SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter ended April 1, 1996 Commission File No. 0-2677
GAP INSTRUMENT CORP.
(Exact Name of Registrant as Specified in its Charter)
New York 11-1781357
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification Number)
100 Horse Block Road, Yaphank, New York 11980
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (516)924-1700
Common Stock outstanding as of April 1, 1995 96,934,353 shares
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,
Yes XX No
------ ------
(2) has been subject to the filing requirements for at least the past 90 days,
Yes XX No
------ ------
(3) has filed all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 subsequent to the distribution of securities
under a plan confermed by a court.
Yes No XX
------ ------
<PAGE>
GAP INSTRUMENT CORP.
BALANCE SHEETS
(Unaudited)
Assets
April 1, 1996 April 1, 1995
Current Assets:
Cash $ 1,851 $ 1,934
Accounts receivable 66,765 29,038
Inventories, at lower of cost or market - 40,118
------------ ------------
Total current assets 68,616 71,090
Other assets 29,152 129,897
------------ ------------
$ 97,768 $ 200,987
============ ============
Liabilities and Stockholders'(Deficit)Current Liabilities:
Liabilities subject to compromise $ 554,705
Liabilities from Plan of Reorganization $ 47,194
Accounts payable 22,802 45,117
Accrued payroll and taxes 672
Due to officers 66,000 24,500
------------ ------------
Total current liabilities 135,996 624,994
------------ ------------
Long-tern Liabilities
Liabilities from Plan of Reorganization 182,473
------------ ------------
Total long-term liabilities 182,473
------------ ------------
Total liabilities 318,469 624,994
------------ ------------
Stockholders ' Equity:
Common stock $ .00001 par value
104,000,000 shares authorized:
98,678,423 shares outstanding April 1, 1996 987
96,934,353 shares outstanding April 1, 1995 969
Capital in excess of par value 3,341,815 3,341,833
Accumulated deficit (3,563,503) (3,766,809)
------------ ------------
Total stockholders' (deficit) (220,701) (424,007)
------------ ------------
$ 97,768 $ 200,987
============ ============
<PAGE>
GAP INSTRUMENT CORP.
STAMENTS OF INCOME (LOSS)
AND ACCUMULATED DEFICT
APRIL 1, 1996
(Unaudited)
Thirteen weeks ended
----------------------------
4/ 1/96 4/ 1/95
Sales, net $ 89,806 $ 65,937
----------- -------------
Cost of sales 18,057 20,753
----------- -------------
Gross profit (loss) 71,749 45,184
----------- -------------
Expenses:
Selling, general and administrative 44,086 33,723
----------- -------------
44,086 33,723
----------- -------------
Net profit (loss) before reorganization items 27,663 11,461
Reorganization - Professional fees (6,500) (1,750)
----------- -------------
Net income (loss) 21,163 9,711
Accumulated deficit - beginning of period (3,584,666) (3,776,520)
----------- -------------
Accumulated deficit - end of period ($3,563,503) ($3,766,809)
=========== =============
Net Income (Loss) Per Share $.00 $.00
===== =====
<PAGE>
GAP INSTRUMENT CORP.
STATEMENTS OF CASH FLOWS
(Unaudited)
For the Periods
Thirteen weeks ended
------------------------------
4/1/96 4/1/95
Cash Flows from Operating Activities:
Net income (loss) $ 21,163 $ 9,711
Add (deduct) other changes:
Accounts receivable (4,988) (15,547)
Other assets (8,044) (13,575)
Accounts payable (7,058) 6,764
Due to officers 10,000 500
Accrued payroll and taxes (347)
Liabilities from Plan of Reorganization (7,322)
Professional fees paid 6,500 1,750
---------- -------------
Net Cash Flows from Operating Activities 9,904 (10,394)
---------- -------------
Cash Flows from Reorganation
Professional fees paid 6,500 1,750
--------- -------------
Cash Used by Reorganation 6,500 1,750
--------- -------------
Net (Decrease) Increase in Cash 3,404 (12,144)
Beginning Cash (1,553) 14,078
--------- -------------
Ending Cash $ 1,851 $ 1,934
========= =============
Cash Paid During the Three Months for:
Income Taxes 421
<PAGE>
SUMMARIZED FINANCIAL INFORMATION
The accompanying comparative balance sheet and statements of income (loss) and
cash flows are unaudited; but, in the opinion of management, all adjustments
consisting only of normal recurring adjustments considered necessary for a
fairpresentation of the financial statements, have been made.
In addition, Notes to Financial Statements as reported on the Company's annual
10-K filing for the year endedDecember 31, 1995, would not significantly change
for the period ended April 1, 1995 .
(THIS SPACE INTENTIONAILY LEFT BLANK)
<PAGE>
GAP INSTRUMENT CORP.
PART II
Item 1 - Legal Proceedings:
On October 2, 1995, GAP Instrument Corp's plan of reorganization under
Chapter 11 of the federal bankruptcy laws in the United States
Bankruptcy Court for the. Eastern District of New York, was confirmed.
Liabilities resulting from the adoption of the plan of reorganization
under Chapter 11 of the United States Bankruptcy Court are shown as
"Liabilities resulting from Plan of Reorganization." The payments
under the Plan that are due with-in one year are shown in the current
liabilities amd those due later than one year are grouped with the
long term liabilities.
Item 2 - Changes in Securities:
None
Item 9(b) - Exhibits and Reports on Form 8-K:
The Company filed a Form 8-K during the quarter ended March 31,
1996..
Item 11 - Management Discussion and Analysis of Financial Condition and Results
from Operations:
(a)(b) - Iiquidity and Capital Resources
The Company relies solely on its results from operations to provide
working capital.
There are no material commitments other than those in the ordinary
course of business.
(c) - Results from Operations
Net sales and income (loss) for the three months ended March 31, 1996
were $89,806 and $21,163. For the same periods in 1995, the amounts
were $65,937 and $9,711.
Selling, general and administrative expense continue to be stabilized
at 1995 levels.
Backlog of sales orders at March 31, 1996 was $34,716. All of the
current backlog will be shipped in the second quarter of 1996.
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(b) of the
Securities Exchange Act of 1934, this report has been signed below by the
following persons on behalf of the Registrant and in the capacities and on the
dates indicated.
GAP INSTRUMENT CORP.
/s/ James M. Edwardson
______________________________________ Date May 2, 1996
James M. Edwardson
Chairman of the Board of Directors,
and Chief Operating Officer
/s/ Robert Baer
______________________________________ Date May 2, 1996
Robert Baer
President
/s/ Letty A. Norjen
______________________________________ Date May 2, 1996
Letty A. Norjen
Secretary and Director
/s/ Deidre C. Morrison
______________________________________ Date May 2, 1996
Deirdre C. Morrison
Treasurer
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1996
<CASH> 1,851
<SECURITIES> 0
<RECEIVABLES> 66,765
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 68,616
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 97,768
<CURRENT-LIABILITIES> 135,996
<BONDS> 0
0
0
<COMMON> 987
<OTHER-SE> (221,688)
<TOTAL-LIABILITY-AND-EQUITY> 97,768
<SALES> 89,806
<TOTAL-REVENUES> 89,806
<CGS> 18,057
<TOTAL-COSTS> 68,643
<OTHER-EXPENSES> 6,500
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 21,163
<INCOME-TAX> 0
<INCOME-CONTINUING> 21,163
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 21,163
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>