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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________
FORM 10-QSB
QUARTERLY REPORT UNDER SECTION 13 or 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended: March 31, 1996
Commission File No.: 0-10854
ORS AUTOMATION, INC.
(Exact name of small business issuer as specified in its charter)
DELAWARE 13-27956-75
(State or other jurisdiction of (I.R.S Employer
incorporation or organization) Identification No.)
402 Wall Street, Princeton, New Jersey 08540
(Address of principal executive offices) (Zip Code)
(609) 924-1667
(Issuer's telephone number, including area code)
Check whether the issuer (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
Check whether the issuer has filed all documents and reports required to
be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934
subsequent to the distribution of securities under a plan confirmed by a
court. Yes /X/ No
As of March 31, 1996, 8,048,763 shares of the registrants Common Stock
and 12,000,000 shares of Class A Common Stock were outstanding .
Transitional Small Business Format. Yes No /X/
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ORS AUTOMATION, Inc.
INDEX TO FORM 10-QSB
March 31, 1996
Page
Part I - Financial Information
Item 1. Financial Statements:
Unaudited Balance Sheet - March 31, 1996 3
Unaudited Statements of Operations and Accumulated
Deficit for the Three Months Ending
March 31, 1996 and 1995. 4
Unaudited Statements of Cash Flows for the Three
Months Ending March 31, 1996 and 1995. 5
Notes to Financial Statements. 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations. 7,8
Part II - Other Information 8
Signatures 9
2
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PART I FINANCIAL STATEMENTS
ORS AUTOMATION, INC.
UNAUDITED BALANCE SHEET
MARCH 31, 1996
<TABLE>
<S> <C>
ASSETS
Current Assets:
Cash $ 252,498
Accounts Receivable, net of allowance
for doubtful accounts of $0 162,153
Inventory, net 136,594
Prepaid Expenses 3,835
---------
Total Current Assets 555,080
Property and Equipment, net 13,928
---------
TOTAL ASSETS $ 569,008
=========
LIABILITIES AND STOCKHOLDER'S DEFICIT
Current Liabilities:
Accounts payable and accrued expenses $ 32,154
---------
Total current Liabilities 32,154
Priority Tax Claims Payable - Interest 118,722
Priority Tax Claims Payable - Principal 225,077
Note Payable - Related Party 166,102
Accrued Interest Payable - Related Party 214,267
---------
724,168
Stockholders Deficit:
Preferred Stock 10,000
Common Stock 122,488
Capital in excess of par 24,914,499
Accumulated deficit (25,234,301)
-------------
Total Stockholder's Deficit (187,314)
------------
TOTAL LIABILITIES AND STOCKHOLDER'S
DEFICIT $ 569,008
===============
</TABLE>
The Notes to Financial Statements are an integral part of this statement
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ORS AUTOMATION, INC.
UNAUDITED STATEMENTS OF OPERATIONS AND ACCUMULATED DEFICIT
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
<TABLE>
<CAPTION>
1996 1995
------ ------
<S> <C> <C>
Sales $ 213,947 $ 161,148
Cost of Goods Sold 176,147 138,997
-------- --------
Gross Profit 37,800 22,151
Administrative, Marketing and General
Expenses 70,517 64,569
-------- --------
Loss From Operations (32,717) (42,418)
Other (Income) Expense
Miscellaneous Income --- (807)
Interest Income (1,890) (709)
Interest Expense 10,090 10,147
Depreciation and Amortization 1,641 1,278
--------- ---------
Total Other Expense, net 9,841 9,909
--------- ---------
Loss Before Provision for Income Taxes (42,558) (52,327)
Provision for Income Taxes --- ---
--------- ---------
Net Loss (42,558) (52,327)
Accumulated Deficit, Beginning of Period (25,191,743) (25,175,684)
------------ -------------
Accumulated Deficit, End of Period $(25,234,301) $(25,288,011)
============= ==============
Loss per Share of Common Stock $ (.00) $ (.00)
============= =============
Weighted Average Number of Common
Shares Outstanding 20,047,763 20,002,233
============ ==============
</TABLE>
The Notes to Financial Statements are an integral part of this statement
4
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ORS AUTOMATION, INC.
UNAUDITED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
<TABLE>
<CAPTION>
1996 1995
------ ------
<S> <C> <C>
Cash Flows From Operating Activities
Net Loss $ (42,558) $ (52,327)
Adjustments to reconcile net loss to net
cash provided by (used in) operating
activities:
Depreciation and amortization 1,641 1,278
Cash provided by (used for) changes in:
Accounts receivable, net 262,950 121,217
Inventory, net (22,853) (28,128)
Prepaid expenses (1,831) (3,429)
Accounts payable and accrued expenses (8,753) (10,296)
Accrued interest payable-priority tax
claims 5,107 5,164
Accrued interest payable-related party 4,983 4,983
--------- ---------
Net Cash Provided (Used In) Operating
Activities 198,686 38,462
Cash Flows From Investing Activities:
Purchase of property and equipment (5,350) (4,948)
--------- ---------
Net Cash Used in Investing Activities (5,350) (4,948)
--------- ---------
Net Increase (Decrease) in Cash 193,336 33,514
Cash at the Beginning of the Period 59,162 57,420
-------- --------
Cash at the End of the Period $ 252,498 $ 90,934
========== =========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid during the period for:
Interest $ --- $ ---
Income taxes $ --- 297
</TABLE>
SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES:
The Company had two convertible subordinated debenture issues, one for
$2,000,000 bearing interest at 11 1/2 percent per annum and the other for
$727,000 with interest at 5 percent per annum. These debentures carried
various conversion and redemption rights until the confirmation of the Plan of
Reorganization on April 8, 1991 at which time the debentures including accrued
interest were convertible into common stock. During the quarter ended March
31, 1996, $45,000 of 5% debenture was converted into 6,003 shares of common
stock. Debenture holders have a five year period from the date April 8, 1991,
which is the date the Company emerged from bankruptcy, to convert into common
stock. As of March 31, 1996 and 1995, 687,893 and 687,956 shares,
respectively, are held open for conversion.
The Notes to Financial Statements are an integral part of this statement
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ORS AUTOMATION, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note 1 - Basis of Presentation
The unaudited financial statements included herein have been prepared by
the Company pursuant to the rules and regulations of the Securities and
Exchange Commission. Accordingly, they do not include all of the information
and footnotes required by generally accepted accounting principles for
complete financial statements. The unaudited interim financial statements as
of March 31, 1996 and 1995 reflect all adjustments (consisting of normal
recurring accruals) which, in the opinion of management, are considered
necessary for a fair presentation of the results for the periods covered.
The Unaudited Statements of Operations for the three months ended March
31, 1996 and 1995 are not necessarily indicative of results for the full year.
While the Company believes that the disclosures presented are adequate to
make the information not misleading, these financial statements should be read
in conjunction with the financial statements and accompanying notes included
in the Company's Current Report on Form 10-KSB dated December 31, 1995.
Note 2 - Preferred and Common Stock
The preferred stock of the Company has a par value of $.01 per share and
1,000,000 shares have been authorized to be issued. All are outstanding at
March 31, 1996.
The common stock of the Company has a par value of $.01 per share and
10,000,000 shares have been authorized to be issued. As of March 31, 1996,
8,048,763 shares are outstanding.
The Company also has Class A common stock, which has a par value of
$.0035 per share and 12,000,000 shares have been authorized to be issued. All
are outstanding at March 31, 1996.
Note 3 - Income Per Share
Income per share has been computed based upon the weighted average number
of shares of the sum of both common stock and Class A common stock outstanding
during the period.
Note 4 - Reclassifications
Certain reclassifications have been made to the 1995 financial statements
to conform with the 1996 financial statement presentation.
The Notes to Financial Statements are an integral part of this statement
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ORS AUTOMATION, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
GENERAL
Commencing in 1995, the Company has allocated a greater amount of its sales
and services to Affiliated Manufacturers, Inc. (AMI), a principal shareholder
in the Company, which on the whole provides the Company with substantially
narrower margins as compared to sales to third parties. Of the $213,947 in
total sales for the three months ending March 31, 1996, approximately 14% or
$30,408 consisted of engineering and support services which billed at the
Company's direct labor cost. In addition, equipment sales to AMI accounted for
$84,176 or 39% of total sales in the three months ended March 31, 1996. At
March 31, 1996, the accounts receivable due from AMI was $110,000.
In 1995, a major product development effort resulted in a new "WINDOWS" based
vision system which accounted for approximately 76% of the total sales
generated in the three months ending March 31, 1996.
RESULTS of OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 1996
COMPARED TO THE THREE MONTHS ENDED MARCH 31, 1995
Sales for the three month period ended March 31, 1996 increased 33% to
$213,947 compared to $161,148 for the comparable period in 1995. In addition,
the gross profit percentage increased to 18% for the three month period ended
March 31, 1996 as compared to 14% for the three month period ended March 31,
1995. This increase was largely due to lower computer hardware costs on
delivered equipment.
The Company's administrative, marketing and general expenses increased by 9%
to $70,517 for the three month period ended March 31, 1996 as compared to
$64,569 for the three month period ended March 31, 1995. This increase was
primarily due to higher travel and marketing expenses as more efforts were
placed on developing additional customers.
The loss from operations for the three month period ended March 31, 1996 was
$32,717 as compared with a loss of $42,418 for the three month period ended
March 31, 1995. Net loss was $42,558 for the three month period ended March
31, 1996 as compared to a net loss of $52,327 for the comparable period in
1995.
7
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LIQUIDITY AND CAPITAL RESOURCES
The Company has very limited funds to meet its working capital requirements.
In the event that operations do not generate funds sufficient to cover cash
expenditures, the Company will need to obtain capital from other sources, such
as financial institutions or investors. To date the Company has been unable to
obtain any bank financing and there is no assurance that if financing is
required, it will be available to the Company.
On May 10, 1993, August 10, 1993, November 10, 1993, February 10, 1994, May
10, 1994 and August 10, 1994, payments totaling $45,500, $31,500, $42,000,
$63,000, $73,500 and $42,500, respectively, were due to the Internal Revenue
Service and various State taxing authorities pursuant to the bankruptcy
reorganization plan approved on April 8, 1991. As the Company required cash
for operating capital, payments were not made on the due date. These payments
have been deferred as permitted in the Reorganization Plan. The Company has
had initial communications with the Internal Revenue Service regarding
settling its outstanding obligations, however, no agreement has been reached.
Net cash provided by operating activities was $198,686 for the first three
months of 1996 as compared to net cash provided by operating activities of
$38,462 for the comparable period in 1995. The increase in net cash provided
in 1996 was primarily due to a reduction in accounts receivable of $262,950
and an increase in accrued interest payable totalling $10,090, less net loss
from operations as adjusted for depreciation and amortization, of $40,917 and
an increase in inventory of $22,853. The Company used $5,350 for investing
activities for purchase of fixed assets. The net cash provided of $193,336 for
the first three months of 1996 resulted in a cash balance of $252,498 at March
31, 1996.
PART II - OTHER INFORMATION
NONE
8
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SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
has caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
ORS AUTOMATION, INC.
(Registrant)
Date: May 3, 1996 /s/ Edward Kornstein
Edward Kornstein
President
(Principal Accounting Officer)
9
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted
from the Unaudited Statements of Operations and Accumulated
Deficit for the Three Months Ended March 31, 1996 and the
Unaudited Balance Sheet at March 31, 1996 and is qualified in its
entirety by reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1996
<CASH> 252,498
<SECURITIES> 0
<RECEIVABLES> 162,153
<ALLOWANCES> 0
<INVENTORY> 136,594
<CURRENT-ASSETS> 555,080
<PP&E> 387,105
<DEPRECIATION> 373,177
<TOTAL-ASSETS> 569,008
<CURRENT-LIABILITIES> 32,154
<BONDS> 0
0
10,000
<COMMON> 122,428
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 569,008
<SALES> 213,947
<TOTAL-REVENUES> 215,837
<CGS> 176,147
<TOTAL-COSTS> 246,664
<OTHER-EXPENSES> 1,641
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 10,090
<INCOME-PRETAX> (42,558)
<INCOME-TAX> (42,558)
<INCOME-CONTINUING> (42,558)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (42,558)
<EPS-PRIMARY> 0.00
<EPS-DILUTED> 0.00
</TABLE>
