UNITED STATES 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 March 31, 1999 [ ]TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from __________ to___________ Commission file number 0-5186 -------- OCG TECHNOLOGY, INC. --------------------------------------------------------------- (Exact name of small business issuer as specified in its charter) DELAWARE 13-2643655 ------------------------------- ------------------------------- (State or other jurisdiction of (IRS Employer Identification No. incorporation or organization) 450 West 31st Street, New York, New York 10001 ---------------------------------------------- (Address of principal executive offices) (212) 967-3079 ------------------------- (Issuer's telephone number) -------------------------------------------------------------------------- (Former name, address and former fiscal year, if changed since last report) 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. [X] Yes [ ] No State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: Class Shares Outstanding at May 11, 1999 - ----------------------------- ---------------------------------- Common Stock ($.01 par value) 29,878,224 Shares OCG TECHNOLOGY, INC. AND SUBSIDIARIES INDEX PART I. - FINANCIAL INFORMATION PAGE NUMBER Consolidated Condensed Balance Sheets March 31, 1999 and June 30, 1998 1 Consolidated Condensed Statements of Loss for the Three and Nine Months Ended March 31, 1999 and 1998 2 Consolidated Condensed Statements of Cash Flow for the Nine Months Ended March 31, 1999 and 1998 3 Notes to Consolidated Condensed Financial Statements 4 Management's Discussion and Analysis of Financial Condition and Results of Operations 6 PART II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K 11 OCG TECHNOLOGY, INC. AND SUBSIDIARIES CONSOLIDATED CONDENSED BALANCE SHEETS MARCH 31, 1999 JUNE 30, 1998 ASSETS (UNAUDITED) (AUDITED) Current Assets: Cash $ 128,660 $ 475,323 Receivables, trade 82,106 44,380 Demand notes receivable 19,500 177,500 Other current assets 3,376 109,701 ------------ ------------ Total current assets 233,642 806,904 Property and equipment, net of accumulated depreciation of ($507,338) ($459,941) 132,920 156,078 Proprietary technology, net of accumulated amortization of ($3,108,896) ($3,051,806) 374,038 280,552 Other assets 130,541 115,115 ------------ ------------ Total assets $ 871,140 $ 1,358,649 ============ ============ LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable and accrued expenses $107,443 $151,740 Notes Payable 86,344 11,344 Due to Officer (non-interest bearing) 15,121 15,121 ------------ ------------ Total current liabilities 208,908 178,205 Shareholders' equity: (Note 4) Preferred stock $.10 par value, Series E 10,000 10,000 Common stock $.01 par value 298,782 298,282 Additional paid-in capital 23,570,486 23,542,486 Deficit (22,771,036) (22,078,074) Subscription receivable (383,500) (529,750) ------------ ------------ 724,732 1,242,944 Less treasury stock, at cost (62,500) (62,500) ------------ ------------ Total shareholders' equity 662,232 1,180,444 ------------ ------------ Total liabilities and shareholders' equity $ 871,140 $ 1,358,649 ============ ============ See accompanying notes to consolidated condensed financial statements 1 OCG TECHNOLOGY, INC. AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED) THREE MONTHS ENDED NINE MONTHS ENDED MARCH 31, MARCH 31, 1999 1998 1999 1998 Revenue: Sales $ 254,246 $ 207,328 $ 792,921 $ 609,002 ----------- ----------- ----------- ----------- Costs and expenses: Cost of sales 130,563 114,413 389,100 237,554 Marketing, general and administrative 325,355 629,028 1,101,993 1,521,824 Interest - net 13 (3,219) (5,209) (3,289) ----------- ----------- ----------- ----------- Total Expenses 455,931 740,222 1,485,884 1,756,089 ----------- ----------- ----------- ----------- Net Income (Loss) $ (201,685) $ 532,894) (692,963) (1,147,087) =========== =========== =========== =========== Weighted average number of shares outstanding during period 29,871,002 27,171,620 29,842,275 25,602,390 =========== =========== =========== =========== Loss per Common Share $ (0.01) $ (0.02) $ (0.02) $ (0.04) =========== =========== =========== =========== See accompanying notes to consolidated condensed financial statements 2 OCG TECHNOLOGY, INC. AND SUBSIDIARIES STATEMENTS OF CASH FLOWS (UNAUDITED) NINE MONTHS ENDED MARCH 31, 1999 1998 Cash flows from operating activities: Net income (loss) $ (692,963) $(1,147,088) ---------- ----------- Adjustments to reconcile net income (loss) to net cash used in operating activities: Depreciation and amortization 105,547 562,673 Issuance of stock and warrants for services 28,500 93,000 Amortization of Black Scholes valuation 18,510 114,754 Changes in assets and liabilities (Increase) decrease in receivables (37,726) 43,320 (Increase) decrease in demand notes 158,000 123,500 (Increase) decrease in other current assets 106,325 4,811 (Increase) decrease in property and equipment (24,239) (21,112) (Increase) decrease in Proprietary Technology (150,575) (101,092) (Increase) decrease in other assets less Black Scholes value (34,995) (77,907) (Decrease) in accounts payable and accrued expenses (44,297) (69,994) ---------- ----------- Total adjustments 125,050 671,953 ---------- ----------- Net cash used in operating activities (567,913) (475,135) Cash flows from financing activities: Increase (decrease) in due to shareholders 75,000 0 (Increase) decrease in subscription receivable 146,250 (205,500) Proceeds from issuance of common stock 0 1,228,900 ---------- ----------- Net cash changes from financing activities 221,250 1,023,400 ---------- ----------- Net increase (decrease) in cash (346,663) 548,265 Cash, beginning of period 475,323 167,996 ---------- ----------- Cash, end of period $ 128,660 $ 716,261 ========== =========== See accompanying notes to consolidated condensed financial statements 3 NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (UNAUDITED) 1. In the opinion of OCG Technology, Inc. (which, together with its subsidiaries, unless the context otherwise requires, is referred to as the "OCGT"), the accompanying unaudited consolidated condensed financial statements contain all adjustments (consisting of only normal recurring adjustments) necessary to present fairly the financial position as of March 31, 1999 and the results of operations for the three and nine months ended March 31, 1999 and 1998 and the statements of cash flows for the nine months ended March 31, 1999 and 1998. The June 30, 1998 balance sheet has been derived from OCGT's audited financial statements. The results of operations for the nine months ended March 31, 1999 are not necessarily indicative of the results to be expected for the full year. While OCGT believes that the disclosures presented are adequate to make the information not misleading, it is suggested that these condensed financial statements be read in conjunction with the financial statements and the notes thereto included in OCGT's latest annual report on Form 10-KSB. The accompanying consolidated financial statements have been prepared on a going concern basis which contemplates continuity of operations and realization of assets and liquidation of liabilities in the ordinary course of business. Because of significant operating losses, OCGT's ability to continue as a going concern is dependent upon its ability to obtain sufficient additional financing and, ultimately, upon future profitable operations. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should OCGT be unable to continue in existence. 2. Earnings per share is computed using the weighted average number of shares outstanding during the periods. The effect of warrants outstanding would be anti-dilutive. 3. Other assets decreased due primarily to the amortization of the value previously assigned under a Black Scholes calculation to warrants issued for marketing and corporate services to be rendered and rent and other services. This value continues to be amortized over the life of the services rendered. 4.Capital Changes: On January 13, 1999, OCGT issued 50,000 shares of its common stock in lieu of cash for the early termination of an employment agreement. Based on a closing market price of $0.37 per share, OCGT recorded an expense of $18,500. During the nine months ended March 31, 1999, for services rendered in accord with the terms of a consulting agreement, warrants were issued to purchase a total of 35,000 shares of the OCGT's common stock at exercise prices of $0.26 to $0.39 per share with exercise dates of said warrants expiring November 30, 2001 to March 31, 2002. OCGT reflected a total expense of $4,000 for the three month period ended December 31, 1998 and $6,000 for the three month period ended March 31, 1999. During the three months ended December 31, 1998 OCGT issued warrants to acquire 150,000 shares of OCGT's common stock at an exercise price of $0.65 which expire December 10, 2001. These warrants were issued to an Officer and Director of OCGT. On the date of issue the quoted market price of the OCGT's common stock was less than the per share exercise price of the warrants. On December 9, 1998 OCGT's Board of Directors reduced the exercise price of previously issued warrants to $0.65 as follows: 1,217,000 warrants exercisable on or before July 25,1999 were reduced from an exercise price of $1.09; 475,000 warrants exercisable on or before January 14, 2000 were reduced from an exercise price of $1.00; 447,000 warrants exercisable on or before October 24,1999 were reduced from an exercise price of $0.75; 50,000 warrants exercisable on or before April 1, 1999 were reduced from an exercise price of 4 $1.00; and 140,000 warrants expiring between May 31,1999 and June 30, 2000 were reduced from exercise prices ranging between $0.84 and $1.69. A significant portion of these warrants are issued to Officers and Directors of OCGT. 5 OCG TECHNOLOGY, INC. AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS A SUMMARY OF INCREASES (DECREASES) IN THE ITEMS INCLUDED IN THE CONSOLIDATED STATEMENTS OF LOSS IS SHOWN BELOW: Results of Operations - --------------------- Total revenues increased $46,918 and $183,919 for the three and nine months ended March 31, 1999 as compared to the same periods for 1998 primarily as a result of changes in revenues of Mooney-Edwards Enterprises, Inc. ("MIS"), a subsidiary of OCGT. Cost of sales increased by $16,150 and $151,546 for the three and nine months ended March 31, 1999 as compared to the same periods for 1998. The sales of OCG Technology, Inc. ("OCGT"), Prime Care Systems, Inc. ("PSI") and MIS were $0, $13,110 and $779,811 respectively, for the nine months ended March 31, 1999. Marketing, general and administrative expenses decreased $303,673 and $419,831 for the three and nine months ended March 31, 1999 as compared to the same periods for 1998. OCGT's expenses decreased in the three months ended March 31, 1999 as compared to the same period in 1998 due to decreased amortization of Black Scholes valuations partially offset by increased marketing salaries. OCGT's expenses increased in the nine months ended March 31, 1999 as compared to the same period in 1998 due to increased marketing salaries offset by decreased amortization of Black Scholes valuations. PSI's expenses decreased in the three and nine months ended March 31, 1999 as compared to the same period in 1998 due to decreased marketing salaries and a reduction in amortization as a result of the completion of write off of the value of the DOS version of the PrimeCare Patient Management System. Liquidity and Capital Resources - ------------------------------- At March 31, 1999 OCGT had a current ratio of 1.12 to 1 compared to 6.20 to 1 as of March 31, 1998. The net loss from operations for the nine months ended March 31, 1999 was $692,963 of which loss non-cash charges of $152,557, accounted for 22% of the total loss from operations. OCGT has experienced recurring losses from operations and has been unable to provide sufficient working capital from operations and has relied significantly on the sale of equity interests in OCGT, and the exercise of warrants to fund its operations. OCGT's auditors have included an explanatory paragraph in OCGT's Audited Financial Statements regarding the ability of OCGT to continue as a "going concern". Cash on hand and accounts receivable were $210,766 at March 31, 1999. OCGT also has $403,000 of demand notes due principally from officers and directors related to their exercise of warrants; $19,500 of these notes were paid in cash to OCGT subsequent to March 31, 1999. During the three months ended March 31, 1999, OCGT borrowed $75,000 and subsequent to March 31, 1999, OCGT borrowed an additional $25,000 and agreed to issue 333,333 unregistered common shares ( $.30 per share) to retire the debt. The market price at the date of agreement was $.35 per share. In the past, OCGT's principal means of overcoming its cash shortfalls from operations was from the sale of OCGT's common stock and the exercise of warrants. Although, in the past, OCGT has been able to provide working capital through the sale of equity interests in OCGT and through the exercise of warrants, there can be no assurances that OCGT will succeed in its efforts. PrimeCare Systems, Inc.(" PSI"), a Delaware corporation, was acquired by OCGT as of May 16, 1994. PSI owns all right, title and interest in the PrimeCareTM System, which is protected by copyrights. The PrimeCareTM System is a patient-centered, interactive, computer program that brings efficiencies to the patient/physician encounter while improving the standard of care and reducing costs. Patients interact directly with the PrimeCareTM System, during what is usually waiting time. A detailed patient history is obtained without taking any of the physician's time. Patients are seated at a computer and answer complaint-specific questions by using just the number keys to indicate answers that apply to them; no typing or computer skills are required. The software also has bilingual capabilities, allowing Spanish-speaking patients to interact in their preferred language. When the patient questionnaire is completed, the PrimeCareTM System creates a 6 preliminary report for the physician to review before examining the patient. The preliminary report contains the patient's current problems, medications and allergies, all positive and significant negative subjective responses, vital signs and a list of the diagnostic considerations triggered by the patient's responses. By freeing up the time physicians would normally have to spend asking patient history questions and recording responses, PrimeCareTM permits physicians to see more patients in less time. The PrimeCareTM System is also easy for the physician to understand and use. The same simple key stroke process lets the physician document: his physical findings, his assessment, the treatment plan, the prescribed medications and select patient education materials. At the conclusion of the encounter a final report of the visit, patient educational materials, and prescriptions are printed for the patient. The principal markets for the PrimeCare(TM) System are ambulatory/outpatient medical facilities, such as, primary care physicians, medical clinics and staff health maintenance organizations. The PrimeCare(TM) System: standardizes the patient record; assures consistency in patient care; creates a patient database for clinical and outcomes research; offers, both local and remote, means for utilization review and quality assurance audits; improves the quality of care; increases efficiency and productivity of the physician's practice; automatically generates a problem list; incorporates patient care algorithms and clinical practice guidelines; permits, both local and remote, on-line electronic retrieval of patient record and hard copy print out with appropriate security controls; enables rapid access to important patient data for clinical care; contains and provides patient education, complaint oriented and medication specific; provides physician reference materials. The PrimeCare(TM) System requires continual: (1) updates of medical content; (2) additions and enhancements to expand the scope of the system; and (3) incorporation of advances in both hardware and software technology to maintain a "state of the art" system. On September 15, 1995, PSI entered into an agreement with the Mount Sinai School of Medicine ("MSSM") which provides for the MSSM to review the medical content of the PrimeCare(TM) System. OCGT has completed development of the Windows 95/NT version of the PrimeCare(TM) System and has also completed an interface which enables the PrimeCare(TM) System to communicate with other systems used in medical facilities. This provides a method for these systems to transfer information to the PrimeCare(TM) System, such as patient demographics and appointment scheduling. OCGT has also completed its side of interface capabilities to enable the PrimeCare(TM) System to transfer information (such as billing information including E&M codes, ICD9 codes and CPT codes) to these other systems. OCGT has ceased supporting its DOS version of the PrimeCare(TM) System. OCGT has also completed other enhancements and features to the operation of the PrimeCare(TM) System which include: (1) The addition of voice command recognition capability to enable physicians to use voice commands instead of keystrokes or mouse clicks to document normal & abnormal physical findings, the assessment, select tests, treatment plan, prescriptions, drug interaction checks, patient education materials to be dispensed and schedule follow-up visits. (2) As an additional option, a touch screen may be used by the patient and physician instead of the key board, mouse or voice command recognition. All keystrokes, mouse clicks or voice commands are duplicated by the touch screen hardware and software. (3) The PrimeCareTM System can now use Microsoft's SQL Server, in addition to Interbase, as a database. This expands the flexibility of the PrimeCareTM System since it enables medical facilities that are using MS SQL Server database for practice management systems and other software to add PrimeCareTM without purchasing an additional database. Both databases support distributed processing in local and wide area networks. (4) OCGT has introduced PrimeCareTM on the Web, which is a secure Internet enhanced version of the PrimeCareTM System. PrimeCareTM on the Web enables the patient to complete one, or more, detailed medical history questionnaires that relate to the patient's chief complaint, as selected by their physician. The patient, using a unique ID and password, can securely and anonymously complete the questionnaire(s) from the comfort of their home, workplace, school, vacation site or even while waiting to see their physician, if Internet capability is available. The medical report generated for the physician contains the patient's responses, and a list of differential diagnoses associated with the patient's responses. The report highlights the significant diagnoses and enables the physician to choose an appropriate preliminary course of action. 7 (5) On April 15, 1999, OCGT announced that it has gone "live" online with its innovative website YourOwnHealth.com. This Internet site facilitates consumer access to quality medical information helping its users become more knowledgeable about medical conditions and be better informed healthcare consumers. The website hosts Internet versions of two sections of OCGT's PrimeCareTM Patient Management System, a sophisticated software program designed for physicians to electronically document the physician/patient encounter. One of these sections, "Patient History Questionnaires", permits the consumer to select and answer complaint-specific medical questionnaires. Based on the consumer's responses to questions, a detailed report, which includes possible diagnoses, is created. The second section, "Patient Education Materials", provides articles relating to diseases, disease management and common medications, enabling the consumer to better understand medical problems and conditions. Although YourOwnHealth.com is free to the consumer, it is designed to generate revenues from three specific advertising opportunities: (a) banner advertising on every page (average questionnaire consists of approximately 20 page views); (b) geographical sponsorships by hospitals and medical providers based on exclusive zip code defined areas; and (c) topical sponsorships by pharmaceutical and medical product manufacturers that will target complaint-specific questionnaires. OCGT believes that the Internet is the emerging technology and that access to the PrimeCareTM System by physicians via the Internet will be necessary to remain competitive. It was with this thought in mind that we commenced development of PrimeCareTM on the Web and thereafter, YourOwnHealth.com. Shortly, the Physician Reference Materials contained in the PrimeCareTM System will be available on PrimeCareTM on the Web. We believe that during the first quarter of the year 2000, physicians will be able to access the entire PrimeCareTM System via the Internet and securely conduct and store the entire patient encounter. All data will be encrypted and all communications will use secure digital certificates. OCGT has commenced marketing the Windows 95/NT version of the PrimeCareTM System. The marketing of the PrimeCareTM System was initiated in the northwest Florida area. Installations were limited to two sites to enable PSI to review and evaluate the procedures established for installation and training. These initial commercial installations of the PrimeCareTM System confirmed OCGT's belief in the benefits and efficiencies that a medical practice would gain through the use of the PrimeCareTM System. The number of patients seen during normal office hours increased through use of the PrimeCareTM System. At the same time, the documentation of the patient record and the quality of care greatly improved. This was substantiated during a periodic review of the medical records of one of these medical practices, conducted by a large nationally known managed health care plan (the "Plan"), an insurance carrier with whom the physician has contracted. The Plan's reviewer evaluated the medical records maintained by this medical practice and gave a score of 100, based on a scale of 0 to 100. The reviewer's comments stated: "There has been a recent improved documentation product called PrimeCare that will greatly improve the quality of care and continuity of care for the patients." Based on information and experience gained during the initial marketing program, OCGT made modifications and improvements to enhance the PrimeCareTM System. Thereafter, a program was commenced to recruit distributors to market the PrimeCare(TM) System. The type of distributors sought by OCGT are those who currently sell, install and service medical office and billing systems to medical facilities. MIS (see "Medical Information Systems" below) is the first of such dealers to be recruited and has licensed and installed the Windows 95/NT version of the PrimeCare(TM) System in medical facilities on a pay per use basis. Having reached the point in product development where a full marketing effort was desirable, OCGT during January 1998 engaged an experienced healthcare professional whose primary responsibility was to review existing plans and to modify and enhance these plans to develop a comprehensive sales and marketing program and thereafter carry-out this program. This marketing and sales program has been completed, including creation and printing of new product literature, and a new exhibit booth. The completed plans call for the PrimeCareTM System to be marketed primarily through the following business models: (a) recruitment of value added resellers ("VARs") and authorized dealers (b) direct sales to large at-risk healthcare entities (c) private labeling opportunities 8 Full product roll-out commenced in the end of May, 1998, at a medical conference in San Antonio where OCGT participated as an exhibitor. Exhibiting OCGT's products at selected health care industry conventions is a component of the marketing and sales program. OCGT appeared as an exhibitor at two health care industry conventions in the month of October. Several VARs, who sell, install, and service, billing systems to medical facilities, have agreed to market the PrimeCareTM System. However, no assurances can be given that OCGT's marketing plan will succeed. OCGT markets the PrimeCareTM System as a service, on a pay for use basis, with a maximum charge of $2.00 per patient visit. This charge per patient visit has been increased from $1.50. This marketing method eliminates a significant financial commitment to purchase the software, plus monthly maintenance charges for updates, and ties the cost directly to use. Physician users have stated that the financial benefits derived by the physician from use of the PrimeCareTM System exceeds the $2.00 cost per patient visit. One such benefit is the elimination of the need to dictate, transcribe and then review the transcription of the entire patient record. Transcribing costs range between $4 and $7 per page. The CodeComplierTM - ------------------ OCGT has completed development of software which computes the Health Care Financing Administration's ("HCFA") Evaluation & Management ("E&M") code. Designed to be used in conjunction with OCGT's PrimeCareTM System, CodeComplierTM takes the guess work out of E&M compliance. As each item of information is entered into and collected by the PrimeCareTM System during the patient encounter, the CodeComplierTM organizes the data in the proper classification, and using HCFA guidelines, automatically calculates the applicable E&M code. Since the CodeComplierTM automatically calculates the applicable E&M code from data collected by the PrimeCareTM System during the patient encounter, it totally eliminates the time and effort which would otherwise be required by physician office personnel to complete this task. The marketing strategy is to offer the CodeComplierTM to medical facilities interested in the PrimeCareTM System. OCGT markets the CodeComplierTM as a service, on a pay for use basis, with a maximum charge of $1.00 per patient visit. This pricing method conforms to OCGT's philosophy of tying the product's cost directly to its use. OCGT believes that the saving in labor costs and other financial benefits derived by the physician from use of the CodeComplierTM far exceeds the $1.00 cost per patient visit. According to the American Medical Association, there are over 650,000 physicians in the U.S., creating a very large potential market for the System. OCGT estimates that as many as 250,000 of these physicians could use the System routinely. It is estimated that the average number of patient visits per month for a primary care physician is between 500 and 600. Assuming 500 patient visits per month at a combined total fee for the PrimeCareTM System and the CodeComplierTM of $2.00 per visit, each 100 physicians using the System could generate revenues of $1,200,000 per year for OCGT. However, no assurances can be given that a significant number of physicians will contract for and use the PrimeCareTM System and the CodeComplierTM. OCGT's wholly owned subsidiary, Mooney-Edwards Enterprises, Inc. d/b/a Medical Information Systems ("MIS"), a Florida corporation was acquired by OCGT on June 25, 1992. MIS markets computer systems to providers of medical services. The packages include hardware, software, staff training and provides for an annual service contract. In addition to the basic accounts receivable and insurance billing applications, MIS can provide the offices with appointment scheduling, accounts payable, general ledger, payroll and word processing programs. The service contracts provide for ongoing software upgrades, continuing education and system maintenance. The turnkey packages sold by MIS primarily use the "Medical Manager" ("MM") software program. MIS is the area dealer for MM which is reputed to be the most widely used software package in the medical industry. As stated above MIS is now also marketing the PrimeCare(TM) System to its current customers and other medical facilities. In the past, OCGT sold its Cardiointegraph ("CIG"), a proprietary heart diagnostic instrument for the early detection of coronary heart disease, through medical distributors, a sales and marketing method employed by other medical equipment manufacturers. Although Cardiointegraphs were sold for ten consecutive fiscal years and the 9 end user purchasers (i.e., physicians and corporate and governmental medical departments) appear to find the unit useful, the CIG business segment has been unable to generate sufficient revenues to fund its operations or to operate at a profit. OCGT believes that lack of universal reimbursement for the CIG has hindered its attempt to sell the CIG. OCGT believes that marketing the CIG technology as a service, with a minimal fee charged to the physician per CIG generated, may free the physician from the general reluctance of physicians to purchase medical diagnostic equipment not reimbursed by Medicare. OCGT believes that it could provide sufficient working capital from operations through marketing the Windows 95/NT version of the PrimeCareTM System, CodeComplierTM, PrimeCareTM on the Web and expanding the operations of MIS. Currently, OCGT has no lines of credit and has no material commitments for capital expenditures outstanding. 10 PART II - OTHER INFORMATION Item 6.Exhibits and Reports on Form 8-K (a) Exhibits Exhibit 27. - Financial Data Schedule (b) Reports on Form 8-K No Reports on Form 8-K were filed during the quarter for which this report is filed. 11 SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned duly authorized. OCG TECHNOLOGY, INC. BY /s/Edward C. Levine --------------------- EDWARD C. LEVINE, PRESIDENT BY /s/Erich W. Augustin ---------------------- ERICH W. AUGUSTIN, EXECUTIVE VICE PRESIDENT (PRINCIPAL FINANCIAL OFFICER) DATED: May 13, 1999 12