UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(Mark one)
[ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1996
-------------
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE ACT
For the transition period from ____________ to _____________
Commission file number 0-26998
-------
ALCOHOL SENSORS INTERNATIONAL, LTD.
(Exact name of small business issuer as specified in its charter)
New York 11-310 4480
---------- -------------
(State or other jurisdiction of (IRS Employer identification No.)
incorporation or organization)
11 Oval Drive, Islandia, New York 11722
------------------------------------------
(Address of principal executive offices)
516-342-1515
--------------------
(Issuer's telephone number)
Not Applicable
--------------
(Former name, former address and former fiscal year,
if changed since last report)
Check whether the issuer (1) filed all reports required to be filed
by section 13 or 15 (d) of the Exchange Act during the past 12 months ( or for
such shorter period that the registrant was required to file such report (s),
and (2) has been subject to such filing requirements for the past 90 days.
Yes [ X ] No [ ]
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports required
to be filed by Section 12, 13 or 15 (d) of the Exchange Act after the
distribution of securities under a plan confirmed by a court. Yes [ ] No [ X ]
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's
classes of common equity, as of the latest practicable date:
Common Stock, $.001 par value 8,541,196 shares outstanding
as of August 5, 1996.
Transitional Small Business Disclosure Format: Yes __ No X
<PAGE>
INDEX
ALCOHOL SENSORS INTERNATIONAL, LTD.
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS (UNAUDITED)
Condensed balance sheets - December 31, 1995 and June 30, 1996
(Unaudited).
Condensed statements of operations - Three months and six months
ended June 30, 1996 and 1995 (Unaudited).
Condensed statements of cash flows - Three months and six months
ended June 30, 1996 and 1995 (Unaudited).
Notes to condensed financial statement - June 30, 1996
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
ITEM 2. CHANGES IN SECURITIES
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
ITEM 5. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(A) EXHIBIT 11
(B) EXHIBIT 27
2
<PAGE>
PART I. ITEM 1
ALCOHOL SENSORS INTERNATIONAL, LTD.
CONDENSED BALANCE SHEETS
<TABLE>
<CAPTION>
December 31, June 30,
1995 1996
------------ -----------
(UNAUDITED)
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents (Note E)............. $524,231 $1,198,047
Marketable securities (Note C)................. 1,980,383 683,871
Accounts receivable............................ -- 104,841
Inventory (Note D)............................. 142,890 370,683
Prepaid expenses............................... 189,699 147,742
---------- ----------
Total current assets........................ 2,837,203 2,505,184
Fixed assets-net..................................... 367,664 382,566
Restricted cash (Note E)............................. 1,017,317 --
Other assets ........................................ 23,084 23,084
------------ -----------
TOTAL................................... $4,245,268 $2,910,834
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued expenses $428,436 $471,474
Deposits....................................... 49,036 35,468
Due to officers/stockholders................... 132,782 132,782
Notes payable (Note C)......................... 17,317 517,317
Accrued litigation settlement cost (Note E).... 990,000 382,683
---------- ----------
Total current liabilities................... 1,617,571 1,539,724
--------- ---------
STOCKHOLDERS' EQUITY
Common stock $.001 par value, 25,000,000 shares
authorized, 8,116,870 and 8,494,562 issued
and outstanding at December 31, 1995 and
June 30, 1996.................................. 8,117 8,495
Additional paid-in capital........................... 9,398,354 10,504,514
Accumulated deficit.................................. (6,778,857) (9,141,957)
Unrealized gain on marketable securities............. 83 58
-------------- -------------------
Total stockholders' equity.................. 2,627,697 1,371,110
---------------- --------------
TOTAL................................... $4,245,268 $2,910,834
=============== =============
</TABLE>
The attached notes are made a part hereof.
3
<PAGE>
ALCOHOL SENSORS INTERNATIONAL, LTD.
CONDENSED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Six Months
Ending Ending
June 30, June 30,
-------- --------
1995 1996 1995 1996
---- ---- ---- ----
<S> <C> <C> <C> <C>
Net sales........................... -- $ (54,618) -- $107,334
Cost of goods sold (Note D)......... -- 556,026 -- 656,428
---------- ---------- ---------- ---------
Gross profit (Loss)................. -- (610,644) -- (549,094)
Costs and expenses:
Research and development........ $259,522 72,287 $396,271 183,443
Selling, general
and administrative...... 103,996 669,185 235,025 1,275,140
Litigation settlement (Note E)...... -- 382,683 382,683
---------- ------- ---------- ----------
Loss from operations................ (363,518) (1,734,799) (631,296) (2,390,360)
Interest and other income........... -- 12,981 -- 48,978
Interest expense................... (12,486) (12,722) (20,983) (21,718)
----------- ------------ ----------- ----------
Net (Loss).......................... $(376,004) $(1,734,540) $(652,279) $(2,363,100)
=========== ============ =========== ============
Net loss per common share........... $(.06) $(.21) $(.11) $(.29)
=========== ============ =========== ============
Weighted average number of
shares outstanding 6,182,905 8,418,170 6,199,752 8,250,761
=========== ============ =========== ============
</TABLE>
The attached notes are made a part hereof.
4
<PAGE>
ALCOHOL SENSORS INTERNATIONAL, LTD.
STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
------- -------
1995 1996 1995 1996
---- ---- ---- ----
<S> <C> <C> <C> <C>
Cash flows from operating activities:...............
Net loss................................... $(376,004) $(1,734,540) $(652,279) $(2,363,100)
Adjustments to reconcile net loss to net cash
provided by (used in) operating activities:.........
Depreciation and amortization.............. 1,078 16,000 2,156 30,000
Amortization debt discount................. 1,696 -- 1,696 --
Common stock issued for services and
litigation settlement...................... -- 990,000 14,500 990,000
Changes in operating assets and liabilities:
(Increase) decrease in accounts receivable. -- 55,980 -- (104,841)
(Increase) decrease in inventory........... (76,383) 189,695 (196,383) (227,793)
Decrease in prepaid expenses and
other current assets....................... 9,267 81,176 16,767 41,957
Decrease in restricted cash................ -- 1,017,317 -- 1,017,317
Increase (decrease) in deposit............. 17,728 (17,049) 17,728 (13,568)
Increase in accounts payable and accrued
expenses................................... 179,560 40,526 331,556 43,038
Decrease in accrued litigation settlement.. -- (607,317) -- (607,317)
Other...................................... (5,210) -- (5,210) --
---------- ----------- ------------ -----------
Net cash provided by (used in) operating
activities.................................... (248,268) 31,788 (469,469) (1,194,307)
---------- ----------- ----------- -----------
Cash flows from investing activities:
Sales of marketable securities............. -- 794,311 -- 1,296,487
Acquisition of fixed assets................ (6,430) (13,666) (9,116) (44,902)
---------- ----------- ----------- ----------
Net cash provided by (used in) financing
activities................................. (6,430) 780,645 9,116 1,251,585
---------- ----------- ----------- ----------
Cash flows from financing activities:
Proceeds from sale of common stock......... 15,401 112,188 247,401 116,538
Proceeds from notes payable................ 231,250 100,000 231,250 500,000
---------- ----------- ----------- ----------
Net cash provided by financing activities...... 246,651 212,188 478,651 616,538
---------- ----------- ----------- ----------
NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS......................................... (8,047) 1,024,621 66 673,816
Cash and cash equivalents -- Beginning of period.... 14,379 173,426 6,266 524,231
---------- ----------- ----------- ----------
Cash and cash equivalents -- End of period.......... $6,332 $1,198,047 $6,332 $1,198,047
========== =========== =========== ==========
Supplemental disclosure of cash flow information:
Interest paid during the period................ $10,490 $13,184
</TABLE>
The attached notes are made a part hereof.
5
<PAGE>
ALCOHOL SENSORS INTERNATIONAL, LTD.
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
(NOTE A) -- BASIS OF PRESENTATION AND THE COMPANY
(1) Basis of presentation
The accompanying unaudited condensed financial statements have been
prepared in accordance with generally accepted accounting principals for
interim financial information and with the instructions to Form 10-QSB and
Article 3 of Regulations S-B. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting principals
for complete financial statements. In the opinion of management, all
adjustments (consisting of normal recurring accruals) considered necessary for
fair presentation have been included. Operating results for the six month
period ended June 30, 1996 are not necessarily indicative of the results that
may be expected for the year ending December 31, 1996. During 1996, the Company
is no longer in the development stage.
The balance sheet at December 31, 1995 has been derived from the audited
financial statements at that date but does not include all the information and
footnotes required by generally accepted accounting principals for complete
financial statements. For further information, refer to the audited financial
statements and footnotes thereto included in the annual report on Form 10-KSB.
(2) The Company
Alcohol Sensors International, Ltd., ("the Company") was incorporated on
February 14, 1992, for the development and commercial exploitation of a Breath
Alcohol Ignition Interlock Device ("BAIID").
(NOTE B) -- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(1) Net loss per share of common stock
Net loss per share of common stock is based on the weighted average
number of shares outstanding during each period, and for the six months ended
June 30 1995, excludes 1,000,000 shares contributed to the Company in
conjunction with the initial public offering. Common stock, options, and
warrants issued within twelve months of the Company's initial public offering
are considered outstanding through June 30, 1995, using the treasury stock
method.
(2) Inventory
Inventory consisting of electronic components, is stated at the lower
cost (first in - first out basis) or market. Inventory is comprised of
finished goods, work in progress, and components.
(3) Warranty Reserves
The Company has provided an estimate for warranty reserves.
(NOTE C:) -- NOTES PAYABLE
The Company has a line of credit of $500,000, bearing interest at the
prime rate, and is secured by its portfolio of marketable securities. The
amount outstanding at June 30, 1996 was $500,000.
(NOTE D:) -- INVENTORY WRITE DOWN
Included in cost of goods sold is an inventory write down of
$556,026. The Company experienced problems with the manufacturing of its
operational prototypes. The Company has accelerated its research and
development efforts and as a result expects to introduce new Alcohol Specific
Technology (AST) by December 1996 representing a brand new unit. As a result,
the Company made the decision to suspend manufacturing its Sens-O-Lock (BAIID)
pending the production of this new unit. Certain components will still be
utilized in the new unit.
6
<PAGE>
ALCOHOL SENSORS INTERNATIONAL, LTD.
NOTES TO CONDENSED FINANCIAL STATEMENTS(CONTINUED)
(UNAUDITED)
(NOTE E:) -- PENDING AND SETTLED LITIGATION
The Company and certain of its officers were named as defendants in an
action commenced in the Supreme Court Suffolk County seeking money damages of
$2,500,000 and various forms of provisional relief.
In August 1996, the Company has settled the above law suit and in
connection thereto has provided $382,683 as an accrued cost to the settlement.
In addition, the $1,000,000 previously held in escrow has been released.
Certain members of management will donate a portion of their shares to the
Company to be used for the purpose of funding the settlement to minimize the
cash outlay by the Company.
The Company and certain of its officers were named as defendants in an
action commenced in the United States District Court for the Eastern District
of New York in March 1996 by a stockholder seeking $2 million in alleged
damages as a result of the Company's handling of the above action. Management
believes that settlement of the above action renders the claims of this action
moot and intends to vigorously defend the action, including a demand for
sanctions. Accordingly, the accompanying financial statements make no
provision for such legal action.
The Company was named as a defendant in an action commenced in the
United States District Court for the Eastern District of New York in July
1996. The plaintiff is seeking $3 million plus 100,000 shares of Company
stock, alleging he performed certain work for the Company as an independent
contractor and was never compensated for the services he performed. The
Company's position is that the plaintiff in this action failed to provide the
services as consideration and was not entitled to receive any payment.
Management believes the claims alleged in this lawsuit are frivolous and
intends to defend the action vigorously. The defendant's time to respond to
the complaint has not yet expired.
The Company and certain of its officers were named as defendants in an
action commenced in the Supreme Court of the United States of New York, Orange
County, by two individuals claiming an equity interest in the Company, as well
as damages of $18.5 million, based upon a purported agreement with another
Company, Alcohol Sensors, Inc., with which the claimants, certain officers of
the Company and others were affiliated in 1989, and a claim that he is the
inventor of the technology that the Company is using. The Alcohol Sensors, Inc.
company (the company the plaintiff alleges he had an interest in) ceased
active operations in or about 1990 and was subsequently dissolved in 1993
by a proclamation of the New York Secretary of State. Management believes the
claims alleged are frivolous and intends to defend the action vigorously,
including a demand for sanctions. The defendant's time to respond to the
complaint has not yet expired.
ITEM 2. MANAGEMENT'S DISCUSSIONS AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATION
GENERAL
Since the Company's founding in February, 1992, it has engaged primarily
in the research, development and design of an innovative, technologically
advanced ignition interlock system to detect various intoxication levels of
automobile drivers. The Company has been in a development stage prior to 1996,
devoting substantially all of its resources to research and development
including potential new applications of its technology beyond ignition
interlock. The Company concluded development of an operational prototype for
its breath sensor device in July, 1995, and it uses subcontractors to
manufacture and ship its products.
RECENT DEVELOPMENTS
The Company presently has an inventory of approximately $400,000,
after all writedowns. The Company is now placing its efforts and resources
toward the manufacturing of its new Alcohol specific Sens-O-Lock (AST);
representing the Company's future. The Company will be utilizing certain of
these component parts in its new units and has written down $556,026 of its
existing inventory.
7
<PAGE>
ALCOHOL SENSORS INTERNATIONAL, LTD.
NOTES TO CONDENSED FINANCIAL STATEMENTS(CONTINUED)
(UNAUDITED)
In October 1996, the Company expects to launch its first AST
Sens-O-Lock at the World Car Show in Birmingham, England (the world's largest
automotive show). Additionally, Mr. Michael Ghazarian, managing director of
Digital Vehicle Security Systems (UK), and Salrico Manufacturing of Europe, has
executed a consulting agreement with the Company to design and produce the
retooling necessary to accept the new Sens-O-Lock (AST) technology. Mr.
Ghazarian shall advise the Board on future manufacturing strategies.
To insure quality control of its new unit, the Company has hired a
consultant who has over 35 years experience, including managing the production
of the Lunar Excursion Module and other complex projects for companies like
Grumman and Westinghouse Norden.
The Company is presently evaluating the efficacy of a new Headlight
Management System technology, DRL (Daylight Running Lights). The market for
the DRL is being assessed and Engineering is undertaking testing and value
engineering. Many states require headlights to be on during adverse weather
conditions. The DRL will provide four value added facilities for the end user:
lights on at 50% when ignition is on; full on when wipers are on; automatic
full on at dusk; and automatic off when ignition is terminated. The Company
believes that the product can be price competitive and offer substantially
more value and facility than existing Daylight systems that presently exist.
Additionally, aside from certain state requirements, several insurance
companies are providing insurance discounts of 3% to 5% for DRL equipped
vehicles. Once the value engineering is completed and production initiated,
management expects to begin production in fall of 1996.
In August 1996, the Company has settled certain litigation with Mr.
Beyer for approximately $383,000. Certain members of management will donate a
portion of their shares to the Company, to be used for the purposes of funding
the settlement to minimize the cash outlay by the Company. The $1,000,000 held
in escrow was released pursuant to a stipulation reached between the parties.
The Company or its directors do not acknowledge any wrongdoing, but believed
it was in the best interest of the Company to resolve the litigation, given
the resources and management's time devoted to the lawsuit. The $1,000,000
released may now be used for working capital to finance its operations. The
Company believes that these funds, in addition to the cash flow generated from
the DRL sales and the sales of its new AST technology, will be sufficient to
meet its working capital needs in the near future.
RESULTS OF OPERATIONS
Three Months Ended June 30, 1996, and June 30, 1995
The Company experienced sales returns of $54,618 for the three months
ending June 30, 1996 and had no sales for the three months ending June 30,
1995. Cost of sales was $556,026 as a result of the inventory write down. See
recent developments.
The Company's loss from operations for the three months ended June 30,
1996 was $1,734,799, as compared to $363,518 for the three months ended June
30, 1995, an increase $1,371,281. Expenditures on research and development
decreased to $72,287 for the period, compared to $259,522 for the prior
period, and a decrease of $187,235 reflecting the Company's continuing efforts
to obtain certification for its ignition interlock device in numerous
jurisdictions and the completion of the first prototype. General
administrative expenses increased to $669,185 for the period compared to
$103,996 for the prior period, an increase of $565,189, reflecting the fact
that the Company has left the development stage and has started operating in
its new facilities at a significantly higher overhead. In addition, the
Company has hired a staff which includes ancillary payroll costs which it did
not have in the prior year. In 1996, the Company also started to expend funds
for marketing and selling its product.
During the three months ended June 30, 1996 the Company recognized
$12,981 of interest and other income as a result of its marketable security
portfolio transactions as compared with none in the three months ended June
30, 1995. Interest expense for the three months ending June 30, 1996 was
$12,722 as compared with $12,486 for the prior period. Included in this period
is the accrued cost of $382,683 relating to the settlement of litigation.
As a result of the above, the Company had a net loss of $1,734,540 for
the three months ending June 30, 1996 or $(.21) per share as compared to
$376,004 or $(.06) per share.
Six Months Ended June 30, 1996, and June 30, 1995
The Company had net sales of $107,734 for the six months ending June 30,
1996 and had no sales for the six months ending June 30, 1995. Costs for goods
sold was $656,428, which included an inventory write down of $556,026. See
recent developments.
8
<PAGE>
ALCOHOL SENSORS INTERNATIONAL, LTD.
NOTES TO CONDENSED FINANCIAL STATEMENTS(CONTINUED)
(UNAUDITED)
The Company's loss from operations for the six months ended June 30,
1996 was $2,390,360, as compared to $613,296 for the six months ended June 30,
1995, an increase $1,759,064. Expenditures on research and development
decreased to $183,443 for the period, compared to $396,271 for the prior
period, and a decrease of $212,828 reflecting the Company's continuing efforts
to obtain certification for its ignition interlock device in numerous
jurisdictions and the completion of the first prototype. General
administrative expenses increased to $1,275,140 for the period compared to
$235,025 for the prior period, an increase of $1,040,115, reflecting the fact
that the Company has left the development stage and has started operating in
its new facilities at a significantly higher level of rent. In addition, the
Company has hired a staff which includes ancillary payroll costs which it did
not have in the prior year. In 1996, the Company also started to expend funds
for marketing and selling its product.
During the six months ended June 30, 1996 the Company recognized
$48,978.00 of interest and other income as a result of its marketable security
portfolio transactions as compared with none in the six months ended June 30,
1995. Interest expense was $21,718 for the six months ending June 30, 1996 as
compared with $20,983 for the six months ending June 30, 1995. Included in
this period is the accrued cost of $382,683 relating to the settlement of
litigation.
As a result of the above, the Company had a net loss of $2,363,100 for
the six months ending June 30, 1996 or $(.29) per share as compared to
$652,279 or $(.11) per share.
LIQUIDITY AND CAPITAL RESOURCES
From inception through September 30, 1995, the Company financed its
operations primarily from private placements of equity and debt securities
totaling approximately $2,500,000. On November 17, 1995, the Company
successfully completed its initial public offering selling 1,000,000 units,
each comprised of two shares of common stock, one redeemable Class "A" common
stock purchase warrant exercisable after November 9, 1996 at $3.75 per share
and 1/2 redeemable Class "B" common stock purchase warrant exercisable after
November 9, 1996 at $5.00 per share. On December 19, 1995, the Underwriter's
overallotment option of 150,000 units was exercised in full. The Company's net
proceeds were approximately $5,800,000. As a result of the Company's loss from
operations of $2,390,360, the Company may need to seek additional financing,
to build its inventory to desired levels and expand its present levels. The
Company has obtained a $500,000 line of credit with Chemical Bank in February
1996 at the prime rate, of which $500,000 was drawn down in March and April
1996 to pay for furnishings, fixtures, and equipment. The Company's marketable
securities are collateral for the line of credit. The Company has litigation
in the preliminary stages and no prediction as to the outcome that can be made
at this time. In connection with a court order, the Company $1,000,000 has
been released from escrow. The Company has received $206,889 to date from the
exercise of private placement warrants.
,The Company has completed its renovation of office space, furnishings, and
equipment, as well as established a networked management,, inventory control,
and customer and fulfillment information systems.
Much of the Company's efforts subsequent to the initial public offering
has been placed in the setting up of Company systems and personnel to assist
the Company in fulfilling its business plan and to capitalize on the
opportunities available to it. The Company has expended additional funds on
research and development for its existing product line and to develop new
opportunities.
On May 9, 1996, the Company signed a Distribution Agreement with Digital
Vehicle Security Systems, Ltd. in the UK to market and distribute the
Company's line of interlock devices in 17 European countries.
The Contract calls for Digital to purchase 1.6 million of the Company's
interlock devices during the 60 month period commencing November 1996.
9
<PAGE>
ALCOHOL SENSORS INTERNATIONAL, LTD.
NOTES TO CONDENSED FINANCIAL STATEMENTS(CONTINUED)
(UNAUDITED)
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
See Footnote E to Financial Statement
ITEM 2. CHANGES IN SECURITIES
NONE
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
NONE
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
On July 27, 1996, the Company stockholders held their annual meeting
in Melville, Long Island, New York. The holders of 6,866,009 shares of common
stock were present or represented by proxy, out of 8,453,562 shares of common
stock issued and outstanding on June 17, 1996, the record date for the Annual
Meeting and accordingly, a quorum was present and matters were voted on as
follows:
A: By plurality, the following persons were elected Directors of the
Company:
<TABLE>
<CAPTION>
For Withheld
--- --------
<S> <C> <C>
Robert B. Whitney 6,805,609 60,400
John T. Ruocco 6,805,609 60,400
George Berger 6,705,564 160,445
Michael A. Sylvester 6,805,609 60,400
Steven A. Martello 6,805,609 60,400
Leon Pasqua 6,805,609 60,400
</TABLE>
B: An amendment to Certificate of Incorporation to create a class of
Convertible Preferred Stock with authorization for 3,000,000 shares, par value
$.001, was approved. Voting totaling 4,972,964 were in favor of the amendment;
134,500 were against it; 174,945 abstained; 1,583,600 shares were not voted.
ITEM 5. OTHER INFORMATION
NONE
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
Exhibit 11
Exhibit 27
10
<PAGE>
SIGNATURES
In accordance with the requirements of the Securities Exchange Act of 1934, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
ALCOHOL SENSORS INTERNATIONAL, LTD.
(Registrant)
___________________________, 1996 By: /s/__________________________________
Michael A. Sylvester
Treasurer, Chief Financial Officer
11
EXHIBIT 11
ALCOHOL SENSORS INTERNATIONAL, LTD.
COMPUTATION OF LOSS PER SHARE
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
-------------------------- ---------------------------
<S> <C> <C> <C> <C>
1995 1996 1995 1996
---- ---- ---- ----
Net (loss) ............................. $(376,004) $(1,734,540) $(625,279) $(2,363,100)
========= =========== ========== ============
Shares:
Weighted average number of common
shares outstanding................... 6,632,245 8,418,170 6,649,092 8,250,761
Add common stock equivalents issued
within twelve months of an initial
public offering (determined by the
"treasury stock" method)(1).......... 550,660 -- 550,660 --
Shares contributed in connection
with the initial public offering..... (1,000,000) -- (1,000,000) --
----------- ----------- ---------- -----------
TOTAL........................ 6,182,905 8,418,170 6,199,752 8,250,761
=========== =========== ========== ===========
(Loss) per common share $(.04) $(.21) $(.11) $(.29)
=============== ============= =============== =============
</TABLE>
____________________________
(1) In accordance with Securities and Exchange Commission requirements,
common shares, options and warrants issued during the twelve-month
period prior to the filing of the initial public offering have been
included in the calculation as if they were outstanding for all periods
through June 30, 1995 applying the treasury stock method.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE BALANCE
SHEET (UNAUDITED) AND THE OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 1996
(UNAUDITED) AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> JUN-30-1996
<CASH> 1,198,047
<SECURITIES> 683,871
<RECEIVABLES> 104,841
<ALLOWANCES> 0
<INVENTORY> 370,683
<CURRENT-ASSETS> 2,505,184
<PP&E> 422,340
<DEPRECIATION> 39,774
<TOTAL-ASSETS> 2,910,834
<CURRENT-LIABILITIES> 1,539,724
<BONDS> 517,317
<COMMON> 8,495
0
0
<OTHER-SE> 1,362,615
<TOTAL-LIABILITY-AND-EQUITY> 2,910,834
<SALES> 107,334
<TOTAL-REVENUES> 107,334
<CGS> 656,428
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<INCOME-CONTINUING> (2,363,100)
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<NET-INCOME> (2,363,100)
<EPS-PRIMARY> (0.29)
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</TABLE>
