----------- -----------
424,192 237,581 659,276 253,872
Costs and expenses
Product costs 243,912 160,362 345,010 168,664
Research and development costs 752,063 550,350 1,451,931 1,075,292
Selling, general and administrative expenses 936,698 769,668 1,811,974 1,610,034
----------- ----------- ----------- -----------
1,932,673 1,480,380 3,608,915 2,853,990
Loss from operations (1,508,481) (1,242,799) (2,949,639) (2,600,118)
Other income (expense), net
Interest income 25,037 93,326 93,668 93,867
Interest expense (198) (265) (415) (545)
Other, net 176,400 - 172,764 3,597
----------- ----------- ----------- -----------
201,239 93,061 266,017 96,919
Minority interest in subsidiary net loss $35,344 $127,603 $152,414 $254,697
Net loss $(1,271,898) $(1,022,135) $(2,531,208) $(2,248,502)
Net loss per share (basic and diluted) $(0.31) $(0.25) $(0.62) $(0.67)
Weighted average number of
shares outstanding 4,059,992 4,034,510 4,055,071 3,370,026
</TABLE>
4
<PAGE>
AGRITOPE, INC AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (UNAUDITED)
<TABLE>
<CAPTION>
SHARES AMOUNT ADDITIONAL ACCUMULATED
PREFERRED COMMON PREFERRED COMMON PAID-IN CAPITAL DEFICIT
<S> <C> <C> <C> <C> <C> <C>
Balances at September 30, 1998 214,285 4,050,150 $2,143 $40,502 $57,386,675 (46,419,081)
Common stock issued
as compensation - 15,608 - 155 25,951 -
Compensation expense
for stock option grants - - - - 213,780 -
Equity issuance costs - - - - (11,308) -
Net loss for the period - - - - - (2,531,208)
----------------------------------------------------------------------------------
Balances at March 31, 1999 214,285 4,065,758 $2,143 $40,657 $57,615,098 $(48,950,289)
</TABLE>
5
<PAGE>
<TABLE>
<CAPTION>
AGRITOPE, INC AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
SIX MONTHS ENDED
3/31/99 3/31/98
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $ (2,531,208) $ (2,248,502)
Adjustments to reconcile net loss
to net cash used in operating activities:
Depreciation and amortization 655,685 422,573
Loss on sale of property 3,637 1,404
Common stock issued as compensation for services 26,106 12,668
Compensation expense for stock option grants 213,780 103,140
Minority interest in subsidiary operating results (152,414) (254,697)
Decrease in accounts receivable 885,277 439,700
Increase in inventories (1,441,121) (2,040,081)
(Increase) decrease in prepaid expenses 18,046 (56,564)
(Increase) decrease in other assets and deposits 14,383 (13,802)
Increase in accounts payable and accrued liabilities 256,344 154,275
Increase in deposits on customer orders 848,028 681,759
Other, net - 11,208
-------------- ------------
Net cash used in operating activities (1,203,457) (2,786,919)
CASH FLOWS FROM INVESTING ACTIVITIES
Additions to property and equipment (252,723) (777,538)
Proceeds from sale of property 900 9,683
Expenditures for patents and proprietary technology (254,722) (294,248)
-------------- ------------
Net cash used in investing activities (506,545) (1,062,103)
CASH FLOWS FROM FINANCING ACTIVITIES
Principal payments on long-term debt (2,264) (2,134)
Payments on long-term lease liability (185,311) (133,539)
Proceeds from issuance of stock - 9,813,326
Equity issuance costs (11,308) -
Cash contribution from Epitope, Inc. - 1,248,140
-------------- ------------
Net cash provided (used) by financing activities (198,883) 10,925,793
Net increase (decrease) in cash and cash equivalents (1,908,885) 7,076,771
Cash and cash equivalents at beginning of period 3,904,087 4,384
-------------- ------------
Cash and cash equivalents at end of period $ 1,995,202 $ 7,081,155
</TABLE>
6
<PAGE>
AGRITOPE, INC AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 1 THE COMPANY
Agritope, Inc. (the "Company" or "Agritope") is an Oregon-based agricultural
biotechnology company that develops improved plant products and provides
technology to the agricultural industry. Through its 64 percent-owned
subsidiary, Vinifera, Inc. ("Vinifera"), Agritope is also engaged in the
business of propagating, growing, and distributing grapevine plants. Until
December 30, 1997, Agritope was a wholly owned subsidiary of Epitope, Inc.
("Epitope").
The condensed consolidated financial statements included herein are unaudited;
however, in the opinion of management, the interim data include all adjustments,
consisting only of normal recurring adjustments, necessary for a fair
presentation of the financial position and results of operations for the interim
periods. These condensed consolidated financial statements should be read in
conjunction with the full year financial statements and notes thereto included
in the Company's 1998 Annual Report on Form 10-K. Results of operations for the
three-month and six-month periods ended March 31, 1999 are not necessarily
indicative of the results of operations expected for the full fiscal year.
In June 1998, the FASB issued Statement of Financial Accounting Standards No.
133, "Accounting for Derivative Instruments and Hedging Activities" ("SFAS
133"), which establishes accounting and reporting standards for all derivative
financial instruments. SFAS 133 is effective for fiscal years beginning after
June 15, 1999. The Company does not have any derivative financial instruments
and, accordingly, the adoption of SFAS 133 will have no impact on the Company's
financial position or results of operations.
NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF PRESENTATION. The accompanying condensed consolidated financial
statements of Agritope include the assets, liabilities, revenues and expenses of
Agritope and its subsidiaries. All significant intercompany transactions and
balances have been eliminated. Certain prior year amounts have been reclassified
to conform to current year presentation.
INVENTORIES. Inventories consisted principally of growing grapevine plants at
Vinifera. The components of inventory are summarized as follows:
3/31/99 9/30/98
(Unaudited)
Operating supplies $ 106,342 $ 142,900
Work-in process 1,835,641 128,374
Finished goods 2,788,310 3,017,898
---------- ----------
$4,730,293 $3,289,172
NET LOSS PER SHARE. Basic and diluted loss per share has been computed using the
weighted average number of shares of common stock outstanding during the period.
The following potentially dilutive securities are excluded from net loss per
share calculations as their effect would have been antidilutive:
3/31/99 3/31/98
Options to purchase common stock 1,728,928 1,419,664
Warrants to purchase common stock 583,333 583,333
Convertible preferred stock 214,285 214,285
---------- ----------
2,526,546 2,217,282
7
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
The following discussion of operations and financial condition should be read in
conjunction with the consolidated financial statements and notes thereto
included in the Company's 1998 Annual Report on Form 10-K and with the financial
statements and notes thereto included in this Form 10-Q.
CERTAIN STATEMENTS SET FORTH BELOW CONSTITUTE "FORWARD-LOOKING STATEMENTS"
WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. THE
FORWARD-LOOKING STATEMENTS INVOLVE KNOWN AND UNKNOWN RISKS, UNCERTAINTIES AND
OTHER FACTORS THAT MAY CAUSE THE ACTUAL RESULTS, PERFORMANCE OR ACHIEVEMENTS OF
THE COMPANY OR INDUSTRY RESULTS TO BE MATERIALLY DIFFERENT FROM ANY FUTURE
RESULTS, PERFORMANCE OR ACHIEVEMENTS EXPRESSED OR IMPLIED BY THE FORWARD-LOOKING
STATEMENTS. WITH RESPECT TO THE COMPANY, THESE FACTORS INCLUDE ITS LIMITED
INDEPENDENT OPERATING HISTORY; UNCERTAINTY OF ADDITIONAL FUNDING; LOSS OR
IMPAIRMENT OF SOURCES OF CAPITAL; DEPENDENCE ON STRATEGIC PARTNERS;
UNCERTAINTIES RELATING TO PATENTS AND PROPRIETARY INFORMATION; DEPENDENCE ON KEY
PERSONNEL; TECHNOLOGICAL CHANGE AND COMPETITION; UNCERTAINTIES AS TO ACCEPTANCE
OF GENETICALLY ENGINEERED PRODUCTS; CHANGES IN LAWS OR REGULATIONS; AS WELL AS
THE OTHER FACTORS DISCUSSED IN EXHIBIT 99 TO THE COMPANY'S 1998 ANNUAL REPORT ON
FORM 10-K, WHICH IS HEREBY INCORPORATED BY REFERENCE. GIVEN THESE UNCERTAINTIES,
READERS ARE CAUTIONED NOT TO PLACE UNDUE RELIANCE ON THE FORWARD-LOOKING
STATEMENTS. AGRITOPE DOES NOT INTEND TO UPDATE ANY FORWARD-LOOKING STATEMENTS.
Agritope, Inc. (the "Company" or "Agritope") consists of two units: Agritope
Research and Development and Vinifera, Inc. ("Vinifera"). Agritope Research and
Development uses biotechnology in the development of new plant varieties. To
date, Agritope has not completed commercialization of its technology. A portion
of the research and development efforts conducted by Agritope has been performed
under various research grants and contracts. Vinifera is engaged in the
grapevine propagation and distribution business.
RECENT DEVELOPMENTS
GENE DISCOVERY PROGRAM. In February 1999, the Company entered into a letter of
intent with Rhone-Poulenc Plant and Animal Health, a division of Rhone-Poulenc,
S.A., to establish a joint venture to conduct a research, development and
commercialization program in the field of functional genomics. Representatives
of Agritope and Rhone-Poulenc are currently engaged in negotiations regarding
the terms of definitive agreements for the proposed joint venture.
The proposed venture will identify, develop and commercialize novel genes
expected to be discovered under a program called the ACTTAG (TM) Gene Discovery
Program. Under the ACTTAG program, The Salk Institute of San Diego, California,
the University of Edinburgh, Scotland and Agritope will each generate
genetically modified seeds that will be screened for a wide variety of traits
such as disease resistance, insect resistance, new morphologies, abiotic stress
tolerance, improved flowering characteristics, herbicide targets, herbicide
tolerance and improved nutritional qualities.
Agritope will contribute technology, research facilities, personnel and
expertise related to the ACTTAG Gene Discovery Program. Rhone-Poulenc will
contribute $20 million in specific research funding over five-years as well as
research facilities, personnel, expertise and complementary genomics
capabilities. Agritope and Rhone-Poulenc will each own 50% of the joint venture.
The joint venture will actively seek additional agreements with third parties to
fund projects in return for grants of rights to discoveries in defined fields or
territories.
VINIFERA, INC. In February 1999, the Company announced that it had decided to
sell its controlling interest in Vinifera. Certain minority shareholders have
signed letters of intent pursuant to which minority ownership of Vinifera would
increase from 36% to approximately 50%. The terms of the letters of intent
provide for the minority shareholders to purchase shares of Vinifera capital
stock from Agritope for cash paid over a three-year period. In addition,
Vinifera would immediately replace a working capital line of credit currently
provided by Agritope with a bank line of credit, guaranteed by a minority
shareholder. While there can be no assurance that the proposed transactions will
8
<PAGE>
be completed, the Company intends to complete such transactions in the quarter
ended June 30, 1999. The Company is also engaged in additional discussions with
prospective investors that would further reduce its ownership in Vinifera
through transactions similar to the one described above.
SBIR GRANT. In April 1999, Agritope was awarded a Phase I grant by the United
States Department of Agriculture Cooperative State Research, Education and
Extension Service under the Small Business Innovation Research Program. The
award will provide $65,000 over a five-month period to fund a research program
regarding development of resistance in red raspberry to raspberry bushy dwarf
virus.
RESULTS OF OPERATIONS
REVENUES. Total revenues amounted to $424,000 and $659,000, respectively, for
the three-month and six-month periods ended March 31, 1999, representing an
increase of $186,000 and $405,000, respectively, over revenues recorded for the
corresponding periods in the prior fiscal year, as summarized below:
<TABLE>
<CAPTION>
THREE MONTHS ENDED MARCH 31 (IN THOUSANDS, EXCEPT %) 1999 1998
Dollars Percent Dollars Percent
<S> <C> <C> <C> <C>
Product sales-
Grape plant sales $ 260 61% $ 180 76%
Grants and contracts 164 39 58 24
----- --- ---- ---
$ 424 100% $ 238 100%
SIX MONTHS ENDED MARCH 31 (IN THOUSANDS, EXCEPT %) 1999 1998
Dollars Percent Dollars Percent
Product sales-
Grape plant sales $ 334 51% $ 182 72%
Grants and contracts 325 49 72 28
----- --- ---- ---
$ 659 100% $ 254 100%
</TABLE>
Vinifera's sales of grapevines increased $80,000 (45%) and $152,000 (84%) in the
second quarter and first six months of fiscal 1999, respectively, as compared to
the second quarter and first six-months of fiscal 1998. Vinifera's sales are
highly seasonal and generally occur in the spring and summer planting seasons.
However, unseasonable weather conditions caused certain customers to delay
orders that were originally scheduled for delivery in fiscal 1998. The delayed
orders were either deferred to the 1999 planting season or delivered in the
quarter ended March 31, 1999. As of March 31, 1999, Vinifera had firm orders
totaling $2.9 million for delivery in the spring and summer of 1999 and $0.7
million for delivery in the spring and summer of 2000 compared to firm orders of
$2.7 million as of March 31, 1998 scheduled for delivery in the 1998 planting
season and $0.8 million for delivery in 1999.
RESEARCH AND DEVELOPMENT EXPENSES. Research and development expenses amounted to
$752,000 and $1.5 million, respectively, for the quarter and six months ended
March 31, 1999, representing increases of $202,000 (37%) and $377,000 (35%),
respectively, over the corresponding prior-year periods. The higher research and
development costs in the second quarter of fiscal 1999 reflected increased
efforts to develop and propagate crops containing Agritope's patented ethylene
control technology and stepped-up research efforts to explore the potential of
certain genes obtained from the Salk Institute. Rent, depreciation and other
costs of occupancy also increased as a result of the Company's move to expanded
quarters in March 1998.
9
<PAGE>
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES. Selling, general and
administrative expenses increased by $167,000 (22%) and $202,000 (13%),
respectively, in the three-month and six-month periods ended March 31, 1999 as
compared to the corresponding periods ended March 31, 1998. Major components
accounting for the net increase included increased compensation expense related
to amortization of expense for stock options granted in December 1997, increased
sales expenses at Vinifera and increased legal fees related to the Company's
proposed gene discovery program. Rent, depreciation and other costs of occupancy
also increased as a result of the Company's move to expanded quarters in March
1998. The increases were partially offset by decreases in other professional
fees and travel expenses due to the fact that expenses in the first quarter of
the prior year included non-recurring fees and expenses incurred in connection
with the transition from operating as a wholly owned subsidiary to operating as
an independent public company.
OTHER INCOME (EXPENSE), NET. Interest income decreased for the quarter from
$93,000 in the quarter ended March 31, 1998 to $25,000 for the quarter ended
March 31, 1999 due to a corresponding decrease in cash available for investment.
In March 1999, Vinifera received a one-time payment of $170,000, representing
reimbursement for certain expenses incurred in prior years to explore
establishment of a grapevine nursery business in Spain in cooperation with a
minority shareholder of Vinifera. Vinifera ultimately decided to discontinue its
participation and was reimbursed for expenses it incurred for the benefit of the
venture.
LIQUIDITY AND CAPITAL RESOURCES
3/31/99 9/30/98
Cash and cash equivalents $1,995,202 $3,904,087
Working capital 4,477,664 6,883,918
As of March 31, 1999, Agritope had working capital of $4.5 million, as compared
to working capital of $6.9 million at September 30, 1998. During the six months
ended March 31, 1999, expenditures for property and equipment were $253,000,
principally for greenhouse improvements and expansion of grapevine propagation
blocks at Vinifera. The Company also expended $255,000 for proprietary
technology related to its patent portfolio. For the six-months ended March 31,
1999, Vinifera used internally generated cash from collection of accounts
receivable and deposits on future orders to fund operations and capital
expenditures. Agritope's cash requirements for the six-month period were
supplied primarily from cash reserves supplemented by collection of $243,000 for
research funding from government agencies and Vilmorin Clause & Cie
("Vilmorin"), a research partner.
Historically, Agritope's requirements for operations, working capital and
business expansion have been funded by receipts of cash from its former parent
company, Epitope, Inc., supplemented by $5.4 million principal amount of
convertible notes, $3.5 million of investments in Vinifera by minority
shareholders, $9.9 million net proceeds from private placements of equity
securities and $1.2 million in funding from strategic partners and other
research grants. On December 1, 1997, in anticipation of its spin-off from
Epitope, Agritope assumed responsibility for funding its future activities.
During the quarter ended December 31, 1997, Agritope received a capital
contribution of $1.2 million from Epitope to fund cash requirements during the
months of October and November 1997, and Epitope advanced $917,000 for December
cash requirements. The advance was repaid in January 1998.
On December 30, 1997, Epitope distributed 100% of Agritope's outstanding common
stock to shareholders of Epitope. On December 31, 1997, Agritope sold 1.3
million shares of common stock in a private placement transaction at a price of
$7 per share for aggregate proceeds of $9.4 million. In January 1998, Agritope
sold 214,285 shares of Series A Preferred Stock at a price of $7 per share for
aggregate proceeds of $1.5 million and repaid to Epitope $976,000 of advances
for cash requirements after December 1, 1997.
Agritope expects to continue to require significant funds to support its
operations and research activities. It intends to utilize cash reserves, cash
generated from sales of products, research funding from strategic partners and
other research grants to provide the necessary funds. Agritope may also receive
additional funds from the sale of equity securities. Additional capital may not
be available on acceptable terms, if at all, and the failure to raise such
capital would have a material adverse effect on Agritope's business, financial
condition, and results of operations.
10
<PAGE>
In the quarter ended June 30, 1999, the Company expects to earn reimbursements
totaling $208,000 for research projects funded by Vilmorin. In addition,
Vilmorin has advised management that it intends to fund additional projects
totaling $400,000 for work to be performed from July 1, 1999 to June 30, 2000.
The Company also expects to complete work in the remainder of 1999 for which it
will be reimbursed $346,000 under its matching grant from the National Institute
of Standards and Technology.
Agritope has completed a Year 2000 review of its systems and procedures to
determine the costs and risks related to the Year 2000 date conversion. As a
result of this review, the Company believes that it will not incur material Year
2000 remedial costs and that its operations will not be materially affected by
the Year 2000 conversion, and as a consequence it has not established a
contingency plan.
PART II. OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The company held its Annual Meeting of Stockholders on February 22,
1999. Voting shareholders took the following actions at the meeting:
1. The common stockholders voted to elect the following nominees
to the Company's Board of Directors to serve as Class 2 Directors
until the 2002 Annual Meeting
Votes for Votes Withheld
W. Charles Armstrong 3,709,665 40,837
James T. King 3,710,285 40,217
Roger L. Pringle 3,709,825 40,677
2. The Series A Preferred shareholder voted to elect the following
nominee to serve on the Company's Board of Directors until the
2000 Annual Meeting.
Votes for Votes Withheld
Pierre Lefebvre 214,285 None
There were no abstentions or broker non-votes with respect to either
proposal.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
(27) Financial Data Schedule
(b) Reports on Form 8-K
None.
11
<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.
AGRITOPE, INC.
May 14, 1999 /s/ ADOLPH J. FERRO
- ----------------- --------------------
Date Adolph J. Ferro
Chairman, President, Chief Executive Officer
and Director
(PRINCIPAL EXECUTIVE OFFICER)
May 14, 1999 /s/ GILBERT N. MILLER
- ----------------- ----------------------
Date Gilbert N. Miller
Executive Vice President, Chief Financial
Officer and Director
(PRINCIPAL FINANCIAL AND ACCOUNTING OFFICER)
12
<PAGE>
EXHIBIT INDEX
EXHIBIT DESCRIPTION
27. Financial Data Schedule
13
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
condensed consolidated financial statements included herein and is qualified in
its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> SEP-30-1999
<PERIOD-END> MAR-31-1999
<CASH> 1,995,202
<SECURITIES> 0
<RECEIVABLES> 297,327
<ALLOWANCES> 24,054
<INVENTORY> 4,730,293
<CURRENT-ASSETS> 7,152,918
<PP&E> 6,254,528
<DEPRECIATION> (2,427,920)
<TOTAL-ASSETS> 12,852,079
<CURRENT-LIABILITIES> 2,675,254
<BONDS> 0
0
2,143
<COMMON> 40,657
<OTHER-SE> 8,664,809
<TOTAL-LIABILITY-AND-EQUITY> 12,852,079
<SALES> 334,534
<TOTAL-REVENUES> 659,276
<CGS> 345,010
<TOTAL-COSTS> 345,010
<OTHER-EXPENSES> 3,263,905
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 415
<INCOME-PRETAX> (2,531,208)
<INCOME-TAX> 0
<INCOME-CONTINUING> (2,531,208)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2,531,208)
<EPS-PRIMARY> (.62)
<EPS-DILUTED> 0
</TABLE>
