UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Quarter Ended March 31, 1998 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: 0-26620 ACCOM, INC. (Exact name of registrant as specified in its charter) Delaware 94-3055907 (State or other jurisdiction of (IRS Employer incorporation or organization) Identification Number) 1490 O'Brien Drive Menlo Park, California 94025 (Address of principal executive offices) Registrant's telephone number, including area code: (650) 328-3818 Indicate by check mark whether the registrant (1) has 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 at least the past 90 days. Yes X No ----- ----- As of May 5, 1998 6,675,164 shares of the Registrant's common stock, $0.001 par value, were outstanding. ACCOM, INC. FORM 10-Q For the Quarter Ended March 31, 1998 INDEX Page Facing sheet 1 Index 2 Part I. Financial Information a) Item 1. Condensed consolidated interim balance sheets at March 31, 1998 and September 30, 1997 3 b) Condensed consolidated interim statements of operations for the three and six months ended March 31, 1998 and March 29, 1997 4 c) Condensed consolidated interim statements of cash flows for the six months ended March 31, 1998 and March 29, 1997 5 d) Notes to condensed interim consolidated financial statements 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operation 7 Part II. Other Information 15 Signature 16 Exhibit 27.1 17 Financial Data Schedule -2- PART I. FINANCIAL INFORMATION Item 1. Financial Statements ACCOM, INC. CONDENSED CONSOLIDATED INTERIM BALANCE SHEETS (in thousands, except per share data) As of ------- March 31, September 30, 1998 1997 ---- ---- (Unaudited) (Note) Assets Current assets: Cash and cash equivalents $ 4,887 $ 5,317 Accounts receivable, net 2,716 3,239 Inventories 1,897 980 Income tax refunds receivable 243 621 Deferred tax assets 38 38 Prepaid expenses and other current assets 427 334 ------------------ ------------------ Total current assets 10,208 10,529 Property and equipment, net 1,209 967 Other assets 49 49 ------------------ ------------------ Total assets $11,466 $11,545 ================== ================== Liabilities and Stockholders' Equity Current liabilities: Notes payable $ - $ 24 Accounts payable 1,706 1,476 Accrued liabilities 1,489 1,338 Deferred revenue 104 141 ------------------ ------------------ Total current liabilities and total liabilities 3,299 2,979 ------------------ ------------------ Stockholders' equity: Common stock, $0.001 par value; 20,233 shares authorized; 6,673 and 6,627 shares issued and outstanding on March 31, 1998 and September 30, 1997, respectively 21,464 21,427 Accumulated deficit (13,297) (12,861) ------------------ ------------------ Total stockholders' equity 8,167 8,566 ------------------ ------------------ Total liabilities and stockholders' equity $11,466 $11,545 ================== ================== <FN> Note: The condensed consolidated balance sheet at September 30, 1997 has been derived from the audited annual consolidated balance sheet at that date but does not include all of the information and footnotes required by generally accepted accounting principles for a complete consolidated balance sheet. The accompanying notes are an integral part of these condensed consolidated interim financial statements. </FN> -3- ACCOM, INC. CONDENSED CONSOLIDATED INTERIM STATEMENTS OF OPERATIONS (In thousands, except per share data) (Unaudited) Three months ended Six months ended ------------------ ---------------- March 31, March 29, March 31, March 29, 1998 1997 1998 1997 ---- ---- ---- ---- Net sales $3,073 $4,234 $7,206 $8,450 Cost of sales 1,363 2,193 3,109 6,869 --------------------------------------------------------------------------- Gross margin 1,710 2,041 4,097 1,581 --------------------------------------------------------------------------- Operating expenses: Research and development 835 839 1,619 1,637 Marketing and sales 1,180 1,175 2,394 3,441 General and administrative 306 334 605 1,330 --------------------------------------------------------------------------- Total operating expenses 2,321 2,348 4,618 6,408 --------------------------------------------------------------------------- Operating loss (611) (307) (521) (4,827) Interest and other income, net 40 49 93 72 --------------------------------------------------------------------------- Loss before provision for income (571) (258) (428) (4,755) taxes Provision for income taxes 5 - 6 - --------------------------------------------------------------------------- Net loss $ (576) $ (258) $ (434) ($4,755) =========================================================================== Net loss per share - basic and diluted $(0.09) $(0.04) ($0.07) ($0.72) =========================================================================== Shares used in computation of net loss per share - basic and diluted 6,669 6,579 6,651 6,570 =========================================================================== <FN> The accompanying notes are an integral part of these condensed consolidated interim financial statements. </FN> -4- ACCOM, INC. CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWS (in thousands) (Unaudited) Six Months Ended --------------------------- March 31, March 29, 1998 1997 ---- ---- Cash flows from operating activities: Net loss $ (434) $(4,755) Adjustments to reconcile net loss to net cash provided by (used in) operating activities: Depreciation and amortization 263 330 Establishment of reserves against accounts receivable, inventories, and property and equipment and accruals for streamlining operations - 3,995 Changes in operating assets and liabilities, net of effects of reserves to streamline operations Accounts receivable 523 1,127 Inventories (917) 1,296 Income tax refunds receivable 378 - Prepaid expenses and other current assets (93) 40 Accounts payable 230 (1,165) Accrued liabilities and customer deposits 149 (124) Deferred revenue (37) (345) ------------------ ------------------ Net cash provided in operating activities 62 399 ------------------ ------------------ Cash flows from investing activities: Expenditures for property and equipment (505) (161) Other assets - (7) ------------------ ------------------ Net cash used in investing activities (505) (168) ------------------ ------------------ Cash flows from financing activities: Repayments on notes payable (24) (29) Issuance of common stock 37 60 ------------------ ------------------ Net cash provided by financing activities 13 31 ------------------ ------------------ Net increase (decrease) in cash and cash equivalents (430) 262 Cash and cash equivalents at beginning of period 5,317 4,221 ------------------ ------------------ Cash and cash equivalents at end of period $ 4,887 $ 4,483 ================== ================== <FN> The accompanying notes are an integral part of these condensed consolidated interim financial statements </FN> -5- NOTES TO CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (Unaudited) Note 1. Basis of Preparation The condensed consolidated interim balance sheet as of March 31, 1998, and the condensed consolidated interim statements of operations and cash flows for the three and six-month periods ended March 31, 1998 and March 29, 1997 have been prepared by the Company and are unaudited. In the opinion of management, all adjustments (consisting of normal accruals) necessary to present fairly the financial position as of March 31, 1998 and the results of operations and cash for the three and six-month periods ended March 31, 1998 and March 29, 1997, and have been made. These condensed consolidated interim financial statements should be reviewed in conjunction with the audited consolidated annual financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the fiscal year ended September 30, 1997. The results of operations for the three and six-month periods ended March 31, 1998, are not necessarily indicative of the operating results for any future period. Note 2. Inventories Inventories consist of the following (in thousands): March 31, September 30, 1998 1997 ---- ---- Purchased parts and materials $ 231 $ 225 Work-in-process 602 204 Finished goods 205 182 Demonstration inventory 859 369 -------------------------------------------------- $1,897 $ 980 ================================================== Note 3. Bank Information The Company has a revolving line of credit with Comerica Bank that allows for borrowings of up to $4.0 million, subject to the level of accounts receivable. As of March 31, 1998, the Company had availability of $2.5 million under the line with no borrowings outstanding. Indebtedness under the line of credit accrues interest at the bank's base rate and is secured by substantially all of the Company's assets. The line of credit may be terminated by either party upon 30 days' notice. Borrowings under the line of credit are subject to certain financial covenants. Note 4. New Accounting Guidelines In fiscal 1999, the Company will be required to adopt newly issued accounting guidelines addressing the reporting of comprehensive income. The adoption is expected to have no significant impact on the Company's net income or shareholders' equity. The guidelines require any unrealized gains and losses on available-for-sale securities or foreign currency translation adjustments to be included in other comprehensive income. Prior to adoption of the new guidelines, such items are reported as a separate component of stockholders' equity. Also in fiscal 1999, the Company will be required to adopt newly issued accounting guidelines addressing disclosures about segment and related information. As the Company operates in one segment, the adoption of the new guidelines is not expected to have a significant impact on the Company's results of operations, financial position, or disclosure of segment information. -6- Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations The following Management's Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with the Company's Consolidated Financial Statements as of September 30, 1997 and 1996 and for the three fiscal years ended September 30, 1997, 1996 and 1995 included in its Annual Report on Form 10-K for the fiscal year ended September 30, 1997. Additionally, the following Management's Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with the discussion following under "Additional Factors That May Affect Future Results" and with "Item 1. Business - Additional Factors That May Affect Future Results" included in its Annual Report on Form 10-K for the fiscal year ended September 30, 1997 and incorporated by reference in its entirety into this Management's Discussion and Analysis of Financial Condition and Results of Operations. Overview Accom designs, manufactures, sells, and supports a complete line of digital video signal processing, editing, and disk recording tools, and its ELSET virtual set systems, primarily for the professional worldwide video and computer graphics production, post production and distribution marketplaces. The following table summarizes the Company's products and the primary marketplaces they address. - -------------------------------------------------------------------------------- Primary Marketplaces / Products Production: ELSET(TM) Virtual Set Work Station Disk ("WSD(R)") 2Xtreme(TM) Computer Graphics Digital Disk Recorder Post Production: Signal Processors Editing: On-line Video Editor: Axial(R) 3000 Digital Disk Recorders: Real Time Disk ("RTD(TM) ") 4224 Accom Professional Recorder ("APR(TM) ") Attache(TM) Distribution: Axess(TM) Digital News Graphic and Clip Server - -------------------------------------------------------------------------------- The Company's revenues are currently derived primarily from product sales. The Company generally recognizes revenue upon product shipment. If significant obligations exist at the time of shipment, revenue recognition is deferred until obligations are met. The Company's gross margin has historically fluctuated from quarter to quarter. If the Company resells a Silicon Graphics, Inc. ("SGI") workstation as part of the ELSET Virtual Set, gross margins will decline. Additionally, gross margins will be dependent on the mix of higher and lower-priced products having various gross margin percentages and the percentage of sales made through direct and indirect distribution channels. Software development costs are recorded in accordance with Statement of Financial Accounting Standards No. 86. To date, the Company has expensed all of its internal software development costs. -7- Results of Operations Three Months Ended March 31, 1998 and March 29, 1997 The following table presents the Company's Condensed Consolidated Interim Statements of Operations for the three months ended March 31, 1998 and March 29, 1997 as reported (dollar amounts in thousands, except per share data). Three Months Ended ------------------ Increase (Decrease) March 31, March 29, -------------------- 1998 1997 Amount Percent ---- ---- ------ ------- Net sales $ 3,073 $ 4,234 $ (1,161) (27.4)% Cost of sales 1,363 2,193 (830) (37.8)% ------------- ------------ ------------- ------------ Gross margin 1,710 2,041 (331) (16.2)% Operating expenses: Research and development 835 839 (4) (0.5)% Marketing and sales 1,180 1,175 5 0.4 % General and administrative 306 334 (28) (8.4)% ------------- ------------ ------------- ------------ Total operating expenses 2,321 2,348 (27) (1.1)% ------------- ------------ ------------- ------------ Operating loss (611) (307) (304) (99.0)% Interest and other income, net 40 49 (9) (18.4)% ------------- ------------ ------------- ------------ Loss before provision for income taxes (571) (258) (313) (121.3)% Provision for income taxes 5 - 5 - Net loss $ (576) $ (258) (318) (123.3)% ============= ============ ============= ============ Net loss per share - basic and diluted $(0.09) $ (0.04) $ (0.05) 125.0% ============= ============ ============= ============ The following table presents the Company's fiscal Condensed Consolidated Interim Statements of Operations for the three months ended March 31, 1998 and March 29, 1997 as a percentage of net sales, as reported. Three Months Ended ------------------ March 31, March 29, Increase 1998 1997 (Decrease) ---- ---- ---------- Net sales 100.0 % 100.0 % 0.0 % Cost of sales 44.4 % 51.8 % (7.4)% --------------------------------- Gross margin 55.6 % 48.2 % 7.4 % Operating expenses: Research and development 27.2 % 19.8 % 7.4 % Marketing and sales 38.4 % 27.8 % 10.6 % General and administrative 10.0 % 7.9 % 2.1 % --------------------------------- Total operating expenses 75.5 % 55.5 % 20.0 % --------------------------------- Operating loss (19.9)% (7.3)% (12.6)% Interest and other income, net 1.3 % 1.2 % 0.1 % --------------------------------- Loss before provision for income taxes (18.6)% (6.1)% (12.5)% Provision for income taxes 0.2 % - 0.2 % --------------------------------- Net loss (18.7)% (6.1)% (12.6)% ================================= The following discussion of results of operations for the three months ended March 31, 1998 and March 29, 1997 is based upon reported results. Net sales. The decrease in net sales during the second quarter of fiscal 1998 from fiscal 1997 levels was primarily due to decreased sales in the post production marketplace. International sales for the second quarter of fiscal 1998 and 1997 represented 50.5% and 48.1% of net sales, respectively. -8- The following table presents net sales dollar volume for the three months ended March 31, 1998 and March 29, 1997 by market and related percentages of total net sales (dollar amounts in thousands). Three Months Ended -------------------------------------------------------------- March 31, 1998 March 29, 1997 -------------- -------------- Marketplace Amount Percent Amount Percent ----------- ------ ------- ------ ------- Production $1,838 59.8% $1,786 42.2% Post Production 935 30.5% 2,017 47.6% Broadcasting 69 2.2% 230 5.4% Other 231 7.5% 201 4.8% ----------------------------- ----------------------------- $3,073 100.0% $4,234 100.0% ============================= ============================= Cost of sales. Gross margin percentage for the second quarter of fiscal 1998 increased over levels in the second quarter of fiscal 1997 primarily due to increased margins on disk-based products and due to a greater portion of higher margin ELSET software sales included in the sales mix. Research and development. Research and development expenses for the second quarter of fiscal 1998 were essentially comparable to levels for the same period in fiscal 1997. Marketing and sales. Marketing and sales expenses for the second quarter of fiscal 1998 were essentially comparable to levels for the same period in fiscal 1997. General and administrative. The decrease in general and administrative expenses in the second quarter of fiscal 1998 from levels for the same period in fiscal 1997 was primarily due to decreases in headcount. Interest and other income, net. The decrease in net interest and other income during the second quarter of fiscal 1998, was primarily due to a decrease in other income partially offset by an increase in net interest resulting from increased average interest bearing cash and cash equivalent balances. Provision for from income taxes. In the second quarter of fiscal 1998 and 1997, the Company was in a net operating loss carryforward position. -9- Six Months Ended March 31, 1998 and March 29, 1997 The following table presents the Company's Condensed Consolidated Interim Statements of Operations for the six months ended March 31, 1998 and March 29, 1997 as reported and as normalized to remove the effects of special charges incurred during the first three months of fiscal 1997 (dollar amounts in thousands, except per share data). Six Months Ended ---------------- Increase (Decrease) March 31, March 29, -------------------- 1998 1997 Amount Percent ---- ---- ------ ------- Net sales Reported $ 7,206 $ 8,450 $(1,244) (14.7)% Normalized 7,206 8,450 (1,244) (14.7)% Cost of sales Reported 3,109 6,869 (3,760) (54.7)% Normalized 3,109 4,369 (1,260) (28.8)% ------------- ------------ ------------- ------------ Gross margin Reported 4,097 1,581 2,516 159.1 % Normalized 4,097 4,081 16 0.4 % ------------- ------------ ------------- ------------ Operating expenses: Research and development Reported 1,619 1,637 (18) (1.1) Normalized 1,619 1,637 (18) (1.1) Marketing and sales Reported 2,394 3,441 (1,047) (30.4)% Normalized 2,394 2,596 (202) (7.8)% General and administrative Reported 605 1,330 (725) (54.5)% Normalized 605 680 (75) (11.0)% ------------- ------------ ------------- ------------ Total operating expenses Reported 4,618 6,408 (1,790) (27.9)% Normalized 4,618 4,913 (295) (6.0)% ------------- ------------ ------------- ------------ Operating loss Reported (521) (4,827) 4,306 89.2 % Normalized (521) (832) 311 37.4 % Interest and other income, net Reported 93 72 21 29.2 % Normalized 93 72 21 29.2 % ------------- ------------ ------------- ------------ Loss before provision for income taxes Reported (428) (4,755) 4,327 91.0 % Normalized (428) (760) 332 43.7 % Provision for income taxes Reported 6 - 6 - Normalized 6 - 6 - ------------- ------------ ------------- ------------ Net loss Reported $ (434) $(4,755) $ 4,321 90.9 % Normalized (434) (760) 326 42.9 % ============= ============ ============= ============ Net loss per share Reported: Basic $(0.07) $ (0.72) $ 0.65 90.3 % ============= ============ ============= ============ Diluted $(0.07) $ (0.72) $ 0.65 90.3 % ============= ============ ============= ============ Normalized: Basic $(0.07) $ (0.12) $ 0.05 41.7 % ============= ============ ============= ============ Diluted $(0.07) $ (0.12) $ 0.05 41.7 % ============= ============ ============= ============ <FN> Note: Special charges for the first quarter of fiscal 1997 ended December 31, 1996 represent $4.0 million pretax to streamline operations and provide valuation reserves against inventories, receivables and fixed assets. The charges were taken to reflect historic changes in existing product support as well as anticipated changes due to future product development. </FN> -10- The following table presents the Company's fiscal Condensed Consolidated Interim Statements of Operations for the first six months of fiscal 1998 and 1997 as a percentage of net sales, as reported and as normalized to remove the effects of special charges and credits incurred during the first quarter of fiscal 1997. Six Months Ended ---------------- March 31, March 29, Increase 1998 1997 (Decrease) ---- ---- ---------- Net sales Reported 100.0 % 100.0 % 0.0 % Normalized 100.0 % 100.0 % 0.0 % Cost of sales Reported 43.1 % 81.3 % (38.2)% Normalized 43.1 % 51.7 % (8.6)% -------------------------------- Gross margin Reported 56.9 % 18.7 % 38.2 % Normalized 56.9 % 48.3 % 8.6 % -------------------------------- Operating expenses: Research and development Reported 22.5 % 19.4 % 3.1 % Normalized 22.5 % 19.4 % 3.1 % Marketing and sales Reported 33.2 % 40.7 % (7.5)% Normalized 33.2 % 30.7 % 2.5 % General and administrative Reported 8.4 % 15.7 % (7.3)% Normalized 8.4 % 8.0 % 0.4 % -------------------------------- Total operating expenses Reported 64.1 % 75.8 % (11.7)% Normalized 64.1 % 58.1 % 6.0 % -------------------------------- Operating loss Reported (7.2)% (57.1)% 49.9 % Normalized (7.2)% (9.9)% 2.7 % Interest and other income, net Reported 1.3 % 0.9 % 0.4 % Normalized 1.3 % 0.9 % 0.4 % -------------------------------- Loss before provision for income taxes Reported (5.9)% (56.3)% 50.4 % Normalized (5.9)% (9.0)% 3.1 Provision for income taxes Reported 0.1 % - % 0.1 % Normalized 0.1 % - % 0.1 % -------------------------------- Net loss Reported (6.0)% (56.3)% 50.3 % Normalized (6.0)% (9.0)% 3.0 % ================================ Note: Special charges for the first quarter of fiscal 1997 ended December 31, 1996 represent $4.0 million pretax to streamline operations and provide valuation reserves against inventories, receivables and fixed assets. The charges were taken to reflect historic changes in existing product support as well as anticipated changes due to future product development. -11- The following discussion of results of operations for the six months ended March 31, 1998 and March 29, 1997 is based upon normalized results, without inclusion of the above noted special charges and credits incurred during the first quarter of fiscal 1997, which ended December 28, 1996. Net sales. The decrease in net sales during the first six months of fiscal 1998 from levels for the same period in fiscal 1997 was primarily due to decreased sales in the video post production marketplace. That decrease was partially offset by increased sales in the computer graphics production and post production marketplaces. International sales for the first six months of fiscal 1998 and 1997 represented 49.4% and 46.9% of net sales, respectively. The following table presents net sales dollar volume for the six months ended March 31, 1998 and March 29, 1997 by market and related percentages of total net sales (dollar amounts in thousands). Six Months Ended -------------------------------------------------------------- March 31, 1998 March 29, 1997 -------------- -------------- Marketplace Amount Percent Amount Percent ----------- ------ ------- ------ ------- Production $4,227 58.7% $3,192 37.8% Post Production 1,975 27.4% 4,331 51.3% Broadcasting 699 9.7% 680 8.0% Other 305 4.2% 247 2.9% ----------------------------- ----------------------------- $7,206 100.0% $8,450 100.0% ============================= ============================= Cost of sales. Normalized gross margin percentage for the first six months of fiscal 1998 increased over levels for the same period in fiscal 1997 primarily due to a greater portion of higher margin ELSET software sales included in the sales mix and increased margins on disk-based products. Research and development. The decrease in normalized research and development expenses in the first six months of fiscal 1998 from the same period in fiscal 1997 was primarily a result of decreases in salary expenses. Marketing and sales. The decrease in normalized marketing and sales expenses in the first six months of fiscal 1998 from the same period in fiscal 1997 is primarily due to decreases in headcount, demonstration equipment refurbishment costs, and commission expenses partially offset by increased trade show expenses and increased expenses relating to the marketing of virtual sets. General and administrative. The decrease in normalized general and administrative expenses in the first six months of fiscal 1998 from levels for the same period in fiscal 1997 was primarily due to decreased headcount and overhead costs. Interest and other income, net. The increase in net interest and other income during the first six months of fiscal 1998, was primarily due to increased average interest bearing cash and cash equivalent balances. Provision for from income taxes. In the first six months of fiscal 1998 and 1997, the Company was in a net operating loss carryforward position. -12- Liquidity and Capital Resources Since inception, the Company has financed its operations and expenditures for property and equipment through the sale of capital stock, borrowings under a bank line of credit and term loans As of March 31, 1998, the Company had $4.9 million of cash and cash equivalents. Operating activities provided $62,000 in net cash during the first six months of fiscal 1998 and $399,000 in net cash during the first six months of fiscal 1997. Net cash provided by operations in the first six months of fiscal 1998 was due primarily to decreases in accounts receivable and income tax refunds receivable and increases in accounts payable and accrued liabilities, partially offset by the net loss and an increase in inventories. This was fully offset by net cash used in financing activities for the acquisition of property and equipment. Net cash provided by operations in the first six months of fiscal 1997 was due primarily to decreases in accounts receivable and inventories, partially offset the net loss and by decreases in accounts payable, accrued liabilities, and deferred revenue. This was partially offset by net cash used in financing activities for the acquisition of property and equipment The Company has a revolving line of credit with Comerica Bank that allows for borrowings up to $4.0 million, subject to the level of accounts receivable. As of March 31, 1998, approximately $2.5 million of borrowings were available under this line of credit, of which the Company had no borrowings outstanding. Indebtedness under the line of credit accrues at Comerica's base rate and is secured by substantially all of the Company's assets. The line of credit may be terminated by either party upon 30 days' notice. Borrowings under the line of credit are subject to certain financial covenants. Based on current revenue levels, the Company believes that its existing cash, cash equivalents and credit facilities will be sufficient to meet its cash requirements for at least the next twelve months Although operating activities may provide cash in certain periods, to the extent the Company grows in the future, its operating and investing activities may use cash and, consequently, such growth may require the Company to obtain additional sources of financing. There can be no assurance that any necessary additional financing will be available to the Company on commercially reasonable terms, if at all. New Accounting Guidelines In fiscal 1999, the Company will be required to adopt newly issued accounting guidelines addressing the reporting of comprehensive income. The adoption is expected to have no significant impact on the Company's net income or shareholders' equity. The guidelines require any unrealized gains and losses on available-for-sale securities or foreign currency translation adjustments to be included in other comprehensive income. Prior to adoption of the new guidelines, such items are reported as a separate component of stockholders' equity. Also in fiscal 1999, the Company will be required to adopt newly issued accounting guidelines addressing disclosures about segment and related information. As the Company operates in one segment, the adoption of the new guidelines is not expected to have a significant impact on the Company's results of operations, financial position, or disclosure of segment information. Additional Factors That May Affect Future Results Accom desires to take advantage of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. Specifically, the Company wishes to alert readers that certain important factors, as well as other factors, could in the future affect, and in the past have affected, the Company's actual results and could cause the Company's results for future years or quarters to differ materially from those expressed in any forward looking statements made by or on behalf of the Company. A detailed discussion of risk factors related to Accom's business is set forth in its Annual Report on Form 10-K for the year ended September 30, 1997 under the heading "Additional Factors That May Affect Future Results." In addition to the factors discussed in the 10-K report, the following factors may also affect future results: Recent Reduction in Sales. In the second quarter of fiscal 1998, ended March 31, 1998, the Company's overall revenues declined by 27% from the same period from the 1997 fiscal year. The Company believes that this -13- decline resulted from a decision by more than the usual number of customers in the distribution / broadcast marketplace to delay purchases until after the second quarter. In addition, in the Company's production marketplace, it appeared customers took longer than anticipated to evaluate the Company's ELSET virtual set product. There can be no assurance that these customers will eventually purchase the Company's products or that the Company's sales in the distribution / broadcast and production marketplaces will improve. Effects of Economic Conditions in Asia. In the first half of fiscal 1998, the recent economic instability in certain Asian countries contributed to lower revenue results, particularly for the Company's core (non-ELSET) products. Due to the continuing economic conditions in Asia, the Company believes that lower revenues from Asia are likely to continue for the foreseeable future, which could adversely affect the Company's business, financial condition, and operating results. Item 3. Quantitative and Qualitative Disclosures About Market Risks Not Applicable. -14- PART II. OTHER INFORMATION Item 1. Legal Proceedings None. Item 2. Changes in Securities and Use of Proceeds None. Item 3. Defaults Upon Senior Securities None. Item 4. Submission of Matters to a Vote of Security Holders On February 17, 1998, the Company held its annual meeting of stockholders. At such meeting, the Company's stockholders approved the following items by the following votes: 1. The Election of the following directors of the Company: Nominee For Withheld ------- --- -------- Junaid Sheikh 4,983,925 1,049,495 Lionel M. Allan 4,983,925 1,049,495 Thomas E. Fanella 4,983,925 1,049,495 David A. Lahar 4,983,925 1,049,495 2. The ratification of the appointment of Ernst & Young LLP as the Company's independent auditors for the fiscal year ending September 30, 1998. For 6,029,278 Against 4,000 Abstain 142 Item 5. Other Information None. Item 6. Exhibits and Reports on Form 8-K (a) Exhibits. 27.1 Financial Data Schedule (b) Reports on Form 8-K. None. -15- SIGNATURES Pursuant to 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. ACCOM, INC. By: /s/ Cal R. Hoagland -------------------- Vice President, Finance and Chief Financial Officer Principal Financial And Accounting Officer Date: May 15, 1998 -16-