APA OPTICS INC /MN/
10QSB, 1995-10-30
OPTICAL INSTRUMENTS & LENSES
Previous: ADOBE SYSTEMS INC, 15-12G, 1995-10-30
Next: HUFFMAN KOOS INC, 15-12G, 1995-10-30



<PAGE>
Page 1 of 8

                    SECURITIES AND EXCHANGE COMMISSION

                          Washington, D.C. 20549

                                FORM 10-QSB




X  Quarterly report pursuant to Section 13 or 15(d) of the Securities
   Exchange Act of 1934

   For the quarterly period ended  September 30, 1995 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 0-16106


                             APA OPTICS, INC.
     (exact name of small business issuer as specified in its charter)

           Minnesota                                    41-1347235
(State or other jurisdiction of         (I.R.S. Employer Identification No.)
 incorporation or organization)

               2950 N.E. 84th Lane, Blaine, Minnesota 55449
           (Address of principal executive offices and zip code)

      Issuer's telephone number, including area code: (612) 784-4995

Indicate whether the issuer (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 issuer was required
to file such reports), and (2) has been subject to the filing requirement for
the past 90 days.

                              Yes  X  No    
 
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date:

          Class:                   Outstanding at September 30, 1995
 Common stock, par value $.01                  7,986,007
<PAGE>
<PAGE>
Page 2 of 8

                       PART 1, FINANCIAL INFORMATION
ITEM 1, FINANCIAL STATEMENTS

                             APA OPTICS, INC.
                         CONDENSED BALANCE SHEETS
<TABLE>
<CAPTION>
ASSETS                                      September 30         March 31 
                                               1995               1995
CURRENT ASSETS:                             (Unaudited)        (Audited)*
<S>                                         <C>                 <C>
Cash and short-term investments             $1,924,854          $401,034
Accounts receivable                            782,965           421,943
Inventories:
 Raw Materials                                  25,206            61,791
 Work-in-process & finished goods              162,314           146,414
Prepaid expenses                                15,200            31,225
Bond reserve funds                              16,667            63,333
TOTAL CURRENT ASSETS                         2,927,206         1,125,740

PROPERTY AND EQUIPMENT, NET                  1,332,632         1,492,282

OTHER ASSETS                                   478,613           445,075

                                           $ 4,738,451       $ 3,063,097

LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES:
Current Portion of Long-Term Debt          $   100,000       $    95,000
Accounts payable                                89,777            97,584
Accrued expenses                                (7,772)           40,476
TOTAL CURRENT LIABILITIES                      182,005           233,060

LONG TERM DEBT                                 345,000           445,000

SHAREHOLDERS' EQUITY
 Undesignated shares; 5,000,000 shares
  authorized; none issued                        ---               ---
 Common stock, $.01 par value; 15,000,000
  shares authorized; 7,986,007 & 7,376,923
  issued                                        79,860            73,769
Paid-in-capital                              6,944,302         5,122,292
Retained earnings (deficit)                 (2,812,716)       (2,811,024)
                                             4,211,446         2,385,037

                                           $ 4,738,451       $ 3,063,097
* Derived from audited financial statements
/TABLE
<PAGE>
<PAGE>
Page 3 of 8
   
                              APA OPTICS, INC.
                     CONDENSED STATEMENTS OF OPERATIONS
                                 (UNAUDITED)

<TABLE>
<CAPTION>
                            Three months ended         Six months ended      
                               September 30                September 30
                            1995          1994         1995        1994 
<S>                     <C>           <C>           <C>         <C>
REVENUES                $  682,828    $  445,679    $ 1,274,845 $   895,901

COSTS AND EXPENSES:
 Cost of sales and 
 services                  547,409       360,701        992,735     682,046

 Selling, general & 
 administrative            126,732       144,890        279,359     274,178
 Research & development      ---          66,551          2,467     164,226
                           674,141       572,142      1,274,561   1,120,450
Gain/Loss from Operations    8,687      (126,463)           284    (224,549)

INTEREST INCOME & EXPENSE:
 Interest Income            15,465         3,021         17,910       4,548
 Interest Expense          ( 9,107)      (10,793)       (19,386)    (22,612)
                             6,358       ( 7,772)       ( 1,476)    (18,064)
INCOME (LOSS)         
 BEFORE INCOME TAXES        15,045      (134,235)      ( 1,192)    (242,613)
INCOME TAX EXPENSE 
 (BENEFIT)                     250           ---           500          250

NET INCOME (LOSS)        $  14,795     $(134,235)     $( 1,692)   $(242,863)

EARNINGS (LOSS) PER
COMMON & COMMON EQUIVALENT
SHARE (EXHIBIT 11)           $ .00         $(.02)         $(.00)      $(.03)


WEIGHTED AVERAGE SHARES
 OUTSTANDING             7,623,839     7,276,010      7,482,477   7,275,469
 
</TABLE>









<PAGE>
Page 4 of 8
                             APA OPTICS, INC.
                          STATEMENT OF CASH FLOWS
                                (UNAUDITED)
<TABLE>
<CAPTION>
                                                         Six Months Ended
                                                            September 30
                                                         1995         1994
<S>                                                <C>          <C>
OPERATING ACTIVITIES
Net Income (loss)                                  $ (  1,692)  $ (242,863)
Adjustments to reconcile net income to net cash
provided by operating activities:
  Depreciation and amortization                       215,689      219,131
    Changes in operating assets and liabilities:
    (Increase) decrease in accounts receivable       (361,021)      29,603
    (Increase) decrease in inventories and
      prepaid expenses                                 83,375      (45,956)
    Increase (decrease) in accounts payable and
     accrued expenses                                 (56,055)     (40,150)
    Other                                             (57,538)     (31,008)
Net cash provided by (used in) operating
  activities                                         (177,242)    (111,243)

INVESTING ACTIVITIES
Purchases of property and equipment                   (32,039)   *  81,555

Net cash provided by (used in) investing activities   (32,039)      81,555

    
FINANCING ACTIVITIES
Proceeds from sale of common stock                  1,828,101      260,000
Repayment of long-term debt                           (95,000)     (85,000)

Net cash provided by financing activities           1,733,101      175,000

Increase (decrease) in cash                         1,523,820      145,312

Cash at Beginning of Period                           401,034      274,204 

Cash at End of Period                              $1,924,854    $ 419,516 

                  NOTE TO CONDENSED FINANCIAL STATEMENTS

1.  In the opinion of management, the information furnished reflects all
adjustments which are necessary to a fair statement of the results of the
interim periods presented. All adjustments were of a normal recurring nature.
The result of any interim period are not necessarily indicative of results
for the full year.

* Includes $125,000 from the sale of used equipment.
</TABLE>
<PAGE>
Page 5 of 8

                ITEM 2.  MANAGEMENT'S DISCUSSION
               AND ANALYSIS OF FINANCIAL CONDITION
                    AND RESULTS OF OPERATIONS


Results of Operations:                                           

	Revenues for the second quarter of fiscal 1996 ended 
September 30, 1995 were $682,828, an increase of 53% from the
second quarter of fiscal 1995 ended September 30, 1994. The second
quarter revenues of fiscal 1996 are also up 15% as compared to the
first quarter of fiscal 1996. While production revenues decreased
by $192,382 during the first two quarters of fiscal year 1996 as
compared to the first two quarters of fiscal 1995, contract
revenues increased by $571,326 resulting in an overall increase in
revenues of $378,944 for the first two quarters of fiscal 1996.
This shift is consistent with the Company's overall plans to focus
upon production and marketing of products based upon its research
and development activities. The increased contract revenues also
resulted in reducing the Company's paid internal research and
development expenses to $2,467 during the first two quarters of
fiscal year 1996 from $164,226 for the first two quarters of fiscal
year 1995. 

	The substantial increase in government contract revenues for
the first two quarters of fiscal 1996 as compared to the first two
quarters of fiscal 1995 is a result of the Company's efforts in
winning new government contracts in fiscal 1995. The Company's
backlog of unfinished government contracts is approximately $3.2
million. 

	For the second quarter of fiscal 1996, the Company is
reporting a profit of $14,795 after writing off raw materials
associated with the Interferometer for aspheric testing (IAT). The
Company decided to write off these materials due to lack of
revenues from these products. The $14,795 profit for the second
quarter of fiscal 1996, compares to a net loss of ($134,235) for
the second quarter of fiscal 1995. This improvement is mainly due
to significant reduction in company paid research and development
expenses and increased contract revenues. The quarters results mark
the first profitable quarter for the Company in the past five
years. The Company anticipates it will continue to show a profit
next quarter.








<PAGE>
Page 6 of 8


Liquidity and Capital Resources:

	The Company's cash balance at September 30, 1995 is
$1,924,854. The Company's current ratio is over sixteen to one. The
receivables are up this quarter end, due to delays in receiving
government payments due to the government's year end. These
payments will be received during the third quarter. The Company
raised approximately $1.8 million in a private placement of 600,000
shares of the Company's common stock. These funds will be used to
supplement the $6.5 million of assistance from the State of South
Dakota and the city of Aberdeen for the construction of a new
optoelectronic product manufacturing facility in Aberdeen, South
Dakota.





































<PAGE>
Page 7 of 8

                        PART II. OTHER INFORMATION

ITEMS 1 - 5.  Not Applicable.

ITEM 6.  Exhibits and Reports on Form 8-K.

(a)  Exhibit 11:  Statement RE:  Computation of per share earnings.

(b)  Exhibit 27:  Financial Data Schedules

     There were no reports on Form 8-K filed during the three months ended
September 30, 1995.


                                Signatures


In accordance with the requirements of the Securities Exchange Act of 1934,
the issuer has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.




                                         APA OPTICS, INC.


         October 26, 1995                s/s  Anil  K.  Jain          

                Date                     Anil K. Jain
                                         President
                                         Principal Executive Officer
                                         Treasurer & Principal Financial
                                         Officer


         October 26, 1995                s/s  Randal  J.  Becker        

                Date                     Randal J. Becker
                                         Principal Accounting Officer
                                                                           
                                                                           
                                                                           
                                                                           
                                                                           
                                                                           
                                                                           
                                                                           
           

<TABLE> <S> <C>

<ARTICLE> 5
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                           MAR-1-1996
<PERIOD-END>                               SEP-30-1995
<CASH>                                       1,924,854
<SECURITIES>                                         0
<RECEIVABLES>                                  782,965
<ALLOWANCES>                                         0
<INVENTORY>                                    187,520
<CURRENT-ASSETS>                             2,927,206
<PP&E>                                       1,332,632
<DEPRECIATION>                                 215,689
<TOTAL-ASSETS>                               4,738,451
<CURRENT-LIABILITIES>                          182,005
<BONDS>                                              0
<COMMON>                                        79,860
                                0
                                          0
<OTHER-SE>                                   4,131,586
<TOTAL-LIABILITY-AND-EQUITY>                 4,738,451
<SALES>                                      1,274,845
<TOTAL-REVENUES>                             1,274,845
<CGS>                                          992,735
<TOTAL-COSTS>                                  992,735
<OTHER-EXPENSES>                               281,826
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                              19,386
<INCOME-PRETAX>                                (1,192)
<INCOME-TAX>                                       500
<INCOME-CONTINUING>                            (1,692)
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   (1,692)
<EPS-PRIMARY>                                    (.00)
<EPS-DILUTED>                                    (.00)
        

</TABLE>

<PAGE>
Page 8 of 8

                                EXHIBIT 11

                             APA OPTICS, INC.

<TABLE>
<CAPTION>
                         Statement RE: Computation
                           of Per Share Earnings


                            Three months ended          Six months ended
                               Septmeber 30                September 30
                             1995         1994         1995       1994
<S>                       <C>           <C>          <C>        <C>
Average common
  shares outstanding      7,583,161     7,276,010    7,482,477  7,275,469
           

Dilutive stock options
  and warrants (A)           40,678             0            0          0
 
Total                     7,623,839     7,276,010    7,482,477  7,275,469
       
 
Net income (loss)        $   14,795     $(134,235)   $(  1,692) $(242,863)
             

Per share amount              $ .00         $(.02)       $(.00)     $(.03)


(A) Calculated using the "treasury stock" method.
</TABLE>
                                                                           
                                                                           
                                                                           
                                                                           
                                                                           
                                                                           
    


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission