SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 0-3207
BARRINGER TECHNOLOGIES INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 84-0720473
- ------------------------------- ----------------------
(STATE OR OTHER JURISDICTION OF (IRS EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NUMBER)
30 TECHNOLOGY DRIVE, WARREN, NEW JERSEY 07059
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
(908) 222-9100
----------------------------------------------------
(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
1939 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 practicable date:
Common stock, $0.01 par value - outstanding as of May 2, 2000 - 7,195,902 shares
<PAGE>
BARRINGER TECHNOLOGIES INC. AND SUBSIDIARIES
INDEX
Part I--Financial Information Page No.
Item 1. Financial Statements.
--Consolidated Balance Sheets as of March 31, 2000
(unaudited) and December 31, 1999 3
--Consolidated Statements of Income (unaudited)
for the three months ended March 31, 2000 and 1999 5
--Consolidated Statement of Stockholders' Equity and
Comprehensive Income 6
--Consolidated Statements of Cash Flows (unaudited)
for the three months ended March 31, 2000 and 1999 7
--Notes to Consolidated Financial Statements 8
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations. 10
Item 3. Quantitative and Qualitative Disclosures about
Market Risk. 12
Part II--Other Information 14
Signatures 15
Exhibits 16
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<PAGE>
Part I--Item 1. Financial Statements
BARRINGER TECHNOLOGIES INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
ASSETS March 31, Dec. 31,
2000 1999
------------ ------------
(unaudited)
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 26,610,000 $ 26,933,000
Marketable securities 1,675,000 1,178,000
Trade receivables, less allowances of
$400,000 and $393,000 7,453,000 7,397,000
Inventories 6,579,000 5,543,000
Prepaid expenses and other 1,221,000 1,154,000
Deferred tax asset 2,512,000 2,677,000
------------ ------------
Total current assets 46,050,000 44,882,000
Property and equipment 2,363,000 2,309,000
Other assets 1,775,000 1,574,000
------------ ------------
Total assets $ 50,188,000 $ 48,765,000
============ ============
</TABLE>
See notes to consolidated financial statements.
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<PAGE>
BARRINGER TECHNOLOGIES INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
LIABILITIES AND STOCKHOLDERS' EQUITY March 31, Dec. 31,
2000 1999
------------ ------------
(unaudited)
<S> <C> <C>
Current liabilities:
Accounts payable $ 1,639,000 $ 1,055,000
Accrued liabilities 487,000 247,000
Accrued payroll and related taxes 879,000 1,122,000
Accrued commission payable 156,000 175,000
Unearned revenues 625,000 314,000
------------ ------------
Total current liabilities 3,786,000 2,913,000
Non-current liabilities 748,000 599,000
------------ ------------
Total liabilities 4,534,000 3,512,000
------------ ------------
Stockholders' equity:
Convertible preferred stock, $1.25 par value,
1,000,000 shares authorized, none outstanding
Preferred stock, $2.00 par value, 4,000,000
shares authorized:
270,000 shares designated class A convertible
preferred stock, 35,000 shares outstanding less
discount of $28,000 42,000 42,000
730,000 shares designated class B convertible
preferred stock, 23,000 shares outstanding 45,000 45,000
Common stock, $.01 par value, 20,000,000 shares
authorized, 7,865,000 shares outstanding 79,000 79,000
Additional paid-in capital 52,917,000 54,776,000
Accumulated deficit (2,581,000) (3,090,000)
Foreign currency translation (780,000) (742,000)
------------ -----------
49,722,000 51,110,000
Less: common stock in treasury at cost, 667,000
and 958,000 shares, respectively (4,068,000) (5,857,000)
------------ ------------
Total stockholders' equity 45,654,000 45,253,000
------------ ------------
Total liabilities and stockholders' equity $ 50,188,000 $ 48,765,000
============ ============
</TABLE>
See notes to consolidated financial statements.
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<PAGE>
BARRINGER TECHNOLOGIES INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
FOR THE THREE MONTHS ENDED MARCH 31,
(UNAUDITED)
<TABLE>
<CAPTION>
2000 1999
---------------- -------------
<S> <C> <C>
Revenues $ 4,783,000 $ 4,893,000
Cost of revenues 2,391,000 2,016,000
---------------- -------------
2,392,000 2,877,000
---------------- -------------
Operating expenses:
Selling, general and administrative 1,621,000 1,674,000
Business development 111,000 194,000
Product development 291,000 504,000
---------------- -------------
2,023,000 2,372,000
---------------- -------------
Operating income 369,000 505,000
---------------- -------------
Other income (expense):
Interest income 392,000 486,000
Other, net 8,000 16,000
---------------- -------------
400,000 502,000
---------------- -------------
Income before income taxes 769,000 1,007,000
Income tax provision (note 2) 260,000 377,000
---------------- -------------
Income from continuing operations 509,000 630,000
Operation sold, net of tax -- (130,000)
---------------- -------------
Net income 509,000 500,000
---------------- -------------
Preferred stock dividend requirements (2,000) (2,000)
---------------- -------------
Net income attributable to common stockholders $ 507,000 $ 498,000
================ =============
Basic earnings per share data (note 3):
Continuing operations $ 0.07 $ 0.08
Operation sold -- (0.02)
---------------- -------------
$ 0.07 $ 0.06
================ =============
Diluted earnings per share (note 3)
Continuing operations $ 0.07 $ 0.08
Operation sold -- (0.02)
---------------- -------------
$ 0.07 $ 0.06
================ =============
Weighted average common and common equivalent shares outstanding:
Basic 7,092,000 7,712,000
================ =============
Diluted 7,513,000 8,397,000
================ =============
</TABLE>
See notes to consolidated financial statements.
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<PAGE>
BARRINGER TECHNOLOGIES INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
AND COMPREHENSIVE INCOME
<TABLE>
<CAPTION>
Class A Preferred Class B Preferred
Common Stock Stock Stock
---------------------- --------------------- ----------------------
Total Equity Shares Amount Shares Amount Shares Amount
-------------- ---------- ----------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
Balance--January 1, 2000 $ 45,253 7,865 $ 79 35 $ 42 23 $ 45
Net income 509
Translation adjustment (38)
Comprehensive Income
Exercise of stock options and
warrants 72
Repurchase of common stock (142)
--------- ------ ------ ---- ------ ---- -----
Balance--March 31, 2000 $ 45,654 7,865 $ 79 35 $ 42 23 $ 45
========= ====== ====== ==== ====== ==== =====
<CAPTION>
Paid-in Translation Treasury Comprehensive
Capital* Deficit Adjustment Stock Income
------------ ----------- ------------- ----------- --------------
<S> <C> <C> <C> <C>
Balance--January 1, 2000 $ 54,776 $ (3,090) $ (742) $ (5,857)
Net income 509 $ 509
Translation adjustment (38) (25)
---------
Comprehensive Income $ 484
=========
Exercise of stock options and
warrants (1,859) 1,931
Repurchase of common stock (142)
---------- --------- -------- ---------
Balance--March 31, 2000 $ 52,917 $ (2,581) $ (780) $ (4,068)
========== ========== ======== =========
</TABLE>
- -----------------
* At March 31, 2000, net of notes receivable of $1,921 from the sale of stock.
See notes to consolidated financial statements.
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<PAGE>
BARRINGER TECHNOLOGIES INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
THREE MONTHS ENDED MARCH 31,
(UNAUDITED)
<TABLE>
<CAPTION>
2000 1999
------------- -------------
<S> <C> <C>
OPERATING ACTIVITIES
Net Income $ 509,000 $ 500,000
Items not affecting cash:
Depreciation and amortization 249,000 218,000
Inventory and accounts receivable reserves 7,000 42,000
Deferred tax provision (benefit) 165,000 250,000
Other (38,000) (35,000)
Increase in non-cash working capital balances (293,000) (461,000)
------------- -------------
Cash provided by operating activities 599,000 514,000
------------- -------------
INVESTING ACTIVITIES
Purchase of equipment and other (355,000) (316,000)
Purchase of marketable securities (497,000) (1,956,000)
------------- -------------
Cash used in investing activities (852,000) (2,272,000)
------------- -------------
FINANCING ACTIVITIES
Acquisition of treasury stock (142,000) (2,505,000)
Repayment of loan from employee -- 65,000
Warrant and option exercises 72,000 28,000
------------- -------------
Cash used in financing activities (70,000) (2,412,000)
------------- -------------
Decrease in cash and cash equivalents (323,000) (4,170,000)
Cash and cash equivalents at beginning of period 26,933,000 18,802,000
------------- -------------
Cash and cash equivalents at end of period $ 26,610,000 $ 14,632,000
============= =============
CHANGES IN COMPONENTS OF NON-CASH WORKING CAPITAL
BALANCES RELATED TO OPERATIONS
Receivables $ (63,000) $ 768,000
Inventory (1,036,000) (1,241,000)
Other current assets (67,000) (277,000)
Accounts payable and accrued expenses 873,000 289,000
------------- -------------
Increase in non-cash working capital balances $ (293,000) $ (461,000)
============= =============
Cash paid during the period for income taxes $ 57,000 $ 210,000
============= =============
</TABLE>
See notes to consolidated financial statements.
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<PAGE>
BARRINGER TECHNOLOGIES INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. In the opinion of the Company, the unaudited consolidated financial
statements contain all adjustments (consisting of only normal recurring
accruals) necessary to present fairly the consolidated financial position of the
Company as of March 31, 2000 and the results of its operations and its cash
flows for the three months ended March 31, 2000 and 1999, respectively. The
accounting policies followed by the Company are set forth in the Notes to
Consolidated Financial Statements in the audited consolidated financial
statements of Barringer Technologies Inc. and Subsidiaries included in its
Annual Report on Form 10-K for the year ended December 31, 1999. This report
should be read in conjunction therewith. The results of operations for the three
months ended March 31, 2000 are not necessarily indicative of the results to be
expected for any other interim period or for the full year.
Certain items in the 1999 consolidated financial statements have been
reclassified to conform to the 2000 presentation.
2. At March 31, 2000, the gross deferred tax asset of $2,512,000 included
$445,000 and $2,067,000 related to the Company's Canadian and U.S. operations,
respectively. The deferred tax liability of $313,000 is due to product
development costs of the Company's U.S. operations. Based on historical results
and estimated 2000 earnings, which include earnings from certain contracts, as
well as available tax planning strategies, management considers realization of
the unreserved deferred tax asset more likely than not.
3. Basic and diluted earnings per share from continuing operations have been
computed as follows:
<TABLE>
<CAPTION>
Per
Income Shares Share
(Numerator) (Denominator) Amount
------------- ------------- -------
<S> <C> <C> <C>
For the three months ended March 31, 2000:
Basic Earnings Per Share
Income attributable to common shareholders from
continuing operations 507,000 7,092,000 $ 0.07
======
Effect of dilutive securities
Warrants and options 401,000
Convertible preferred dividend requirements 2,000 20,000
---------- -----------
Diluted Earnings Per Share
Income attributable to common stockholders and assumed
conversions from continuing operations $ 509,000 7,513,000 $ 0.07
========== =========== ======
For the three months ended March 31, 1999:
Basic Earnings Per Share
Income attributable to common shareholders from
continuing operations 628,000 7,712,000 $ 0.08
======
Effect of dilutive securities
Warrants and options 663,000
Convertible preferred dividend requirements 2,000 22,000
----------- -----------
Diluted Earnings Per Share
Income attributable to common stockholders and assumed
conversions from continuing operations $ 630,000 8,397,000 $ 0.08
=========== =========== ======
</TABLE>
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<PAGE>
4. On April 30, 1998, the Company acquired all of the outstanding capital stock
of DigiVision, Inc. ("DigiVision"), a San Diego-based developer of video
enhancement products in a business combination accounted for as a purchase.
Effective June 30, 1999, the Company determined that it would dispose of
DigiVision and on December 15, 1999, sold all of the outstanding capital stock
of DigiVision to a group comprised of DigiVision senior management. Accordingly,
the financial results of DigiVision have been accounted for as a discontinued
operation and reported as an operation sold. The selling price consisted of a
$500,000 interest bearing note which, if not paid by December 31, 2000, will
increase to $1,000,000. In addition, the Company will be entitled to receive an
earn-out based upon annual revenues in excess of $2,000,000. The Company will
recognize income on the note receivable and the earn-out when collectibility is
reasonably assured.
For the three months ended March 31, 1999, DigiVision's revenues were
$324,000 and its net operating loss was $130,000.
5. On January 19, 2000, the Company granted options to acquire 37,500 shares of
the Company's Common Stock to 10 employees at an exercise price of $5.75. These
options were issued under the Employee Plans. On February 21, 2000, the Company
granted options to the Company's executive officers and directors to acquire
465,000 shares of the Company's Common Stock at $5.03 per share. These options
are exercisable on November 21, 2006 and expire on February 21, 2007. However,
they can be exercised as to 25% at an earlier time if and when the Company's
Common Stock trades for $8.50 or higher for at least 30 consecutive days; as to
50% if and when the Company's Common Stock trades for $11.00 or higher for at
least 30 consecutive days; as to 75% if and when the Company's Common Stock
trades for $12.50 or higher for at least 30 consecutive days; and as to 100% if
and when the Company's Common Stock trades for $15.00 or higher for at least 30
consecutive days. These options were issued under the Employee Plans.
-9-
<PAGE>
Part I --Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
The following table presents certain income and expense items from the Company's
consolidated statements of operations expressed as a percentage of revenues for
the following periods:
PERCENTAGE OF TOTAL REVENUE
<TABLE>
<CAPTION>
THREE MONTHS ENDED MARCH 31,
2000 1998
---------- ----------
<S> <C> <C>
STATEMENT OF OPERATIONS DATA:
Revenues from operations................................ 100.0 100.0
Cost of Revenues........................................ 50.0 41.2
---------- ----------
Gross Profit............................................ 50.0 58.8
Selling, General and Administrative Expenses............ 33.9 34.2
Business Development.................................... 2.3 4.0
Product Development..................................... 6.1 10.3
---------- ----------
Operating Income ....................................... 7.7 10.3
Other Income, Net....................................... 8.4 10.3
Income Tax Provision.................................... (5.5) (7.7)
---------- ----------
Net Income ............................................. 10.6 12.9
Preferred Stock Dividend Requirements................... * *
---------- ----------
Net Income Attributable to Common Stockholders.......... 10.6 12.9
========== ==========
</TABLE>
- ---------------
* Less than .5%.
COMPARISON OF THE QUARTER ENDED MARCH 31, 2000 COMPARED
TO THE QUARTER ENDED MARCH 31, 1999
Revenues. For the quarter ended March 31, 2000, revenues decreased by
$110,000, or 2.2%, to $4.8 million from $4.9 million for the quarter ended March
31, 1999. Revenues decreased due to a decline in average unit selling price,
partially offset by increases in unit sales and increases of consumables, spares
and other revenues. Consumables, spares, service and other revenues represented
33.7% of revenues for the quarter ended March 31, 2000 as compared to 25.1% in
the same quarter last year. Revenues were favorably impacted by unit sales of
the SABRE 2000 introduced in the fourth quarter of 1999.
Gross Profit. For the quarter ended March 31, 2000, gross profit decreased
by $485,000, or 16.9%, to $2.4 million from $2.9 million in the 1999 period. As
a percentage of revenues, gross profit decreased to 50.0% in the quarter ended
March 31, 2000 from 58.8% in the 1999 period. The decrease was attributable to
an unfavorable shift in product mix, an expansion of the product service
department ahead of anticipated revenues and a decrease in average unit selling
price.
Selling, General and Administrative. For the quarter ended March 31, 2000,
selling, general and administrative expenses decreased by approximately $53,000,
or 3.2%, to $1.6 million. As a percentage of revenues, selling, general and
administrative expenses decreased to 33.9% in the 2000 period from 34.2% in the
1999 period. Selling and marketing expenses decreased by approximately $179,000,
primarily due to decreased commission expense. General and administrative
expenses increased by $126,000, primarily due to increased payroll costs and
occupancy expense.
Business Development. For the quarter ended March 31, 2000, business
development expenses decreased by $83,000, or 42.8% to $111,000 from $194,000 in
the 1999 period. The decrease was the result of lower payroll expenses.
Product Development. For the quarter ended March 31, 2000, product
development expenses decreased by $213,000, or 42.3%, to $291,000 from $504,000
in the 1999 period. As a percentage of revenues, product development expenses
decreased to 6.1% for the quarter ended March 31,2000 from 10.3% in the 1999
period. Product development expenses in the 1999 period primarily included work
on the development of the SABRE 2000, which was substantially completed in the
fourth quarter of 1999.
Operating Income. For the quarter ended March 31, 2000, operating income
decreased by $136,000, or 26.9%, to $369,000 from $505,000 in the 1999 period.
As a percentage of revenues, operating income decreased
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<PAGE>
to 7.7% from 10.3% in the 1999 period. The decrease was due to the combination
of factors noted above.
Other Income and Expense. For the quarter ended March 31, 2000, other
income decreased by $102,000, or 20.3%, to $400,000 from $502,000 in the 1999
period. The decrease was attributable to a decrease in investment and other
interest income of $94,000, or 19.3%, to $392,000 as compared to $486,000 in the
same period in 1999, primarily as a result of lower cash balances.
Income Taxes. For the quarter ended March 31, 2000, the Company had a tax
provision of $260,000, as compared to $377,000 in the 1999 period. The Company
anticipates an effective tax rate of approximately 34% as compared to 37% for
the same period in 1999.
CAPITAL RESOURCES AND LIQUIDITY
Cash provided by operations was $599,000 in the three months ended March
31, 2000, as compared to $514,000 for the same period in 1999. Cash provided by
operations in the three months ended March 31, 2000 resulted primarily from net
income of $509,000, depreciation, amortization and changes in reserves of
$421,000, partially offset by net increases in working capital items. Cash
provided by operations in the three months ended March 31, 1999, resulted
primarily from net income of $500,000, depreciation, amortization and changes in
reserves of $510,000, partially offset by net increases in working capital
items.
Cash used in investing activities was $852,000 in the three months ended
March 31, 2000, and $2.3 million in the same period in 1999. Cash used in
investing activities in the three months ended March 31, 2000 resulted from the
purchase of $497,000 of marketable securities and the purchase of $355,000 of
equipment. Cash used in investing activities in the three months ended March 31,
1999, resulted from the purchase of $2.0 million of marketable securities and
$316,000 of equipment.
Cash used in financing activities was $70,000 in the three months ended
March 31, 2000, and $2.4 million in the same period in 1999. Cash used in
financing activities in the three months ended March 31, 2000 resulted from
repurchases of common stock, partially offset by the exercise of options and
warrants. Cash used in financing activities in the three months ended March 31,
1999 resulted primarily from the repurchase of common stock, partially offset by
the exercise of options and warrants and partial repayment of a loan from
employee.
The Company's capital expenditures in the three months ended March 31, 2000
aggregated approximately $355,000. Such expenditures consisted primarily of
equipment and computers. The Company believes that it will require approximately
$600,000 in additional capital investment in tooling, equipment, and facility
improvements for the remainder of 2000.
The Company has a $5.0 million unsecured credit facility with Fleet Bank,
N.A. to be used for general working capital purposes, including the issuance of
standby letters of credit. At March 31, 2000, $1.3 million in standby letters of
credit were issued and outstanding and $3.7 million was available under this
Facility.
At December 31, 1999, the Company had approximately $5.8 million of tax
loss carryforwards to offset future taxable income in the U.S and $3.7 million
of expenses available to offset future taxable income in Canada.
As of March 31, 2000, the Company had cash and cash equivalents of $26.6
million and marketable securities of $1.7 million. The Company believes that its
existing cash balances, marketable securities and income from operations in
future periods will be sufficient to fund its working capital requirements for
at least the next twelve months.
The Company has a common stock repurchase program under which it is
authorized to repurchase up to 2,000,000 shares of the Company's outstanding
Common Stock. As of March 31,2000, the Company had repurchased 1,114,050 shares
at an aggregate cost of approximately $7.0 million.
INFLATION
Inflation was not a material factor in either the sales or the operating
expenses of the Company during the periods presented herein.
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<PAGE>
YEAR 2000 ISSUE
The year 2000 issue is the result of computer programs being written using
two digits rather than four to define the applicable year. Certain computer
programs may recognize a date using "00" as the year 1900 rather than the year
2000. This could result in a system failure or miscalculations causing
disruptions of operations, including, among other things, a temporary inability
to process transactions, send invoices or engage in similar normal business
activity.
The Company had established a team that assessed risk, identified and
corrected exposures, and developed a contingency plan to deal with any Year 2000
compliance issues. As of March 31, 2000, the Company has not experienced any
Year 2000 related problems with its software and hardware systems, with its
products, with its significant suppliers, customers and critical business
partners, or with its operating environment. Accordingly, the Company believes
that Year 2000 issues no longer pose a threat to the Company's results of
operations or financial condition.
The Company's cost of achieving Year 2000 compliance was not material to
its results of operations or financial condition.
DISCLOSURE REGARDING FORWARD LOOKING STATEMENTS
This Quarterly Report on Form 10-Q contains forward-looking statements
within the meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended, that are based
on the beliefs of the Company's management as well as assumptions made by and
information currently available to the Company's management. When used in this
Quarterly Report on Form 10-Q Report, the words "estimate," "project,"
"believe," "anticipate," "intend," "expect," "plan," predict," "may," "should,"
"will," the negative thereof and similar expressions are intended to identify
forward-looking statements.
Forward-looking statements are inherently subject to risks and
uncertainties, many of which cannot be predicted with accuracy and some of which
might not even be anticipated. Future events and actual results, financial and
otherwise, could differ materially from those set forth in or contemplated by
the forward-looking statements contained herein. Important factors that could
contribute to such differences include, but are not limited to, the development
and growth of markets for the Company's products, the Company's dependence on
and the effect of governmental regulations on demand for the Company's products,
the impact of both foreign and domestic governmental budgeting decisions and the
timing of governmental expenditures, the reliance of the Company on its
IONSCAN(R) products, and the dependency of the Company on its ability to
successfully develop and market new products applications, the effects of
competition, and the effect of general economic and market conditions, as well
as conditions prevailing in the markets for the Company's products. Certain of
the factors summarized above are described in more detail in the Company's
Registration Statement on Form SB-2 (File no. 333-33129) and reference is hereby
made thereto for additional information with respect to the matters referenced
above. Other factors may be described from time to time in the Company's other
filings with the Securities and Exchange Commission, news releases and other
communications. Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date hereof. The Company
does not undertake any obligation to release publicly any revisions to these
forward-looking statements to reflect events or circumstances after the date
hereof or to reflect the occurrence of unanticipated events.
Subsequent written and oral forward-looking statements attributable to the
Company or persons acting on its behalf are expressly qualified in their
entirety by the cautionary statements set forth above and contained elsewhere in
this Quarterly Report on Form 10-Q.
Part I--Item 3. Quantitative and Qualitative Disclosures About Market Risk.
The Company's exposure to interest rate risk relates primarily to its
investment portfolio. The primary objective of the Company's investment policy
is to preserve principal while maximizing yields. The Company's investment
portfolio consists of cash and cash equivalents and marketable securities
consisting of a diverse mix of high credit quality securities, including U.S.
government agency and corporate obligations, certificates of deposit and money
market funds. The Company's portfolio has a weighted average maturity of 0.23
years, therefore changes in interest rate will not materially impact the
Company's consolidated financial condition. However, such interest rate changes
can cause fluctuations in the Company's results of operations and cash flows.
The Company's $5 million unsecured credit facility has an interest rate
based on the prime rate or LIBOR, at the Company's option. The Company currently
has no borrowings outstanding under the unsecured credit facility. If the
Company should draw down on the unsecured credit facility, interest rate
fluctuations could have an impact
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<PAGE>
on the Company's results of operations and cashflows.
The Company's exposure to foreign currency exchange rate fluctuations is
the result of operating throughout the world. The Company has several foreign
subsidiaries whose financial statements are recorded in currencies other than
U.S. dollars. As these foreign currency financial statements are translated at
the end of each reporting period during consolidation, fluctuations in exchange
rates between the foreign currency and the U.S. dollar increase or decrease the
value of those investments. These fluctuations are recorded as a component of
accumulated comprehensive income within stockholders' equity. In addition, from
time to time, the Company enters into sales transactions in currencies other
than U.S. dollars. Accordingly, the Company may be impacted by changes in the
exchange rate between the time the sale is recorded and the time the trade
receivable is collected. Where appropriate, the Company may from time to time
hedge these transactions against foreign currency fluctuations. During 1999, the
Company did not engage in any hedging transactions. The impact of foreign
exchange transactions is reflected in the statement of operations and has not
been material.
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<PAGE>
BARRINGER TECHNOLOGIES INC. AND SUBSIDIARIES
PART II--OTHER INFORMATION
ITEM 6. Exhibits and Reports on Form 8-K
(a) Exhibits
3.1 The Company's Certificate of Incorporation of the Company, as
amended (previously filed as Exhibit 3.1A to the Company's
Registration Statement on Form SB-2 (File No. 333-33129) and
incorporated herein by reference).
3.2 By-laws of the Company (previously filed as Exhibit 3.1 to the
Company's Current Report on Form 8-K dated August 26, 1998 (File
No. 0-3207) and incorporated herein by reference).
27 Financial Data Schedule
(b) Reports on Form 8-K
None
-14-
<PAGE>
BARRINGER TECHNOLOGIES INC. AND SUBSIDIARIES
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.
BARRINGER TECHNOLOGIES INC.
(Registrant)
/s/ STANLEY S. BINDER
-----------------------------------------------
Stanley S. Binder
President,
/s/ RICHARD S. ROSENFELD
-----------------------------------------------
Richard S. Rosenfeld, Chief Financial Officer
(Principal Accounting Officer)
Date: May 3, 2000
-15-
<PAGE>
BARRINGER TECHNOLOGIES INC.
INDEX TO EXHIBITS
Exhibit Number Page No.
27 Financial Data Schedule 17
-16-
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
EXHIBIT 27
BARRINGER TECHNOLOGIES INC
FINANCIAL DATA SCHEDULE
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Barringer
Technologies Inc.'s Quarterly Report on Form 10-Q for the period ending March
31, 2000 and is qualified in its entirety by reference to such financial
statements.
</LEGEND>
<MULTIPLIER> 1000
<CURRENCY> US
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-END> MAR-31-2000
<EXCHANGE-RATE> 1
<CASH> 26610
<SECURITIES> 1675
<RECEIVABLES> 8240
<ALLOWANCES> 400
<INVENTORY> 6573
<CURRENT-ASSETS> 46437
<PP&E> 5373
<DEPRECIATION> 3010
<TOTAL-ASSETS> 50575
<CURRENT-LIABILITIES> 4173
<BONDS> 0
0
87
<COMMON> 79
<OTHER-SE> 22945
<TOTAL-LIABILITY-AND-EQUITY> 50575
<SALES> 4783
<TOTAL-REVENUES> 4783
<CGS> 2391
<TOTAL-COSTS> 2023
<OTHER-EXPENSES> (400)
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 769
<INCOME-TAX> 260
<INCOME-CONTINUING> 509
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 509
<EPS-BASIC> 0.07
<EPS-DILUTED> 0.07
</TABLE>
