<PAGE> 1
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
(Mark One)
[ X ] Quarterly report under Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the quarterly period ended September 30, 2000
[ ] Transition report under Section 13 or 15(d) of the Exchange Act
For the transition period from _________ to _________.
Commission file number: 333-79969
DURASWITCH INDUSTRIES, INC.
(Exact name of Small Business Issuer as Specified in Its Charter)
NEVADA 88-0308867
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
234 S. EXTENSION ROAD,
MESA, ARIZONA 85210
(Address of Principal Executive Office)
(480) 586-3300
(Issuer's Telephone Number, Including Area Code)
(Former Name, Former Address and Former Fiscal Year, if Changed Since Last
Report)
Check whether the issuer: (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 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 [ ]
APPLICABLE ONLY TO ISSUERS INVOLVED IN
BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports required to
be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution
of securities under a plan confirmed by a court.
Yes [ ] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: 9,214,491 shares of common
stock outstanding as of October 31, 2000.
Transitional Small Business Disclosure Format (check one): Yes [ X ]
No [ ]
<PAGE> 2
PART I FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
DURASWITCH INDUSTRIES, INC.
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
ASSETS December 31, 1999 September 30, 2000
(Unaudited)
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 5,884,827 $ 17,492,875
Accounts receivable (net of allowance for doubtful accounts
of $40,000 in 1999 and $20,000 in 2000) 238,393 304,996
Inventory (Note 2) 536,494 405,138
Prepaid expenses and other current assets 235,252 423,746
------------ ------------
Total current assets 6,894,966 18,626,755
------------ ------------
Property and equipment - net (Note 3) 592,411 777,272
Goodwill - net 589,805 535,081
Patents and other assets 160,878 277,091
Prepaid other expenses -- 163,143
------------ ------------
Total assets $ 8,238,060 $ 20,379,342
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 242,551 $ 111,203
Accrued salaries and benefits 462,014 390,711
Accrued expenses and other current liabilities 228,176 158,349
Deferred licensing revenue (Note 4) -- 524,894
Line of credit 75,000 --
Current portion of notes and capital leases payable 234,893 39,657
------------ ------------
Total current liabilities 1,242,634 1,224,814
------------ ------------
LONG-TERM LIABILITIES:
Notes payable 63,985 --
Capital leases payable 60,713 60,129
Deferred licensing revenue (Note 4) -- 2,285,707
------------ ------------
Total long-term liabilities 124,698 2,345,836
------------ ------------
------------ ------------
Total liabilities 1,367,332 3,570,650
------------ ------------
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Common stock, $.001 par value, 40,000,000 shares authorized in
1999 and 2000, 7,495,594 and 9,206,384 shares issued and
outstanding in 1999 and 2000, respectively 7,496 9,207
Preferred stock, $.001 par value, 10,000,000 shares authorized,
no shares issued and outstanding
Additional paid-in capital 13,273,927 25,945,039
Accumulated deficit (6,263,432) (9,145,554)
Note receivable (147,263) --
------------ ------------
Total stockholders' equity 6,870,728 16,808,692
------------ ------------
------------ ------------
TOTAL $ 8,238,060 $ 20,379,342
============ ============
</TABLE>
See notes to consolidated financial statements.
<PAGE> 3
DURASWITCH INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30, September 30, September 30,
1999 2000 1999 2000
<S> <C> <C> <C> <C>
Product revenue $ 442,983 $ 364,073 $ 1,300,762 $ 1,519,336
Licensing revenue (Note 4) -- 238,298 -- 312,819
-----------------------------------------------------------------------------------------------------------------------------------
Net revenue 442,983 602,371 1,300,762 1,832,155
Product cost of goods sold 524,065 401,724 1,526,670 1,626,970
Licensing cost of goods sold -- 27,672 -- 30,939
-----------------------------------------------------------------------------------------------------------------------------------
Total cost of goods sold 524,065 429,396 1,526,670 1,657,909
-----------------------------------------------------------------------------------------------------------------------------------
Gross (loss) profit (81,082) 172,975 (225,908) 174,246
-----------------------------------------------------------------------------------------------------------------------------------
Operating expenses :
Selling, general and administrative 541,415 761,073 1,348,495 2,176,171
Research and development 182,558 479,231 433,670 1,302,516
-----------------------------------------------------------------------------------------------------------------------------------
Total operating expenses 723,973 1,240,304 1,782,165 3,478,687
Loss from operations (805,055) (1,067,329) (2,008,073) (3,304,441)
Interest income 33,481 287,455 81,616 454,402
Other income (expense) (25,016) (16,176) (74,418) (32,083)
-----------------------------------------------------------------------------------------------------------------------------------
Other income (expense) - net 8,465 271,279 7,198 422,319
-----------------------------------------------------------------------------------------------------------------------------------
Net loss $ (796,590) $ (796,050) $(2,000,875) $(2,882,122)
===================================================================================================================================
Net loss per commons hare, basic and diluted $ (0.13) $ (0.09) $ (0.36) $ (0.35)
Weighted average shares outstanding,
basic and diluted 6,147,580 9,206,384 5,541,136 8,163,886
</TABLE>
<PAGE> 4
DURASWITCH INDUSTRIES, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
NINE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30, 1999 SEPTEMBER 30, 2000
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $(2,000,875) $ (2,882,122)
Adjustments to reconcile net loss to net cash used in
operating activities :
Depreciation and amortization 153,401 228,133
Gain on sale of equipment (12,500) 4,295
Stock option compensation expense 10,093 --
Issuance of stock for services 8,500 --
Changes in operating assets and liabilities :
Accounts receivable (95,728) (66,603)
Inventory (251,737) 131,356
Prepaid expenses and other current assets (71,989) (148,494)
Accounts payable (15,705) (131,348)
Accrued salaries and benefits 140,082 (71,303)
Accrued expenses and other current liabilities 78,780 (69,827)
Deferred licensing revenue -- 2,810,601
----------- ------------
Net cash used in operating activities (2,057,678) (195,312)
----------- ------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Increase in patents and other assets (1,521) (291,449)
Loan to employee -- (40,000)
Loan to Camplex/Concept W Corporation (150,000) --
Proceeds from sale of equipment 12,500 --
Purchases of property and equipment (328,501) (315,672)
----------- ------------
Net cash used in investing activities (467,522) (647,121)
----------- ------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net proceeds from sale of stock 9,397,098 11,538,485
Proceeds from note receivable -- 147,263
Proceeds from issuance of warrants and options -- 1,134,338
Principal payments on notes payable and capital leases (238,358) (294,605)
Proceeds from notes payable to shareholders 450,000 --
Net (decrease) increase in line of credit 75,000 (75,000)
Net change in loans from officers (40,281) --
----------- ------------
Net cash provided by financing activities 9,643,459 12,450,481
----------- ------------
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 7,118,259 11,608,048
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 143,860 5,884,827
----------- ------------
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 7,262,119 $ 17,492,875
=========== ============
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION -
Cash paid for interest $ 61,602 $ 36,476
SUPPLEMENTAL DISCLOSURE OF NONCASH ACTIVITIES:
Acquisition of equipment through capital lease 57,873 34,800
Reduction of debt in connection with exercise of warrants 175,000
</TABLE>
<PAGE> 5
NOTES TO THE INTERIM FINANCIAL STATEMENTS
NOTE 1:
BASIS OF PRESENTATION
The accompanying interim financial statements have been prepared by us in
accordance with the rules and regulations of the Securities and Exchange
Commission for interim reporting. Accounting policies utilized in the
preparation of financial information herein presented are the same as set forth
in our annual financial statements. Certain disclosures and information normally
included in financial statements have been condensed or omitted. In the opinion
of the management of the Company, these financial statements contain all
adjustments (consisting only of normal recurring adjustments) necessary for a
fair presentation of the interim financial statements. Interim results of
operations are not necessarily indicative of the results of operations for the
full year.
NOTE 2:INVENTORIES
<TABLE>
<CAPTION>
DECEMBER 31, SEPTEMBER 30,
1999 2000
<S> <C> <C>
Inventories consist of the following:
Raw materials $ 252,121 $ 192,295
Work in process 204,729 136,630
Finished goods 99,644 96,213
--------- ---------
Subtotal 556,494 425,138
--------- ---------
Less reserve for obsolete inventory (20,000) (20,000)
Total $ 536,494 $ 405,138
========= =========
</TABLE>
NOTE 3:PROPERTY AND EQUIPMENT
<TABLE>
<CAPTION>
DECEMBER 31, SEPTEMBER 30,
1999 2000
<S> <C> <C>
Property and Equipment consist of the following:
Computer equipment $ 207,110 $ 395,118
Other machinery and equipment 335,835 391,591
Leasehold improvements 150,335 227,861
Office furniture and fixtures 75,663 100,550
--------- -----------
Subtotal 768,943 1,115,120
--------- -----------
Less accumulated depreciation (176,532) (337,848)
--------- -----------
Total $ 592,411 $ 777,272
========= ===========
</TABLE>
NOTE 4:
DELPHI AUTOMOTIVE SYSTEMS TRANSACTIONS
On May 18, 2000, Delphi paid us the $4.0 million cash for the exclusive
licensing fee, warrant and option. A valuation, using the Black-Scholes model,
of approximately $1.15 million for the warrant sold and the option executed with
Delphi on April 20, 2000 was recorded as equity on our books. We will similarly
report that amount as equity for tax purposes and therefore that portion of the
$4 million will be non-taxable. The $1.15 million valuation was applied against
the original $4.0 million licensing fee received and the remaining $2.85 million
will be recognized over the 7-year initial term of the license agreement.
On April 20, 2000, we executed a short-term option agreement with Delphi
to purchase 1,651,846 million shares of non-registered common stock at $7.00 per
share. On June 19, 2000, Delphi exercised this call option to acquire 1,651,846
shares of Duraswitch common stock at $7.00 per share, representing approximately
18 percent of Duraswitch outstanding shares.
<PAGE> 6
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND RESULTS
OF OPERATIONS.
The accompanying discussions and analysis of financial condition and
results of operations is based on the consolidated financial statements of the
Company, which are included elsewhere in this Quarterly Report on Form 10-QSB.
Certain statements in this Form 10-QSB constitute "forward-looking statements"
as that term is defined under the Private Securities Reform Act of 1995 (the
"Act") and the Securities and Exchange Commission. The words "believe",
"expect", "anticipate", "intend", "estimate", and other expressions which are
predications of or indicate future events and trends and which do not relate to
historical matters identify forward-looking statements. Reliance should not be
placed on forward-looking statements because they involve known and unknown
risk, uncertainties and other factors, which may cause the actual results,
performance or achievement of Duraswitch to differ materially from anticipated
future results, performance or achievements expressed or implied by such
forward-looking statements. Duraswitch undertakes no obligation to publicly
update or revise any forward-looking statements, whether as a result of new
information, future events or otherwise.
RESULTS OF OPERATIONS
We are in the process of transitioning our business to license our patented
technologies, as opposed to our 1999 emphasis of using our technologies to
manufacture and sell switch panels ourselves.
THREE MONTHS ENDED SEPTEMBER 30, 2000 VS. THREE MONTHS ENDED SEPTEMBER 30, 1999
Net Sales:
We recorded net sales of $602,371 for the three months ended September 30,
2000, the "2000 Quarter", compared to $442,983 for the three months ended
September 30, 1999, the "1999 Quarter". Licensing revenue for the 2000 Quarter
was $238,298. Product sales for the 2000 Quarter for switch panels produced with
Duraswitch technology was $364,073, most of these product sales were for initial
prototype production and low volume production runs. Many of our past switch
customers are being transitioned to licensees. Many of our past switch customers
are being transitioned to licensees. Delphi Automotive Systems accounted for
approximately 24% of our revenue for the Quarter, of which 17% was from deferred
license revenue.
Cost of Goods Sold:
Cost of goods sold was $429,396 for the 2000 Quarter, compared to $524,065
for the 1999 Quarter. Licensing and product cost of goods sold for the 2000
Quarter were $27,672 and $401,724, respectively. The decrease in overall cost of
goods sold was primarily due to high gross margins associated with our licenses
and decreased manufacturing overhead.
Selling, General and Administrative expenses:
Selling, general and administrative expenses were $761,073 for the 2000
Quarter, compared to $541,415 for the 1999 Quarter. The increase in selling,
general and administrative expenses was primarily due to travel costs and
developing a managerial level infrastructure to implement and heighten the
awareness of our licensing program, conducting licensee training, drafting and
negotiating of technology licensing agreements. We have also incurred costs in
the 2000 Period related to being a reporting public company.
Research and Development:
Research and development expenses were $479,231 for the 2000 Quarter,
compared to $182,558 for the 1999 Quarter. The increased costs were attributed
to additional engineering personnel and increased facilities resources for
modeling, development and testing of new product applications for our patented
technologies.
Loss from Operations:
As a result of the factors described above, loss from operations increased
to $1,067,329 for the 2000 Quarter, compared to $805,055 for the 1999 Quarter.
Other Income/Expense:
Net other income was $271,279 for the 2000 Quarter, compared to $8,465 for
the 1999 Quarter. The increased income resulted from the investment of increased
cash balances attributable to the exclusive license agreement for the automotive
industry and equity transactions with Delphi Automotive Systems.
Net Loss:
As a result of the factors described above, net loss was $796,050 for the
2000 Quarter, compared to $796,590 for the 1999 Quarter.
<PAGE> 7
NINE MONTHS ENDED SEPTEMBER 30, 2000 VS. NINE MONTHS ENDED SEPTEMBER 30, 1999
Net Sales:
We recorded net sales of $1,832,155 for the nine months ended September
30, 2000, the "2000 Period", compared to $1,300,762 for the nine months ended
September 30, 1999, the "1999 Period". Licensing revenue for the 2000 Period was
$312,819. Product sales for the 2000 Period for switch panels produced with
Duraswitch technology were $1,519,336. These product sales were for initial
prototype production and low volume production runs. Many of our past switch
customers are being transitioned to licensees. Delphi Automotive Systems
accounted for approximately 13% of our revenue for the Period, of which 9% was
from deferred license revenue.
Cost of Goods Sold:
Cost of goods sold was $1,657,909 for the 2000 Period, compared to
$1,526,670 for the 1999 Period. Licensing and product cost of goods sold for the
2000 Period were $30,939 and $1,626,970, respectively. The increase in overall
cost of goods sold was primarily due to increased sales, manufacturing overhead
and application engineering costs. The setup costs and low volume purchasing for
prototype quantities, which also drove up costs, were partially offset by high
gross margin associated with our licenses.
Selling, General and Administrative expenses:
Selling, general and administrative expenses were $2,176,171 for the 2000
Period, compared to $1,348,495 for the 1999 Period. The increase in selling,
general and administrative expenses was primarily due to travel costs and
developing a managerial level infrastructure to implement and heighten the
awareness of our licensing program, conducting licensee training, drafting and
negotiating of technology licensing agreements. We have also incurred costs in
the 2000 Period related to being a reporting public company.
Research and Development:
Research and development expenses were $1,302,516 for the 2000 Period,
compared to $433,670 for the 1999 Period. The increased costs were attributed to
additional engineering personnel, and facilities resources for modeling,
development and testing of new product applications for our patented
technologies.
Loss from Operations:
As a result of the factors described above, loss from operations increased
to $3,304,441 for the 2000 Period, compared to $2,008,873 for the 1999 Period.
Other Income/Expense:
Net other income was $422,319 for the 2000 Period, compared to $7,198 for
the 1999 Period. The increased income resulted from the investment of cash
balances attributable to the exclusive license agreement for the automotive
industry and equity transactions with Delphi Automotive Systems.
Net Loss:
As a result of the factors described above, net loss was $2,882,122 for
the 2000 Period, compared to $2,000,875 for the 1999 Period.
LIQUIDITY AND CAPITAL RESOURCES
The current ratio on September 30, 2000 was 15.2 to 1, compared to 5.5 to
1 on December 31, 1999. Working capital on September 30, 2000 was $17,401,941,
compared to $5,652,332 on December 31, 1999. The increase in working capital is
attributable to the execution of the exclusive license agreement for the
automotive industry and equity transactions with Delphi Automotive Systems.
Net cash used by operating activities for the 2000 Period was $195,312,
which consisted primarily of net operating losses offset by proceeds from the
exclusive license agreement with Delphi Automotive Systems.
Net cash used in investing activities for the 2000 Period was $647,121,
which was used primarily for purchasing office and computer equipment as well as
costs associated with our patents and patents pending.
Net cash provided by financing activities for the 2000 Period was
$12,450,481, consisting primarily of net proceeds from the sale of stock of
$11,538,485, proceeds from the sale of a warrant and an option for $1,134,338
and was offset by payments of $369,605 to payoff our bank line of credit and
notes payable and monthly capital lease payments.
<PAGE> 8
During the nine months ended September 30, 2000, we entered into a capital
lease for $34,800 for the purchase of property and equipment. As of September
30, 2000, future principal payments under our existing capital leases were
approximately $100,000. These capital leases bear interest at rates ranging from
13.29% to 24.0%.
At December 31, 1999, we had approximately $5,650,000 in net operating
loss carry forwards available for federal income tax purposes. We have not
recognized any benefit from these operating loss carry forwards, which are
subject to significant restriction under current tax law and begin to expire in
2011.
On August 26, 1999, the Company filed a registration statement with the
Securities and Exchange Commission to issue 2,000,000 shares of the Company's
common stock at $5.00 per share. The offering was concluded after all shares
available were sold. The underwriter of the stock offering was Roth Capital
Partners (formerly Cruttenden Roth). The net proceeds from the offering were
$8,196,312, which is net of $1,803,688 in costs paid by the Company related to
the offering. As of September 30, 2000, the net proceeds have been used for the
following: research and development of $1,735,438, purchases of capital assets
of $538,620, repayment of indebtedness of $382,964, repayment of the bank line
of credit of $158,670, and sales and marketing, general corporate and working
capital of $5,380,620, of which $1,528,786 from the net proceeds remains in
cash.
We have experienced significant operating losses since our inception. We
expect our capital expenditure and working capital requirements in the
foreseeable future to increase depending on the rate of our expansion, our
operating results, and other adjustments in our operating plan as needed in
response to unexpected events. We believe our current cash and cash equivalents
will be sufficient to meet our anticipated cash needs for working capital,
capital expenditures and required debt payments through at least the next twelve
months.
NEW ACCOUNTING STANDARDS - In December 1999, the Securities and Exchange
Commission (the "SEC") issued the Staff Accounting Bulletin ("SAB") No. 101,
Revenue Recognition in Financial Statements. Subsequently, the SEC issued
amendments A and B to SAB No. 101. The second amendment delays the
implementation of SAB 101 until the fourth fiscal quarter of fiscal years
beginning after December 15, 1999. The Company does not believe that adopting
SAB No. 101 will have a material effect on its financial position and results of
operation when such statement is adopted.
NEW ACCOUNTING STANDARDS - In June 1998, the Financial Accounting Standards
Board ("FASB") issued SFAS No. 133, Accounting for Derivative Instruments and
Hedging Activities, which was to be effective for fiscal years beginning
after June 15, 1999. Subsequently, the FASB issued SFAS No. 137, Accounting
for Derivative Instruments and Hedging Activities - Deferral of the Effective
Date of FASB Statement No. 133 - An Amendment of FASB No. 133, which delays
the implementation of SFAS No. 133 for one year. Management has concluded
that there is no material impact that will result from adopting SFAS No.
133.
PART II
OTHER INFORMATION
ITEM 5. OTHER INFORMATION.
On October 11, 2000, we began trading under symbol DSWT on the Nasdaq
Nation Market System and ceased trading under the symbol DRA on the American
Stock Exchange.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits.
See attached exhibit list.
(b) Reports on Form 8-K.
None
<PAGE> 9
SIGNATURES
Pursuant to the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
DuraSwitch Industries, Inc.
------------------------------------------
(Registrant)
Date: November 7, 2000 By: /s/ R. Terren Dunlap
------------------------------------------
R. Terren Dunlap, Chief Executive Officer and
Chairman of the Board (Principal
Executive Officer)
Date: November 7, 2000 By: /s/ Robert J. Brilon
------------------------------------------
Robert J. Brilon, President, Chief Financial
Officer, Secretary and Treasurer
(Principal Financial and Accounting Officer)
<PAGE> 10
EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit
No. Description Incorporated by Reference to: Filed Herewith:
--- ----------- ----------------------------- ---------------
<S> <C> <C> <C>
3.1 Amended and Restated Form SB-2 filed with the SEC
Articles of Incorporation of Registrant on August 26, 1999
3.2 Amended and Restated Bylaws Form 10-QSB filed with SEC on
November 15, 1999
4.1 Articles 3, 4, 5, and 7 of the Form SB-2 filed with the SEC
Amended and Restated on August 26, 1999
Articles of Incorporation of
DuraSwitch Industries, Inc.
(included in Exhibit 3.1)
4.2 Articles II, III, and VII of the Form SB-2 filed with the SEC
Amended and Restated on August 26, 1999
Bylaws of DuraSwitch
Industries, Inc.
(included in Exhibit 3.2)
4.3 Specimen Common Stock Form SB-2 filed with the SEC
Certification on August 26, 1999
10.1 Employment and Separation Form SB-2 filed with the SEC on
Agreement dated May 1, 1997 August 26, 1999
by and between Registrant and
R. Terren Dunlap
10.1.1 July 30, 1999 Amendment to Form SB-2 filed with the SEC on
R. Terren Dunlap Employment August 26, 1999
Separation Agreement
10.2 Employment and Separation Form SB-2 filed with the SEC on
Agreement dated May 1, 1997 August 26, 1999
by and between Registrant and
Anthony J. Van Zeeland
10.2.1 July 30, 1999 Amendment to Form SB-2 filed with the SEC on
Anthony J. Van Zeeland Employment August 26, 1999
Separation Agreement
10.3 Employment and Separation Form SB-2 filed with the SEC on
Agreement dated November 20, 1998 August 26, 1999
by and between DuraSwitch Industries,
Inc. and J. Thomas Webb
</TABLE>
<PAGE> 11
<TABLE>
<S> <C> <C> <C>
10.4 Employment and Form SB-2 filed with the SEC on
Separation Agreement dated August 26, 1999
November 20, 1998 by and between
DuraSwitch Industries, Inc.
and Robert J. Brilon
10.4.1 Addendum #1 to Employment and Form 10-KSB filed with SEC on
Separation Agreement dated March 30, 2000
November 20, 1998 by and between
DuraSwitch Industries, Inc.
and Robert J. Brilon
10.5 Registrant's 1997 Stock Option Plan Form SB-2 filed with the SEC on
August 26, 1999
10.6 Form of Grant Letter pursuant to 1997 Form SB-2 filed with the SEC on
Stock Option Plan August 26, 1999
10.7 Registrant's 1999 Stock Option Plan Form SB-2 filed with the SEC on
August 26, 1999
10.8 Form of Representative's Warrants Form SB-2 filed with the SEC on
August 26, 1999
10.9 Series A Convertible Stock and Warrant Form SB-2 filed with the SEC on
Purchase Agreement dated June 30, August 26, 1999
1998 by and among DuraSwitch
Industries, Inc. and Blackwater
Capital Partners, L.P. and
Blackwater Capital Group, L.L.C.
10.10 Registration Rights Agreement dated Form SB-2 filed with the SEC on
June 30, 1998, by and between August 26, 1999
DuraSwitch Industries, Inc. and
Blackwater Capital Group, L.L.C.
10.11 Registration Rights Agreement dated Form SB-2 filed with the SEC on
June 30, 1998, by and between August 26, 1999
DuraSwitch Industries, Inc. and
Blackwater Capital Partners, L.P.
10.12 Letter agreement dated May 14, 1998, Form SB-2 filed with the SEC on
as amended July 14, 1998, by and August 26, 1999
between DuraSwitch Industries, Inc.
and Duff & Phelps Securities, LLC
10.12A Agreement to terminate dated Form 10-QSB filed with SEC on
September 13, 1999 between November 15, 1999
DuraSwitch Industries, Inc.
and Duff & Phelps Securities, LLC
</TABLE>
<PAGE> 12
<TABLE>
<S> <C> <C> <C>
10.13 Promissory Note of DuraSwitch Form SB-2 filed with the SEC on
Industries, Inc. dated January 30, August 26, 1999
1998, and amended December 31, 1998,
in The aggregate amount of $164,000
Payable to Anthony G. Shumway
10.14 Warrant to Purchase 42,871 shares Form SB-2 filed with the SEC on
of Common Stock of DuraSwitch August 26, 1999
Industries, Inc. issued June 30, 1998
and held by Duff & Phelps Securities,
LLC
10.15 Standard Sublease dated October 15, Form SB-2 filed with the SEC on
1998, as amended February 2 ,1999, August 26, 1999
by and between 234 South Extension,
L.L.C. and DuraSwitch Industries, Inc.
10.16 Management Services Agreement Form SB-2 filed with the SEC on
dated May 1, 1997 by and between August 26, 1999
Total Switch, Inc. and VanDun, LLC
10.17 Agreement for Assignment of Present Form SB-2 filed with the SEC on
and Future Inventions in Certain August 26, 1999
Subject Matter dated May 1, 1997 by
And between Total Switch, Inc. and
Anthony J. Van Zeeland
10.18 Ericsson, Inc. purchase order dated Form SB-2 filed with the SEC on
April 7, 1999 (portions of the exhibit August 26, 1999
have been omitted pursuant to a
request for confidential treatment)
10.18.1 Cancellation of Ericsson, Inc. Form 10-KSB filed with the SEC on
purchase order dated April 7, 1999 March 30, 2000
10.19.1 Licensing Agreement between Delphi Form 8-K filed with the SEC on
Automotive Systems LLC and April 26, 2000.
DuraSwitch Industries Inc
dated April 20, 2000
10.19.2 Option Agreement between Delphi Form 8-K filed with the SEC on
Automotive Systems LLC and July 12, 2000.
DuraSwitch Industries Inc
dated April 20, 2000
10.20 Registrant's 2000 Stock Option Plan Proxy Statement filed with the SEC on
May 12, 2000
27 Financial Data Schedule X
</TABLE>
