EUROMED, INC.
8214 WESTCHESTER SUITE 500
DALLAS, TEXAS 75225
214-692-3544
214-987-2091
December 01, 1998
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Attention: John L. Krug
Mail Stop 7-6
Re: EuroMed, Inc.
Dear Mr. Krug:
On behalf of EuroMed, Inc. I hereby transmitt the Amendment 1 to the 10k for the
period end 06/30/97.
Best Regards,
Elbert G. Tindell
Chairman of the Board
<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
Amendment No. 1
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM _______________ TO _________________
EUROMED, INC.
(Exact name of registrant as specified in its charter)
COMMISSION FILE NUMBER 0-27720
<TABLE>
<S> <C>
NEVADA 88-0317700
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
8214 Westchester, Suite 500
Dallas, Texas 75225
(Address of principal executive offices) (Zip Code)
</TABLE>
214-220-0693
(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 No X
As of December 01,1998, there were 1,407,000 shares outstanding of the
registrant's common stock, $0.01 par value.
--------------------------------------------
<PAGE>
INDEX
PART I. FINANCIAL INFORMATION
PAGE NO.
--------------
ITEM 1. FINANCIAL STATEMENTS (UNAUDITED):
Consolidated Balance Sheets -
December 31, 1996 and June 30, 1997 3
Consolidated Statements of Operations -
Three months and six months ended June 30, 1996 and 1997 5
Consolidated Statements of Cash Flows -
Six months ended June 30, 1996 and 1997 6
Notes to Consolidated Financial Statements 8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS 10
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS 13
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS 14
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K 15
EUROMED, INC. AND SUBSIDIARIES
<PAGE>
CONSOLIDATED BALANCE SHEETS
(in thousands of US dollars)
<TABLE>
December 31, June 30,
1996 1997
(Unaudited)
ASSETS
<S> <C> <C>
Current Assets
Cash and cash equivalents $ 411 $ 275
Trade accounts receivable 1,155 1,564
Loan receivable 548 283
Due from affiliated companies and
other related parties 695 520
Inventory 4,526 3,609
Other receivables and prepaid expenses 349 110
Investment in Mutarestes B.V. and Subsidiary,
net of valuation of allowance of $7,227 4,502 3,104
-------- --------
TOTAL CURRENT ASSETS 12,186 9,465
------- --------
Vehicles, Furniture and Equipment, at cost 815 910
Less: Accumulated depreciation and
amortization (406) (478)
-------- --------
NET VEHICLES, FURNITURE AND
EQUIPMENT 409 432
-------- --------
Other Assets
Intangible assets less accumulated
amortization of $256 and $307
in 1996 and 1997, respectively 607 586
Other 172 51
-------- ---------
TOTAL OTHER ASSETS 779 637
-------- --------
TOTAL ASSETS $13,374 $10,534
======= =======
</TABLE>
See accompanying notes to consolidated
financial statements.
EUROMED, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands of US dollars)
<TABLE>
<CAPTION>
December 31, June 30,
1996 1997
(Unaudited)
LIABILITIES AND STOCKHOLDERS' EQUITY
<S> <C> <C>
Current liabilities
Loan payable $ 311 $ 311
Bank overdraft 3,540 3,632
Trade accounts payable 3,076 2,481
Due to affiliated companies, controlling
interests and other related parties 69 -
Taxes payable and other accrued expenses 1,061 1,464
-------- --------
TOTAL CURRENT LIABILITIES 8,057 7,888
Long-term debts
Unsecured loan from B.V. Wisteria - -
Unsecured loan from Hybrida B.V. - -
Unsecured loan from Pantapharma B.V. 90 -
Other long-term debt - -
---------- ----------
TOTAL LIABILITIES 8,147 7,888
-------- --------
Stockholders' Equity
Preferred Stock, par value $.01 per share;
5,000,000 shares authorized; no shares
issued and outstanding - -
Common Stock, par value $.01 per share;
20,000,000 shares authorized; 4,000,000
and 2,300,000 shares issued and outstanding,
respectively 40 23
Additional paid-in capital 12,013 10,330
Retained (deficit) (6,661) (7,547)
Cumulative currency translation adjustment (33) (28)
--------- ---------
5,359 2,778
Less: 23,000 Treasury Shares, at cost (132) (132)
-------- --------
TOTAL STOCKHOLDERS' EQUITY 5,227 2,646
-------- --------
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $13,374 $10,534
======= =======
</TABLE>
See accompanying notes to consolidated
financial statements.
EUROMED, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands of US dollars, except per share data)
(UNAUDITED)
<TABLE>
<CAPTION>
Three months ended Six months ended
June 30, June 30, June 30, June 30
1996 1997 1996 1997
--------- ---------- -------- ------
<S> <C> <C> <C> <C>
Sales $ 8,508 $7,012 $17,876 $14,144
Cost of goods sold 7,636 6,404 16,185 13,267
----- ----- ---------- --------
Gross profit 872 608 1,691 877
Selling, general and administrative expenses 600 1,016 1,091 1,687
------- ---------- ---------- --------
Operating Profit (Loss) 272 (408) 600 (810)
Interest income 78 - 103 29
Interest (expense) (80) (135) (151) (209)
---------- ----------- ----------- ---------
Income (loss) before income taxes 270 (543) 552 (990)
Income tax (expense) benefit (83) (11) (189) 104
--------------------- ------------ ---------
Net income (loss) $ 187 $ (554) $ 363 $ (886)
======= ======== ======== ========
Earnings (loss) per share $ .06 $ (.15) $ .14 $ (.24)
======== ========= ========= =========
Weighted Average Number of
Common Shares Outstanding 3,150,000 3,575,000 2,657,142 3,757,143
================== ========= =========
</TABLE>
See accompanying notes to consolidated
financial statements.
<PAGE>
EUROMED, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands of US dollars)
(UNAUDITED)
<TABLE>
<CAPTION>
Six months ended
June 30, June 30,
1996 1997
--------- --------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $ 363 $ (886)
Adjustments to reconcile cash flows from operations:
Amortization of intangible assets 43 51
Depreciation expense 65 72
Changes in operating assets and liabilities:
Trade accounts receivable 530 (409)
Due from affiliated companies and other
related parties 126 175
Inventory (747) 917
Other receivables and prepaid expenses (164) 360
Trade accounts payable 1,168 (897)
Due to affiliated companies, controlling
interests and other related parties (1) (69)
Taxes payable and other accrued expenses 137 403
------ ------
Net cash provided by (used in) operating activities 1,520 (283)
-------------- -------
</TABLE>
See accompanying notes to consolidated
financial statements.
<PAGE>
EUROMED, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands of US dollars)
(UNAUDITED)
(Continued)
<TABLE>
Six months ended
June 30, June 30,
1996 1997
--------- --------
<S> <C> <C>
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of intangible assets $ (108) $ (30)
Borrowings by and repayments
from customers (433) 265
Purchase of vehicles, furniture
and equipment, at cost (142) (95)
------- ---------
Net cash (used in) provided by investing activities (683) 140
------- --------
CASH FLOW FROM FINANCING ACTIVITIES:
Common stock issued 12 -
Borrowing under bank overdraft facility (2,483) 92
Add paid in capital 5,862 -
Change in long-term debt (879) (90)
------- ---------
Net cash provided by financing activities 2,512 2
- ----- ---------
Effect of currency translation adjustment on cash 13 5
------- ---------
Net increase (decrease) in cash and cash equivalents 3,362 (136)
Cash and cash equivalents
at the beginning of the six month period 64 411
------- --------
Cash and cash equivalents
at the end of the six month period $3,426 $ 275
====== =======
Cash paid during the six month period:
Interest $ 91 $ 135
Income taxes $ - $ -
SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING
AND FINANCING ACTIVITIES:
Common stock $ - $ (17)
Additional paid-in-capita - (1,683)
Reduction in investment in Mutarestes B.V. - 1,700
-------- ---------------
$ - $ -
======== ==========
</TABLE>
See accompanying notes to consolidated
financial statements.
EUROMED, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 1997
a. Interim Financial Statements
The consolidated financial information for the interim periods presented herein
has not been audited by independent accountants, but in the opinion of
management, all adjustments (consisting only of normal recurring adjustments)
necessary for a fair presentation of the condensed consolidated balance sheets
and the condensed consolidated statements of earnings and cash flows at the
dates and for the periods indicated have been made. Results of operations for
interim periods are not necessarily indicative of results of operations for the
respective full years.
b. Description of business
EuroMed's operating companies, Galenica, B.V. ("Galenica") and Confedera, B.V.
("Confedera") (the "Companies"), both based in Oosterhout, The Netherlands, have
a primary business of the wholesale distribution of medicines. The Companies'
customers are primarily located in The Netherlands. The Companies' products are
readily available and the Companies are not dependent on a single supplier or a
few suppliers.
c. Earnings Per Share
Earnings per share are computed on the weighted average number of shares and
dilutive equivalent shares of common stock outstanding during the three-month
and six month periods ended June 30, 1997, using the treasury stock method.
d. Investment in Mutarestes B.V. and Subsidiary
The following summarizes the investment in Mutarestes B.V. and Subsidiary at
the respective balance sheet dates:
<TABLE>
<S> <C> <C>
December 31, June 30,
1996 1997
----------------------------------------------
Investment in Mutarestes B.V. $11,729,500 $10,331,500
----------- -----------
Additional settlement costs 302,000 -
Less:
Stock returned
850,000 shares from
Mutarestes owners @ $1.50 (1,275,000) -
850,000 shares from
A. Hinnen, CEO of
EuroMed @ $.50 (425,000) -
Estimated proceeds (3,104,000) (3,104,000)
---------- ----------
Net proceeds/investment amount (4,502,000) (3,104,000)
---------- ----------
Net loss $7,227,500 $7,227,500
========== ==========
</TABLE>
<PAGE>
EUROMED, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 1997
(Continued)
d. Investment in Mutarestes B.V. and Subsidiary (Continued)
The sale of Mutarestes B.V. and Subsidiary was completed in July 1997.
Approximately $500,000 (1,000,000 Duth Guilders) of the proceeds were deposited
in an escrow account. The Company will receive the escrow balance, subject to
certain forfeiture provisions, after the Company's shareholders have approved
the sale.
<PAGE>
ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
GENERAL
EuroMed, Inc. ("EuroMed" or the "Company") is an American
pharmaceutical company involved in the import and wholesale distribution of
branded and generic medicines within The Netherlands, and in the export of
generic medicines throughout the world. EuroMed's business is influenced in
general by various economic, market and political trends in The Netherlands and
Europe.
EuroMed operates through its wholly-owned Netherlands subsidiaries,
Galenica, B.V. ("Galenica") and Confedera, B.V. ("Confedera") in: (i) the
parallel import of EuroSpecialties, which are prescription ("ethical") branded
pharmaceuticals registered and marketed throughout Europe under international
patent and a European brand; (ii) the wholesale distribution of EuroSpecialties
and generic pharmaceuticals to pharmacies and other wholesalers in The
Netherlands; (iii) the wholesale distribution of DutchSpecialties, which are
ethical branded pharmaceuticals under international patent, registered and
marketed as a brand specifically within The Netherlands; (iv) the wholesale
distribution of over-the-counter ("non-ethical") pharmaceuticals to pharmacies
and other wholesalers in The Netherlands; and (v) the export of generic
pharmaceuticals to developing nations of the world.
Generics are therapeutically equivalent ethical pharmaceuticals
manufactured after the expiration of any patents, and marketed as more
competitively priced substitutes for branded ethical pharmaceuticals. Parallel
imports are EuroSpecialties purchased within Europe's supranational free market,
the fifteen member European Union ("EU"), imported into The Netherlands, often
repackaged in the Dutch language, and resold wholesale to pharmacies and other
wholesalers at an arbitrage profit. Arbitrage is primarily the result of pricing
practices of multinational pharmaceutical companies, differing national health
and social policies among EU member states, and currency fluctuations within the
EU. The price differences for identical EuroSpecialties in different EU member
states make parallel trade, or the trade of registered pharmaceuticals from a
low-price market into a high-price market, particularly attractive.
The retail price of pharmaceuticals reflects not only direct production
and local distribution costs but also the cost of research and development.
These costs vary enormously from one country to another. Fluctuations in
exchange rates, differential pricing by multinational pharmaceutical companies,
and varying levels of pressure exerted by the system and social security
services in different EU member states, explain the difference in prices within
Europe, especially for relatively old pharmaceuticals.
On June 1, 1996, the government of The Netherlands implemented
legislation that reduced the prices of pharmaceuticals to approximately the
average prices for equivalent items in Belgium, France, Germany and Great
Britain. The law establishes a prohibition on the sale of pharmaceuticals to
retail pharmacies at a higher price than the maximum price decree. This has
effectively reduced the prices paid for pharmaceuticals in The Netherlands an
average of 17.5%.
On March 25, 1997, the Board of Directors approved a five-point
restructuring plan, which has since been implemented. The five-point
restructuring plan consists of: (i) a settlement of all claims between the
Company and Messrs. Doets and Roozekrans, whereby they returned 850,000 shares
of Common Stock to the Company (on April 18, 1997 these shares were returned to
the Company and cancelled); (ii) the sale of Pluripharm International B.V.
("Pluripharm") which took place on July 4, 1997; (iii) the return of 850,000
shares of Common stock by B.V. Wisteria and its affiliates (which took place on
July 4, 1997) (iv) a plan to repurchase in the open-market 300,000 shares of
Common Stock; and (v) the undertaking of a new strategy of acquiring healthcare
related companies or assets outside of The Netherlands, including possible
purchases of health care companies or assets in the United States.
RESULTS OF OPERATIONS
Three Months Ended June 30, 1997 Compared to Three Months Ended June 30, 1996
Sales. Sales of pharmaceuticals decreased 17.6% to $7,012,000 for the
three months ended June 30, 1997 compared with $8,508,000 for the three months
ended June 30, 1996. The decrease in sales of pharmaceuticals was primarily a
result of the government implementing the maximum price law in June of 1996
which had the effect of lowering the consumption of pharmaceutical products from
wholesalers.
Cost of Goods Sold. Cost of pharmaceuticals sold decreased 16.1% to
$6,404,000 (91.3% of sales) for the three months ended June 30, 1997 compared
with $7,636,000 (89.8% of sales) for the three months ended June 30, 1996. The
decrease in the cost of pharmaceuticals sold was primarily a result of a
decrease in sales. EuroMed's cost of goods sold percent was increased by the
selling of inventory purchased at static rates and sold for the maximum price
allowed by The Netherlands maximum price law.
Gross Profit. Gross profit decreased 30.3% to $608,000 (8.7% of sales)
for the three months ended June 30, 1997 compared with $872,000 (10.2% of sales)
for the three months ended June 30, 1996. The decrease in gross profit was
primarily a result of a decrease in sales, while the decrease in gross profit as
a percent of sales was primarily a result of client pharmacies acquiring
products at the rates dictated by the government imposed maximum price law.
Selling and General and Administrative Expenses. Selling, general and
administrative expenses increased 69.3% to $1,016,000 (14.5% of sales) for the
three months ended June 30, 1997 compared with $600,000 (7.1% of sales) for the
three months ended June 30, 1996. The increase in selling, general and
administrative expenses was primarily a result of a decrease in sales and an
increase in the number of employees, while the increase as a percent of sales
was primarily a result of decreased operating efficiencies. Further, the Company
has experienced an increase in professional fees related to the Company's
divestiture of Pluripharm, continuing legal fees related to ongoing litigation,
and ongoing financial auditing costs.
Net Income. Results of operations decreased 396% to a loss of
$(554,000) (7.9% of sales) for the three months ended June 30, 1997, compared
with $187,000 net income (2.2% of sales) for the three months ended June 30,
1996. The decrease in net income was primarily the result of declining sales
volume and the effect of the implementation of the maximum price law upon the
margins of the Company.
RESULTS OF OPERATIONS
Six Months Ended June 30, 1997 Compared to Six Months Ended June 30, 1996
Sales. Sales of pharmaceuticals decreased 20.9% to $14,144,000 for the
six months ended June 30, 1997, compared with $17,876,000 for the six months
ended June 30, 1996. The decrease in sales of pharmaceuticals was primarily a
result of the government implementing the maximum price law in June 1996, which
had the effect of lowering the consumption of pharmaceutical products from
wholesalers. Further, the reduction in EuroMed sales can be attributed to the
loss of retail clients purchasing products related to retail outlet acquisitions
and a more competitive product discount program being offered by the Company's
competitors.
Cost of Goods Sold. Cost of pharmaceuticals sold decreased 18.0% to
$13,267,000 (93.8% of sales) for the six months ended June 30, 1997 compared
with $16,185,000 (90.5% of sales) for the six months ended June 30, 1996. The
decrease in the cost of pharmaceuticals sold was primarily a result of a
decrease in sales, while the increase as a percent of sales was primarily a
result of a more diversified product inventory. Further, EuroMed's cost of goods
sold percent was increased by the selling of inventory purchased at static rates
and sold for the maximum price allowed by The Netherlands maximum price law.
Gross Profit. Gross profit decreased 48.1% to $877,000 (6.2% of sales)
for the six months ended June 30, 1997 compared with $1,691,000 (9.4% of sales)
for the six months ended June 30, 1996. The decrease in gross profits was
primarily a result of a decrease in sales, while the decrease in gross profit as
a percent of sales was primarily a result of client pharmacies acquiring
products at the rates dictated by the government imposed maximum price law.
Selling and General and Administrative Expenses. Selling, general and
administrative expenses increased 54.6% to $1,687,000 (11.9% of sales) for the
six months ended June 30, 1997 compared with $1,091,000 (6.1% of sales) for the
six months ended June 30, 1996. The increase in selling, general and
administrative expenses was primarily a result of a decrease in sales and an
increase in the number of employees while the increase as a percent of sales was
primarily a result of decreased operating efficiencies. Further, the Company has
experienced an increase in professional fees related to the Company's
divestiture of Pluripharm, continuing legal fees related to ongoing litigation,
and ongoing financial auditing costs.
Net Income. Results of operations decreased 344% to a loss of
$(886,000) (6.3% of sales) for the six months ended June 30, 1997 compared with
$363,000 net income (2.0% of sales) for the six months ended June 30, 1996. The
decrease in net income was primarily the result of declining sales volume and
the effect of the implementation of the maximum price law upon the margins of
the Company.
LIQUIDITY AND CAPITAL RESOURCES
Cash (used in) operations was ($283,000) for the six months ended June
30, 1997 compared with $1,520,000 provided by operations for the six months
ended June 30, 1996. This decrease is a result of the Company's operating loss
for the six months ended June 30, 1997.
Net cash provided by financing activities was $2,000 for the six months
ended June 30, 1997 compared with $2,512,000 for the six months ended June 30,
1996. The Company's initial public offering of shares on March 19, 1996, was the
significant source of cash for the six months ended June 30, 1996.
Cash and cash equivalents at the end of the six months ended June 30,
1997 was $275,000 compared with $3,426,000 at the end of six months ended June
30, 1996.
Management is of the opinion that the proceeds from the Pluripharm
divestiture, together with existing borrowing capacity, should be sufficient to
finance and sustain operations at the present level for at least six months.
<PAGE>
PART II
ITEM 1. LEGAL PROCEEDINGS
The Company is currently involved in three legal proceedings, two of
which were initiated by the Company against one of its former directors, Gregory
Alan Gaylor, and the others of which Gaylor filed against the Company and other
parties. The first of those lawsuits is pending against Gaylor and Robert
Jansonius, another former Company director, in Nevada State Court. There has
been no substantive activity in this lawsuit in the past three months. The
second lawsuit was filed by the Company against Gaylor in the United States
District Court for the Northern District of Texas for business disparagement,
malicious and intentional interference with Company management, and violations
of federal securities laws. Gaylor failed to enter an appearance in this
lawsuit, and a Default Judgment was entered against Gaylor on June 30, 1997.
The third lawsuit was filed by Gaylor and Jan Bouwman (another former
Company director), on behalf of themselves and other minority shareholders,
against the Company and others on May 23, 1997, in the State District Court of
Clark County, Nevada. The allegations in this third lawsuit include claims for
corporate misgovernance, breach of fiduciary duty, negligence, breach of
contract, and defamation. Gaylor and Bouwman claimed to have initiated the
lawsuit individually and on behalf of approximately 36 other shareholders who
allegedly submitted proxies to Gaylor and Bouwman to file the lawsuit. Gaylor
and Bouwman initially obtained an ex parte temporary restraining order
prohibiting the Company's divestiture of Pluripharm International, B.V., which
was subsequently dissolved on May 30, 1997. Thereafter, Gaylor and Bouwman
amended their lawsuit to assert claims against the Company derivatively on
behalf of all of the Company's minority shareholders. Gaylor and Bouwman also
requested relief in the form of a receivership and an injunction, and such
relief was also denied by the court. The Company denies the allegations in the
suit and intends to vigorously defend the case.
<PAGE>
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
On May 26, 1997, EuroMed held its annual meeting of stockholders (the
"Meeting"). At the meeting, the stockholders considered and voted upon the
following matters with the results indicated:
(1) The following directors, constituting all of the
directors of the Company, were elected to serve as directors for
the ensuing year:
<TABLE>
<S> <C> <C>
Votes For Votes Against
A. Francois Hinnen 2,119,700 4,000
Robert W. C. Veldman 2,119,700 4,000
David Anderson 2,119,700 4,000
Jesse Shelmire IV 2,119,700 4,000
Robert Shuey III 2,119,700 4,000
</TABLE>
(2) The stockholders of the Company ratified the selection of
Killman, Murrell & Company, P.C. as independent public
accountants for the Company for the fiscal year ending
December 31, 1997, by the following vote: 2,119,700 votes for,
4,000 votes against.
Subsequent to the meeting, Mssrs. Veldman and Anderson have resigned as
directors of EuroMed.
<PAGE>
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
Number and Description of Exhibit
Number Exhibit Description
2.1 Assets and Liabilities Transfer Agreement by and between Pluripharm
International B.V. and Houdstermaatscheppy B.V. dated July
4, 1997.(2)
3.1 Restated Articles of Incorporation of the Registrant.(1)
3.2 Bylaws of the Registrant.(1)
4.1 Specimen Common Stock Certificate.(1)
10.1 Summary of Management Contract dated February 15, 1997, by and
between EuroMed, Inc. and the Anderson Group.(2)
27.1 Financial Data Schedule.(*)
* Filed herewith.
(1) Previously filed as an Exhibit to the company's Registration
Statement No. 33-80805 on Form S-1 and incorporated by herein
reference.
(2) Previouly filed as an Exhibit to Report in Form 8-K dated
July 4, 1997, and incorporated herein by referenced
(b) Reports of Form 8-K
None
<PAGE>
SIGNATURES
Pursuant to the 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.
EuroMed, Inc.
Dated: December 1, 1998
Signature Title
/s/: Elbert G. Tindell President and
Elbert G. Tindell Chairman of the Board
/s/: Robert A. Shuey, III Chief Executive Officer,
Robert A. Shuey, III Chief Financial Officer,
Treasurer and Director
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
(Replace this text with the legend)
</LEGEND>
<CIK> 0000852447
<NAME> EUROMED INC
<MULTIPLIER> 1
<CURRENCY> $US
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> APR-1-1997
<PERIOD-END> JUN-30-1997
<EXCHANGE-RATE> 1
<CASH> 275,000
<SECURITIES> 0
<RECEIVABLES> 2,367,000
<ALLOWANCES> 0
<INVENTORY> 3,609,000
<CURRENT-ASSETS> 9,465,000
<PP&E> 910,000
<DEPRECIATION> (478,000)
<TOTAL-ASSETS> 10,534,000
<CURRENT-LIABILITIES> 7,888,000
<BONDS> 0
0
0
<COMMON> 23,000
<OTHER-SE> 2,623,000
<TOTAL-LIABILITY-AND-EQUITY> 10,534,000
<SALES> 7,012,000
<TOTAL-REVENUES> 7,012,000
<CGS> 6,404,000
<TOTAL-COSTS> 7,420,000
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 135,000
<INCOME-PRETAX> (543,000)
<INCOME-TAX> (11,000)
<INCOME-CONTINUING> (554,000)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (554,000)
<EPS-PRIMARY> 0.15
<EPS-DILUTED> 0.15
</TABLE>
