<PAGE> 1
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 Quarter Ended Commission File Number
June 30, 1999 0-10581
TRIMEDYNE, INC.
- --------------------------------------------------------------------------------
(Exact name of Registrant as specified in its charter)
Nevada 36-3094439
- --------------------------------- ----------------------
(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification Number)
2801 Barranca Road, Irvine, CA 92606
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(949/559-5300)
- --------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
Not Applicable
- --------------------------------------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether the Registrant (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), (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
--- ---
Indicate the number of shares outstanding of each of the issuer's class of
common stock, as of the last practicable date.
Class Outstanding at June 30, 1999
- ------------------------------------ ----------------------------
Common Stock, $.01 par value 10,905,956 shares (excluding
101,609 shares held as
Treasury Shares)
<PAGE> 2
TRIMEDYNE, INC.
INDEX
<TABLE>
<CAPTION>
Page Number
-----------
<S> <C>
PART I. Financial Information
ITEM 1. Financial Statements
Condensed Consolidated Balance Sheets 3
Condensed Consolidated Statements of Operations 4
Condensed Consolidated Statements of Cash Flows 5
Notes to Condensed Consolidated Financial Statements 6
ITEM 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 8
PART II. Other Information 10
SIGNATURE PAGE 11
</TABLE>
2
<PAGE> 3
TRIMEDYNE, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
ASSETS
<TABLE>
<CAPTION>
JUNE 30,
1999
------------
<S> <C>
Current Assets:
Cash and cash equivalents ................................................ $ 189,000
Marketable securities .................................................... 6,505,000
Trade accounts receivable, net of allowance for doubtful
accounts of $358,000 ................................................... 1,548,000
Inventories (Note 2) ..................................................... 3,430,000
Other .................................................................... 430,000
------------
Total Current Assets ............................................... 12,102,000
------------
Net Properties (Note 2) .................................................... 427,000
------------
$ 12,529,000
============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts payable ......................................................... $ 469,000
Accrued expenses ......................................................... 626,000
Deferred income .......................................................... 142,000
------------
Total Current Liabilities .............................................. 1,237,000
------------
Stockholders' Equity:
Common stock - .01 par value; 15,000,000 shares authorized,
11,007,565 shares issued .............................................. 110,000
Capital in excess of par value ........................................... 43,127,000
Accumulated deficit ...................................................... (31,188,000)
Unrealized loss on marketable securities available for sale .............. (44,000)
------------
12,005,000
------------
Less shares of common stock held in treasury,
at cost; 101,609 shares .................................................. (713,000)
------------
Total Stockholders' Equity .............................................. 11,292,000
------------
$ 12,529,000
============
</TABLE>
See accompanying notes to condensed consolidated financial statements
3
<PAGE> 4
TRIMEDYNE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
June 30, June 30,
------------------------------ ------------------------------
1999 1998 1999 1998
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
Net sales .................................... $ 1,437,000 $ 1,797,000 $ 5,017,000 $ 5,457,000
Costs and expenses:
Cost of goods sold ......................... 910,000 1,073,000 2,709,000 3,121,000
Selling, general and administrative ........ 838,000 1,554,000 3,204,000 4,362,000
Research and development ................... 959,000 864,000 2,721,000 2,897,000
------------ ------------ ------------ ------------
Total costs and operating expenses ....... 2,707,000 3,491,000 8,634,000 10,380,000
------------ ------------ ------------ ------------
Loss from operations ......................... (1,270,000) (1,694,000) (3,617,000) (4,923,000)
Other income:
Interest income ........................... 81,000 31,000 253,000 133,000
Other (Note 5) ............................ 116,000 7,000 6,667,000 4,000
Minority interest in consolidated subsidiary . -- 85,000 -- 243,000
Sale of patent license ....................... -- 3,637,000 -- 3,637,000
------------ ------------ ------------ ------------
Net income (loss) ............................ $ (1,073,000) $ 2,066,000 3,303,000 $ (906,000)
============ ============ ============ ============
Basic earnings (loss) per share (Note 3) ..... $ (0.10) $ 0.19 $ 0.31 $ (0.08)
============ ============ ============ ============
Weighted average number of shares outstanding:
Basic ................................... 10,905,956 10,905,956 10,905,956 10,905,956
============ ============ ============ ============
Dilutive ................................ 10,905,956 10,905,956 10,905,956 10,905,956
============ ============ ============ ============
</TABLE>
See accompanying notes to condensed consolidated financial statements.
4
<PAGE> 5
TRIMEDYNE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
Nine Months Ended
June 30,
-----------------------------
1999 1998
----------- ------------
<S> <C> <C>
Cash flows used for operating activities:
Net income (loss) ....................................... $ 3,303,000 $ (906,000)
Adjustments to reconcile net loss to net cash provided by
(used in) operating activities:
Depreciation and amortization ........................... 189,000 228,000
Gain on sale of patent license .......................... -- (3,637,000)
Minority interest in earnings of subsidiary ............. -- (243,000)
Value of employees' stock options issued below fair value 17,000 59,000
Changes in operating assets and liabilities:
Decrease in trade accounts receivable, net .............. 118,000 865,000
Decrease (increase) in inventories ...................... 62,000 (510,000)
Decrease in other current assets ........................ 53,000 155,000
Increase (decrease) in accounts payable ................. 257,000 (367,000)
Decrease in accrued expenses ............................ (308,000) (138,000)
Increase (decrease) in deferred income .................. 30,000 (29,000)
----------- -----------
Net cash flows provided by (used in) operating activities 3,721,000 (4,523,000)
----------- -----------
Cash flows from investing activities:
Capital expenditures .................................... -- (96,000)
Loss on disposition of fixed assets ..................... 9,000 --
Unrealized loss on securities ........................... (19,000) --
Proceeds on sale of patent license ...................... -- 3,637,000
(Purchase) sale of marketable securities ................ (5,496,000) 1,541,000
----------- -----------
Net cash (used in) provided by investing activities ..... (5,506,000) 5,082,000
----------- -----------
Net (decrease) increase in cash and cash equivalents ....... (1,785,000) 559,000
Cash and cash equivalents at beginning of period ........... 1,974,000 3,286,000
----------- -----------
Cash and cash equivalents at end of period ................. $ 189,000 $ 3,845,000
=========== ===========
</TABLE>
See accompanying notes to condensed consolidated financial statements
5
<PAGE> 6
TRIMEDYNE, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 1999
(UNAUDITED)
NOTE 1 - Basis of Presentation
In the opinion of management, the accompanying condensed consolidated financial
statements contain all adjustments (consisting of only normal recurring
adjustments) necessary to present fairly the Company's condensed consolidated
financial position as of June 30, 1999, the results of operations for the three
and nine month periods ended June 30, 1999 and 1998 and of cash flows for the
nine month periods ended June 30, 1999 and 1998.
While management believes that the disclosures presented are adequate to make
the information not misleading, it is suggested that these condensed
consolidated financial statements be read in conjunction with the consolidated
financial statements and the notes included in the Company's latest annual
report on Form 10-K.
NOTE 2 - Balance Sheet Items
June 30, 1999
-------------
Inventories consist of the following:
Raw material $ 861,000
Work-in-process 801,000
Finished goods 1,768,000
-----------
$ 3,430,000
===========
Net properties consist of the following:
Furniture and equipment 3,097,000
Leasehold improvements 331,000
Other 18,000
-----------
Total properties 3,446,000
Accumulated depreciation and amortization (3,019,000)
------------
Net properties $ 427,000
===========
6
<PAGE> 7
TRIMEDYNE, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued
JUNE 30, 1999
(UNAUDITED)
NOTE 3 - EARNINGS PER SHARE
For all periods presented, the net earnings available to common shareholders and
the weighted average shares outstanding are the same for both basic and diluted
EPS, since the effects of including the Company=s and the Company's majority
owned subsidiary Cardiodyne=s stock options would be antidilutive. Basic and
diluted EPS do not differ from earnings per share previously presented.
NOTE 4 - COMPREHENSIVE INCOME
On October 1, 1998, the Company adopted the disclosure standard, Statement of
Financial Accounting Standard No. 130 "Comprehensive Income". The Company's sole
component of Other Comprehensive Income is changes in unrealized appreciation
(depreciation) Securities Available for Sale. For the nine months ended June 30,
1999 and 1998, such changes were not material, and accordingly, not presented in
the accompanying consolidated statements of operations.
NOTE 5 - OTHER INCOME
Other Income during the three months ended June 30, 1999 includes $67,500
received in June 1999 in connection with the settlement of the Company's lawsuit
against Surgical Laser Technologies, Inc. Other income during the nine months
ended June 30, 1999 includes $6.5 million, net of legal fees and costs, received
in December 1998 in settlement of the Company's lawsuit against C.R. Bard, Inc.
7
<PAGE> 8
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
The statements contained in this Quarterly Report on Form 10-Q that are not
historical facts may contain forward-looking statements that involve a number of
known and unknown risks and uncertainties that could cause actual results to
differ materially from those discussed or anticipated by management. Potential
risks and uncertainties include the ability to continue its current level of
operations beyond the next twelve months due to limited cash. Other risk factors
and uncertainties include general business conditions, government regulations
governing medical device approvals and manufacturing practices, competitive
market conditions, success of the Company's business strategy, delay of orders,
changes in the mix of products sold, availability of suppliers, concentration of
sales in markets and to certain customers, changes in manufacturing
efficiencies, development and introduction of new products, fluctuations in
margins, timing of significant orders, and other risks and uncertainties
currently unknown to management.
Method of Presentation.
The condensed consolidated financial statements include the accounts of the
Company and its 90% owned subsidiary, Cardiodyne, Inc. ("Cardiodyne").
Quarter ended June 30, 1999 compared to quarter ended June 30, 1998.
During the quarter ended June 30, 1999, Trimedyne's net revenues decreased 20%
from the same quarter of the previous year ($1,437,000 vs. $1,797,000). For the
current quarter, the Company incurred a loss from continuing operations of
$1,270,000 or $0.12 per share compared to a loss from operations of $1,694,000
or $0.16 per share for the prior year period.
Cost of goods sold was 63% of net sales in the third quarter of fiscal 1999
compared to 60% for the third quarter of fiscal 1998. The increase in cost of
goods sold as a percentage of revenues was due to a reduction in the ratio of
laser sales to sales of disposables, as compared to the year ago quarter.
Selling, general and administrative expenses decreased to $838,000 for the
current quarter compared to $1,554,000 for the quarter ended June 30, 1998, a
decrease of $716,000 or 46%. The decrease in selling, general and administrative
expenses is attributed to a reduction in legal expense and the implementation of
cost containment measures.
Research and development expenditures for the quarter ended June 30, 1999,
increased 11% ($959,000 vs. $864,000) due to the increase in expenditures of
Trimedyne's 90% owned subsidiary, Cardiodyne, Inc.
8
<PAGE> 9
Interest income increased by 162% to $81,000 for the current quarter, compared
with $31,000 for the same period of the prior year, due to the increased balance
of marketable securities.
Liquidity and Capital Resources
The Company's working capital increased from $7,366,000 at September 30, 1998 to
$10,865,000 at June 30, 1999, of which $6,694,000 is cash and equivalents and
marketable securities. Management believes its existing working capital, along
with revenues from operations, will be sufficient to meet Trimedyne=s operating
needs and the needs of its 90% owned subsidiary, Cardiodyne, Inc. for at least
the next twelve months. The Company has implemented cut-backs in Cardiodyne's
operating expenses and has also implemented cost reductions at Trimedyne. The
Company is seeking additional financing to continue development of Cardiodyne=s
products and to support Trimedyne's operations, the success of which cannot be
assured.
9
<PAGE> 10
PART II.
OTHER INFORMATION
ITEM 1. Legal Proceedings
On October 6, 1995, the Company filed a lawsuit against C.R. Bard Inc.
claiming substantial damages for Bard's failure to perform its obligations as
Trimedyne's exclusive distributor under the Agreement and pay certain amounts
due under the Agreement. In December 1998, the Company settled its lawsuit
against Bard and received $6.5 million after legal costs and expenses.
In early 1995, the Company filed a patent infringement lawsuit against
Surgical Laser Technologies, Inc. (SLT). In April 1999, the Company settled its
lawsuit against SLT. The Company granted SLT a license to certain of its
patents, and SLT agreed to pay the Company $67,500 and royalties on any future
sales of products covered by the licensed patents.
The Company is subject to various claims and actions which arise in the
ordinary course of business. The litigation process is inherently uncertain, and
it is possible that the resolution of the Company=s existing and future
litigation may adversely affect the Company.
ITEM 2. Changes in Securities
None
ITEM 3. Defaults Upon Senior Securities
None
ITEM 4. Submission of Matters to Vote of Security Holders
(a) The Annual Stockholders Meeting of the Company was held on
June 1, 1999.
(b) At the Annual Stockholders Meeting, the Stockholders voted on the
following uncontested matter. The nominee for director was elected by a vote of
the Stockholders as follows:
Name For Against Withheld
------------ --------- ------- --------
Donald Baker 9,493,975 -- 203,495
ITEM 5. Other Information
None
ITEM 6. Exhibits and Reports on Form 8-K
(a) Exhibit
Exhibit 27 -- Financial Data Schedule
(b) Reports on Form 8-K
None
10
<PAGE> 11
SIGNATURE PAGE
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 hereunto duly authorized.
TRIMEDYNE, INC.
Date: August 11, 1999 /s/ MARVIN P. LOEB
--------------------------------------
Marvin P. Loeb
Chairman and Chief Executive Officer
Date: August 11, 1999 /s/ SHANE H. TRAVELLER
--------------------------------------
Chief Financial and Accounting Officer
11
<PAGE> 12
EXHIBIT INDEX
EXHIBIT
NUMBER DESCRIPTION
------- -----------
27 Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-1999
<PERIOD-START> APR-01-1999
<PERIOD-END> JUN-30-1999
<CASH> 189
<SECURITIES> 6,505
<RECEIVABLES> 1,548
<ALLOWANCES> (358)
<INVENTORY> 3,430
<CURRENT-ASSETS> 12,102
<PP&E> 3,446
<DEPRECIATION> (3,019)
<TOTAL-ASSETS> 12,529
<CURRENT-LIABILITIES> 1,237
<BONDS> 0
0
0
<COMMON> 110
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 12,529
<SALES> 1,437
<TOTAL-REVENUES> 1,634
<CGS> 910
<TOTAL-COSTS> 2,707
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (1,270)
<INCOME-TAX> 0
<INCOME-CONTINUING> (1,270)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,073)
<EPS-BASIC> (0.10)
<EPS-DILUTED> (0.10)
</TABLE>
