UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
 FORM 10-Q
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2009
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 FOR THE TRANSITION PERIOD FROM  TO
 COMMISSION FILE NUMBER: 000-25132
 MYMETICS CORPORATION
  DELAWARE
    
    25-1741849(State or other jurisdiction of 
incorporation or organization)
    
    (I.R.S. Employer
Identification No.)
 
 
 
 þ o
 o o
  Large
Accelerated
Filer oAccelerated
Filer oNon-Accelerated
Filer o(Do not check if a
smaller reporting company)Smaller Reporting Company þ
 o þ
  Class
    

Outstanding at November 13, 2009Common Stock, $0.01 par value
    
    196,063,630




---



##### 



September 30,
    
    
    December 31,2009
    
    
    2008ASSETSCurrent AssetsCash
    
    E
    107
    
    
    E
    509Employee receivables
    
    
    4
    
    
    
    8Receivable other
    
    
    59
    
    
    
    6Prepaid expenses
    
    
    15
    
    
    
    75Total current assets
    
    
    185
    
    
    
    598Property and equipment, net of accumulated
depreciation of E77 at September 30, 2009 and E18 at December 31, 2008
    
    
    259
    
    
    
    76Licence contract, net of accumulated
amortization of E102 at September 30, 2009
and Nil at December 31, 2008
    
    
    2,728
    
    
    
    In-process research and development
    
    
    2,073
    
    
    
    Goodwill
    
    
    4,628
    
    
    
    E
    9,873
    
    
    E
    674LIABILITIES AND SHAREHOLDERS EQUITY (DEFICIT)Current LiabilitiesAccounts payable
    
    E
    1,696
    
    
    E
    991Payable to officers and employees
    
    
    105
    
    
    
    Taxes and social costs payable
    
    
    24
    
    
    
    25Current portion of convertible notes payable to related parties
    
    
    5,614
    
    
    
    Total current liabilities
    
    
    7,439
    
    
    
    1,016Convertible notes payable to related parties, less current portion
    
    
    17,118
    
    
    
    8,973Convertible note payable  other
    
    
    2,562
    
    
    
    Contingent acquisition liability
    
    
    1,450
    
    
    
    Total liabilities
    
    
    28,569
    
    
    
    9,989Shareholders Equity (Deficit)Common stock, U.S. $.01 par value; 495,000,000 shares
authorized; issued and outstanding
196,063,630 at September 30, 2009 and
195,313,630 at December 31, 2008
    
    
    1,754
    
    
    
    1,742Common stock issuable; nil shares at September 30, 2009
and 1,000,000 at December 31, 2008
    
    
    
    
    
    
    7Preferred stock, U.S. $.01 par value; 5,000,000 shares
authorized; none issued or outstanding
    
    
    
    
    
    
    Additional paid-in capital
    
    
    20,840
    
    
    
    20,155Deficit accumulated during the development stage
    
    
    (41,969
    )
    
    
    (31,904
    )Accumulated other comprehensive income
    
    
    679
    
    
    
    685(18,696
    )
    
    
    (9,315
    )E
    9,873
    
    
    E
    674




---



##### 



FOR THE NINE
    
    
    FOR THE NINE
    
    
    TOTAL ACCUMULATEDMONTHS ENDED
    
    
    MONTHS ENDED
    
    
    DURING THESEPTEMBER 30, 2009
    
    
    SEPTEMBER 30, 2008
    
    
    DEVELOPMENT STAGERevenueSales
    
    E
    99
    
    
    E
    
    
    
    E
    323Interest
    
    
    
    
    
    
    
    
    
    
    34Gain on extinguishment of debt
    
    
    
    
    
    
    
    
    
    
    774Government grants
    
    
    13
    
    
    
    
    
    
    
    78112
    
    
    
    
    
    
    
    1,209ExpensesResearch and development
    
    
    5,756
    
    
    
    1,789
    
    
    
    20,058General and administrative
    
    
    2,737
    
    
    
    2,927
    
    
    
    17,498Bank fee
    
    
    1
    
    
    
    
    
    
    
    936Interest
    
    
    1,521
    
    
    
    389
    
    
    
    3,473Goodwill impairment
    
    
    
    
    
    
    
    
    
    
    209Depreciation
    
    
    60
    
    
    
    
    
    
    
    590Amortization of intangibles
    
    
    102
    
    
    
    
    
    
    
    102Directors fees
    
    
    
    
    
    
    
    
    
    
    274Other
    
    
    
    
    
    
    
    
    
    
    1010,177
    
    
    
    5,105
    
    
    
    43,150Loss before income tax provision
    
    
    (10,065
    )
    
    
    (5,105
    )
    
    
    (41,941
    )Income tax provision
    
    
    
    
    
    
    (4
    )
    
    
    (28
    )Net loss
    
    
    (10,065
    )
    
    
    (5,109
    )
    
    
    (41,969
    )Other comprehensive income
Foreign currency translation adjustment
    
    
    (6
    )
    
    
    15
    
    
    
    679Comprehensive loss
    
    E
    (10,071
    )
    
    E
    (5,094
    )
    
    E
    (41,290
    )Basic and diluted loss per share
    
    E
    (0.05
    )
    
    E
    (0.03
    )




---



##### 



FOR THE THREE
    
    
    FOR THE THREEMONTHS ENDED
    
    
    MONTHS ENDEDSEPTEMBER 30, 2009
    
    
    SEPTEMBER 30, 2008RevenueSales
    
    E
    38
    
    
    E
    ExpensesResearch and development
    
    
    1,226
    
    
    
    712General and administrative
    
    
    573
    
    
    
    1,446Bank fee
    
    
    1
    
    
    
    Interest
    
    
    526
    
    
    
    180Depreciation other
    
    
    21
    
    
    
    Amortization of intangibles
    
    
    102
    
    
    
    2,449
    
    
    
    2,338Loss before income tax provision
    
    
    (2,411
    )
    
    
    (2,338
    )Income tax provision
    
    
    
    
    
    
    1Net loss
    
    
    (2,411
    )
    
    
    (2,337
    )Other comprehensive incomeForeign currency translation
adjustment
    
    
    37
    
    
    
    8Comprehensive loss
    
    E
    (2,374
    )
    
    E
    (2,329
    )Basic and diluted loss per share
    
    E
    (0.01
    )
    
    E
    (0.01
    )




---



##### 



AccumulatedOtherDeficit
    
    
    ComprehensiveAccumulated
    
    
    Income  ForeignAdditional
    
    
    During the
    
    
    CurrencyDate of
    
    Number of
    
    
    Par
    
    
    Paid-in
    
    
    Development
    
    
    TranslationTransaction
    
    Shares
    
    
    Value
    
    
    Capital
    
    
    Stage
    
    
    Adjustment
    
    
    TotalBalance at May 2, 1990
Shares issued for cash
    
    June 1990
    
    
    33,311,361
    
    
    E
    119
    
    
    E
    
    
    
    E
    
    
    
    E
    
    
    
    E
    119Net losses to December 31, 1999
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (376
    )
    
    
    
    
    
    
    (376
    )Balance at December 31, 1999
    
    
    
    
    
    
    33,311,361
    
    
    
    119
    
    
    
    
    
    
    
    (376
    )
    
    
    
    
    
    
    (257
    )Bank fee
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    806
    
    
    
    
    
    
    
    
    
    
    
    806Net loss for the year
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,314
    )
    
    
    
    
    
    
    (1,314
    )Balance at December 31, 2000
    
    
    
    
    
    
    33,311,361
    
    
    
    119
    
    
    
    806
    
    
    
    (1,690
    )
    
    
    
    
    
    
    (765
    )Effect on capital structure resulting
from a business combination
    
    March 2001
    
    
    8,165,830
    
    
    
    354
    
    
    
    (354
    )
    
    
    
    
    
    
    
    
    
    
    Issuance of stock purchase warrants in
connection with credit facility
(restated)
    
    March 2001
    
    
    
    
    
    
    
    
    
    
    210
    
    
    
    
    
    
    
    
    
    
    
    210Issuance of shares for bank fee
    
    March 2001
    
    
    1,800,000
    
    
    
    21
    
    
    
    (21
    )
    
    
    
    
    
    
    
    
    
    
    Issuance of shares for bank fee
    
    June 2001
    
    
    225,144
    
    
    
    3
    
    
    
    (3
    )
    
    
    
    
    
    
    
    
    
    
    Issuance of shares for cash
    
    June 2001
    
    
    1,333,333
    
    
    
    15
    
    
    
    2,109
    
    
    
    
    
    
    
    
    
    
    
    2,124Exercise of stock purchase warrants in
repayment of debt
    
    June 2001
    
    
    1,176,294
    
    
    
    13
    
    
    
    259
    
    
    
    
    
    
    
    
    
    
    
    272Exercise of stock purchase warrants for
cash
    
    December 2001
    
    
    3,250,000
    
    
    
    37
    
    
    
    563
    
    
    
    
    
    
    
    
    
    
    
    600Net loss for the year (restated)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,848
    )
    
    
    
    
    
    
    (1,848
    )Translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    100
    
    
    
    100Balance at December 31, 2001
    
    
    
    
    
    
    49,261,962
    
    
    
    562
    
    
    
    3,569
    
    
    
    (3,538
    )
    
    
    100
    
    
    
    693Exercise of stock options
    
    March 2002
    
    
    10,000
    
    
    
    
    
    
    
    8
    
    
    
    
    
    
    
    
    
    
    
    8Issuance of stock purchase warrants for
bank fee
    
    June 2002
    
    
    
    
    
    
    
    
    
    
    63
    
    
    
    
    
    
    
    
    
    
    
    63Exercise of stock purchase warrants in
repayment of debt
    
    July 2002
    
    
    1,625,567
    
    
    
    16
    
    
    
    396
    
    
    
    
    
    
    
    
    
    
    
    412Issuance of remaining shares from 2001
business combination
    
    August 2002
    
    
    46,976
    
    
    
    1
    
    
    
    (1
    )
    
    
    
    
    
    
    
    
    
    
    Net loss for the year
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (3,622
    )
    
    
    
    
    
    
    (3,622
    )Translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    97
    
    
    
    97Balance at December 31, 2002
    
    
    
    
    
    
    50,944,505
    
    
    
    579
    
    
    
    4,035
    
    
    
    (7,160
    )
    
    
    197
    
    
    
    (2,349
    )Issuance of shares for services
    
    September 2003
    
    
    400,000
    
    
    
    4
    
    
    
    29
    
    
    
    
    
    
    
    
    
    
    
    33Shares retired
    
    October 2003
    
    
    (51
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Issuance of shares for services
    
    November 2003
    
    
    1,500,000
    
    
    
    12
    
    
    
    100
    
    
    
    
    
    
    
    
    
    
    
    112Issuance of shares for cash
    
    December 2003
    
    
    1,500,000
    
    
    
    12
    
    
    
    113
    
    
    
    
    
    
    
    
    
    
    
    125Issuance of stock purchase warrants for
financing fee
    
    December 2003
    
    
    
    
    
    
    
    
    
    
    12
    
    
    
    
    
    
    
    
    
    
    
    12Net loss for the year
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (2,786
    )
    
    
    
    
    
    
    (2,786
    )Translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    453
    
    
    
    453Balance at December 31, 2003
    
    
    
    
    
    
    54,344,454
    
    
    
    607
    
    
    
    4,289
    
    
    
    (9,946
    )
    
    
    650
    
    
    
    (4,400
    )




---



##### 



AccumulatedOtherDeficit
    
    
    ComprehensiveAccumulated
    
    
    Income  ForeignAdditional
    
    
    During the
    
    
    CurrencyDate of
    
    Number of
    
    
    Par
    
    
    Paid-in
    
    
    Development
    
    
    TranslationTransaction
    
    Shares
    
    
    Value
    
    
    Capital
    
    
    Stage
    
    
    Adjustment
    
    
    TotalIssuance of shares for services
    
    January 2004
    
    
    550,000
    
    
    
    5
    
    
    
    27
    
    
    
    
    
    
    
    
    
    
    
    32Issuance of shares for cash
    
    January 2004
    
    
    2,000,000
    
    
    
    17
    
    
    
    150
    
    
    
    
    
    
    
    
    
    
    
    167Issuance of stock purchase warrants for
financing fee
    
    January 2004
    
    
    
    
    
    
    
    
    
    
    40
    
    
    
    
    
    
    
    
    
    
    
    40Issuance of shares for cash
    
    February 2004
    
    
    2,500,000
    
    
    
    21
    
    
    
    187
    
    
    
    
    
    
    
    
    
    
    
    208Issuance of stock purchase warrants for
financing fee
    
    February 2004
    
    
    
    
    
    
    
    
    
    
    62
    
    
    
    
    
    
    
    
    
    
    
    62Issuance of shares for services
    
    April 2004
    
    
    120,000
    
    
    
    1
    
    
    
    11
    
    
    
    
    
    
    
    
    
    
    
    12Issuance of shares for bank fee
    
    May 2004
    
    
    500,000
    
    
    
    4
    
    
    
    62
    
    
    
    
    
    
    
    
    
    
    
    66Issuance of shares for cash
    
    May 2004
    
    
    2,000,000
    
    
    
    16
    
    
    
    148
    
    
    
    
    
    
    
    
    
    
    
    164Issuance of shares for services
    
    August 2004
    
    
    250,000
    
    
    
    2
    
    
    
    26
    
    
    
    
    
    
    
    
    
    
    
    28Issuance of shares for cash
    
    August 2004
    
    
    1,466,667
    
    
    
    12
    
    
    
    128
    
    
    
    
    
    
    
    
    
    
    
    140Issuance of stock purchase warrants for
financing fee
    
    August 2004
    
    
    
    
    
    
    
    
    
    
    46
    
    
    
    
    
    
    
    
    
    
    
    46Issuance of shares for services
    
    September 2004
    
    
    520,000
    
    
    
    4
    
    
    
    29
    
    
    
    
    
    
    
    
    
    
    
    33Issuance of shares for cash
    
    September 2004
    
    
    50,000
    
    
    
    
    
    
    
    4
    
    
    
    
    
    
    
    
    
    
    
    4Issuance of shares for services
    
    October 2004
    
    
    2,106,743
    
    
    
    16
    
    
    
    132
    
    
    
    
    
    
    
    
    
    
    
    148Issuance of shares for services
    
    November 2004
    
    
    2,000,000
    
    
    
    15
    
    
    
    177
    
    
    
    
    
    
    
    
    
    
    
    192Issuance of shares for cash
    
    November 2004
    
    
    40,000
    
    
    
    
    
    
    
    4
    
    
    
    
    
    
    
    
    
    
    
    4Net loss for the year
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (2,202
    )
    
    
    
    
    
    
    (2,202
    )Translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    191
    
    
    
    191Balance at December 31, 2004
    
    
    
    
    
    
    68,447,864
    
    
    E
    720
    
    
    E
    5,522
    
    
    $
    (12,148
    )
    
    E
    841
    
    
    E
    (5,065
    )




---



##### 



AccumulatedOtherDeficit
    
    
    ComprehensiveAccumulated
    
    
    Income  ForeignAdditional
    
    
    During the
    
    
    CurrencyDate of
    
    Number of
    
    
    Par
    
    
    Paid-in
    
    
    Development
    
    
    TranslationTransaction
    
    Shares
    
    
    Value
    
    
    Capital
    
    
    Stage
    
    
    Adjustment
    
    
    TotalIssuance of shares for services
    
    January 2005
    
    
    500,000
    
    
    
    4
    
    
    
    83
    
    
    
    
    
    
    
    
    
    
    
    87Issuance of shares for services
    
    March 2005
    
    
    200,000
    
    
    
    2
    
    
    
    33
    
    
    
    
    
    
    
    
    
    
    
    35Issuance of shares for services
    
    March 2005
    
    
    1,500,000
    
    
    
    11
    
    
    
    247
    
    
    
    
    
    
    
    
    
    
    
    258Issuance of shares for services
    
    April 2005
    
    
    60,000
    
    
    
    1
    
    
    
    10
    
    
    
    
    
    
    
    
    
    
    
    11Issuance of shares for cash
    
    May 2005
    
    
    52,000
    
    
    
    
    
    
    
    5
    
    
    
    
    
    
    
    
    
    
    
    5Issuance of shares for cash
    
    June 2005
    
    
    50,000
    
    
    
    
    
    
    
    3
    
    
    
    
    
    
    
    
    
    
    
    3Issuance of shares for cash
    
    June 2005
    
    
    50,000
    
    
    
    
    
    
    
    3
    
    
    
    
    
    
    
    
    
    
    
    3Issuance of shares for cash
    
    June 2005
    
    
    343,500
    
    
    
    3
    
    
    
    14
    
    
    
    
    
    
    
    
    
    
    
    17Issuance of shares for cash
    
    June 2005
    
    
    83,300
    
    
    
    1
    
    
    
    3
    
    
    
    
    
    
    
    
    
    
    
    4Issuance of shares for cash
    
    June 2005
    
    
    100,000
    
    
    
    1
    
    
    
    4
    
    
    
    
    
    
    
    
    
    
    
    5Issuance of shares for cash
    
    July 2005
    
    
    144,516
    
    
    
    1
    
    
    
    6
    
    
    
    
    
    
    
    
    
    
    
    7Issuance of shares for cash
    
    July 2005
    
    
    144,516
    
    
    
    1
    
    
    
    6
    
    
    
    
    
    
    
    
    
    
    
    7Issuance of shares for cash
    
    July 2005
    
    
    144,516
    
    
    
    1
    
    
    
    6
    
    
    
    
    
    
    
    
    
    
    
    7Issuance of shares for cash
    
    August 2005
    
    
    206,452
    
    
    
    2
    
    
    
    8
    
    
    
    
    
    
    
    
    
    
    
    10Issuance of shares for cash
    
    August 2005
    
    
    50,000
    
    
    
    
    
    
    
    2
    
    
    
    
    
    
    
    
    
    
    
    2Issuance of shares for services
    
    September 2005
    
    
    500,000
    
    
    
    4
    
    
    
    8
    
    
    
    
    
    
    
    
    
    
    
    12Issuance of shares for services
    
    September 2005
    
    
    500,000
    
    
    
    4
    
    
    
    8
    
    
    
    
    
    
    
    
    
    
    
    12Issuance of shares for services
    
    September 2005
    
    
    500,000
    
    
    
    4
    
    
    
    8
    
    
    
    
    
    
    
    
    
    
    
    12Issuance of shares for services
    
    September 2005
    
    
    300,000
    
    
    
    3
    
    
    
    5
    
    
    
    
    
    
    
    
    
    
    
    8Issuance of shares for services
    
    September 2005
    
    
    68,000
    
    
    
    1
    
    
    
    1
    
    
    
    
    
    
    
    
    
    
    
    2Issuance of shares for services
    
    September 2005
    
    
    173,200
    
    
    
    1
    
    
    
    3
    
    
    
    
    
    
    
    
    
    
    
    4Issuance of shares for cash
    
    October 2005
    
    
    87,459
    
    
    
    1
    
    
    
    2
    
    
    
    
    
    
    
    
    
    
    
    3Issuance of shares for services
    
    October 2005
    
    
    185,000
    
    
    
    2
    
    
    
    6
    
    
    
    
    
    
    
    
    
    
    
    8Issuance of shares for cash
    
    October 2005
    
    
    174,918
    
    
    
    1
    
    
    
    5
    
    
    
    
    
    
    
    
    
    
    
    6Issuance of shares for cash
    
    October 2005
    
    
    116,612
    
    
    
    1
    
    
    
    3
    
    
    
    
    
    
    
    
    
    
    
    4Issuance of shares for cash
    
    November 2005
    
    
    116,611
    
    
    
    1
    
    
    
    3
    
    
    
    
    
    
    
    
    
    
    
    4Issuance of shares for cash
    
    November 2005
    
    
    390,667
    
    
    
    3
    
    
    
    3
    
    
    
    
    
    
    
    
    
    
    
    6Issuance of shares for services
    
    November 2005
    
    
    20,000
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Issuance of shares for services
    
    November 2005
    
    
    20,000
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Issuance of shares for services
    
    November 2005
    
    
    20,000
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Issuance of shares for services
    
    November 2005
    
    
    500,000
    
    
    
    5
    
    
    
    9
    
    
    
    
    
    
    
    
    
    
    
    14Issuance of shares for services
    
    December 2005
    
    
    140,000
    
    
    
    2
    
    
    
    2
    
    
    
    
    
    
    
    
    
    
    
    4Issuance of shares for cash
    
    December 2005
    
    
    390,667
    
    
    
    3
    
    
    
    3
    
    
    
    
    
    
    
    
    
    
    
    6Issuance of shares for cash
    
    December 2005
    
    
    390,666
    
    
    
    3
    
    
    
    3
    
    
    
    
    
    
    
    
    
    
    
    6Issuance of shares for cash
    
    December 2005
    
    
    6,000,000
    
    
    
    50
    
    
    
    200
    
    
    
    
    
    
    
    
    
    
    
    250Net loss for the year
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,939
    )
    
    
    
    
    
    
    (1,939
    )Translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (98
    )
    
    
    (98
    )Balance at December 31, 2005
    
    
    
    
    
    
    82,670,464
    
    
    
    837
    
    
    
    6,227
    
    
    
    (14,087
    )
    
    
    743
    
    
    
    (6,280
    )




---



##### 



AccumulatedOtherDeficit
    
    
    ComprehensiveAccumulated
    
    
    Income  ForeignAdditional
    
    
    During the
    
    
    CurrencyDate of
    
    Number of
    
    
    Par
    
    
    Paid-in
    
    
    Development
    
    
    TranslationTransaction
    
    Shares
    
    
    Value
    
    
    Capital
    
    
    Stage
    
    
    Adjustment
    
    
    TotalIssuance of shares for services
    
    January 2006
    
    
    2,500,000
    
    
    
    21
    
    
    
    31
    
    
    
    
    
    
    
    
    
    
    
    52Issuance of shares for cash
    
    January 2006
    
    
    4,000,000
    
    
    
    33
    
    
    
    132
    
    
    
    
    
    
    
    
    
    
    
    165Issuance of shares for services
    
    January 2006
    
    
    100,000
    
    
    
    1
    
    
    
    2
    
    
    
    
    
    
    
    
    
    
    
    3Issuance of shares for cash
    
    March 2006
    
    
    1,500,000
    
    
    
    12
    
    
    
    38
    
    
    
    
    
    
    
    
    
    
    
    50Issuance of shares for cash
    
    March 2006
    
    
    2,500,000
    
    
    
    21
    
    
    
    62
    
    
    
    
    
    
    
    
    
    
    
    83Issuance of shares for cash
    
    March 2006
    
    
    250,000
    
    
    
    2
    
    
    
    6
    
    
    
    
    
    
    
    
    
    
    
    8Issuance of shares for cash
    
    March 2006
    
    
    1,500,000
    
    
    
    12
    
    
    
    38
    
    
    
    
    
    
    
    
    
    
    
    50Issuance of shares for services
    
    April 2006
    
    
    100,000
    
    
    
    1
    
    
    
    4
    
    
    
    
    
    
    
    
    
    
    
    5Issuance of shares for cash
    
    May 2006
    
    
    300,000
    
    
    
    2
    
    
    
    3
    
    
    
    
    
    
    
    
    
    
    
    5Issuance of shares for cash
    
    May 2006
    
    
    300,000
    
    
    
    3
    
    
    
    7
    
    
    
    
    
    
    
    
    
    
    
    10Issuance of shares for cash
    
    May 2006
    
    
    2,350,000
    
    
    
    18
    
    
    
    82
    
    
    
    
    
    
    
    
    
    
    
    100Debt Conversion  non cash
    
    May 2006
    
    
    1,000,000
    
    
    
    8
    
    
    
    31
    
    
    
    
    
    
    
    
    
    
    
    39Issuance of shares for cash
    
    June 2006
    
    
    2,600,000
    
    
    
    20
    
    
    
    80
    
    
    
    
    
    
    
    
    
    
    
    100Debt Conversion  non cash
    
    July 2006
    
    
    1,000,000
    
    
    
    8
    
    
    
    72
    
    
    
    
    
    
    
    
    
    
    
    80Debt Conversion  non cash
    
    July 2006
    
    
    1,000,000
    
    
    
    8
    
    
    
    72
    
    
    
    
    
    
    
    
    
    
    
    80Debt Conversion  non cash
    
    July 2006
    
    
    1,000,000
    
    
    
    8
    
    
    
    72
    
    
    
    
    
    
    
    
    
    
    
    80Debt Conversion  non cash
    
    July 2006
    
    
    500,000
    
    
    
    4
    
    
    
    36
    
    
    
    
    
    
    
    
    
    
    
    40Issuance of shares for services
    
    November 2006
    
    
    300,000
    
    
    
    2
    
    
    
    4
    
    
    
    
    
    
    
    
    
    
    
    6Issuance of shares for cash
    
    November 2006
    
    
    1,300,000
    
    
    
    10
    
    
    
    90
    
    
    
    
    
    
    
    
    
    
    
    100Issuance of shares for cash
    
    November 2006
    
    
    1,280,000
    
    
    
    10
    
    
    
    90
    
    
    
    
    
    
    
    
    
    
    
    100Issuance of shares for cash
    
    December 2006
    
    
    1,320,000
    
    
    
    10
    
    
    
    90
    
    
    
    
    
    
    
    
    
    
    
    100Issuance of shares for cash
    
    December 2006
    
    
    1,320,000
    
    
    
    10
    
    
    
    90
    
    
    
    
    
    
    
    
    
    
    
    100Issuance of shares for cash
    
    December 2006
    
    
    330,000
    
    
    
    3
    
    
    
    22
    
    
    
    
    
    
    
    
    
    
    
    25Net loss for the year
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,585
    )
    
    
    
    
    
    
    (1,585
    )Translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    4
    
    
    
    4Balance at December 31, 2006
    
    
    
    
    
    
    111,020,464
    
    
    
    1,064
    
    
    
    7,381
    
    
    
    (15,672
    )
    
    
    747
    
    
    
    (6,480
    )




---



##### 



AccumulatedOtherDeficit
    
    
    ComprehensiveAccumulated
    
    
    Income  ForeignAdditional
    
    
    During the
    
    
    CurrencyDate of
    
    Number of
    
    
    Par
    
    
    Paid-in
    
    
    Development
    
    
    TranslationTransaction
    
    Shares
    
    
    Value
    
    
    Capital
    
    
    Stage
    
    
    Adjustment
    
    
    TotalIssuance of shares for cash
    
    January 2007
    
    
    650,000
    
    
    
    5
    
    
    
    45
    
    
    
    
    
    
    
    
    
    
    
    50Issuance of shares for services
    
    January 2007
    
    
    300,000
    
    
    
    2
    
    
    
    6
    
    
    
    
    
    
    
    
    
    
    
    8Issuance of shares for services
    
    January 2007
    
    
    200,000
    
    
    
    2
    
    
    
    4
    
    
    
    
    
    
    
    
    
    
    
    6Issuance of shares for services
    
    January 2007
    
    
    250,000
    
    
    
    2
    
    
    
    5
    
    
    
    
    
    
    
    
    
    
    
    7Issuance of shares for services
    
    February 2007
    
    
    250,000
    
    
    
    2
    
    
    
    5
    
    
    
    
    
    
    
    
    
    
    
    7Issuance of shares for cash
    
    February 2007
    
    
    1,420,000
    
    
    
    11
    
    
    
    99
    
    
    
    
    
    
    
    
    
    
    
    110Issuance of shares for cash
    
    February 2007
    
    
    325,000
    
    
    
    2
    
    
    
    22
    
    
    
    
    
    
    
    
    
    
    
    24Issuance of shares for cash
    
    March 2007
    
    
    650,000
    
    
    
    5
    
    
    
    45
    
    
    
    
    
    
    
    
    
    
    
    50Issuance of shares for cash
    
    March 2007
    
    
    8,712,000
    
    
    
    115
    
    
    
    875
    
    
    
    
    
    
    
    
    
    
    
    990Debt Conversion  non cash
    
    March 2007
    
    
    12,500,000
    
    
    
    94
    
    
    
    2,505
    
    
    
    
    
    
    
    
    
    
    
    2,599Issuance of shares for services
    
    April 2007
    
    
    100,000
    
    
    
    1
    
    
    
    13
    
    
    
    
    
    
    
    
    
    
    
    14Issuance of shares for services
    
    April 2007
    
    
    200,000
    
    
    
    1
    
    
    
    25
    
    
    
    
    
    
    
    
    
    
    
    26Issuance of shares for services
    
    April 2007
    
    
    1,000,000
    
    
    
    7
    
    
    
    67
    
    
    
    
    
    
    
    
    
    
    
    74Issuance of shares for cash
    
    May 2007
    
    
    1,000,000
    
    
    
    7
    
    
    
    140
    
    
    
    
    
    
    
    
    
    
    
    147Issuance of shares for cash
    
    May 2007
    
    
    750,000
    
    
    
    6
    
    
    
    105
    
    
    
    
    
    
    
    
    
    
    
    111Debt Cancellation  non cash
    
    May 2007
    
    
    
    
    
    
    
    
    
    
    242
    
    
    
    
    
    
    
    
    
    
    
    242Debt Conversion  non cash
    
    June 2007
    
    
    9,469,000
    
    
    
    70
    
    
    
    891
    
    
    
    
    
    
    
    
    
    
    
    961Issuance of shares for cash
    
    June 2007
    
    
    5,393,000
    
    
    
    40
    
    
    
    760
    
    
    
    
    
    
    
    
    
    
    
    800Issuance of shares for services
    
    June 2007
    
    
    261,250
    
    
    
    2
    
    
    
    25
    
    
    
    
    
    
    
    
    
    
    
    27Issuance of shares for services
    
    June 2007
    
    
    261,250
    
    
    
    2
    
    
    
    25
    
    
    
    
    
    
    
    
    
    
    
    27Issuance of shares for officer compensation
    
    June 2007
    
    
    2,500,000
    
    
    
    19
    
    
    
    318
    
    
    
    
    
    
    
    
    
    
    
    337Issuance of shares for officer compensation
    
    June 2007
    
    
    2,500,000
    
    
    
    19
    
    
    
    318
    
    
    
    
    
    
    
    
    
    
    
    337Issuance of shares for officer compensation
    
    June 2007
    
    
    4,000,000
    
    
    
    30
    
    
    
    508
    
    
    
    
    
    
    
    
    
    
    
    538Issuance of shares for officer compensation
    
    June 2007
    
    
    1,000,000
    
    
    
    7
    
    
    
    127
    
    
    
    
    
    
    
    
    
    
    
    134Issuance of shares for officer compensation
    
    June 2007
    
    
    6,000,000
    
    
    
    45
    
    
    
    762
    
    
    
    
    
    
    
    
    
    
    
    807Issuance of shares for services
    
    June 2007
    
    
    135,000
    
    
    
    1
    
    
    
    12
    
    
    
    
    
    
    
    
    
    
    
    13Issuance of shares for cash
    
    June 2007
    
    
    2,250,000
    
    
    
    17
    
    
    
    12
    
    
    
    
    
    
    
    
    
    
    
    29Issuance of shares for cash
    
    July 2007
    
    
    5,550,000
    
    
    
    42
    
    
    
    1,208
    
    
    
    
    
    
    
    
    
    
    
    1,250Issuance of shares for cash
    
    August 2007
    
    
    933,333
    
    
    
    7
    
    
    
    193
    
    
    
    
    
    
    
    
    
    
    
    200Issuance of shares for services
    
    August 2007
    
    
    1,000,000
    
    
    
    7
    
    
    
    66
    
    
    
    
    
    
    
    
    
    
    
    73Issuance of shares for services
    
    August 2007
    
    
    1,000,000
    
    
    
    7
    
    
    
    66
    
    
    
    
    
    
    
    
    
    
    
    73Issuance of shares for services
    
    August 2007
    
    
    100,000
    
    
    
    1
    
    
    
    7
    
    
    
    
    
    
    
    
    
    
    
    8Issuance of shares for services
    
    September 2007
    
    
    300,000
    
    
    
    2
    
    
    
    21
    
    
    
    
    
    
    
    
    
    
    
    23Issuance of shares for cash
    
    September 2007
    
    
    1,666,667
    
    
    
    12
    
    
    
    344
    
    
    
    
    
    
    
    
    
    
    
    356Cancellation of shares for collateral
    
    September 2007
    
    
    -2,000,000
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Issuance of shares for cash
    
    October 2007
    
    
    2,350,000
    
    
    
    17
    
    
    
    483
    
    
    
    
    
    
    
    
    
    
    
    500Issuance of shares for cash
    
    November 2007
    
    
    2,966,666
    
    
    
    21
    
    
    
    623
    
    
    
    
    
    
    
    
    
    
    
    644Issuance of shares for services
    
    December 2007
    
    
    500,000
    
    
    
    3
    
    
    
    48
    
    
    
    
    
    
    
    
    
    
    
    51Net loss for the year
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (9,294
    )
    
    
    
    
    
    
    (9,294
    )Translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (75
    )
    
    
    (75
    )Balance at December 31, 2007
    
    
    
    
    
    
    187,463,630
    
    
    
    1,697
    
    
    
    18,401
    
    
    
    (24,966
    )
    
    
    672
    
    
    
    (4,196
    )




---



##### 



AccumulatedOtherDeficit
    
    
    ComprehensiveAccumulated
    
    
    Income  ForeignAdditional
    
    
    During the
    
    
    CurrencyDate of
    
    Number of
    
    
    Par
    
    
    Paid-in
    
    
    Development
    
    
    TranslationTransaction
    
    Shares
    
    
    Value
    
    
    Capital
    
    
    Stage
    
    
    Adjustment
    
    
    TotalIssuance of shares for services
    
    January 2008
    
    
    800,000
    
    
    
    6
    
    
    
    79
    
    
    
    
    
    
    
    
    
    
    
    85Issuance of shares for services
    
    January 2008
    
    
    200,000
    
    
    
    1
    
    
    
    20
    
    
    
    
    
    
    
    
    
    
    
    21Issuance of shares for cash
    
    February 2008
    
    
    1,000,000
    
    
    
    7
    
    
    
    326
    
    
    
    
    
    
    
    
    
    
    
    333Issuance of shares for services
    
    March 2008
    
    
    500,000
    
    
    
    3
    
    
    
    73
    
    
    
    
    
    
    
    
    
    
    
    76Issuance of shares for services
    
    March 2008
    
    
    500,000
    
    
    
    3
    
    
    
    73
    
    
    
    
    
    
    
    
    
    
    
    76Issuance of shares for cash
    
    June 2008
    
    
    300,000
    
    
    
    2
    
    
    
    94
    
    
    
    
    
    
    
    
    
    
    
    96Issuance of shares for cash
    
    June 2008
    
    
    1,300,000
    
    
    
    8
    
    
    
    492
    
    
    
    
    
    
    
    
    
    
    
    500Issuance of shares for services
    
    July 2008
    
    
    2,000,000
    
    
    
    13
    
    
    
    239
    
    
    
    
    
    
    
    
    
    
    
    252Issuance of shares for services
    
    August 2008
    
    
    250,000
    
    
    
    2
    
    
    
    39
    
    
    
    
    
    
    
    
    
    
    
    41Issuance of shares for cash
    
    December 2008
    
    
    1,000,000
    
    
    
    7
    
    
    
    319
    
    
    
    
    
    
    
    
    
    
    
    326Net loss for the year
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (6,938
    )
    
    
    
    
    
    
    (6,938
    )Translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    13
    
    
    
    13Balance at December 31, 2008
    
    
    
    
    
    
    195,313,630
    
    
    
    1,749
    
    
    
    20,155
    
    
    
    (31,904
    )
    
    
    685
    
    
    
    (9,315
    )Issuance of shares for services
    
    March 2009
    
    
    250,000
    
    
    
    2
    
    
    
    36
    
    
    
    
    
    
    
    
    
    
    
    38Net loss for the period
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (4,038
    )
    
    
    
    
    
    
    (4,038
    )Translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (48
    )
    
    
    (48
    )Balance at March 31, 2009
    
    
    
    
    
    
    195,563,630
    
    
    E
    1,751
    
    
    E
    20,191
    
    
    E
    (35,942
    )
    
    E
    637
    
    
    E
    (13,363
    )Issuance of stock options for acquisition
    
    April 2009
    
    
    
    
    
    
    
    
    
    
    601
    
    
    
    
    
    
    
    
    
    
    
    601Issuance of shares for services
    
    May 2009
    
    
    250,000
    
    
    
    1
    
    
    
    27
    
    
    
    
    
    
    
    
    
    
    
    28Net loss for the period
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (3,616
    )
    
    
    
    
    
    
    (3,616
    )Translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    5
    
    
    
    5Balance at June 30, 2009
    
    
    
    
    
    
    195,813,630
    
    
    E
    1,752
    
    
    E
    20,819
    
    
    E
    (39,558
    )
    
    E
    642
    
    
    E
    (16,345
    )Issuance of shares for services
    
    September 2009
    
    
    250,000
    
    
    
    2
    
    
    
    21
    
    
    
    
    
    
    
    
    
    
    
    23Net loss for the period
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (2,411
    )
    
    
    
    
    
    
    (2,411
    )Translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    37
    
    
    
    37Balance at September 30, 2009
    
    
    
    
    
    
    196,063,630
    
    
    E
    1,754
    
    
    E
    20,840
    
    
    E
    (41,969
    )
    
    E
    679
    
    
    E
    (18,696
    )




---



##### 



FOR THE NINE
    
    
    FOR THE NINE
    
    
    TOTAL ACCUMULATEDMONTHS ENDED
    
    
    MONTHS ENDED
    
    
    DURING THESEPTEMBER 30, 2009
    
    
    SEPTEMBER 30, 2008
    
    
    DEVELOPMENT STAGECash flow from operating activitiesNet Loss
    
    E
    (10,065
    )
    
    E
    (5,109
    )
    
    E
    (41,969
    )Adjustments
to reconcile net loss to net cash used in operating activitiesDepreciation
    
    
    60
    
    
    
    
    
    
    
    590Amortization of intangibles
    
    
    102
    
    
    
    
    
    
    
    102Goodwill impairment
    
    
    
    
    
    
    
    
    
    
    209Fees paid in warrants
    
    
    
    
    
    
    
    
    
    
    223Gain on extinguishment of debt
    
    
    
    
    
    
    
    
    
    
    (774
    )Services and fee paid in common stock
    
    
    89
    
    
    
    551
    
    
    
    5,224Amortization of debt discount
    
    
    
    
    
    
    
    
    
    
    210Changes in
current assets and liabilities, net of effects
from reverse purchaseDecrease(increase) in receivables
    
    
    (17
    )
    
    
    (39
    )
    
    
    7Increase(decrease) in accounts payable
    
    
    635
    
    
    
    (1,426
    )
    
    
    2,382Increase (decrease)in taxes and
social costs payable
    
    
    (1
    )
    
    
    6
    
    
    
    24Other
    
    
    67
    
    
    
    53
    
    
    
    30Net cash used in operating activities
    
    
    (9,130
    )
    
    
    (5,964
    )
    
    
    (33,742
    )Cash flows from investing activitiesPatents and other
    
    
    
    
    
    
    
    
    
    
    (393
    )Purchase of property and equipment
    
    
    (145
    )
    
    
    
    
    
    
    (228
    )Acquisition
of subsidiary, net of cash acquired of E58
    
    
    (4,942
    )
    
    
    
    
    
    
    (4,942
    )Short-term investments
    
    
    
    
    
    
    60
    
    
    
    Cash acquired in reverse purchase
    
    
    
    
    
    
    
    
    
    
    13Net cash provided by (used
in) investing activities
    
    
    (5,087
    )
    
    
    60
    
    
    
    (5,550
    )Cash flows from financing activitiesProceeds from issuance of common stock
    
    
    
    
    
    
    929
    
    
    
    11,630Borrowing from shareholders
    
    
    
    
    
    
    
    
    
    
    972Increase in notes payable and other
    short-term advances
    
    
    13,821
    
    
    
    5,389
    
    
    
    27,738Decrease in notes payable and other
   short-term advances
    
    
    
    
    
    
    
    
    
    
    (1,490
    )Loan fees
    
    
    
    
    
    
    
    
    
    
    (130
    )Net cash provided by financing activities
    
    
    13,821
    
    
    
    6,318
    
    
    
    38,720Effect on foreign exchange rate on cash
    
    
    (6
    )
    
    
    15
    
    
    
    679Net change in cash
    
    
    (402
    )
    
    
    429
    
    
    
    107Cash, beginning of period
    
    
    509
    
    
    
    159
    
    
    
    Cash, end of period
    
    E
    107
    
    
    E
    588
    
    
    E
    107




---



##### 








---



##### 








---



##### 



(
  
    
    A payment of up to E2,800 in cash in the event of a license agreement being signed by
April 1, 2011 with a third party to access Bestewil intellectual property and know-how in
the field of Respiratory Syncytial Virus (RSV License);
 
    
    A payment of up to E3,000 in cash should a third party commence a Phase III clinical
trial by April 1, 2013 for Mymetics Intranasal Influenza Vaccine licensed from Bestewil;
    
    A payment of 50% of Mymetics net royalties received from a Respiratory Syncytial Virus
license (RSV licence), payable in cash; and
    
    A payment in cash of 25% of any net amounts received by Mymetics from a third party
Herpes Simplex Virus license (HSV license) based upon Bestewil intellectual property.
     AmountCash paid to security holders
    
    
    5,000Estimated fair value of convertible note payable issued
    
    
    2,500Estimated fair value of equity options issued
    
    
    601Estimated fair value of contingent consideration
    
    
    1,450Total purchase consideration
    
    
    9,551
  Purchase PriceAllocationAssets:Current assets
    
    
    90Licence contract (Intranasal Influenza Vaccine )
    
    
    2,830In-process research and development (HSV and
RSV licenses)
    
    
    2,073Goodwill
    
    
    4,628Property and equipment
    
    
    98Other non-current assets
    
    
    7Total assets
    
    
    9,726Liabilities:Current liabilities
    
    
    175Total liabilities
    
    
    175Total purchase consideration
    
    
    9,551




---



##### 



NINE MONTHS ENDED
    
    THREE MONTHS ENDEDSEPTEMBER 30, 2009
    
    SEPTEMBER 30, 2009Revenue
    
    E
    195
    
    
    E
    38Net loss
    
    E
    (9,976
    )
    
    E
    (2,308
    )




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##### 



Principal
    
    
    1st-Issue
    
    
    Duration
    
    
    Interest
    
    
    ConversionLender
    
    Amount
    
    
    Date
    
    
    (Note)
    
    
    Rate
    
    
    PriceEardley Holding A.G. (1)
    
    E
    130
    
    
    
    06/23/2006
    
    
    
    (2
    )
    
    10% pa
    
    US$
    0.10Anglo Irish Bank S.A. (3)
    
    E
    500
    
    
    
    10/21/2007
    
    
    
    (2
    )
    
    10% pa
    
    US$
    0.50Round Enterprises Ltd.
    
    E
    1,500
    
    
    
    12/10/2007
    
    
    
    (2
    )
    
    10% pa
    
    US$
    0.50Round Enterprises Ltd.
    
    E
    1,500
    
    
    
    01/22/2008
    
    
    
    (2
    )
    
    10% pa
    
    US$
    0.50Round Enterprises Ltd.
    
    E
    2,000
    
    
    
    04/25/2007
    
    
    
    (2
    )
    
    10% pa
    
    US$
    0.50Round Enterprises Ltd.
    
    E
    1,500
    
    
    
    06/30/2008
    
    
    
    (2
    )
    
    10% pa
    
    US$
    0.50Round Enterprises Ltd.
    
    E
    1,200
    
    
    
    11/18/2008
    
    
    
    (2
    )
    
    10% pa
    
    US$
    0.50Round Enterprises Ltd.
    
    E
    1,500
    
    
    
    02/09/2009
    
    
    
    (4
    )
    
    10% pa
    
    US$
    0.50Round Enterprises Ltd.
    
    E
    5,500
    
    
    
    06/15/2009
    
    
    
    (2
    )
    
    10% pa
    
    US$
    0.80Eardley Holding A.G.
    
    E
    100
    
    
    
    06/15/2009
    
    
    
    (2
    )
    
    10% pa
    
    US$
    0.80Von Meyenburg
    
    E
    200
    
    
    
    08/03/2009
    
    
    
    (2
    )
    
    10% pa
    
    US$
    0.80Total long term
Principal Amounts
    
    E
    15,630Accrued Interest
    
    E
    1,488Total long term
Convertible Notes
to Related Parties
    
    E
    17,118Round Enterprises Ltd.
    
    E
    4,000
    
    
    
    04/03/2009
    
    
    
    (5
    )
    
    10% pa
    
    US$
    0.80Eardley Holding A.G.
    
    E
    1,000
    
    
    
    04/03/2009
    
    
    
    (5
    )
    
    10% pa
    
    US$
    0.80Total short term
Principal Amounts
    
    E
    5,000Accrued Interest
    
    E
    614Total short term
Convertible Notes
to Related Parties
    
    E
    5,614Total Convertible
Notes to Related
Parties
    
    E
    22,732Norwood Secured Loan
    
    E
    2,500
    
    
    
    04/03/2009
    
    
    
    (6
    )
    
    5% pa
    
    US$
    0.80Total Principal Amount
    
    E
    2,500Accrued Interest
    
    E
    62Total Convertible NotePayable  other
    
    E
    2,562Norwood contingent
liability
    
    E
    1,450
    
    
    
    
    
    
    
    (7
    )TOTAL NOTES, LOANS AND
CONTINGENT LIABILITY
    
    E
    26,744




---



##### 



(1)
    
    Private investment company of Dr. Thomas Staehelin, member of the Board of Directors and of
the Audit Committee of the Company. Face value is stated in U.S. dollars at $190,000.(2)
    
    The earlier of: (i) The date that the Company has sufficient revenues to repay, or (ii) upon an
event of default.(3)
    
    Acting on behalf of Round Enterprises Ltd. which is controlled by a major shareholder.(4)
    
    Loan Note secured against IP assets of Mymetics Corporation and convertible for shares.
Maturity the earlier of: (i) The date that the Company has sufficient revenues to repay, or (ii)
upon an event of default.(5)
    
    The earlier of (i) July 31, 2010 or (ii) upon an event of default. The loan is secured against
two third of the IP assets of Bestewil Holding BV and convertible for shares.(6)
    
    Under the terms of the acquisition of Bestewil BV, as part of the consideration, the Company
issued to NIL a convertible redeemable note (the Note) in the principal amount of E2,500 with
maturity 36 months after the closing date and bearing interest at 5% per annum. The note is secured
against one third of Bestewil shares. See Note 2.(7)
    
    Under the terms of the acquisition of Bestewil BV, as part of the consideration, the Company
is committed to make further payments to NIL in the event that certain stated milestones for the
development of vaccines are achieved. These have been considered on a risk probability basis.




---



##### 



ITEM 2.
    
    MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS




---



##### 




    
    Dr. Morgane Bomsel, Cochin Institute, France
    
    Dr. Ruth Ruprecht, Harvard University, Dana Farber Cancer Institute, Boston USA
    
    Dr. Ronald H. Gray, Johns Hopkins University, Baltimore, USA
    
    Dr. Malegapuru William Makgoba, University of KwaZulu-Natal, Durban, South Africa
    
    Dr. Souleymane Mboup, Cheikh Anta DIOP University, Dakar, Sénégal
    
    Dr. Juliana McElrath, University of Washington, Seattle, USA
    
    Dr. Odile Puijalon, Pasteur Institute, Paris, France
    
    Dr. Caetano Reis e Sousa, Cancer Research UK, London, UK




---



##### 








---



##### 








---



##### 



EXHIBITNUMBER
    
    
    DESCRIPTION31.1
    
    
    Rule 13a-14(a)/15d-14(a) Certification of Chief
Executive Officer31.2
    
    
    Rule 13a-14(a)/15d-14(a) Certification of Chief
Financial Officer32
    
    
    Section 1350 Certification of Chief Executive Officer
and Chief Financial Officer




---



##### 



Dated:  November 13, 2009
    MYMETICS CORPORATIONBy:
    /s/ Jacques-François MartinPresident and Chief Executive OfficerBy:
    /s/ Ernst LuebkeChief Financial Officer