-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, SZ9XwCvFUyrLHUYB/C8UvjYHc8VZzVLcldeWgHpxyUHCE+IZpMw6StQMyESHvZWI 4INT0yj1qAkyAoqJC+wgZg== 0000950116-00-001237.txt : 20000516 0000950116-00-001237.hdr.sgml : 20000516 ACCESSION NUMBER: 0000950116-00-001237 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000331 FILED AS OF DATE: 20000515 FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNIVERSAL DISPLAY CORP \PA\ CENTRAL INDEX KEY: 0001005284 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER TERMINALS [3575] IRS NUMBER: 232372688 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 001-12031 FILM NUMBER: 635296 BUSINESS ADDRESS: STREET 1: THREE BALA PLAZA, SUITE 104E CITY: BALA CYNWYD STATE: PA ZIP: 19004 BUSINESS PHONE: 6106174010 MAIL ADDRESS: STREET 1: THREE BALA PLAZA EAST STREET 2: SUITE 104 CITY: BALA CYNWYD STATE: PA ZIP: 19004 10-Q 1 10-Q U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2000 ( ) TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________ to _________ Commission File No. 0-28146 UNIVERSAL DISPLAY CORPORATION ----------------------------------------------------- (Exact name of registrant as specified in its charter) PENNSYLVANIA 23-2372688 ------------------------------- ------------------- (State or other jurisdiction of (I.R.S. Employer Incorporation or organization) Identification No.) 375 Phillips Boulevard Ewing, New Jersey 08618 ------------------------------------------ ---------- (Address of principal executive offices) (Zip Code) (609) 671-0980 -------------------------------------------------- (Registrant's telephone number, including area code) Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes X No APPLICABLE ONLY TO CORPORATE ISSUERS Indicate the number of shares outstanding of each of the issuer's classes of Common Stock, as of the latest practicable date: As of May 8, 2000, the registrant had outstanding 15,040,636 shares of common stock, par value $.01 per share. INDEX PAGE - ------ ---- Part I - Financial Information Item 1. Financial Statements Consolidated Balance Sheets - March 31, 2000 (unaudited) and December 31, 1999 3 Consolidated Statements of Operations - Three months ended March 31, 2000 and 1999, and inception to March 31, 1999 (unaudited) 4 Consolidated Statements of Cash Flows - Three months ended March 31, 2000 and 1999, and inception to March 31, 1999 (unaudited) 5 Notes to Consolidated Financial Statements (unaudited) 6-8 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 9-10 Item 3. Quantitative and Qualitative Disclosures About Market Risk 10 Part II - Other Information Item 6. Exhibits and Reports on Form 8-K. 10 PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS UNIVERSAL DISPLAY CORPORATION AND SUBSIDIARY (a development-stage company) CONSOLIDATED BALANCE SHEETS
ASSETS March 31, 2000 December 31, 1999 (unaudited) ------------ ------------ CURRENT ASSETS: Cash and cash equivalents (See Note 2) $ 4,578,378 $ 1,558,473 Short-term investments (See Note 2) 4,119,377 4,300,060 Contract research receivables 40,761 267,423 Prepaid consulting fee 102,615 204,677 Other current assets 208,559 248,041 ------------ ------------ Total current assets 9,049,690 6,578,674 PROPERTY AND EQUIPMENT, net of accumulated depreciation of $255,639 and $123,600 3,987,663 3,679,965 DEPOSITS 58,211 58,211 ------------ ------------ Total assets $13,095,564 $10,316,850 ============ ============ LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES: Accounts payable $ 709,433 $ 651,837 Accrued expenses 212,517 218,522 ----------- ------------ 921,650 870,359 CAPITAL LEASES 19,205 20,021 SHAREHOLDERS' EQUITY Preferred Stock, par value $0.01 per share, 5,000,000 shares authorized, 200,000 shares designated Series A Nonconvertible Preferred Stock, par value $.01 per share, 200,000 issued and outstanding (liquidation value of $7.50 per share or $1,5000,000) 2,000 2,000 Common Stock, par value $.01 per share, 25,000,000 shares authorized, 14,919,193 and 13,714,563 issued and outstanding 149,192 137,146 Additional paid-in capital 32,505,809 27,986,667 Deficit accumulated during development-stage (20,502,592) (18,699,343) ------------ ------------ Total shareholders' equity 12,154,409 9,426,470 ------------ ------------ Total liabilities and shareholders' equity $ 13,095,564 $ 10,316,850 ============ ============
The accompanying notes are an integral part of these statements. 3 UNIVERSAL DISPLAY CORPORATION AND SUBSIDIARY (a development-stage company) CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)
Period from Inception Three Months Ended (June 17, 1994) to March 31, March 31, 2000 -------------------- -------------- 2000 1999 ---- ---- REVENUE: Contract research revenue $ 5,909 $ 117,233 $ 987,844 ----------- ---------- ------------ OPERATING EXPENSES: Research and development (See Note 3) 940,606 341,708 12,761,702 General and administrative 928,302 389,490 9,525,546 ----------- ---------- ------------ Total operating expenses 1,868,908 731,198 22,287,248 ----------- ---------- ------------ Operating loss (1,862,999) (613,965) (21,299,404) INTEREST INCOME 59,750 20,099 796,812 ----------- ---------- ------------ NET LOSS $(1,803,249) $ (593,866) $(20,502,592) ----------- ---------- ------------ BASIC AND DILUTED NET LOSS PER COMMON SHARE $ (.12) $ (.06) ----------- ---------- WEIGHTED AVERAGE SHARES USED IN COMPUTING BASIC AND DILUTED NET LOSS PER COMMON SHARE 14,579,193 10,324,455 ---------- ----------
The accompanying notes are an integral part of these statements. 4 UNIVERSAL DISPLAY CORPORATION AND SUBSIDIARY (a development-stage company) CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)
Three Months Period from Inception Ended March 31, (June 17, 1994) to 2000 1999 March 31, 2000 ---- ---- --------------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net Loss $(1,803,249) $(593,866) $(20,502,592) Depreciation 132,039 2,642 255,639 Issuance of Common Stock options and warrants -- -- 765,330 Issuance of Common Stock and warrants in connection with amended research and license agreements -- -- 3,120,329 Issuance of Common Stock in connection with executive compensation -- -- 423,220 Acquired in-process technology -- -- 350,000 Adjustments to reconcile net loss to net cash used in operating activities: (Increase) decrease in assets: Contract research receivables 226,662 (30,144) (40,761) Other current assets 141,544 31,148 22,152 Deposits -- (40,000) (58,211) Increase (decrease) in liabilities: Accounts payable and accrued expenses 51,591 (182,564) 921,650 Payable to related parties -- -- 250,000 --------- --------- ----------- Net cash used in operating activities $(1,251,413) (812,784) $(14,493,244) --------- --------- ----------- CASH FLOWS FROM INVESTING ACTIVITIES: Purchases of equipment (331,987) (3,388) (3,684,531) Purchases of short-term investments (1,455,419) -- (16,952,801) Proceeds from sale of short-term investments 1,636,102 -- 12,833,424 --------- --------- ----------- Net cash used in investing activities (151,304) (3,388) (7,803,908) --------- --------- ----------- CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from issuance of Common Stock -- -- 16,259,788 Proceeds from the exercise of Common Stock Options and Warrants 4,423,438 345,639 10,616,558 Principal payments on Capital Lease (816) -- (816) --------- --------- ----------- Net cash provided by financing activities 4,422,622 -- 26,875,530 INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 3,019,905 (470,533) 4,578,378 CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 1,558,473 1,828,381 -- --------- --------- ----------- CASH AND CASH EQUIVALENTS, END OF PERIOD $4,578,378 $1,357,848 $ 4,578,378 --------- --------- -----------
The accompanying notes are an integral part of these statements. 5 UNIVERSAL DISPLAY CORPORATION AND SUBSIDIARY (a development-stage company) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited) NOTE 1. - BACKGROUND Universal Display Corporation (the "Company"), a development-stage company, is engaged in the research and development and commercialization of organic light emitting diode ("OLED") technology for flat panel display applications. The Company, formerly known as Enzymatics, Inc. ("Enzymatics"), was incorporated under the laws of the Commonwealth of Pennsylvania on April 24, 1985 and commenced its current business activities on August 1, 1994. UDC Inc., a wholly owned subsidiary of the Company and a New Jersey corporation, formerly known as Universal Display Corporation ("UDC"), was incorporated under the laws of the State of New Jersey on June 17, 1994. Research and development of the OLED technology is being conducted at the Advanced Technology Center for Photonics and Optoelectronic Materials at Princeton University and at the University of Southern California ("USC") (on a subcontract basis with Princeton University), pursuant to a Sponsored Research Agreement dated August 1, 1994, as amended (the "1994 Sponsored Research Agreement"), originally between the Trustees of Princeton University ("Princeton University") and American Biomimetics Corporation ("ABC"), a privately held Pennsylvania corporation and affiliate of the Company. In October 1997, the Company entered into a new 5-year Sponsored Research Agreement (the "1997 Sponsored Research Agreement") for OLED technology (see Note 3). Pursuant to a license agreement dated August 1, 1994 (the "1994 License Agreement") between Princeton University and ABC, assigned to the Company by ABC in June 1995, the Company has a worldwide exclusive license to manufacture and market products based on Princeton University's pending patent application relating to the OLED technology and the right to obtain a similar license to inventions conceived or discovered under the 1994 Sponsored Research Agreement and to sublicense such rights. In October 1997, the Company amended the 1994 License Agreement (the "1997 Amended License Agreement") in which certain terms were modified (see Note 3). The Company is also engaged in research, development and commercialization activities at its 11,000 square foot facility, which is leased in Ewing, NJ. The Company moved its operations to this facility in the fourth quarter of 1999. The Company is a development-stage entity with no significant operating activity to date. Expenses incurred have primarily been in connection with research and development funding, patent expense, obtaining financing and administrative activities. The developmental nature of the activities is such that significant inherent risks exist in the Company's operations. Completion of the commercialization of the Company's technology will require funds substantially greater than the Company currently has available. There can be no assurance that such financing will be available to the Company when needed, on commercially reasonable terms or at all. The Company anticipates, based on management's internal forecasts and assumptions relating to its operations, that it has sufficient cash to meet its obligations for at least the end of the fiscal year. To the extent that Princeton University's research efforts do not result in the development of commercially viable applications for the OLED technology, the Company will not have any meaningful operations. Even if a product incorporating the OLED technology is developed and introduced into the marketplace, additional time and funding may be necessary before significant revenues are realized. While the Company funds the OLED technology research, the scope of and technical aspects of the research and the resources and efforts directed to such research is subject to the control of Princeton University and the principal investigators. Accordingly, the Company's success is dependent on the efforts of Princeton University and the principal investigators. The 1997 Sponsored Research Agreement provides that if certain of the principal investigators are unavailable to continue to serve as a principal investigator, because such person is no longer associated with Princeton University or otherwise, and a successor acceptable to both the Company and Princeton University is not available, the 1997 Sponsored Research Agreement will terminate. 6 NOTE 2. - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES SUMMARY FINANCIAL INFORMATION AND RESULTS OF OPERATIONS INTERIM FINANCIAL INFORMATION In the opinion of the Company, the accompanying unaudited Consolidated Financial Statements contain all adjustments (consisting of only normal recurring adjustments) necessary to present fairly the financial position as of March 31, 2000, the results of operations for the three months ended March 31, 2000 and 1999, and the cash flows for the three months ended March 31, 2000 and 1999. While the Company believes that the disclosures presented are adequate to make the information not misleading, these Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and the notes in the Company's latest year-end financial statements, which were included in the Company's Annual Report Form 10-K for the year ended December 31, 1999. PRINCIPLES OF CONSOLIDATION The Consolidated Financial Statements include the accounts of the Company and its wholly owned subsidiary, UDC, Inc. All significant intercompany transactions and accounts have been eliminated. MANAGEMENT'S USE OF ESTIMATES The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS The Company considers all highly liquid debt instruments purchased with an original maturity of three months or less to be cash equivalents. Investments are carried at market value, and at March 31, 2000 and December 31, 1999, are classified as short-term investments. At March 31, 2000 and December 31, 1999, all of the Company's investments are classified as available for sale pursuant to Statement of Financial Accounting Standards No. 115, "Accounting for Certain Investments in Debt and Equity Securities," (SFAS 115). Therefore, any unrealized holding gains or losses should be presented as a separate component of shareholders' equity. At March 31, 2000 and December 31, 1999, unrealized holding gains or losses were not material. PROPERTY AND EQUIPMENT Property and equipment is stated at cost and depreciated on a straight-line basis over 3 to 7 years office and lab equipment, furniture and fixtures, and the lease term for leasehold improvements. Repair and maintenance costs are charged to expense as incurred. Additions and betterments are capitalized. NET LOSS PER COMMON SHARE The Company applies Statement of Financial Accounting Standards No. 128 ("SFAS 128"), "Earnings per Share" to compute net loss per share. SFAS 128 requires dual presentation of basic and diluted earnings per share ("EPS") for complex capital structures on the face of the Statements of Operations. Basic EPS is computed by dividing net income by the weighted-average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution from the exercise of conversion of securities into common stock. For the years ended December 31, 1999 and 1998 the effects of the exercise of outstanding stock options and warrants were excluded from the calculation of diluted EPS because their effect was antidilutive. RESEARCH AND DEVELOPMENT Expenditures for research and development expense are charged to operations as incurred. 7 RECENT ACCOUNTING PRONOUNCEMENTS Effective with the year ended December 31, 1999, the Company was subject to the provisions of Statement of Position ("SOP") 98-1, "Accounting for the Costs of Computer Software Development or Obtained for Internal Use" and SOP 98-5, "Reporting on the Costs of Start-up Activities." SOP 98-1 provides guidance on accounting for computer software developed or obtained for internal use including the requirement to capitalize specified costs and the amortization of such costs. SOP 98-5 provides guidance on the financial reporting of start-up activities and organization costs. It requires costs of start-up activities and organization costs to be charged to expense as incurred. The adoption of SOP 98-1 and SOP 98-5 did not have a material impact on the Company's financial position or results of operations. In December 1999, the Securities and Exchange Commission staff issued Staff Accounting Bulletin No. 101, "Revenue Recognition in Financial Statements" ("SAB 101"). The Bulletin draws on existing accounting rules and provides specific guidance on how those accounting rules should be applied. SAB 101 is effective for fiscal years beginning after December 15, 1999. The Company is evaluating SAB 101 and the effect it may have on its financial statements. At this time, the Company believes that SAB 101 will not have a material impact on its financial position or results of operations. NOTE 3. - SPONSORED RESEARCH AGREEMENT WITH PRINCETON UNIVERSITY On October 9, 1997, the Company entered into a new 5-year Sponsored Research Agreement (the "1997 Sponsored Research Agreement"), with Princeton University and entered into an Amended License Agreement with Princeton University and USC amending its 1994 License Agreement with Princeton University (the "1997 Amended License Agreement"). The 1997 Sponsored Research Agreement continues and expands the sponsored research, which commenced in 1994 (the "1994 Sponsored Research Agreement") under which the Company funds additional research and development work at Princeton University (and at USC under a subcontract with Princeton University) in OLED technology. The 1997 Sponsored Research Agreement requires the Company to pay up to $4.4 million commencing on July 31, 1998 through July 31, 2002, which period is subject to extension. The amounts due to Princeton University will be charged to expense when paid by the Company. Under the 1997 License Agreement, the Company has the exclusive worldwide license to manufacture and market products, and to sublicense those rights, based on Princeton University's and USC's pending patent applications relating to the OLED technology and conceived under the 1994 Sponsored Research Agreement, and to inventions conceived or discovered under the 1997 Sponsored Research Agreement. The Company is required to pay Princeton University a royalty in the amount of 3% of the Company's net sales of products utilizing the OLED technology. In circumstances where the Company sublicenses the OLED technology (except to affiliates), the royalty required to be paid by the Company was reduced from 50% to 3%. These royalty rates are subject to upward adjustments under certain conditions. In order to protect Princeton University's tax exempt status, the 1997 License Agreement provides that Princeton University may, in its sole discretion, determine whether, pursuant to the provisions of the Tax Reform Act of 1986, it is required to negotiate the royalties and other considerations payable to Princeton University on products not reasonably conceivable by the parties at the time of execution of the 1994 License Agreement. If Princeton University reasonably concludes that the consideration payable by the Company for any such product is not fair and competitive, Princeton University may exercise its right to renegotiate the royalties and other consideration payable by the Company for any such product prior to the expiration of 180 days after the first patent is filed or other intellectual property protection is sought. The Company has the right to commence arbitration proceedings to challenge Princeton University's exercise of such renegotiation rights. If the parties are unable to agree to royalties and other consideration for such products within a specified period of time, then Princeton University is free to license third parties without repayment of any funds provided under the 1997 Sponsored Research Agreement. In connection with the 1997 License Agreement and 1997 Sponsored Research Agreement, in October 1997, the Company issued 140,000 Common Shares and 175,000 warrants to purchase Common Stock to Princeton University as well as 60,000 Common Shares and 75,000 warrants to purchase Common Stock to USC. 8 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS This document contains certain forward-looking statements that are subject to risks and uncertainties. Forward-looking statements include certain information relating to forecasts regarding the Company's future working capital needs and the extension of agreements relating to the Company's intellectual property, as well as information contained elsewhere in this Report where statements are preceded by, followed by or include the words "believes", "expects", "anticipates", "potential" or similar expressions. For such statements, the Company claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. Actual events or results may differ materially from those discussed in forward-looking statements as a result of various factors, including without limitation, those discussed elsewhere herein. GENERAL Since inception, the Company has been engaged, and for the foreseeable future expects to continue to be engaged, exclusively in funding research and development activities related to the OLED technology and attempting to commercialize such technology. To date, the Company has not generated any significant revenues and does not expect to generate any meaningful revenues for the foreseeable future and until such time, if ever, as it successfully demonstrates that the OLED technology is commercially viable for one or more flat panel display applications and enters into license agreements with third parties with respect to the technology. The Company has incurred significant losses since its inception, resulting in an accumulated deficit of $20,502,592 at March 31, 2000. The rate of loss is expected to increase as the Company's activities increase and losses are expected to continue for the foreseeable future and until such time, if ever, as the Company is able to achieve sufficient levels of revenue from the commercial exploitation of the OLED technology to support its operations. RESULTS OF OPERATIONS Three Months Ended March 31, 2000 Compared to Three Months Ended March 31, 1999 The Company had a net loss of $1,803,249 (or $.12 per share) for the quarter ended March 31, 2000 compared to a loss of $593,866 or ($.06 per share) for the same period in 1998. The increase in the net loss was attributed to increased research and development and increased general and administrative costs. The Company earned $5,909 from contract research revenue in the quarter ended March 31, 2000 compared to $117,233 for the same period in 1999. The revenue was derived from a subcontract under a 3-year, $3 million contract Princeton University received from the Defense Advanced Research Project Agency (DARPA), which is substantially complete at this time. Research and development costs were $940,606 for the quarter ended March 31, 2000 compared to $341,708 for the same period in 1999. Research and development costs were higher in 2000 compared to 1999 primarily because of the commencement of research and development activities and operations being performed at the Company's new facility and the expansion of the Company's research and development team. The increase in research and development costs is also attributed to the increase in patent expenses. In 1999, research and development costs consisted primarily of research being performed at Princeton University and by employees of the Company and patent expenses. General and administrative costs were $928,302 for the quarter ended March 31, 2000 compared to $389,490 for the same period in 1999. General and administrative costs were higher in 2000 compared to 1999 primarily because of the expansion of operations in the new facility. Liquidity and Capital Resources As of March 31, 2000, the Company had cash and cash equivalents of $4,578,378 and short-term investments of $4,119,377 compared to cash and cash equivalents of $1,558,473 and short-term investments of $4,300,060 at December 31, 1999. During the first quarter, warrants and options to purchase 1,075,000 shares of the Company's Common Stock were exercised, resulting in cash proceeds of $4,423,438. In April 1999, publicly-traded warrants to purchase shares of the Company's Common Stock were exercised resulting in net cash proceeds of approximately $4,000,000 to the Company. The remaining warrants expired unexercised. In May 1999, the Company completed a private placement, and issued 1,414,034 shares of common stock and warrants resulting in net proceeds of $4,792,797. Also in 1999, the Company completed the construction of its new facility in Ewing, New Jersey. Costs incurred and paid in 1999 relating to the construction and purchase of equipment for the new facility amounted to $3,229,101. 9 The Company anticipates, based on management's internal forecasts and assumptions relating to its operations (including assumptions regarding working capital requirements of the Company, the progress of research and development, the availability and amount of other sources of funding available to Princeton University for research relating to the OLED technology and the timing and costs associated with the preparation, filing and prosecution of patent applications and the enforcement of intellectual property rights) that it has sufficient cash to meet its obligations until at least the end of the current fiscal year. Management believes that additional financing sources for the Company include long-term and short-term borrowings, public and private equity and the exercise of warrants. The 1997 Sponsored Research Agreement requires the Company to pay up to $4.4 million to Princeton University from July 1998 through July 2002, which period is subject to extension. Substantial additional funds will be required thereafter for the research, development and commercialization of OLED technology, obtaining and maintaining intellectual property rights, working capital and other purposes, the timing and amount of which is difficult to ascertain. There can be no assurance that additional funds will be available when needed, or if available, on commercially reasonable terms. To date, the Company has not experienced any material Year 2000 issues. The Company has not spent a material amount of funds on Year 2000 issues, and currently believes all systems are Year 2000 compliant. The Company will continue to monitor for any Year 2000 issues. ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK. The Company does not utilize financial instruments for trading purposes and holds no derivative financial instruments which could expose the Company to significant market risk. The Company's primary market risk exposure with regard to financial instruments is to changes in interest rates. 10 PART II. OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS. None. ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS. None ITEM 3. DEFAULTS UPON SENIOR SECURITIES. None. ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. None. ITEM 5. OTHER INFORMATION. None. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (A) EXHIBITS: Exhibit Number 27 Financial Data Schedule (B) REPORTS ON FORM 8-K: None to report. 11 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. UNIVERSAL DISPLAY CORPORATION /s/ Sidney D. Rosenblatt Date: May 15, 2000 ------------------------------- Sidney D. Rosenblatt (Executive Vice President, Chief Financial Officer, Treasurer and Secretary) 12 EXHIBIT INDEX Exhibit Sequential Number Description Page No. - ------ ----------- -------- 27 Financial Data Schedule 15 13 May 12, 2000 Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 Re: Quarterly Report of Universal Display Corporation on Form 10-Q Ladies and Gentlemen: Enclosed for filing on behalf of Universal Display Corporation is a copy of the Quarterly Report of Universal Display Corporation on Form 10-Q for the period ended March 31, 2000. Sincerely, Sidney D. Rosenblatt Executive Vice President and Chief Financial Officer SDR Enclosure cc: Steven V. Abramson Stephen M. Goodman, Esq. Alan Singer, Esq. 14 EX-27 2 FINANCIAL DATA SCHEDULE
5 3-MOS DEC-31-2000 JAN-01-2000 MAR-31-2000 4,578,378 4,119,377 40,761 0 0 9,049,690 4,243,302 255,639 13,095,564 921,564 0 0 2,000 149,192 12,003,217 13,095,564 5,909 0 0 1,868,908 0 0 0 (1,803,249) 0 (1,803,249) 0 0 0 (1,803,249) (0.12) (0.12)
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