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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB/A
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED FEBRUARY 28, 1999
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
FOR THE TRANSITION PERIOD FROM _______ TO _______
COMMISSION FILE NUMBER: 0-9065
GOLDEN PHARMACEUTICALS, INC.
(Name of small business issuer in its charter)
COLORADO 84-0645174
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
3000 W. WARNER AVENUE, SANTA ANA, CALIFORNIA 92704
(Address of principal executive office)(Zip Code)
(714) 754-5800
Issuer's telephone number
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
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The number of shares of common stock outstanding as of MARCH 31, 1999, was
125,162,873
Transitional Small Business Disclosure Format: Yes NO
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PART II
ITEM 1. LEGAL PROCEEDINGS.
Quality Care Pharmaceuticals, Inc. ("QCP"), a wholly owned subsidiary
of the Company, along with other entities, has been named as a defendant in
approximately forty-seven lawsuits, and expects to be named in additional
lawsuits, brought by numerous plaintiffs relating to personal injury claims
caused by the use of fen fluaramine, dexfen fluramine and/or phentormine,
collectively known as Phen Fen. The lawsuits have been brought in various
jurisdictions, including state courts in California, Nevada and West Virginia.
In California, case management has been consolidated in the Superior Court of
California, County of Los Angeles, Judicial Council Coordination Proceeding No.
4032. According to an internet web site maintained by the California Superior
Court, County of Los Angeles, QCP has been named as a defendant in approximately
forty-five lawsuits, but QCP has only been served in thirteen California
lawsuits to date. QCP has also been served as a defendant in lawsuits filed in
state court in the States of Nevada and West Virginia. The first lawsuit in
California was filed against the principal defendants, including manufacturers,
distributors and physicians, on May 27, 1998 and lawsuits have been filed on
various dates since that time. QCP has been added as a named defendant in
lawsuits at various times over the last few months. Plaintiffs in all of the
lawsuits are seeking monetary damages as well as injunctive relief. At this time
it is not possible for the Company to determine what, if any, liability to the
Company will result from such claims.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a) Exhibits
3 Certificate of Amendment to Articles of Incorporation of Quality Care Pharmaceuticals, Inc. filed
January 15, 1999.(1)
10.1 ALCO Financial Services, LLC Loan Agreement and Security Agreement dated as of April 2, 1999 between
ALCO Financial Services, LLC, the Company and Quality Care Pharmaceuticals, Inc.*
10.2 Letter Agreement dated April 2, 1999 by ALCO Financial Services, LLC.*
10.3 Revolving Credit Note dated April 2, 1999 in the principal amount of up to $1,500,000 made by the
Company and Quality Care Pharmaceuticals, Inc.*
27 Financial Data Schedule.(1)
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* Filed herewith
(1) Filed as an Exhibit to the Company's Quarterly Report on Form 10-QSB
for the quarter ended February 28, 1999 filed on April 20, 1999
b) Reports on Form 8-K
No Current Reports on Form 8-K were filed during the period covered by
this report.
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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.
GOLDEN PHARMACEUTICALS, INC.
(Registrant)
DATED: April 30, 1999 BY: /s/ John H. Grant
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John H. Grant, Vice Chairman
(Chief Accounting Officer)
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Exhibit Index
Exhibit No. Description
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3 Certificate of Amendment to Articles of Incorporation of Quality Care Pharmaceuticals, Inc. filed
January 15, 1999.(1)
10.1 ALCO Financial Services, LLC Loan Agreement and Security
Agreement dated as of April 2, 1999 between ALCO Financial
Services, LLC, the Company and Quality Care
Pharmaceuticals, Inc.*
10.2 Letter Agreement dated April 2, 1999 by ALCO Financial Services, LLC.*
10.3 Revolving Credit Note dated April 2, 1999 in the principal amount of up to $1,500,000 made by the
Company and Quality Care Pharmaceuticals, Inc.*
27 Financial Data Schedule.(1)
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* Filed herewith
(1) Filed as an Exhibit to the Company's Quarterly Report for the quarter
ended February 28, 1999 filed on April 20, 1999