SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10 - Q
(x) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1996
OR
( ) 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 0-11365
LASER PHOTONICS, INC.
(exact name of registrant as specified in it's charter)
Delaware 59-2058100
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
12351 Research Parkway, Orlando, Florida 32826
- ---------------------------------------- -----
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (407) 281-4103
N/A
(Former name, former address and former fiscal year, if changed since last
report)
APPLICABLE ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY
PROCEEDING DURING THE PRECEDING FIVE YEARS
Indicate by check mark whether the registrant (1) has filed all documents and
reports required to be filed by Section 12, 13, or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.
Yes X No
-----
As of March 31, 1996, 5,434,342 shares of Common Stock, par value $.01 per
share, were outstanding.
NO EXHIBITS BEING FILED
INDEX
Page
Number
PART I FINANCIAL INFORMATION:
Item 1. Financial Statements
Condensed Balance Sheets 3-4
as of March 31, 1996 (Unaudited) and December
31, 1995
Statements of Operations for the 5
Three Months ended March 31, 1996 (Unaudited)
Statements of Cash Flows for the 6
Three Months ended March 31, 1996 (Unaudited)
Notes to Financial Statements (Unaudited) 7-8
Item 2. Management's Discussion and Analysis 9-10
of Financial Condition and Results of Operations
PART II OTHER INFORMATION
Item 6. Exhibits and Reports of Form 8-K 11
SIGNATURES 12
2
LASER PHOTONICS, INC.
BALANCE SHEETS
March 31, December 31,
1996 1995
----------- ------------
ASSETS (UNAUDITED)
CURRENT ASSETS
Cash and cash Equivalent $21,418 $61,087
Accounts Receivable - Net $189,528 $256,370
Inventory $981,311 $855,866
Prepaid expenses $62,354 $24,201
----------- -----------
TOTAL CURRENT ASSETS $1,254,611 $1,197,524
PROPERTY, PLANT & EQUIPMENT $710,014 $700,014
Less accumulated depreciation
and amortization ($266,705) ($162,892)
----------- -----------
NET FIXED $443,309 $537,122
OTHER ASSETS
Other $108,617 $111,621
Goodwill $3,713,081 $3,949,841
----------- -----------
TOTAL ASSETS $5,519,618 $5,796,108
=========== ===========
3
LASER PHOTONICS, INC.
BALANCE SHEETS
March 31, December 31,
1996 1995
----------- ------------
LIABILITIES & SHAREHOLDERS' EQUITY (UNAUDITED)
CURRENT LIABILITIES
Accounts payable $600,423 $507,331
Accrued warranty $73,388 $93,759
Accrued compensation and payroll withholdings $517,122 $395,876
Accrued expenses $662,087 $626,351
Current portion of long-term debt $239,622 $609,932
----------- -----------
TOTAL CURRENT LIABILITIES $2,092,642 $2,233,249
INTERCOMPANY LIABILITY $2,330,461 $1,935,611
LONG TERM DEBT $895,360 $941,395
SHAREHOLDERS' EQUITY (DEFICIT)
Common stock $.01 par value, 10,000,000 shares
authorized: 10,000,000 shares issued and
outstanding at March 31, 1996; 5,434,342 shares
issued and outstanding in 1995 was 5,000,000 $54,343 $50,000
Additional paid - in- capital $3,176,726 $2,760,028
Deficit ($3,029,914) ($2,124,175)
----------- -----------
$329,797 $685,853
----------- -----------
TOTAL LIABILITIES & SHAREHOLDERS' EQUITY $5,519,618 $5,796,108
=========== ===========
4
LASER PHOTONICS, INC.
STATEMENTS OF OPERATIONS
(UNAUDITED)
Three months ended
March 31,1996
Sales $607,380
Cost of Sales $429,572
------------
GROSS PROFIT $177,808
Selling, general & administrative $705,751
Research & development $66,586
------------
INCOME FROM OPERATIONS ($594,529)
Interest expense - net $15,506
Amortization $236,760
Other $58,942
------------
NET INCOME (LOSS) BEFORE EXTRAORDINARY ITEM ($905,737)
============
EXTRAORDINARY ITEM $0
------------
NET INCOME (LOSS) ($905,737)
============
Primary earnings per common share:
Income (loss) before extraordinary item ($0.16)
Extraordinary item $0.00
------------
Net Income (Loss) ($0.16)
============
Average Number of Shares 5,434,342
Fully dilutive earnings per common share:
Income (loss) before extraordinary item ($0.16)
Extraordinary item $0.00
------------
Net Income (Loss) ($0.16)
============
Average Number of Shares 5,434,342
5
LASER PHOTONICS, INC.
STATEMENTS OF CASH FLOW
(UNAUDITED)
Three months ended
March 31,1996
OPERATING ACTIVITIES
Net income (loss) ($905,737)
Depreciation $106,817
Amortization $236,760
---------
Cash Flow -
Operations ($562,160)
Changes in current assets ($96,756)
Changes in current liabilities ($140,607)
Changes in long-term liabilities ($46,035)
---------
Net from operating activities ($845,558)
Capital Expenditures ($10,000)
Intercompany-Net $395,850
Equity $421,039
---------
Increase (Decrease) in cash ($39,669)
=========
Cash at beginning $61,087
Cash at end of quarter $21,418
---------
Cash Increase (Decrease) ($39,669)
=========
6
NOTES TO CONDENSED FINANCIAL STATEMENTS
LASER PHOTONICS, INC.
March 31, 1996
1. CONDENSED FINANCIAL STATEMENTS
The condensed balance sheets as of March 31, 1996 and December 31, 1995, and
the related statements of operations and cash flow for the three months in the
period ended March 31, 1996 have been prepared by the Company, without audit.
In the opinion of management, the condensed financial statements contain all
adjustments, consisting of normal recurring accruals, necessary to present
fairly the financial position of Laser Photonics, Inc. at March 31, 1996 and
the results of operations and cash flow for the three months ended March 31,
1996.
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 financial
statements be read in conjunction with the financial statements and notes
thereto included in the Company's report on Form 10-K/A-1 for the year ended
December 31, 1995. Subsequent events occurring after that date have been
considered and disclosed where necessary in the revised Form 10K and/or the
revised 10-Q filing as appropriate.
2. INVENTORIES
Inventories consist of the following:
March 31, December 31,
1996 1995
-------- --------
Raw Materials $430,734 $477,456
Work in Process $384,777 $310,623
Finished Goods $165,800 $ 67,785
-------- --------
$981,311 $855,864
======== ========
7
3. PER SHARE AMOUNTS
Earnings per common share for 1996 are based on the weighted average number of
shares of Common Stock outstanding of 5,286,379.
Earnings per common share for 1995 are based on the weighted average number of
shares of Common Stock outstanding 5,510,465. During 1995 (5/23) shares were
reduced from 6,312,112 to 5,000,000.
4. INCOME TAXES
During the first quarter of 1996, the Company adopted FASB No. 109, "Accounting
for Income Taxes," where deferred income taxes are provided for temporary
differences between amounts reported for financial statement and income tax
purposes. The impact of adopting this Statement will not be significant to the
Company. The Company has elected to reserve the benefits of net operating loss
carry-forwards. These benefits will be recognized when the Company returns to
profitable operations.
8
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
During the three month period ended March 31,1996, there was a consolidated
loss of $905,737. Laser Photonics subsidiary, Acculase, was responsible for
$636,204 of this amount. Since Acculase was not acquired until May 23,1995,
there is not any comparable data for this period. Therefore, the following
comments pertain to Laser Photonics exclusive of Acculase.
For the three months ended March 31, 1996, Laser Photonics incurred a net loss
of $269,533 versus a net loss of $473,654 for the same period in 1995. Net
income for the three month period in 1996 compared to the same period in 1995
improved by $204,121, as the result of increased profit margins as well as
reduced selling, general and administrative expenses and research and
development charges. In addition, the current quarter includes amortization of
goodwill of $106,839 which was not in the first quarter of 1995.
Sales for the three months ended March 31, 1996, decreased by approximately
$274,000 as compared to the same period in 1995 due primarily to the Company's
financial position not being sufficient enough to fund the inventory needs of
the Company, resulting in the deferral of shipments to future quarters. Backlog
was 510,000 as of 3/31/96.
Gross profit increased to 29%, during the three months ended March 31, 1996 as
compared to 23% for the comparable period in 1995. This increase is due
principally to a change in the Company's customer mix, product selection, &
efficiencies.
Selling, general and administrative expenses decreased by approximately
$236,000 for the three months ended March 31, 1996 as compared to the
comparable period in 1995. This decrease is due to labor reductions & expense
controls.
Research and development expenses decreased by approximately $28,000 during the
first three months of 1996 when compared to the same period in 1995, also as a
result of labor reductions.
Liquidity and Capital Resources
At March 31, 1996 the Company had cash and cash equivalents of approximately
$21,000 representing a decrease of $40,000 from December 31, 1995. This
decrease is the result of the continued paydown of debt, and cash used in
excess of cash provided by operating activities.
The Company failed to make timely payment of certain federal and state payroll
and withholding taxes during the period ended March 31, 1996. The Company has
entered into an agreement with the Internal Revenue Service which requires
certain scheduled payments to be made of the arrears of the federal amounts and
timely payment of current federal amounts.
Subsequent to 3/31/96, the company has paid all post-reorganization taxes
through the end of the quarter ended 3/31/96.
9
The Company continues to suffer from deficiencies in available capital
resources. This is expected to be resolved due to:
1) Factoring agreement of $400,000, (completed)
2) Warrants exercised of $703,500
3) Subsequent sales increased due to cash in 1 & 2 (above)
The Company will continue to have difficulty funding these current debt amounts
from its current cash flow. The Company's ability to finance its activities is
dependent on the Company increasing its production levels and/or obtaining
capital or a borrowing facility from external sources as listed above.
Funding for Acculase is the responsibility of the parent company, Helionetics,
Inc., through May, 1997.
10
PART II. OTHER INFORMATION
Item 1 Legal Proceedings: See December 31, 1995 10K
Item 2 Changes in Securities None
Item 3 Defaults Upon Senior Securities None
Item 4 Submission of Matters to Vote of
Security Holders None
Item 5 Other Information None
Item 6 Exhibits and Reports on Form 8K
a) Exhibits - None
b) Reports on Form 8K - None
11
Signatures to Form 10-Q/B
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
LASER PHOTONICS, INC.
(Registrant)
Date: July 24, 1996 By: /s/ Steven Qualls
------------------
Steven Qualls
CEO
Principal Executive Officer
Date: July 24, 1996 By: /s/ Robert Gibson
-----------------
Robert Gibson
Controller
12