U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25 SEC File No:
NOTIFICATION OF LATE FILING
Form 10-Q
For Period Ended June 30, 1998
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Nothing in this form shall be construed to imply that the commission
has verified any information contained herein.
If the notification relates to a portion of the filing checked above,
identify the Item(s) to which the notification relates:
Not applicable. The filing relates to the entire form 10-Q.
Part I--Registrant Information
Full Name of Registrant: Celsion Corporation
Address of Principal Executive Office: 10220-I Old Columbia Road
City, State and Zip Code: Columbia, Maryland 21046-1705
Part II--Rules 12b-25-(b) and (c)
If the subject report could not be filed without unreasonable effort or
expense and the registrant seeks relief pursuant to Rule 12b-25(b), the
following should be completed. (Check box if appropriate)
[ ] (a) The reasons described in reasonable detail in Part III of this form
could not be eliminated without unreasonable effort or expense;
[X] (b) The subject annual report or semi-annual report/portion thereof will be
filed on or before the fifteenth calendar day following the prescribed due date;
or the subject quarterly report/portion thereof will be filed on or before the
fifth calendar day following the prescribed due date; and
[ ] (c) The accountant's statement or other exhibit required by Rule 12b-25(C)
has been attached if applicable.
Part III--Narrative
State below in reasonable detail the reasons why Form 10-Q or 10-QSB or
portion thereof could not be filed within the prescribed time period.
Due to the heavy electronic traffic on the last day for filing for the
subject period, the registrant was unable to file by the 3:30PM deadline.
Part IV--Other Information
(1) The person to contact in regard to this notification is:
John Mon, Secretary/Treasurer 410-290-5390
(2) Have all other periodic reports required under section 13 or 15(d)
of the Securities Exchange Act of 1934 or section 30 of the Investment Company
Act of 1940 during the preceding 12 months or for such shorter period that the
registrant was required to file such report(s) been filed? If the answer is no,
identify report(s).
[X] Yes [ ] No
(3) Is it anticipated that any significant change in results of
operations from the corresponding period for the last fiscal year will be
reflected by the earnings statements to be included in the subject report or
portion thereof?
[X] Yes [ ] No
If so: attach an explanation of the anticipated change, both
narratively and quantitatively, and, if appropriate, state the reasons why a
reasonable estimate of results cannot be made.
Celsion Corporation
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: August 14, 1998 By: /s/ John Mon
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John Mon, Secretary/Treasurer
Instruction: The form may be signed by an executive officer of the registrant or
by any other duly authorized representative. The name and title of the person
signing the form shall be typed or printed beneath the signature. If the
statement is signed on behalf of the registrant by an authorized representative
(other than an executive officer), evidence of the representative's authority to
sign on behalf of the registrant shall be filed with the form.
CELSION CORPORATION
BALANCE SHEETS
June 30, 1998 and September 30, 1997
ASSETS
6/30/1998 9/30/1997
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Current assets:
Cash and cash equivalents $26,241 $267,353
Accounts receivable 28,130 5,891
Inventories 236,003 329,741
Prepaid expenses 8,417 8,207
Other current asset 41,888 26,755
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Total current assets 340,679 637,947
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Property and equipment - at cost:
Furniture and office equipment 195,794 180,348
Laboratory and shop equipment 47,047 92,228
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242,841 272,576
Less accumulated depreciation 208,761 213,885
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Net value of property and equipment 34,079 58,691
Other assets:
Patent licenses (net of amortization ) 128,147 126,571
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Total other assets 128,147 126,571
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Total assets $502,905 $823,209
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LIABILITIES AND STOCKHOLDERS' EQUITY
6/30/1998 9/30/1997
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Current liabilities:
Accounts payable - trade $1,272,706 $614,173
Notes payable-other 140,542 1,369,800
Notes payable - related parties 82,148 221,943
Accrued interest payable - related parties 46,105 245,784
Accrued interest payable - other 162,384 116,604
Accrued compensation 439,524 331,715
Accrued professional fees 212,151 256,301
Other accrued liabilities 20,626 15,504
Deferred revenues 112,031 112,031
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Total current liabilities 2,488,217 3,283,855
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Long term liabilities:
Long term debt - -
Total long-term liabilities 6,002 -
----- -
Total liabilities 2,494,219 3,283,855
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Stockholders' equity:
Capital stock - $.01 par value; 100,000,000 shares
authorized, 37,285,722 and 29,095,333 issued and
outstanding for 6/30/1998 and 9/30/1997, respectively. 372,857 290,953
Additional paid-in capital 16,421,178 12,511,923
Accumulated deficit (18,785,349) (15,263,522)
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Total stockholders'(deficit) equity (1,991,314) (2,460,646)
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Total liabilities and shareholders' equity $502,905 $823,209
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CELSION CORPORATION
STATEMENTS OF OPERATIONS
(UNAUDITED)
Three Months Ended June 30, Nine Months Ended June 30,
--------------------------- --------------------------
1998 1997 1998 1997
---- ---- ---- ----
Revenue:
Hyperthermia sales and parts $ - $3,675 $110,260 $116,968
Total revenue - 3,675 110,260 116,968
Cost of sales - 2,029 45,500 46,141
- ----- ------ ------
Gross profit - 1,646 64,760 70,828
Operating expenses:
- ------------------
Selling, general and administrative 898,224(1) 732,784(2) 2,239,292(3) 1,709,454(2)
Research and development 697,060 102,843 1,298,168 144,945
Total operating expenses 1,595,284 835,627 3,537,460 1,854,399
--------- ------- --------- ---------
(Loss) Income from operations (1,595,284) (833,981) (3,472,700) (1,783,572)
Loss in investment fund - - - (40,000)
Other(expense) income
Interest income (expense) (12,362) (41,752) (55,367) (120,633)
Miscellaneous income-non operating - 8,448 6,241 33,313
(Loss) Income before income taxes (1,607,646) (867,285) (3,521,826) (1,910,892)
Income taxes - - - -
Net (loss) income ($1,607,646) ($867,285) ($3,521,826) ($1,910,892)
============ ========== ============ ============
Net (loss)income per common share ($0.04) ($0.03) ($0.10) ($0.07)
======= ======= ======= =======
Weighted average shares outstanding 36,609,733 26,495,072 33,952,060 26,007,435
========== ========== ========== ==========
CELSION CORPORATION
STATEMENTS OF CASH FLOWS
(UNAUDITED)
Nine Months Ended June 30,
1998 1997
Cash flows from operating activities:
Net (loss) income ($3,521,826) ($1,910,892)
Noncash items included in net (loss) income:
Depreciation and amortization 17,066 17,269
Bad debt expense - 1,170
Net changes in:
Accounts receivable (22,239) (14,877)
Inventories 93,737 (36,597)
Accrued interest receivable - (24,810)
Other current assets (15,132) -
Prepaid expenses (210) (1,049)
Accounts payable-trade 658,533 462,860
Accrued interest payable - related parties (199,679) (84,238)
Accrued interest payable - other 45,779 48,813
Accrued compensation 107,808 133,984
Accrued professional fees (44,149) 142,000
Other accrued liabilities 4,084 (84,129)
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Net cash (used) provided by operating activities (2,876,226) (1,350,496)
Cash flows from investing activities:
Purchase of property and equipment 15,967 (3,806)
Funds returned - investment contract - 40,000
- ------
Investment in patents (10,000) 0
-------- -
Net cash provided (used) by investing activities 5,967 36,194
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Cash flows from financing activities:
Payment on notes (net) (41,804) 283,000
Proceeds - capital equipment lease 7,039 -
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Proceeds of stock issuances 2,663,914 904,920
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Net cash provided by financing activities 2,629,147 1,187,920
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Net increase(decrease) in cash (241,112) (126,382)
Cash at beginning of period 267,353 246,931
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Cash at end of the period $26,241 120,549
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Schedule of noncash investing and financing transactions:
Conversion of debt and accrued interest payable, and
compensation through issuance of common stock $1,877,308 $ -
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