<PAGE> 1
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB/A
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended
March 31, 1996 Commission File No. 33-27627
- --------------------------------------------------------------------------------
3D IMAGE TECHNOLOGY, INC.
-------------------------
(Exact name of Registrant as specified in its charter)
Delaware 76-0265438
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(State of Incorporation) (IRS Employer Identification No.)
5172-G Brook Hollow Parkway, Norcross, Georgia 30071
- ---------------------------------------------- -----
(Address of principal executive offices) (Zip Code)
Issuer's telephone number, (770) 416-8848
including area code: --------------
(Former name, former address and former
fiscal year, if changed since last report)
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 PERIODS THAT
THE REGISTRANT WAS REQUIRED TO FILE SUCH REPORTS), AND (2) HAS BEEN SUBJECT TO
SUCH FILING REQUIREMENTS FOR THE PAST 90 DAYS.
YES XXX NO
----- -----
21,117,787 COMMON SHARES WERE OUTSTANDING AS OF MARCH 31, 1996
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Item 2. Change in Securities
In January 1996, the Company issued a warrant for the purchase of 400,000
shares of common stock at $2.40 per share, exercisable until June 30, 1997 or
one year after the effective date of a registration statement including the
shares underlying the warrant, whichever is later, to Kalimar, Inc., a
manufacturer and distributor of cameras and photographic supplies, as part of a
distribution agreement between the Company and Kalimar. On exercise of the
initial warrant, a second warrant will be issued to Kalimar for an additional
400,000 shares at a price equal to ten percent less than the average trading
price of the shares when the warrant was issued, plus $0.15.
In March 1996, a Subscription Agreement for 500,000 shares of common stock of
the Company was executed and the shares were issued for total consideration of
$1,175,000 received by the Company. A second subscription agreement for the
same price and number of shares has also been signed and is due July 21, 1996.
Item 3. Defaults upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders
There were no matters submitted to a vote of the Company's security holders
during the first quarter of the fiscal period covered by this report.
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Form 8-K
Exhibit 27 Financial Data Schedule (for SEC use only)
2
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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 hereunto duly authorized.
3D IMAGE TECHNOLOGY, INC.
8/28/96 /s/ ALLEN LO
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Date ALLEN LO
Chairman and Chief Executive Officer
8/28/96 /s/ SUNNY IP
- ------------------------------ ------------------------------------
Date SUNNY IP
Director and Treasurer
3
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS OF 3D IMAGE TECHNOLOGY, INC. FOR THE THREE MONTHS ENDED
MARCH 31, 1996, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<CASH> 2,885,926
<SECURITIES> 0
<RECEIVABLES> 1,864,387
<ALLOWANCES> 0
<INVENTORY> 1,656,142
<CURRENT-ASSETS> 6,560,276
<PP&E> 2,116,275
<DEPRECIATION> 420,609
<TOTAL-ASSETS> 8,264,531
<CURRENT-LIABILITIES> 2,542,416
<BONDS> 0
0
0
<COMMON> 21,118
<OTHER-SE> 5,700,997
<TOTAL-LIABILITY-AND-EQUITY> 8,264,531
<SALES> 1,393,250
<TOTAL-REVENUES> 1,393,250
<CGS> 787,692
<TOTAL-COSTS> 787,692
<OTHER-EXPENSES> 999,637
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 35,005
<INCOME-PRETAX> (429,084)
<INCOME-TAX> 0
<INCOME-CONTINUING> (429,084)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (429,084)
<EPS-PRIMARY> (.02)
<EPS-DILUTED> 0
</TABLE>
