<PAGE>
U.S. 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 December 31, 1996
-------------------------------------------------
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Forthe transition period from to
---------------------- ---------------------------
Commission file number 1-10196
Dimensional Visions Group, Ltd.
- --------------------------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
Delaware 23-2517953
- ------------------------------- -------------------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
8855 N. Black Canyon Hwy., Suite 2000, Phoenix, Arizona, 85021
- --------------------------------------------------------------------------------
(Address of principal executive offices)
(602) 997 - 1990
- --------------------------------------------------------------------------------
(Issuer's telephone number)
- --------------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since
last report)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act 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 .
----- -----
As of December 31, 1996, the number of shares of Common Stock issued and
outstanding was 59,375,669.
<PAGE>
Dimensional Visions Group, Ltd. And Subsidiaries
INDEX
Page
Number
------
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Condensed Balance Sheets - December 31, 1996
and June 30, 1996 ...................................................... 1
Consolidated Condensed Statements of Operations - For the three and six
months ended December 31, 1996 and 1995 ................................ 2
Consolidated Condensed Statements of Cash Flows - For the six
months ended December 31, 1996 and 1995................................. 3
Notes to Consolidated Condensed Financial Statements..................... 4
Item 2. Management's Discussion and analysis of Financial Conditions
and Results of Operations............................................... 9
PART II - OTHER INFORMATION
Item 1. Legal Proceedings............................................. N/A
Item 2. Changes in Securities......................................... N/A
Item 3. Defaults Upon Senior Securities.............................. N/A
Item 4. Submission of Matters to a Vote of Security Holders........... N/A
Item 5. Other Information............................................. N/A
Item 6. Exhibits and Reports on Form 8-K.............................. 10
SIGNATURES............................................................... 10
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
DIMENSIONAL VISIONS GROUP, LTD. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
ASSETS
December 31, June 30,
1996 1996
---- ----
(Unaudited)
<S> <C> <C>
Current assets
Cash and cash equivalents $ 311,521 $203,073
Accounts receivable, trade net of
allowances for bad debts of 41,508 32,608
$215,743
Inventory 55,249 89,458
Prepaid supplies and expenses 13,805 32,447
----------- -----------
Total current assets 422,083 357,586
----------- -----------
Equipment and leasehold improvements
Equipment 1,893,381 1,891,703
Furniture and fixtures 144,460 143,408
Leasehold improvements 109,446 109,446
----------- -----------
2,147,287 2,144,557
Less accumulated depreciation and
amortization 2,032,670 2,007,317
----------- -----------
114,617 137,240
----------- -----------
Other assets
Goodwill, net of accumulated
amortization of $249,289 at
December 31,1996; 152,790 at June 715,670 812,199
30, 1996
Deferred compensation costs 32,798 50,389
Patent right, and other assets 49,468 51,505
----------- -----------
797,936 914,093
----------- -----------
Total assets $ 1,334,636 $ 1,408,919
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
December 31, June 30,
1996 1996
---- ----
(Unaudited)
Current liabilities
Current portion of Long term debt $ 125,000 $ --
Accounts payable, accrued expenses and other liabilities 258,155 348,058
----------- -----------
Total current liabilities 383,155 348,058
Long term debt, net of current portion 75,000 325,000
----------- -----------
Total liabilities 458,155 673,058
----------- -----------
Commitments and contingencies -- --
Stockholders' equity
Preferred stock - $001 par value, authorized -
10,000,000 shares; issued and outstanding - 412,690
shares at December 31, 1996, 632,207 shares at June 413 632
30, 1996
Additional paid-in capital 1,449,337 3,503,161
----------- -----------
1,449,750 3,503,793
Common stock - $001 par value, authorized -
100,000,000 shares issued and outstanding - 59,375,669
shares at December 31, 1996, 26,711,657 shares at
June 30, 1996 59,375 26,712
Additional paid-in capital 16,984,608 13,963,359
Deficit (17,617,252) (16,758,003)
----------- -----------
Total stockholders' equity 876,481 735,861
----------- -----------
Total liabilities and stockholders' equity $ 1,334,636 $ 1,408,919
=========== ==============
</TABLE>
See notes to condensed consolidated financial statements.
1
<PAGE>
DIMENSIONAL VISIONS GROUP, LTD. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
------------------ ----------------
December 31, December 31,
------------ ------------
1996 1995 1996 1995
---- ---- ---- ----
<S> <C> <C> <C> <C>
Operating revenue $ 96,074 $ 309,389 $ 220,946 $ 522,425
Cost of Sales 56,230 226,824 112,157 386,285
---------- ---------- ---------- -----------
Gross profit 39,844 82,565 108,789 136,140
---------- ---------- ---------- -----------
Operating expenses
Engineering and development costs 101,937 116,319 194,839 175,857
Marketing expenses 101,916 68,780 196,647 123,487
General and administrative expenses 243,424 409,763 470,556 739,503
---------- ---------- ---------- -----------
Total operating expenses 447,277 594,862 862,042 1,038,847
---------- ---------- ---------- -----------
Loss before other income (expenses) (407,433) (512,342) (753,253) (902,707)
---------- ---------- ---------- -----------
Other income (expenses)
Interest expense (8,173) (4,469) (14,518) (55,084)
Interest income 3,018 5,159 5,021 7,671
Amortization of Goodwill (48,250) (51,308) (96,499) (59,858)
---------- ---------- ---------- -----------
(53,405) (50,618) (105,996) (103,271)
---------- ---------- ---------- -----------
Net loss ($ 460,838) ($562,915) ($859,249) ($1,005,978)
========== ========== ========== ===========
Net loss per share of common stock ($.01) ($.03) ($.02) ($.06)
====== ====== ====== ======
Weighted average shares of common stock outstanding 41,525,229 17,629,098 34,860,983 17,290,853
========== ========== =========== ==========
</TABLE>
See notes to condensed consolidated financial statements.
2
<PAGE>
DIMENSIONAL VISIONS GROUP, LTD. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Six Months Ended December 31,
-----------------------------
1996 1995
---- ----
<S> <C> <C>
Cash flows from operating activities
Net loss ($ 859,249) ($ 1,005,978)
Total adjustments to reconcile net loss to net cash
used in operating activities 231,427 252,243
------- -------
Net cash used in operating activities (627,822) (753,735)
---------- ------------
Cash flows from investing activities
Cash acquired in acquisition - 275,632
Property and equipment and progress payments
on equipment under construction (2,730) (30,722)
---------- ------------
Net cash provided used in investing activities (2,730) 244,910
---------- ------------
Cash flows from financing activities
Proceeds from long-term borrowing 250,000 145,000
Sale of common stock, net of offering cost of 489,000 675,000
$75,000 in 1995
Exercise of warrants to purchase common stock - 1,800
Payment of note - (50,000)
------------
Net cash provided by financing activities 739,000 771,800
---------- ------------
Net increase in cash and cash equivalents 108,448 262,975
Cash and cash equivalents, beginning 203,073 227,972
---------- ------------
Cash and cash equivalents, ending $ 311,521 $ 490,947
=========== ============
Supplemental disclosures of cash flow information:
Cash paid during the period for interest - -
=========== ============
Issuance of common stock in connection with
Compensation $ 43,520 $ -
=========== ============
Consulting services $ 77,350 $ -
=========== ============
Payment of an advance from Individual $ 15,000 $ -
=========== ============
</TABLE>
3
<PAGE>
DIMENSIONAL VISIONS GROUP, LTD. AND SUBSIDIARIES
CONDENSED CONSOLIDATE STATEMENTS OF CASH FLOWS (Continued)
(Unaudited)
Supplemental disclosure of non-cash investing and financing activities for six
months ended December 31, 1996 and 1995:
During the six months ended December 31, 1996, 600,000 shares of the
Company's stock was issued as a result of the conversion of 15,000 shares
of Series A Convertible Preferred Stock valued at $150,000.
During the six months ended December 31, 1996, 188,170 shares of the
Company's Common Stock was issued as a result of the conversion of 18,817
shares of Series P Convertible Preferred Stock valued at $47,043.
During December 1996, 22,284,000 shares of the Company's Common Stock was
issued as a result of the conversion of 185,700 shares of Series B
Convertible Preferred Stock valued at $1,857,000.
During the six months ended December 31, 1996, 4,922,892 shares of the
Company's Common Stock was issued as a result of the conversion of
$375,000 of Convertible Debenture issued pursuant to a Regulation S
offering.
During the six months ended December 31, 1995, 800,000 shares of the
Company's Common Stock was issued as a result of the conversion of 20,000
shares of Series A Convertible Preferred Stock valued at $200,000.
On September 12, 1995, the Company acquired all of the outstanding Common
Stock of InfoPak, Inc. In exchange for 500,000 shares of Series P
Convertible Preferred Stock valued at $1,250,000, and the cancellation of
debt to certain shareholders of InfoPak, Inc. in exchange for 31,379
Series P Convertible Preferred shares valued at $78,448. The Company
acquired assets valued at $442,769, (including cash of $275,632), and the
assumption of liabilities of $103,590. In addition, certain employees
under contract and a consultant received 17,500 shares of Series P
Convertible Preferred Stock valued at $43,750 as a signing bonus.
In August, 1995 in connection with the sale of 3,000,000 shares of the
Company's Common Stock, certain stockholders, consisting mainly of
officers and directors, surrendered 3,215,000 of the Company's Common
Stock in exchange for 32,150 shares of Series S Preferred.
In September, 1995 the Company issued 1,000,000 warrants to the then Chief
Executive Officer and 500,000 warrants to the then financial consultant to
the Company to purchase the Company's Common Stock at $.25 and $.15,
respectively. The warrants issued to the financial consultant were valued
at $100,000 and was expensed. In addition, in connection with the sale of
the 3,000,000 shares of the Company's Common Stock for $675,000 net of
commissions, an additional 1,250,000 of warrants to purchase the Company's
Common Stock (750,000 at $.15 and 500,000 at $.50) were issued.
See notes to condensed consolidated financial statements.
4
<PAGE>
DIMENSIONAL VISIONS GROUP, LTD. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
SIX MONTHS ENDED DECEMBER 31, 1996
(Unaudited)
Note 1 Basis of Presentation of Interim Financial Statements
The interim financial statements are prepared pursuant to the requirements
for reporting on Form 10-QSB. The June 30, 1996 balance sheet data were
derived from audited financial statements but does not include all
disclosures required by generally accepted accounting principles. The
interim financial statements and notes thereto should be read in
conjunction with the financial statements and notes included in the
Company's Annual Report on Form 10-KSB for the fiscal year ended June 30,
1996. In the opinion of management, the interim financial statements
reflect all adjustments of a normal recurring nature necessary for a fair
statement of the results for the interim periods presented. The current
period results of operations are not necessarily indicative of results
which ultimately will be reported for the full year ending June 30, 1997.
Note 2 Accounts Payable, Accrued Expenses and Other Liabilities
December 31, 1996 June 30,1996
----------------- ------------
Accounts payable $ 70,300 $118,525
Accrued expenses
Interest 7,434 3,684
Salaries 94,262 111,449
Consulting fees 78,000 88,000
Payroll Taxes Payable 8,159 -
Customer deposit - 26,400
--------- ----------
Total $ 258,155 $348,058
========= ==========
Note 3 Long-Term Debt
Long-term debt consisted of the following:
December 31,1996 June 30, 1996
---------------- -------------
5% convertible debenture due
August 1, 1997 125,000(1) 250,000(1)
10% secured notes due in January
and February, 1998 75,000(2) 75,000(2)
---------- ---------
200,000 325,000
Less current portion 125,000 -
---------- ---------
Long term portion $ 75,000 $ 325,000
========== =========
The long-term debt, as of December 31, 1996, is classified as long term
since the entire obligation becomes due during fiscal year ending in June
30, 1998.
5
<PAGE>
DIMENSIONAL VISIONS GROUP, LTD. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
SIX MONTHS ENDED DECEMBER 31, 1996
(Unaudited)
Note 3 Long-Term Debt ( Continued )
(1) During July through September 30, 1996, $150,000 of the debenture was
converted to 2,063,186 shares of the Company's Common Stock at an average
per share price of $.07. This debt is convertible into the Company's
Common Stock at 50% of the price of the Company's stock on the day prior
to conversion, but at no time shall the conversion price be greater than
$.31 a share. During September and October 1996, additional debentures for
$ 250,000 were issued. This debt is convertible into the Company's Common
Stock at 50% of the price of the Company's stock on the day prior to
conversion, but at no time shall the conversion price be greater than
$.145 a share. During October through December $225,000 of the Debenture
was converted to 2,859,706 shares of the Company's stock at an average
price of $.07.
(2) In 1994 and 1995, the Company gave a security interest in all of the
Company's tangible and intangible assets, including all patents and
proprietary technologies as collateral for $ 1,982,000 of 10% secured
notes, which was evidenced by a Uniform Commercial Code of filing on March
24, 1994.
On October 1, 1995, holders of $1,757,000 of outstanding secured notes
exercised their warrants to convert the secured notes to Series B
Convertible Preferred Stock except for the above secured note holders and
a director who subsequently, in February 1996, exercised his right to
convert a $150,000 secured note to Series B Convertible Preferred Stock.
In addition, the note holders also agreed to convert $262,750 of interest
due on the 10% secured notes into Series C Convertible Preferred Stock. As
of December 31, 1996 there remained outstanding $ 75,000 of the 10%
secured notes.
Note 4 Common Stock
As of December 31, 1996, there was outstanding 16,278,910 of non-public
warrants to purchase the Company's Common Stock at prices ranging from
$.10 to $.75 with a weighted average price of $.21 per share. The Company
has also agreed to issue up to 2,650,000 warrants to purchase the
Company's Common Stock, at prices ranging from $.15 to $.20 with a
weighted average price of $.19 per share, to certain employees. The
issuance of these warrants is subject to the individuals meeting certain
predetermined performance goals, which if obtained would improve the
Company's DV3DTM print products and the sales of such products.
As of December 31, 1996, there were 412,690 shares of Convertible
Preferred Stock outstanding which can be converted to 5,625,400 shares of
common stock (see Note 5).
As of December 31, 1996, there are 7,500 Series B Warrants outstanding to
purchase Series B Convertible Preferred Stock which can be converted into
750,000 shares of the Company's Common Stock ( see Note 3 ).
As of December 31, 1996 there was a $ 125,000 5% Convertible Debenture
which can be converted into a minimum of 862,068 shares of the Company's
Common Stock depending upon the price of the Company's Common Stock the
day preceding the conversion.
6
<PAGE>
DIMENSIONAL VISIONS GROUP, LTD. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
SIX MONTHS ENDED DECEMBER 31, 1996
(Unaudited)
Note 4 Common Stock (Continued)
The total number of shares of the Company's Common Stock that would be
issuable upon the conversion of the outstanding debt, preferred stock and
the exercise of all outstanding warrants would be 85,908,794 shares as of
January 13, 1997.
During the six months ended December 31, 1996, 32,644,012 (net of 28,550
shares surrendered to the Company)shares of the Company's Common Stock
were issued as follows:
Conversion of 15,000 shares of Series A convertible Preferred stock
valued at $150,000 into 600,000 shares of the Company's Common Stock.
Conversion of 185,700 shares of Series B Convertible Preferred Stock
valued at $1,857,000 into 22,284,000 shares of the Company's Common
Stock.
Conversion of 18,817 shares of Series P Convertible Preferred stock
valued at $47,043 into 188,170 shares of the Company's Common Stock.
Conversion of $375,000 of convertible debentures to 4,922,892 shares
of the Company's Common Stock issued pursuant to a Regulation S
offering.
Conversion of a $15,000 advance to 150,000 shares of the Company's
Common Stock valued at $ .10 per share.
Issuance of 430,000 shares of the Company's Common Stock to
consultants for services valued at $77,250.
Issuance of 227,500 shares of the Company's Common Stock to employees
for compensation valued at $43,520.
The Company sold through private placement 1,390,000 shares of the
Company's Common Stock value at $ .10 per share.
The Company sold through an offshore placement 2,500,000 shares of
the Company's Common Stock value at $ .14 per share.
Note 5 Preferred Stock
The Company has authorized 10,000,000 shares of $.001 par value per share
Preferred Stock, of which the following were issued and outstanding:
Allocated Outstanding Outstanding
--------- ----------- -----------
December 31, 1996 June 30, 1996
----------------- -------------
Series A Preferred 100,000 25,500 40,500
Series B Preferred 200,000 5,000 190,700
Series C Preferred 1,000,000 23,420 23,420
Series P Preferred 600,000 355,620 374,437
Series S Preferred 50,000 3,150 3,150
--------- ------- -------
Total Preferred Stock 1,950,000 412,690 632,207
========= ======= =======
7
<PAGE>
DIMENSIONAL VISIONS GROUP, LTD. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
SIX MONTHS ENDED DECEMBER 31, 1996
(Unaudited)
Note 5 Preferred Stock (Continued)
The Company's Series A Convertible 5% Preferred Stock ("Series A
Preferred"), 100,000 shares authorized, is convertible into common stock
at the rate of 40 shares of common stock for each share of the Series A
Preferred. Dividends from date of issue, are payable from retained
earnings, and have been accumulated on June 30 each year, but have not
been declared or paid.
The Company's Series B Convertible 8% Preferred Stock ("Series B
Preferred"), is convertible at the rate of 100 shares of common stock for
each share of Series B Preferred. Dividends from date of issue are payable
on June 30 from retained earnings at the rate of 8% per annum and have not
been declared or paid.
The Company filed with the Securities and Exchange Commission form SC 13E4
on August 19, 1996 an offer to all holders of Series B Preferred Stock to
exchange each of their shares for 120 shares of the Company's Common
Stock. Substantially all of the shares, ninety-eight percent (98% (186,700
shares)), have been tendered and 22,284,000 shares of the Company's Common
Stock was issued during December 1996.
The Company's Series C Convertible Preferred Stock ("Series C Preferred"),
is convertible at a rate of 10 shares of common stock per share of Series
C Preferred.
The Company's Series P Convertible Preferred Stock ("Series P Preferred"),
is convertible at a rate of 10 shares of common stock for each share of
Series P Preferred. The fair market value of the 548,879 shares of Series
P Preferred issued relating to the merger, debt cancellation and signing
bonuses to certain employees and a consultant, was valued at $1,372,198
($2.50 per share) based upon the price at which the Company was able to
sell 3,000,000 shares of its common stock on September 5, 1995 through a
Regulation S offering which was $.25 per share.
The Company's Series S Convertible Preferred Stock ("Series S Preferred"),
is convertible at the rate of 100 shares of common stock for each share of
Series S Preferred.
The Company's Series A Preferred and Series B Preferred were issued for
the purpose of increasing the capital of the Company. The Series C
Preferred was issued to certain holders of the Company's 10% Secured Notes
in lieu of accrued interest and also will be held for future investment
purposes. The Series S Preferred was issued to certain stockholders
consisting mainly of officers and directors of the Company in exchange for
such stockholders' shares of common stock. After this exchange, common
stock was sold on September 5, 1995 for the purpose of raising additional
capital.
The Series P Preferred was issued on September 12, 1995 to InfoPak
shareholders in exchange for (1) all of the outstanding capital stock of
InfoPak, (2) as signing bonuses for certain employees and a consultant of
InfoPak, and (3) to satisfy InfoPak's outstanding debt obligations to
certain shareholders.
The 190,700 shares of Series B Preferred were issued to holders of
warrants to purchase such preferred stock. The funding for the exercise of
these warrants was the exchange of $1,907,000 of principal amount of
secured and unsecured notes.
The 26,275 shares of Series C Preferred were also issued in exchange for
$262,750 of interest due under the secured and unsecured note holders of
2,855 shares of Series C Preferred Stock have subsequently converted their
shares into the Company's Common Stock.
8
<PAGE>
PART II - OTHER INFORMATION
The following Management's Discussion and Analysis of Financial Condition
and Results of Operations contains forward-looking statements that involve
risks and uncertainties. The Company's actual results could differ
materially from those implied in these forward-looking statements as a
result of certain factors, including, but not limited to, those set forth
in this report.
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Three months ended December 31, 1996 and 1995
Liquidity and Capital Resources
-------------------------------
As of December 31, 1996 the Company had working capital of $38,928
compared with a working capital of $78,045 as of December 31, 1995. During
the quarter ended December 31, 1996, the Company raised a total of
$470,000 through the sale of its equity securities and debt in various
offshore transactions. Holders of debt financing representing $225,000 and
$1,857,000 of Series B Convertible Preferred converted their debt and
stock into shares of Common Stock during the quarter.
The Company expects to receive approximately $ 250,000 to $ 300,000 during
fiscal year 1997 from monthly licensing fees for the InfoPak Portable MLS
product. As of December 31, 1996, InfoPak has billed $103,806 of this
amount and will continue to invoice its distributors on a monthly basis.
The majority of the fees begin in January 1997 pursuant to existing
distribution agreements. The actual amount of such fees will be determined
by the number of MLS InfoReaders in service during the year.
Results of Operations
---------------------
The net loss for the quarter ended December 31, 1996 was $460,838 compared
to a net loss of $562,915, for the quarter ended December 31, 1995. The
decrease in the loss was caused primarily by a decrease in compensation
expenses. Revenues for the quarter ended December 31, 1996 were $96,074
compared to revenues of $309,389 for the quarter ended December 31, 1995.
The decrease in revenues was the result of there being no recorded sales
of the DV3D(R) print products. However, in January 1997 there were sales
of the DV3D(R) print products. Also during the period there were decreased
sales of the InfoPak products. InfoPak changed its distribution system by
changing its distributor base. The Company has combined its DV3D(R)
stereoscopic print technology with its Animotion(TM) print products. The
Company expects that the DV3D(R) Animotion(TM) print products will be the
primary print products to be sold during the quarter ended March 31, 1997.
Six months ended December 31, 1996 and 1995
Liquidity and Capital Resources
-------------------------------
For the six months ended December 31, 1996 the Company raised $739,000
through private placement of its securities. The Company needs additional
funding in order to maintain current operations. The Company is not to the
point of generating sufficient revenues from operations to cover its cost
structure. The Company has been funding its operations by selling its
securities in private placements, offshore transactions, short-term
borrowing, accruing compensation to certain employees, and sale of its
products. The Company continues to discuss with outside shareholders and
other third parties the raising of additional funds. The amount of third
party funding, depends to some extent on the Company's revenues and cash
flow from operations. No assurance can be given that the Company will be
able to obtain additional funds in the long term necessary to maintain its
existing operations. In the event the Company is not able to secure
sufficient funds in a timely basis necessary to maintain its current
operations, it may cease all or part of its existing operations.
9
<PAGE>
Results of Operations
---------------------
The net loss for the six month period ending December 31, 1996 was
$859,249 compared with a net loss of $1,005,978 for the period ended
December 31, 1996. The decrease in the loss was caused primarily by a
decrease in compensation expenses such as consulting fees and salaries.
Revenues for the six months ended December 31, 1996 were $220,947 compared
to $522,425 for the six months ended December 31, 1995. The decrease in
revenues was the result of InfoPak not generating revenues on the sale of
its products comparable to the six months ended December 31, 1995
primarily because it changed its distributor base and such change has not
produced revenues as anticipated. Also the Company ceased doing business
with a major distributor for the DV3D(R) print product on account of said
distributor not paying for a order worth approximately $213,000. The
Company is in the process of broadening its customer and distributor base
for the DV3D(R) print products.
The Company expects to incur operating losses through the quarter ending
March 31, 1997. However, the Company continues to implement a program for
reducing its operating expenses and controlling its internal costs. The
Company has consolidated its corporate offices and production facilities
in Phoenix, Arizona. The Company has decreased its use of consultants and
continues to lower other non-operating expenses. The Company has
introduced three new products, the Animotion(TM) print product, the
InfoPak(TM) Electronic Auto Pricing Guide product and the InfoPunch(TM)
Electronic Construction Checklist. As previously stated, the Company will
incorporate its DV3D(R) stereoscopic technology into its Animotion(TM)
print products. The Company has developed its internal production
capabilities, such that it has only to use third party printing companies
for the completion of its print products.
Events Subsequent to December 31, 1997
--------------------------------------
On January 28, 1997, InfoPak entered into a license agreement with the
National Automobile Dealers Association (N.A.D.A.(R) ) to distribute the
InfoPak(TM) based N.A.D.A. Official Used Car Guide(R).
Item 6. Exhibits and Reports on Form 8-K
The following documents are filed as part of this report:
1. The following Exhibits are filed herein: 27.0 Financial Data Schedule
2. Reports on Form 8-K filed: None
Signatures
In accordance with the Exchange Act, the registrant caused this report to
be signed on its behalf by the undersigned, duly authorized.
DIMENSIONAL VISIONS GROUP, LTD.
DATED: February 11, 1997 By: /s/ George S. Smith
----------------------------------------
George S. Smith, Chairman, President and
Chief Executive Officer
10
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000836809
<NAME> DIMENSIONAL VISIONS GROUP, LTD.
<CURRENCY> US DOLLARS
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUN-30-1997
<PERIOD-START> OCT-01-1996
<PERIOD-END> DEC-31-1996
<EXCHANGE-RATE> 0.00001
<CASH> 311,521
<SECURITIES> 0
<RECEIVABLES> 257,251
<ALLOWANCES> 215,743
<INVENTORY> 55,249
<CURRENT-ASSETS> 422,083
<PP&E> 2,147,287
<DEPRECIATION> 2,032,670
<TOTAL-ASSETS> 1,334,636
<CURRENT-LIABILITIES> 383,155
<BONDS> 0
0
1,449,337
<COMMON> 59,375
<OTHER-SE> (632,644)
<TOTAL-LIABILITY-AND-EQUITY> 1,334,636
<SALES> 220,946
<TOTAL-REVENUES> 220,946
<CGS> 112,157
<TOTAL-COSTS> 112,157
<OTHER-EXPENSES> 862,042
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 14,518
<INCOME-PRETAX> (859,249)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (859,249)
<EPS-PRIMARY> (.02)
<EPS-DILUTED> 0
</TABLE>
