SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the Quarter Ended April 30, 1995
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
Commission File No. 0-11572
ImmmunoTherapeutics, Inc.
(Exact name of registrant as specified in its charter)
Delaware 41-1505029
(State of other jurisdiction of (I.R.S. Employer Identification
incorporation or organization) Number)
3233 15th Street South, Fargo, ND 58104
(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code (701) 232-9575
(Former name, former address and former fiscal year, if changed since
last report)
Check whether the issuer (1) filed all reports required to be filed
by Section 13 or 15 (d) of the Securities Exchange Act during the past
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
At June 6, 1995, 5,272,048 shares of the registrant's common stock
(par value, $.001 per share) were outstanding.
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PART I - FINANCIAL INFORMATION
IMMUNOTHERAPEUTICS, INC.
(A DEVELOPMENT STAGE ENTERPRISE)
BALANCE SHEET
(UNAUDITED)
<CAPTION>
April 30,
1995
<S> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 1,914,300
Prepaid expenses 64,924
TOTAL CURRENT ASSETS $ 1,979,224
Office and lab equipment, Net of
Accumulated Depreciation of $ 507,612. 136,727
Leasehold improvements, Net of
Accumulated Amortization of $ 229,706. 184,965
Patent issuance costs, Net of Accumulated
Amortization of $4,103 . 135,925
TOTAL ASSETS $ 2,436,841
<F/N>
See accompanying condensed notes to financial statements
</TABLE>
<TABLE>
<CAPTION>
LIABILITIES AND STOCKHOLDERS' EQUITY
<S> <C>
Current liabilities:
Accounts payable and accrued expenses $ 8,453
TOTAL CURRENT LIABILITIES $ 8,453
STOCKHOLDERS' EQUITY:
Preferred stock, $.05 par value.
Authorized 500,000 shares;
none issued and outstanding --
Common stock, $0.001 par value.
Authorized 50,000,000 shares;
issued 5,901,675, outstanding 5,272,048 5,902
Additional paid-in capital 10,068,747
(Deficit) accumulated during the development
stage (7,342,761)
Total $ 2,731,888
Less: Deferred compensation (3,500)
Treasury Stock, at cost, 629,627 shares (300,000)
TOTAL STOCKHOLDERS' EQUITY 2,428,388
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 2,436,841
<F/N>
See accompanying condensed notes to financial statements
</TABLE>
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<TABLE>
IMMUNOTHERAPEUTICS, INC.
(A DEVELOPMENT STAGE ENTERPRISE)
STATEMENTS OF OPERATIONS
(UNAUDITED)
<CAPTION>
Cumulative from
February 15, 1985
Three Months Ended April 30, (date of inception)
1995 1994 to April 30, 1995
<S> <C> <C> <C>
SBIR contract revenue $ $ $ 100,000
Operating expenses:
SBIR contract
research and
development $ -- $ -- $ 86,168
Proprietary research
and development 231,082 $ 274,820 5,876,377
Rent Expense 9,844 7,968 326,119
General and
administrative expenses 56,854 52,253 1,840,036
Total operating expenses $ 297,780 $ 335,041 $ 8,128,700
(Loss) from operations (297,780) (335,041) (8,028,700)
Other income -- 130 1,512
Interest income 23,837 24,120 725,065
Interest expense -- -- (40,638)
Net loss $ (273,943) $ (310,791) $ (7,342,761)
Net loss per share $ (0.05) $ (0.05)
Weighted average
common shares
outstanding 5,272,048 5,272,048
</TABLE>
<F/N>
See accompanying condensed notes to financial statements
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IMMUNOTHERAPEUTICS, INC.
(A DEVELOPMENT STAGE ENTERPRISE)
STATEMENTS OF CASH FLOWS
(UNAUDITED)
<CAPTION>
Cumulative from
Three months February 15, 1985
ended April 30, (date of inception)
1995 1994 to April 30, 1995
<S> <C> <C> <C>
OPERATING ACTIVITIES:
Net (loss) $ (273,943) $ (310,791) ($ 7,342,761)
Adjustments to Reconcile
Net (Loss) to Cash Provided
by Operating Activities:
Depreciation and
Amortization 48,869 46,825 617,059
Amortization of Discounted
Note Receivable --
Amortization of Deferred
Revenue --
Amortization of
Deferred Compensation 10,000 15,750 128,286
Excess of Fair Market
Value Over Option
Price on Non-Qualified
Options Granted (5,474) -- 279,585
Gain on Sale of Assets (130) (740)
Write off on Patent
Issuance Cost -- 101,006
Changes in Assets and Liabilities:
(Increase) Decrease in:
Prepaid Expenses (11,270) (31,625) (64,924)
Increase (Decrease) in:
Accounts Payable and
accrued expenses (83,542) (67,502) 90,680
Accrued Salaries 7,743 (1,261) 7,743
Accrued Payroll Taxes -- --
Accrued Expenses -- --
Accrued Interest -- -- --
Total Adjustments $ (33,674) $ (37,943) $ 1,158,695
NET CASH-OPERATING
ACTIVITIES-Forward $ (307,617) $ (348,734) $ (6,184,066)
INVESTING ACTIVITIES:
Patent Issuance Cost (9,492) (1,315) (241,035)
Organizational Costs
Incurred -- -- (135)
Purchase of Leasehold
Improvements (4,747) (3,193) (419,418)
Deposit on Leasehold
Improvements -- -- (5,000)
Purchases of Office
and Lab Equipment (2,357) (510,356)
Proceeds from Assets
Sold 130 1,000
NET CASH-INVESTING
ACTIVITIES-Forward $ (14,239) $ (6,735) $ (1,174,944)
<F/N>
See Accompanying Condensed Notes to Financial Statements
</TABLE>
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<TABLE>
IMMUNOTHERAPEUTICS, INC.
(A DEVELOPMENT STAGE ENTERPRISE)
STATEMENTS OF CASH FLOW
(UNAUDITED
<CAPTION>
Cumulative from
Three Months February 15, 1985
Ended April 30, (date of inception)
1995 1994 to April 30, 1995
<S> <C> <C> <C>
NET CASH-OPERATING
ACTIVITIES-Forwarded $ (307,617) $ (348,734) $ (6,184,066)
NET CASH-INVESTING
ACTIVITIES-Forwarded $ (14,239) $ (6,735) $ (1,174,944)
FINANCING ACTIVITIES:
Net Proceeds from
Issuance of Common
Stock $ -- $ -- $ 9,594,876
Proceeds from Exercise
of Options -- -- 87
Proceeds from Borrowings
from President -- -- 41,433
Repayment of Borrowings
from President -- -- (41,433)
Proceeds from Borrowings
Under Line of Credit -- -- 300,000
Repayment of Borrowings
Under Line of Credit -- -- (300,000)
Proceeds from Note
Payable to Bank -- -- 150,000
Payments on Note
Payable to Bank -- -- (150,000)
Proceeds from Borrowings
from Stockholders -- -- 15,867
Repayment of Borrowings
from Stockholders -- -- (15,867)
Advances from Parent
Company -- -- 135,000
Payments to Parent
Company -- -- (135,000)
Repayment of Long-
Term Note Receivable -- -- 50,315
Repayment of Note
Payable Issued in
Exchange for Legal
Service -- -- (71,968)
Purchase of Treasury Stock $ -- $ -- $ (300,000)
NET CASH-
FINANCING ACTIVITIES $ -- $ -- $ 9,273,310
NET (DECREASE)
INCREASE IN CASH
AND CASH EQUIVALENTS $ (321,856) $ (355,468) $ 1,914,300
CASH AND CASH
EQUIVALENTS-
BEGINNING OF
PERIODS $ 2,236,156 $ 3,698,639 $
CASH AND CASH
EQUIVALENTS-
END OF PERIODS $ 1,914,300 $ 3,343,171 $ 1,914,300
SUPPLEMENTAL DISCLOSURE
OF CASH FLOW INFORMATION
Cash paid during the
periods for:
Interest $ -- $ -- $ 40,648
<F/N>
See accompanying Condensed Notes to Financial Statements
</TABLE>
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IMMUNOTHERAPEUTICS, INC.
(A DEVELOPMENT STAGE ENTERPRISE)
Financial Statements
The Balance Sheet as of April 30, 1995, the Statements of Operations
for the three month periods ended April 30, 1995; April 30, 1994; and the
cumulative period from February 15, 1985 (date of inception) to April 30,
1995; and the Statements of Cash Flows for the three month periods ended
April 30, 1995 and April 30, 1994; and the cumulative period from February
15, 1985 (date of inception) to April 30, 1995; have been prepared by the
Company without audit. In the opinion of management, all adjustments
necessary to present fairly the financial position at April 30, 1995 and
the results of operations and cash flows for the periods ended April 30,
1995 and April 30, 1994 have been made. All adjustments were of a
normally recurring nature. The results of operations for interim periods
are not necessarily indicative of the results for the full fiscal year.
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IMMUNOTHERAPEUTICS, INC.
(A DEVELOPMENT STAGE ENTERPRISE)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Liquidity and Capital Resources
The Company is a development stage enterprise and expects no significant
revenue from the sale of products for the current fiscal year.
On August 20, 1992, the Company completed a public offering of
securities and realized net proceeds of approximately $6,750,000, before
deducting expenses related to the offering of approximately $500,000. At
January 31, 1995, and April 30, 1995, the Company had cash and cash
equivalents of $2,236,156 and $1,914,300, respectively, and working
capital of $2,205,557 and $1,970,771, respectively.
The Company's current level of research and development activities
requires the expenditure of approximately $80,000 per month. Additional
expenses will be incurred in outside expanded clinical trials to
accomplish the necessary data collection and clinical trials required by
the FDA for the commercial production, marketing and distribution of the
Company's first proposed product. Management of the Company believes that
its current cash resources will be sufficient to support its operations
for at least through January 31, 1996. The Company's cash resources will
not be sufficient at current levels to permit the Company to complete the
clinical trials of its initial proposed product necessary to obtain any
FDA approvals. Accordingly, the Company may be required to collaborate
with one or more large pharmaceutical companies which will provide the
necessary financing and expertise to obtain regulatory approvals, complete
clinical development, manufacture and market such product. Alternatively,
the Company will be required to seek additional funds from other sources
not now identified. There can be no assurance that the Company will be
able to enter into the collaborative agreements or raise additional
capital necessary to complete its clinical trials, obtain necessary
regulatory approvals, or fully develop or commercialize its proposed
product on acceptable terms. In such event, if the Company was unable to
obtain from alternative sources the substantial financing necessary on
acceptable terms, it would be unable to complete the development or
commercialize any products.
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(Cont.)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Results of Operations
Three Months Ended April 30, 1995 Compared With Three Months Ended April
30, 1994.
Total operating expenses for the three months ended April 30, 1995 were
$297,780 compared to $335,041 in the preceding year representing an
decrease of $37,261 or 11%. The decrease resulted from a reduction in
staff, and associated activities.
Proprietary research and development expenses decreased by $43,700 to
$231,100 in 1995 compared to $274,820 in 1994, due to the decrease in
staff and associated research and development activities. Total general
and administrative expenses increased by $4,600 or 8% reflecting year end
audit cost.
Interest income decreased from $24,100 to $23,800, reflecting a decrease
in the cash balance.
The Company's net loss decreased from $310,800 to $273,900 or 11%,
reflecting the Company's decreased level of activity.
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OTHER INFORMATION
Item 6. Exhibits and Reports on form 8-K
(a)Exhibits
None.
(b)Reports on Form 8-K
None.
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SIGNATURES
Pursuant to 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.
IMMUNOTHERAPEUTICS, INC.
Gerald J. Vosika
President and Director of the Company
6/13/95
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