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Quotes & Info
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| AGNM.OB > SEC Filings for AGNM.OB > Form 10-Q on 19-Nov-2008 | All Recent SEC Filings |
19-Nov-2008
Quarterly Report
Forward-Looking Statements
This report contains forward-looking statements. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as "may", "should", "expects", "plans", "anticipates", "believes", "estimates", "predicts", "potential" or "continue" or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks in the section entitled "Risk Factors", that may cause our company's or our industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.
Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.
In this quarterly report, unless otherwise specified, all references to "common shares" refer to the common shares of our capital stock.
As used in this quarterly report, the terms "we", "us", "our", and "Acrongenomics" refer to Acrongenomics, Inc., unless otherwise indicated.
Corporate Overview
We were incorporated under the laws of the State of Nevada on August 17, 1999 under the name Cellway Ventures Inc. On February 25, 2004, we changed the name of our company to "Acrongenomics, Inc."
We are a development stage company focusing on investing and commercializing novel technology platforms concerning the life sciences sector. Until recently we were engaged in the business of the development of BioLED Technology, combining microfluidics and polymer Light Emitting Diodes (pLED) for use in future Point-of-Care diagnostic devices. On August 19, 2008, we entered into an agreement with Molecular Vision Limited of the United Kingdom which changed our relationship substantially, and changed the focus of our business.
Over the next 12 months Molecular Vision will continue to develop the prototype Point-of-Care testing device for diabetes management and cardiovascular testing. Presently Molecular Vision Limited and Pearson Matthews, a specialist design development company, expect that by early 2009 they will fabricate a final prototype Point-of-Care device which will be used for the detection of albumin and creatinine in urine (in order to perform multiple testing on the device), as well as the detection of myoglobin (cardiac marker) first in solution and then in whole blood.
Until August 19, 2008, 2008, we had been operating pursuant to a Development Agreement dated February 27, 2007, whereby we funded the development of the Point of Care device of Molecular Vision in return for a license to commercialize and sell the device. Under the August 19, 2008 interim agreement and formal agreements dated November 13, 2008, we and Molecular Vision terminated the Development Agreement, we received a royalty on product sales or license fees received by Molecular Vision for products or licenses based on Molecular Vision's suite of patents, and we increased our ownership position in Molecular Vision to approximately a 28% ownership. As a result of the restructuring of our relationship with Molecular Vision, we are now expected to seek other development opportunities in fields possibly related or complimentary to the Molecular Vision technology.
When and if we are ready to begin regulatory activities, we may begin the process by determining exactly what we need to do and who we need to contact, for submitting all relevant files to the Food and Drug Administration for approval.
We have incurred operating losses since inception, have not generated any revenues, and have not achieved profitable operations. Our deficit accumulated during the development stage through September 30, 2008 aggregated $17,040,325. We have incurred net losses as a result of our operation expenses, including research and development expenses and the payment of our audit fees and legal fees. We anticipate that our operating expenses will increase as we intend to conduct detailed development of our first prototype Point-of-Care diagnostic device and work towards its completion.
We estimate our expenses in the next 12 months will be approximately $1,920,000, generally falling in two major categories: $300,000 in research and development expenses and $1,620,000 in general and administrative expenses.
Liquidity and Capital Resources
Working Capital
September 30, 2008 December 31, 2007 Change
Current Assets $ 432,655 $ 365,975 66,680
Current Liabilities $ 1,066484 $ 1,614,170 547686
Working Capital Surplus $ (633,829 ) $ (1,248,195 ) 614,366
(Deficit)
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We had cash on hand of $223,433 as at September 30, 2008, compared with $343,695 as at December 31, 2007. We had a working capital deficit of $633,829 at September 30, 2008, compared to a working capital deficit of $1,248,195 as at December 31, 2007.
We do not currently have sufficient amount of cash to satisfy our cash requirements for the next 12 months. We expect to seek additional funds through equity or debt financing, collaborative or other arrangements with corporate partners, and from other sources. We may not be able to obtain any additional financing on terms acceptable to us, if at all, or we may not raise as much as we need. If adequate additional funds are not available when required, we will have to delay, scale-back or eliminate some of our research or development activities or some other aspects of our operations and our business will be materially and adversely affected. If we raise additional funds through the sale of our equity securities, existing shareholders will experience a dilution of their interest in our company. Obtaining commercial loans or related party loans, assuming those loans would be available, will increase our liabilities and future cash commitments.
Results of Operations
Revenue
We have earned no revenue since our inception. We are still in the development stage and do not anticipate earning any revenues until such time as Molecular Vision can generate a royalty stream and/or we can establish an alliance with targeted companies to market or distribute the results of our research projects.
Expenses
We incurred operating expenses in the amount of $389,823 for the quarter ended September 30, 2008, compared with expenses of $2,098,080 the same period from the previous year.
We incurred the following operating expenses for the three month periods ended September 30, 2008:
Three Three Nine Nine
Months Months Months Months
Ended Ended Ended Ended
Expenses Sept 30, Sept 30, Sept 30, Sept 30,
2008 2007 2008 2007
Accounting and audit fees $ 26,383 $ 26,321 $ 112,378 $ 84,024
Amortization of patents - - - -
Appraisals - 24,731 - 24,731
Bank charges 893 1,542 3,311 2,992
Consulting fees 58,474 49,500 506,114 146,400
Interest on notes payable 93,476 - 264,173 -
Legal fees 32,308 2,435 67,517 19,246
Management fees 148,190 790,774 931,578 966,775
Office and miscellaneous 3,149 1,770 7,113 9,909
Public relations and - - 5,102 -
donations
Rent 4,355 - 32,238 -
Research and development - 1,157,109 - 1,755,754
Transfer agent and filing 1,953 2,178 5,311 4,256
fees
Travel 20,642 41,720 83,088 48,303
$ (389,823 ) $ (2,098,080 ) $ (2,017,923 ) $ (3,062,390 )
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Accounting and audit fees increased by $62 for the three month period ended September 30.
Consulting fees increased by $8,974 for the three month period ended September 30.
Legal fees increased by $29,873 for the three month period ended September 30, and was due to requirements for negotiation and preparation of legal agreements.
Management fees decreased by $642,584 for the three month period ended September 30 due to reduction in stock compensation plans.
Research and development fees decreased by $1,157,109 for the three month period ended September 30, and was due to no payments due during the quarter under our Development Agreement, and its termination effective August 19, 2008.
For the next 12 months, we estimate that our research and development expenses will be approximately $300,000, provided that we are able to target a new technology in which we decide to invest.
General and Administrative Expenses
For the next 12 months, we estimate that our general and administrative expenses will be approximately $1,620,000. These expenses will include approximately $1,020,000 on consulting, stock-based compensation and investor relations, approximately $360,000 on office supplies, office rent, travel and accommodations and $240,000 on professional fees, which consist primarily of accounting, auditing fees for the year-end audit and legal fees for securities and other legal advice, directors liability insurance and cost of fundraising.
We do not expect to generate any revenues in the next 12 months. Our future products will likely not be ready for sale for at least one year, if at all.
Off-Balance Sheet Arrangements
We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to stockholders.
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