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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 September 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
identification No.)
incorporation or organization)
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 September 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/
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ORS AUTOMATION, Inc.
INDEX TO FORM 10-QSB
September 30, 1996
Page
Part I - Financial Information
Item 1. Financial Statements:
Unaudited Balance Sheet - September 30, 1996 3
Unaudited Statements of Operations and Accumulated
Deficit for the Three and Nine Months
Ending September 30, 1996 and 1995. 4
Unaudited Statements of Cash Flows for the Nine
Months Ending September 30, 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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<PAGE> 3
PART I FINANCIAL STATEMENTS
ORS AUTOMATION, INC.
UNAUDITED BALANCE SHEET
SEPTEMBER 30, 1996
<TABLE>
<S> <C>
ASSETS
Current Assets:
Cash $ 120,930
Accounts receivable 328,876
Inventory, net 121,243
Prepaid expenses 1,313
----------
Total Current Assets 572,362
Property and Equipment, net 13,236
---------
TOTAL ASSETS $ 585,598
=============
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current Liabilities:
Accounts payable and accrued expenses $ 37,237
- -------
Total Current Liabilities 37,237
Priority Tax Claims Payable - Interest 128,993
Priority Tax Claims Payable - Principal 225,077
Note Payable - related party 166,102
Accrued Interest Payable - related party 224,233
- --------
Total Liabilities 744,405
Stockholders' Deficit:
Preferred stock 10,000
Common stock 122,024
Capital in excess of par 24,914,963
Accumulated deficit
(25,243,031)
- -----------
Total Stockholders' Deficit
(196,044)
- ----------
TOTAL LIABILITIES AND STOCKHOLDERS'
DEFICIT $ 585,598
===============
</TABLE>
The Notes to Financial Statements are an integral part of this
statement
3
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<PAGE> 4
ORS AUTOMATION, INC.
UNAUDITED STATEMENTS OF OPERATIONS AND ACCUMULATED
DEFICIT
FOR THE THREE and NINE MONTHS ENDED SEPTEMBER 30, 1996 AND
1995
<TABLE>
<CAPTION>
Three Months Ended
September 30,
- ---------------------------
1996
1995
------
- ------
<S> <C> <C>
Sales $ 332,872 $
233,565
Cost of Goods Sold 233,213
179,776
--------
- --------
Gross Profit 99,659
53,789
Administrative, Marketing and General
Expenses 69,158
63,583
--------
- --------
Income (Loss) from Operations 30,501
9,794
Other (Income) Expense
Recovery of bad debt ---
- ---
Miscellaneous Income ---
- ---
Interest Income (419)
(521)
Interest Expense 10,147
10,721
Depreciation and Amortization 2,034
1,344
---------
- ---------
Total Other (Income) Expense, net 11,762
11,544
---------
- ---------
Income (Loss) Before Provision for Income Taxes 18,739
(21,338)
Provision for Income Taxes ---
- ---
---------
- ---------
Net Income (Loss) 18,739
(21,338)
Accumulated Deficit, Beginning of Period (25,261,770)
(25,191,658)
------------
- -------------
Accumulated Deficit, End of Period $(25,243,031)
$(25,212,996)
=============
==============
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
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<TABLE>
<CAPTION>
Nine Months Ended
September 30,
- ---------------------------
1996
1995
------
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<S> <C> <C>
Sales $ 802,890 $
580,774
Cost of Goods Sold 613,259
463,618
--------
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Gross Profit 189,631
117,156
Administrative, Marketing and General
Expenses 209,044
190,721
--------
- --------
Income (Loss) from Operations (19,413)
(73,565)
Other (Income) Expense
Recovery of bad debt ---
(67,451)
Miscellaneous Income ---
(2,007)
Interest Income (3,830)
(1,785)
Interest Expense 30,327
30,958
Depreciation and Amortization 5,378
4,032
---------
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Total Other (Income) Expense, net 31,875
(36,253)
---------
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Income (Loss) Before Provision for Income Taxes (51,288)
(37,312)
Provision for Income Taxes ---
- ---
---------
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Net Income (Loss) (51,288)
(37,312)
Accumulated Deficit, Beginning of Period (25,191,743)
(25,175,684)
------------
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Accumulated Deficit, End of Period $(25,243,031)
$(25,212,996)
=============
==============
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
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ORS AUTOMATION, INC.
UNAUDITED STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
<TABLE>
<CAPTION>
1996
1995
------
- ------
<S> <C>
<C>
Cash Flows From Operating Activities:
Net (Loss) $ (51,288)
$ (37,312)
Adjustments to reconcile (loss) to net cash
provided by (used in) operating activities:
Depreciation and amortization 5,378
4,032
Changes in assets and liabilities:
Accounts receivable 96,227
78,088
Inventory (7,502)
(25,398)
Prepaid expenses 691
514
Accounts payable (3,670)
788
Accrued interest payable-related party 15,378
14,949
Accrued interest payable-priority tax claims 14,949
16,009
Net Cash Provided By (Used In) Operating
- --------- --------
Activities 70,163
51,670
Cash Flows From Investing Activities:
Purchase of fixed assets (8,395)
(6,276)
--------
-------
Net Cash Used in Investing Activities (8,395)
(6,276)
Net Increase in Cash 61,768
45,394
Cash at Beginning of the Period 59,162
57,420
--------
-------
Cash at End of the Period $ 120,930
$ 102,814
=============
============
Supplemental Disclosure of Cash Flow Information:
Cash paid during the period for:
Interest $ --
$ --
Income taxes $ 297
$ 125
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
quarter ended March 31, and June 30, 1996, respectively.
Pursuant to the plan $3,000 of 11-1/2 percent convertible
debentures were
converted into 2,526 shares of common stock during the nine
month period
ended September 30, 1995.
</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.
6
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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 September 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 nine
months ended September 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
September 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
September 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 September 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
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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 was expanded to a "WINDOWS 95" based
operating in 1996.
These systems accounted for approximately 80% of the total sales
generated in
the nine months ending September 30, 1996. In 1996, a control
product which
integrated the vision system with motor controls was developed
and accounted
for approximately 12% of sales in the nine months ending
September 30, 1996.
Related Party Transactions
Of the $803,327 in total sales for the nine months ending
September 30, 1996,
approximately 5% or $39,981 consisted of engineering and support
services
provided to Affiliated Manufacturers, Inc. (AMI), a principal
shareholder of
the Company. Equipment sales to AMI accounted for $203,421 or 25%
of total
sales for the same period.
RESULTS OF OPERATIONS
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30,
1996
COMPARED TO THE THREE AND NINE MONTHS ENDED SEPTEMBER 30,
1995
Sales for the three month and nine month period ended September
30, 1996
increased 42.5% and 38.2% to $332,872 and $802,890, respectively,
compared to
$233,565 and $580,774, for the three and nine month periods ended
September
30, 1995. The gross profit percentage increased to 23.6% for the
nine month
period ended September 30, 1996 as compared to 20.2% for the nine
month period
ended September 30, 1995. This increase in gross profit was
largely due to
lower computer hardware costs on delivered equipment.
The Company's administrative, marketing and general expenses
increased by 8.8%
and 9.6% to $69,158 and $209,044, respectively, for the three
month and nine
month period ended September 30, 1996 as compared to the
corresponding periods
in 1995. This increase was primarily due to higher travel and
marketing
expenses, as more efforts were placed on developing additional
customers.
Income from operations for the three month period ended September
30, 1996 was
$30,501 as compared with a loss of $9,794 for the three month
period ended
September 30, 1995. A loss of $19,413 from operations was
incurred for the
nine month period September 30, 1996 compared to a loss from
operations of
$73,565 for the nine month period ended September 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 $36,253 for the nine
months ended
September 30, 1995, as compared to other expenses of $31,875 for
the nine
months ended September 30, 1996. Net income of $18,739 was
provided for the
third quarter of 1996 as compared to a net loss of $21,338 for
the comparable
quarter in 1995. Net loss of $51,288 was incurred for the nine
month period
ended September 30, 1996 as compared to net loss of $37,312 for
the nine month
period ended June 30, 1995.
8
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LIQUIDITY AND CAPITAL RESOURCES
The Company has limited funds to meet its working capital
requirements and
needs to obtain additional capital to expand its marketing and
sales
activities. 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
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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: November 13, 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 Nine Months Ended September 30, 1996 and the
Unaudited Balance Sheet at September 30, 1996 and is qualified in
its
entirety by reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> SEP-30-1996
<CASH> 120,930
<SECURITIES> 0
<RECEIVABLES> 328,876
<ALLOWANCES> 0
<INVENTORY> 121,243
<CURRENT-ASSETS> 572,362
<PP&E> 390,150
<DEPRECIATION> 376,914
<TOTAL-ASSETS> 585,598
<CURRENT-LIABILITIES> 37,237
<BONDS> 0
0
10,000
<COMMON> 122,024
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 585,598
<SALES> 802,890
<TOTAL-REVENUES> 806,720
<CGS> 613,259
<TOTAL-COSTS> 822,303
<OTHER-EXPENSES> 5,378
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 30,327
<INCOME-PRETAX> (51,288)
<INCOME-TAX> (51,288)
<INCOME-CONTINUING> (51,288)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (51,288)
<EPS-PRIMARY> (.01)
<EPS-DILUTED> (.01)
</TABLE>
