SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q/A
(Amendment No. 1)
This Amendment No. 1 is submitted to amend a column title under Item 1.
Financial Information, Note 2, Summary of Significant Accounting Policies, on
page 8 of the original Quarterly Report on Form 10-Q filed on February 16, 1999.
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarter ended December 31, 1998
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from to
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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 December 31, 1998: 4,059,927
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AGRITOPE, INC AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS, continued
(Unaudited)
Net Loss Per Share. In February 1997, the Financial Accounting Standards Board
issued Statement of Financial Accounting Standards No. 128, Earnings Per Share
("SFAS 128"). This new standard is effective for interim and annual periods
ending after December 15, 1997. SFAS 128 requires the reporting of "basic" and
"diluted" earnings per share ("EPS") instead of "primary" and "fully diluted"
EPS as required under current accounting principles. Basic EPS eliminates the
common stock equivalents considered in calculating primary EPS. Basic EPS under
SFAS 128 does not differ from the Company's previously reported EPS. The
following potentially dilutive securities are excluded from net loss per share
calculations as their effect would have been antidilutive:
12/31/98 12/31/97
Options to purchase common stock............ 1,690,178 1,302,164
Warrants to purchase common stock........... 583,333 500,000
Convertible preferred stock................. 214,285 -
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2,487,796 1,802,164
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<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Amendment No. 1 to be signed on its behalf by
the undersigned thereunto duly authorized.
AGRITOPE, INC.
February 17, 1999 /s/ ADOLPH J. FERRO
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Date Adolph J. Ferro
Chairman, President, Chief Executive Officer
and Director
(Principal Executive Officer)
February 17, 1999 /s/ GILBERT N. MILLER
- ----------------- ----------------------
Date Gilbert N. Miller
Executive Vice President, Chief Financial
Officer and Director
(Principal Financial and Accounting Officer)
9