SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(Mark One)
|X| QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2000
OR
|_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 For the transition period from ____ to ____
Commission File Number: 1-11765
MEDJET INC.
(Exact name of Small Business Issuer as Specified in its Charter)
DELAWARE 22-3283541
(State or Other Jurisdiction (I.R.S. Employer Identification No.)
of Incorporation or Organization)
1090 KING GEORGES POST ROAD, SUITE 301
EDISON, NEW JERSEY 08837
(Address of Principal Executive Offices)
(732) 738-3990
(Registrant's Telephone Number, Including Area Code)
(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 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 |_|
As of May 8, 2000, 3,901,431 shares of Common Stock, par value $.001
per share, were outstanding.
Transitional Small Business Disclosure Format: Yes |_| No |X|
<PAGE>
MEDJET INC.
(A Development Stage Company)
Condensed Interim Balance Sheet
March 31, 2000
(Unaudited)
<TABLE>
<S> <C>
ASSETS
Current Assets:
Cash and cash equivalents $ 658,714
Prepaid expenses 61,815
--------------
Total Current Assets 720,529
--------------
Property and Equipment - less accumulated depreciation of $334,915 100,331
Patents and Trademarks - less accumulated amortization of $32,532 203,812
Deferred tax asset 267,063
Security deposits 4,837
--------------
Total Assets $ 1,296,572
==============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts payable and accrued liabilities $ 224,022
Deferred revenues 175,000
Notes payable - Officer 150,000
--------------
Total Liabilities 549,022
--------------
Stockholders' Equity:
Common stock, $.001 par value, 30,000,000 shares authorized,
3,935,220 shares issued and 3,901,431 shares outstanding 3,935
Preferred stock, $.01 par value, 1,000,000 shares authorized, 10,400
shares designated as Series B Convertible Preferred
issued and outstanding 104
Additional paid-in capital 7,365,932
Accumulated deficit (including deficit accumulated during development
stage of $8,125,391 of which $1,556,204 was applied to additional
paid-in capital upon conversion from an "S" to a "C" corporation) (6,620,721)
Less: Treasury stock, 33,789 shares, at cost (1,700)
--------------
Total Stockholders' Equity 747,550
--------------
Total Liabilities and Stockholders' Equity $ 1,296,572
==============
</TABLE>
See notes to the condensed interim financial statements.
<PAGE>
MEDJET INC.
(A Development Stage Company)
Condensed Interim Statements of Operations
For The Three Months Ended March 31, 2000 and 1999
And The Period From December 16, 1993 (Date of Inception), to March 31, 2000
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Period from
March 31, December 16,
------------------------------ 1993 (Inception) to
2000 1999 March 31, 2000
-------------- ------------- ---------------------
<S> <C> <C> <C>
Revenues:
License fee income $ - $ 120,000 $ 675,000
-------------- ------------- ---------------------
Total revenues - 120,000 675,000
-------------- ------------- ---------------------
Expenses:
Research, development,
general and administrative 350,716 340,255 9,668,924
-------------- ------------- ---------------------
Total expenses 350,716 340,255 9,668,924
-------------- ------------- ---------------------
Loss from Operations (350,716) (220,255) (8,993,924)
Other Income (Expense):
Net interest income 10,992 2,592 275,574
-------------- ------------- ---------------------
Loss Before Income Tax (339,724) (217,663) (8,718,350)
Income tax - - (592,959)
-------------- ------------- ---------------------
Net Loss (339,724) (217,663) (8,125,391)
Dividends on Preferred Stock - - 184,923
-------------- ------------- ---------------------
Net Loss Attributable to
Common Shareholders $ (339,724) $ (217,663) $ (8,310,314)
============== ============= =====================
Net Loss Per Share $ (0.09) $ (0.06) $ (2.61)
============== ============= =====================
Weighted average common
shares outstanding 3,901,431 3,881,158 3,189,565
============== ============= =====================
</TABLE>
See notes to the condensed interim financial statements.
<PAGE>
MEDJET INC.
(A Development Stage Company)
Condensed Interim Statements of Cash Flows
For The Three Months Ended March 31, 2000 and 1999
And The Period From December 16, 1993 (Date of Inception), to March 31, 2000
(Unaudited)
<TABLE>
<CAPTION>
For the Three Months Ended Period from
March 31, December 16,
----------------------------------- 1993 (Inception) to
2000 1999 March 31, 2000
---------------- ---------------- --------------------
<S> <C> <C> <C>
Cash Flows from Operating Activities $ (311,266) $ (115,777) $ (7,610,626)
Cash Flows from Investing Activities (43,769) (8,486) (753,594)
Cash Flows from Financing Activities (50,000) - 9,022,934
---------------- ---------------- --------------------
Net Increase (Decrease) in Cash and Cash Equivalents (405,035) (124,263) 658,714
Cash and Cash Equivalents - Beginning of Period 1,063,749 343,594 -
---------------- ---------------- --------------------
Cash and Cash Equivalents - End of Period $ 658,714 $ 219,331 $ 658,714
================ ================ ====================
Supplemental Disclosures of Cash Flow Information:
Cash Paid for:
Income taxes $ - $ - $ 600
================ ================ ====================
Interest expense $ 3,811 $ 150 $ 29,296
================ ================ ====================
</TABLE>
See notes to the condensed interim financial statements.
<PAGE>
NOTES TO THE
CONDENSED INTERIM FINANCIAL STATEMENTS
NOTE A - NATURE OF ORGANIZATION AND BASIS OF PRESENTATION:
(1) Nature of Organization:
Medjet Inc. (the "Company") was incorporated in the State
of Delaware on December 16, 1993, and is in the development
stage. The Company is engaged in research and development of
medical technology, with a current emphasis on ophthalmic
surgical technology and equipment.
(2) Basis of Presentation:
The Condensed Interim Financial Statements included herein
have been prepared by the Company, without audit, pursuant to
the rules and regulations of the Securities and Exchange
Commission. Certain information and footnote disclosures
normally included in financial statements prepared in
accordance with generally accepted accounting principles have
been condensed or omitted as permitted by such rules and
regulations.
The Condensed Interim Financial Statements included herein
reflect, in the opinion of management, all adjustments
(consisting only of normal recurring adjustments) necessary to
present fairly the results for the interim periods. The
results of operations for the three months ended March 31,
2000 are not necessarily indicative of results to be expected
for the entire year ending December 31, 2000.
NOTE B - NET LOSS PER SHARE:
Net loss per share, in accordance with the provisions of
Financial Accounting Standards No. 128, "Earnings Per Share,"
is computed by dividing net loss by the weighted average
number of shares of Common Stock outstanding during the
period. Common Stock equivalents have not been included in
this computation as the effect would be anti-dilutive.
NOTE C - LICENSE AGREEMENT:
In July 1998, the Company entered into an agreement with
Nestle S.A. ("Nestle") granting Nestle and its wholly owned
subsidiary, Alcon Laboratories, Inc. ("Alcon"), an exclusive,
worldwide license for the use of the Company's proprietary
microjet technology for corneal refractive surgery. Under the
terms of the agreement, Alcon was to make a best
<PAGE>
effort to obtain regulatory clearance or approval,
manufacture, promote and market certain refractive microjet
devices and consumables developed by the Company.
Among other things, the agreement provided for future payments
based on the attainment of certain milestones, minimum royalty
payments starting in the year 2000, royalties upon sales by
Alcon of the Company's products and payments to the Company to
cover the cost of the transfer to Alcon of the Company's
technology, some of which payments were to be credited against
future royalties owed to the Company. The Agreement was
terminable on three months' notice and, on December 13, 1999,
the Company received notice of Alcon's termination of the
Agreement. Alcon offered no reason for the termination.
Item 2. MANAGEMENT'S DISCUSSION AND
ANALYSIS OR PLAN OF OPERATION
This Quarterly Report on Form 10-QSB, including any documents that are
incorporated by reference, contains forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended. Generally, such
statements are indicated by words or phrases such as "anticipate," "expect,"
"intend," "management believes" and similar words and phrases. Such statements
are based on the Company's current expectations and are subject to risks,
uncertainties and assumptions. Certain of these risks are described or referred
to below or in the introduction to Part I of the Company's Annual Report on Form
10-KSB for the fiscal year ended December 31, 1999, on file with the Securities
and Exchange Commission, and are incorporated herein by this reference. Should
one or more of these risks or uncertainties materialize, or should underlying
assumptions prove incorrect, actual results may vary materially from those
anticipated, expected, intended or believed.
GENERAL
The Company is engaged in research and development for manufacture of medical
technology, with a current emphasis on ophthalmic surgical technology and
equipment, and has developed a proprietary technology and derivative devices for
corneal surgery based on microjets. The Company expects, during the remainder of
2000, assuming the appropriate regulatory clearances are obtained, to continue
its research and development activities, focusing principally on ophthalmic
surgical technology and equipment, and to offer for sale its first microjet
microkeratome product. It also expects to commence early exploratory work on
dental applications of microjet technology. The Company is a development stage
company.
<PAGE>
RESULTS OF OPERATIONS
The Company has not yet initiated sales of its products and, consequently, had
no sales revenues during the three months ended March 31, 2000.
Total expenses during the three months ended March 31, 2000 increased by $10,461
(3.01%) to $350,716 from $340,255 for the comparable period of 1999. This was
primarily due to an increase in legal fees, primarily related to the NJIT
litigation (see "Legal Proceedings"), offset in part by staff reductions (to six
full-time employees and one part-time employee from nine full-time employees and
one part-time employee) as the Company continued to curtail certain operational
activities in order to husband and stretch its existing capital. See "Liquidity
and Capital Resources" below. Expenses were also higher during the 1999 period
due to increased purchases for materials, testing and analysis and other higher
costs associated with the higher level of activity.
Other income/expense consists of interest income, interest expense and finance
charges. Net interest income for the three months ended March 31, 2000 increased
by $8,400 to $10,992 from $2,592 for the comparable period of 1999. This
increase resulted principally from income earned on the Company's short-term
investments, which were higher in the 2000 period, reflecting the funds received
through the Company's issuance of preferred stock and the sale of its New Jersey
State tax credits. See "Liquidity and Capital Resources" below.
LIQUIDITY AND CAPITAL RESOURCES
As of March 31, 2000, the Company's working capital was $171,507.
Throughout the second half of 1998 and into 1999, the Company sought additional
capital to finance its 1999 and 2000 business plans. Pending obtaining
additional financing, the Company made the decision to curtail several
operational activities as well as to downsize its employee base in order to
husband and stretch its existing capital to the next financing. In October and
November 1998, the Company dismissed 9 of its 19 employees and also
significantly reduced the salary of the management group, in some cases by up to
50%. The specific goal was to reduce the Company's monthly expenditures by 60%,
to approximately $100,000.
In December 1999, the Company commenced a private placement of its Series B
Convertible Preferred Stock at a price of $125 per share. The Preferred is
convertible into 100 shares of Common Stock for each share of Preferred, subject
to adjustment for any stock splits, stock dividends, recapitalizations,
reclassifications and similar events. At the closing for this private placement,
held on December 6, 1999, the Company sold and issued 16,000 shares of Preferred
for an aggregate price of $2,000,000. In addition, the investors received 1.6
million five-year warrants to purchase Common Stock, each at an exercise price
of $3.50 per share. The Company also entered into an investment banking
agreement with a New York firm affiliated with certain of the investors, and
issued the firm 500,000 warrants with the same terms.
<PAGE>
On January 28, 2000, the Company returned $700,000 of the $2,000,000 aggregate
price received from the sale of the Series B Preferred. It was the Company's
understanding that the original investment was made based, in part, on the
Company's Agreement with Alcon which, as previously mentioned in this report,
was unexpectedly terminated by Alcon on December 13, 1999. In light of the
termination of the Agreement soon after the Series B Preferred closing, the
Company and the investors reevaluated the assumptions on which the original
investment was made and determined that the return of a portion of the original
investment would resolve any possible disputes arising from the termination. The
return of funds was made pursuant to an agreement, dated January 28, 2000, under
which the Company received a return of a proportionate number of the Series B
Preferred and Series B Warrants issued in the private placement. In connection
with this agreement, the investment banking agreement entered into by the
Company at the time of the original investment also was cancelled.
In January 1998, the State of New Jersey enacted legislation allowing emerging
technology and/or biotechnology companies to sell their unused New Jersey Net
Operating Loss ("NOL") Carryover and Research and Development Tax Credits ("R&D
Credits") to corporate taxpayers in New Jersey. During 1999, the Company entered
into an agreement under which it retained a third party broker to identify a
buyer for the Company's NOL Carryover and R&D Credits. The total anticipated net
proceeds of this transaction ($594,209) were recorded as a non-current deferred
tax asset in the accompanying financial statements. Due to limitations placed by
the State of New Jersey on the total amount of NOL Carryover and R&D Credits
eligible to be sold in any one year, the sale of only a portion of the Company's
NOL Carryover and R&D Credits ($327,000) was completed in 1999. The receipt of
these funds, on December 16, 1999, was recorded as a reduction to the
non-current deferred tax asset in the accompanying financial statements. The
sale of the remaining balance of the Company's NOL Carryover and R&D Credits is
anticipated by the end of the third quarter of 2000. There can be no assurances,
however, that this proposed sale will occur. To the extent that the NOL
Carryover and R&D Credits are sold, they will be unavailable to the Company to
offset future New Jersey state taxes.
During March 1999, Dr. Gordon agreed to make available to the Company a loan of
up to $250,000. Under the terms of this agreement, the Company issued to Dr.
Gordon warrants to purchase up to 50,000 shares of the Company's Common Stock
and agreed to pay a market interest rate on amounts borrowed. During 1999,
amounts advanced under this agreement totaled $250,000. At December 31, 1999,
$100,000 of this amount, plus accrued interest, had been repaid.
The Company anticipates that its cash on hand, plus the loan available from Dr.
Gordon and the sale of its New Jersey State NOL Carryover and R&D Credits, will
be sufficient to meet the Company's 2000 working capital and planned capital
expenditure requirements. If, however, the Company incurs unexpected expenses,
or if the remaining New Jersey NOL Carryover and R&D Credits are not sold as
anticipated, the Company may require additional financing prior to the end of
2000 in order to maintain its current
<PAGE>
operations. The Company currently has no commitment or arrangement for any
capital, and there can be no assurance whether or on what terms it will be able
to obtain any needed capital. If additional financing is not available, the
Company would be materially adversely affected and be required to further
curtail or cease altogether its current operations.
During 2000, the Company intends to seek additional funding in order to
accelerate its product development efforts and augment its working capital.
ADDITIONAL FACTORS THAT MAY AFFECT FUTURE RESULTS
The Company has been in the development stage and has not sold any products. To
date, the Company's research and development activities on vision correction
have been limited to constructing and testing experimental versions of
microkeratomes for eye surgery and conducting a limited number of feasibility
studies using enuleated porcine, rabbit and human cadaver eyes and live rabbits
to prove that the beam of water can smoothly incise and shape the anterior
surface of the cornea and that the cornea will heal properly after the surgery.
Human blind eye trials are anticipated to begin in the third quarter of 2000.
Assuming success in these trials, the Company plans to introduce a microkeratome
product later this year.
The Company is currently in discussions regarding a contract to supply, for
non-ophthalmic uses on an OEM basis, its Hydrobrush(TM) Keratome, which was
cleared for marketing by the U.S. Food and Drug Administration ("FDA") in 1998.
In July 1998, the Company entered into an agreement with Nestle S.A. ("Nestle")
pursuant to which the Company granted Nestle and its wholly owned subsidiary,
Alcon Laboratories, Inc. ("Alcon"), an exclusive, worldwide license for the use
of the Company's proprietary microjet technology for corneal refractive surgery.
Under the terms of the license agreement ("Agreement"), Alcon was to make a best
effort to register, manufacture, promote and market refractive microjet devices
and consumables developed by the Company. Among other things, the Agreement
provided for future payments based on the attainment of certain milestones,
minimum royalty payments starting in the year 2000, royalties upon sales by
Alcon of the Company's products and payments to the Company to cover the cost of
the transfer to Alcon of the Company's technology, some of which payments were
to be credited against future royalties owed to the Company. The Agreement was
terminable on three months' notice and, on December 13, 1999, the Company
received notice of Alcon's termination of the Agreement. Alcon offered no reason
for the termination.
The Company had budgeted a minimum annual royalty payment from Nestle of
$500,000 for the year 2000. Since Nestle has advised the Company that, based on
its interpretation of the Agreement, no royalty is due, the Company plans to
seek legal recourse against Nestle.
<PAGE>
The Company currently is assessing its plans for ophthalmologic applications for
its microjet technology in light of the termination of the Alcon agreement.
Although the Company currently intends to undertake the manufacture and
marketing of its microjet products on a limited scale, it continues to have
discussions with several potential strategic partners and is investigating other
possible arrangements for larger-scale manufacturing, marketing and
distribution. These discussions are in the early stages, and no formal
understanding or agreement has been reached with any potential strategic
partner. The Company's objective in entering into any such arrangements would be
to obtain adequate funding to support development of other products, in addition
to their manufacture, promotion and marketing. In such event, the Company would
be subject to the risks and uncertainties described under "Additional Factors
That May Affect Future Results - No Manufacturing Experience; Dependence on
Third Parties," in the Company's Annual Report on Form 10-KSB, which information
is incorporated herein by reference.
The Company has filed a patent application and is evaluating the potential use
of water jets for treatment of dental caries. Initial feasibility tests have
been promising and the Company believes this development program may yield a
product with significant market potential.
The Company's dependence on third parties for the manufacture of its products
may adversely affect the Company's profit margins and its ability to develop and
deliver such products on a timely basis. Moreover, there can be no assurance
that such third parties will perform adequately, and any failures by third
parties may delay the submission of products for regulatory approval, impair the
Company's ability to deliver products on a timely basis, or otherwise impair the
Company's competitive position and any such failure could have a material
adverse effect on the Company.
If the Company does not enter into license or distribution arrangements with
respect to its products, it may undertake the marketing and sale of its own
products. In such event, the Company intends to market and sell its products in
the United States and certain foreign countries, if and when regulatory approval
is obtained, through a direct sales force or a combination of a direct sales
force and distributors. The Company currently has no marketing organization and
has never sold a product. Establishing sufficient marketing and sales
capabilities will require significant resources. There can be no assurance that
the Company will be able to recruit and retain skilled sales management, direct
salespersons or distributors, or that the Company's marketing or sales efforts
will be successful. To the extent that the Company enters into distribution
arrangements for the sale of its products, the Company will be dependent on the
efforts of third parties. There can be no assurance that such efforts will be
successful.
OTHER MATTERS
The Year 2000 problem has not to date had a material impact on the Company's
operations, and the Company believes that the Year 2000 problem will not have a
<PAGE>
significant impact on the Company's future operations. Costs incurred to insure
that the Company's systems are Year 2000 compliant have to date not been, and
are not expected to be, material to the Company's results of operations,
financial position or cash flows, and no Year 2000 problems have been
encountered by the Company's systems to date.
PART II - OTHER INFORMATION
Item 1. LEGAL PROCEEDINGS
New Jersey Institute of Technology
On April 21, 1998, the Company was served with a complaint by the New Jersey
Institute of Technology ("NJIT") commencing a lawsuit in the United States
District Court for the District of New Jersey ("U.S. District Court"). Each of
the Company, Eugene I. Gordon, Ph.D. (the Company's Chairman and Chief Executive
Officer), a former employee of the Company, certain patent law firms and an
individual patent attorney were named as defendants. The complaint alleged that
the defendants, with deceptive intent, failed to name an NJIT professor and/or
NJIT research associate as a co-inventor on the Company's U.S. Patent No.
5,556,406 on the "Lamellar Surgical Device and Procedure" (the "Patent") and
breached fiduciary duties and contractual obligations owed to NJIT. The
complaint sought monetary damages from the Company and an order directing that
the Company's Patent (and corresponding foreign patents and patent applications)
be assigned and transferred to NJIT. It further sought an order that NJIT has
not infringed any claims of such Patent and a declaratory judgment that all of
the Company's claims under such Patent are invalid and unenforceable against
NJIT.
NJIT had submitted a patent application relating to a different refractive
corrective procedure based on the use of an isotonic water jet to the U.S.
Patent and Trademark Office. That patent and a related divisional patent have
recently issued. The three inventors of the subject of such patent application,
one of which was Dr. Gordon, had assigned such patent application to NJIT as
part of a dispute settlement in which NJIT agreed to grant an exclusive license
to the Company of the patent rights under such patent application. That license
was terminated by the Company based on its evaluation of the patent potential.
In its U.S. District Court pleas, NJIT claims that the Company's Patent emanates
from the earlier invention. Prior to being served with the complaint by NJIT,
the Company and Dr. Gordon filed a complaint, on March 27, 1998, against NJIT in
the Superior Court of the State of New Jersey, Middlesex County ("State Court"),
seeking a declaratory judgment that NJIT had no ownership or other interest in
the rights to the Company's Patent and seeking payment for damages. NJIT removed
the Company's lawsuit to the U.S. District Court, seeking to have it
consolidated with its lawsuit. The Company moved to have its suit remanded to
the State Court and to have the NJIT lawsuit dismissed on the grounds that the
federal court lacked jurisdiction over either action.
<PAGE>
During October 1998, the lawsuit brought in U.S. District Court by NJIT was
dismissed on jurisdictional grounds. In addition, the U.S. District Court also
held that NJIT improperly removed the Company's state court action and ordered
that action remanded to the state court. NJIT appealed the remand action and
appealed the dismissal of its lawsuit brought in U.S. District Court. These
appeals have been dismissed. On April 26, 1999, NJIT commenced a second action
in U.S. District Court. NJIT alleged that the defendants failed to name a NJIT
professor and/or a NJIT research associate as co-inventors of the Patent and
breached fiduciary duties and contractual obligations owed to NJIT. As in the
first federal court action, NJIT sought monetary damages, an order directing
that the Company's Patent, foreign patents and patent applications be assigned
and transferred to NJIT, a declaratory judgment that all of the claims of the
Company's Patent are invalid and unenforceable against NJIT and an order
amending the named inventors of the Company's Patent to include the NJIT
professor and/or the NJIT research associate. Briefing to the federal court on
the motion to dismiss the action against the Company, Dr. Gordon and the former
employee of the Company is complete. No date for a ruling has been set.
With respect to the Company's lawsuit against NJIT, NJIT has asserted similar
counterclaims and/or third party claims against each of the Company, Dr. Gordon,
a former patent attorney for the Company, a former employee of the Company and
certain patent law firms. A Summary Judgement in favor of the law firms has
already issued. The discovery phase has now been completed. Based on the
evidence, the Company is virtually certain that it's Patent is valid and
enforceable and that the Company has substantial and valid defenses to each of
NJIT's counterclaims. The Company has recently filed a Motion for Summary
Judgement on the basis that NJIT has presented absolutely no evidence or
testimony that support its claims. A hearing has been scheduled during May 2000.
The Company believes that an unfavorable outcome is highly unlikely, and
therefore no amounts have been accrued with respect to this lawsuit.
Other
On April 16, 1999, the Company was served with a complaint commencing a lawsuit
in the United States District Court for the District of New Jersey by Robert G.
Donovan, a former officer and director, seeking payment of $129,500 for services
alleged to have been performed by Mr. Donovan as a temporary Co-President for
the Company. A compensation package approved by the Company's Board of Directors
and offered by the Company previously had been rejected by Mr. Donovan. Since
Mr. Donovan has so far been unable to name or document services performed for
the Company as Co-President, the Company believes the probability of a
significant unfavorable outcome is remote. This matter is currently in the
preliminary stages and no prediction can be made of the ultimate outcome.
Item 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
None
<PAGE>
Item 3. DEFAULTS UPON SENIOR SECURITIES
None
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None
Item 5. OTHER INFORMATION
None
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
11 Statement regarding computation of per share earnings
27 Financial Data Schedule
(b) Reports on 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.
Dated: May 11, 2000 MEDJET INC.
/s/ Eugene I. Gordon
---------------------------
Eugene I. Gordon, Ph.D.
Chairman of the Board and
Chief Executive Officer
/s/ Thomas M. Handschiegel
---------------------------
Thomas M. Handschiegel
Vice President - Finance
and Human Resources
(Principal financial and
accounting officer)
<PAGE>
INDEX TO EXHIBITS
EXHIBIT NO. DESCRIPTION
11 Statement regarding computation of per share earnings
27 Financial Data Schedule
Exhibit 11
COMPUTATION OF NET LOSS PER SHARE
<TABLE>
<CAPTION>
Three Months Ended March 31,
----------------------------
2000 1999
---- ----
<S> <C> <C>
NET LOSS PER SHARE
Loss from Operations applicable to Common Stock $ (339,724) $ (217,663)
Weighted Average Common Shares Outstanding 3,901,431 3,881,158
----------- -----------
Net Loss Per Share $ (0.09) $ (0.06)
=========== ===========
NET LOSS PER SHARE - ASSUMING DILUTION
Loss from Operations applicable to Common Stock $ (339,724) $ (217,663)
=========== ===========
Weighted Average Common Shares Outstanding 3,901,431 3,881,158
Add: (A) Assumed Conversion of Preferred Stock 1,040,000 -
(B) Assumed Exercise of Stock Options 53,089 3,812
(C) Assumed Exercise of Warrants 9,016 -
Weighted Average Common Shares ----------- -----------
Outstanding - Assuming Dilution 5,003,536 3,884,970
=========== ===========
Net Loss Per Share - Assuming Dilution $ (0.07) $ (0.06)
=========== ===========
</TABLE>
NOTE:
The calculation for Net Loss Per Common Share - Assuming Dilution is submitted
in accordance with Securities Exchange Act of 1934 Release No. 9083 although not
required by Financial Accounting Standards Board No. 128 "Earnings Per Share"
("FASB 128") since the results are anti-dilutive.
(A) - For the dilutive options (i.e., the average market price is greater than
the exercise price), assume that options are exercised and proceeds realized as
indicated below. Next, using the treasury stock method with the average market
price per share during each period and the total shares assumed to be reacquired
as of the beginning of each period, the additional shares included as
outstanding are indicated below.
<TABLE>
<CAPTION>
Three Months Ended March 31,
----------------------------
2000 1999
---- ----
<S> <C> <C>
Options assumed exercised 207,550 97,050
Proceeds assumed realized $188,443 $95,103
Shares assumed reacquired:
- During 2000 ($188,443/$1.22) 154,461
- During 1999 ($95,103/$1.02) 93,238
Net additional shares assumed outstanding 53,089 3,812
</TABLE>
<PAGE>
(B) - For the dilutive warrants (i.e., the average market price is greater than
the exercise price), assume that warrants are exercised and proceeds realized as
indicated below. Next, using the treasury stock method with the average market
price per share during each period and the total shares assumed to be reacquired
as of the beginning of each period, the additional shares included as
outstanding are indicated below.
<TABLE>
<CAPTION>
Three Months Ended March 31,
----------------------------
2000 1999
---- ----
<S> <C>
Warrants assumed exercised 50,000 -
Proceeds assumed realized $50,000 -
Shares assumed reacquired:
- During 2000 ($50,000/$1.22) 43,931
- During 1999 ($-0-/$1.02) -
Net additional shares assumed outstanding 9,016 -
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the March
31, 2000 (unaudited) financial statements of Medjet Inc. and is qualified in its
entirety by reference to such financial statements.
</LEGEND>
<RESTATED>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 658,714
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 720,529
<PP&E> 435,246
<DEPRECIATION> 334,915
<TOTAL-ASSETS> 1,296,572
<CURRENT-LIABILITIES> 549,022
<BONDS> 0
0
104
<COMMON> 3,935
<OTHER-SE> 110,908
<TOTAL-LIABILITY-AND-EQUITY> 1,296,572
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 350,716
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 3,288
<INCOME-PRETAX> (339,724)
<INCOME-TAX> 0
<INCOME-CONTINUING> (339,724)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (339,724)
<EPS-BASIC> (.09)
<EPS-DILUTED> (.07)
</TABLE>
