<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q/A
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1999
OR
[ ] 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 0-11915
CONDUCTUS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 77-0162388
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
969 W. MAUDE AVE.
SUNNYVALE, CA 94086
(Address of principal executive offices)
(408) 523-9950
(Registrant's telephone number)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Sections 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
--- ---
As of October 29, 1999 there were 7,156,716 shares of the Registrant's Common
stock outstanding.
REASON FOR THE AMENDMENT
The Company has restated its financial statements as of and for the quarterly
period ended September 30, 1999 to account for the mandatory redemption
features of the Series B convertible preferred stock. See Note 6 to the
Financial Statements.
<PAGE>
CONDUCTUS, INC.
FORM 10-Q/A
September 30, 1999
INDEX
<TABLE>
<CAPTION>
PART I. FINANCIAL INFORMATION PAGE
<S> <C> <C>
Item 1: FINANCIAL STATEMENTS.....................................................................................1
Condensed Balance Sheets at March 31, 1999 and December 31, 1998................................1
Condensed Statements of Operations for the Three Months Ended March
31, 1999 and 1998...............................................................................2
Condensed Statements of Cash Flows for the Three Months Ended March
31, 1999 and 1998...............................................................................3
Notes to Condensed Financial Statements.........................................................4
PART II: OTHER INFORMATION
Item 6: EXHIBITS AND REPORTS ON FORM 8-K.........................................................................8
</TABLE>
<PAGE>
PART I: FINANCIAL INFORMATION
ITEM 1: FINANCIAL STATEMENTS
CONDUCTUS, INC.
CONDENSED BALANCE SHEETS
<TABLE>
<CAPTION>
SEPTEMBER 30, DECEMBER 31,
1999 1998
--------------------- ---------------------
(Restated-Note 6) (Restated-Note 6)
<S> <C> <C>
ASSETS (Unaudited)
Current assets:
Cash and cash equivalents............................................. $ 182,612 $ 1,547,169
Short-term investments................................................ - 1,341,014
Accounts receivable .................................................. 2,736,452 1,109,794
Inventories........................................................... 953,208 842,384
Prepaid expenses and other current assets............................. 106,836 145,470
--------------------- ---------------------
Total current assets................................................ 3,979,108 4,985,831
Property and equipment, net........................................... 1,509,635 2,020,324
Other assets.......................................................... 253,413 28,800
--------------------- ---------------------
Total assets........................................................ $ 5,742,156 $ 7,034,955
===================== =====================
LIABILITIES
Current liabilities:
Current portion of long-term debt..................................... $ 780,814 $ 892,139
Accounts payable...................................................... 681,194 658,982
Other accrued liabilities............................................. 1,372,286 778,758
--------------------- ---------------------
Total current liabilities........................................... 2,834,294 2,329,879
Long-term debt, net of current portion................................ 793,203 1,341,407
--------------------- ---------------------
Total liabilities................................................... 3,627,497 3,671,286
--------------------- ---------------------
REDEEMABLE PREFERRED STOCK
Preferred stock (Restated-Note 6)........................................ 5,736,124 5,683,461
STOCKHOLDERS' EQUITY
Common stock............................................................. 716 714
Additional paid-in capital............................................... 42,299,686 42,278,423
Accumulated deficit...................................................... (45,921,867) (44,598,929)
--------------------- ---------------------
Total stockholders' deficit......................................... (3,621,465) (2,319,792)
--------------------- ---------------------
Total liabilities, redeemable equity and stockholders' equity....... $ 5,742,156 $ 7,034,955
===================== =====================
</TABLE>
The accompanying notes are an integral part of these
financial statements.
<PAGE>
CONDUCTUS, INC.
CONDENSED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
--------------------------------- ---------------------------------
1999 1998 1999 1998
--------------- --------------- --------------- ---------------
<S> <C> <S> <S> <S>
Revenues:
Product sales............................ $ 195,900 $ 186,312 $ 735,070 $ 623,675
Contract................................. 293,993 1,078,270 1,642,129 2,808,395
License.................................. 10,684 - 5,010,684 -
--------------- --------------- --------------- ---------------
Total revenues........................ 500,577 1,264,582 7,387,883 3,432,070
--------------- --------------- --------------- ---------------
Costs and expenses:
Cost of product sales................... 733,367 528,562 1,900,318 1,994,417
Research and development................ 996,165 1,266,399 3,150,327 4,468,949
Selling, general and administrative..... 963,078 812,565 3,073,445 2,777,036
--------------- --------------- --------------- ---------------
Total costs and expenses.............. 2,692,610 2,607,526 8,124,090 9,240,402
--------------- --------------- --------------- ---------------
Loss from operations....................... (2,192,033) (1,342,944) (736,207) (5,808,332)
Interest income............................ 14,027 13,671 72,355 56,445
Interest expense........................... (80,872) (304,035) (269,201) (448,536)
Other income (expense), net................ 20,000 - 22,504 -
--------------- --------------- --------------- ---------------
Loss before taxes..................... (2,238,878) (1,633,308) (910,549) (6,200,423)
Tax expense - - (1,350) -
--------------- --------------- --------------- ---------------
Net loss.............................. (2,238,878) (1,633,308) (911,899) (6,200,423)
Preferred dividend......................... (99,680) - (411,040) -
--------------- --------------- --------------- ---------------
Net loss attributable to
common stockholders..................... $ (2,338,558) $ (1,633,308) $ (1,322,939) $ (6,200,423)
=============== =============== =============== ===============
Net loss per share:
Basic and diluted....................... $ (0.33) $ (0.23) $ (0.19) $ (0.88)
=============== =============== =============== ===============
Shares used in per share calculations:
Basic and diluted....................... 7,156,716 7,117,000 7,149,792 7,077,000
=============== =============== =============== ===============
</TABLE>
The accompanying notes are an integral part of these
financial statements.
2
<PAGE>
CONDUCTUS, INC.
CONDENSED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
NINE MONTHS ENDED
SEPTEMBER 30,
----------------------------------
1999 1998
--------------- ----------------
<S> <C> <C>
Cash flows from operating activities:
Net loss................................................................. $ (911,899) $ (6,200,423)
Adjustments to reconcile net loss to
net cash used in operating activities:
Depreciation and amortization............................................ 648,552 684,570
Provision for excess and obsolete inventories............................ 119,882 96,176
Compensation associated with warrant grants.............................. - 146,575
Release of allowance for doubtful accounts............................... (133,974) -
(Increase), decrease in:
Accounts receivable...................................................... (1,492,685) 739,811
Inventories.............................................................. (230,705) (358,428)
Prepaid expenses and other current assets................................ 38,635 (463,295)
Other assets............................................................. (63,740) 500,000
Increase, (decrease) in:
Accounts payable and other accrued liabilities........................... 225,701 (915,939)
--------------- ----------------
Net cash used in operating activities................................ (1,800,233) (5,770,953)
--------------- ----------------
Cash flows from investing activities:
Maturities of short-term investments..................................... 1,349,880 556,633
Purchases of short-term investments...................................... (8,866) -
Acquisition of other assets.............................................. (75,000)
Acquisition of property and equipment.................................... (99,682) (205,835)
--------------- ----------------
Net cash provided by investing activities............................ 1,166,332 350,798
--------------- ----------------
Cash flows from financing activities:
Proceeds from borrowings................................................. - 4,450,000
Net proceeds from issuance of common stock............................... 21,265 225,052
Net proceeds from issuance of preferred stock............................ - 6,374,511
Costs to register preferred stock........................................ (58,337) -
Principal repayments on long-term debt................................... (693,584) (3,734,402)
--------------- ----------------
Net cash provided by (used in) financing activities.................. (730,656) 7,315,161
--------------- ----------------
Net increase (decrease) in cash and cash equivalents..................... (1,364,557) 1,895,006
Cash and cash equivalents at beginning of period............................ 1,547,169 2,611,560
--------------- ----------------
Cash and cash equivalents at end of period.................................. $ 182,612 $ 4,506,566
=============== ================
</TABLE>
The accompanying notes are an integral part of these
financial statements.
3
<PAGE>
CONDUCTUS, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
(Unaudited)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
UNAUDITED INTERIM FINANCIAL INFORMATION:
The accompanying unaudited interim financial statements have been
prepared pursuant to the rules and regulations of the Securities and Exchange
Commission. Certain information and footnote disclosures normally included in
the financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such rules
and regulations. The unaudited financial statements as of September 30, 1999
and for the three and nine months ended September 30, 1999 and 1998 include,
in the opinion of management, all adjustments, consisting of normal recurring
adjustments, necessary to present fairly the financial information set forth
herein. The results of operations for the interim periods are not necessarily
indicative of the results to be expected for an entire year. The December 31,
1998 balance sheet was derived from audited financial statements, but does
not include all disclosures required by generally accepted accounting
principles.
BASIC AND DILUTED LOSS PER SHARE:
A reconciliation of the numerator and denominator of the basic and
diluted EPS is provided as follows:
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
------------------------------------- -------------------------------------
1999 1998 1999 1998
----------------- ------------------ ------------------ -----------------
<S> <C> <C> <C> <C>
Net loss attributable to common
stockholders.........................$ (2,338,558) $ (1,633,308) $ (1,322,939) $ (6,200,423)
================= ================== ================== =================
Weighted average number of
shares outstanding................... 7,156,716 7,117,000 7,149,792 7,077,000
----------------- ------------------ ------------------ -----------------
Shares used in computing basic
and diluted loss per share........... 7,156,716 7,117,000 7,149,792 7,077,000
----------------- ------------------ ------------------ -----------------
Net loss per share:
Basic and diluted....................$ (0.33) $ (0.23) $ (0.19) $ (0.88)
================= ================== ================== =================
</TABLE>
Common equivalent shares including common stock options and warrants
that could have potentially diluted basic earnings per share that were not
included in the computations of diluted loss per share because of
anti-dilution were 2,710,374 and 2,592,335, respectively for the three and
nine-month periods ended September 30, 1999, and 552,000 and 225,852,
respectively for the three and nine-month periods ended September 30, 1998.
4
<PAGE>
CONDUCTUS, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS (CONTINUED)
(Unaudited)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED):
RECENT PRONOUNCEMENTS:
In March 1998, the American Institute of Certified Public
Accountants issued Statement of Position 98-1, "Accounting for the Costs of
Computer Software Developed or Obtained for Internal Use." This standard
requires companies to capitalize qualifying computer software costs, which
are incurred during the application development stage and amortize them over
the software's estimated useful life. Statement of Position 98-1 is effective
for fiscal years beginning after December 15, 1998. The adoption of Statement
of Position 98-1 had no impact on the Company's financial statements.
In April 1998, the American Institute of Certified Public
Accountants issued Statement of Position 98-5, "Reporting on the Costs of
Start-Up Activities." This standard requires companies to expense the costs
of start-up activities and organization costs as incurred. In general,
Statement of Position 98-5 is effective for fiscal years beginning after
December 15, 1998. The adoption of Statement of Position 98-5 had no impact
on the Company's financial statements.
In June 1998, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standards No. 133, "Accounting for
Derivative Instruments and Hedging Activities." This statement establishes
new standards of accounting and reporting for derivative instruments and
hedging activities. This statement requires that all derivatives be
recognized at fair value in the statement of financial position, and that the
corresponding gains or losses be reported either in the statement of
operations or as a component of comprehensive income, depending on the type
of hedging relationship that exists. Statement No. 133 will be effective for
fiscal years beginning after June 15, 2000. Conductus does not currently hold
derivative instruments or engage in hedging activities.
2. ACCOUNTS RECEIVABLE:
Accounts receivable, net, consists of the following:
<TABLE>
<CAPTION>
SEPTEMBER 30, DECEMBER 31,
1999 1998
------------------- -------------------
<S> <C> <C>
U.S. government contracts:
Unbilled
Recoverable costs and accrued profit on 465,984 726,342
progress completed - not billed.................................. $ $
Billed............................................................... 589,690 297,525
Commercial.............................................................. 211,439 378,562
License fee............................................................. 1,575,000 -
Allowance for doubtful accounts......................................... (105,661) (292,635)
------------------- -------------------
$ 2,736,452 $ 1,109,794
=================== ===================
</TABLE>
5
<PAGE>
CONDUCTUS, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS (CONTINUED)
(Unaudited)
3. INVENTORIES:
Inventories, net, consist of the following:
<TABLE>
<CAPTION>
SEPTEMBER 30, DECEMBER 31,
1999 1998
------------------- -------------------
<S> <C> <C>
Raw materials........................................................... $ 370,812 $ 441,130
Work in process......................................................... 569,864 198,341
Finished goods.......................................................... 290,324 640,666
Allowance for excess and obsolete inventories........................... (277,792) (437,753)
------------------- -------------------
$ 953,208 $ 842,384
=================== ===================
</TABLE>
4. LONG TERM DEBT:
Our credit facilities consist of a loan from a leasing company, a
bank equipment term loan, a bank line of credit and a lease line of credit
for new equipment purchases. Obligations related to our credit facilities as
of September 30, 1999 and December 31, 1998 are as follows:
<TABLE>
<CAPTION>
SEPTEMBER 30, DECEMBER 31,
1999 1998
------------------- -------------------
<S> <C> <C>
Loan payable to leasing company......................................... $ 1,510,222 $ 1,978,366
Bank equipment term loan payable........................................ 63,795 255,180
------------------- -------------------
Total.............................................................. 1,574,017 2,233,546
Less: current portion................................................... 780,814 892,139
------------------- -------------------
Long-term debt..................................................... $ 793,203 $ 1,341,407
=================== ===================
</TABLE>
All of the credit facilities contain reporting and financial
covenants. In the event of default on any of these covenants, no further
amounts would be advanced to the Company under any facility. Additionally,
the entire amounts outstanding could become due and payable immediately upon
default and those assets that are collateralized could be seized, unless the
lender waives such default. At September 30, 1999, Conductus was in
compliance with all financial covenants.
5. LICENSE AGREEMENT:
On May 4, 1999, the Company entered into a definitive agreement with
General Dynamics Information Systems, Inc. (GDIS) to license its high
temperature superconductive (HTS) electronics and cryoelectronics technology.
Under the license agreement, GDIS purchased rights to Conductus' HTS
thin-film technology and other intellectual property for $5,000,000 plus
future royalties and will have rights to use and sell this technology for use
in U.S. Government or state, local and foreign government markets, as
defined. Under the license agreement, GDIS made an immediate payment to the
Company of $2,900,000. In addition, GDIS will pay the Company $175,000 on the
first day of each month for 12 months beginning on July 1, 1999. The Company
and GDIS also entered into a Cross-License, Supply and Training Agreement
under which the Company and GDIS agreed to cross-license any updates to the
licensed technology developed by either party. Additionally, the Company will
provide product and training to GDIS in exchange for payment at standard
commercial rates from GDIS. As a result of this transaction, Conductus
recognized revenues of $5,000,000 during the quarter ended June 30, 1999,
which represented 68% of total revenues for the nine-month period ended
September 30, 1999.
6
<PAGE>
6. EFFECTS OF RESTATEMENTS:
The Company issued 2,461,227 shares of Series B convertible
preferred stock on September 11, 1998 and September 22, 1998.
The Series B convertible preferred stock is are subject to
redemption requirements that are outside of the control of the Company under
certain limited circumstances as defined in the Series B certificate of
designation. Those circumstances include a change in control of the Company
in which 50% or more of the voting power of the Company is disposed of or a
sale of all or substantially all of the assets of the Company. Under such
circumstances, the holders of Series B convertible preferred stock are
entitled to receive, prior to and in preference to any distribution of any of
the assets of the Company to the holders of common stock, an amount per share
equal to $2.70 plus any unpaid dividends for each share of Series B
convertible preferred stock.
Although the Company believes that the likelihood of redemption
occurring is remote, it has restated its financial statements at December 31,
1998 and at and for the three-month period ended September 30, 1999 to
account for the redemption features of the Series B convertible preferred
shares. The carrying value of the Series B convertible preferred stock, which
was previously presented as a component of stockholders' equity, has been
reclassified outside of stockholders' equity at September 30, 1999.
The restatement of the financial statements at September 30, 1999
and for the three-month period then ended, for the matter described above had
no effect on the Company's net loss, total assets or total liabilities. The
Company's redeemable equity, total stockholders' equity at September 30,
1999, as previously reported and as restated, are as follows:
<TABLE>
<CAPTION>
SEPTEMBER 30, 1999
------------------
<S> <C>
Redeemable equity - previously reported $ --
Adjustment related to the presentation of the Series B 5,736,124
------------
convertible preferred stock as redeemable
As restated $5,736,124
----------
Stockholders' equity - previously reported $2,114,659
Adjustment related to the presentation of the Series B ( 5,736,124)
convertible preferred stock as redeemable
As restated ($3,621,465)
-----------
</TABLE>
7
<PAGE>
PART II: OTHER INFORMATION
ITEM 6: EXHIBITS AND REPORTS ON FORM 8-K
(A) Exhibits
EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT
NO. DESCRIPTION
- --------------------------------------------------------------------------------
<S> <C>
2.1(1) Stock Exchange Agreement dated as of May 28, 1993, between the
Company and Tristan Technologies, Inc.
3.1(2) Restated Certificate of Incorporation.
3.2(3) Restated Bylaws.
3.3(4) Certificate of Designation of Series B Preferred Stock.
4.1(3) Stockholder Rights Plan.
10.1(1) 1987 Stock Option Plan.
10.2(1) Amended 1989 Stock Option Plan.
10.3(5) 1992 Stock Option/Stock Purchase Plan.
10.4(6) 1994 Employee Stock Purchase Plan.
10.5(1) Second Amended and Restated Registration Rights Agreement
dated June 3, 1993.
10.6(4) Form of Series B Preferred Stock and Warrant Purchase
Agreement, dated September, 1998, and September 22, 1998,
between the Company and the Series B Investors.
10.7(4) Form of Warrant to Purchase Common Stock between the Company
and the Series B Investors.
10.8(7) Employment Agreement dated May 3, 1994 between Registrant and
Mr. Charles E. Shalvoy.
10.9(1) Form of Indemnification Agreement between the Registrant and
each of its directors and officers.
10.10(1)+ Coordinated Research Program Agreement dated October 14, 1988
and Amendment dated May 26, 1991 between the Registrant and
Hewlett-Packard Company ("H-P"), as amended by the Agreement
between Registrant and Hewlett-Packard Company dated June 2,
1993.
10.11(8) Collaboration Agreement between Registrant and CTI dated
September 19, 1995.
10.12(8) High Temperature Superconductor Thin-Film Manufacturing
Alliance Agreement among Registrant, Superconductor
Technologies, Inc., Stanford University, Georgia Research
Corporation, Microelectronic Control and Sensing Incorporated,
IBIS, Focused Research and BDM Federal dated November 17,
1995.
10.13(9)+ Superconducting Filter Technology Joint Development Agreement
dated April 25, 1996 between the Registrant and Lucent
Technologies Inc.
10.14(4) Engagement Letter between the Company and Sutro and Co. Inc.,
dated March 24, 1998.
10.15(4) Amendment to Engagement Letter between the Company and Sutro
and Co. Inc., dated September 2, 1998.
10.16(4) Engagement Letter between the Company and Davenport and Co.,
dated September 2, 1998.
10.17(4) Master Lease Agreement between the Company and Leasing
Technologies International, Inc., dated June 15, 1998.
10.18(1) Lease Agreement dated May 3, 1993 between the Registrant and
Mozart-McKee Limited Partnership for Sunnyvale facilities.
10.19(7) Lease Agreement dated December 8, 1994 between Registrant and
Mozart-McKee Limited Partnership for Sunnyvale facilities.
10.20(7) Business Loan Agreement dated August 15, 1994 between
Registrant and Silicon Valley Bank for working capital credit
facility and term loan facility.
10.21(10) Loan Modification Agreement dated June 30, 1997, between
Registration and Silicon Valley Bank modifying the Business
Loan Agreement dated August 15, 1994.
10.22(10) Loan Modification Agreement dated November 12, 1997, between
Registration and Silicon Valley Bank modifying the Business
Loan Agreement dated August 15, 1994.
10.23(10) Loan Modification Agreement dated December 23, 1997, between
Registration and Silicon Valley Bank modifying the Business
Loan Agreement dated August 15, 1994.
10.24(11) Business Loan Agreement dated March 8, 1996 between Registrant
and Silicon Valley Bank for working capital credit facility
and term loan facility.
8
<PAGE>
10.25(12) Business Loan Agreement dated December 27, 1996 between
Registrant and Silicon Valley Bank for working capital credit
facility and term loan facility.
10.26(4)+ Master Loan and Security Agreement between the Company and
Transamerica Business Credit Corporation, dated June 26, 1998.
10.27(4) Stock Subscription Warrant Agreement between the Company and
Transamerica Business Credit Corporation, dated June 26, 1998.
10.28(13) Silicon Valley Bank Loan Agreement.
10.29(13) Collateral Assignment, Patent Mortgage and Security Agreement
between the Company and Silicon Valley Bank.
10.30(10)+ Asset Purchase Agreement dated July 9, 1997 between Registrant
and Bruker Instruments, Inc. for sale of assets of
Registrant's NMR Probe business.
10.31(10) Asset Purchase Agreement dated August 15, 1997 between
Registrant and Neocera, Inc. for sale of Registrant's assets
related to its temperature controller business.
10.32(10) Asset Purchase Agreement dated September 3, 1997, between
egistrant and Niki Glass Ltd. for sale of Registrant's assets
related to portions of its instruments business.
10.33(14)+ License Agreement with General Dynamics, dated May 4, 1999.
10.34(14) Cross-License, Supply and Training Agreement, dated May 4, 1999.
27.1 Restated Financial Data Schedule.
</TABLE>
- ---------------------------
+ Confidential treatment granted or requested as to certain portions of
these exhibits.
(1) Incorporated herein by reference to the Company's Registration
Statement on Form S-1 (Number 33-64020), filed with the SEC on May 15,
1996, as amended.
(2) Incorporated herein by reference to the Company's 1993 Annual Report on
Form 10-K.
(3) Incorporated herein by reference to the Company's Registration
Statement on Form 8-K filed with the SEC on January 22, 1998.
(4) Incorporated herein by reference to the Company's Form 10-Q, filed with
the SEC on November 16, 1998.
(5) Incorporated herein by reference to the Company's Registration
Statement on Form S-8, filed with the SEC on November 26, 1997.
(6) Incorporated herein by reference to the Company's Registration
Statement on Form S-8, filed with the SEC on August 5, 1994.
(7) Incorporated herein by reference to the Company's 1994 Annual Report on
Form 10-K.
(8) Incorporated herein by reference to Amendment No. 2 to the Company's
Registration Statement on Form S-1 (Number 333-3815), filed with the
SEC on June 17, 1996.
(9) Incorporated herein by reference to the Company's Registration
Statement on Form S-1 (Number 333-3815), filed with the SEC on May 10,
1996, as amended.
(10) Incorporated herein by reference to the Company's 1998 Annual Report on
Form 10-K.
(11) Incorporated herein by reference to the Company's 1995 Annual Report on
Form 10-K.
(12) Incorporated herein by reference to the Company's 1996 Annual Report on
Form 10-K.
(13) Incorporated herein by reference to the Company's Form 10-Q, filed with
the SEC on May 14, 1998.
(14) Incorporated herein by reference to the Company's Form 10-Q, filed with
the SEC on May 17, 1999.
(B) Reports on Form 8-K.
The Company filed no reports on Form 8-K during the quarter for which this
report is filed.
9
<PAGE>
SIGNATURES
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 thereunto duly authorized.
CONDUCTUS, INC.
Dated: March 29, 2000 /S/ RON WILDERINK
------------------------------------
Ron Wilderink, Vice President of
Finance and Chief Financial Officer
10
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<RESTATED>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JUL-01-1999
<PERIOD-END> SEP-30-1999
<CASH> 182,612
<SECURITIES> 0
<RECEIVABLES> 2,736,452
<ALLOWANCES> 0
<INVENTORY> 953,208
<CURRENT-ASSETS> 3,979,108
<PP&E> 9,532,708
<DEPRECIATION> 8,023,073
<TOTAL-ASSETS> 5,742,156
<CURRENT-LIABILITIES> 2,834,294
<BONDS> 0
5,736,124
0
<COMMON> 716
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 5,742,156
<SALES> 0
<TOTAL-REVENUES> 500,577
<CGS> 0
<TOTAL-COSTS> 2,692,610
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 80,872
<INCOME-PRETAX> (2,238,878)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2,238,878)
<EPS-BASIC> (.33)
<EPS-DILUTED> (.33)
</TABLE>
