SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For Quarter Ended Commission File Number O-64 September 30, 1996 SYNERGISTICS, INC. MASSACHUSETTS 04-2283157 (State of Incorporation) (IRS Employer ID Number) 9 Tech Circle, Natick, MA 01760 (Address of Principal Executive Office) (Zip Code) Registrant's telephone number, including area code (508)655-1340 Securities registered pursuant to Section 12(g) of the Act. Common Stock $0.01 Par Value 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 preceeding 12 months (or 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 No x There is no public market for, and thus no aggregate market value of, the registrants securities. Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of the last practicable date. Class Outstanding at October 31,1996 Common Stock, one cent par value 9,297,561 NO DOCUMENTS INCORPORATED BY REFERENCE SYNERGISTICS, INC. BALANCE SHEET ASSETS (UNAUDITED) Sept 30 Dec 31 1996 1995 CURRENT ASSETS Cash 194,030 332,151 Accounts receivable 358,933 346,795 Inventories 265,211 201,546 Prepaid expenses 41,936 23,180 ------- ------- TOTAL CURRENT ASSETS 860,110 903,672 EQUIPMENT, less allowances of $56,519 and $45,700 for depreciation 66,106 52,795 DEFERRED TAXES 817,776 817,776 --------- --------- TOTAL ASSETS 1,743,992 1,774,243 ========= ========= LIABILITIES, PREFERRED STOCK AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Trade accounts payable 124,614 163,774 Accrued expenses and other current 61,321 67,633 Amount due stockholder 155,047 196,296 ------- ------- TOTAL CURRENT LIABLITIES 340,982 427,703 STOCKHOLDERS' EQUITY Common Stock (9,297,561 shares issued including shares held in Treasur 92,976 92,976 Additional paid-in capital 6,542,237 6,542,237 Retained earnings (deficit) (5,225,068) (5,281,538) --------- --------- 1,410,145 1,353,675 Cost of Common Stock held in Treas (7,135) (7,135) --------- --------- 1,403,010 1,346,540 TOTAL LIABILITIES. PREFERRED STOCK --------- --------- AND SHAREHOLDERS' EQUITY 1,743,992 1,774,243 ========= ========= (UNAUDITED) SYNERGISTICS, INC. STATEMENT OF OPERATIONS PERIOD OF NINE MONTHS ENDED SEPTEMBER 30,1996 AND 1995 1996 1995 Sales 1,668,236 1,646,346 Other income 2,342 4,011 --------- --------- 1,670,578 1,650,357 Costs and expenses: Cost of sales 791,430 762,243 Selling, general and administrative 822,366 631,000 Interest expense 311 138,139 --------- --------- 1,614,107 1,531,382 Net gain (loss) 56,471 118,975 Gain (loss) per share of Common Stock Assuming no dilution $0.01 $0.01 Assuming full dilution $0.01 $0.01 (UNAUDITED) SYNERGISTICS, INC. STATEMENT OF CHANGES IN FINANCIAL POSITION PERIODS OF NINE MONTHS SEPTEMBER 30, 1996 AND 1995 1996 1995 CASH FLOWS FROM OPERATING ACTIVITIES Net income (loss) 56,471 118,975 Adjustments to reconcile net loss to net cash (used) provided by operating activities: Depreciation 10,819 4,907 (Increase) decrease in accounts rec (12,138) 36,745 (Increase) decrease in inventories (63,666) (59,486) (Increase) decrease in prepaid expenses and other assets (18,756) (158,429) Increase (decrease) in accounts pay. (39,160) 234,132 Increase (decrease) in accrued expenses and other current liabilities (6,312) (52,859) Increase (decrease) in amounts due shareholder (41,249) 0 -------- -------- TOTAL ADJUSTMENTS (170,462) 5,010 -------- -------- NET CASH USED BY OPERATING ACTIVITIE (113,991) 123,985 CASH FLOWS FROM INVESTING ACTIVITIES Capital expenditures (24,130) (30,351) ------- ------- NET CASH (USED) BY INVESTING ACTIVIT (24,130) (30,351) NET CHANGE IN CASH (138,121) 93,634 CASH AT BEGINNING OF YEAR 332,151 149,909 ------- ------- CASH AT END OF PERIOD 194,030 243,543 ======= ======= SYNERGISTICS, INC. SELECTED INFORMATION Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. It is suggested that these financial statements be read in conjunction with the financial statements and notes thereto included in the Company's Annual Report Form 10-K. The results of operations for the period ended Sept. 30, 1996 are not necessarily indicative of the operating results for full year. Basis of Presentation It is the opinion of management that all significant adjustments which routine recurring adjustments reflected in the accompanying September financial statements which are necessary to present fairly such interim financial statements. Accounting Policy for Revenues and Costs of Sales Revenues are recognized at the time of product shipment. Cost of sales is computed using the "gross profit" method based upon historical results of operations. Other cost, included in costs of sales, are based upon such costs as acutally incurred. Inventories Inventories are comprised of the following: * 9/30/96 12/31/95 Finished Goods & WIP 110,000 90,000 Finished Goods & WIP 176,296 111,546 ------- ------- Total Inventories 286,296 201,546 *Allocation Based Upon Estimate (Gain) per Common Share The weighted average number of shares of common stock outstanding used in computing (gain) per share does not include the effect of the conversion of the stock options as the exercise price exceeds the current market of the security. The following schedule sets forth the number of shares used in computing earnings per share: Period of Nine Months Ended September 30 1996 1995 Assuming no dilution Common Stock Outstanding October 31, 1996 9,297,561 9,297,561 Shares held in Treasury 16,445 16,445 Total Shares Authorized 12,000,000 12,000,000 PART I FINANCIAL INFORMATION ITEM 1. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS For the nine months ended September 30, 1996, the Company recorded sales of $1,668,236 compared to $1,646,346. At September 30, 1996 the Company had a backlog of approximately $48,631. Cost of sales as a percentage of sales increased to 47.4% from 46.3% for the nine months ended September 30, 1996 and 1995, respectively. For the period of nine months ended September 30, 1996, selling, general and administrative expenses increased by $191,366 over the period of months ended September 30, 1995. Development expenses approximated $186,218 and $161,131 for the period nine months ended September 30, 1996 and respectively. PART II OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS There are currently no pending legal proceedings to which the Company a party or to which any of its property is subject. ITEM 2. CHANGE IN SECURITIES There have been no changes in the instruments defining the rights of holders of any class of securities of the Company during the first nine months of calendar year 1996. ITEM 3. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS No matters were brought to a vote of the Company;s security holders during the first quarter. ITEM 4. EXHIBITS AND FORM 8-K None. Pursuant to the requirements of the Securities Act of 1934, the registrant has duly caused this report to be signed on its behalf, the undersigned thereunto being duly authorized. DATE 2/19/97 BY /S/WILLIAM M. TETRICK William M. Tetrick Chairman of the Board DATE 2/19/97 BY /S/DAVID S. LONGWORTH David S. Longworth President and Clerk