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, 2001 [ ] 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 (IRS Employer Identification No.) incorporation 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 August 14, 2001, 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 Condensed Financial Statements Consolidated Balance Sheet June 30, 2001 (Unaudited) Consolidated Statements of Operations Three and six months ended June 30, 2001 and 2000 (Unaudited) Consolidated Statement of Shareholders' Equity Six months ended June 30, 2001 (Unaudited) Consolidated Statements of Cash Flows Six months ended June 30, 2001 and 2000 (Unaudited) Notes to Condensed 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 JUNE 30, 2001 (Unaudited) ASSETS CURRENT ASSETS Cash and cash equivalents $ 110,014 Accounts receivable, less allowance for doubtful accounts of $24,000 757,130 Inventory 2,403,253 Prepaid expenses 127,747 Deferred income taxes 193,000 ---------- TOTAL CURRENT ASSETS 3,591,144 PROPERTY AND EQUIPMENT, less accumulated depreciation and amortization 1,223,463 OTHER ASSETS, net 194,036 ---------- $5,008,643 ========== LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES Accounts payable $ 412,128 Accrued expenses 165,680 Income taxes payable -- Borrowings under line-of credit 322,527 Current maturities of long-term debt and capital lease obligations 94,624 ---------- TOTAL CURRENT LIABILITIES 994,959 LONG-TERM BORROWINGS UNDER LINE OF CREDIT 100,036 LONG-TERM DEBT AND CAPITAL LEASE OBLIGATIONS, less current maturities 709,911 DEFERRED INCOME TAXES 215,000 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 1,194,529 ---------- 2,988,737 ---------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $5,008,643 ========== The accompanying notes are an integral part of this financial statement. TELEBYTE, INC. & SUBSIDIARY CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) Three Months Six Months ended June 30, ended June 30, -------------------------- -------------------------- 2001 2000 2001 2000 ----------- ----------- ----------- ----------- NET SALES $ 1,368,573 $ 1,598,653 $ 3,047,805 $ 3,310,273 COST OF SALES 738,216 723,994 1,528,242 1,557,507 ----------- ----------- ----------- ----------- GROSS PROFIT 630,357 874,659 1,519,563 1,752,766 ----------- ----------- ----------- ----------- OPERATING EXPENSES Selling, general and administrative 607,934 441,849 1,208,417 905,915 Research and development 188,328 130,128 328,532 261,939 ----------- ----------- ----------- ----------- 796,262 571,977 1,536,949 1,167,854 ----------- ----------- ----------- ----------- Operating income (loss) (165,905) 302,682 (17,386) 584,912 ----------- ----------- ----------- ----------- OTHER INCOME (EXPENSE) Other income -- -- 78,800 -- Rental income 12,049 12,049 24,098 24,098 Interest income 370 5,814 5,427 10,629 Interest expense (25,664) (22,595) (44,931) (49,231) ----------- ----------- ----------- ----------- Earnings (loss) before income taxes (179,150) 297,950 46,008 570,408 Provision (benefit) for income taxes (68,900) 115,000 18,600 220,500 ----------- ----------- ----------- ----------- NET EARNINGS (LOSS) $ (110,250) $ 182,950 $ 27,408 $ 349,908 =========== =========== =========== =========== Earnings (loss) per common share: Basic $ (0.09) $ 0.15 $ 0.02 $ 0.28 =========== =========== =========== =========== Diluted $ (0.09) $ 0.12 $ 0.02 $ 0.22 =========== =========== =========== =========== Shares used in computing earnings per common share: Basic 1,253,631 1,253,631 1,253,631 1,251,780 =========== =========== =========== =========== Diluted 1,253,631 1,572,611 1,470,974 1,604,575 =========== =========== =========== =========== The accompanying notes are an integral part of these financial statements. TELEBYTE, INC. & SUBSIDIARY CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY SIX MONTHS ENDED JUNE 30, 2001 (Unaudited) Number of Capital in shares Common excess of Retained issued stock par value earnings Total ------- ----- --------- -------- ----- Balance at January 1, 2001 1,253,631 $12,536 $1,781,672 $1,167,121 $2,961,329 Net earnings 27,408 27,408 --------- ------- ---------- ---------- ---------- Balance at June 30, 2001 1,253,631 $12,536 $1,781,672 $1,194,529 $2,988,737 ========= ======= ========== ========== ========== The accompanying notes are an integral part of this financial statement. TELEBYTE, INC. & SUBSIDIARY CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) Six Months ended June 30, ----------------------- 2001 2000 --------- --------- CASH FLOWS FROM OPERATING ACTIVITIES Net earnings $ 27,408 $ 349,908 Adjustments to reconcile net earnings to net cash provided by operating activities: Provision for bad debts 11,752 Depreciation and amortization 117,522 137,992 Decrease (increase) in operating assets: Accounts receivable 7,786 67,951 Inventories (728,560) 24,598 Prepaid expenses and other (4,379) 15,287 Increase (decrease) in operating liabilities: Accounts payable 97,189 5,946 Accrued expenses and taxes (142,294) (90,893) --------- --------- Net cash (used in) provided by operating activities (613,576) 510,789 --------- --------- CASH FLOWS FROM INVESTING ACTIVITIES Additions to property and equipment (87,409) (50,179) Purchase of intangibles -- (110,000) --------- --------- Net cash used in investing activities (87,409) (160,179) --------- --------- CASH FLOWS FROM FINANCING ACTIVITIES Principal payments under mortgage obligation (36,965) (33,690) Payments under debt obligations (8,302) 10,394 Net borrowings under line-of credit agreement 422,563 -- Proceeds from exercise of stock options -- -- --------- --------- Net cash provided by (used in) financing activities 377,296 (23,296) --------- --------- Net (decrease) increase in cash and cash equivalents (323,689) 327,314 Cash and cash equivalents at beginning of period 433,703 370,527 --------- --------- Cash and cash equivalents at end of period $ 110,014 $ 697,841 ========= ========= Non cash financing activities Issuance of common stock and note payable for purchase of intangibles $ 60,825 Equipment acquired under capital lease obligation $ 33,460 The accompanying notes are an integral part of these financial statements. TELEBYTE, INC. & SUBSIDIARY NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS The consolidated balance sheet as of June 30, 2001, the consolidated statement of earnings, stockholders' equity and cash flows for the six-month period 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 at June 30, 2001 have been made. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America 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 on Form 10-KSB for the fiscal year ended December 31, 2000. The results of operations for the period ended June 30, 2001 are not necessarily indicative of the operating results for the full year. 2. EARNINGS PER SHARE The number of shares used in the Company's basic and diluted earnings per share computations are as follows: Three Months Six Months Ended June 30, Ended June 30, ------------------------------------------------------ 2001 2000 2001 2000 ------------------------------------------------------ Weighted average common shares outstanding 1,253,631 1,253,631 1,253,631 1,251,780 for basic earnings per share Common stock equivalents for stock options -- 318,980 217,343 352,795 --------- --------- --------- --------- Weighted average common shares outstanding for diluted earnings per share 1,253,631 1,572,611 1,470,974 1,604,575 ========= ========= ========= ========= Excluded from the calculation of diluted earnings per share are 539,000 and 46,500 options to purchase the Company's common stock for the three and six months ended June 30, 2001, respectively, as their inclusion would be anti-dilutive. 3. BUSINESS SEGMENTS The Company has two reportable segments: Telebyte is a manufacturer of technology products and Nextday.com distributes products through e-commerce. The Company's chief operating decision maker utilizes net sales and net earnings (loss) information in assessing performance and making overall operating decisions and resource allocations. The accounting policies of the operating segments are the same as those described in the summary of significant accounting policies as set forth in the December 31, 2000 Annual Report on Form 10-KSB. Information about the Company's segments for periods ended June 30, 2001 and 2000 are as follows: Three Months Six Months Ended June 30, Ended June 30, ----------------------------------------------------------- 2001 2000 2001 2000 ----------------------------------------------------------- Net sales from external customers Telebyte $ 1,315,098 $ 1,527,448 $ 2,979,423 $ 3,195,586 Nextday.com 53,475 71,205 68,382 114,687 ----------- ----------- ----------- ----------- $ 1,368,573 $ 1,598,653 $ 3,047,805 $ 3,310,273 =========== =========== =========== =========== Intersegment net sales Telebyte $ (76,640) $ 48,758 $ 217,532 $ 70,725 Nextday.com -- -- -- -- ----------- ----------- ----------- ----------- $ (76,640) $ 48,758 $ 217,532 $ 70,725 =========== =========== =========== =========== Operating profit (loss) Telebyte $ (127,546) $ 391,830 $ 92,561 $ 776,259 Nextday.com (38,359) (89,148) (109,946) (191,347) ----------- ----------- ----------- ----------- $ (165,905) $ 302,682 $ (17,385) $ 584,912 =========== =========== =========== =========== Identifiable assets Telebyte $ 4,728,571 $ 4,352,461 Nextday.com 280,072 248,808 ----------- ----------- $ 5,008,643 $ 4,601,269 =========== =========== 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-KSB for the year ended December 31, 2000, 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 second quarter ended June 30, 2001 decreased 14.4% to $1,368,573 compared to sales of $1,598,653 for the same period in 2000. The decrease in sales was primarily due to the general downturn in the economy, particularly in the telecommunications industry. Sales of Broadband test equipment decreased by $146,906 compared to the second quarter of 2000, and decreased by $362,156 compared to the first quarter of 2001. Cost of sales for the second quarter of $738,216 (or 53.9% of sales) increased from $723,994 (or 45.3% of sales) during the same period in 2000. The decrease in our profit margin percentage was primarily due to specific customer sales during the second quarter that had lower than normal profit margins. Selling, general and administrative expenses for the second quarter of $607,934 increased by $166,085 from $441,849 during the second quarter of 2000. The increase was due primarily to costs associated with a sales and marketing office for the Broadband products located in Duluth, Georgia. This location was chosen for recruitment of the sales and marketing personnel needed for Broadband products. The office also had facilities for equipment demonstrations, training and customer contact. During the later part of the second quarter of 2001 Company management began a review of the efficiency associated with having this separate facility. As a result, on July 12, 2001, management decided to begin preparations for closing this office. Research and development expenses for the second quarter of $188,328 increased by $58,200, compared to $130,128 during the same quarter in 2000. Detailed planning activities by management have resulted in a strategic plan focused on achieving long-term growth of the Company. Realization of the goals of this plan required the development of new products and the enhancement of existing products. This required the recruitment of necessary technical personnel. Accordingly, during the second quarter of 2001 the Company expanded its research and development department by adding several engineers. This resulted in the increase of $58,200 in research and development expenses in the second quarter of 2001 as compared to the second quarter of 2000. Interest income decreased to $370 during the second quarter of 2001 from $5,814 for the same period in 2000. During the second quarter of 2001, the Company had rental income of $12,049, which was comparable with the second quarter of 2000. The effective tax rate in second quarter of 2001 was 38.5%, compared with 38.6% in the same quarter of 2000. The Company had a net loss of $(110,250), or $(0.09) diluted per share, for the second quarter of 2001 as compared to net earnings of $182,950, or $.12 diluted per share, in the same quarter of 2000. The decrease in profitability is due primarily to the decrease in sales and the increase in Research and Development and selling, general and administrative expenses during the second quarter of 2001. LIQUIDITY AND CAPITAL RESOURCES Net cash used by operating activities for the six months ended June 30, 2001 was $613,576 compared to net cash provided of $510,789 in the same period of 2000. This change is due primarily to an increase in inventory for broadband test equipment. Working capital increased as of June 30, 2001 by $104,292 to $2,596,185 compared with $2,491,893 from December 31, 2000. The current ratio as of June 30, 2001 decreased to 3.61:1 compared to 4.5:1 as of December 31, 2000. We have an agreement with a financial institution (the "Agreement"), expiring June 30, 2002, which provides us with a line of credit of up to $500,000 based on our eligible accounts receivable, purchased components and materials and finished goods inventories, as defined in the Agreement. Further, the Agreement contains certain financial covenants, which 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%. Net borrowings under this line of credit totaled $322,527 at June 30, 2001. 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 June 30, 2001 was approximately $554,755. 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 $100,036 at June 30, 2001. We believe that cash generated by our future operations, current cash and cash equivalents, and the line of credit should supply the cash resources to meet our cash needs for at least 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: August 14, 2001