Genesis Bioventures Announces 2004 Annual Report Delay and
Releases Unaudited Preliminary 2004 Results
NEW YORK, NY, April 18 /PRNewswire-FirstCall/ -- Genesis Bioventures, Inc. (AMEX:GBI) (GBI) today reported that its Annual Report on Form 10-KSB for the
year ended December 31, 2004 was not filed by the deadline of Friday, April 15,
2005. The Company expects to file the 2004 annual report on or before May 15,
2005.
GBI explained that the delay in filing was caused by the termination of the
proposed merger with Corgenix Medical Corporation (Corgenix) in January of
2005, which resulted in the collapse of a merger associated financing. GBI was
forced to identify new funding sources based on a non-merger related structure. GBI has signed a letter of intent in this regard.
The Company's accountants as well as its auditors would not commence work on
the year-end financial statements before past payments were received. An
agreement was reached whereby the accountants would be engaged as auditors for
the year-end financial statements. The Company filed an extension through Form
12b-25 for late filing of its year-end audited financial statements Form 10-KSB
on March 30, 2005. Subsequent to filing Form 12b-25, GBI's accountants were
found to be in a conflict of interest that would not permit them to perform the
audit.
It was impossible for the Company to engage another firm at such a late date
that did not have scheduling constraints and would be able to complete a review
and report on the financial statements within the prescribed time period. GBI
has now identified alternative auditors and is proceeding to an engagement.
GBI also today released the following unaudited preliminary financial
information. The Company stressed that this information was unaudited and had
not yet been completed, but that it was not aware of any issues that were
likely to result in material adjustments to the amounts reported upon
completion of the 2004 audit.
(Unaudited) 2004 2003
Income Statement Data:
Amortization $ 1,869,108 $ 1,880,315
Loss on foreign exchange 15,275 71,899
Investor relations
Stock-based compensation 239,671 434,136
Incurred 2,372 62,267
Legal and accounting 266,385 477,030
Listing and share transfer fees 100,879 82,925
Management and consulting fees
Stock-based compensation 44,594 27,500
Incurred (39,300) 112,177
Office and miscellaneous 36,733 83,608
Rent and occupancy costs 56,499 86,875
Salaries and benefits
Stock based compensation (335,700) 388,550
Incurred 412,129 548,020
Telephone 16,609 15,791
Travel and promotion 53,900 41,476
Research and development 339,548 367,964
Royalty fees 5,000
Loss before other expense (3,083,722) (4,707,746)
Other income (expense)
Other income 19,246 104,179
Interest income 744
Interest and bank charges
Incurred (409,418) (179,015)
Amortization of deemed discount (1,196,042) (262,317)
Gain on debt settlements 457 501,189
Net loss $ (4,669,479) $ (4,542,786)
Net loss per common share, basic and diluted $0.15 $0.17
Weighted average common shares outstanding 30,225,365 27,201,652 Balance Sheet Data:
Current assets $ 59,389 $ 92,905
Total assets 7,820,948 9,027,588
Current liabilities 4,751,953 3,680,750
Total liabilities 4,751,953 3,680,750
Shareholders' equity 3,068,975 5,346,838 The Company's net losses can be summarized as follows: 2004 2003 Variances
Loss before other income
(expense) $ (3,083,722) $ (4,707,746) $ 1,624,024
Other income (expense) (1,585,757) 164,960 (1,750,717)
------------- ------------- -------------
Loss for the period $ (4,669,479) $ 4,542,786 $ (126,693)
The loss before other income (expense) of $3,083,722, a decrease of $1,624,024,
compared to the 2003 loss of $4,707,746, reflects a lower level of operating
activity as a result of financing, planning and executing the proposed merger
with Corgenix. The major items contributing to the decrease were as follows: - Investor relations are costs incurred by the Company for general
financing services and investor relations. These costs of $242,043
incurred in 2004 showed a reduction of $254,360 compared to the
previous years costs of $496,403 due to reduced activity during 2004
primarily as a result of the merger and financing negotiations. - Legal and accounting costs of $266,385 incurred in 2004 were lower by
$210,645 than the $477,030 incurred in 2003 primarily due to the
increased activity during 2003 planning and executing the
documentation for the merger. - Management and consulting fees of $5,294 incurred in 2004 were lower
by $134,383, than the $139,677 incurred in 2003, as a result of
reduced activity planning the merger. - Salaries and benefits incurred in 2004, of $412,129, were $135,891
less than $548,020 incurred in 2003 due to reduction in personnel. Salaries and benefits, stock based compensation is as a result of
variable accounting after the repricing of stock options to officers,
directors and employees. During 2004 the decline in the Company's
stock price resulted in a recovery of $335,000, a reduction in cost of
$724,250 compared to the expense of $388,550 incurred in 2003.
Other income (expense) amounting to $1,585,757 in 2004 represented an increased
cost of $1,750,717 compared to other income of $164,960 earned in 2003. The
major items contributing to this increased cost were as follows: - Interest and bank charges incurred and amortized, increased by
$1,164,308 for 2004 due to the increase in the beneficial conversion
features and discounts related to equity instruments issued along with
the promissory notes. The fair value of the equity instruments issued
along with the promissory notes is amortized to interest expense over
the term to maturity of the promissory notes. - Gain on debt settlements of $457 for 2004 is a decrease of $500,732
compared to the $501,732 earned in 2003 in preparation for the
financing anticipated relating to the proposed merger.
Loss per share was ($0.15) for the year ended December 31, 2004 compared to
($0.17) for 2003. The decrease in loss per share is due to the increased
weighted average number of shares outstanding. The weighted average number of
shares outstanding for the year ending December 31, 2004 was 30,225,365
compared to 27,201,652 for 2003.
The Company's total assets as at December 31, 2004 was $7,820,948 compared to
total assets of $9,027,588 for 2003. The decrease of $1,206,640 was primarily
due to the amortization of the Company's medical technology licenses of
$1,807,988 reduced by a loan receivable granted to Corgenix of $470,000.
About Genesis Bioventures, Inc.
Genesis Bioventures, Inc. (GBI) is a biomedical development corporation
focusing on the development and marketing of novel diagnostics. GBI's wholly
owned subsidiary, Biomedical Diagnostics, LLC, specializes in the development
of cancer diagnostics. The first product commercially available is the MSA as a
screen for breast cancer risk. Further information on testing can be found on
GBI's website. In addition, the Company has an equity interest in Prion
Developmental Laboratories, Inc., (PDL) which specializes in the development of
diagnostic tests to detect prion disease. PDL received United States Department
of Agriculture (USDA) approval for its Chronic Wasting Disease (CWD) strip
test. CWD is similar to Mad Cow Disease but affects deer and elk. More
information on PDL can be accessed through GBI's website.
Statements in this press release that are not strictly historical facts are
"forward looking" statements (identified by the words "believe", "estimate",
"project", "expect" or similar expressions) within the meaning of the Private
Securities Litigation Reform Act of 1995. These statements inherently involve
risks and uncertainties that could cause actual results to differ materially
from the forward-looking statements. Factors that would cause or contribute to
such differences include, but are not limited to, continued acceptance of the
Company's products and services in the marketplace, competitive factors,
changes in the regulatory environment, and other risks detailed in the
Company's periodic report filings with the Securities and Exchange Commission. The statements in this press release are made as of today, based upon
information currently known to management, and the company does not undertake
any obligation to publicly update or revise any forward-looking statements. DATASOURCE: Genesis Bioventures, Inc.
CONTACT: GBI Investor Relations, (604) 542-0820, , http://www.gnsbio.com/; Aurelius Consulting Group, (800) 644-6297, , http://www.runonideas.com/
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