<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
AMENDMENT NO. 1
[ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED MARCH 31, 1998
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
COMMISSION FILE NUMBER 1-8549
AVATEX CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 25-1425889
(State or other jurisdiction of incorporation (I.R.S. Employer
or organization) Identification No.)
5910 NORTH CENTRAL EXPRESSWAY, SUITE 1780, 75206
DALLAS, TEXAS (Zip Code)
(Address of principal executive offices)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: 214-365-7450
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
<TABLE>
<CAPTION>
TITLE OF EACH CLASS NAME OF EACH EXCHANGE ON WHICH REGISTERED
------------------- -----------------------------------------
<S> <C>
Common Stock, par value $5 per share New York Stock Exchange
$5 Cumulative Convertible Preferred Stock New York Stock Exchange
$4.20 Cumulative Exchangeable Series A Preferred Stock New York Stock Exchange
</TABLE>
SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: NONE
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 and (2) has been subject to such filing
requirements for the past 90 days. Yes X No
--- ---
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to
the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to the Form 10-K.
---
On June 22, 1998, the aggregate value of voting stock held by non-affiliates
of the registrant was approximately $27,680,300.
On June 22, 1998, there were 13,806,375 shares of the registrant's common
stock outstanding.
DOCUMENTS INCORPORATED BY REFERENCE:
The financial statements of Phar-Mor, Inc. as reported in their Annual Report
on Form 10-K for the fiscal year ended June 27, 1998.
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EXPLANATORY NOTE
Avatex Corporation (the "Corporation") hereby amends its Annual Report on
Form 10-K for the fiscal year ended March 31, 1998 to include the financial
statements of Phar-Mor, Inc. (a 38% owned affiliate) as reported in their
Annual Report on Form 10-K for the fiscal year ending June 27, 1998. In
addition, the amendment includes an updated consent of the Corporation's
independent auditors and the consent of Phar-Mor, Inc.'s independent auditors.
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ITEM 14(a)(1) AND (2) AND ITEM 14(d)
AVATEX CORPORATION AND SUBSIDIARIES
LIST OF FINANCIAL STATEMENTS AND FINANCIAL STATEMENT SCHEDULES
The following financial statements of Avatex Corporation and subsidiaries are
included in Item 14(a)(1):
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<CAPTION>
Page No. in
Form 10-K
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<S> <C>
Independent Auditors' Report 20
Consolidated Statements of Operations - For the Three Years Ended
March 31, 1998 21
Consolidated Statements of Comprehensive Loss - For the Three
Years Ended March 31, 1998 22
Consolidated Balance Sheets - March 31, 1998 and 1997 23
Consolidated Statements of Stockholders' Equity (Deficit) - For
the Three Years Ended March 31, 1998 24
Consolidated Statements of Cash Flows - For the Three Years Ended
March 31, 1998 25
Notes to Consolidated Financial Statements - For the Three Years
Ended March 31, 1998 26
</TABLE>
The following financial statement schedules of Avatex Corporation and
subsidiaries are included in Item 14(d):
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<CAPTION>
Page No. in
Form 10-K
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<S> <C>
Schedule I - Condensed Financial Information of Registrant 73
Schedule II - Valuation and Qualifying Accounts 78
Schedule III - Real Estate and Accumulated Depreciation 79
Independent Auditors' Consent 80
</TABLE>
Financial statement schedules other than those listed above have been omitted
because the required information is contained in the consolidated financial
statements and notes thereto or such information is not applicable.
The following audited financial statements of Phar-Mor, Inc. (a 38% owned
affiliate) for the fiscal year ending June 27, 1998 were filed on Form 10-K
with the Securities and Exchange Commission on September 25, 1998 and are
incorporated herein by reference (except for the Independent Auditors'
Consent which is included herein):
Independent Auditors' Report
Consolidated Balance Sheets as of June 27, 1998 and June 28, 1997
Consolidated Statements of Operations for the Fifty-Two Weeks
Ended June 27, 1998 and June 28, 1997, the Forty-Three Weeks
Ended June 29, 1996 and the Nine Weeks Ended September 2, 1995
Consolidated Statements of Changes in Stockholders' Equity
(Deficiency) for the Fifty-Two Weeks Ended June 27, 1998 and June
28, 1997, the Forty-Three Weeks Ended June 29, 1996 and the Nine
Weeks Ended September 2, 1995
Consolidated Statements of Cash Flows for the Fifty-Two Weeks
Ended June 27, 1998 and June 28, 1997, the Forty-Three Weeks Ended
June 29, 1996 and the Nine Weeks Ended September 2, 1995
Notes to Consolidated Financial Statements
Schedule II - Valuation and Qualifying Accounts
Independent Auditors' Consent for Phar-Mor, Inc.
2
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INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statement No.
33-56097 on Form S-8 and No. 33-37531 on Form S-3 of Avatex Corporation of
our report dated April 30, 1998, except the fourteenth paragraph of Note N
and the last paragraph of Note T which are as of June 8, 1998, which report
expresses an unqualified opinion and includes an explanatory paragraph
regarding the Corporation's ability to continue as a going concern, appearing
in and incorporated by reference in this Annual Report on Form 10-K of Avatex
Corporation for the year ended March 31, 1998.
Deloitte & Touche LLP
Dallas, Texas
September 24, 1998
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<PAGE>
PHAR-MOR, INC.
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statement No.
33-56097 on Form S-8 and No. 33-37531 on Form S-3 of Avatex Corporation of
our report dated August 14, 1998 (September 10, 1998 as to Notes 3 and 8) on
the Phar-Mor, Inc. consolidated financial statements for the fiscal year
ended June 27, 1998, incorporated by reference in Amendment No. 1 to the
Annual Report on Form 10-K/A of Avatex Corporation for the fiscal year ended
March 31, 1998. Our report expresses an unqualified opinion on the
consolidated balance sheets of Phar-Mor, Inc. and subsidiaries as of June 27,
1998 and June 28, 1997 and the related consolidated statements of operations,
changes in stockholders' equity (deficiency) and cash flows for the fifty-two
weeks ended June 27, 1998, the fifty-two weeks ended June 28, 1997, and the
forty-three weeks ended June 29, 1996. Our report expresses a qualified
opinion on the consolidated statements of operations, changes in
stockholders' equity (deficiency) and cash flows of Phar-Mor, Inc. and
subsidiaries for the nine weeks ended September 2, 1995 as reliable
accounting records and sufficient evidential matter to support the
acquisition cost of property and equipment were not available. Also, our
report includes an explanatory paragraph relating to the comparability of
financial information prior to September 2, 1995 as a result of Phar-Mor's
emergence from bankruptcy and the creation of a new entity.
Deloitte & Touche LLP
Pittsburgh, Pennsylvania
September 25, 1998
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Corporation has duly caused this Amendment to the
Annual Report on Form 10-K to be signed on its behalf by the undersigned,
thereunto duly authorized.
Avatex Corporation
By /s/ Edward L. Massman
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Edward L. Massman
September 25, 1998 Senior Vice President and Chief
Financial Officer
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