-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, OZ3jBI4cA/wiy2jeu5wEGVI3eJR/WVYFChSMJrcFQsLazqai3qH2MsgTicIIm7LZ K6x4pcSbn+epFydilK6Exg== 0001004878-03-000062.txt : 20030522 0001004878-03-000062.hdr.sgml : 20030522 20030522114918 ACCESSION NUMBER: 0001004878-03-000062 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030401 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030522 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CEL SCI CORP CENTRAL INDEX KEY: 0000725363 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 840916344 STATE OF INCORPORATION: CO FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11889 FILM NUMBER: 03715684 BUSINESS ADDRESS: STREET 1: 8229 BOONE BLVD . STREET 2: SUITE 802 CITY: VIENNA STATE: VA ZIP: 22182 BUSINESS PHONE: 7035069460 MAIL ADDRESS: STREET 1: 8229 BOONE BLVD. STREET 2: SUITE 802 CITY: VIENNA STATE: VA ZIP: 22182 FORMER COMPANY: FORMER CONFORMED NAME: INTERLEUKIN 2 INC DATE OF NAME CHANGE: 19880317 8-K 1 form8kmay03.txt SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): April 1, 2003 CEL-SCI CORPORATION ------ -------------------- (Exact name of Registrant as specified in its charter) Colorado 0-11503 84-0916344 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission File No.) (IRS Employer of incorporation) Identification No.) 8229 Boone Boulevard, Suite 802 Vienna, Virginia 22182 (Address of principal executive offices, including Zip Code) Registrant's telephone number, including area code: (703) 506-9460 -------------- N/A ----------------------------------------- ---- (Former name or former address if changed since last report) Item 12. Disclosure of Results of Operations and Financial Condition On May 21, 2003, the Company issued a press release regarding the Company's operating results for the six months ended March 31, 2003. A copy of this press release is attached as an exhibit. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: May 22, 2003 CEL-SCI CORPORATION By: /s/ Geert R. Kersten -------------------------------------------- Geert R. Kersten, Chief Executive Officer EX-99 3 form8kmay03exh99.txt PRESS RELEASE EXHIBIT 99 PRESS RELEASE COMPANY CONTACT: INVESTOR RELATIONS: Gavin de Windt, Lisa Lindberg CEL-SCI Corporation Investor Relations Group (703) 506-9460 (212) 825-3210 CEL-SCI CORPORATION REPORTS SECOND QUARTER 2003 FINANCIAL RESULTS VIENNA, VA, MAY 21, 2003 -- CEL-SCI CORPORATION (AMEX: CVM) reports financial results for the three months ending March 31, 2003. "Grant revenue and other" for the second quarter ending March 31, 2003 was $82,687 compared to $70,744 in the same quarter of last year. This revenue is derived from monies received from various government grants. The operating loss for the three months ending March 31, 2003 was $872,904 compared with the operating loss of $1.17 million during the same quarter of last year. This represents a 25% reduction in the operating loss. The net loss from operations was $1.03 million versus $1.94 million during the same quarter in 2002. Research and development (R&D) expenses during the quarter were $424,681 compared to $933,120 during the same time period of last year. General and administrative expenses during the quarter were $482,403 compared to $252,642 during the same time period of last year. General and administrative expenses during the quarter ending March 31, 2002 contained a partial reversal ($386,904) of a fiscal year 2001 charge to general and administrative expense of $593,472 for variable options. Geert Kersten, Chief Executive Officer of CEL-SCI Corporation said, "Not reflected in these numbers are is the award of three government grants for CEL-SCI's products totaling $1.4 million in April and May, 2003. I feel comfortable that CEL-SCI is moving forward successfully and that CEL-SCI will achieve major milestones this year. It is for this reason that I have taken six months salary in restricted stock." CEL-SCI Corporation is developing new immune system based treatments for cancer and infectious diseases. The Company has operations in Vienna, Virginia and Baltimore, Maryland. CEL-SCI CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited) Three Months Ended March 31, 2003 2002 ---- ---- REVENUES: Grant Revenue and Other $ 82,687 $ 70,744 EXPENSES: Research and development 424,681 933,120 Depreciation and amortization 48,507 56,332 General and administrative 482,403 252,642 -------- --------- TOTAL OPERATING EXPENSES 955,591 1,242,094 ------- --------- NET OPERATING LOSS 872,904 1,171,350 INTEREST INCOME (11,643) (22,306) INTEREST EXPENSE 170,920 788,868 ---------- ---------- NET LOSS (1,032,181) (1,937,912) ACCRUED DIVIDENDS ON PREFERRED STOCK 2,004 62,023 ACCRETION OF BENEFICIAL CONVERSION FEATURE ON PREFERRED STOCK 7,048 428,770 -------------- ------------ NET LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS $(1,041,233) $(1,428,705) ============ ============ LOSS PER COMMON SHARE (BASIC) $ 0.02 $ 0.10 LOSS PER COMMON SHARE (DILUTED) $ 0.02 $ 0.10 WEIGHTED AVERAGE COMMON SHARES OUTSTANDING 47,737,996 25,178,159 -----END PRIVACY-ENHANCED MESSAGE-----