<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[XX] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 1996
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: 0-26972
SWISSRAY International, Inc.
(Exact name of registrant as specified in its charter)
<TABLE>
<S> <C>
New York 16-0950197
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
c/o Gary B. Wolff, P.C., 747 Third Avenue, New York, NY 10017
(Address of principal executive offices) (Zip Code)
</TABLE>
New York (212) 644-6446 Switzerland 011 41 41 919 90 50
(Registrant's telephone number, including area code)
(Former name, former address and former fiscal year, if changed since last
report)
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. [x] Yes [ ] No
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's class of
common stock, as of the latest practicable date.
The number of shares outstanding of each of the registrant's classes of common
stock, as of January 17, 1997 is 15,000,000 shares, all of one class of $.01 par
value common stock.
1
<PAGE> 2
TABLE OF CONTENTS
<TABLE>
<CAPTION>
Page No.
--------
<S> <C> <C>
PART I
Item 1. Financial Statements F1-F5
Item 2. Management's Discussion and Analysis
of Financial Condition and Results of
Operations and Plan of Operations 3-7
PART II
Item 1. Legal Proceedings 8
Item 2. Changes in Securities 8
Item 3. Defaults Upon Senior Securities 8
Item 4. Submission of Matters to a
Vote of Security Holders 8
Item 5. Other Information 8
Item 6. Exhibits and Reports on Form 8-K 8
Signatures 9
</TABLE>
2
<PAGE> 3
SWISSRAY INTERNATIONAL, INC.
CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
<TABLE>
<CAPTION>
ASSETS
December 31, June 30,
1996 1996
----------- -----------
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 1,463,275 $ 3,252,685
Accounts receivable, net of allowance for doubtful accounts of
$99,875 (December 1996) and $109,843 (June 1996) 3,229,729 3,335,679
Accounts receivable - affiliates 31,533 31,533
Note receivable 801,088 962,500
Inventories 4,455,311 2,912,836
Prepaid expenses and sundry receivables 1,484,685 1,075,681
------------ ------------
TOTAL CURRENT ASSETS 11,465,621 11,570,914
------------ ------------
PROPERTY AND EQUIPMENT, at cost, net of accumulated
depreciation of $309,456 (December 1996) and $233,995 (June 1996) 1,196,373 1,138,282
------------ ------------
OTHER ASSETS:
Due from stockholders 14,828 17,414
Due from affiliates 186,442 186,676
Accounts receivable - long-term, net of discount and
allowance for doubtful account of $300,000 899,879 1,038,693
Licensing agreement, net of accumulated amortization of $621,710
(December 1996) and $372,493 (June 1996) 4,344,865 4,594,082
Patents and trademarks, net of accumulated amortization of $42,755
(December 1996) and $28,001 (June 1996) 213,519 220,018
Organization cost, net of accumulated amortization of $1,800
(December 1996) and $978 (June 1996) 6,585 7,407
Other intangibles, net of accumulated amortization of $19,948 529,074 --
Security deposits 19,979 19,952
------------ ------------
TOTAL OTHER ASSETS 6,215,171 6,084,242
------------ ------------
TOTAL ASSETS $ 18,877,165 $ 18,793,438
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Current maturities of long-term debt $ -- $ 511,101
Notes payable - banks 1,458,752 2,069,828
Loans payable 1,913,400 156,254
Accounts payable 4,252,344 4,186,092
Accounts payable - affiliates 2,312 1,541
Accrued expenses 1,725,510 1,135,693
Customer deposits 63,435 77,673
------------ ------------
TOTAL CURRENT LIABILITIES 9,415,753 8,138,182
------------ ------------
STOCKHOLDERS' EQUITY:
Common stock 148,920 141,851
Additional paid-in capital 20,794,331 19,268,400
Accumulated deficit (10,757,552) (7,918,948)
Cumulative foreign currency translation adjustment (724,287) (836,047)
------------ ------------
TOTAL STOCKHOLDERS' EQUITY 9,461,412 10,655,256
------------ ------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 18,877,165 $ 18,793,438
============ ============
</TABLE>
F-1
<PAGE> 4
SWISSRAY INTERNATIONAL, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
Six Months Ended Three Months Ended
December 31, December 31,
-------------------------------- --------------------------------
1996 1995 1996 1995
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
NET SALES $ 6,072,419 $ 5,935,685 $ 3,605,244 $ 2,833,700
COST OF SALES 3,018,248 3,066,385 1,828,991 1,306,000
------------ ------------ ------------ ------------
GROSS PROFIT 3,054,171 2,869,300 1,776,253 1,527,700
------------ ------------ ------------ ------------
OPERATING EXPENSES:
Officers and directors compensation 280,330 212,108 153,119 148,051
Salaries 1,107,885 1,132,723 605,721 612,366
Selling 556,744 613,334 362,365 413,991
Research and development 1,837,833 519,849 1,338,311 335,889
General and administrative 636,253 527,045 356,797 91,244
Other operating expenses 876,084 592,577 544,182 374,001
Depreciation and amortization 355,936 162,815 182,978 134,689
------------ ------------ ------------ ------------
TOTAL OPERATING EXPENSES 5,651,065 3,760,451 3,543,473 2,110,231
------------ ------------ ------------ ------------
LOSS BEFORE OTHER INCOME
(EXPENSES) AND INCOME TAXES (2,596,894) (891,151) (1,767,220) (582,531)
OTHER INCOME (EXPENSES) (241,710) 123,662 (231,627) 102,756
------------ ------------ ------------ ------------
LOSS FROM CONTINUING OPERATIONS
BEFORE INCOME TAXES (2,838,604) (767,489) (1,998,847) (479,775)
INCOME TAX PROVISION -- -- -- --
------------ ------------ ------------ ------------
NET LOSS $ (2,838,604) $ (767,489) $ (1,998,847) $ (479,775)
============ ============ ============ ============
LOSS PER COMMON SHARE $ (.20) $ (.06) $ (.14) $ (.04)
============ ============ ============ ============
WEIGHTED AVERAGE NUMBER OF
SHARES OUTSTANDING 14,186,289 12,389,396 14,538,514 12,735,064
============ ============ ============ ============
</TABLE>
F-2
<PAGE> 5
SWISSRAY INTERNATIONAL, INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
(UNAUDITED)
<TABLE>
<CAPTION>
Cumulative
Foreign
Common Stock Additional Currency
------------------------ Paid-in Accumulated Translation
Shares Amount Capital Deficit Adjustment Total
----------- --------- ----------- ------------ ---------- ------------
<S> <C> <C> <C> <C> <C> <C>
BALANCE - July 1, 1995 12,035,064 $ 120,351 $12,719,998 $ (6,027,336) $(436,180) $ 6,376,833
For the six months ended December 31, 1995:
Issuance of common stock for cash 1,200,000 12,000 5,198,999 -- -- 5,210,999
Foreign currency translation adjustment -- -- -- -- (24,118) (24,118)
Net loss for the period -- -- -- (767,489) -- (767,489)
----------- --------- ----------- ------------ --------- ------------
BALANCE - December 31, 1995 13,235,064 $ 132,351 $17,918,997 $ (6,794,825) $(460,298) $ 10,796,225
=========== ========= =========== ============ ========= ============
BALANCE - July 1, 1996 14,185,064 $ 141,851 $19,268,400 $ (7,918,948) $(836,047) $ 10,655,256
For the six months ended December 31, 1996:
Issuance of common stock for cash 985,300 9,853 1,523,147 -- -- 1,533,000
Surrender of common stock (278,400) (2,784) 2,784 -- -- --
Foreign currency translation adjustment -- -- -- -- 111,760 111,760
Net loss for the period -- -- -- (2,838,604) -- (2,838,604)
----------- --------- ----------- ------------ --------- ------------
BALANCE - December 31, 1996 14,891,964 $ 148,920 $20,794,331 $(10,757,552) $(724,287) $ 9,461,412
=========== ========= =========== ============ ========= ============
</TABLE>
F-3
<PAGE> 6
SWISSRAY INTERNATIONAL, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
Six Months Ended
December 31,
------------------------------
1996 1995
----------- -----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $(2,838,604) $ (767,489)
Adjustment to reconcile net loss to net cash
from operating activities:
Depreciation and amortization 355,936 162,815
Provision for bad debts (9,968) 158,245
Foreign currency translation (200,671) 645,271
(Increase) decrease in operating assets:
Accounts receivable 254,732 (3,172,544)
Accounts receivable - other -- 103
Inventories (1,542,475) (1,866,105)
Prepaid expenses and sundry receivables (409,004) 40,355
Security deposits (27) --
Increase (decrease) in operating liabilities:
Accounts payable 66,252 2,618,560
Accounts payable - affiliates 771 --
Accrued expenses 589,817 414,756
Customer deposits (14,238) 891,693
----------- -----------
NET CASH USED BY OPERATING ACTIVITIES (3,747,479) (874,340)
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of property and equipment (133,552) (359,283)
Patents and trademarks -- (17,305)
Other intangibles (547,636) --
Collection of notes receivable 161,412 --
Repayments from (advances to) affiliates 234 (4,740)
----------- -----------
NET CASH USED BY INVESTING ACTIVITIES (519,542) (381,328)
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from short-term borrowing 3,215,898 2,432,091
Principal payments of short-term borrowings (2,069,828) (2,710,848)
Principal payments of long-term borrowing (511,101) (1,670)
Issuance of common stock for cash 1,533,000 5,210,999
Repayment from stockholder 2,586 674
Advances to officer -- (125,681)
----------- -----------
NET CASH PROVIDED BY FINANCING ACTIVITIES 2,170,555 4,805,565
----------- -----------
EFFECT OF EXCHANGE RATE CHANGES ON CASH 307,056 (669,389)
----------- -----------
NET INCREASE (DECREASE) IN CASH (1,789,410) 2,880,508
CASH AND CASH EQUIVALENTS - beginning of period 3,252,685 2,676,826
----------- -----------
CASH AND CASH EQUIVALENTS - end of period $ 1,463,275 $ 5,557,334
=========== ===========
</TABLE>
F-4
<PAGE> 7
SWISSRAY INTERNATIONAL, INC.
NOTE TO CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 1996
NOTE 1 - BASIS OF PRESENTATION
The accompanying unaudited 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 Article 10 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. Operating results for the six month period ended December 31,
1996 are not necessarily indicative of the results that may be expected
for the year ending June 30, 1997. The unaudited consolidated financial
statements should be read in conjunction with the consolidated
financial statements and footnotes thereto included in the Company's
Form 10-KSB for the year ended June 30, 1996.
F-5
<PAGE> 8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
Background
The Company acquired its wholly owned subsidiary, SR-Medical AG, in June
of 1995 in exchange for 7,000,000 shares of its common stock. The merger between
the Company and SR-Medical AG is considered for accounting purposes to be a
recapitalization of SR-Medical AG with SR-Medical AG as the acquirer. The
unaudited consolidated financial statements for all periods presented take into
account SWISSRAY International, Inc. - the Parent - as well as SR-Medical AG,
Teleray AG, SR-Medical GmbH and SR Finance AG.
This discussion summarizes the significant factors affecting the
consolidated operating results, financial condition and liquidity/cash flows of
the Company as at quarter ended December 31, 1996 and year ended June 30, 1996
with respect to the Company's consolidated balance sheets and the comparative
three month periods ended December 31, 1996 and December 31, 1995 (as well as
the comparative six month periods ended December 31, 1996 and December 31, 1995)
based upon information appearing in the Company's consolidated statements of
operations and related financial statements and should be read in conjunction
with such unaudited consolidated financial statements.
The Company, operating through its subsidiaries (i.e., its wholly owned
subsidiary, SR-Medical AG, and the latter's wholly owned subsidiaries, Teleray
AG (a Swiss corporation) and SR-Medical GmbH (a German corporation)), as well as
through the Company's wholly owned subsidiary, SR Finance AG, (a Swiss
corporation) remains engaged in the diagnostic X-ray medical equipment market,
wherein it develops, assembles and sells worldwide, both directly and indirectly
under its label SWISSRAY as well as to Original Equipment Manufacturers (OEM)
partners, X-ray units and accessories. Recently, substantial efforts have been
concentrated upon its newly developed digital imaging processing system called
"SwissVision" designed to enhance X-ray diagnosis with computer assistance by
(integrating computer technology with radiology in order to support the
radiologist in diagnostic functions) utilizing a Digital, recently developed,
"Add-on" Bucky which allows for direct digitalization of the radiology process
(and eliminates the need for the use and subsequent storage and/or retrieval of
X-ray film). In that respect and as heretofore indicated in the Company's Form
10-KSB the Company had expended during fiscal year ended June 30, 1996, in
excess of $1,700,000 for research and development expenditures, which
expenditures accounted for approximately 20% of all operating expenses during
fiscal year ended June 30, 1996. The Company's research and development
expenditures during the quarter ended December 31, 1996 amounted to $1,338,311
or approximately 38% of all operating costs during such quarter as compared to
research and development expenditures of $335,889 or approximately 16% of all
operating costs for the quarter ended December 31, 1995.
Consolidated Statements of Operations for the Comparative Six Month Periods
Ended December 31, 1996 and December 31, 1995
Net sales for the six month period ended December 31, 1996 were $6,072,419
as
3
<PAGE> 9
compared to net sales of $5,935,685 for the comparative six month period ended
December 31, 1995, while cost of sales decreased from the comparative six month
period ended December 31, 1995 from $3,066,385 to $3,018,248 resulting in a
gross profit for the six month period ended December 31, 1996 of $3,054,171
(representing approximately 50% of net sales) as compared to $2,869,300 for the
comparative six month period ended December 31, 1995 (representing approximately
48% of net sales). Accordingly, gross profits for the comparative periods
increased by $184,871 (an increase of approximately 6% from the comparative six
month period ended December 31, 1995). Operating expenses increased by
$1,890,614 (from $3,760,451 to $5,651,065) during the comparative six month
periods with the two largest items of operating expenses during the six month
period ended December 31, 1996 being represented by (a) the aggregate of
officers and directors compensation and salaries which represented approximately
25% of all such operating expenses (as compared to representing 36% of operating
expenses for the six month period ended December 31, 1995) and (b) research and
development which represented approximately 33% of all such operating expenses
(as compared to representing 14% of operating expenses for the six month period
ended December 31, 1995). Primarily as a result of the above, net losses
increased from $(767,489) for the six month period ended December 31, 1995 to
$(2,838,604) for the six month period ended December 31, 1996; an increase in
losses of $2,071,115 - (an approximate increase of close to 270% in net losses)
which increase in net loss may be principally attributed to the $1,317,984
increase in research and development expenditures during the comparative six
month period ended December 31, 1996.
Consolidated Statements of Operations for the Comparative Three Month Periods
Ended December 31, 1996 and December 31, 1995
Net sales for the three month period ended December 31, 1996 were
$3,605,244 as compared to net sales of $2,833,700 for the comparative three
month period ended December 31, 1995, while cost of sales increased from the
comparative three month period ended December 31, 1995 from $1,306,000 to
$1,828,991 resulting in a gross profit for the three month period ended December
31, 1996 of $1,776,253 (representing approximately 49% of net sales) as compared
to $1,527,700 for the comparative three month period ended December 31, 1995
(representing approximately 54% of net sales). Accordingly, gross profits for
the comparative periods increased by $248,553 (an increase of approximately 16%
from the comparative three month period ended December 31, 1995). Operating
expenses increased by $1,433,242 (from $2,110,231 to $3,543,473) during the
comparative three month periods with the two largest items of operating expenses
during the three month period ended December 31, 1996 being represented by (a)
the aggregate of officers and directors compensation and salaries which
represented approximately 21% of all such operating expenses (as compared to
representing 36% of operating expenses for the three month period ended December
31, 1995) and (b) research and development which represented approximately 38%
of all such operating expenses (as compared to representing 16% of operating
expenses for the three month period ended December 31, 1995). Primarily as a
result of the above, net losses increased from $(479,775) for the three month
period ended December 31, 1995 to $(1,998,847) for the three month period ended
December 31, 1996; an increase in losses of $1,519,072 - (an approximate
increase of close to 317% in net
4
<PAGE> 10
losses) which increase in net loss may be principally attributed to the
$1,002,422 increase in research and development expenditures during the
comparative three month period ended December 31, 1996.
Consolidated Balance Sheets
Total assets of the Company at the three month period ended December 31,
1996 and fiscal year ended June 30, 1996 were $18,877,165 and $18,793,438
respectively; a increase of $83,727, with total current assets decreasing from
$11,570,914 at June 30, 1996 to $11,465,621 at December 31, 1996 - a decrease of
$105,293. The decrease in total current assets is primarily attributable to
decreases in cash and cash equivalents of $1,789,410 and note receivable of
$161,412 offset principally by increases in inventory of $1,542,475 and prepaid
expenses and sundry receivables of $409,004. Since the above referenced
increases and decreases referred to in the preceding sentence were relatively
comparable and offset each other a principal reason for the decrease in current
assets may be attributable to the fact that accounts receivable net of allowance
for doubtful accounts decreased by $105,950.
Total current liabilities of the Company at the three month period ended
December 31, 1996 and fiscal year ended June 30, 1996 were $9,415,753 and
$8,138,182 respectively, an increase of $1,277,571.
At December 31, 1996 there were no long term liabilities.
Working capital at December 31, 1996 was $2,049,868 as compared to working
capital of $3,432,732 at June 30, 1996; a decrease of $1,382,864 (as a result of
the aforesaid decrease of $105,293 in total current assets and an increase of
$1,277,571 in total current liabilities).
The functional currencies of SR Medical AG, Teleray AG and SR Finance AG
(Swiss corporations) are Swiss Francs while the functional currency of SR
Medical GmbH (a German corporation) is German Marks. Gains and losses resulting
from foreign currency transactions which are included in operations have been
insignificant for all periods reported. However, the effects of exchange rate
fluctuations on translating foreign currency assets and liabilities and results
of operations from functional currency to United States dollars has been
significant although the cumulative foreign currency translation adjustment
(loss) to stockholders' equity decreased from $(836,047) at June 30, 1996 to
$(724,287) at December 31, 1996 (a decrease of $111,760).
Discussion and Analysis
A milestone in the second quarter ended December 31, 1996 was the very
successful Congress of Radiological Society of North America Exhibition ("RSNA")
where the Company's Digital AddOn System was presented to a large number of
persons (potential clientele) for the first time. The Digital AddOn System, the
only one of its kind known to management, utilizes the Company's AddOn-Bucky for
direct and cassetteless digital acquisition of x-ray information.
5
<PAGE> 11
Responses have been very positive and negotiations for installation of the first
unit in the United States are ongoing. In comparison with the first quarter,
revenues have increased and management expects further increases during the
third and fourth quarters of the Company's fiscal year. This expectation is
based upon the success in the business, the delivery and increase in sales of
AddOn-Bucky and digital AddOn System and the commencement of the deliveries of
Original Equipment Manufacturers ("OEM") products for Philips.
In November 1996 the Company entered into an agreement to acquire all of
the issued and outstanding securities of Empower Inc. ("Empower"), a company
engaged in the x-ray business located in Glen Cove, Long Island, New York and
operating primarily in the tri-state (New York, New Jersey and Connecticut)
area. It is anticipated that closing of the transaction will occur during the
Company's third fiscal quarter. Empower has indicated that it has approximately
1,500 present customers. Empower's unaudited financial statements indicated that
during Empower's fiscal year ended September 30, 1996 it had gross revenues
approximating $8,800,000 from sale of x-ray equipment, processors and
accessories with net income approximating $30,000. The acquisition, once
consummated, will permit immediate entry into the U.S. market by the Company on
the east coast and will offer an established distribution network for the
Company's products together with professional support for customers through
utilization of Empower's experienced and well trained staff.
Upon completion of the acquisition of Empower the Company intends to
establish a network covering the entire U.S. market under the umbrella of its
parent corporation. A further extension of this network is intended to include
as partners and/or joint venturers, otherwise unaffiliated and independent
companies. The Company continues to negotiate with respect to the possibilities
of joint ventures and/or OEM contracts with multinational companies who have
expressed an interest in the Company's digital radiology products. Successful
culmination of one or more of these negotiations would potentially open more
markets to the Company.
The German subsidiary of the Company has been restructured with its
headquarters being relocated to Wiesbaden (near Frankfurt). At the same time the
subsidiary's name was changed to "Swissray (Deutschland) GmbH". The new
organization gives the subsidiary the ability to handle the expected high sales
volumes and to cover the entire German market together with a network of
well-chosen dealers. During the restructuring process, Hans-Jurgen Luttschwager
was elected as general manager for the German subsidiary. Mr. Luttschwager has
over twenty years of experience in the field of radiology in Germany. He has a
technological background and started as a technician in nuclear medicine. Since
1974 he has been engaged in sales of both x-ray equipment and films. With his
experience and his knowledge of both the products and the market, Mr.
Luttschwager is considered by management to be a principal asset for the
expansion and success of the Company's German subsidiary.
Over $1,800,000 has been invested in the research and development of four
new products in the six months ending December 31, 1996. The new products are:
1. Swiss Vision, a digital image processing system compatible with modern
x-ray units.
6
<PAGE> 12
2. Digital AddOn Bucky, an input device allowing for direct digitalization of
x-ray images.
3. Digital AddOn System, a fully digital multifunctional x-ray system using
AddOn Bucky and a new mobile patient table with floating top. All
movements are radio controlled.
4. Bucky Diagnost TS, an ergonomically designed conventional x-ray unit with
a state of the art generator.
Testing and documentation was concluded for the filing of the Digital
AddOn Bucky for approval by the United States Food and Drug Administration
("FDA") in January with filing expected to be accomplished in April, 1997. Once
FDA approval is received, the Company will be able to enter into the U.S. market
with its digital x-ray equipment. This is expected to significantly increase
sales figures with a concurrent increase in expected earnings (which until now
have mostly come from the CE market where the AddOn Bucky is already sold).
7
<PAGE> 13
<TABLE>
<S> <C> <C>
PART II
Item 1. Legal Proceedings - *
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 - None
</TABLE>
* Reference is herewith made to Form 10-K for fiscal year ended June 30,
1996 and financial statements included therein and in particular to Part
I, Item 3 and Note 27 to the consolidated financial statements, the full
contents of which are herewith incorporated by reference in accordance
with Rule 12b-23 of the General Rules and Regulations under the Securities
Exchange Act of 1934.
8
<PAGE> 14
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.
SWISSRAY INTERNATIONAL, INC.
By /s/ Josef Laupper
------------------------------
Josef Laupper, Secretary
Dated: February 12, 1997
9
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE BALANCE
SHEET AND STATEMENT OF OPERATIONS AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE
TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUN-30-1997
<PERIOD-START> JUL-01-1996
<PERIOD-END> DEC-31-1997
<CASH> 1,463,275
<SECURITIES> 0
<RECEIVABLES> 3,329,604
<ALLOWANCES> 99,875
<INVENTORY> 4,455,311
<CURRENT-ASSETS> 11,465,621
<PP&E> 1,505,829
<DEPRECIATION> 309,456
<TOTAL-ASSETS> 18,877,165
<CURRENT-LIABILITIES> 9,415,753
<BONDS> 0
0
0
<COMMON> 148,920
<OTHER-SE> 9,312,492
<TOTAL-LIABILITY-AND-EQUITY> 18,877,165
<SALES> 6,072,419
<TOTAL-REVENUES> 6,072,419
<CGS> 3,018,248
<TOTAL-COSTS> 3,018,248
<OTHER-EXPENSES> 5,651,065
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 137,477
<INCOME-PRETAX> (2,838,604)
<INCOME-TAX> 0
<INCOME-CONTINUING> (2,838,604)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2,838,604)
<EPS-PRIMARY> (.20)
<EPS-DILUTED> (.20)
</TABLE>
