United States Securities and Exchange Commission Washington, D.C. 20549 FORM 10-QSB [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2000 -------------------- [ ] TRANSITON REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to ---------------------- Commission File Number: 0-11883 ----------------- TELEBYTE, INC. (Exact name of small business issuer as specified in its charter) Delaware 11-2510138 (State or other jurisdiction of incorporation (IRS Employer Identification No.) or organization) 270 Pulaski Road, Greenlawn, New York 11740 - -------------------------------------------------------------------------------- (Address of principal executive offices) (631) 423-3232 ------------------------------------------------------------------ (Issuer's telephone number) (Former name,former 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. Yes X No -------------- As of November 14, 2000, there were outstanding 1,253,631 shares of Common Stock, $.01 par value. Transitional Small Business Disclosure Format (check one); Yes No X -------------- -------- TELEBYTE, INC. & SUBSIDIARY INDEX Part I Financial Information Item 1. Consolidated Financial Statements Consolidated Balance Sheet September 30, 2000 (Unaudited) Consolidated Statements of Earnings Three and nine months ended September 30, 2000 and 1999 (Unaudited) Consolidated Statement of Shareholders' Equity Nine months ended September 30, 2000 (Unaudited) Consolidated Statements of Cash Flows Nine months ended September 30, 2000 and 1999 (Unaudited) Notes to Consolidated Financial Statements (Unaudited) Item 2. Management's Discussion and Analysis or Plan of Operation Part II Other Information Part I Financial Information Item 1. Financial Statements TELEBYTE, INC. & SUBSIDIARY CONSOLIDATED BALANCE SHEET SEPTEMBER 30, 2000 (Unaudited) ASSETS CURRENT ASSETS Cash and cash equivalents $ 878,443 Accounts receivable, less allowance for doubtful accounts 762,866 Inventory 1,548,833 Prepaid expenses 114,844 Deferred income taxes 135,000 ---------------------- TOTAL CURRENT ASSETS 3,439,986 PROPERTY, PLANT AND EQUIPMENT, less accumulated depreciation and amortization 1,129,400 OTHER ASSETS 277,089 ---------------------- $ 4,846,475 ====================== LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES Accounts payable $ 321,814 Accrued expenses 143,884 Income taxes payable 160,689 Current maturities of long-term debt 75,120 ---------------------- TOTAL CURRENT LIABILITIES 701,507 LONG-TERM DEBT, less current maturities 997,130 DEFERRED INCOME TAXES 195,000 SHAREHOLDERS' EQUITY Common stock - $.01 par value; 9,000,000 shares authorized; 1,253,631 shares issued and outstanding 12,536 Capital in excess of par value 1,781,672 Retained earnings 1,158,630 ---------------------- 2,952,838 ---------------------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 4,846,475 ====================== The accompanying notes are an integral part of these financial statements. TELEBYTE, INC. & SUBSIDIARY CONSOLIDATED STATEMENTS OF EARNINGS (Unaudited) Three Months Nine Months Ended September 30, Ended September 30, 2000 1999 2000 1999 -------------------------- ------------------ --------------------------- ------------------- NET SALES $ 1,621,109 $ 1,415,555 $ 4,874,014 $ 4,143,801 COST OF SALES 781,653 665,086 2,277,947 1,964,494 -------------------------- ------------------ --------------------------- ------------------- GROSS PROFIT 839,456 750,469 2,596,067 2,179,307 -------------------------- ------------------ --------------------------- ------------------- OPERATING EXPENSES Selling, G & A 474,894 406,062 1,384,654 1,341,702 Research and development 135,001 124,652 396,940 403,539 -------------------------- ------------------ --------------------------- ------------------- 609,895 530,714 1,781,594 1,745,241 -------------------------- ------------------ --------------------------- ------------------- Operating Income 229,561 219,755 814,473 434,066 -------------------------- ------------------ --------------------------- ------------------- OTHER INCOME (EXPENSE) Rental Income 12,048 12,048 36,146 36,146 Interest Income 11,641 873 22,270 5,868 Interest Expense (26,347) (26,761) (75,578) (87,650) -------------------------- ------------------ --------------------------- ------------------- Earnings before income taxes 226,903 205,915 797,311 388,430 Provision for income taxes 81,380 77,602 301,880 147,602 -------------------------- ------------------ --------------------------- ------------------- NET EARNINGS $ 145,523 $ 128,313 $ 495,431 $ 240,828 ========================== ================== =========================== =================== Earnings per common share: Basic $ 0.12 $ 0.10 $ 0.40 $ 0.19 ========================== ================== =========================== =================== Diluted $ 0.09 $ 0.10 $ 0.31 $ 0.18 ========================== ================== =========================== =================== Shares used in computing earnings per common share: Basic 1,253,631 1,248,631 1,252,404 1,266,718 ========================== ================== =========================== =================== Diluted 1,574,366 1,341,965 1,594,512 1,310,385 ========================== ================== =========================== =================== The accompanying notes are an integral part of these financial statements. TELEBYTE, INC. & SUBSIDIARY CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY NINE MONTHS ENDED SEPTEMBER 30, 2000 (Unaudited) Number of Capital in shares Common excess of Retained issued stock par value earnings Total ------- ------ ---------- -------- ----- Balance at January 1, 2000 1,248,631 $ 12,486 $ 1,740,472 $ 663,199 $ 2,416,157 Common stock issued for purchase of intangibles 5,000 50 41,200 41,250 Net earnings 495,431 495,431 - - - ------------------- ------------------ --------------------- -------------------- -------------- Balance at September 30, 2000 1,253,631 $ 12,536 $ 1,781,672 $ 1,158,630 $ 2,952,838 =================== ================== ===================== ==================== ============== The accompanying notes are an integral part of these financial statements. TELEBYTE, INC. & SUBSIDIARY CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) Nine Months Ended September 30, --------------------------- ------------------ 2000 1999 --------------------------- ------------------ CASH FLOWS FROM OPERATING ACTIVITIES Net earnings $ 495,431 $240,828 Adjustments to reconcile net earnings to net cash provided by operating activities: Depreciation and amortization 206,314 113,082 Decrease (increase) in operating assets: Accounts receivable 96,051 (23,612) Inventories (29,556) (171,934) Prepaid expenses and other (43,511) 28,274 Increase (decrease) in operating liabilities: Accounts payable 49,298 (61,958) Accrued expenses and taxes (24,389) 192,869 --------------------------- ------------------ Net cash provided by operating activities 749,638 317,549 --------------------------- ------------------ CASH FLOWS FROM INVESTING ACTIVITIES Additions to property and equipment (98,253) (66,499) Purchase of intangibles (110,000) - Cost of non-compete agreement - (203,124) --------------------------- ------------------ Net cash used in investing activities (208,253) (269,623) --------------------------- ------------------ CASH FLOWS FROM FINANCING ACTIVITIES Principal payments under mortgage obligation (49,423) (46,775) Net borrowings under debt obligations 15,954 217,178 Purchase of treasury stock - (927,430) Proceeds from exercise of stock options - 3,950 --------------------------- ------------------ Net cash used in financing activities (33,469) (753,077) --------------------------- ------------------ Net increase (decrease) in cash and cash equivalents 507,916 (705,151) Cash and cash equivalents at beginning of period 370,527 919,630 --------------------------- ------------------ Cash and cash equivalents at end of period $ 878,443 $ 214,479 =========================== ================== Non cash financing activities Issuance of common stock and note payable for purchase of intangibles $ 60,825 The accompanying notes are an integral part of these financial statements. TELEBYTE, INC. & SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) 1. CONSOLIDATED FINANCIAL STATEMENTS The consolidated balance sheet as of September 30, 2000, the consolidated statement of earnings, stockholders' equity and cash flows for the nine-month and three-month periods then ended have been prepared by us without audit. In the opinion of management, all adjustments (which include only normal recurring accrual adjustments) necessary to present fairly, the financial position, results of operations and cash flows as of September 30, 2000 have been made. 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 our Annual Report to Shareholders for the fiscal year ended December 31, 1999. The results of operations for the period ended September 30, 2000 are not necessarily indicative of the operating results for the full year. 2. EARNINGS PER SHARE The numbers of shares used in the Company's basic and diluted earnings per share computations are as follows: Three Months Nine Months Ended September 30, Ended September 30, ---------------------------------------------------------- 2000 1999 2000 1999 ---------------------------------------------------------- Weighted average common shares outstanding for basic earnings per share 1,253,631 1,248,631 1,252,404 1,266,718 Common stock equivalents for stock options 320,735 93,334 342,108 43,667 ----------- ------ ------- ------ Weighted average common shares outstanding for diluted earnings per share 1,574,366 1,341,965 1,594,512 1,310,385 ========= ========= ========= ========= Item 2. Management's Discussion and Analysis or Plan of Operation. When used herein, the words "believe," "anticipate," "think," "intend," "will be," "expect" and similar expressions identify forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are not guarantees of future performance and involve certain risks and uncertainties discussed herein and under the caption "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 1999, which could cause actual results to differ materially from those in the forward-looking statements. Readers are cautioned not to place undue reliance on the forward-looking statements, which speak only as of the date hereof. Readers are also urged carefully to review and consider the various disclosures made by us which attempt to advise interested parties of the factors which affect our business, including, without limitation, the disclosures made under the caption "Management's Discussion and Analysis or Plan of Operation." All references to a fiscal year are to our fiscal year, which ends December 31. RESULTS OF OPERATIONS Sales during the third quarter ended September 30, 2000 increased 15% to $1,621,109 compared to sales of $1,415,555 for the same period in 1999. The increase in sales was primarily due to an increase in sales of our Digital Subscriber Line (DSL) Test Equipment. Cost of sales for the third quarter of $781,653 (or 48.2% of sales) increased compared to the $665,086 (or 47.0% of sales) during the same period in 1999. The decrease in our profit margin percentage was primarily a function of product mix. Selling, general and administrative costs for the third quarter of $474,894 increased by $68,832 from $406,062 during the third quarter of 1999. The increase during the third quarter was due primarily to expenses incurred by Nextday.com, a wholly owned e-commerce subsidiary, and promotion of the Company's DSL product line. In particular, the Company participated at DSLcon '00 Asia held in Hong Kong and DSLcon '00 Fall held in Boston. Also during the third quarter, the Company announced the appointment of Mr. Jim Wright as its new Vice President, Chief Marketing Officer of Broadband Products. Mr. Wright will lead the Company's program in marketing DSL test equipment and other Broadband Products. Mr. Wright has more than 30 years experience in the telecommunications industry, including most recently as General Manager of Consultronics, Inc., a leading supplier of broadband test equipment including local loop simulators. Research and development expenses for the third quarter of $135,001 increased by $10,349 from $124,652 during the same quarter in 1999. During the third quarter, we continued the development of our Universal Serial Bus (USB) product line and expect to introduce our first USB products during the fourth quarter of 2000. The USB products that should be introduced in the fourth quarter of 2000 include a USB-to-EIA 232 converter, a USB-to-RS 422 converter, a USB-to-RS 485 converter and a USB-to-Fiber converter. During the third quarter, the Company completed the development of a multi-line wire line simulator, the Model 458, which can simulate up to 16 local loops up to 20,500 feet each. The Company expects to begin shipping the model 458 during the fourth quarter of 2000. Interest income increased to $11,641 during the third quarter of 2000 compared to $873 for the same period in 1999. This increase in interest income was due primarily to higher levels of cash on deposit. During the third quarter of 2000, we had rental income of $12,048, which was in line with the comparable quarter of 1999. The effective tax rate in third quarter of 2000 was 35.9%, compared with 37.7 % in same quarter in 1999. The net earnings of $145,523 or $.09 diluted per share for the third quarter of 2000 increased 13.4% compared to the net earnings of $128,313 or $.10 diluted per share in the same quarter in 1999. The increase in profitability is attributed to the increase in sales during the third quarter of 2000. LIQUIDITY AND CAPITAL RESOURCES Net cash provided by operating activities for the nine months ended September 30, 2000 was $749,638 compared to net cash provided of $317,549 in the same period of 1999. This change was due primarily to an increase in net earnings. Working capital increased as of September 30, 2000 by $471,522 to $2,738,479 compared with $2,266,957 from December 31, 1999. The current ratio as of September 30, 2000 increased to 4.90:1 compared to 4.37:1 as of December 31, 1999. We have an agreement with a financial institution, which provides us with a line of credit of up to $500,000 based on our eligible accounts receivable and purchased components and materials and finished goods inventories, as defined in the agreement. Further, the agreement contains certain financial covenants that require us to maintain a minimum level of tangible net worth and places limitations on the ratio of our total debt to our tangible net worth, as defined in the agreement. Borrowings under the line of credit bear interest at the bank's specified prime rate plus .75%. There was no outstanding indebtedness under this line of credit as of September 30, 2000. In January 1999, we secured an additional reducing revolving line of credit from the same institution that provides for initial borrowings up to a maximum of $1,000,000. Availability under the reducing revolving line of credit decreases by approximately $11,900 per month, and the line expires January 2006. Availability under this line at of September 30, 2000 was approximately $524,000. Borrowings under this loan agreement bear interest at the 30-Day Commercial Paper Rate plus 2.90%. Net borrowings under this line of credit totaled $237,895 at September 30, 2000. We believe that cash generated by our operations, current cash and cash equivalents, and the lines of credit should supply sufficient cash resources to meet our cash needs for the next 12 months. PART II -- OTHER INFORMATION Item 1. Legal Proceedings Not applicable. Item 2. Changes in Securities Not applicable. Item 3. Defaults Upon Senior Securities Not applicable. Item 4. Submission of Matters to a Vote of Security Holders --------------------------------------------------- Not applicable. Item 5. Other Information Not applicable. Item 6. Exhibits and Reports on Form 8-K None SIGNATURES In accordance with the requirements of the Exchange Act, the Registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. TELEBYTE, INC. By: __________\s\_________________ Kenneth S. Schneider Chairman of the Board (Principal Executive Officer) By: ___________\s\________________ Michael Breneisen President (Principal Financial and Accounting Officer) Date: November 14, 2000