U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB Quarterly Report Under Section 13 or 15 (d) of the Securities Exchange Act of 1934 For Quarter Ended February 28, 1998 -------------------------------------------------------------- Commission File Number 2-91218-B --------------------------------------------------------- International Electronics, Inc. - -------------------------------------------------------------------------------- (Exact name of small business issuer as specified in its charter) Massachusetts 04-2654231 - -------------------------------------------------------------------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 427 Turnpike Street, Canton, Massachusetts 02021 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (781) 821-5566 - -------------------------------------------------------------------------------- (Issuer's telephone number, including area code) Not applicable - -------------------------------------------------------------------------------- (former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Exchange Act during the preceding 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 ----- ---- 1,493,301 common shares were outstanding at March 30, 1998. INTERNATIONAL ELECTRONICS, INC. --------------------------------- Index ----- Part I. Financial Statements (unaudited) -------------------------------- Condensed Consolidated Balance Sheets, February 28, 1998 and August 31, 1997 2 Condensed Consolidated Statements of Operations, three and six months ended February 28, 1998 and 1997 3 Condensed Consolidated Statement of Shareholders' Equity, six months ended February 28, 1998 4 Condensed Consolidated Statements of Cash Flows, six months ended February 28, 1998 and 1997 5 Notes to Condensed Consolidated Financial Statements 6-9 Item 2: Management's Discussion and Analysis of --------------------------------------- Financial Condition and Results of Operations 10-14 --------------------------------------------- Part II. Other Information: Item 6: Exhibits and Reports on Form 8-K 15 -------------------------------- Signature 15 --------- -1- INTERNATIONAL ELECTRONICS, INC. ------------------------------- CONDENSED CONSOLIDATED BALANCE SHEETS ------------------------------------- (unaudited) Feb. 28, 1998 August 31, 1997 ------------- --------------- ASSETS - ------ Current assets: Cash and equivalents $ 462,021 $ 160,075 Accounts receivable, net 986,922 1,035,596 Inventories 981,508 1,078,561 Other current assets 152,633 133,274 ------------- --------------- Total current assets 2,583,084 2,407,506 Equipment, furniture and improvements, net 427,186 357,289 Other assets: Goodwill and other intangibles, net 191,673 235,029 Other 16,438 26,349 ------------- --------------- 208,111 261,378 ------------- --------------- $ 3,218,381 $ 3,026,173 ============= =============== LIABILITIES AND SHAREHOLDERS' EQUITY - ------------------------------------ Current liabilities: Accounts payable $ 394,872 $ 684,431 Accrued expenses 1,030,405 847,210 Income taxes 72,000 39,000 Current portion of long-term obligations 54,071 36,212 ------------- --------------- Total current liabilities 1,551,348 1,606,853 Long-term obligations 97,438 68,369 Commitments Shareholders' equity: Common stock, $.01 par value: Authorized 5,984,375 shares Issued 1,528,301 shares 15,283 15,283 Capital in excess of par value 4,785,209 4,784,267 Accumulated deficit (3,192,253) (3,409,955) Less treasury stock, at cost: 35,000 shares (38,644) (38,644) ------------- --------------- Total shareholders' equity 1,569,595 1,350,951 ------------- --------------- $ 3,218,381 $ 3,026,173 ============= =============== See notes to unaudited condensed consolidated financial statements. -2- INTERNATIONAL ELECTRONICS, INC. ------------------------------- CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS ----------------------------------------------- (unaudited) Three months ended Six months ended ------------------------------ ----------------------------- Feb. 28, 1998 Feb. 28, 1997 Feb 28, 1998 Feb. 28, 1997 -------------- -------------- ------------- -------------- Net sales $ 2,232,020 $ 2,186,681 $ 4,592,952 $ 4,484,837 Cost of sales 1,208,964 1,326,251 2,506,315 2,694,080 ------------- ------------- ------------ ------------- Gross profit 1,023,056 860,430 2,086,637 1,790,757 Research and development costs 126,037 136,763 228,760 250,881 Selling, general and administrative expenses 756,596 793,532 1,562,297 1,557,020 ------------- ------------- ------------ ------------- Income (loss) from operations 140,423 (69,865) 295,580 (17,144) Interest expense (3,322) (12,020) (6,458) (24,066) Other income (expense) (463) 7,661 580 11,116 ------------- ------------- ------------ ------------- Income (loss) before extraordinary gain and taxes 136,638 (74,224) 289,702 (30,094) Extraordinary gain, net of income tax expense of $1,000 - 10,446 - 10,446 ------------- ------------- ------------ ------------- Income (loss) before taxes 136,638 (63,778) 289,702 (19,648) Provision for taxes 28,000 6,000 72,000 22,000 ------------- ------------- ------------ ------------- Net income (loss) $ 108,638 ($69,778) $ 217,702 ($41,648) ============= ============= ============ ============= Net income (loss) per share: Basic $ .07 ($.05) $.15 ($.03) Diluted $ .07 ($.05) $.14 ($.03) ============= ============= ============ ============= Shares used in computing net income (loss) per share: Basic 1,493,301 1,492,551 1,493,301 1,492,510 Diluted 1,569,802 1,492,551 1,580,718 1,492,510 ============= ============= ============ ============= See notes to unaudited condensed consolidated financial statements. -3- INTERNATIONAL ELECTRONICS, INC. ------------------------------- CONDENSED CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY -------------------------------------------------------- (unaudited) Common Stock Capital in Treasury Stock ------------------ excess of Accumulated --------------- Shares Amount par value Deficit Shares Cost Total --------- ------- ---------- ------------ ------ --------------- ----------- Balances, September 1, 1997 1,528,301 $15,283 $4,784,267 ($3,409,955) 35,000 ($38,644) $1,350,951 Issuance of stock warrants - - 942 - - - 942 Net income - - - 217,702 - - 217,702 Balances, --------- ------- ---------- ------------ ------- --------------- ----------- February 28, 1997 1,528,301 $15,283 $4,785,209 ($3,192,253) 35,000 ($38,644) $1,569,595 ========= ======= ========== ============ ======= =============== =========== See notes to unaudited condensed consolidated financial statements. -4- INTERNATIONAL ELECTRONICS, INC. ------------------------------- CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS ----------------------------------------------- (unaudited) Six months ended ------------------------------ Feb. 28, 1998 Feb. 28, 1997 -------------- -------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ 217,702 ($41,648) Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation and amortization 94,577 130,766 Stock warrants issued for professional services 942 - Changes in operating assets and liabilities: Accounts receivable 48,674 9,308 Inventories 97,053 (13,141) Other current assets (19,359) (4,590) Income taxes 33,000 (17,000) Accounts payable and accrued expenses (106,364) 445,548 ------------- ------------- Net cash provided by operating activities 366,225 509,243 CASH FLOWS FROM INVESTING ACTIVITIES AND OTHER: Net purchase of equipment, furniture and improvements (121,118) (108,885) Other assets 9,911 (27,857) ------------- ------------- Net cash used in investing activities and other (111,207) (136,742) CASH FLOWS FROM FINANCING ACTIVITIES: Additions of notes payable and debt obligations 62,672 - Issuance of common stock - 2,580 Reduction of notes payable and debt obligations (15,744) (423,970) ------------- ------------- Net cash provided by (used in) financing activities 46,928 (421,390) ------------- ------------- CASH AND EQUIVALENTS: Net increase (decrease) during period 301,946 (48,889) Balances, beginning of period 160,075 556,745 ------------- ------------- Balances, end of period $ 462,021 $ 507,856 ============= ============= SUPPLEMENTAL SCHEDULE OF NONCASH TRANSACTIONS: Equipment acquired under capitalized leases $ - $ 29,726 See notes to unaudited condensed consolidated financial statements. -5- INTERNATIONAL ELECTRONICS, INC. ------------------------------- NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS ---------------------------------------------------- (unaudited) A. Financial Statements: --------------------- In the opinion of the Company, the unaudited condensed consolidated financial statements contain all adjustments (consisting only of normal recurring adjustments) necessary to present fairly the financial position as of February 28, 1998 and the results of operations for the three and six months then ended. Certain disclosures normally included have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission, although the Company believes the disclosures are adequate to make the information presented not misleading. It is suggested that these financial statements be read in conjunction with the financial statements and notes thereto included in the Company's annual report on Form 10-KSB for the year ended August 31, 1997. B. Income Taxes: ------------- The Company provides for income taxes at the end of each interim period based on the estimated effective tax rate for the full fiscal year. Cumulative adjustments to the tax provision are recorded in the interim period in which a change in the estimated annual effective rate is determined. C. Net Income (Loss) per Share: ---------------------------- In 1997, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards (SFAS) No. 128, "Earnings per Share". SFAS No. 128 replaced the previously reported primary and fully diluted income (loss) per share with basic and diluted income (loss) per share. Unlike primary income (loss) per share, basic income (loss) per share excludes any dilutive effects of options and warrants. Diluted income (loss) per share is very similar to the previously reported fully diluted income (loss) per share. All income (loss) per share amounts for all periods have been presented, and, where necessary, restated to conform to SFAS No. 128 requirements. Basic income (loss) per share is computed by dividing net income (loss) by the weighted average common shares outstanding during the periods. Diluted income (loss) per share is computed by dividing net income (loss) by the weighted average number of common and dilutive option and warrant shares outstanding based on the average market price of the Company's common stock (under the treasury stock method). -6- INTERNATIONAL ELECTRONICS, INC. ------------------------------- NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS ---------------------------------------------------- (continued) (unaudited) The following table sets forth the computation of basic and diluted income (loss) per share: Three months ended Six months ended ----------------------------- ----------------------------- Feb. 28, 1998 Feb. 28, 1997 Feb. 28, 1998 Feb. 28, 1997 ------------- -------------- ------------- -------------- Net income (loss) $ 108,638 ($69,778) $ 217,702 ($41,648) ============= ============= ============= ============= Shares used in computation: Weighted average shares outstanding for basic income (loss) per share 1,493,301 1,492,551 1,493,301 1,492,510 Effect of dilutive option and warrant shares 76,501 - 87,417 - ------------- ------------- ------------- ------------- Total shares for diluted income (loss) per share 1,569,802 1,492,551 1,580,718 1,492,510 ============= ============= ============= ============= Basic income (loss) per share: Income (loss) before extraordinary gain $ .07 ($.06) $ .15 ($.04) Extraordinary gain - .01 - .01 ------------- ------------- ------------- ------------- Net income (loss) $ .07 ($.05) $ .15 ($.03) ============= ============= ============= ============= Diluted income (loss) per share: Income (loss) before extraordinary gain $ .07 ($.06) $ .14 ($.04) Extraordinary gain - .01 - .01 ------------- ------------- ------------- ------------- Net income (loss) $ .07 ($.05) $ .14 ($.03) ============= ============= ============= ============= The calculations for diluted net income (loss) per share did not include an aggregate out of the money options and warrants of 98,037 and 118,871 for the three months ended November 30, 1997 and February 28, 1998, respectively. D. Principles of Consolidation: ---------------------------- The accompanying condensed consolidated financial statements include the accounts of the Company, its majority owned subsidiary, Ecco Industries, Inc. and its wholly owned subsidiary, International Electronics Europe Limited. All material intercompany transactions, balances and profits have been eliminated. -7- INTERNATIONAL ELECTRONICS, INC. ------------------------------- NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS ---------------------------------------------------- (continued) (unaudited) E. Long-term Obligations: ---------------------- Long-term obligations are summarized as follows: Feb. 28, 1998 Aug. 31, 1997 -------------- -------------- Equipment line of credit, 8.5% (Note F) $ 82,966 $ 24,352 7-18% capitalized lease obligations, due through April 2001 (Note G) 47,488 60,627 8 - 13% equipment loans, collateralized by equipment, final payment due Nov., 2001 21,055 5,602 Other - 14,000 ------------- ------------- 151,509 104,581 Less current portion (54,071) (36,212) ------------- ------------- $ 97,438 $ 68,369 ============= ============= Federal Deposit Insurance Corporation (FDIC) Agreement - In February, 1997 ------------------------------------------------------ the Company repaid approximately $358,000 representing the balance due the FDIC for the outstanding note originally payable in full on December 31, 1997. The Company recognized an extraordinary gain of $10,446 on this transaction representing a prepayment discount from the FDIC (Note F). The aggregate principal payments on long-term obligations as of February 28, 1998, excluding capital leases are $34,629 (1999), $35,036 (2000), $29,629 (2001), and $4,727 (2002). F. Bank Arrangements: ------------------ In February 1997, the Company established a bank working capital demand line of credit with borrowings up to $1,000,000 and a $250,000 equipment line of credit. Available borrowings under the working capital line are based on a percentage of eligible accounts receivable and inventory. Both lines of credit are at the bank's prime rate of interest and all the Company's assets are collateralized under these arrangements. The credit agreements contain certain restrictive covenants including covenants limiting the payment of dividends, and required minimum current ratio and debt to tangible net worth ratio. As of February 28, 1998, no borrowings have been made under the working capital line of credit and the Company has $82,966 in borrowings under the equipment line of credit at an interest rate of 8.5% which is payable in monthly installments through February 2001. -8- INTERNATIONAL ELECTRONICS, INC. ------------------------------- NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS ---------------------------------------------------- (continued) (unaudited) G. Capital Lease Commitments: -------------------------- The Company leases certain equipment under capital leases and, accordingly, the present value of the net minimum payments has been reflected in equipment, furniture and improvements and capitalized lease obligations. Future minimum capital lease payments under lease terms in excess of one year at February 28, 1998 are as follows: 1999 $ 24,486 2000 19,157 2001 9,473 2002 2,417 -------- Total minimum lease payments 55,533 Less interest (8,045) -------- Net minimum lease payments 47,488 Less current portion (19,442) -------- Long-term portion $ 28,046 ======== -9- Management's Discussion and Analysis of --------------------------------------- Financial Condition and Results of Operations --------------------------------------------- Liquidity and Capital Resources - ------------------------------- As of February 28, 1998, the Company had working capital of $1,031,736 compared to $800,653 at August 31, 1997. The ratio of current assets to current liabilities was 1.7 at February 28, 1998 as compared to 1.5 at August 31, 1997. The debt to equity ratio was 1.1 at February 28, 1998 and 1.2 at August 31, 1997. The increase in working capital and current ratio and the decrease in the debt to equity are the result of the Company's net income for the first six months of fiscal 1998. Capital expenditures were $121,118 and $138,611 for the six months ended February 28, 1998 and 1997, respectively. The Company has no current commitments for any material capital expenditures, but the Company anticipates up to $400,000 in capital expenditures for the purchase of office and manufacturing equipment, regulatory testing and tooling costs over the next twelve months. As of February 28, 1998, the Company had bank lines of credit for working capital financing of up to $1,000,000 and $250,000 for equipment purchases. See Notes E and F to Unaudited Condensed Consolidated Financial Statements. Management believes that its current cash position, together with internally generated funds at present sales levels and its available bank financing, will provide adequate cash reserves to satisfy its cash requirements for the next twelve months. Depending upon whether or not sufficient revenue and working capital is generated from profitable operations, the Company may require additional external funding. There is no assurance that profits will be generated, or additional external funding will be obtainable, if such a need should arise. Results of Operations - --------------------- Net sales for the second quarter and first six months of fiscal 1998 both increased 2% as compared to the comparable periods of fiscal 1997. The increases in sales for the second quarter and first half of fiscal 1998 primarily reflect increases in access control and keypad sales, offset in part by a reduction in glassbreak detector sales. The ratio of gross profit to sales for the three months ended February 28, 1998 and 1997 were 46% and 39%, respectively. The ratio of gross profit to sales for the six months ended February 28, 1998 and 1997 were 45% and 40%, respectively. The increases in gross profits are primarily the results of decreases in warranty costs and a reduction in product costs resulting from favorable pricing terms from vendors. Research and development expenses were $126,037 and $228,760 for the second quarter and six months ended February 28, 1998, respectively, compared to $136,763 and $250,881 for the comparable periods of fiscal 1997. The decreases in costs are primarily due to lower personnel and related costs. As a percentage of net sales, selling, general and administrative expenses were 34% and 36% for the three months ended February 28, 1998 and 1997, respectively and were 34% and 35% for the six months ended February 28, 1998 and 1997, respectively. The decreases in expenses as a percentage of net sales are primarily the result of increased productivity from sales personnel. The gain on extinguishment of debt for the three and six months ended February 28, 1997 of $10,446 represents a prepayment discount from the FDIC. The provision for income taxes for the second quarter and first half of fiscal 1998 represents foreign, federal alternative minimum taxes -10- and state tax expense. The Company's effective income tax rate for the six months ended February 28, 1998 of 25% was less than the combined federal and state statutory income tax rates, primarily as a result of the utilization of available net operating loss carryforwards. YEAR 2000 COMPLIANCE The Company is in the process of reviewing its computer systems to identify those areas that could be affected by the "Year 2000" issue and is analyzing its computer systems to determine what kind of implementation plan is necessary to address the issue. The Company presently believes, with modifications to its existing software, the Year 2000 problem will not pose significant operational problems and is not anticipated to be material to its financial position or results of operations in any given year. NEW ACCOUNTING STANDARDS Statement of Financial Accounting Standards (SFAS) No. 130, "Reporting Comprehensive Income" will be effective for fiscal years beginning after December 15, 1997. SFAS No. 131, "Disclosures about Segments of an Enterprise and Related Information" is effective for periods beginning after December 15, 1997. The Company has not determined the effects, if any, that SFAS Nos. 130 and 131 will have on its consolidated financial statements and disclosures. FACTORS THAT MAY AFFECT FUTURE RESULTS Information provided by the Company in writing and orally, from time to time may contain certain "forward-looking" information as this term is defined by: (1) the Private Securities Litigation Reform Act of 1995 (the "Act") and (2) in releases made by the Securities and Exchange Commission. These Cautionary Statements are being made pursuant to the provisions of the Act and with the intention of obtaining the benefits of the "safe harbor" provisions of the Act. The Company cautions investors that any forward-looking statements made by the Company involve risks and uncertainties, which could cause actual results to differ materially from those projected. The Company has identified certain factors that may affect the Company's stock price which are detailed below. MAINTAIN LISTING ON NASDAQ. In March 1992, the NASD established higher standards for a company's stock to maintain its listing on NASDAQ. The revised standards include maintaining a minimum bid price of $1.00 per share for ten consecutive trading days and shareholders' equity with a minimum balance of $1,000,000. Although the Company has maintained its NASDAQ listing, the Company has, at times, been unable to maintain the $1.00 minimum bid price criteria. Effective February 23, 1998, the NASD adopted new more stringent standards for a company to maintain its stock listing on NASDAQ. One of the newly adopted standards includes maintaining minimum net tangible shareholders' equity of $2,000,000. As of February 28, 1998, the Company had net tangible shareholders' equity of approximately $1,378,000. The Company does not presently meet the standard and, unless the Company increases its net tangible shareholders' equity to $2,000,000, the Company's common stock will no longer be listed on NASDAQ. The Company has requested an exception to the $2,000,000 minimum net tangible shareholders' equity requirement to allow the Company time to comply with such requirement. The Company has received a temporary exception to the net tangible shareholders' equity requirement until the NASD holds a hearing as the Company has requested. The NASD has informed the Company that the hearing is scheduled for the week of April 6, 1998. Any delisting action will not occur until the NASD makes a written determination. If the NASD does not grant an exception to the requirement, the Company has the right to appeal such action. The Company cannot evaluate the prospects of receiving an exception from the NASD. If the Company is unable to maintain its -11- listing on NASDAQ, holders of the Company's common stock may have additional difficulty selling their shares at a favorable price. LIMITED MARKET FOR COMMON STOCK. There is a limited market for the Company's common stock and there can be no assurance that even this limited market will be sustained. Holders of the Company's common stock may have difficulty selling their shares or may have difficulty selling them at a favorable price. VOLATILITY OF STOCK PRICE. The Company's stock price is subject to significant volatility. If revenues or earnings in any quarter fail to meet the investment community's expectations, announcements of new products by the Company or its competitors and other events or factors could have an immediate impact on the Company's stock price. The stock price may also be affected by broader market trends unrelated to the Company's performance. The Company has identified certain risks and uncertainties as factors which may impact on its operating results which are detailed below. All of these factors are difficult for the Company to forecast, and these or other factors can materially adversely affect the Company's business and operating results for one quarter or a series of quarters. LIMITED FINANCIAL RESOURCES AND LOSSES FROM OPERATIONS. The Company has limited financial resources. It is therefore subject to all the risks generally associated with a small business having limited financial resources. The Company experienced a loss of approximately ($231,000) for the year ended August 31, 1995. For the years ended August 31, 1996, 1997, and for the six months ended February 28, 1998, the Company had net income of approximately $162,000, $70,000 and $218,000, respectively. There can be no assurance that the Company will continue profitable operations. Continued operations after the expenditure of the Company's existing cash reserves may require additional working capital to be generated by profitable operations or use of the bank lines of credit and/or additional financing. There can be no assurance that profits will continue or that additional external funding will be obtainable, if such a need should arise. DEPENDENCE ON KEY EMPLOYEES. The business of the Company is dependent upon the efforts of John Waldstein and certain other key management and technical employees. The loss or prolonged disability of such personnel could have a significant adverse effect on the business of the Company. The Company presently maintains a key man life insurance policy of $1,000,000 on John Waldstein, President and Treasurer. LIMITED DESIGN ENGINEERING STAFF. The Company is engaged in an industry which, as a result of extensive research and development, introduces new products on a regular basis. Current competitors or new market entrants may develop new products with features that could adversely affect the competitive position of the Company's products. There can be no assurance that the Company will be successful in selecting, developing, manufacturing and marketing new products or enhancing its existing products or that the Company will be able to respond effectively to technological changes or product announcements by competitors. Any failure or delay in these goals could have a material adverse effect on the Company. FLUCTUATIONS IN SALES AND OPERATING RESULTS. The quarterly growth rates recently experienced by the Company are not necessarily indicative of future quarterly growth rates. Operating results may also fluctuate due to factors such as the timing of new product announcements and introductions by the Company, its major customers and its competitors, market acceptance of new or enhanced versions of the Company's products, changes in the product mix of sales, changes in the relative proportions of sales among distribution channels or among customers within each distribution channel, changes in manufacturing costs, competitive pricing pressures, the gain or loss of significant customers, increased research and development expenses associated with new -12- product introductions and general economic conditions. A limited number of customers have accounted for a significant portion of sales in any particular quarter. In addition, the Company typically operates with a relatively small backlog. As a result, quarterly sales and operating results generally depend on the volume, timing of, and ability to fulfill orders received within the quarter which are difficult to forecast. In this regard, the Company may recognize a substantial portion of its sales in a given quarter from sales booked and shipped in the last weeks of that quarter. A delay in customer orders, resulting in a shift of product shipment from one quarter to another, could have a significant effect on the Company's operating results. In addition, competitive pressure on pricing in a given quarter could adversely affect the Company's operating results, or such price pressure over an extended period could adversely affect the Company's long-term profitability. The Company establishes its expenditure levels for sales and marketing and other expenses based, in large part, on its expected future results. As a result, if sales fall below expectations, there would likely be a material adverse effect on operating results because only a small portion of the Company's expenses vary with its sales in the short-term. CONCENTRATION OF CUSTOMERS. Although the Company has a substantial number of customers, a significant portion of the Company's sales are to a small number of large customers. This concentration of customers may cause net sales and operating results to fluctuate from quarter to quarter based on major customers' requirements and the timing of their orders and shipments. Sales to the Company's largest customer accounted for approximately 36% of the Company's total net sales for the fiscal year ended August 31, 1997. The Company's agreements with its customers generally do not include minimum purchase requirements. There can be no assurance that the Company's major customers will place additional orders, or that the Company will obtain orders of similar magnitude from other customers. The Company's operating results could be materially and adversely effected if any present or future major customer were to choose to reduce its level of orders, were to experience financial, operational or other difficulties that resulted in such a reduction in orders to the Company or were to delay paying or fail to pay the Company's receivables from such customer. In fiscal 1995, the Company lost a major domestic distributor who filed for bankruptcy with accounts receivable due the Company of approximately $80,000. COMPETITION. Other companies in the industry offer products in competition with those of the Company. Many of the companies with which the Company competes are substantially larger, have greater resources and market a larger line of products. The Company expects competition to increase significantly in the future from existing competitors and new companies that may enter the Company's existing or future markets. Increased competition could adversely affect the Company's sales and profitability. There can be no assurance that the Company will be able to continue to compete successfully with its existing competitors or with new competitors. LACK OF PATENT PROTECTION. Although the Company has obtained some patent and copyright protection for certain of its products and software, management believes that competitors may be able to market certain products similar to those sold by the Company. PRODUCTION IN ASIA. The Company presently maintains certain manufacturing molds in Asia and has a significant amount of components for some products manufactured in Asia. There can be no assurance that the Asian political or economic environment will remain sufficiently stable to allow reliable and consistent delivery of product. DEPENDENCE ON SINGLE SOURCE OF SUPPLY. The Company is dependent upon sole source suppliers for a number of key components and parts used in the Company's products. There can be no assurance that these suppliers will be able to meet the Company's future requirements for such components or that the components will be available to the Company at favorable prices. Any extended interruption in the supply or significant increase in price of any such components could have a material adverse effect on the Company's operating results in any given period. -13- FOREIGN SALES. During the year ended August 31, 1997, the Company's foreign sales represented approximately 16% of net sales. There may be a reduction in the Company's foreign sales in the event of significant changes in foreign exchange rates or political and economic instability in foreign countries. -14- Part II. Other Information - --------------------------- Item 6. Exhibits and Reports on Form 8-K -------------------------------- (a) Exhibits: (27) Financial data schedule (b) There were no reports on Form 8-K filed for the three months ended February 28, 1998. SIGNATURE --------- Pursuant to the requirements of the Exchange Act, the Registrant has duly caused this report to be signed on its behalf by the undersigned, who is duly authorized to sign and is Chief Financial and Accounting Officer. International Electronics, Inc. Date: 4/03/98 /s/ John Waldstein ------- ------------------------------------------ John Waldstein, President, Treasurer & Chief Financial and Accounting Officer and duly authorized to sign. -15-