SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C.
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15 (D)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR QUARTER ENDED: SEPTEMBER 30, 2001 COMMISSION FILE NO. 0-4076
EXOTECH INCORPORATED
(Exact name of Registrant as Specified in Charter)
State or Jurisdiction of Incorporation or Organization: |
| DELAWARE |
|
|
|
IRS Identification No: |
| 54-0700888 |
|
|
|
Address of Principal Office: |
| 8502 Dakota Drive |
|
| Gaithersburg, MD. 20877 |
|
|
|
Registrant's Telephone Number: |
| (301) 948-3060 |
Indicate by checkmark 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 requirement for the past 90 days. Yes ý No o
Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the close of the period covered by this Report.
CLASS: |
| COMMON STOCK, PAR VALUE $0.10 |
|
|
|
|
|
OUTSTANDING AT SEPTEMBER 30, 2001 |
| 942,387 |
|
EXOTECH INCORPORATED
INDEX
EXOTECH INCORPORATED
ASSETS | ||||||||||||||
|
|
|
|
|
|
|
| |||||||
|
| SEPTEMBER 30, 2001 |
|
|
| JUNE 30, 2001 |
| |||||||
|
| (Unaudited) |
|
|
|
|
| |||||||
CURRENT ASSETS |
|
|
|
|
|
|
| |||||||
|
|
|
|
|
|
|
| |||||||
Accts. Receivable, Net |
| $ | 5,885 |
|
|
| $ | 13,615 |
| |||||
Inventories |
|
|
|
|
|
|
| |||||||
Work in Process |
| 189,857 |
|
|
| 196,857 |
| |||||||
Raw Materials |
| 32,625 |
|
|
| 32,625 |
| |||||||
Finished Goods |
| 14,000 |
|
|
| 14,000 |
| |||||||
Cash and Other Current Assets |
| 131 |
|
|
| 1,078 |
| |||||||
|
|
|
|
|
|
|
| |||||||
Total Current Assets |
| $ | 242,498 |
|
|
| $ | 258,175 |
| |||||
|
|
|
|
|
|
|
| |||||||
PROPERTY, PLANT AND EQUIPMENT NET |
| 1,554 |
|
|
| 1,696 |
| |||||||
OTHER NON CURRENT ASSETS |
| 3,880 |
|
|
| 3,880 |
| |||||||
TOTAL ASSETS |
| $ | 247,932 |
|
|
| $ | 263,751 |
| |||||
|
|
|
|
|
|
|
| |||||||
LIABILITIES AND SHAREHOLDERS' EQUITY | ||||||||||||||
| ||||||||||||||
CURRENT LIABILITIES |
|
|
|
|
|
|
| |||||||
|
|
|
|
|
|
|
| |||||||
Accts. Payable & Other Accrued Expenses |
| $ | 11,920 |
|
|
| $ | 10,391 |
| |||||
Other Current Liabilities |
| 407,985 |
|
|
| 400,612 |
| |||||||
Notes Payable |
| 410,536 |
|
|
| 411,126 |
| |||||||
Total Current Liabilities |
| $ | 830,441 |
|
|
| $ | 822,129 |
| |||||
|
|
|
|
|
|
|
| |||||||
SHAREHOLDERS EQUITY |
|
|
|
|
|
|
| |||||||
Common Stock, Par Value $.10 per share; 1,500,000 shares authorized; 970,135 issued; 942,387 outstanding |
| 97,014 |
|
|
| 97,014 |
| |||||||
|
|
|
|
|
|
|
| |||||||
Paid-in-Surplus |
| 1,169,645 |
|
|
| 1,169,645 |
| |||||||
Deficit |
| (1,736,748 | ) |
|
| (1,712,617 | ) | |||||||
Treasury Stock (27,748 shares) |
| (112,420 | ) |
|
| (112,420 | ) | |||||||
Total Shareholders' Equity |
| (582,162 | ) |
|
| (558,378 | ) | |||||||
TOTAL LIABILITIES & SHAREHOLDERS' EQUITY |
| $ 247,932 |
|
|
| $ 263,751 |
| |||||||
See accompanying Notes to Consolidated Condensed Financial Statements.
EXOTECH INCORPORATED
CONSOLIDATED CONDENSED STATEMENT OF OPERATIONS
|
| 2001 |
| 2000 |
| ||
|
| THREE MONTHS ENDED SEPTEMBER 30 |
| THREE MONTHS ENDED SEPTEMBER 30 |
| ||
REVENUES |
|
|
|
|
| ||
|
|
|
|
|
| ||
Contract Sales |
| $ | 7,670 |
| $ | 66,117 |
|
|
|
|
|
|
| ||
EXPENSES |
|
|
|
|
| ||
|
|
|
|
|
| ||
Direct Labor |
| 132 |
| 1,843 |
| ||
Overhead |
| 8,990 |
| 7,132 |
| ||
Materials |
| 10 |
| -0- |
| ||
Other Direct |
| -0- |
| 1,483 |
| ||
General & Administrative |
| 7,307 |
| 2,019 |
| ||
Inventory Costs |
| 7,000 |
| 30,219 |
| ||
|
|
|
|
|
| ||
Cost of Contract Sales |
| 23,439 |
| 42,696 |
| ||
|
|
|
|
|
| ||
Operating Income (Loss) |
| (15,769 | ) | 23,421 |
| ||
|
|
|
|
|
| ||
Other Revenue (Expenses): |
| -0- |
| 2 |
| ||
|
|
|
|
|
| ||
Interest & Other |
| (8,364 | ) | (7,870 | ) | ||
|
|
|
|
|
| ||
NET INCOME BEFORE TAXES |
| (24,133 | ) | 15,553 |
| ||
|
|
|
|
|
| ||
State Income Tax |
| -0- |
| -0- |
| ||
NET INCOME (LOSS) |
| (24,133 | ) | 15,553 |
| ||
|
|
|
|
|
| ||
Weighted Average Number of Common Stock Outstanding |
| 942,387 |
| 942,387 |
| ||
|
|
|
|
|
| ||
EARNINGS (LOSS) PER COMMON SHARE |
| (.03 | ) | .02 |
| ||
DIVIDENDS PER COMMON SHARE |
| NONE |
| NONE |
| ||
See accompanying Notes to Consolidated Condensed Financial Statements.
These statements have been prepared from the books of account without audit.
EXOTECH INCORPORATED AND SUBSIDIARY
THREE MONTHS ENDED SEPTEMBER 30,
|
| 2001 |
| 2000 |
| ||
|
|
|
|
|
| ||
CASH FLOWS FROM OPERATING TRANSACTIONS |
|
|
|
|
| ||
|
|
|
|
|
| ||
Net Income (Loss) |
| $ | (24,133 | ) | $ | 15,553 |
|
Add: Non cash Income Determinants |
|
|
|
|
| ||
Depreciation and Amortization |
| 142 |
| 143 |
| ||
Add (Deduct): Changes in Current Assets & Liabilities |
|
|
|
|
| ||
(Increase) Decrease in Accounts Receivable |
| 7,730 |
| (445 | ) | ||
(Increase) Decrease in Prepaid Expenses |
| 544 |
| 730 |
| ||
(Increase) Decrease in Inventory |
| 7,000 |
| (16,315 | ) | ||
Increase (Decrease) in Accts. Payable |
| 1,529 |
| (2,357 | ) | ||
Increase (Decrease) in Payroll/Emp. Benefits |
| 1,195 |
| (4,793 | ) | ||
Increase (Decrease) in Accrued Interest |
| 8,344 |
| 7,784 |
| ||
Increase (Decrease) in Deferred Revenue |
| (2,165 | ) | -0- |
| ||
|
|
|
|
|
| ||
Cash Provided By or (Used For) Operating Transactions |
| 186 |
| 300 |
| ||
|
|
|
|
|
| ||
CASH FLOWS FROM FINANCING TRANSACTIONS: |
|
|
|
|
| ||
|
|
|
|
|
| ||
Proceeds from Notes |
| 9,200 |
| 2,500 |
| ||
Payment on Notes |
| (9,790 | ) | (2,239 | ) | ||
Cash Provided By or (Used For) Financing Transactions |
| (590 | ) | 261 |
| ||
CASH FLOWS FROM INVESTING TRANSACTIONS: |
|
|
|
|
| ||
|
|
|
|
|
| ||
Deposits |
| -0- |
| -0- |
| ||
Purchase of Equipment |
| -0- |
| -0- |
| ||
|
|
|
|
|
| ||
Cash Provided By or (Used For) Investing Transactions |
| -0- |
| -0- |
| ||
|
|
|
|
|
| ||
INCREASE (DECREASE) IN CASH |
| (404 | ) | 561 |
| ||
|
|
|
|
|
| ||
CASH BALANCE - BEGINNING |
| 1,329 |
| 1,921 |
| ||
CASH BALANCE - ENDING |
| $ | 925 |
| $ | 2,482 |
|
EXOTECH INCORPORATED
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
NOTE 1.
In the opinion of Management, the accompanying unaudited consolidated condensed financial statements contain all adjustments (consisting of only normal recurring accruals) necessary to present fairly the financial position as of September 30, 2001 and June 30, 2001 and the results of operations and changes in financial position for the three months ended September 30, 2001 and 2000 of Exotech Incorporated and its inactive wholly-owned consolidated subsidiary, Exotech Research & Analysis, Inc. There are no significant intercompany transactions.
NOTE 2.
Per share computations have been based on the weighted average shares outstanding of 942,387 for the three months ended September 30, 2001 and 2000.
NOTE 3.
Notes Payable at September 30, 2001 consist of four demand notes of $100,000, $8,000 and $47,000, payable with interest at 8.5% per annum to three of the Company's former directors. In addition, notes amounting to $255,536 are payable with interest at 8.5% per annum to one officer/employee.
NOTE 4.
Inventory cost shown in the cost of sales represents the cost of production of goods sold that were incurred in the prior fiscal year.
NOTE 5.
The Company received cash deposits from its tenant amounting to $4,265 at June 30, 2001. The balance of this liability is reduced incrementally upon monthly billing for rent. At September 30, 2001 the balance of this liability was $2,100.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF THE
CONSOLIDATED CONDENSED STATEMENT OF OPERATIONS
The following is Management's discussion and analysis of certain significant factors which have affected the Company's earnings during the periods included in the accompanying consolidated condensed statement of operations.
A summary of the period to period changes in the principal items included in the consolidated statement of operations is shown below:
|
| COMPARISON OF |
| |||||||||||
|
| THREE MONTHS ENDED |
| THREE MONTHS ENDED |
| |||||||||
|
|
|
|
|
|
|
|
|
| |||||
|
| Sept 30 2001 |
| June 30 2001 |
| Sept 30 2001 |
| Sept 30 2000 |
|
| ||||
|
|
|
|
|
|
|
|
|
| |||||
Net Sales |
| $ | 7,670 |
| $ | 13,447 |
| $ | 7,670 |
| $ | 66,117 |
| |
Direct Cost & Overhead |
| 9,132 |
| 5,342 |
| 9,132 |
| 10,458 |
| |||||
General & Administrative Expense |
| 7,307 |
| 1,667 |
| 7,307 |
| 2,019 |
| |||||
Inventory Cost |
| 7,000 |
| 20,067 |
| 7,000 |
| 30,219 |
| |||||
Cost of Sales |
| 23,439 |
| 27,076 |
| 23,439 |
| 42,696 |
| |||||
Interest & Other |
| (8,364 | ) | (67,737 | ) | (8,364 | ) | (7,870 | ) | |||||
I. CHANGE IN FINANCIAL POSITION IN THE THREE MONTHS ENDED SEPTEMBER 30, 2001.
In the three months period ended September 30, 2001, an increase in the deficit of working capital of $23,989 resulted from a net loss from operations of $24,133 and non-fund charges of $132. The liability for deferred revenue decreased to $2,100.
II. INCOME AND EXPENSE IN THE MOST RECENT QUARTER AND THE SAME THREE MONTH PERIOD LAST YEAR.
Revenue for the quarter ended September 30, 2001, was $7,670 lower by $58,447 (88%) than the results one year earlier. Operating costs were lower in the most recent quarter by $19,257 or 45% compared to the prior year. The result was an operating loss of $15,769 and a net loss of $24,133 compared to a net profit of $15,553 in the quarter ended one year earlier. The variations shown in the period-to-period comparison are principally related to the phase out of the microbiological instruments product manufacturing that characterizes the three month periods. In the most recent quarter, manufacturing was limited to Model 100BX Radiometers. This activity is reflected in the recent quarter by the decrease of about $23,219 in inventory costs. Maintenance, repair and recalibration services yielded revenue of about $1,850.
In the opinion of Management, continued stringent control of costs will be necessary for continued operations while seeking new opportunities in the following quarter.
PART II. OTHER FINANCIAL INFORMATION
ITEM 5.
As in the past, a shortage of working capital continues to be a significant problem, hampering the development of new business to the fullest extent possible. The shortage is the result of debt in the form of notes and interest payable to a current and three former directors of the Company. In the opinion of Management, the Company is in a position to sustain operations at least until such time as the results of current negotiations for new business are determinable. Ultimate realization of the carrying value of prepaid expenses and advances, property and equipment, and miscellaneous other assets shown in the accompanying balance sheet depends upon sustained operations as a going concern.
The dollar amount of the backlog as of September 30, 2001 was $800, a decrease of $915 from the backlog of the preceding quarter ended June 30, 2001.
ITEM 6 (B)
No reports on Form 8-K were filed in this quarter, ended September 30, 2001.
Pursuant to the requirements of the Securities Act of 1934, the Company has duly caused this amended Report to be signed on its behalf by the undersigned thereunto duly authorized.
| EXOTECH INCORPORATED | |
|
| |
| REGISTRANT | |
|
| |
|
| |
|
| |
|
| |
DATE: | November 9, 2001 |
|
|
| |
|
| |
|
| |
|
| |
|
| |
/s/ Robert G. Lyle |
| |
ROBERT G. LYLE, PRESIDENT AND CHIEF |
| |
EXECUTIVE OFFICER |
| |