SECURITIES AND EXCHANGE COMMISSION
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Washington, D.C. 20549
----------------------
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 for the quarterly period ended September 30, 1998
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: 000-22673
SCHICK TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
Delaware 11-3374812
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
31-00 47th Avenue 11101
Long Island City, New York (Zip Code)
(Address of principal executive offices)
Registrant's telephone number, including area code: (718) 937-5765
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 [ ]
As of November 6, 1998, 9,998,953 shares of common stock, par value $.01 per
share, were outstanding.
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<PAGE>
SCHICK TECHNOLOGIES, INC.
TABLE OF CONTENTS
PART I. FINANCIAL INFORMATION:
Item 1. Financial Statements:
Consolidated Balance Sheet as of September 30, 1998
and March 31, 1998 ................................... Page 1
Consolidated Statement of Operations for the three and
six months ended September 30, 1998 and 1997 ......... Page 2
Consolidated Statement of Cash Flows for the six
months ended September 30, 1998 and 1997.............. Page 3
Notes to Consolidated Financial Statements ........... Page 4
Item 2. Management's Discussion and Analysis of Financial
Condition And Results of Operations............... Page 6
PART II. OTHER INFORMATION:
Item 2. Changes in Securities and Use of Proceeds............ Page 9
Item 4. Submission of Matters to a Vote of Security Holders Page 10
Item 6. Exhibits and Reports on Form 8-K...................... Page 10
SIGNATURE............................................................... Page 11
EXHIBIT 27.............................................................. Page 12
<PAGE>
PART I. Financial Information
Item 1. Financial Statements
Schick Technologies, Inc.
Consolidated Balance Sheet
(In thousands , except share amounts)
<TABLE>
<CAPTION>
Assets September 30, March 31,
1998 1998
------- -------
(unaudited)
<S> <C> <C>
Current assets
Cash and cash equivalents $ 2,409 $ 6,217
Short-term investments 7,069 14,022
Accounts receivable, net of allowance for doubtful
accounts of $700 and $200, respectively 16,125 10,173
Inventories 16,803 12,152
Prepayments and other current assets 1,481 746
------- -------
Total current assets 43,887 43,310
Equipment, net 7,207 5,801
Investments 1,250 1,000
Other assets 1,266 1,214
Deferred tax asset 413 349
------- -------
Total assets $54,023 $51,674
======= =======
Liabilities and Stockholders' Equity
Current liabilities
Accounts payable and accrued expenses $ 7,828 $ 7,010
Accrued salaries and commissions 1,242 1,473
Provision for warranty obligations 278 245
Income taxes payable -- 144
Deferred revenue 373 362
Deposits from customers 536 331
------- -------
Total current liabilities 10,257 9,565
Commitments -- --
Stockholders' equity
Preferred stock ($.01 par value; 2,500,000 shares
authorized, none issued and outstanding) -- --
Common stock ($.01 par value; 25,000,000 shares
authorized; 9,996,123 and 9,992,057 shares issued
and outstanding) 100 100
Additional paid-in capital 41,208 41,204
Retained earnings 2,458 805
------- -------
Total stockholders' equity 43,766 42,109
Total liabilities and stockholders' equity $54,023 $51,674
======= =======
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
1
<PAGE>
Schick Technologies, Inc.
Consolidated Statement of Operations
(In thousands, except per share amounts)
(unaudited)
<TABLE>
<CAPTION>
Three months ended Six months ended
September 30, September 30,
-------------------------- --------------------------
1998 1997 1998 1997
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Revenues, net $ 14,236 $ 8,224 $ 30,216 $ 14,264
Cost of sales 6,935 3,867 14,152 6,698
-------- -------- -------- --------
Gross profit 7,301 4,357 16,064 7,566
-------- -------- -------- --------
Operating expenses
Selling and marketing 4,642 2,088 8,799 3,884
General and administrative 1,732 854 3,082 1,731
Research and development 834 968 1,866 1,607
Patent litigation settlement -- -- -- 600
-------- -------- -------- --------
Total operating expenses 7,208 3,910 13,747 7,822
-------- -------- -------- --------
Income (loss) from operations 93 447 2,317 (256)
-------- -------- -------- --------
Other income (expense)
Interest income 180 449 422 498
Interest expense -- (8) -- (51)
-------- -------- -------- --------
Total other income (expense) 180 441 422 447
-------- -------- -------- --------
Income before income taxes 273 888 2,739 191
-------- -------- -------- --------
Provision (benefit)for income taxes 103 (122) 1,086 (122)
-------- -------- -------- --------
Net income $ 170 $ 1,010 $ 1,653 $ 313
======== ======== ======== ========
Basic earnings per share $ 0.02 $ 0.10 $ 0.17 $ 0.03
======== ======== ======== ========
Diluted earnings per share
$ 0.02 $ 0.10 $ 0.16 $ 0.03
======== ======== ======== ========
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
2
<PAGE>
Schick Technologies, Inc.
Consolidated Statement of Cash Flows
(In thousands)
(unaudited)
<TABLE>
<CAPTION>
Six months ended September 30,
------------------------------
1998 1997
---------- ----------
<S> <C> <C>
Net cash flows from operating activities:
Net income $ 1,653 $ 313
Adjustments to reconcile net income to net cash
used in operating activities
Depreciation and amortization 887 298
Stock and option grant compensation -- 11
Accrued interest on investments (201) (37)
Changes in assets and liabilities:
Accounts receivable (5,952) (2,160)
Inventories (4,651) (4,573)
Prepayments and other current assets (551) (41)
Other assets (138) (59)
Deferred income taxes (64) (122)
Accounts payable and accrued expenses 620 3,376
Income taxes payable (144) --
Deferred revenue 11 107
Deposits from customers 205 (62)
Accrued interest on notes payable -- (102)
-------- --------
Net cash used in operating activities (8,325) (3,051)
-------- --------
Cash flows from investing activities:
Capitalization of software development costs (182) (39)
Purchases of held-to-maturity investments (10,561) (15,440)
Proceeds from maturities of held-to-maturity
investments 17,712 1,434
Business acquisition -- (1,450)
Purchase of minority interest in Photobit Corporation (250) (994)
Capital expenditures (2,206) (1,886)
-------- --------
Net cash provided by (used) in investing activities 4,513 (18,375)
-------- --------
Cash flows from financing activities:
Proceeds from sale of common stock -- 33,548
Repayment of notes payable -- (1,513)
Proceeds from exercise of common stock options 4 --
Principal payments on capital lease obligations -- (11)
-------- --------
Net cash provided by financing activities 4 32,024
-------- --------
Net increase (decrease) in cash and cash equivalents (3,808) 10,598
Cash and cash equivalents at beginning of period 6,217 1,710
-------- --------
Cash and cash equivalents at end of period $ 2,409 12,308
======== ========
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
3
<PAGE>
Schick Technologies, Inc.
Notes to Consolidated Financial Statements (unaudited)
(in thousands, except share and per share amounts)
- --------------------------------------------------------------------------------
1. Basis of Presentation
The consolidated financial statements of Schick Technologies, Inc. (the
"Company") have been prepared in accordance with generally accepted
accounting principles for interim financial information and the rules of
the Securities and Exchange Commission (the "SEC") for quarterly reports on
Form 10-Q, and do not include all of the information and footnote
disclosures required by generally accepted accounting principles for
complete financial statements. These statements should be read in
conjunction with the audited consolidated financial statements and notes
thereto for the year ended March 31, 1998 included in the Company's Annual
Report on Form 10-K.
In the opinion of management, the accompanying unaudited consolidated
financial statements include all adjustments (consisting of normal,
recurring adjustments) necessary for a fair presentation of results of
operations for the interim periods. The results of operations for the six
months ended September 30, 1998, are not necessarily indicative of the
results to be expected for the full year ending March 31, 1999.
The consolidated financial statements of the Company, at September 30,
1998, include the accounts of the Company and its wholly owned
subsidiaries. All significant intercompany balances have been eliminated.
2. Inventories
Inventories at September 30, 1998 and March 31, 1998 are comprised of the
following:
September 30, March 31,
1998 1998
------- -------
Raw materials $ 6,190 $ 7,108
Work-in-process 6,050 3,466
Finished goods 4,563 1,578
------- -------
Total inventories $16,803 $12,152
======= =======
3. Initial Public Offering
In July 1997, the Company completed its initial public offering (the
"IPO"), selling 2,012,500 shares of common stock at a price of $18.50 per
share providing gross proceeds to the Company of $37,231 and net proceeds,
after underwriting discounts and commissions and offering expenses payable
by the Company, of $33,508.
4. Patent Litigation Settlement
In July 1997, the Company in connection with the settlement of certain
pending patent litigation involving a United States patent directed to a
display for digital dental radiographs, was granted a worldwide,
non-exclusive fully paid license covering such patent in consideration for
a payment by the Company of $600. The Company expensed the license fee in
the quarter ended June 30, 1997.
4
<PAGE>
Schick Technologies, Inc.
Notes to Consolidated Financial Statements (unaudited)
(In thousands, except share and per share amounts)
- --------------------------------------------------------------------------------
5. Earnings (Loss) Per Share
Effective December 31, 1997, the Company adopted statement of Financial
Accounting Standards No. 128, "Earnings per Share" ("FAS 128") which
requires presentation of basic earnings per share ("Basic EPS") and diluted
earnings per share ("Diluted EPS"). Basic EPS is computed by dividing
income available to common stockholders by the weighted-average number of
common shares outstanding during the period. Diluted EPS gives effect to
all dilutive potential common shares outstanding during the period. The
computation of Diluted EPS does not assume conversion, exercise or
contingent exercise of securities that would have an antidilutive effect on
earnings. Earnings per share for the three and six month periods ended
September 30,1997 have been restated for the adoption of FAS 128. The
adoption of FAS 128 did not have a significant impact on the loss per share
for the periods ended September 30, 1997.
The computation of basic earnings per share and diluted earnings per share
for the three- and six-month periods ended September 30, 1998 and 1997 are
as follows:
<TABLE>
<CAPTION>
Three months ended Six months ended
September 30, September 30,
--------------------------- ---------------------------
1998 1997 1998 1997
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Net income available to common stockholders $ 170 $ 1,010 $ 1,653 $ 313
=========== =========== =========== ===========
Weighted average shares outstanding
for basic earnings per share 9,992,566 9,969,731 9,992,521 8,968,980
Dilutive effect of stock options and warrants 361,893 463,143 372,401 232,837
----------- ----------- ----------- -----------
Weighted average shares outstanding
for diluted earnings per share 10,354,459 10,432,874 10,364,922 9,201,817
Basic earnings per share $ 0.02 $ 0.10 $ 0.17 $ 0.03
=========== =========== =========== ===========
Diluted earnings per share $ 0.02 $ 0.10 $ 0.16 $ 0.03
=========== =========== =========== ===========
</TABLE>
6. Investment in Photobit
On July 14, 1998, the Company invested an additional $250 in Photobit
Corporation, a developer of complementary metal-oxide semiconductor
("CMOS"), active-pixel ("APS") imaging technology. As of September 30, 1998
the Company's investment in Photobit Corporation amounts to $1,250. The
Company is the exclusive licensee of the APS technology for medical
applications and utilizes the technology in both its bone-mineral density
assessment device and certain components of its computed dental x-ray
imaging system.
5
<PAGE>
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
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. Actual results,
events and circumstances could differ materially from those set forth in such
statements due to various factors. Such factors include the changing economic
and competitive conditions in the medical and dental digital radiography market,
regulatory approvals, technological developments, protection of technology
utilized by the Company, patent infringement claims and other litigation, and
further risks and uncertainties, including those detailed in Exhibit 99 to the
Company's Annual Report on Form 10-K and in the Company's other filings with the
Securities and Exchange Commission.
General
The Company designs, develops and manufactures digital imaging systems and
devices for the dental and medical markets. In the field of dentistry, the
Company has developed, and currently manufactures and markets, an intra-oral
digital radiography system. The Company has also developed a bone mineral
density assessment device to assist in the diagnosis of osteoporosis, which was
introduced in December of 1997. The Company is also developing large-area
radiographic imaging devices for digital mammography.
Results of Operations
Net revenue for the three months ended September 30, 1998, increased $ 6.0
million (73%) to $14.2 million from $8.2 million during the comparable period of
fiscal 1998. Net revenue for the six months ended September 30, 1998, increased
$ 16.0 million (112%) to $30.2 million from $14.3 million during the comparable
period of fiscal 1998. The strong growth is attributable to sales of the
Company's AccuDEXA(TM) bone mineral density assessment device which was
introduced in December 1997 combined with increased unit sales of the Company's
CDR(TM) dental products resulting from increased market awareness and broadening
sales distribution. The increase in unit CDR(TM) volume is partially offset by
lower average selling prices and an increased level of sales to dealers and
distributors. Sales volume for the six months ended September 30, 1998 was also
positively impacted by a supply interruption of a component used to manufacture
CDR(TM) dental products during the fourth quarter of fiscal 1998 which pushed
shipment on approximately $2.5 million of CDR(TM) sales orders into the first
quarter of fiscal 1999. Sales volume for the three months ended September 30,
1998 was negatively impacted by $2.5 million of in-process orders that were not
shipped at the end of the second quarter resulting in lower than expected sales
volume for the quarter.
Cost of sales for the three months ended September 30, 1998, increased $3.1
million (79%) to $6.9 million (48.7% of net revenue) from $3.9 million (47.0% of
net revenue) for the comparable period of fiscal 1998. Cost of sales for the six
months ended September 30, 1998, increased $7.5 million (111%) to $14.2 million
(46.8% of net revenues) from $6.7 million (47.0% of net revenues) during the
comparable period of fiscal 1998. The increase in cost of sales as a percentage
of revenue for the three month period ended September 30, 1998 as compared to
the same period in fiscal 1998 is the result of an increase in certain indirect
labor expenses related to a reclassification of Quality Control and Inspection
personnel from R&D to production. The Company also recognized a charge of
$100,000 related to excess and slow moving inventory and incurred royalties on
technology utilized in the AccuDEXA(TM) and, in fiscal 1999, for certain CDR(TM)
dental products.
Selling and marketing expenses for the three months ending September 30, 1998,
increased $2.6 million (122%) to $4.6 million (32.6% of net revenue) from $2.1
million (25.4% of net revenue) for the comparable period of fiscal 1998. Selling
and marketing expenses for the six months ended September 30, 1998, increased
$4.9 million (127%) to $8.8 million (29.1% of net revenues) from $3.9 million
(27.2% of net revenues) during the comparable period of fiscal 1998. This
increase was attributable principally to the hiring and training of new sales
representatives as the Company continued to increase the size of its national
sales force and its promotional programs to obtain greater market awareness and
to develop market strategies for new products.
6
<PAGE>
General and administrative expenses for the three months ended September 30,
1998, increased $0.9 million (103%) to $1.7 million (12.2% of net revenue) from
$0.9 million (10.4% of net revenue) for the comparable period of fiscal 1998.
General and administrative expenses for the six months ended September 30, 1998,
increased $1.4 million (78%) to $3.1 million (10.2 % of net revenues) from $1.7
million (12.1% of net revenues) during the comparable period of fiscal 1998. The
increase in administrative costs is attributable primarily to the hiring of
administrative personnel, personnel-related spending such as recruiting and an
increase in the Company's allowance for doubtful accounts.
Research and development expenses for the three months ended September 30, 1998,
decreased $0.1 million (14.0%) to $0.8 million (5.9% of net revenue) from $0.9
million (11.8% of net revenue) for the comparable period of fiscal 1998.
Research and development expenses for the six months ended September, 1998,
increased $0.3 million (16.1%) to $1.9 million (6.2% of net revenues) from $1.6
million (11.3% of net revenues) for the comparable period of fiscal 1998. The
decrease in costs for the three-month period ended September 30, 1998 primarily
reflects lower spending on testing materials and services and the transfer of
research and development employees to the quality control department.
In July 1997, the Company, in connection with the settlement of certain pending
patent litigation involving a United States patent directed to a display for
digital dental radiographs, was granted a worldwide, non-exclusive fully paid
license covering such patent in consideration for a payment by the Company of
$600 thousand. The company expensed that license fee during the quarter ended
June 30, 1997.
Interest income decreased to $180 thousand in the three months ended September
30, 1998 from $449 thousand in the comparable period of fiscal 1998. Interest
income for the six months ended September 1998 decreased to $422 thousand from
$498 thousand for the comparable period of fiscal 1998. The decrease is
attributable to lower cash balances and investments in short-term
interest-bearing securities that were purchased with the proceeds of the
Company's Initial Public Offering (the "IPO"). Interest expense of $51 thousand
for the six month period ended September 30,1997 were principally attributable
to a loan from Merck & Co. Inc. that was repaid upon consummation of the IPO.
Liquidity and Capital Resources
Net proceeds from the July 1997 IPO were approximately $33.5 million. At
September 30, 1998, the Company had $2.4 million in cash and cash equivalents,
$7.1 million in short-term investments and $33.6 million in working capital
compared to $6.2 million in cash and cash equivalents, $14.0 million in
short-term investments and $33.7 million in working capital at March 31, 1998.
During the six months ended September 30, 1998, cash used in operations was $8.3
million compared to $3.1 million used in operations during the comparable period
of fiscal 1998. The increased cash used in operations is primarily attributable
to increases in the Company's inventory and accounts receivable levels. Accounts
receivable increased from $10.2 million at March 31, 1998 to $16.1 million at
September 30, 1998 due to the increase in sales, extended payment terms granted
to certain foreign and domestic distributors and, primarily, to an increase in
the average days outstanding. The Company has recently implemented a program to
improve its accounts receivable collection efforts and expects its days sales
outstanding to decrease in future periods. The increase in inventory of $4.7
million from $12.2 million at March 31, 1998 to $16.8 million at September 30,
1998 is primarily attributable to a work in process and finished goods buildup
in anticipation of sales volume during the quarter ended December 31, 1998 and
to the delay in shipment of the second quarter in-process orders.
The Company's capital expenditures during the six-month period were $2.2
million. Capital expenditures during the six-month period included leasehold
improvements, computers, and production equipment. The Company's planned capital
expenditures for the remainder of fiscal 1999 are approximately $1.0 million,
primarily for computer equipment, leasehold improvements and production
equipment. Management currently believes that existing capital resources are
adequate to meet its current cash requirements. There can be no assurance,
however, that changes in the Company's plans or other events affecting the
Company's operations will not result in accelerated or unexpected cash
requirements.
7
<PAGE>
Year 2000 Compliance
GENERAL
As the century concludes, the Company is aware of the risks associated with the
Year 2000 computer problem. The Year 2000 problem is the result of computer
programs being written using two digits rather than four to define the
applicable year. A computer program that has date sensitive software may
recognize a date using "00" as the year 1900 rather than the year 2000. If
systems fail to process date information correctly when the year changes to
2000, many problems could occur.
The Company has established a Y2K Task Force that is currently evaluating the
Company's potential for Year 2000 related problems, with respect to the
Company's information technology ("IT") and non-information technology systems.
The Y2K Task Force program includes three phases: (1) an assessment phase to
identify Year 2000 issues; (2) a modification phase to correct any area of the
Company's business which is not Year 2000 compliant; and (3) a test phase to
confirm that all systems work successfully. The Company's potential problems
focus on three key areas of business operations: products and services provided
to the Company by third-party vendors; systems used by the Company to run its
business internally; and the Company's product line.
The Company has been sending a Y2K Survey to its vendors in order to determine
if their operations and the products and services they provide are Year 2000
compliant. The responses the Company receives to the Y2K Survey will help the
Company evaluate the extent to which it may be vulnerable to its vendors' own
Year 2000 issues. Where practicable, the Company will attempt to mitigate its
risks with respect to vendors that are not Year 2000 compliant and may, for
example, seek alternative sources of supplies. However, Year 2000 related
failures by vendors remain a possibility and could have a material adverse
impact on the Company's results of operations or financial condition.
The Company is currently in the process of evaluating the capabilities of its
internal systems to process the Year 2000 correctly. The Company believes that
most vendor-developed software which it utilizes in its internal operations will
be made Year 2000 compliant before the end of 1999 through vendor-provided
updates or replacements with other Year 2000 compliant hardware and software.
Additionally, the Company is testing its internally developed software and
hardware that are included in the products sold to customers. Such assessments
are expected to be completed by early calendar 1999. If modifications or
conversion to existing software or conversion to new software become necessary
and modifications or conversions are not made, or are not completed timely, the
Year 2000 issue could have a material adverse effect on the Company's business,
financial condition and results of operations.
COSTS
The total costs associated with required modifications to become Year 2000
compliant are not expected to be material to the Company's financial position.
Current estimated costs for the Y2K Task Force program are approximately
$250,000; however, such costs are subject to change as a result of ongoing
evaluation of the extent of the Year 2000 problem at the Company and its
suppliers and affiliates. As of the current date, costs incurred in connection
with the Y2K Task Force program have been insignificant.
RISKS
The Company is developing specific contingency plans in the event that the
Company's Year 2000 issues are not resolved prior to time that any system
failures or interruptions in day-to-day business operations could occur. The
contingency plans are evolving as the Year 2000 assessment progresses.
Due to the general uncertainty inherent in the Year 2000 problem, resulting in
part from the uncertainty of the Year 2000 readiness of third parties with whom
the Company relies on, the Company is unable to determine at this time whether
the consequences of Year 2000 failures will have a material adverse impact on
the Company's results of operations but the Company believes that, with the
completion of the project as scheduled, the possibility of significant
interruptions of normal operations should be reduced.
8
<PAGE>
PART II OTHER INFORMATION
Item 2. Changes in Securities and Use of Proceeds
(c) On September 16, 1998, Francis Chucker elected to make a cashless surrender
of Warrants exercisable to purchase 6,720 shares of common stock for an exercise
price of $7.86 per share and in return received 3,557 shares of the Company's
Common Stock. Such issuances were pursuant to section 4(2) of the Securities Act
of 1933, as amended.
(d) On July 7, 1997, the Company's initial public offering (the "Offering") of
1,750,000 shares of its common stock, $.01 par value per share (the "Common
Stock") closed. The Company's registration statement on Form S-1 (Registration
No. 333-33731) was declared effective by the Securities and Exchange Commission
on June 30, 1997. As part of the Offering, the Company granted to the
Underwriters over-allotment options to purchase up to 262,500 shares of Common
Stock ("the "Underwriters' Option"). On July 10, 1997, the underwriters
exercised the Underwriters' Option purchasing 262,500 shares of Common Stock
from the Company. The aggregate offering price of 2,012,500 shares of Common
Stock registered for the account of the Company pursuant to the Offering
(inclusive of the Underwriters' Option) was $37.2 million.
The aggregate net proceeds received by the Company from the Offering and as
a result of the exercise of the Underwriters' Option, after deducting
underwriting fees, commissions and expenses were $33.5 million. During the
period of July 1, 1997 through September 30, 1998, such net proceeds have been
applied as follows: (i) $1.3 million for leasehold improvements; (ii) $4.8
million for property, plant, and equipment; (iii) $1.5 million to purchase
certain assets of Keystone Dental X-Ray Corp.; (iv) $1.3 million to purchase an
interest in Photobit, Inc.; (v) $1.5 million to pay the notes payable and the
interest thereon to Merck & Co., Inc.; (vi) $3.6 million to short term
investments; (vii) $1.7 million to money market investments; and (viii) the
remaining $17.8 million was used for working capital purposes. None of the net
proceeds were paid, directly or indirectly, to directors, officers, controlling
stockholders, or affiliates of the Company.
9
<PAGE>
Item 4. Submission of Matters to a Vote of Security Holders
The Company held its annual meeting on September 10, 1998. The following
matters were voted upon at the meeting with the accompanying results:
1. Election of Directors:
Number of Number of Votes
Votes For Withheld Authority
--------- ------------------
Howard Wasserman 7,306,408 535,844
Fred Levine 7,306,408 535,844
The other directors of the Company will continue in office for their
existing terms. Mark I. Bane and Euval Barrekette serve in the class whose term
expires in 1999, and David B. Schick and Allen Schick serve in the class whose
term expires in 2000. Upon the expiration of the term of a class of directors,
the members of such class will be elected for three-year terms at the annual
meeting of stockholders held in the year in which such term expires.
2. Approval of the proposal to amend the Corporation's 1996 Employee Stock
Option Plan to increase the number of shares of the Company's common stock
issuable thereunder from 470,400 to 1,000,000:
Number of votes for: 4,815,471
Number of votes against: 439,156
Number of abstentions: 22,775
3. Ratification of the selection of PricewaterhouseCoopers LLP as the Company's
independent accountants for the fiscal year ending March 31, 1999:
Number of votes for: 7,757,571
Number of votes against: 78,026
Number of abstentions: 6,655
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
(27) Financial Data Schedule
10
<PAGE>
SCHICK TECHNOLOGIES, INC.
SIGNATURE
Pursuant to the requirement 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.
SCHICK TECHNOLOGIES, INC.
Date: November 14, 1998 By: /S/ David B. Schick
---------------------------------------
David B. Schick
President and
Chief Executive Officer
By: /S/ Thomas E. Rutenberg
---------------------------------------
Thomas E. Rutenberg
Director of Finance
(Principal Financial Officer)
11
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
consolidated financial statements and is qualified in its entirety by reference
to such statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> MAR-31-1999
<PERIOD-END> SEP-30-1998
<CASH> 2,409
<SECURITIES> 7,069
<RECEIVABLES> 16,125
<ALLOWANCES> 700
<INVENTORY> 16,803
<CURRENT-ASSETS> 43,887
<PP&E> 9,313
<DEPRECIATION> 2,106
<TOTAL-ASSETS> 54,023
<CURRENT-LIABILITIES> 10,257
<BONDS> 0
0
0
<COMMON> 100
<OTHER-SE> 41,208
<TOTAL-LIABILITY-AND-EQUITY> 54,023
<SALES> 30,216
<TOTAL-REVENUES> 30,216
<CGS> 14,152
<TOTAL-COSTS> 13,747
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</TABLE>
