To: R>G> who wrote (3737 ) 8/14/1998 9:21:00 PM From: R>G> Respond to of 5402
A few things from the 10K filing for end of year 1997 State the number of shares outstanding of each of the Issuer's classes of common equity, as of the latest practicable date: April 14, 1998 21,010,004 On March 28, 1991, Sanguine California and BioLogix, entered into a 10-year License Agreement whereby Sanguine California granted to BioLogix certain license rights to manufacture and market PHER-O2 (the "License Agreement"). Under the License Agreement, as amended on September 28, 1991, Sanguine California granted to BioLogix the exclusive right to manufacture and market PHER-O2 in Canada, including any future Canadian patent rights, and the exclusive right to market PHER-O2 in U.S. military pre-hospital markets (i.e.,non-hospital emergency markets such as ambulances, fire and rescue vehiclesand out-patient clinics). The consideration for these rights was the payment by BioLogix to Sanguine California of $100,000. The amended License Agreement also granted BioLogix the right to purchase for $200,000 a "co-exclusive license" with Sanguine California to market PHER-O2 in all American pre-hospital markets. Only $50,000 of this amount was paid and the right to purchase the co-exclusive license expired on March 31, 1992. Finally, the License Agreement, as amended, provided for the payment of royalties equal to 10 percent of gross sales revenues for PHER-O2 by the party selling PHER-O2 pursuant to the License Agreement to the non-selling party. In the case of biologic products such as PHER-O2, the results of pharmaceutical development and the pre-clinical and clinical testing are submitted to the FDA in the form of a Product License Application ("PLA"), which must be approved before commercial sales may begin. The Company must also file an Establishment License Application ("ELA") which describes the manufacturing process for the product and the facility at which the product will be produced. T Management believes all of the substances making up PHER-O2 are non-toxic and that no toxic or hazardous materials will be byproducts of the manufacturing process of PHER-O2. PHER-O2 is totally inert. Accordingly, management does not believe the Company will have any material expenditures related to the cost of compliance with applicable environmental laws, rules or regulations.