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 the Quarterly Period Ended September 30, 1998 ------------------------------------------------- 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 Identification incorporation of organization) Number) 825 N. 300 West, Salt Lake City, Utah 84103 ------------------------------------------- (Address of principal executive offices) Registrant's telephone number including area code (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 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 ------- ------- The number of shares outstanding of the Registrant's only class of common stock, par value $.001 per share, as of October 25, 1998 was 8,550,899 shares. 1 PART I - FINANCIAL INFORMATION - ------------------------------ Item 1. Financial Statements INMEDICA DEVELOPMENT CORPORATION AND SUBSIDIARY CONDENSED CONSOLIDATED BALANCE SHEET ASSETS September 30, 1998 ----------- (Unaudited) CURRENT ASSETS: Cash $ 82,607 Prepaid expenses 3,464 ------------ Total current assets 86,071 EQUIPMENT AND FURNITURE, at cost, less accumulated depreciation of $251,203 1,786 OTHER ASSETS 2,196 ------------ Total assets $ 90,053 ============ See notes to condensed consolidated financial statements. 2 INMEDICA DEVELOPMENT CORPORATION AND SUBSIDIARY CONDENSED CONSOLIDATED BALANCE SHEET (CONTINUED) LIABILITIES AND STOCKHOLDERS' DEFICIT September 30, 1998 ----------- (Unaudited) CURRENT LIABILITIES: Note payable to related party $ 145,000 Consulting fee payable to related party 38,997 Accrued payroll 22,792 Accounts payable 20,189 ---------- Total current liabilities 226,978 ---------- STOCKHOLDERS' DEFICIT: Common stock, $.001 par value; 20,000,000 shares authorized, 8,550,899 shares outstanding 8,551 Preferred stock, 10,000,000 shares authorized; Series A preferred stock, cumulative and convertible, $4.50 par value; 1,000,000 shares designated, 25,356 shares outstanding 114,102 Additional paid-in capital 6,809,922 Accumulated deficit (7,069,500) ---------- Total stockholders' deficit (136,925) ---------- Total liabilities and stockholders' deficit $ 90,053 ========== See notes to condensed consolidated financial statements. 3 INMEDICA DEVELOPMENT CORPORATION AND SUBSIDIARY CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS For the Three For the Nine Months Ended Months Ended September 30, September 30, ------------- ------------- 1998 1997 1998 1997 ---- ---- ---- ---- (Unaudited) (Unaudited) ROYALTY REVENUES $ 99,680 $ 131,520 $ 167,040 $ 239,520 ----------- ----------- ----------- ----------- OPERATING EXPENSES: General and administrative 30,502 81,867 147,634 189,582 Research and development 87,495 46,188 243,137 121,253 ----------- ----------- ----------- ----------- Total operating expenses 117,997 128,055 390,771 310,835 ----------- ----------- ----------- ----------- LOSS FROM OPERATIONS (18,317) 3,465 (223,731) (71,315) ----------- ----------- ----------- ----------- OTHER (EXPENSE) INCOME: Interest income 167 633 1,150 773 Interest expense (3,242) (6,358) (9,663) (24,966) ----------- ----------- ----------- ----------- Total other expense, net (3,075) (5,725) (8,513) (24,193) ----------- ----------- ----------- ----------- NET LOSS (21,392) (2,260) (232,244) (95,508) PREFERRED STOCK DIVIDENDS (2,283) (2,282) (6,846) (6,846) ----------- ----------- ----------- ----------- NET LOSS APPLICABLE TO COMMON SHARES $ (23,675) $ (4,542) $ (239,090) $ (102,354) =========== =========== =========== =========== NET LOSS PER COMMON SHARE (BASIC AND DILUTED) $ (.00) $ (.00) $ (.03) $ (.01) =========== =========== =========== =========== Weighted average number of common shares outstanding 8,550,899 8,051,772 8,550,899 8,155,138 =========== =========== =========== =========== See notes to condensed consolidated financial statements. 4 INMEDICA DEVELOPMENT CORPORATION AND SUBSIDIARY CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS INCREASE (DECREASE)IN CASH For the Nine Months Ended September 30, ------------------------- 1998 1997 ---- ---- (Unaudited) CASH FLOWS FROM OPERATING ACTIVITIES: Net loss $ (232,244) $ (95,508) Adjustments to reconcile net loss to net cash provided by (used in) operating activities- Depreciation 648 873 Expense related to stock options issued as compensation for services 77,835 -- Change in assets and liabilities- Decrease in royalties receivable 67,200 209,280 Decrease in prepaid expenses 14,999 18,627 Increase in consulting fees payable to related party 17,332 -- Increase in accounts payable 19,158 14,481 Increase (decrease) in accrued payroll 15,848 (7,829) Decrease in interest payable (4,752) (8,262) ------------- ------------ Net cash (used in) provided by operating activities (23,976) 131,662 ------------- ------------ See notes to condensed consolidated financial statements. 5 INMEDICA DEVELOPMENT CORPORATION AND SUBSIDIARY CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED) For the Nine Months Ended September 30, ------------------------- 1998 1997 ---- ---- (Unaudited) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from issuance of common stock $ -- $ 146,876 Preferred stock dividends paid (6,846) (6,846) Principal payments on related party note payable (25,000) (39,000) Principal payments on note payable -- (252,500) ------------ ---------- Net cash used in financing activities (31,846) (151,470) ----------- ----------- NET DECREASE IN CASH (55,822) (19,808) CASH AT BEGINNING OF THE PERIOD 138,429 177,586 ----------- ---------- CASH AT END OF THE PERIOD $ 82,607 $ 157,778 =========== ========== See notes to condensed consolidated financial statements. 6 INMEDICA DEVELOPMENT CORPORATION AND SUBSIDIARY NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE A--BASIS OF PRESENTATION The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB and Item 310b of Regulation SB. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. These consolidated statements include the accounts of InMedica Development Corporation and its wholly owned subsidiary, MicroCor, Inc. ("MicroCor"). All material intercompany accounts and transactions have been eliminated. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) considered necessary for fair presentation have been included. Operating results for the three and nine-month periods ended September 30, 1998 are not necessarily indicative of the results that may be expected for the year ending December 31, 1998. For further information, refer to the consolidated financial statements included in the Company's Form 10-KSB for the year ended December 31, 1997. Royalties received from the J & J Medical, Inc. agreement are the Company's sole source of revenue and the Company has been advised that the royalty is expected to terminate within the next year. The Company generated a net loss of $232,244 during the nine-month period ended September 30, 1998 and as of September 30, 1998, the Company had an accumulated deficit of $7,069,500. 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 achieve a viable operating plan. NOTE B - OUTSTANDING OPTIONS At September 30, 1998 there were outstanding options to purchase 682,500 shares of common stock which were not included in the computation of diluted net loss per common share because they would be antidilutive. NOTE C- AGREEMENT TO ISSUE STOCK FOR SERVICES The Company has agreed effective October 29, 1998 to issue an aggregate of 70,000 shares of restricted common stock valued at $.60 per share as partial compensation for services rendered during the months of June through September, 1998 by researchers working on the hematocrit project. 7 Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Liquidity and Capital Resources - ------------------------------- Total revenues for the nine months ended September 30, 1998 were $167,040 or $72,480 less than the same period of the prior year. The Company's sole source of revenue is royalties received from J & J Medical, Inc. ("JJMI"). JJMI recently advised the Company informally that royalty revenues are expected to continue for less than one year because the product line incorporating InMedica's technology is being phased out by JJMI. At present, royalties are paid to the Company on a quarterly basis. Royalty revenues being received by the Company are insufficient to sustain research and development costs, fund operations and retire indebtedness when it comes due. InMedica consequently continues to look for funding sources. The royalty agreement with JJMI has been pledged to secure repayment of the $145,000 note payable to the Company's Chief Executive Officer. The note is due on or before June 22, 1999. The Company is paying quarterly interest payments on the note. InMedica continues to look for funding sources to retire the note but has no commitments. Research and development expenditures on the proposed hematocrit device have been expensed as incurred. The ability of the Company to use the proposed device as a means of securing funding for the Company is totally dependent upon the success of further research and development efforts in producing a viable device suitable for commercialization. Results of Operations - --------------------- The net loss of $232,244 for the nine-months ended September 30, 1998 increased by $136,736 compared to the same period of the prior year as royalty revenues declined by $72,480 and research and development expenses increased by $121,884 compared to the prior year. The increase in research and development expenses was due to payments made under a hematocrit research and development contract with Medical Physics and to an employee, and the expense of issuance of certain options relating to research and development. Interest expense declined for the period ended September 30, 1998 when compared to the same period in 1997 due to a substantial reduction in the principal amount of the note owing to the Company's Chief Executive Officer in September, 1997. General and administrative expenses decreased due to reduction in office overhead and payments to service providers. The Company does not expect that its operations will be directly affected by the Year 2000 issue ("Y2K"). The Company is unable to forecast any indirect effect of computer or other device malfunction related to Y2K on the Company's results of operations. 8 The Company contacted JJMI and was assured by JJMI that it is aware of the Y2K issue and is acting responsibly to avoid any adverse impact on JJMI's ability to conduct its operations which presently generate royalty revenue for the Company. 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: Exhibits: (1) Financial Data Schedule Form 8-K: None 9 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. INMEDICA DEVELOPMENT CORPORATION /s/ Larry E. Clark ---------------------------------- By Larry E. Clark, Chief Executive Officer /s/ Richard Bruggeman ---------------------------------- Date: October 28, 1998 By Richard Bruggeman, Chief Financial Officer 10 EXHIBITS Exhibits filed with the Form 10-QSB of InMedica Development Corporation, SEC File No. 0-12968: Exhibit No. SB Item No. Description - ---------------------------------------------- 1 (27) Financial Data Schedule 11