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 Quarterly Period Ended March 31, 2000
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 0-29048
ACCENT COLOR SCIENCES, INC.
(Exact name of registrant as specified in its charter)
Connecticut 06-1380314
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
800 Connecticut Boulevard, East Hartford, Connecticut 06108
(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code: (860) 610-4000
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|_|
The number of shares outstanding of the registrant's common
stock as of April 30, 2000 was 22,390,858.
ACCENT COLOR SCIENCES, INC.
FORM 10-Q
For The Quarterly Period Ended March 31, 2000
INDEX
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements..........................................3
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations..................................11
PART II. OTHER INFORMATION
Item 1. Legal Proceedings............................................15
Item 2. Changes in Securities and Use of Proceeds....................15
Item 3. Defaults Upon Senior Securities..............................15
Item 4. Submission of Matters to a Vote of Security Holders..........15
Item 5. Other Information............................................15
Item 6. Exhibits and Reports on Form 8-K.............................15
Signatures .............................................................16
2
ACCENT COLOR SCIENCES, INC.
CONDENSED BALANCE SHEETS
March 31, December 31,
2000 1999
---- ----
(unaudited)
ASSETS
Current assets:
Cash and cash equivalents $ 1,140,968 $ 2,573,764
Accounts receivable 116,100 64,544
Inventories (Note 3) 2,434,286 1,863,850
Prepaid expenses and other current assets 110,500 111,262
------------ -------------
Total current assets 3,801,854 4,613,420
Fixed assets, net 1,016,153 1,156,189
Other assets, net 78,248 78,446
------------ -------------
Total assets $ 4,896,255 $ 5,848,055
============ =============
LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)
Current liabilities:
Obligations under capital leases $ 9,419 $ 23,116
Short-term debt, net of discount (Note 6) 2,400,847 2,367,797
Accounts payable 1,166,804 516,429
Accrued expenses 685,848 758,139
Customer advances and deposits 1,000,000 755,000
Deferred revenue 661,000 874,000
------------ -------------
Total current liabilities 5,923,918 5,294,481
------------ -------------
Obligations under capital leases 8,625 -
Other long-term liabilities 415,509 390,708
------------ -------------
Total non-current liabilities 424,134 390,708
------------ -------------
Total liabilities 6,348,052 5,685,189
------------ -------------
Mandatorily redeemable convertible preferred stock (Note 5) 3,880,641 4,313,367
------------ -------------
Shareholders' equity (deficit)
Common stock, no par value, 50,000,000 and 35,000,000
shares authorized, 22,390,858 and 21,072,578
shares issued and outstanding 49,562,318 49,147,942
Accumulated deficit (54,894,756) (53,298,443)
------------ -------------
Total shareholders' equity (deficit) (5,332,438) (4,150,501)
------------ -------------
Total liabilities, convertible preferred stock and
shareholders' equity (deficit) $ 4,896,255 $ 5,848,055
============ =============
The accompanying notes are an integral part of these
financial statements.
3
ACCENT COLOR SCIENCES, INC.
CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)
Three months ended March 31,
2000 1999
---- ----
Revenue (Note 2) $ 1,146,026 $ 2,249,498
Costs and expenses:
Costs of production 1,253,598 2,144,306
Research and development 682,329 951,830
Marketing, general and administrative 734,674 723,241
----------- -----------
2,670,601 3,819,377
----------- -----------
Other (income) expense:
Interest expense (Note 6) 97,199 97,814
Interest income (25,461) (5,262)
----------- -----------
71,738 92,552
Net loss (1,596,313) (1,662,431)
----------- -----------
Net loss applicable to common stock $(1,596,313) $(1,662,431)
=========== ===========
Net loss (basic and diluted) per common share: $ (.07) $ (.12)
=========== ===========
Weighted average common shares
Outstanding 21,816,455 13,759,120
=========== ===========
The accompanying notes are an integral part of these
financial statements.
4
ACCENT COLOR SCIENCES, INC.
CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)
Three months ended March 31,
2000 1999
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $(1,596,313) $(1,662,431)
Adjustments to reconcile net loss to net cash used
in operating activities:
Depreciation and amortization 191,753 305,963
Expense related to stock, warrants and options
granted 24,801 -
Loss on disposal of fixed assets - (300)
Changes in assets and liabilities:
Accounts receivable (51,581) 472,454
Inventories (570,436) (391,473)
Prepaid expenses and other assets 788 6,887
Accounts payable and accrued expenses 578,084 1,098,371
Customer advances and deposits 245,000 260,000
Deferred revenue (213,000) -
Other long-term liabilities - (10,832)
---------- ----------
Net cash (used in) provided by operating
activities (1,390,904) 78,639
---------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of fixed assets (5,300) (191,533)
---------- ----------
Net cash used in investing activities (5,300) (191,533)
---------- ----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Payment of capital lease obligations (18,241) (17,162)
Net benefit from issuance of preferred stock (18,351) -
---------- ----------
Net cash used in financing activities (36,592) (17,162)
---------- ----------
Net decrease in cash and cash equivalents (1,432,796) (130,056)
---------- ----------
Cash and cash equivalents at beginning of period 2,573,764 1,048,425
---------- ----------
Cash and cash equivalents at end of period $1,140,968 $ 918,369
========== ==========
SUPPLEMENTAL DISCLOSURE
CASH PAID FOR:
Interest $64,482 $66,152
========== ==========
The accompanying notes are an integral part of these
financial statements.
5
ACCENT COLOR SCIENCES, INC.
STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY (DEFICIT)
Common Stock Accumulated
Shares Amount Deficit Total
------ ------ ------- -----
DECEMBER 31, 1998 12,841,881 $46,307,927 $(47,614,964) $(1,307,037)
Conversion of mandatorily
redeemable convertible preferred stock 5,420,697 1,631,151 - 1,631,151
Common stock issued to service provider 60,000 15,000 - 15,000
Proceeds from sale of common stock 1,375,000 502,719 - 502,719
Conversion of note 1,375,000 493,088 - 493,088
Warrants issued with debt - 80,000 - 80,000
Accretion to carrying value for
preferred stock - 47,671 - 47,671
Warrants issued and repriced 70,386 70,386
Net loss - - (5,683,479) (5,683,479)
---------- ----------- ------------ -----------
DECEMBER 31, 1999 21,072,578 49,147,942 (53,298,443) (4,150,501)
---------- ----------- ------------ -----------
Conversion of mandatorily
redeemable convertible preferred stock 1,308,280 409,532 - 409,532
Common stock issued to service provider 10,000 4,844 - 4,844
Net loss - - (1,596,313) (1,596,313)
---------- ----------- ------------ -----------
MARCH 31, 2000 (UNAUDITED) 22,390,858 $49,562,318 $(54,894,756) $(5,332,438)
========== =========== ============ ===========
The accompanying notes are an integral part of these
financial statements.
6
ACCENT COLOR SCIENCES, INC.
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
1. INTERIM CONDENSED FINANCIAL STATEMENTS
In the opinion of the Company, the accompanying unaudited condensed financial
statements contain all adjustments, consisting only of normal recurring
adjustments, necessary to present fairly its financial position as of March 31,
2000 and the results of operations and cash flows for the three months ended
March 31, 2000 and 1999. The December 31, 1999 balance sheet has been derived
from the Company's audited financial statements at that date. These interim
condensed financial statements should be read in conjunction with Management's
Discussion and Analysis and financial statements included in the Company's
Annual Report for the year ended December 31, 1999.
The results of operations for the three months ended March 31, 2000 are not
necessarily indicative of the results to be expected for the full year.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Significant accounting policies followed in the preparation of these financial
statements are as follows:
USE OF ESTIMATES
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.
REVENUE RECOGNITION
Revenue is generally recognized upon product shipment. The Company has
established warranty policies that, under specific conditions, enable customers
to return products. The Company provides reserves for potential returns and
allowances and warranty costs at the time of revenue recognition. Until the
Company had adequate information and experience to estimate potential returns,
allowances and warranty costs, revenue resulting from Truecolor Systems was
deferred until the end of the warranty period. During the fourth quarter of
1998, the Company determined that it had adequate warranty information and
experience to begin recognizing revenue upon the shipment of systems to its
original OEM customer. In the future, the Company will recognize revenue upon
shipment to both of its current OEM customers. The Company deferred revenue on
past shipments to its second OEM until notification from the customer that the
machines were accepted. The Company has and is deferring revenue on shipments of
Beta units of its re-engineered Truecolor Systems to its two OEM customers until
the customers accept the Beta units. As of March 31, 2000 and December 31, 1999,
the Company had deferred revenue of $661,000 and $874,000 related to Truecolor
Systems previously shipped.
3. INVENTORIES
Inventories are stated at the lower of cost or market. Cost is determined by the
first-in, first-out method.
Inventories consist of the following:
March 31, December 31,
2000 1999
---- ----
Raw materials and components $ 1,435,447 $ 692,397
Work-in-process 461,272 268,206
Finished goods 537,567 903,247
--------- ---------
$ 2,434,286 $ 1,863,850
========= =========
4. FINANCING
On September 7, 1999, the Company received $502,719 from the sale of 1,100,000
shares of common stock to the PMG Eagle Fund. In conjunction with this sale of
common stock the Company issued a warrant to purchase 550,000 shares of common
stock at an exercise price of the lower of $.50 per share of common stock or the
per share common stock equivalent price in the Company's next equity offering in
which the Company receives net proceeds of at least $1,100,000.
7
ACCENT COLOR SCIENCES, INC.
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
On the same day, the Company also sold a Series A Convertible Subordinated Note
with a face value of $550,000 to Orbis Pension Fund Trustees. In conjunction
with the sale of the Note, the Company issued 275,000 warrants to purchase
common stock. It also issued a warrant to purchase 275,000 shares common stock
contingent upon the Noteholder converting its notes to common stock. The
warrants were issued at an exercise price of the lower of $0.50 per share of
common stock or the per share common stock equivalent price in the Company's
next equity offering in which the Company receives net proceeds of at least
$1,100,000. The Note accrued interest at the rate of 7% per year. The conversion
price of the Series A Convertible Subordinated Note was $0.50 per share of
common stock, provided that both this conversion price and the shares
simultaneously sold were subject to adjustment should the Company's next equity
financing resulting in net proceeds to the Company of at least $1,100,000 be at
a common share equivalent price of less than $0.50 per share. Therefore, the
financing completed by the Company on December 7, 1999 resulted in adjustments
with respect to the September 7, 1999 financing consisting of the issuance of an
additional 275,000 shares to the PMG Eagle Fund without further consideration
thereby adjusting the overall costs of shares acquired by the PMG Eagle Fund to
$0.40 per share, and the adjustment of the conversion price under the Series A
Convertible Subordinated Note sold to Orbis Pension Fund Trustees and the
exercise price under the warrants issued to both purchasers to $0.40 per common
share with corresponding adjustments in the number of shares into which such
Note could be converted and for which such warrants could be exercised.
Simultaneous with the closing of the Company's offering of Series C convertible
preferred stock described in note 5, Orbis Pension Fund Trustees converted the
Series A Convertible Subordinated Note into 1,375,000 shares of the Company's
common stock.
5. MANDATORILY REDEEMABLE CONVERTIBLE PREFERRED STOCK
In December 1997, the Company's Board of Directors designated a series of 4,500
shares of the Company's previously authorized preferred stock, no par value per
share, to be designated as the Series B Convertible Preferred Stock ("Series B
Stock"). On January 13, 1998 the Company completed a private equity financing
providing net proceeds to the Company of $3.9 million. In connection with the
financing, the Company issued 4,500 shares of Series B Stock at a price of
$1,000 per share and warrants to purchase the Company's common stock with net
proceeds of $3,921,037. The warrants issued are exercisable into 300,000 shares
of common stock with an exercise price of $2.75 and an expiration date of
January 9, 2003. Additionally, warrants exercisable into 115,385 shares of
common stock with an exercise price of $2.50 and an expiration date of January
9, 2003 were issued to the placement agent for services provided. The deemed
fair market value of these warrants has been reflected as an increase to common
shareholders' equity and a reduction of mandatorily redeemable convertible
preferred stock. In connection with the sale of the units, the Company agreed to
register the common stock issuable upon the conversion of the Series B Stock and
the execution of the warrants.
Prior to November 30, 1999, the Series B Stock, no par value per share, was
convertible into such number of shares of common stock determined by dividing
the stated value ($1,000) of each share of Series B Stock (as such value is
increased by an annual premium of 6%) by the then current conversion price of
the Series B Stock (which was determined, generally, by reference to 85% of the
average of the closing market price of the common stock during the five
consecutive trading days immediately preceding the date of determination)
subject to certain restrictions and adjustments. The Series B Stock has voting
rights as defined in the Company's Certificate of Incorporation, bears no
dividends and ranks senior to the Company's common stock and Series A Preferred
Stock. In the event of any voluntary or involuntary liquidation of the Company,
the Series B holders shall be entitled to a liquidation preference equal to the
stated value of the stock plus the accrued premium through the date of final
distribution. Prior to November 30, 1999, upon occurrence of specific events, as
defined in the agreement, the holder could have redeemed the Series B Stock for
cash. In certain, but not all, redemption events, the Company had the unilateral
right to pre-empt the right of holders of the Series B Stock from demanding cash
redemption of their shares by paying to them within five days of the specific
event, as liquidated damages, 25% of the face amount of the Series B Stock then
outstanding. Such liquidated damages could have been paid in cash or shares at
the Company's election. Management did not consider any of the events that would
trigger mandatory redemption to be probable events, and has determined a
reasonable estimate of when the circumstances that would result in the shares
becoming mandatorily redeemable cannot be made, and therefore at December 31,
1998 did not accrue for accretion.
The Company initially reserved 6,300,000 shares of common stock for issuance
pursuant to the conversion of the Series B Stock. This number of shares
represented an estimate based on 200% of the number of common shares that would
have been issuable upon conversion with an exercise price of $1.875 per share
(4,800,000) plus 1,500,000
8
ACCENT COLOR SCIENCES, INC.
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
shares issuable under the terms of the Certificate of Designation in the event
of certain failures by the Company to comply with various provisions thereof,
including maintaining its common stock listing on the NASDAQ Stock Market. In
addition, 415,385 shares of common stock, subject to adjustments in accordance
with the terms of each warrant, were reserved for issuance pursuant to the
exercise of the warrants described above.
On August 10, 1998 and March 22, 1999, pursuant to the terms of the Certificate
of Designation and approval by the Board of Directors, the Company increased the
number of reserved shares of common stock for issuance upon the conversion of
the Series B Stock by 2,567,652 and 3,833,699 shares, respectively. This was
done because the reserved amount had fallen below 135% of the number of shares
of common stock issuable upon conversion of the then outstanding shares of
Series B Stock. As of March 31, 2000, 3,342 shares of Series B Stock had been
converted into 7,543,503 shares of common stock at an average conversion price
of $.47 per share.
The terms of conversion of the Series B Stock afforded the holders a conversion
price lower than the market price of the common stock at the time of issuance.
The difference between the conversion price and market price was treated as an
imputed (non-cash) dividend for purposes of calculating net loss per common
share, although no assets of the Company were expended. The imputed dividend is
approximately $920,000 and has the effect of increasing the net loss per common
share by $.07 per share for the twelve months ended December 31, 1998. The
imputed dividend has been recorded as a reduction to common shareholders'
equity.
The Company's common stock was delisted from the NASDAQ Stock Market effective
March 17, 1999 as the Company was not in compliance with NASDAQ's minimum bid
price and net tangible asset level. Consequently, each holder of the Company's
Series B Stock had the right to require the Company to redeem such holder's
shares of Series B Stock at a redemption price specified in the Company's
Certificate of Incorporation.
On April 6, 1999, the Company elected to forgo its right to prevent demand
redemption on its outstanding shares of Series B Stock, which resulted in the
reclassification of the Series B Stock into Mandatorily Redeemable Convertible
Preferred Stock. This reclassification was effective as of December 31, 1998.
On November 30, 1999, the Series B stockholders agreed to fix the conversion
rate at $0.40 per share. This fixed the number of shares of common stock
reserved for issuance pursuant to conversion of the then outstanding 1,828
shares of Series B stock at 5,088,351.
On December 7, 1999, the Company completed an offering of 33,589 shares of
Series C Convertible Preferred Stock ("Series C Stock"). The shares of stock
were sold at a purchase price of $100 per share. The Company's net proceeds from
this issuance were $2,894,822. The Series C Stock is convertible at any time
into shares of the Company's common stock at a fixed conversion price of $0.40
per share. The number of shares reserved for issuance pursuant to the conversion
of the 33,589 shares of outstanding Series C Stock was 8,397,250 shares of
common stock. In connection with the issuance of the Series C Stock, the Company
issued warrants to acquire 71,473 shares of common stock at an exercise price of
$.40 per share as partial consideration for placement agent services.
The terms of conversion of the Series C Stock afforded the holders a conversion
price lower than the market price of the common stock at the time of issuance.
The difference between the conversion price and market price was treated as an
imputed (non-cash) dividend for purposes of calculating net loss per common
share, although no assets of the Company were expended. The imputed dividend is
$1,626,967 and has the effect of increasing the net loss per common share by
$0.10 per share for the twelve months ended December 31, 1999. The imputed
dividend has been recorded as a reduction to common shareholders' equity.
Series C Stock holders are entitled to receive cumulative dividends at a rate of
8% per year of the initial purchase price of $100 per share but only upon the
occurrence of a Liquidation Event, provided that any such dividend is coupled
with an equivalent ratable dividend to the holders of the Series B Stock. A
"Liquidation Event" is defined to include a merger (except a merger in which
Accent Color is the surviving entity), consolidation, dissolution, winding up or
sale of substantially all of the assets of the company, unless the holders of at
least 75% of the Series B and Series C Stock determine that any such event is
not a Liquidation Event.
6. MODIFICATION OF DEBT TERMS
On August 2, 1999, the Company and IBM Corporation entered into an agreement to
defer the interest payments owed by the Company to IBM arising out of the
original Loan Agreement between the two companies dated July 21, 1998.
9
ACCENT COLOR SCIENCES, INC.
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
This modification provides that the interest payments of approximately $63,000
due on the first day of each quarter during 1999 be deferred until December 31,
2000. Beginning with January 1, 2000 the Company paid its interest payment on
the first day of the quarter as required by the original Loan Agreement and has
paid its second quarter payment during the second quarter of 2000.
10
ACCENT COLOR SCIENCES, INC.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
RESULTS OF OPERATIONS
QUARTER ENDED MARCH 31, 2000 COMPARED TO QUARTER ENDED MARCH 31, 1999.
TOTAL NET SALES. Prior to the quarter ended December 31, 1998, the Company had
adopted a policy of deferring revenue on its Truecolor system until expiration
of the product's warranty period. This policy was adopted because the system was
sold with a 90-day warranty to IBM and the Company had not established adequate
warranty experience as of that date to estimate future warranty costs. During
the quarter ended December 31, 1998, the Company, in accordance with its revenue
recognition policy on printer sales, determined that it now had adequate
warranty experience to begin recognizing revenue upon shipment of printers to
its primary OEM customer. The Company deferred revenue on past shipments to its
second OEM customer until the systems were accepted. The Company has and is
deferring revenue on shipments of its re-engineered Beta units to its two OEM
customers until the customers accept the Beta units. As of March 31, 2000 and
1999, the Company had deferred revenue of $661,000 and $595,000, respectively,
related to Truecolor Systems shipped. Total net sales were $1,146,000 for the
quarter ended March 31, 2000 compared to $2,249,000 for the quarter ended March
31, 1999. Printer sales were 62% of total net sales for the quarter ended March
31, 2000 while sales of consumables and spare parts represented 38% of total net
sales.
BACKLOG. At March 31, 2000, the Company had orders and contractual commitments
in excess of $10 million for the year 2000from its OEM customers. One such
customer has the right to cancel a portion of its year 2000 commitment,
regardless of the Company's performance, and therefore the systems contingent on
the customer's cancellation right have never been included in the backlog. The
Company now understands that this customer will either defer or cancel these
contingent systems because of delays in the customer's launch schedule. The
deferral or cancellation of these contingent systems will not impact the
Company's projected revenues for the year 2000.
PRINTERS. Printer sales were $714,000 for the three months ended March 31, 2000
compared to $1,809,000 for the three months ended March 31, 1999. During the
first quarter of 2000, revenue from 3 printer shipments was deferred until the
end of the warranty period, and revenue was recognized in the first quarter of
2000 on 6 systems that had previously been deferred. Sales during the first
quarter of 2000 were, as anticipated, substantially less than the comparable
period in 1999 because the Company continued its efforts to introduce its value
engineered ("VE") printers. The Company focused its energies on the completion
of testing of the VE and the build up of production for deliveries, which
started in the second quarter of 2000.
CONSUMABLES AND SPARE PARTS SALES. Consumables and spare parts sales were
$432,000 for the three months ended March 31, 2000 compared to $440,000 for the
three months ended March 31, 1999. This decrease of 2% was due to the printers
that have been installed by our customers being more stable than anticipated.
COSTS OF PRODUCTION. Costs of production were $1,254,000 for the three months
ended March 31, 2000 as compared to $2,144,000 for the three months ended March
31, 1999. This decrease of 42% was attributed to a lower number of shipments in
the first quarter of 2000 and reduced payroll costs resulting from fewer
shipments. Production costs during the first quarter of 2000 exceeded gross
revenues due to factory start-up expenses for the VE printers that are being
shipped in the second quarter of 2000.
RESEARCH AND DEVELOPMENT EXPENSES. Research and development expenses primarily
consist of the cost of personnel and equipment needed to conduct the Company's
research and development efforts, including manufacturing prototype systems.
Research and development expenses were $682,000 for the three months ended March
31, 2000, a decrease of 28% as compared to $952,000 for the three months ended
March 31, 1999. The Company has continued to direct its efforts toward
production and market development with less significant emphasis on research and
development. The decrease in research and development was primarily attributed
to a reduction in payroll, the related costs due to a reduction in personnel and
a reduction of outside design work.
MARKETING, GENERAL AND ADMINISTRATIVE EXPENSES. Marketing, general and
administrative expenses were $735,000 for the three months ended March 31, 2000
as compared to $723,000 for the three months ended March 31, 1999.
11
ACCENT COLOR SCIENCES, INC.
This increase though not significant, was due to higher costs for accounting,
legal and consulting services used by the Company but was offset by a reduction
in payroll related costs.
INTEREST EXPENSE AND OTHER (INCOME) EXPENSE. Interest expense was $97,000 for
the three months ended March 31, 2000 as compared to $98,000 for the three
months ended March 31, 1999. Interest income was $25,000 for the three months
ended March 31, 2000 as compared to $5,000 for the three months ended March 31,
1999. This increase of 400% in interest income was attributed to a greater
amount of cash available for investment in the first quarter of 2000 due to the
Series C offering completed in December 1999.
12
ACCENT COLOR SCIENCES, INC.
LIQUIDITY AND CAPITAL RESOURCES
The Company's need for funding is stabilizing at its current levels as the
Company directs its energy toward production. To date, the Company has financed
its operations through customer payments, borrowings and the sale of equity
securities.
Operating activities consumed $1,390,000 in cash during the first quarter of
2000 as compared to $79,000 provided by operations during in the first quarter
of 1999. This increase in cash utilized was primarily attributed to an increase
in inventory and accounts receivable and a decrease in accounts payable and
deferred revenue.
Capital expenditures were $5,300 for the first quarter of 2000 as compared to
$191,000 for the first quarter of 1999. Capital expenditures during the first
quarter of 2000 were kept to a minimum as the Company focused on production. The
Company has no significant capital expenditure commitments at March 31, 2000.
As of March 31, 2000, the Company's primary source of liquidity was cash and
cash equivalents totaling $1,141,000. Based on the current operating plan of the
Company, the primary requirements for cash through the remainder of 2000 will be
to fund operating losses, marketing and sales efforts, commercial production of
the enhanced Truecolor System, and the further development and enhancement of
the Company's products and the payment of maturing debt. The Company's currently
planned research and development activities are focused on value engineering to
improve system profit margin and developing higher resolution ink jet printing
and other enhancements to the Truecolor Systems.
Based on its current operating plan, the Company anticipates that additional
financing may be required to finance its operations and capital expenditures.
The Company's currently anticipated levels of revenue and cash flow are subject
to many uncertainties and cannot be assured. The amount of funds required by the
Company will depend on many factors, including the extent and timing of sales of
Truecolor Systems, product costs, engineering and customer and technical support
requirements. The inability to obtain additional financing and to generate
sufficient cash from operations could require the Company to reduce or eliminate
expenditures for research and development, production or marketing of its
products, or otherwise to curtail or discontinue its operations. The Company
expects that quarterly net losses will continue through the end of the year
2000.
YEAR 2000
The year 2000 (Y2K) issue developed as a result of certain hardware, operating
systems software and software application programs being originally developed
using two digits rather than four digits to define a year. The Company began
assessing Y2K issues in 1996 and developed a process to manage the Y2K potential
problems. As a result of this process all of the Company's Information
Technology systems were updated and tested and are Y2K compliant. The Company
also tested and confirmed that all phases of its products were Y2K compliant. As
of March 31, 2000, all systems and products continue to operate normally and the
Company believes that the most critical stages of Y2K have past.
However, since the Company's business operations are heavily dependent on third
party material suppliers, the failure of these parties to resolve their own Y2K
issues in a timely fashion, could result in a material financial risk to the
Company. During 2000, as part of its overall Y2K program, the Company intends to
communicate with third parties to understand Y2K issues as they surface within
third parties' systems.
The Company does not expect any further material cost regarding Y2K issues and
believes it is well positioned to handle any issues that might arise regarding
Y2K.
13
ACCENT COLOR SCIENCES, INC.
FORWARD-LOOKING STATEMENTS
The foregoing statements and analysis contain forward-looking statements and
information including information with respect to the Company's plans and
strategy for its business. Such forward-looking statements are made pursuant to
the "safe harbor" provisions of Section 21E of the Securities Exchange Act of
1934, as amended, which were enacted as part of the Private Securities
Litigation Reform Act of 1995. Forward-looking statements contained in the
foregoing analysis include marketing, revenue and expenditure expectations, and
other strategies and anticipated events. Without limiting the foregoing, the
words "believes", "anticipates", "plans", "expects" and similar expressions are
intended to identify forward-looking statements. There are a number of important
factors that could cause actual events or the Company's actual results to differ
materially from those indicated by such forward-looking statements. These
factors include, without limitation, (i) the level of customer acceptance of the
Company's products; (ii) the ability of the Company to raise capital sufficient
to support its business plan; (iii) the rights of customers of the Company to
modify or cancel orders under the terms of related product purchase agreements;
(iv) the dependence of the Company on third party suppliers for certain key
technology elements; (v) the dependence of the Company on third party marketing,
distribution and support, including the control by the Company's OEM customers
over the timing of the introduction of its products and the need for the Company
to complete and satisfy extensive testing requirements of its products on a
timely basis; and (vi) the potential fluctuations in the Company's quarterly
results of operations. Further information on factors that could cause actual
results to differ from those anticipated is detailed in the Company's Annual
Report for 1999 on Form 10-K as filed with the Securities and Exchange
Commission. Any forward-looking information contained herein should be
considered in light of these factors.
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ACCENT COLOR SCIENCES, INC.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The Company is not a party to any material legal proceedings.
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
None.
ITEM 5. OTHER INFORMATION
None.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
Exhibit 27 - Financial data schedule
(b) Reports filed on Form 8-K
There were no reports on form 8-K filed during the quarter ended March 31, 2000.
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ACCENT COLOR SCIENCES, INC.
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.
ACCENT COLOR SCIENCES, INC.
Dated May 15, 2000 By: /s/ Charles E. Buchheit
--------------------- -------------------------------------
Charles E. Buchheit
President and Chief Executive Officer
By: /s/ Ronald C. Derby
-------------------------------------
Ronald C. Derby
Chief Financial Officer
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