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 June 30, 1996 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 33-16453 MICRONETICS WIRELESS, INC. (Exact name of small business issuer as specified in its charter) Delaware 22-2063614 (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 26 Hampshire Drive, Hudson, NH 03051 (Address of principal executive offices) (Zip Code) (603)883-2900 (Issuer's telephone number) 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 [ ] State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date. Outstanding at Class of Common Stock July 24, 1996 $.01 par share 3,117,438 Page 1 of 11. There is no Exhibit Index. MICRONETICS WIRELESS, INC. INDEX Page No. Part I. Financial Information Item 1. Financial Statements Condensed Balance Sheets - June 30, 1996 and March 31, 1996 3-4 Condensed Statements of Operations- Three Months Ended June 30, 1996 and June 30, 1995 5 Condensed Statements of Cash Flows - Three Months Ended June 30, 1996 and June 30, 1995 6-7 Notes to Condensed Financial Statements 8 Item 2. Management's Discussion and Analysis 9 Part II. Other Information Item 6. Exhibits and Reports on Form 8-K 10 Signature 11 PART I. FINANCIAL INFORMATION MICRONETICS WIRELESS, INC. CONDENSED BALANCE SHEETS (UNAUDITED) Assets -------------- June 30, March 31, 1996 1996 ----------------------------- CURRENT ASSETS: Cash $ 212,387 $ 146,674 Receivables Trade (net of allowance for doubtful accounts) 616,684 688,828 Inventories (note 2) 841,249 834,209 Insurance receivable 596,376 596,376 Prepaid expenses and other current assets 31,984 23,793 Deferred tax asset 25,000 25,000 --------- --------- TOTAL CURRENT ASSETS 2,323,680 2,314,880 FIXED ASSETS Land 162,000 162,000 Building & Improvements 840,247 840,247 Furniture, Fixtures, and Equipment 1,015,318 988,624 Capitalized Leases 102,535 102,535 --------- --------- Gross Fixed Assets 2,120,100 2,093,406 Accumulated Depreciation and Amortization (703,332) (674,128) --------- --------- TOTAL (NET) FIXED ASSETS 1,416,768 1,419,278 OTHER ASSETS Deposits 5,701 5,086 Intangibles (Net of 106,973 109,814 Amortization) Deferred tax asset 120,391 151,391 --------- --------- TOTAL OTHER ASSETS 233,065 266,291 --------- --------- TOTAL ASSETS $3,973,513 $4,000,449 ========= ========= MICRONETICS WIRELESS, INC. CONDENSED BALANCE SHEETS (UNAUDITED) Liabilities and Shareholders' Equity -------------------------------------------- June 30, March 31, 1996 1996 ----------------------------- CURRENT LIABILITIES: Short term loans and capitalized leases $ 95,106 $ 90,982 Accounts payable 144,874 218,046 Accrued expenses and taxes, other than income taxes 145,131 148,455 Subordinated Debentures 25,000 25,000 Deferred Sales 9,342 0 Income taxes payable 4,562 3,815 --------- --------- TOTAL CURRENT LIABILITIES 424,015 486,298 LONG-TERM DEBT: Capitalized leases 3,439 7,978 Notes Payable - Bank 923,703 947,089 --------- --------- TOTAL LONG-TERM DEBT 927,142 955,067 SHAREHOLDER'S EQUITY Common stock 31,174 31,166 Additional paid-in capital 2,336,522 2,335,530 Retained earnings (deficit) 254,660 192,388 ---------- --------- TOTAL SHAREHOLDERS' EQUITY 2,622,356 2,559,084 ---------- --------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $3,973,513 $4,000,449 ========== ========= MICRONETICS WIRELESS, INC. CONDENSED STATEMENT OF OPERATIONS (UNAUDITED) -------------------------------------------- 3 Months Ended June 30, 1996 1995 -------------- ---------- Operating revenues $ 848,847 $ 842,663 Cost of operations 481,501 495,977 --------- --------- Gross profit 367,346 346,686 Selling, general and administrative expenses 220,197 207,021 Research & Development 44,058 40,486 --------- --------- Operating income 103,091 99,179 Other income (expense): Rental income 15,062 0 Interest income 651 721 Interest expense (23,279) (10,397) Other income (2,253) (669) --------- --------- Total (9,819) (10,345) --------- --------- Income before provision for income taxes 93,272 88,834 Provision for income taxes 31,000 29,000 --------- --------- Net income $ 62,272 $ 59,834(1) ========= ========= Net income per share $ 0.02 $ 0.02(1) ========= ========= Weighted average number of shares outstanding 3,268,858 3,052,831 --------- --------- __________ (1) Restated to provide for impact of income taxes. MICRONETICS WIRELESS, INC. STATEMENTS OF CASH FLOWS (UNAUDITED) -------------------------------------------- 3 Months Ended June 30, 1996 1995 -------------- ---------- INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS: Cash Flows from operating Activities: Net income $ 62,272 $ 59,834 Adjustments to reconcile net income to net cash provided by operating activities: Decrease in deferred tax asset 31,000 29,000 Depreciation and amortization 32,045 27,600 Changes in assets and liabilities: (increase) decrease in accounts receivable, inventories, prepaid expenses and other current assets 56,913 (109,644) (Increase) decrease in security deposits and other assets (615) (922) (Increase) in insurance receivable 0 (21,715) (Decrease) increase in accounts payable accrued liabilities, notes payable and other current liabilities (75,749) 20,611 Increase (decrease) in deferred sales 9,342 (21,058) --------- ---------- Net cash provided (utilized) by operating activities $ 115,208 $ (16,294) ========= ========== MICRONETICS WIRELESS, INC. STATEMENTS OF CASH FLOWS (UNAUDITED) -------------------------------------------- 3 Months Ended June 30, 1996 1995 -------------- ---------- INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS: Cash Flows from Investment Activities: (Additions) to fixed assets $ (26,694) $ (24,819) --------- --------- Net cash provided (used) by investment activities (26,694) (24,819) --------- --------- Cash Flows from Financing Activities: (Reduction) increase of debt and capitalized leases (23,801) (17,424) Proceeds from stock options exercised 1,000 0 Proceeds from issuance of common stock 0 0 Proceeds from issuance of subordinated convertible debentures 0 0 --------- --------- Net cash provided (used) by financing activities (22,801) (17,424) --------- --------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 65,713 (58,537) Cash and cash equivalents, at beginning of year 146,674 288,015 --------- --------- CASH AND CASH EQUIVALENTS, AT END OF QUARTER $ 212,387 229,478 ========= ========= MICRONETICS WIRELESS, INC. NOTES TO CONDENSED FINANCIAL STATEMENTS Note 1. In the opinion of the Company, the accompany- ing unaudited consolidated condensed financial statements contain all adjustments (consisting of only normal recurring adjustments) which in the opinion of management are necessary in order to present fairly the financial position as of June 30, 1996 and 1995, the results of operations for the three month periods ended June 30, 1996 and 1995 and cash flows for the three month periods ended June 30, 1996 and 1995. While the Company believes that the disclosures presented are adequate to make the information not misleading, it is suggested that these consolidated condensed financial statements be read in conjunction with the Company's Annual Report on Form 10-KSB for its fiscal year ended March 31, 1996. The results of operations for the three month period ended June 30, 1996 are not necessarily indicative of the results of the full year. Note 2. Inventories are summarized below: June 30, 1996 March 31, 1996 Raw materials and work-in-process $626,529 $649,657 Finished goods 214,720 184,552 ------- ------- Total $841,249 $834,209 ======= ======= Item 2. Management's Discussion and Analysis Results of Operations The Company had revenues of $848,847 and $842,663 for the three months ended June 30, 1996 and 1995, respectively, an increase of $6,184 in the current period. Gross profit as a percent of net sales increased to 43.3% during the current period as compared to 41.1% during the corresponding period of the prior fiscal year. This was largely a reflection of increased sales of commercial products for wireless communications systems. Selling, general and administrative expenses as a percent of net sales for the current period was 25.9% as compared to 24.6% for the corresponding year earlier period. Research and development expenses were 5.2% of net sales during the current period as compared to 4.8% of net sales a year ago. The Company had net income of $62,272, or $.02 per share, as compared to net income of $59,834, or $.02 per share, for the three month periods ended June 30, 1996 and 1995, respectively. This is an increase of $2,438 or 4.1% in the current period. The weighted average shares outstanding for the three months ended June 30, 1996 were 3,268,858 as compared to 3,052,831 in the year earlier period. Financial Condition The Company's working capital at June 30, 1996 was $1,899,665, an increase of $71,083 from $1,828,582, the working capital at March 31, 1996. The Company's current ratio was approximately 5.5 to 1 at June 30, 1996; it was approximately 4.8 to 1 at March 31, 1996. Net cash of $115,208 was provided by operating activities during the three months ended June 30, 1996 as compared to $16,294 of cash utilized during the year earlier period. This was primarily due to a decrease in accounts receivable and accounts payable during the quarter, as compared to an increase in such receivables and payables during the year earlier period. Net cash utilized by investing activities during the three months ended June 30, 1996 was $26,694 as compared to net cash utilized by investing activities of $24,819 during the year earlier period. This use of cash was primarily due to the Company's purchase of equipment during both periods. Net cash utilized by financing activities during the three months ended June 30, 1996 was $22,801, as compared to $17,424 of cash provided during the year earlier period. The primary use of cash was to reduce debt in both periods. As a result of these activities, the Company's cash position increased by $65,713 during the current three months as compared to a decrease of $58,537 in the year ago period. PART II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (b) During the quarter ended June 30, 1996, the registrant did not file any reports on Form 8-K. SIGNATURE 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. MICRONETICS WIRELESS, INC. (Registrant) Dated: August 2, 1996 By: s/Richard S. Kalin Richard S. Kalin, President (Principal Executive and Financial Officer) micro\10-Q-JUN.96