<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
AMENDMENT #1
(Mark One)
[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
[_] 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 1-8402
---------
IRVINE SENSORS CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 33-0280334
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
3001 Redhill Avenue, Costa Mesa, California
(Address of principal executive offices)
92626
(Zip Code)
(714) 549-8211
(Registrant's telephone number, including area code)
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
----- -----
As of March 31, 1996 there were 16,377,900 shares of Common Stock
outstanding.
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
--------------------
IRVINE SENSORS CORPORATION
CONSOLIDATED BALANCE SHEET
<TABLE>
<CAPTION>
March 31, October 1,
1996 1995
------------- -------------
<S> <C> <C>
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 9,704,200 $ 4,367,100
Accounts receivable, net of allowances of $10,000 2,151,600 2,388,000
Inventory 5,699,000 2,930,900
Prepaid expenses 125,500 241,500
------------ ------------
Total current assets 17,680,300 9,927,500
------------ ------------
Equipment, furniture and fixtures, net 6,069,500 5,649,600
Other assets 127,900 32,100
------------ ------------
$ 23,877,700 $ 15,609,200
============ ============
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 970,000 $ 1,302,500
Accrued expenses 683,200 671,500
Deferred revenues 2,248,200 1,365,000
Notes payable and current portion of long-term debt 119,000 206,400
------------ ------------
Total current liabilities 4,020,400 3,545,400
------------ ------------
Commitment to employee retirement plan 314,900 -
------------ ------------
Long-term debt 39,800 78,000
------------ ------------
Deferred royalties payable - affiliated company 123,200 123,200
------------ ------------
Preferred stock of consolidated subsidiary 118,500 118,500
------------ ------------
Convertible subordinated debentures 11,100,000 2,250,000
------------ ------------
SHAREHOLDERS' EQUITY:
Preferred stock, $0.01 par value, 500,000 shares authorized;
9,354 shares Series B Convertible Cumulative
Preferred issued and outstanding; aggregate liquidation
preference of $238,500 100 100
5,659 shares Series C Convertible Cumulative
Preferred issued and outstanding; aggregate liquidation
preference of $271,700 100 100
Common stock, $0.01 par value, 40,000,000 shares authorized;
16,377,900 and 15,566,800 shares issued and outstanding 163,800 155,700
Common stock warrants and unit warrants;
269,200 issued and outstanding - -
Paid-in capital 34,223,600 28,127,400
Accumulated deficit (26,226,700) (18,789,200)
------------ ------------
Total shareholders' equity 8,160,900 9,494,100
------------ ------------
$ 23,877,700 $ 15,609,200
============ ============
</TABLE>
See Accompanying Condensed Notes to Consolidated Financial Statements.
2
<PAGE>
IRVINE SENSORS CORPORATION
CONSOLIDATED STATEMENT OF OPERATIONS
<TABLE>
<CAPTION>
13 Weeks Ended 26 Weeks Ended
-------------------------- ---------------------------
March 31, April 2, March 31, April 2,
1996 1995 1996 1995
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Revenues $ 2,045,700 $ 1,762,900 $ 4,552,200 $ 3,322,300
Other - 41,200 72,000 41,200
----------- ----------- ----------- -----------
Total revenues 2,045,700 1,804,100 4,624,200 3,363,500
Cost and expenses:
Cost of revenues 2,300,100 1,610,800 4,913,700 3,086,700
General and administrative 1,026,000 643,100 1,895,500 1,164,100
Research and development 446,500 384,700 818,900 666,400
----------- ----------- ----------- -----------
3,772,600 2,638,600 7,628,100 4,917,200
----------- ----------- ----------- -----------
Loss from operations (1,726,900) (834,500) (3,003,900) (1,553,700)
Interest expense (46,100) (2,800) (80,600) (2,800)
Interest income 6,300 19,000 45,500 60,900
Non-cash interest expense
related to Convertible Debentures (4,396,700) - (4,396,700) -
----------- ----------- ----------- -----------
Loss before provision
for income taxes (6,163,400) (818,300) (7,435,700) (1,495,600)
----------- ----------- ----------- -----------
Provision for income taxes 900 - 1,800 900
----------- ----------- ----------- -----------
Net loss $(6,164,300) $ (818,300) $(7,437,500) $(1,496,500)
=========== =========== =========== ===========
Net loss per common and
common equivalent share $ (0.38) $ (0.06) $ (0.46) $ (0.10)
=========== =========== =========== ===========
Weighted average number
of shares outstanding 16,183,200 14,836,400 16,015,700 14,811,300
=========== =========== =========== ===========
</TABLE>
See Accompanying Condensed Notes to Consolidated Financial Statements.
3
<PAGE>
IRVINE SENSORS CORPORATION
CONSOLIDATED STATEMENT OF CASH FLOWS
<TABLE>
<CAPTION>
26 Weeks Ended
---------------------------------------------------------
March 31, 1996 April 2, 1995
--------------------------- --------------------------
<S> <C> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Cash received from customers $ 4,860,600 $ 2,719,800
Cash paid to suppliers and employees (8,660,500) (4,852,400)
Interest received 45,500 60,900
Interest paid (78,200) (2,800)
Income taxes paid (1,800) (900)
----------- -----------
Net cash used in operating activities $(3,834,400) $(2,075,400)
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital facilities and equipment expenditures (1,260,500) (1,733,300)
Decrease in marketable securities - 4,447,500
----------- -----------
Net cash (used in) provided by investing activities (1,260,500) 2,714,200
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of convertible
subordinate debentures 10,330,300 -
Proceeds from long-term debt 13,200 152,600
Principal payments under notes payable
and capital lease obligations (138,800) (36,200)
Proceeds from common stock issued 227,300 51,300
----------- -----------
Net cash provided by financing activities 10,432,000 167,700
----------- -----------
Net increase in cash and cash equivalents 5,337,100 806,500
Cash and cash equivalents at beginning of period 4,367,100 437,300
----------- -----------
Cash and cash equivalents at end of period $ 9,704,200 $ 1,243,800
=========== ===========
RECONCILIATION OF NET LOSS TO NET CASH USED IN OPERATING ACTIVITIES:
Net loss $(7,437,500) $(1,496,500)
Adjustments to reconcile net loss to
net cash used in operating activities:
Non-cash interest expense related
to Convertible Debentures $ 4,396,700
Depreciation and amortization 840,600 $ 465,200
Commitment to employee retirement plan 314,900 124,900
Common stock contributed to employee
retirement plan - 117,800
Decrease (increase) in accounts receivable 236,400 (643,700)
Increase in inventory (2,768,100) (559,200)
Decrease (increase) in prepaid expenses
and other assets 20,200 (16,500)
Decrease in accounts payable and accrued expenses (320,800) (1,600)
Increase (decrease) in deferred revenues 883,200 (65,800)
----------- -----------
Total adjustments 3,603,100 (578,900)
----------- -----------
Net cash used in operating activities $(3,834,400) $(2,075,400)
=========== ===========
NON-CASH INVESTING AND FINANCING ACTIVITIES:
Commitment to employee retirement plan $ 314,900 $ 242,700
=========== ===========
Capitalized lease obligations $ 13,200 $ 152,600
=========== ===========
Capital facilities and equipment $ - $ 41,200
=========== ===========
Non-cash interest expense related to
Convertible Debentures $ 4,396,700 $ -
=========== ===========
</TABLE>
See Accompanying Condensed Notes to Consolidated Financial Statements.
4
<PAGE>
IRVINE SENSORS CORPORATION
CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 - GENERAL
The information contained in the following Condensed Notes to Consolidated
Financial Statements is condensed from that which would appear in the annual
consolidated financial statements; accordingly, the consolidated financial
statements included herein should be reviewed in conjunction with the
consolidated financial statements and related notes thereto contained in the
1995 Annual Report to Shareholders of Irvine Sensors Corporation (the
"Company"). It should be understood that accounting measurements at interim
dates inherently involve greater reliance on estimates than at year end. The
results of operations for the interim periods presented are not necessarily
indicative of the results expected for the entire year.
The consolidated financial information as of March 31, 1996 and April 2, 1995
included herein is unaudited but includes all normal recurring adjustments
which, in the opinion of management of the Company, are necessary to present
fairly the consolidated financial position of the Company at March 31, 1996, the
results of its operations for the 13 and 26 week periods ended March 31, 1996
and April 2, 1995 and its cash flows for the 26 week periods ended March 31,
1996 and April 2, 1995.
The consolidated financial statements include the accounts of Irvine Sensors
Corporation and its wholly owned subsidiaries Carson Alexiou Corporation ("CAC")
and Novalog, Inc. ("Novalog"). All significant intercompany transactions have
been eliminated in consolidation.
NOTE 2 - INVENTORY
Title to all inventories remains with the Company. Inventoried materials and
costs relate to work-in-process on serial infrared communication chips,
customers' orders, generic module parts and memory stacks which the Company
anticipates it will sell to customers. Such inventoried costs are stated
generally at the total of the direct production costs including overhead.
Inventory valuations do not include general and administrative expenses and are
valued at the lower of cost or market.
NOTE 3 - CONVERTIBLE SUBORDINATED DEBENTURES
In conjunction with the fiscal 1995 private financing of $2.25 million of 8
percent convertible subordinated debentures (the "Debentures"), the Company
issued an additional $500,000 of Debentures in October 1995 to institutional
investors in Europe. The gross proceeds less expenses were added to the
Company's general funds. During the 26 week period of fiscal 1996, the Company,
at the request of bond holders, converted the entire $2.75 million of
outstanding Debentures at varying rates into 509,400 shares of the Company's
common stock which were subsequently registered.
In a private financing during February and March 1996, the Company issued
$11.1 million of 8 percent convertible subordinated debentures due in 1998, to
institutional and private investors in Canada and Europe. The Debentures are
convertible into shares of common at varying rates which are contingent upon the
closing bid prices of the common stock. The Company shall have the right to
demand conversion of the Debentures at any time after March 1997. Interest is
payable semi-annually on September 30 and March 31 of each year. The debentures
are subordinated to prior payment of bank indebtedness of the Company. The
gross proceeds less expenses were added to the Company's general funds. There
are no restrictions on the use of these funds. The Company has filed a
registration statement to register the shares underlying the Debentures.
The Company originally accounted for its convertible debentures in accordance
with APB 14, "Accounting for Convertible Debt and Debt Issued with Stock
Purchase Warrants". However the Securities and Exchange Commission ("SEC") staff
has indicated that convertible debt instruments which are convertible at a
discount from market should be accounted for by treating the maximum discount as
interest expense with an offset to paid in capital. In November 1997, the
Company was advised that past issuers of such securities have recently restated
prior financial statements to comport with the SEC view. In conformance
therewith, the Company has calculated non-cash interest expense of $4,396,700
with a like amount added to paid-in capital in the second quarter of fiscal
1996. The Company also recorded a non-cash interest expense of $1,101,700 in the
fourth quarter of fiscal 1995 as a result of issuing debentures in fiscal 1995
which were convertible at a discount from the market price of the common stock.
Because of the offsetting nature of these entries, Shareholders' equity remains
unchanged.
NOTE 4 - ISSUANCE OF COMMON STOCK
During the 26 week period of fiscal 1996, the Company issued 222,000 shares
of common stock to four employees, one of whom is a director and three non-
employee directors upon exercise of options granted under the Company's Stock
Option Plans. The Company also issued 79,700 shares of common stock to its
foreign
5
<PAGE>
investment banker upon exercise of common stock purchase warrants. The net
proceeds of $227,300 were added to the Company's general funds.
NOTE 5 - RELATED PARTY TRANSACTIONS
In April 1980, the Company entered into an agreement with R&D Leasing Ltd.,
(RDL), a limited partnership in which the Company's Chairman and a Senior Vice-
President are general partners with beneficial interests, to design an
electronic circuit, to develop certain fabrication processes and to build
equipment for testing electronic integrated circuits. In connection with the
development of the electronic test equipment under the RDL agreement, certain
other proprietary fabrication processes were developed to which RDL retained
ownership. Upon the occurrence of certain specified events, such as the use of
patented fabrication processes in connection with contracts, the agreement with
RDL provides that the Company will pay RDL a royalty fee based on a percentage
of revenues from sales of the basic devices using the processes created during
the development of this equipment. As of March 31, 1996, the Company owed RDL
$123,200 in deferred royalty fees.
NOTE 6 - SUBSEQUENT EVENTS
On April 19, 1996, the Company consummated an agreement for the acquisition
and operation of the equipment comprising IBM's cubing line located at IBM's
Essex Junction, Vermont facility. The cubing line was established by IBM to
manufacture the stacked-chip assemblies required to commercialize the Company's
proprietary chip-stacking technology under the joint development alliance that
IBM and the Company entered into in 1992 and recently completed. According to
the terms of the agreement, the Company acquired the equipment and clean room
which comprises the cubing line for a cash payment of approximately $6.5
million. In addition, the Company signed a facility lease agreement for the
space required to operate the cubing line under the Company's management within
the IBM facility at least through December 1998.
In April 1996, the Company borrowed $3.0 million from a bank pursuant to a
six-year term loan agreement. Interest is payable monthly at prime plus 1.5
percent, and principal is payable monthly beginning the second year of the loan.
Ninety percent of this loan is guaranteed by the Rural Economic Community
Development Service and Vermont Economic Development Authority. The loan
agreement contains restrictive covenants which include the maintenance of
minimum tangible net worth, as defined, and of certain financial ratios. The
loan is collateralized by substantially all the assets related to the Company's
Vermont operations.
On April 22, 1996, the Company filed a report on Form 8-K covering the
acquisition of the cubing line and lease agreement with IBM, and for the 8
percent convertible subordinated debentures issued by the Company to obtain the
necessary financing to complete the purchase agreement with IBM.
6
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
-----------------------------------------------------------------------
OF OPERATIONS.
--------------
Except for historical information contained herein, this Report contains
forward-looking statements within the meaning of Section 27A of the Securities
Act of 1933 and Section 21E of the Securities Exchange Act of 1934. The
forward-looking statements contained herein are subject to certain risks and
uncertainties, including those discussed below and in the Company's Annual
Report on Form 10-K for the fiscal year ended October 1, 1995, that could cause
actual results to differ materially from those projected. Investors are
cautioned not to place undue reliance on these forward-looking statements that
may be made to reflect events or circumstances after the date hereof or to
reflect the occurrence of unanticipated events.
RESULTS OF OPERATIONS
REVENUES
Revenues for the 26 week period ended March 31, 1996 of $4,624,200 surpassed
all previous records for a 26 week period and represents an increase of
$1,260,700 or 37 percent from the corresponding period in fiscal 1995. Revenues
for the 13 week period ended March 31, 1996 increased $241,600 or 13 percent
from the corresponding period in fiscal 1995. The growth in revenues was
attributable to increases in shipments of the Company's new serial infrared
communications chip ("SIRComm") from the Company's wholly-owned subsidiary,
Novalog, Inc., and shipments of Memory Short Stacks(TM) from the Company's
Vermont facility. The SIRComm chip has continued to gain market acceptance
since its introduction in late fiscal 1995. The increase in shipments of Memory
Short Stacks by the Company's Computer Products Operations ("CPO") is a result
of substantial increases in bookings for this product that began in the second
half of fiscal 1995. The Company's research and development operations, which
is largely dependent on contracts from the U.S. Government's military agencies
and subcontracts from major Government contractors, continued to be adversely
affected by funding delays as a result of the Federal Government's budget
crisis.
Other revenues were derived from a license agreement with Unitrode
Corporation which involves the transfer of technology required to produce
Novalog's SIRComm chip.
COSTS OF REVENUES
Costs of revenues as a percentage of revenues for the 13 and 26 week periods
ended March 31, 1996 were 112 percent and 106 percent, respectively, as compared
to 89 percent and 92 percent for the comparable periods in fiscal 1995. The
increase in costs of revenues was due to the Company's inability to recover
indirect costs in the Company's research and development unit due to funding
delays on existing contracts and the inability to obtain new contracts during
the Federal Government's budget crisis. In addition, overhead costs at CPO
increased in connection with of the completion of the joint development
activities with IBM to commercialize the Company's chip-stacking technology and
from efforts to ramp-up production of stacked memory products to meet existing
backlog requirements and projected bookings.
In conjunction with the acquisition of the IBM cubing line and the related
facility lease (See Note 6 of Notes to Consolidated Financial Statements) the
Company anticipates that the costs at the Vermont operation will adversely
impact the results of operations in the immediate future until the output of the
line and corresponding shipments of products can be substantially increased.
Although the Company believes that the market exists to justify the investment
required to increase production, there can be no assurance that the Company will
be able to effectively penetrate this market in a timely manner thereby
generating the revenues necessary to absorb these additional costs.
RESEARCH AND DEVELOPMENT
The Company increased its expenditure in research and development by $61,800
and $152,500 or 16 percent and 23 percent during the 13 and 26 week periods
ended March 31, 1996, respectively, compared to the corresponding periods in
fiscal 1995. The increases were primarily attributable to efforts directed at
7
<PAGE>
developing the next generation SIRComm products, and to a lessor extent,
research directed toward process improvements at the Company's other operations.
GENERAL AND ADMINISTRATIVE
During the first half of fiscal 1996, the Company experienced steady growth
in its administrative infrastructure related to the increase in business
activity and the anticipation of future growth. As a percentage of revenues,
general and administrative expense was 50 percent and 41 percent for the 13 and
26 week period compared to 36 percent and 35 percent in fiscal 1995,
respectively. The increase consisted of additional labor costs primarily
directed towards the Company's marketing efforts combined with general increases
in fixed costs, operating supplies and services.
INTEREST EXPENSE
Interest expense increased $43,300 and $77,800 for the 13 and 26 week periods
ended March 31, 1996, respectively, compared to the similar periods in fiscal
1995. The increase in interest expense was primarily attributable to interest
payable on subordinated debenture bonds (See Note 3 of Notes to Consolidated
Financial Statements) and to interest on capital lease obligations incurred
during fiscal 1995. In conjunction with the $3.0 million bank loan (See Note 6
of Notes to Consolidated Financial Statements) and the $11.1 million in new
convertible subordinated debentures (See Note 3 of Notes to Consolidated
Financial Statements), the Company anticipates interest expense to increase
accordingly.
The Company originally accounted for its convertible debentures in accordance
with APB 14, "Accounting for Convertible Debt and Debt Issued with Stock
Purchase Warrants". However the Securities and Exchange Commission ("SEC") staff
has indicated that convertible debt instruments which are convertible at a
discount from market should be accounted for by treating the maximum discount as
interest expense with an offset to paid in capital. In November 1997, the
Company was advised that past issuers of such securities have recently restated
prior financial statements to comport with the SEC view. In conformance
therewith, the Company has calculated non-cash interest expense of $4,396,700
with a like amount added to paid-in capital in the second quarter of fiscal
1996. The Company also recorded a non-cash interest expense of $1,101,700 in the
fourth quarter of fiscal 1995 related to convertible debentures issued in fiscal
1995 which were convertible at a discount from the market price of the common
stock. Because of the offsetting nature of these entries, Shareholders' equity
remains unchanged. (See Note 3 to the Condensed Consolidated Financial
Statements).
LIQUIDITY AND CAPITAL RESOURCES
At March 31, 1996, the Company had cash and cash equivalents of $9,704,200,
working capital of $13,659,900 and a current ratio of 4.4 to 1 which represent
significant increases from the end of fiscal 1995. The improvement in liquidity
resulted from the issuance of $11.6 million of 8 percent convertible
subordinated debentures bonds (See Note 3 of Notes to Consolidated Financial
Statements) in the first half of fiscal 1996. The primary uses of cash and cash
equivalents during the first half of fiscal 1996 were to fund the Company's
operating loss, the increase in inventory and capital facilities and equipment
investments.
The Company is continuing to invest in improvements to its facilities and
capital equipment both in California and Vermont. In the first half of fiscal
1996, the Company invested $1,260,500 in these improvements. The Company is
anticipating the current rate of capital expenditures to increase in the
immediate future.
On April 19, 1996, the Company consummated the purchase of the IBM cubing
line with an approximate $6.5 million cash payment to IBM (See Note 6 of Notes
to Consolidated Financial Statements).
In April 1996, the Company borrowed $3.0 million from a bank pursuant to a
six-year term loan agreement (See Note 6 of Notes to Consolidated Financial
Statements). The Company anticipates that the existing working capital and the
funds from the bank loan will be sufficient to meet its needs in the immediate
future.
At March 31, 1996, the Company's funded backlog was approximately $5,606,200
compared to $2,449,400 at April 2, 1995. In addition, existing contracts
include approximately $5,113,900 of unfunded backlog which typically is funded
when the previously funded amounts have been expended.
8
<PAGE>
PART II
OTHER INFORMATION
Item 1. Legal Proceedings
-----------------
None.
Item 4. Submission of Matters to a Vote of Security Holders
---------------------------------------------------
The Company's annual meeting of Shareholders was held on February 23, 1996
pursuant to notice duly given to all shareholders on the record date of
December 29, 1995. Proxies for the meeting were solicited pursuant to
Regulation 14 under the Securities Exchange Act of 1934.
The Shareholders approved the amendment to the company's Certificate of
Incorporation to increase the number of authorized shares of Common Stock to
40,000,000. There were 12,962,600 affirmative votes cast in favor of the
proposal, 775,400 negative votes, 192,000 abstentions and 2,848,900 broker
non-votes.
The Shareholders also ratified a proposal selecting the accounting firm of
Price Waterhouse LLP to continue to serve as the Company's independent
accountants for the fiscal year 1996. There were 13,755,200 affirmative
votes cast in favor of the proposal, 129,600 negative votes, 65,200
abstentions and 2,828,900 broker non-votes.
Item 6. Exhibits and Reports on Form 8-K
--------------------------------
(a) Exhibits.
Exhibit 27.1 Financial Data Schedule
(b) Reports on Form 8-K.
During the fiscal quarter ended March 31, 1996, the Registrant did not
file any report(s) on Form 8-K.
9
<PAGE>
SIGNATURES
----------
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.
IRVINE SENSORS CORPORATION
---------------------------------------
(Registrant)
Date: December 24, 1997 By: /s/ John J. Stuart, Jr.
---------------------------------------
John J. Stuart, Jr.
Chief Financial Officer
(Principal Accounting Officer)
10
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM 2ND QUARTER
10-Q AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> SEP-29-1996
<PERIOD-START> OCT-02-1995
<PERIOD-END> MAR-31-1996
<CASH> 9,704,200
<SECURITIES> 0
<RECEIVABLES> 2,161,600
<ALLOWANCES> 10,000
<INVENTORY> 5,699,000
<CURRENT-ASSETS> 17,680,300
<PP&E> 11,344,900
<DEPRECIATION> 5,275,400
<TOTAL-ASSETS> 23,877,700
<CURRENT-LIABILITIES> 4,020,400
<BONDS> 11,100,000
200
0
<COMMON> 163,800
<OTHER-SE> 7,996,900
<TOTAL-LIABILITY-AND-EQUITY> 23,877,700
<SALES> 4,552,200
<TOTAL-REVENUES> 4,624,200
<CGS> 4,913,700
<TOTAL-COSTS> 7,628,100
<OTHER-EXPENSES> 818,900
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 80,600
<INCOME-PRETAX> (7,435,700)
<INCOME-TAX> 1,800
<INCOME-CONTINUING> (7,437,500)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (7,437,500)
<EPS-PRIMARY> (0.46)
<EPS-DILUTED> (0.46)
</TABLE>
