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 quarterly period ended May 30, 1998 ------------ or | | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 0-12991 ------- THE LANGER BIOMECHANICS GROUP, INC. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter.) NEW YORK 11-2239561 - --------------------------------------- --------------------------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization.) Identification No.) 450 COMMACK ROAD, DEER PARK, NY 11729 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (516) 667-1200 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 the past 90 days. YES |X| NO | | Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practical date. Common Stock, $.02 Par Value -- 2,586,281 shares as of July 10, 1998. INDEX THE LANGER BIOMECHANICS GROUP, INC. AND SUBSIDIARIES PART I. FINANCIAL INFORMATION PAGE Item 1. Financial Statements (Unaudited) Condensed Consolidated Balance Sheets -- May 30, 1998 and February 28, 1998 3 Condensed Consolidated Statements of Operations -- Three Months ended May 30, 1998 and May 31, 1997 4 Condensed Consolidated Statements of Cash Flows -- Three months ended May 30, 1998 and May 31, 1997 5 Notes to Condensed Consolidated Financial Statements -- Three Months ended May 30, 1998 and May 31, 1997 6 - 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 8 PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K 9 Signatures 9 2 PART I. FINANCIAL INFORMATION THE LANGER BIOMECHANICS GROUP, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS Assets May 30, 1998 Feb. 28, 1998 ------ ------------ ------------- (unaudited) Current Assets: Cash and cash equivalents $ 987,482 $ 1,189,046 Accounts receivable, net of allowance for doubtful accounts of $23,000 for both periods 1,587,014 1,360,420 Inventories, net (Note 2) 1,036,211 1,039,718 Other current assets 310,140 311,447 ----------- ----------- Total current assets 3,920,847 3,900,631 Property and equipment, net 800,545 777,991 Other assets 169,214 169,214 ----------- ----------- $ 4,890,606 $ 4,847,836 =========== =========== Liabilities and Stockholders' Equity ------------------------------------ Current Liabilities: Accounts payable $ 412,074 $ 478,590 Account liabilities: Accrued payroll and related payroll taxes 369,029 281,961 Other current liabilities 557,024 658,709 Unearned revenue - current 378,656 391,081 ----------- ----------- Total current liabilities 1,716,783 1,810,341 Accrued pension expense 247,909 220,609 Unearned revenue - long-term 141,553 148,733 Deferred income taxes 5,384 5,423 ----------- ----------- Total liabilities 2,111,629 2,185,106 ----------- ----------- Stockholders' Equity: Common stock, $.02 par value. Authorized 10,000,000 shares; outstanding 2,586,281 and 2,585,281 shares, respectively 51,726 51,706 Additional paid-in capital 6,278,304 6,277,543 Accumulated deficit (3,258,970) (3,375,120) Aggregate adjustment resulting from translation of financial statements (50,255) (49,571) into U.S. Dollars Minimum pension liability adjustment (241,828) (241,828) ----------- ----------- Total stockholders' equity 2,778,977 2,662,730 ----------- ----------- $ 4,890,606 $ 4,847,836 =========== =========== See notes to condensed consolidated financial statements. 3 THE LANGER BIOMECHANICS GROUP, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) Three Months Ended: May 30, 1998 May 31, 1997 ------------ ------------ Net sales (Note 3) $ 2,536,631 $ 2,515,285 Cost of sales 1,615,050 1,507,780 ----------- ----------- Gross profit 921,581 1,007,505 Selling expenses 330,002 385,551 General and administrative expenses 507,139 598,969 ----------- ----------- Income from operations 84,440 22,985 Other income, principally interest 48,755 24,369 Other expense, principally interest 14,075 3,445 ----------- ----------- Income before income taxes 119,120 43,909 Provision for income taxes (Note 1) 2,970 1,296 ----------- ----------- Net income $ 116,150 $ 42,613 =========== =========== Weighted average number of common shares used in computation of net income per share: Basic 2,586,094 2,584,281 Diluted 2,645,110 2,663,329 Net income per common shares (Note 1): Basic $ 0.04 $ 0.02 =========== =========== Diluted $ 0.04 $ 0.02 =========== =========== See notes to condensed consolidated financial statements. 4 THE LANGER BIOMECHANICS GROUP, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) Three Months Ended: May 30, 1998 May 31, 1997 ------------ ------------ Cash Flows from Operating Activities: Net income $ 116,150 $ 42,613 Adjustments to reconcile net income to cash provided by (used in) operating activities: Depreciation and amortization 59,066 48,511 Deferred foreign tax benefit (39) -- Changes in operating assets and liabilities: Accounts receivable (227,317) 30,492 Inventories 2,867 (81,352) Prepaid expenses and other assets 1,174 (6,082) Net pension liability 27,300 27,300 Accounts payable and accrued liabilities (80,371) 231,741 Unearned revenue (19,210) (5,856) Net cash provided by (used in) operating activities (120,380) 287,367 ----------- ----------- Cash Flows from Investing Activities: Capital expenditures (81,965) (97,980) ----------- ----------- Net cash used in investing activities (81,965) (97,980) ----------- ----------- Cash Flows from Financing Activities: Common stock options exercised 781 -- Principal payments of notes payable -- (301) ----------- ----------- Net cash (used in) provided by financing activities 781 (301) ----------- ----------- Net increase (decrease) in cash and cash equivalents (201,564) 189,086 Cash and cash equivalents at beginning of period 1,189,046 1,125,589 ----------- ----------- Cash and cash equivalents at end of period $ 987,482 $ 1,314,675 =========== =========== Supplemental Disclosures of Cash Flow Information: Cash paid for interest $ 2,379 $ 3,445 =========== =========== See notes to condensed consolidated financial statements. 5 THE LANGER BIOMECHANICS GROUP, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS May 30, 1998 NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND OTHER MATTERS 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-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. For further information, refer to the consolidated financial statements and footnotes thereto for the fiscal year ended February 28, 1998. Operating results for the period ended May 30, 1998 are not necessarily indicative of the results that may be expected for the year ending February 28, 1999. B) Income per Share Basic earnings per share are based on the weighted average number of shares of common stock outstanding during the period. Diluted earnings per share are based on the weighted average number of shares of common stock and common stock equivalents (options and warrants) outstanding during the period, except where the effect would be antidilutive, computed in accordance with the treasury stock method. C) Provision for Income Taxes The provision for income taxes, on domestic operations, for the periods ended May 30, 1998 and May 31, 1997, were calculated at an effective annual tax rate of 2% and 4.5%, respectively, reflecting the utilization of available net operating loss carryforwards and also taking into account the "Alternative Minimum Tax". The provision for income taxes on foreign operations was estimated at 25%. 6 THE LANGER BIOMECHANICS GROUP, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) NOTE 2 - INVENTORIES The Company did not take a physical inventory as of May 30, 1998. Inventories and cost of sales for the interim period were based on the Company's perpetual inventory records. May 30, 1998 February 28, 1998 ------------ ----------------- (unaudited) Inventories consist of: Raw materials $ 906,995 $ 921,065 Work-in-process 63,427 60,231 Finished goods 124,799 117,433 ---------- ---------- Total Inventories 1,095,222 1,098,729 Less allowance for obsolescence 59,011 59,011 ---------- ---------- Net Inventories $1,036,211 $1,039,718 ========== ========== NOTE 3 - SEASONALITY Revenues derived from the Company's sale of orthotic devices, a substantial portion of the Company's operations, have historically been significantly higher in the warmer months of the year. NOTE 4 - COMPREHENSIVE INCOME Effective March 1, 1998, the Company has adopted Statement Financial Accounting Standards No. 130, "Reporting Comprehensive Income", which requires that all items that are required to be recognized under accounting standards as components of comprehensive income be reported in the financial statements. Prior periods will be reclassified, as required. The Company's total comprehensive earnings were as follows: Three Months Ended May 30, May 31, 1998 1997 ---- ---- Net income $ 116,150 $ 42,613 Other comprehensive income (loss), net of tax: Change in equity resulting from translation Of financial statements into U.S. dollars (684) 1,365 Comprehensive income $ 115,466 $ 43,978 ========= ========= 7 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF -------------------------------------------------------------------------- OPERATIONS ---------- Three months ended May 30, 1998, as compared with three months ended May 31, 1997. Revenues - -------- Sales of $2,536,631 for the first quarter ended May 30, 1998 were $21,346 or 0.8% above the prior-year's sales of $2,515,285. Sales of each major product category remained at approximately equivalent levels compared to the prior year's first quarter. Gross Profit - ------------ Gross profit for the current year's first quarter was $921,581 (36.3% of sales), as compared to the prior-year's first quarter gross profit of $1,007,505 (40.1% of sales). The decrease was due primarily to increased shipping costs incurred to maintain turnaround times during an automation of the order entry process, and an increase in the material cost for certain portions of the product mix. Selling, General and Administrative Expenses - -------------------------------------------- For the three months ended May 30, 1998, selling, general and administrative expenses decreased $147, 379 or 15.0% to $837,141, from the prior-year's comparable quarter of $984,520. Decreased promotion expenses and other direct selling expenses, reflecting the Company's ongoing cost cutting strategy, along with reduced consulting expenses, were responsible for the decrease from the prior comparable period. Research and Development Expense - -------------------------------- The Company incurred no research and development costs for the three months ended May 30, 1998 and May 31, 1997. Other Income and Expenses - ------------------------- Other income consists primarily of income generated from investments and service charge income generated from the Company's accounts receivable. Net other income was $34,680 for the first quarter of the current fiscal year as compared with $20,924 in the comparable prior year's quarter, representing a 65.7% increase. Most of the increase was due to a decrease in service charge write-offs. Net Income - ---------- The Company earned $116,150 or $.04 per share for the recently concluded quarter as compared to a net income of $42,613 or $.02 per share generated in the prior year's first quarter. The favorable results were primarily due to lower operating expenses and increased other income, more than offsetting lower gross profit versus the comparable prior fiscal period. Liquidity and Capital Resources - ------------------------------- Working capital, as of May 30, 1998, was $2,204,064 versus $2,090,290 at February 28, 1998, an increase of $113,774. The increase was due to an increase in accounts receivable of $226,594, as well as decreases in accounts payable, other current liabilities and unearned revenue of $66,516, $101,685 and $12,425, respectively. The increase was offset by an increase in accrued payroll liabilities of $87,068 and decreases in cash, inventories, and other current assets of $201,564, $3,507 and $1,307, respectively. Cash balances at May 30, 1998 of $987,482 were $201,564 below the February 28, 1998 balance of $1,189,046. The decrease is primarily due to the increase in accounts receivable of $226,594. The Company believes its capital position is adequate to meet anticipated cash needs for the next twelve months and beyond. 8 Item 6. Exhibits and Reports on Form 8-K (a) Exhibits 11. Statement Re: Computation of Per Share Earnings (b) Reports on Form 8-K None 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. The Langer Biomechanics Group, Inc. ----------------------------------- (REGISTRANT) DATE: July 10, 1998 By: /s/ GARY L GRAHN ------------------------------------- Gary L. Grahn President and Chief Executive Officer By: /s/ NANCY T. BIZZARO ------------------------------------- Nancy T. Bizzaro Controller Principal Financial Officer 9