SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(Mark One)
|X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934.
For the quarterly period ended: February 29, 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 0-22735.
ROBOCOM SYSTEMS INTERNATIONAL INC.
- --------------------------------------------------------------------------------
(Exact Name of Small Business Issuer as Specified in Its Charter)
New York 11-2617048
------------------------------- -------------------
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
511 Ocean Avenue, Massapequa, New York 11758
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices)
516-795-5100
- --------------------------------------------------------------------------------
(Registrant's Telephone Number, Including Area Code)
- --------------------------------------------------------------------------------
(Former Name, Address and Fiscal Year, if Changed Since Last Report)
Indicate by check mark whether the registrant: (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 registrant was required to file such
reports), and (2) has been subject to such filing requirements for the past 90
days. Yes |X| No |_|
Registrant had 4,495,984 shares of common stock outstanding as of April 14,
2000.
<PAGE>
ROBOCOM SYSTEMS INTERNATIONAL INC.
FORM 10-QSB
INDEX
PART I. Financial Information
Item 1. Financial Statements: Page no.
Balance Sheets - February 29, 2000 and May 31, 1999......... 3
Statements of Operations - Three months ended
February 29, 2000 and 1999 ............................... 4
Statements of Operations - Nine months ended
February 29, 2000 and 1999 ............................... 5
Statements of Cash Flows - Nine months ended
February 29, 2000 and 1999 ............................... 6
Notes to Financial Statements............................... 7
Item 2. Management's Discussion and Analysis or
Plan of Operation......................................... 8
PART II. Other Information:
Item 5. Other Information........................................... 12
Item 9. Exhibits and Reports on Form 8-K............................ 12
Signatures............................................................. 12
2
<PAGE>
ROBOCOM SYSTEMS INTERNATIONAL INC.
BALANCE SHEETS
<TABLE>
<CAPTION>
February 29, 2000 May 31, 1999
----------------- ------------
Assets (Unaudited)
<S> <C> <C>
Current assets:
Cash and cash equivalents ............................................... $ 59,250 $ 101,148
Short-term investments .................................................. 1,276,935 1,144,136
Accounts receivable, net ................................................ 1,381,913 1,694,241
Unbilled revenue ........................................................ 100,710 272,733
Deferred taxes .......................................................... 152,511 177,305
Other current assets .................................................... 234,161 242,580
------------ ------------
Total current assets ........................................................ 3,205,480 3,632,143
Property and equipment, net ................................................. 256,680 314,872
Software development costs, net ............................................. 4,501,260 4,632,208
Other assets ................................................................ 11,439 15,991
============ ============
Total assets ................................................................ $ 7,974,859 $ 8,595,214
============ ============
Liabilities and Shareholders' Equity
Current liabilities:
Accounts payable ........................................................ $ 866,031 $ 294,579
Accrued expenses ........................................................ 814,288 946,981
Deferred revenue ........................................................ 538,612 509,494
------------ ------------
Total current liabilities ................................................... 2,218,931 1,751,054
Deferred tax liabilities .................................................... 196,649 221,444
------------ ------------
Total liabilities ........................................................... 2,415,580 1,972,498
------------ ------------
Shareholders' equity:
Preferred stock, $.01 par value; 1,000,000 shares authorized; none
issued ............................................................... -- --
------------ ------------
Common stock, $.01 par value; 10,000,000 shares authorized; 4,495,984 and
3,467,984 shares issued and outstanding at
February 29, 2000 and at May 31, 1999, respectively ................... 44,960 34,680
Additional paid-in capital .............................................. 11,842,471 10,571,882
Accumulated deficit ..................................................... (6,300,490) (3,899,259)
Deferred compensation ................................................... (27,662) (84,587)
------------ ------------
Total shareholders' equity .................................................. 5,559,279 6,622,716
------------ ------------
Total liabilities and shareholders' equity .................................. $ 7,974,859 $ 8,595,214
============ ============
</TABLE>
3
<PAGE>
ROBOCOM SYSTEMS INTERNATIONAL INC.
STATEMENTS OF OPERATIONS
(unaudited)
<TABLE>
<CAPTION>
Three Months Ended February 29,
-------------------------------
2000 1999
-------------- -----------
<S> <C> <C>
Revenues:
Software license fees................................................... $ 140,068 $ 413,709
Services ................................................................ 505,301 687,388
Hardware ................................................................ 1,191,582 435,106
Maintenance ............................................................. 316,076 320,634
----------- -----------
Total revenues .......................................................... 2,153,027 1,856,837
----------- -----------
Cost of revenues:
Cost of license fees .................................................... 112,475 112,832
Cost of services ........................................................ 295,300 346,906
Cost of hardware ........................................................ 846,372 452,648
Cost of maintenance ..................................................... 248,513 295,041
----------- -----------
Total cost of revenues .................................................. 1,502,660 1,207,427
Amortization of software development costs............ 385,872 263,829
----------- -----------
1,888,532 1,471,256
----------- -----------
Gross margin .................................................................. 264,495 385,581
Selling, general and administrative expenses .................................. 872,259 867,283
----------- -----------
(607,764) (481,702)
Interest income and other, net ................................................ 10,863 16,876
----------- -----------
Loss before benefit for income taxes .......................................... (596,901) (464,826)
Benefit for income taxes ...................................................... -- (171,711)
----------- -----------
Net loss ...................................................................... $ (596,901) $ (293,115)
=========== ===========
Net loss per basic and diluted share .......................................... $ (0.14) $ (0.08)
=========== ===========
Weighted average shares outstanding............................................ 4,420,380 3,467,984
=========== ===========
</TABLE>
See accompanying notes.
4
<PAGE>
ROBOCOM SYSTEMS INTERNATIONAL INC.
STATEMENTS OF OPERATIONS
(unaudited)
Nine Months Ended February 29,
------------------------------
2000 1999
----------- -----------
Revenues:
Software license fees ................... $ 597,559 $ 794,441
Services ................................ 1,132,069 2,145,477
Hardware ................................ 1,792,285 1,703,067
Maintenance ............................. 1,008,996 953,643
----------- -----------
Total revenues .......................... 4,530,909 5,596,628
----------- -----------
Cost of revenues:
Cost of license fees .................... 193,281 207,989
Cost of services ........................ 916,689 1,081,958
Cost of hardware ........................ 1,303,825 1,484,885
Cost of maintenance ..................... 781,303 923,527
----------- -----------
Total cost of revenues .................. 3,195,098 3,698,359
Amortization of software development costs ..... 1,090,836 791,487
----------- -----------
4,285,934 4,489,846
----------- -----------
Gross margin ................................... 244,975 1,106,782
Selling, general and administrative expenses ... 2,679,566 2,907,187
----------- -----------
(2,434,591) (1,800,405)
Interest income and other, net ................. 33,360 69,887
----------- -----------
Loss before benefit for income taxes ........... (2,401,231) (1,730,518)
----------- -----------
Benefit for income taxes ....................... -- (677,987)
----------- -----------
Net loss ....................................... $(2,401,231) $(1,052,531)
=========== ===========
Net loss per basic and diluted share ........... $ (0.63) $ (0.30)
=========== ===========
Weighted average shares outstanding ............ 3,787,750 3,467,984
=========== ===========
See accompanying notes.
5
<PAGE>
ROBOCOM SYSTEMS INTERNATIONAL INC.
STATEMENTS OF CASH FLOWS
(unaudited)
<TABLE>
<CAPTION>
Nine Months Ended February 29,
-----------------------------
2000 1999
------------ ------------
<S> <C> <C>
Operating activities
Net loss .................................................... $ (2,401,231) $ (1,052,531)
Adjustments to reconcile net loss to net
cash (used in) provided by operating activities:
Depreciation ............................................ 87,966 82,033
Benefit for deferred income taxes ....................... -- (677,988)
Amortization of software development costs .............. 1,090,836 791,487
Amortization of deferred compensation ................... 56,925 56,925
Changes in operating assets and liabilities:
Accounts receivable .................................. 283,572 362,001
Unbilled revenue ..................................... 172,023 600,821
Other current assets and other ....................... (2,885) (123,686)
Accounts payable ..................................... 571,452 8,253
Accrued expenses ..................................... (132,692) 20,983
Deferred revenue ..................................... 73,728 134,529
------------ ------------
Net cash (used in) provided by operating activities.......... (200,306) 202,827
------------ ------------
Investing activities
Software development costs .................................. (959,888) (848,153)
Purchase of short-term investments .......................... (4,144,964) (10,061,380)
Redemption of short-term investments ........................ 4,012,165 10,546,340
Capital expenditures ........................................ (29,774) (21,681)
------------ ------------
Net cash used in investing activities ....................... (1,122,461) (384,874)
------------ ------------
Financing activities
Net proceeds from private placement ......................... 1,280,869 --
------------ ------------
Net cash provided by financing activities ................... 1,280,869 --
------------ ------------
Decrease in cash and cash equivalents ....................... (41,898) (182,047)
Cash and cash equivalents at beginning of period ........... 101,148 384,034
------------ ------------
Cash and cash equivalents at end of period .................. $ 59,250 $ 201,987
============ ============
Supplemental disclosures of cash flow information:
Cash paid for income taxes .................................. $ 11,253 $ 17,467
============ ============
</TABLE>
See accompanying notes.
6
<PAGE>
ROBOCOM SYSTEMS INTERNATIONAL INC.
NOTES TO FINANCIAL STATEMENTS
February 29, 2000
(unaudited)
1. Background and Basis of Financial Statement Presentation
The accompanying unaudited financial statements of Robocom Systems
International Inc. (the "Company") have been prepared in accordance with
generally accepted accounting principles for interim financial reporting and
with the instructions to Form 10-QSB and Article 10 of Regulation S-X.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
In the opinion of management, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included. The
Company's operations consist of the development and marketing of automated
warehouse management systems and related software, which is used by various
commercial enterprises primarily located in the United States, Australia and
Europe. The Company licenses and installs its proprietary software product,
RIMS, which is an "off-the-shelf" inventory management system. The Company also
provides related services, including modification, project management, training,
implementation support, maintenance and the sale of hardware and third party
software.
Operating results for the nine-month period ended February 29, 2000 are not
necessarily indicative of the results that may be expected for the year ended
May 31, 2000. For further information, refer to the financial statements and
footnotes thereto included in the Company's Annual Report on Form 10-KSB for the
year ended May 31, 1999.
2. Private Placement Offering
On November 30, 1999 and February 25, 2000, the Company raised aggregate net
proceeds of $1,280,869 in private placement offering of its common stock,
primarily with a group of the Company's founders and executive management team.
In exchange for the net proceeds, 1,028,000 shares of common stock were issued,
together with five-year warrants to purchase up to 385,500 shares of common
stock at exercise prices ranging from $1.50 to $4.00. Subsequent to this
financing, the Company has 4,495,984 shares outstanding, of which the Company's
directors and executive officers own in the aggregate approximately 58%.
7
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
Certain statements in this Report constitute "forward-looking statements" within
the meaning of the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements involve known and unknown risks, uncertainties and
other factors which may cause the actual results, performance or achievements of
the Company to be materially different from any future results, performance or
achievements expressed or implied by such forward-looking statements. Factors
that might cause such a difference include, among others, uncertainties relating
to general economic and business conditions; industry trends; changes in demand
for the Company's product; uncertainties relating to customer plans and
commitments and the timing of orders received from customers; announcements or
changes in pricing policies by the Company or its competitors; unanticipated
delays in the development, market acceptance or installation of the Company's
products; availability of management and other key personnel; availability,
terms and deployment of capital; relationships with third-party equipment
suppliers; governmental export and import policies; global trade policies; and
worldwide political stability and economic growth. The words "believe",
"expect", "anticipate", "intend" and "plan" and similar expressions identify
forward-looking statements. Readers are cautioned not to place undue reliance on
these forward-looking statements, which speak only as of the date the statement
was made.
RESULTS OF OPERATIONS
Comparison of Three Months Ended February 29, 2000 and February 28, 1999
Revenues. Total revenues increased by approximately 16% to $2,153,027 in
the three months ended February 29, 2000 as compared to $1,856,837 in the three
months ended February 28, 1999. Software license fees decreased by approximately
66% primarily due to lower sales, both domestically and internationally, in the
three months ended February 29, 2000, as compared to the three months ended
February 28, 1999, due to a significant slowdown in new contracts principally as
a result of Year 2000 concerns. Software license fees should accelerate
beginning in the fourth quarter of fiscal 2000 due to the elimination of these
concerns and the Company's investments in sales and marketing. Service revenues
decreased by approximately 27% for the 2000 period as compared to the 1999
period, primarily due to lower revenues from services provided for fewer
installations of RIMS software in the 2000 period as a result of the slowdown in
new contracts. Hardware revenues increased by approximately 174% during the 2000
period as compared to the 1999 period, primarily due to significant sales of
RIMS related hardware to two customers offset in part, by fewer sales of
hardware related to computer systems networks in the 2000 period. Maintenance
revenues remained relatively consistent in the 2000 period as compared to the
1999 period due to a 20% increase in the number of sites under software
maintenance offset, in part, by lower hardware related maintenance revenues in
the 2000 period due to the election of several customers to discontinue hardware
maintenance on older equipment.
Cost of Revenues. Total cost of revenues increased by approximately 25% to
$1,502,660 in the three months ended February 29, 2000 as compared to $1,207,428
in the three months ended February 28, 1999. As a percentage of revenues, total
cost of revenues increased to approximately 70% in the 2000 period as compared
to approximately 65% in the 1999 period. As a percentage of license fee
revenues, cost of license fees significantly increased primarily due to lower
software revenues with related third party software fees in the 2000 period as
compared to a significant portion of software license revenues with no related
third party software fees in the 1999 period. The cost of license fees as a
percentage of license fee revenues was unusually high during the 2000 period and
is expected to normalize as additional licenses are sold. As a percentage of
service revenues, the cost of services increased in the 2000 period as compared
to the 1999 period primarily due to lower billable support services in the 2000
period. This percentage may increase due to lower services related to
modifications as the Company continues to sell primarily its standard RIMS
product. As a percentage of hardware revenues, the cost of hardware decreased
due to higher hardware revenues in the 2000 period as compared to the 1999
period. In addition, in the 1999 period, hardware revenues related to computer
systems networks were not sufficient to cover the related overhead costs
resulting in a significantly higher cost of hardware as a percentage of hardware
revenues. As a percentage of maintenance revenues, the cost of maintenance was
lower in the 2000 period as compared to the 1999 period due to a larger number
of maintenance contracts in operation in the 2000 period and lower costs
associated with maintaining older versions of RIMS.
8
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
(continued)
Amortization of Software Development Costs. Amortization of software
development costs increased by approximately 46% to $385,872 in the three months
ended February 29, 2000 as compared to $263,829 in the three months ended
February 28, 1999. The increase was due to the commencement of amortization of
capitalized software development costs for RIMS Version 4.0 in the fourth
quarter of fiscal 1999 and RIMS Version 4.2 in the third quarter of fiscal 2000,
during which quarters such versions were first available for sale. As a
percentage of revenue, the amortization of software development costs was
approximately 18% in the 2000 period and 14% in the 1999 period.
Selling, General and Administrative Expenses. Selling, general and
administrative expenses remained relatively consistent at $872,259 in the three
months ended February 29, 2000 as compared to $867,283 in the three months ended
February 28, 1999. As a percentage of revenue, selling, general and
administrative expenses decreased to approximately 41% in the 2000 period as
compared to approximately 47% in the 1999 period. The decrease in selling,
general and administrative expenses as a percentage of revenues is due to higher
revenues in the 2000 period as selling, general and administrative expenses do
not result in attendant increases in revenues.
Interest Income and Other, net. Interest income decreased by $6,013 to
$10,863 in the three months ended February 29, 2000 as compared to the three
months ended February 28, 1999. The decrease is primarily due to the reduction
of the remaining net proceeds from the Company's June 1997 initial public
offering, which were utilized for software development and working capital
requirements, offset by interest income earned on the net proceeds of the
private placement in November 1999.
Benefit for Income Taxes. Since the Company is operating at a loss, no
provision or benefit is reflected in the 2000 period. No deferred tax expense
has been recorded in the 2000 period as the Company continues to record a
valuation allowance to reserve for the net deferred tax assets. The benefit for
income taxes for the three-month period ended February 28, 1999 consisted of a
tax benefit reflected at 37% of the loss before the benefit for income taxes.
The effective rate reflects a valuation allowance of $48,000.
Comparison of Nine Months Ended February 29, 2000 and February 28, 1999
Revenues. Total revenues decreased by approximately 19% to $4,530,909 in
the nine months ended February 29, 2000 as compared to $5,596,628 in the nine
months ended February 28, 1999. The Company believes the results for the nine
months ended February 29, 2000 were significantly affected by the Year 2000
slowdown in sales of software. Software license fees decreased by approximately
25%, during the 2000 period as compared to the 1999 period, primarily due to
this slowdown. Software license fees should accelerate beginning in the fourth
quarter of fiscal 2000 due to the elimination of Year 2000 concerns and the
Company's investments in sales and marketing. Software license fees from one
customer accounted for approximately 8% of total revenues for the nine months
ended February 29, 2000. Service revenues decreased by approximately 47% for the
2000 period as compared to the 1999 period, primarily due to lower revenues from
services provided for fewer installations of RIMS software as a result of the
slowdown in new contracts and, to a lesser extent, fewer installations of
computer systems networks and office software in the 2000 period. Hardware
revenues increased by approximately 5% during the 2000 period as compared to the
1999 period, primarily due to the increased sale of RIMS related hardware in the
2000 period. Maintenance revenues increased by approximately 6% for the 2000
period as compared to the 1999 period due to a 20% increase in the number of
sites under software maintenance offset in part, by lower hardware related
maintenance revenues in the 2000 period due to the election by several customers
to discontinue hardware maintenance on older equipment.
9
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
(continued)
Cost of Revenues. Total cost of revenues decreased by approximately 14% to
$3,195,098 in the nine months ended February 29, 2000 as compared to $3,698,359
in the nine months ended February 28, 1999. As a percentage of revenues, total
cost of revenues increased to approximately 71% in the 2000 period as compared
to approximately 66% in the 1999 period. As a percentage of license fee
revenues, cost of license fees increased primarily due to lower license fee
revenues with no associated third party software fees as a result of the
slowdown in new contracts. As a percentage of service revenues, the cost of
services was significantly higher in the 2000 period as compared to the 1999
period primarily due to lower billable support and installation services in the
2000 period as a result of the slow down in new contracts. As a percentage of
hardware revenues, the cost of hardware decreased due to the type of hardware
installed. As a percentage of maintenance revenues, the cost of maintenance was
lower in the 2000 period as compared to the 1999 period due to a larger number
of maintenance contracts in operation in the 2000 period. In the 1999 period,
several RIMS versions and language translations had been released that required
higher initial maintenance.
Amortization of Software Development Costs. Amortization of software
development costs increased by approximately 38% to $1,090,836 in the nine
months ended February 29, 2000 as compared to $791,487 in the nine months ended
February 28, 1999. The increase was due to the commencement of amortization of
capitalized software development costs for RIMS Version 4.0 in the fourth
quarter of fiscal 1999 and RIMS Version 4.2 in the third quarter of fiscal 2000,
during which quarters such versions were first available for sale. As a
percentage of revenue, the amortization of software development costs was
approximately 24% in the 2000 period and 14% in the 1999 period.
Selling, General and Administrative Expenses. Selling, general and
administrative expenses decreased by approximately 8% to $2,679,566 in the nine
months ended February 29, 2000 as compared to $2,907,187 in the nine months
ended February 28, 1999. As a percentage of revenue, selling, general and
administrative expenses increased to approximately 59% in the 2000 period as
compared to approximately 52% in the 1999 period. The increase in selling,
general and administrative expenses as a percentage of revenues is due to lower
revenues in the 2000 period as selling, general and administrative expenses do
not result in attendant increases in revenues. The Company anticipates that
sales and marketing expenses should increase due to increased emphasis on
marketing RIMS.
Interest Income and Other, net. Interest income decreased by $36,527 to
$33,360 in the nine months ended February 29, 2000 as compared to the nine
months ended February 28, 1999. The decrease is primarily due to the reduction
of the remaining net proceeds from the Company's June 1997 initial public
offering, which were utilized for software development and working capital
requirements, offset, in part, by interest income earned on the net proceeds of
the private placement in November 1999.
Benefit for Income Taxes. Since the Company is operating at a loss, no
provision or benefit is reflected in the 2000 period. No deferred tax expense
has been recorded in the 2000 period as the Company continues to record a
valuation allowance to reserve for the net deferred tax assets. The benefit for
income taxes for the nine-month period ended February 28, 1999 consisted of a
tax benefit reflected at 39% of the loss before the benefit for income taxes.
The effective rate reflects a valuation allowance of $48,000.
10
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
(continued)
LIQUIDITY AND CAPITAL RESOURCES
The Company has a bank line of credit (the "Line of Credit"), which
expires on September 30, 2000 and provides for borrowings of up to $2,000,000.
Amounts outstanding under the Line of Credit are payable on demand and are
collateralized by the assets of the Company. Borrowings bear interest at the
prime rate (9.00% at April 14, 2000). The Company had no borrowings under the
Line of Credit at February 29, 2000. In the future, however, the Company may
borrow against this or a subsequent line of credit. The amount available under
the Line of Credit is reduced by two $50,000 standby letters of credit with the
same bank. One is being utilized as collateral for a vendor and expires on
December 31, 2000. The other is being utilized as collateral for a customer and
expires on February 9, 2001.
Net cash used by operating activities was $200,306 in the nine months
ended February 29, 2000 and net cash provided by operating activities was
$202,827 in the nine months ended February 28, 1999. Cash flows from operations
decreased in the 2000 period primarily due to a higher loss from operations.
The Company capitalized $959,888 and $848,153 in the nine months ended
February 29, 2000 and February 28, 1999, respectively, for software development
costs. The capitalized software development costs in process in the 2000 period
included costs of adding, among other things, functionality to provide
additional internet and intranet-based capability to the standard RIMS product
and universal integration to legacy and enterprise resource planning systems.
The Company expended $29,774 and $21,681 in the nine months ended February 29,
2000 and February 28, 1999, respectively, for purchases of equipment.
As of February 29, 2000, the Company had $59,250 in cash and cash
equivalents and working capital of $986,549.
To fund working capital and provide for future growth, management is
currently seeking to raise additional capital through a private financing. Our
inability to raise additional funds when needed could have a material adverse
effect on our business, operating results and financial condition. Our capital
requirements depend on many factors, including the expansion of sales and
marketing, new product development (which approximates $1.2 million in the next
twelve months) and the level and timing of revenue.
Impact of Year 2000
In prior years, the Company discussed the nature and progress of its plans
to become Year 2000 ready. In fiscal 1999, the Company completed its remediation
and testing of systems. As a result of those planning and implementation
efforts, the Company experienced no significant disruptions in mission critical
information technology and non-information technology systems and believes those
systems successfully responded to the Year 2000 date change. The Company
incurred minimal costs in connection with remediating its systems. The Company
is not aware of any material problems resulting from Year 2000 issues, either
with its products, its internal systems, or the products and services of third
parties. The Company will continue to monitor its mission critical computer
applications and those of its suppliers and vendors throughout the year 2000 to
ensure that any latent Year 2000 matters that may arise are addressed promptly.
11
<PAGE>
PART II. OTHER INFORMATION:
ITEM 5. OTHER INFORMATION
On February 25, 2000, the Company sold one unit, consisting of (i) 80,000
shares of common stock, par value $.01 per share, (ii) a five-year warrant to
purchase up to 5,000 shares of common stock at exercise price of $1.50 per
share, (iii) a five-year warrant to purchase up to 10,000 shares of common stock
at exercise price of $2.50 per share, and (iv) a five-year warrant to purchase
up to 15,000 shares of common stock at exercise price of $4.00 per share. Net
proceeds to the Company were $98,068 from this private placement offering.
The offering and sale of the unit was exempt from registration under the
Securities Act of 1933 by virtue of Section 4(2) thereof.
ITEM 9. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
Exhibit Number Description
-------------- -----------
27 Financial Data Schedule
(b) Reports on Form 8-K
No reports on Form 8-K were filed during the third quarter of fiscal 2000.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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, in Massapequa, New
York, on April 14, 2000.
ROBOCOM SYSTEMS INTERNATIONAL INC.
By: /s/David Dinin
--------------------------------------
David Dinin
President and Chief Executive Officer
By: /s/Elizabeth A. Burke
--------------------------------------
Elizabeth A. Burke
Vice President - Finance and Chief
Financial Officer
12
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> MAY-31-2000
<PERIOD-END> FEB-29-2000
<CASH> 59,250
<SECURITIES> 1,276,935
<RECEIVABLES> 1,391,084
<ALLOWANCES> 9,171
<INVENTORY> 0
<CURRENT-ASSETS> 3,205,480
<PP&E> 710,421
<DEPRECIATION> 453,741
<TOTAL-ASSETS> 7,974,859
<CURRENT-LIABILITIES> 2,218,931
<BONDS> 0
0
0
<COMMON> 44,960
<OTHER-SE> 5,514,319
<TOTAL-LIABILITY-AND-EQUITY> 7,974,859
<SALES> 4,530,909
<TOTAL-REVENUES> 4,530,909
<CGS> 3,195,098
<TOTAL-COSTS> 6,965,500
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (2,401,231)
<INCOME-TAX> 0
<INCOME-CONTINUING> (2,401,231)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2,401,231)
<EPS-BASIC> (.63)
<EPS-DILUTED> (.63)
</TABLE>
