1/11 U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB (Mark One) [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 UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from _______ to _______ Commission file number: 0-10187 ------------- Prab, Inc. --------------------------------------- (Exact name of small business issuer as specified in its charter) Michigan 38-1654849 - ----------------------------------------------------------------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 5944 E. Kilgore Rd, P.O. Box 2121, Kalamazoo, Michigan 49003 - ----------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (616) 382-8200 - ----------------------------------------------------------------------------- (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 _____ State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: Common Stock, par value $.10 per share - 1,757,339 shares outstanding at February 29, 2000. Transitional Small Business Disclosure Format (Check One): Yes _____ No __X__ 2/11 PART I - FINANCIAL INFORMATION Item 1. Financial Statements The following Financial Statements are attached hereto in response to Item 1: Condensed Consolidated Balance Sheet January 31, 2000 (Unaudited) and October 31, 1999 Consolidated Statement of Earnings Three months ended January 31, 2000 and 1999 (Unaudited) Condensed Consolidated Statement of Cash Flows Three months ended January 31, 2000 and 1999 (Unaudited) Notes to Condensed Consolidated Financial Statements Item 2. Management's Discussion and Analysis or Plan of Operation Material Changes in Financial Condition. Accounts receivable decrease resulted from lower sales in the first quarter of 2000 versus the fourth quarter of 1999. Inventory increase resulted from a combination of additional work in process and stock inventory. Other current assets increased primarily from prepaid expenses. Accounts and note payable increase resulted primarily from an additional $300,000 draw on the line of credit. Other current liabilities decreased from paying the fiscal year 1999 accrued bonus and profit sharing, combined with lower accruals for customer deposits and commissions. The Company repurchased all of its outstanding convertible preferred stock from the State of Michigan Retirement Systems on December 28, 1999 for a price of $1.63 per share plus accrued dividends of $3,545. This transaction eliminated the convertible stock and reduced additional paid in capital by $322,667, the premium paid above book value. Material Changes in Results of Operation. Sales in the first quarter of 2000 were 4% higher than the first quarter of 1999. Higher sales are the result of increased order activity in the first quarter of 2000 versus a year ago. Costs of products sold were 62% in the first quarter of 2000 and 1999. Selling, general and administrative expenses were 37% in the first quarter of 2000 compared to 36% in the same period a year ago. Lower interest expense resulted from being relatively debt free until December 28, 1999 when $601,000 was drawn on the line of credit to repurchase the convertible preferred stock. 3/11 The order backlog of $2,820,000 at the end of the first quarter ended January 31, 2000 compares with $2,084,000 at the end of the previous quarter ended October 31, 1999. PART II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (a) Exhibits: None (b) Reports on Form 8-K: On January 13, 2000, the Company filed a Form 8-K reporting the repurchase of 366,667 shares of the Company's convertible preferred shares from the State of Michigan Retirement Systems on December 28, 1999 at the price of $1.63 per share. 4/11 SIGNATURES Pursuant to the requirements of the Exchange Act, the Registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. PRAB, INC. Date: March 6, 2000 By: /S/ Gary A. Herder ---------------------- Gary A. Herder Its: Chairman, President and Chief Executive Officer Date: March 6, 2000 By: /S/ Robert W. Klinge ---------------------- Robert W. Klinge Its: Chief Financial Officer 5/11 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Quarterly Report on Form 10-QSB For the Quarter Ended January 31, 2000 Financial Statements PRAB, INC. (A Michigan Corporation) 5944 E. Kilgore Road P.O. Box 2121 Kalamazoo, Michigan 49003 6/11 PRAB, INC. CONDENSED CONSOLIDATED BALANCE SHEET January 31, October 31, 2000 1999 ----------- ----------- Unaudited (Note) ASSETS Current assets: Cash $ 85,790 $ 46,637 Accounts Receivable 2,291,934 3,031,402 Inventories (Note 2) 1,751,237 1,549,939 Other current assets 271,440 189,388 Deferred income taxes 411,442 411,442 ---------- ---------- Total current assets 4,811,843 5,228,808 ---------- ---------- Property, plant and equipment (net of accumulated depreciation of $3,714,411 and $3,666,262 respectively) 1,029,180 1,027,069 ---------- ---------- Other assets Deferred charges and other assets 123,316 113,118 Deferred income taxes 348,012 350,803 ---------- ---------- Total other assets 471,328 463,921 ---------- ---------- Total assets $6,312,351 $6,719,798 ========== ========== LIABILITIES AND STOCKHOLDERS' EQUITY: Current Liabilities: Accounts and note payable $1,584,448 $1,187,267 Other current liabilities 1,126,816 1,335,960 ---------- ---------- Total current liabilities 2,711,264 2,523,227 ---------- ---------- Other non-current liabilities 18,681 18,372 ---------- ---------- Stockholder's equity: Convertible preferred stock (Note 4) -- 275,000 Common stock 175,734 175,734 Additional paid-in capital 1,073,077 1,395,743 Retained Earnings 2,333,595 2,331,722 ---------- ---------- Total stockholders' equity 3,582,406 4,178,199 ---------- ---------- Total liabilities and stock- holders' equity $6,312,351 $6,719,798 ========== ========== Note: The balance sheet at October 31, 1999, has been taken from the - ----- audited financial statements at that date and condensed. 7/11 PRAB, INC. CONSOLIDATED STATEMENT OF EARNINGS (Unaudited) Three Months Ended January 31 -------------------------- 2000 1999 ---- ---- Net Sales $ 3,423,213 $ 3,298,912 ----------- ----------- Costs and expenses: Cost of products sold 2,135,384 2,040,921 Selling, general and administrative expenses 1,273,051 1,199,446 ----------- ----------- 3,408,435 3,240,367 ----------- ----------- Interest Operating income 14,778 58,545 ----------- ----------- Interest expense 4,440 21,259 ----------- ----------- Income before income taxes 10,338 37,286 Provision for income taxes 4,920 16,637 ----------- ----------- Net Income $ 5,418 $ 20,649 =========== =========== Earnings (Loss) Per Common Share: (Note 5) Basic $ (0.18) $ .01 =========== =========== Diluted $ (0.18) $ .01 =========== =========== 8/11 PRAB, INC. CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited) Three months ended January 31 ---------------------- 2000 1999 ---- ---- Net cash provided by (used in) operating activities $ 390,623 $ 425,492 --------- --------- Cash flows from investing activities: Acquisition of property, plant and equipment (50,260) (11,690) --------- --------- Net cash provided by (used in) investing activities: (50,260) (11,690) Cash flows from financing activities: Net Increase (Decrease) in short term borrowings 300,000 (200,000) Dividend payments (3,544) (5,500) Repurchase of stock (597,666) 0 --------- --------- Net cash provided by (used in) financing activities (301,210) (205,500) --------- --------- Net increase (decrease) in cash $ 39,153 $ 208,302 ========= ========= 9/11 PRAB, INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS: The condensed consolidated balance sheet at January 31, 2000, the consolidated statement of earnings and the condensed consolidated statement of cash flows for the three-month periods ended January 31, 2000 and 1999, have been prepared by the Company without audit. In the opinion of management, all adjustments necessary to present fairly the financial position, results of operations and cash flows at January 31, 2000, and for all periods presented 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 condensed consolidated financial statements be read in conjunction with the financial statements and notes thereto included in the Company's October 31, 1999, annual report to stockholders. The results of operations for the period ended January 31, 2000, is not necessarily indicative of the operating results for the full year. 2. INVENTORIES: Inventories consist of the following: January 31, October 31, 2000 1999 ----------- ----------- Raw materials $ 1,096,953 $ 1,061,442 Work in process 474,588 236,471 Finished goods and display units 179,696 252,026 ---------- ---------- Total inventories $ 1,751,237 $ 1,549,939 =========== =========== 3. UNUSED LINE OF CREDIT: The Company has a $1,750,000 line of credit which is subject to a borrowing formula based upon certain asset levels of the Company. As of January 31, 2000, $1,671,425 was available to the Company under the line of credit and the Company had borrowed $600,000 of such amount. 4. CONVERTIBLE PREFERRED STOCK: On December 28, 1999 the Company redeemed 366,667 shares of convertible preferred stock from the State of Michigan Retirement Systems(SMRS). The redemption price of $1.63 per share plus accrued dividends of $3,545 totaled $601,212. The purchase was financed by a draw on the Company's line of credit. 10/11 PRAB, INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) 5. RECONCILIATION OF EARNINGS PER SHARE: FOR THE QUARTER ENDED JANUARY 31, 2000 INCOME SHARES PER-SHARE (Numerator) (Denominator) Amount ----------- ------------- -------- Net Income $ 5,418 Less: Preferred stock dividends 3,544 Preferred stock redemption premium 322,667 ------- Basic EPS Income Available to common stockholders (320,793) 1,757,339 $(.18) ===== Effect of dilutive securities Stock options -- Convertible preferred stock -- -- --------- --------- Diluted EPS Income available to Common stockholders + assumed conversions $(320,793) 1,757,339 $(.18) ========= ========= ===== FOR THE QUARTER ENDED JANUARY 31, 1999 Net Income $ 20,649 Less: Preferred stock dividends 5,500 --------- Basic EPS Income Available to common stockholders 15,149 1,757,339 $ .01 ===== Effect of dilutive securities Stock options 132,769 Convertible preferred stock -- -- --------- -------- Diluted EPS Income available to Common stockholders + assumed conversions $ 15,149 1,890,108 $.01 ========= ========= ===== Convertible preferred stock had an antidilutive effect on diluted earnings per share for the quarters ended January 31, 2000 and 1999 and was not used in the calculation of diluted earnings per share for these quarters. Stock options had an antidilutive effect on diluted earnings per share for the quarter ended January 31, 2000 and was not used in the calculation of diluted earnings per share for that quarter.