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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1999
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from ______ to ______
LARK TECHNOLOGIES, INC.
(Exact name of small business issuer as specified in its charter)
DELAWARE 73-1461841
(State or other jurisdiction of (IRS Employer
Incorporation or organization) Identification No.)
9545 KATY FREEWAY, SUITE 465
HOUSTON, TX 77024
(Address of principal executive offices)
(713) 464-7488
(Issuer's telephone number)
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 reports), and (2) has been
subject to such filing requirements for the past 90 days. Yes [X] No [ ]
APPLICABLE ONLY TO ISSUER 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 [X] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS
As of October 31, 1999, there were 3,319,546 shares of Common Stock, par value
$0.001 per share, outstanding.
Transitional Small Business Disclosure Format (Check one): Yes [ ] No [X]
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<PAGE>
LARK TECHNOLOGIES, INC.
INDEX TO FORM 10-QSB
FOR THE QUARTER ENDED SEPTEMBER 30, 1999.
Part I Financial Information (unaudited)
PAGE
Item 1. Financial Statements ----
Balance Sheet .................................. 1
Statements of Income ........................... 2
Statements of Cash Flows ....................... 3
Notes to Financial Statements .................. 4
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations .. 7
Part II Other Information ........................................... 9
Item 1. Legal Proceedings .............................. 9
Item 2. Changes in Securities .......................... 9
Item 3. Defaults Upon Senior Securities ................ 9
Item 4. Submission of Matters to a Vote of Security Holders 9
Item 5. Other Information .............................. 9
Item 6. Exhibits and Reports on Form 8-K ............... 9
Signatures ............................................................. 11
i
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
LARK TECHNOLOGIES, INC.
BALANCE SHEET
AS OF SEPTEMBER 30, 1999
(UNAUDITED INTERIM FINANCIAL STATEMENTS-CONFIDENTIAL)
<TABLE>
<CAPTION>
9/30/99
-----------
(Unaudited)
<S> <C>
ASSETS
Current assets:
Cash and cash equivalents ................................... $ 249,498
Accounts receivable (net) ................................... 877,893
Due from related parties .................................... 854
Inventory ................................................... 197,980
Prepaid expenses ............................................ 88,167
-----------
Total current assets .................................................. 1,414,392
Property and equipment, net ........................................... 944,567
Other assets, net ..................................................... 19,267
===========
Total assets .......................................................... $ 2,378,226
===========
LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities:
Accounts payable ............................................ $ 521,310
Notes payable ............................................... 555,115
Capital lease obligations-current portion ................... 192,658
Accrued expenses ............................................ 229,923
Customer deposits ........................................... 108,357
Deposits from related parties ............................... 86,889
-----------
Total current liabilities ............................................. 1,694,252
Capital lease obligations-long term portion ........................... 18,682
-----------
Total Liabilities: .................................................... 1,712,934
Stockholders' equity
Preferred stock, $0.001 par value:
Authorized shares - 2,000,000
None issued and outstanding
Common stock, $0.001 par value:
Authorized shares - 8,000,000
Issued shares:3,324,046 and outstanding shares:3,319,546 3,324
Additional paid-in capital .................................. 2,455,071
Treasury Stock at cost ...................................... (4,946)
Amounts due from shareholders ............................... (15,045)
Accumulated deficit ......................................... (1,773,113)
-----------
Total stockholders' equity ............................................ 665,292
-----------
===========
Total liabilities and stockholders' equity ............................ $ 2,378,226
===========
</TABLE>
SEE ACCOMPANYING NOTES TO THE FINANCIAL STATEMENTS.
1
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
LARK TECHNOLOGIES, INC.
STATEMENTS OF INCOME
(UNAUDITED INTERIM FINANCIAL STATEMENTS-CONFIDENTIAL)
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
-------------------------- --------------------------
1998 1999 1998 1999
----------- ----------- ----------- -----------
(Unaudited) (Unaudited)
<S> <C> <C> <C> <C>
Revenue:
Laboratory Services ............. $ 678,333 $ 1,468,824 $ 3,054,924 $ 3,712,762
Costs and expenses:
Costs of services ............... 417,876 713,176 1,430,709 1,995,339
Sales, general and administrative 643,282 582,088 1,732,691 1,754,247
Research and development ........ 29,595 0 80,338 (395)
----------- ----------- ----------- -----------
Total costs and expenses .............. 1,090,753 1,295,265 3,243,738 3,749,190
----------- ----------- ----------- -----------
Operating income (loss) ............... (412,420) 173,559 (188,814) (36,428)
Other income and (expense):
Interest expense ................ (14,266) (17,519) (29,446) (51,708)
Interest income ................. 6,765 715 18,444 6,304
----------- ----------- ----------- -----------
Total other income (expense) .......... (7,501) (16,804) (11,002) (45,404)
----------- ----------- ----------- -----------
Income (Loss) before income taxes ..... (419,921) 156,756 (199,816) (81,831)
Provision for income taxes ............ (9,470) 0 0 0
----------- ----------- ----------- -----------
Net income (loss) ..................... $ (410,451) $ 156,756 $ (199,816) $ ( 81,831)
=========== =========== =========== ===========
Basic and diluted earnings (loss)
per common share .............. $ ( 0.12) $ 0.05 $ (0.06) $ (0.02)
=========== =========== =========== ===========
</TABLE>
SEE ACCOMPANYING NOTES TO THE FINANCIAL STATEMENTS.
2
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
LARK TECHNOLOGIES, INC.
STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
NINE MONTHS ENDED
SEPTEMBER 30,
----------------------
1998 1999
--------- ---------
(Unaudited)
<S> <C> <C>
OPERATING ACTIVITIES
Net (loss) .............................................. $(199,816) $( 81,831)
Adjustments to reconcile net (loss)
to net cash provided by (used in) operating activities
Depreciation and amortization ................. 177,462 229,470
Changes in operating assets and liabilities:
Accounts receivable ...................... 278,820 (279,099)
Inventory ................................ (35,346) (58,201)
Prepaid expenses ......................... 8,552 51,761
Other Assets ............................. 1,799
Due from related parties ................. 55,369 13,326
Accounts payable ......................... 107,288 (109,164)
Accrued expenses ......................... (2,067) 99,130
Deposits ................................. (132,615) (83,632)
--------- ---------
Net cash provided by (used in) operating activities ..... 257,647 (216,441)
INVESTING ACTIVITIES
Purchases of property and equipment ........... (169,475) (96,549)
--------- ---------
Net cash used in investing activities ................... (169,475) (96,549)
FINANCING ACTIVITIES
Proceeds from issuance of notes payable ....... -- 480,567
Principal payments on notes payable ........... (24,947) (213,399)
Principal payments on capital lease ........... (94,462) (170,187)
Purchase Treasury shares of common ............ (4,945)
--------- ---------
Net cash provided by (used in) financing activities ..... (124,354) 96,981
--------- ---------
Net (decrease) in cash and cash equivalents ............. (36,182) (216,009)
Cash and cash equivalents at beginning of period ........ 626,003 465,506
--------- ---------
Cash and cash equivalents at end of period .............. $ 589,821 $ 249,497
========= =========
NONCASH FINANCING ACTIVITIES:
Capital lease to acquire equipment ............ $ 463,183 --
Insurance Note Payable ........................ $ 43,620 $ 59,805
Deferred Loan costs-Additional Paid-in-Capital -- 4,317
</TABLE>
SEE ACCOMPANYING NOTES TO THE FINANCIAL STATEMENTS
3
<PAGE>
LARK TECHNOLOGIES, INC.
NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)
1. ORGANIZATION
Lark Technologies, Inc., a Delaware corporation (the "Company"), was
formed on November 16, 1994, as a wholly-owned subsidiary of SuperCorp Inc.
("SuperCorp"), for the purpose of merging with Lark Sequencing Technologies,
Inc., a Delaware corporation ("Sequencing"), as outlined in a merger agreement
("Merger Agreement") entered into by SuperCorp and Sequencing on October 28,
1994. SuperCorp approved the Merger Agreement on September 5, 1995 and by the
stockholders of Sequencing on September 12, 1995. As a consequence of the
merger, all of the shares of common and preferred stock of Sequencing were
exchanged for 1,800,000 shares of Common Stock of the Company with a par value
of $0.001 per share and the 200,000 shares of Common Stock of the Company held
by SuperCorp were distributed to the shareholders of SuperCorp. The Company has
succeeded to all of the business previously undertaken by Sequencing. Lark
provides specialized molecular biology contract research services to
pharmaceutical and biotechnology researchers.
2. BASIS OF PRESENTATION
The accompanying unaudited interim financial statements have been
prepared pursuant to the rules and regulations of the Securities and Exchange
Commission. Certain information in footnote disclosures normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted pursuant to these rules and
regulations. The accompanying unaudited interim financial statements reflect all
adjustments which the Company considers necessary for a fair presentation of the
results of operations for the interim periods covered and for the financial
condition of the Company at the date of the interim balance sheet. All such
adjustments are of a recurring nature. Results for the interim periods are not
necessarily indicative of results for the year.
For financial reporting purposes, the merger of the Company and
Sequencing has been accounted for as a recapitalization of Sequencing, and the
historical financial statements of Sequencing prior to the merger became the
financial statements of the Company.
3. INVENTORY
Historically this caption has reflected the Company's work in process
inventory only. Now, it also includes a component of finished goods, QPCR Assay
kits held for resale, which are valued at $149,656.
4. NOTES PAYABLE
On June 30, 1999, the Company renewed its revolving line of credit and
extended the maturity to December 31, 1999. Under the terms of its revolving
line, the company may borrow up to $450,000 at the bank's prime rate (8.25% at
September 30, 1999) plus 2%. The borrowing base of this line of credit is equal
to 80% of certain accounts receivable that are no more than 90 days old. On
September 30, 1999 the Company had a borrowing base of $435,068 against which
$366,787 was outstanding. Under the terms of the revolving line of credit
agreement, the Company is required to maintain certain financial ratios and a
specific level of net worth. As of September 30, 1999, the Company was in
compliance with all required financial ratios and specific net worth
requirements.
On March 13, 1998, the Company arranged an advised discretionary credit
line for the financing of equipment with the same bank used for the line of
credit described above. Under the terms of this discretionary credit, the
Company was able to borrow up to $600,000 secured by the equipment purchased
with the proceeds of
4
<PAGE>
the borrowings. This discretionary credit line provided for the borrowings of up
to 75% of the purchase price of equipment at the bank's prime plus 1.5%. This
credit line provided for repayment terms up to 36 months and matured on May 31,
1999. On January 5, 1999, the Company borrowed $22,000 against this line of
credit for the purchase of lab equipment. Although this credit facility was not
renewed, the $17,111 remaining balance of the loan (above) continued with its
original terms.
On July 13, 1999, the company arranged a $200,000 term loan from the
same bank that extended the revolving credit facility. Under the terms of the
loan, the company is to make substantially equal payments over a six-month
period ending with the last payment on January 15, 2000. Interest on the loan is
at the bank's prime rate (8.25% at September 30, 1999). As additional security
for this loan, certain stockholders of the Company agreed to provide guarantees
that total $250,000 in exchange for warrants to purchase the Companies common
stock. See note 6 to the financial statements for further details.
5. EARNINGS PER SHARE
The following table sets forth the weighted average shares outstanding
for the computation of basic and diluted earnings per share:
<TABLE>
<CAPTION>
FOR THE THREE MONTHS ENDING FOR THE NINE MONTHS ENDING
SEPTEMBER 30, SEPTEMBER 30,
1998 1999 1998 1999
---------------------- ----------------------
<S> <C> <C> <C> <C>
Weighted average common shares outstanding: . 3,323,182 3,319,546 3,323,755 3,319,546
Dilutive securities - employee stock options: 16,893 139,463 19,137 50,632
---------------------- ----------------------
Weighted average common shares outstanding
assuming full dilution: .................... 3,340,075 3,459,009 3,342,892 3,370,178
====================== ======================
</TABLE>
Options to purchase 163,000 and 268,322 shares of common stock were
outstanding during 1998 and 1999 respectively, but were not included in the
computation of diluted earnings per share because the effect would be
antidilutive.
6. COMMITMENTS AND CONTINGENCIES
STOCK OPTIONS AND WARRANTS
During May through September of 1999 inclusive, the Company issued
options to certain employees in conjunction with a salary reduction plan
instituted May 1, 1999, with an exercise price of $0.75 per share.
During September 1997, the company set up a nonqualified stock option
plan for its non-employee directors. On September 16, 1997, the Company issued
stock options to its non-employee directors, which totaled 10,000 shares with an
exercise price of $1.51 per share. These options vest twenty five percent per
year such that they are fully vested in four years. On July 20, 1998, the
Company issued stock options to its non-employee directors, which totaled 5,000
shares with an exercise price of $1.55 per share.
During July of this year, the Company issued warrants to certain
stockholders who provided $250,000 in personal guarantees as collateral for a
$200,000 term loan. These warrants provide the holders with the option to
purchase a total of 250,000 shares of the Company's common stock. Under the
terms of the warrants, 125,000 warrants shares may be redeemed by the Company if
the guaranteed loan is repaid within the terms of the loan at a redemption price
of $.25 per share. The balance of the warrants are not redeemable by the
Company. These warrants provide for variable vesting and have a life of 3 years.
5
<PAGE>
PATENT LICENSE AGREEMENT
Effective June 15, 1995, the Company entered into an exclusive patent
sub-license agreement regarding senescence technology with another biotech
company. The agreement grants to the Company an exclusive license to certain
"Licensed Patent Rights" of this third party and requires the Company to perform
research and development efforts as defined in the agreement. The Company is
required to pay the third party a royalty of 25% to 50% of all consideration the
Company receives as a result of sales of licensed products and licensed
processes or a sub-license or assignment of the Company's rights under the
agreement. If the Company does not meet the research and development milestones
as defined in the agreement, or is unable to successfully commercialize the
results of the research and development efforts, the agreement will terminate.
Otherwise, the agreement will terminate upon the dissolution of the Company or
the expiration of the "Licensed Patent Rights". The Company may also terminate
the agreement with 60 days written notice to the third party.
On October 6, 1998, the Company announced the restructuring of its
senescence technology development program. Sennes Drug Innovations, Inc., the
Company's licensor for the senescence technology, which originated with a third
party, recently appointed a new president. This appointment was allowed by the
settlement of various technology transfer issues between the third party and
Sennes. This new president will represent the Sennes technologies, including the
senescence gene technology licensed to the Company, to third parties. The
Company's license for senescence technologies remains intact.
The senescence technology includes genes involved in regulating the
four senescence gene pathways. Senescence is the normal physiological process
that controls cellular immortality. Immortal cells are closely related to cancer
and can add insights into aging and abnormal development.
6
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
The following discussion and analysis should be read in conjunction
with the Financial Statements and the accompanying Notes herein, and is
qualified entirely by the foregoing and by other more detailed financial
information appearing elsewhere.
GENERAL
Lark is a leading molecular biology Contract Research Organization
(CRO) providing services to the pharmaceutical and biotechnology industries
worldwide. Lark's service portfolio consists of various DNA sequencing and
molecular biology services as follows:
o AUTOMATED DNA SEQUENCING SERVICES. Lark applies automated sequencing
techniques to generate high throughput DNA sequence and fast turnaround
screening information, including genome sequencing, shotgun sequencing
and shotgun library construction services.
o GENETIC STABILITY TESTING SERVICES. Lark's genetic stability testing
services are used to characterize Master Cell Banks, Manufacturers'
Working Cell Banks and Post Production Cell Samples from bacterial,
yeast and cell cultures. Genetic stability testing is used to analyze a
production strain's stability and demonstrate that the expression
system has not undergone any mutations or rearrangements that would
affect the integrity of the product. This service assists companies
producing genetically manufactured products to optimize production
yields, determine product purity, and support regulatory submissions.
This service was introduced in late 1996.
o QUANTITATIVE PCR SERVICES. Lark uses Quantitative PCR techniques to
measure the distribution and expression of target DNA or RNA in a
customer's sample from cultured cells, microorganisms, or tissues such
as brain, lung, liver, and kidneys.
o ARRAY SERVICES. Lark uses automated PCR techniques to produce molecular
materials used in the construction of biochip arrays.
o MOLECULAR BIOLOGY SERVICES. Lark offers a variety of molecular biology
services including library screening, library prescreening, southern
blot analysis, subcloning, plasmid preparation and PCR amplification.
Lark consults with its customers to customize a broad range of
molecular biology projects.
o DIFFERENTIAL DISPLAY SERVICE. Lark uses differential display techniques
for analyzing differences in gene expression caused by the introduction
of various drug compounds, viruses or stimulatory factors. Differential
display can be useful in identifying novel genes and gene functions. By
understanding how and when a gene is expressed or repressed, targeted
interventions can be developed to maximize results and minimize harmful
side effects. This service is used to discover novel genes as well as
to characterize pharmaceutical effects.
In 1995 Lark undertook a senescence gene discovery program for its own
account. Although several genes were discovered in this program, lack of gene
functionality coupled with license issues caused Lark to reduce its funding for
this program. Lark continues to work towards license issue resolution and
eventual potential sublicense agreements.
7
<PAGE>
RESULTS OF OPERATIONS
GROSS REVENUES. Gross revenues increased 117% from $678,333 to
$1,468,824 for the three-month periods ended September 30, 1998 and 1999,
respectively. Gross revenues increased 22% from $3,054,924 to $3,712,762 for the
nine-month periods ended September 30, 1998 and 1999, respectively. The increase
in revenues for the quarter and nine-month period was attributable to the
success of the new operating format put into place by the Company last year.
This new format which consists of three new services, a new lab facility in the
UK and a larger, more effective sales and marketing department has provided the
Company with a broader base of revenue. This broader revenue base has allowed
the Company to report its highest quarterly revenue to date in a quarter that
has historically been it's lowest.
COSTS OF SERVICES. Costs of services consist primarily of labor and
laboratory supplies. Costs of services increased 71% from $417,876 to $713,176
for the three month periods ended September 30, 1998 and 1999, respectively, and
increased 39% from $1,430,709 to $1,995,339 for the nine month periods ended
September 30, 1998 and 1999, respectively. Cost of services increased due to the
proportional increase of the variable costs that resulted from higher sales
volume. Costs of services as a percentage of revenue were 62% and 49% for the
three month periods ending September 30, 1998 and 1999, respectively, and 47%
and 54% for the nine month periods ending September 30, 1998 and 1999,
respectively. The decrease in the percentage for the quarter ending September
30, 1999 resulted from the higher sales volume because a relatively high
percentage of these costs are fixed and do not increase directly with sales
volume. The increase in the percentage for the nine-month period ending
September 30, 1999 occurred due to the additional expenses necessary to add the
new services. Since these expenses were incurred well before the revenue from
those services began, the percentage of cost of services to revenues increased.
SALES, GENERAL AND ADMINISTRATIVE EXPENSES. Sales, general and
administrative expenses consist primarily of salaries and related costs,
depreciation, amortization, legal and professional costs, rent, travel, and
advertising. Sales, general and administrative expenses decreased 10% from
$643,282 to $582,088 for the three month periods ended September 30, 1998 and
1999, respectively, and increased 1% from $1,732,691 to $1,754,247 for the nine
month periods ended September 30, 1998 and 1999, respectively. The decrease in
expenses for the quarter ended September 30, 1999 was attributable to a
reduction in staff and a voluntary payroll reduction in effect since May 1999.
Sales, general and administrative expenses as a percentage of revenue were 95%
and 40% for the three month periods ending September 30, 1998 and 1999,
respectively, and 57% and 47% for the nine month periods ended September 30,
1998 and 1999, respectively.
RESEARCH AND DEVELOPMENT. Research and development costs decreased 100%
from $29,595 to $0 for the three month periods ended September 30, 1998 and
1999, respectively, and 100% from $80,338 to ($395) for the nine month periods
ended September 30, 1998 and 1999, respectively. The decrease in research and
development costs was attributable to decreases in expenditures for the gene
senescence project. Research and development costs as a percentage of revenue
were 4% and 0% for the three month periods ended September 30, 1998 and 1999,
respectively, and 3% and 0% for the nine month periods ended September 30, 1998
and 1999, respectively.
VARIABILITY OF FUTURE OPERATING RESULTS. For the first nine months of
1999, the Company continued the plan it started in 1998 toward a broader base of
services. The Company experienced a significant revenue increase during the
quarter ended September 30, 1999 due in large part to the revenues from the new
services now offered and the new lab now operating in the UK. As the Company
continues with it's new format, revenues will be variable as the new programs
become more widely known and net losses may be experienced until the new
programs being implemented become fully effective. Once these changes are fully
in place, the Company's revenue and net income have the potential for much
higher levels than have been historically achieved. The company continues to
seek large contracts and diversify its customer base.
LIQUIDITY AND CAPITAL RESOURCES. Operating cash flow was $257,648 and
($280,562) for the nine-month periods ended September 30, 1998 and 1999,
respectively.
8
<PAGE>
On June 30, 1999, the Company renewed its revolving loan facility
through December 31, 1999, and may now borrow up to $450,000 under the terms of
the new credit line. See note 3 to financial statements for further details of
the companies borrowing facilities.
On July 13, 1999, the Company borrowed an additional $200,000 from the
same bank that provided the revolving loan facility. This loan, which is to be
repaid in six approximately equal payments, was guarantee by certain
shareholders of the Company and provides for interest at the bank's prime rate.
See notes 4 and 6 to the financial statements for further details.
The Company is currently negotiating a lease for a new facility in
Houston with approximately 15,000 square feet to replace its existing one. Under
the terms of the lease, the Company will make monthly lease payments that
escalate in increments over the 10-year term of the lease. At the end of the
seventh year, the Company may terminate the lease by making certain payments to
the landlord. The Company expects to occupy the new facility in January 2000.
MATERIAL COMMITMENTS. The Company currently has no outstanding material
commitments.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Not applicable.
ITEM 2. CHANGES IN SECURITIES
Not applicable.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Not applicable.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Not applicable
ITEM 5. OTHER INFORMATION
Not applicable.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
No reports on Form 8-K were filed during the quarter ending
September 30, 1999.
INDEX OF EXHIBITS
2.1(1) The Agreement of Merger of November 18, 1994, between Lark
Technologies, Inc. and Lark Sequencing Technologies, Inc.
providing for the merger of Lark Sequencing Technologies, Inc.
into the Company.
3.1(1) Bylaws of Lark Technologies, Inc., as amended.
3.2(1) The Certificate of Incorporation of Lark Technologies, Inc., as
amended.
10.1(1) 1990 Stock Option Plan adopted by the Company.
10.13(2) Agreement entered into by and between the Company and Genomyx
Corporation.
10.14(2) The portion of the Minutes of the Executive Session of the
Meeting of the Board of Directors of the Company held
December 8,1995, establishing and defining the bonus plan for
1996 under
9
<PAGE>
which the chief executive officer, chief financial officer, and other
employees may receive cash bonuses as part of their compensation.
(1) INCORPORATED by reference from the Company's Registration Statement on Form
S-4 dated August 14, 1995, Commission File No. 33-90424. The exhibit numbering
system used in Form S-4 differed from that used in this Form 10-QSB (8a, 2d, 2c,
6b, 6c, 6d-1, and 6f, respectively).
(2) Incorporated by reference from the Company's Form 10-QSB for the quarterly
period ended March 31, 1996.
10
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
Lark Technologies, Inc.
(Registrant)
Date November 12, 1999 /s/ VINCENT P. KAZMER.
--------- --------------------------------
Vincent P. Kazmer
President and Chief Executive Officer
Date November 12, 1999 /s/ DOUGLAS B. WHEELER.
--------- ------------------------------------
Douglas B. Wheeler
Vice President, Finance
11
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> SEP-30-1999
<CASH> 249,498
<SECURITIES> 0
<RECEIVABLES> 914,590
<ALLOWANCES> (35,843)
<INVENTORY> 197,980
<CURRENT-ASSETS> 1,414,392
<PP&E> 2,276,732
<DEPRECIATION> (1,332,165)
<TOTAL-ASSETS> 2,378,226
<CURRENT-LIABILITIES> 1,694,252
<BONDS> 0
0
0
<COMMON> 3,324
<OTHER-SE> 661,967
<TOTAL-LIABILITY-AND-EQUITY> 2,378,226
<SALES> 3,712,762
<TOTAL-REVENUES> 3,712,762
<CGS> 1,995,339
<TOTAL-COSTS> 3,749,190
<OTHER-EXPENSES> (45,404)
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 51,708
<INCOME-PRETAX> (81,831)
<INCOME-TAX> 0
<INCOME-CONTINUING> (81,831)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (81,831)
<EPS-BASIC> (0.02)
<EPS-DILUTED> (0.02)
</TABLE>
