FIBERCORE INC
10-Q, 1999-08-11
GLASS PRODUCTS, MADE OF PURCHASED GLASS
Previous: PANDA PROJECT INC, 8-K, 1999-08-11
Next: BEAR STEARNS & CO INC /NY/, 13F-HR, 1999-08-11




                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 10-Q


             [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934
                  For the quarterly period ended: June 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: 0-21823


                                 FIBERCORE, INC.
             (Exact name of registrant as specified in its charter)


                 Nevada                                          87-0445729
- --------------------------------------------                --------------------
State or other jurisdiction of incorporation                  (I.R.S. Employer
            or organization)                                 Identification No.)


                        253 Worcester Road, P.O. Box 180
                               Charlton, MA 01507
                               ------------------
              (Address and Zip Code of principal executive offices)


                                 (508) 248-3900
                                 --------------
              (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
     -------            -------


The number of shares of the Registrant's common stock outstanding as of July 30,
1999 was 36,373,007.


<PAGE>


                        FIBERCORE, INC. AND SUBSIDIARIES


                                      INDEX
<TABLE>
<CAPTION>
                                                                                    Page
                                                                                    ----
<S>                    <C>                                                          <C>
PART I   FINANCIAL INFORMATION..................................................      3
         ITEM 1.  FINANCIAL STATEMENTS..........................................      3

                  CONDENSED CONSOLIDATED BALANCE SHEETS
                  AT JUNE 30, 1999 (UNAUDITED) AND DECEMBER 31, 1998............      3

                  CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                  FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 1999 AND
                  1998 (UNAUDITED)..............................................      4

                  CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE
                  INCOME (LOSS) FOR THE THREE AND SIX MONTHS ENDED
                  JUNE 30, 1999 AND 1998........................................      5

                  CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR
                  THE SIX MONTHS ENDED JUNE 30, 1999 AND 1998
                  (UNAUDITED)...................................................      6

                  NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                  (UNAUDITED)...................................................      7

         ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS.................      8

         ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
                  MARKET RISK...................................................     11

PART II  OTHER INFORMATION                                                           12

         ITEM 1.  LEGAL PROCEEDINGS.............................................     12
         ITEM 2.  CHANGES IN SECURITIES.........................................     12
         ITEM 3.  DEFAULTS UPON SENIOR SECURITIES...............................     12
         ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS...........     12
         ITEM 5.  OTHER INFORMATION.............................................     12
         ITEM 6.  EXHIBITS & REPORTS ON FORM 8-K................................     12


SIGNATURES......................................................................     13

</TABLE>

                                       2
<PAGE>
                         PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

                        FIBERCORE, INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>

(Dollars in thousands except share data)                                                          June 30,       December 31,
                                                                                                   1999              1998
                                                                                                ----------       ------------
                                                                                                (Unaudited)
                                                                ASSETS

<S>                                                                                         <C>               <C>
Current assets:
         Cash...........................................................................    $     85          $    150
         Accounts receivable - net......................................................       1,499             1,442
         Notes receivable from joint venture partners...................................       4,949             4,912
         Inventories....................................................................       3,812             4,480
         Prepaid and other current assets...............................................          30                13
                                                                                            --------          ---------
                  Total current assets..................................................      10,375            10,997
                                                                                            --------          ---------

Property and equipment - net............................................................       4,558             5,230
                                                                                            --------          ---------
Other assets:
         Restricted cash   .............................................................       2,027             2,310
         Patents - net..................................................................       5,067             5,375
         Investments in joint ventures..................................................       1,425             1,425
         Other..........................................................................         593               431
                                                                                            --------          ---------
                  Total other assets....................................................       9,112             9,541
                                                                                            --------          ---------
                  Total assets..........................................................    $ 24,045          $ 25,768
                                                                                            ========          ========
                                                 LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
         Notes payable..................................................................    $  1,957          $  1,665
         Accounts payable...............................................................       1,551             1,724
         Accrued expenses...............................................................       1,303             1,271
                                                                                            --------          ---------
                  Total current liabilities.............................................       4,811             4,660

Long-term liabilities...................................................................       9,876            10,204
                                                                                            --------          ---------
                  Total liabilities.....................................................      14,687            14,864
                                                                                            --------          ---------
Minority interest ......................................................................       3,263             3,263
                                                                                            --------          ---------
Stockholders' equity:
         Preferred stock, $.001 par value, authorized 10,000,000 shares;  no shares
         issued and outstanding.........................................................         ---               ---

         Common stock, $.001 par value, authorized 100,000,000 shares; issued and out-
           standing: 36,373,007 at June 30, 1999 and 35,936,463 at December 31, 1998....          36                36
         Paid in capital................................................................      23,461            23,337
         Accumulated deficit............................................................     (16,566)          (15,192)
         Accumulated other comprehensive income (deficit):
             Accumulated translation adjustment.........................................        (836)             (540)
                                                                                            --------          ---------
                  Total stockholders' equity............................................       6,095             7,641
                                                                                            --------          ---------
                  Total liabilities and stockholders' equity............................    $ 24,045          $ 25,768
                                                                                            ========          ========
</TABLE>


   See accompanying notes to the condensed consolidated financial statements.


                                        3
<PAGE>

                        FIBERCORE, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)

(Dollars in thousands except share data)
<TABLE>
                                                           Three Months Ended              Six Months Ended
                                                                June 30,                        June 30,
                                                          ---------------------           --------------------

                                                          1999             1998            1999           1998
                                                          ----             ----            ----           ----


<S>                                                 <C>             <C>             <C>             <C>
Net sales ......................................    $     2,371     $     1,879     $     5,026     $     3,442
Cost of sales ..................................          1,946           1,608           4,283           2,862
                                                    -----------     -----------     -----------     -----------
         Gross profit ..........................            425             271             743             580

Operating expenses:
  Selling, general and administrative expenses .            637             683           1,181           1,236
  Research and development .....................            178             118             289             240
                                                    -----------     -----------     -----------     -----------
         Loss from operations ..................           (390)           (530)           (727)           (896)

Interest income ................................              1               3              85              57
Interest expense ...............................           (227)           (170)           (448)           (332)
Foreign exchange income (loss) - net ...........           (121)             37            (318)            (64)
Other income - net .............................             18             112              34             170
                                                    -----------     -----------     -----------     -----------

         Net loss ..............................    $      (719)    $      (548)    $    (1,374)    $    (1,065)
                                                    ===========     ===========     ===========     ===========

Basic and diluted loss per share of common stock    $     (0.02)    $     (0.02)    $     (0.04)    $     (0.03)
                                                    ===========     ===========     ===========     ===========
Weighted average shares outstanding ............     36,262,861      35,803,458      36,127,912      35,789,223
                                                    ===========     ===========     ===========     ===========
</TABLE>


    See accompanying notes to the condensed consolidated financial statements


                                        4
<PAGE>


                        FIBERCORE, INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED STATEMENTS OF
                           COMPREHENSIVE INCOME (LOSS)
                                   (Unaudited)



(Dollars in thousands except share data)

<TABLE>
<CAPTION>

                                                                       Three Months Ended            Six Months Ended
                                                                              June 30,                   June 30,
                                                                       --------------------      ----------------------

                                                                         1999          1998          1999         1998
                                                                         ----          ----          ----         ----


<S>                                                                   <C>          <C>           <C>          <C>
Net loss .....................................................        $  (719)     $   (548)     $ (1,374)    $ (1,065)

Other comprehensive income (loss):
  Foreign currency translation adjustment.....................             55           (73)         (296)         (13)
                                                                      -------      --------      --------     --------


Comprehensive loss ...........................................        $  (664)     $   (621)     $ (1,670)    $ (1,078)
                                                                      =======      ========      ========     ========
</TABLE>














   See accompanying notes to the condensed consolidated financial statements.


                                       5
<PAGE>


                        FIBERCORE, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)


(Dollars in thousands except share data)

<TABLE>
<CAPTION>
                                                                                       Six Months Ended
                                                                                           June 30,
                                                                                   -----------------------

                                                                                    1999             1998
                                                                                    ----             ----

Cash flows from operating activities:
<S>                                                                             <C>             <C>
  Net loss...................................................................   $(1,374)      $   (1,065)

Adjustments to reconcile net loss to net cash used in operating activities:
  Depreciation and amortization..............................................       958              737
  Other, principally unrealized foreign exchange losses......................       527               34

Changes in assets and liabilities:
  Accounts receivable........................................................      (267)             313
  Inventories................................................................       130             (677)
  Prepaid and other current assets...........................................       (18)             (18)
  Accounts payable...........................................................      (104)            (326)
  Accrued expenses...........................................................        95              137
                                                                                ---------       ----------
     Net cash used in operating activities...................................       (53)            (865)
                                                                                ---------       ----------

Cash flows from investing activities:
  Purchase of property and equipment.........................................      (758)            (740)
  Reimbursement from government grant........................................       248              136
  Other  ....................................................................      (193)            (131)
                                                                                ---------       ----------
     Net cash used in investing activities...................................      (703)            (735)
                                                                                ---------       ----------

Cash flows from financing activities:
  Proceeds from sale of common stock.........................................       124              ---
  Increase in long-term interest payable.....................................       190              208
  Proceeds (repayment) of debt - net.........................................       380               (2)
                                                                                ---------       ----------
     Net cash provided by financing activities...............................       694              206
                                                                                ---------       ----------

Effect of foreign exchange rate change on cash...............................        (3)            (201)
                                                                                ---------       ----------
Decrease in cash.............................................................       (65)          (1,595)
Cash, beginning of period....................................................       150            2,128
                                                                                ---------       ----------
Cash, end of period..........................................................   $    85       $      533
                                                                                =========       ==========

</TABLE>


   See accompanying notes to the condensed consolidated financial statements.



                                       6
<PAGE>


                        FIBERCORE, INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


(Dollars and Marks in thousands except share data)


1.       BASIS OF PRESENTATION


         The  condensed  consolidated  balance sheet as of June 30, 1999 and the
related condensed  statements of operations and comprehensive  income (loss) for
the three and six month  periods and  statements of cash flows for the six month
periods ended June 30, 1999 and 1998  included  herein have been prepared by the
Company in  accordance  with the rules and  regulations  of the  Securities  and
Exchange Commission for reports on Form 10-Q. These statements are unaudited. In
the opinion of management,  all adjustments necessary for a fair presentation of
such financial  statements  have been included and such  adjustments  consist of
normal recurring items.


         The condensed  consolidated financial statements do not contain certain
information included in the Company's annual audited financial statements. These
financial  statements  should be read in  conjunction  with the  annual  audited
financial  statements  and notes  thereto for the  year-ended  December 31, 1998
included in the Company's Report on Form 10-K.


2.       INVENTORIES


         Inventories consist of the following:



                                          June 30, 1999        December 31, 1998
                                          -------------        -----------------

         Raw material                        $  1,287              $  1,545
         Work-in-progress                       1,086                 1,161
         Finished goods                         1,439                 1,774
                                             --------              --------
                                Total        $  3,812              $  4,480
                                             ========              ========


3.       RESTRICTED CASH


         Restricted  cash represents the German Mark (DM) 3,850 deposit with the
Berliner Bank  securing the loan from the Berliner Bank of DM7,700.  The deposit
is reflected in the financial statements in the U.S. Dollar equivalent using the
exchange  rates in effect at the balance sheet date. The decrease of $283 in the
balance  sheet  amount from  December 31, 1998 to June 30, 1999 is the result of
the exchange rate change. The change is accounted for as a foreign exchange loss
in the statement of operations.


4.       ACCOUNTING PRONOUNCEMENTS


         In June 1998, the FASB issued SFAS No. 133,  "Accounting for Derivative
Instruments and Hedging Activities", which requires that an entity recognize all
derivatives as either assets or liabilities in the  consolidated  balance sheets
and measure those  instruments at fair value. The accounting for changes in fair
value of a  derivative  depends on the intended  use of the  derivative  and its
resulting  designation.  The Company is evaluating  the effect this new standard
will have on the  Company's  financial  statements.  The  Company is required to
adopt this standard by January 1, 2001.


                                       7
<PAGE>


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
         CONDITION AND RESULTS OF OPERATIONS


RESULTS OF OPERATIONS FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 1999 AND 1998


         Sales  for the three and six month  periods  ended  June 30,  1999 were
$2,371,000  and  $5,026,000,  respectively,  compared to sales of $1,879,000 and
$3,442,000 for the same periods in 1998. This represents an increase of $492,000
or 26% for the three months and  $1,584,000 or 46% for the six months ended June
30,  1999  compared  to the same  periods  in  1998.  This  increase  was due to
increases  in volume  shipped to  continuing  customers  and the addition of new
customers  in 1999,  offset by a  decrease  in  average  selling  prices in 1999
compared to 1998.  Market prices continued to soften during the first six months
of 1999 due to an over supply of products in the industry,  however, the Company
anticipates  that prices will begin to  stabilize  in the second half of 1999 as
the excess capacity appears to be dissipating.


         Gross  profit  was  $425,000  (17.9% of sales) and  $743,000  (14.8% of
sales) for the three and six month  periods  ended June 30, 1999,  respectively,
compared to $271,000 (14.4% of sales) and $580,000 (16.9% of sales) for the same
periods of 1998.  Although the percentage  margin for the six months of 1999 was
lower than the comparable  period in 1998 due partially to lower average selling
prices in 1999 and partially due to an accidental  interruption in production in
the first  quarter of 1999,  the margin in the second  quarter of 1999  improved
from 12% in the first quarter 1999. This improvement was due to lower production
costs in the  second  quarter.  The  lower  costs are the  result of  continuing
production process improvements.  The Company anticipates that the gross margins
will improve as production  levels are increased and further cost reductions and
process improvements are implemented.


         Selling,  general and administrative costs were $637,000 and $1,181,000
for the three and six month periods ended June 30, 1999, respectively,  compared
to  costs  of  $683,000  and  $1,236,000  for the same  periods  in  1998.  This
represents  a decrease  of $46,000 or 6.7% and $55,000 or 4.5% for the three and
six month  periods  ended  June 30,  1999,  respectively,  compared  to the same
periods in 1998.  This decrease is principally due to reductions in staff at the
Company's headquarters.


         Research and development costs were $178,000 and $289,000 for the three
and six month  periods ended June 30, 1999,  respectively,  compared to costs of
$118,000  and  $240,000  for the same  periods in 1998.  This is an  increase of
$60,000  (50.8%) and $49,000  (20.4%) for the three and six month  periods ended
June 30, 1999,  respectively,  compared to 1998. The increase  during the second
quarter of 1999 was due to  increased  spending on  technology  development  and
process  improvements.  The Company intends to continue to increase  spending on
research and development during the remainder of 1999.


         Interest  income  increased  $28,000 or 49.1%  during the first half of
1999 compared to the same period in 1998. This increase is due to an increase in
investment income on the security deposit with the Berliner Bank.


         Interest expense  increased by $57,000 (33.5%) and $116,000 (34.9%) for
the three and six month periods ended June 30, 1999,  respectively,  compared to
the same periods in 1998. The increase is principally due to the  capitalization
of interest on the expansion project at the Company's German subsidiary in 1998.
The  expansion  project  was  completed  in  1998  and no  interest  costs  were
capitalized in the first half of 1999.


         The Company had foreign  exchange  losses of $121,000  and $318,000 for
the three and six month periods ended June 30, 1999, respectively, compared to a
gain of $37,000 in the second  quarter  1998 and a loss of $64,000 for the first
six months of 1998. The loss is principally  due to the impact of the decline in
the value of the German mark versus the U.S.  dollar on the German mark security
deposit at the Berliner Bank.


                                       8
<PAGE>

                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS (continued)


Other income  decreased by $136,000  (80%) in the first half of 1999 compared to
the first half of 1998.  This  decrease is due to a decrease in research  grants
and other miscellaneous income items.


LIQUIDITY AND CAPITAL RESOURCES


         Cash  used in  operations  was  $53,000  in the first  half of 1999,  a
significant improvement compared to a cash outflow for operations of $865,000 in
the first half of 1998.  This  improvement  is primarily due to the higher sales
thereby reducing  inventory,  improved gross margin and higher  depreciation and
other non-cash charges.  More specifically,  this resulted from the loss for the
period of $1,374,000  offset by depreciation and amortization and other non-cash
items of  $1,485,000  and  changes  in other  working  capital  items.  Accounts
receivable  increased  $267,000 as a result of the increased sales.  Inventories
decreased by $130,000  due to the higher  level of shipments  during the period,
while accounts payable were reduced by $104,000.  Accrued expenses  increased by
$95,000 principally due to an increase in interest payable.


         The Company invested $758,000 in new equipment during the first quarter
of 1999 and received $248,000 in German government grants for investments.


         Notes  payable  increased  by $380,000 in the first half of 1999 due to
the increase in amounts drawn on the working  capital credit lines at the German
subsidiary.  These short term  borrowings  were  required to fund  increases  in
production to achieve the increased sales.


         Long-term  interest payable increased $190,000 during the first half of
1999,  due to the accrual of interest on the AMP loans  wherein the  interest is
payable at maturity of these loans.


         The Company  received  $124,000 in proceeds from the issuance of common
stock principally from converting  certain current  liabilities to common shares
at the approximate fair market value of the shares.


YEAR 2000 COMPLIANCE


         The Year 2000 issue is the result of computer  programs  being  written
using two digits rather than four digits to define the  applicable  year. Any of
the Company's internal use computer programs and hardware,  both  administrative
and technical ( "embedded" systems such as process control computers ), that are
date  sensitive may recognize a date using "00" as the Year 1900 rather than the
Year 2000.  This could  result in a system  failure or  miscalculations  causing
disruptions of operations,  including, among other things, a temporary inability
to process  transactions  or engage in normal  business  activities for both the
Company and its customers who rely on its products.


         The  Company is  actively  engaged,  and has  substantially  completed,
reviewing,  correcting and testing all of the Year 2000 compliance  issues.  The
Company has modified or replaced  substantially all of its internal use software
and hardware,  where necessary,  and installed  modified  third-party  software,
where necessary,  so that they will function properly, as a system, with respect
to dates in the Year 2000 and thereafter.


         The  Company  presently  believes  that with the  modifications  to its
third-party  software and the  replacement of certain  internal use software and
non-compatible   hardware,  the  Year  2000  issue  will  not  pose  significant
operational problems for the Company or its customers.


                                       9
<PAGE>

               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                CONDITION AND RESULTS OF OPERATIONS (CONTINUED)


         With regard to internal use software and hardware for both  information
technology  and  non-information  technology  systems,  the Company has reviewed
substantially  all such systems.  The Company has determined that a small amount
of older computer  equipment  must be replaced,  but the type and amount are not
significant and will be replaced in the ordinary course as systems are upgraded.
With regard to third-party  software,  it has been determined that some software
is not  compliant  and will need to be  upgraded  as vendors  provide  Year 2000
compliant  versions.  New  administrative   software  at  the  Company's  German
subsidiary was installed in 1998, and, based on communication with the supplier,
this  software  is Year  2000  compliant.  The  administrative  software  at the
Company's  headquarters requires upgrading and the supplier of this software has
advised  the  Company  that  they have and are  prepared  to  install  Year 2000
compliant  upgrades.  This upgrade will be completed in August 1999. The Company
also utilizes third-party vendors for processing data and payments, e.g. payroll
services,  shareholder  records,  etc. The Company has initiated  communications
with its vendors to determine the status of their systems.  Should these vendors
not be  compliant  in a timely  manner,  the  Company may be required to process
transactions  manually  or delay  processing  until such time as the vendors are
Year 2000  compliant.  The Company is in the process of  developing  contingency
plans  to  reduce  the  risks  of  vendors'  systems   impacting  the  Company's
operations.


         The  Company  does not have  significant  interface  applications  with
customers,  suppliers and others. However, the Company has communicated with all
of its  significant  suppliers  and large  customers to determine  the extent to
which the  Company's  systems  and  operations  are  vulnerable  to those  third
parties'  failure to remediate their own Year 2000 Issue.  The Company's  German
subsidiary  has also  communicated  with all of its critical  suppliers  and has
received  certification  from these  suppliers that their systems will not cause
any  disruption  to the German  subsidiary  as a result of the Year 2000  issue.
There can be no  guarantee  that the  systems  of other  companies  on which the
Company's  systems rely will be timely  converted  and would not have an adverse
effect on the Company's systems.


         At this time,  the Company  believes its most  reasonably  likely worst
case  scenario  is that key  suppliers  could  experience  disruptions  in their
ability to deliver key raw materials  and/or services due to their own Year 2000
issues.  In the event that this scenario does occur, the Company does not expect
that it would have a material adverse affect on the Company's financial position
and results of operations,  as there are  alternative  sources of supply for the
Company's principal materials.


         The Company  will  utilize  both  internal  and  external  resources to
reprogram,  or replace and test its software  products to complete the Year 2000
modifications.  The Company anticipates completing the Year 2000 project as soon
as  practical,  but not  later  than  August  31,  1999,  which  is prior to any
anticipated impact. The Company incurred  approximately  $6,000 through June 30,
1999 for Year 2000  modifications  to its software and hardware,  and expects to
incur additional costs of approximately $3,000 in 1999. The requirements for the
correction  of Year 2000 issues and that date on which the  Company  believes it
will complete the Year 2000 modifications are based on management's current best
estimates,  which were derived utilizing  numerous  assumptions of future events
including  the  continued   availability  of  certain   resources,   third-party
modification  plans and other factors.  However,  there can be no guarantee that
these estimates will be achieved and actual results could differ materially from
those  anticipated.  Based upon the current best estimate for remediation of the
Year 2000 issues, the Company believes the risk is minimal that the Company will
not comply with current commitments and internal processing needs.


                                       10
<PAGE>


ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
         MARKET RISK


         The Company is exposed to market risks from changes in foreign currency
exchange rates and interest rates. The Company's principal operating subsidiary,
FiberCore  Jena, is located in Germany and its  functional  currency,  effective
January 1, 1999, is the EURO.


FOREIGN  CURRENCY  RISK.  FiberCore  Jena  may,  from  time  to  time,  purchase
short-term  forward exchange  contracts to hedge payments and/or receipts due in
currencies  other  than  the  EURO.  At June  30,  1999,  FiberCore  Jena had no
outstanding forward exchange contracts.


         At June 30,  1999,  the  Company had a long-term  loan  denominated  in
Deutsche  Marks (DM) totaling  DM7,700,000.  The principal of the loan is due at
maturity, September 2006. Interest on the loan is payable quarterly at the fixed
rate of 6.25% per annum. A 10% change in the DM exchange rate to the U.S. dollar
could  increase  or  decrease  the cash  flow  requirements  of the  Company  by
approximately  $29,000  for  each  of  the  years  1999  through  2005,  and  by
approximately $22,000 in 2006.


         Substantially  all  of  the  Company's  sales  are  through  it  German
subsidiary.  Additionally, at June 30, 1999, 38% and 19% of the Company's assets
are at  its  German  and  Malaysian  subsidiaries,  respectively.  The  Company,
therefore,  is  subject  to  foreign  currency  translation  gains or  losses in
reporting its consolidated financial position and results of operations.


INTEREST RATE RISK. At June 30, 1999,  the Company had short and long term loans
with  interest  rates  based on the  prime  rate and LIBOR  which  are  adjusted
quarterly  based on the  prevailing  market rates.  A 10% change in the interest
rates on these loans would have  increased or decreased  the first  quarter 1999
interest expense by approximately $30,000.


                                       11
<PAGE>

                           PART II - OTHER INFORMATION


ITEMS 1 - 3

         None

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS


         At the Company's  Annual Meeting of  Shareholders  ("Annual  Meeting"),
         held  on  June  29,  1999,  29,613,925  shares  of  Common  Stock  were
         represented, in person or by proxy, constituting a quorum, of the total
         of 36,373,007  shares of Common Stock  outstanding and entitled to vote
         at the Annual Meeting.


         At the Annual  Meeting,  the  directors  nominated  were elected by the
         following votes:

                                      Number of Shares          Number of Shares
                                         Voted For                  Withheld
                                      ----------------          ----------------


         William T. Hanley              29,513,502                  100,423
         Javad K. Hassan                26,454,669                3,159,256
         Hedayat Amin-Arsala            29,513,502                  100,423
         Steven Phillips                29,513,502                  100,423


         No  director  received  fewer  than  26,454,669  votes  or 72.7% of the
         outstanding  Common  Stock.  There  were no  broker  non-votes  on this
         proposal.


         At the  Annual  Meeting,  the  selection  of  Deloitte  &  Touche  LLP,
         independent  certified public accountants,  as auditors for the Company
         for the fiscal year ending December 31, 1999, was ratified by a vote of
         29,499,456 shares (81.1% of the outstanding  Common Stock).  Holders of
         26,075  shares voted  against the proposal and holders of 88,394 shares
         abstained. There were no broker non-votes on this proposal.


ITEM 5.

         None


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K


         (a)   Exhibits
               Exhibit 27:   Financial Data Schedule


         (b)   Reports on Form 8-K
               None

                              12
<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.





                                 FiberCore, Inc.
                                 -----------------
                                   (Registrant)


Date:  August 3, 1999   /s/ Mohd Aslami
                        --------------------------------------------------------
                                 Dr. Mohd A. Aslami
                                 Chairman, President and Chief Executive Officer
                                   (Duly Authorized Officer)





Date:  August 3, 1999   /s/ Michael J. Beecher
                        --------------------------------------------------------
                                 Michael J. Beecher
                                 Chief Financial Officer and Treasurer
                                   (Principal Financial Officer)
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.

<TABLE> <S> <C>

                                                                      EXHIBIT 27
<ARTICLE>                     5
<LEGEND>
     THIS SCHEDULE  CONTAINS SUMMARY  FINANCIAL  INFORMATION  EXTRACTED FROM THE
     UNAUDITED  FINANCIAL  STATEMENTS FOR THE SIX MONTHS ENDED JUNE 30, 1998 AND
     IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS
</LEGEND>
<CIK>                0000917770
<NAME>               FIBERCORE, INC.
<MULTIPLIER>                                     1,000
<CURRENCY>                                  US DOLLARS

<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          DEC-31-1999
<PERIOD-START>                             JAN-01-1999
<PERIOD-END>                               JUN-30-1999
<EXCHANGE-RATE>                                  1.000
<CASH>                                              85
<SECURITIES>                                         0
<RECEIVABLES>                                    6,646
<ALLOWANCES>                                      (198)
<INVENTORY>                                      3,812
<CURRENT-ASSETS>                                10,375
<PP&E>                                           7,173
<DEPRECIATION>                                  (2,615)
<TOTAL-ASSETS>                                  24,045
<CURRENT-LIABILITIES>                            4,811
<BONDS>                                          9,876
                                0
                                          0
<COMMON>                                            36
<OTHER-SE>                                       6,059
<TOTAL-LIABILITY-AND-EQUITY>                    24,045
<SALES>                                          5,026
<TOTAL-REVENUES>                                 5,145
<CGS>                                            4,283
<TOTAL-COSTS>                                    5,753
<OTHER-EXPENSES>                                   318
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                 448
<INCOME-PRETAX>                                 (1,374)
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                             (1,374)
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                    (1,374)
<EPS-BASIC>                                    (0.04)
<EPS-DILUTED>                                        0




</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission