FORM 10-QSB SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 1997 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 registrant 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 (Registrant's telephone number, including area code) (Former name, former address and former fiscal year, if changed since last report) 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 and Exchange Act of 1934 during the preceding 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 Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of December 31, 1997. 3,317,208 shares of common stock, par value $.01 per share. MICRONETICS WIRELESS, INC. INDEX Page No. Part I. Financial Information Item 1. Financial Statements Condensed Balance Sheets - December 31, 1997 and March 3-4 31, 1997 Condensed Statements of Operations- Three Months Ended December 31, 1997 and 1996 5 Condensed Statements of Operations - 6 Nine Months Ended December 31, 1997 and 1996 Condensed Statement of Cash Flows - 7-8 Nine Months Ended December 31, 1997 and 1996 Notes to Condensed Financial 9 Statements Item 2. Management's Discussion and Analysis 10 of Financial Condition and Results of Operations Part II. Other Information Item 6. Exhibits and Reports on Form 8-K 11 Signature 12 PART I. FINANCIAL INFORMATION MICRONETICS WIRELESS, INC. CONDENSED BALANCE SHEETS (UNAUDITED) Assets -------------- December 31, March 31, 1997 1997 ------------------------------ Current assets: Cash $ 1,110,065 $ 961,314 Receivables (net of allowance for doubtful accounts) 796,543 755,716 Inventories (note 2) 1,362,318 1,151,640 Prepaid expenses and other current assets 41,751 49,568 Deferred tax asset 58,409 118,481 ----------- ----------- Total current assets 3,369,086 3,036,719 Fixed assets: Land 162,000 162,000 Building and improvements 849,899 846,547 Furniture, fixtures and equipment 1,374,844 1,269,938 Capitalized leases 82,990 33,500 ----------- ----------- Gross fixed assets 2,469,733 2,311,985 Accumulated depreciation and amortization (907,151) (800,030) ----------- ----------- Total (net) fixed assets 1,562,582 1,511,955 Other assets: Deposits 9,724 1,102 Intangibles (net of amortization) 95,505 98,375 Deferred tax asset 0 0 ----------- ----------- Total other assets 105,229 99,477 ----------- ----------- Total assets $ 5,036,897 $ 4,648,151 MICRONETICS WIRELESS, INC. CONDENSED BALANCE SHEETS (UNAUDITED) Liabilities and Shareholders' Equity -------------------------------------------- December 31, March 31, 1997 1997 ------------------------------ Current liabilities: Short-term loans and capitalized leases $ 114,034 $ 91,703 Accounts payable 253,397 374,746 Accrued expenses and taxes, other than income taxes 206,350 155,953 Subordinated debentures 25,000 25,000 Income taxes payable 62,801 31,618 ----------- ----------- Total current liabilities 661,582 679,020 Long-term debt: Capitalized leases 53,325 7,616 Notes payable - bank 885,779 948,022 ----------- ----------- Total long-term debt 939,104 955,638 Shareholders' equity: Common stock 33,172 31,887 Additional paid - in capital 2,496,806 2,393,748 Retained earnings 906,233 587,858 ----------- ----------- Total shareholders' equity 3,436,211 3,013,493 ----------- ----------- Total liabilities and shareholders' equity $ 5,036,897 $ 4,648,151 MICRONETICS WIRELESS, INC. CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED) -------------------------------------------- Three Months Ended December 31, 1997 1996 -------------- ---------- Operating revenues $1,243,281 $ 916,207 Cost of operations 681,847 571,487 --------- --------- Gross profit 561,434 344,720 --------- --------- Selling, general and administrative expenses 337,683 217,800 Research and development 83,727 64,903 expense --------- --------- Operating income 140,024 62,017 Other income (expense): Rental income 15,062 15,062 Interest income 9,482 10,265 Interest (expense) (21,077) (22,726) Other income (expense) (2,259) (3,318) --------- --------- Total 1,208 (717) --------- --------- Income before taxes 141,232 61,300 Provision for income taxes 29,755 11,500 --------- --------- Net income $ 111,477 $ 49,800 ========= ========= Net income per share $ 0.03 $ 0.02 ========= ========= Weighted average number of shares outstanding 3,370,753 3,268,858 ========= ========= MICRONETICS WIRELESS, INC. CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED) -------------------------------------------- Nine Months Ended December 31, 1997 1996 ------------- -------------- Operating revenues $3,455,412 $2,700,256 Cost of operations 2,007,230 1,577,215 --------- --------- Gross profit 1,448,182 1,123,041 Selling, general and administrative expenses 875,386 661,421 Research and development expense 196,339 155,009 --------- --------- Operating income 376,457 306,611 Other income (expense): Rental income 45,187 45,187 Interest income 27,796 12,642 Interest (expense) (58,729) (69,149) Other income (expense) 15,770 (7,889) --------- --------- Total 30,024 (19,209) --------- --------- Income before taxes and extraordinary item 406,481 287,402 Provision for income taxes 88,105 57,500 --------- --------- Income before extraordinary item 318,376 229,902 Extraordinary item -- insurance settlement - 98,566 --------- --------- Net income $ 318,376 $ 328,468 ========= ========= Net income per share Before extraordinary item $ 0.09 $ 0.07 Extraordinary item - 0.03 --------- --------- Net income per share $ 0.09 $ 0.10 ========= ========= Weighted average number of shares outstanding 3,370,753 3,268,858 ========= ========= MICRONETICS WIRELESS, INC. STATEMENTS OF CASH FLOWS (UNAUDITED) -------------------------------------------- Nine Months Ended December 31, 1997 1996 -------------- ------------- INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS: Cash Flows from Operating Activities: Net income $ 318,375 $ 328,468 Adjustments to reconcile net income to net cash provided by operating activities: Decrease in deferred tax asset 60,072 81,503 Depreciation and amortization 134,991 98,721 Changes in assets and liabilities: (Increase) decrease in accounts receivable, inventories, prepaid expenses and other current assets (243,688) (224,316) (Increase) decrease in security deposits and other assets (5,752) 1,306 (Increase) decrease in insurance receivable - 596,376 (Decrease) increase in accounts payable accrued liabilities, notes payable and other current liabilities (99,505) 27,763 --------- --------- Net cash provided (utilized) by operating activities $ 164,493 $ 909,821 ========= ========= MICRONETICS WIRELESS, INC. STATEMENTS OF CASH FLOWS (UNAUDITED) Nine Months Ended December 31, 1997 1996 -------------- -------------- INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS: Cash Flows from Investment Activities: (Additions) to fixed assets $ (125,882) $ (129,418) --------- --------- Net cash provided (used) by investment activities $ (125,882) $ (129,418) --------- --------- Cash Flows from Financing Activities: (Reduction) increase of debt and capitalized leases $ 5,797 $ 26,453 Proceeds from stock options exercised 104,343 16,000 --------- --------- Net cash provided (used) by financing activities $ 110,140 42,453 --------- --------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS $ 148,751 $ 822,856 Cash and cash equivalents, at beginning of year 961,314 146,674 ---------- --------- CASH AND CASH EQUIVALENTS, AT END OF QUARTER $ 1,110,065 $ 969,530 ========== ========= MICRONETICS WIRELESS, INC. NOTES TO BE 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) necessary to present fairly the financial position as of December 31, 1997 and 1996, the results of operations for the three and nine month periods ended December 31, 1997 and 1996 and cash flows for the nine month periods ended December 31, 1997 and 1996. 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, 1997. The results of operations for the three and nine month periods ended December 31, 1997 are not necessarily indicative of the results of the full year. Note 2. Inventories are summarized below: December 31, 1997 March 31, 1997 Raw materials and work-in-process 1,114,363 974,337 Finished goods 247,955 177,303 ---------- ---------- Total 1,362,318 1,151,640 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Results of Operations The Company had revenues of $1,243,281 and $916,207 for the three months ended December 31, 1997 and 1996, respectively, an increase of $327,074 or 35% compared to the prior period. The Company's net income more than doubled to 111,477, or $.03 per share, as compared with net income of $49,800, or $.02 per share, for the three month periods ended December 31, 1997 and 1996, respectively. The Company had revenues of $3,455,412 and $2,700,256 for the nine months ended December 31, 1997 and 1996, respectively, an increase of $755,156 or 28% compared to the prior period. The Company had net income of $318,376 or $.09 per share, and $328,468, or $.10 per share, for the nine month periods ended December 31, 1997 and 1996, respectively. For the nine months ended December 31, 1996, this includes an extraordinary gain of $98,566, or $.03 per share. Gross profit as a percent of net sales for the three and nine month periods ended December 31, 1997 was 45.1% and 41.9%, respectively, as compared to 37.6% and 41.6%, respectively, during the corresponding periods of the prior fiscal year. Selling, general and administrative expenses ("SGA") as a percent of net sales for the three months ended December 31, 1997 was 25.3% as compared to 23.8% in the prior year. For the nine month periods ended December 31, 1997 and 1996, SGA as a percent of net sales was 25.3% as compared to 24.5% for the prior period. Financial Condition The Company's working capital at December 31, 1997 was $2,727,000. It was $2,358,000 at March 31, 1997. The Company's current ratio was 5.1 to 1 at December 31, 1997 and 4.5 to 1 at March 31, 1997. Net cash provided by operations in the nine months ended December 31, 1997 was $164,493 as compared to $909,821 in the prior year. The increase last year was largely due to the receipt of payment of the insurance settlement during the period. Net cash utilized from investment activities was $125,882 during the nine months ended December 31, 1997 as compared to $129,418 used in the prior year. This was primarily to purchase new equipment. The net cash provided by financing activities was $110,140 during the nine months ended December 31, 1997, as compared to $42,453 during the prior year. This was as the result of increased exercises of stock options during the current period. Safe Harbor Statement Statements which are not historical facts, including statements about the Company's confidence and strategies and its expectations about new and existing products, technologies and opportunities, market and industry segment growth, demand and acceptance of new and existing products are forward looking statements that involve risks and uncertainties. These include, but are not limited to, product demand and market acceptance risks; the impact of competitive products and pricing; the results of financing efforts; the loss of any significant customers of any business; the effect of the Company's accounting policies; the effects of economic conditions and trade, legal, social, and economic risks, such as import, licensing, and trade restrictions; the results of the Company's business plan and the impact on the Company of its relationship with its lenders. PART II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (b) During the quarter ended December 31, 1997, the registrant did not file any reports on Form 8-K. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. MICRONETICS WIRELESS, INC. (Registrant) Dated: February 5, 1998 /s/ Richard S. Kalin Richard S. Kalin, President WP51\MICRONET\10Q-JAN.98