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U. S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 10-QSB
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[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 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 000-27548
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LIGHTPATH TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 86-0708398
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
http://www.light.net
6820 Academy Parkway East, N.E. 87109
Albuquerque, New Mexico (ZIP Code)
(Address of principal executive offices)
Registrant's telephone number, including area code:
(505)342-1100
Check whether the registrant (1) filed all reports required to be filed by
Section 13 or 15(d) of the Securities and 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 practical date:
Common Stock, Class A, $.01 par value 8,672,581 shares
Common Stock, Class E-1, $.01 par value 1,506,117 shares
Common Stock, Class E-2, $.01 par value 1,506,117 shares
Common Stock, Class E-3, $.01 par value 1,004,070 shares
- --------------------------------------- -------------------------------
Class Outstanding at January 28, 2000
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<PAGE>
LIGHTPATH TECHNOLOGIES, INC.
FORM 10-QSB
INDEX
ITEM PAGE
----
PART I FINANCIAL INFORMATION
Balance Sheets 2
Statements of Operations 3
Statements of Cash Flows 4
Notes to Financial Statements 5
Management's Discussion and Analysis of Financial
Condition and Results of Operations 11
PART II OTHER INFORMATION
Legal Proceedings 16
Changes in Securities and Use of Proceeds 16
Defaults Upon Senior Securities 16
Submission of Matters to a Vote of Security Holders 16
Other Information 16
Exhibits and Reports on Form 8-K 17
SIGNATURES 17
1
<PAGE>
LIGHTPATH TECHNOLOGIES, INC.
BALANCE SHEETS
(UNAUDITED)
<TABLE>
<CAPTION>
December 31, June 30,
1999 1999
------------ ------------
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 5,684,280 $ 413,388
Trade accounts receivable - less allowance of $15,000 256,206 335,706
Inventories (NOTE 2) 583,039 514,669
Advances to employees and related parties 30,413 17,329
Prepaid expenses and other 32,439 19,124
------------ ------------
Total current assets 6,586,377 1,300,216
Property and equipment - net 1,111,890 893,537
Intangible assets - net 575,175 572,877
Investment in LightChip, Inc. (Note 3) 1,000,000 --
------------ ------------
Total assets $ 9,273,442 $ 2,766,630
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued liabilities $ 257,557 $ 167,160
Accrued payroll and benefits 93,467 131,755
------------ ------------
Total current liabilities 351,024 298,915
Accrued loss of LightChip, Inc. (Note 3) -- 570,000
Note payable to stockholder -- 30,000
Commitments and contingencies
Redeemable common stock
Class E-1 - performance based and redeemable
common stock 1,506,117 and 1,492,480 shares
issued and outstanding 15,061 14,925
Class E-2 - performance based and redeemable
common stock 1,506,117 and 1,492,480 shares
issued and outstanding 15,061 14,925
Class E-3 - performance based and redeemable
common stock 1,004,070 and 994,979 issued
and outstanding 10,041 9,950
Stockholders' equity (NOTES 4 AND 5)
Preferred stock, $.01 par value; 5,000,000 shares authorized;
Series A convertible shares, 0 and 37 issued and outstanding,
Series B convertible shares, 0 and 1 issued and outstanding,
Series C convertible shares, 0 and 84 issued and outstanding,
Series F convertible shares, 408 and 0 issued and outstanding,
$4,080,000 liquidation preference at December 31, 1999 41 1
Common stock:
Class A, $.01 par value, voting; 34,500,000 shares authorized;
7,470,290 and 4,960,703 shares issued and outstanding 74,703 49,607
Additional paid-in capital 38,572,372 28,379,011
Accumulated deficit (29,764,861) (26,600,704)
------------ ------------
Total stockholders' equity 8,882,255 1,827,915
------------ ------------
Total liabilities and stockholders' equity $ 9,273,442 $ 2,766,630
============ ============
</TABLE>
See accompanying notes.
2
<PAGE>
LIGHTPATH TECHNOLOGIES, INC.
STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
December 31 December 31
---------------------------- ----------------------------
UNAUDITED 1999 1998 1999 1998
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
REVENUES
Lenses and other $ 215,295 $ 200,973 $ 379,477 $ 353,583
Product development fees 62,500 53,596 167,423 91,714
----------- ----------- ----------- -----------
Total revenues 277,795 254,569 546,900 445,297
COSTS AND EXPENSES
Cost of goods sold 105,009 124,175 189,830 216,015
Selling, general and administrative 985,247 759,589 1,657,846 1,513,067
Research and development 189,169 174,072 290,265 301,168
----------- ----------- ----------- -----------
Total costs and expenses 1,279,425 1,057,836 2,137,941 2,030,250
----------- ----------- ----------- -----------
Operating loss (1,001,630) (803,267) (1,591,041) (1,584,953)
OTHER INCOME(EXPENSE)
Investment income 45,448 24,795 54,660 70,659
Interest and other expense (397) (8,798) (436,576) (9,648)
Equity in loss of LightChip, Inc. (Note 3) -- (125,913) -- (351,347)
----------- ----------- ----------- -----------
Net loss $ (956,579) $ (913,183) $(1,972,957) $(1,875,289)
Imputed dividends and premiums on
Preferred Stock (1,183,042) (59,064) (1,191,200) (158,641)
----------- ----------- ----------- -----------
Net loss applicable to common
shareholders $(2,139,621) $ (972,247) $(3,164,157) $(2,033,930)
=========== =========== =========== ===========
Basic and diluted net loss per
share (Note 5) $ (.32) $ (.23) $ (.53) $ (.53)
=========== =========== =========== ===========
Number of shares used in per
share calculation 6,786,966 4,213,215 6,004,947 3,841,778
=========== =========== =========== ===========
</TABLE>
See accompanying notes.
3
<PAGE>
LIGHTPATH TECHNOLOGIES, INC.
STATEMENTS OF CASH FLOWS
(UNAUDITED)
Six Months Ended
December 31
---------------------------
1999 1998
----------- -----------
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $(1,972,957) $(1,875,289)
Adjustments to reconcile net loss to net
cash used in operating activities:
Depreciation and amortization 212,125 170,129
Write-off of abandoned patent applications 33,764 --
Debt discount amortization 425,795 --
Equity in loss of LightChip -- 351,347
Changes in operating assets and liabilities:
Receivables, advances to employees, related
parties 66,416 (69,925)
Inventories (68,370) (108,811)
Prepaid expenses and other (13,315) 5,528
Accounts payable and accrued expenses 52,109 24,753
----------- -----------
Net cash used in operating activities (1,264,433) (1,487,268)
CASH FLOWS FROM INVESTING ACTIVITIES
Property and equipment additions (419,697) (324,787)
Costs incurred in acquiring patents and
license agreements (46,843) (60,141)
Investment in LightChip (1,570,000) (713,333)
----------- -----------
Net cash used in investing activities (2,036,540) (1,098,261)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of 6% convertible
debentures, net of discount and offering costs 893,326 --
Payment on note payable (30,000) --
Proceeds from sale of Convertible Series F
preferred stock, net 3,880,496 --
Proceeds from exercise of common stock options
and warrants 3,569,243 39,950
Proceeds from issuance of common stock 258,800 18,160
----------- -----------
Net cash provided by financing activities 8,571,865 58,110
----------- -----------
Net increase (decrease) in cash and cash
equivalents 5,270,892 (2,527,419)
Cash and cash equivalents at beginning
of period 413,388 4,237,400
----------- -----------
Cash and cash equivalents at end of period $ 5,684,280 $ 1,709,981
=========== ===========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Class A common stock issued upon conversion of
preferred stock $ 5,450 $ 12,703
Class E common stock issued $ 363 $ 291
See accompanying notes.
4
<PAGE>
LIGHTPATH TECHNOLOGIES, INC.
NOTES TO FINANCIAL STATEMENTS - UNAUDITED
DECEMBER 31, 1999
ORGANIZATION
LightPath Technologies, Inc. (the Company) was incorporated in Delaware on June
15, 1992 as the successor to LightPath Technologies Limited Partnership formed
in 1989, and its predecessor, Integrated Solar Technologies Corporation formed
on August 23, 1985. The Company is engaged in the production of GRADIUM(R) glass
lenses, collimator products and other optical component products for the
telecommunications market. The Company also performs research and development
for optical solutions for the fiber telecommunications and traditional optics
markets. GRADIUM glass is an optical quality glass material with varying
refractive indices, capable of reducing optical aberrations inherent in
conventional lenses and performing with a single lens, or fewer lenses, tasks
performed by multi-element conventional lens systems and enabling technology for
emerging markets such as optoelectronics and telecommunications.
BASIS OF PRESENTATION
The accompanying unaudited financial statements have been prepared in accordance
with the instructions to Article 310(b) of Regulation S-B and, therefore, do not
include all information and footnotes necessary for a fair presentation of
financial position, results of operations, and cash flows in conformity with
generally accepted accounting principles. These financial statements should be
read in conjunction with the Company's financial statements and related notes
included in its Form 10-KSB/A-2 for the fiscal year ended June 30, 1999, as
filed with the Securities and Exchange Commission on December 20, 1999.
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The accounting policies as set forth in LightPath's Annual Report on Form
10-KSB/A-2 dated December 20, 1999 have been adhered to in preparing the
accompanying interim financial statements. These statements are unaudited but
include all adjustments, which include normal recurring adjustments, that the
Company considers necessary to present fairly the financial position, results of
operations and cash flows of the Company for the interim periods presented.
Results of operations for interim periods are not necessarily indicative of
results which may be expected for the year as a whole.
2. INVENTORIES
The components of inventories include the following at:
December 31, June 30,
1999 1999
-------- --------
Raw materials $ 85,756 $ 50,736
Boules and blanks in process 89,762 97,321
Finished goods 407,521 366,612
-------- --------
Total inventories $583,039 $514,669
======== ========
3. INVESTMENT IN LIGHTCHIP, INC.
During fiscal 1999, the Company discontinued application of the equity method of
accounting to its investment in LightChip, a development stage company, since
its pro-rata share of LightChip's losses (approximately 15% based on its
pro-rata investment in LightChip preferred stock) had reduced the investment to
its remaining contractually committed obligation for future funding of $570,000.
In October 1999, LightChip issued additional shares of voting convertible
preferred stock for $3 million, of which the Company funded its $570,000
contractual obligation. On December 8, 1999 LightChip issued additional shares
of voting convertible preferred stock for $16 million, of which the Company
funded $1 million. In accordance with the SEC staff position stated in EITF
Topic D-84, the Company's pro-rata share of LightChip losses through December 8,
1999 totaling $514,288 were not recognized as a result of the Company's
additional investment.
5
<PAGE>
LIGHTPATH TECHNOLOGIES, INC.
NOTES TO FINANCIAL STATEMENTS - UNAUDITED
The Company's combined common stock and preferred stock voting interest in
LightChip decreased to approximately 19% after the December 8, 1999 investment.
Accordingly, as of December 8, 1999 the Company began accounting for its
investment in LightChip, Inc. using the cost method.
4. CONVERTIBLE DEBENTURES
On July 28, 1999, LightPath completed a private placement for $1,000,000 of 6%
Convertible Debentures (the "Debentures"). The Debentures were immediately
convertible into shares of Class A common stock at a conversion price of $1.76.
Debenture holders also received Class I warrants to acquire 427,350 shares of
Class A common stock. The warrant agreement provides for an exercise price of
$2.20 per share. The warrants are immediately exercisable and have a five year
life. On September 24, 1999 all of the debentures and the related warrants were
converted into 997,151 shares of Class A common stock. Interest of $9,370 was
paid to the debenture holders. LightPath recognized an interest charge of
$381,869 in the first quarter of fiscal year 2000 for the "beneficial conversion
feature" associated with the Debentures and $43,926 of the remaining discount
was amortized from the issuance through the conversion date.
In connection with the private placement of the Debentures, LightPath issued
150,000 Class J warrants to the placement agent, with terms identical to those
issued to the Debenture holders. During the six months ended December 31, 1999,
150,000 shares of Class A common stock were issued upon exercise of all of the
placement agent warrants.
6
<PAGE>
LIGHTPATH TECHNOLOGIES, INC.
NOTES TO FINANCIAL STATEMENTS - UNAUDITED
5. STOCKHOLDERS' EQUITY
The Series F Convertible Preferred Stock has a stated value and
liquidation preference of $10,000 per share and a 7% per annum premium. The
holders of the Series F Convertible Preferred Stock are not entitled to vote or
to receive dividends. Each share of Series F Convertible Preferred Stock is
convertible at the option of the holder, into Class A common stock based on its
stated value at the conversion date divided by a conversion price. The
conversion price is defined as the lesser of $5.00, or 80% of the average
closing bid price of the Company's Class A common stock for the five days
preceding the conversion date. Holders of Series F Convertible Preferred Stock
also received Class K warrants to acquire a total of 489,600 shares of Class A
common stock (fair value estimated by management to be $940,870) in addition to
the modification of terms on warrants outstanding from prior private placements
as described below. The Class K Warrants may be exercised at any time prior to
expiration on November 2, 2002 at a price of $5.00 per share. Each of the
investors in the Series F Convertible Preferred Stock previously invested in the
Company's Series A, B and C Preferred Stock. In order to induce them to invest
in the Series F Convertible Preferred Stock, the Company agreed to reduce the
applicable exercise prices by twenty percent and extend the expiration dates by
three years for of all outstanding Class C, E and G warrants issued in
connection with the sale of such Series A, B and C Preferred Stock. LightPath
also issued 125,000 Class L warrants to the placement agent, with terms
identical to Class K Warrants.
545,038 shares of Class A common stock were issued upon the conversion of the
remaining 122 shares of Series A, Series B and Series C Preferred Stock during
the six months ended December 31, 1999.
<TABLE>
<CAPTION>
Preferred Warrants Warrants
Stock - Common Warrants Class Class Common Unit
Series Stock Class C, E ,G D, F, H Stock Purchase
Shares Outstanding A, B, C & F Class A A & B I & K J & L Options Options
- ------------------ ----------- ------- ----- ----- ----- ------- -------
<S> <C> <C> <C> <C> <C> <C> <C>
Outstanding at June 30, 1999 122 4,960,703 4,519,000 914,068 123,345 1,244,851 160,000
Issuance of warrants -- -- 57,700 916,950 275,000 -- --
Issuance of shares 408 66,429 -- -- -- -- --
Conversions-equity (122) 1,121,755 (57,800) (761,084) (50,008) -- --
Conversions-debt 1,147,151 -- (427,350) (150,000) -- --
Option grants -- -- -- -- -- 175,162
Exercise of options -- 174,252 85,988 -- -- (131,258) (60,743)
Forfeitures -- -- -- -- -- (1,770) --
Outstanding at December 31, 1999 408 7,470,290 4,604,888 642,584 198,257 1,286,985 99,257
</TABLE>
7
<PAGE>
LIGHTPATH TECHNOLOGIES, INC.
NOTES TO FINANCIAL STATEMENTS - UNAUDITED
6. NET LOSS PER SHARE
Basic net loss per common share is computed based upon the weighted average
number of common shares outstanding during each period presented. The
computation of Diluted net loss per common share does not differ from the basic
computation because potentially issuable securities would be anti-dilutive. The
following outstanding securities were not included in the computation of diluted
earnings per share at December 31, 1999: Class A common stock options 1,286,985,
private placement warrants 840,841, IPO warrants 7,257,931 (includes 2,653,043
of Class B warrants available upon exercise of the Class A warrants), IPO Unit
Purchase Option to acquire (i) 99,257 shares of Class A common stock, (ii)
99,257 Class A warrants, and (iii) 198,514 Class B warrants (includes 99,257
available upon exercise of the Class A warrants), 981,360 Class A shares
issuable upon the conversion of Series F convertible preferred stock (minimum of
826,936 shares based on the fixed conversion price at closing) and 4,016,304
shares issuable from the Class E redeemable common stock that is automatically
converted into Class A common stock upon attainment of certain performance
criteria. A premium ranging from 7 to 8 percent earned by the preferred
shareholders of $46,522 and $59,064 increased the net loss applicable to common
shareholders for the three months ended December 31, 1999 and 1998,
respectively. A premium ranging from 7 to 8 percent earned by the preferred
shareholders of $54,680 and $158,641 increased the net loss applicable to common
shareholders for the six months ended December 31, 1999 and 1998, respectively.
In addition, net loss applicable to common shareholders was increased by an
imputed dividend in the amount of $1,136,520 for the three months and six months
ended December 31, 1999. The imputed dividend resulted from a beneficial
conversion feature associated with the Series F Preferred Stock issued on
November 2, 1999. The remaining unamortized imputed dividend of $958,042 from
the Series F Preferred Stock will be recognized in the third quarter.
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
December 31, December 31,
----------------------------------- -------------------------------------
Income Shares Per Share Income Shares Per Share
(Numerator) (Denominator) Amount (Numerator) (Denominator) Amount
----------- ------------- ------ ----------- ------------- ------
<S> <C> <C> <C> <C> <C> <C>
1999
Net loss $ (956,579) $(1,972,957)
Less: Preferred Stock Premium (46,522) (54,680)
Imputed dividend on
Series F Preferred Stock (1,136,520) (1,136,520)
----------- -----------
BASIC AND DILUTED EPS
Net loss applicable to
common shareholders $(2,139,621) 6,786,966 $(.32) $(3,164,157) 6,004,947 $(.53)
1998
Net loss $ (913,183) $(1,875,289)
Less: Preferred Stock Premium (59,064) (158,641)
---------- -----------
BASIC AND DILUTED EPS
Net loss applicable to
common shareholders $ (972,247) 4,213,215 $(.23) $(2,033,930) 3,841,778 $(.53)
</TABLE>
8
<PAGE>
LIGHTPATH TECHNOLOGIES, INC.
NOTES TO FINANCIAL STATEMENTS - UNAUDITED
7. SEGMENT INFORMATION
Optoelectronics and Fiber Telecommunications (optoelectronics), which represents
13% of total revenues of the Company, and Traditional Optics, which represents
87% of total revenues, are the Company's reportable segments under SFAS No. 131,
Disclosure about Segments of an Enterprise and Related Information (SFAS 131).
The optoelectronics segment is based primarily on the development and sale of
fiber collimators, fiber-optic switches and other related passive component
products for the optoelectronics segment of the telecommunications industry
while the traditional optics segment provides for the development and sale of
GRADIUM glass in the form of lenses, blanks and development fees for the general
optics markets.
Summarized financial information concerning the Company's reportable segments
for the three and six months ended December 31, is shown in the following table.
During fiscal 1999, the Company changed its primary marketing objectives from
primarily traditional optics products to the development and marketing of
passive components for the optoelectronics segment of the telecommunications
industry and laser based products in the general optics product arena.
Opto- Traditional Corporate
Segment Information Electronics Optics and Other (1) Total
- ------------------- ----------- ------ ------------- -----
SIX MONTHS ENDED
DECEMBER 31, 1999
Revenues (2)
1999 $84,927 461,973 -- $ 546,900
1998 -- 445,297 -- 445,297
Segment operating loss (3)
1999 $(584,292) (195,992) (810,757) $(1,591,041)
1998 (624,929) (201,406) (758,618) (1,584,953)
THREE MONTHS ENDED
DECEMBER 31, 1999
Revenues (2)
1999 $52,363 225,432 -- $ 277,795
1998 -- 254,569 -- 254,569
Segment operating loss (3)
1999 $(347,120) (168,640) (485,870) $(1,001,630)
1998 (311,214) (31,903) (460,150) (803,267)
Total Assets
1999 $ 741,326 1,634,083 6,898,033 $ 9,273,442
- ----------
(1) Corporate functions include certain members of executive management, the
corporate accounting and finance function and other typical administrative
functions which are not allocated to segments. Corporate assets include
cash and cash equivalents, advances, prepaid expenses and unallocated
property and equipment and the Company's investment in LightChip.
(2) There were no inter-segment sales during the three and six months ended
December 31, 1999 and 1998.
(3) In addition to unallocated corporate functions, management does not
allocate interest expense, interest income, and other non-operating income
and expense amounts in the determination of the operating performance of
the reportable segments.
9
<PAGE>
LIGHTPATH TECHNOLOGIES, INC.
NOTES TO FINANCIAL STATEMENTS - UNAUDITED
8. SUBSEQUENT EVENTS
On January 11, 2000, the Company called all of its outstanding Class A Warrants
for redemption on February 10, 2000 at the redemption price of $.05 per Class A
Warrant. Each Class A Warrant is exercisable at a price of $6.50 for 1 share of
Class A common Stock and 1 Class B Warrant. If all 2,653,053 Class A Warrants
outstanding at December 31, 1999 are exercised for cash, 2,653,053 shares of
Class A Common Stock and Class B Warrants will be issued and the Company will
receive net proceeds estimated at $16.4 million.
As of February 9, 2000 substantially all of the outstanding Class A Warrants and
1.1 million Class B Warrants were exercised for net proceeds of approximately
$26.2 million.
10
<PAGE>
LIGHTPATH TECHNOLOGIES, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 ("THE ACT") PROVIDES A SAFE
HARBOR FOR FORWARD LOOKING STATEMENTS MADE BY OR ON BEHALF OF THE COMPANY. ALL
STATEMENTS IN THIS "MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS" AND ELSEWHERE IN THIS REPORT, OTHER THAN STATEMENTS
OF HISTORICAL FACTS, WHICH ADDRESS ACTIVITIES, EVENTS OR DEVELOPMENTS THAT THE
COMPANY EXPECTS OR ANTICIPATES WILL OR MAY OCCUR IN THE FUTURE, INCLUDING SUCH
THINGS AS FUTURE CAPITAL EXPENDITURES, GROWTH, PRODUCT DEVELOPMENT, SALES,
BUSINESS STRATEGY AND OTHER SIMILAR MATTERS ARE FORWARD-LOOKING STATEMENTS.
THESE FORWARD-LOOKING STATEMENTS ARE BASED LARGELY ON THE COMPANY'S CURRENT
EXPECTATIONS AND ASSUMPTIONS AND ARE SUBJECT TO A NUMBER OF RISKS AND
UNCERTAINTIES, MANY OF WHICH ARE BEYOND THE COMPANY'S CONTROL. ACTUAL RESULTS
COULD DIFFER MATERIALLY FROM THE FORWARD-LOOKING STATEMENTS SET FORTH HEREIN AS
A RESULT OF A NUMBER OF FACTORS, INCLUDING, BUT NOT LIMITED TO, THE COMPANY'S
EARLY STAGE OF DEVELOPMENT, THE NEED FOR ADDITIONAL FINANCING, INTENSE
COMPETITION IN VARIOUS ASPECTS OF ITS BUSINESS AND OTHER RISKS DESCRIBED IN THE
COMPANY'S REPORTS ON FILE WITH THE SECURITIES AND EXCHANGE COMMISSION. IN LIGHT
OF THESE RISKS AND UNCERTAINTIES, ALL OF THE FORWARD-LOOKING STATEMENTS MADE
HEREIN ARE QUALIFIED BY THESE CAUTIONARY STATEMENTS AND THERE CAN BE NO
ASSURANCE THAT THE ACTUAL RESULTS OR DEVELOPMENTS ANTICIPATED BY THE COMPANY
WILL BE REALIZED. THE COMPANY UNDERTAKES NO OBLIGATION TO UPDATE OR REVISE ANY
OF THE FORWARD LOOKING STATEMENTS CONTAINED HEREIN.
RESULTS OF OPERATIONS
THREE MONTHS ENDED DECEMBER 31, 1999 ("2000") COMPARED WITH THE THREE MONTHS
ENDED DECEMBER 31, 1998 ("1999")
During the second quarter of fiscal 2000 the Company's optoelectronics and
fiber telecommunications segment was bolstered by 1) the net financial
investment of $3.9 million in a November private placement plus approximately
$2.7 million in proceeds from the exercise of warrants and options, 2) the
addition to the Board of Directors of Robert Ripp, former Chairman and CEO of
AMP, Inc., whose business experience and knowledge of the telecommunications
industry will be beneficial to the Company, 3) the enhancement of our Management
team by the hiring of Stephen Barna, formerly of Lucent and AT&T, as VP
Marketing & Sales, 4) continued record sales bookings, and 5) the increase in
the Company's investment in LightChip by $1.6 million which occurred upon
LightChip's completion of product milestones in October 1999 and LightChip's $16
million equity placement in December 1999 (investors included Morgenthaler, J.P.
Morgan Capital, AT&T Ventures and LightPath). As the second quarter came to a
close, the Company achieved an additional significant milestone by meeting the
criteria to call the Class A Warrants which were issued as part of the February
1996 IPO. The redemption of these Warrants was announced on January 7, 2000 and
the Company anticipates net proceeds from exercises of Class A Warrants,
approximately $16.4 million. The Company intends to use a portion of this
capital to 1) expand our collimator production facility and staff in
Albuquerque, 2) to open a facility in New Jersey for development of the optical
switch engine to be sold as an enabling component for an optical cross connect
system, and 3) to increase the size of our current product and technology
development team which continues to improve upon and expand our current telecom
products built around the single mode fiber collimator.
The Company's internal focus has been on the sale and shipment of products
and samples of LightPath's single-mode fiber collimator assembly (SMF assembly).
The Company currently offers three telecom product levels, the collimating lens,
a SMF assembly and a large-beam collimating assembly. The Company produced and
shipped collimator products totaling $52,363 during the quarter. New orders were
received during the period bringing the backlog for these products to $202,000
at December 31, 1999. This represented approximately 30 customers with 21 new
customers ordering during the period. A key OEM account represents $87,000 or
43% of the sales backlog. This represents the third order by this OEM for their
newly released optical networking product. During the quarter, the Company, in
response to the acceptance of its collimator product line by various customers,
began an expansion of its manufacturing production capability. The Company
leased an additional 3,600 square feet of space adjacent to its existing
Albuquerque facility to house its engineering and glass research and development
operations. During January 2000, we also completed negotiations on an additional
lease for more than 17,000 square feet of manufacturing space in the same
vicinity of our existing facility. During the second quarter, the Company
continued the fiberoptic, mechanical switch development process with a separate
business unit of E-TEK, Kaifa Technology, which E-TEK acquired in July 1999. The
Company is uncertain how the recent acquisition of E-TEK by JDS-Uniphase will
impact this relationship. LightPath anticipates that the mechanical switch
project will remain on schedule. At December 31,1999 the Company had a backlog
of $202,000 in telecom orders for all three of the Company's collimator products
as compared to $66,000 at September 30, 1999 and we added approximately 21 new
customers during the quarter.
11
<PAGE>
LIGHTPATH TECHNOLOGIES, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
The sales cycle, of component products, for acceptance by a telecom
customer, is rigorous and consists of multiple steps. Therefore, all of the
Company's products are subjected to Bellcore testing in addition to meeting the
customer's specifications. The Company has sold products or sent samples of
collimators to approximately 100 actual or potential customers over the past
twelve to fifteen months. After the products are qualified some of these
targeted customers purchase a larger quantity to perform additional testing.
After successful testing and evaluation of the product, many customers then
require some customization of the collimator. Finally the Company will receive a
request for quotation on production size quantities prior to receiving
manufacturing orders. Our recent OEM orders of $87,000 reflects such a process,
however, this amount represents the OEM's third order of the large beam
collimator. The Company believes that it will become a qualified vendor to this
OEM and that the collimator product will be successfully incorporated into their
production. The Company is also at various stages in this process with a number
of customers.
During the second quarter of fiscal 2000, the majority of the Company's
sales to the traditional optics segment were comprised of laser optic lenses.
Revenues of $225,432 for the second quarter included $62,500 in license fees.
The Company and the German optical products manufacturer Rodenstock
Prazisionsoptik GmbH ("Rodenstock") are proceeding with the marketing program
for the development, production and joint-distribution of GRADIUM based optical
products in Europe. The Company believes the relationship with Rodenstock may
create new and sustain existing markets for GRADIUM products in Europe primarily
in the area of imaging systems. The Company's remaining distributors continue to
work with existing markets for GRADIUM in their respective countries primarily
in the area of the YAG laser market. At December 31, 1999, the Company had a
total backlog of $148,000 in lens products as compared to $120,000 at September
30, 1999. Both the overall dollar sales and total number of customers placing
orders during this period exceeded those occurring during any other quarter to
date. Sales revenues from orders will be recognized in future quarters as the
products are shipped.
The Company's revenues totaled $278,000 for 2000, an increase of
approximately $23,000 or 9% over 1999. The increase was attributable to $14,000
in product sales, primarily for telecom products, and $9,000 in product
development/license fees. At December 31, 1999, the Company's total backlog was
$400,000 consisting of $202,000 for collimator sales, $148,000 for lens sales,
and $50,000 for government project funding as compared to the September 30, 1999
total backlog of $236,000 consisting of $120,000 for lens sales, $66,000 for
collimator sales and $50,000 for government project funding.
In 2000, cost of sales was 49% of product sales, a decrease from 1999, when
cost of sales was 62% of product sales. The decrease was primarily due to higher
margins on telecom products and sales to traditional optics distributors during
the quarter. It is anticipated that the Company's telecom products will continue
to maintain a lower cost of sales than its traditional optics products.
Additionally, with increased volume and the increased utilization of off-shore
lens finishers, the cost of traditional optics production could be decreased.
Selling, general and administrative costs increased by $225,658 from 1999, or
30% to $985,247, primarily due to the increased personnel in administration and
manufacturing support. Research and development costs increased by $15,097 to
$189,169 in 2000 versus 1999. The majority of development work consisted of
expenses associated with the collimator assembly design and manufacturing
process. In addition, development work is on-going to expand the Company's
products to the areas of switches, interconnects and cross-connects for the
telecommunications industry.
Investment income increased approximately $21,000 in 2000 due to the
increase in interest earned on temporary investments as a result of an increase
in cash balances. Interest expense was not significant in 2000 or 1999. The
Company accounts for its investment in LightChip at historical cost, beginning
in December 1999. The Company discontinued application of the equity method of
accounting when its pro-rata share of LightChip's losses (approximately 15%
based on its pro-rata investment in LightChip preferred stock) had reduced the
investment to zero. As a result, the Company recognized LightChip losses of $0
for the 2000 quarter versus $125,913 in 1999.
Net loss of $956,579 in 2000 was an increase of approximately $43,000 from
1999 of which $241,000 was due to increased operating costs primarily in
selling, general and administrative expense. These increased costs were
partially offset by a $23,000 increase in total revenues, $19,000 reduction in
cost of sales and $30,000 increase in interest income and $126,000 in reduced
losses by LightChip. Net loss applicable to common shareholders of $2,139,621
included an additional noncash charge of $1,136,520 for an imputed dividend and
$46,522 attributable to the premium on the Company's outstanding preferred
stock. Net loss per share of $.32 in 2000 was an increase of $.09 from the 1999
net loss per share due primarily to the preferred stock imputed dividend. The
increase in the number of weighted shares outstanding for 2000 versus 1999
decreased the Net loss applicable to common shareholders by $.19. The 1999 net
loss per share contains $59,064 attributable to the premium on the preferred
stock.
12
<PAGE>
LIGHTPATH TECHNOLOGIES, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
SIX MONTHS ENDED DECEMBER 31, 1999 ("2000") COMPARED WITH THE SIX MONTHS ENDED
DECEMBER 31, 1998 ("1999")
During the first six months of fiscal 2000, the Company's optoelectronics
and fiber telecommunications segment was bolstered by 1) the net financial
investment of $4.7 million in July and November private placements plus
approximately $3.6 million in proceeds from the exercise of warrants and
options, 2) the November addition of Robert Ripp former Chairman and CEO of AMP,
Inc. whose business experience and knowledge of the telecommunications industry
will be beneficial to the Company, 3) the enhancement of our Management team by
the hiring of Stephen Barna, formerly of Lucent and AT&T, as VP Marketing &
Sales, 4) continued record sales bookings, and 5) the increase in the Company's
investment in LightChip by $1.6 million which occurred upon LightChip's
completion of product milestones in October 1999 and LightChip's $16 million
equity placement in December 1999 (investors included Morgenthaler, J.P. Morgan
Capital, AT&T Ventures and LightPath). As the second quarter came to a close,
the Company achieved an additional significant milestone by meeting the criteria
to call the Class A Warrants which were issued as part of the February 1996 IPO.
The redemption of these Warrants was announced on January 7, 2000 and the
Company anticipates net proceeds from the exercise of Class A Warrants of
approximately $16.4 million. The Company intends to use a portion of this
capital to 1) expand our collimator production facility and staff in
Albuquerque, 2) to open a facility in New Jersey for development of the optical
switch engine to be sold as an enabling component for an optical cross connect
system, and 3) to increase the size of our current product and technology
development team which continues to improve upon and expand our current telecom
products built around the single mode fiber collimator.
To date in fiscal 2000 the Company's optoelectronics and fiber
telecommunications segment continued its efforts to 1) increase the sale of
collimator assemblies and lenses and the distribution of collimator samples to
potential customers for testing, 2) develop fiberoptic switches and 3) obtain
patent protection for its proprietary telecommunications products and processes.
The Company's internal focus continues to be on the sale and shipment of
products and samples of LightPath's single-mode fiber collimator assembly (SMF
assembly). The Company currently offers three telecom product levels, the
collimating lens, a SMF assembly and a large-beam collimating assembly. The
Company displayed all three of these products at industry trade shows in early
calendar 1999 and intends to show our enhanced products at the January 2000
Photonics West trade show. These shows allow the Company to deliver additional
samples and to meet with potential customers to distribute information on our
products or to discuss test results from samples previously sent. Based on the
results of the customers' testing, the Company believes higher-volume production
orders will develop in the future. The Company anticipates such orders to be
received in response to customer use that confirms the SMF assembly offers
superior performance in the areas of back reflection and insertion loss at a
very competitive price. The Company believes that its increased sales orders for
the six months reflect this positive feedback. Collimator product sales
increased to $84,927 which exceeds the entire telecom revenues of $57,029 in
fiscal 1999. In addition, the backlog for these products increased to $202,000
from $10,000 at June 30, 1999. A key OEM represents $87,000 or 43% of the sales
backlog. The Company completed the installation of a clean room in its
manufacturing area to meet anticipated future customer demands and is currently
adding additional manufacturing collimator production lines. The Company, in
response to the acceptance of its collimator product line by various customers,
began an expansion of its manufacturing production capability. The Company
leased an additional 3,600 square feet of space adjacent to its Albuquerque
facility to house its engineering and glass research and development operations.
During January 2000, we also completed negotiations on an additional lease for
more than 17,000 square feet of manufacturing space in the same vicinity of our
existing facility. The Company has continued the fiberoptic, mechanical switch
development process with a separate business unit of E-TEK, Kaifa Technology,
which E-TEK acquired in July 1999. The Company is uncertain how the recent
acquisition of E-TEK by JPS-Uniphase will impact this relationship. LightPath
anticipates that the mechanical switch project will remain on schedule. The
Company believes these relationships will accelerate its planned introduction of
fiberoptic mechanical switching products for the telecommunications market.
During the first quarter of 2000, the Company was notified that its patent
application for its proprietary process to fuse fibers directly to a larger
optical component such as the collimator lens has been allowed. At December
31,1999 the Company had a backlog of $202,000 in telecom orders for all three of
the Company's collimator products as compared to $66,000 at September 30, 1999
and $10,000 at June 30, 1999.
13
<PAGE>
LIGHTPATH TECHNOLOGIES, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
During the first six months of fiscal 2000, the majority of the Company's
sales to the traditional optics segment were comprised of laser optic lenses.
Revenues of $461,973 for the six month period included $125,000 in license fees
and $42,423 in revenues for government funded subcontracts utilizing GRADIUM
glass in optoelectronics applications. The Company and the German optical
products manufacturer Rodenstock Prazisionsoptik GmbH ("Rodenstock") are
proceeding with the marketing program for the development, production and
joint-distribution of GRADIUM based optical products in Europe. The Company
believes the relationship with Rodenstock may create new and sustain existing
markets for GRADIUM in Europe primarily in the area of imaging systems. The
Company's remaining distributors continue to work with existing markets for
GRADIUM in their respective countries primarily in the area of the YAG laser
market. At December 31,1999, the Company had a backlog of $148,000 as compared
to $120,000 and $35,000 in lens products at September 30, 1999 and June 30,
1999, respectively. Sales revenues from orders will be recognized in future
quarters as the products are shipped.
The Company's revenues totaled $547,000 for 2000, an increase of
approximately $102,000 or 23% over 1999. The increase was attributable to
$26,000 in additional product sales, primarily for telecom products, and $76,000
in product development/license fees. At December 31, 1999, the Company's total
backlog was $400,000 consisting of $148,000 for lens sales, $202,000 for
collimator sales and $50,000 for government project funding as compared to
$120,000 for lens sales, $66,000 for collimator sales and $50,000 for government
project funding at September 30, 1999 and $35,000 for lens sales, $10,000 for
collimator sales and $100,000 for government project funding at June 30, 1999.
In 2000, cost of sales was 50% of product sales, a decrease from 1999, when
cost of sales was 61% of product sales. The decrease was primarily due to higher
margins on telecom products and sales to traditional optics distributors during
the quarter. It is anticipated that the Company's telecom products will continue
to maintain a lower cost of sales than its traditional optics products.
Additionally, with increased volume and the increased utilization of off-shore
lens finishers, the cost of traditional optics production could be decreased.
Selling, general and administrative costs increased by $144,779 from 1999, or
10% to $1,657,846, primarily due to increases in personnel in administration and
manufacturing support. Research and development costs decreased by $10,903 to
$290,265 in 2000 versus 1999. The majority of development work consisted of
expenses associated with the collimator assembly design and manufacturing
process. In addition, development work is on-going to expand the Company's
products to the areas of switches, interconnects and cross-connects for the
telecommunications industry.
Investment income decreased approximately $16,000 in 2000 due to the
decrease in interest earned on temporary investments as a result of a decrease
in cash balances. In July 1999, the Company issued $1,000,000 aggregate
principal amount of 6% convertible debentures and paid approximately $10,000 of
interest expense. LightPath recognized an interest charge of $381,869 in the
first quarter of fiscal year 2000 for the "beneficial conversion feature"
associated with the Debentures and $43,926 of the remaining debt discount was
amortized from the issuance date through September 24, 1999 when all of the
Debentures were converted and related warrants were exercised into approximately
one million shares of Class A Common Stock. Interest expense was not significant
in 1999. The Company accounts for its investment in LightChip under the cost
method as of December 1999. The Company discontinued application of the equity
method of accounting when its pro-rata share of LightChip's losses
(approximately 15% based on its pro-rata investment in LightChip preferred
stock) had reduced the investment to zero. As a result, the Company recognized
LightChip total losses of $0 in 2000 versus $351,347 in 1999.
Net loss of $1,972,957 in 2000 was an increase of approximately $98,000
from 1999 of which $427,000 relates to recognition of charges associated with
the debenture issuance and interest expense, $145,000 increase in operating
costs primarily in selling, general and administrative expense and $16,000 due
to a reduction in interest income. These increased costs were partially offset
by the $102,000 increase in total revenues, $26,000 reduction in cost of sales,
$11,000 decrease in research and development costs and $351,000 reduction of the
Company's share of LightChip's loss. Net loss applicable to common shareholders
of $3,164,157 included an additional charge of $1,136,520 for the imputed
dividend and $54,680 attributable to the premium on the Company's outstanding
preferred stock. Net loss per share of $.53 was equal to the 1999 net loss per
share. Net loss per share was decreased due to the preferred stock dividend,
however, the increase was offset by an increase in the number of weighted shares
outstanding for 2000 versus 1999. The 1999 net loss per share contains $158,641
attributable to the premium on the preferred stock.
14
<PAGE>
LIGHTPATH TECHNOLOGIES, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
FINANCIAL RESOURCES AND LIQUIDITY
LightPath financed its initial operations through private placements of
equity and debt until February 1996 when its initial public offering of units of
common stock and Class A and B Warrants generated net proceeds of approximately
$7.2 million. From June 1997 through February 1998, the Company completed three
preferred stock private placements which generated total net proceeds of
approximately $7.2 million. In July 1999 the Company issued convertible
debentures with warrants resulting in net proceeds of approximately $893,000. In
September 1999 all of the debentures were converted to shares of common stock
and all of the associated warrants were exercised resulting in additional net
proceeds of $940,000. In November 1999 the Company issued 408 shares of its
Series F Convertible Preferred Stock and warrants in a private placement. Net
proceeds from the private placement were approximately $3.9 million. Since June
30, 1999, the Company has also received net proceeds of approximately $2.6
million for the exercise of options and warrants issued in prior private
placements.
Cash used in operations for the first six months of fiscal 2000 totaled
approximately $1,264,000, a decrease of $223,000 from fiscal 1999, due to
decreased sales and administrative costs. The Company expects to continue to
incur net losses until such time, if ever, as it obtains market acceptance for
its products at sale prices and volumes which provide adequate gross revenues to
offset its operating costs. During fiscal 2000, the Company expended
approximately $467,000 for capital equipment and patent protection and has
outstanding commitments for an additional $500,000. The majority of the capital
expenditures during the year were related to the development of its clean room
and equipment used to expand the Company's manufacturing facilities for
collimator production. In October 1999, the Company funded the remaining
$570,000 of its commitment to LightChip upon completion of the product
development requirements in the September 1998 agreement. In addition, the
Company funded $1 million for LightChip preferred stock in December 1999 at
which time LightChip issued $16 million of preferred stock in a private
placement.
Projected product sales as well as the proceeds from the July 1999 sale of
6% Convertible Debentures and related warrants exercised will be used for
working capital for fiscal 2000. Proceeds from the November 1999 issuance of
Series F Convertible Preferred Stock of approximately $3.9 million will be used
to expand collimator production, development of the optical switch and working
capital. Proceeds of $26.2 million were received from the exercise of the Class
A and Class B Warrants in the third quarter of fiscal 2000. The proceeds will be
used for working capital, expansion of the Albuquerque facility in terms of both
capital equipment and leased facilities and the addition of a leased facility in
New Jersey. The Company's ability to generate future sales will depend on the
SMF assembly, collimating lenses and GRADIUM glass becoming commercially
accepted at levels sufficient to sustain its operations. There can be no
assurance that the Company will generate sufficient revenues to fund its future
operations and growth strategies. The Company may also be required to alter its
business plan in the event of delays for commercial production orders or
unanticipated expenses. The Company currently has no credit facility with a bank
or other financial institution. There also can be no assurance that any
additional financing will be available if needed, or, if available, will be on
terms acceptable to the Company. Any commercial financing obtained by the
Company in the future is likely to impose certain financial and other
restrictive covenants upon the Company and result in additional interest
expense. Further, any issuance of additional equity or debt securities could
result in further dilution to the Company's existing investors.
YEAR 2000 RISKS; INFLATION; SEASONALITY
Some computer applications were originally designed to recognize calendar
years by their last two digits. As a result, calculations performed using these
truncated fields will not work properly with dates from the year 2000 and
beyond. This problem is commonly referred to as the "Year 2000 Issue". The
Company has not incurred any problems since January 1, 2000 either internally or
with third parties concerning Year 2000. The Company will continue to monitor
third parties with whom it has a material relationship throughout the remainder
of the first calendar quarter of 2000. The Company has not been significantly
impacted by inflation in 2000 due to the nature of its product components. The
Company does not believe that seasonal factors will have a significant impact on
its business.
15
<PAGE>
LIGHTPATH TECHNOLOGIES, INC.
PART II
ITEM 1. LEGAL PROCEEDINGS
LightPath is subject to various claims and lawsuits in the ordinary course
of its business, none of which are considered material to the Company's
financial condition and results of operations. There have been no material
developments in any legal actions since the period reported as to in the
Company's Form 10-KSB/A-2 for the year ended June 30, 1999.
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
On November 5, 1999 Robert Ripp entered into an agreement to purchase
62,500 shares of LightPath Class A common Stock for $4.00 per share in
connection with his election to serve as Chairman of the Board of Directors.
These shares were registered on a Form S-3 that became effective on January 18,
2000.
On January 11, 2000, the Company called all of its outstanding Class A
Warrants for redemption on February 10, 2000 at the redemption price of $.05 per
Class A Warrant. Each Class A Warrant is exercisable at a price of $6.50 for 1
share of Class A common Stock and 1 Class B Warrant. If all 2,653,053 Class A
Warrants outstanding at December 31, 1999 are exercised for cash, 2,653,053
shares of Class A Common Stock and Class B Warrants will be issued and the
Company will receive net proceeds estimated at $16.4 million. As of February 9,
2000 substantially all of the outstanding Class A Warrants and 1.1 million Class
B Warrants were exercised for net proceeds of approximately $26.2 million.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
LightPath Technologies, Inc. conducted its regular 1999 Annual Meeting of
Stockholders on October 21, 1999. Actions concluded at the meeting through
submission of matters to a vote by stockholders was conducted by proxy and
included the following:
1. Election of three Class III Directors to hold office until the Annual
Meeting of Stockholders in 2002. The election of Louis Leeburg and
Donald Lawson as Class III Director of the Company was approved by the
stockholders by a vote of 7,780,657 FOR and 17,201 WITHHOLD AUTHORITY.
The terms of the Company's Class II Directors, James L. Adler, Jr. and
Katherine Dietze and of its Class I Directors, Leslie Danziger, James
Wimbush and Haydock H. Miller, Jr., continued after the date of the
Annual Meeting.
2. Ratification of the selection of KPMG LLP as independent accountants
for the Company for the fiscal year ending June 30, 2000 was approved
by the stockholders by a vote of 7,342,943 FOR; 14,170 AGAINST and
108,815 ABSTENTIONS.
16
<PAGE>
ITEM 5. OTHER INFORMATION
On November 11, 1999 Robert Ripp was elected to serve as Chairman of the
Board of Directors effective immediately. Mr. Ripp was the Chairman and Chief
Executive Officer of AMP, Inc. Mr. Ripp replaces Lou Leeburg, who will remain a
Director of the Company. The Company and Mr. Ripp have agreed in concept that
Mr. Ripp will be paid a cash bonus (subject to certain conditions) upon a sale
or merger of the Company or upon the achievement of certain stock price
thresholds he would receive additional Company stock; however, the specific
details have not been finalized and are still under discussion.
Long time Director, Haydock H. Miller, Jr. retired from active status but
will continue to serve as Director Emeritus. In connection with Mr. Miller's
retirement, the Board of Directors agreed to accelerate the vesting of options
to purchase approximately 18,000 shares of Class A Common Stock held by Mr.
Miller. Such options became fully vested upon Mr. Miller's retirement.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a) Exhibits
Exhibit 27 - Financial Data Schedule (1)
(1) filed herewith
b) The following reports on Form 8-K were filed under the Securities
Exchange Act of 1934 during the quarter ended December 31, 1999:
1. Current report on Form 8-K dated December 20, 1999, included a copy
of the press release noting the amendments to the Form 10KSB for the
year ended June 30, 1999 and the Form 10QSB for the quarter ended
September 30, 1999.
2. Current report on Form 8-K dated January 7, 2000 included a copy of
the press release noting the redemption of the Class A Warrants
along with a copy of the redemption notice sent to registered
holders of the Class A Warrants.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this Report to be signed in its behalf by the
undersigned, thereunto duly authorized.
LIGHTPATH TECHNOLOGIES, INC.
By: /s/ Donald Lawson February 11, 2000
------------------------------------
Donald Lawson Date
Chief Executive Officer
17
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THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE BALANCE
SHEET AND STATEMENT OF OPERATIONS (FORM 10-QSB) FOR THE SIX MONTH PERIOD ENDED
DECEMBER 31, 1999 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
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<RECEIVABLES> 271,206
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