|
Delaware
|
|
98-0178636
|
|
|
(State
of other jurisdiction of incorporation or
organization)
|
|
(IRS
Employer Identification No.)
|
|
Large
accelerated filer o
|
Accelerated
filer x
|
Non-accelerated
filer o
|
PART
I. FINANCIAL INFORMATION
|
|
|
|
Item
1. Financial Statements.
|
|
|
|
(Unaudited)
|
|
Consolidated
Balance Sheets -
|
|
October
31, 2007 and July 31, 2006
|
1
|
|
|
Consolidated
Statements of Operations — For the three month
|
|
Periods
ended October 31, 2007 and 2006, and cumulative from
|
|
November
2, 1995 to October 31, 2007
|
2
|
|
|
Consolidated
Statements of Cash Flows — For the three month
|
|
Periods
ended October 31, 2007 and 2006, and cumulative from
|
|
November
2, 1995 to October 31, 2007
|
3
|
|
|
Notes
to Consolidated Financial Statements
|
5
|
|
|
Item
2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
|
11
|
|
|
Item
3. Quantitative and Qualitative Disclosures About Market
Risk
|
19
|
|
|
Item
4. Controls and Procedures
|
20
|
|
|
PART
II: OTHER INFORMATION
|
|
|
|
Item
1. Legal Proceedings
|
20
|
|
|
Item
1A. Risk Factors
|
21
|
|
|
Item
2. Unregistered Sales of Equity Securities and Use of
Proceeds
|
23
|
|
|
Item
3. Defaults Upon Senior Securities
|
24
|
|
|
Item
4. Submission of Matters to a Vote of Security
Holders
|
24
|
|
|
Item
5. Other Information
|
24
|
|
|
Item
6. Exhibits
|
24
|
|
|
Signatures
|
29
|
October
31,
|
|
July
31,
|
|
||||
|
|
2007
|
|
2007
|
|||
ASSETS
|
|||||||
Current
Assets:
|
|||||||
Cash
and cash equivalents
|
$
|
1,673,736
|
$
|
21,026,067
|
|||
Short-term
investments
|
27,585,336
|
14,011,738
|
|||||
Accounts
receivable
|
36,316
|
58,264
|
|||||
Inventory
|
278,206
|
123,931
|
|||||
Other
current assets
|
481,910
|
469,210
|
|||||
Total
Current Assets
|
30,055,504
|
35,689,210
|
|||||
Property
and Equipment, Net
|
2,145,472
|
2,137,027
|
|||||
Assets
Held for Investment, Net
|
4,090,385
|
3,693,183
|
|||||
Patents,
Net
|
4,885,300
|
4,884,984
|
|||||
TOTAL
ASSETS
|
$
|
41,176,661
|
$
|
46,404,404
|
|||
LIABILITIES
AND STOCKHOLDERS’ EQUITY
|
|||||||
Current
Liabilities:
|
|||||||
Accounts
payable and accrued expenses
|
$
|
6,913,495
|
$
|
7,156,709
|
|||
Deferred
revenue
|
47,178
|
33,314
|
|||||
Current
maturities of long-term debt
|
515,179
|
84,503
|
|||||
Total
Current Liabilities
|
7,475,852
|
7,274,526
|
|||||
Long-Term
Debt, Net
|
2,974,389
|
3,059,286
|
|||||
Commitments
and Contingencies
|
|||||||
Stockholders’
Equity:
|
|||||||
Special
Voting Rights Preferred Stock, $.001 par value; authorized
|
|||||||
1,000
shares at October 31, 2007 and July 31, 2007; -0- shares
|
|||||||
issued
and outstanding at October 31, 2007 and July 31, 2007
|
—
|
—
|
|||||
Common
stock, $.001 par value; authorized 500,000,000 shares at
|
|||||||
October
31, 2007 and July 31, 2007; 110,900,774 and 109,616,518
shares
|
|||||||
issued
and outstanding at October 31, 2007 and July 31, 2007,
respectively
|
110,900
|
109,616
|
|||||
Additional
paid-in capital
|
248,721,517
|
247,079,439
|
|||||
Deficit
accumulated during the development stage
|
(219,222,183
|
)
|
(212,000,270
|
)
|
|||
Accumulated
other comprehensive income
|
1,116,186
|
881,807
|
|||||
Total
Stockholders’ Equity
|
30,726,420
|
36,070,592
|
|||||
TOTAL
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
$
|
41,176,661
|
$
|
46,404,404
|
The Notes to Consolidated Financial Statements are an integral part of these statements.
|
|
|
|
Cumulative
From
|
|
|||||
|
|
|
|
|
|
November
2, 1995
|
||||
For
the Three Months Ended
|
(Date
of Inception)
|
|||||||||
October
31,
|
to
October 31,
|
|||||||||
2007
|
|
2006
|
2007
|
|||||||
Revenues
|
$
|
46,427
|
$
|
139,005
|
$
|
2,423,152
|
||||
Sales
discounts
|
(1,714
|
)
|
—
|
(3,945
|
)
|
|||||
Net
Revenue
|
44,713
|
139,005
|
2,419,207
|
|||||||
Cost
of Goods Sold
|
19,931
|
31,515
|
81,554
|
|||||||
Operating
Expenses:
|
||||||||||
Research
and development
|
3,847,803
|
1,646,415
|
77,304,267
|
|||||||
Research
and development -
|
||||||||||
related
party
|
—
|
—
|
220,218
|
|||||||
Selling
and marketing
|
367,420
|
88,888
|
1,116,757
|
|||||||
General
and administrative
|
3,515,920
|
2,352,369
|
93,555,338
|
|||||||
General
and administrative -
|
||||||||||
related
party
|
—
|
—
|
314,328
|
|||||||
Total
Operating Expenses
|
7,731,143
|
4,087,672
|
172,510,908
|
|||||||
Operating
Loss
|
(7,706,361
|
)
|
(3,980,182
|
)
|
(170,173,255
|
)
|
||||
Other
Income (Expense):
|
||||||||||
Miscellaneous
income (expense)
|
—
|
—
|
196,193
|
|||||||
Income
from Rental Operations, net
|
82,087
|
71,499
|
1,003,015
|
|||||||
Interest
income
|
460,035
|
603,772
|
6,802,493
|
|||||||
Interest
expense
|
(57,674
|
)
|
(294,616
|
)
|
(43,659,689
|
)
|
||||
Loss
on extinguishment of debt
|
—
|
(58,518
|
)
|
(14,134,068
|
)
|
|||||
Net
Loss Before Undernoted
|
(7,221,913
|
)
|
(3,658,045
|
)
|
(219,965,311
|
)
|
||||
Minority
Interest Share of Loss
|
—
|
—
|
3,038,185
|
|||||||
Net
Loss
|
(7,221,913
|
)
|
(3,658,045
|
)
|
(216,927,126
|
)
|
||||
Preferred
Stock Dividend
|
—
|
—
|
2,295,057
|
|||||||
Net
Loss Available to Common
|
||||||||||
Shareholders
|
$
|
(7,221,913
|
)
|
$
|
(3,658,045
|
)
|
$
|
(219,222,183
|
)
|
|
Basic
and Diluted Net Loss Per
|
||||||||||
Common
Share
|
$
|
(.07
|
)
|
$
|
(.03
|
)
|
||||
Weighted
Average Number of Shares
|
||||||||||
of
Common Stock Outstanding
|
110,060,027
|
107,608,541
|
Cumulative
From
|
||||||||||
November
2, 1995
|
||||||||||
For
the Three Months Ended
|
|
(Date
of Inception)
|
||||||||
October
31,
|
|
to
October 31,
|
||||||||
2007
|
|
2006
|
|
2007
|
||||||
Cash
Flows From Operating Activities:
|
||||||||||
Net
loss
|
$
|
(7,221,913
|
)
|
$
|
(3,658,045
|
)
|
$
|
(216,927,126
|
)
|
|
Adjustments
to reconcile net loss to net cash used
|
||||||||||
in
operating activities:
|
||||||||||
Depreciation
and amortization
|
306,569
|
288,593
|
6,188,515
|
|||||||
Minority
interest share of loss
|
—
|
—
|
(3,038,185
|
)
|
||||||
Reduction
of notes receivable - common stock in exchange
|
||||||||||
for
services rendered
|
—
|
—
|
423,882
|
|||||||
Write-off
of uncollectible notes receivable - common stock
|
—
|
—
|
391,103
|
|||||||
Write-off
of deferred offering costs
|
—
|
—
|
3,406,196
|
|||||||
Write-off
of abandoned patents
|
—
|
3,097
|
171,506
|
|||||||
Loss
on disposal of property and equipment
|
—
|
—
|
911
|
|||||||
Loss
on extinguishment of debt
|
—
|
58,518
|
14,134,069
|
|||||||
Common
stock issued as employee compensation
|
910,205
|
183,000
|
3,203,785
|
|||||||
Common
stock issued for services rendered
|
261,283
|
160,639
|
7,257,599
|
|||||||
Amortization
of prepaid services in conjunction with common
|
||||||||||
stock
issuance
|
—
|
—
|
138,375
|
|||||||
Non-cash
compensation expense
|
—
|
—
|
45,390
|
|||||||
Stock
options and warrants issued for services rendered
|
—
|
—
|
7,272,723
|
|||||||
Issuance
of warrants as additional exercise right inducement
|
—
|
—
|
21,437,909
|
|||||||
Preferred
stock issued for services rendered
|
—
|
—
|
100
|
|||||||
Treasury
stock redeemed for non-performance of services
|
—
|
—
|
(138,000
|
)
|
||||||
Amortization
of deferred debt issuance costs and loan
|
||||||||||
origination
fees
|
—
|
—
|
1,482,879
|
|||||||
Amortization
of discount on convertible debentures
|
—
|
223,319
|
18,930,427
|
|||||||
Common
stock issued as interest payment on convertible
|
||||||||||
debentures
|
—
|
10,628
|
284,459
|
|||||||
Interest
on short-term advance
|
—
|
—
|
22,190
|
|||||||
Founders’
shares transferred for services rendered
|
—
|
—
|
353,506
|
|||||||
Fees
in connection with short-term refinancing of
|
||||||||||
long-term
debt
|
—
|
—
|
113,274
|
|||||||
Changes
in operating assets and liabilities (excluding the
|
||||||||||
effects
of acquisition):
|
||||||||||
Accounts
receivable
|
15,632
|
(97,691
|
)
|
(41,048
|
)
|
|||||
Miscellaneous
receivables
|
—
|
—
|
43,812
|
|||||||
Inventory
|
(130,766
|
)
|
(18,552
|
)
|
(248,268
|
)
|
||||
Other
current assets
|
47,736
|
(143,487
|
)
|
(80,977
|
)
|
|||||
Accounts
payable and accrued expenses
|
159,076
|
(601,675
|
)
|
11,487,191
|
||||||
Deferred
revenue
|
12,824
|
—
|
45,855
|
|||||||
Other,
net
|
—
|
—
|
110,317
|
|||||||
Net
Cash Used in Operating Activities
|
(5,639,354
|
)
|
(3,591,656
|
)
|
(123,527,631
|
)
|
||||
Cash
Flows From Investing Activities:
|
||||||||||
Purchase
of property and equipment
|
(1,575
|
)
|
(42,496
|
)
|
(4,537,986
|
)
|
||||
Costs
incurred for patents
|
(81,527
|
)
|
(55,571
|
)
|
(1,899,129
|
)
|
||||
Change
in restricted cash
|
—
|
—
|
45,872
|
|||||||
Proceeds
from maturity of short term investments
|
4,181,210
|
7,841,384
|
162,264,019
|
|||||||
Purchases
of short-term investments
|
(17,754,808
|
)
|
(7,843,452
|
)
|
(189,849,355
|
)
|
||||
Cash
received in conjunction with merger
|
—
|
—
|
82,232
|
|||||||
Advances
to Antigen Express, Inc.
|
—
|
—
|
(32,000
|
)
|
||||||
Increase
in officers’ loans receivable
|
—
|
—
|
(1,126,157
|
)
|
||||||
Change
in deposits
|
(33,566
|
)
|
(170,546
|
)
|
(736,856
|
)
|
||||
Change
in notes receivable - common stock
|
—
|
—
|
(91,103
|
)
|
||||||
Change
in due from related parties
|
—
|
—
|
(2,222,390
|
)
|
||||||
Other,
net
|
—
|
—
|
89,683
|
|||||||
Net
Cash Provided by (Used in) Investing Activities
|
(13,690,266
|
)
|
(270,681
|
)
|
(38,013,170
|
)
|
Cumulative
From
|
||||||||||
November
2, 1995
|
||||||||||
For
the Three Months Ended
|
(Date
of Inception)
|
|||||||||
October
31,
|
to
October 31,
|
|||||||||
2007
|
2006
|
2007
|
||||||||
Cash
Flows From Financing Activities:
|
||||||||||
Proceeds
from short-term advance
|
—
|
—
|
325,179
|
|||||||
Repayment
of short-term advance
|
—
|
—
|
(347,369
|
)
|
||||||
Proceeds
from issuance of long-term debt
|
—
|
—
|
2,005,609
|
|||||||
Repayment
of long-term debt
|
(21,500
|
)
|
(18,305
|
)
|
(1,873,869
|
)
|
||||
Change
in due to related parties
|
—
|
—
|
154,541
|
|||||||
Proceeds
from exercise of warrants
|
—
|
125,000
|
44,015,049
|
|||||||
Proceeds
from exercise of stock options
|
—
|
153,133
|
4,554,126
|
|||||||
Proceeds
from minority interest investment
|
—
|
—
|
3,038,185
|
|||||||
Proceeds
from issuance of preferred stock
|
—
|
—
|
12,015,000
|
|||||||
Redemption
of SVR preferred stock
|
—
|
—
|
(100
|
)
|
||||||
Proceeds
from issuance of convertible debentures, net
|
—
|
—
|
20,254,930
|
|||||||
Repayments
of convertible debentures
|
—
|
—
|
(635,757
|
)
|
||||||
Purchase
of treasury stock
|
—
|
—
|
(483,869
|
)
|
||||||
Proceeds
from issuance of common stock, net
|
—
|
—
|
80,283,719
|
|||||||
Purchase
and retirement of common stock
|
—
|
—
|
(119,066
|
)
|
||||||
Net
Cash Provided by Financing Activities
|
(21,500
|
)
|
259,828
|
163,186,308
|
||||||
Effect
of Exchange Rates on Cash
|
(1,211
|
)
|
(2,167
|
)
|
28,229
|
|||||
Net
Increase (Decrease) in Cash and Cash Equivalents
|
(19,352,331
|
)
|
(3,604,676
|
)
|
1,673,736
|
|||||
Cash
and Cash Equivalents, Beginning of Period
|
21,026,067
|
38,208,493
|
—
|
|||||||
Cash
and Cash Equivalents, End of Period
|
$
|
1,673,736
|
$
|
34,603,817
|
$
|
1,673,736
|
1. |
Basis
of Presentation
|
2. |
Summary
of Significant Accounting
Policies
|
3. |
Effects
of Recent Accounting
Pronouncements
|
4.
|
Stock-Based
Compensation
|
Weighted
|
Weighted
|
||||||||||||
Average
|
Average
|
||||||||||||
Exercise
|
Remaining
|
Aggregate
|
|||||||||||
Price
|
Contractual
|
Intrinsic
|
|||||||||||
Shares
|
Share
|
Term
(Years)
|
Value
|
||||||||||
Outstanding,
August 1, 2007
|
7,962,638
|
$
|
0.94
|
||||||||||
Granted
|
—
|
$
|
—
|
||||||||||
Forfeited
or expired
|
—
|
$
|
—
|
||||||||||
Exercised
|
—
|
$
|
—
|
||||||||||
Outstanding,
October 31, 2007
|
7,962,638
|
$
|
0.94
|
1.59
|
$
|
5,521,979
|
|||||||
Exercisable,
October 31, 2007
|
7,962,638
|
$
|
0.94
|
1.59
|
$
|
5,521,979
|
|||||||
$
|
n/a
|
||||||||||||
Total
Intrinsic Value of Options Exercised
|
$
|
n/a
|
Weighted
|
|||||||
Average
|
|||||||
Grant
Date
|
|||||||
Number
of
|
Fair
|
||||||
Shares
|
Value
|
||||||
Non-vested
stock, August 1, 2007
|
—
|
$
|
—
|
||||
Granted
|
550,000
|
1.51
|
|||||
Vested
|
(312,500
|
)
|
1.51
|
||||
Forfeited
|
—
|
—
|
|||||
Non-vested
stock, October 31, 2007
|
237,500
|
$
|
1.51
|
5.
|
Comprehensive
Income/(Loss)
|
6.
|
Accounts
Payable and Accrued
Expenses
|
October
31,
|
July
31,
|
||||||
2007
|
2007
|
||||||
Accounts
Payable
|
$
|
2,615,729
|
$
|
1,791,080
|
|||
Research
and Development
|
1,954,176
|
1,956,049
|
|||||
Executive
Compensation
|
1,713,560
|
2,252,978
|
|||||
630,030
|
1,156,602
|
||||||
Total
|
$
|
6,913,495
|
$
|
7,156,709
|
7.
|
Pending
Litigation
|
8.
|
Net
Loss Per Share
|
9.
|
Supplemental
Disclosure of Cash Flow
Information
|
For
the Three Months Ended
|
|||||||
October
31,
|
|||||||
2007
|
2006
|
||||||
Cash
paid during the period for:
|
|||||||
Interest
|
$
|
57,673
|
$
|
56,265
|
|||
Income
taxes
|
$
|
—
|
$
|
—
|
|||
Disclosure
of non-cash investing and financing activities:
|
|||||||
Issuance
of common stock in conjunction with convertible
|
|||||||
debenture
conversion
|
$
|
—
|
$
|
230,769
|
|||
executive
compensation
|
$
|
471,875
|
$
|
—
|
10.
|
Stockholders’
Equity
|
Additional
|
Total
|
||||||||||||
Common
Stock
|
Paid-In
|
Stockholders’
|
|||||||||||
Shares
|
Amount
|
Capital
|
Equity
|
||||||||||
Issuance
for Services
|
171,684
|
$
|
172
|
$
|
261,111
|
$
|
261,283
|
||||||
Issuance
as Employee Compensation
|
562,542
|
563
|
853,607
|
854,170
|
|||||||||
Issuance
as Executive Compensation
|
550,000
|
550
|
(550
|
)
|
—
|
||||||||
Stock-based
Executive Compensation
|
—
|
—
|
56,035
|
56,035
|
|||||||||
Satisfaction
of Accrued Executive
|
|||||||||||||
Compensation
|
—
|
—
|
471,875
|
471,875
|
|||||||||
Total
|
1,284,226
|
$
|
1,285
|
$
|
1,642,078
|
$
|
1,643,363
|
|
·
|
our
expectations concerning product candidates for our
technologies;
|
|
|
|
|
·
|
our
expectations concerning existing or potential development and license
agreements for third-party collaborations and joint
ventures;
|
|
|
|
|
·
|
our
expectations of when different phases of clinical activity may
commence;
|
|
|
|
|
·
|
our
expectations of when regulatory submissions may be filed or when
regulatory approvals may be received; and
|
|
|
|
|
·
|
our
expectations of when commercial manufacture and commercial sales
of our
products may commence and when actual revenue from the product sales
may
be received.
|
|
·
|
the
inherent uncertainties of product development based on our new and
as yet
not fully proven technologies;
|
|
|
|
|
·
|
the
risks and uncertainties regarding the actual effect on humans of
seemingly
safe and efficacious formulations and treatments when tested
clinically;
|
|
|
|
|
·
|
the
inherent uncertainties associated with clinical trials of product
candidates;
|
|
|
|
|
·
|
the
inherent uncertainties associated with the process of obtaining regulatory
approval to market product candidates;
|
|
|
|
|
·
|
the
inherent uncertainties associated with commercialization of products
that
have received regulatory approval;
and
|
|
·
|
our
ability to obtain the necessary financing to fund our
operations.
|
Date
Issued
|
Aggregate
No.
of
Shares Unexercised
|
Exercise
Price*
|
Exercise
Date
|
Expiration
Date
|
|||||||||
January
23, 2006
|
622,226
|
$
|
1.60
|
June
2, 2006
|
July
22, 2011
|
||||||||
February
27, 2006
|
4,770,617
|
$
|
3.00
|
August
27, 2006
|
August
27, 2011
|
||||||||
February.
28, 2006
|
172,120
|
$
|
1.25
|
August
31, 2006
|
August
31, 2011
|
||||||||
March
1, 2006
|
800,000
|
$
|
3.00
|
September
6, 2006
|
September
6, 2011
|
||||||||
June
1, 2006
|
2,560,980
|
$
|
2.45
|
June
1, 2006
|
June
1, 2011
|
||||||||
June
2, 2006
|
3,273,144
|
$
|
2.35
|
June
2, 2006
|
June
2, 2011
|
|
Payments
Due by Period
|
|||||||||||||||
Contractual
Obligations
|
Total
|
Less
than
1
year
|
1-3
years
|
3-5
years
|
More
than
5
years
|
|||||||||||
Long-Term
Debt Obligations
|
3,489,568
|
515,179
|
2,251,629
|
722,761
|
0
|
|||||||||||
Capital
Lease Obligations
|
0
|
0
|
0
|
0
|
0
|
|||||||||||
Operating
Lease Obligations
|
565,962
|
116,547
|
264,348
|
184,512
|
555
|
|||||||||||
Purchase
Obligations
|
0
|
0
|
0
|
0
|
0
|
|||||||||||
Other
Long-Term Liabilities Reflected on the Registrant's
Balance Sheet under GAAP
|
0
|
0
|
0
|
0
|
0
|
|||||||||||
Total
|
$
|
4,055,530
|
$
|
631,725
|
$
|
2,515,977
|
$
|
907,273
|
$
|
555
|
Loan
Amount
|
Interest
Rate
per
Annum
|
|||
489,567
|
6.82
|
%
|
||
303,543
|
6.82
|
%
|
||
741,239
|
7.60
|
%
|
||
419,120
|
8.50
|
%
|
||
232,557
|
10
|
%
|
||
1,303,542
|
6.07
|
%
|
||
3,489,568
|
Total
|
Exhibit
Number
|
|
Description
of Exhibit(1)
|
|
|
|
2
|
|
Agreement
and Plan of Merger among Generex Biotechnology Corporation, Antigen
Express, Inc. and AGEXP Acquisition Inc. (incorporated by reference
to
Exhibit 2.1 to Generex Biotechnology Corporation’s Current Report on Form
8-K filed on August 15, 2003)
|
|
|
|
3(i)
|
|
Restated
Certificate of Incorporation of Generex Biotechnology Corporation
(incorporated by reference to Exhibit 3(II) to Generex Biotechnology
Corporation’s Report on Form 10-Q filed on June 19,
2006)
|
|
|
|
3(ii)
|
|
Amended
and Restated Bylaws of Generex Biotechnology Corporation (incorporated
by
reference to Exhibit 3(ii) to Generex Biotechnology Corporation’s Report
on Form 8-K filed on December 5, 2007)
|
|
|
|
4.1
|
|
Form
of Common Stock Certificate (incorporated by reference to Exhibit
4.1 to
Generex Biotechnology Corporation’s Registration Statement on Form S-1
(File No. 333-82667) filed on July 12, 1999)
|
|
|
|
4.2.1
|
|
Form
of Securities Purchase Agreement entered into with Cranshire Capital,
L.P.; Gryphon Partners, L.P.; Langley Partners, L.P.; Lakeshore Capital,
Ltd.; LH Financial; Omicron Capital; Photon Fund, Ltd.; Howard Todd
Horberg and Vertical Ventures, LLC dated May 29, 2003 (incorporated
by
reference to Exhibit 4.1 to Generex Biotechnology Corporation’s Report on
Form 10-Q/A for the quarter ended April 30, 2003 filed on August
13,
2003)
|
|
|
|
4.2.2
|
|
Form
of Registration Rights Agreement entered into with Cranshire Capital,
L.P.; Gryphon Partners, L.P.; Langley Partners, L.P.; Lakeshore Capital,
Ltd.; LH Financial; Omicron Capital; Photon Fund, Ltd.; Howard Todd
Horberg and Vertical Ventures, LLC dated May 29, 2003 (incorporated
by
reference to Exhibit 4.2 to Generex Biotechnology Corporation’s Report on
Form 10-Q/A for the quarter ended April 30, 2003 filed on August
13,
2003)
|
|
|
|
4.2.3
|
|
Form
of Warrant granted to Cranshire Capital, L.P.; Gryphon Partners,
L.P.;
Langley Partners, L.P.; Lakeshore Capital, Ltd.; LH Financial; Omicron
Capital; Photon Fund, Ltd.; Howard Todd Horberg and Vertical Ventures,
LLC
dated May 29, 2003 (incorporated by reference to Exhibit 4.3 to Generex
Biotechnology Corporation’s Report on Form 10-Q/A for the quarter ended
April 30, 2003 filed on August 13, 2003)
|
|
|
|
4.3
|
|
Form
of replacement Warrant issued to warrant holders exercising at reduced
exercise price in May and June 2003 (incorporated by reference to
Exhibit
4.13.7 to Generex Biotechnology Corporation’s Report on Form 10-K for the
period ended July 31, 2003 filed on October 29, 2003)
|
|
|
|
4.4.1
|
|
Securities
Purchase Agreement, dated December 19, 2003, by and among Generex
Biotechnology Corporation and the investors named therein (incorporated
by
reference to Exhibit 4.1 to Generex Biotechnology Corporation’s Report on
Form 8-K/A filed on March 24, 2004)
|
4.4.2
|
|
Registration
Rights Agreement, dated December 19, 2003, by and among Generex
Biotechnology Corporation and the investors named therein (incorporated
by
reference to Exhibit 4.2 to Generex Biotechnology Corporation’s Report on
Form 8-K/A filed on March 24, 2004)
|
|
|
|
4.4.3
|
|
Form
of Warrant issued in connection with Exhibit 4.4.1 (incorporated
by
reference to Exhibit 4.3 to Generex Biotechnology Corporation’s Report on
Form 8-K/A filed on March 24, 2004)
|
4.4.4
|
|
Form
of Additional Investment Right issued in connection with Exhibit
4.4.1
(incorporated by reference to Exhibit 4.4 to Generex Biotechnology
Corporation’s Report on Form 8-K/A filed on March 24,
2004)
|
|
|
|
4.5.1
|
|
Securities
Purchase Agreement, dated January 7, 2004, by and between Generex
Biotechnology Corporation and ICN Capital Limited (incorporated by
reference to Exhibit 4.1 to Generex Biotechnology Corporation’s Report on
Form 8-K filed on March 1, 2004)
|
|
|
|
4.5.2
|
|
Registration
Rights Agreement, dated January 7, 2004, by and between Generex
Biotechnology Corporation and ICN Capital Limited (incorporated by
reference to Exhibit 4.2 to Generex Biotechnology Corporation’s Report on
Form 8-K filed on March 1, 2004)
|
|
|
|
4.5.3
|
|
Warrant
issued in connection with Exhibit 4.5.1 (incorporated by reference
to
Exhibit 4.3 to Generex Biotechnology Corporation’s Report on Form 8-K
filed on March 1, 2004)
|
|
|
|
4.5.4
|
|
Additional
Investment Right issued in connection with Exhibit 4.5.1 (incorporated
by
reference to Exhibit 4.4 to Generex Biotechnology Corporation’s Report on
Form 8-K filed on March 1, 2004)
|
|
|
|
4.6.1
|
|
Securities
Purchase Agreement, dated January 9, 2004, by and between Generex
Biotechnology Corporation and Vertical Ventures, LLC (incorporated
by
reference to Exhibit 4.5 to Generex Biotechnology Corporation’s Report on
Form 8-K filed on March 1, 2004)
|
|
|
|
4.6.2
|
|
Registration
Rights Agreement, dated January 9, 2004, by and between Generex
Biotechnology Corporation and Vertical Ventures, LLC (incorporated
by
reference to Exhibit 4.6 to Generex Biotechnology Corporation’s Report on
Form 8-K filed on March 1, 2004)
|
|
|
|
4.6.3
|
|
Warrant
issued in connection with Exhibit 4.6.1 (incorporated by reference
to
Exhibit 4.7 to Generex Biotechnology Corporation’s Report on Form 8-K
filed on March 1, 2004)
|
|
|
|
4.6.4
|
|
Additional
Investment Right issued in connection with Exhibit 4.6.1 (incorporated
by
reference to Exhibit 4.8 to Generex Biotechnology Corporation’s Report on
Form 8-K filed on March 1, 2004)
|
|
|
|
4.7.1
|
|
Securities
Purchase Agreement, dated February 6, 2004, by and between Generex
Biotechnology Corporation and Alexandra Global Master Fund, Ltd.
(incorporated by reference to Exhibit 4.9 to Generex Biotechnology
Corporation’s Report on Form 8-K filed on March 1,
2004)
|
|
|
|
4.7.2
|
|
Registration
Rights Agreement, dated February 6, 2004, by and between Generex
Biotechnology Corporation and Alexandra Global Master Fund, Ltd.
(incorporated by reference to Exhibit 4.10 to Generex Biotechnology
Corporation’s Report on Form 8-K filed on March 1,
2004)
|
|
|
|
4.7.3
|
|
Warrant
issued in connection with Exhibit 4.7.1 (incorporated by reference
to
Exhibit 4.11 to Generex Biotechnology Corporation’s Report on Form 8-K
filed on March 1, 2004)
|
|
|
|
4.7.4
|
|
Additional
Investment Right issued in connection with Exhibit 4.7.1 (incorporated
by
reference to Exhibit 4.12 to Generex Biotechnology Corporation’s Report on
Form 8-K filed on March 1, 2004)
|
|
|
|
4.7.5
|
|
Escrow
Agreement, dated February 26, 2004, by and among Generex Biotechnology
Corporation, Eckert Seamans Cherin & Mellott, LLC and Alexandra Global
Master Fund, Ltd. (incorporated by reference to Exhibit 4.13 to Generex
Biotechnology Corporation’s Report on Form 8-K filed on March 1,
2004)
|
4.8.1
|
|
Securities
Purchase Agreement, dated February 11, 2004, by and between Generex
Biotechnology Corporation and Michael Sourlis (incorporated by reference
to Exhibit 4.14 to Generex Biotechnology Corporation’s Report on Form 8-K
filed on March 1, 2004)
|
|
|
|
4.8.2
|
|
Registration
Rights Agreement, dated February 11, 2004, by and between Generex
Biotechnology Corporation and Michael Sourlis (incorporated by reference
to Exhibit 4.15 to Generex Biotechnology Corporation’s Report on Form 8-K
filed on March 1, 2004)
|
|
|
|
4.8.3
|
|
Additional
Investment Right issued in connection with Exhibit 4.8.1 (incorporated
by
reference to Exhibit 4.17 to Generex Biotechnology Corporation’s Report on
Form 8-K filed on March 1, 2004)
|
|
|
|
4.9.1
|
|
Securities
Purchase Agreement, dated February 13, 2004, by and between Generex
Biotechnology Corporation and Zapfe Holdings, Inc. (incorporated
by
reference to Exhibit 4.18 to Generex Biotechnology Corporation’s Report on
Form 8-K filed on March 1, 2004)
|
|
|
|
4.9.2
|
|
Registration
Rights Agreement, dated February 13, 2004, by and between Generex
Biotechnology Corporation and Zapfe Holdings, Inc. (incorporated
by
reference to Exhibit 4.19 to Generex Biotechnology Corporation’s Report on
Form 8-K filed on March 1, 2004)
|
|
|
|
4.9.3
|
|
Warrant
issued in connection with Exhibit 4.9.1 (incorporated by reference
to
Exhibit 4.20 to Generex Biotechnology Corporation’s Report on Form 8-K
filed on March 1, 2004)
|
|
|
|
4.9.4
|
|
Additional
Investment Right issued in connection with Exhibit 4.9.1 (incorporated
by
reference to Exhibit 4.21 Generex Biotechnology Corporation’s Report on
Form 8-K filed on March 1, 2004)
|
|
|
|
4.10.1
|
|
Securities
Purchase Agreement, dated June 23, 2004, by and among Generex
Biotechnology Corporation and the investors named therein (incorporated
by
reference to Exhibit 4.1 to Generex Biotechnology Corporation’s Report on
Form 8-K filed on July 14, 2004)
|
|
|
|
4.10.2
|
|
Registration
Rights Agreement, dated June 23, 2004, by and among Generex Biotechnology
Corporation and the investors (incorporated by reference to Exhibit
4.2 to
Generex Biotechnology Corporation’s Report on Form 8-K filed on July 14,
2004)
|
|
|
|
4.10.3
|
|
Form
of Warrant issued in connection with Exhibit 4.10.1 (incorporated
by
reference to Exhibit 4.3 to Generex Biotechnology Corporation’s Report on
Form 8-K filed on July 14, 2004)
|
|
|
|
4.10.4
|
|
Form
of Additional Investment Right issued in connection Exhibit 4.10.1
(incorporated by reference to Exhibit 4.4 to Generex Biotechnology
Corporation’s Report on Form 8-K filed on July 14,
2004)
|
|
|
|
4.11.1
|
|
Securities
Purchase Agreement, dated November 10, 2004, by and among Generex
Biotechnology Corporation and the investors named therein (incorporated
by
reference to Exhibit 4.1 to Generex Biotechnology Corporation’s Report on
Form 8-K filed on November 12, 2004)
|
|
|
|
4.11.2
|
|
Form
of 6% Secured Convertible Debenture issued in connection with Exhibit
4.11.1 (incorporated by reference to Exhibit 4.2 to Generex Biotechnology
Corporation’s Report on Form 8-K filed on November 12,
2004)
|
|
|
|
4.11.3
|
|
Registration
Rights Agreement, dated November 10, 2004, by and among Generex
Biotechnology Corporation and the investors named therein (incorporated
by
reference to Exhibit 4.3 to Generex Biotechnology Corporation’s Report on
Form 8-K filed on November 12, 2004)
|
|
|
|
4.11.4
|
|
Form
of Voting Agreement entered into in connection with Exhibit 4.11.1
(incorporated by reference to Exhibit 4.7 to Generex Biotechnology
Corporation’s Report on Form 8-K filed on November 12,
2004)
|
4.12
|
|
Warrant
issued to The Aethena Group, LLC on April 28, 2005 (incorporated
by
reference to Exhibit 4.20 to Generex Biotechnology Corporation’s Quarterly
Report on Form 10-Q filed on June 14, 2005)
|
|
|
|
4.13.1
|
|
Amendment
No. 4 to Securities Purchase Agreement and Registration Rights Agreement
entered into by and between Generex Biotechnology Corporation and
the
Purchasers listed on the signature pages thereto on January 19, 2006
(incorporated by reference herein to Exhibit 4.1 to Generex Biotechnology
Corporation’s Report on Form 8-K filed on January 20,
2006)
|
|
|
|
4.13.2
|
|
Form
of Additional AIRs issued in connection with Exhibit 4.13.1 (incorporated
by reference herein to Exhibit 4.4 to Generex Biotechnology Corporation’s
Report on Form 8-K filed on January 20, 2006)
|
|
|
|
4.14
|
|
Form
of Warrant issued by Generex Biotechnology Corporation on January
23, 2006
(incorporated by reference to Exhibit 4.2 to Generex Biotechnology
Corporation’s Report on Form 8-K filed on January 24,
2006)
|
|
|
|
4.15.1
|
|
Agreement
to Amend Warrants between Generex Biotechnology Corporation and Cranshire
Capital L.P. dated February 27, 2006 (incorporated by reference to
Exhibit
4.1 to Generex Biotechnology Corporation’s Report on Form 8-K filed on
February 28, 2006).
|
|
|
|
4.15.2
|
|
Agreement
to Amend Warrants between Generex Biotechnology Corporation and Omicron
Master Trust dated February 27, 2006 (incorporated by reference to
Exhibit
4.2 to Generex Biotechnology Corporation’s Report on Form 8-K filed on
February 28, 2006).
|
|
|
|
4.15.3
|
|
Agreement
to Amend Warrants between Generex Biotechnology Corporation and Iroquois
Capital L.P. dated February 27, 2006 (incorporated by reference to
Exhibit
4.3 to Generex Biotechnology Corporation’s Report on Form 8-K filed on
February 28, 2006).
|
|
|
|
4.15.4
|
|
Agreement
to Amend Warrants between Generex Biotechnology Corporation and Smithfield
Fiduciary LLC dated February 27, 2006 (incorporated by reference
to
Exhibit 4.4 to Generex Biotechnology Corporation’s Report on Form 8-K
filed on February 28, 2006).
|
|
|
|
4.15.5
|
|
Form
of Warrant issued by Generex Biotechnology Corporation on February
27,
2006 (incorporated by reference to Exhibit 4.26 to Generex Biotechnology
Corporation’s Report on Form 10-K filed on October 16,
2006)
|
|
|
|
4.16.1
|
|
Agreement
to Amend Additional Investment Right between Generex Biotechnology
Corporation and Cranshire Capital, L.P. dated February 28, 2006
(incorporated by reference to Exhibit 4.1 to Generex Biotechnology
Corporation’s Report on Form 8-K filed on March 1, 2006).
|
|
|
|
4.16.2
|
|
Agreement
to Amend Additional Investment Right between Generex Biotechnology
Corporation and Omicron Master Trust dated February 28, 2006 (incorporated
by reference to Exhibit 4.2 to Generex Biotechnology Corporation’s Report
on Form 8-K filed on March 1, 2006).
|
|
|
|
4.16.3
|
|
Agreement
to Amend Additional Investment Right between Generex Biotechnology
Corporation and Iroquois Capital LP dated February 28, 2006 (incorporated
by reference to Exhibit 4.3 to Generex Biotechnology Corporation’s Report
on Form 8-K filed on March 1, 2006).
|
|
|
|
4.16.4
|
|
Agreement
to Amend Additional Investment Right between Generex Biotechnology
Corporation and Smithfield Fiduciary LLC dated February 28, 2006
(incorporated by reference to Exhibit 4.4 to Generex Biotechnology
Corporation’s Report on Form 8-K filed on March 1, 2006).
|
4.16.5
|
|
Form
of Additional AIR Debenture issued by Generex Biotechnology Corporation
on
February 28, 2006 (incorporated by reference to Exhibit 4.31 to Generex
Biotechnology Corporation’s Report on Form 10-K filed on October 16,
2006)
|
4.16.6
|
|
Form
of Additional AIR Warrant issued by Generex Biotechnology Corporation
on
February 28, 2006 (incorporated by reference to Exhibit 4.32 to Generex
Biotechnology Corporation’s Report on Form 10-K filed on October 16,
2006)
|
|
|
|
4.17.1
|
|
Form
of Agreement to Amend Warrants between Generex Biotechnology Corporation
and the Investors dated March 6, 2006 (incorporated by reference
to
Exhibit 4.1 to Generex Biotechnology Corporation’s Report on Form 8-K
filed on March 7, 2006).
|
|
|
|
4.17.2
|
|
Form
of Warrant issued by Generex Biotechnology Corporation on March 6,
2006
(incorporated by reference to Exhibit 4.2 to Generex Biotechnology
Corporation’s Report on Form 8-K filed on March 7,
2006)
|
|
|
|
4.18
|
|
Warrant
issued by Generex Biotechnology Corporation on April 17, 2006 to
Zapfe
Holdings, Inc. (incorporated by reference to Exhibit 4.33 to Generex
Biotechnology Corporation’s Report on Form 10-Q filed on June 14,
2006)
|
|
|
|
4.19
|
|
Form
of Warrant issued by Generex Biotechnology Corporation on April 17,
2006
to certain employees (incorporated by reference to Exhibit 4.34 to
Generex
Biotechnology Corporation’s Report on Form 10-Q filed on June 14,
2006).
|
|
|
|
4.20.1
|
|
Securities
Purchase Agreement entered into by and between Generex Biotechnology
Corporation and four Investors on June 1, 2006 (incorporated by reference
to Exhibit 4.1 to Generex Biotechnology Corporation’s Report on Form 8-K
filed on June 2, 2006)
|
|
|
|
4.20.2
|
|
Form
of Warrant issued by Generex Biotechnology Corporation on June 1,
2006
(incorporated by reference to Exhibit 4.2 to Generex Biotechnology
Corporation’s Report on Form 8-K filed on June 2, 2006)
|
|
|
|
4.21.1
|
|
Form
of Amendment to Outstanding Warrants (incorporated by reference to
Exhibit
4.3 to Generex Biotechnology Corporation’s Report on Form 8-K filed on
June 2, 2006)
|
|
|
|
4.21.2
|
|
Form
of Warrant issued by Generex Biotechnology Corporation on June 1,
2006 in
connection with Exhibit 4.39 (incorporated by reference to Exhibit
4.4 to
Generex Biotechnology Corporation’s Report on Form 8-K filed on June 2,
2006)
|
|
|
|
9
|
|
Form
of Voting Agreement entered into in connection with Exhibit 4.11.1
(incorporated by reference to Exhibit 4.7 to Generex Biotechnology
Corporation’s Report on Form 8-K filed on November 12,
2004)
|
|
|
|
10.1
|
|
Form
of Restricted Stock Agreement for awards to executive officers of
Generex
Biotechnology Corporation under the Generex Biotechnology Corporation
2006
Stock Plan (incorporated by reference to Exhibit 10.1 to Generex
Biotechnology Corporation’s Report on Form 8-K filed on August 23,
2007)
|
|
|
|
10.2
|
|
Summary
of Annual Base Salaries of Executive Officers of Generex Biotechnology
Corporation (incorporated by reference to Exhibit 10.2 to Generex
Biotechnology Corporation’s Report on Form 8-K filed on August 23,
2007)
|
10.3
|
|
Summary
of Compensation of the Directors of Generex Biotechnology Corporation
(incorporated by reference to Exhibit 10.27 to Generex Biotechnology
Corporation’s Report on Form 10-K filed on October 15,
2007)
|
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31.1
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Certification
of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002
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31.2
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Certification
of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002
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32
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Certification
of Chief Executive Officer and Chief Financial Officer pursuant to
Section
906 of the Sarbanes-Oxley Act of
2002
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(1)
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In
the case of incorporation by reference to documents filed by the
Registrant under the Exchange Act, the Registrant’s file number under the
Exchange Act is 000-25169.
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GENEREX
BIOTECHNOLOGY CORPORATION
(Registrant)
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Date:
December 07, 2007
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By: |
/s/ Anna
E. Gluskin
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Anna
E. Gluskin
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President
and Chief Executive Officer
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Date:
December 07, 2007
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By: |
/s/ Rose
C. Perri
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Rose
C. Perri
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Chief
Financial Officer
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Exhibit
Number
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Description
of Exhibit(1)
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2
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Agreement
and Plan of Merger among Generex Biotechnology Corporation, Antigen
Express, Inc. and AGEXP Acquisition Inc. (incorporated by reference
to
Exhibit 2.1 to Generex Biotechnology Corporation’s Current Report on Form
8-K filed on August 15, 2003)
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3(i)
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Restated
Certificate of Incorporation of Generex Biotechnology Corporation
(incorporated by reference to Exhibit 3(II) to Generex Biotechnology
Corporation’s Report on Form 10-Q filed on June 19,
2006)
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3(ii)
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Amended
and Restated Bylaws of Generex Biotechnology Corporation (incorporated
by
reference to Exhibit 3(ii) to Generex Biotechnology Corporation’s Report
on Form 8-K filed on December 5, 2007)
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4.1
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Form
of Common Stock Certificate (incorporated by reference to Exhibit
4.1 to
Generex Biotechnology Corporation’s Registration Statement on Form S-1
(File No. 333-82667) filed on July 12, 1999)
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4.2.1
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Form
of Securities Purchase Agreement entered into with Cranshire Capital,
L.P.; Gryphon Partners, L.P.; Langley Partners, L.P.; Lakeshore Capital,
Ltd.; LH Financial; Omicron Capital; Photon Fund, Ltd.; Howard Todd
Horberg and Vertical Ventures, LLC dated May 29, 2003 (incorporated
by
reference to Exhibit 4.1 to Generex Biotechnology Corporation’s Report on
Form 10-Q/A for the quarter ended April 30, 2003 filed on August
13,
2003)
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4.2.2
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Form
of Registration Rights Agreement entered into with Cranshire Capital,
L.P.; Gryphon Partners, L.P.; Langley Partners, L.P.; Lakeshore Capital,
Ltd.; LH Financial; Omicron Capital; Photon Fund, Ltd.; Howard Todd
Horberg and Vertical Ventures, LLC dated May 29, 2003 (incorporated
by
reference to Exhibit 4.2 to Generex Biotechnology Corporation’s Report on
Form 10-Q/A for the quarter ended April 30, 2003 filed on August
13,
2003)
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4.2.3
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Form
of Warrant granted to Cranshire Capital, L.P.; Gryphon Partners,
L.P.;
Langley Partners, L.P.; Lakeshore Capital, Ltd.; LH Financial; Omicron
Capital; Photon Fund, Ltd.; Howard Todd Horberg and Vertical Ventures,
LLC
dated May 29, 2003 (incorporated by reference to Exhibit 4.3 to Generex
Biotechnology Corporation’s Report on Form 10-Q/A for the quarter ended
April 30, 2003 filed on August 13, 2003)
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4.3
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Form
of replacement Warrant issued to warrant holders exercising at reduced
exercise price in May and June 2003 (incorporated by reference to
Exhibit
4.13.7 to Generex Biotechnology Corporation’s Report on Form 10-K for the
period ended July 31, 2003 filed on October 29, 2003)
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4.4.1
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Securities
Purchase Agreement, dated December 19, 2003, by and among Generex
Biotechnology Corporation and the investors named therein (incorporated
by
reference to Exhibit 4.1 to Generex Biotechnology Corporation’s Report on
Form 8-K/A filed on March 24, 2004)
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4.4.2
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Registration
Rights Agreement, dated December 19, 2003, by and among Generex
Biotechnology Corporation and the investors named therein (incorporated
by
reference to Exhibit 4.2 to Generex Biotechnology Corporation’s Report on
Form 8-K/A filed on March 24, 2004)
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4.4.3
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Form
of Warrant issued in connection with Exhibit 4.4.1 (incorporated
by
reference to Exhibit 4.3 to Generex Biotechnology Corporation’s Report on
Form 8-K/A filed on March 24, 2004)
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4.4.4
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Form
of Additional Investment Right issued in connection with Exhibit
4.4.1
(incorporated by reference to Exhibit 4.4 to Generex Biotechnology
Corporation’s Report on Form 8-K/A filed on March 24,
2004)
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4.5.1
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Securities
Purchase Agreement, dated January 7, 2004, by and between Generex
Biotechnology Corporation and ICN Capital Limited (incorporated by
reference to Exhibit 4.1 to Generex Biotechnology Corporation’s Report on
Form 8-K filed on March 1, 2004)
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4.5.2
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Registration
Rights Agreement, dated January 7, 2004, by and between Generex
Biotechnology Corporation and ICN Capital Limited (incorporated by
reference to Exhibit 4.2 to Generex Biotechnology Corporation’s Report on
Form 8-K filed on March 1, 2004)
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4.5.3
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Warrant
issued in connection with Exhibit 4.5.1 (incorporated by reference
to
Exhibit 4.3 to Generex Biotechnology Corporation’s Report on Form 8-K
filed on March 1, 2004)
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4.5.4
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Additional
Investment Right issued in connection with Exhibit 4.5.1 (incorporated
by
reference to Exhibit 4.4 to Generex Biotechnology Corporation’s Report on
Form 8-K filed on March 1, 2004)
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4.6.1
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Securities
Purchase Agreement, dated January 9, 2004, by and between Generex
Biotechnology Corporation and Vertical Ventures, LLC (incorporated
by
reference to Exhibit 4.5 to Generex Biotechnology Corporation’s Report on
Form 8-K filed on March 1, 2004)
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4.6.2
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Registration
Rights Agreement, dated January 9, 2004, by and between Generex
Biotechnology Corporation and Vertical Ventures, LLC (incorporated
by
reference to Exhibit 4.6 to Generex Biotechnology Corporation’s Report on
Form 8-K filed on March 1, 2004)
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4.6.3
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Warrant
issued in connection with Exhibit 4.6.1 (incorporated by reference
to
Exhibit 4.7 to Generex Biotechnology Corporation’s Report on Form 8-K
filed on March 1, 2004)
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4.6.4
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Additional
Investment Right issued in connection with Exhibit 4.6.1 (incorporated
by
reference to Exhibit 4.8 to Generex Biotechnology Corporation’s Report on
Form 8-K filed on March 1, 2004)
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4.7.1
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Securities
Purchase Agreement, dated February 6, 2004, by and between Generex
Biotechnology Corporation and Alexandra Global Master Fund, Ltd.
(incorporated by reference to Exhibit 4.9 to Generex Biotechnology
Corporation’s Report on Form 8-K filed on March 1,
2004)
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4.7.2
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Registration
Rights Agreement, dated February 6, 2004, by and between Generex
Biotechnology Corporation and Alexandra Global Master Fund, Ltd.
(incorporated by reference to Exhibit 4.10 to Generex Biotechnology
Corporation’s Report on Form 8-K filed on March 1,
2004)
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4.7.3
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Warrant
issued in connection with Exhibit 4.7.1 (incorporated by reference
to
Exhibit 4.11 to Generex Biotechnology Corporation’s Report on Form 8-K
filed on March 1, 2004)
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4.7.4
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Additional
Investment Right issued in connection with Exhibit 4.7.1 (incorporated
by
reference to Exhibit 4.12 to Generex Biotechnology Corporation’s Report on
Form 8-K filed on March 1, 2004)
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4.7.5
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Escrow
Agreement, dated February 26, 2004, by and among Generex Biotechnology
Corporation, Eckert Seamans Cherin & Mellott, LLC and Alexandra Global
Master Fund, Ltd. (incorporated by reference to Exhibit 4.13 to Generex
Biotechnology Corporation’s Report on Form 8-K filed on March 1,
2004)
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4.8.1
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Securities
Purchase Agreement, dated February 11, 2004, by and between Generex
Biotechnology Corporation and Michael Sourlis (incorporated by reference
to Exhibit 4.14 to Generex Biotechnology Corporation’s Report on Form 8-K
filed on March 1, 2004)
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4.8.2
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Registration
Rights Agreement, dated February 11, 2004, by and between Generex
Biotechnology Corporation and Michael Sourlis (incorporated by reference
to Exhibit 4.15 to Generex Biotechnology Corporation’s Report on Form 8-K
filed on March 1, 2004)
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4.8.3
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Additional
Investment Right issued in connection with Exhibit 4.8.1 (incorporated
by
reference to Exhibit 4.17 to Generex Biotechnology Corporation’s Report on
Form 8-K filed on March 1, 2004)
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4.9.1
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Securities
Purchase Agreement, dated February 13, 2004, by and between Generex
Biotechnology Corporation and Zapfe Holdings, Inc. (incorporated
by
reference to Exhibit 4.18 to Generex Biotechnology Corporation’s Report on
Form 8-K filed on March 1, 2004)
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4.9.2
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Registration
Rights Agreement, dated February 13, 2004, by and between Generex
Biotechnology Corporation and Zapfe Holdings, Inc. (incorporated
by
reference to Exhibit 4.19 to Generex Biotechnology Corporation’s Report on
Form 8-K filed on March 1, 2004)
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4.9.3
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Warrant
issued in connection with Exhibit 4.9.1 (incorporated by reference
to
Exhibit 4.20 to Generex Biotechnology Corporation’s Report on Form 8-K
filed on March 1, 2004)
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4.9.4
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Additional
Investment Right issued in connection with Exhibit 4.9.1 (incorporated
by
reference to Exhibit 4.21 Generex Biotechnology Corporation’s Report on
Form 8-K filed on March 1, 2004)
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4.10.1
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Securities
Purchase Agreement, dated June 23, 2004, by and among Generex
Biotechnology Corporation and the investors named therein (incorporated
by
reference to Exhibit 4.1 to Generex Biotechnology Corporation’s Report on
Form 8-K filed on July 14, 2004)
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4.10.2
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Registration
Rights Agreement, dated June 23, 2004, by and among Generex Biotechnology
Corporation and the investors (incorporated by reference to Exhibit
4.2 to
Generex Biotechnology Corporation’s Report on Form 8-K filed on July 14,
2004)
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4.10.3
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Form
of Warrant issued in connection with Exhibit 4.10.1 (incorporated
by
reference to Exhibit 4.3 to Generex Biotechnology Corporation’s Report on
Form 8-K filed on July 14, 2004)
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4.10.4
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Form
of Additional Investment Right issued in connection Exhibit 4.10.1
(incorporated by reference to Exhibit 4.4 to Generex Biotechnology
Corporation’s Report on Form 8-K filed on July 14,
2004)
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4.11.1
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Securities
Purchase Agreement, dated November 10, 2004, by and among Generex
Biotechnology Corporation and the investors named therein (incorporated
by
reference to Exhibit 4.1 to Generex Biotechnology Corporation’s Report on
Form 8-K filed on November 12, 2004)
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4.11.2
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Form
of 6% Secured Convertible Debenture issued in connection with Exhibit
4.11.1 (incorporated by reference to Exhibit 4.2 to Generex Biotechnology
Corporation’s Report on Form 8-K filed on November 12,
2004)
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4.11.3
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Registration
Rights Agreement, dated November 10, 2004, by and among Generex
Biotechnology Corporation and the investors named therein (incorporated
by
reference to Exhibit 4.3 to Generex Biotechnology Corporation’s Report on
Form 8-K filed on November 12, 2004)
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4.11.4
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Form
of Voting Agreement entered into in connection with Exhibit 4.11.1
(incorporated by reference to Exhibit 4.7 to Generex Biotechnology
Corporation’s Report on Form 8-K filed on November 12,
2004)
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4.12
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Warrant
issued to The Aethena Group, LLC on April 28, 2005 (incorporated
by
reference to Exhibit 4.20 to Generex Biotechnology Corporation’s Quarterly
Report on Form 10-Q filed on June 14, 2005)
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4.13.1
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Amendment
No. 4 to Securities Purchase Agreement and Registration Rights Agreement
entered into by and between Generex Biotechnology Corporation and
the
Purchasers listed on the signature pages thereto on January 19, 2006
(incorporated by reference herein to Exhibit 4.1 to Generex Biotechnology
Corporation’s Report on Form 8-K filed on January 20,
2006)
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4.13.2
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Form
of Additional AIRs issued in connection with Exhibit 4.13.1 (incorporated
by reference herein to Exhibit 4.4 to Generex Biotechnology Corporation’s
Report on Form 8-K filed on January 20, 2006)
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4.14
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Form
of Warrant issued by Generex Biotechnology Corporation on January
23, 2006
(incorporated by reference to Exhibit 4.2 to Generex Biotechnology
Corporation’s Report on Form 8-K filed on January 24,
2006)
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4.15.1
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Agreement
to Amend Warrants between Generex Biotechnology Corporation and Cranshire
Capital L.P. dated February 27, 2006 (incorporated by reference to
Exhibit
4.1 to Generex Biotechnology Corporation’s Report on Form 8-K filed on
February 28, 2006).
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4.15.2
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Agreement
to Amend Warrants between Generex Biotechnology Corporation and Omicron
Master Trust dated February 27, 2006 (incorporated by reference to
Exhibit
4.2 to Generex Biotechnology Corporation’s Report on Form 8-K filed on
February 28, 2006).
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4.15.3
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Agreement
to Amend Warrants between Generex Biotechnology Corporation and Iroquois
Capital L.P. dated February 27, 2006 (incorporated by reference to
Exhibit
4.3 to Generex Biotechnology Corporation’s Report on Form 8-K filed on
February 28, 2006).
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4.15.4
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Agreement
to Amend Warrants between Generex Biotechnology Corporation and Smithfield
Fiduciary LLC dated February 27, 2006 (incorporated by reference
to
Exhibit 4.4 to Generex Biotechnology Corporation’s Report on Form 8-K
filed on February 28, 2006).
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4.15.5
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Form
of Warrant issued by Generex Biotechnology Corporation on February
27,
2006 (incorporated by reference to Exhibit 4.26 to Generex Biotechnology
Corporation’s Report on Form 10-K filed on October 16,
2006)
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4.16.1
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Agreement
to Amend Additional Investment Right between Generex Biotechnology
Corporation and Cranshire Capital, L.P. dated February 28, 2006
(incorporated by reference to Exhibit 4.1 to Generex Biotechnology
Corporation’s Report on Form 8-K filed on March 1, 2006).
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4.16.2
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Agreement
to Amend Additional Investment Right between Generex Biotechnology
Corporation and Omicron Master Trust dated February 28, 2006 (incorporated
by reference to Exhibit 4.2 to Generex Biotechnology Corporation’s Report
on Form 8-K filed on March 1, 2006).
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4.16.3
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Agreement
to Amend Additional Investment Right between Generex Biotechnology
Corporation and Iroquois Capital LP dated February 28, 2006 (incorporated
by reference to Exhibit 4.3 to Generex Biotechnology Corporation’s Report
on Form 8-K filed on March 1, 2006).
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4.16.4
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Agreement
to Amend Additional Investment Right between Generex Biotechnology
Corporation and Smithfield Fiduciary LLC dated February 28, 2006
(incorporated by reference to Exhibit 4.4 to Generex Biotechnology
Corporation’s Report on Form 8-K filed on March 1, 2006).
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4.16.5
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Form
of Additional AIR Debenture issued by Generex Biotechnology Corporation
on
February 28, 2006 (incorporated by reference to Exhibit 4.31 to Generex
Biotechnology Corporation’s Report on Form 10-K filed on October 16,
2006)
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4.16.6
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Form
of Additional AIR Warrant issued by Generex Biotechnology Corporation
on
February 28, 2006 (incorporated by reference to Exhibit 4.32 to Generex
Biotechnology Corporation’s Report on Form 10-K filed on October 16,
2006)
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4.17.1
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Form
of Agreement to Amend Warrants between Generex Biotechnology Corporation
and the Investors dated March 6, 2006 (incorporated by reference
to
Exhibit 4.1 to Generex Biotechnology Corporation’s Report on Form 8-K
filed on March 7, 2006).
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4.17.2
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Form
of Warrant issued by Generex Biotechnology Corporation on March 6,
2006
(incorporated by reference to Exhibit 4.2 to Generex Biotechnology
Corporation’s Report on Form 8-K filed on March 7,
2006)
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4.18
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Warrant
issued by Generex Biotechnology Corporation on April 17, 2006 to
Zapfe
Holdings, Inc. (incorporated by reference to Exhibit 4.33 to Generex
Biotechnology Corporation’s Report on Form 10-Q filed on June 14,
2006)
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4.19
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Form
of Warrant issued by Generex Biotechnology Corporation on April 17,
2006
to certain employees (incorporated by reference to Exhibit 4.34 to
Generex
Biotechnology Corporation’s Report on Form 10-Q filed on June 14,
2006).
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4.20.1
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Securities
Purchase Agreement entered into by and between Generex Biotechnology
Corporation and four Investors on June 1, 2006 (incorporated by reference
to Exhibit 4.1 to Generex Biotechnology Corporation’s Report on Form 8-K
filed on June 2, 2006)
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4.20.2
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Form
of Warrant issued by Generex Biotechnology Corporation on June 1,
2006
(incorporated by reference to Exhibit 4.2 to Generex Biotechnology
Corporation’s Report on Form 8-K filed on June 2, 2006)
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4.21.1
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Form
of Amendment to Outstanding Warrants (incorporated by reference to
Exhibit
4.3 to Generex Biotechnology Corporation’s Report on Form 8-K filed on
June 2, 2006)
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4.21.2
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Form
of Warrant issued by Generex Biotechnology Corporation on June 1,
2006 in
connection with Exhibit 4.39 (incorporated by reference to Exhibit
4.4 to
Generex Biotechnology Corporation’s Report on Form 8-K filed on June 2,
2006)
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9
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Form
of Voting Agreement entered into in connection with Exhibit 4.11.1
(incorporated by reference to Exhibit 4.7 to Generex Biotechnology
Corporation’s Report on Form 8-K filed on November 12,
2004)
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10.1
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Form
of Restricted Stock Agreement for awards to executive officers of
Generex
Biotechnology Corporation under the Generex Biotechnology Corporation
2006
Stock Plan (incorporated by reference to Exhibit 10.1 to Generex
Biotechnology Corporation’s Report on Form 8-K filed on August 23,
2007)
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10.2
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Summary
of Annual Base Salaries of Executive Officers of Generex Biotechnology
Corporation (incorporated by reference to Exhibit 10.2 to Generex
Biotechnology Corporation’s Report on Form 8-K filed on August 23,
2007)
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10.3
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Summary
of Compensation of the Directors of Generex Biotechnology Corporation
(incorporated by reference to Exhibit 10.27 to Generex Biotechnology
Corporation’s Report on Form 10-K filed on October 15,
2007)
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31.1
|
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Certification
of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002
|
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31.2
|
|
Certification
of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002
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|
32
|
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Certification
of Chief Executive Officer and Chief Financial Officer pursuant to
Section
906 of the Sarbanes-Oxley Act of
2002
|
(1)
|
In
the case of incorporation by reference to documents filed by the
Registrant under the Exchange Act, the Registrant’s file number under the
Exchange Act is 000-25169.
|
|