<PAGE>
U. S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D. C.
FORM 10-QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarter ended March 31, 2000
[ ] 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 001-12189
IMAGE GUIDED TECHNOLOGIES, INC.
(Exact name of small business issuer as specified in its charter)
COLORADO 84-1139082
-------- ----------
(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
5710-B FLATIRON PARKWAY, BOULDER, COLORADO 80301
------------------------------------------------
(Address of principal executive offices)
(303) 447-0248
--------------
(Registrant's telephone number, including area code)
Check whether the registrant (1) filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 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 May 3,
2000 was 4,065,278.
Transitional Small Business Disclosure Format (check one) Yes [ ] No [X]
<PAGE>
IMAGE GUIDED TECHNOLOGIES
FORM 10-QSB
FOR THE QUARTER ENDED MARCH 31, 2000
INDEX
<TABLE>
<CAPTION>
Part I Financial Information PAGE
<S> <C> <C>
Item 1. Balance Sheets as of March 31, 2000 and December 31, 1999 3
Statements of Operations for the three months ended
March 31, 2000 and 1999 4
Statements of Cash Flows for the three months ended
March 31, 2000 and 1999 5
Notes to Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations 8
Part II Other Information and Signatures 12
</TABLE>
2
<PAGE>
IMAGE GUIDED TECHNOLOGIES, INC.
CONSOLIDATED BALANCE SHEET
<TABLE>
<CAPTION>
March 31, December 31,
2000 1999
------------- -------------
(Unaudited)
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 16,000 $ 13,000
Accounts receivable, net of allowance for doubtful
accounts of $72,000 and $80,000, respectively 736,000 508,000
Inventories, net 4,000 832,000
Other current assets 73,000 101,000
------------- -------------
Total current assets 1,639,000 1,454,000
Property and equipment, net of accumulated depreciation of
$905,000 and $847,000 respectively 610,000 643,000
Goodwill, net of accumulated amortization of $67,000 and
$60,000, respectively 514,000 521,000
Other assets 212,000 213,000
------------- -------------
Total assets $ 2,975,000 $ 2,831,000
------------- -------------
------------- -------------
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 1,044,000 $ 914,000
Accrued liabilities 349,000 482,000
Unearned revenue 164,000 0
Line of credit 163,000 42,000
Current portion of capital lease obligations 87,000 87,000
Notes payable 500,000 500,000
------------- -------------
Total current liabilities 2,307,000 2,025,000
Capital lease obligations 232,000 253,000
------------- -------------
Total liabilities 2,539,000 2,278,000
------------- -------------
Shareholders' equity:
Common stock, no par value, 10,000,000 shares authorized;
4,061,945 shares issued and outstanding 10,527,000 10,527,000
Accumulated deficit (10,091,000) (9,974,000)
------------- -------------
Total shareholders' equity 436,000 553,000
------------- -------------
Total liabilities and shareholders' equity $ 2,975,000 $ 2,831,000
------------- -------------
------------- -------------
</TABLE>
The accompanying notes are an integral part of these balance sheets.
3
<PAGE>
IMAGE GUIDED TECHNOLOGIES, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31
(Unaudited)
<TABLE>
<CAPTION>
2000 1999
----------- -----------
<S> <C> <C>
Revenue $ 1,777,000 $ 1,854,000
Cost of goods sold 1,053,000 1,031,000
----------- -----------
Gross profit 724,000 823,000
----------- -----------
Operating expenses:
Research and development 321,000 345,000
Selling and marketing 128,000 307,000
General and administrative 335,000 531,000
----------- -----------
Total operating expenses 784,000 1,183,000
----------- -----------
Operating loss (60,000) (360,000)
Other expense (57,000) (134,000)
----------- -----------
Loss from continuing operations before taxes (117,000) (494,000)
Income taxes -- --
Discontinued operations:
Income from discontinued operations -- 162,000
Gain on disposal -- 668,000
----------- -----------
Net income (loss) $ (117,000) $ 336,000
----------- -----------
----------- -----------
Earnings (loss) per share (basic and diluted):
Continuing operations $ (0.03) $ (0.13)
----------- -----------
----------- -----------
Discontinued operations $ -- $ 0.22
----------- -----------
----------- -----------
Net income (loss) $ (0.03) $ 0.09
----------- -----------
----------- -----------
Weighted average common shares outstanding (basic and diluted) 4,061,945 3,705,222
----------- -----------
----------- -----------
</TABLE>
The accompanying notes are an integral part of these financial statements.
4
<PAGE>
IMAGE GUIDED TECHNOLOGIES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31
(Unaudited)
<TABLE>
<CAPTION>
2000 1999
----------- -----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $ (117,000) $ 336,000
Net income, (loss) from discontinued operations -- 830,000
----------- -----------
Loss from continuing operations (117,000) (494,000)
Adjustments to reconcile loss from continuing operations
to net cash used in continuing operating activities:
Depreciation and amortization 66,000 53,000
Provision for inventory obsolescence 10,000 --
Provision for doubtful accounts (8,000) 7,000
Changes in operating assets and liabilities:
Accounts receivable (220,000) (119,000)
Inventories 8,000 2,000
Other assets 29,000 (33,000)
Accounts payable 129,000 312,000
Accrued liabilities (132,000) (26,000)
Unearned revenue 164,000 --
----------- -----------
Net cash used in continuing operating activities (71,000) (298,000)
----------- -----------
Net cash provided by discontinued operations -- 162,000
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment (25,000) (40,000)
Proceeds from sale of discontinued operations -- 5,931,000
----------- -----------
Net cash provided by investing activities (25,000) 5,891,000
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Pay off of revolving loan 121,000 (1,936,000)
Pay off of capital lease obligations (22,000) (1,304,000)
Pay off of notes payable -- (2,486,000)
----------- -----------
Net cash used in financing activities 99,000 (5,726,000)
----------- -----------
Net increase (decrease) in cash and cash equivalents 3,000 29,000
CASH AND CASH EQUIVALENTS, beginning of period 13,000 23,000
----------- -----------
CASH AND CASH EQUIVALENTS, end of period $ 16,000 $ 52,000
----------- -----------
----------- -----------
Supplemental Cash Flow Disclosures:
Interest paid $ 57,000 $ 153,000
</TABLE>
The accompanying notes are an integral part of these financial statements.
5
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2000
NOTE 1--BASIS OF PRESENTATION
The consolidated financial statements include the accounts of the Company and
its wholly owned subsidiary, Springfield Surgical Instruments, Inc.
(Springfield), f/k/a Brimfield Precision, Inc. The consolidated financial
statements have been adjusted and restated to reflect the results of operations
and net assets of the general instrument and implant business units of
Springfield as discontinued operations for the three months ended March 31, 1999
and twelve months ended December 31, 1999. All significant intercompany accounts
and transactions have been eliminated in consolidation.
The accompanying unaudited financial statements have been prepared pursuant to
the rules and regulations of the Securities and Exchange Commission. The
financial statements reflect all adjustments which, in the opinion of
management, are necessary to present fairly the financial position of the
Company as of March 31, 2000 and its results of operations and cash flows for
the three-month period then ended. The unaudited financial statements should be
read with the complete financial statements and footnotes thereto included in
the Company's Form 10-KSB for the year ended December 31, 1999 previously filed
with the Securities and Exchange Commission.
NOTE 2--SALE OF BRIMFIELD PRECISION INC.'S BUSINESSES
On March 30, 1999, the Company sold substantially all the assets of its general
surgical instruments, orthopedic implants and orthopedic instrumentation
business located at Brimfield, Massachusetts. The sales price was $6,158,000 in
cash plus assumption of certain trade payables and accrued liabilities totaling
$449,000.
The funds received from the net asset sale were used to pay off amounts
outstanding under equipment leases and the Company's term loan with BankBoston
and to pay down the Company's revolving loan with BankBoston.
NOTE 3--LINE OF CREDIT
On April 9, 1999, BankBoston assigned its loan to Silicon Valley Financial
Services ("Silicon"), a division of Silicon Valley Bank. After the assignment,
Silicon and the Company amended and restated the loan to provide for a loan
facility under which Silicon would purchase certain of the Company's
receivables, initially at the rates of 90% and decreasing to 75% of the face
amount of the receivables. Under the facility, the Company will repurchase from
Silicon any uncollected receivables which are over 90 days old from the date of
the invoice and pay Silicon a finance charge equal to 2% per month of the face
amount of all purchased receivables and an administrative fee of 1.5% of the
face amount of each purchased receivable. Silicon has no obligation to purchase
any receivable under the facility and in no event shall the aggregate amount of
all purchased receivables outstanding exceed $650,000. As of March 31, 2000, the
balance of the Company's accounts receivable that had been purchased by Silicon
was approximately $163,000.
NOTE 4 - SEGMENT INFORMATION
The Company has two business segments--optical localizers and surgical
instruments. The optical localizer segment typically sells a system which
consists of the following: a number of light-emitting diodes ("LED's") used as
markers mounted on a pointer device or surgical instrument, a relative position
dynamic reference device connected to a patient or industrial part, a
multi-camera array for detecting positions of the LED's in three dimensional
space, a proprietary microprocessor-based control system and a proprietary
software package. The surgical instrument segment sells stainless steel surgical
instruments used for minimally invasive surgery and other surgical procedures
including the newly emerging image guided surgical instrument market segment.
6
<PAGE>
The Company does not have a significant amount of inter-segment revenue and
evaluates segment performance based upon revenue and gross profit. The combined
segments gross profit equals consolidated gross profit. The Company does not
allocate research and product development costs, selling and marketing, general
and administrative expenses, other income and expense or income taxes to the two
segments. The revenue and gross profit by segment for the first three months of
the year are as follows.
<TABLE>
<CAPTION>
2000 1999
----------------- -----------------
<S> <C> <C>
Revenue: Optical localizers $ 1,399,000 $ 1,480,000
Surgical instruments 378,000 374,000
----------------- -----------------
Total revenue $ 1,777,000 $ 1,854,000
----------------- -----------------
----------------- -----------------
Gross profit: Optical localizers $ 721,000 $ 800,000
Surgical instruments 3,000 23,000
----------------- -----------------
Total gross profit $ 724,000 $ 823,000
----------------- -----------------
----------------- -----------------
</TABLE>
NOTE 5-CONTINGENCIES
The Company is a party to one pending legal proceeding. This case was filed in
the Chancery Court for the State of Tennessee in Davidson County on October 27,
1998. Plaintiff was an exclusive sales representative for Defendant, Springfield
Surgical Instruments, Inc. f/k/a Brimfield Precision, Inc., for certain products
in Defendant's Principle and Principle Advantage line of surgical instruments.
Plaintiff claims the products were defective and sued Defendant for breach of
contract, breach of express and implied warranties, negligent misrepresentation,
fraud and violations of the Tennessee Consumer Protection Act. In January 2000,
Plaintiff filed a Motion for Summary Judgment claiming the instruments sold by
Defendant were defective and seeking to return the instruments in its possession
and to obtain, in addition to other damages, a refund of the purchase price paid
of $101,186.71. Defendant filed a motion opposing Plaintiff's Motion of Summary
Judgment claiming, among other things, that the instruments were not defective.
The judge denied Plaintiff's Motion, and the trial is currently scheduled for
June 26, 2000. The Company is currently unable to determine (i) the ultimate
outcome or resolution of this legal proceeding, (ii) whether resolution of this
matter will have a material adverse impact on the Company's financial position
or results of operations, or (iii) a reasonable estimate of the amount of loss,
if any, that may result from resolution of this matter.
In addition, the Company has received a notice of a claim pursuant to an
employment agreement between Brimfield Precision, Inc. and an individual
claiming that he is entitled to payment of $200,000 per year plus benefits for
two years and eight months. While the outcome of this matter cannot be predicted
with certainty, management expects it will not have a material adverse affect on
the consolidated financial position or results of operations of the Company.
NOTE 6-DEFAULT ON NOTE PAYABLE
The Company is currently in default under its $500,000 12% subordinated
promissory note payable to Cruttenden Roth, Inc. While interest has been paid to
date, the Company owes the $500,000 principal amount in full. The note is
subordinated to the Company's bank debt and the holders of the note are not
permitted under the terms of the subordination agreement with the bank to sue
upon or collect, nor to make demand for, nor to exercise any rights or remedies
to enforce, the note, so long as any bank obligation remains outstanding.
7
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 2000 COMPARED TO THE
THREE MONTHS ENDED MARCH 31, 1999
REVENUE. Revenue decreased $77,000 or 4.2% from $1,854,000 in the first quarter
1999 to $1,777,000 in the first quarter 2000. The decrease is due to a decrease
in the sales of optical localizers.
COST OF GOODS SOLD AND GROSS MARGIN. The Company's gross margin decreased from
44.4% in the first quarter 1999 to 40.7% in the first quarter 2000. This
decrease is due to higher production costs associated with the implementation of
revised production methods for new products for both optical localizers and
surgical instruments.
RESEARCH AND DEVELOPMENT EXPENSES. Research and development expenses decreased
$24,000 or 7% from $345,000 in the first quarter 1999 to $321,000 in the first
quarter 2000. Higher spending for research and development is projected to occur
during later quarters of 2000 as new product developmental programs enter the
tooling and certification phase.
SELLING AND MARKETING EXPENSES. Selling and marketing expenses decreased
$179,000 or 58% from $307,000 in the first quarter 1999 to $128,000 in the first
quarter 2000. The decrease is due to the reduction of the sales force by two
individuals at the end of January 2000. The sales function is now directly
administered by the Company's senior executives.
GENERAL AND ADMINISTRATIVE EXPENSES. General and administrative expenses
decreased $196,000 or 37% from $531,000 in the first quarter 1999 to $335,000 in
the first quarter 2000. The decrease is due to a continuing reduction in the
number of personnel utilized to support this functional area, severance costs in
the first quarter of 1999 for a former officer, and higher spending for legal
fees in 1999.
OTHER EXPENSE. Other expense decreased $77,000 or 57% from $134,000 in the first
quarter 1999 compared to $57,000 for the first quarter 2000 due primarily to a
reduction in interest expense required to support on-going operations.
DISCONTINUED OPERATIONS. Income from discontinued operations in 1999 represents
the results of operations of the general surgical instruments, orthopedic
implants and orthopedic instrumentation business which the Company sold in
March, 1999. The gain on disposal of assets represents a gain recognized in the
first quarter of 1999 due to a change in the estimated sale price primarily due
to the valuation of net assets sold and the costs associated with finalizing the
sale.
8
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES.
The Company's working capital deficit increased approximately $100,000 during
the first quarter, 2000 from $571,000 at the end of 1999 to $668,000 at the end
of March, 2000. For the quarter, significant items utilizing cash were funding
the net loss ($117,000), supporting an increase in accounts receivable
($220,000) and reducing accrued liabilities ($132,000). Significant items
providing cash were an increase in accounts payable ($129,000), the receipt of a
customer prepayment ($164,000), and increased usage of accounts receivable
factoring ($121,000). The Company needs cash to fund operations, pay its
obligations to suppliers and for other corporate purposes.
The customer prepayment referred to above arose in February, 2000 when a
customer made a partial prepayment on an order in the amount of $250,000. IGT
agreed to pay interest on the prepayment at the rate of 10% per annum until the
product is shipped and, in the event of default, such customer will be granted
an exclusive royalty-free license to certain of the Company's patents and patent
applications until the product has been shipped or the prepayment repaid.
FORWARD-LOOKING STATEMENTS
The Company may, in discussions of its future plans, objectives and expected
performance in periodic reports filed by the Company with the Securities and
Exchange Commission (or documents incorporated by reference therein) and in
written and oral presentations made by the Company, include projections or other
forward-looking statements within the meaning of Section 27A of the Securities
Act of 1933 or Section 21E of the Securities Exchange Act of 1934, as amended.
Such projections and forward-looking statements are based on assumptions, which
the Company believes are reasonable, but are by their nature inherently
uncertain. In all cases, there can be no assurance that such assumptions will
prove correct or that projected events will occur, and actual results could
differ materially from those projected. Some of the important factors that could
cause actual results to differ from any such projections or other
forward-looking statements follow.
FACTORS AFFECTING THE COMPANY'S BUSINESS, OPERATING RESULTS AND FINANCIAL
CONDITION
LOSS DURING 1999 AND 2000; POTENTIAL FLUCTUATIONS IN OPERATING RESULTS. The
Company lost $1,718,000 from continuing operations in 1999 and $117,000 in the
first quarter 2000. There can be no assurance the Company will generate
sufficient revenue to attain profitability. In addition, because the Company
generally ships its products on the basis of purchase orders, operating results
in any quarter are highly dependent on orders booked and shipped in that quarter
and, accordingly, may fluctuate materially from quarter to quarter. The
Company's operating expense levels are based on the Company's internal forecasts
of future demand and not on firm customer orders. Failure by the Company to
achieve these internal forecasts could result in expense levels which are
inconsistent with actual revenues. Moreover, the Company's results may also be
affected by fluctuating demand for the Company's products, declines in the
average selling prices for its products, by changes in product mix sold, by
increases in the costs of the components and subassemblies acquired by the
Company from vendors, and by availability of such component and subassemblies
from vendors.
BANK DEBT. The Company is currently borrowing money from Silicon Valley
Financial Services, a division of Silicon Valley Bank through an arrangement by
which it sells its outstanding accounts receivable to Silicon. The arrangement
is expensive and Silicon has no obligation to purchase any receivable.
NEED FOR ADDITIONAL CAPITAL. The Company will need additional capital to satisfy
its obligations to Cruttenden Roth, Inc. and to meet its other capital
requirements. There can be no assurance that such capital will be available on
reasonable terms, or at all.
DEPENDENCE ON FEW CUSTOMERS. The Company realizes a majority of its revenues by
sales to relatively few customers. None of these customers has entered into any
long term minimum purchase agreements with the Company. The loss of, or
substantial diminution of purchases from the Company by any of these customers
could have a material adverse effect on the Company.
9
<PAGE>
TECHNOLOGICAL CHANGE IN THE MEDICAL INDUSTRY AND IN THE COMPANY'S PRODUCT. There
can be no assurance that the Company's competitors will not succeed in
developing or marketing products or technologies that are more effective and/or
less costly and which render the Company's products obsolete or non-competitive.
In addition, new technologies and procedures could be developed for medical and
other industries that replace or reduce the value of the Company's products. The
Company's success will depend in part on its ability to respond quickly to
technological changes through the development and improvement of its products.
The Company believes that a substantial amount of capital will be required to be
allocated to such activities in the future.
INTELLECTUAl PROPERTY RIGHTS. The Company does not have patents which directly
cover its FlashPoint or Pixsys optical localizers. The Company primarily relies
on a combination of trade secret and copyright laws, together with nondisclosure
agreements to protect its know-how and proprietary rights. There can be no
assurance that such measures will provide adequate protection for the Company's
intellectual property rights, that disputes with respect to ownership of its
intellectual property rights will not arise, that the Company's trade secrets or
proprietary technology will not otherwise become known or be independently
developed by competitors or that the Company can otherwise meaningfully protect
its intellectual property rights. Furthermore, there can be no assurance that
others will not develop similar products or software, duplicate the Company's
products or software or that third parties will not assert intellectual property
infringement claims against the Company. Moreover, there can be no assurance
that any patent owned by, or issued to, the Company will not be invalidated,
circumvented or challenged, or that the rights granted thereunder will provide
meaningful competitive advantages to the Company.
A patent granted to St. Louis University ("SLU Patent"), and subsequently
licensed to a company acquired by Sofamor Danek, one of the Company's major
customers, covers, in general, a particular technique for determining the
position of a surgical probe within a patient's body on a historical image of
that body. Sofamar Danek has sued BrainLab GmbH for infringement of this patent.
The Company's documents have been subpoenaed and Waldean Schulz, Vice
President-Technology of the Company, has had his deposition taken in connection
with such lawsuit. In 1995, the Company assigned to St. Louis University all
right, title and interest it had in the SLU Patent. There can be no assurance
that Sofamor Danek may not challenge the Company's ownership of certain of its
patents based on such assignment. The Company is not in a position to evaluate
what effect this lawsuit, or any further lawsuits, will have on its customers or
whether it will become a defendant in any lawsuit involving this patent or any
of the Company's patents.
Litigation may be necessary to protect the Company's intellectual property
rights and trade secrets, to determine the validity and scope of the proprietary
rights of others or to defend against claims of infringement or invalidity. Such
litigation could result in substantial costs and diversion of resources,
regardless of the outcome of the litigation. If any claims are asserted against
the Company, the Company may be required to obtain a license under a third
party's intellectual property rights. However, such a license may not be
available on reasonable terms or at all.
COMPETITION BY EXISTING COMPETITORS AND POTENTIAL NEW ENTRANTS INTO THE
MARKETPLACE. Companies with substantially greater financial, technical,
marketing, manufacturing and human resources, as well as name recognition, than
the Company may enter markets currently serviced by the Company. Additionally,
competitors may be able to respond more quickly to new or emerging technologies
and changes in customer requirements and to devote substantially greater
resources to the development, marketing and sale of their products than the
Company. The Company's customers may develop their own products to be able to
differentiate their product or for other reasons. Furthermore, such competitors
may develop technologies and/or products other than that currently offered by
the Company that are more effective or economical.
REGULATION BY THE FDA. Noncompliance with applicable requirements of FDA can
result in, among other things, fines, injunctions, civil penalties, recall or
seizure of products, total or partial suspension of production, failure of the
government to grant pre-market clearance or pre-market approval for medical
devices, withdrawal of marketing approvals and criminal prosecution. The FDA
also has the authority to request repair, replacement or refund of the cost of
any medical device. In addition, international sales of medical devices are
subject to foreign regulatory requirements, which vary from country to country.
10
<PAGE>
RISK OF PRODUCT LIABILITY CLAIMS. The Company faces an inherent business risk of
exposure to product liability claims in the event that the use of its products
is alleged to have resulted in adverse effects. To date, no product liability
claims have been asserted against the Company. The Company maintains a product
liability and commercial general liability insurance policy with coverage of
$1,000,000 per occurrence and an annual aggregate maximum coverage of $2,000,000
with a commercial umbrella excess liability policy of $3,000,000. The Company's
product liability and general liability policy is provided on an occurrence
basis and is subject to annual renewal. There can be no assurance that liability
claims will not exceed the coverage limits of such policy or that such insurance
will continue to be available on commercially reasonable terms or at all. If the
Company does not or cannot maintain sufficient liability insurance, its ability
to market its products could be significantly impaired.
COMPANY'S DEPENDENCE ON KEY MANAGEMENT AND TECHNICAL PERSONNEL AND ITS ABILITY
TO ATTRACT NEW PERSONNEL. The Company's success depends in significant part on
the continued contribution of certain key management and technical personnel.
The loss of services of any of these individuals could have a material adverse
effect on the Company. The Company's growth and profitability also depend on its
ability to attract and retain other management and technical personnel.
CLAIM BY DANIEL HANNIFY. The Company has received a notice of a claim pursuant
to an employment agreement between Brimfield Precision, Inc. and Daniel T.
Hannify. Mr. Hannify is claiming that he is entitled to payment of $200,000 per
year plus benefits for two years and eight months.
11
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
The Company is a party to one pending legal proceeding. This case was
filed in the Chancery Court for the State of Tennessee in Davidson
County on October 27, 1998. Plaintiff was an exclusive sales
representative for Defendant, Springfield Surgical Instruments, Inc.
f/k/a Brimfield Precision, Inc., for certain products in Defendant's
Principle and Principle Advantage line of surgical instruments.
Plaintiff claims the products were defective and sued Defendant for
breach of contract, breach of express and implied warranties, negligent
misrepresentation, fraud and violations of the Tennessee Consumer
Protection Act. In January 2000, Plaintiff filed a Motion for Summary
Judgment claiming the instruments sold by Defendant were defective and
seeking to return the instruments in its possession and to obtain, in
addition to other damages, a refund of the purchase price paid of
$101,186.71. Defendant filed a motion opposing Plaintiff's Motion of
Summary Judgment claiming, among other things, that the instruments
were not defective. The judge denied Plaintiff's Motion, and the trial
is currently scheduled for June 26, 2000. The Company is currently
unable to determine (i) the ultimate outcome or resolution of this
legal proceeding, (ii) whether resolution of this matter will have a
material adverse impact on the Company's financial position or results
of operations, or (iii) a reasonable estimate of the amount of loss, if
any, that may result from resolution of this matter.
Item 2. Changes in Securities and Use of Proceeds
None
Item 3. Defaults Upon Senior Securities
The Company is currently in default under its $500,000 12% subordinated
promissory note payable to Cruttenden Roth, Inc. See NOTE 6-DEFAULT ON
NOTE PAYABLE.
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 No. Title
----------- ------
27 Financial Data Schedule
(b) Reports on Form 8-K
None
12
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
Image Guided Technologies, Inc.
/s/ Paul L. Ray Date: May 5, 2000
- -------------------------------------------
Paul L. Ray
President, Chief Executive Officer and
Chief Financial Officer
/s/ Francis E. Lefler Date: May 5, 2000
- -------------------------------------------
Francis E. Lefler
Principal Accounting Officer
13
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-END> MAR-30-2000
<CASH> 16,000
<SECURITIES> 0
<RECEIVABLES> 808,000
<ALLOWANCES> (72,000)
<INVENTORY> 814,000
<CURRENT-ASSETS> 1,639,000
<PP&E> 1,515,000
<DEPRECIATION> (905,000)
<TOTAL-ASSETS> 2,975,000
<CURRENT-LIABILITIES> 2,307,000
<BONDS> 0
0
0
<COMMON> 10,527,000
<OTHER-SE> (10,091,000)
<TOTAL-LIABILITY-AND-EQUITY> 2,975,000
<SALES> 1,777,000
<TOTAL-REVENUES> 1,777,000
<CGS> 1,053,000
<TOTAL-COSTS> 1,053,000
<OTHER-EXPENSES> 784,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 57,000
<INCOME-PRETAX> (117,000)
<INCOME-TAX> 0
<INCOME-CONTINUING> (117,000)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (117,000)
<EPS-BASIC> (0.03)
<EPS-DILUTED> (0.03)
</TABLE>
