<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 10-KSB-A
[X] Annual Report under Section 13 or 15(d) of the Securities Exchange Act of
1934 (Fee Required) for the fiscal year ended March 30, 1996
[ ] Transition report under Section 13 or 15(d) of the Securities Exchange Act
of 1934 (No Fee Required) for the transition period from to ___________
to ___________
Commission File Number: 0-9856
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AM COMMUNICATIONS, INC.
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(Name of small business issuer in its charter)
Delaware 23-1922958
- ------------------------------- ------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
100 Commerce Drive, Quakertown, Pennsylvania 18951-2237
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(Address of principal executive offices) (Zip Code)
Issuer's Telephone Number: (215)-538-8700
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Securities Registered Under Section 12(b) of the Act:
Title of Each Class Name of Each Exchange
on Which Registered
None
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Securities Registered Under Section 12(g) of the Act:
Common Stock, $.10 Par Value
----------------------------
(Title of Class)
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Securities 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_____
Check if there is no disclosure of delinquent filers in response to Item
405 of Regulation S-B is not contained in this form, and no disclosure will be
contained, to the best of Registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form
10-KSB or any amendment to this Form 10-KSB.[ ]
Issuer's revenues for fiscal year ended March 30, 1996 were $8,373,000.
On June 11, 1996, the aggregate market value of Registrant's outstanding
voting (Common) Stock held by non-affiliates, was approximately $10,593,000
(based on the average between the bid and the asked prices of such stock on
that date).
On June 11, 1996, there were 30,962,962 shares of the Registrant's Common
Stock, par value $.10 per share, outstanding.
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AM COMMUNICATIONS, INC.
STATEMENTS OF STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
Senior Convertible
Preferred Stock Common Stock Capital
--------------------- ----------------------- in Excess Accumulated
Shares Amount Shares Amount of Par Deficit
------ ---------- ---------- ----------- ------------- --------------
<S> <C> <C> <C> <C> <C> <C>
Balance,
April 2, 1994 25,825 $2,583,000 24,457,724 $ 2,446,000 $ 28,645,000 $ (31,670,000)
Exercise of
Warrants --- --- 105,000 10,000 37,000 ---
Exercise of
Incentive Stock
Options --- --- 1,667 --- --- ---
Net Income for
Year Ended
April 2, 1995 --- --- --- --- --- 767,000
------ ---------- ---------- ------------ ------------- --------------
Balance,
April 1, 1995 25,825 $2,583,000 24,564,391 $ 2,456,000 $ 28,682,000 $ (30,903,000)
====== ========== ========== =========== ============= ==============
Exercise of
Warrants --- --- 5,848,570 585,000 2,047,000 ---
Exercise of
Incentive Stock
Options --- --- 550,001 55,000 211,000 ---
Net Loss
for Year Ended
March 30, 1996 --- --- --- --- --- (1,101,000)
------ ---------- ---------- ----------- ------------- --------------
Balance,
March 30, 1996 25,825 $2,583,000 30,962,962 $ 3,096,000 $ 30,940,000 $ (32,004,000)
====== ========== ========== =========== ============= ==============
</TABLE>
See Notes to Financial Statements
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AM COMMUNICATIONS, INC.
STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
Fiscal Year Ended
March 30, April 1,
1996 1995
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<S> <C> <C>
Cash Flows from Operating Activities:
Net Income (Loss) $ (1,101,000) $767,000
Adjustments to Reconcile Net (Loss) Income to Net
Cash Provided By (Used In) Operating Activities:
Depreciation and Amortization 372,000 200,000
Changes in Assets and Liabilities Which
Provided (Used) Cash:
Accounts Receivable (777,000) (19,000)
Inventory (974,000) (94,000)
Prepaid Expenses and Other (71,000) (28,000)
Deferred Income Taxes --- (936,000)
Accounts Payable 633,000 315,000
Advances 22,000 17,000
Accrued and Other Expenses (20,000) (5,000)
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Net Cash Used In Operating Activities (1,916,000) 217,000
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Cash Flows From Investing Activities:
Purchase of Equipment and Intangible Assets (396,000) (133,000)
Deferred Software Development Costs --- (218,000)
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Net Cash Used In Investing Activities (396,000) (351,000)
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Cash Flows from Financing Activities:
Exercise of Warrants and Stock Options 2,547,000 47,000
Advance Payment for Warrant Exercise --- 351,000
Proceeds from Issuance of Short Term Debt --- 200,000
Repayments of Short Term Debt --- (200,000)
Payments Under Capital Lease Obligations (25,000) ---
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Net Cash Provided By Financing Activities 2,522,000 398,000
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Net Increase in Cash 210,000 264,000
Cash:
Beginning 454,000 190,000
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Ending $ 664,000 $ 454,000
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Interest Paid $ 9,000 $ 4,000
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Income Taxes Paid $ 37,000 $ 175,000
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Non-Cash Financing Activities:
Equipment Purchased Under Capital Lease $ 198,000 $ ---
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</TABLE>
See Note 4 with respect to conversion of debt to Common and Preferred Stock.
See Notes to Financial Statements
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this amendment to be signed on its behalf by
the undersigned, thereunto duly authorized.
AM COMMUNICATIONS, INC.
By: /s/ Keith D. Schneck
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Keith D. Schneck
President
Date: November 4, 1996
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