EDITEK INC
10-K/A, 1997-03-31
IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES
Previous: EDITEK INC, DEF 14A, 1997-03-31
Next: BANK OF AMERICA NATIONAL TRUST & SAVING ASSOCIATION, 10-K, 1997-03-31



                                                              
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

   
                                    FORM 10-K/A-1
    

                [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
              OF THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
                   For the fiscal year ended December 31, 1996

          [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

                         Commission file number 1-11394

                                  EDITEK, INC.
             (Exact name of Registrant as specified in its charter)

                Delaware                                  95-3863205
(State or other jurisdiction of                        (I.R.S. Employer
 incorporation or organization)                        Identification No.)

               1238 Anthony Road, Burlington, North Carolina 27215
               (Address of principal executive offices) (Zip Code)

       Registrant's telephone number, including area code: (910) 226-6311

                 Securities registered pursuant to Section 12(b)
                                  of the Act:

                     Common Stock, par value $.15 per share
                                (Title of Class)

        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 (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 if disclosure of delinquent  filers pursuant to Item
405 of Regulation  S-K (229.405 of this chapter) 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 this Form 10-K. [X]

The  aggregate  market value of Common Stock of the  Registrant,  $.15 par value
("Common  Stock"),  held by  non-affiliates  of the Registrant is  approximately
$15,866,288,  as of March 14,  1997,  based upon a price of $.38 which  price is
equal to the closing price for the Common Stock on the American Stock Exchange.

The  number of shares of Common  Stock  outstanding  as of March 14,  1997,  was
48,692,775.

This document contains 58 pages and the Exhibit Index appears at page 31 hereof.

<PAGE>

                         Report of Independent Auditors

The Board of Directors
EDITEK, Inc.

We have audited the accompanying  consolidated balance sheets of EDITEK, Inc. as
of  December  31,  1996 and 1995,  and the related  consolidated  statements  of
operations,  stockholders'  equity and cash flows for each of the three years in
the period  ended  December  31, 1996.  Our audits also  included the  financial
statement  schedule  listed  in the  Index  at Item  14(a).  These  consolidated
financial  statements  and  schedule  are the  responsibility  of the  Company's
management.  Our  responsibility is to express an opinion on these  consolidated
financial statements and schedule based on our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated  financial statements referred to above present
fairly, in all material respects, the consolidated financial position of EDITEK,
Inc. at December  31, 1996 and 1995,  and the result of its  operations  and its
cash flows for each of the three years in the period ended December 31, 1996, in
conformity with generally accepted accounting principles.  Also, in our opinion,
the related  financial  statement  schedule,  when considered in relation to the
consolidated  financial  statements  taken as a whole,  presents  fairly  in all
material respects the information set forth therein.


   
                                                  /s/ Ernst & Young LLP

Minneapolis, Minnesota
February 21, 1997
    



                                                                   EXHIBIT 24.1

                         Consent of Independent Auditors

We consent to the  incorporation  by reference in  Registration  Statements  No.
333-18547 on Form S-3 dated February 14, 1997. No. 333-827 on Form S-3 dated May
15, 1996, No. 33-89646 on Form S-8 dated February 21, 1995, No. 33-91840 on Form
S-3 dated July 21, 1995,  No.  33-86744 on Form S-3 dated December 13, 1994, No.
33-78590  on Form S-3  dated  June 20,  1994,  No.  33-74078  on Form S-3  dated
February 2, 1994, No. 33-71490 on Form S-8 dated November 11, 1993, No. 33-71596
on Form S-8 dated  November  11, 1993,  No.  33-49474 on Form S-8 dated July 10,
1992,  No.  33-48566 on Form S-3 dated June 25, 1992,  No.  33-15025 on Form S-8
dated June 29, 1987 and No.  33-10393 on Form S-8 dated December 16, 1986 of our
report  dated  February  21,  1997 with  respect to the  consolidated  financial
statements  and  schedule of EDITEK,  Inc.  included in the Annual  Report (Form
10-K) for the year ended December 31, 1996.


   
                                                       /s/ Ernst & Young LLP
    


Minneapolis, Minnesota
March 20, 1997




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission