<PAGE>
================================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended June 30, 1997
Commission File Number 1-11512
______________________
SATCON TECHNOLOGY CORPORATION
(Exact name of registrant as specified in its charter)
______________________
State of Incorporation: Delaware I.R.S. Employer ID. No. 04-2857552
161 First Street
Cambridge, MA 02142-1221
(Address of principal executive offices)
(617) 661-0540
(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
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Common Stock, $0.01 Par Value, 8,715,880 shares outstanding as of June 30, 1997.
- --------------------------------------------------------------------------------
<PAGE>
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PART 1: FINANCIAL INFORMATION
ITEM 1: FINANCIAL STATEMENTS
Page
----
<S> <C>
Condensed Consolidated Balance Sheets..................................... 1
Condensed Consolidated Statements of Operations........................... 2
Condensed Consolidated Statements of Cash Flows........................... 3
Notes to Financial Statements............................................. 4
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS ............................. 5
PART II: OTHER INFORMATION
Items No. 1 through 6..................................................... 9
Signatures................................................................ 10
</TABLE>
<PAGE>
SATCON TECHNOLOGY CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEET
<TABLE>
<CAPTION>
June 30, September 30,
1997 1996
-------------- --------------
(Unaudited)
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents............................................................... $6,245,480 $3,770,925
Marketable securities................................................................... 1,378,749 3,435,743
Accounts receivable, net of allowance of $188,890 in 1997 and $130,900 in 1996 ......... 2,617,406 2,881,790
Unbilled contract costs, net of allowance of $213,957 in 1997 and $432,500 in 1996 ..... 2,512,495 1,563,254
Inventory .............................................................................. 1,858,168 -
Prepaid expenses and other assets....................................................... 429,338 442,745
-------------- --------------
Total current assets...................................................... 15,041,636 12,094,457
-------------- --------------
Property and equipment, net............................................................... 6,683,668 4,347,784
Other assets............................................................................... 2,862,415 740,214
-------------- --------------
Total assets.............................................................. $24,587,719 $17,182,455
============== ==============
LIABILITIES
Current liabilities:
Deferred revenue ....................................................................... 10,820 -
Accounts payable ....................................................................... 494,162 605,048
Accrued payroll and payroll taxes....................................................... 497,665 183,747
Short term loans........................................................................ 9,440 -
Other accrued expenses.................................................................. 505,237 294,492
-------------- --------------
Total current liabilities................................................. 1,517,324 1,083,287
-------------- --------------
Commitments................................................................................ - -
Long Term Liabilities:
Subordinated long term debt ............................................................ 422,483 -
-------------- --------------
Total liabilities......................................................... 1,939,807 1,083,287
============== ==============
STOCKHOLDERS' EQUITY
Preferred stock; $.01 par value, 1,000,000 shares authorized; none issued................ - -
Common stock; $.01 par value, 15,000,000 shares authorized;
8,715,880 and 7,359,074 shares at June 30, 1997 and
and September 30, 1996, respectively, issued and outstanding............................ 87,159 73,591
Additional paid-in capital................................................................. 26,305,492 18,487,209
Retained earnings.......................................................................... (3,720,195) (2,421,697)
Unrealized losses on marketable securities, net of tax effect ............................. (24,544) (39,935)
-------------- --------------
Total stockholders' equity................................................ 22,647,912 16,099,168
-------------- --------------
Total liabilities and stockholders' equity................................ $24,587,719 $17,182,455
============== ==============
</TABLE>
The accompanying notes are an integral part of the financial statements.
1
<PAGE>
SATCON TECHNOLOGY CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Three months ended Nine months ended
June 30, June 30,
--------------------------- --------------------------
1997 1996 1997 1996
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Revenue............................................. $3,086,931 $2,150,038 $8,128,603 $7,745,897
----------- ----------- ----------- -----------
Cost of sales....................................... 1,853,452 892,826 3,907,185 3,373,274
Selling, general and administrative expenses........ 1,732,849 1,865,078 5,778,456 5,639,698
Research and development expenses................... (154,474) 5,388 (110,851) 83,500
----------- ----------- ----------- -----------
Total operating expenses............................ 3,431,827 2,763,292 9,574,790 9,096,472
----------- ----------- ----------- -----------
Operating loss...................................... (344,896) (613,254) (1,446,187) (1,350,575)
Interest income, net................................ 56,278 128,088 197,467 384,612
Goodwill amortization .............................. 49,778 - 49,778 -
----------- ----------- ----------- -----------
Loss before income taxes............................ (338,396) (485,166) (1,298,498) (965,963)
Provision/(benefit) for income taxes................ - 25,032 - (166,969)
----------- ----------- ----------- -----------
Net loss............................................ (338,396) (510,198) (1,298,498) (798,994)
========== ========== ========== ==========
Loss per common and common equivalent share......... ($0.04) ($0.07) ($0.17) ($0.11)
========== ========== ========== ==========
Weighted average shares outstanding................. 8,241,422 7,344,616 7,701,827 7,263,900
</TABLE>
The accompanying notes are an integral part of the financial statements.
2
<PAGE>
SATCON TECHNOLOGY CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
-----------
<TABLE>
<CAPTION>
Nine Months Ended
June 30,
-----------------------------
1997 1996
------------- -------------
<S> <C> <C>
Cash flows from operating activities:
Net loss.................................................................................... ($1,298,498) ($798,994)
------------- -------------
Adjustments to reconcile net loss to net
cash used in operating activities:
Depreciation and amortization......................................................... 616,958 587,952
Changes in operating assets and liabilities:
Accounts receivable................................................................ 907,607 (946,834)
Prepaid expenses................................................................... 67,798 (6,048)
Unbilled contract costs............................................................ (949,241) (1,627,326)
Inventory.......................................................................... (486,130) -
Other assets....................................................................... 227,071 (158,522)
Accounts payable................................................................... (1,050,561) (90,045)
Accrued expenses and payroll....................................................... (189,424) 103,545
Deferred income taxes.............................................................. - (173,282)
------------- -------------
Total adjustments................................................................................... (855,922) (2,310,560)
------------- -------------
Net cash used in operating activities............................................................... (2,154,420) (3,109,554)
Cash flows from investing activities:
Purchases of marketable securities available for sale....................................... - (1,450,000)
Sales and maturities of marketable securities............................................... 2,072,386 5,872,360
Patent & trademark expenditures............................................................. (96,431) -
Deferred deal costs......................................................................... 37,254 -
Capital expenditures........................................................................ (1,729,859) (1,626,901)
Purchase of K&D Magmotor.................................................................... (210,000) -
Purchase of FMI net of cash acquired........................................................ (388,095) -
------------- -------------
Net cash provided/(used in) by investing activities................................................. (314,745) 2,795,459
Cash flows from financing activities:
Repayment of short-term borrowings.......................................................... 9,440 -
Subordinated long term debt ................................................................ (21,321) -
Proceeds from Duquesne Enterprises investment net of deferred deal costs ................... 4,817,232 -
Proceeds from exercise of stock options..................................................... 138,369 196,148
------------- -------------
Net cash provided by financing activities........................................................... 4,943,720 196,148
------------- -------------
Net increase/(decrease) in cash and cash equivalents ............................................... 2,474,555 (117,947)
Cash and cash equivalents at beginning of period.................................................... 3,770,925 2,187,987
------------- -------------
Cash and cash equivalents at end of period.......................................................... $6,245,480 $2,070,040
============= =============
</TABLE>
The accompanying notes are an integral part of the financial statements.
3
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SATCON TECHNOLOGY CORPORATION
NOTES TO FINANCIAL STATEMENTS
Note A. Basis of Presentation
- ------------------------------
The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-Q and Rule 10-01 of
Regulation S-X. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. These condensed consolidated financial statements, which
in the opinion of management reflect all adjustments (including normal recurring
adjustments) necessary for a fair presentation, should be read in conjunction
with the financial statements and notes thereto included in the Company's Report
on Form 10-K for the year ended September 30, 1996. Operating results for the
three and nine month periods ended June 30, 1997 are not necessarily indicative
of the results that may be expected for any future interim period or for the
entire fiscal year.
Note B. Significant Events
- --------------------------
FILM MICROELECTRONICS ACQUISITION
On April 16, 1997, SatCon Technology Corporation (the "Company" or "SatCon")
completed the acquisition of Film Microelectronics, Inc. ("FMI"). FMI, a
privately held company, is a manufacturer of production and custom integrated
circuits for the communications, industrial, military and aerospace markets.
Pursuant to the Asset Purchase Agreement, dated as of April 3, 1997, by and
among the Company, FMI and FMI's principal stockholder, the Company acquired
substantially all of the assets of FMI, which became a wholly-owned subsidiary
of SatCon. The aggregate consideration paid by the Company for the acquired
assets of FMI was $485,109 in cash and 420,000 shares of the Company's common
stock, par value $.01 per share (the "Common Stock"). The 420,000 shares of
Common Stock were valued at approximately $2,677,500 based on a closing price of
$6.375 per share on April 16, 1997. In addition, the Company assumed trade
payables aggregating approximately $900,000 and the assumption of indebtness of
approximately $1 million. FMI's assets have been recorded at their estimated
market values with the excess purchase price assigned to goodwill which will be
amortized over 15 years.
BEACON POWER CORPORATION
On May 28, 1997, SatCon Technology Corporation entered into a Securities
Purchase Agreement (the "Agreement"), dated as of May 28, 1997, by and among the
Company, Beacon Power Corporation, a new wholly-owned subsidiary of the Company
("Beacon"), and Duquesne Enterprises ("Duquesne"). Pursuant to the terms of the
Agreement, Duquesne purchased from the Company and the Company issued, sold and
delivered to Duquesne 798,138 shares (the "Shares") of the Company's Common
Stock and received warrants (the "Beacon Warrant") to purchase 500,000 shares of
Beacon's Common Stock, $.01 par value per share ("Beacon's Common Stock"), at a
purchase price of $6.00 per share. The warrants expire on the earlier of May
28, 1999 and 30 days prior to the filing of a registration statement with
respect to Beacon's Common Stock. The aggregate consideration received by the
Company was $5,000,000. In exchange for certain intangible assets and a capital
contribution equal to its proceeds from Duquesne, the Company received all of
the capital stock of Beacon, consisting of 3,000,000 shares of Beacons' Common
Stock and 1,000,000 shares of Beacon's preferred stock, par value $.01 per share
("Beacon's Preferred
4
<PAGE>
Stock"). Beacon's Preferred Stock is convertible into shares of Beacon's Common
Stock automatically upon the exercise of the Beacon Warrant by Duquesne.
Duquesne also entered into agreements pursuant to which it will act as exclusive
distributor of Beacon's products, subject to certain exceptions, in seven Mid-
Atlantic States and the District of Columbia. Duquesne is also entitled to
purchase sufficient securities in future Beacon equity financings to increase
its ownership in Beacon to 20% of the voting securities of Beacon (assuming the
Beacon Warrant is exercised). The foregoing purchase right expires (i) upon the
expiration of the Beacon Warrant if the Beacon Warrant is not exercised in full;
or (ii) if the Beacon Warrant is exercised in full, upon the closing of an
initial public offering of Beacon's Common Stock.
Item 2. Management's Discussion and Analysis of Financial Condition and
- -------------------------------------------------------------------------
Results of Operations
- ---------------------
This Form 10-Q contains forward-looking statements. For this purpose, any
statements contained herein that are not statements of historical fact may be
deemed to be forward-looking statements. Without limiting the foregoing, the
words "believes," "anticipates," "plans," "expects," and similar expressions are
intended to identify forward-looking statements. There are a number of
important factors that could cause the Company's actual results to differ
materially from those indicated by such forward-looking statements. The factors
include, without limitation, those set forth below under the caption "Factors
Affecting Future Results."
RESULTS OF OPERATIONS
The following table sets forth, for the periods indicated, the percentage of
revenues for certain items in the Company's Statement of Operations for each
period:
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
JUNE 30, JUNE 30,
1997 1996 1997 1996
---- ---- ---- ----
<S> <C> <C> <C> <C>
Revenues.................................. 100.0% 100.0% 100.0% 100.0%
Cost of sales............................. 60.0 41.5 48.1 43.5
Selling, general and administrative....... 56.1 86.8 71.1 72.8
Research and development.................. (5.0) 0.2 (1.4) 1.1
Total operating expenses
(excluding cost of sales)................. 51.1 87.0 69.7 73.9
Operating loss............................ (11.1) (28.5) (17.8) (17.4)
Interest income net....................... 1.8 5.9 2.4 5.0
Goodwill amortization..................... 1.6 - 0.6 -
Loss before taxes......................... (10.9) (22.6) (16.0) (12.4)
Provision/(benefit) for income taxes...... 0.0 1.1 0.0 (2.1)
Net loss.................................. (10.9) (23.7) (16.0) (10.3)
</TABLE>
Three Months Ended June 30, 1997 (Q3 1997) Compared to the Three Months Ended
- -----------------------------------------------------------------------------
June 30, 1996 (Q3 1996)
- -----------------------
5
<PAGE>
Revenues. The Company's revenues for Q3 1997 increased $936,893 or 43.6% from
Q3 1996. The increase is primarily due to revenue from the Company's wholly-
owned subsidiaries. K&D Magmotor Corporation ("K&D") contributed revenue of
$414,000 and FMI contributed revenue of $1,221,000 in Q3 of fiscal year 1997.
This increase was partially offset by decreased revenue of approximately
$784,000 related to contracts with Chrysler Corporation for the development of
drive train components as part of the Patriot Hybrid Vehicle Program.
Cost of Sales. Cost of sales for Q3 1997 increased $960,626, or 107.6%, from Q3
1996. The increase is primarily due to cost of sales from the Company's
wholly-owned subsidiaries. K&D's cost of sales were $331,000 and FMI's cost of
sales were $820,000 in Q3 of fiscal year 1997. These increases were partially
offset by a $190,000 decrease in work on contracts with Chrysler for the
development of drive train components as part of the Patriot Hybrid Vehicle
Program.
Selling, General and Administrative. Selling, general and administrative
expenses for Q3 1997 decreased $132,229 or 7.1% from Q3 1996. Approximately
$155,000 is due to a decrease in engineering indirect salaries and fringe
benefits primarily related to an increase in direct labor utilization.
Approximately $91,000 is related to a decrease in depreciation expense
attributed to self constructed assets that are being amortized over product
sales. Approximately $88,000 of the decrease is due to the overhead portion of
the work in process inventory related to the semiconductor manufacturing
equipment for Applied Materials. Approximately $75,000 of the decrease is due to
reduced travel between the Cambridge and Tucson facilities as a result of the
Tucson facility becoming fully operational. Approximately $20,000 is related to
a decrease in administrative supply costs. These decreases are partially offset
by approximately $68,000 and $257,000 in selling, general and administrative
expenses related to K&D (acquired on January 23,1997) and FMI (acquired on April
16, 1997), respectively.
Research and Development. Internally funded research and development expenses
for Q3 1997 decreased by $159,862. The decrease is primarily the result of
reversing a reserve for a fiscal year 1996 dispute of contractual terms.
Management believes that the reserve is no longer necessary and that the
financial statements properly reflect the ultimate impact of this matter.
Nine Months Ended June 30, 1997 (Q3 1997 YTD) Compared to the Nine Months Ended
- -------------------------------------------------------------------------------
June 30, 1996 (Q3 1996 YTD)
- ---------------------------
Revenues. The Company's revenues for Q3 1997 YTD were $8,128,603, an increase
of $382,706 or 4.9%, from Q3 1996 YTD. An increase of approximately $1,780,000
was related to work on government development contracts. This increase was
offset by a decrease in revenue of approximately $3,365,000 from contracts with
Chrysler Corporation for the development of drive train components as part of
the Patriot Hybrid Vehicle Program. In addition, K&D and FMI, wholly-owned
subsidiaries of the Company, contributed revenue of $737,000 and $1,221,000,
respectively, in Q3 of fiscal year 1997.
Cost of Sales. Cost of sales for Q3 1997 YTD were $3,907,185, an increase of
$533,911 or 15.8%, from Q3 1996 YTD. The increase is primarily due to cost of
sales from the Company's wholly-owned subsidiaries. K&D and FMI cost of sales
was $588,000 and $820,000, respectively, in Q3 of fiscal year 1997. These
increases are partially offset by a decrease of approximately $874,000 in work
on contracts with the Chrysler Corporation.
Selling, General and Administrative. Selling, general and administrative
expenses for Q3 1997 YTD increased $138,758 or 2.5% from Q3 1996 YTD.
Approximately $114,000 and $257,000 is due to selling, general and
administrative expenses related to K&D (acquired on January 23, 1997) and FMI
(acquired on April 16, 1997), respectively. These increases are offset by a
decrease of approximately $181,000 in travel expenses primarily due to reduced
travel between the Cambridge and Tucson facilities
6
<PAGE>
as a result of the Tucson facility becoming fully operational. The remainder is
due primarily to a decrease in fringe benefits and administrative supply costs.
Research and Development. Internally funded research and development expenses
for Q3 1997 YTD decreased by $194,351. The decrease is primarily the result of
reversing a reserve for a fiscal year 1996 dispute of contractual terms.
Management believes that the reserve is no longer necessary and that the
financial statements properly reflect the ultimate impact of this matter.
LIQUIDITY AND CAPITAL RESOURCES
The Company's cash and cash equivalents was $6,245,480 as of June 30, 1997, a
net increase of $2,474,555 from September 30, 1996. Cash used in operating
activities was $2,154,420 at the end of Q3 1997. The cash used in operations
was the result of a net increase of $684,857 in accounts receivable and unbilled
contract costs due to extended billing and payment terms with two customers.
Inventory increased $1,858,168 related to K&D and FMI. The remainder of the cash
used in operating activities is primarily the result of the decrease in accounts
payable, an increase in accrued expenses, a decrease in prepaid expense, and
the net loss for the period.
Cash used in investing activities as of June 30, 1997 was $314,745. The cash
used in relates primarily to capital expenditures of approximately $1,730,000
and purchase costs of $210,000 and $388,095 for K&D and FMI, respectively. The
capital expenditures were primarily related to the purchase of laboratory
equipment, computer equipment, test equipment, and sales and demonstration
units. The cash used in investing activities was partially offset by the sales
and maturity of $2,072,386 of marketable securities to fund operations prior to
the collection of invoices outstanding.
Cash provided by financing activities as of June 30, 1997 was $4,943,720. The
cash provided primarily relates to the Securities Purchase Agreement, dated May
28, 1997, by and among the Company, Beacon Power Corporation, a new wholly-owned
subsidiary of the Company, and Duquesne Enterprises ("Duquesne"). The aggregate
consideration received by the Company was $4,817,232 net of deferred deal costs.
Proceeds from exercise of stock options was $138,369.
The Company anticipates that its existing cash resources and cash flow from
operations will be sufficient to fund its operations through June 30, 1998,
provided it meets its operating plan. The Company's ability to generate cash
from operations depends upon, among other things, revenue growth, its credit and
payment terms with vendors, and collections of accounts receivable. If such
sources of cash prove insufficient, the Company will be required to make changes
in its operations or to seek additional debt or equity financing. There can be
no assurances that cash generated from operations will be sufficient to meet its
operating requirements, or if required, that additional debt or equity financing
will be available on terms acceptable to the Company.
FACTORS AFFECTING FUTURE RESULTS
The Company's future results remain difficult to predict and may be affected by
a number of factors which could cause actual results to differ materially from
the forward-looking statements contained in this Form 10-Q and presented
elsewhere by management from time to time. These factors include business
7
<PAGE>
conditions within the automotive, telecommunications, satellite industrial
machinery and semiconductor industries and the world economies as a whole, and
competitive pressures that may impact research and development spending. The
Company's revenue growth is dependent on technology developments and contract
R&D for both the government and commercial sectors and no assurance can be given
that such investments will continue or that the Company can successfully obtain
such funds. In addition, the Company's future growth opportunities are
dependent on the introduction of new products that must penetrate automotive,
telecommunications, industrial, and computer market segments and the expansion
of the business of K&D and FMI by increased sales of existing products and the
introduction of new products. No assurance can be given that new products can
be developed, or if developed, will be successful; that competitors will not
force prices to an unacceptably low level or take market share from the Company;
or that the Company can achieve or maintain profits in these markets. Because of
these and other factors, past financial performance should not be considered an
indicator of future performance. Investors should not use historical trends to
anticipate future results and should be aware that the Company's stock price
frequently experiences significant volatility.
EFFECT OF RECENT ACCOUNTING PRONOUNCEMENTS
In October 1995, the Financial Accounting Standards Board issued SFAS No. 123,
"Accounting for Stock-Based Compensation," which encourages companies to
recognize compensation expense in the income statement based on the fair value
of the underlying common stock at the date the awards are granted. However, it
will permit continued accounting under APB Opinion 25, "Accounting for Stock
Issued to Employees," accompanied by a disclosure of the pro forma effects on
net income and earnings per share had the new accounting rules been applied.
The statement is effective for fiscal year 1997. The Company plans to account
for stock based compensation in accordance with APB Opinion 25.
In February 1997, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standard (SFAS) No. 128, "Earnings per Share." The
statement is effective for financial statements for periods ending after
December 15, 1997, and changes the method in which earnings per share will be
determined. Adoption of this statement by the Company will not have a material
impact on earnings per share.
EFFECTS OF INFLATION
The Company believes that inflation over the past three years has not had a
significant impact on the Company's sales or operating results.
8
<PAGE>
PART II: OTHER INFORMATION
Item 1. Legal Proceedings:
Not applicable.
Item 2. Changes in Securities:
RECENT SALES OF UNREGISTERED SECURITIES
On April 16, 1997, the Company issued 420,000 shares of Common Stock to Film
Microelectronics, Inc. ("FMI") in connection with the acquisition by the Company
of substantially all of the assets of FMI.
On May 28, 1997, the Company issued 798,138 shares of Common Stock to Duquesne
Enterprises in connection with the establishment of Beacon Power Corporation, a
new wholly-owned subsidiary of the Company.
The shares of capital stock issued in the above transactions were offered and
sold in reliance upon the exemptions from registration under Section 4(2) of the
Securities Act of 1933, as amended, or Regulation D promulgated thereunder,
relative to sales by an issuer not involving any public offering.
Item 3. Defaults upon Senior Securities:
Not applicable.
Item 4. Submission of Matters to a Vote of Security Holders:
Not applicable.
Item 5. Other Information:
Not applicable.
Item 6 Exhibits and Reports on Form 8-K:
(a) Exhibits
11 Statement of Computation of Earnings Per Share
27 Financial Data Schedule
(b) Reports on Form 8-K
The Company filed a Current Report on Form 8-K and 8-K/A, dated April 16, 1997,
in connection with the acquisition of Film Microelectronics, Incorporated.
The Company filed a Current Report on Form 8-K, dated May 28, 1997, in
connection with the Securities Purchase Agreement by and among the Company,
Beacon Power Corporation, a new wholly-owned subsidiary of the Company, and
Duquesne Enterprises.
9
<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 thereunto duly authorized.
SatCon Technology Corporation
Date: August 14, 1997 By: /s/ David B. Eisenhaure
David B. Eisenhaure, President and Chief
Executive Officer
Date: August 14, 1997 By: /s/ Michael C. Turmelle
Michael C. Turmelle, Vice President,
Chief Financial Officer and Treasurer
10
<PAGE>
EXHIBIT 11
SATCON TECHNOLOGY CORPORATION
COMPUTATION OF EARNINGS PER SHARE
<TABLE>
<CAPTION>
FOR NINE MONTHS ENDED
-----------------------------------
JUNE 30, 1997 JUNE 30, 1996
--------------- ----------------
<S> <C> <C>
Calculation of Shares:
Weighted Average Shares Outstanding........................ 7,701,827 7,263,900
Net Shares Outstanding from Assumed Exercise of
stock options............................................ - -
Net Warrants Outstanding from Assumed Exercise
of Warrants.............................................. - -
--------------- ----------------
Net Common Stock Equivalents Outstanding................... - -
--------------- ----------------
Weighted Average Shares - Basic............................ 7,701,827 7,263,900
--------------- ----------------
Additional Shares Assumed Exercised with Full
Dilution - Options....................................... - -
Additional Shares Assumes Exercised with Full
Dilution - Warrants...................................... - -
--------------- ----------------
Weighted Average Shares - Fully Diluted.................... 7,701,827 7,263,900
=============== ================
Calculation of Earnings per Share:
Net Income................................................. $(1,298,498) $ (798,994)
Basic Earnings per Share................................... $ (0.17) $ (0.11)
Fully Diluted Earnings per Share........................... $ (0.17) $ (0.11)
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> SEP-30-1997
<PERIOD-END> JUN-30-1997
<CASH> $6,245,480
<SECURITIES> $1,378,749
<RECEIVABLES> $2,617,406
<ALLOWANCES> $188,890
<INVENTORY> $1,858,168
<CURRENT-ASSETS> $15,041,636
<PP&E> $6,683,668<F1>
<DEPRECIATION> $0
<TOTAL-ASSETS> $24,587,719
<CURRENT-LIABILITIES> $1,517,324
<BONDS> $0
$0
$0
<COMMON> $87,159
<OTHER-SE> $22,560,753
<TOTAL-LIABILITY-AND-EQUITY> $24,587,719
<SALES> $0
<TOTAL-REVENUES> $3,086,931
<CGS> $0
<TOTAL-COSTS> $3,431,827
<OTHER-EXPENSES> $49,778
<LOSS-PROVISION> $0
<INTEREST-EXPENSE> $56,278
<INCOME-PRETAX> ($338,396)
<INCOME-TAX> $0
<INCOME-CONTINUING> ($338,396)
<DISCONTINUED> $0
<EXTRAORDINARY> $0
<CHANGES> $0
<NET-INCOME> ($338,396)
<EPS-PRIMARY> ($0.04)
<EPS-DILUTED> ($0,04)
<FN>
<F1>PP&E IS SHOWN NET OF ACCUMULATED DEPRECIATION AS REPORTED WITHIN THE FORM
10-Q ON THE BALANCE SHEET
</FN>
</TABLE>
