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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported) May 13, 1997
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CLINICOR, INC.
(Exact Name of Registrant as Specified in Charter)
Commission File No. 0-21721
NEVADA 88-0309093
(State or Other Jurisidiction (I.R.S. Employer
of Incorporation) Identification No.)
1717 WEST SIXTH STREET, SUITE 400, AUSTIN, TEXAS 78703
(Address of Principal Executive Offices) (Zip Code)
(512) 344-3300
(Registrant's Telephone Number, Including Area Code)
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ITEM 5. OTHER EVENTS
On May 13, 1997, the registrant issued a press release, a copy of which is
filed as an exhibit to this report.
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 hereunto duly authorized.
CLINICOR, INC.
Date May 16, 1997 By /s/ James W. Clark, Jr.
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James W. Clark, Jr.
Vice President of Finance,
Treasurer and Chief Financial
Officer
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Exhibit 99
[Clinicor, Inc. Letterhead]
News Announcement
CONTACT:
Thomas P. O'Donnell David C. Collins
President Jaffoni & Collins
512/344-3357 Incorporated
212/505-3015 or
[email protected]
FOR IMMEDIATE RELEASE
CLINICOR ELECTS BOARD OF DIRECTORS, PREVIEWS FIRST QUARTER RESULTS, NAMES JAMES
W. CLARK AS CFO
Austin, TX (May 13, 1997) -- Clinicor, Inc. (OTCBB: CLCR) announced, at its
annual shareholders' meeting held here today, that a slate of five directors had
been elected to the Company's Board of Directors. Additionally, Price
Waterhouse LLP was ratified as the Company's auditors for the year ending
December 31, 1997. Clinicor also announced that James W. Clark, Jr., CPA, 45,
has been named Chief Financial Officer of the Company, effective immediately.
At the shareholders meeting Clinicor management previewed its first quarter
results, highlighting the continued growth of its revenue and backlog. Gross
revenues for the first quarter ended March 31, 1997 are expected to increase to
approximately $2.5 million, compared to $855,000 in the comparable year-ago
period, a 192% increase. The net loss applicable to common stock, after giving
effect to preferred stock dividends, is expected to be approximately $600,000,
or approximately $0.15 per share, compared to a net loss applicable to common
stock of $75,000, or $0.02 per share, in the year-ago first quarter. The
increase in the net loss applicable to common stock is largely due to increased
SG&A expenses related to the expansion of Clinicor's professional and
administrative staff and infrastructure, in support of its growing backlog, and
its sales and marketing effort. This increase more than offset a modest
increase in gross profit margins.
The Company also announced it is currently seeking additional equity capital and
bank financing to fund its growing base of contract activity and increased sales
and marketing efforts. In that connection, Clinicor also reported that it has
withdrawn its November 1996 application for listing on the Nasdaq SmallCap
Market and that it intends to re-apply for listing on the SmallCap Market
following completion of the proposed financing.
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Jim Clark joins Clinicor from Bay Resources, Inc., a Florida-based computer
leasing and consulting firm, where he served as Vice President of Finance,
Treasurer and Chief Financial Officer. While at Bay Resources, Mr. Clark oversaw
all of the Company's financial management, credit line development, leasing and
debt financing activities. Mr. Clark also developed the business plan that
enabled the Company to grow revenues from $12 million to $85 million over his
eight year tenure.
Prior to joining Bay Resources, Mr. Clark was a management consultant providing
merchant banking services and initiating venture capital investments on behalf
of medium-sized Florida companies. From 1979 to 1985, Mr. Clark served first as
Chief Financial Officer and then as a consultant to Crime Control, Inc., an
Indiana-based home security alarm and services firm. Mr. Clark oversaw a 15-fold
increase in Crime Control's revenues and its 1982 initial public offering. As
CFO, Mr. Clark managed the Company's accounting and tax departments, its
management information systems, its merger and acquisition program and its
investor relations function, and later oversaw two additional offerings of
common stock. Mr. Clark began his career at the Indianapolis, Indiana offices of
Ernst & Young, having received a Bachelor of Arts degree from Butler University.
He is a Certified Public Accountant.
Mr. O'Donnell commented, "We are extremely pleased with our operating progress
and the appointment of Jim Clark as CFO. Jim brings to Clinicor a valuable skill
set, a broad base of experience and most importantly, a successful track record
of helping fast growing companies to manage their growth and increase
profitability. His financial management skills, public company experience,
history of successful business plan execution, and ability to build long-term
banking and finance relationships are of tremendous value to Clinicor as we seek
to expand our market share in the CRO industry."
Clinicor, Inc., an Austin, Texas-based contract research organization (CRO),
provides Phase I through Phase IV clinical trials management, including patient
recruitment, monitoring, data management services and regulatory consultation,
to the pharmaceutical, biotechnology and medical device industries. Clinicor
differentiates itself through a unique operating model that emphasizes its
specialized patient recruitment, patient management and study monitoring
capabilities. Clinicor's approach accelerates the recruitment of suitable
patient populations and enhances the accuracy of clinical data, resulting in
high caliber clinical trial services offering significant value to the sponsor.
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The forward-looking statements in this press release involve risks and
uncertainties, including, but not limited to, quarterly fluctuations in results,
the timing and performance of contracts, the management of growth, and other
risks. Actual results may differ materially from management expectations.
Detailed information concerning factors that could cause actual results to
differ materially from management's expectations is available in the
"Management's Discussion and Analysis" portion of the Company's recent report on
Form 10-KSB for the year ended December 31, 1996.
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