UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
[ ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended July 31, 1997
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
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Commission File Number 0-8422
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TRANSACT INTERNATIONAL INC.
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(Exact name of small business issuer as specified in its charter)
CONNECTICUT 06-0732124
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(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
22 THORNDAL CIRCLE, DARIEN, CONNECTICUT 06820
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(Address of principal executive offices)
(203) 656-0777
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(Issuer's telephone number)
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(Former name, former address and former
fiscal year, if changed since last report)
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15 (d) of the Exchange Act during the past 12 months (or for such
shorter period that the issuer was required to file such reports), and (2) has
been subject to such filing requirements for the past 90 days.
YES X NO
--- ---
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of
common equity as of August 15, 1997 was 6,123,235.
Transitional Small Business Disclosure Format (check one): YES NO X
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<PAGE>
TRANSACT INTERNATIONAL INC.
FORM 10-QSB - QUARTER ENDED JULY 31, 1997
CONTENTS
PAGE
PART I FINANCIAL INFORMATION
Item 1 Financial Statements
Balance Sheets
July 31, 1997 (Unaudited) and April 30, 1997............3
Statements of Operations (Unaudited)
Three Months Ended July 31, 1997 and July 31, 1996......4
Statements of Cash Flows (Unaudited)
Three Months Ended July 31, 1997 and July 31, 1996......5
Notes to the Financial Statements (Unaudited)...........6
Item 2 Management's Discussion and Analysis of
Financial Condition and Results of Operations...........8
PART II OTHER INFORMATION
Item 6 Exhibits and Reports on Form 8-K........................9
SIGNATURE ..........................................................9
2
<PAGE>
PART I : FINANCIAL INFORMATION
Transact International Inc.
BALANCE SHEETS
JULY 31, APRIL 30,
1997 1997
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ASSETS (UNAUDITED)
CURRENT ASSETS
Cash $ 57,668 $ 85,370
Accounts receivable, net of allowance
for doubtful accounts of $43,000 306,916 459,265
Inventories 334,966 311,969
Costs and estimated earnings in excess
of billings on incomplete contracts 646,475 483,180
Prepaid expenses and other current assets 10,238 17,952
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TOTAL CURRENT ASSETS 1,356,263 1,357,736
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PROPERTY, PLANT AND EQUIPMENT, at cost 297,988 292,575
Less accumulated depreciation (258,625) (252,293)
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39,363 40,282
OTHER ASSETS 2,300 2,300
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TOTAL ASSETS $1,397,926 $1,400,318
========== ==========
LIABILITIES AND STOCKHOLDERS' DEFICIENCY
CURRENT LIABILITIES
Bank borrowings $ --- $ 131,250
Note payable to stockholder 100,000 ---
Accounts payable 1,156,129 1,160,394
Accrued expenses 381,571 361,583
Current portion of long-term debt 122,319 47,319
Billings in excess of costs and estimated
earnings on incomplete contracts 244,595 96,300
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TOTAL CURRENT LIABILITIES 2,004,614 1,796,846
LONG TERM DEBT 37,500 ---
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TOTAL LIABILITIES 2,042,114 1,796,846
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STOCKHOLDERS' DEFICIENCY
Preferred stock, no par value, authorized
2,000,000 shares, none issued --- ---
Common stock, no par value, authorized
12,000,000 shares, issued 6,201,735 shares 852,541 852,541
Additional paid-in capital 5,224,726 5,224,726
Treasury stock, at cost: 78,500 shares (29,606) (29,606)
Deficit (6,691,849) (6,444,189)
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TOTAL STOCKHOLDERS' DEFICIENCY (644,188) (396,528)
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TOTAL LIABILITIES AND STOCKHOLDERS'
DEFICIENCY $1,397,926 $1,400,318
========== ==========
SEE NOTES TO FINANCIAL STATEMENTS.
3
<PAGE>
TRANSACT INTERNATIONAL INC.
STATEMENTS OF OPERATIONS
(Unaudited)
Three Months Ended
7/31/97 7/31/96
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NET SALES $ 959,461 $2,426,117
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COSTS AND EXPENSES:
Cost of sales 889,300 2,063,388
Selling and administrative 326,978 345,600
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1,216,278 2,408,988
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(LOSS) INCOME FROM OPERATIONS (256,817) 17,129
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OTHER INCOME (EXPENSE):
Interest expense (3,004) (5,080)
Other income 12,161 680
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9,157 (4,400)
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NET (LOSS) INCOME $ (247,660) $ 12,729
========== ==========
NET (LOSS) PER SHARE OF COMMON STOCK $ (.04) $ ---
========== ==========
WEIGHTED AVERAGE SHARES OUTSTANDING 6,123,235 6,123,235
========== ==========
SEE NOTES TO FINANCIAL STATEMENTS.
4
<PAGE>
TRANSACT INTERNATIONAL INC.
statements of CASH FLOWS
(Unaudited)
Three Months Ended
7/31/97 7/31/96
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OPERATING ACTIVITIES:
Net (loss) income $ (247,660) $ 12,729
Adjustments to reconcile net (loss)
income to cash used in operations:
Depreciation of property, plant and
equipment 6,332 8,830
Changes in assets and liabilities:
Accounts receivable 152,349 (557,723)
Inventories (22,997) 96,873
Other current assets 7,714 17,168
Costs and estimated earnings in
excess of billings on incomplete
contracts - net (15,000) 598,711
Other assets --- (78,475)
Accounts payable and accrued expenses 15,724 (296,177)
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NET CASH USED IN OPERATIONS: (103,538) (198,064)
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INVESTING ACTIVITIES:
Capital expenditures (5,414) (6,018)
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FINANCING ACTIVITIES:
Proceeds from stockholder loan 100,000 ---
Repayment of debt (18,750) (10,450)
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NET CASH PROVIDED BY (USED IN) FINANCING
ACTIVITIES: 81,250 (10,450)
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NET DECREASE IN CASH AND CASH EQUIVALENTS (27,702) (214,532)
CASH AND CASH EQUIVALENTS, BEGINNING
OF PERIOD 85,370 287,986
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CASH AND CASH EQUIVALENTS, END OF PERIOD $ 57,668 $ 73,454
========== ==========
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid during the period for:
Interest $ 3,004 $ 5,080
SEE NOTES TO FINANCIAL STATEMENTS.
5
<PAGE>
TRANSACT INTERNATIONAL INC.
NOTES TO THE FINANCIAL STATEMENTS (Unaudited)
1. The accompanying financial statements have been prepared assuming that
Transact International Inc. (the "Company") will continue as a going
concern. The Company's ability to continue as a going concern is
uncertain based on the matters discussed in the next three sentences.
The Company has a stockholders' deficiency and working capital deficiency
of $644,188 and $648,351, respectively, at July 31, 1997. The Company's
backlog is $3.0 million at July 31, 1997 and the Company is seeking
additional orders and is exploring the sale or licensing of certain
product lines that would enable the Company to continue as a going
concern. However, there is no assurance that the Company will be
successful in attaining additional profitable orders or in selling or
licensing certain product lines.
The balance sheet as of July 31, 1997, and the statements of operations
and cash flows for the three months ended July 31, 1997 and 1996 have been
prepared by the Company, without audit. In the opinion of management, all
adjustments (which include only normal recurring adjustments) necessary to
present fairly the financial position, the results of operations and cash
flows at July 31, 1997 and all periods presented have been made.
Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted. These financial
statements should be read in conjunction with the financial statements
and notes thereto included in the Company's April 30, 1997 annual report
to stockholders. Seasonality is not a major factor in the Company's
operations. The results of operations for the three-month period ended
July 31, 1997 are not necessarily indicative of those for a full fiscal
year.
2. Inventories consist of raw materials and manufacturing supplies.
3. On June 4, 1997 a stockholder of the Company loaned the Company
$100,000 payable October 31, 1997 with interest at 8% per annum.
Due to the loss for the year ended April 30, 1997 the Company was in
default of its term loan with its bank and therefore the balance owed at
April 30, 1997 of $131,250 was classified as a current liability in the
April 30, 1997 balance sheet. In August 1997 the bank waived the default
and therefore the loan which is payable $6,250 per month plus interest is
classifed in the July 31, 1997 balance sheet as long term debt and current
portion of long term debt.
4. Amounts per share have been computed using the weighted average number of
common shares outstanding during each period. No effect has been given to
shares issuable pursuant to outstanding options as their effect would be
not material or antidilutive.
6
<PAGE>
TRANSACT INTERNATIONAL INC.
NOTES TO THE FINANCIAL STATEMENTS (UNAUDITED)
(CONTINUED)
5. There was no benefit for income taxes in the three month period ended
July 31, 1997, as the loss generated cannot be carried back to offset
income in prior years. There were no income taxes in the three month
period ended July 31, 1996 because the Company had a substantial net
operating loss carryforward.
The Company has operating loss carryovers and investment tax credit
carryforwards for tax return purposes of approximately $6,500,000 and
$28,000 respectively, expiring in 1998 through 2010.
The tax effects of temporary differences giving rise to the Company's
deferred tax assets at July 31, 1997 are as follows:
Net operating loss carryforward $ 2,400,000
Investment tax credit carryforward 28,000
Other reserves and liabilities 112,000
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2,540,000
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Valuation allowance (2,540,000)
$ ---
===========
Due to the Company's cumulative losses, management does not consider that
enough support to overcome the "more likely than not" criteria existed at
July 31, 1997 to record a deferred tax asset. As a result, for financial
reporting purposes, deferred tax assets are reduced by a full valuation
allowance.
7
<PAGE>
TRANSACT INTERNATIONAL INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS:
The Company incurred a net loss of $247,660 in the first quarter of 1998
compared to net income of $12,729 for the first quarter of 1997. The loss
results primarily from the decrease in sales in the 1998 quarter of $1,466,656
(60.5%) as compared to the first quarter of 1997. The decrease in sales
reflects fewer projects in the first quarter of fiscal 1998, a slow start
of a project in India and a lower volume of transfer balls. Gross profit
as a percentage of net sales was approximately 7.3% and 15.0% for the three
months ended July 31, 1997 and 1996, respectively. This decline of 7.7% in
gross profit percentage reflects the lower volume of transfer ball sales which
have higher profit margins, fixed overhead expenses comparable to 1996 with
less sales in 1997 and small cost overruns on two projects in 1997. Selling
and administrative expenses were relatively flat with increased legal fees
incurred applicable to Seaport Container Handling Systems Inc., offset by
reduced rent expenses and provision for bad debts. Other income in 1997
reflects commissions paid to the Company.
The Company's sales order backlog as of July 31, 1997 is approximately $3.0
million. This compares to a $5.3 million backlog as of July 31, 1996.
LIQUIDITY AND CAPITAL RESOURCES:
During the three months ended July 31, 1997, the Company used approximately
$103,000 in cash in its operations. This usage primarily resulted from the
net loss offset by a decrease in accounts receivable. At July 31, 1997 the
Company has a working capital deficiency of $648,351.
The Company's ability to continue in business is dependent upon its ability
to increase profitability and/or sell or license certain product lines. The
Company is currently seeking additional orders and is exploring the sale or
license of certain product lines that would enable the Company to continue
as a going concern. However, there is no assurance that the Company will
be successful in attaining additional profitable orders or in selling or
licensing certain product lines.
8
<PAGE>
PART II: OTHER INFORMATION
TRANSACT INTERNATIONAL INC.
Item 6. EXHIBITS AND REPORTS OF FORM 8-K.
(a) Exhibits - 27 - Financial Data Schedule
(b) Reports on Form 8-K - None
SIGNATURE
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.
TRANSACT INTERNATIONAL INC.
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Registrant
/s/ Bruno S. Frassetto
DATE: SEPTEMBER 11, 1997 ----------------------------
Bruno S. Frassetto
President and Acting Chief
Financial Officer
9
<PAGE>
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