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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-KSB/A
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [Fee Required]
For the fiscal year ended January 31, 1996
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [No Fee Required]
For the transition period from ................to.............
Commission file Number 0-19705
LINKON CORPORATION
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(Name of small business issuer as specified in its charter)
NEVADA 13-3469932
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
140 Sherman Street, Fairfield, CT 06430
(Address of principal executive offices) (Zip Code)
(203) 319-3175
(Registrant's telephone number, including area code)
Securities registered under Section 12(b) of the Exchange Act: None
Securities registered under Section 12(g) of the Exchange Act:
Common Stock, $.001 par value
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(Title of Class)
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Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act of 1934 during the past 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
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Check if disclosure of delinquent filers in response to Item 405 of
Regulation S-B is not contained in this form, and no disclosure will be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form
10-KSB or any amendment to this Form 10-KSB.
State issuer's revenues for its most recent fiscal year $1,418,432.
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State the aggregate market value of the voting stock held by non-
affiliates of the registrant. The aggregate market value shall be computed by
reference to the price at which the stock was sold, or the average bid and asked
price of such stock, as of a specified date within the past 60 days. $7,503,252.
Number of shares outstanding of the registrant's common stock, as of
April 22, 1996 was 10,753,252.
DOCUMENTS INCORPORATED BY REFERENCE: None
Transitional Small Business Disclosure Format (check one):
Yes No X
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This amendment to the annual report on Form 10-KSB/A of Linkon
Corporation, a Nevada corporation (the "Company"), for the fiscal year ended
January 31, 1996 (the "Original Form 10-KSB") amends and modifies the Original
Form 10-KSB as follows:
Item 1 of Part III of the Original Form 10-KSB, entitled "Index to
Exhibits" is amended to add to the Original Form 10-KSB a Financial Data
Schedule, satisfying the requirements of Item 601 of Regulation S-B
promulgated under the Securities Exchange Act of 1934, as amended. Item
1 of Part III of the Original Form 10-KSB is hereby amended and restated
in its entirety. Except as modified hereby, the Original Form 10-KSB
shall remain unmodified.
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Part III
Item 1. Index to Exhibits
Exhibit
No. Description of Document
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3.1 Articles of Incorporation. (Incorporated by reference to Exhibit
8 to the Company's Registration Statement on Form S-18 (File
Number 33-22054-NY) which became effective on December 14,
1990).
3.2 By-laws. (Incorporated by reference to Exhibit 8 to the
Company's Registration Statement on Form S-18 (File Number 33-
22054-NY) which became effective on December 14, 1990).
4.1 10% Senior Secured Convertible Debenture Purchase Agreement,
dated October 27, 1994, between the Company and IBJS Capital
Corporation, including forms of the Company's Senior Debentures
and Warrant Certificates issued on October 27, 1994.
(Incorporated by reference to Exhibit 4.1 to the Company's Form
10KSB for the fiscal year ended January 31, 1995).
4.2 Convertible Subordinated Debenture Purchase Agreement, dated
July 29, 1994, between the Company and the purchasers of
subordinated debentures set forth therein, including forms of
the Company's Subordinated Debentures and Warrant Certificates
issued on July 29, 1994 and the October 27, 1994 agreement
between said parties amending the same. (Incorporated by
reference to Exhibit 4.2 to the Company's Form 10KSB for the
fiscal year ended January 31, 1995).
4.3 Placement Agent Agreement, dated January 14, 1994, between the
Company and Sloan Securities Corp., including forms of the
Company's Warrant Certificates, issued on January 28, 1994,
February 28, 1994 and April 30, 1994 and the October 27, 1994
agreement between said parties amending the same. (Incorporated
by reference to Exhibit 4.3 to the Company's Form 10KSB for the
fiscal year ended January 31, 1995).
4.4 Employment Agreement dated March 1, 1993 between the Company and
Lee W. Hill. (Incorporated by reference to Exhibit 4.4 to the
Company's Form 10KSB for the fiscal year ended January 31,
1995).
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4.5 Lease Agreement dated February 22, 1991 between the Company and
Danrich & Co. (Incorporated by reference to Exhibit 12 (iii) to
the Company's Registration Statement on Form S-1 (File Number
33-44506) which became effective on August 20, 1992).
4.6 Lease Agreement dated March 19, 1991 between the Company and
Sherman Street Limited Partnership. (Incorporated by reference
to Exhibit 12 (xiii) to the Company's Registration Statement on
Form S-1 (File Number 33-44506) which became effective on August
20, 1992).
27.1 Financial Data Schedule of the Company, as of January 31, 1996.
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SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto
duly executed on this 12th day of June, 1996.
LINKON CORPORATION
By:/s/ Kenneth S. Weiner
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Kenneth S. Weiner, Chief Financial
Officer
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<TABLE> <S> <C>
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<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
COMPANY'S BALANCE SHEET DATED AS OF JANUARY 31, 1996, AND THE COMPANY'S
STATEMENT OF OPERATIONS FOR THE FISCAL YEAR ENDED JANUARY 31, 1996 AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS AND THE
NOTES THERETO.
</LEGEND>
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> JAN-31-1996
<PERIOD-END> JAN-31-1996
<CASH> 522,569
<SECURITIES> 63,934
<RECEIVABLES> 1,125,600
<ALLOWANCES> 412,000
<INVENTORY> 888,655
<CURRENT-ASSETS> 2,216,164
<PP&E> 1,202,973
<DEPRECIATION> 696,283
<TOTAL-ASSETS> 4,085,328
<CURRENT-LIABILITIES> 1,159,735
<BONDS> 1,251,265
0
0
<COMMON> 10,754
<OTHER-SE> 1,663,574
<TOTAL-LIABILITY-AND-EQUITY> 4,085,328
<SALES> 1,418,432
<TOTAL-REVENUES> 1,418,432
<CGS> 638,532
<TOTAL-COSTS> 638,532
<OTHER-EXPENSES> 3,430,641
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 157,960
<INCOME-PRETAX> (2,794,917)
<INCOME-TAX> 1,571
<INCOME-CONTINUING> (2,796,488)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2,796,488)
<EPS-PRIMARY> (0.30)
<EPS-DILUTED> (0.30)
</TABLE>
