UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the quarterly period ended June 30, 2003 |
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-OR- |
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the transition period from to |
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Commission File No. 0-26988 |
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ERGO SCIENCE CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware |
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04-3565746 |
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(State or other
jurisdiction of |
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(I.R.S. Employer |
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790 Turnpike Street |
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01845 |
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(Address of principal executive offices) |
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(Zip Code) |
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Registrant’s telephone number, including area code: (978) 689-0333 |
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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 ý No o
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act.)
Yes o No ý
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
At August 12, 2003 there were 5,813,856 shares of common stock, par value $.01 per share, of the registrant outstanding.
ERGO SCIENCE CORPORATION
TABLE OF CONTENTS
2
ERGO SCIENCE CORPORATION
CONSOLIDATED BALANCE SHEETS
(Unaudited)
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June 30, |
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December
31, |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
24,518,967 |
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$ |
24,938,233 |
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Prepaid and other current assets |
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57,624 |
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57,164 |
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Total current assets |
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24,576,591 |
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24,995,397 |
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Equipment and leasehold improvements, net |
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1,047 |
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2,278 |
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Total assets |
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$ |
24,577,638 |
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$ |
24,997,675 |
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LIABILITIES AND STOCKHOLDERS’ EQUITY |
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Current liabilities: |
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Accounts payable and accrued expenses |
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$ |
639,345 |
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$ |
688,291 |
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Total current liabilities |
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639,345 |
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688,291 |
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Stockholders’ equity: |
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Preferred stock, $.01 par value, 10,000,000 shares authorized; 6,903 shares of Series D preferred stock issued and outstanding at June 30, 2003 and December 31, 2002 (liquidation preference of $11,188,056 at June 30, 2003) |
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4,306,520 |
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4,306,520 |
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Common stock, $.01 par value, 50,000,000 shares authorized; 7,149,578 shares issued and outstanding at June 30, 2003 and December 31, 2002 |
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71,496 |
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71,496 |
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Additional paid-in capital |
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111,880,321 |
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111,880,321 |
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Cumulative dividends on preferred stock |
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(2,296,953 |
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(2,296,953 |
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Accumulated deficit |
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(90,023,091 |
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(89,652,000 |
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Total stockholders’ equity |
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23,938,293 |
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24,309,384 |
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Total liabilities and stockholders’ equity |
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$ |
24,577,638 |
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$ |
24,997,675 |
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The accompanying notes are an integral part of the consolidated financial statements
3
ERGO SCIENCE CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
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Three Months Ended June 30, |
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Six Months Ended June 30, |
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2003 |
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2002 |
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2003 |
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2002 |
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Operating expenses: |
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Research and development |
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$ |
12,881 |
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$ |
9,720 |
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$ |
22,681 |
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$ |
19,020 |
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General and administrative |
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260,278 |
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257,004 |
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495,761 |
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474,828 |
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273,159 |
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266,724 |
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518,442 |
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493,848 |
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Net operating loss |
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(273,159 |
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(266,724 |
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(518,442 |
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(493,848 |
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Other Income: |
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Interest |
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71,469 |
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108,432 |
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147,351 |
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219,405 |
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Net loss |
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$ |
(201,690 |
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$ |
(158,292 |
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$ |
(371,091 |
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(274,443 |
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Net Loss per common share: |
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Basic and Diluted |
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$ |
(0.03 |
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$ |
(0.02 |
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$ |
(0.05 |
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$ |
(0.04 |
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Weighted average common shares outstanding: |
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Basic and Diluted |
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7,149,578 |
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7,149,578 |
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7,149,578 |
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7,149,578 |
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The accompanying notes are an integral part of the consolidated financial statements
4
ERGO SCIENCE CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
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Six Months Ended June 30, |
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2003 |
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2002 |
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Cash flows from operating activities: |
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Net loss |
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$ |
(371,091 |
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$ |
(274,443 |
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Adjustments to reconcile net loss to cash used in operating activities: |
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Depreciation and amortization |
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1,231 |
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2,671 |
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Changes in operating assets and liabilities: |
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Prepaid and other current assets |
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(460 |
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(42,168 |
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Accounts payable and accrued expenses |
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(48,946 |
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