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EXCEL - IDEA: XBRL DOCUMENT - Axogen, Inc. | Financial_Report.xls |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
(Amendment No. 1)
(Mark One)
þ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended June 30, 2011
or
o | 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: 0-16159
LECTEC CORPORATION
(Exact name of registrant as specified in its charter)
Minnesota | 41-1301878 | |
(State or other jurisdiction of | (I.R.S. Employer | |
incorporation or organization) | Identification No.) | |
1407 South Kings Highway, Texarkana, TX | 75501 | |
(Address of principal executive offices) | (Zip Code) |
(903)-832-0993
(Registrants telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year, if changed since last report)
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 þ NO o
Indicate by check mark whether the registrant has submitted electronically and posted on its
corporate Web site, if any, every Interactive Data File required to be submitted and posted
pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months
(or for such shorter period that the registrant was required to submit and post such files). YES þ NO o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated
filer, a non-accelerated filer, or a smaller reporting company. See the definitions of large
accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the
Exchange Act.
Large accelerated filer o
|
Accelerated filer o | Non-accelerated filer o | Smaller reporting company þ | |||
(Do not check if a smaller reporting company) |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Exchange Act). YES o NO þ
As of August 11, 2011, the registrant had 4,305,026 shares of common stock outstanding.
EXPLANATORY NOTE
The purpose of this Amendment No. 1 to LecTec Corporations Quarterly Report on Form 10-Q for the quarterly
period ended June 30, 2011, filed with the Securities and Exchange Commission on
August 11, 2011 (the Form 10-Q), is solely to furnish Exhibit 101 to the Form 10-Q. Exhibit 101
provides the financial statements and related notes from the Form 10-Q formatted in XBRL
(Extensible Business Reporting Language).
No other changes have been made to the Form 10-Q. This Amendment No. 1 to the Form 10-Q
continues to speak as of the original filing date of the Form 10-Q, does not reflect events that
may have occurred subsequent to the original filing date and does not modify or update in any way
disclosures made in the original Form 10-Q.
Pursuant to Rule 406T of Regulation S-T, the interactive data files on Exhibit 101 hereto are
deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or
12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of
the Securities Exchange Act of 1934, as amended, and otherwise are not subject to liability under
those sections.
ITEM 6EXHIBITS
Exhibit No. | Description | |||
2.01 | Agreement and Plan of Merger, dated as of May 31, 2011, among LecTec Corporation, Nerve Merger Sub Corp. and AxoGen
Corporation (Incorporated herein by reference to Exhibit 2.1 to the Companys Current Report on Form 8-K filed on June
2, 2011). |
|||
2.02 | Amendment No. 1 to Agreement and Plan of Merger, dated as of June 30, 2011, among LecTec Corporation, Nerve Merger Sub
Corp. and AxoGen Corporation (Incorporated herein by reference to Appendix A2 to the Proxy Statement/Prospectus filed
as part of the Companys Registration Statement on Form S-4 filed on July 6, 2011 (File No. 333-175379)). |
|||
2.03 | Amendment No. 2 to Agreement and Plan of Merger, dated as of August 9, 2011, among LecTec Corporation, Nerve Merger
Sub Corp. and AxoGen Corporation (Incorporated herein by reference to Appendix A3 to the Proxy Statement/Prospectus
filed as part of the Companys Amendment No. 1 to Registration Statement on Form S-4 filed on August 11, 2011 (File
No. 333-175379)). |
|||
3.01 | Articles of Incorporation of LecTec Corporation, as amended (Incorporated herein by reference to the Companys Form
S-1 Registration Statement (file number 33-9774C) filed on October 31, 1986 and amended on December 12, 1986). |
|||
3.02 | Bylaws of LecTec Corporation (Incorporated herein by reference to the Companys Form S-1 Registration Statement (file
number 33-9774C) filed on October 31, 1986 and amended on December 12, 1986). |
|||
10.01 | Patent Purchase Agreement, dated May 9, 2011, by and between LecTec Corporation and Endo Pharmaceuticals Inc.
(Incorporated herein by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K filed on May 13, 2011). |
|||
10.02 | $2,000,000 Subordinated Secured Convertible Promissory Note, issued May 31, 2011, by AxoGen Corporation in favor of
LecTec Corporation (Incorporated herein by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K filed
on June 2, 2011). |
|||
10.03 | Security Agreement, dated as of May 3, 2011, made and given by AxoGen Corporation to LecTec Corporation (Incorporated
herein by reference to Exhibit 10.2 to the Companys Current Report on Form 8-K filed on June 2, 2011). |
|||
10.04 | Confidential Settlement Agreement and Mutual Release by and between LecTec Corporation and Prince of Peace
Enterprises, Inc., dated April 25, 2011 (Incorporated herein by reference to Exhibit 10.18 to the Companys
Registration Statement on Form S-4 filed on July 6, 2011 (File No. 333-175379)). |
|||
10.05 | $500,000 Subordinated Secured Convertible Promissory Note, issued May 3, 2011, by AxoGen Corporation in favor of
LecTec Corporation (Incorporated herein by reference to Exhibit 10.19 to the Companys Registration Statement on Form
S-4 filed on July 6, 2011 (File No. 333-175379)). |
Exhibit No. | Description | |||
10.06 | Stock Purchase Agreement, dated as of May 31, 2011, by and among LecTec Corporation and Persons listed on Schedule A
(Incorporated herein by reference to Exhibit 10.20 to the Companys Registration Statement on Form S-4 filed on July
6, 2011 (File No. 333-175379)). |
|||
10.07 | Amendment No. 1 to Stock Purchase Agreement, dated as of July 8, 2011, by and among LecTec Corporation and the persons
listed on Schedule A (Incorporated herein by reference to Exhibit 10.21 to the Companys Amendment No. 1 to
Registration Statement on Form S-4 filed on August 11, 2011 (File No. 333-175379)) |
|||
31.01* | Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith. |
|||
31.02* | Certification of Principle Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith. |
|||
32.01* | Certification Pursuant to 18 U.S.C. §1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, filed
herewith. |
|||
101** | Financial statements from the Quarterly Report on Form 10-Q of LecTec Corporation for the quarterly period ended June
30, 2011, formatted in XBRL (Extensible Business Reporting Language): (i) the Condensed Balance Sheets, (ii) the
Condensed Statements of Operations, (iii) the Condensed Statements of Cash Flows and (iv) the Notes to Condensed
Financial Statements. |
* | Previously filed as an exhibit to LecTec Corporations Form 10-Q for the quarterly period ended June 30, 2011, filed on August 11, 2011. | |
** | Filed herewith. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
LECTEC CORPORATION |
||||
Date: September 9, 2011 | By: | /s/ Gregory G. Freitag | ||
Gregory G. Freitag | ||||
Chief Executive Officer, Chief
Financial Officer & Director (Principal Executive Officer and Principal Financial Officer) |
EXHIBIT INDEX
Exhibit No. | Description | |||
2.01 | Agreement and Plan of Merger, dated as of May 31, 2011, among LecTec Corporation, Nerve Merger Sub Corp. and AxoGen
Corporation (Incorporated herein by reference to Exhibit 2.1 to the Companys Current Report on Form 8-K filed on June
2, 2011). |
|||
2.02 | Amendment No. 1 to Agreement and Plan of Merger, dated as of June 30, 2011, among LecTec Corporation, Nerve Merger Sub
Corp. and AxoGen Corporation (Incorporated herein by reference to Appendix A2 to the Proxy Statement/Prospectus filed
as part of the Companys Registration Statement on Form S-4 filed on July 6, 2011 (File No. 333-175379)). |
|||
2.03 | Amendment No. 2 to Agreement and Plan of Merger, dated as of August 9, 2011, among LecTec Corporation, Nerve Merger
Sub Corp. and AxoGen Corporation (Incorporated herein by reference to Appendix A3 to the Proxy Statement/Prospectus
filed as part of the Companys Amendment No. 1 to Registration Statement on Form S-4 filed on August 11, 2011 (File
No. 333-175379)). |
|||
3.01 | Articles of Incorporation of LecTec Corporation, as amended (Incorporated herein by reference to the Companys Form
S-1 Registration Statement (file number 33-9774C) filed on October 31, 1986 and amended on December 12, 1986). |
|||
3.02 | Bylaws of LecTec Corporation (Incorporated herein by reference to the Companys Form S-1 Registration Statement (file
number 33-9774C) filed on October 31, 1986 and amended on December 12, 1986). |
|||
10.01 | Patent Purchase Agreement, dated May 9, 2011, by and between LecTec Corporation and Endo Pharmaceuticals Inc.
(Incorporated herein by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K filed on May 13, 2011). |
|||
10.02 | $2,000,000 Subordinated Secured Convertible Promissory Note, issued May 31, 2011, by AxoGen Corporation in favor of
LecTec Corporation (Incorporated herein by reference to Exhibit 10.1 to the Companys Current Report on Form 8-K filed
on June 2, 2011). |
|||
10.03 | Security Agreement, dated as of May 3, 2011, made and given by AxoGen Corporation to LecTec Corporation (Incorporated
herein by reference to Exhibit 10.2 to the Companys Current Report on Form 8-K filed on June 2, 2011). |
|||
10.04 | Confidential Settlement Agreement and Mutual Release by and between LecTec Corporation and Prince of Peace
Enterprises, Inc., dated April 25, 2011 (Incorporated herein by reference to Exhibit 10.18 to the Companys
Registration Statement on Form S-4 filed on July 6, 2011 (File No. 333-175379)). |
|||
10.05 | $500,000 Subordinated Secured Convertible Promissory Note, issued May 3, 2011, by AxoGen Corporation in favor of
LecTec Corporation (Incorporated herein by reference to Exhibit 10.19 to the Companys Registration Statement on Form
S-4 filed on July 6, 2011 (File No. 333-175379)). |
|||
10.06 | Stock Purchase Agreement, dated as of May 31, 2011, by and among LecTec Corporation and Persons listed on Schedule A
(Incorporated herein by reference to Exhibit 10.20 to the Companys Registration Statement on Form S-4 filed on July
6, 2011 (File No. 333-175379)). |
|||
10.07 | Amendment No. 1 to Stock Purchase Agreement, dated as of July 8, 2011, by and among LecTec Corporation and the persons
listed on Schedule A (Incorporated herein by reference to Exhibit 10.21 to the Companys Amendment No. 1 to
Registration Statement on Form S-4 filed on August 11, 2011 (File No. 333-175379)) |
|||
31.01* | Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith. |
|||
31.02* | Certification of Principle Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith. |
|||
32.01* | Certification Pursuant to 18 U.S.C. §1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, filed
herewith. |
Exhibit No. | Description | |||
101** | Financial statements from the Quarterly Report on Form 10-Q of LecTec Corporation for the quarterly period ended June
30, 2011, formatted in XBRL (Extensible Business Reporting Language): (i) the Condensed Balance Sheets, (ii) the
Condensed Statements of Operations, (iii) the Condensed Statements of Cash Flows and (iv) the Notes to Condensed
Financial Statements. |
* | Previously filed as an exhibit to LecTec Corporations Form 10-Q for the quarterly period ended June 30, 2011, filed on August 11, 2011. | |
** | Filed herewith. |