UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
[X] Quarterly Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
For the quarterly period ended September 30, 2003
or
[ ] Transition Report Pursuant to Section 13 or 15 (d) of
the Securities Exchange Act of 1934
Commission file No. 0-30641
L.A.M. PHARMACEUTICAL, CORP. (Exact name of
registrant as specified in its charter)
Delaware 52-2278236
------------------- --------------------------
(State of incorporation) (I.R.S. Employer Identification Number)
800 Sheppard Avenue West,
Commercial Unit 1
Toronto, Ontario, Canada M3H 6B4
(Address of principal executive offices) (Zip Code)
(877) 526-7717
(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 proceeding 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 [ ]
As of October 31, 2003, the Company had 41,290,835 issued and outstanding shares
of common stock.
L.A.M. PHARMACEUTICAL, CORP.
(A DELAWARE CORPORATION)
Lewiston, New York
-------------------------------------
FINANCIAL REPORTS
AT
SEPTEMBER 30, 2003
-------------------------------------
L.A.M. PHARMACEUTICAL, CORP. (A DELAWARE CORPORATION) Lewiston, New York
TABLE OF CONTENTS
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Balance Sheets at September 30, 2003 (Unaudited) and December 31, 2002 F-2
Statements of Changes in Stockholders' Equity (Deficit) for the
Nine Months Ended September 30, 2003 and 2002 (Unaudited) F-3
Statements of Operations for the Three Months Ended September 30, 2003
and 2002 (Unaudited) F-4
Statements of Operations for the Nine Months Ended September 30, 2003
and 2002 (Unaudited) F-5
Statements of Cash Flows for the Nine Months Ended September 30, 2003
and 2002 (Unaudited) F-6 to F-7
Notes to Financial Statements F-8 to F-9
The accompanying notes are an integral part of these financial statements.
F - 2
L.A.M. PHARMACEUTICAL, CORP.
(A DELAWARE CORPORATION)
Lewiston, New York
BALANCE SHEETS
- --------------------------------------------------------------------------------
(Unaudited)
September 30, December 31,
2003 2002
- --------------------------------------------------------------------------------
ASSETS
Current Assets
Cash and Cash Equivalents $ 59,677 $ 210,214
Accounts Receivable 11,228 13,643
Inventory 499,828 550,085
Prepaid Expenses 76,757 5,812
Other Current Assets 19,224 874
- --------------------------------------------------------------------------------
Total Current Assets 666,714 780,628
Property and Equipment - Net of Accumulated 104,958 124,958
Depreciation
Other Assets
Patents and Trademarks - Net of Accumulated 605,245 546,631
Amortization
- --------------------------------------------------------------------------------
Total Assets $ 1,376,917 $ 1,452,217
- --------------------------------------------------------------------------------
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current Liabilities
Accounts Payable and Accrued Expenses $ 933,355 $ 866,164
Accrued Arbitration Settlement 606,132 --
Convertible Notes 160,400 671,000
- --------------------------------------------------------------------------------
Total Current Liabilities 1,699,887 1,537,164
Other Liabilities
Due to Stockholders - due after one year 149,545 164,037
Deferred Royalty Revenue 207,360 207,360
- --------------------------------------------------------------------------------
Total Liabilities 2,056,792 1,908,561
- --------------------------------------------------------------------------------
Stockholders' Deficit
Common Stock - $.0001 Par; 50,000,000 Shares
Authorized; 33,463,318 and
27,511,412 Shares Issued and
Outstanding, Respectively 3,346 2,751
Additional Paid-In Capital 25,676,201 24,054,187
Accumulated Deficit (26,359,422) (24,513,282)
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Total Stockholders' Deficit (679,875) (456,344)
- --------------------------------------------------------------------------------
Total Liabilities and Stockholders' Deficit $ 1,376,917 $ 1,452,217
- --------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
L.A.M. PHARMACEUTICAL, CORP.
(A DELAWARE CORPORATION)
Lewiston, New York
STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT)
- ---------------------------------------------------------------------------------------------------------------------------------
Additional Loan Total
Number Common Paid-In Receivable - Accumulated Stockholders'
of Shares Stock Captial Director/Officer Deficit Equity (Deficit)
- ---------------------------------------------------------------------------------------------------------------------------------
Balance - December 31, 2001 19,784,520 $1,978 $ 17,964,009 $ (640,000) $(18,214,065) $ (888,078)
Capital Contribution - Interest Expense -- -- 16,906 -- -- 16,906
Stock Options Granted -
Compensation for Services Rendered -- -- 1,349,437 -- -- 1,349,437
Common Shares Issued -
Compensation for Services Rendered 1,496,500 150 913,102 -- -- 913,252
Stock Options Exercised 4,918,975 492 2,858,647 -- -- 2,859,139
Sale of Shares Under the Equity Line of
Credit Agreement 614,156 61 487,303 -- -- 487,364
Receivable on Option Exercise -- -- (396,000) -- -- (396,000)
Loan Repayments from Director/Officer -- -- -- 640,000 -- 640,000
Net Loss for the Period (Unaudited) -- -- -- -- (4,726,242) (4,726,242)
- --------------------------------------------------------------------------------------------------------------------------------
Balance - September 30, 2002 (Unaudited) 26,814,151 $2,681 $ 23,193,404 $ -- $(22,940,307) $ 255,778
- --------------------------------------------------------------------------------------------------------------------------------
Balance - December 31, 2002 27,511,412 $2,751 $ 24,054,187 $ -- $(24,513,282) $ (456,344)
Capital Contribution - Interest Expense -- -- 6,346 -- -- 6,346
Stock Options Granted -
Compensation for Services Rendered -- -- 27,148 -- -- 27,148
Common Shares Issued -
Compensation for Services Rendered 4,215,172 421 368,829 -- -- 369,250
Sale of Shares Under the Stock Subscriptions -- -- 684,265 -- -- 684,265
Receivable on Option Exercise -- -- 25,000 -- -- 25,000
Conversion of Convertible Notes 1,736,734 174 510,426 -- -- 510,600
Net Loss for the Period (Unaudited) -- -- -- -- (1,846,140) (1,846,140)
- -------------------------------------------------------------------------------------------------------------------------------
Balance - September 30, 2003 (Unaudited) 33,463,318 $3,346 $ 25,676,201 $ -- $(26,359,422) $ (679,875)
- -------------------------------------------------------------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
L.A.M. PHARMACEUTICAL, CORP.
(A DELAWARE CORPORATION)
Lewiston, New York
STATEMENTS OF OPERATIONS (UNAUDITED)
- --------------------------------------------------------------------------
Three Months Ended
September 30,
--------------------------------
2003 2002
- --------------------------------------------------------------------------
Revenues
Net Sales $ 26,163 $ 22,165
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Expenses
Cost of Sales 7,571 5,172
General and Administrative 179,276 570,902
Marketing and Business Development 67,080 360,611
Research and Development 26,760 114,146
- --------------------------------------------------------------------------
280,687 1,050,831
Financial Accounting Expenses
Not Requiring the Use of Cash During
the Period:
Depreciation and Amortization 17,717 15,916
Interest Expense 2,058 2,358
Share and Option Grants to Officers,
Directors, Investors and Consultants 139,666 407,917
- --------------------------------------------------------------------------
Total Expenses 440,128 1,477,022
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Loss Before Other Expenses (413,965) (1,454,857)
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Other Expenses
Provision for Arbitration Settlement 3,000 --
- --------------------------------------------------------------------------
Total Other Expenses 3,000 --
- --------------------------------------------------------------------------
$ (416,965) $ (1,454,857)
Net Loss for the Period
- --------------------------------------------------------------------------
Loss per Common Share - Basic and Diluted $ (0.01) $ (0.06)
- --------------------------------------------------------------------------
Weighted Average Number of Common Shares
Outstanding - Basic and Diluted 31,448,867 26,133,394
- --------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
L.A.M. PHARMACEUTICAL, CORP.
(A DELAWARE CORPORATION)
Lewiston, New York
STATEMENTS OF OPERATIONS (UNAUDITED)
- --------------------------------------------------------------------------
Nine Months Ended
September 30,
--------------------------------
2003 2002
- --------------------------------------------------------------------------
Revenues
Net Sales $ 79,784 $ 22,165
- --------------------------------------------------------------------------
Expenses
Cost of Sales 20,856 5,172
General and Administrative 506,951 1,154,563
Marketing and Business Development 330,123 748,557
Research and Development 147,142 432,683
- --------------------------------------------------------------------------
1,005,072 2,340,975
Financial Accounting Expenses
Not Requiring the Use of Cash During the
Period:
Depreciation and Amortization 51,616 45,220
Interest Expense 6,504 17,473
Share and Option Grants to Officers,
Directors, Investors and Consultants 256,600 2,344,739
- --------------------------------------------------------------------------
Total Expenses 1,319,792 4,748,407
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Loss Before Other Expenses (1,240,008) (4,726,242)
- --------------------------------------------------------------------------
Other Expenses
Provision for Arbitration Settlement 606,132 --
- --------------------------------------------------------------------------
Total Other Expenses 606,132 --
- --------------------------------------------------------------------------
Net Loss for the Period $ (1,846,140) $ (4,726,242)
- --------------------------------------------------------------------------
Loss per Common Share - Basic and Diluted $ (0.06) $ (0.20)
- --------------------------------------------------------------------------
Weighted Average Number of Common Shares
Outstanding - Basic and Diluted 30,107,786 23,913,887
- --------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
L.A.M. PHARMACEUTICAL, CORP.
(A DELAWARE CORPORATION)
Lewiston, New York
STATEMENTS OF CASH FLOWS (UNAUDITED)
- ---------------------------------------------------------------------------
Nine Months Ended
September 30,
2003 2002
- ---------------------------------------------------------------------------
Cash Flows from Operating Activities
Net Loss for the Period $ (1,846,140) $ (4,726,242)
Adjustments to Reconcile Net Loss for
the Period
to Net Cash Flows from Operating
Activities:
Depreciation and Amortization 51,616 45,220
Capital Contributions:
Deemed Interest Expense on
Loans from Stockholders 6,346 16,906
Share and Option Grants - Officers,
Directors, Investors, and
Consultants 396,398 2,107,682
Changes in Assets and Liabilities:
Accounts Receivable 2,415 (21,054)
Inventory 50,257 (334,842)
Prepaid Expenses (70,945) (57,223)
Other Current Assets (18,350) (1,000)
Accounts Payable and Accrued Expenses 276,141 396,662
Accrual for Arbitration Settlement 606,132 --
- ---------------------------------------------------------------------------
Net Cash Flows from Operating Activities (546,130) (2,573,891)
- ---------------------------------------------------------------------------
Cash Flows from Investing Activities
Purchases of Property and Equipment (1,495) (16,405)
Purchases of Patents and Trademarks -
Net (88,735) (139,914)
- ---------------------------------------------------------------------------
Net Cash Flows from Investing Activities (90,230) (156,319)
- ---------------------------------------------------------------------------
Cash Flows from Financing Activities
Proceeds from Exercise of Stock Options 25,000 1,357,303
Proceeds from the Sale of Shares Under
the
Stock Subscriptions 400,315 --
Proceeds from Sale of Shares Under the
Equity Line of Credit Agreement -- 487,364
Loan Receivable - Director/Officer -- 976,643
Advances from Stockholders 139,390 433
Repayments to Stockholders (78,882) --
- ---------------------------------------------------------------------------
Net Cash Flows from Financing Activities 485,823 2,821,743
Net Change in Cash and Cash Equivalents (150,537) 91,533
Cash and Cash Equivalents - Beginning
of Period 210,214 11,284
- ---------------------------------------------------------------------------
Cash and Cash Equivalents - End of $ 59,677 $ 102,817
Period
- ---------------------------------------------------------------------------
The accompanying notes are an integral part of these financial statements.
- -continued-
L.A.M. PHARMACEUTICAL, CORP.
(A DELAWARE CORPORATION)
Lewiston, New York
STATEMENTS OF CASH FLOWS (UNAUDITED) - continued
- ---------------------------------------------------------------------------
Nine Months Ended
September 30,
-----------------------------------
2003 2002
- ---------------------------------------------------------------------------
- ---------------------------------------------------------------------------
Non-Cash Investing and Financing
Activities
Exercise of Stock Options $ -- $ 857,450
Offsetting of Stockholders Receivable
and Payables $ -- $ 728,000
Debentures Converted to Common Stock $ 510,600 $ --
Stock Subscriptions - Offset against
due to stockholders $ 75,000 $ --
SUPPLEMENTAL DISCLOSURE
Interest Paid $ -- $ --
Income Taxes Paid $ -- $ --
The accompanying notes are an integral part of these financial statements.
L.A.M. PHARMACEUTICAL, CORP.
(A DELAWARE CORPORATION)
Lewiston, New York
NOTES TO FINANCIAL STATEMENTS
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Note A - Basis of Presentation
The condensed financial statements of L.A.M. Pharmaceutical, Corp. (the
"Company") included herein have been prepared by the Company, without
audit, pursuant to the rules and regulations of the Securities and
Exchange Commission (the "SEC"). Certain information and footnote
disclosures normally included in financial statements prepared in
conjunction with generally accepted accounting principles have been
condensed or omitted pursuant to such rules and regulations, although
the Company believes that the disclosures are adequate to make the
information presented not misleading. These condensed financial
statements should be read in conjunction with the annual audited
financial statements and the notes thereto included in the Company's
Form 10-KSB and other reports filed with the SEC.
The accompanying unaudited interim financial statements reflect all
adjustments of a normal and recurring nature, which are, in the opinion
of management, necessary to present fairly the financial position,
results of operations and cash flows of the Company for the interim
periods presented. The results of operations for these periods are not
necessarily comparable to, or indicative of, results of any other
interim period or for the fiscal year as a whole. Factors that affect
the comparability of financial data from year to year and for comparable
interim periods include non-recurring expenses associated with market
launch of new products, costs incurred to raise capital, acquisitions of
patents and trademarks, and stock options and awards.
Reclassifications
Certain amounts in the prior year financial statements have been
reclassified to conform with the current year presentation.
Note B - Accounting Policies
Revenue Recognition
The Company recognizes revenue when it is realized or realizable and
earned. The Company considers revenue realized or realizable when the
product has been shipped to the customer, the sales price is fixed or
determinable and collectibility is reasonably assured. The Company
reduces revenue for estimated customer returns.
Method of Accounting
The Company maintains its books and prepares its financial statements on
the accrual basis of accounting.
Note C - Inventory
Inventory at period end consisted of the following:
------------------------------------------------------------------------
September 30, December 31,
2003 2002
------------------------------------------------------------------------
IPM Wound Gel(TM) $ 489,203 $539,460
Raw Materials 10,625 10,625
------------------------------------------------------------------------
Inventory $ 499,828 $550,085
------------------------------------------------------------------------
Note D - Share and Option Grants The Company has stock option plans under
which employees, non-employee directors, consultants and investors may
be granted options to purchase shares of the Company's common stock.
Options have varying vesting and expiration dates.
The Company applies Accounting Principles Board Opinion No. 25,
"Accounting for Stock Issued to Employees", and related interpretations
in accounting for its employee stock option plans. Accordingly,
-continued-
L.A.M. PHARMACEUTICAL, CORP.
(A DELAWARE CORPORATION)
Lewiston, New York
NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
Note D - Share and Option Grants - continued
no compensation expense has been recognized for its employee stock
option plans. During the first quarter of fiscal 2003, the Company
adopted the disclosure provisions of SFAS No. 148, "Accounting for
Stock-Based Compensation - Transition and Disclosure".
The following table illustrates the effect on net earnings and earnings
per share had the Company adopted the fair value based method of
accounting for stock-based employee compensation for all periods
presented:
For the three months For the nine months
ended September 30, ended
September 30,
2003 2002 2003 2002
----------------------------------------------
Net loss
As reported $ 416,965 $1,454,857 $1,846,140 $4,726,242
Pro forma $ 424,791 $1,454,857 $1,857,484 $4,726,242
Earnings per share
As reported $0.01 $0.06 $ 0.06 $ 0.20
Pro forma $0.01 $0.06 $ 0.06 $ 0.20
Note E - Common Stock
During the three months ended September 30, 2003 the Company sold units
of Company's common stock in which each unit consists of 1000 shares of
the Company's common stock plus 750 warrants. Each warrant will entitle
the holder to purchase one of the Company's common stock as follows:
o One third of warrants may be exercised at any time prior to
February 28, 2005 at a price of $0.30 per share
o One third of warrants may be exercised at any time prior to
August 31, 2005 at a price of $0.30 per share
o One third of warrants may be exercised at any time prior to
February 28, 2006 at a price of $0.50 per share
Between July 1, 2003 and October 14, 2003 the Company sold 7,341,828
shares of its common stock, plus warrants for the purchase of an
additional 5,247,750 shares for proceeds and debt reduction amounting to
a total of $958,000. A total of 4,974,828 shares, plus warrants for the
purchase of 3,472,000 shares were sold to thirty-nine investors for
$673,960 in cash. An additional 2,367,000 shares, plus warrants for the
purchase of 1,775,250 shares, were sold to five persons in payment of
$284,040 owed by the Company to these persons.
Note F - Commitments & Contingencies
In May 2003, the Company learned that the American Arbitration
Association awarded damages in the amount of approximately $600,000 to
an investor relations firm formerly used by the Company due to an
alleged breach of contract. The arbitration decision did not specify a
due date for the award. The investor relations company has contacted the
Company indicating that they would like to reach a negotiated settlement
that would not result in any damage to the Company's prospects. The
Company believes that the settlement may be made through the issuance of
shares rather than a cash payment or possibly a reduced amount of cash
and or shares. In addition, payment may be delayed to a future date or
may be structured to occur over time. At present, the outcome of this
settlement is not determinable and accordingly the Company has accrued
the entire amount plus interest, at a rate of 2% per annum, as an
expense and liability in the financial statements for the period ended
September 30, 2003.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS/ PLAN OF OPERATIONS
This Quarterly Report on Form 10-QSB contains certain statements of a
forward-looking nature relating to future events or the future financial
performance of L.A.M. Such statements are only predictions and the actual events
or results may differ materially from the results discussed in the
forward-looking statements. Factors that could cause or contribute to such
differences include those discussed below as well as those discussed in other
filings made by L.A.M. with the Securities and Exchange Commission, including
L.A.M.'s Annual Report included in its annual filing on Form 10-KSB.
Overview
L.A.M. is the owner of a proprietary wound healing and transdermal drug delivery
technology that involves the use of an original Ionic Polymer Matrix (L.A.M.
IPM(TM)) for the purpose of delivering, enhancing and sustaining the action of
certain established therapeutic agents.
L.A.M.'s corporate objective is to develop, market and license wound healing and
transdermally delivered drugs, both prescription and over-the-counter, using the
patented L.A.M. Ionic Polymer Matrix(TM) technology. L.A.M. intends to seek out
corporate alliances and co-marketing partnerships where other drugs and topical
products can be enhanced by L.A.M. IPM(TM) technology.
In August 2002, L.A.M. commenced limited commercial sales of L.A.M. IPM Wound
Gel(TM), which received Section 510(k) clearance from the U.S. Food and Drug
Administration in April 2002.
During the quarter ended September 30, 2003 L.A.M.'s agreement with Pharm-Force
was terminated and replaced by distribution arrangements with distributors in
central Florida and Texas. These distributors will promote and sell the L.A.M.
IPM Wound Gel(TM) to wound care centers, podiatrists, dermatologists, skilled
nursing centers, home care agencies, durable medical equipment suppliers,
hospitals and pharmacists.
All of L.A.M.'s other products are in the development stage. As a result, L.A.M.
has not generated any significant revenues from the sale of pharmaceutical
products.
Due to the lack of any significant revenues, to date L.A.M. has relied upon
proceeds realized from the public and private sale of its common stock and
convertible debentures to meet its funding requirements. Funds raised by L.A.M.
have been expended primarily in connection with research, development, clinical
studies and administrative costs. Until significant revenues commence from
commercial sale of its products, L.A.M. will be required to fund its operations
through the sale of securities, debt financing or other arrangements. However,
there can be no assurance that such financing will be available or be available
on favorable terms.
Summary Financial Data
Income Statement Data:
Quarter Ended Quarter Ended
September 30, 2003 September 30, 2002
Sales $ 26,163 $ 22,165
Operating Expenses (280,687) (1,050,831)
Financial Accounting Expenses
Not Requiring Use of Cash (159,441) (426,191)
Provision for Arbitration Settlement (3,000) --
----------------------------------
Net Loss $ (416,965) $ (1,454,857)
============= =============
Nine Months Ended Nine Months Ended
September 30, 2003 September 30, 2002
Sales $ 79,784 $ 22,165
Operating Expenses (1,005,072) (2,340,975)
Financial Accounting Expenses
Not Requiring Use of Cash (314,720) (2,407,432)
Provision for Arbitration Settlement (606,132) --
----------------------------------
Net Loss $ (1,846,140) $ (4,726,242)
============= =============
Balance Sheet Data:
September 30, 2003 December 31, 2002
Current Assets $ 666,714 $ 780,628
Total Assets 1,376,917 1,452,217
Current Liabilities 1,699,887 1,537,164
Total Liabilities 2,056,792 1,908,561
Working Capital Deficiency (1,033,173) (756,536)
Stockholders' Deficit (679,875) (456,344)
Results of Operations
Three months ended September 30, 2003 compared with three months ended September
30, 2002
Net Sales
In August 2002, L.A.M. commenced commercial sales of its L.A.M. IPM Wound
Gel(TM). The Company is at an early stage of its sales and marketing efforts and
accordingly revenues to date are limited. Revenue during the quarter ended
September 30, 2003 of $26,000 was comprised primarily of sales to medical
organizations. L.A.M. has received positive feedback from wound care
professionals and wound treatment centers. As a result of the products
acceptance and L.A.M.'s initiatives to broaden its distribution channels, L.A.M.
is hopeful that sales over the next few quarters will begin to increase.
Research and Development Expense
Research and development expenses for the three months ended September 30, 2003
decreased 77% to $27,000 from $114,000 for the three months ended September 30,
2002. Costs incurred during the more recent quarter represent mostly fixed costs
of our R&D department.
Marketing and Business Development
Marketing and business development expenses for the three months ended September
30, 2003 decreased 81% to $67,000 from $361,000 for the three months ended
September 30, 2002. The decrease is due to costs incurred in 2002 for the
product launch such as product design and the initial marketing campaign that
did not recur in 2003. Costs incurred during the more recent quarter represent
mostly costs incurred to familiarize our product in the market place.
General and Administrative Expenses
General and administrative expenses for the three months ended September 30,
2003 decreased 68% to $179,000 from $571,000 for the three months ended
September 30, 2002. The decrease is partially due to the non-recurrence of the
Investor relations costs incurred as a result of the exceptional level of
activity during the third quarter of 2002 and the reduction of general business
legal expenses. In addition, there was a reduction in financial banking and
consulting expenses, these services are now being performed internally, a
reduction in executive and employee salaries due to reduced headcount and a
write-off of a receivable in the third quarter of 2002 which did not recur in
the current quarter.
The primary components of general and administrative expenses for the three
months ended September 30, 2003 and 2002 were as follows:
2003 2002
---------------------------
Officers' salaries $ 9,375 $ 10,500
Employee salaries and benefits 29,650 31,947
Investor Relations 5,710 49,143
Financial banking and consulting 27,750 50,860
Legal and auditing (including SEC filings) 43,325 61,665
Insurance 9,694 49,896
Write-Off of Receivable -- 289,000
Other expenses 53,772 27,891
----------- -----------
Total $ 179,276 $ 570,902
=========== ===========
Interest Expense
Interest expense for the three months ended September 30, 2003 decreased 14% to
$2,000 from $2,400 for three months ended September 30, 2002 following the
partial repayment of loans received from Stockholders.
Share and Option Grants
L.A.M. is required to recognize non-cash expenses which represent the deemed
fair value of grants of stock options and of stock for services, calculated in
accordance with US generally accepted accounting principles. These deemed
non-cash costs, which are accounted for by correspondingly increasing L.A.M.'s
paid in capital, totaled $140,000 for the three months ended September 30, 2003
as compared to $408,000 during the three months ended September 30, 2002. The
decrease is due to shares issued for services performed that did not recur in
the quarter ended September 30, 2003.
The majority of these costs were attributable to shares issued to third parties
for services performed.
Nine months ended September 30, 2003 compared with nine months ended September
30, 2002
Net Sales
Revenue during the nine months ended September 30, 2003 was $80,000 compared to
$22,000 recorded in the nine months ended September 30, 2002. The change is due
to the new product sales from the limited commercial introduction of L.A.M. IPM
Wound Gel(TM) which commenced in August 2002.
Research and Development Expense
Research and development expenses for the nine months ended September 30, 2003
decreased 66% to $147,000 from $433,000 for the nine months ended September 30,
2002. The decrease is due to costs incurred in 2002 to obtain regulatory
approval, granted in April 2002, for L.A.M. IPM Wound Gel(TM) that did not recur
in 2003. Research and development expenses tend to fluctuate from period to
period depending on the status and timing of the individual projects in process.
Marketing and Business Development
Marketing and business development expenses for the nine months ended September
30, 2003 decreased 56% to $330,000 from $749,000 for the nine months ended
September 30, 2002. The decrease is due to costs incurred in 2002 for the
product launch such as product design and the initial marketing campaign that
did not recur in 2003.
General and Administrative Expenses
General and administrative expenses for the nine months ended September 30, 2003
decreased 56% to $507,000 from $1,155,000 for the nine months ended September
30, 2002. The decrease is partially due to the non-recurrence of the Investor
relations costs incurred as a result of the exceptional level of activity during
the first quarter of 2002 and a reduction in financial banking and consulting
expenses as these services are now being performed internally. In addition,
there was a reduction in executive and employee salaries due to reduced
headcount, a reduction in legal expenditures as during the nine months ended
September 30, 2002 the Company was negotiating and setting in place the
distribution and business channels needed to launch the I.P.M. Wound Gel(TM) and
a write-off of a receivable in the third quarter of 2002 which did not recur in
the nine months ended September 30, 2003.
The primary components of general and administrative expenses for the nine
months ended September 30, 2003 and 2002 were as follows:
2003 2002
---------------------------
Officers' salaries $ 50,375 $ 61,250
Employee salaries and benefits 86,041 93,596
Investor Relations 29,358 210,101
Financial banking and consulting 29,688 119,340
Legal and auditing (including SEC filings) 154,109 195,624
Insurance 36,864 87,823
Write-Off of Receivable -- 289,000
Other expenses 120,516 97,829
---------- ------------
Total $ 506,951 $1,154,563
========== ============
Interest Expense
Interest expense for the nine months ended September 30, 2003 decreased 59% to
$7,000 from $17,000 for nine months ended September 30, 2002 following the
partial repayment of loans received from Stockholders.
Share and Option Grants
L.A.M. is required to recognize non-cash expenses which represent the deemed
fair value of grants of stock options and of stock for services, calculated in
accordance with US generally accepted accounting principles. These deemed
non-cash costs, which are accounted for by correspondingly increasing L.A.M.'s
paid in capital, totaled $257,000 for the nine months ended September 30, 2003
as compared to $2,345,000 during the nine months ended September 30, 2002. The
decrease is due to options granted to an executive in February 2002 and shares
issued to third parties for services performed in the nine months ended
September 30, 2002 that did not recur in the nine months ended September 30,
2003.
The majority of these costs were attributable to shares issued to third parties
for services performed.
Other Expenses
As previously disclosed in the Form 10-KSB filed on April 1, 2003, a hearing was
held on March 26, 2003 before an arbitrator with the American Arbitration
Association relating to an alleged breach of the terms of an agreement between
L.A.M. and an investor relations firm formerly used by L.A.M. at which the
investor relations firm claimed damages of $600,000. In May 2003, L.A.M. learned
that the arbitrator released a decision in favor of the investor relations firm
and awarded damages in the amount of approximately $600,000. The arbitration
decision did not specify a due date for the award. The investor relations
company has contacted L.A.M. indicating that they would like to reach a
negotiated settlement that would not result in damage to L.A.M.'s prospects. We
believe that the settlement may be made through the issuance of shares rather
than a cash payment or possibly a reduced amount of cash and or shares. In
addition, payment may be delayed to a future date or may be structured to occur
over time. At present, the outcome of this process is not determinable and
accordingly L.A.M. has accrued the entire amount plus interest, at a rate of 2%
per annum, as an expense and liability in the financial statements for the nine
months ended September 30, 2003.
Liquidity and Sources of Capital
Nine Months Ended September 30, 2003
L.A.M.'s cash and cash equivalents as of September 30, 2003 were approximately
$60,000 compared with approximately $210,000 at December 31, 2002. Working
capital deficiency increased from approximately $(757,000) as of December 31,
2002 to $(1,033,000) as of September 30, 2003, primarily as the result of the
accrued arbitration settlement.
L.A.M.'s operations used approximately $546,000 in cash during the nine months
ended September 30, 2003 compared to $2,574,000 used in the same period in the
prior year. During the current year, changes in L.A.M.'s working capital
balances resulted in a source of cash in the amount of $846,000 compared to a
use of cash of $17,000 in the same period in the prior year. Reduced operating
expenses and increased revenue contributed to the remainder of the change in
cash requirements for the nine months ended September 30, 2003 compared to the
same period in the prior year.
During this period L.A.M. also spent $90,000 for patents, trademarks, and
equipment purchases.
Sources of cash during the nine months ended September 30, 2003 came principally
from the exercise of stock options amounting to $25,000 and from proceeds from
stock subscriptions amounting to $400,000.
L.A.M. is currently undergoing a due diligence process with respect to a
multi-tranche financing earmarked to fund both its ongoing operations and
strategic initiatives. There can be no guarantee that L.A.M. will receive
sufficient funds to implement its business plan.
During the three months ended September 30, 2003 L.A.M. sold units of L.A.M.'s
common stock in which each unit consists of 1000 shares of L.A.M.'s common stock
plus 750 warrants. Each warrant will entitle the holder to purchase one of
L.A.M.'s common stock as follows:
o One third of warrants may be exercised at any time prior to
February 28, 2005 at a price of $0.30 per share
o One third of warrants may be exercised at any time prior to
August 31, 2005 at a price of $0.30 per share
o One third of warrants may be exercised at any time prior to
February 28, 2006 at a price of $0.50 per share
Between July 1, 2003 and October 14, 2003 L.A.M. sold 7,341,828 shares of its
common stock, plus warrants for the purchase of an additional 5,247,750 shares
for proceeds and debt reduction amounting to a total of $958,000. A total of
4,974,828 shares, plus warrants for the purchase of 3,472,000 shares were sold
to thirty-nine investors for $673,960 in cash. An additional 2,367,000 shares,
plus warrants for the purchase of 1,775,250 shares, were sold to five persons in
payment of $284,040 owed by L.A.M. to these persons.
Application of Critical Accounting Policies
L.A.M.'s financial statements and accompanying notes are prepared in accordance
with generally accepted accounting principles in the United States. Preparing
financial statements requires management to make estimates and assumptions that
affect the reported amounts of assets, liabilities, revenue, and expenses. These
estimates and assumptions are affected by management's application of accounting
policies. Critical accounting policies for L.A.M. include revenue recognition,
inventory valuation and accounting for income taxes.
L.A.M. recognizes revenue in accordance with Staff Accounting Bulletin No. 101,
"Revenue Recognition in Financial Statements". L.A.M. recognizes revenue when it
is realized or realizable and earned. L.A.M. considers revenue realized or
realizable when the product has been shipped to the customer, the sales price is
fixed or determinable and collectibility is reasonably assured. L.A.M. reduces
revenue for estimated customer returns.
Inventory is comprised of finished goods and raw materials and is stated at the
lower of cost or market. Cost is determined by the first-in, first-out method
and market is based on the lower of replacement cost or net realizable value.
Statement of Financial Accounting Standards No. 109, "Accounting for Income
Taxes," establishes financial accounting and reporting standards for the effect
of income taxes. The objectives of accounting for income taxes are to recognize
the amount of taxes payable or refundable for the current year and deferred tax
liabilities and assets for the future tax consequences of events that have been
recognized in an entity's financial statements or tax returns. All deferred tax
assets have been fully reserved against due to the uncertainty as to when or
whether the tax benefit will be realized.
Plan of Operation
During the twelve months ending September 30, 2004 L.A.M. will:
o Continue the ongoing process of expanding its US sales channels
for L.A.M. IPM Wound Gel(TM).
o Form strategic partnerships focused on the development and
marketing of new IPM based products and acquire revenue producing
products that fit well with L.A.M.'s business strategy.
o Ensure sustained sales ramp up through the effective targeting of
the defined wound healing markets - wound care, home care,
nursing homes and podiatry.
o Seek and identify additional market segments for L.A.M. IPM Wound
Gel(TM).
o Continue to develop and commercialize new derivatives of the
L.A.M. IPM Wound Gel(TM).
o Commence commercial sales of its L.A.M. IPM Wound Gel(TM)in
Mexico.
o Complete the regulatory approval process for its L.A.M. IPM Wound
Gel(TM) in China and establish initial sales channels in the
region.
o Pursue and establish sales representations in other international
locations, namely other Far East countries.
o Seek a European distribution partner and commence the European
regulatory approval process for the Gel.
o Continue the development of other products based on L.A.M.'s
proprietary and patented Ionic Polymer Matrix(TM) technology,
including motion sickness, and skin care.
o Continue to seek strategic relationships with international
pharmaceutical companies that will enable L.A.M. to accelerate
the commercial application of its Ionic Polymer Matrix(TM) based
technology.
During this period, L.A.M. expects that it will focus the majority of its
spending on marketing and business development, in particular in respect to its
L.A.M. IPM Wound Gel(TM). L.A.M. plans to use its existing financial resources
as well as revenue streams from the sale of its L.A.M. IPM Wound Gel(TM) to fund
some of its cash requirements during this period. In addition, cash may be
raised through public or private sales of its common stock. It should be noted
that substantial funds may be needed for more extensive research and clinical
studies before L.A.M. will be able to sell other products on a commercial basis.
L.A.M. does not have any material capital commitments. Cash requirements in the
immediate future relate to general business operations including the marketing
and sales of its IPM Wound Gel(TM), and funds, if any, that may be required to
settle the Arbitration award to the investor relations firm.
Due to the previous lack of any significant revenues, to date L.A.M. has relied
upon proceeds from the public and private sale of its common stock and
convertible debentures to meet its funding requirements. Funds raised by L.A.M.
have been expended primarily in connection with research, development, clinical
studies and administrative costs. Until significant revenues commence from the
commercial sale of its products, L.A.M. will be required to fund its operations
through the sale of securities, debt financing or other arrangements. However,
there can be no assurance that such financing will be available or be available
on favorable terms.
Item 3. Controls and Procedures
Joseph T. Slechta, the Company's President, Chief Executive Officer and
Principal Financial Officer, has evaluated the effectiveness of the Company's
disclosure controls and procedures as of a date within 90 days prior to the
filing date of this report; and in his opinion the Company's disclosure controls
and procedures ensure that material information relating to the Company,
including the Company's consolidated subsidiaries, is made know to him by others
within those entities, particularly during the period in which this report is
being prepared, so as to allow timely decisions regarding required disclosure.
To the knowledge of Mr. Slechta there have been no significant changes in the
Company's internal controls or in other factors that could significantly affect
the Company's internal controls subsequent to the date of their evaluation. As a
result, no corrective actions with regard to significant deficiencies or
material weakness in the Company's internal controls were required.
PART II
OTHER INFORMATION
Item 2. Changes in Securities
Between July 1, 2003 and October 14, 2003 the Company sold 7,341,828
shares of its common stock, plus warrants for the purchase of an additional
5,247,750 shares for proceeds and debt reduction amounting to a total of
$958,000. A total of 4,974,828 shares, plus warrants for the purchase of
3,472,000 shares were sold to thirty-nine investors for $673,960 in cash. An
additional 2,367,000 shares, plus warrants for the purchase of 1,775,250 shares,
were sold to five persons in payment of $284,040 owed by the Company to these
persons.
The sale and issuances of the common stock referred to above were exempt
transactions under Section 4(2) of the Securities Act of 1933 as transactions by
an issuer not involving a public offering. The shareholders acquired these
securities for investment purposes only and without a view to distribution. At
the time the shareholders acquired these securities the shareholders were fully
informed and advised about matters concerning the Company, including its
business, financial affairs and other matters. The shareholders acquired the
securities for their own account. The shares are "restricted" securities as
defined in Rule 144 of the Securities and Exchange Commission. No underwriters
were involved with the sale of these shares.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Number Title
31 Certification Pursuant to Section 302 of the Sarbanes-Oxley Act
of 2002
32 Certification Pursuant to 18 U.S.C. Section 1350, as Adopted
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
(b) Reports on Form 8-K
During the three months ended September 30, 2003 the Company did not
file any reports on Form 8-K.
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities Exchange Act of
1934, the registrant has duly caused this registration statement to be signed on
its behalf by the undersigned, thereunto duly authorized
L.A.M. PHARMACEUTICAL, CORP.
November 13 2003 By: /s/ Joseph T. Slechta
---------------------------------------
Joseph T. Slechta,
President, Chief Executive Officer
and Principal Financial Officer