<PAGE> 1
- -----------------------------------------------------------------
- -----------------------------------------------------------------
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: June 30, 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 June 30, 1996, 8,082,443 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/
- -------------------------------------------------------------------
- -------------------------------------------------------------------
<PAGE> 2
ORS AUTOMATION, Inc.
INDEX TO FORM 10-QSB
June 30, 1996
Page
Part I - Financial Information
Item 1. Financial Statements:
Unaudited Balance Sheet - June 30, 1996 3
Unaudited Statements of Operations and Accumulated
Deficit for the Three Months and Six Months
Ending June 30, 1996 and 1995. 4,5
Unaudited Statements of Cash Flows for the Six
Months Ending June 30, 1996 and 1995. 6
Notes to Financial Statements. 7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations. 8,9
Part II - Other Information 9
Signatures 10
2
- -------------------------------------------------------------------
<PAGE> 3
PART I FINANCIAL STATEMENTS
ORS AUTOMATION, INC.
UNAUDITED BALANCE SHEET
JUNE 30, 1996
<TABLE>
<S> <C>
ASSETS
Current Assets:
Cash $ 122,684
Accounts receivable,
net of allowance for doubtful accounts of $0 297,785
Inventory, net 126,182
Prepaid expenses 3,437
------------
Total Current Assets 550,088
Property and Equipment, net 12,870
-------------
TOTAL ASSETS $ 562,958
=============
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current Liabilities:
Accounts payable and accrued expenses $ 43,483
-------------
Total Current Liabilities 43,483
Priority tax claims payable - interest 123,829
Priority tax claims payable - Principal 225,077
Note Payable - related party 166,102
Accrued Interest Payable - related Party 219,250
-------------
Total Liabilities 777,741
Stockholders' Deficit:
Preferred stock 10,000
Common stock 122,824
Capital in excess of par value 24,914,163
Accumulated deficit (25,261,770)
---------------
Total Stockholders' Deficit (214,783)
---------------
TOTAL LIABILITIES AND STOCKHOLDERS'
DEFICIT $ 562,958
==============
</TABLE>
The Notes to Financial Statements are an integral part of this statement
3
- ---------------------------------------------------------------------
<PAGE> 4
ORS AUTOMATION, INC.
UNAUDITED STATEMENTS OF OPERATIONS AND ACCUMULATED DEFICIT
FOR THE THREE and SIX MONTHS ENDED JUNE 30, 1996 AND 1995
<TABLE>
<CAPTION>
Three Months Ended June 30,
---------------------------
1996 1995
------ ------
<S> <C> <C>
Sales $ 256,071 $ 186,061
Cost of Goods Sold 203,899 144,845
-------- --------
Gross Profit 52,172 41,216
Administrative, Marketing and General
Expenses 69,369 62,569
-------- --------
Loss From Operations (17,197) (21,353)
Other (Income) Expense
Recovery of bad debt --- (67,451)
Miscellaneous Income --- (1,200)
Interest Income (1,521) (555)
Interest Expense 10,090 10,090
Depreciation and Amortization 1,703 1,410
--------- ---------
Total Other Expense, net 10,272 (57,706)
--------- ---------
Income (Loss) Before Provision for Income Taxes (27,469) 36,353
Provision for Income Taxes --- ---
--------- ---------
Net Income (Loss) (27,469) 36,353
Accumulated Deficit, Beginning of Period (25,234,301) (25,228,011)
------------ -------------
Accumulated Deficit, End of Period $(25,261,770) $(25,191,658)
============= ==============
Loss per Share of Common Stock $ (.00) $ (.00)
============= =============
Weighted Average Number of Common
Shares Outstanding 20,070,216 20,728,189
============ ==============
</TABLE>
The Notes to Financial Statements are an integral part of this statement
4
- -------------------------------------------------------------------
<PAGE> 5
<TABLE>
<CAPTION>
Six Months Ended June 30,
---------------------------
1996 1995
------ ------
<S> <C> <C>
Sales $ 470,018 $ 347,209
Cost of Goods Sold 380,046 283,842
-------- --------
Gross Profit 89,972 63,367
Administrative, Marketing and General
Expenses 139,886 127,138
-------- --------
Loss From Operations (49,914) (63,771)
Other (Income) Expense
Recovery of bad debt --- (67,451)
Miscellaneous Income --- (2,007)
Interest Income (3,411) (1,264)
Interest Expense 20,180 20,237
Depreciation and Amortization 3,344 2,688
--------- ---------
Total Other Expense, net 20,113 (47,797)
--------- ---------
Income (Loss) Before Provision for Income Taxes (70,027) (15,974)
Provision for Income Taxes --- ---
--------- ---------
Net Income (Loss) (70,027) (15,974)
Accumulated Deficit, Beginning of Period (25,191,743) (25,175,684)
------------ -------------
Accumulated Deficit, End of Period $(25,261,770) $(25,191,658)
============= ==============
Loss per Share of Common Stock $ (.00) $ (.00)
============= =============
Weighted Average Number of Common
Shares Outstanding 20,070,216 20,728,189
============ ==============
</TABLE>
The Notes to Financial Statements are an integral part of this statement
5
- ---------------------------------------------------------------------
<PAGE> 6
ORS AUTOMATION, INC.
UNAUDITED STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30, 1996 AND 1995
<TABLE>
<CAPTION>
1996 1995
------ ------
<S> <C> <C>
Cash Flows From Operating Activities
Net Loss $ (70,027) $ (15,974)
Adjustments to reconcile net (loss) to net
cash (used in) operating activities:
Depreciation and amortization 3,344 2,688
Cash provided by (used for) changes in:
Accounts receivable, net 127,318 (1,537)
Inventory, net (12,441) (37,877)
Prepaid expenses (1,433) (1,617)
Accounts payable and accrued expenses 2,576 (4,210)
Accrued interest payable-priority tax
claims 10,214 10,271
Accrued interest payable-related party 9,966 9,966
------- --------
Net Cash Provided (Used In) Operating
Activities 69,517 (38,290)
Cash Flows From Investing Activities:
Purchase of property and equipment (5,995) (6,276)
--------- ---------
Net Cash Used in Investing Activities (5,995) (6,276)
--------- ---------
Net Increase (Decrease) in Cash 63,522 (44,566)
Cash at the Beginning of the Period 59,162 57,420
-------- --------
Cash at the End of the Period $ 122,684 $ 12,854
========== =========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid during the period for:
Interest $ --- $ ---
Income taxes $ 297 125
</TABLE>
SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES:
Pursuant to the Plan of Reorganization, $45,000 of 5% convertible
debentures and $40,000 of 11 1/2% convertible debentures were converted into
6,003 and 33,680 shares, respectively, of common stock during the quarters
ended March 31, 1996, and June 30, 1996, respectively. No debentures were
converted for the six month period ending June 30, 1995.
The Notes to Financial Statements are an integral part of this statement
6
- --------------------------------------------------------------
<PAGE> 7
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 June 30, 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 and six
months ended June 30, 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
June 30, 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 June 30, 1996,
8,082,443 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 June 30, 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
7
- -----------------------------------------------------------------
<PAGE> 8
ORS AUTOMATION, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
GENERAL
In 1995, a major product development effort resulted in a new "WINDOWS" based
vision system which accounted for approximately 75% of the total sales
generated in the six months ending June 30, 1996.
Related Party Transactions
In the second quarter of 1996, the Company allocated a lesser part of its
resources to engineering services sold to Affiliated Manufacturers, Inc.
(AMI), a principal shareholder in the Company, than in in first quarter ended
March 31, 1996. Of the $470,455 in total sales for the six months ending June
30, 1996, approximately 8% or $38,781 consisted of engineering and support
services to AMI, while equipment sales to AMI accounted for $155,306.
RESULTS OF OPERATIONS FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 1996
COMPARED TO THE THREE AND SIX MONTHS ENDED JUNE 30, 1995
Sales for the three month and six month period ended June 30, 1996 increased
37.6% and 35.4% to $256,071 and $470,018, respectively, compared to $186,061
and $347,209, for the three and six month periods ended June 30, 1995. The
gross profit percentage increased slightly to 19.1% for the six month period
ended June 30, 1996 as compared to 18.3% for the six month period ended June
30, 1995. These variations are largely due to market fluctuations in computer
hardware costs on delivered equipment.
The Company's administrative, marketing and general expenses increased by
10.9% to $69,369 for the three month period ended June 30, 1996. The Company's
administrative, marketing and general expenses increased by 10.0% to $139,886
for the six month period ended June 30, 1996 as compared to $127,138 for the
six month period ended June 30, 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 June 30, 1996 was
$17,197 as compared with a loss of $21,353 for the three month period ended
June 30, 1995. A loss of $49,914 from operations was incurred for the six
month period ended June 30, 1996 compared to a loss from operations of $63,771
for the six month period ended June 30, 1995.
The Company had a one time recovery of bad debt in the amount of $67,451 in
1995 which provided it with other income of $59,707 and $47,797 for the three
and six months ended June 30, 1995, as compared to other expenses of $10,272
and $20,113 for the three and six months ended June 30, 1996. Net loss of
$70,027 was incurred for the six month period ended June 30, 1996 as compared
to net loss of $15,974 for the six month period ended June 30, 1995.
8
- -------------------------------------------------------------------
<PAGE> 9
LIQUIDITY AND CAPITAL RESOURCES
The Company has very limited funds to meet its working capital requirements.
The Company needs to obtain additional capital. To date the Company has been
unable to obtain any bank financing and there is no assurance that it will be
available to the Company from any other sources.
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.
PART II - OTHER INFORMATION
NONE
9
- ------------------------------------------------------------------
<PAGE> 10
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: August 7, 1996 /s/ Benson M. Austin
Benson M. Austin
Chairman of The Board
(Treasurer)
10
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted
from the Unaudited Statements of Operations and Accumulated
Deficit for the Six Months Ended June 30, 1996 and the
Unaudited Balance Sheet at June 30, 1996 and is qualified in its
entirety by reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> JUN-30-1996
<CASH> 122,684
<SECURITIES> 0
<RECEIVABLES> 297,785
<ALLOWANCES> 0
<INVENTORY> 126,182
<CURRENT-ASSETS> 550,088
<PP&E> 387,750
<DEPRECIATION> 374,880
<TOTAL-ASSETS> 562,958
<CURRENT-LIABILITIES> 43,483
<BONDS> 0
0
10,000
<COMMON> 122,824
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 562,958
<SALES> 470,018
<TOTAL-REVENUES> 473,429
<CGS> 380,046
<TOTAL-COSTS> 519,932
<OTHER-EXPENSES> 3,344
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 20,180
<INCOME-PRETAX> (70,027)
<INCOME-TAX> (70,027)
<INCOME-CONTINUING> (70,027)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (70,027)
<EPS-PRIMARY> 0.00
<EPS-DILUTED> 0.00
</TABLE>
