U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-QSB
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 or 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended October 31, 2000
[ ] TRANSITION REPORT UNDER SECTION 13 or 15 (d) OF THE
EXCHANGE ACT
For the transition period from _____ to _____
Commission File No. 0-8289
THE ROVAC CORPORATION
(Exact name of small business issuer as
specified in its charter)
Delaware59-1461320
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
1030 Stafford Street, Rochdale, MA 01542
(Address of principal executive offices)
(508) 892-1121
(Issuer's telephone number)
Check whether the issuer (1) has 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 XNO
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date, October 31, 2000, was 39,958,073 shares of Common Stock, $0.01 par value.
THE ROVAC CORPORATION | | | | | |
Item 1 - Financial Information | | | | | |
Condensed Balance Sheets | | | | | |
| | | | | | | |
| | | | | | | |
| | | | | | | |
| | | | | | | |
| | | | | October 31, 2000 | | July 31, 2000 |
| | | | | (Unaudited) | | * |
| | | | | | | |
| Assets | | | | | | |
| | | | | | | |
Current Assets | | | | | | |
Accounts receivable | | | | 62,575 | | 700 |
Loan receivable - officer | | | 14,569 | | 23,692 |
Inventory | | | | | 8,427 | | 8,427 |
| | | | | | | |
| Total current assets | | | 85,571 | | 32,819 |
| | | | | | | |
Property and equipment | | | | | |
Machinery and equipment | | | 72,112 | | 72,112 |
Furniture and fixtures | | | 32,335 | | 32,335 |
Leasehold improvements | | | 28,121 | | 28,121 |
| | | | | | | |
| | | | | 132,568 | | 132,568 |
| | | | | | | |
Less accumulated depreciation | | | 126,959 | | 126,214 |
| | | | | | | |
| Net property and equipment | | 5,609 | | 6,354 |
| | | | | | | |
Patents and patent applications, net of | | | | |
Accumulated amortization of $19,862 | | | | |
($18,956 July 31, 2000) | | | 71,382 | | 67,303 |
| | | | | | | |
| | | | | | | |
| Total assets | | | 162,562 | | 106,476 |
| | | | | | | |
| | | | | | | |
See accompanying notes to condensed financial statements. | | |
THE ROVAC CORPORATION | | | | | |
Item 1 - Financial Information | | | | | |
Condensed Balance Sheets | | | | | |
| | | | | | | |
| | | | | | | |
| | | | | | | |
| | | | | | | |
| | | | | October 31, 2000 | | July 31, 2000 |
| | | | | (Unaudited) | | * |
| | | | | | | |
Liabilities and Stockholders' Deficiency | | | | |
| | | | | | | |
Current liabilities | | | | | | |
Cash overdraft | | | | $ 1,981 | | $ 1,766 |
Notes payable - officer | | | 666,615 | | 666,615 |
Notes payable - other | | | 1,950 | | 3,250 |
Accounts payable: | | | | | | |
| Trade | | | | 106,342 | | 105,850 |
| Parent company | | | 835,224 | | 813,500 |
Accrued expenses | | | | 1,067,833 | | 1,036,842 |
Advanced revenues | | | | 70,688 | | 35,344 |
| | | | | | | |
| Total current liabilities | | | 2,750,633 | | 2,663,167 |
| | | | | | | |
Stockholders' deficiency | | | | | |
8% nonvoting preferred stock, $100 par | | 1,200,000 | | 1,200,000 |
value. Authorized 25,000 shares, | | | | |
12,000 shares issued. | | | | | |
Common stock, $.01 par value. | | | 399,581 | | 399,581 |
Authorized 40,000,000 shares, issued and | | | |
outstanding 39,958,073 shares | | | | |
Common stock issuable, $.01 par value, | | 250 | | 250 |
25,000 shares | | | | | | |
Additional paid-in capital | | | 8,269,432 | | 8,269,432 |
Accumulated deficit | | | | (12,457,334) | | (12,425,954) |
| | | | | | | |
| Total stockholders' deficit | | (2,588,071) | | (2,556,691) |
| | | | | | | |
| Total liabilities and stockholders' deficit | 162,562 | | 106,476 |
| | | | | | | |
| | | | | | | |
See accompanying notes to condensed financial statements. | | |
THE ROVAC CORPORATION | | | | | |
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Statement of Operations | | | | | |
(Unaudited) | | | | | | |
| | | | | | | |
| | | | | Three Months | | Three Months |
| | | | | Ended Oct. 31 | Ended Oct. 31 |
| | | | | 2000 | | 1999 |
Revenues: | | | | | | | |
Contract Income | | | | 26,531 | | 9,000 |
Product | | | | | 182 | | 7,428 |
| | | | | | | |
| Total revenues | | | 26,713 | | 16,428 |
| | | | | | | |
Operating expenses: | | | | | | |
Cost of sales | | | | 3,811 | | 5,541 |
General and administrative | | | 28,077 | | 25,233 |
Research and development | | | 4,436 | | 2,907 |
Depreciation and amortization | | | 1,651 | | 1,725 |
| | | | | | | |
| Total operating expenses | | 37,975 | | 35,406 |
| | | | | | | |
| Operating loss | | | (11,262) | | (18,978) |
| | | | | | | |
Other income (expense) | | | | | |
Interest expense | | | | (20,118) | | (19,500) |
| | | | | | | |
| | | | | (20,118) | | (19,500) |
| | | | | | | |
Net Loss | | | | | (31,380) | | (38,478) |
| | | | | | | |
Net loss per share of | | | | | | |
common stock | | | | (0.00) | | (0.00) |
| | | | | | | |
Weighted average number of | | | | | |
common shares outstanding | | | | | |
and issuable | | | | 39,983,073 | | 39,983,073 |
| | | | | | | |
| | | | | | | |
See accompanying notes to condensed financial statements. | | |
| | | | THE ROVAC CORPORATION | |
| | | | | | | |
| | | | Statement of Cash Flows | | |
| | | | Unaudited | | | |
| | | | | | | |
| | | | | Three Months | | Three Months |
| | | | | October 31 | | October 31 |
| | | | | 2000 | | 1999 |
Cash flows from operating activities: | | | | |
Net loss | | | | | (31,380) | | (38,478) |
Adjustments to reconcile net loss to net | | | | |
cash used in operating activities: | | | | |
Depreciation and amortization | | 1,651 | | 1,725 |
(Increase) decrease in assets: | | | | |
Accounts and loan receivable | | (52,752) | | 9,924 |
Inventory | | | | - | | (473) |
Increase (decrease) in liabilities: | | | | |
Accounts payable | | | 492 | | (934) |
Accrued expenses | | | 30,991 | | 25,533 |
Advanced revenues | | | 35,344 | | - |
| | | | | | | |
| Total adjustments | | | 15,726 | | 35,775 |
| | | | | | | |
| Net cash provided by (used in) | | | | |
| operating activities: | | | (15,654) | | (2,703) |
| | | | | | | |
Cash flows from investing activities: | | | | |
Costs of patents and patent applications | | (4,985) | | (465) |
Acquisition of equipment | | | - | | (2,053) |
| Net cash used in investing activities | (4,985) | | (2,518) |
| | | | | | | |
Cash flows from financing activities: | | | | |
Payment on notes payable - other | | (1,300) | | 1,099 |
Advances from parent | | | 21,724 | | 4,041 |
| | | | | | | |
| Net cash provided by financing activities | 20,424 | | 5,140 |
| | | | | | | |
Net change in cash | | | | (215) | | (81) |
| | | | | | | |
Cash (cash overdraft), beginning of period | | (1,766) | | (1,587) |
| | | | | | | |
Cash (cash overdraft), end of period | | (1,981) | | (1,668) |
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See accompanying notes to condensed financial statements. | | |
Notes to Condensed Financial Statements
(Unaudited)
(1)Basis of Presentation
The unaudited financial statements for the three months ended October 31, 2000 and 1999 are unaudited but reflect all adjustments (consisting solely of normal recurring adjustments) which the Company considers necessary for a fair statement of results for the interim periods.
The results of operations for three months ended October 31, 2000 and 1999 are not necessarily indicative of the results for the entire year.
These financial statements supplement and should be read in conjunction with the Company's audited financial statements for the year ended July 31, 2000 as contained in the Company's Form 10KSB, as filed with the United States Securities and Exchange Commission.
(2)Income (Loss) Per Share of Common Stock
Income (loss) per share of common stock as computed is based on the Weighted average of the number of shares outstanding and issuable during the periods.
PART 1 - FINANCIAL INFORMATION
Item 1. Financial Statements.
See attached
Item 2. Management's discussion and Analysis or Plan of Operation.
(a) Liquidity and Capital Resources
During the quarter, the Company continued to earn revenues in accordance with its current NIBCO contract. The current NIBCO Agreement requires minimal payments, which increase during the contract period, which expires on April 30, 2004. The Company's production plans are intended to meet NIBCO's requirements, which are expected to increase during the first six months of calendar year 2001.
Additionally, the Company is currently evaluating how to proceed with its CinchLockâ product introduction into the metals markets. One option under consideration would be to secure additional licenses for metal market applications. The second option under consideration would be for the Company to internally develop, produce, market and distribute a product line of CinchLockâ metal market repair couplings.
The Company intends to receive additional income pursuant to its NIBCO Agreement and also intends to receive funding from its parent company in order to meet its cash requirements for the upcoming fiscal year. However, there can be no assurance that such sources of funding will continue.
(b) Results of Operations for the quarter ended October 31, 2000
The revenues for the quarter ended October 31, 2000 were $26,713 as compared to $16,428 for the quarter ended October 31, 1999. This increase is mainly attributable to the NIBCO Agreement which commenced May 1, 2000.
The total operating expenses are $37,975 for the quarter ending October 31, 2000 as compared to $35,406 for the corresponding quarter in 1999. The expenses for both quarters are comparable.
PART II - OTHER INFORAMTION
Item 1. Legal Proceedings.
None.
Item 2. Changes in Securities.
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 of Form 8-K.
None.
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
THE ROVAC CORPORATION
(Registrant)
Date: _________________________________________
Raymond E. Shea, Jr.
Vice President and Treasurer