| Ayurcore, Inc. | |||
| Proposed Ticker: | AYUR | 1737 N. First Street, Suite 290 | |
| Exchange: | NASDAQ-Small Cap Market | San Jose, CA 95112 | |
| Industry: | Manufacturing (SIC Code 2834) | (408) 441-6380 | |
| # of Employees: | 22 | ||
| Type of Shares: | Common Shares | Filing Date: | 12/11/97 | |
| U.S. Shares Filed: | 1,250,000 | Filing Range: | $5.00 - $7.00 | |
| Non-U.S. Shares Filed: | 0 | Offering Amount: | $7,500,000 | |
| Primary Shares: | 1,250,000 | Expenses: | $630,000 | |
| Secondary Shares: | 0 | Shares Out After: | 3,459,702 |
| Manager | Tier | Phone |
| L.T. Lawrence & Company | Lead Manager | (212) 361-6552 |
| Issuer's Law Firm: | Rubin Baum Levin Constant & Friedman |
| Bank's Law Firm: | Tenzer, Greenblatt, Fallon & Kaplan |
| Auditor: | Eisner, Richard A. |
| Registrar/Transfer Agent: | American Stock Transfer & Trust Co |
Dollar amounts in U.S. millions except for per share data | |||||
| 9 Month Ending Financials | |||||
| Full Year Audited Income | Latest Unaudited Income | Prior Unaudited Income | Balance Sheet | ||
| 12/31/96 | 9/30/97 | 9/30/96 | 9/30/97 | ||
| Revenue: | $0.00 | $0.20 | $0.00 | Assets: | $0.30 |
| Net Income: | -$1.33 | -$0.70 | -$0.95 | Curr Assets: | $0.19 |
| EPS: | -$0.64 | -$0.34 | -$0.46 | Liabilities: | $2.40 |
| Prior EPS: | -$0.57 | -$0.35 | -$0.61 | Curr Liabilities: | $2.40 |
| Cash Flow/Oper: | -$0.79 | $0.47 | $0.60 | Equity: | -$2.10 |
| Cash Flow/Fin: | $0.84 | -$0.03 | -$0.04 | Cash: | $0.17 |
| Cash Flow/Inv: | -$0.04 | -$0.03 | Working Cap: | -$2.21 | |
| Business Description |
| The company is engaged primarily in the discovery, development, clinical testing and marketing of proprietary plant-based pharmaceuticals for the treatment of chronic, difficult-to-treat human diseases. The Company currently has three phyto-pharmaceutical products in various stages of clinical and preclinical development. RA-11, the Company's lead phyto-pharmaceutical, is currently being test-marketed in India for the treatment of arthritis; IM-10, which is undergoing preclinical animal pharmacology testing in India, has been indicated for the stimulation and restoration of bone marrow and the immune system in cancer patients being treated with chemotherapy; and HP-11, an early-stage product candidate, is undergoing laboratory testing in India for the treatment of hepatitis. The Company has an exclusive license under a United States patent relating to RA-11 and its use in treating degenerative musculoskeletal diseases. In addition, the Company has a patent application pending relating to BV-6, a pharmaceutical derived from a single animal cell component, which is undergoing early pharmacological studies at Emory University for the treatment of degenerative diseases of the central nervous system. |
| Competition |
| Competition in the pharmaceutical industry is extremely intense. The principal factors upon which such competition is based include the following: marketing, distribution, price, therapeutic efficacy, side effect profile, ease of use, safety, physician acceptance and patient compliance. Many pharmaceutical companies have significantly greater research and development capabilities, as well as substantially greater marketing, financial and human resources than the Company. In addition, many of these competitors have significantly greater experience than the Company in undertaking preclinical testing and human clinical trials of new pharmaceutical products and obtaining regulatory approvals of such products. These companies may represent significant long-term competition for the Company. There can be no assurance that developments by other pharmaceutical companies will not render the Company's products or technologies obsolete or noncompetitive or that the Company will be able to keep pace with technological developments of its competitors. Many of the Company's competitors have developed or are in the process of developing technologies that are, or in the future may be, the basis for competitive products. Some of these products may have an entirely different approach or means of accomplishing the desired therapeutic effect than products being developed by the Company. These competing products may be more effective and less costly than the products developed by the Company. |
| Business Plan |
| The Company's business strategy is to capitalize on what it perceives to be an ever growing market for phyto-pharmaceutical therapies by developing (using Ayurvedic principles as a means of potentially accelerating both the discovery and the regulatory approval processes) and commercializing safe and effective plant-based pharmaceuticals for the treatment of difficult-to-treat, chronic diseases in humans. In furtherance of its strategy, the Company intends to: (I) Obtain FDA Approval For RA-11, (ii) Expand Corporate Partnerships With Multi-National Pharmaceutical Companies, (iii) Control Manufacturing and (iv) Expand Pipeline of Phyto-Pharmaceuticals. |
| Use of Proceeds |
| The proceeds from the proposed offering will be used for research and development, repayment of indebtedness, manufacturing and marketing, and working capital. |
| Name of Shareholder | % Owned Before | % Owned After |
| Avantika Sanjeev Chitre Irrevocable Trust | 31.23% | 19.95% |
| Fred Kassner | 16.22% | 10.63% |
| Cynthia R. May | 9.99% | 6.44% |
| Marathon Investments, L.L.C. | 9.79% | 6.31% |
| Irwin M. Rosenthal | 7.81% | 4.99% |
| Michael R. Splinter | 6.90% | 4.48% |
| Officer Name | Title | Age |
| Sanjeev Chitre | Chairman of the Board of Directors | 44 |
| Nina Renaud | Chief Financial Officer and Treasurer | 46 |
| Suzanne Rosenthal | Director | 62 |
| Michael Splinter | Director | 47 |
| Cynthia R. May | Director | 45 |
| Ajit Chitre | Managing Director--Bio-Ved | 53 |
| Deepa Chitre, M.D. | President, Chief Executive Officer and Director | 40 |
| Barry Wald | President, International Operations | 60 |
| Additional Underwriter Compensation |
| Warrant to purchase 125,000 shares/units at $125.00 per share/unit. |
| $30,000.00 consulting agreement for 2 year(s). |