UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB/A (Amendment #2) X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE --- SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2000 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____________ to ____________ Commission file number 001-10287 LIFSCHULTZ INDUSTRIES, INC. (Exact name of small business issuer as specified in its charter) DELAWARE No. 87-0448118 -------- --------------- (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 641 West 59th Street, New York, NY 10019 ---------------------------------------- (Address of principal executive offices) (212) 397-7788 -------------- (Issuer's telephone number) Not Applicable -------------- (Former name, former address and former fiscal year, if changed since last report.) The number of shares of the issuer's common stock outstanding as of March 15, is 1,121,655 shares. This Form 10-QSB/A (Amendment #2) is being filed to correct in Item 1 the calculation of Net Earnings Per Common Share - Assuming Dilution. PART I- FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS -------------------- Lifschultz Industries, Inc. and Subsidiaries CONSOLIDATED BALANCE SHEETS (Unaudited) January 31, 2000 and July 31, 1999 ASSETS 31-Jan-00 31-Jul-99 --------- --------- CURRENT ASSETS Cash and cash equivalents $ 996,000 $ 1,175,000 Marketable securities 919,000 993,000 Trade accounts receivable, net 2,523,000 3,059,000 Related party receivable 55,000 51,000 Deferred income taxes 323,000 323,000 Inventories 4,137,000 3,190,000 Other current assets 54,000 159,000 ----------- ------------ Total current assets 9,007,000 8,950,000 PROPERTY HELD FOR LEASE, NET 1,339,000 1,598,000 PROPERTY AND EQUIPMENT, NET 2,097,000 1,181,000 LAND 170,000 170,000 DEFERRED INCOME TAXES 1,222,000 1,222,000 ----------- ------------ $13,835,000 $ 13,121,000 =========== ============ The accompanying notes are an integral part of these statements. 2 Lifschultz Industries, Inc. and Subsidiaries CONSOLIDATED BALANCE SHEETS (Unaudited) January 31, 2000 and July 31, 1999 LIABILITIES AND SHAREHOLDERS' EQUITY 31-Jan-00 31-Jul-99 --------- --------- CURRENT LIABILITIES Notes payable to banks $ 620,000 $ 150,000 Trade accounts payable 809,000 688,000 Income taxes payable 112,000 149,000 Accrued liabilities 1,118,000 1,528,000 Current maturities of capital lease 50,000 39,000 obligations Current maturities of long-term obligation 2,000 2,000 ----------- ------------ Total current liabilities 2,711,000 2,556,000 LONG-TERM OBLIGATION, less current maturities 5,000 5,000 CAPITAL LEASE OBLIGATIONS, less current maturities 133,000 92,000 COMMITMENTS AND CONTINGENCIES - - SHAREHOLDERS' EQUITY Convertible preferred stock, par value $0.01; authorized 100,000 shares Series A; issued and outstanding 5,200 - - shares at January 31, 2000 and July 31, 1999 Series E; issued and outstanding 552 - - shares at January 31, 2000 and July 31, 1999 Common stock, par value $0.001; authorized 1,650,000 shares: issued 1,121,655 shares at January 31, 2000 and 1,117,519 at July 31, 1999 1,000 1,000 Additional paid-in capital 11,060,000 11,060,000 Treasury stock, at cost (22,560 common shares) (157,000) (157,000) Accumulated earnings (deficit) 82,000 (436,000) Total shareholders' equity 10,986,000 10,468,000 ----------- ------------ $13,835,000 $ 13,121,000 =========== ============ The accompanying notes are an integral part of these statements. 3 Lifschultz Industries, Inc. and Subsidiaries CONSOLIDATED STATEMENTS OF EARNINGS (unaudited) For the three months and six months ended January 31, (Three months ended) (Six months ended) 2000 1999 2000 1999 ---- ---- ---- ---- Net Revenues $ 4,620,000 $ 3,920,000 $ 8,491,000 $ 7,418,000 Cost and expenses: Cost of products sold 2,533,000 2,014,000 4,801,000 4,014,000 Selling, general and 1,506,000 1,328,000 2,661,000 2,372,000 administrative Research and development 235,000 203,000 430,000 331,000 Interest expense 14,000 10,000 24,000 17,000 ----------- ----------- ----------- ----------- 4,288,000 3,555,000 7,916,000 6,734,000 ----------- ----------- ----------- ----------- Earnings before income taxes 332,000 365,000 575,000 684,000 Income tax expense 28,000 30,000 57,000 62,000 NET EARNINGS $ 304,000 $ 335,000 $ 518,000 $ 622,000 =========== =========== =========== =========== Net earnings per common share - basic (based on 1,121,655 common shares outstanding) $ 0.27 $ 0.30 $ 0.46 $ 0.49 =========== =========== =========== =========== Net earnings per common share - assuming dilution (based on 1,292,805 common shares $ 0.23 $ 0.26 $ 0.40 $ 0.48 =========== =========== =========== =========== The accompanying notes are an integral part of these statements. 4 Lifschultz Industries, Inc. and Subsidiaries CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) For the six months ended January 31, 2000 1999 ---- ---- Increase (decrease) in cash and cash equivalents Cash flows from operating activities Net Earnings $ 518,000 $ 622,000 Adjustments to reconcile net earnings to net cash provided by operating activities: Depreciation and amortization 71,000 107,000 Amortization of leasehold interest 259,000 255,000 Changes in assets and liabilities: Accounts receivable 536,000 126,000 Related party receivable (4,000) 17,000 Inventories (947,000) (324,000) Deferred Tax - - Other current assets 105,000 (160,000) Accounts payable 121,000 94,000 Accrued liabilities (410,000) (568,000) Income taxes payable (37,000) 27,000 ------------ ----------- Total Adjustments (306,000) (426,000) ------------ ----------- Net cash provided (used) by operating activities 212,000 196,000 Cash flows from investing activities Purchase of property and equipment (987,000) (379,000) Purchase of marketable securities (126,000) (375,000) Proceeds from maturities of marketable securities 200,000 354,000 ------------ ----------- Net cash used in investing activities (913,000) (400,000) Cash flows from financing activities Principal payments on long-term obligations - (1,000) Principal payments on capital lease obligations (20,000) (18,000) Proceeds from Capital Lease 72,000 - Net change in line of credit 470,000 196,000 Cash received from issuance of common stock - - ------------ ----------- Net cash provided by financing activities 522,000 177,000 5 Lifschultz Industries, Inc. and Subsidiaries CONSOLIDATED STATEMENTS OF CASH FLOWS (cont.) (Unaudited) For the six months ended January 31, 2000 1999 ---- ---- Net decrease in cash and cash equivalents Cash and cash equivalents at beginning of quarter (179,000) (27,000) Cash and cash equivalents at end of quarter 1,175,000 989,000 ------------ ----------- $ 996,000 $ 962,000 ============ =========== Supplemental disclosures of cash flow information - ------------------------------------------------- Cash paid during the quarter for Interest $ 10,000 $ 10,000 Income Taxes 128,000 $ 27,000 The accompanying notes are an integral part of these statements. 6 Notes to Financial Statements (unaudited) Note 1 - ------ The consolidated financial statements have been prepared by Lifschultz Industries Inc. (the "Company") without audit, in accordance with generally accepted accounting principles. Pursuant to the rules and regulations of the Securities and Exchange Commission, certain disclosures normally included in consolidated financial statements prepared in accordance with generally accepted accounting principles have been omitted or condensed. It is management's belief that the disclosures made are adequate to make the information presented not misleading and reflect all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of financial position and results of operations for the periods presented. The results of operations for the periods presented should not be considered as necessarily indicative of operations for the full year. It is recommended that these consolidated financial statements be read in conjunction with the consolidated financial statements for the year ended July 31, 1999 and the notes thereto included in the Company's Form 10-KSB. Note 2 - ------ Certain items from fiscal year 1999 were reclassified to be consistent with the 2000 statement of earnings presentation with no effect on net income. SIGNATURES In accordance with the requirements of the Exchange Act, the registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. LIFSCHULTZ INDUSTRIES, INC. Date March 16, 2000 By: /s/DENNIS R. HUNTER -------------- ----------------------- Dennis R. Hunter President and Chief Financial Officer 11