<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
------------------------------------
FORM 10-Q/A
Amendment No. 1 to:
(Mark One)
/X/ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934.
FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1996.
/ / Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934.
For the transition period from: ____________ to: ____________.
COMMISSION FILE NUMBER 000-19720
ABAXIS, INC.
(Exact name of registrant as specified in its charter)
CALIFORNIA 77-0213001
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1320 CHESAPEAKE TERRACE
SUNNYVALE, CALIFORNIA 94089
(Address of principal executive offices)
TELEPHONE: (408) 734-0200
(Registrant's telephone number, including area code)
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
----- -----
At August 5, 1996, 9,878,553 shares of common stock, no par value, of the
registrant were outstanding.
This report on Form 10-Q/A, including all exhibits, contains 7 pages. The
exhibit index commences on page 4.
1
<PAGE> 2
FORM 10-Q/A
Amendment No. 1
The undersigned registrant hereby amends the following items of its
Quarterly Report on Form 10-Q for the quarter ended June 30, 1996:
1. Part II, Item 6(a) is hereby amended to read in its entirety as
follows:
(a) Exhibits
The following documents are exhibits to this Form 10-Q
Exhibit
Number Description of Document
- ------ -----------------------
3.1 Restated Articles of Incorporation dated January 30, 1992. (5)
3.2 By-laws of the Company. (1)
10.1 Registration Rights Agreement dated January 8, 1992 as amended. (1)
10.2 Stock Purchase Agreement related to the sale of Series A Preferred
Stock dated April 28, 1989. (1)
10.3 Stock Purchase Agreement related to the sale of Series B Preferred
Stock dated July 20, 1990. (1)
10.4 Stock Purchase Agreement related to the sale of Series C Preferred
Stock dated December 4, 1991. (1)
10.5 1989 Stock Option Plan as amended and forms of agreement. (3)
10.6 1992 Outside Directors Stock Option Plan and forms of agreement. (4)
10.7 401(k) Plan. (1)
10.8 Lease Agreement between Company and South Bay/Caribbean dated March 11,
1992. (3)
10.9 Secured Loan Agreement between the Company and Silicon Valley Bank
dated September 11, 1992. (4)
10.10 Amendment to Line of Credit Agreement between the Company and Silicon
Valley Bank dated September 28, 1993. (7)
10.11 Exclusive License Agreement dated July 28, 1989 between the Company and
Martin Marietta Energy Systems, Inc. (1) (2)
10.12 Extension through June 29, 1995 to the Exclusive License Agreement
dated July 28, 1989 between the Company and Martin Marietta Energy
Systems, Inc. (5)
10.13 Exclusive Distribution Agreement dated September 20, 1991 between the
Company and Teramecs. (1) (2)
10.14 Sponsored Research Agreement dated as of September 20, 1991 between the
Company and Teramecs. (1) (2)
10.15 Development Agreement between the Company and Becton Dickinson and
Company (through its Becton Dickinson Immunocytometry Systems Division)
dated April 9, 1993. (5) (6)
10.16 Distribution Agreement between the Company and VedCo., Inc. dated June
20, 1994. (2) (8)
10.17 Supply Agreement between the Company and Becton Dickinson and Company
(through its Becton Dickinson Immunocytometry Systems Division) dated
September 16, 1994. (6) (9)
10.18 License Agreement between the Company and Pharmacia Biotech, Inc. dated
October 1, 1994 (6) (9)
2
<PAGE> 3
10.19 Employment Agreement with Mr. Gary H. Stroy dated May 11, 1995. (10)
27.1 Financial Data Schedule
- ----------------------
(1) Incorporated by reference from Registration Statement No.
33-44326 filed December 11, 1991.
(2) Confidential treatment of certain portions of the agreements
has been granted.
(3) Incorporated by reference from the Company's Annual Report on
Form 10-K for the fiscal year ended March 31, 1992.
(4) Incorporated by reference from the Company's Quarterly Report
on Form 10-Q for the quarter ended September 30, 1992.
(5) Incorporated by reference from the Company's Annual Report on
Form 10-K for the Fiscal year ended March 31, 1993.
(6) Confidential treatment of certain portions of these agreements
has been granted.
(7) Incorporated by reference from the Company's Quarterly Report
on Form 10-Q for the fiscal year ended March 31, 1993.
(8) Incorporated by reference from the Company's Annual Report on
Form 10-K for the fiscal year ended March 31, 1994.
(9) Incorporated by reference from the Company's Quarterly Report
on Form 10-Q for the quarter ended September 30, 1994.
(10) Incorporated by reference from the Company's Annual Report on
Form 10-K for the fiscal year ended March 31, 1995.
2. Exhibit 27.1 (Financial Data Schedule) is hereby filed with this
Report.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
ABAXIS, INC.
Date: August 22, 1995 By: /s/ Ting W. Lu
-------------------
Ting W. Lu
Vice President of Finance and
Administration and Chief Financial Officer
3
<PAGE> 4
EXHIBIT INDEX
Exhibit
Number Description of Document
- ------ -----------------------
3.1 Restated Articles of Incorporation dated January 30, 1992. (5)
3.2 By-laws of the Company. (1)
10.1 Registration Rights Agreement dated January 8, 1992 as amended. (1)
10.2 Stock Purchase Agreement related to the sale of Series A Preferred
Stock dated April 28, 1989. (1)
10.3 Stock Purchase Agreement related to the sale of Series B Preferred
Stock dated July 20, 1990. (1)
10.4 Stock Purchase Agreement related to the sale of Series C Preferred
Stock dated December 4, 1991. (1)
10.5 1989 Stock Option Plan as amended and forms of agreement. (3)
10.6 1992 Outside Directors Stock Option Plan and forms of agreement. (4)
10.7 401(k) Plan. (1)
10.8 Lease Agreement between Company and South Bay/Caribbean dated March 11,
1992. (3)
10.9 Secured Loan Agreement between the Company and Silicon Valley Bank
dated September 11, 1992. (4)
10.10 Amendment to Line of Credit Agreement between the Company and Silicon
Valley Bank dated September 28, 1993. (7)
10.11 Exclusive License Agreement dated July 28, 1989 between the Company and
Martin Marietta Energy Systems, Inc. (1) (2)
10.12 Extension through June 29, 1995 to the Exclusive License Agreement
dated July 28, 1989 between the Company and Martin Marietta Energy
Systems, Inc. (5)
10.13 Exclusive Distribution Agreement dated September 20, 1991 between the
Company and Teramecs. (1) (2)
10.14 Sponsored Research Agreement dated as of September 20, 1991 between the
Company and Teramecs. (1) (2)
10.15 Development Agreement between the Company and Becton Dickinson and
Company (through its Becton Dickinson Immunocytometry Systems Division)
dated April 9, 1993. (5) (6)
10.16 Distribution Agreement between the Company and VedCo., Inc. dated June
20, 1994. (2) (8)
10.17 Supply Agreement between the Company and Becton Dickinson and Company
(through its Becton Dickinson Immunocytometry Systems Division) dated
September 16, 1994. (6) (9)
10.18 License Agreement between the Company and Pharmacia Biotech, Inc. dated
October 1, 1994 (6) (9)
10.19 Employment Agreement with Mr. Gary H. Stroy dated May 11, 1995. (10)
27.1 Financial Data Schedule
- --------------------
(1) Incorporated by reference from Registration Statement No.
33-44326 filed December 11, 1991.
(2) Confidential treatment of certain portions of the agreements
has been granted.
(3) Incorporated by reference from the Company's Annual Report on
Form 10-K for the fiscal year ended March 31, 1992.
(4) Incorporated by reference from the Company's Quarterly Report
on Form 10-Q for the quarter ended September 30, 1992.
4
<PAGE> 5
(5) Incorporated by reference from the Company's Annual Report on
Form 10-K for the Fiscal year ended March 31, 1993.
(6) Confidential treatment of certain portions of these agreements
has been granted.
(7) Incorporated by reference from the Company's Quarterly Report
on Form 10-Q for the fiscal year ended March 31, 1993.
(8) Incorporated by reference from the Company's Annual Report on
Form 10-K for the fiscal year ended March 31, 1994.
(9) Incorporated by reference from the Company's Quarterly Report
on Form 10-Q for the quarter ended September 30, 1994.
(10) Incorporated by reference from the Company's Annual Report on
Form 10-K for the fiscal year ended March 31, 1995.
5
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONDENSED STATEMENT OF OPERATIONS AND CONDENSED BALANCE SHEET AND IS QUALIFIED
IN ITS ENTIRETY TO SUCH COMPANY'S QUARTERLY REPORT ON FORM 10-Q FOR THE QUARTER
ENDED JUNE 30, 1996.
</LEGEND>
<CIK> 0000881890
<NAME> ABAXIS INC.
<MULTIPLIER> 1
<CURRENCY> US DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAR-31-1997
<PERIOD-START> APR-01-1996
<PERIOD-END> JUN-30-1996
<EXCHANGE-RATE> 1
<CASH> 2,099,000
<SECURITIES> 3,063,000
<RECEIVABLES> 1,023,000
<ALLOWANCES> (27,000)
<INVENTORY> 1,561,000
<CURRENT-ASSETS> 7,872,000
<PP&E> 6,231,000
<DEPRECIATION> (3,742,000)
<TOTAL-ASSETS> 10,928,000
<CURRENT-LIABILITIES> 2,135,000
<BONDS> 0
0
0
<COMMON> 53,624,000
<OTHER-SE> (45,001,000)
<TOTAL-LIABILITY-AND-EQUITY> 10,928,000
<SALES> 1,104,000
<TOTAL-REVENUES> 1,211,000
<CGS> 1,822,000
<TOTAL-COSTS> 1,822,000
<OTHER-EXPENSES> 1,652,000
<LOSS-PROVISION> 9,000
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (2,171,000)
<INCOME-TAX> 0
<INCOME-CONTINUING> (2,171,000)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2,171,000)
<EPS-PRIMARY> (0.22)
<EPS-DILUTED> (0.22)
</TABLE>
