SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------ FORM 10-Q (Mark One) /X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2000 / / 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 1-8366 ------ POLYDEX PHARMACEUTICALS LIMITED (Exact Name of Registrant as Specified in Its Charter) COMMONWEALTH OF THE BAHAMAS NONE - -------------------------------------------------------------------------------- (State or Other Jurisdiction of (I.R.S. Employer Incorporation or Organization) Identification No.) 421 COMSTOCK ROAD, TORONTO, ONTARIO, CANADA M1L 2H5 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's Telephone Number, Including Area Code (416) 755-2231 ---------------- - -------------------------------------------------------------------------------- Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report Indicate by check whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities 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 / / Indicate the number of shares outstanding of each of the issuer's classes of common shares, as of the latest practicable date. COMMON SHARES, $.016 PAR VALUE 3,024,417 SHARES - ------------------------------ ------------------------------- (Title of Class) (Outstanding at April 30, 2000) POLYDEX PHARMACEUTICALS LIMITED TABLE OF CONTENTS PAGE ---- PART I FINANCIAL INFORMATION Item 1 CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) Consolidated Balance Sheets April 30, 2000 and January 31, 2000.........................3 Consolidated Statements of Operations Three months ended April 30, 2000 and 1999..................5 Consolidated Statements of Shareholders' Equity and Comprehensive Income Three months ended April 30, 2000 and 1999..................6 Consolidated Statements of Cash Flows Three months ended April 30, 2000 and 1999..................7 Segmented Information Three months ended April 30, 2000 and 1999..................8 Item 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS...............9 Item 3 QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK..........................................12 PART II OTHER INFORMATION Item 6 EXHIBITS AND REPORTS ON FORM 8-K...........................14 Signatures.................................................16 -2- PART I FINANCIAL INFORMATION ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED). POLYDEX PHARMACEUTICALS LIMITED AND SUBSIDIARIES SUBSIDIARIES Consolidated Balance Sheets (Expressed in United States dollars) ================================================================================= (Unaudited) April 30 January 31 2000 2000 - --------------------------------------------------------------------------------- ASSETS Current assets: Cash $ 456,323 $ 799,565 Trade accounts receivable 1,225,798 1,204,495 Inventories: Finished goods 1,471,473 1,186,110 Work in process 88,021 53,023 Raw materials 485,152 678,145 ------------------------------------------------------------------- 2,044,646 2,051,251 Prepaid expenses and other current assets 86,087 73,072 ------------------------------------------------------------------------- 3,812,854 4,128,383 Property, plant and equipment, net 5,164,985 5,154,333 Patents, net 148,066 153,611 Due from shareholder 1,381,501 1,396,615 Deferred income taxes 1,146,000 1,146,000 Other assets 39,053 39,414 - --------------------------------------------------------------------------------- $11,692,459 $12,018,356 ================================================================================= -3- =============================================================================================================== (Unaudited) April 30 January 31 2000 2000 - --------------------------------------------------------------------------------------------------------------- LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable $ 985,230 $ 1,279,778 Accrued liabilities 493,162 454,824 Income taxes payable 12,865 17,072 Current portion of long-term debt 310,505 523,454 Current portion of capital lease obligations 119,292 118,093 --------------------------------------------------------------------------------------------------------- 1,921,054 2,393,221 Long-term debt 1,119,246 1,096,473 Capital lease obligations 578,274 616,302 Due to shareholder 681,254 672,766 Deferred income taxes 380,685 274,960 - --------------------------------------------------------------------------------------------------------------- Total liabilities 4,680,513 5,053,722 Shareholders' equity: Capital stock Authorized: 100,000 Class A preferred shares, par value $0.10 per share 899,400 Class B preferred shares, par value $0.0167 per share 10,000,000 common shares, par value $0.0167 per share Issued and outstanding: 899,400 Class B preferred shares 15,010 15,010 3,024,417 common shares (2000 - 3,021,917) 50,245 50,203 Contributed surplus 23,132,553 23,121,345 Deficit (15,449,135) (15,528,932) Accumulated other comprehensive income (736,727) (692,992) --------------------------------------------------------------------------------------------------------- 7,011,946 6,964,634 - --------------------------------------------------------------------------------------------------------------- $ 11,692,459 $ 12,018,356 =============================================================================================================== -4- POLYDEX PHARMACEUTICALS LIMITED AND SUBSIDIARIES SUBSIDIARIES Consolidated Statements of Operations (Unaudited) (Expressed in United States dollars) =============================================================================== Quarter Ended Quarter Ended April 30 April 30 2000 1999 - ------------------------------------------------------------------------------- Sales $ 3,392,829 $ 3,170,641 Cost of products sold 2,439,691 2,144,107 - ------------------------------------------------------------------------------- 953,138 1,026,534 Expenses: General and administrative 408,405 397,808 Depreciation 138,143 123,683 Research and development 93,751 79,504 Interest expense 74,646 34,734 Selling and promotion 43,046 19,720 Amortization 5,546 5,474 --------------------------------------------------------------------------- 763,537 660,923 - ------------------------------------------------------------------------------- Income from operations 189,601 365,611 Other income: Interest and other 11,405 8,618 --------------------------------------------------------------------------- 11,405 8,618 Income before the undernoted 201,006 374,229 Recovery of (provision for) income taxes (121,209) (146,297) - ------------------------------------------------------------------------------- Net income for the period $ 79,797 $ 227,932 =============================================================================== Per share information: Earnings per common share for the period: Basic $ 0.03 $ 0.08 Diluted $ 0.02 $ 0.08 =============================================================================== Weighted average number of common shares outstanding for the period 3,023,167 3,016,917 =============================================================================== -5- POLYDEX PHARMACEUTICALS LIMITED AND SUBSIDIARIES Consolidated Statements of Shareholders' Equity and Comprehensive Income (Unaudited) (Expressed in United States dollars) ======================================================================================================= Quarter Ended Quarter Ended April 30 April 30 2000 1999 - ------------------------------------------------------------------------------------------------------- Preferred Shares: Balance, beginning of period $ 15,010 $ 15,010 Private placement of preferred shares - - --------------------------------------------------------------------------------------------- Balance, end of period $ 15,010 $ 15,010 ======================================================================================================= Common Shares: Balance, beginning of period $ 50,203 $ 48,552 Common share options exercised 42 - --------------------------------------------------------------------------------------------- Balance, end of period $ 50,245 $ 48,552 ======================================================================================================= Contributed Surplus: Balance, beginning of period $ 23,121,345 $ 22,464,783 Common share options exercised 11,208 - --------------------------------------------------------------------------------------------- Balance, end of period $ 23,132,553 $ 22,464,783 ======================================================================================================= Deficit: Balance, beginning of period $ (15,528,932) $ (16,498,775) Net income for the period 79,797 227,932 --------------------------------------------------------------------------------------------- Balance, end of period $ (15,449,135) $ (16,270,843) ======================================================================================================= Accumulated Other Comprehensive Income: Balance, beginning of period $ (692,992) $ (783,542) Currency translation adjustment for the period (43,735) 50,481 --------------------------------------------------------------------------------------------- Balance, end of period $ (736,727) $ (733,061) ======================================================================================================= Comprehensive Income for the period: Net income (loss) for the period $ 79,797 $ 227,932 Currency translation adjustment for the period (43,735) 50,481 --------------------------------------------------------------------------------------------- $ 36,062 $ 278,413 ======================================================================================================= -6- POLYDEX PHARMACEUTICALS LIMITED AND SUBSIDIARIES Consolidated Statements of Cash Flows (Expressed in United States dollars) ============================================================================================================== Year to Date Year to Date April 30 April 30 2000 1999 - -------------------------------------------------------------------------------------------------------------- Cash provided by (used in): Operating activities: Net income for the period $ 79,797 $ 227,932 Add (deduct) items not affecting cash: Depreciation and amortization 143,689 129,157 Imputed interest on share value guarantee payable 20,491 - Imputed interest on lawsuit settlement payable 9,650 - Deferred income taxes 109,905 135,304 Legal expenses charged to deferred gain - (1,468) Change in non-cash operating working capital (298,362) (416,466) ------------------------------------------------------------------------------------------------------- 65,170 74,459 ------------------------------------------------------------------------------------------------------- Investing activities: Additions to property, plant and equipment and patents (187,097) (298,617) Repayment of due from shareholder, net 15,114 16,005 ------------------------------------------------------------------------------------------------------- (171,983) (282,612) ------------------------------------------------------------------------------------------------------- Financing activities: Repayment of loans payable - (8,481) Proceeds from long-term debt 49,896 52,422 Repayment of long-term debt (270,213) (24,526) Repayment of capital lease obligations (36,829) - Payment of mandatorily redeemable capital stock - (50,000) Proceeds from (repayment of) advances from shareholder, net 8,488 11,283 Exercise of common share options 11,250 - ------------------------------------------------------------------------------------------------------- (237,408) (19,302) Effect of exchange rate changes on cash 979 7,232 - -------------------------------------------------------------------------------------------------------------- Increase (decrease) in cash position (343,242) (220,223) Cash, beginning of period 799,565 655,131 - -------------------------------------------------------------------------------------------------------------- Cash, end of period $ 456,323 $ 434,908 ============================================================================================================== -7- POLYDEX PHARMACEUTICALS LIMITED AND SUBSIDIARIES Segmented Information (Unaudited) (Expressed in United States dollars) All operations are carried out through Dextran Products Limited ("Dextran") in Canada and through Chemdex, Inc. ("Chemdex") in the United States. The operations of Chemdex represent the veterinary products business and the operations are carried out through its wholly-owned subsidiary, Veterinary Laboratories, Inc. Each of Dextran and Chemdex operates as a strategic business unit offering different products. Each subsidiary comprises a reportable segment as follows: Dextran - manufactures and sells bulk quantities of Dextran and several of its derivatives to large pharmaceutical companies throughout the world. Veterinary products - manufactures and sells veterinary pharmaceutical products and specialty chemicals in the United States. The primary customers are distributors and private labelers, who in turn sell to the end-user of these products. ======================================================================================================= Quarter Ended Quarter Ended April 30 April 30 2000 1999 - ------------------------------------------------------------------------------------------------------- SALES: Dextran $ 1,222,774 $ 1,243,094 Veterinary products 2,274,206 2,055,219 --------------------------------------------------------------------------------------------- Total segment sales 3,496,980 3,298,313 Less: Intercompany sales elimination 104,151 127,672 --------------------------------------------------------------------------------------------- Total consolidated sales $ 3,392,829 $ 3,170,641 ======================================================================================================= INCOME FROM OPERATIONS: Dextran $ 242,650 $ 375,370 Veterinary products 166,312 169,406 --------------------------------------------------------------------------------------------- Total income from operations from segments 408,962 544,776 Less: Unallocated corporate expenses 219,361 179,165 --------------------------------------------------------------------------------------------- Total consolidated income from operations $ 189,601 $ 365,611 ======================================================================================================= ASSETS: Dextran $ 6,031,832 $ 5,079,095 Veterinary products 4,257,160 4,090,343 --------------------------------------------------------------------------------------------- Total assets from segments 10,288,992 9,169,438 Corporate assets 1,403,467 1,405,776 --------------------------------------------------------------------------------------------- Total consolidated assets $ 11,692,459 $ 10,575,214 ======================================================================================================= -8- ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. A. RESULTS OF OPERATIONS During the fiscal quarter ended April 30, 2000, the Registrant's pre-tax income from operations amounted to $189,601, as compared to $365,611 for the first quarter of fiscal 2000, ended April 30, 1999. This decrease in results is primarily due to a decrease in operating profits at Dextran Products Limited ("Dextran") of $132,720, and an increase in corporate expenses of $40,196, over the same quarter in fiscal 2000. The decrease in operating profits at Dextran is primarily attributable to a decrease in margins and increased expenses during the quarter as compared to the same quarter last year, including increases in research and development costs and depreciation, as described below. Sales volume for the first quarter of fiscal 2001 increased from $3,170,641 to $3,392,829, representing an increase of $222,188 or 7%. Vet Labs experienced a quarter over quarter increase in sales of $218,987 due to significantly increased sales in the injectable product line. The increase in sales in the injectable product line was partially offset by a decrease in sales in the liquids product line. Within the injectable product line, there was a product mix variance. Injectable iron dextran sales declined by approximately $84,000 from the first quarter in fiscal 2000. However this reduction was more than offset by increased sales of injectable vitamin products of approximately $321,000. Vet Labs continues to increase its market penetration with the vitamin products. The reduction in sales during the first quarter of fiscal 2001 in the liquids product line at Vet Labs is primarily attributable to the euthanasia products. There were no sales of these products in the first quarter of fiscal 2001 due to the regulatory problems and prohibition on sales experienced by the raw material supplier. Management expects that sales of these products will not re-commence until late in 2000, when the necessary raw materials become available. In the first quarter of fiscal 2000, sales of the euthanasia products totaled $99,452. Sales at Dextran remained constant as compared to the same quarter in fiscal 2000. Gross margins decreased from 32% in the first quarter of fiscal 2000 to 28% in the first quarter of fiscal 2001. Dextran's quarter over quarter gross margin decreased from 46% to 43% while Vet Labs' gross margin remained relatively constant as compared to the first quarter of fiscal 2000. The margin decrease at Dextran is due to product mix variances and increased utility costs. In the first quarter of fiscal 2000, there were higher than normal sales of higher margin iron dextran product. Increased oil and gas costs in the first quarter of fiscal 2001 have contributed to higher utility costs at Dextran. The new production equipment uses more power because of its increased capacity. Management expects to realize significant cost savings from the more efficient new production equipment once the plant refurbishment is completed and production capacity is increased. Management expects strong sales and margins to continue at Dextran. The summer months are typically slower sales months for Vet Labs as large animals are put outdoors to pasture and therefore have less need for vitamins and other supplements. Management is therefore forecasting lower sales levels in the second quarter of fiscal 2001 than were achieved in the first quarter of fiscal 2001 at Vet Labs. Margins are expected to remain steady, but the expected lower sales volume may reduce operating -9- profits for the second quarter of fiscal 2001. However, management expects sales levels for the second quarter of fiscal 2001 to exceed sales levels achieved in the second quarter of fiscal 2000 at Vet Labs. General and administrative expenses in the first quarter of fiscal 2001 increased by $10,597 or 3% from the first quarter of fiscal 2000 due primarily to an increase in payroll. Depreciation and amortization in the first quarter of fiscal 2001 increased by $14,532 or 11% from the first quarter of fiscal 2000 due primarily to the capital expenditures at Dextran relating to plant refurbishment. Research and development costs in the first quarter of fiscal 2001 increased by $14,247 or 18% as compared to the first quarter of fiscal 2000 due to the continued development of a raw material for a human injectable product and the cellulose sulfate project. Development costs for these products are expected to continue for the remainder of the year. Research and development, in conjunction with the Rush Medical Center in Chicago, relating to Cellulose Sulfate gel is progressing. Pre-IND tests have indicated that this gel holds great promise as a topical prophylactic for sexually transmitted diseases, including AIDS, and as a contraceptive. Phase I human clinical trials to test the safety and tolerance of this gel were successfully completed. This trial was funded by the Consortium for Industrial Collaboration in Contraceptive Research (CICCR). The project team is moving ahead to prepare clinical supplies for long-term toxicology and further clinical trials. Management expects funding to continue from CICCR for this project. Interest expense in the first quarter of fiscal 2001 increased by $39,912 or 115% as compared to the first quarter in fiscal 2000 due to the financing of capital expenditures for production equipment in fiscal 2000. In addition, interest expense includes imputed interest on both the share value guarantee payable, resulting from the acquisition of Vet Labs in 1992, and the lawsuit settlement payable, totaling $30,141. Selling and promotion expenses in the first quarter of fiscal 2001 increased by $23,326 or 118% as compared to the first quarter of fiscal 2000 primarily due to the retention of a public relations firm during third quarter of fiscal 2000. There were no similar expenses in the first quarter of fiscal 2000. Operating results for the first quarter ended April 30, 2000 are not necessarily indicative of the results that may be expected for the year ended January 31, 2001. For further information, refer to the consolidated statements and footnotes thereto included in the Registrant's annual report on Form 10-K for the year ended January 31, 2000. B LIQUIDITY AND CAPITAL RESOURCES The Registrant in the first quarter of fiscal 2001 generated cash flow from operations of $65,170 compared to the first quarter of fiscal 2000 cash flow from operations of $74,459. This decrease of 12% is primarily attributable to a significant decrease in -10- payables at Dextran during the first quarter of fiscal 2001, which resulted in a decrease in non-cash operating working capital. The decrease in payables is a result of Dextran paying year-end expenses and the final installments for production equipment that was manufactured in fiscal 2000. There were no significant changes in accounts receivable or inventory levels at either Dextran or Vet Labs during the first quarter of 2001. Management has budgeted approximately $750,000 for plant refurbishment and capital equipment purchases during fiscal 2001. The majority of the $187,097 capital expenditures on plant and equipment during the first quarter of fiscal 2001 related to production and research and development equipment at Dextran. There are no production interruptions planned for the next quarter due to this refurbishment. C LONG TERM OBJECTIVES At the beginning of the year, two critical long-term objectives were identified. 1. Bring new products to market. During the first quarter, development work has continued on the cellulose sulfate project and a raw material for a human injectable product. Vet Labs is continuing development of new veterinary products. 2. Upgrade and refurbish existing production facilities to increase capacity and efficiency. Refurbishment of the Dextran plant is continuing and planning for the next two phases is nearing completion. FORWARD-LOOKING STATEMENTS SAFE HARBOR This Form 10-Q, including the Management's Discussion and Analysis of Financial Condition and Results of Operations, contains various "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, which represent the Company's expectations or beliefs concerning future events, including, but not limited to statements regarding management's expectations of regulatory approval and the commencement of sales. In addition, statements containing expressions such as "believes", "anticipates", "plans" or "expects" used in this Form 10-Q, the Company's Annual Report, and the Company's periodic reports on Forms 10-K and 10-Q previously filed with the Securities and Exchange Commission are intended to identify forward-looking statements. The Company cautions that these and similar statements in this Form 10-Q, the Company's Annual Report, and in previously filed periodic reports including reports filed on Forms 10-K and 10-Q are further qualified by important factors that could cause actual results to differ materially from those in the forward-looking statements. These factors include, without limitation, changing market conditions, the progress of clinical trials, and the results obtained, the establishment of new corporate alliances, the impact of competitive products and pricing, and the timely development, FDA approval and market acceptance of the Company's products, none of which can be assured. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. 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 normally recurring accruals) considered necessary for a fair presentation have been included. -11- ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK. POLYDEX PHARMACEUTICALS LIMITED AND SUBSIDIARIES APRIL 30, 2000 INTEREST RATE SENSITIVITY The table below provides information about the Company's financial instruments that are sensitive to changes in interest rates. All financial instruments are held for other than trading purposes. The Company does not have a material exposure to interest rate risk. The table presents principal cash flows and related weighted average interest rates by expected maturity dates. Expected Maturity Date ----------------------------------------------------------------------- Fair 31-Jan-01 31-Jan-02 31-Jan-03 31-Jan-04 31-Jan-05 Thereafter Total Value --------- --------- --------- --------- --------- ---------- ----- ----- (US$ Equivalent) ASSETS Notes receivable: Variable rate ($US) 76,051 14,230 15,511 16,907 18,429 545,696 686,824 686,824 Average interest rate 8.87% 9.00% 9.00% 9.00% 9.00% 9.00% 8.98% LIABILITIES: Long-term debt: Fixed rate ($US) 481,010 303,683 770,130 4,758 - - 1,559,581 1,559,581 Average interest rate 9.17% 9.13% 9.04% 9.45% 0.00% 0.00% 9.20% Fixed rate ($CDN) 165,543 188,048 87,098 87,934 96,182 210,231 835,036 835,036 Average interest rate 9.04% 9.03% 9.23% 9.00% 9.00% 9.00% 9.05% Variable rate ($US) (53,547) (51,104) (55,192) (59,607) (64,376) 956,572 672,747 672,747 Average interest rate 9.00% 9.00% 9.00% 9.00% 9.00% 9.00% 9.00% -12- POLYDEX PHARMACEUTICALS LIMITED AND SUBSIDIARIES APRIL 30, 2000 EXCHANGE RATE SENSITIVITY The table below provides information about the Company's financial instruments that are sensitive to changes in foreign currency exchange rates. All financial instruments are held for other than trading purposes. The Company's major exposure to exchange rate risk is that the Canadian dollar rises dramatically in relation to the U.S. dollar and that this significantly reduces the gross margin experienced at Dextran Products. Management monitors the margin at Dextran to ensure that an acceptable margin level is maintained. Management has the ability, to some extent, to adjust sales prices to maintain an acceptable margin level. The table presents principal cash flows and related weighted average interest rates by expected maturity dates. Expected Maturity Date ----------------------------------------------------------------------- Fair 31-Jan-01 31-Jan-02 31-Jan-03 31-Jan-04 31-Jan-05 Thereafter Total Value --------- --------- --------- --------- --------- ---------- ----- ----- (US$ Equivalent) LIABILITIES: Long-term debt: Fixed rate ($CDN) 165,543 188,048 87,098 87,934 96,182 210,231 835,036 835,036 Average interest rate 9.04% 9.03% 9.23% 9.00% 9.00% 9.00% 9.05% -13- PART II OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K. (a) Exhibits 3.1 Memorandum of Association of Polydex Pharmaceuticals Limited, as amended to date (filed as Exhibit 3.1 to the Registrant's Annual Report on Form 10-K filed April 30, 1997, and incorporated herein by reference) 3.2 Articles of Association of Polydex Pharmaceuticals Limited, as amended to date (filed as Exhibit 3.2 to the Registrant's Quarterly Report on Form 10-Q filed September 13, 1999, and incorporated herein by reference) 10.1 Employment Agreement between Polydex Pharmaceuticals Limited and Thomas C. Usher dated December 22, 1993, as amended on November 1, 1996 (filed as Exhibit 10.1 to the Annual Report on Form 10-K filed April 30, 1997, and incorporated herein by reference)* 10.2 Amendment to Employment Agreement between Polydex Pharmaceuticals Limited and Thomas C. Usher dated February 1, 1999 (filed as Exhibit 10.2 to the Registrant's Annual Report on Form 10-K filed April 29, 1999, and incorporated herein by reference)* 10.3 Employment Agreement between Polydex Pharmaceuticals Limited and George G. Usher dated December 22, 1993 (filed as Exhibit 10.2 to the Annual Report on Form 10-K filed April 30, 1997, and incorporated herein by reference)* 10.4 Amendment to Employment Agreement between Polydex Pharmaceuticals Limited and George G. Usher dated February 1, 1999 (filed as Exhibit 10.2 to the Registrant's Annual Report on Form 10-K filed April 29, 1999, and incorporated herein by reference)* -14- 10.5 Research Agreement among Dextran Products Limited, Canadian Microbiology Consortium, British Columbia's Children's Hospital and the University of British Columbia, dated April 1, 1996 (filed as Exhibit 10.4 to the Annual Report on Form 10-K filed April 30, 1997, and incorporated herein by reference) 10.6 Joint Venture Agreement among Chemdex, Inc., Veterinary Laboratories Inc. and Sparhawk Laboratories, Inc., dated December 1, 1992 (filed as Exhibit 10.5 to the Annual Report on Form 10-K filed April 30, 1997, and incorporated herein by reference) 10.7 Manufacturing Agreement among Sparhawk Laboratories, Inc., Agri Laboratories, Ltd. and Veterinary Laboratories Inc., dated September 23, 1996 (filed as Exhibit 10.6 to the Annual Report on Form 10-K filed April 30, 1997, and incorporated herein by reference) 10.8 Stock Sale and Purchase Agreement between Continental Grain Company and Polydex Pharmaceuticals Limited dated October 30, 1992, as amended on November 22, 1996 (filed as Exhibit 10.8 to the Annual Report on Form 10-K filed April 30, 1997, and incorporated herein by reference) 27 Financial Data Schedule (b) Reports on Form 8-K Not applicable. - ------------ * Indicates a management contract or compensatory plan or arrangement -15- 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. Date: June 12, 2000 POLYDEX PHARMACEUTICALS LIMITED (Registrant) By /s/ George G. Usher ---------------------------------------------- George G. Usher, Chairman, President and Chief Executive Officer (Principal Executive Officer) By /s/ Sharon L. Wardlaw ---------------------------------------------- Sharon L. Wardlaw, Treasurer, Secretary and Chief Financial and Accounting Officer (Principal Financial Officer) -16- EXHIBIT INDEX Exhibit Number Exhibit Description - -------------- ------------------- 27 Financial Data Schedule