UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
|X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
for the quarterly period ended September 30, 2000
OR
|_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission file number 0-23512
BIOCORAL INC.
(Exact name of Small Business Issuer as specified in its charter)
Delaware 33-0601504
------------------------------- -----------------------
(State or other jurisdiction of (IRS Employer I.D. No.)
incorporation or organization)
38 rue Anatole France, Levallois-Perret, FRANCE
(Address of principal executive offices)
011-3314-757-9843
(Issuer's telephone number, including area code)
Check whether the Issuer: (1) filed all reports required to be filed by Section
13 or 15(d) of the Securities Exchange Act of 1934 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 |_|
APPLICABLE ONLY TO CORPORATE ISSUERS
The number of shares of common stock outstanding as of June 30, 2000 was
19,235,260
<PAGE>
PART I
Item 1. Financial Statements . Attached.
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations.
Results of Operations for the Nine Months Ended September 30, 2000
Compared to the Nine Months Ended September 30, 1999
Net sales, which are solely attributable to Inoteb, SA ("Inoteb"), the Company's
wholly owned French subsidiary, totaled $260,100 for the nine months ended
September 30, 2000, which approximated the level of sales for the nine months
ended September 30, 1999 of $270,600.
Operating expenses decreased by approximately $312,000 to approximately
$1,033,000 during the nine months ended September 30, 2000 from approximately
$1,345,000 for the nine months ended September 30, 1999 or 23%. This decrease is
primarily attributable to decreases in expenditures for research and
development, amortization expense, and other operating expenses.
Research and development expenses decreased approximately $100,000 or 36% to
approximately $181,000 during the nine months ended September 30, 2000 as
compared to approximately $281,000 during the nine months ended September 30,
1999. This decrease resulted from the completion of several research projects in
the latter half of fiscal 1999, as well as the Company's shift of focus from
research and development to marketing.
Amortization expense totaled approximately $11,000 during the nine months ended
September 30, 2000, a decrease of approximately $88,000 or 89% from
approximately $99,000 during the nine months ended September 30, 1999. Goodwill,
which was originally recorded in connection with the Company's increased
ownership interest in Inoteb's outstanding capital stock during 1998, was
written off over thirteen months. As such, goodwill became fully amortized
during January 2000.
Other operating expenses totaled approximately $350,000 during the nine months
ended September 30, 2000, a decrease of approximately $162,000 or 32% from
approximately $511,000. This decrease was the result of a $97,800 or 27%
decrease in Inoteb's delivery and selling expenses from $365,300 in the nine
months ended September 30, 1999 to $267,500 in the nine months ended September
30, 2000. In addition, during the nine months ended September 30, 1999, the
Company incurred approximately $90,000 of expenses associated with rent
guarantees in connection with the previous sale of its real estate operations.
There were no such expenses in the nine months ended September 30, 2000.
As a result of the slight decrease in sales, which was mitigated by a
significant decrease in operating expenses, the Company's net loss for the nine
months ended September 30, 2000 totaled $719,315 or $.04 per share compared to a
net loss of $1,017,594 or $.13 per share in the nine months ended September 30,
1999. These losses per share were based on weighted average common shares
outstanding of 19,235,260 and 7,924,149 for the nine months ended September 30,
2000 and 1999, respectively.
Results of Operations for the Three Months Ended September 30, 2000
Compared to the Three Months Ended September 30, 1999
Net sales, which are solely attributable to Inoteb, totaled $37,700 for the
three months ended September 30, 2000, a decrease of $67,600 from $105,300 for
the three months ended September 30, 1999. This decrease is primarily the
result of timing of certain of its sales as compared to that of the prior
period, as well as foreign currency translation adjustments.
Operating expenses totaled approximately $338,000 for the three months ended
September 30, 2000, an increase of approximately $15,000 or 5% from
approximately $323,000 for the three months ended September 30, 1999.
<PAGE>
This slight increase is primarily the result of increases in research and
development and consulting and professional fees, which were mitigated by a
decrease in amortization of goodwill.
Consulting and professional fees totaled approximately $91,000 during the three
months ended September 30, 2000, an increase of approximately $28,000 or 45%
from $63,000 during the three months ended September 30, 1999. This increase is
related to certain professional services in connection with annual registration
fees for patents in Europe, Canada, and Australia.
Amortization expense totaled approximately $33,000 during the three months ended
September 30, 1999. There was no such charge for amortization in the three
months ended September 30, 2000. As discussed previously, goodwill, which was
recorded in connection with the increased ownership of Inoteb, became fully
amortized in January 2000.
Other operating expenses remained stable at approximately $128,000 during the
three months ended September 30, 2000 as compared to the three months ended
September 30, 1999.
As a result of the decrease in sales and the nominal increase in operating
expenses, the Company's net loss for the three months ended September 30, 2000
totaled $295,054 or $.02 per share compared to a net loss of $214,983 or $.03
per share in the three months ended September 30, 1999. These losses per share
were based on weighted average common shared outstanding of 19,235,260 and
7,924,149 for the three months ended September 30, 2000 and 1999, respectively.
LIQUIDITY AND CAPITAL RESOURCES
As of September 30, 2000, the Company had working capital of $1,856,275 and
unrestricted cash balances of $1,225,124. In addition, the Company had
$1,500,000 deposited in escrow as of September 30, 2000 in connection with the
sale of convertible notes payable as discussed below.
During the nine months ended Septmeber 30, 2000, the Company used $755,279 of
cash for operating activities primarily to fund its net loss. The Company's net
loss of $719,315 increased its total stockholders' deficiency to $1,820,519 at
September 30, 2000. However, during the nine months ended September 30, 2000,
the Company received net proceeds of $500,000 in connection with its
subscription receivable that arose from the sale of 11,111,111 shares of common
stock as more fully set forth in the Company's Annual Report of Form 10-KSB.
Additionally, during the nine months ended September 30, 2000, the Company
completed a private offering (the "Offering") of 6% convertible promissory notes
payable (the "Notes") due December 31, 2002. The notes are convertible at any
time at the holder's option, subject to Company approval, at the rate of $.045
per share. Interest is payable annually, at the Company's option, either in cash
or in shares of the Company's common stock. During the nine months ended
September 30, 2000, the Company sold notes in the aggregate principal amount of
$3,000,000 to "accredited investors" which represents the maximum number of
units available under the Offering. The company has received $1,500,000 of the
proceeds and the remaining $1,500,000 has been deposited in escrow and is
anticipated to be released before the year ended December 31, 2000.
The Company also used $347,015 to repay related party loans, and $102,000 to
repay long-term obligations in the nine months ended September 30, 2000 as well
as making capital expenditures in the amount of $12,420. The Company does not
presently have commitments to make material capital expenditures during the next
twelve months.
The Company believes that its current sources of liquidity and cash are
sufficient to satisfy its cash needs through at least the next twelve months.
<PAGE>
BIOCORAL, INC. AND SUBSIDIARIES
INDEX TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
PAGE
CONDENSED CONSOLIDATED BALANCE SHEETS
SEPTEMBER 30, 2000 AND DECEMBER 31, 1999 F-2
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
NINE AND THREE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999 F-3
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIENCY
NINE MONTHS ENDED SEPTEMBER 30, 2000 F-4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999 F-5
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS F-6/10
* * *
F-1
<PAGE>
BIOCORAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
SEPTEMBER 30, 2000 (Unaudited) AND DECEMBER 31, 1999
<TABLE>
<CAPTION>
September December
30, 2000 31, 1999
------------ -----------
(See Note 1)
<S> <C> <C>
ASSETS
Current assets:
Cash $ 1,225,124 $ 441,838
Cash held in escrow 1,500,000
Accounts receivable 56,900 112,900
Inventories 141,900 191,900
Common stock subscription receivable 500,000
Other current assets 120,067 14,500
------------ ------------
Total current assets 3,043,991 1,261,138
Property and equipment, net of accumulated depreciation of
$291,992 and $267,630 55,500 67,442
Goodwill, net of accumulated amortization of $143,571 and
$132,538 11,033
Other assets 157,806 159,267
------------ ------------
Totals $ 3,257,297 $ 1,498,880
============ ============
LIABILITIES AND STOCKHOLDERS' DEFICIENCY
Current liabilities:
Current portion of long-term debt $ 425,800 $ 431,800
Notes payable to related parties 347,015
Accounts payable and accrued liabilities 761,916 835,169
------------ ------------
Total current liabilities 1,187,716 1,613,984
Long-term debt, net of current portion 3,890,100 986,100
------------ ------------
Total liabilities 5,077,816 2,600,084
------------ ------------
Commitments and contingencies
Stockholders' deficiency:
Preferred stock, par value $.001 per share; 1,000,000
shares authorized; none issued -- --
Common stock, par value $.001 per share; 20,000,000
shares authorized; 19,235,260 issued and outstanding 19,235 19,235
Additional paid-in capital 13,589,355 13,589,355
Accumulated deficit (15,429,109) (14,709,794)
------------ ------------
Total stockholders' deficiency (1,820,519) (1,101,204)
------------ ------------
Totals $ 3,257,297 $ 1,498,880
============ ============
</TABLE>
See Notes to Condensed Consolidated Financial Statements.
F-2
<PAGE>
BIOCORAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
NINE AND THREE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Three Months
Ended September 30, Ended September 30,
---------------------------- ----------------------------
2000 1999 2000 1999
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
Revenues:
Sales $ 260,100 $ 270,600 $ 37,700 $ 105,300
Other income 53,469 56,393 5,338 2,600
------------ ------------ ------------ ------------
Totals 313,569 326,993 43,038 107,900
------------ ------------ ------------ ------------
Operating expenses:
Cost of sales 69,200 54,400 15,200 11,000
Research and development 181,015 281,063 43,057 20,200
Interest 143,460 160,218 53,550 61,370
Depreciation of property and
equipment 24,362 31,100 7,000 7,200
Amortization of goodwill 11,033 99,396 33,132
Consulting and professional fees 254,267 207,024 90,514 62,639
Other operating expenses 349,547 511,386 128,771 127,342
------------ ------------ ------------ ------------
Totals 1,032,884 1,344,587 338,092 322,883
------------ ------------ ------------ ------------
Net loss $ (719,315) $(1,017,594) $ (295,054) $ (214,983)
=========== =========== ============ ============
Basic net loss per common share $(.04) $(.13) $(.02) $(.03)
===== ===== ===== =====
Basic weighted average common
shares outstanding 19,235,260 7,924,149 19,235,260 7,924,149
============ ============ ============ ============
</TABLE>
See Notes to Condensed Consolidated Financial Statements.
F-3
<PAGE>
BIOCORAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIENCY
NINE MONTHS ENDED SEPTEMBER 30, 2000
(Unaudited)
<TABLE>
<CAPTION>
Common Stock
----------------------
Number Additional Total
of Paid-in Accumulated Stockholders'
Shares Amount Capital Deficit Deficiency
---------- ------- ----------- ------------ -----------
<S> <C> <C> <C> <C> <C>
Balance, January 1, 2000 19,235,260 $19,235 $13,589,355 $(14,709,794) $(1,101,204)
Net loss (719,315) (719,315)
---------- ------- ----------- ------------ -----------
Balance, September 30, 2000 19,235,260 $19,235 $13,589,355 $(15,429,109) $(1,820,519)
========== ======= =========== ============ ===========
</TABLE>
See Notes to Condensed Consolidated Financial Statements.
F-4
<PAGE>
BIOCORAL, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
(Unaudited)
<TABLE>
<CAPTION>
2000 1999
----------- -----------
<S> <C> <C>
Operating activities:
Net loss $ (719,315) $(1,017,594)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation of property and equipment 24,362 31,100
Amortization of goodwill 11,033 99,396
Changes in operating assets and liabilities:
Accounts receivable 56,000 (2,100)
Inventories 50,000 7,900
Other current assets (105,567) 88,800
Other assets 1,461 1,501
Accounts payable and accrued liabilities (73,253) 15,426
----------- -----------
Net cash used in operating activities (755,279) (775,571)
----------- -----------
Investing activities:
Capital expenditures (12,420) (7,205)
Net proceeds from disposal of discontinued real estate
operations 230,639
----------- -----------
Net cash provided by (used in) investing activities (12,420) 223,434
----------- -----------
Financing activities:
Principal payments on notes payable to related parties (347,015)
Proceeds from long-term obligations 1,500,000
Principal payments on long-term obligations (102,000) (163,700)
Proceeds from sale of common stock 500,000
----------- -----------
Net cash provided by (used in) financing activities 1,550,985 (163,700)
----------- -----------
Net increase (decrease) in cash 783,286 (715,837)
Cash, beginning of period 441,838 1,344,608
----------- -----------
Cash, end of period $ 1,225,124 $ 628,771
=========== ===========
Supplemental disclosure of cash flow data:
Interest paid $ 39,805 $ 88,014
=========== ===========
</TABLE>
See Notes to Condensed Consolidated Financial Statements.
F-5
<PAGE>
BIOCORAL, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note 1 - Unaudited interim financial statements:
In the opinion of management, the accompanying unaudited condensed
consolidated financial statements reflect all adjustments, consisting
of normal recurring accruals, necessary to present fairly the
financial position of BioCoral, Inc. and its subsidiaries (the
"Company") as of September 30, 2000, and the Company's results of
operations for the nine and three months ended September 30, 2000 and
1999, changes in stockholders' deficiency for the nine months ended
September 30, 2000 and cash flows for the nine months ended September
30, 2000 and 1999. Information included in the consolidated balance
sheet as of December 31, 1999 has been derived from, and certain
terms used herein are defined in, the audited financial statements of
the Company as of December 31, 1999 and for the years ended December
31, 1999 and 1998 (the "Audited Financial Statements") included in
the Company's Annual Report on Form 10-KSB (the "10-KSB") for the
year ended December 31, 1999 that was previously filed with the
United States Securities and Exchange Commission (the "SEC").
Pursuant to the rules and regulations of the SEC, certain information
and disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have been
condensed or omitted from these financial statements unless
significant changes have taken place since the end of the most recent
fiscal year. Accordingly, these unaudited condensed consolidated
financial statements should be read in conjunction with the Audited
Financial Statements and the other information also included in the
10-KSB.
The results of the Company's operations for the nine and three months
ended September 30, 2000 are not necessarily indicative of the
results of operations for the full year ending December 31, 2000.
Note 2 - Earnings (loss) per common share:
As further explained in Note 1 of the notes to the Audited Financial
Statements, the Company presents basic earnings (loss) per share and,
if appropriate, diluted earnings per share in accordance with the
provisions of Statement of Financial Accounting Standards No. 128,
"Earnings per Share" ("SFAS 128"). Diluted per share amounts have not
been presented in the accompanying unaudited condensed consolidated
statements of operations because the Company had a net loss for the
nine and three months ended September 30, 2000 and 1999 and,
accordingly, the assumed effects of the exercise of all of the
Company's outstanding stock options and the application of the
treasury stock method and the conversion of the Company's convertible
notes would have been anti-dilutive.
F-6
<PAGE>
BIOCORAL, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note 3 - Income taxes:
As of September 30, 2000, the Company had net operating loss
carryforwards of approximately $9,100,000 available to reduce future
Federal taxable income which, if not used, will expire at various
dates through 2020. The Company had no other material temporary
differences as of that date. Due to the uncertainties related to,
among other things, the changes in the ownership of the Company,
which could subject those loss carryforwards to substantial annual
limitations, and the extent and timing of its future taxable income,
the Company offset the deferred tax assets attributable to the
potential benefits of approximately $3,100,000 from the utilization
of those net operating loss carryforwards by an equivalent valuation
allowance as of September 30, 2000.
The Company had also offset the potential benefits from net operating
loss carryforwards by equivalent valuation allowances during 1999. As
a result of the increases in the valuation allowance of $247,000 and
$448,000 during the nine months ended September 30, 2000 and 1999,
respectively, and $100,000 and $60,000 during the three months ended
September 30, 2000 and 1999, respectively, no credits for income
taxes are included in the accompanying condensed consolidated
statements of operations.
Note 4 - Short-term notes payable to related parties:
At December 31, 1999, the Company had outstanding notes payable to
related parties with an aggregate principal balance of $347,015 that
were due on demand and bore interest at 10%. The notes were secured
by 5,221 shares of common stock of Inoteb SA, the Company's
wholly-owned French subsidiary (see Note 7). The noteholders had the
option to convert the notes at any time into a total of approximately
405,000 shares of common stock of the Company (which was equivalent
to a conversion rate of $.8576 per share). During the nine months
ended September 30, 2000, the outstanding principal balances were
paid in full and the Company has no further obligations in connection
with these notes payable. Interest on such borrowings totaled
approximately $6,500 and $22,000 in the nine months ended September
30, 2000 and 1999, respectively, and $11,000 in the three months
ended September 30, 1999.
F-7
<PAGE>
BIOCORAL, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note 5 - Long-term debt:
Long-term debt at September 30, 2000 and December 31, 1999 consisted
of the following:
<TABLE>
<CAPTION>
September December
30, 2000 31, 1999
--------- ---------
<S> <C> <C>
Term loans payable monthly in varying installments,
including interest at rates ranging from 7.75% to
8.06%, through December 2001 (A) $ 261,500 $ 310,500
Noninterest bearing advances initially scheduled
to be paid in monthly installments through
2002 (B) 254,400 307,400
8% callable convertible promissory notes pay-
able (C) 800,000 800,000
6% convertible promissory notes payable (D) 3,000,000
--------- ---------
4,315,900 1,417,900
Less current portion 425,800 431,800
--------- ---------
Long-term debt $3,890,100 $ 986,100
========== =========
</TABLE>
(A) The loans were secured by equipment with a net carrying
value of approximately $56,000 at September 30, 2000.
(B) The advances were made to Inoteb by ANVAR, an agency of the
French government that finances or subsidizes certain
"credible" research and development projects. If the
research does not result in a commercially feasible product
and certain other conditions are met, Inoteb will not have
to pay some or all of the advances. The Company did not
receive any material subsidies during the nine months ended
September 30, 2000 and 1999.
(C) The 8% callable convertible promissory notes payable (the
"8% Notes") are due on December 31, 2001 and are convertible
at any time at the holder's option at the rate of $3.50 per
share. Interest on the 8% Notes is payable annually, at the
Company's option, either in cash or shares of the Company's
common stock. The Company sold the 8% Notes to "accredited
investors" during 1998 through a private placement intended
to be exempt from registration pursuant to the provisions of
Regulation D of the Securities Act of 1933 (the "Act").
F-8
<PAGE>
BIOCORAL, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note 5 - Long-term debt (concluded):
(D) The 6% convertible promissory notes payable (the "6% Notes")
are due on December 31, 2002 and are convertible at any time
at the holder's option, subject to Company approval, at the
rate of $.045 per share. Interest on the 6% Notes is payable
annually, at the Company's option, either in cash or shares of
the Company's common stock. The Company sold 6% Notes in the
aggregate principal amount of $3,000,000 to "accredited
investors" during the period from January 1, 2000 to September
30, 2000 through a private placement intended to be exempt
from registration pursuant to the provisions of Regulation D
of the Act. Proceeds of $1,500,000 received effective as of
September 30, 2000 from the sale of 6% Notes were temporarily
restricted pursuant to agreements with the purchasers of the
notes and, accordingly, have been included in cash held in
escrow in the accompanying condensed consolidated balance
sheet as of that date. In addition, the sale of those 6% Notes
is not reflected in the accompanying condensed consolidated
statement of cash flows for the nine months ended September
30, 2000.
Principal payment requirements on long-term obligations in each of
the years subsequent to September 30, 2000 are as follows:
Year Ending
September 30, Amount
------------- ---------
2001 $ 425,800
2002 890,100
2003 3,000,000
Management of the Company believes that the term loans, the
noninterest bearing advances, the 8% Notes and the 6% Notes had
carrying values that approximated their fair values as of September
30, 2000 because the interest rates and other relevant terms of such
financial instruments were the equivalent of those that the Company
could have obtained for new loans as of that date.
Note 6 - Stock option plan:
As further explained in Note 8 in the 10-KSB, on May 4, 1992, the
Company adopted a stock option plan (the "Plan") pursuant to which
options to purchase an aggregate of up to 2,000,000 shares of common
stock may be issued. As of December 31, 1999, the Company had granted
options for the purchase of 800,000 shares of common stock at a
weighted average exercise price of $.125 per share. No options were
granted, exercised or cancelled during the nine months ended
September 30, 2000.
F-9
<PAGE>
BIOCORAL, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note 7 - Segment and geographic information:
Pursuant to the provisions of Statement of Financial Accounting
Standards No. 131, "Disclosures about Segments of an Enterprise and
Related Information" ("SFAS 131"), the Company is reporting segment
information in the same format reviewed by the Company's management
(the "management approach"). The Company operates principally in one
industry segment which includes the development, manufacture and sale
of biomedical materials used in medical products. The Company
conducts operations outside of the United States, principally in
France.
Information about the Company's operations in different geographic
locations for the nine months ended September 30, 2000 and 1999 is
shown below:
United
States France Other Consolidated
--------- --------- --------- -----------
2000
----
Revenues:
Net sales $ 260,100 $ 260,100
Other income $ 15,003 38,466 53,469
--------- --------- -----------
Totals $ 15,003 $ 298,566 $ 313,569
========= ========= ===========
Net loss $(428,154) $(291,161) $ -- $ (719,315)
========= ========= ========= ===========
1999
----
Revenues:
Net sales $ 270,600 $ 270,600
Other income $ 21,764 34,629 56,393
--------- --------- -----------
Totals $ 21,764 $ 305,229 $ 326,993
========= ========= ===========
Net loss $(549,422) $(461,100) $ (7,072) $(1,017,594)
========= ========= ========= ===========
The Company had total assets of $3,257,297 as of September 30, 2000,
of which $2,486,654, $652,900 and $117,743 represented the total
assets of the Company's operations in the United States, France and
other locations, respectively.
* * *
F-10
<PAGE>
PART II
Item 1. Legal Proceedings. None
Item 2. Changes in Securities. There are no reportable events relating to this
item.
Item 3. Defaults Upon Senior Securities. None.
Item 4. Submission of Matters to a Vote of Security Holders. There are no
reportable events relating to this item.
Item 5. Other Information. There are no reportable events relating to this item.
Item 6. Exhibits and Reports on Form 8-K.
(A) Not applicable.
(B) None.
<PAGE>
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 hereunto duly authorized.
BIOCORAL, INC.
Date: November 10, 2000 /s/ Nasser Nassiri
------------------
Nasser Nassiri, Chairman
