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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 June 30, 2000
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.)
9441 WEST SAM HOUSTON PARKWAY SOUTH, SUITE 103
HOUSTON, TX 77099
(Address of principal executive offices)
(713) 779-3663
(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 [ ] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS
As of July 31, 2000, there were 3,489,338 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 JUNE 30, 2000.
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 ................................................................. 10
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PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
LARK TECHNOLOGIES, INC.
BALANCE SHEET
LARK TECHNOLOGIES, INC.
BALANCE SHEET
AS OF JUNE 30, 2000
JUNE 30, 2000
---------------
(UNAUDITED)
ASSETS
Current assets:
Cash and cash equivalents ......................... $ 416,095
Accounts receivable, net .......................... 819,304
Due from related parties .......................... 8,252
Work-in-process ................................... 78,380
Finished goods .................................... 149,656
Prepaid expenses .................................. 73,943
---------------
Total current assets ........................................ 1,545,630
Property and equipment, net ................................. 1,026,323
Other assets, net ........................................... 30,390
---------------
Total assets ................................................ $ 2,602,343
===============
LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities:
Accounts payable .................................. $ 438,250
Notes payable ..................................... 396,125
Capital lease obligations-current portion ......... 71,772
Accrued expenses .................................. 100,952
Customer deposits ................................. 420,301
Deposits from related parties ..................... 86,889
---------------
Total current liabilities ................................... 1,514,289
Note payable-long term portion .............................. 4,278
Capital lease obligations-long term portion ................. 100,606
---------------
Total liabilities: .......................................... 1,619,173
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:3,493,838 and outstanding
shares:3,489,338 ........................... 3,494
Additional paid-in capital ........................ 2,629,993
Treasury stock at cost ............................ (4,946)
Amounts due from shareholders ..................... (15,045)
Accumulated deficit ............................... (1,630,326)
---------------
Total stockholders' equity .................................. 983,170
---------------
Total liabilities and stockholders' equity .................. $ 2,602,343
===============
SEE ACCOMPANYING NOTES TO THE FINANCIAL STATEMENTS.
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PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
LARK TECHNOLOGIES, INC.
STATEMENTS OF INCOME
LARK TECHNOLOGIES, INC.
STATEMENTS OF INCOME
(UNAUDITED INTERIM FINANCIAL STATEMENTS-CONFIDENTIAL)
<TABLE>
<CAPTION>
THREE MONTHS ENDED JUNE 30, SIX MONTHS ENDED JUNE 30,
------------------------------ ------------------------------
1999 2000 1999 2000
----------- ----------- ----------- -----------
(UNAUDITED) (UNAUDITED)
<S> <C> <C> <C> <C>
Revenue:
Laboratory Services .............................. $ 1,001,089 $ 1,484,134 $ 2,243,939 $ 2,685,927
Costs and expenses:
Costs of services ................................ 579,211 951,941 1,445,027 1,702,687
Sales, general and administrative ................ 458,768 482,951 1,009,538 926,148
Research and development ......................... (8,811) 0 (395) 0
----------- ----------- ----------- -----------
Total costs and expenses ............................... 1,029,169 1,434,891 2,454,170 2,628,835
----------- ----------- ----------- -----------
Operating income (loss) ................................ (28,080) 49,243 (210,231) 57,092
Other income and (expense):
Interest expense ................................. (16,932) (16,778) (34,189) (37,024)
Interest income .................................. 2,843 4,693 5,589 5,328
----------- ----------- ----------- -----------
Total other income (expense) ........................... (14,089) (12,085) (28,600) (31,696)
----------- ----------- ----------- -----------
Income (loss) before income taxes ...................... (42,168) 37,157 (238,831) 25,396
Provision for income taxes ............................. 0 0 0 0
----------- ----------- ----------- -----------
Net Income (loss) ...................................... ($ 42,168) $ 37,157 ($ 238,831) $ 25,396
=========== =========== =========== ===========
Basic and diluted earnings (loss)
per common share ............................... (0.01) 0.01 ($ 0.07) $ 0.01
=========== =========== =========== ===========
</TABLE>
SEE ACCOMPANYING NOTES TO THE FINANCIAL STATEMENTS.
2
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PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
LARK TECHNOLOGIES, INC.
STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
SIX MONTHS ENDED
JUNE 30,
-----------------------------------
1999 2000
--------------- ---------------
(UNAUDITED)
<S> <C> <C>
OPERATING ACTIVITIES
Net income (loss) .......................................................................... $ (238,587) $ 25,396
Adjustments to reconcile net income (loss)
to net cash provided by (used in) operating activities
Depreciation and amortization .................................................... 151,826 171,059
Changes in operating assets and liabilities:
Accounts receivable ......................................................... (83,461) 105,604
Work-in-process ............................................................. (62,174) 1,692
Prepaid expenses ............................................................ 12,599 18,069
Other Assets ................................................................ 13,326 1,172
Accounts payable ............................................................ 41,529 (174,286)
Accrued expenses ............................................................ (27,887) (61,795)
Deposits .................................................................... (42,237) 285,599
--------------- ---------------
Net cash provided by (used in) operating activities ........................................ (235,066) 372,509
INVESTING ACTIVITIES
Purchases of property and equipment ........................................................ (75,889) (130,563)
--------------- ---------------
Net cash used in investing activities ...................................................... (75,889) (130,563)
FINANCING ACTIVITIES
Proceeds from issuance of notes payable .................................................... 150,000 106,500
Principal payments on notes payable ........................................................ (62,877) (187,252)
Principal payments on capital leases ....................................................... (106,757) (132,821)
Proceeds from exercised stock options ...................................................... 135,641
Proceeds from exercised warrants ........................................................... 12,500
Redemption of warrants ..................................................................... (31,250)
--------------- ---------------
Net cash used in financing activities ...................................................... (19,634) (96,682)
--------------- ---------------
Net increase (decrease) in cash and cash equivalents ....................................... (330,589) 145,264
Cash and cash equivalents at beginning of period ........................................... 465,506 270,830
--------------- ---------------
Cash and cash equivalents at end of period ................................................. $ 134,917 $ 416,095
=============== ===============
</TABLE>
SEE ACCOMPANYING NOTES TO THE FINANCIAL STATEMENTS.
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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 laboratory services for DNA sequencing to biotechnology
researchers.
2. ACCOUNTING POLICIES
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.
RECENTLY ISSUED ACCOUNTING STANDARDS
In December 1999, the Securities and Exchange Commission (SEC) issued
Staff Accounting Bulletin 101, Revenue Recognition in Financial Statements ("SAB
101"), which the Company is required to adopt in the first quarter of 2000. In
March 2000, the SEC issued SAB 101A and temporarily delayed adoption. SAB 101
clarifies how existing revenue recognition rules should be applied. The Company
is currently evaluating their revenue recognition policies and the effect of
adoption.
RECLASSIFICATIONS
Certain amounts in prior years have been reclassified to conform to the 2000
presentation.
3. INVENTORY
Finished goods inventory consists of the direct and indirect costs to
produce quantitative polymerase chain reaction (QPCR) assays held for resale. At
June 30, 2000 finished goods inventory was $149,656.
Work in process inventory includes the direct and indirect costs
associated with projects that had been started but not yet completed at June 30,
2000. Direct costs include such items as the cost of labor, reagents and
supplies directly associated with each project. Indirect costs include such
items as general supplies, laboratory management, depreciation, and costs to
operate the lab. These costs are applied to each project on the basis of direct
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labor hours incurred for the project, up to the point of measurement, such as
the end of an accounting period. At June 30, 2000, work in process inventory was
$78,380.
4. NOTES PAYABLE
On December 31, 1999, the Company renewed its revolving line of credit and
extended the maturity to December 31, 2000. Under the terms of its revolving
line, the company may borrow up to $600,000 at the bank's prime rate (9.5% at
June 30, 2000) 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 June
30, 2000 the Company had $343,574 outstanding under this line. 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 June 30, 2000,
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 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. As of June 30,
2000, a balance of $11,611 remained on this loan.
On March 31, 2000, the Company arranged a $75,000 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 nine-month period
with the last payment on November 18, 2000. Interest is payable monthly at the
bank's prime rate plus 2%. On June 30, 2000, the Company owed $41,667 under this
note.
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 SIX MONTHS ENDING
JUNE 30, JUNE 30,
--------------------------------- ---------------------------------
1999 2000 1999 2000
--------------- --------------- --------------- ---------------
<S> <C> <C> <C> <C>
Weighted average common shares outstanding: ........... 3,319,546 3,478,804 3,319,546 3,433,046
Dilutive securities - employee stock options: ......... 1,138 179,007 3,616 249,384
--------------- --------------- --------------- ---------------
Weighted average common shares outstanding
Assuming full dilution: .............................. 3,320,684 3,657,811 3,323,162 3,682,430
=============== =============== =============== ===============
</TABLE>
Options to purchase 250,240 shares of common stock were outstanding during
1999 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 the quarter, options to purchase 29,559 shares of common stock were
exercised at various prices, ranging from $.47 to $2.00 per share.
PATENT LICENSE AGREEMENT
Effective June 15, 1995, the Company entered into an exclusive patent
sub-license agreement 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
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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.
SPONSORED RESEARCH CONTRACT
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.
COMMITMENTS AND CONTINGENCIES
The Company is involved in various legal proceedings that have arisen in
the ordinary course of business. In the opinion of management, based on
consultations with counsel and a review of the facts, the ultimate liability to
the Company will not have a material effect on the financial position of the
Company.
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 Technologies, Inc. ("Lark" or "the Company") is a successor in
interest, through a merger effected in September 1995, to Lark Sequencing
Technologies, Inc., which was incorporated under the business corporation laws
of the State of Delaware on May 4, 1990.
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 PostProduction 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 POLYMERASE CHAIN REACTION (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
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RESULTS OF OPERATIONS
GROSS REVENUES. Gross revenues increased 48% from $1,001,089 to $1,484,134
for the three-month periods ended June 30, 1999 and 2000, respectively. Gross
revenue increased 19% from $2,243,939 to $2,685,927 for the six-month periods
ended June 30, 1999 and 2000 respectively. The increase in revenues for the
quarter and six months was due significant increases in all of the segments of
the Company's current business model.
COSTS OF SERVICES. Costs of services consist primarily of labor and
laboratory supplies. Costs of services increased 64% from $579,211 to $951,941
for the three-month periods ended June 30, 1999 and 2000, respectively. Costs of
services increased 18% from $1,445,027 to $1,702,687 for the six-month periods
ended June 30, 1999 and 2000, respectively. Part of the increase in costs of
services was due to the additional variable costs necessary to produce the
additional revenue for the quarter. Another part of the increase was the
presence of three new positions during second quarter of 2000 that did not exist
during the second quarter of 1999. These new positions were: a director of
quality assurance, a director of bioinformatics and an administrative support
person. Costs of services as a percentage of revenue were 58% and 64% for the
three-month periods ending June 30, 1999 and 2000, respectively and 64% and 63%
for the six-month periods ended June 30, 1999 and 2000, respectively.
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 increased 5% from
$458,768 to $482,951 for the three-month periods ended June 30, 1999 and 2000,
respectively. The increase was mainly due to recruitment costs of approximately
$49,000 incurred to hire a new sales representative in the northeast region of
the US and new personnel in the UK. Sales, general and administrative expenses
decreased 8% from $1,009,538 to $926,148 for the six-month period ended June 30,
1999 and 2000, respectively. These decreases were due, in part, to the
reclassifications referenced in the cost of services section (above) and the
departure of the Company's previous President in November 1999. Sales, general
and administrative expenses as a percentage of revenue were 46% and 33% for the
three-month and 45% and 34% for the six-month periods ended June 30, 1999 and
2000, respectively.
RESEARCH AND DEVELOPMENT. Research and development costs changed from
(8,811) to $0 for the three-month periods ended June 30, 1999 and 2000,
respectively. Research and development costs changed from ($395) to $0 for the
six months ended June 30, 1999 and 2000, respectively. The credits in 1999 were
due to reclassified expenses for website development costs. The change in
research and development costs was attributable to the suspension of the
sponsored research agreement project.
VARIABILITY OF FUTURE OPERATING RESULTS In 1998, the Company adopted a new
business model that broadened its services and expanded its customer base. The
favorable results reported for the third quarter of 1999 reflected the first
profitable quarter for this business model. That success was continued in the
fourth quarter of 1999 and was interrupted, in the first quarter of 2000, only
by the extra expenses and disruption incurred to relocate the Company to its new
headquarters and lab facility in Houston during January of 2000. The profitable
trend continued into the second quarter of 2000 although earnings were somewhat
lower due to the recruiting expenses explained in the sales, general and
administrative section above. As the Company continues to grow, additional
expenses will be required to add the personnel and equipment necessary to grow
the Company even faster. The Company continues to seek large contracts and
diversify its customer base.
LIQUIDITY AND CAPITAL RESOURCES. Operating cash flow was ($235,066) and
$372,509 for the six-month periods ended June 30, 1999 and 2000, respectively.
The positive operating cash flow for the quarter ending June 30, 2000 occurred
primarily as a result of the net income reported for the period and net increase
in customer deposits. During this quarter, the Company managed to reduce trade
payables approximately $119,000 with funds provided from collections of accounts
receivable and other sources.
On December 31, 1999, the Company renewed its revolving loan facility
through December 31, 2000, and may now borrow up to $600,000 under the terms of
the new credit line. On March 31, 2000, the Company borrowed $75,000 under a new
term loan payable in monthly installments and maturing November 18, 2000. See
note 4 to financial statements for further details of the companies borrowing
facilities.
8
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During the second quarter of 2000, incentive stock options to purchase
29,559 shares of common stock were exercised at various prices, ranging from
$.47 to $2.00.
MATERIAL COMMITMENTS. The Company currently has no outstanding material
commitments.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None.
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 June 30,
2000.
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 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.
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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 AUGUST 14, 2000 /s/ DOUGLAS B. WHEELER
-------------------- -------------------------------------
Douglas B. Wheeler
President and Chief Operating Officer
10
