<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-----------------------
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): August 1, 2000
PRECISION OPTICS CORPORATION, INC.
-----------------------------------------------------------
(Exact name of registrant as specified in its charter)
Massachusetts 001-10647 04-2795294
------------------ ------------ ----------------
(State or other jurisdiction of (Commission (I.R.S. Employer
of incorporation or organization) File Number) Identification No.)
22 East Broadway, Gardner, Massachusetts 01440
---------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (978) 630-1800
<PAGE>
Item 5. Other Events.
On August 1, 2000, the Registrant issued the following press release announcing
its operating results for the fourth quarter and year ended June 30, 2000:
AUGUST 1, 2000
PRECISION OPTICS CORPORATION ANNOUNCES
FOURTH QUARTER AND YEAR-END RESULTS
GARDNER, MA. - Precision Optics Corporation, Inc. (NASDAQ: POCI) announced today
operating results for the fourth quarter and year ended June 30, 2000.
FOURTH QUARTER OPERATING RESULTS
Revenues for the quarter were $920,858 compared to $700,769 for the same period
in fiscal year 1999, an increase of 31.4%. Revenues for the fourth quarter of
fiscal year 2000 increased 17.4% sequentially over revenues for the third
quarter of fiscal year 2000. Net loss was $337,343 or $0.03 per share, compared
to $521,118, or $0.08 per share, for the same period last year. The weighted
average common shares outstanding were 10,106,850 compared to 6,684,262 for the
same period last year.
For the year ended June 30, 2000, revenues were $3,009,649 compared to
$3,028,600 for the same period last year, a decrease of 0.6%. Net loss was
$2,155,890, or $0.26 per share, compared to $1,669,045 or $0.25 per share, for
the same period last year. The weighted average common shares outstanding were
8,379,408 compared to 6,670,308 for the same period last year.
The increase in revenues for the fourth quarter ended June 30, 2000 compared to
last year is due to higher sales of medical products. Revenues from DWDM (Dense
Wavelength Division Multiplexing) filters for the quarter ended June 30, 2000
represented 17% of total revenues, and increased 60% sequentially over DWDM
filter revenues for the third quarter ended March 31, 2000.
DWDM filter revenues represented 10% of total revenues for the year ended June
30, 2000.
The increase in medical sales for the quarter and year ended June 30, 2000
compared to last year is due to higher sales of stereo endoscopes and cameras.
INCREASED DWDM FILTER PRODUCT DEVELOPMENT ACTIVITIES AND NEW PRODUCTION
RESOURCES
The Company has continued its investments in research and development and
capital equipment in the DWDM and other telecommunication areas. Efforts are
focused on improving manufacturing processes for 200GHz filters and development
of 100GHz filters. During the year ending June 30, 2000, research and
development expenses were approximately $1,694,000 (up 80% from last year), and
capital equipment expenditures were approximately $2,018,000 compared to
approximately $452,000 for the same period last year. Approximately 85% of the
research and development expenses in fiscal year 2000 related to DWDM filters.
The capital equipment expenditures were focused primarily on expanding
manufacturing capacity for DWDM filters. Such expenditures are expected to
continue and accelerate during future quarters. A new high-volume coating system
and ancillary equipment were installed in the month of July 2000. It is
<PAGE>
anticipated that the new system will begin higher volume production of DWDM
filters during the first half of fiscal year 2001.
NEW OPTICAL THIN FILMS TECHNOLOGY CENTER
The Company is also planning to lease additional space for a new Optical Thin
Films Technology Center to be devoted to development and manufacturing of
optical thin films for telecommunications and other applications. Operations in
the new facility are anticipated to commence during the quarter ending December
31, 2000.
PRECISION OPTICS CORPORATION, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE FOURTH QUARTER AND TWELVE MONTHS ENDED
JUNE 30, 2000 AND 1999
<TABLE>
<CAPTION>
--FOURTH QUARTER-- --TWELVE MONTHS--
2000 1999 2000 1999
---- ---- ---- ----
(UNAUDITED) (UNAUDITED) (UNAUDITED) (UNAUDITED)
<S> <C> <C> <C> <C>
REVENUES $920,858 $700,769 $3,009,649 $3,028,600
COST OF GOODS SOLD 593,094 661,277 1,965,989 2,155,070
-------- ------- --------- ----------
GROSS PROFIT 327,764 39,492 1,043,660 873,530
RESEARCH and DEVELOPMENT EXPENSES 394,929 148,898 1,694,409 941,234
SELLING, GENERAL and
ADMINISTRATIVE EXPENSES 478,987 412,675 1,759,886 1,608,696
-------- -------- --------- ---------
TOTAL 873,916 561,573 3,454,295 2,549,930
-------- ------- ---------- ---------
OPERATING LOSS (546,152) (522,081) (2,410,635) (1,676,400)
INTEREST EXPENSE (4,903) (6,261) (24,317) (27,154)
INTEREST INCOME 214,624 4,211 279,974 40,151
-------- -------- ---------- -----------
LOSS BEFORE PROVISION
FOR INCOME TAXES (336,431) (524,131) (2,154,978) (1,663,403)
PROVISION FOR INCOME TAXES 912 ( 3,013) 912 5,642
-------- ----------- ------------- ------------
NET LOSS $(337,343) $(521,118) $(2,155,890) $(1,669,045)
========= ========= =========== ===========
BASIC AND DILUTED LOSS PER SHARE ($0.03) ($0.08) ($0.26) ($0.25)
========= ========= =========== ===========
WEIGHTED AVERAGE COMMON SHARES
OUTSTANDING 10,106,850 6,684,262 8,379,408 6,670,308
========= ========= =========== ===========
</TABLE>
<PAGE>
PRECISION OPTICS CORPORATION, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
<TABLE>
<CAPTION>
ASSETS
JUNE 30, 2000 JUNE 30, 1999
------------- -------------
<S> <C> <C>
CURRENT ASSETS
Cash and Cash Equivalents $15,128,750 $480,732
Accounts Receivable, Net 638,299 210,079
Inventories 1,109,511 979,284
Prepaid Expenses 70,807 47,996
----------- -----------
Total Current Assets 16,947,367 1,718,091
---------- ---------
PROPERTY AND EQUIPMENT 5,768,913 3,750,473
Less: Accumulated Depreciation (2,901,892) (2,496,949)
--------- ---------
Net Property and Equipment 2,867,021 1,253,524
---------- ---------
OTHER ASSETS 270,806 282,880
---------- ---------
TOTAL ASSETS $20,085,194 $3,254,495
========== =========
LIABILITIES AND STOCKHOLDERS' EQUITY
TOTAL CURRENT LIABILITIES $ 756,414 $ 615,448
CAPITAL LEASE OBLIGATION $ 88,175 $ 166,312
STOCKHOLDERS' EQUITY
Common Stock, $.01 par value-
Authorized -- 20,000,000 shares
Issued and Outstanding - 10,285,158 and
6,687,595 shares at June 30, 2000
June 30, 1999, respectively 102,852 66,876
Additional Paid-in Capital 25,094,195 6,206,411
Accumulated Deficit (5,956,442) (3,800,552)
--------- ---------
Total Stockholders' Equity 19,240,605 2,472,735
----------- ---------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $20,085,194 $3,254,495
=========== =========
</TABLE>
Forward-looking statements contained in this news release are made under "safe
harbor" provisions of the Private Securities Litigation Reform Act of 1995 and
involve a number of risks and uncertainties that could materially affect future
results. Among these risk factors are general economic and business conditions
and growth in the optical communications and medical product markets, the impact
of competitive products and pricing, availability of third-party components,
cost and yields associated with production of the Company's optical
communications and other products and the other risk factors and cautionary
statements listed from time to time in the Company's periodic reports filed with
the Securities and Exchange Commission, including but not limited to, the
Company's Annual Report on Form 10-KSB for the year ended June 30, 1999.
Precision Optics Corporation provides high quality optical thin film coatings
used in a variety of high technology applications including Optical
Communications, Microlithography, Semiconductor Processing, Photomasks, and
Advanced Imaging. In addition, Precision Optics Corporation designs, develops,
manufactures and markets specialized optical systems and components. Its
products and services as an original equipment manufacturer include a line of
laparoscopes and arthroscopes as well as other medical instruments, industrial
optical systems, lens systems for night-vision equipment, and advanced optical
systems design and development.
<PAGE>
SIGNATURE
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.
PRECISION OPTICS CORPORATION, INC.
Date: August 1, 2000 By:
------------------------------------
Name: Jack P. Dreimiller
Title: Senior Vice President, Finance
and Chief Financial Officer
