UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[x] Quarterly Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the quarter ended March 31, 1996
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: 2-89332
INTERFERON SCIENCES RESEARCH PARTNERS, LTD.
(Exact Name of Registrant as Specified in its Charter)
New Jersey 22-2502556
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
783 Jersey Avenue, New Brunswick, New Jersey 08901
(Address of principal executive offices) (Zip code)
(908) 249 - 3250
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 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 ___
INTERFERON SCIENCES RESEARCH PARTNERS, LTD.
TABLE OF CONTENTS
Page No.
Part I. Financial Information:
Condensed Balance Sheets--March 31, 1996
and December 31, 1995 . . . . . . . . . . . . . . . . . .1
Condensed Statements of Operations--Three Months
Ended March 31, 1996 and 1995 . . . . . . . . . . . . . .2
Condensed Statements of Cash Flows--
Three Months Ended March 31, 1996 and 1995 . . . . . . .3
Notes to Condensed Financial Statements . . . . . . . . . .4
Management's Discussion and Analysis of Financial
Condition and Results of Operations . . . . . . . . . .5-6
Qualification Relating to Financial Information . . . . . .7
Part II. Other Information . . . . . . . . . . . . . . . . .8
Signatures . . . . . . . . . . . . . . . . . . . . . . . . . .9
PART I. FINANCIAL INFORMATION
INTERFERON SCIENCES RESEARCH PARTNERS, LTD.
CONDENSED BALANCE SHEETS
March 31, December 31,
1996 1995
(Unaudited)
ASSETS
Total assets $ --- $ ---
========= =========
LIABILITIES AND PARTNERS' CAPITAL
Partners' capital
Limited partners $ --- $ ---
General partner --- ---
--------- --------
Total partners' capital --- ---
--------- --------
Total liabilities and partners' capital $ --- $ ---
========= =========
The accompanying notes are an integral part of these condensed
financial statements.
INTERFERON SCIENCES RESEARCH PARTNERS, LTD.
CONDENSED STATEMENTS OF OPERATIONS
(Unaudited)
Three Months Ended
March 31,
-------------------
1996 1995
---- ----
Net income (loss) $ --- $ ---
========= =========
Net income (loss) - Limited Partners $ --- $ ---
Net income (loss) - General Partner --- ---
---------- ----------
Net income (loss) $ --- $ ---
========== ==========
Net income Net income
(loss) (loss)
per unit per unit
Net income (loss) - Limited Partners
(1038.7 units outstanding)
$ --- $ ---
========== =========
The accompanying notes are an integral part of these condensed
financial statements.
INTERFERON SCIENCES RESEARCH PARTNERS, LTD.
CONDENSED STATEMENTS OF CASH FLOWS
(Unaudited)
Three Months Ended
March 31,
-------------------
1996 1995
---- ----
Net change in cash $ --- $ ---
---------- ----------
Cash at beginning of period $ --- $ ---
---------- ----------
Cash at end of period $ --- $ ---
---------- ----------
The accompanying notes are an integral part of these condensed
financial statements.
INTERFERON SCIENCES RESEARCH PARTNERS, LTD.
NOTES TO CONDENSED FINANCIAL STATEMENTS
(Unaudited)
Note 1. Related Party Transactions
During 1984, the Partnership and Interferon Sciences, Inc.
(ISI) entered into several agreements including a
Development Contract whereby substantially all of the net
proceeds of the 1984 sale of Partnership Units were paid to
ISI in periodic payments over the term of the Partnership's
development program. Such payments were used to fund
research and development and clinical trials necessary for
obtaining regulatory approval with respect to a topical
formulation containing recombinant alpha interferon for the
treatment of herpes genitalis (Alferon(R) Gel). By September
30, 1986, the Partnership exhausted the net proceeds of the
offering. The General Partner, Interferon Sciences
Development Corporation (ISD), a wholly owned subsidiary of
ISI, agreed to contribute up to an additional $433,000,
under certain circumstances, to continue the research.
Notwithstanding that commitment, from September 1986 to
October 1990, the General Partner contributed $1,997,000
towards the cost of such research. Beginning November
1990, the General Partner discontinued funding the
development of Alferon Gel containing recombinant
interferon. Beginning in 1992, ISI commenced further
development of Alferon Gel using ISI's natural source
multi-species alpha interferon (Alferon N Gel) in place of
recombinant interferon.
INTERFERON SCIENCES RESEARCH PARTNERS, LTD.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Financial Condition and Liquidity
As of September 30, 1986, the Partnership had exhausted all of its
available funds for the funding of research and development of
Alferon Gel. The General Partner agreed to contribute up to an
additional $433,000, under certain conditions, to continue the
research. Such amount was based on the number of units sold in the
offering. Notwithstanding that commitment, from September 1986 to
October 1990, the General Partner contributed $1,997,000 towards
the cost of such research. During May 1987, ISI filed a Product
License Application with the Food and Drug Administration (FDA) for
approval to market Alferon Gel. This filing was supplemented in
1989 with an updated clinical summary and a comprehensive
statistical analysis of the completed trials. At a meeting with
the FDA in February 1990, the FDA indicated that additional process
development and clinical trials would be necessary prior to
approval of Alferon Gel. ISI believed, at that time, that the
costs to complete the required process development and clinical
trials would be substantial, and there could be no assurance that
the clinical trials would be successful. As a result of the above
events, in March 1992, ISI withdrew its FDA Product License
Application for Alferon Gel containing recombinant interferon.
The General Partner does not anticipate that the Partnership will
receive any revenues in 1996. In addition, the Partnership is not
in a position to incur additional expenses since it has exhausted
all its available funds, and ISI is currently developing Alferon
Gel using ISI's natural source, multi-species alpha interferon
(Alferon N Gel) in place of recombinant interferon.
ISI does not presently intend to exploit Alferon Gel (the
Partnership Product). ISI is currently focusing its clinical
efforts on Alferon N Gel, a formulation containing ISI's natural
alpha interferon (interferon alfa-n3) which was developed for the
topical treatment of viral diseases and cancers affecting the skin
and mucosal tissues. Now that ISI has expanded capacity to
manufacture sufficient quantities of its natural-source alpha
interferon due to the expansion of its manufacturing facilities in
1991, ISI resumed clinical trials of this topical preparation
utilizing its natural source alpha interferon as the active
ingredient. A Phase 2 pilot clinical trial utilizing its
reformulated Alferon N Gel has been completed for the treatment of
mild cervical dysplasia and a physician-sponsored study in HIV-
infected women with cervical dysplasia is currently being
conducted. Under the terms of the Partnership Agreement, a royalty
may be payable to the Partnership by reason of the commercial
exploitation of Alferon N Gel to the extent that it utilizes any of
the Partnership Technology, which royalty will be adjusted based
upon the proportional funding contributions to the development of
Alferon N Gel by the Partnership and ISI. If ISI obtains
additional financing in the future, ISI may exploit Alferon N Gel
for herpes genitalis which may entitle the Partnership to a royalty
in respect to a product which competes with the Partnership
Product; however, this royalty will be adjusted based upon the
proportional funding contributions to the development of Alferon N
Gel by the Partnership and ISI.
Results of Operations
Since ISI did not make any contributions to the Partnership during
the three months ended March 31, 1996 and 1995, the Partnership did
not record any expense or loss.
INTERFERON SCIENCES RESEARCH PARTNERS, LTD.
QUALIFICATION RELATING TO FINANCIAL INFORMATION
MARCH 31, 1996
The financial information included herein is unaudited. Such
information, however, reflects all adjustments (consisting solely
of normal recurring adjustments) which are, in the opinion of the
General Partner, necessary to a fair statement of the results for
the interim periods. The results for interim periods are not
necessarily indicative of results to be expected for the year.
INTERFERON SCIENCES RESEARCH PARTNERS, LTD.
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(b) Reports on Form 8-K
There were no reports on Form 8-K filed during the three
months ended March 31, 1996.
INTERFERON SCIENCES RESEARCH PARTNERS, LTD.
MARCH 31, 1996
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed in
its behalf by the undersigned thereunto duly authorized.
Interferon Sciences Research Partners, Ltd.,
A Limited Partnership
(Registrant)
By: Interferon Sciences
Development Corporation -
General Partner
DATE: May 14, 1996 By: /s/ Samuel H. Ronel, Ph.D.
Samuel H. Ronel, Ph.D.
President
DATE: May 14, 1996 By: /s/ Donald W. Anderson
Donald W. Anderson
Controller