EX-99.1 3 a2123600zex-99_1.txt EXHIBIT 99.1 EXHIBIT 99.1 UNITED STATES BANKRUPTCY COURT EASTERN DISTRICT OF MASSACHUSETTS RE: CASE NO.: 03-11585 BioTransplant Incorporated JUDGE: CJK Debtor-in-Possession. -------------------------- DEBTOR(S)CHAPTER 11 MONTHLY OPERATING REPORT FOR MONTH ENDING OCTOBER 31, 2003 COMES NOW,_______________________________________________________ Debtor-in-Possession, and hereby submits its Monthly Operating Report for the period commencing October 1, 2003 and ending October 31, 2003 as shown by the report and exhibits consisting of 17 pages and containing the following, as indicated: /X/ Monthly Reporting Questionnaire (Attachment 1) /X/ Comparative Balance Sheets (Forms OPR-1 & OPR-2) /X/ Summary of Accounts Receivable (Form OPR-3) /X/ Schedule of Post-petition Liabilities (Form OPR-4) /X/ Income Statement (Form OPR-5) /X/ Statement of Sources and Uses of Cash (Form OPR-6) I declare under penalty of perjury that this report and all attachments are true and correct to the best of my knowledge and belief. Date: 11/18/03 DEBTOR(S)-IN-POSSESSION BY: /s/ Donald B. Hawthorne ------------------------------------- (Signature) ----------------------------------------- (Signature) Name & Title: Donald B. Hawthorne PRESIDENT & CEO -------------------------- (Print or type) Address: 196 Boston Ave., Suite 2800 Medford, MA 02155 Telephone No.: 781-393-7651 ATTACHMENT 1 (Page 1) CHAPTER 11 MONTHLY OPERATING REPORT MONTHLY REPORTING QUESTIONNAIRE CASE NAME: BIOTRANSPLANT INC. DEBTOR IN POSSESSION CASE NUMBER: 03-11585 MONTH OF: October 31, 2003 1. PAYROLL: State the amount of all executive wages paid and taxes withheld and paid.

TOTAL EXECUTIVE PAYROLL:___________________________________________________ 2. INSURANCE: Is workers' compensation and other insurance in effect? /X/ YES. Are payments current? YES. *If any policy has lapsed, been replaced or renewed, state so in the schedule below. Attach a copy of the new policy's binder or cover page. Policies remain same as reported in initial debtor report. *Based on late notices received

ATTACHMENT 1 (PAGE 2) REV. 1/92 CHAPTER 11 MONTHLY OPERATING REPORT MONTHLY REPORTING QUESTIONNAIRE CASE NAME: BIOTRANSPLANT INCORPORATED DEBTOR IN POSSESSION CASE NUMBER: 03-11585 MONTH OF: October 31, 2003 3. BANK ACCOUNTS - Please see attached sheet

4. Post-petition Payments: List any post-petition payments to professionals and payments on PRE-PETITION DEBTS in the schedule below (attach separate sheet if necessary). - none

Case Name BIOTRANSPLANT INCORPORATED DEBTOR IN POSSESSION ATTACHMENT 1 Case Number 03-11585 CJK Month ended: October 31, 2003

NOTE: BioTransplant Incorporated instructed its banks to close all accounts and establish new ones per the court instructions. NOTE: On the petition date, the debtor asked Fleet National Bank to establish three new accounts. Fleet National Bank did establish three new accounts for BioTransplant, however, they did not transfer the sum from our pre-petition accounts to the Debtor in Possession accounts. Per Fleet's internal Procedures, the accounts were not immediately closed, but were frozen as of the petition date so that no checks or other obligations could clear. Finally, on April 3, 2003, the pre-petition accounts were all closed and the funds were moved into the Debtor-in-Possession accounts. (A) BioTransplant Incorporated segregated $100,000 into a new escrow account pursuant to an asset purchase agreement between Miltenyi and BioTransplant Incorporated and sale ordered as entered with the court on July 31, 2003. (B) The net variance in the Flexible spending account is due to unreconciled difference which existed pre-petition. FORM OPR-1 CASE NAME: BIOTRANSPLANT INC. DEBTOR IN POSSESSION COMPARATIVE BALANCE SHEETS CASE NUMBER : 03-11585 MONTH ENDED: 10/31/03 Please see attached

* Itemize if value of "Other Assets" exceeds 10% of "Total Assets" FORM OPR-2 CASE NAME: BIOTRANSPLANT INC. DEBTOR IN POSSESSION COMPARATIVE BALANCE SHEETS CASE NUMBER: 03-11585 MONTH ENDED: 10/31/03 Please see attached

FORM OPR-1 FORM OPR-2 CASE NAME BIOTRANSPLANT INCORPORATED DEBTOR IN POSSESSION CASE NUMBER 03-211585 CJK OCTOBER 31, 2003 CASE NAME ELIGIX INCORPORATED DEBTOR IN POSSESSION CASE NUMBER 03-211584 CJK While the cases for Bankruptcy purposes are separate, BioTransplant and Eligix report on a consolidated basis for tax and Securities and Exchange Commission purposes. Accordingly, and because these reports will be disclosed under SEC 8-K filings, BTI and ELIGIX are filing these MOR's to reflect figures both on consolidated and stand alone bases

(A) Eligix Incorporated is a wholly owned subsidiary of BioTransplant Incorporated. As of May 28, 2003, Biotransplant Incorporated has not closed its December 31, 2002 accounting records as a results of a delay in completing the 2002 year end audit due to chapter 11 filing. The accounting records as of December 31, 2002 are to be adjusted for various items, including potential write-offs of (i) Property, Plant and Equipment, (ii) Intangible Assets, (iii) Goodwill, (iv) Deferred Revenue (v) and amounts recognized as stock based Deferred Compensation. These write-offs and other final year end audit adjustments could potentially effect the monthly financial results. As such, no depreciation, amortization of intangible assets or stock based compensation expense is recognized for any of the months during 2003. (B) We expect this amount will also be adjusted downward upon the completion of our 2002 year end audit. (C) Plus undetermined value of debt secured by Collateral for BioTransplant Incorporated. (D) Amount reflects joint obligation of BioTransplant Incorporated and Eligix, Inc. for tax and SEC reporting purposes. (E) Deferred compensation is the net amount of expense to be amortized and recognized relating to stock based compensation granted by BTI to its employees. (F) $107,000 of accrued vacation was reversed in April. It related to pre-petition period. All of the accrued vacation sums were paid in January 03. $67,000 of pre-petition accrued legal fees were reversed as they had been paid pre-petition. $13,388 of new invoices received which related to expenses incurred during pre-petition period. FORM OPR-3 CASE NAME: BIOTRANSPLANT INC. DEBTOR IN POSSESSION SUMMARY ACCOUNTS RECEIVABLE CASE NUMBER: 03-11585 MONTH ENDED: 10/31/03

Note: Total accounts receivable and total allowance for doubtful accounts shown here must agree with the same items as shown on Form OPR-1. FORM OPR-4 CASE NAME: BIOTRANSPLANT INC. DIP. SCHEDULE OF POST PETITION LIABILITIES CASE NUMBER: 03-11585 MONTH ENDED: 10/31/03

* Attach separate page if necessary. Note: Total postpetition liabilities shown here must agree with the same item as shown on Form OPR-2 of this report. FORM OPR-5 CASE NAME: BIOTRANSPLANT INC. DIP INCOME STATEMENT CASE NUMBER: 03-11585 MONTH ENDED 10/31/03 Please see attached

Requires Footnote FORM OPR-5 CASE NAME BIOTRANSPLANT INCORPORATED DEBTOR IN POSSESSION CASE NUMBER 03-11585 CJK INCOME STATEMENT MONTH ENDED OCTOBER 31, 2003

(A) Includes legal expenses of approximately $444,000 of which approximately $316,000 was due and payable ($120,000 to Cohn Khoury Madoff and Whitsell, $137,000 to Hale and Dorr, $43,000 to Goodwin Proctor, $16,000 to Carella Byrne). (B) As of September 30, 2003, BioTransplant Incorporated has not closed its December 31, 2002 accounting records. The accounting records as of December 31, 2002 are to be adjusted for various items, including potential write-offs of (i) Property, Plant and Equipment, (ii) Intangible Assets, (iii) Goodwill, (iv) Deferred Revenue (v) and amounts recognized as stock based Deferred Compensation. These write-offs and other final year end audit adjustments could potentially effect the monthly financial results. As such, no depreciation, amortization of intangible assets or stock based compensation expense is recognized for any of the months during 2003. (C) During the month of October 2003, BioTransplant and Eligix Inc. closed the sale of part of its assets to Miltenyi Biotech. The sale was priced at $175,000 and for the month ending October 31, 2003, BioTransplant recorded $61,000 of expenses directly related to this transaction. FORM OPR-6 CASE NAME: BIOTRANSPLANT INCORPORATED STATEMENT OF SOURCES AND USES OF CASH DIP MONTH ENDED: 10/31/03 CASE NUMBER: 03-11585 PLEASE SEE ATTACHED

FORM OPR-6 CASE NAME BIOTRANSPLANT INCORPORATED DEBTOR IN POSSESSION CASE NUMBER 03-11585 CJK STATEMENT OF SOURCES AND USES OF CASH MONTH ENDED OCTOBER 31, 2003

(A) Increase of $833 in pre-petition liabilities is offset against beginning retained earnings balance as it relates to expenses incurred during pre-petition (prior to 2/27/03) period. Therefore it is properly not reflected in the monthly Statement of Sources and Uses of Cash. (B) Decrease of $107,000 and $67,000 in pre-petition accrued liabilities is offset against beginning retained earnings balance as it relates to expenses to have been offset during pre-petition (prior to 2/27/03) period. Therefore, it is properly not reflected in the monthly Statement of Sources and Uses of Cash. (C) During the month of June 2003, increase of $6,079 in pre-petition obligations offset against beginning retained earnings balance as it relates to expenses incurred during pre-petition (prior to 2/27/03) period. Therefore, it is properly not reflected in the monthly Statement of Sources and Uses of Cash. (D) During the month of August 2003, increase of $8,879 in pre-petition liabilities is offset against beginning retained earnings balance as it relates to expenses incurred during pre-petition (prior to 2/27/03) period. Therefore, it is properly not reflected in the monthly Statement of Sources and Uses of Cash. (E) During the month of September 2003, increase of $2,675 in pre-petition liabilities is offset against beginning retained earnings balance as it relates to expenses incurred during pre-petition period (prior to 2/27/03). Therefore, it is properly not reflected in the monthly Statement of Sources and Uses of Cash. (F) During the month of October, increase of $2,735 in prepetition liabilities is offset against beginning retained earnings balance as it relates to expenses incurred during pre-petition period (prior to 2/27/03). Therefore, it is properly not reflected in the monthly Statement of Sources and Uses of Cash. (G) During the month of October 2003, expenses and liabilities relating to pre-October 2003 for the sum of $2,615 were voided. UNITED STATES BANKRUPTCY COURT EASTERN DISTRICT OF MASSACHUSETTS RE: CASE NO.: 03-11584 Eligix Incorporated JUDGE: CJK Debtor in Possession _____________________________ DEBTOR(S)CHAPTER 11 MONTHLY OPERATING REPORT FOR MONTH ENDING October 31, 2003 COMES NOW,_______________________________________________________ Debtor-in-Possession, and hereby submits its Monthly Operating Report for the period commencing October 1, 2003 and ending October 31, 2003 as shown by the report and exhibits consisting of 16 pages and containing the following, as indicated: /X/ Monthly Reporting Questionnaire (Attachment 1) /X/ Comparative Balance Sheets (Forms OPR-1 & OPR-2) /X/ Summary of Accounts Receivable (Form OPR-3) /X/ Schedule of Post-petition Liabilities (Form OPR-4) /X/ Income Statement (Form OPR-5) /X/ Statement of Sources and Uses of Cash (Form OPR-6) I declare under penalty of perjury that this report and all attachments are true and correct to the best of my knowledge and belief. Date: 11/18/03 DEBTOR(S)-IN-POSSESSION --------------- BY: /s/ Donald B. Hawthorne ------------------------------------- (Signature) ----------------------------------------- (Signature) Name & Title: Donald B. Hawthorne, PRESIDENT & CEO --------------------------- (Print or type) Address: 196 Boston Ave. --------------------------------- Medford, MA 02155 --------------------------------- Telephone No.: 781-393-7651 --------------------------- ATTACHMENT 1 (Page 1) CHAPTER 11 MONTHLY OPERATING REPORT MONTHLY REPORTING QUESTIONNAIRE CASE NAME: ELIGIX INC. DEBTOR IN POSSESSION CASE NUMBER: 03-11584 CJK MONTH OF: October 31, 2003 1. PAYROLL: State the amount of all executive wages paid and taxes withheld and paid.

2. INSURANCE: Is workers' compensation and other insurance in effect? YES. Are payments current? YES. *If any policy has lapsed, been replaced or renewed, state so in the schedule below. Attach a copy of the new policy's binder or cover page. Policies remain same as reported in initial debtor report. *Based on late notices received

ATTACHMENT 1 (Page 2) REV. 1/92 CHAPTER 11 MONTHLY OPERATING REPORT MONTHLY REPORTING QUESTIONNAIRE CASE NAME: Eligix Incorporated Debtor in Possession CASE NUMBER: 03-11584 CJK MONTH OF: October 31, 2003 Note 1 3. BANK ACCOUNTS

4. Post-petition Payments: List any post-petition payments to professionals and payments on PRE-PETITION DEBTS in the schedule below (attach separate sheet if necessary).

FORM OPR-1 CASE NAME: Eligix Inc. Debtor in Possession COMPARATIVE BALANCE SHEETS CASE NUMBER: 03-11584 MONTH ENDED: OCTOBER 31, 2003 Please see attached

* Itemize if value of "Other Assets" exceeds 10% of "Total Assets" FORM OPR-2 CASE NAME: Eligix Inc. Debtor in Possession COMPARATIVE BALANCE SHEETS CASE NUMBER: 03-11584 MONTH ENDED: OCTOBER 31, 2003 Please see attached

FORM OPR-1 FORM OPR-2 Case Name Bio Transplant Incorporated Debtor in Possession Case Number 03-211585 CJK October 31, 2003 Case Name Eligix Incorporated Debtor in Possession Case Number 03-211584 CJK While the cases for Bankruptcy purposes are separate, Bio Transplant and Eligix report on a consolidated basis for tax and Securities and Exchange Commission purposes. Accordingly, and because these reports will be disclosed under SEC 8-K filings, BTI and ELIGIX are filing these MOR's to reflect figures both on consolidated and stand alone bases

(A) Eligix Incorporated is a wholly owned subsidiary of BioTransplant Incorporated. As of May 28, 2003, Biotransplant Incorporated has not closed its December 31, 2002 accounting records as a results of a delay in completing the 2002 year end audit due to chapter 11 filing. The accounting records as of December 31, 2002 are to be adjusted for various items, including potential write-offs of (i) Property, Plant and Equipment, (ii) Intangible Assets, (iii) Goodwill, (iv) Deferred Revenue (v) and amounts recognized as stock based Deferred Compensation. These write-offs and other final year end audit adjustments could potentially effect the monthly financial results. As such, no depreciation, amortization of intangible assets or stock based compensation expense is recognized for any of the months during 2003. (B) We expect this amount will also be adjusted downward upon the completion of our 2002 year end audit. (C) Plus undetermined value of debt secured by Collateral for BioTransplant Incorporated. (D) Amount reflects joint obligation of BioTransplant Incorporated and Eligix, Inc. for tax and SEC reporting purposes. (E) Deferred compensation is the net amount of expense to be amortized and recognized relating to stock based compensation granted by BTI to its employees. (F) $107,000 of accrued vacation was reversed in April. It related to pre-petition period. All of the accrued vacation sums were paid in January 03. $67,000 of pre-petition accrued legal fees were reversed as they had been paid pre-petition. $13,388 of new invoices received which related to expenses incurred during pre-petition period. FORM OPR-3 CASE NAME: Eligix Inc. Debtor in possession SUMMARY OF ACCOUNTS RECEIVABLE CASE NUMBER: 03-11584 MONTH ENDED: OCTOBER 31, 2003

Note: Total accounts receivable and total allowance for doubtful accounts shown here must agree with the same items as shown on Form OPR-1. FORM OPR-4 ~~CASE NAME: Eligix Inc. Debtor in possessions SCHEDULE OF POSTPETITION LIABILITIES~~

CASE NUMBER: 03-11584 MONTH ENDED: OCTOBER 31, 2003

* Attach separate page if necessary. Note: Total postpetition liabilities shown here must agree with the same item as shown on Form OPR-2 of this report. FORM OPR-5 CASE NAME: ELIGIX INC. INCOME STATEMENT CASE NUMBER 03-11584 MONTH ENDED: OCTOBER 31, 2003 Please see attached

Requires Footnote Form OPR-5 Case Name Eligix Inc. Debtor in Possession Case Number 03-11584 CJK Month Ended October 31, 2003

(A) Includes $121,000 of expenses due to forfeiture of Medford facility lease cash deposit court approved settlement. (B) As of August 31, 2003, BioTransplant Incorporated had not closed its December 31, 2002 accounting records. Eligix Incorporated is a wholly owned subsidiary of BioTransplant Incorporated. The accounting records as of December 31, 2002 are to be adjusted for various items, including potential write-offs of (i) Property, Plant and Equipment, (ii) Intangible Assets, (iii) Goodwill, (iv) Deferred Revenue (v) and amounts recognized as stock based Deferred Compensation. These write-offs and other final year end audit adjustments could potentially effect the monthly financial results. As such, no depreciation, amortization of intangible assets or stock based compensation expense is recognized for any of the months during 2003. FORM OPR-6 CASE NAME ELIGIX INCORPORATED, DEBTOR IN POSSESSION CASE NUMBER 03-11584 CJK Month Ended October 31, 2003 STATEMENT OF SOURCES AND USES OF CASH

NOTE: Eligix incorporated is a wholly owned subsidiary of BioTransplant Incorporated. Eligix Incorporated does not have any cash, all its expenses are paid for by BioTransplant Incorporated. BioTransplant Incorporated presents its financials on a consolidated basis.

BIOTRANSPLANT INC 8-K