SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q/A (Mark One) X Quarterly report pursuant to Section 13 or 15(d) of the Securities - ----- Exchange Act of 1934. For the quarterly period ended September 30, 1997. _____ 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: 0-19749 ------- CHEM TRAK INCORPORATED Delaware 77-0295388 ----------------------------- --------------------------------- (State or other jurisdiction of (I.R.S Employer Identification No.) incorporation or organization) 929E. Arques Avenue, Sunnyvale, CA 94086 ---------------------------------------- (Address of principal executive offices) Registrant's telephone number, including area code: (408) 773-8156 Securities registered pursuant to Section 12(g) of the Act: Common Stock $.001 par value ---------------------------- (Title of Class) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No________ ----- Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Class: Common Stock $.001 par value Outstanding at October 31, 1997: 13,643,145 ---------------------------- ---------- EXPLANATORY NOTE This Form 10-Q/A is being filed solely for the purpose of amending the revenue recognition policy in Note 2 to the Quarterly Report on Form 10-Q for the quarterly period ending September 30, 1997. CHEMTRAK INCORPORATED INDEX PART 1. FINANCIAL INFORMATION PAGE ---- NO. -- Item 1: Financial Statements Notes to Condensed Financial Statements 3 SIGNATURES 4 2 CHEMTRAK INCORPORATED NOTES TO CONDENSED FINANCIAL STATEMENTS September 30, 1997 (unaudited) Note 2. Revenue Recognition Product revenues are generally recognized at the time of shipment to customers or distributors. Initial license revenues are recorded when earned, which is upon signing of the license agreement, confirmation of collectibility and when no future obligations remain. The Company recognizes license termination and conversion fees when earned, which is upon signing of the license agreement, confirmation of collectibility and when no future obligation remains. These fees are recognized as operating income to recover the operating expenses and inventory costs that have been recorded prior to termination or conversion of the contract. These operating expenses were incurred by the Company to build and supply the expected product pipeline as part of the original license agreement. The Company recognized license termination and conversion fees of $2,750,000 for the nine months ended September 30, 1997. Funded research and other revenues are recorded upon the completion of specific milestones or when associated performance obligations are complete. The Company recognized a $333,000 initial license fee in its entirety as revenue in the three months ended March 31, 1997. The fee was non-refundable in any manner and the Company had no further obligations under the contract relating to the non-refundable fee. 3 CHEMTRAK INCORPORATED SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Date: April 3, 1998 CHEMTRAK INCORPORATED /s/ Donald V. Fluken ---------------------- Donald V. Fluken Chief Financial Officer (Principal Financial and Accounting Officer) 4