UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
(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, 2000
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 0-17020
Sensar Corporation
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(Exact name of registrant as specified in its charter)
Nevada 87-0429944
--------------------------------------------- --------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
50 West Broadway, Suite 501
Salt Lake City, Utah 84101
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(Address of principal executive offices) (Zip Code)
(801) 350-0587
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(Registrant's telephone number, including area code)
N/A
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(Former name, former address, and former fiscal
year, if changed since last report)
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
----- -----
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Indicate by check mark whether the registrant has filed all documents
and reports required to be filed by Sections 12, 13, or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by court.
Yes No
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APPLICABLE ONLY TO CORPORATE ISSUERS
As of May 5, 2000, the Issuer had 6,548,546 shares of its common stock,
par value $0.001 per share, issued and outstanding.
<PAGE>
PART I
FINANCIAL INFORMATION
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ITEM 1. FINANCIAL STATEMENTS
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Sensar Corporation (the "Company") has included the consolidated
balance sheets of the Company and its subsidiaries as of March 31, 2000
(unaudited), and December 31, 1999 (the end of the Company's most recently
completed fiscal year), and unaudited consolidated statements of operations and
cash flows for the three months ended March 31, 2000 and 1999, together with
unaudited condensed notes thereto. In the opinion of management of the Company,
the financial statements reflect all adjustments, all of which are normal
recurring adjustments, necessary to fairly present the consolidated financial
condition, results of operations, and cash flows of the Company for the interim
periods presented. The financial statements included in this report on Form 10-Q
should be read in conjunction with the audited financial statements of the
Company and the notes thereto included in the annual report of the Company on
Form 10-K for the year ended December 31, 1999.
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<TABLE>
<CAPTION>
SENSAR CORPORATION AND SUBSIDIARIES
Consolidated Balance Sheets
March 31, December 31,
ASSETS 2000 1999
------------- --------------
(unaudited)
Current assets:
<S> <C> <C>
Cash and cash equivalents $ 4,352,730 $ 3,735,115
Notes receivable 1,800,609 1,455,134
Other current assets 45,527 25,598
------------- --------------
Total current assets 6,198,866 5,215,847
Office equipment and furnishings, net of accumulated
depreciation 5,421 27,992
Investments - 325,000
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$ 6,204,287 $ 5,568,839
============= ==============
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
Accounts payable $ 72,081 $ 31,438
Accrued liabilities 10,359 150,320
------------- --------------
Total current liabilities 82,440 181,758
Deferred compensation 8,835,585 5,342,040
Deferred gain 200,000 200,000
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Total liabilities and deferred gain 9,118,025 5,723,798
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Commitments and contingencies - -
Stockholders' deficit:
Preferred stock, $0.001 par value, authorized
10,000,000 shares; none issued and outstanding - -
Common stock, $0.001 par value; authorized 290,000,000
shares; issued and outstanding 6,548,546 shares at
March 31, 2000, and 6,326,038 shares at December 31, 1999 6,549 6,326
Additional paid-in capital 39,403,529 34,850,817
Accumulated deficit (42,323,816) (35,012,102)
------------- --------------
Total stockholders' deficit (2,913,738) (154,959)
============= ==============
$ 6,204,287 $ 5,568,839
============= ==============
</TABLE>
The accompanying notes are an integral part of these financial statements.
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<TABLE>
<CAPTION>
SENSAR CORPORATION AND SUBSIDIARIES
Consolidated Statements of Operations
(unaudited)
Three months ended March 31,
-----------------------------------------------------
2000 1999
------------------------ -------------------------
Revenues
<S> <C> <C>
Interest income $ 85,699 $ 4,493
-------------- --------------
Costs and expenses:
General and administrative 351,593 127,402
Compensation expense for stock options 3,375,000 -
Deferred compensation expense 3,493,545 -
Unusual charges 356,150 125,000
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7,576,288 252,402
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Loss from continuing operations before income taxes (7,490,589) (247,909)
Income taxes - -
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Loss from continuing operations (7,490,589) (247,909)
Gain on sale of discontinued operations 178,875 2,140,165
Loss from discontinued operations - (364,791)
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Net income (loss) $ (7,311,714) $ 1,527,465
============= =============
Income (loss) per common share
Continuing operations
Basic and diluted $ (1.15) $ (0.05)
Discontinued operations
Basic and diluted $ 0.02 $ 0.33
Net income (loss)
Basic and diluted $ (1.13) $ 0.28
Weighted average common and common
equivalent shares outstanding
Basic and diluted 6,498,117 5,326,524
</TABLE>
The accompanying notes are an integral part of these financial statements.
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<TABLE>
<CAPTION>
SENSAR CORPORATION AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(unaudited)
Three months ended March 31,
-----------------------------------------------------
2000 1999
------------------------ -------------------------
<S> <C> <C>
Increase (decrease) in cash and cash equivalents:
Cash flows from operating activities
Loss from continuing operations $ (7,490,589) $ (247,909)
Adjustments to reconcile loss from
continuing operations to net cash used in
continuing operations
Depreciation 1,978 715
Compensation expense for stock options 3,375,000 -
Deferred compensation expense 3,493,545 -
Indemnity costs 356,150 -
Changes in assets and liabilities
Other current assets (19,929) (18,771)
Accounts payable 40,643 7,945
Accrued liabilities (139,961) 121,018
--------------- --------------
Net cash used in continuing operations (383,163) (137,002)
Net cash provided by discontinued operations - 162,041
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Net cash provided by (used in) operating activities (383,163) 25,039
--------------- --------------
Cash flows from investing activities:
Purchase of office equipment and furnishings (10,557) -
Collection of notes receivable 118,980 10,950
Issuance of note receivable (500,000) -
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Net cash provided by (used in) investing
activities of continuing operations (391,577) 10,950
Net cash provided by sale of discontinued
operations and other investing activities of
discontinued operations 178,875 4,148,188
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Net cash provided by (used in) investing activities (212,702) 4,159,138
--------------- --------------
Cash flows from financing activities:
Net proceeds from sale of common stock and
exercise of options and warrants 1,213,480 50,000
Redemption of preferred stock - (3,071,437)
--------------- --------------
Net cash provided by (used in) financing activities
of continuing operations 1,213,480 (3,021,437)
Net cash used in financing activities of
discontinued operations - (15,833)
--------------- --------------
Net cash provided by (used in) financing activities 1,213,480 (3,037,270)
--------------- --------------
Net increase in cash and cash equivalents 617,615 1,146,907
Cash and cash equivalents at beginning of period 3,735,115 1,212,473
--------------- --------------
Cash and cash equivalents at end of period $ 4,352,730 $ 2,359,380
=============== ==============
</TABLE>
The accompanying notes are an integral part of these financial statements.
5
<PAGE>
SENSAR CORPORATION AND SUBSIDIARIES
CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
(A) Basis of Presentation
The accompanying unaudited consolidated financial statements of Sensar
Corporation and Subsidiaries (the "Company") have been prepared in accordance
with generally accepted accounting principles for interim financial information
and with the instructions to Form 10-Q and Article 10 of Regulation S-X.
Accordingly, these financial statements do not include all of the information
and footnote disclosures required by generally accepted accounting principles
for complete financial statements. These financial statements and footnote
disclosures should be read in conjunction with the audited consolidated
financial statements and the notes thereto included in the Company's annual
report on Form 10-K for the year ended December 31, 1999. In the opinion of
management, the accompanying unaudited consolidated financial statements contain
all adjustments (consisting of only normal recurring adjustments) necessary to
fairly present the Company's consolidated financial position as of March 31,
2000, and its consolidated results of operations and cash flows for the three
months ended March 31, 2000 and 1999. The results of operations for the three
months ended March 31, 2000, may not be indicative of the results that may be
expected for the year ending December 31, 2000.
(B) Agreement With Net2Wireless
The Company has entered into an agreement with Net2Wireless Corporation that
gives the Company the right to acquire Net2Wireless in exchange for the issuance
of 18,295,060 shares of the Company's common stock. Net2Wireless acquired the
wireless division of I.T.E.S. Ltd., and is a startup company that is focused on
developing wireless internet communications, including multimedia applications.
In the event of a merger, options and other rights to acquire Net2Wireless stock
then outstanding would be converted into rights to acquire 14,766,649 shares of
the Company's common stock. The number of shares to be issued to the
Net2Wireless stockholders will be increased in the event that the cash held by
the Company at closing, plus all amounts collected on the notes receivable held
by the Company, less all cash liabilities is not at least $4.45 million. The
number of additional shares to be issued will be determined by dividing the
short fall, if any, by $1.86. The Company will also issue 1,000,000 shares to
certain individuals involved in introducing Net2Wireless to the Company.
As part of this agreement, the Company has agreed to provide Net2Wireless with
short-term financing of up to $2 million, of which $500,000 was advanced in
February 2000. The advance bears interest at 8% per annum and is due in full on
or before September 30, 2000. The financing will be used to allow further
recruitment of technical staff for ongoing development work by Net2Wireless.
As part of the transaction, the Company has agreed to the following:
1. Maintain a minimum of $4.5 million in cash and notes receivable
(including the advance to Net2Wireless discussed above) with only nominal
current liabilities, not to exceed $50,000;
2. Cause to be exercised all options, to acquire stock of the Company
held by current management and directors; and
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3. Have no more than 9,000,000 shares outstanding, including shares
subject to options at the time of closing.
In order to eliminate the Company's liabilities other than nominal current
liabilities, the Company will terminate all employment and consulting
agreements, will terminate its deferred compensation plan, and has entered into
an agreement effective March 1, 2000, with the chairman of the board whereby the
chairman has agreed to indemnify the Company with respect to pending litigation
and assume the real property lease to which the Company is a party. Termination
of the deferred compensation plan and the chief executive officer's employment
agreement are contingent on stockholder approval of options previously granted
by the board of directors to management, non-executive directors, and the chief
consultant.
In exchange for the indemnification and the assumption of the lease in March
2000, the Company distributed to the chairman of the board the minority
investment interests held by the Company with a book value of $325,000 and the
office equipment and furnishings located at the Company's Salt Lake City office
with a book value of $31,150. The chairman has also agreed to provide 100 hours
of transitional services to the Company to assist new management. This indemnity
agreement has been accounted for as an unusual charge in the total amount of
$356,150 in the first quarter of 2000.
The agreement is subject to the satisfaction of several conditions, including
the approval of the shareholders of both the Company and Net2Wireless. The
agreement may be terminated by the mutual consent of the parties, by either
party if the closing has not taken place by December 31, 2000, by either party
if there is a breach by the other party, or by the failure of the Company or
Net2Wireless to receive shareholder approval of the transaction.
It is contemplated that, at closing, the current officers and directors of the
Company will resign and Net2Wireless will appoint new directors and executive
officers of the Company. After the acquisition, the shareholders of Net2Wireless
will own a majority of the common stock of the Company then outstanding.
Accordingly, for financial reporting purposes, the merger will be treated as a
reverse acquisition accounted for as a recapitalization of Net2Wireless.
(C) Deferred Compensation Plan
On June 24, 1999, the board adopted a deferred compensation plan to provide
long-term incentive compensation to the members of the board and certain other
consultants or members of management. The plan establishes an unfunded deferred
compensation pool, based on specified percentages of the Company's net income
and increases in its market capitalization. No earnings compensation will be
paid into the pool until the cumulative net income from the operations under the
new board has exceeded $2,000,000 and no amounts will be paid for increases in
market capitalization unless the increase in market capitalization exceeds 150%
of any increase in the Russell 2000 Index (with appropriate adjustments for
additional capital infusions or acquisitions). The chief executive officer,
received an initial 30% ownership in the pool and may grant the other 70% to
persons other than himself and his family. To date, he has granted a total of
11% to others. On December 31, 2002, amounts due, if any, will be paid out to
the participants. However, in the event of a change of control of the Company,
as defined in the agreement, or in the event the deferred compensation plan is
terminated by the board of directors, a distribution of the deferred
compensation pool will be required. In either of these two events, the amount of
the distribution would be equal to the amount in the deferred compensation pool
or $5 million, whichever is greater. Additionally, in the event the employment
agreement of the chief executive officer is terminated, other than for cause, he
is entitled to his share of the deferred
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<PAGE>
compensation pool, but not less than $1.5 million. In connection with the
planned acquisition of Net2Wireless discussed above, the deferred compensation
plan would be terminated and the participants in the plan would abandon their
interest in the plan subject only to shareholder approval of options previously
granted to the participants.
Deferred compensation expense is measured based on the changes in factors which
determine the amount of the deferred compensation pool, which to date has solely
been the change in market capitalization of the Company's common stock. For the
quarter ended March, 31, 2000, the Company recognized deferred compensation
expense of $3,493,545 representing the increase in the deferred compensation
pool multiplied by 41% for the interests granted through March 31, 2000. At
March 31, 2000, the aggregate deferred compensation liability since the plan was
established is $8,835,585.
(D) Compensation Expense for Stock Options
Among the stock options outstanding during the quarter ended March 31, 2000, are
options to management, with cashless exercise provisions, to acquire 200,000
shares of common stock. Generally accepted accounting principles require that
compensation be recorded each period for such stock options, equal to the change
in the stock price above the exercise price. If the price of the stock declines
during the period, a credit is recorded against previously recorded compensation
expense, but not in excess of the cumulative compensation recorded since the
grant date. During the quarter ended March 31, 2000, the Company recognized
$3,375,000 as a non-cash compensation charge as a consequence of the increase in
the market value of the Company's common stock associated with these options to
management.
During April and May of 1999, the Company also granted options to acquire
200,000 shares of common stock to each of three new non-executive directors,
half of which are exercisable at $1.50 per share and half at $2.50 per share.
These options are subject to shareholder approval, which approval will be sought
at the next meeting of shareholders. In November 1999, the board of directors
also approved options to acquire an aggregate of 1,600,000 shares of common
stock for $2.00 per share to participants in the Company's deferred compensation
plan: the chief executive officer, the non-executive members of the board of
directors, and the Company's chief consultant. These grants are also subject to
shareholder approval, which approval will also be sought at the next meeting of
shareholders. If these options are approved by the shareholders, the
participants in the deferred compensation plan have agreed to abandon their
interests in the deferred compensation pool and the board of directors has
agreed to terminate the deferred compensation plan. If approved by the
shareholders, the Company will record compensation expense as measured under
generally accepted accounting principles on the date of shareholder approval,
less the amount of the deferred compensation liability terminated at the date.
For illustrative purposes, had such shareholder approval been obtained at March
31, 2000, when the closing price of the common stock was $46.625 per share, the
Company would have recorded a non-cash compensation charge of approximately $90
million against operations. The net effect on the consolidated balance sheet at
March 31, 2000, would have been to decrease liabilities and increase
stockholders' equity by $8,835,585, respectively.
8
<PAGE>
(E) Litigation
In September 1999, certain former employees of the Company filed a lawsuit
against the Company seeking damages for non-payment of a bonus arrangement, plus
penalties and attorneys' fees. As described in Note B above, in March 2000, the
chairman of the board agreed to indemnify the Company for all costs and
expenses, including any judgments, arising out of this litigation subsequent to
March 1, 2000. Consequently, the decision whether to defend or resolve this
litigation will now be made by the chairman individually, and not by the
Company.
(F) Earnings (Loss) Per Common Share
Basic earnings (loss) per common share is computed by dividing net income (loss)
available to common shareholders by the weighted average number of common shares
outstanding during each period. Diluted earnings (loss) per common share are
similarly calculated, except that the weighted average number of common shares
outstanding includes common shares that may be issued subject to existing rights
with dilutive potential.
9
<PAGE>
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
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FORWARD LOOKING STATEMENTS
This report on Form 10-Q contains certain forward looking statements
and information relating to the Company and its proposed merger with
Net2Wireless Corporation. These forward looking statements are not based on
historical facts, but reflect the Company's current expectations concerning
future results and events. Such statements generally describe the objectives,
goals, and plans of the Company and are not intended to be accurate descriptions
of the future. The proposed merger with Net2Wireless Corporation is subject to a
number of conditions, including approval by the shareholders of both the Company
and Net2Wireless Corporation, the Company eliminating any liabilities it may
have other than up to $50,000 in current liabilities, and the satisfaction of a
number of standard closing conditions, that may or may not be met. The potential
products and services of Net2Wireless are still in the development stage. The
proposed business and potential products and services of Net2Wireless are
subject to the substantial risks associated with new market introductions,
including the ability of Net2Wireless to successfully develop commercial
products based on its technology, the ability of Net2Wireless to address
technical and manufacturing problems in producing new products, favorable market
acceptance of any products produced, the ability of Net2Wireless to obtain a
price for its products and services sufficient for it to make a profit,
Net2Wireless' ability to enter into favorable strategic alliances, joint
ventures, or other collaborative arrangements with established industry
partners, the success of the marketing efforts of Net2Wireless, the ability of
Net2Wireless to successfully protect its intellectual property to prevent
competitors from benefiting from the technology, the ability of Net2Wireless to
compete with larger, more established entities, and the ability of Net2Wireless
to obtain the necessary financing to successfully complete its goals. In
addition, Net2Wireless proposes to conduct business and develop products for a
market that is only just emerging. There may not be significant consumer demand
for some or all of the proposed products and services of Net2Wireless
Corporation. One or more of the factors listed above, or other factors or
influences that may develop in the future or that may currently seem
inconsequential, may change the actual results of the Company significantly from
those described in the forward looking statements. The Company does not intend
to update these forward looking statements, except as may occur in the regular
course of its periodic reporting obligations.
The following discussion should be read in conjunction with the
consolidated financial statements and related notes contained herein and the
audited consolidated financial statements and "MANAGEMENT'S DISCUSSION AND
ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS" included in the
Company's report on Form 10-K for the year ended December 31, 1999.
RECENT EVENTS
The Company has entered into an agreement (the "Reorganization
Agreement") to acquire Net2Wireless Corporation ("Net2Wireless") through the
merger of Net2Wireless with and into the Company. Net2Wireless is a
privately-held Delaware corporation with a research and development subsidiary
located in Israel. Net2Wireless maintains a website at www.net2w.com.
Net2Wireless is developing technology which is intended to enable and enhance a
wide variety of wireless communication services. The goal of Net2Wireless is to
permit the following services to be provided to
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cellular subscribers carrying wireless devices such as palm computers, personal
digital assistants, and cellular phones:
(a) browsing the internet through standard websites and using
standard browsers;
(b) transmission of live video over the 9600 bps wireless link to
the wireless device;
(c) providing instant messaging with full graphics support;
(d) providing messaging services (e-mail, voice mail, fax, etc.);
and
(e) providing full graphics applications with network based
storage.
Net2Wireless currently has an installation at Partner Communications
Company, Ltd., a cellular telephone carrier in Israel, which is conducting a
beta-site test of the Net2Wireless products. Net2Wireless' products and services
are still in development, and there can be no assurance that Net2Wireless will
be successful in achieving its goals.
Net2Wireless recently completed a private placement for gross proceeds
of approximately $29 million to provide funding for its ongoing research and
development efforts and the expansion of its work force.
The Reorganization Agreement provides for the merger of Net2Wireless
with and into the Company in exchange for the issuance of 18,295,060 shares of
common stock and the assumption of options and warrants to acquire 14,766,649
shares of common stock. Such warrants and options have a weighted average
exercise price of $2.03 per share. In addition, the Company will issue 1,000,000
shares to certain individuals involved in introducing the two entities.
Under the terms of the Reorganization Agreement, the Company agreed to
advance Net2Wireless up to $2 million prior to the merger to assist it in
meeting its ongoing development and growth expenses. The Company advanced
$500,000 of this amount to Net2Wireless in February 2000. Net2Wireless has
recently requested the advance of the remaining $1.5 million.
The Reorganization Agreement requires the Company to have a minimum of
$4.5 million of cash and collectible notes receivable and no liabilities at
closing, other than current accounts payable not to exceed $50,000. In order to
meet the requirement with respect to the elimination of liabilities, the Company
has provided for the termination of its deferred compensation plan and all
employment and consulting agreements, the assumption of the lease to which it is
currently a party, and the indemnification of the Company by Mr. Landa with
respect to pending litigation.
Additional shares of common stock may be issued to the Net2Wireless
stockholders in the event that the net cash held by the Company at the closing
of the merger, as defined in the Agreement, plus all amounts collected on the
note receivables held by the Company within 60 days of the due date of such
receivables, is less than $4.45 million. The number of additional shares to be
issued will be determined by dividing any shortfall by $1.86. These contingent
shares will be delivered to former Net2Wireless stockholders within 10 business
days of the final determination of the number of shares. At March 31, 2000, the
Company had cash and cash equivalents of $4,352,730 and the receivable from
Net2Wireless of $500,000 with current liabilities of approximately $82,000. In
addition, the Company had notes receivable from other parties of approximately
$1.3 million. The Company has not received any notice that such receivables are
subject to any claim or offset, and currently expects these amounts to be
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collected in due course. Consequently, the Company does not anticipate that
additional shares will be issued under these provisions.
On completion of the merger, the current shareholders of Net2Wireless
will hold approximately 65% of the outstanding common stock of the Company and
warrants and options that will permit them to increase their ownership to
approximately 77% of the Company on exercise. In addition the current directors
and officers of the Company will resign and nominees of Net2Wireless will be
appointed in their place. As a result, the current shareholders and management
of Net2Wireless will control the Company subsequent to the merger.
Completion of the merger is subject to the approval of the transaction
by the shareholders of both the Company and Net2Wireless and the satisfaction of
additional standard closing conditions. If the merger is completed, the
corporate domicile of the Company will be moved from Nevada to Delaware and its
name will be changed to "Net2Wireless Corporation." The Company has filed a
preliminary registration statement on Form S-4 with respect to the proposed
transaction with Net2Wireless. This registration statement is currently being
reviewed by the staff of the SEC and is subject to their comments and additional
changes by the Company pursuant to amendments filed by the Company.
RESULTS OF OPERATIONS
Comparison of Three Months ended March 31, 2000 and 1999
Revenues
With the disposition of the assets of its historical operations, the
Company's sole source of revenue from continuing operations was interest income
of $85,699 for the three months ended March 31, 2000, and $4,493 for the three
months ended March 31, 1999, earned on temporary cash investments and notes
receivable.
Costs and Expenses
General and administrative expenses associated with continuing
operations increased from $127,402 for the three months ended March 31, 1999, to
$351,593 for the three months ended March 31, 2000. The increase was principally
related to increases in legal, consulting, and travel costs associated with the
Net2Wireless transaction.
During the three months ended March 31, 2000, the Company recorded
non-cash compensation related to stock options of $3,375,000 related to stock
options to acquire 200,000 shares granted to management that have a cashless
exercise provision. Generally accepted accounting principles require that
compensation be recorded for stock options with such provisions. The amount of
compensation is equal to the increase in the stock price during the quarter
multiplied by the 200,000 shares.
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During the three months ended March 31, 2000, the Company also recorded
a non-cash deferred compensation expense of $3,493,545 for the accrual of
amounts earned during the quarter under a deferred compensation plan established
in 1999. This plan created an unfunded deferred compensation pool based on
specified percentages of the Company's net income and increases in market
capitalization. As of March 31, 2000, the entire amount of the deferred
compensation pool is attributable to the increase in market capitalization of
the Company.
LIQUIDITY AND CAPITAL RESOURCES
At March 31, 2000, the Company had total current assets of $6,198,866,
including cash and cash equivalents of $4,352,730. The Company had total current
liabilities of $82,440 at March 31, 2000, resulting in working capital of
$6,116,426.
The Company's primary source of cash for the three months ended March
31, 2000, was $1,213,480 from the exercise of options and warrants. The
Company's primary uses of cash for the three months ended March 31, 2000, were
the $500,000 advance to Net2Wireless and net cash used to meet general and
administrative expenses.
Management believes that the current cash balances are more than
sufficient to meet the warranty obligations associated with the merger with
Net2Wireless and to meet its ongoing expenses prior to closing.
13
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PART II
OTHER INFORMATION
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ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
--------------------------------------------------------------------------------
EXHIBITS
The following exhibits are included as part of this report:
SEC
Exhibit Reference
Number Number Title of Document
------ ------ -----------------
1 (27) Financial Data Schedule
REPORTS ON FORM 8-K
During the quarter ended March 31, 2000, the Company filed five reports
on Form 8-K dated January 4, January 5, March 16, March 24, and March 30, 2000,
respectively. The Company also filed a report on Form 8-K dated April 7, 2000,
reporting the filing of a Form S-4 registration statement with the SEC.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.
Sensar Corporation
Dated: September 29, 2000 By /s/ Howard S. Landa
----------------------
Howard S. Landa, Chairman of the Board
(Chief Executive Officer and Principal
Financial and Accounting Officer)
15
