<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
AND EXCHANGE ACT OF 1934.
FOR QUARTERLY PERIOD ENDED DECEMBER 31, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
AND EXCHANGE ACT OF 1934.
For the transition period from ________________ to __________________.
Commission file number 0-5260
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GENERAL AUTOMATION, INC.
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(Exact name of registrant as specified in its charter).
DELAWARE 95-2488811
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(State or other jurisdiction of (I.R.S. employer I.D. No.)
incorporation or organization)
17731 MITCHELL NORTH, IRVINE, CALIFORNIA 92714
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(Address of principal executive offices) (Zip code)
Registrant's telephone number including area code: (714) 250-4800
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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
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes [X] No [ ]
As of January 31, 1996 there were 7,391,776 shares of common stock of
the Registrant outstanding.
<PAGE> 2
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
GENERAL AUTOMATION, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
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(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
DECEMBER 31, SEPTEMBER 30
1995 1995
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(UNAUDITED)
<S> <C> <C>
ASSETS
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Current Assets:
Cash $ 52 $ 101
Accounts receivable, less allowances of
$778 and $444 respectively 7,161 5,679
Inventories 2,053 1,726
Prepaid expenses 333 185
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Total current assets 9,599 7,691
Long-term receivables 570 570
Property, plant and equipment, net of
accumulated depreciation and
amortization 1,358 1,354
Other assets 770 869
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TOTAL ASSETS $12,297 $10,484
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</TABLE>
The accompanying notes are an integral part of these financial statements.
2
<PAGE> 3
GENERAL AUTOMATION, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
--------------------------
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
DECEMBER 31, SEPTEMBER 30
1995 1995
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(UNAUDITED)
<S> <C> <C>
LIABILITIES
- -----------
Current liabilities:
Accounts payable $ 3,007 $ 2,959
Deferred revenue 4,911 3,401
Other accrued liabilities 957 850
Notes payable and current
portion of long-term debt 1,178 1,119
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Total current liabilities 10,053 8,329
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Long-term debt, excluding current portion 1,190 1,305
Deferred credits 79 79
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Total Liabilities 11,322 9,713
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SHAREHOLDERS' EQUITY
- --------------------
Common stock par value $.10 per share
Authorized 30,000,000 shares;
issued and outstanding 7,391,776
at both December 31, 1995 and
September 30, 1995 739 739
Additional paid-in capital 42,533 42,533
Deficit (42,297) (42,501)
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TOTAL SHAREHOLDERS' EQUITY 975 771
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TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $12,297 $10,484
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</TABLE>
The accompanying notes are an integral part of these financial statements.
3
<PAGE> 4
GENERAL AUTOMATION, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF OPERATIONS (UNAUDITED)
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(DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
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DECEMBER 31,
------------------------
1995 1994
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<S> <C> <C>
SALES - PRODUCT $2,272 $1,519
SALES - SERVICE REVENUE 3,279 1,634
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Total 5,551 3,153
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COSTS AND EXPENSES:
Cost of sales - Product 2,024 1,258
Cost of sales - Service 2,164 1,193
Research and development 223 121
Selling and administrative 872 889
Other, net (12) 64
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5,271 3,525
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OPERATING INCOME 280 (372)
Interest income 1 17
Interest expense (77) (106)
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INCOME/(LOSS) BEFORE INCOME TAXES 204 (461)
Provision for income taxes 0 0
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NET INCOME/(LOSS) $ 204 $ (461)
====== ======
PER SHARE-PRIMARY:
NET INCOME/(LOSS) $ 0.03 $(0.05)
====== ======
</TABLE>
The accompanying notes are an integral part of these financial statements.
4
<PAGE> 5
GENERAL AUTOMATION, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
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(DOLLARS IN THOUSANDS)
(UNAUDITED)
<TABLE>
<CAPTION>
FOR THE THREE MONTHS ENDED
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DECEMBER 31, DECEMBER 31,
1995 1994
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<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
- -------------------------------------
NET INCOME/(LOSS) 204 (461)
Adjustments to reconcile net income to net cash
provided by or (used) for operations:
Depreciation and amortization 15 84
Changes in assets, (increase)/decrease
and liabilities, increase/(decrease):
Accounts receivable (1,482) (719)
Inventories (327) 220
Prepaid expenses (148) (22)
Other assets 99
Accounts payable 48 (173)
Deferred revenue 1,510 189
Accrued expense 107 349
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CASH FLOWS PROVIDED BY (USED FOR) OPERATING ACTIVITIES 26 (533)
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CASH FLOWS (USED FOR) PROVIDED BY INVESTING ACTIVITIES:
- -------------------------------------------------------
Purchases of property, plant and equipment (18) (1,249)
Sale of SGA Pacific, Ltd. 1,045
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NET CASH USED FOR INVESTING ACTIVITIES (18) (204)
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CASH FLOWS (USED FOR) PROVIDED BY FINANCING ACTIVITIES:
- -------------------------------------------------------
Proceeds from issuance of notes payable 267 1,138
Principal payments on notes (324) (400)
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NET CASH (USED FOR) PROVIDED BY FINANCING ACTIVITIES (57) 738
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Decrease in cash (49) 1
Cash at beginning of period 101 230
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Cash at end of period $ 52 $ 231
====== ======
Cash paid during the period for:
Interest $ 77 $ 119
====== ======
Income taxes $ 0 $ 0
====== ======
</TABLE>
The accompanying notes are an integral part of these statements
5
<PAGE> 6
GENERAL AUTOMATION, INC., AND SUBSIDIARIES
Notes to Consolidated Financial Statements (Unaudited)
1. Financial Statements:
The financial statements for the current year included herein have been
prepared by the Company, without audit, pursuant to the rules and regulations
of the Securities and Exchange Commission and reflect all adjustments,
consisting of normal recurring adjustments, which, in the opinion of
management, are necessary for a fair statement of the results of the interim
periods presented. Certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such rules and
regulations, although the Company believes that disclosures are adequate to
make the information presented not misleading. It is suggested that these
condensed financial statements be read in conjunction with the Company's latest
annual report.
2. INVENTORIES ARE AS FOLLOWS: (IN THOUSANDS)
<TABLE>
<CAPTION>
December 31, September 30,
1995 1995
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<S> <C> <C>
Materials, subassemblies and service spares $1,777 $1,498
Work in process 138 157
Finished goods 138 71
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Total Inventories $2,053 $1,726
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</TABLE>
3. EARNINGS PER COMMON SHARE:
Primary earnings or loss per common share for the three month periods
ended December 31, 1995 and 1994 is based on the weighted average of shares
outstanding, without inclusion of common stock equivalents, as such inclusion
would be anti-dilutive or dilution would be less than 3%.
Weighted average shares outstanding are 7,391,776 for the three month
period ended December 31, 1995, and 9,985,255 for the three month period ended
December 31, 1994.
6
<PAGE> 7
GENERAL AUTOMATION, INC. AND SUBSIDIARIES
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF OPERATIONS AND FINANCIAL
DATA
SUMMARY
The Company's marked improvement during the first quarter of FY 1996 over
the same period in FY 1995 is the result of several management decisions to
re-focus the Company into the areas where the Company has the resources and
good reputation, which offers the greatest opportunity for sustained
profitability. In addition to the actions set out in the three following
paragraphs, the Company strengthened its management team to implement the new
strategies which has resulted in six consecutive months of profit improvement
and significant revenue gains; further, the Company introduced new systems and
Power95 software products which have had acceptance in the marketplace.
Effective in October 1, 1994, the Company's Pacific Basin subsidiaries in
Australia, New Zealand and Singapore were sold to Sanderson Technology Limited
for $2,000,000 in cash and notes, plus 4,100,000 common shares of the Company
which had been owned by Sanderson. The Company retired the shares on December
1, 1994. (See Note 8 to the consolidated financial statements included in the
Company's 1995 Annual Report on Form 10-K). Accordingly, the financial
statements presented in this filing do not include Pacific Basin data. The two
General Automation Group Business Segments, product and service, have been
reported separately in the financial statements above and reflect the same data
which had been segregated as Domestic (USA generated) data on schedules A, B,
and C in prior filings.
Effective May 22, 1995, the Company and SunRiver Data Systems ("SRDS")
entered into a strategic partnership under which the Company acquired the
former ADDS Pick based business. The acquisition broadened the Company's
hardware and software product offerings as well as adding over 2,000 service
customers to its customer base and effectively doubled the Company's worldwide
business and revenue base. (See "ACQUISITIONS AND DIVESTITURES" in the
Company's 1995 Annual Report on Form 10-K).
Effective August 28, 1995 the Company entered into an agreement with
Sanderson Computers, Inc. ("SCI") under which SCI will be responsible for the
world-wide sales and support of both the Maxial applications software package
and the Zebra 2000 Advanced Library Management and Information System. Under
the terms of the agreement, SCI will pay a royalty to the Company for each
Maxial system sold (the Zebra 2000 system was licensed to the Company by
Sanderson Computers PTY LTD and will provide no future revenues.) The amount
of revenues expected from this agreement are uncertain at this time and are not
expected to materially affect the position of the Company other than to
eliminate the losses previously experienced in support of these products.
7
<PAGE> 8
SALES
Product sales increased $753,000 for the three month period ended December
31, 1995, as compared to the same three month period last year, primarily due
to increased Dealer and International revenues from the strategic partnership
with SunRiver Data Systems.
Service revenues increased $1,645,000 in the three month period ended
December 31, 1995 compared to last year primarily due to the strategic
partnership with SunRiver Data Systems. Service revenues on Company
manufactured systems continue to deteriorate, as older contracts are being
canceled at a faster rate than they can be replaced with contracts on new
equipment, which generally carry one year warranties and do not generate
service revenues. Service revenues of $95,000 were generated by GA's newly
formed professional services group, which utilizes existing personnel to offer
hardware and software consulting services.
Management believes that in the future, the Company will see declining
revenues from its own manufactured hardware. The decline is planned to be
offset with the introduction and market acceptance of new hardware produced by
other manufacturers under OEM agreements. The new hardware was introduced in
September, 1995 and for the three month period ended December 31, 1995, sales
of non-GA manufactured hardware increased $60,000 over the same period last
year.
GROSS MARGIN
The overall gross margin percentage for products and service increased 2
percentage points for the three months ended December 31, 1995, as compared
with the corresponding period of the previous year. Product gross margins
decreased 6 percentage points, due to a large percentage of entry level
computer systems sales, which carry lower margins, low recognition of income on
vertical installations, and increased overhead costs due to the partnership
with SunRiver Data Systems. Service revenue gross margins increased 7
percentage points, due to increased revenues in excess of increased overhead
costs resulting from the strategic partnership agreement.
EXPENSES
Research and development expenses, including engineering, increased
$102,000 in the three month period ended December 31, 1995 compared to the same
period last year. These increased expenditures are a combination of strategic
partnership engineering costs, and new product development costs.
Selling and Administrative expenses decreased $17,000 in the three month
period ended December 31, 1995 compared to the same period last year, due to
staff reductions and decreased use of outside services and consultants offset
by strategic partnership staff increases in the sales and marketing areas.
8
<PAGE> 9
Other expenses decreased $76,000 in the three months ended December 31,
1995, compared to the same period last year. This decrease is a combination of
increased costs due to the strategic partnership, offset by gains on the
disposal of assets from the Company's previously occupied Anaheim facility.
Domestic interest expense decreased $29,000 for the three month period
ended December 31, 1995 compared with the same period in 1994 due to decreased
borrowings resulting from increased cash flows from strategic partnership
billings.
LIQUIDITY AND CAPITAL RESOURCES
The Company continues to operate on improved cash resources.
Net cash provided by operating activities for the three months ended
December 31, 1995 was $26,000. Cash of $1,957,000 was consumed by increases in
receivables, inventory and prepaid expenses while increases in deferred revenue
and accrued expenses generated $1,617,000.
Net cash of $18,000 was consumed by investing activities attributable to
the purchase of fixed assets.
Financing activities consumed net cash of $57,000, through new notes
issued of $267,000 to finance insurance premiums, offset by net payments of
debt of $324,000.
Currently, the Company has an agreement with a U.S. lender for a revolving
line of credit, not to exceed $800,000 plus monthly fees, which is
collateralized by domestic accounts receivable. The agreement is renewable at
six month intervals. The interest rate is prime plus 6%, but not less than
14%, payable monthly. In addition, there are other monthly costs for
maintaining the open line of credit. Because the amount of borrowing is
dependent upon accounts receivable levels, varying levels of domestic activity
could preclude full utilization of the facility. Management believes that
these funds will be adequate for the short term, however, it is actively
seeking to secure funding at a more competitive rate to provide additional
capital for expansion. At December 31, 1995, the balance of the loan was
$418,000. The Line of credit contains various covenants and restrictions. At
December 31, 1995, the Company was in full compliance with all covenants and
restrictions.
9
<PAGE> 10
PART II OTHER INFORMATION
ITEM 6 Exhibits and Reports on Form 8-K
(a) Exhibits:
27 Financial Data Schedule.
(b) Reports on Form 8-K:
None
10
<PAGE> 11
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, Registrant
has duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
GENERAL AUTOMATION, INC.
DATE: January 31, 1996 By: /s/ John R. Donnelly
-----------------------
John R. Donnelly
Vice President, Finance
Chief Financial Officer
11
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM INTERNALLY
PREPARED FOR 3 MONTHS ENDED DECEMBER 31, 1995 AND IS QUALIFIED IN ITS ENTIRETY
BY REFERENCE TO SUCH FORM 10-Q FOR PERIOD ENDED DECEMBER 31, 1995.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-1996
<PERIOD-START> OCT-01-1995
<PERIOD-END> DEC-31-1995
<CASH> 52
<SECURITIES> 0
<RECEIVABLES> 7,939
<ALLOWANCES> 778
<INVENTORY> 2,053
<CURRENT-ASSETS> 9,599
<PP&E> 3,589
<DEPRECIATION> 2,231
<TOTAL-ASSETS> 12,297
<CURRENT-LIABILITIES> 10,053
<BONDS> 1,190
<COMMON> 739
0
0
<OTHER-SE> 236
<TOTAL-LIABILITY-AND-EQUITY> 12,297
<SALES> 2,272
<TOTAL-REVENUES> 5,551
<CGS> 2,024
<TOTAL-COSTS> 4,188
<OTHER-EXPENSES> 1,083
<LOSS-PROVISION> 24
<INTEREST-EXPENSE> 76
<INCOME-PRETAX> 204
<INCOME-TAX> 0
<INCOME-CONTINUING> 204
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 204
<EPS-PRIMARY> .03
<EPS-DILUTED> .03
</TABLE>
