United States Securities and Exchange Commission
Washington, DC 20549
FORM 10Q
[x] Quarterly report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the Quarterly Period Ended June 30, 1997
or
[ ] Transition report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the transition period from __________to__________
Commission File No. 1-8987
INOVISION CORPORATION
(Exact name of Registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation or organization)
06-1043736
(I.R.S. Employer Identification Number)
c/o Proskauer Rose LLP
1585 Broadway, New York, New York 10036
(Address of principal executive offices)(Zip Code)
(212) 969-3000
(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 Registrants involved in bankruptcy
proceedings during the preceding five years:
Indicate by check mark whether the Registrant has filed all
documents and reports required to be filed by Section 12, 13, or
15(d) of the Securities Exchange Act of 1934 subsequent to the
distribution of securities under a plan confirmed by a court.
Yes___ No___
Number of shares outstanding of the Registrant's Common
Stock, as of the latest practicable date: 37,462,569 shares of
Common Stock, par value $.01 per share, were outstanding as of
November 9, 1994 on which date the Registrant closed its
transfer book for purposes of making liquidating distributions.
INOVISION CORPORATION
Statement of Net Assets in Liquidation
As of June 30, 1997
(In thousands, except share and per share amounts)
(Liquidation Basis)
December 31, 1996 June 30, 1997
Assets
Cash and Cash
Equivalents (note 2) $ 724 $ 4
Marketable
Securities (note 3) 2,459 3,205
Settlement rights (note 5) 253 255
______________ _______________
$ 3,436 $ 3,464
______________ _______________
Liabilities
Accrued expenses and
other liabilities
including liquidation
costs $ 796 $ 766
Liquidation distribution
payable (note 1) 842 840
______________ _______________
1,638 1,606
______________ _______________
Net assets in liquidation
(note 1) $ 1,798 $ 1,858
============== ===============
Number of common shares
as of Record Date
(note 1) 37,462,569 37,462,569
============== ===============
Net assets in liquidation
per share $ 0.05 $ 0.05
============== ===============
See accompanying notes to financial statements.
INOVISION CORPORATION
Statement of Changes in Net Assets in Liquidation
For the three months ending June 30, 1997
(In thousands)
(Liquidation Basis)
Net assets in liquidation
at December 31, 1996 $ 1,798
Interest Income 83
Unrealized (Loss) in Marketable Securities (23)
_____________
Net assets in liquidation
at June 30, 1997 $ 1,858
=============
See accompanying notes to financial statements.
NOTES TO CONDENSED FINANCIAL STATEMENTS
(Unaudited)
(1) Basis of Presentation
Effective November 9, 1994, the Company adopted a Plan
of Complete Liquidation and Dissolution (the "Plan of
Liquidation"). As a result, the Company has adopted the
liquidation basis of accounting for all periods subsequent of
November 8, 1994. Under the liquidation basis of accounting,
assets are stated at their estimated net realizable value and
liabilities are stated at their estimated amounts.
These financial statements are unaudited, but in the
opinion of management include all adjustments necessary to
fairly state the information included therein in accordance with
generally accepted accounting principles for the interim
financial information and in accordance with instructions to
form 10Q and Rule 10.01 of Regulation S-X. Accordingly, they
do not include all the information and footnotes required by
generally accepted accounting principles for complete financial
statements. The accompanying financial statements should be
read in conjunction with the more detailed financial statements
and related footnotes thereto which are incorporated by
reference to the Company's Form 10-K for the fiscal year ended
December 31, 1996.
(2) Cash and Cash Equivalents
Cash equivalents consist of cash and tax-exempt
municipal debt instruments having maturities of 90 days or less.
(3) Marketable Securities
Marketable securities consist of tax-exempt municipal
obligations which will mature in 1997 and 1998. Interest
income is accrued as earned and is reflected in the asset value of
the marketable security. Marketable securities are valued at
approximate market price.
(4) Income Taxes
The Company believes that it has tax net operating loss
carryforwards. Accordingly, no provision for income taxes is
necessary.
(5) Settlement Rights
The Company, in settlement of a litigation relating to the
production of an animated motion picture featuring music by
the Beatles has rights to future payments of (i) $33,333 payable
in January 1998, and (ii) depending upon an amount in respect
to taxes which may be payable, between $282,500 and $332,500
payable in January 2000. If principal photography on this
motion picture commences, each of the foregoing payments will
be accelerated to the date on which such principal photography
commences.
The Company also is a party to a settlement and escrow
agreement with the producers of the theatrical motion picture,
"Benji, the Hunted," pursuant to which the Company is entitled
to receive 30% of all future royalties generated by the film until
the royalties received by the Company under the settlement
reaches $3.0 million. To date, the Company has received
royalties of $1,550,990.
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations
Since the effective date of the Company's Plan of
Liquidation on November 9, 1994, the Company's Financial
Statements are presented on a liquidation basis. See the
Management's Discussion and Analysis of Financial Condition
and Results of Operations in the Company's Annual Report on
Form 10K for the year ended December 31, 1996.
Under the Plan of Liquidation, a liquidating distribution of
$93,656,000 ($2.50 per share) was declared payable to holders
of the Company's Common Stock on November 9, 1994
("Record Date Distribution"). The remaining $840,000 of the
Record Date Distribution, payable to holders of the Company's
Common Stock on November 9, 1994 who had not surrendered
their share certificates as of June 30, 1997, is recorded as a
liability on the Company's June 30, 1997 statement of assets in
liquidation.
Part II
(1) Legal Proceedings
None.
(2) Changes in Securities
None.
(3) Defaults Upon Senior Securities
None.
(4) Submission of Matters to a Vote of Security Holders
None.
(5) Other Information
None.
(6) Exhibits and Reports on Form 8-K
(c) Exhibits
27 Financial Data Schedule - Article 5 for 3MOS Form 10-Q
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned thereunto duly authorized.
Inovision Corporation
Registrant
Dated: August 8, 1997
By: /s/Austin O. Furst, Jr.
______________________________
Austin O. Furst, Jr.
Chairman of the Board, Principal Executive Officer
and Principal Financial and Accounting Officer