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 June 30, 1999 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 or 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 Securities 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 August 1, 1999 was 8,660,899 shares. 1 PART I - FINANCIAL INFORMATION - ------------------------------ Item 1. Financial Statements INMEDICA DEVELOPMENT CORPORATION AND SUBSIDIARY CONDENSED CONSOLIDATED BALANCE SHEET ASSETS ------ As of June 30,1999 (Unaudited) ----------- CURRENT ASSETS: Cash $ 10,809 Prepaid expenses 7,287 ----------- Total current assets 18,096 EQUIPMENT AND FURNITURE, at cost, less accumulated depreciation of $251,851 1,138 OTHER ASSETS 2,196 Total assets $ 21,430 ============ See notes to condensed consolidated financial statements. 2 INMEDICA DEVELOPMENT CORPORATION AND SUBSIDIARY CONDENSED CONSOLIDATED BALANCE SHEET(CONTINUED) LIABILITIES AND STOCKHOLDERS' DEFICIT ------------------------------------- As of June 30, 1999 (Unaudited) ----------- CURRENT LIABILITIES: Notes payable to related parties $ 156,250 Consulting fee payable to related party 81,994 Accrued payroll 792 Total current liabilities 239,036 STOCKHOLDERS' DEFICIT: Common stock, $.001 par value; 20,000,000 shares authorized, 8,660,899 shares issued and outstanding 8,661 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 6,835,840 Accumulated deficit (7,176,209) Total stockholders' deficit (217,606) ----------- Total liabilities and stockholders' deficit $ 21,430 =========== See notes to condensed consolidated financial statements. 3 INMEDICA DEVELOPMENT CORPORATION AND SUBSIDIARY CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS For the Three For the Six Months Ended Months Ended June 30, June 30, ---------------------------- ---------------------------- 1999 1998 1999 1998 ----------- ----------- ----------- ----------- (Unaudited) (Unaudited) ROYALTY REVENUES $ 27,520 $ 67,360 $ 27,520 $ 67,360 ----------- ----------- ----------- ----------- OPERATING EXPENSES: General and administrative 37,339 46,168 75,128 117,132 Research and development 38,160 70,784 40,162 137,142 ----------- ----------- ----------- ----------- Total operating expenses 75,499 116,952 115,290 254,274 ----------- ----------- ----------- ----------- LOSS FROM OPERATIONS (47,979) (49,592) (87,770) (186,914) ----------- ----------- ----------- ----------- OTHER (EXPENSE) INCOME: Miscellaneous income 3,294 -- 3,294 -- Interest income 68 388 214 983 Interest expense (3,485) (3,207) (6,657) (6,421) Total other expense, net (123) (2,819) (3,149) (5,438) ----------- ----------- ----------- ----------- NET LOSS (48,102) (52,411) (90,919) (192,352) PREFERRED STOCK DIVIDENDS (2,282) (2,281) (4,564) (4,563) ----------- ----------- ----------- ----------- NET LOSS APPLICABLE TO COMMON SHARES $ (50,384) $ (54,692) $ (95,483) $ (196,915) =========== =========== =========== =========== NET LOSS PER COMMON SHARE (BASIC AND DILUTED) $ (.01) $ (.01) $ (.01) $ (.02) =========== =========== =========== =========== WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING 8,660,899 8,550,899 8,660,899 8,550,899 =========== =========== =========== =========== See notes to condensed consolidated financial statements. 4 INMEDICA DEVELOPMENT CORPORATION AND SUBSIDIARY CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS For the Six Months Ended June 30, ------------------------ 1999 1998 --------- --------- (Unaudited) DECREASE IN CASH ---------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net loss $ (90,919) $(192,352) Adjustments to reconcile net loss to net cash used in operating activities- Depreciation 433 432 Expense related to stock options issued as compensation for services -- 44,500 Changes in assets and liabilities- Decrease in royalties receivable 45,920 67,200 Decrease in prepaid expenses 9,500 9,999 Increase in consulting fees payable to related party 29,998 25,998 Decrease in accounts payable (29,098) (428) Decrease in accrued payroll (276) (6,152) Decrease in interest payable -- (4,752) Increase (decrease) in related party payable 11,250 (25,000) --------- --------- Net cash used in operating activities (23,192) (80,555) --------- --------- See notes to condensed consolidated financial statements. 5 INMEDICA DEVELOPMENT CORPORATION AND SUBSIDIARY CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED) For the Six Months Ended June 30, ------------------------ 1999 1998 --------- --------- (Unaudited) CASH FLOWS FROM FINANCING ACTIVITIES: Preferred stock dividends paid $ (4,564) $ (4,563) Net cash used in financing activities (4,564) (4,563) --------- --------- NET DECREASE IN CASH (27,756) (85,118) CASH AT BEGINNING OF THE PERIOD 38,565 138,429 --------- --------- CASH AT END OF THE PERIOD $ 10,809 $ 53,311 ========= ========= See notes to condensed consolidated financial statements. 6 INMEDICA DEVELOPMENT CORPORATION AND SUBSIDIARY NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) Note 1-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 condensed 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 six month periods ended June 30, 1999 are not necessarily indicative of the results that may be expected for the year ending December 31, 1999. For further information, refer to the consolidated financial statements included in the Company's Form 10-KSB for the year ended December 31, 1998. Royalties received from the Johnson and Johnson agreement are presently the Company's sole source of revenue and the royalty is expected to terminate during 1999. The Company generated a net loss from operations of $48,102 during the three-month period ended June 30, 1999 and as of June 30, 1999, the Company had an accumulated deficit of $7,176,209 and negative working capital of $217,606. 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. 7 Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND PLAN OF - -------------------------------------------------------------------------------- OPERATION - --------- Liquidity and Capital Resources For the years ended December 31, 1998 and 1997, liquidity was generated from royalty income received from Johnson and Johnson Medical, Inc. ("JJMI"). This income is expected to terminate during 1999. InMedica continues to look for other funding sources but as of the date of this filing, it has no commitments. During the quarter ended June 30, 1999, the Company borrowed $7,500 from each of two principal shareholders. The debt is being repaid with interest at a rate of 10% in four quarterly installments, with one fourth of the principal amount due at the end of each quarter for one year. The debt was reduced by payments totaling $3,750 prior to the end of the quarter. The royalty agreement with JJMI has been pledged to secure repayment of the $145,000 related party note payable. Funds expended to develop other potential assets of the Company such as a hematocrit device have been expensed as incurred as research and development. The ability of the Company to use the hematocrit 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. The Company intends to rely upon private sources for loans, if necessary, to meet its obligations as they come due. Results of Operations InMedica has a stockholders' deficit of $217,606 and an accumulated deficit of $7,176,209 as of June 30, 1999. In order for InMedica to continue research and development activities, it will require additional financing, for which it has no commitments. The net loss of $48,102 for the three months ended June 30, 1999 was approximately the same as the $52,411 loss for the three months ended June 30, 1998, although revenues declined by approximately $40,000 for the comparable period in 1999. However, both general and administrative expenses and research and development expense decreased by a total of approximately $40,000 during the three months ended June 30, 1999 resulting in approximately the same loss for the comparable periods. 8 The Company does not expect that its operations will be directly affected by the Year 2000 computer issue ("Y2K"). However, the Company is unable to forecast any indirect adverse effect of computer or other device malfunction related to Y2K on the medical technology industry and the business of potential strategic partners. The Company has contacted JJMI and Medical Physics and has been assured that they are acting responsibly to avoid any adverse impact on their ability to conduct their operations due to the Y2K issue. 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 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, Principal Executive Officer Date: August 13, 1999 /s/ Richard Bruggeman - ---------------------- -------------------------------- By Richard Bruggeman, Principal 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