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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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 March 31, 2001
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the
transition period from ____________ to _________________
Commission File No. 0-11472
BIOMUNE SYSTEMS, INC.
-----------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
Nevada 87-0380088
- -------------------------------- -----------------------------------
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
6502 South Archer Road, Bedford Park, Illinois 60501
--------------------------------------------------------
(Address of principal executive offices)
(708) 563-9200
-----------------------------
(Issuer's telephone number)
N/A
- --------------------------------------------------------------------------------
(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 [ ]
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. Yes [ ] No [ ]
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APPLICABLE ONLY TO CORPORATE ISSUERS
The number of shares outstanding of the registrant's common stock as of March
31, 2001 was 44,649,500.
Transitional Small Business Disclosure Format (Check one): Yes [ ] No [X]
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INDEX
PART I. FINANCIAL INFORMATION
1. Financial Statements
Condensed and Consolidated Balance Sheet as of
March 31, 2001 (Unaudited) 2
Condensed and Consolidated Statement of Operations
for the three months ended March 31, 2000 and 2001 (Unaudited) 3
Condensed and Consolidated Statement of Shareholders' Deficit
for the three months ended March 31, 2001 4
Condensed and Consolidated Statements of Cash Flows
for the three months ended March 31, 2000 and 2001 (Unaudited) 5
Notes to Condensed and Consolidated Financial Statements 6
2. Management's Discussion and Analysis or Plan of Operation 8
PART II. OTHER INFORMATION
2. Changes in Securities 9
5. Other Information 9
6. Exhibits and Reports on Form 8-K 10
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PART I FINANCIAL INFORMATION
ITEM 1 - Financial Statements
BIOMUNE SYSTEMS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEET (UNAUDITED)
MARCH 31, 2001
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ASSETS
Current assets
Cash $ 5,101
Receivables, less allowance for doubtful accounts of $14,125 304,955
Notes receivable, net 57,422
Inventories, net 2,517,609
Prepaid expenses 280,574
------------
Total current assets 3,165,661
Investment in equity securities 864,434
Property and equipment, net 10,199,880
Investment and advances to affiliate, net -
Other assets
Goodwill, net of accumulated amortization of $129,339 1,422,734
Other 13,579
------------
$ 15,666,288
============
- --------------------------------------------------------------------------------
LIABILITIES AND SHAREHOLDERS' DEFICIT
Current liabilities
Current portion of convertible debt $ 1,298,765
Short term notes payable 2,847,644
Accounts payable 1,239,612
Accrued expenses 4,014,107
------------
Total current liabilities 9,400,128
Notes payable 10,492,143
Convertible debt 16,614,561
Shareholders' deficit
Preferred stock, $.0001 par value 198,453
Common stock, $.0001 par value -
Additional paid-in capital 59,053,959
Stock subscriptions receivable (31,987)
Deferred stock compensation (245,833)
Accumulated deficit (79,815,136)
------------
Total shareholders' deficit (20,840,544)
------------
$ 15,666,288
============
The accompanying notes are an integral part of this unaudited condensed
consolidated balance sheet statement.
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BIOMUNE SYSTEMS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
THREE MONTHS ENDED MARCH 31,
- ----------------------------------------------------------------------------------------------
2001 2000
------------ ------------
Revenues $ 605,773 $ 399,343
Cost of revenue 785,690 477,340
Research and Development 271,331 336,132
Selling, general and administrative 1,664,953 706,042
------------ ------------
Total operating expenses 2,721,974 1,519,514
------------ ------------
Loss from operations (2,116,201) (1,120,171)
Other income (expense)
Interest income 8,929 1,182
Interest expense (2,563,360) (1,471,151)
------------ ------------
Total other expense (2,554,431) (1,469,969)
------------ ------------
Loss before income taxes (4,670,632) (2,590,140)
Provision for income taxes - -
------------ ------------
Net loss (4,670,632) (2,590,140)
Preferred stock dividends and beneficial conversion premium (656) -
------------ ------------
Net loss applicable to common shares $ (4,671,288) $ (2,590,140)
------------ ------------
Per common share:
Basic:
Net loss (.11) (.09)
Diluted:
Net loss (.11) (.09)
Weighted average shares of common stock outstanding:
Basic 44,032,833 28,060,040
Diluted 44,032,833 28,060,040
The accompanying notes are an integral part of this unaudited condensed
consolidated balance sheet statement.
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BIOMUNE SYSTEMS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF SHAREHOLDERS' DEFICIT
THREE MONTHS ENDED MARCH 31, 2001
- ------------------------------------------------------------------------------------------------------------------------------------
Series A Series B Additional
Common Stock Preferred stock Preferred stock paid-in
Shares Amount Shares Amount Shares Amount capital
------------- ------ ----------------------- ------- --------- --------------
Begin Balance per GT 42,999,500 $ - 39,124 $ 191,057 449 $ 6,740 $ 58,543,186
Shares Issued to Media Relations Firm 1,250,000 - - - - - 1,171,875
Amortization of Deferred Compensation - - - - - - -
Warrants exercised 400,000 - - - - - 4,000
Net Loss - - - - - -
Preferred Stock Dividends - - 131 656 - - -
Sale of Donlar Common Stock - - - - - - 714,593
Cancel Donlar Stock Options - - - - - - (207,820)
------------- ------ --------- ----------- ------ --------- ---------------
End Balance 44,649,500 $ - 39,255 $ 191,713 449 $ 6,740 $ 60,225,834
============= ====== ========= =========== ====== ========= ===============
- ------------------------------------------------------------------------------------------------------------
Stock Deferred Accumulated
Subscription Compensation Deficit Total
------------ ------------- --------------- ---------------
Begin Balance per GT $ (31,987) $ (282,708) $ (75,765,098) $ (17,338,810)
Shares Issued to Media Relations Firm - (703,125) - 468,750
Amortization of Deferred Compensation - 189,375 - 189,375
Warrants exercised - - - 4,000
Net Loss - - (4,670,632) (4,670,632)
Preferred Stock Dividends - - (656) -
Sale of Donlar Common Stock - - - 714,593
Cancel Donlar Stock Options - - - (207,820)
------------ ------------- --------------- ---------------
End Balance $ (31,987) $ (796,458) $ (80,436,386) $ (20,840,544)
============ ============= =============== ===============
The accompanying notes are an integral part of this unaudited condensed
consolidated balance sheet statement.
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BIOMUNE SYSTEMS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
THREE MONTHS ENDED MARCH 31,
- -------------------------------------------------------------------------------------------
2001 2000
----------- -----------
Cash flows from operating activities
Net loss $(4,670,632) $(2,590,140)
Adjustments to reconcile net loss to net cash
used in operating activities
Depreciation and amortization 386,085 256,461
Issuance of Common Stock for Services 621,250 -
Compensation expense related to options and warrants (207,820) 1,880
Interest expense related to amortization of debt discount 1,652,800 598,709
Change in assets and liabilities
Receivables (110,662) (81,373)
Inventories 173,404 57,872
Prepaid expenses and other assets 108,342 (19,057)
Accounts payable 304,107 (48,237)
Accrued expenses 287,781 638,927
----------- -----------
Net cash used in operating activities (1,455,345) (1,184,958)
Cash flows from investing activities
Proceeds from sale of property and equipment 3,100 -
Investments in patents - (47,179)
Purchase of property and equipment (52,183) (16,855)
----------- -----------
Net cash used in investing activities (49,083) (64,034)
Cash flows from financing activities
Principal repayments of convertible notes (135,498) -
Proceeds from notes payable 50,000 -
Issuance of common stock 714,593
Proceeds from exercise of stock options and warrants 4,000 -
Payments received on stock subscription receivable - 414,502
Proceeds from issuance of convertible notes - 1,125,000
----------- -----------
Net cash provided by financing activities 633,095 1,539,502
----------- -----------
Net (decrease) increase in cash and cash equivalents (871,333) 290,510
Cash and cash equivalents at beginning of year 876,434 379,278
----------- -----------
Cash and cash equivalents at end of year $ 5,101 $ 669,788
=========== ===========
Supplemental disclosure of cash flow information:
Interest paid $ 637,962 $ 872,442
Income tax paid - -
The accompanying notes are an integral part of this unaudited condensed
consolidated balance sheet statement.
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Notes to Condensed Consolidated Financial Statements
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with instructions to Form 10-Q and, therefore, do not
include all information and footnotes necessary for a fair presentation of
financial position, results of operations and cash flows in conformity with
accounting principles generally accepted in the United States of America. For
further information refer to the Consolidated Financial Statements and footnotes
included in Biomune Systems, Inc.'s (the Company's or Biomune's) Annual Report
on Form 10-K for the year ended December 31, 2000.
In management's opinion, the condensed consolidated financial statements include
all adjustments, consisting only of normal recurring adjustments except as
discussed below, which the Company considers necessary for a fair presentation
of the results for the period. Operating results for the period presented are
not necessarily indicative of the results that may be expected for the entire
year.
REPORTING ENTITY
On August 7, 2000, Donlar Corporation ("Donlar") entered into an agreement with
Biomune to purchase 427,311 shares of Biomune's common stock, approximately
19.9% of the outstanding shares, in exchange for a 10% note due December 31,
2000 in the principal amount of $1,115,025 (the "Note"). On November 3, 2000,
Donlar and Biomune amended this agreement. The restructured transaction took
place in three phases. First, Biomune completed a 1 for 5 reverse split of its
common stock. Secondly, Donlar paid $563,500 in cash as a partial payment on the
Note and received 1,127,000 shares of Biomune's common stock.
Thirdly, Donlar transferred the exclusive right to distribute and the exclusive
right to all future sales from Donlar's crop nutrition management and oil field
products to Biomune. Biomune also received the rights to certain research and
development activity of Donlar and $1,850,000 in cash in exchange for issuing
40,152,520 additional shares of Biomune's common stock to Donlar, so that upon
completion of these transactions Donlar owned 96% of Biomune's common stock.
Donlar also agreed to transfer to Biomune the balance of its assets and related
liabilities, except for Donlar's existing patent rights and all intellectual
property relating to Donlar's genetic research activities. This transfer of
assets and liabilities took place on January 19, 2001.
Since the foregoing transactions represent a change in control of Biomune, the
transactions have been accounted for as a reverse acquisition whereby Donlar was
treated as the acquirer and Biomune as the acquiree. The enclosed financial
statements are based on Donlar's historical data for the three month period
ended March 31, 2000. From the date of acquisition, November 3, 2000, the
financial statements include the activity of both Biomune and Donlar.
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EQUITY TRANSACTIONS
During November 2000, Donlar transferred eight million shares of Biomune's
common stock to a shareholder and former director of Donlar. These shares were
transferred as a loan to this individual and were used by this individual as
collateral to obtain a personal loan. The bank which issued the personal loan
currently holds these shares, therefore leaving Donlar with approximately an 75%
interest in Biomune. These shares are to be returned to Donlar upon repayment of
the personnel loan, however the loan has not been repaid to date. When the
Biomune shares are distributed to the Donlar shareholders, the Company will
reduce the distribution of Biomune's stock to this individual, who owns
approximately 4.8% of the outstanding common stock of Donlar. The Company will
also reduce the amount of Biomune shares that will be distributed to a major
shareholder and the President of the Company, who in aggregate own approximately
50% of the common stock of Donlar.
In January 2001, Donlar sold 1,500,000 shares of its common stock to an investor
for $714,593. Since November 3, 2000, the financial statements of the Company
include the activity of both Biomune and Donlar. Accordingly, for accounting
purposes, the issuance of these shares have been treated as a Biomune
transaction.
In January 2001, the Company entered into an agreement with a media relations
firm. This agreement is for a period of one year, and the Company has issued the
firm warrants to purchase 1,250,000 shares of Biomune's common stock at an
exercise price of $0.01 per share. These warrants can only be exercised if
Biomune's common stock trades above $5.00 a share for a period of 60 consecutive
days. This agreement was cancelled in April 2001 when the Company entered into a
new agreement effective January 20, 2001 with the same media relations firm. The
term of the new agreement is one year and the Company issued 500,000 shares of
Biomune's common stock in connection with the execution of the agreement. The
Company recorded $468,750 of general and administrative expenses which is the
fair value of the stock issued. Additionally, the Company issued the firm
750,000 shares of Biomune's common stock which will be held in an escrow account
until completion of the terms of the agreement. The fair value of these 750,000
shares were recorded as deferred compensation in the amount of $703,125. This
amount is being amortized over one year, the life of the agreement, as adjusted
for changes in fair value over the term of the agreement.
In March 2001, an investment advisor exercised a warrant to purchase 400,000
shares of Biomune's common stock for $0.01 a share, pursuant to its August 2000
agreement.
SUBSEQUENT EVENTS
In April 2001, the Company entered into a management services agreement with an
investment advisor. In exchange for the services performed relating to potential
acquisitions, the Company issued to the investment advisor 1,000,000 shares of
Biomune's common stock. The Company will record $1,230,000 in general and
administrative expenses during April 2001 equal to the fair value of these
shares.
On April 15, 2001, several convertible notes payable totaling $763,500 became
due. These notes have not been paid or extended. The Company is currently
negotiating to extend or repay the notes.
On April 30, 2001, a $3,000,000 note payable to an investor in the Company
became due. This note was amended and now has a maturity date of October 31,
2001.
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ITEM 2 - Management's Discussion and Analysis or Plan of Operation
Forward Looking Statements
This report and the documents incorporated by reference in this report contain
forward-looking statements. These forward-looking statements are based on
management's current expectations, estimates and projections about the Company's
industry, management's beliefs and certain assumptions made by the Company.
These statements are not guarantees of future performance and are subject to
certain risks, uncertainties and assumptions that are difficult to predict.
Therefore, the Company's actual results could differ materially from those
expressed or forecasted in any forward-looking statements as a result of a
variety of factors, including those set forth in "Description of Business." The
Company undertakes no obligation to update publicly any forward-looking
statements for any reason, even if new information becomes available or other
events occur in the future.
Description of Business
For information concerning the acquisition of Biomune by Donlar, see "Notes to
Condensed Consolidated Financial Statements - REPORTING ENTITY."
Results of Operations
Comparison of the three months ended March 31, 2001 with the three months ended
March 31, 2000.
During the three months ended March 31, 2001, the Company had revenues of
$605,773, compared to $399,343 for the comparable three-month period in 2000.
The increase in sales was due to growth in the BioPolymers segment from new
customers and new products.
Cost of revenues was $785,690 for the three months ended March 31, 2001,
compared to $477,340 for the same period in 2000. This increase in cost of
revenues is proportionate to the increase in revenue.
Operating expenses were $2,721,974 for the three-month period ended March 31,
2001, compared to $1,519,514 for the three month period ended March 31, 2000.
This increase relates to the increased sales, as well as additional costs
associated with Biomune.
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Interest expense increased from $1,471,151 for the first three months of 2000 to
$2,563,360 for the first three months of 2001. This increase was due to
increases in borrowings and in the amortization of debt discount.
During the three months ended March 31, 2001, the Company had a net loss of
$4,670,632 compared to a net loss of $2,590,140 for the three months ended March
31, 2000. This increase in the net loss was attributable primarily to the
increase in interest expense and operating expenses.
The Company has deferred consulting expense related to shares issued under
consulting agreements, and these deferred amounts are being expensed over the
terms of their agreement. Total amortization of these deferred consulting
expenses was $189,375 for the three months ended March 31, 2001.
Liquidity and Capital Resources
Historically, Biomune has been unable to finance its operations from cash flows
from operating activities. Biomune expects it will require substantial funds to
continue operations. As of March 31, 2001, Biomune had cash of $5,101; however,
it did not have any plan for its continued financing.
PART II OTHER INFORMATION
Item 2. Changes in Securities
In January 2001, Donlar sold 1,500,000 unregistered shares of common stock for
$714,593, pursuant to Section 4(2) of the Securities Act of 1933, as amended
(the "Act"), to an investor. Since November 3, 2000, the financial statements of
the Company include the activity of both Biomune and Donlar. Accordingly, for
accounting purposes, the issuance of these shares have been treated as a Biomune
transaction.
In March 2001, an investment advisor exercised warrants to purchase 400,000
unregistered shares of the Company's common stock for $0.01 per share pursuant
to Section 4(2) of the Act.
Item 5. Other Information
In November 2000, 8 million shares (the "Shares) of the Company's common stock
owned by Donlar were transferred to a shareholder and former director of Donlar.
These Shares were transferred as a loan to this individual and were delivered by
him to a commercial bank as collateral for a loan to him from the bank for an
unrelated transaction. The understanding between the Company and the individual
was that the Share loan transaction was to be of short-term duration, and that
the Shares were to be returned to the Company after the individual either
provided the bank with substituted collateral or paid the loan.
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Since that time, the bank has advised the Company and Donlar that the loan has
not been paid and substituted collateral has not been provided. The bank
continues to hold the Shares.
The Company's long-term strategy is to merge with Donlar, and, in connection
with that merger, to distribute the common stock of the Company owned by Donlar
to the shareholders of Donlar. When the Biomune shares are distributed to the
Donlar shareholders, the Company will reduce the distribution of Biomune's stock
to this individual, who owns approximately 4.8% of the outstanding common stock
of Donlar. The Company will also reduce the amount of Biomune shares that will
be distributed to a major shareholder and the President of the Company, who in
aggregate own approximately 50% of the common stock of Donlar.
In April 2001, the Company entered into a management services agreement with an
investment advisor. In exchange for services performed relating to potential
acquisitions, the Company issued 1,000,000 registered shares of common stock.
In May 2001, effective January 2001, the Company issued 1,250,000 unregistered
shares of common stock to a media relations firm for services performed pursuant
to an agreement entered into in January 2001.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits.
Exhibit No. Exhibit Description
----------- -------------------
2.1$$$ Stock Purchase Agreement, dated as of August 7, 2000,
between Biomune Systems, Inc. and Donlar Corporation.
2.2$$$ Asset Purchase Agreement, dated as of August 7, 2000,
between Biomune Systems, Inc. and Donlar Corporation.
3.1+ Amended and Restated Articles of Incorporation
3.2+ Amended and Restated Bylaws (adopted March 22, 1996)
3.3+ Certificate and Statement of Determination of Rights and
Preferences of Series A 10% Cumulative Convertible
Preferred Stock
3.4+ Certificate and Statement of Determination of Rights and
Preferences of Series B 10% Cumulative Convertible
Non-Voting Preferred Stock
3.5+ Certificate and Statement of Determination of Rights and
Preferences of Series D 8% Cumulative Convertible
Non-Voting Stock
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3.6+ Certificate of Amendment to the Designation of Rights
and Preferences Related to Series A 10% Cumulative
Convertible Preferred Stock
3.7+ Certificate and Statement of Determination of Rights and
Preferences of Series C 8% Cumulative Convertible
Non-Voting Preferred Stock
3.8++ Certificate and Statement of Determination of Rights and
Preferences of Series E, 8% Cumulative Convertible
Preferred Stock
3.9++ Certificate of Amendment of Determination of Rights and
Preferences of Series F, 8% Cumulative Convertible
Preferred Stock
3.10++ Amendment to Determination of Rights and Preferences of
Series F Preferred
3.11++ Certificate and Statement of Determination of Rights and
Preferences of Series G, 8% Cumulative Preferred Stock
3.12++ Amendment to Designation of Rights and Preferences of
Series G Preferred
3.13++ Certificate and Statement of Determination of Rights and
Preferences of the Series J, 8% Cumulative Convertible
Preferred Stock
4.1** Form of Common Stock Certificate
4.3** Form of Series A 10% Cumulative Convertible Preferred
Stock Certificate
4.4* Form of Series B 10% Cumulative Convertible Preferred
Stock Certificate
4.5# Form of Series D 8% Cumulative Convertible Preferred
Stock Certificate
4.6+ Form of Series C 8% Cumulative Convertible Preferred
Stock Certificate
4.7++ Form of Series E Certificate
4.8++ Form of Series F Certificate
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4.9++ Form of Series G Amendment
4.10++ Form of Series J Certificate
10.43* Office Lease Agreement
10.50* Thomas Q. Garvey, III Indemnification Agreement
10.51* St. Luke's-Roosevelt Hospital Center Statement of
Agreement
10.52* Michael G. Acton Agreement
10.53* Frank A. Eldredge Agreement
10.54* James Dalton Agreement
10.60# Amended License Agreement with PTI
10.77# 1995 Stock Incentive Plan
10.80# Incentive Stock Option Agreement with Michael G. Acton
(May 4, 1995)
10.82# Amended 1995 Stock Incentive Plan
10.83# Non-Qualified Stock Option Agreement with Christopher D.
Illick
10.84# Schedule Identifying Other Non-Qualified Stock Option
Agreements 10.85# Incentive Stock Option Agreement with
Frank A. Eldredge
10.86# Schedule Identifying other Incentive Stock option
Agreements
10.95+ Lease Agreement with Young Electric Sign company
10.97+ Form of Registration Rights Agreement (Series C
Preferred)
10.98+ Form of Investor Questionnaire and Subscription
Agreement (Series C Preferred)
10.108+ License Agreement with Biomed Patent Development LLC
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10.112+ First Amendment to Amended License Agreement with PTI
10.113++ Contract with ML Industries
10.114++ Contract with Medical Foods, Inc.
10.115++ Contract with Harrogate Marketing LLC
10.116++ Rockwood Purchase Agreement, as amended
10.117+++ Marketing and Consulting Services Agreement between
Biomune Systems, Inc., and Harrogate Marketing, L.L.C.
dated as of August 14, 1999
10.118$ Contract with Amerifit Nutrition, Inc.
10.119$ License Agreement with Amerifit Nutrition, Inc.
10.120$ Contract with ICN Pharmaceutical
10.121$ Schedules to ICN Pharmaceutical Contract
10.122$ Non-Competition Agreement with Amerifit Nutrition, Inc.
10.123$$ 1999 Stock Option and Incentive Plan of Biomune
effective as of January 1, 1999
10.124$$ Form of Incentive Stock Option Grant and Agreement
between Biomune and certain directors, officers and
employees of Biomune
10.125$$ Form of Stock Option Grant and Agreement between Biomune
and certain directors, officers and employees of Biomune
10.126$$ Form of Stock Award Letter.
10.127$$$ Promissory Note in the principal amount of
$1,115,024.80, dated as of August 7, 2000.
10.130@ Capital Contribution, Assignment and Assumption
Agreement
10.131@@ Form of Consulting Agreement with Peter Frugone
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10.132 Form of Consulting Agreement with Media Relations
Strategy, Inc.
- -----------------------
# Incorporated by reference to Biomune's Periodic Report on Form
10-K/A for the fiscal year ended September 30, 1995.
* Incorporated by reference to Biomune's Periodic Report on Form
10-KSB for the fiscal year ended September 30, 1994.
** Incorporated by reference to Biomune's Periodic Report on Form 10-K
for the fiscal year ended September 30, 1993 and the two month
period ended November 30, 1993.
*** Incorporated by reference to Biomune's Periodic Report on Form 10-K
for the fiscal year ended September 30, 1992.
+ Incorporated by reference to Biomune's Periodic Report on Form
10-KSB for the fiscal year ended September 30, 1996.
++ Incorporated by reference to Biomune's Periodic Report on Form
10-KSB for the fiscal year ended September 30, 1998.
+++ Incorporated by reference to Biomune's Periodic Report on Form
10-KSB for the fiscal year ended September 30, 1999.
$ Incorporated by reference to Biomune's Periodic Report on Form
10-QSB for the period ending December 31, 1999.
$$ Incorporated by reference to Biomune's Periodic Report on Form S-8
filed on February 2, 2000.
$$$ Incorporated by reference to Biomune's Periodic Report on Form 8-K
filed on August 15, 2000.
@ Incorporated by reference to Biomune's Periodic Report on Form 8-K
filed on January 22, 2001.
@@ Incorporated by reference to Biomune's Periodic Report on Form S-8
filed on May 2, 2001.
(b) Reports on Form 8-K.
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A Report on Form 8-K was filed on January 22, 2001, reporting that Donlar
transferred all of Donlar's assets and associated liabilities, excluding those
related to Donlar's existing patent rights and all intellectual property
relating to its genetic (recombinant DNA) research activities, to Biomune as a
capital contribution.
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.
BIOMUNE SYSTEMS, INC.
Dated: May 18, 2001 By: /s/ Larry P. Koskan
-------------------------------------
Larry P. Koskan, President and
Chief Executive Officer
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