FORM 10-Q/A No. 1
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
(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, 1995.
[ ] 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 0-16323
ELECTROSOURCE, INC.
(Exact name of Registrant as specified in its charter)
Delaware 742466304
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
3800B Drossett Drive, Austin, Texas 78744-1131
(Address of principal executive offices) (Zip Code)
(512) 445-6606
(Registrant's telephone number, including area code)
______________________________
(Former name, former address and former fiscal year, if changed
since last report)
Indicate by check mark whether the registration (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
PROCEDURES DURING THE PRECEDING FIVE YEARS
Indicate by check mark whether the registrant has filed all
documents and reports required to be filed by Section 12, 13 or
15(d) of the Securities Exchange Act of 1934 subsequent to the
distribution of securities under a plan confirmed by a court.
Yes No
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the
issuer's classes of common stock, as of the latest practicable
date: as of August 10, 1995, 21,764,286 shares of common stock
were outstanding.
Part I - Item 1 is amended to read in its entirety as follows:
INTENTIONALLY LEFT BLANK; AMENDED MATERIAL BEGINS NEXT PAGE
Electrosource, Inc.
Item 1. Notes to Condensed Financial Statements (Unaudited)
NOTE K - SUBSEQUENT EVENT
During July 1995, the holders of 120 Debentures elected to
convert their Debentures into 2,457,803 shares of Common Stock.
In addition, during July 1995 the Company issued $3,000,000 of
new Convertible Debentures (the "New Debentures") resulting in
net proceeds to the Company of $2,700,000. The New Debentures are
convertible into Common Stock at a price equal to 80 percent of
the closing bid price of the Common Stock on the business day
immediately preceding such time as the debentures are converted;
however, under no circumstances can the conversion price be
greater than 120 percent of the closing bid price on July 27,
1995. Conversion of 50 percent of the debentures may be effected
45 days after issue and the remaining 50 percent 20 days
thereafter. In addition, Warrants to purchase 1,000,000 shares
of Common Stock at a price of $3.00 per share, and an additional
1,000,000 shares at a price of $4.00 per share, exercisable until
January 27, 1998, were issued to certain advisors in the
transaction. Warrants to purchase 250,000 shares of Common Stock
at a price of $1.53 per share, the closing bid price on July 27,
1995, exercisable until July 27, 2000 were issued to an agent for
this transaction.
The following shows the pro-forma effect of these transactions as
if they had occurred at June 30, 1995:
June 30, 1995
Actual Adjustments Pro-Forma
CURRENT ASSETS $4,244,822 3,000,000 (b) $7,244,822
LONG-TERM ASSETS 8,119,277 8,119,277
TOTAL ASSETS $12,364,099 $15,364,099
CURRENT LIABILITIES $3,287,991 $3,287,991
CONVERTIBLE NOTE
PAYABLE 7,200,000 (3,000,000)(a) 7,200,000
3,000,000 (b)
OTHER LONG-TERM
LIABILITIES 3,501,602 3,501,602
SHAREHOLDERS' EQUITY (1,625,494) 3,000,000 (a) 1,374,506
TOTAL LIABILITIES AND
SHAREHOLDERS' EQUITY $12,364,099 $15,364,099
Adjustments:
(a) - To record the conversion of 120 Debentures into 2,457,803
shares of Common Stock
(b) - To record the issuance of the New Debentures with a value
of $3,000,000.
Part II - Item 5 is amended to read in its entirety as follows:
INTENTIONALLY LEFT BLANK; AMENDED MATERIAL BEGINS NEXT PAGE
Item 5 Other Information
During July 1995 the Company issued $3,000,000 of new
Convertible Debentures (the "New Debentures") resulting in
net proceeds to the Company of $2,700,000. The New
Debentures are convertible into Common Stock at a price
equal to 80 percent of the closing bid price of the Common
Stock on the business day immediately preceding such time as
the debentures are converted; however, under no
circumstances can the conversion price be greater than 120
percent of the closing bid price on July 27, 1995 ($1.53 per
share). Conversion of 50 percent of the debentures may be
effected 45 days after issue and the remaining 50 percent 20
days thereafter. In addition, Warrants to purchase
1,000,000 shares of Common Stock at a price of $3.00 per
share, and an additional 1,000,000 shares at a price of
$4.00 per share, exercisable until January 27, 1998, were
issued to certain advisors in the transaction. Warrants to
purchase 250,000 shares of Common Stock at a price of $1.53
per share, the closing bid price on July 27, 1995,
exercisable until July 27, 2000 were issued to an agent for
this transaction.
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 thereto duly authorized.
Date: September 5, 1995 ELECTROSOURCE, INC.
/s/
Michael G Semmens
Chairman, President and
Chief Executive Officer
(Executive Officer)
/s/
Michael Rosen
Vice President and Chief
Financial Officer
(Chief Accounting Officer)
EXHIBIT INDEX
No exhibits have been filed with this amendment.
