SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
CRYOPAK INDUSTRIES INC.
-----------------------
(Registrant's Name)
1120-625 Howe Street, Vancouver, B.C. Canada V6C 2T6
----------------------------------------------------
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports
under cover Form 20-F or Form 40-F
Form 20-F X Form 40-F _____
Indicate by check mark whether registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934
Yes ____ No X
If "Yes" is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b):
Description of document filed:
The attached is a Form 61 Quarterly Report for the quarter ended September
30, 1999 as filed with the British Columbia Securities Commission.
FORM 61
QUARTERLY REPORT
Incorporated as part of: X Schedule A
Schedules B & C
(place X in appropriate category)
ISSUER DETAIL:
NAME OF ISSUER: CRYOPAK INDUSTRIES INC.
ISSUER ADDRESS: Suite 1120, 625 Howe Street
Vancouver, British Columbia
V6C 2T6
CONTACT PERSON: Laila Yee
CONTACT'S POSITION: Office Manager
CONTACT TELEPHONE NUMBER: (604) 685-3616
FOR QUARTER ENDED: September 30, 1999
DATE OF REPORT: November 25, 1999
CERTIFICATE
THE SCHEDULES REQUIRED TO COMPLETE THIS QUARTERLY REPORT ARE ATTACHED AND THE
DISCLOSURE CONTAINED THEREIN HAS BEEN APPROVED BY THE BOARD OF DIRECTORS. A COPY
OF ITS QUARTERLY REPORT WILL BE PROVIDED TO ANY SHAREHOLDER WHO REQUESTS IT.
PLEASE NOTE THIS FORM IS INCORPORATED AS PART OF BOTH THE REQUIRED FILING OF
SCHEDULE "A" AND SCHEDULES "B" AND "C".
R. LEIGH JEFFS /s/ R. Leigh Jeffs 99/11/29
-------------- ------------------ --------
NAME OF DIRECTOR SIGN (TYPED) DATE SIGNED (YY/MM/DD)
DOUGLAS R. REID /s/Douglas R. Reid 99/11/29
--------------- ------------------ --------
NAME OF DIRECTOR SIGN (TYPED) DATE SIGNED (YY/MM/DD)
<PAGE>
CRYOPAK INDUSTRIES INC.
CONSOLIDATED INTERIM BALANCE SHEET
AS AT SEPTEMBER 30, 1999 AND 1998
(Unaudited - Prepared by Management)
<TABLE>
<CAPTION>
1999 1998
---- ----
<S> <C> <C>
ASSETS
Current
Cash $ 100,918 $ 18,120
Accounts receivable 496,183 194,665
Employee advances 218,000 24,000
Inventory 28,749 52,580
Prepaid expenses 115,221 14,242
------- ------
959,071 303,607
Term deposit - restricted 125,649 119,609
Investments 75 75
Capital assets 498,347 436,596
Advances to related company 25,781 44,626
Intangibles 345,293 412,979
------- -------
$ 1,954,216 $ 1,317,492
================ ===============
LIABILITIES
Current
Accounts payable and accrued liabilities $ 211,137 $ 318,119
Current portion of capital lease 81,000 81,000
------ ------
292,137 399,119
Capital lease payable 236,267 279,277
Deferred income taxes 20,467 20,467
------ ------
548,871 698,863
======= =======
SHAREHOLDERS' EQUITY
Share capital 10,890,617 8,842,317
(Deficit) ( 9,485,272) ( 8,223,688)
----------- -----------
1,405,345 618,629
--------- -------
$ 1,954,216 $ 1,317,492
================ ===============
</TABLE>
APPROVED BY THE BOARD:
/s/ R. Leigh Jeffs
------------------
Director
/s/ Douglas R. Reid
-------------------
Director
<PAGE>
CRYOPAK INDUSTRIES INC.
CONSOLIDATED INTERIM STATEMENT OF LOSS AND DEFICIT
FOR THE SIX MONTHS ENDED SEPTEMEBER 30, 1999 AND 1998
(Unaudited - Prepared by Management)
<TABLE>
<CAPTION>
1999 1998
---- ----
<S> <C> <C>
Sales $ 870,799 $ 550,719
Cost of sales, Schedule 1 425,118 341,529
------- -------
Gross profit 445,681 209,190
Operating expenses, Schedule 2 1,124,168 601,758
--------- -------
(Loss) from operations ( 678,487) ( 392,568)
(Loss) for the period ( 678,487) ( 392,568)
(Deficit), beginning of period (8,806,785) (7,831,120)
---------- ----------
(Deficit), end of period $ (9,485,272) $ (8,223,688)
================ ================
</TABLE>
<PAGE>
CRYOPAK INDUSTRIES INC.
CONSOLIDATED STATEMENT OF CHANGES IN FINANCIAL POSITION
FOR THE SIX MONTHS ENDED SEPTEMBER 30, 1999 AND 1998
(Unaudited - Prepared by Management)
<TABLE>
<CAPTION>
1999 1998
---- ----
<S> <C> <C>
Operating activities
Net (loss) for the period $ ( 678,487) $ ( 392,568)
Adjustment for:
Depreciation and amortization 87,393 37,725
------ ------
( 591,094) ( 354,843)
Changes in non-cash working capital
Accounts receivable ( 134,952) 31,128
Inventory ( 8,141) ( 15,823)
Employee loans ( 194,000)
Prepaid expenses ( 101,146) ( 2,046)
Accounts payable and accrued liabilities ( 65,830) ( 214,321)
Note payable - ( 350,000)
Current portion of capital lease obligation ( 3,544) 826
------------ ---
Cash used in operating activities ( 1,098,707) ( 905,079)
Financing activities
Issue of shares 678,167 949,999
Capital lease obligation ( 12,790) ( 40,738)
------------ ------------
Cash provided by financing activities 665,377 909,261
Investing activities
Purchase of fixed assets ( 129,138) ( 15,422)
Advances from related company 23,087 25,946
------ ------
Cash used in investing activities ( 106,051) 10,524
Increase (decrease) in cash, end of period ( 539,381) 14,706
Cash (bank indebtedness), beginning of period 765,948 123,026
------- -------
Cash (bank indebtedness), end of period $ 226,567 $ 137,732
================= =================
</TABLE>
<PAGE>
CRYOPAK INDUSTRIES INC.
INTERIM CONSOLIDATED SCHEDULE OF COST OF SALES
FOR THE SIX MONTHS ENDED SEPTEMBER 30, 1999 AND 1998
(Unaudited - Prepared by Management)
Schedule l
<TABLE>
<CAPTION>
1999 1998
---- ----
<S> <C> <C>
Purchases $ 318,635 $ 295,047
Brokerage and tariffs 4,586 1,731
Delivery and freight 101,897 44,751
------- ------
Total cost of sales $ 425,118 $ 341,529
=============== ===============
</TABLE>
<PAGE>
CRYOPAK INDUSTRIES INC.
INTERIM CONSOLIDATED SCHEDULE OF OPERATING EXPENSES
FOR THE SIX MONTHS ENDED SEPTEMBER 30, 1999 AND 1998
(Unaudited - Prepared by Management)
Schedule 2
<TABLE>
<CAPTION>
1999 1998
---- ----
<S> <C> <C>
Interest and bank charges $ 11,317 $ 21,383
Amortization 87,393 37,725
Consulting and management fees 188,504 148,300
Filing, listings, and transfer agent fees 10,238 24,825
Investor relations 130,486 -
Media advertising, marketing and promotion 277,955 85,696
Office 68,562 57,489
Professional fees 80,554 36,036
Rent 25,874 26,826
Royalties 32,363 24,025
Salaries and benefits 88,357 77,399
Telephone 19,018 19,331
Travel and vehicle 103,547 42,723
------- ------
$ 1,124,168 $ 601,758
=============== ==========
</TABLE>
<PAGE>
Incorporated as part of: Schedule A
X X Schedules B & C
(place X in appropriate category)
ISSUER DETAIL:
NAME OF ISSUER: CRYOPAK INDUSTRIES INC.
ISSUER ADDRESS: Suite 1120, 625 Howe Street
Vancouver, British Columbia
V6C 2T6
CONTACT PERSON: Laila Yee
CONTACT'S POSITION: Office Manager
CONTACT TELEPHONE NUMBER: (604) 685-3616
FOR QUARTER ENDED: September 30, 1999
DATE OF REPORT: November 25, 1999
CERTIFICATE
THE SCHEDULES REQUIRED TO COMPLETE THIS QUARTERLY REPORT ARE ATTACHED AND THE
DISCLOSURE CONTAINED THEREIN HAS BEEN APPROVED BY THE BOARD OF DIRECTORS. A COPY
OF ITS QUARTERLY REPORT WILL BE PROVIDED TO ANY SHAREHOLDER WHO REQUESTS IT.
PLEASE NOTE THIS FORM IS INCORPORATED AS PART OF BOTH THE REQUIRED FILING OF
SCHEDULE "A" AND SCHEDULES "B" AND "C".
R. LEIGH JEFFS /s/ R. Leigh Jeffs 99/11/29
-------------- ------------------ --------
NAME OF DIRECTOR SIGN (TYPED) DATE SIGNED (YY/MM/DD)
DOUGLAS R. REID /s/Douglas R. Reid 99/11/29
--------------- ------------------ --------
NAME OF DIRECTOR SIGN (TYPED) DATE SIGNED (YY/MM/DD)
<PAGE>
CRYOPAK INDUSTRIES INC.
SCHEDULE B
FOR THE SIX MONTHS ENDED SEPTEMBER 30, 1999
1. For the Current Fiscal Year-to-Date
--------------------------------------
The aggregate amount of expenditures made to parties not at arm's length
from the issuer is $175,000 in management fees paid to three Directors
pursuant to management contracts. Payments totaling $3,000 were made to one
Director for accounting and advisory services.
Consulting fees amount to $13,504.
2. For the Quarter Ended September 30, 1999
-------------------------------------------
a) Securities Issued
<TABLE>
<CAPTION>
Type of security issued: common shares
Type of issue: exercise of options
# of Shares Price Date of Issue Total Type of
----------- ----- ------------- Proceeds Consideration
-------- -------------
<S> <C> <C> <C> <C>
150,000 0.50 Sep. 2/99 $ 75,000 Cash
</TABLE>
Type of security issued: common shares
Type of issue: exercise of warrants
<TABLE>
<CAPTION>
# of Shares Price Date of Issue Total Type of
----------- ----- ------------- Proceeds Consideration
-------- -------------
<S> <C> <C> <C> <C>
50,000 $0.60 Aug. 16/99 $ 30,000 Cash
125,000 0.776 Sep. 21/99 97,000 Cash
</TABLE>
b) Options Granted
<TABLE>
<CAPTION>
Optionee # of Shares Exercise Expiry Date Date of Grant
-------- ----------- Price ----------- -------------
-----
<S> <C> <C> <C> <C>
John McEwen 250,000 0.75 Sep. 3,2001 Sep. 16, 1999
Chris McDonnell 40,000 0.75 Sep. 3,2003 Sep. 16, 1999
</TABLE>
<PAGE>
(2)
3. As at the Quarter Ended September 30, 1999
---------------------------------------------
a) Authorized Capital $100,000,000
Shares Issued and Outstanding 18,254,040
Shares Allocated but Unissued 3,000,000
b)
<TABLE>
<CAPTION>
Type of Security # of Shares Conversion/ Expiry Date
---------------- ----------- Exercise Price -----------
--------------
<S> <C> <C> <C>
Options 100,000 $0.40 June 26, 2000
390,000 0.82 August 17, 2000
343,000 0.64 January 7, 2001
190,000 0.82 February 11, 2001
290,000 0.86 April 21, 2001
250,000 0.75 September 3, 2001
40,000 0.75 September 3, 2003
*750,000 0.76 March 19, 2004
Preferred Shares 530 $2.00 May 12, 2000
Warrants 119,608 $0.46 March 20, 2000
250,000 0.46 April 29, 2000
225,000 0.46 May 13, 2000
135,000 0.46 May 29, 2000
265,000 0.46 June 3, 2000
125,000 0.46 June 17, 2000
72,000 1.00 April 23, 2001
150,000 1.15 June 21, 2001
</TABLE>
* These options will vest at a rate of 50,000 at the end of each calendar
quarter commencing March 31, 1999 and are subject to shareholder approval.
c) Shares in escrow
350,000
d) List of Directors
Harry Bydgnes
R. Leigh Jeffs
Douglas R. Reid
John McEwen
John F. Morgan
Ross Morrison
<PAGE>
CRYOPAK INDUSTRIES INC.
SCHEDULE C
FOR THE SIX MONTHS ENDED SEPTEMBER 30,1999
The Company is in the business of selling temperature controlling packing
solutions. The Company developed and holds patents for its cryopak product,
which is comprised of uniform, laminate pouches filled with a clear non-toxic
liquid. When frozen, cryopak is used to provide even distribution of
refrigeration over a large area, and unfrozen is used to protect products from
accidental freezing.
General Discussion
------------------
Sales in the first six months of its fiscal year have increased by approximately
58% and gross profits have increased by approximately 113% over the
corresponding six months of the prior year. These increases reflect the
Company's increased marketing efforts over the period.
In the first six months, the Company has directed its efforts to:
1) reviewing its business strategy;
2) reviewing its business plans generally and in particular its marketing,
production, and financial plans and continuing focussed sales activity in
the pharmaceutical and airline businesses;
3) doing a complete re-work of its retail product packaging;
4) negotiating an agreement in principal to acquire Northland Ice-Gel Inc. and
Northland Custom Packaging Inc.; and
5) validating packaging options with independent testing laboratories.
The Company has signed an agreement in principal to acquire Northland Ice-Gel
Inc. and Northland Custom Packaging Inc. and is currently finalizing a formal
agreement to finalize the purchase early in 2000.
The Company has appointed IIDA to represent it in selling its retail product
line. IIDA has projected sales of $20,000,000 over a five-year term of the
agreement. IIDA will be paid a commission on sales and has a right to purchase
common shares of the Company at $0.75 CDN per common share.
In order to achieve the foregoing, the Company has increased its spending to
redesign its logo and create a brand for its products. The Company has engaged
marketing consultants, Real World Marketing Inc., to assist and advise it in the
review and redevelopment of its marketing strategies.
Year 2000 Update
----------------
The Company is aware of the Year 2000 issues and has been taking the necessary
actions to ensure a smooth transition into the new millennium. The majority of
its office equipment, including computer hardware and software, are either Y2K
compliant or are being replaced or modified. Currently, the Company is
approximately 95% Y2K compliant. The Company estimates that all issues will be
resolved by November 1999. Information has been received from various suppliers
indicating their compliance and questionnaires have been sent to major
suppliers.
<PAGE>
(2)
Investor Relations Activities
-----------------------------
The Company is currently using European Investor Services Ltd. to handle
European investor relations. The Company's investor relations is otherwise
handled internally.
CRYOPAK INDUSTRIES INC.
/s/ R. Leigh Jeffs
------------------
R. Leigh Jeffs
Director
<PAGE>
