<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 20-F/A
(Mark One)
[ ] REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
OR
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 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 0-29574
------------------------------------------------------
ALTAREX CORP.
(Exact name of Registrant as specified in its charter)
Province of Alberta, Canada
(Jurisdiction of incorporation or organization)
303 Wyman Street, Waltham, MA 02451
(Address of principal executive offices)
Securities registered or to be registered pursuant to Section 12(b) of the Act:
Title of each Class Name of each exchange on which registered
None
- --------------------------------------------------------------------------------
Securities registered or to be registered pursuant to Section 12(g) of the Act:
<PAGE> 2
Common Shares without par value
(Title of Class)
Securities for which there is a reporting obligation pursuant to Section 15(d)
of the Act:
None
(Title of Class)
Number of outstanding shares of each of the Company's classes of capital or
common stock as of May 15, 2000: 63,308,908 Common Shares
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 ---
---
Indicate by check mark which financial statement item the registrant has elected
to follow.
Item 17 X Item 18 ----
---
(APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST
FIVE YEARS)
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.
Yes ___ No ___
AltaRex Corp. (the "Company") hereby amends its Annual Report on Form 20-F for
the year ended December 31, 1999 to include additional information set forth
under Item 10.
<PAGE> 3
ITEM 10 - DIRECTORS AND OFFICERS OF REGISTRANT AS OF MAY 15, 2000
<TABLE>
<CAPTION>
NAME AND MUNICIPALITY POSITION PRESENT OCCUPATION AND POSITION DURING
THE LAST FIVE YEARS
- ------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
Dr. Antoine A. Noujaim Chairman of the Board and President and Chief Executive Officer from
Edmonton, Alberta Chief Scientific Officer November, 1995 to February 22, 1998;
President of Biomira Research Inc., a
division of Biomira Inc. (A
biopharmaceutical company), from 1994 to
1995; Senior Vice-President of the
Immunoconjugate Division of Biomira Inc.
from 1989 to 1994; director of Biomira
Inc. from 1985 to 1995.
Richard E. Bagley(2) President, Chief Executive President, Chief Executive Officer and
Weston, Massachusetts Officer and Director Director since February 23, 1998.
Chairman and Chief Executive Officer of
Proscript Inc. from September, 1995 to
February, 1998. President and Chief
Executive Officer of Immulogic
Pharmaceutical Corporation from 1990 to
1994.
William R. McMahan(1) (2) Director Director since July 15, 1996.
Calgary, Alberta President of Oxbow Capital Corporation
and Oxbow Investment Inc. from October,
1993 to present. A Director of International
Marketing, Oxbow Research Limited from January,
1992 to present. Chief Operating Officer and Director
of Oxbow Equities Corporation. Director of
UltraVision, Inc.
Monique Begin(1) Director Director since May 14, 1998. Professor
Ottawa, Ontario Emeritus, University of Ottawa. Dean,
Faculty of Health Sciences, University
of Ottawa from 1990 to 1997. Member of the Board of
Directors of the National Cancer Institute of Canada.
Former Minister of National Health and Welfare
Canada from September 1977 to September
1984.
Dr. Jim A. Wright(2) Director Director since May 14, 1998. President, Chief
Winnipeg, Manitoba Scientific Officer and Director of Lorus Therapeutics
Inc. since October 1999. Previously, Chairman of
the Board, President and Chief Scientific Officer of
GeneSense Technologies Inc. since 1997 until its merger
with Lorus. Terry Fox Senior Research Scientist of the
National Cancer Institute of Canada since 1990. Associate
Director, Manitoba Institute of Cell Biology since 1989.
Normand Balthazard(1) (2) Director Director since December 22, 1999.
Montreal, Quebec President and Chief Executive Officer of
BioCapital Investments, Limited
Partnership since 1990.
Edward M. Fitzgerald Senior Vice President, Chief Senior Vice President, Chief Financial
Dover, Massachusetts Financial Officer and Officer and Secretary since September
Secretary 28, 1998. Consultant in private
practice, 1998. Director, Mergers &
Acquisitions and Director, Consumer
Lending Group at BankBoston Corporation
from 1992 to 1997. With Arthur Andersen
& Co. from 1978 to 1992 serving as
Partner from 1989 to 1992.
</TABLE>
3
<PAGE> 4
<TABLE>
<CAPTION>
<S> <C> <C>
Dr. Christopher F. Nicodemus Senior Vice President, Senior Vice President, Clinical Research
Charlestown, Massachusetts Clinical Research and and Development since January 25, 1999. Vice
Development President, Medical Affairs from 1998 to 1999
and Vice President, Clinical Operations
from 1997 to 1998 of Diatide, Inc. With
Immulogic Pharmaceutical Corporation from
1993 to 1997 serving as Vice President,
Medical Affairs from 1994 to 1997. Senior
Associate Medical Director with Pfizer
Labs from 1992 to 1993.
Marlene R. Booth Vice President, Regulatory Vice President, Regulatory Affairs and
Norwell, Massachusetts Affairs and Project Project Management since June 1, 1999.
Management Vice President, Project Management, QA and
Regulatory at Proscript, Inc. from 1997 to
1999. Senior Director Regulatory Affairs
at Biopure Corporation from 1995 to
1997. Vice President, Regulatory Affairs
and Quality Assurance from 1992 to 1994
at Ares Serono.
Peter C. Gonze Senior Vice President, Senior Vice President, Operations and
Sudbury, Massachusetts Operations and Investor Investor Relations since February 2000.
Relations Vice President, Investor Relations and
Medical Marketing from October 1999 to
February 2000. With MediSense Products,
Abbott Laboratories as Divisional Vice
President from 1996 to 1999. With The
Griffin Group from 1994 to 1996.
Robert A. Newman Vice President, Vice President, Business Development
Maynard, Massachusetts Business Development since February 2000. Executive
Director, Business Development from 1998
to 2000. Director of Marketing from 1997
to 1998. With Ligand Pharmaceuticals as
Marketing Manager, Canada from 1995 to
1997. With QLT Phototherapeutics as
Marketing/Program Manager from 1994 to
1995.
</TABLE>
Notes:
(1) Member of Audit Committee.
(2) Member of Compensation Committee.
4
<PAGE> 5
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of
1934, the registrant certifies that it meets all of the requirements for filing
on Form 20-F and has duly caused this registration statement to be signed on its
behalf by the undersigned, thereunto duly authorized.
ALTAREX CORP.
Per: /s/ Edward M. Fitzgerald
------------------------------------------
Edward M. Fitzgerald
Senior Vice President and
Chief Financial Officer
DATED this 25th day of May, 2000.
5
