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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10QSB
Quarterly Report Under Section 13 or 15 (d)
of the Securities Exchange Act of 1934
For the Quarterly Period Ended March 31, 2002
Commission File No. 0-12968
INMEDICA DEVELOPMENT CORPORATION
--------------------------------
(Exact name of small business issuer as specified in its charter)
Utah 87-0397815
------------------------------- ----------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation of organization) Identification Number)
825 North 300 West, Suite N132
Salt Lake City, Utah 84103
--------------------------
(Address of principal executive offices)
Registrant's telephone number:
(801) 521-9300
------------------------------
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act of 1934 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[ ]
The number of shares outstanding of the registrant's only class of common stock,
par value $.001 per share, as of May 1, 2002 was 15,984,613 shares.
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PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
INMEDICA DEVELOPMENT CORPORATION AND SUBSIDIARY
CONSOLIDATED BALANCE SHEET
ASSETS
<Table>
<Caption>
As of
March 31,
2002
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(Unaudited)
CURRENT ASSETS:
Cash $ 6,577
Securities available for sale 2,196
Prepaid expenses and other 14,583
Note receivable from Chi Lin 200,000
--------
Total current assets 223,356
EQUIPMENT AND FURNITURE,
at cost, less accumulated
depreciation of $252,990 884
--------
Total assets $224,240
========
</Table>
See notes to consolidated financial statements.
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INMEDICA DEVELOPMENT CORPORATION AND SUBSIDIARY
CONSOLIDATED BALANCE SHEET (Continued)
LIABILITIES AND STOCKHOLDERS' EQUITY
<Table>
<Caption>
As of
March 31,
2002
------------
(Unaudited)
CURRENT LIABILITIES:
Related party consulting fees payable $ 24,000
Note payable 8,000
Accounts payable 1,000
Accrued payroll 792
Preferred stock dividend payable 5,674
------------
Total current liabilities 39,466
------------
MINORITY INTEREST 165,452
------------
STOCKHOLDERS' EQUITY:
Preferred stock, 10,000,000 shares authorized;
Series A preferred stock, cumulative and convertible,
$4.50 par value, 1,000,000 shares designated, 21,016
shares issued and outstanding 94,573
Common stock, $.001 par value;
20,000,000 shares authorized,
15,984,613 issued and outstanding 15,985
Stock subscription receivable (100,000)
Additional paid-in capital 8,024,258
Accumulated deficit (8,015,494)
------------
Total stockholders' equity 19,322
------------
Total liabilities and
stockholders' equity $ 224,240
============
</Table>
See notes to consolidated financial statements.
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INMEDICA DEVELOPMENT CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS
<Table>
<Caption>
For the Three
Months Ended
March 31,
2002 2001
------------ ------------
(Unaudited)
TOTAL ROYALTY REVENUES $ -0- 640
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OPERATING EXPENSES:
General and
administrative 91,928 60,026
Research and
development 2,869 5,234
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Total operating expenses 94,797 65,260
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LOSS FROM OPERATIONS (94,797) (64,620)
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OTHER INCOME (EXPENSE):
Other income, net 39 3
Interest expense (241) (10,362)
------------ ------------
Total other expense, net (202) (10,359)
------------ ------------
LOSS BEFORE MINORITY INTEREST (94,999) (74,979)
MINORITY INTEREST 10,415 --
------------ ------------
NET LOSS (84,584) (74,979)
PREFERRED STOCK DIVIDENDS (1,891) (1,891)
------------ ------------
NET LOSS APPLICABLE TO
COMMON STOCKHOLDERS $ (86,475) $ (76,870)
============ ============
NET LOSS PER COMMON SHARE
(BASIC AND DILUTED) $ (.01) $ (.01)
============ ============
Weighted average number
of common shares outstanding 15,984,613 8,847,409
============ ============
</Table>
See notes to consolidated financial statements.
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INMEDICA DEVELOPMENT CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
<Table>
<Caption>
For the Three
Months Ended
March 31,
2002 2001
-------- --------
(Unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $(84,584) $(74,979)
-------- --------
Adjustments to reconcile net
loss to net cash used in
operating activities-
Depreciation and amortization -- 16
Minority interest in losses (10,415) --
Change in assets and liabilities
Prepaid expenses and other 5,623 4,500
Consulting fee payable to
related party 6,000 18,409
Note payable (6,000) (3,200)
Accounts payable (2,619) (8,083)
Accrued payroll (3,500) (6,983)
Related-party payable -- 5,678
-------- --------
Net cash used in
operating activities (95,495) (64,642)
-------- --------
CASH FLOWS USED IN INVESTING ACTIVITES -
Purchase of equipment and furniture (884)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Preferred stock dividend (3,783) --
Proceeds from borrowing on note
payable and notes payable to
related parties -- 58,000
-------- --------
Net cash provided by (used in)
financing activities (3,783) 58,000
-------- --------
</Table>
See notes to consolidated financial statements.
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INMEDICA DEVELOPMENT CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
<Table>
<Caption>
For the Three
Months Ended
March 31,
2002 2001
--------- ---------
(Unaudited)
NET DECREASE IN CASH (100,162) (6,642)
CASH AT BEGINNING OF PERIOD 106,739 9,096
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CASH AT END OF PERIOD $ 6,577 $ 2,454
========= =========
</Table>
See notes to consolidated financial statements.
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INMEDICA DEVELOPMENT CORPORATION AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
1. Basis of Presentation
The accompanying unaudited consolidated financial statements of InMedica
Development Corporation and its majority owned subsidiary, MicroCor, Inc. (the
"Company") have been prepared on a going concern basis which contemplates the
realization of assets and satisfaction of liabilities that might be necessary
should the Company be unable to continue as a going concern. The Company
generated net losses of $84,584 and $74,979 for the three month periods ended
March 31, 2002 and 2001, respectively, and negative cash flows from operations
of $95,493 and $64,642 for the three month periods ended March 31, 2002 and
2001, respectively. As of March 31, 2002, the Company had an accumulated deficit
of $8,015,494. At March 31, 2002, the Company had a stockholders' equity of
$19,322. These conditions raise substantial doubt as to the Company's ability to
continue as a going concern. The Company's continued existence is dependent upon
its ability to execute its operating plan and to obtain additional debt or
equity financing. There can be no assurance that the necessary debt or equity
financing will be available, or will be available on terms acceptable to the
Company. Management's operating plan includes pursuing additional strategic
alliances and licensing agreements, and if warranted, preparation for clinical
trials required for FDA approval for the medical products that are currently
under development by Chi Lin utilizing the Non-invasive Hematocrit Technology.
The accompanying consolidated financial statements of the Company are unaudited.
However, in management's opinion, all adjustments, consisting only of normal
recurring adjustments necessary for fair presentation of results for the interim
periods shown, have been made. Results for interim periods are not necessarily
indicative of those to be expected for the full year. These consolidated
financial statements should be read in conjunction with the audited consolidated
financial statements and notes to consolidated financial statements included in
the Company's annual report on form 10-KSB for the year ended December 31, 2001.
2. Summary of Significant Accounting Policies
Principles of Consolidation - The consolidated financial statements include the
accounts of InMedica and MircoCor. All material inter-company accounts and
transactions have been eliminated.
Use of Estimates - The preparation of financial statements in conformity with
accounting principles generally accepted in the United States of America
requires management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the reported amounts of
revenues and expenses during the reporting period. Actual results could differ
from those estimates.
3. Subsequent Event
On April 1, 2002, InMedica and MicroCor each received payments of $50,000 from
Chi Lin in accordance with the May 10, 2001 Stock Purchase Agreement.
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Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES. During the three months ended March 31, 2002
liquidity was generated from the sale, in 2001, of stock by InMedica Development
Corporation (the "Company") and its subsidiary MicroCor, Inc. ("MicroCor").
Pursuant to a Stock Purchase Agreement, the Company issued 5,328,204 shares of
its restricted common stock to Chi Lin Technologies, Inc. ("Chi Lin"). MicroCor
issued an additional 29,420 shares of its restricted common stock to Chi Lin. In
consideration of the stock issuances, Chi Lin gave InMedica promissory notes to
pay InMedica and MicroCor a total of $500,000 each according to the following
schedule: $150,000 to each company on or before May 31, 2001, $75,000 to each
company on or before July 1, 2001, $75,000 to each company on or before October
31, 2001, $50,000 to each company on or before January 1, 2002, $50,000 to each
company on or before April 1, 2002, $50,000 to each company on or before July 1,
2002 and $50,000 to each company on or before October 1, 2002. As of March 31,
2002, InMedica and MicroCor had each received payments of $350,000 from Chi Lin.
The amount of the transaction for InMedica and MicroCor combined was $1,000,000.
Of the remaining $150,000 due to InMedica, $100,000 is reflected as a stock
subscription receivable and $50,000 (which was received on April 1, 2002) is
reflected as a note receivable in the consolidated financial statements. The
remaining amount due MicroCor is reflected as a note receivable in the
consolidated financial statements.
The additional $300,000 of stock subscriptions receivable from Chi Lin are
expected to provide minimum cash requirements for Company operations during the
next 12 months.
RESULTS OF OPERATIONS. InMedica incurred net losses during the three month
periods ended March 31, 2002 and 2001. The Company had an accumulated deficit of
$8,015,494 as of March 31, 2002. During the periods ended March 31, 2002 and
2001, royalty revenue totaled $0 and $640 respectively. No further royalty
revenues are expected from the J&J Medical, Inc. contract. The net loss for the
period ended March 31, 2002 increased to $84,584 compared to the net loss of
$79,979 for 2001, primarily due to an increase in total operating expenses of
$29,537 offset by a reduction in interest expenses of $10,121 and a minority
interest in loss of $10,415. The increase in operating
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expenses is the result of increased salaries, benefits, rent and legal and
accounting expense, as the Company increased operations after receiving funding
from Chi Lin. These increases were partially offset by a decrease in research
and development, as research and development activities were assumed by Chi Lin.
Interest expense decreased during the period ended March 31, 2002 because
certain debt and other obligations had been satisfied during 2001 by issuance of
stock and cash payments.
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PART II - OTHER INFORMATION
Item 1. Legal Proceedings:
None
Item 2. Changes 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:
Form 8-K: The Company filed a report on Form 8-K on January 7, 2002
(as amended January 18, 2002) reporting a change in accountant.
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SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, there-unto
duly authorized.
INMEDICA DEVELOPMENT CORPORATION
Dated: May 1, 2002
By /s/ Ralph Henson
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Ralph Henson, CEO
By /s/ Richard Bruggeman
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Richard Bruggeman, Treasurer
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