<PAGE>
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[x] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
For the quarterly period ended June 30, 1996
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from __________ to __________
Commission file number 0-26534
VION PHARMACEUTICALS, INC.
(Exact Name of Small Business Issuer as Specified in Its Charter)
Delaware 13-3671221
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
4 Science Park, New Haven, CT 06511
(Address of Principal Executive Offices)
(203) 498-4210
(Issuer'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 ____
The number of shares outstanding of the issuer's sole class of common
equity, as of June 30, 1996 is: 7,554,206 shares of common stock, $.01 par value
Transitional Small Business Disclosure Format (check one):
Yes ____ No X
<PAGE>
PART 1 - FINANCIAL INFORMATION
Item 1. Financial Statements
VION PHARMACEUTICALS, INC. (Formerly OncoRx, Inc.)
(A Development Stage Enterprise)
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
June 30, December 31,
1996 1995
------------------------------
(Unaudited)
<S> <C> <C>
ASSETS
Current Assets:
Cash and cash equivalents $ 4,370,886 $ 2,350,933
Short-term investments 8,204,367 2,291,108
Other current assets 2,150 18,825
------------ ------------
Total Current Assets 12,577,403 4,660,866
Net Property And Equipment 478,791 335,871
Other Assets:
Security deposits 39,524 50,658
Research contracts prepayments 416,945 416,945
------------ ------------
456,469 467,603
------------ ------------
Total Assets $ 13,512,663 $ 5,464,340
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Obligation under capital lease - current $ 17,036 $ 15,272
Accounts payable and accrued expenses 568,418 309,073
------------ ------------
Total Current Liabilities 585,454 324,345
Obligation under capital lease - long term 67,571 76,763
Common stock subject to put option 0 100,000
------------ ------------
Total Liabilities 653,025 501,108
Stockholders' Equity:
Preferred stock, $0.01 par value, authorized - 5,000,000 shares
Issued and outstanding - 1996-1,250,000 shares; 1995-None 12,500 0
Common stock, $0.01 par value, authorized - 20,000,000 shares
Issued and outstanding - 1996-7,554,206; 1995-7,530,288 75,541 75,302
shares
Additional paid-in capital 26,591,878 14,913,435
Accumulated deficit during the development stage (13,820,281) (10,025,505)
------------ ------------
Total Stockholders' Equity 12,859,638 4,963,232
------------ ------------
Total Liabilities and Stockholders' Equity $ 13,512,663 $ 5,464,340
============ ============
</TABLE>
The accompanying notes are an integral part of the financial statements.
Page 2
<PAGE>
VION PHARMACEUTICALS, INC. (Formerly OncoRx, Inc.)
(A Development Stage Enterprise)
CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
For The Period
Three Months Ended June 30, Six Months Ended June 30, From May 1, 1994
---------------------------- ---------------------------- (Inception) through
1996 1995 1996 1995 June 30, 1996
------------ ------------ ------------ ------------ -------------
(Unaudited) (Unaudited) (Unaudited)
<S> <C> <C> <C> <C> <C>
Operating Expenses:
Research and development $ 1,423,736 $ 706,276 $ 3,045,947 $ 746,776 $ 6,179,147
General and administrative 458,408 251,983 886,139 841,621 2,771,458
Purchased research and development 0 4,481,405 0 4,481,405 4,481,405
Amortization of finance charges 0 305,000 0 305,000 545,439
Interest income (94,505) 0 (142,195) 0 (226,239)
Interest expense 2,457 44,384 4,885 44,384 50,047
------------ ------------ ------------ ------------ ------------
Net Loss ($ 1,790,096) ($ 5,789,048) ($ 3,794,776) ($ 6,419,186) ($13,801,257)
============ ============ ============ ============ ============
Net Loss Per Share ($ 0.23) ($ 1.11) ($ 0.48) ($ 1.23)
============ ============ ============ ============
Weighted Average Common Stock And Common
Stock Equivalents Outstanding 7,844,796 5,239,833 7,833,594 5,239,833
============ ============ ============ ============
</TABLE>
The accompanying notes are an integral part of the financial statements.
Page 3
<PAGE>
VION PHARMACEUTICALS, INC. (Formerly OncoRx, Inc.)
(A Development Stage Enterprise)
CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
For The Period
Six Months Ended From May 1, 1994
-------------------------------- (Inception) through
June 30, June 30, June 30,
1996 1995 1996
------------ ------------ ------------
(Unaudited) (Unaudited) (Unaudited)
<S> <C> <C> <C>
Cash Flows Used For Operating Activities:
Net loss ($ 3,794,776) ($ 6,419,186) ($13,801,257)
Adjustments to reconcile net loss to cash
flows used in operating activities:
Purchased research and development 0 4,481,405 4,481,405
Amortization of financing costs 0 305,000 345,439
Depreciation and amortization 45,991 3,617 71,613
Decrease(increase) in other current assets 16,675 (274,486) (1,164)
Decrease(increase) in other assets 11,134 (1,468) (454,754)
Increase(decrease) accounts payable
and accrued expenses 259,345 (47,441) 533,886
Stock issued for services 0 0 417
Stock options issued for compensation 0 540,000 540,000
------------ ------------ ------------
Net cash used in operating activities (3,461,631) (1,412,559) (8,284,415)
------------ ------------ ------------
Cash Flows Used For Investing Activities:
Purchase of marketable securities (5,913,259) 0 (8,204,367)
Acquisition of fixed assets (188,911) (7,682) (439,326)
Cash portion of MelaRx acquisition 0 4,061 4,061
------------ ------------ ------------
Net cash used in investing activities (6,102,170) (3,621) (8,639,632)
------------ ------------ ------------
Cash Flows Provided By Financing Activities:
Initial public offering 0 0 9,696,210
Net proceeds from issuance of common stock 0 206,250 313,055
Repurchase of common stock 0 (720) (720)
Net proceeds from bridge financing 0 1,704,269 1,704,269
Repayments of bridge financing 0 0 (2,000,000)
Advances from stockholder 0 0 250,000
Repayments to stockholders 0 (205,000) (250,000)
Receipts from sale of unit purchase option 0 0 250
Issuance of common stock 520 0 1,021
Deferred registration costs 0 (122,034) 0
Issuance of convertible preferred stock 11,590,662 0 11,590,662
Repayment of equipment capital lease (7,428) 0 (9,814)
------------ ------------ ------------
Net cash provided by financing activities 11,583,754 1,582,765 21,294,933
------------ ------------ ------------
Net Increase In Cash 2,019,953 166,585 4,370,886
Cash - Beginning 2,350,933 5,380 0
------------ ------------ ------------
Cash - Ending $ 4,370,886 $ 171,965 $ 4,370,886
============ ============ ============
</TABLE>
The accompanying notes are an integral part of the financial statements.
Page 4
<PAGE>
VION PHARMACEUTICALS, INC. (Formerly OncoRx, Inc.)
(A Development Stage Enterprise)
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
FOR THE PERIOD FROM MAY 1, 1994 (Inception) THROUGH JUNE 30, 1996
<TABLE>
<CAPTION>
Convertible
Preferred Stock Common Stock
------------------ ------------------ Deficit During Total
Common Additional Development Stockholders'
Stock Amount Stock Amount Paid-in Capital Stage Equity
--------- ------- --------- ------- --------------- -------------- -------------
<S> <C> <C> <C> <C> <C> <C> <C>
Common stock issued for cash -
July 1994 2,693,244 $26,932 ($19,877) $ 7,055
Common stock issued for services -
August 1994 159,304 1,593 (1,176) 417
Net loss (475,946) (475,946)
--------- ------- --------- ------- ----------- ------------ -----------
Balances - December 31, 1994 0 0 2,852,548 28,525 0 (496,999) (468,474)
Stock options issued for
compensation - February 1995 540,000 540,000
Reverse acquisition of MelaRx
Pharmaceuticals, Inc. - April 1995 2,000,000 20,000 4,300,000 4,320,000
Shares repurchased pursuant to
employment agreements - April 1995 (274,859) (2,749) 2,029 (720)
Private placement of common stock -
April 1995 76,349 763 205,237 206,000
Warrants issued with bridge notes -
April 1995 200,000 200,000
Initial public offering of Units of
one common share, one A warrant
and one B warrant at $4.00 per
unit - August 1995 and
September 1995 2,875,000 28,750 9,667,460 9,696,210
Receipts from sale of unit purchase
option 250 250
Issuance of common stock 1,250 13 488 501
Net loss (9,530,535) (9,530,535)
--------- ------- --------- ------- ----------- ------------ -----------
Balances at December 31, 1995 0 0 7,530,288 75,302 14,913,435 (10,025,505) 4,963,232
Issuance of convertible preferred
stock 1,250,000 $12,500 11,578,162 11,590,662
Issuance of common stock 23,918 239 100,281 100,520
Net loss (3,794,776) (3,794,776)
--------- ------- --------- ------- ----------- ------------ -----------
Balances at June 30, 1996 1,250,000 $12,500 7,554,206 $75,541 $26,591,878 ($13,820,281) $12,859,638
========= ======= ========= ======= =========== ============ ===========
</TABLE>
The accompanying notes are an integral part of the financial statements.
Page 5
<PAGE>
VION PHARMACEUTICALS, INC. (Formerly OncoRx, Inc.)
(a development stage company)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Note A) - The Company:
Vion Pharmaceuticals, Inc., formerly OncoRx, Inc., (the "Company") was
incorporated in May 1993 and began operations on May 1, 1994. The Company is in
the development stage and is principally devoted to the research and development
of therapeutic products for the treatment of cancer and cancer related
disorders.
On April 20, 1995, the Company merged into OncoRx Research Corp., a
wholly-owned subsidiary of MelaRx Pharmaceuticals Inc. ("MelaRx"), which was
renamed OncoRx, Inc. after the merger. The stockholders of the Company were
issued 2,654,038 common and 23,859 preferred shares of MelaRx in exchange for
2,000,000 shares of common stock of the Company valued at $2.16 per share (fair
value). In August 1995, the Company completed an initial public offering ("IPO")
resulting in net proceeds to the Company of approximately $9,696,000. In April
1996 the Company changed its name to Vion Pharmaceuticals, Inc.
As the shareholders of the Company obtained a majority interest in the
merged company for accounting purposes, the Company is treated as the acquirer.
Therefore, the transaction is recorded as a purchase in the Company's financial
statements which include the results of operations of the Company from inception
and MelaRx from the date of acquisition. The excess of cost over the fair value
of MelaRx's net tangible assets, $4,481,405, was treated as purchased research
and development and expensed immediately.
(Note B) - Basis of Presentation:
The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information and with the instructions to Form 10-QSB. Accordingly, they do not
include all of the information and footnotes required by generally accepted
accounting principles for complete financial statements. In the opinion of
management, all adjustments (consisting of normal recurring accruals) considered
necessary for a fair presentation have been included. Operating results for the
three month and six month periods ended June 30, 1996 are not necessarily
indicative of the results that may be expected for the year ending December 31,
1996. For further information, refer to the financial statements and footnotes
thereto included in the Company's Annual Report for the Fiscal year ended
December 31, 1995 on Form 10-KSB (File No. 0-26534).
Page 6
<PAGE>
(Note C) - Stock Option Plan:
In July, 1995, the Board of Directors of the Company amended its stock
option plan to adopt the MelaRx stock option plan inclusive of options
previously granted by MelaRx under which incentive stock options or nonstatutory
stock options to acquire a maximum of 534,750 shares of the Company's common
stock may be granted to employees, officers, directors and consultants of the
Company. Options to purchase 134,750 shares of common stock had previously been
granted by MelaRx under the plan.
Through December 31, 1995, options to purchase an aggregate of 532,750
shares had been granted under the plan. On January 31, 1996, the Board of
Directors adopted, subject to stockholder approval, an amendment to the plan
increasing the number of shares which may be issued under the plan from 534,750
to 1,000,000. At the same meeting, the Board of Directors made grants of
options, subject to stockholder approval of this proposal, to purchase an
aggregate of 140,500 shares of Common Stock under the plan. The amendment to the
plan was adopted by the stockholders at the Company's annual meeting on April
18, 1996 (see Part II, Item 4).
(Note D) - Private Placement of Common Stock:
In April 1995, the Company issued 200,000 shares of common stock for
net proceeds of $206,000 after deducting placement fees of $14,000.
(Note E) - Bridge Financing:
In April 1995, the Company issued $2,000,000 in 10% promissory notes
and warrants to purchase 1,000,000 shares of common stock at $3.00 per share for
net proceeds of $1,704,000. The notes were paid at the closing of the initial
public offering of the Company's securities described below and the warrants,
which are exercisable until August 13, 2000, converted into Class A warrants at
that time.
(Note F) - Public Offering:
On August 17, 1995 the Company sold 2,500,000 Units, consisting of an
aggregate of 2,500,000 shares of common stock, 2,500,000 redeemable Class A
warrants and 2,500,000 redeemable Class B warrants, pursuant to a public
offering at an offering price of $4.00 per Unit. On September 6, 1995 the
Company sold an additional 375,000 Units pursuant to the underwriter's
overallotment option. The net proceeds to the Company of the public offering
were approximately $9,696,000 before repayment of the bridge financing.
(Note G) - Private Placement of Class A Convertible Preferred Stock
On May 22, 1996, the Company completed a private placement of 1,250,000
shares of Class A convertible preferred stock, at $10.00 per share, resulting in
net proceeds to the Company of $11,591,000. Each share of Class A preferred is
initially convertible into 2.777777 shares of the Company's common stock. The
shares of Class A preferred stock pay semi-annual dividends of 5% per annum,
payable in additional shares of Class A preferred stock, and a 15% one
Page 7
<PAGE>
time dividend if the Company redeems the issue within 3 years. The issue also
contains a provision for a special dividend after 2 years under certain
conditions if the Company's common stock falls below the conversion price. The
issuance of the Class A preferred stock at closing also triggered certain
adjustment provisions of the Company's outstanding warrants, resulting in the
issuance of additional warrants.
(Note H) - Subsequent Events
As a result of the sale on May 22, 1996 of 1,250,000 shares of Class A
Convertible Preferred Stock, and pursuant the Warrant Agreement governing the
rights of the Class A Warrants and the Class B Warrants, an adjustment was made
to the exercise price of the Class A Warrants and the Class B Warrants and there
was a corresponding distribution of additional Class A Warrants and Class B
Warrants. Specifically, on July 12, 1996 (the "Payment Date") each holder of a
Class A Warrant at the close of business on July 3, 1996 (the "Record Date") was
issued an additional 0.1 Class A Warrants and the exercise price of the Class A
Warrants was reduced from $5.20 to $4.73. In addition, on the Payment Date each
holder of a Class B Warrant on the close of business on the Record Date was
issued an additional 0.1 Class B Warrants and the exercise price of the Class B
Warrants was reduced from $7.00 to $6.37.
At a Special Meeting of Stockholders to be held on August 14, 1996,
stockholders will be asked to vote on a proposal to increase the authorized
Common Stock of the Company from 20,000,000 shares to 35,000,000 shares. On July
31, 1996, there were 7,554,206 shares of Common Stock outstanding. In addition,
there were 4,262,383 shares of Common Stock issuable upon exercise of
outstanding Class A Warrants, 4,262,383 shares issuable upon exercise of Class B
Warrants underlying such Class A Warrants, 3,162,605 shares issuable upon
exercise of outstanding Class B Warrants, 1,075,000 shares issuable upon
exercise in full of a unit purchase option granted to the underwriter of the
Company's August 1995 public offering, 3,472,242 shares issuable upon conversion
of Class A Preferred Stock, 749,721 shares issuable upon exercise in full of
other warrants issued in connection with previous private placements, 1,186,812
shares issuable pursuant to options granted, including 782,750 options granted
under the company's Amended and Restated 1993 Stock Option Plan and 217,250
shares reserved for issuance under the Company's Amended and Restated 1993 Stock
Option Plan, representing an aggregate of 25,942,242 shares of Common Stock
outstanding or reserved for issuance. The proposed increase in the authorized
Common Stock will allow the Company to satisfy its obligations to the holders of
its Class A Preferred Stock to allow for its conversion into Common Stock, and
will provide the Company with greater flexibility to issue Common Stock for
other appropriate corporate purposes.
At a Board of Directors' Meeting held on July 25, 1996, the directors
of the Company resolved to amend the Company's Certificate of Incorporation to
eliminate the Series A Convertible Preferred Stock which had been issued
pursuant to a previous private placement. All shares of Series A Convertible
Preferred Stock have been previously converted into Common Stock.
Page 8
<PAGE>
Item 2. Plan of Operations.
General
The Company is a development stage biopharmaceutical company. Its
activities to date have consisted primarily of research and development
sponsored by it pursuant to two separate license agreements with Yale
University, negotiating and obtaining other collaborative agreements, recruiting
management and other personnel, securing its facilities and raising equity and
debt financing. The Company has not generated any revenues and has incurred
substantial operating losses from its activities.
The Company intends to use a substantial portion of the net proceeds of
its May, 1996 private financing and its initial public offering, which was
consummated in August 1995, to fund its plan of operations, which includes the
following elements through January, 1998:
o Continue to support research and development being performed at
Yale University and by other collaborators and seek additional
collaborative agreements.
o Develop internal research and development capabilities and
conduct research and development with respect to the Company's
core technologies and other product candidates which may be
identified by the Company. The Company expects to incur
substantial expenditures for expansion of its scientific staff
and related research and development expenses. In addition, the
Company expects to purchase approximately $358,000 for laboratory
and office equipment purchases. During the next six months, the
Company plans to hire approximately eight additional employees,
including six scientists.
o Seek to acquire, generally through in-licensing, oncology-related
products that can be marketed without significant additional
development activities.
o Conduct Phase III clinical studies of porfiromycin for treatment
of cancer of the head and neck.
The Company currently estimates that the net proceeds of its private
placement in May, 1996 and its existing cash and equivalents will be sufficient
to fund its planned operations for approximately 20 months thereafter. In the
event of delays or unexpected problems in product development, cost overruns, or
other unanticipated expenses commonly associated with a company in an early
stage of development, the Company will require additional funds. In addition,
the Company will need substantial additional financing, beyond this period to
fund further research and development and the Company's working capital
requirements.
Page 9
<PAGE>
Liquidity and Capital Resources
At June 30, 1996, the Company had working capital of $11,991,949. The
Company's principal sources of funds through June 30, 1996 have been $11,590,662
net proceeds from private financing through issuance of 1,250,000 convertible
preferred shares; $9,696,210 from its initial public offering, $5,478,280 in net
proceeds from private placements of common stock in 1992 and 1993 by its
predecessor, MelaRx Pharmaceuticals Inc. ("MelaRx"), the receipt by its
predecessor, OncoRx Inc. ("Old OncoRx"), of $350,000 in May, 1994 and a bridge
financing in April, 1995 of $2,000,000 of Notes (the "Notes"). In addition, Old
OncoRx received net proceeds of $206,000 in a private placement of its common
stock in April, 1995 which were used to pay certain accrued expenses, including
salaries of officers. The net proceeds to the Company of the April 1995 bridge
financing were approximately $1,704,000, after deducting related expenses and
the repayment of certain advances. Such proceeds have been used to make payments
due under collaboration agreements and repay certain loans to the Company and
for working capital purposes. The Notes were fully paid after the closing of the
Company's initial public offering.
The Company used the proceeds of its initial public offering to repay
its bridge financing and used the remaining funds to implement its business
plan, which includes hiring of additional personnel; capital expenditures for
the purchase of equipment, principally for laboratory facilities; costs of
research and development; payment of license fees due under sponsored research
agreements; and grants to Yale University to fund certain research, including
research in Dr. Yung-Chi Cheng's laboratory. During the twelve months ending
December 31, 1996, the Company will be required to make payments of an aggregate
of $1,440,000 to Yale University and the University of California, Berkeley,
under sponsored research and license agreements.
The Company requires substantial new revenues and other sources of
capital in order to meet such budgeted expenditures and to continue its
operations beyond January, 1998. The Company is seeking to enter into one or
more significant strategic partnerships with pharmaceutical companies for the
development of its core technologies, through which it would anticipate
receiving some of the substantial revenues and financing. The Company has
entered into preliminary discussions with several major pharmaceutical companies
concerning such a strategic alliance, but there can be no assurance that the
Company will be successful in achieving such an alliance, nor can the Company
predict what funds might be available to it if it can achieve such an alliance.
The Company is also seeking to raise funds through additional means, including
(1) spin-off, refinancing, or partial sale or disposition of its rights to
certain of its non-core technologies; (2) equipment lease financing; and (3)
private placements and recapitalization of its securities. No assurance can be
given that the Company will be successful in arranging financing through any of
these alternatives.
Failure to obtain such financing will require the Company to delay,
renegotiate, or omit payment on its outside research funding commitments causing
it to substantially curtail its operations, resulting in a material adverse
effect on the Company.
Page 10
<PAGE>
The Company is planning to adopt the disclosure provisions of Statement
of Financial and Accounting Standards No. 123 "Accounting and Disclosure of
Stock-Based Compensation" in 1996. Accordingly, operating results will not be
impacted by the adoption.
Page 11
<PAGE>
PART II
OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders
At the Annual Meeting of Stockholders of the Company held on April 18,
1996, four proposals were voted upon by the Company's stockholders. A brief
description of each proposal voted upon at the Annual Meeting and the number of
votes cast for, against and the number of abstentions and broker non-votes to
each proposal are set forth below.
A vote was taken at the Annual Meeting for the election of ten
Directors of the Company to hold office until the next annual Meeting of
Stockholders of the Company and until their respective successors shall have
been duly elected. The aggregate number of shares of Common Stock voted in
person or by proxy for each nominee were as follows:
For Withheld
--- --------
William R. Miller 5,423,797 28,000
John A. Spears 5,423,797 28,000
Alan C. Sartorelli Ph.D. 5,423,797 28,000
Michel C. Bergerac 5,423,797 28,000
Frank T. Cary 5,423,797 28,000
A. E. Cohen 5,423,797 28,000
James L. Ferguson 5,413,797 38,000
Michael C. Kent 5,423,797 28,000
E. Donald Shapiro 5,423,797 28,000
Walter Wriston 5,423,797 28,000
A vote was taken at the Annual Meeting on the proposal to change the
name of the Company to Vion Pharmaceuticals, Inc. The aggregate numbers of
shares of Common Stock in person or by proxy which: (a) voted for, (b) voted
against or (c) abstained from the vote on such proposal were as follows:
For Against Abstained
--- ------- ---------
5,435,997 200 15,600
A vote was taken at the Annual Meeting on the proposal to amend the
Amended and Restated 1993 Stock Option Plan the increase the number of shares
which may be issued thereunder. The aggregate numbers of shares of Common Stock
in person or by proxy which: (a) voted for, (b) voted against, (c) abstained or
(d) broker non-votes on such proposal were as follows:
For Against Abstained Broker Non-Votes
--- ------- --------- ----------------
3,258,895 43,500 61,492 2,087,910
Page 12
<PAGE>
A vote was taken at the Annual Meeting on the proposal to ratify the
appointment of Ernst & Young LLP as auditors for the Company for the fiscal year
ending December 31, 1996. The aggregate numbers of shares of Common Stock in
person or by proxy which: (a) voted for, (b) voted against or (c) abstained from
the vote on such proposal were as follows:
For Against Abstained
--- ------- ---------
5,435,997 200 15,600
The foregoing proposals are described more fully in the Company's
definitive proxy statement dated March 7, 1996, filed with the Securities and
Exchange Commission pursuant to Section 14(a) of the Securities Act of 1934, as
amended, and the rules and regulations promulgated thereunder.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits.
27. Article 5 Financial Data Schedule for second quarter 1996.
(b) Reports on Form 8-K.
The Company filed a current report on Form 8-K dated June 28,
1996 and filed July 1, 1996 with regard to its private placement
of Class A Convertible Preferred Stock.
Page 13
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
VION PHARMACEUTICALS, INC.
(Registrant)
By: /s/ Thomas E. Klein
Thomas E. Klein
Vice President - Finance
(Duly authorized signatory and
Chief Financial Officer)
Date: August 9, 1996
Page 14
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1996
<PERIOD-END> JUN-30-1996
<CASH> 4,370,886
<SECURITIES> 8,204,367
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 12,577,403
<PP&E> 478,791
<DEPRECIATION> 0
<TOTAL-ASSETS> 13,512,663
<CURRENT-LIABILITIES> 585,454
<BONDS> 0
0
12,500
<COMMON> 75,541
<OTHER-SE> 12,771,597
<TOTAL-LIABILITY-AND-EQUITY> 13,512,663
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 3,932,086
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 4,885
<INCOME-PRETAX> (3,794,776)
<INCOME-TAX> 0
<INCOME-CONTINUING> (3,794,776)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (3,794,776)
<EPS-PRIMARY> (0.48)
<EPS-DILUTED> (0.48)
</TABLE>
