SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------------------
FORM 10-Q/A
AMENDMENT NO. 1
- -----
X Quarterly report pursuant to Section 13 or 15(d) of the Securities -----
Exchange Act of 1934 for the quarter ended September 30, 1996 or
- ----- Transition report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 (no fee required) for the transition period
- ----- from _______________ to _______________.
Commission File No. 0-17816
Sunrise Technologies International, Inc.
(Exact name of Registrant as specified in its charter)
Delaware 77-0148208
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
47257 Fremont Boulevard, Fremont, California 94538
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (510) 623-9001
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 registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
--- ---
There were 27,866,613 of the Registrant's Common Stock issued and outstanding on
November 6, 1996.
<PAGE>
General and administrative expenses for the three-month period ended September
30, 1996 decreased to $668,000 from $734,000 for the same period in 1995. This
decrease is due to decreased legal expenses and the Company's efforts to reduce
costs. General and administrative expenses for the nine-month period ended
September 30, 1996 increased to $1,873,000 from $1,646,000 in the same period of
1995. The increase is due to relatively higher legal expenses in earlier
quarters of 1996.
Sales, marketing and regulatory costs increased $409,000 (77%) and $845,000
(40%) to $942,000 and $2,938,000 for the three and nine months ended September
30, 1996, respectively, from the $533,000 and $2,093,000 for the same 1995
periods, due to increased costs relating to the implementation of a direct sales
organization as well as increased marketing and regulatory costs.
Financial Condition
As of September 30, 1996 the Company had $1,443,000 in cash and cash
equivalents. The Company's operating activities used $4,528,000 in the nine
months ended September 30, 1996 and used $4,495,000 in cash during fiscal 1995.
A substantial portion of the 1995 and 1996 losses were funded by the $7.5
million net proceeds received from the completion of private placements of
15,100,000 shares of the Company's common stock at prices ranging from $0.50 to
$0.625 per share in June and September 1995. In August 1996, the Company closed
a private placement of approximately 2,300,000 shares of its common stock in
exchange for approximately $2,200,000 net proceeds to the Company. This
financing will be used primarily to support FDA clinical trials for the
Company's Corneal Shaping System, ongoing research and development, and general
and administrative costs including costs associated with possible acquisitions.
Working capital amounted to $4,541,000 at December 31, 1995 and decreased to
$3,034,000 at September 30, 1996. Working capital, including the proceeds from
the private placements, was used to fund the Company's 1995 and 1996 losses.
The Company's current operations continue to be cash-flow negative, further
straining the Company's limited working capital resources. The level of current
product sales is not sufficient to provide enough cash for adequate working
capital to expand the dental business and support ongoing marketing and
regulatory development of the ophthalmic subsidiary. To continue its current
level of operations, it will be necessary for the Company to obtain additional
working capital resources, whether from debt or equity sources. If the Company
is unable to obtain additional working capital resources from the placement of
debt or equity instruments, or the sale of some of its assets, it will be
necessary for the Company to curtail or suspend operations.
Subsequent Events
On October 29, 1996, the Company signed a memorandum of understanding to acquire
EyeSys Technologies, Inc. for 12,500,000 newly-issued shares of common stock.
Completion of the transaction is subject to approval by the shareholders of both
companies and other conditions. Closing conditions include a requirement that
Sunrise raise additional working capital.
Date: January 3, 1997 By: s/ David W. Light
----------------------------------------
Chairman and Chief Executive Officer
Acting Chief Financial Officer
6
<PAGE>
EXHIBIT INDEX
Exhibits and Reports on Form 10Q
Exhibit 27 Financial Data Schedule
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<ARTICLE> 5
<CIK> 0000846771
<NAME> Sunrise Technologies International
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JUL-01-1996
<PERIOD-END> SEP-30-1996
<CASH> 1,443
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<BONDS> 0
<COMMON> 28
0
0
<OTHER-SE> 3,193
<TOTAL-LIABILITY-AND-EQUITY> 3,221
<SALES> 1,767
<TOTAL-REVENUES> 1,767
<CGS> 1,046
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<LOSS-PROVISION> 15
<INTEREST-EXPENSE> 5
<INCOME-PRETAX> (1,028)
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<INCOME-CONTINUING> (1,028)
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<NET-INCOME> (1,028)
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