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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For Quarterly Period Ended June 30, 1997
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Commission File Number 1-2982
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ANCOR COMMUNICATIONS, INCORPORATED
----------------------------------
(Exact name of small business issuer as specified in its charter)
Minnesota 41-1569659
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(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
6130 Blue Circle Drive Minnetonka, Minnesota 55343
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(Address of principal executive offices) (Zip code)
Registrant's Telephone number, including area code (612) 932-4000
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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 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 [_]
10,855,673
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(Number of shares of common stock of the
registrant outstanding as of July 23, 1997)
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<PAGE>
ANCOR COMMUNICATIONS, INCORPORATED
Form 10-Q
For the Quarterly Period Ended
June 30, 1997
<TABLE>
<CAPTION>
Page
----
<S> <C>
PART I - FINANCIAL INFORMATION
ITEM 1: FINANCIAL STATEMENTS
Balance Sheets as of June 30, 1997 (unaudited)
and December 31, 1996 3
Statements of Operations for the three and six
month periods ended June 30, 1997
and 1996 (unaudited) 4
Statements of Cash Flows for the six
month periods ended June 30, 1997
and 1996 (unaudited) 5
Notes to Financial Statements 6
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF
OPERATIONS 8
PART II - OTHER INFORMATION 11
</TABLE>
2
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
ANCOR COMMUNICATIONS, INCORPORATED
BALANCE SHEETS
<TABLE>
<CAPTION>
June 30, December 31
1997 1996
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ASSETS (Unaudited)
<S> <C> <C>
Current Assets:
Cash and cash equivalents $ 539,261 $ 507,041
Short-term investments 5,001,860 1,003,530
Accounts receivable, net of reserves 2,830,399 4,019,000
Inventories (Note 2) 3,232,893 2,695,961
Other current assets 294,406 336,734
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Total current assets 11,898,820 8,562,266
Equipment, net of accumulated depreciation 3,391,043 2,838,116
Patents, Prepaid Royalties, and Other Assets,
net of accumulated amortization 237,890 247,754
Capitalized software development costs
net of accumulated amortization 532,822 614,188
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TOTAL ASSETS $16,060,574 $12,262,324
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
Current maturities of long-term debt $ 41,173 $ 61,923
Accounts payable 1,271,705 1,752,258
Accrued liabilities 208,704 364,064
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Total current liabilities 1,521,583 2,178,245
Long-term Debt, less current maturities 142,858 177,382
Shareholders' Equity (Note 3)
Preferred stock, par value $.01 per share,
authorized 5,000,000 shares; issued and outstanding
Series A, 42 shares in 1997 and 174 shares in 1996 $0 $2
Series B, 855 shares in 1997 and none issued in 1996 $9 ---
Common stock, par value $.01 per share,
authorized 20,000,000 shares; issued and outstanding
10,855,173 Shares in 1997 and 10,407,687 shares in 1996 108,552 104,077
Additional paid-in capital 35,188,923 27,071,820
Accumulated deficit (20,901,350) (17,269,202)
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Total shareholders' equity 14,396,134 9,906,697
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TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $16,060,574 $12,262,324
=========== ===========
</TABLE>
See Notes to Financial Statements
3
<PAGE>
ANCOR COMMUNICATIONS, INCORPORATED
STATEMENT OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
--------------------------- ---------------------------
1997 1996 1997 1996
----------- ---------- ----------- -----------
<S> <C> <C> <C> <C>
Net Sales $ 2,101,799 $2,095,982 $ 3,904,577 $ 3,511,748
Cost of Sales 1,243,190 1,142,279 2,336,258 1,906,780
----------- ---------- ----------- -----------
Gross Profit 858,609 953,703 1,568,319 1,604,968
Operating Expenses
Selling, general and administrative 1,784,800 1,056,035 3,286,797 1,829,693
Research and development 1,002,344 808,924 2,025,717 1,551,543
----------- ---------- ----------- -----------
Total operating expenses 2,787,144 1,864,960 5,312,514 3,381,236
----------- ---------- ----------- -----------
Operating loss (1,928,534) (911,257) (3,744,194) (1,776,268)
Other income (expense)
Interest expense (2,564) (32,826) (5,163) (63,623)
Other, net 96,186 94,913 117,211 133,934
----------- ---------- ----------- -----------
Net Loss ($1,834,913) ($849,170) ($3,632,147) ($1,705,957)
=========== ========== =========== ===========
Net loss per common share ($0.18) ($0.10) ($0.36) ($0.20)
=========== ========== =========== ===========
Weighted average common and
common equivalent shares
outstanding 10,741,733 8,708,033 10,587,199 8,491,237
=========== ========== =========== ===========
</TABLE>
See Notes to Financial Statements
4
<PAGE>
ANCOR COMMUNICATIONS, INCORPORATED
STATEMENT OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Six Months Ended
June 30,
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1997 1996
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<S> <C> <C>
CASH FLOW FROM OPERATING ACTIVITIES:
Net loss ($3,632,147) ($1,705,957)
Adjustments to reconcile net loss to net
cash used in operating activities:
Depreciation and amortization 473,746 166,712
Changes in current assets and liabilities:
Accounts receivable 1,188,601 (1,615,750)
Inventories (536,932) (1,718,800)
Other current assets 42,328 (222,955)
Accounts payable (480,552) 89,961
Accrued liabilities (155,361) (224,289)
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Net cash used in operating activities (3,100,317) (5,231,078)
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CASH FLOW FROM INVESTING ACTIVITIES:
Purchases of equipment (1,000,423) (593,506)
Short-term investments (3,998,330) (4,265,686)
Purchase of other assets 64,980 (36,100)
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Net cash provided by (used in) investing activities (4,933,773) (4,895,292)
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CASH FLOW FROM FINANCING ACTIVITIES:
Loan repayments (55,275) (1,530,178)
Proceeds from preferred stock issuance 7,951,558 9,576,733
Proceeds from common stock issuance
and exercise of options 170,027 1,892,503
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Net cash provided by financing activities 8,066,310 9,939,058
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Net increase (decrease) in cash 32,220 (187,312)
Cash, at beginning of period 507,041 251,475
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Cash, at end of period $ 539,261 $ 64,163
=========== ===========
Supplemental Schedule of Noncash Investing and Financing Activities:
Equipment acquired under capital lease $0 $60,000
=========== ===========
</TABLE>
See Notes to Financial Statements
5
<PAGE>
ANCOR COMMUNICATIONS, INCORPORATED
NOTES TO FINANCIAL STATEMENTS
June 30, 1997
(Unaudited)
NOTE 1 - BASIS OF PRESENTATION
The accompanying unaudited financial statements have been prepared in accordance
with generally accepted accounting principles for interim financial information.
In the opinion of management, the interim financial statements include all
adjustments necessary for a fair presentation of the results of operations for
the interim periods presented. Operating results for the three and six months
ended June 30, 1997 are not necessarily indicative of the operating results to
be expected for the year ending December 31, 1997.
Certain information and footnote disclosures normally included in financial
statements in accordance with generally accepted accounting principles have been
condensed or omitted.
NOTE 2 - INVENTORIES
Inventories at June 30, 1997 and December 31, 1996, consisted of:
<TABLE>
<CAPTION>
1997 1996
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<S> <C> <C>
Raw materials and subassemblies $1,953,539 $1,190,170
Finished goods consigned to customers and others 516,717 625,222
Finished goods 762,638 880,569
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$3,232,893 $2,695,961
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</TABLE>
NOTE 3 - EQUITY FINANCING
In March 1997, the Board of Directors designated 900 shares of the Company's
authorized preferred stock as Series B Preferred Stock. This stock has a stated
value and liquidation preference of $10,000 per share, with a five percent per
annum conversion premium. The holders of Series B Preferred Stock are not
entitled to vote or to receive dividends.
On March 24, 1997, the Company sold 855 shares of Series B Preferred Stock
through a private placement at its stated value of $10,000 per share. Total net
proceeds from this private placement were $7,951,558, after reduction for
commissions and issuance costs of $598,442. In conjunction with the transaction,
the placement agent was granted a five year warrant to purchase 105,556 shares
of common stock at $4.86 per share. In addition, the investors have a right to
receive warrants to purchase common stock equal to 20% of their original
investment not converted to common stock as of March 24, 1998, divided by the
conversion price then in effect, with an exercise price equal to 115% of the
average closing bid price for five days ending on the one year anniversary date.
The Series B Preferred Stock outstanding on March 24, 1999, automatically
converts into common stock at the applicable conversion rate.
NOTE 4 - EARNINGS PER SHARE
Net loss per common share is computed based upon the weighted average number of
common shares outstanding during the year. Common equivalent shares, consisting
of options, warrants and convertible preferred stock for all periods, were not
included in the computation as their effect was antidilutive. However, the eight
and five percent premium earned by the preferred shareholders in 1997 was added
to the net loss for computation purposes.
6
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The FASB has issued Statement No. 128, "Earnings Per Share," which supersedes
APB Opinion No. 15. Statement No. 128 requires the presentation of earnings per
share by all entities that have common stock or potential common stock, such as
options, warrants and convertible securities, outstanding that trade in a public
market. Those entities that have only common stock outstanding are required to
present basic earnings per-share amounts. All other entities are required to
present basic and diluted per-share amounts. Diluted per-share amounts assume
the conversion, exercise or issuance of all potential common stock instruments
unless the effect is to reduce a loss or increase the income per common share
from continuing operations. All entities required to present per-share amounts
must initially apply Statement No. 128 for annual and interim periods ending
after December 15, 1997. Earlier application is not permitted.
The adoption of Statement No. 128 would have had no effect on reported earnings
(loss) per share.
NOTE 5 - CONTINGENCY
The Company along with Stephen O'Hara, Lee B. Lewis and Dale Showers, has been
named as a defendant in a securities action captioned Richard Radman and Sol
Rosenthal v. Ancor Communications, Inc., et al, filed in United States District
Court for the District of Minnesota on July 24, 1997. The lawsuit, a putative
class action, alleges that the Company violated sections 10(b) and 20(a) of the
Securities Exchange Act of 1934 when it allegedly made misleading public
disclosures relating to the Company's contract with Sequent Computer Systems,
Inc. and the Company's quarterly revenues and seeks compensatory losses in an
undetermined amount. The Company believes that the lawsuit is without merit and
intends to defend it vigorously. The Company is unable to determine if there
will be a material adverse outcome at this time.
7
<PAGE>
ITEM 2
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MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
Results of Operations
For the three and six months ended June 30, 1997 and 1996.
The following table sets forth, for the periods indicated, certain statements of
operations data as a percentage of net sales.
<TABLE>
<CAPTION>
For the Three Months For the Six Months
Ended June 30 Ended June 30
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1997 1996 1997 1996
---- ---- ---- ----
<S> <C> <C> <C> <C>
Net Sales 100.0% 100.0% 100.0% 100.0%
Cost of Goods Sold 59.1 54.5 59.8 54.3
Gross Profit 40.9 45.5 40.2 45.7
Operating Expenses:
Selling, general & admin. 84.9 50.4 84.2 52.1
Research & development 47.7 38.6 51.9 44.2
Total operating expenses 132.6 89.0 136.1 96.3
Operating loss (91.8) (43.5) (95.9) (50.6)
Other income (expense)
Interest expense (0.1) (1.6) (0.1) (1.8)
Other, net 4.6 4.5 3.0 3.8
----- ----- ----- -----
Net Loss (87.3)% (40.5)% (93.0)% (48.6)%
===== ===== ===== =====
</TABLE>
Net Sales Net sales for the second quarter 1997 increased by approximately
$5,800 (0.3%) from 1996 to approximately $2,102,000. Net sales for the six
months ended June 30, 1997, increased by approximately $393,000 (11%) from the
same period 1996 to approximately $3,905,000. This increase in net sales is due
primarily to a significant increase in net sales to an international customer as
a result of increased market acceptance of the Company's Fibre Channel products
overseas, offset by a decrease in sales domestically. Whereas the Fibre Channel
adoption cycle has taken longer in the U.S., international net sales in the
second quarter increased 68% from approximately $1,122,000 in 1996 to
approximately $1,880,000 in 1997, representing 89% of net sales to all customers
for the quarter. International net sales in the first six months increased 197%
from approximately $1,140,000 in 1996 to approximately $3,381,000 in 1997,
representing 87% of net sales for the first half.
8
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The second quarter 1997 net sales increase includes the effects of an allowance
against sales of $332,000, recorded during the second quarter of 1997, for
product returns and customer stock rotation. The first six months 1997 net sales
increase includes the effects of an allowance against sales of $700,000 for
product returns and customer stock rotation. The Company does not generally
provide customers with a right of return at the date of sale; however, in
response to significant pressures from the marketplace, the Company has allowed
product returns in the past from certain customers as a marketing concession to
stimulate a positive impression of the Company and its products in the
marketplace. In addition, resellers have incorrectly anticipated the
configuration needed by end user equipment purchasers and have requested that
purchased but unused product be exchanged for the product needed to meet the end
user requirements. Further, certain end users have requested that they purchase
their initial products from the Company, instead of the reseller, which has
resulted in credits issued to the resellers in the second half of 1996 and first
quarter of 1997. As a result of all of these factors, the Company's net assets
at June 30, 1997, include a return reserve of $195,000 ($390,000 gross sales
less the estimated value of product to be returned).
Gross Profit. Gross profit in the second quarter of 1997 decreased to
approximately $859,000, or 40.9% of sales, from approximately $954,000, or 45.5%
of sales, in the second quarter of 1996. Gross profit in the first six months
of 1997 increased to approximately $1,568,000, or 40.2% of sales, from
approximately $1,605,000, or 45.7% of sales, for the same period of 1996 The
decreases in gross profit percentage are attributable to the sale of a greater
percentage of adapters, which carry lower gross margins, in the second quarter
and first six months of 1997 versus the same periods in the prior year. For
both the second quarter and first six months of 1997 net sales included the sale
of approximately three times the number of adapters as were sold in same periods
in 1996.
Operating Expense. The Company's operating expenses for the second quarter
of 1997 were approximately $2,787,000, or 132.6% of net sales, compared to
approximately $1,865,000, or 89.0% of net sales, in the second quarter of 1996.
Operating expenses for the first six months of 1997 were approximately
$5,313,000, or 136.1% of net sales, compared to approximately $3,381,000, or
96.3% of net sales, in the same period of 1996. The increase in operating
expenses is due to an increase in the number of employees, increased development
costs for the network products, increased promotion costs and increased selling
expenses as sales volume increases. The number of employees at June 30, 1997
was 19% greater than at June 30, 1996, resulting in personnel and related
expenses increasing $398,000 in the second quarter 1997 as compared with the
second quarter 1996, and $816,000 in the first six months of 1997 as compared
with the same period 1996. Additionally, the Company's ongoing aggressive
commitment to front end spending for marketing and sales tactics resulted in
advertising and marketing expenses increasing $297,000 in the second quarter
1997 as compared with the second quarter 1996, and $556,000 in the first six
months of 1997 as compared with the same period 1996. Further, primarily due to
amortization of capitalized software development costs, depreciation and
amortization expense increased $154,000 in the second quarter 1997 as compared
with the second quarter 1996, and $307,000 in the first six months of 1997 as
compared with the same period 1996.
Other Income (Expense). Because the Company repaid a $1.5 million note
payable in June 1996, interest expense decreased to approximately $2,600 in the
second quarter 1997 from approximately $33,000 in the
9
<PAGE>
same period 1996. Similarly, interest expense decreased in the first six months
of 1997 to approximately $5,200 from approximately $64,000 in the first six
months of 1996. Interest income of approximately $96,000 and approximately
$95,000 in the second quarters of 1997 and 1996, respectively, and approximately
$117,000 and approximately $134,000 in the first six month periods of 1997 and
1996, respectively, was earned from the investment of the net proceeds of
preferred stock offerings occurring in March of each year.
Net Loss The Company's net loss increased to approximately $1,835,000, or
$0.18 per share in second quarter 1997, compared to a net loss of $849,000, or
$0.10 per share in second quarter 1996. Net loss for the first six months of
1997 increased to approximately $3,632,000, or $0.36 per share, compared to a
net loss of $1,706,000, or $0.20 per share in the same period 1996. The greater
net loss is primarily attributable to greater operating expenses.
Liquidity and Capital Resources.
The Company's cash, cash equivalents and short-term investments were
approximately $5,541,000 as of June 30, 1997, compared to approximately
$1,511,000 as of December 31, 1996. Cash flows used in operating activities
totaled approximately $3,100,000, due to the operating loss, net payments to
vendors and inventory purchases in anticipation of future sales, as offset by
net collections of accounts receivable. Cash flows used in investing activities
totaled approximately $4,934,000 as a result of the purchase of short-term
investments and equipment, which included upgrades of engineering desktop
systems and continued internal construction of testing and tooling equipment for
the next generation of Fibre Channel switching products. In March 1997, the
Company completed a private placement transaction by selling 855 shares of
Series B 5% Preferred Stock which provided net proceeds of approximately
$8,000,000. In conjunction with the transaction, the placement agent was granted
a five year warrant to purchase 105,556 shares of common stock at $4.86 per
share. In addition, the investors have a right to receive warrants to purchase
common stock equal to 20% of their original investment not converted to common
stock as of March 24, 1998, divided by the conversion price then in effect, with
an exercise price equal to 115% of the average closing bid price for five days
ending on the one year anniversary date. The Company believes that the capital
received from the private placement will provide adequate liquidity to fund
growth, operations, and capital expenditures for 1997.
10
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
The Company along with Stephen O'Hara, Lee B. Lewis and Dale Showers, has
been named as a defendant in a securities action captioned Richard Radman
and Sol Rosenthal v. Ancor Communications, Inc., et al., filed in United
States District Court for the District of Minnesota on July 24, 1997. The
lawsuit, a putative class action, alleges that the Company violated
sections 10(b) and 20(a) of the Securities Exchange Act of 1934 when it
allegedly made misleading public disclosures relating to the Company's
contract with Sequent Computer Systems, Inc. and the Company's quarterly
revenues and seeks compensatory losses in an undetermined amount. The
Company believes that the lawsuit is without merit and intends to defend it
vigorously.
Item 2. Changes in Securities.
(a.) None.
(b.) None.
(c.) None.
Item 3 Defaults Upon Senior Securities.
None.
Item 4. Submission of Matters to a Vote of Securities Holders.
The Annual Meeting of Shareholders of Ancor Communications, Incorporated
was held on May 28, 1997. Shareholders holding 9,985,122 shares, or
approximately 95.1% of the outstanding shares, were represented at the
Meeting in person or by proxy. Matters submitted at the meeting for vote
by the shareholders were as follows:
a. Election of Director.
Dale C. Showers was elected to serve as a director of the Company for
a term of three years by a vote of 9,804,671 shares for and 180,451
shares withholding. The terms of Gerald Bestler and Thomas Hunt
continued following the meeting.
b. Amend the Company's 1994 Long-Term and Incentive Stock Option Plan.
Shareholders approved an amendment to the Company's 1994 Long Term and
Incentive Stock Option Plan
. to increase the number of shares of Common Stock authorized to be
available for issuance thereunder, from an overall limitation of
10% of the then outstanding shares of Common Stock of the Company,
to an overall limitation equal to 13.5% of the then outstanding
shares of Common Stock of the Company; and
11
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. to increase the number of shares for which incentive stock options
may be granted over the life of the plan from 1,500,000 to
4,000,000 shares, with a vote of 3,367,542 shares for, 405,851
shares against, 475,195 shares abstaining and 5,736,534 shares
representing broker non-votes.
c. Ratification of selection of McGladrey & Pullen.
Shareholders ratified the selection of McGladrey & Pullen as the
Company's independent auditors for the fiscal year ending December 31,
1997 with a vote of 9,862,145 shares for 87,704 shares against, and
35,273 shares abstaining.
Item 5. Other Information.
None.
Item 6. Exhibits and Reports on Form 8-K.
(a.) Exhibits
4.1/a/ Loan and Warrant Purchase Agreement, dated as of June 24, 1992,
between Ancor Communications, Incorporated and International
Business Machines Incorporated.
4.2/a/ Agreement and Amendment to Loan and Warrant Purchase
Agreement, dated March 10, 1994, by and among Ancor
Communications, Incorporated, International Business Machines
Corporation and IBM Credit Corporation.
4.3/b/ Second Amendment to Loan and Warrant Purchase Agreement dated
April 25, 1994, by and among Ancor Communications,
Incorporated, International Business Machines Corporation and
IBM Credit Corporation.
4.4/a/ Shareholders Agreement, dated as of June 24, 1992, among Ancor
Communications, Incorporated, International Business Machines
Incorporated and the shareholders of the Company named on the
signature page thereto.
4.5/c/ Representative's Warrant.
4.6/a/ Form of Warrant issued November 8, 1993.
4.7/f/ Form of Warrant issued April 28, 1995.
12
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4.8/g/ Form of Warrant issued to Andcor Human Resources on August
28, 1995.
4.9/g/ Form of Warrant issued to John G. Kinnard & Company on
October 23, 1995.
4.10/h/ Certificate of Designation of Series A Preferred Stock.
4.11/h/ Form of Warrant issued to Swartz Investments, Inc. on March
7, 1996.
4.12/j/ Form of Warrant issued to Dunwoody Brokerage Services, Inc.
on March 24, 1997.
4.13/j/ Form of Warrant to be issued to Purchasers of the Company's
Series B Preferred Stock.
4.14/j/ Certificate of Designation of Series B Preferred Stock.
10.1/a/ Form of Promissory Note, dated June 24, 1992, made by Ancor
Communications, Incorporated in favor of IBM Credit
Corporation in connection with the Loan and Warrant Purchase
Agreement referenced in Exhibit 4.2 above.
10.2/a/ Ancor Communications, Incorporated 1990 Stock Option Plan.
10.3/a/ Ancor Communications, Incorporated 1994 Long-Term Incentive
and Stock Option Plan.
10.4/a/ Employment Agreement, dated January 1, 1994, between Ancor
Communications, Incorporated and Dale C. Showers.
10.5/a/ Employment Agreement, dated January 1, 1994, between Ancor
Communications, Incorporated and Stephen C. O'Hara.
10.6/a/ Employment Agreement, dated June 30, 1992, between Ancor
Communications, Incorporated and Terry M. Anderson.
10.7/a/ Employment Agreement, dated June 30, 1992, between Ancor
Communications, Incorporated and Robert S. Cornelius.
10.8/a/ Sublease, dated March 29, 1988, by and between Anderson
Cornelius and Unisys Corporation, formerly known as Burroughs
Corporation.
13
<PAGE>
10.9/a/ Sublease, Amendment Agreement, dated March 8, 1989, by and
between Anderson Cornelius and Unisys Corporation, formerly
known as Burroughs Corporation.
10.10/a/ Sublease, Amendment Agreement, dated August 31, 1992, by and
between the Company and Unisys Corporation, formerly known as
Burroughs Corporation.
10.11/a/ Development and License Agreement between the Company and
International Business Machines Corporation dated June 4,
1992, as amended on February 8, 1993, May 10, 1993 and
October 5, 1993 (a request for confidentiality of certain
portions of this agreement has been granted).
10.12/c/ Underwriting Agreement.
10.13/d/ Amendment No. 1 to Employment Agreement dated November 4,
1994 between the Company and Dale C. Showers amending the
Employment Agreement dated January 1, 1994 between the
Company and Mr. Showers filed as exhibit No 10.4
10.14/e/ Form of Change of Control Agreement dated January 1, 1995
between the Company and each of Lee B. Lewis, Timothy W.
Donaldson and William F. Walker.
10.15/f/ Agency Agreement between the Company and John G. Kinnard and
Company, Incorporated dated April 20, 1995.
10.16/g/ Agency Agreement between the Company and John G. Kinnard &
Company, Inc. dated October 23, 1995.
10.17/g/ Ancor Communications, Inc. 1995 Employee Stock Purchase Plan.
10.18/g/ Ancor Communications, Inc. Non-Employee Director Stock Option
Plan.
10.19/h/ Form of Subscription Agreement between the Company and
Purchasers of the Company's Series A Preferred Stock (March
1996).
10.20/h/ Registration Rights Agreement dated March 7, 1996 between the
Company, Swartz Investments, Inc. and Purchasers of the
Company's Series A Preferred Stock.
14
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10.21/h/ Letter Agreement between the Company and Swartz Investments,
Inc. dated February 1996.
10.22/i/ Separation and General Release Agreement between the Company
and William F. Walker.
10.23/j/ Form of Subscription Agreement between the Company and
Purchasers of the Company's Series B Preferred Stock (March
1997).
10.24/j/ Registration Rights Agreement dated March 24, 1997 between
the Company, Swartz Investments, Inc. and Purchasers of the
Company's Series B Preferred Stock.
27.1/k/ Financial Data Schedule.
- ------------------------------
/a/ Incorporated by reference to the Company's Registration Statement on form
SB-2 filed March 11, 1994.
/b/ Incorporated by reference to Amendment No. 2 to the Company's Registration
Statement on form SB-2 Filed April 28, 1994.
/c/ Incorporation by reference to the Company's Form 10-QSB filed for the
quarterly period ended March 31, 1994.
/d/ Incorporated by reference to the Company's Form 10-QSB filed for the
quarterly period ended September 30, 1994.
/e/ Incorporated by reference to the Company's Form 10-KSB filed for the fiscal
year ended December 31, 1994.
/f/ Incorporated by reference to the Company's form 10-QSB filed for the
quarterly period ended March 31, 1995.
/g/ Incorporated by reference to the Company's form 10-QSB filed for the
quarterly period ended September 30, 1995.
/h/ Incorporated by reference to the Company's Form 10-KSB filed for the fiscal
year ended December 31, 1995.
/i/ Incorporated by reference to the Company's form 10-QSB filed for the
quarterly period ended March 31, 1996.
15
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/j/ Incorporated by reference to the Company's form 10-Q filed for the
quarterly period ended March 31, 1997.
/k/ Included herewith.
(b.) Reports on Form 8-K
None.
16
<PAGE>
SIGNATURES
----------
In accordance with 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.
ANCOR COMMUNICATIONS, INCORPORATED
----------------------------------
Dated: August 6, 1997 By /s/ Calvin G. Nelson
-----------------------
Calvin G. Nelson
President
Dated: August 6, 1997 By /s/ Lee B. Lewis
-------------------
Lee B. Lewis
Vice President &
Chief Financial Officer
17
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<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
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<SECURITIES> 5,001,860
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