<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended...............March 31, 1996
OR
( ) TRANSACTION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934.
Commission file number 0-27206
SPACEHAB, Incorporated
1595 Spring Hill Road
Suite 360
Vienna, Virginia 22182
(703)821-3000
Incorporated in the State of Washington I.R.S. Identification
No. 91-1273737
The number of shares of common stock outstanding as of the close of business on
May 8, 1996:
Class Number of Shares Outstanding
----- ----------------------------
Common Stock 10,844,239
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports) and (2) has been subject to such
filing requirements for the past 90 days.
Yes X No
------ -----
<PAGE> 2
SPACEHAB, INCORPORATED
MARCH 31, 1996 QUARTERLY REPORT ON FORM 10-Q
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PART 1 - FINACIAL INFORMATION Page
----
<S> <C>
Item 1. Unaudited Financial Statements
Condensed Balance Sheets as of September 30, 1995 and
March 31, 1996................................................... 3
Condensed Statement of Operations for the
Six Months Ended March 31, 1996 and 1995........................ 4
Condensed Statement of Cash Flows for the
Six Months Ended March 31, 1996 and 1995......................... 5
Notes to Financial Statements.................................... 6
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations.........................................8
PART II - OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders...............10
Item 6. Exhibits and Reports on Form 8-K..................................12
</TABLE>
2
<PAGE> 3
PART 1: FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS
SPACEHAB, INCORPORATED
Condensed Balance Sheets
<TABLE>
<CAPTION>
September 30, March 31,
1995 1996
(audited) (unaudited)
------------- -----------
<S> <C> <C>
ASSETS
Cash $ 7,041,020 $ 2,673,088
Short-term investments - 45,335,807
Receivable from NASA 5,565,092 5,906,143
Prepaid and other assets 52,974 309,706
------------ ------------
Total current assets 12,659,086 54,224,744
Property, plant and equipment, net of
accumulated depreciation and amortization
of $21,599,797 and $25,858,156 70,611,366 72,237,261
Deferred mission costs 3,150,689 7,529,827
Other assets, net 280,259 107,652
------------- -------------
Total assets $ 86,701,400 $134,099,484
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current liabilities:
Loan payable under credit agreement, current portion $ 120,000 $ 120,000
Accounts payable and accrued expenses 1,277,412 1,595,792
Accrued consulting and subcontracting services 4,069,980 6,461,709
------------- -------------
Total current liabilities 5,467,392 8,177,501
Loans payable under credit agreement, net of current portion 14,657,373 8,416,308
Notes payable to shareholders 9,116,828 9,676,118
Convertible note payable 1,111,321 1,150,883
Deferred flight revenue 58,063,296 76,206,909
------------- -------------
Total liabilities 88,416,210 103,627,719
------------- -------------
Commitments
Stockholders' equity (deficit)
Convertible preferred stock, no par value,
authorized 4,230,000 shares, issued and
outstanding 4,011,345 and 0 shares, respectively 2,310,670 -
Common stock, no par value, authorized
30,000,000 shares, issued and outstanding
5,083,427 and 11,069,235 shares, respectively 34,070,094 79,862,699
Additional paid-in capital 16,299 16,299
Accumulated deficit (38,111,873) (49,407,233)
------------- -------------
Total stockholders' equity (deficit) (1,714,810) 30,471,765
------------- -------------
Total liabilities and stockholders' equity (deficit) $ 86,701,400 $134,099,484
============= =============
</TABLE>
See accompanying notes to unaudited condensed financial statements.
3
<PAGE> 4
SPACEHAB, INCORPORATED
Unaudited Condensed Statements of Operations
<TABLE>
<CAPTION>
Three months ended March 31, Six months ended March 31,
1995 1996 1995 1996
------------- ----------- ------------- -------------
<S> <C> <C> <C> <C>
Revenue $ 46,059,000 $ - $ 46,059,000 $ -
Cost of revenues:
Integration and operations 8,933,929 2,544,590 10,795,819 4,609,632
Depreciation 2,064,104 2,064,104 4,128,208 4,128,208
------------- ----------- ------------- -------------
Total costs of revenue 10,998,033 4,608,694 14,924,027 8,737,840
Gross profit (loss) 35,060,967 (4,608,694) 31,134,973 (8,737,840)
Operating expenses:
Marketing, general and administrative 847,772 1,848,950 1,587,765 2,622,633
Research and development 500,000 - 1,500,000 100,000
------------- ----------- ------------- -------------
Total operating expenses 1,347,772 1,848,950 3,087,765 2,722,633
------------- ----------- ------------- -------------
Income (loss) from operations 33,713,195 (6,457,644) 28,047,208 (11,460,473)
Interest expense, net of capitalized amounts (363,349) (75,701) (812,669) (425,404)
Interest and other income, net 28,554 511,598 43,824 590,519
------------- ----------- ------------- -------------
Income (loss) before income taxes 33,378,400 (6,021,747) 27,278,363 (11,295,358)
Income tax expense (220,000) - (220,000) -
------------- ----------- ------------- -------------
Net income (loss) $ 33,158,400 $ (6,021,747) $ 27,058,363 $ (11,295,358)
============= =========== ============= =============
Net income (loss) per common and common
equivalent share $ 5.03 $ (0.55) $ 4.11 $ (1.38)
============= =========== ============= =============
Shares used in computing net income (loss)
per common and common equivalent share 6,596,049 10,999,478 6,587,761 8,179,852
============= =========== ============= =============
</TABLE>
See accompanying notes to unaudited condensed financial statements.
4
<PAGE> 5
SPACEHAB, INCORPORATED
Unaudited Condensed Statements of Cash Flows
<TABLE>
<CAPTION>
Six Months Ended March 31,
1995 1996
----------- ------------
<S> <C> <C>
Cash flows provided by operating activities:
Net income (loss) $27,058,363 $(11,295,360)
Adjustments to reconcile net income (loss) to net
cash provided by operating activities:
Depreciation and amortization 4,245,880 4,258,359
Interest converted to notes payable 314,173 919,448
Changes in assets and liabilities:
Decrease (increase) in accounts receivable - (341,051)
Decrease (increase) in prepaid and other
current assets (46,261) (256,732)
Decrease (increase) in deferred mission costs 2,763,458 (4,379,138)
Decrease (increase) in other assets 1,530 172,607
Increase (decrease) in deferred flight revenue (25,654,850) 18,143,613
Increase (decrease) in accounts payable
and accrued expenses 267,326 317,994
Increase (decrease) in accrued consulting
and subcontracting services 3,338,057 2,391,729
----------- ------------
Total adjustments (14,770,687) 21,226,829
----------- ------------
Net cash provided by operating activities 12,287,676 9,931,469
----------- ------------
Cash flows used by investing activities:
Payments for modules in construction (1,170,289) (5,041,054)
Purchase of property and equipment (2,537) (843,200)
----------- ------------
Net cash used by investing activities (1,172,826) (5,884,254)
----------- ------------
Cash flows used by financing activities:
Payment of note payable to Insurers (3,863,674) (3,804,079)
Proceeds from note payable to shareholder 9,602,071 2,417,707
Payment of note payable to shareholder (18,000,000) (5,175,289)
Proceeds from issuance of common stock, net - 43,482,321
----------- ------------
Net cash provided (used) by
financing activities (12,261,603) 36,920,660
----------- ------------
Net increase (decrease) in cash
and cash equivalents (1,146,753) 40,967,875
Cash and cash equivalents at beginning of period 1,352,016 7,041,020
----------- ------------
Cash and cash equivalents at end of period $ 205,263 $ 48,008,895
=========== ============
</TABLE>
See accompanying notes to unaudited condensed financial statements.
5
<PAGE> 6
SPACEHAB, INCORPORATED
Notes to Unaudited Condensed Financial Statements
1. Basis of Presentation:
In the opinion of management, the accompanying unaudited condensed financial
statements reflect all adjustments consisting of only normal recurring accruals
necessary for a fair presentation of the financial position of SPACEHAB,
INCORPORATED ("SPACEHAB" or the "Company") as of March 31, 1996, and the
results of its operations and cash flows for the six months ended March 31,
1995 and 1996. However, the statements are unaudited, and do not include all
related footnote disclosures.
The results of operations for the six months ended March 31, 1996 are not
necessarily indicative of the results that may be expected for the full year.
The Company's results of operations fluctuate significantly from quarter to
quarter. Revenue is recorded in periods in which a Space Shuttle mission
carrying one of the Company's modules (the "SPACEHAB Modules") is completed.
The interim unaudited condensed financial statements should be read in
conjunction with the Company's audited financial statements appearing in the
Company's Registration Statement on Form S-1 (No. 33-98812).
2. Common Stock:
On December 27, 1995, the Company completed an initial public offering of
3,750,000 shares of its common stock, no par value per share (the "Offering"),
resulting in net proceeds to the Company of approximately $40.4 million after
deducting underwriting commissions and associated expenses. In accordance with
the Amended and Restated Credit Agreement between the Company, McDonnell
Douglas Corporation ("McDonnell Douglas") and a group of insurance companies
(the "Insurers"), approximately $6.1 million of the net proceeds from the
Offering were used to repay amounts owed to McDonnell Douglas and the Insurers
under the Amended and Restated Credit Agreement. Shortly before the
consummation of the Offering, all shares of the Company's convertible preferred
stock were automatically converted into 1,671,312 shares of the Common Stock
and the Company effected a 2.4-to-1 reverse split of Common Stock. In
addition, on January 25, 1996 the Company utilized the net proceeds received
from the exercise of an underwriters' over allotment exercise of $2,951,820 to
repay McDonnell Douglas and the Insurers approximately $443,000 in amounts owed
under the Amended and Restated Credit Agreement.
During August 1995, the Company completed the sale of 149,998 shares of its
Common Stock to five institutional investors in a private placement for an
aggregate price of $3.6 million (the "1995 Private Placement"). The terms of
the sale included a guarantee by the Company that in the event of the
completion of an initial public offering prior to December 31, 1996, the
investors would realize no less than a 25 percent premium on their investment
based on the initial public offering price. As a result of the guarantee,
during March 1996 the Company issued an additional 224,997 shares of Common
Stock to the investors.
3. Short-term Investments:
The Company considers short-term investments with original maturities of three
months or less to be cash equivalents for purposes of the statements of cash
flows. As of March 31, 1996, the Company's short-term investments included
approximately $34.0 million invested in Federal government agencies and
treasury securities. Additionally, the Company had approximately $11 million
invested in commercial paper. The Company intends to hold all of these
investments to maturity and as such are recognized at cost plus accrued
interest. The amortized cost of such investments approximates market value.
6
<PAGE> 7
4. Statements of Cash Flows - Supplemental Information.
(a) Cash paid for interest costs was approximately $406,509 and $40,874 for
the six months ended March 31, 1995 and 1996, respectively. The Company
capitalized interest of approximately $40,000 and $534,000 during the six
months ended March 31, 1995 and 1996, respectively.
(b) The Company paid $55,000 and $210,000 for income taxed during the six
months ended March 31, 1995 and 1996, respectively.
5. Subsequent Event.
On March 22, 1996, the Company's SPACEHAB Modules were carried aboard a Space
Shuttle launch under the Company's first mission to the Mir Space Station. The
mission, including all related launch and integration services, was completed
in April 1996, and in accordance with the Company's revenue recognition
policy, revenue from the mission will be recorded in April 1996.
7
<PAGE> 8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
GENERAL
SPACEHAB was incorporated in 1984 to commercially develop space
habitat modules to operate in the cargo bay of NASA's Space Shuttles.
SPACEHAB recognizes revenue under its two principal contracts with the
U.S. National Aeronautics and Space Administration ("NASA"), the CMAM Contract
and the Mir Contract, upon the completion of each Space Shuttle mission
carrying SPACEHAB Modules. The CMAM contract supports scientific and
commercial microgravity research on five Space Shuttle flights while the Mir
Contract provides logistics to the Russian Mir Space Station. Revenue is
comprised of payment for leasing lockers and/or volume within the SPACEHAB
Modules and for the integration and operations support services provided to
scientists and researchers responsible for the experiments and/or logistics
supplies for SPACEHAB missions aboard the shuttle system.
The expenses associated with the operations of SPACEHAB are recorded
differently based on the type of expense. Costs of revenue include integration
and operations expenses associated with the performance of two types of
efforts: (i) sustaining engineering in support of all missions under a
contract and (ii) mission specific experiment support. Expenses associated
with sustaining engineering are expensed as incurred. Mission specific
expenses are recorded as an asset and not expensed until the specific Space
Shuttle mission is flown and the related revenue is recognized. Other costs of
revenue include depreciation expense, which is allocated to each SPACEHAB
Module ratably over a ten year useful life. Flight related insurance covering
transportation of the SPACEHAB Modules from SPACEHAB's payload processing
facility to the Space Shuttle, in-flight insurance and third-party liability
insurance are also included in costs of revenue and are recorded at the time a
mission is flown. Marketing, general and administrative, interest, and other
expenses are recognized when incurred.
RESULTS OF OPERATIONS
For the Three Months Ended March 31, 1996 as Compared to the Three Months Ended
March 31, 1995
Revenue. The Company recorded no revenue for the three months ended
March 31, 1996 as compared to $46.1 million for the three months ended March
31, 1995. On March 22, 1996, the Company's SPACEHAB Modules were carried
aboard a Space Shuttle launch under the Company's first mission to the Mir
Space Station. The mission, including all related launch and integration
services, was completed in April 1996, and in accordance with the Company's
revenue recognition policy, revenue from the mission will be recorded in
April 1996. There was one flight completed under the Company's CMAM contract
during the three months ended March 31, 1995 providing revenue of $46.1
million.
Costs of Revenue. Costs of revenue for the quarter ended March 31,
1996 decreased 58.0% to $4.6 million, as compared to $11.0 million for the same
period last year. Integration and operations expenses for the quarter ended
March 31, 1996 decreased 71.5% to $2.5 million, as compared to $8.9 million for
the same period last year. This decrease is attributable to the difference in
flight schedules. Mission specific integration and operations costs of $7.5
million for missions to be completed later in 1996 were recorded as a deferred
asset as of March 31, 1996. Integration and operations costs relating to the
CMAM Contract and the Mir Contract were $.690 million and $1.4 million,
respectively, in the second quarter of fiscal year 1996, as compared with $8.6
million and $.371 million respectively, for the second quarter of fiscal year
1995.
8
<PAGE> 9
Operating Expenses. Operating expenses increased 37.2% during the
three months ended March 31, 1996 to approximately $1.8 million, as compared to
$1.3 million for the three months ended March 31, 1995. There was no research
and development expense during the quarter ended March 31, 1996 as compared to
$0.5 million in research and development expense incurred during the quarter
ended March 31, 1995, associated with the construction of the double module.
Marketing, general and administrative expense increased during the second
quarter of fiscal year 1996 to approximately $1.848 million, as compared to
approximately $.847 million during the same period last year. Components of the
increase in 1996 include increases in salaries and benefits of approximately
$.700 million for additional staff, and accrued severance of $.240 million to a
former officer of the company.
Interest Expense. Interest expense was approximately $.390 million
for the three months ended March 31,. 1996 as compared to approximately $.403
million for the three months ended March 31, 1995. Of this amount,
approximately $.314 million was capitalized to SPACEHAB Module improvements in
progress for the construction of the Company's Double Module as compared with
$.040 million for the same quarter last year. Long term debt outstanding
during the quarter ended March 31, 1996 of approximately $3.1 million owed to
the Insurers was refinanced during fiscal year 1995 with interest bearing debt
carrying an interest rate of 1% per month. An amount of $5.5 million due to
the Insurers remains non-interest bearing and matures in its entirety on August
31, 2001. Amounts outstanding of $21.5 million due to the Insurers during the
quarter ended March 31, 1995 were entirely non-interest bearing.
Net Income/(Loss). Net loss for the quarter ended March 31, 1996 was
($6.0) million, or ($0.55) per share, as compared to net income of $33.2
million, or 5.03 per share for the quarter ended March 31, 1995, primarily
because no revenue was recorded in the quarter ended March 31, 1996 as compared
with $46.1 million in revenue recorded in the quarter ended March 31, 1995.
For the Six Months Ended March 31, 1996 as Compared to the Six Months Ended
March 31, 1995
Revenue. The Company recorded no revenue for the six months ended
March 31, 1996 since there were no Space Shuttle flights carrying SPACEHAB
Modules during that period. For the six months ended March 31, 1995, the
Company recorded approximately $46.1 million in revenue upon completion of the
Company's third CMAM mission.
Costs of Revenue. Costs of revenue for the six months ended March 31,
1996 decreased 41.4% to $8.7 million, as compared to $14.9 million for the same
period last year. Integration and operations expenses for the six months ended
March 31, 1996 decreased 57.3% to $4.6 million, as compared to $10.8 million
for the same period last year. This decrease is attributable to the difference
in flight schedules. Integration and operations costs for the CMAM Contract
and the Mir Contract were $1.5 million and $3.1 million, respectively, in the
first six months of fiscal year 1996, as compared with $10.4 million and $.371
million respectively, for the first six months of fiscal year 1995.
Operating Expenses. Operating expenses decreased 11.8% during the six
months ended March 31, 1996 to approximately $2.7 million, as compared to $3.1
million for the six months ended March 31, 1995. There was $.1 million in
research and development expense during the six months ended March 31, 1996,
associated with an enhanced refrigerator for use on the Company's modules, as
compared to $1.5 million in research and development expense incurred during
the six months ended March 31, 1995, associated with the construction of the
double module. Marketing, general and administrative expense increased 65.2%
during the first six months of fiscal year 1996 to approximately $2.6 million,
as compared to approximately $1.6 million during the same period last year.
Components of the increase in 1996 include increases in salaries and benefits
of approximately $.760 million for additional staff, and accrued severance of
$.240 million to a former officer of the company.
9
<PAGE> 10
Interest Expense. Interest expense was approximately $.960 million
for the six months ended March 31,. 1996 as compared to approximately $.853
million for the six months ended March 31, 1995. Of this amount, approximately
$.534 million was capitalized to SPACEHAB Module improvements in progress for
the construction of the Company's Double Module as compared with $.040 million
for the same period last year.
Net Income/(Loss). Net loss for the six months ended March 31, 1996
was $11.3 million, or $1.38 per share, as compared to net income of $27.1
million, or $4.11 per share for the six months ended March 31, 1995, primarily
because no revenue was recorded in the six months ended March 31, 1996 as
compared with $46.1 million in revenue recorded in the six months ended March
31, 1995.
LIQUIDITY AND CAPITAL RESOURCES
The Company has historically financed its capital expenditures,
research and development and working capital requirements with progress
payments under both the CMAM Contract and the Mir Contract, and proceeds
received from private equity offerings and borrowings under credit facilities.
During the six months ended March 31, 1996, SPACEHAB completed the Offering
which provided the Company with net proceeds of approximately $43.5 million.
Cash Flows From Operating Activities. Cash provided by operations for
the six months ended March 31, 1996 was $9.9 million, as compared to $12.3
million for the six months ended March 31, 1995. Substantially all of this
decrease is the result of a decrease in progress payments received under the
CMAM Contract. Progress payments in the amount of $4.055 million under the
CMAM Contract were received during the first six months of fiscal year 1996, as
compared to $20.058 million for the same period in fiscal year 1995. This
decrease is consistent with the scheduled completion in August 1996 of the CMAM
Contract. This decrease was partially offset during the six months ended March
31, 1996 and 1995 by progress payments of $14.08 million and $.346 million
respectively, received pursuant to the Mir Contract.
Cash Flows from Investing Activities. For the six months ended March
31, 1996 and 1995, cash flows from investing activities consisted only of
capital expenditures of $5.8 million and $1.2 million, respectively.
Substantially all of the expenditures were for the construction and development
of the Company's Double Module, with the exception of approximately $.843
million incurred for additions to the SPACEHAB payload processing facility in
Florida.
Cash Flows from Financing Activities. Cash flows provided from
financing activities were $36.9 million for the six months ended March 31,
1996, as compared to cash used by financing activities of $12.3 million for the
six months ended March 31, 1995. Substantially all of the increase in cash
flows from financing activities is from net proceeds of approximately $43.5
million from the Company's initial public offering. Payments on long term debt
aggregated $9.0 million during the first six months of fiscal year 1996, as
compared to $21.9 million during the same period last year. In December 1995,
payments of $6.5 million, representing 15% of the net proceeds from the
Offering, were made in accordance with certain requirements contained in the
Amended and Restated Credit Agreement with McDonnell Douglas and the Insurers.
An additional $0.443 million was paid to McDonnell Douglas and the Insurers
in January 1996 on the same basis, from the net proceeds of the underwriters'
over allotment exercise.
The Company believes that cash flow from the Offering and from the
1995 Private Placement will be sufficient to meet its cash flow deficit from
operations and other funding requirements for at least the next twelve months.
10
<PAGE> 11
Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
SPACEHAB, INCORPORATED
Date: May 8, 1996 /s/ MARGARET E. GRAYSON
----------- ------------------------
Margaret E. Grayson
Vice President of Finance (CFO)
Treasurer, and Assistant Secretary
(Principal Financial and Accounting
Officer)
11
<PAGE> 12
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
NONE
ITEM 2. CHANGES IN SECURITIES
NONE
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
NONE
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
NONE
ITEM 5. OTHER INFORMATION
NONE
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits. The separate Index to Exhibits accompanying this filing
is incorporated herein by reference.
(b) Reports on Form 8-K. The Company filed Form 8-K, File Number
0-27206 on April 12, 1996 announcing the resignation of Richard Hora.
12
<PAGE> 1
Exhibit 11
SPACEHAB, INCORPORATED
COMPUTATION OF EARNINGS PER COMMON SHARE
<TABLE>
<CAPTION>
Three Months Six Months
Ended March 31, Ended March 31,
1995 1996 1995 1996
----------- ----------- ----------- ------------
<S> <C> <C> <C> <C>
Net Income (Loss) and Adjusted Earnings:
Net income (loss) applicable to common
shareholders used fror primary
computations $33,158,400 $(6,021,749) $27,058,363 $(11,295,360)
=========== ============ =========== =============
Fully diluted adjustments:
Savings in convertible note payable interest expense,
net of tax 20,530 19,228 40,611 38,772
----------- ----------- ----------- ------------
Adjusted net income (loss) applicable to
common shareholders assuming full dilution $33,178,930 $(6,002,521) $27,098,974 $(11,256,588)
=========== ============ =========== =============
Weighted Average Shares and Share
Equivalents Outstanding: 4,908,253 10,999,478 4,908,253 8,179,852
Exercise of options and warrants 16,484 8,196
Assume conversion of preferred stock 1,671,312 1,671,312
----------- ----------- ----------- ------------
Average number of shares of common stock
common stock equivalents used for primary
computation 6,596,049 10,999,478 6,587,761 8,179,852
=========== ============ =========== =============
Fully diluted adjustments (2):
Weighted Average Shares and Share
Equivalents Outstanding: 4,908,253 10,999,478 4,908,253 8,179,852
Assumed exercise of options and warrants 16,484 126,096 8,196 35,638
Assumed conversion of convertible debt 75,000 75,000 75,000 75,000
Assume conversion of preferred stock 1,671,312 1,671,312
----------- ----------- ----------- ------------
Total number of shares assumed to be
outstanding after full dilution 6,671,049 11,200,574 6,662,761 8,290,490
=========== ============ =========== =============
Earnings Per Share:
Income (loss) per common and common equivalent share:
Primary (1) $ 5.03 $ (0.55) $ 4.11 $ (1.38)
=========== ============ =========== =============
Fully Diluted (2): $ 4.97 $ (0.54) $ 4.07 $ (1.36)
=========== ============ =========== =============
</TABLE>
(1) The assumed exercise of options and warrants in periods of net loss are
anti-dilutive and are not included in the computation and presentation of
primary earnings per share.
(2) The assumed exercise of options, warrants, conversion of convertible debt,
and conversion of preferred stock are anti-dilutive but are included in
the calculation of fully dilutive earnings per share in accordance with
Regulation S-K Item 601 (a)(11).
13
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0001001907
<NAME> SPACEHAB, INC.
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> SEP-30-1996
<PERIOD-START> OCT-01-1995
<PERIOD-END> MAR-31-1996
<CASH> 48,008,895
<SECURITIES> 0
<RECEIVABLES> 5,906,143
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 54,224,744
<PP&E> 72,237,261
<DEPRECIATION> 25,858,156
<TOTAL-ASSETS> 134,099,484
<CURRENT-LIABILITIES> 8,177,501
<BONDS> 0
0
0
<COMMON> 79,862,699
<OTHER-SE> (49,390,934)
<TOTAL-LIABILITY-AND-EQUITY> 134,099,484
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 8,737,840
<TOTAL-COSTS> 11,460,473
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 425,404
<INCOME-PRETAX> (11,295,358)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (11,295,358)
<EPS-PRIMARY> (1.38)
<EPS-DILUTED> (1.38)
</TABLE>