SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 March 31, 1997 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 0-22146 APPLIED BIOMETRICS, INC. (Exact name of small business issuer as specified in its charter) Minnesota 41-1508112 (State of other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 501 E. Highway 13, Burnsville, MN 55337 (Address of principal executive office and zip code) Issuer's telephone number, including area code (612) 890-1123 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 at least 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 the latest practicable date. At April 26, 1997, there were outstanding 4,169,587 shares of common stock, $0.01 par value. BIOMETRICS, INC. Form 10-QSB Index March 31, 1997 Page ---- Part I: Financial Information ...................................... 3 Item 1. Financial Statements ....................................... 3 Balance Sheets Unaudited at March 31, 1997 and Audited at December 31, 1996 ............................... 3 Unaudited Statements of Operations for the Three Month Periods ended March 31, 1997 and 1996 ....................................................... 4 Statement of Shareholders' Equity for year ended December 31, 1996 and for the Three Month Period ended March 31, 1997 (unaudited) ........................... 5 Unaudited Statements of Cash Flows for the Three Month Periods Ended March 31, 1997 and 1996 ....................................................... 6 Notes to Unaudited Financial Statements .................... 7 Item 2. Management's Discussion and Analysis or Plan of Operation ............................................... 8 Part II: Other Information .......................................... 10 Item 1. Legal Proceedings .......................................... 10 Item 2. Changes in Securities ...................................... 10 Item 3. Defaults Upon Senior Securities ............................ 10 Item 4. Submission of Matters to a Vote of Security Holders .................................................... 10 Item 5. Other Information .......................................... 10 Item 6. Exhibits and Reports of Form 8-K ........................... 10 Signatures ............................................................ 11 Part 1: Financial Information Item 1. Financial Statements APPLIED BIOMETRICS, INC. Balance Sheets March 31, 1997 December 31, (Unaudited) 1996 ------------ ------------ ASSETS Current Assets: Cash and cash equivalents $ 932,775 $ 741,661 Short-term investments 5,018,134 5,632,791 Accounts Receivable 40,274 19,417 Inventory 232,490 222.476 Prepaid expenses and other current assets 189,004 226,665 ------------ ------------ TOTAL CURRENT ASSETS 6,412,677 6,843,010 Property and equipment, net 563,437 528,398 Patents, net 107,012 109,307 Other assets 9,585 9,585 ------------ ------------ TOTAL ASSETS $ 7,092,711 $ 7,490,300 ============ ============ LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Trade accounts payable $ 153,623 $ 126,257 Accrued expenses and other liabilities 90,820 76,933 ------------ ------------ TOTAL CURRENT LIABILITIES 244,443 203,190 SHAREHOLDERS' EQUITY Common stock, $.01 par value, 10,000,000 shares authorized: 4,169,587 and 4,168,987 shares issued and outstanding at March 31, 1997 and December 31, 1996, respectfully 41,696 41,690 Additional paid-in capital 19,706,462 19,703,468 Accumulated deficit (12,899,890) (12,458,048) ------------ ------------ TOTAL SHAREHOLDERS' EQUITY 6,848,268 7,287,110 ------------ ------------ TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 7,092,711 $ 7,490,300 ============ ============ APPLIED BIOMETRICS, INC. Statements of Operations (Unaudited) Three Months Ended -------------------------- March 31, March 31, 1997 1996 ----------- ----------- Net sales $ 56,070 $ 17,375 Cost of sales 26,850 9,875 ----------- ----------- GROSS PROFIT 29,220 7,500 ----------- ----------- OPERATING EXPENSES: Research and Development 319,448 162,568 Sales and Marketing 72,197 74,803 General and Administrative 163,593 125,309 ----------- ----------- Total Operating Expenses 555,238 362,680 ----------- ----------- OPERATING LOSS (526,018) (355,180) Interest income 84,176 45,856 ----------- ----------- NET LOSS (441,842) ($ 309,324) =========== =========== LOSS PER COMMON SHARE ($ .11) ($ 0.09) =========== =========== Weighted average common shares outstanding 4,169,487 3,308,468 =========== =========== APPLIED BIOMETRICS, INC. STATEMENTS OF SHAREHOLDERS' EQUITY Additional Common Stock Paid-in Accumulated Shares Amount Capital Deficit ------------ ------------ ------------ ------------ December 31, 1995 2,943,410 $ 29,434 $ 13,507,155 $(11,089,087) Private Placement net of offering expenses of $587,133 860,000 8,600 4,564,267 Exercise of stock options and warrants 365,577 3,656 1,632,046 Net loss (1,368,961) ------------ ------------ ------------ ------------ December 31, 1996 4,168,987 41,690 19,703,468 (12,458,048) Exercise of stock options (unaudited) 600 6 2994 Net loss (unaudited) (441,842) ------------ ------------ ------------ ------------ March 31, 1997 (unaudited) 4,169,587 $ 41,696 $ 19,706,462 (12,899,890) ============ ============ ============ ============ APPLIED BIOMETRICS, INC. Statements of Cash Flows (Unaudited) Three Months Ended -------------------------- March 31, March 31, 1997 1996 ----------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES: Net loss $ (441,842) $ (309,324) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation and amortization 41,406 22,098 Cash flows provided by (used for) changes in: Accounts receivables (20,857) (17,871) Inventory (10,014) (82,024) Prepaid expenses and other assets 37,661 (4,606) Accounts payable 27,366 14,588 Accrued expenses and other liabilities 13,887 8,148 ----------- ----------- Net cash flows used by operating activities (352,393) (368,991) ----------- ----------- CASH FLOWS FROM INVESTING ACTIVITIES: Sales and maturities of short term investments 1,750,370 738,686 Purchases of short-term investments (1,135,713) (3,596,039) Purchase of property and equipment (74,150) (21,978) ----------- ----------- Net cash used in investing activities 540,507 (2,879,331) ----------- ----------- CASH FLOW FROM FINANCING ACTIVITIES: Proceeds from private placement of common stock -- 4,584,934 Exercise of options and warrants 3,000 307,251 ----------- ----------- Net cash provided by financing activities 3,000 4,892,185 ----------- ----------- Net (decrease) increase in cash and cash equivalents 191,114 1,643,863 CASH AND CASH EQUIVALENTS: Beginning of period 741,661 457,322 ----------- ----------- End of period $ 932,775 $ 2,101,185 =========== =========== BIOMETRICS, INC. NOTES TO UNAUDITED FINANCIAL STATEMENTS Note 1. Unaudited Interim Results The accompanying unaudited financial statements have been prepared in accordance with the instructions to Form 10-QSB and do not include all the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three months ended March 31, 1997 are not necessarily indicative of the results that may be expected for the year 1997. These statements should be read in conjunction with the audited financial statements and related notes for the year ended December 31, 1996 included in the Company's Form 10-KSB for the year ended December 31, 1996. Note 2. Sale of Common Stock In February of 1996 the Company sold 860,000 shares of common stock in a private placement at $6.00 per share. Net proceeds to the Company, after selling agent expenses and other offering expenses of $587,133 were $4,572,867. In connection with this private placement, the Company issued warrants to purchase 86,000 common shares at $6.00 per share. These warrants were exercised during 1996. ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION RESULTS OF OPERATIONS For the three months ended March 31, 1997 and 1996. NET SALES. For the three months ended March 31, 1997 the Company had net sales of $56,070 compared to $17,375 in three months ended March 31, 1996. This increase is the result of the continuation of the Company's marketing roll-out and expansion of its distribution system commenced in late 1996. GROSS PROFIT. The Company's gross profit margin as a percentage of net sales was 52.1% for the three months ended March 31, 1997 compared to 43.2% for the three months ended March 31, 1996. The Company believes that these margins are not necessarily representative of the margins it will realize in future periods. RESEARCH & DEVELOPMENT. Research and Development expenses increased 96.5% to $319,448 for the three months ended March 31, 1997 from $162,568 for the three months ended March 31, 1996. This increase resulted from the addition of several new engineering personnel and an increase in other development expenditures related to the next generation Cardiac Output Monitor. The new monitor is expected to be completed in the third quarter of 1997. SALES AND MARKETING. Sales and Marketing expenses decreased 3.5% to $72,197 for the three months ended March 31, 1997 from $74,803 for the three months March 31, 1996. This decrease was the result of the resignation of the Company's Vice President of Sales in mid 1996 who was not replaced. The Company expects its sales and marketing expenses to increase in 1997 as it continues the marketing roll-out of its Cardiac Output Monitoring System and expands its distribution system. GENERAL AND ADMINISTRATIVE. General and Administrative expenses increased 30.6% to $163,593 for the three months March 31, 1997 from $125,309 for the three months ended March 31, 1996. This increase was the result of increased personnel, including a Chief Financial Officer, and other administrative expenses associated with a higher level of activity. General and Administrative expenses are expected to increase in 1997 as the Company's business activity expands. INTEREST INCOME. Interest Income increased 83.6% to $84,176 for the three months ended March 31, 1997 from $45,856 for the three months ended March 31, 1996, primarily as a result of more funds available for investment. The additional funds came from a private placement of common stock in February, 1996 and from the exercise of options and warrants. LIQUIDITY AND CAPITAL RESOURCES Prior to 1993 the Company funded its operation through the sale of private placement securities and notes from certain shareholders. In July 1993 the Company completed an initial public offering of common stock and raised $5,137,648 in net proceeds. In February 1996 the Company sold 860,000 shares of common stock at $6.00 per share in a private placement. Net proceeds to the Company was $4,572,867. Cash and short-term investments were $5,950,909 at March 31, 1997 and working capital was $6,168,234. The Company used $352,393 of cash in its operating activities including a net loss of $441,842. The Company believes that its existing cash, cash equivalents and short-term investments together with funds generated from operations will enable the Company to meet its liquidity and capital needs for the next twelve months. Forward Looking Statements Statements included in this Form 10-QSB that are not historical in nature or current facts are "forward-looking statements" made pursuant to the safe harbor provisions of the Private Securities Reform Act of 1995 and are subject to certain risks and uncertainties that could cause actual results to differ materially. Among these risks and uncertainties are (1) the Company's limited revenues, history of losses and uncertainty of future results; (2) the uncertainty of market acceptance of the Company's product, which has recently been introduced, and (3) the fact the Company has limited experience in manufacturing its product in commercial quantities. PART II OTHER INFORMATION Item 1. Legal Proceedings NONE Item 2. Change in Securities NONE Item 3. Defaults Upon Senior Securities NONE Item 4. Submission of Matters to a Vote of Security Holders NONE Item 5. Other Information NONE Item 6. Exhibits and Reports on Form 8-K (a) Exhibit 27 - Financial Data Schedule (b) No reports on Form 8-K were filed during the quarter ended March 31, 1997. SIGNATURES In accordance with 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. Applied Biometrics, Inc. Registrant /s/ Joseph A. Marino -------------------------------- Joseph A. Marino President, CEO /s/Gerald J. Prescott -------------------------------- Gerald J. Prescott, Vice President and Chief Financial Officer Date: April 30, 1997