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FORM 10-K/A
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
AMENDMENT NO. 3
to
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the Fiscal Year Ended December 31, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For The Transition Period From To
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Commission File Number: 000-16893
DANNINGER MEDICAL TECHNOLOGY, INC.
(Exact name of Registrant as specified in its charter)
DELAWARE 31-0992628
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
4140 FISHER ROAD
COLUMBUS, OHIO 43228 (614) 276-8267
(Address of principal executive offices, (Registrant's telephone number,
including zip code) including area code)
Securities registered pursuant to Section 12(b) of the Act: None.
Securities registered pursuant to Section 12(g) of the Act:
COMMON STOCK, $.01 PAR VALUE
(Title of Class)
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
--- ---
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K (Section 229.405 of this chapter) is not contained
herein, and will not be contained, to the best of registrants knowledge, in
definitive proxy or information statements incorporated by reference in Part
III of this Form 10-K or any amendment to this Form 10-K. ( )
Based upon the closing price reported on NASDAQ on March 25, 1996, the
aggregate market value of the registrant's voting stock held by non-affiliates
on that date was $20,923,068. As of March 25, 1996, 4,718,990 shares of Common
Stock, $.01 par value, were outstanding.
Documents incorporated by reference:
Portions of the registrant's Definitive Proxy Statement for its Annual
Meeting of Stockholders to be held on May 22, 1996 are incorporated by
reference into Part III of this report.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused the Annual Report on Form
10-K to be signed on its behalf by the undersigned, thereunto duly authorized.
Dated: May 17, 1996 DANNINGER MEDICAL TECHNOLOGY, INC.
By: /S/ Joseph A. Mussey
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Joseph A. Mussey
Chief Executive Officer,
President and Treasurer
Pursuant to the requirements of the Securities Exchange Act of 1934,
this Annual Report on Form 10-K has been signed below by the following persons
on behalf of the registrant and in the capacities and on the dates indicated.
SIGNATURE TITLE DATE
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/s/ Joseph A. Mussey President, Chief Executive Officer, ) May 17, 1996
- ------------------------- Treasurer and Director )
Joseph A. Mussey (Principal Executive Officer) )
)
/s/ Paul A. Miller Vice President and Chief Financial ) May 17, 1996
- ------------------------- Officer (Principal Financial and )
Paul A. Miller Accounting Officer) )
)
/s/ Edward R. Funk Chairman of the Board of Directors ) May 17, 1996
- ------------------------- )
Edward R. Funk )
)
/s/ Daniel A. Funk Director ) May 17, 1996
- ------------------------- )
Daniel A. Funk, M.D. )
)
/s/ Daniel A. Gregorie Director ) May 17, 1996
- ------------------------- )
Daniel A. Gregorie, M.D. )
)
/s/ Herbert J. Kahn Director ) May 17, 1996
- ------------------------- )
Herbert J. Kahn )
)
/s/ Curtis A. Loveland Director ) May 17, 1996
- ------------------------- )
Curtis A. Loveland )
)
/s/ C. Craig Waldbillig Director ) May 17, 1996
- ------------------------- )
C. Craig Waldbillig )
)
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/s/ Peter H. Williams Director ) May 17, 1996
- ------------------------- )
Peter H. Williams )
)
/s/ Robert J. Williams Director ) May 17, 1996
- ------------------------- )
Robert J. Williams )
*By: /s/ Joseph A. Mussey
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Joseph A. Mussey, attorney-in-fact
for each of the persons indicated
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REPORT OF INDEPENDENT ACCOUNTANTS
ON FINANCIAL STATEMENT SCHEDULE
Our report on the consolidated financial statements of Danninger Medical
Technology, Inc., and Subsidiaries is included on page F-1 of this Form 10-K.
In connection with our audits of such financial statements, we have also
audited the related financial statement schedule listed in the index on page 20
of this Form 10-K.
In our opinion, the financial statement schedule referred to above, when
considered in relation to the basic financial statements taken as a whole,
presents fairly in all material respects the information required to be
included therein.
COOPERS & LYBRAND L.L.P.
Columbus, Ohio
March 27, 1996
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DANNINGER MEDICAL TECHNOLOGY, INC. AND SUBSIDIARY
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
Charged
Balance to Costs
at and Balance
Beginning Expenses (Deductions) at End
of Year (Recoveries)(1) Additions(2) of Year
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For the year ended December 31, 1995:
Allowance for doubtful accounts $130,782 $ 117,890 $ (44,844) $203,828
Inventory valuation reserve 329,439 148,535(3) 0 477,974
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$460,221 $ 266,425 $ (44,844) $681,802
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For the year ended December 31, 1994:
Allowance for doubtful accounts $253,836 $ (36,227)(4) $ (86,827) $130,782
Inventory valuation reserve 408,998 (47,397)(5) (32,162) 329,439
Investment valuation allowance 17,128 (17,128) 0 0
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$679,962 $(100,752) $(118,989) $460,221
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For the year ended December 31, 1993:
Allowance for doubtful accounts $ 85,000 $ 171,086(6) $ (2,250) $253,836
Inventory valuation reserve 78,009 622,026(7) (291,037)(8) 408,998
Investment valuation allowance 0 17,128 0 17,128
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$163,009 $ 810,240 $(293,287) $679,962
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<FN>
(1) Amounts charged to or recovered from cost of goods sold or expenses
relating to changes in reserve balance.
(2) Amounts deducted from the reserve balance which have been previously
reserved and are being written off.
(3) Reflects $312,000 valuation allowance established in the third quarter for
P/W/B inventory and a reversal of $120,000 of the valuation allowance in
the fourth quarter for higher than anticipated sales of the P/W/B spinal
system. In addition, the valuation allowance also reflects a reversal of
$218,000 from the valuation allowance established in 1993 for excess
inventory which was incorporated into current products as well as a
standard increase in the valuation allowance.
(4) Reflects $177,000 reversal in the fourth quarter of the valuation
allowance established in the prior year relating to amounts owed to the
Company by a customer in financial difficulty. The Company repossessed,
under a security agreement, equipment and trade receivables in satisfaction
of the amounts owed by the customer.
(5) Reflects $60,000 reversal of prior year valuation allowance due to the
redesign of the Company's continuous passive motion devices to incorporate
excess inventory.
(6) Reflects $214,000 valuation allowance established for accounts receivable,
sale-type leases and notes receivable owed by a major customer who was in
financial difficulty.
(7) Reflects $600,000 valuation allowance established for obsolete and excess
inventory for the hand/wrist/toe continuous passive motion device.
(8) Reflects $290,000 of previously reserved inventory which was written-off.
F-25