<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(Mark One)
( x ) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 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 no. 0-15282
ADVANCED DETECTORS, INC.
(Exact name of registrant as specified in its charter)
Delaware 33-0108869
(State or other jurisdiction of (I.R.S. Employer Identi-
incorporation or organization) fication No.)
1220-A Avenida Acaso, Camarillo, California 93012
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (805) 484-8300
Xsirius, Inc., 1220 Avenida Acaso, Camarillo, California 93012
___________________________________________________________________
(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 requirement 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 January 31, 1996, there were 3,490,583 shares of Common Stock
outstanding.
Transitional Small Business Disclosure Format (check one):
Yes / / No / X /
<PAGE>
INDEX
ADVANCED DETECTORS, INC.
PART I - FINANCIAL INFORMATION Page
ITEM 1. Financial Statements (Unaudited)
Balance Sheets -
June 30, 1996 and March 31, 1996 3-4
Statements of Operations -
for the three month periods ended
June 30, 1996 and June 30, 1995 5
Statements of Cash Flows -
for the three month periods ended
June 30, 1996 and June 30, 1995 6
Notes to Financial Statements - June 30, 1996 7
ITEM 2. Management's Discussion and Analysis or
Plan of Operation 8-10
Part II - OTHER INFORMATION
ITEMS 1 through 6 Not Applicable
SIGNATURES 11
2
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PART I - FINANCIAL INFORMATION
Item 1: FINANCIAL STATEMENTS
<TABLE>
ADVANCED DETECTORS, INC.
BALANCE SHEET
<CAPTION>
June 30, March 31,
1996 1996
____ ____
(Unaudited)
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash and cash equivalents $ 77,000 $326,000
Trade, contract and grant receivables 84,000 53,000
Inventory 59,000 44,000
Prepaid expenses and other 41,000 43,000
________ ________
TOTAL CURRENT ASSETS 261,000 466,000
________ ________
EQUIPMENT AND LEASEHOLD IMPROVEMENTS 780,000 780,000
Less accumulated depreciation (674,000) (653,000)
________ ________
106,000 127,000
________ ________
OTHER ASSETS
Deferred expenses 41,000 59,000
Deposits and other 13,000 12,000
________ ________
54,000 71,000
________ ________
TOTAL ASSETS $421,000 $664,000
________ ________
________ ________
</TABLE>
See notes to accompanying financial statements.
3
<PAGE>
<TABLE>
ADVANCED DETECTORS, INC.
BALANCE SHEET
<CAPTION>
June 30, March 31,
1996 1996
____ ____
(Unaudited)
<S> <C> <C>
LIABILITIES AND STOCKHOLDERS' EQUITY
(DEFICIT)
CURRENT LIABILITIES
Accounts payable and accrued expenses $ 296,000 $ 162,000
Accrued salary to officer 381,000 381,000
Notes payable - 11,000
Amounts due to related parties 5,000
Accrued salaries and benefits 66,000
___________ ___________
TOTAL CURRENT LIABILITIES $ 677,000 $ 625,000
___________ ___________
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock, par value $.01 per share,
15,000,000 shares authorized; 3,506,306
shares issued (3,490,583 shares out-
standing at December 31, 1995 and March
31, 1995). 35,000 35,000
Additional paid in capital 14,043,000 14,043,000
Accumulated deficit (14,275,000) (13,980,000)
Less cost of 15,723 shares of Common
Stock in treasury 67 shares of Special
Preferred Convertible Stock in treasury. (59,000) (59,000)
___________ ___________
TOTAL STOCKHOLDERS' EQUITY (DEFICIT) (256,000) 39,000
___________ ___________
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY (DEFICIT) $ 421,000 $ 664,000
___________ ___________
___________ ___________
</TABLE>
See notes to accompanying financial statements.
4
<PAGE>
<TABLE>
ADVANCED DETECTORS, INC.
STATEMENT OF OPERATIONS
(Unaudited)
<CAPTION>
For the three months ended
June 30,
1996 1995
____ ____
<S> <C> <C>
REVENUE
Trade, contract and grant revenues $ 33,000 $ 209,000
Detector Sales 48,000
__________ __________
TOTAL REVENUES 181,000 209,000
COSTS AND EXPENSES
Cost of goods sold 12,000
Research and development 296,000 316,000
General and administrative 170,000 264,000
__________ __________
TOTAL COSTS AND EXPENSES 478,000 580,000
__________ __________
LOSS FROM OPERATIONS (297,000) (371,000)
INTEREST/OTHER INCOME 2,000 108,000
NET LOSS $ (295,000) $ (263,000)
__________ __________
NET LOSS PER SHARE $ (0.08) $ (0.08)
__________ __________
Weighted average common and common
equivalent shares outstanding 3,506,306 3,506,306
__________ __________
</TABLE>
See notes to accompanying financial statements.
5
<PAGE>
<TABLE>
ADVANCED DETECTORS, INC.
STATEMENT OF CASH FLOWS
(Unaudited)
<CAPTION>
For the three months ended June 30,
1996 1995
____ ____
<S> <C> <C>
Operating activities:
Net income (loss) $ (295,000) $ (263,000)
Adjustments to reconcile to
net cash provided by operating
activities:
Depreciation 21,000 36,000
Gain on sale of marketable
securities (88,000)
Changes in operating assets
and liabilities:
Trade, contracts and grants
receivables (31,000) 36,000
Inventory (15,000)
Prepaid expenses and other 19,000 (3,000)
Accounts payable and accrued
expenses 134,000 (38,000)
Interest payable - 55,000
Rent payable - 42,000
Accrued salary and benefits (66,000) (18,000)
Accrued salary payable to officer - 63,000
NET CASH USED BY
OPERATING ACTIVITIES (233,000) (178,000)
Investing activities:
Purchase of equipment (2,000)
Other assets 19,000
NET CASH PROVIDED BY
INVESTING ACTIVITIES - 17,000
Financing activities:
Repayment on debt (16,000)
Proceeds from sale of marketable
securities 88,000
NET CASH (USED) PROVIDED BY
FINANCING ACTIVITIES (16,000) 88,000
NET DECREASE IN CASH AND CASH
EQUIVALENTS (249,000) (73,000)
Cash and cash equivalents at
beginning of period 326,000 253,000
CASH AND CASH EQUIVALENTS AT END
OF PERIOD $ 77,000 $ 180,000
</TABLE>
See notes to accompanying financial statements.
6
<PAGE>
ADVANCED DETECTORS, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
JUNE 30, 1996
(Unaudited)
NOTE A--BASIS OF PRESENTATION
The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-QSB and
Article 10 of Regulation S-X. Accordingly, they do not include all of
the information and footnotes required by generally accepted
accounting principles for complete financial statements. In the
opinion of management, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been
included. Operating results for the three month period ended June 30,
1996 are not necessarily indicative of the results that may be
expected for the year ended March 31, 1997. For further information,
refer to the consolidated financial statements and footnotes thereto
included in the Annual Report of Advanced Detectors, Inc. (the
"Company") on Form 10-KSB for the fiscal year ended March 31, 1996.
NOTE B--NET INCOME (LOSS) PER SHARE
The weighted average number of common and common stock equivalent
shares outstanding was computed in accordance with Accounting
Principles Board (APB) Opinion No. 15. Common stock equivalents were
not considered in the calculation as their effect would be
antidilutive.
NOTE C--GOING CONCERN
Management has evaluated the Company's current financial situation and
its available resources and has implemented appropriate plans such
that it believes it can meet its obligations through December 31,
1996. After that date, the Company will likely require additional
external financing to continue as a going concern. The Company's
success in obtaining external financing has to date been very limited,
and there can be no assurance that any additional efforts will be
successful. Accordingly, there is significant doubt about the
Company's ability to continue as a going concern following December
31, 1996.
NOTE D--SUBSEQUENT EVENT
In August 1996, the Company obtained $480,000 in bridge financing from
8 persons, including certain of the Company's directors, certain of
its stockholders and others (the "Loans"). The Loans bear interest at
7
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the prime rate determined by Corestates Bank, N.A. and interest and
principal are payable in full on January 31, 1997. The Loans are
secured by a first lien and security interest in the Company's assets
and by a pledge by the Company of its stock option to purchase 750,000
shares of common stock of Advanced Photonix, Inc. Additionally, as an
inducement to the lenders to make the Loans, each lender was issued a
five year warrant to purchase that number of shares of the Company's
Common Stock as equals the aggregate face amount of the Loan made by
such lender, at an exercise price of $.25 per share.
Item 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
RESULTS OF OPERATIONS
Three months ended June 30 ,1996 compared to the
Three months ended June 30, 1995
During the three months ended June 30, 1996, the Company recognized
revenue of $181,000 compared to $209,000 of revenue recognized during
the three months ended June 30, 1995. Revenues from the quarter ended
June 30, 1996 consisted of contract and grant revenues of $133,000, a
decrease of $76,000 from the comparable prior year quarter, and
$48,000 in revenues generated from sale of the Company's Lead-in-Paint
XRF detectors compared to no similar revenue during the prior year
comparable results. Of the contract and grant revenue recognized
during the quarter ended June 30, 1996, Small Business Innovation
Research ("SBIR") grants with the National Institutes of Health
("NIH") accounted for $58,000, or 44%, a contract with the Department
of Energy ("DOE") accounted for $45,000, or 34%, and a grant with the
National Aeronautics and Space Administration ("NASA") accounted for
$30,000, or 22%. The decrease in contract and grant revenue compared
to the quarter ended June 30, 1995 was attributable to the completion
of one of the SBIR grants with NIH prior to the first quarter of
fiscal year 1996.
The Company continues to submit proposals with various government
agencies and commercial entities. Effective June 10, 1996, the NIH
SBIR program awarded the Company a six-month Phase 1 research contract
for $99,917, entitled "New Scintigraphy Mammography Camera". It is
anticipated that this revenue will be recognized over the second and
third quarters of fiscal year 1996.
Research and development expenses were $308,000 during the three
months ended June 30, 1996 compared to $316,000 incurred during the
three months ended June 30, 1995, a decrease of $8,000, or 3%. The
decrease was attributable to a reduction in personnel and operating
expenses. Of the $308,000 of research and development expenses
incurred during the quarter ended June 30, 1996, $160,000, or 52%,
8
<PAGE>
represented direct costs associated with contract and grants, and
$148,000, or 48%, represented direct costs associated with commercial
development projects. Research and development costs are expected to
continue to increase as the Company heightens its efforts to
commercialize its XRF technology subject to careful monitoring of such
costs in light of the Company's current financial condition.
General and administrative expenses were $170,000 during the three
months ended June 30, 1996 compared to $264,000 during the
corresponding period in fiscal 1995, a decrease of $94,000, or 36%.
The decrease resulted primarily from a reduction in personnel costs,
consulting fees and legal fees attendant to the Company's reduction in
operations.
Interest and other income was $2,000 in the three months ended June
30, 1996 compared to $108,000 in the corresponding period in fiscal
1995, a decrease of $106,000. The decrease was primarily attributable
to the usage of available cash to fund operations during the first
quarter of fiscal year 1996.
Liquidity and Capital Resources
The Company's principal sources of cash during the three month period
ended June 30, 1996 included research contract and grant funding,
which was used principally to offset research and development costs
and expenses associated with performing such contracts as well as an
allocable portion of overhead associated with performing such
contracts. At June 30, 1996, the Company had cash and cash
equivalents of $77,000 and negative working capital of $416,000.
Although the Company believes that its current government funded
research development contracts, grants and awards will provide
sufficient revenue to offset costs and expenses associated with work
performed under such contracts, the Company will require substantial
additional funding to meet its operating objectives, principally in
connection with bringing its XRF Lead-in-Paint detector to market. The
Company has experienced a severe cash shortfall and, on occasion, had
implemented short-term shutdowns to preserve its cash resources
without jeopardizing its strategic objectives. In August 1996, the
Company obtained $480,000 in bridge financing from 8 persons,
including certain of the Company's directors, certain of its
stockholders and others (the "Loans"). The Loans bear interest at the
prime rate determined by Corestates Bank, N.A. and interest and
principal are payable in full on January 31, 1997. The Loans are
secured by a first lien and security interest in the Company's assets
and by a pledge by the Company of its stock option to purchase 750,000
shares of common stock of Advanced Photonix, Inc. Additionally, as an
inducement to the lenders to make the Loans, each lender was issued a
9
<PAGE>
five year warrant to purchase that number of shares of the Company's
Common Stock as equals the aggregate face amount of the Loan made by
such lender, at an exercise price of $.25 per share. Although it is
expected that the proceeds from the Loans will help to alleviate the
Company's near-term cash shortfall, additional substantial financing
will be required to enable the Company to meet its continuing
objectives to commercialize its technologies. The ability of the
Company to obtain such additional funds will be dependent upon
additional external financing or other capital raising efforts. In
light of the Company's limited success in raising external financing,
including equity financing, there can be no assurance that any
additional efforts will be successful. Accordingly, there can be no
assurance that the Company will be able to continue as a going
concern, without additional external financing for fiscal year 1997.
10
<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.
Advanced Detectors, Inc.
(Registrant)
Date: August 16, 1996 /s/ James H. Gerberman
____________________________
James H. Gerberman, Ph.D.
President, Chief Executive
Officer, and Chief Financial
Officer
11
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAR-31-1997
<PERIOD-END> JUN-30-1996
<CASH> 77,000
<SECURITIES> 0
<RECEIVABLES> 84,000
<ALLOWANCES> 0
<INVENTORY> 59,000
<CURRENT-ASSETS> 261,000
<PP&E> 780,000
<DEPRECIATION> 674,000
<TOTAL-ASSETS> 421,000
<CURRENT-LIABILITIES> 677,000
<BONDS> 0
0
0
<COMMON> 35,000
<OTHER-SE> (291,000)
<TOTAL-LIABILITY-AND-EQUITY> (256,000)
<SALES> 48,000
<TOTAL-REVENUES> 181,000
<CGS> 12,000
<TOTAL-COSTS> 478,000
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (295,000)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (295,000)
<EPS-PRIMARY> (.08)
<EPS-DILUTED> (.08)
</TABLE>
