UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
Quarterly Report under Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the Quarter Ended June 30, 1998
Commission File Number 0-3125
GENERAL DEVICES, INC.
(Exact name of Registrant as specified in charter)
New Jersey 21-0661726
(State or other jurisdiction (I.R.S. Employer Identification
of incorporation or organization) number)
215 W. Church Road, Room 202, King of Prussia, PA 19406
(Address of principal executive offices)
Registrant's telephone number, including area code:
610-992-1455
Not Applicable
Former name, address and former fiscal year, if changed since last year.
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 and (2) has been subject to
such filing requirements for the past 90 days.
Yes X No
The number of shares outstanding of each of the issuer's classes of
common stock, as of June 30, 1998:
Common Stock
$.01 Par Value
Shares Outstanding: 4,964,421
II-2
GENERAL DEVICES, INC.
INDEX
Page
Number
Part I - Financial Information
Item 1. Financial Statements
Condensed Balance Sheet
June 30, 1998 (unaudited) and
December 31, 1997 (audited) II-4
Statement of Operations for
Three months and six months ended
June 30, 1998 and 1997 (unaudited) II-5
Condensed Statement of Changes in
Financial Position Six months
ended June 30, 1998 and 1997
(unaudited) II-6
Notes to Condensed Financial
Statements (unaudited) II-7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of
Operations II-8
Part II - Other Information
Item 1. Legal Proceedings II-9
Item 2. Changes in Securities II-9
Item 5. Other Information II-9
Item 6. Exhibits and Reports on Form 8-K II-9
II-3
GENERAL DEVICES, INC.
BALANCE SHEET
(Unaudited)
June 30 December 31
1998 1997
(unaudited)
ASSETS
Current assets:
Cash 14,229 25,043
Accounts Receivable - -
Total current assets 14,229 25,043
Total assets 14,229 25,043
LIABILITIES & SHAREHOLDER EQUITY
Current liabilities:
Accounts payable 4,000 4,000
Other accrued liabilities - -
Total current liabilities 4,000 4,000
Long term debt:
Other Liabilities - -
Total liabilities 4,000 4,000
Shareholders equity:
Common stock $.01 par value: authorized
10,000,000 shares. issued 4,964,421 49,644 49,644
Capital in excess of par value 2,032,955 2,032,955
Retained earnings (2,010,891) (2,000,077)
71,708 82,522
Less:
Treasury stock at cost, 20,300 shares ( 61,479) ( 61,479)
Total shareholders equity 10,229 21,043
Total liabilities and stockholder
equity 14,229 25,043
Note: The balance sheet of December 31, 1997 has been taken from the
audited financial statements at that date and condensed.
II-4
GENERAL DEVICES, INC.
STATEMENT OF OPERATIONS
(Unaudited)
Three Months Ended Six Months Ended
June 30 June 30
1997 1998 1997 1998
Net Sales $ 1,403 $ - $ 1,403 -
Operating expenses
Cost of sales 1,275 - 1,275 -
Selling, general and
administrative (5,015) (1,412) (9,500) (2,678)
Operating Gain (Loss) (4,887) (1,412) (9,372) (2,678)
Other income and (expense)
Interest expense - -
Miscellaneous income - -
Gain (loss) from
continuing operations (4,887) (1,412) (9,372) (2,678)
Net gain (loss) per share (0.001) (0.0003) (0.002) (0.0007)
Dividends None None None None
Average weighted number of
shares outstanding 4,964,421 4,076,623 4,964,421 4,076,623
The accompaning notes are an integral part of the financial statements.
II-5
GENERAL DEVICES, INC.
CONDENSED STATEMENTS OF CASH FLOW
Unaudited)
Six Months Ended
June 30
1998 1997
Cash flow from operating activities:
Net income (loss) $( 9,372) $( 2,678)
Depreciation and amortization - -
Changes in assets and liabilities:
(Increase) decrease in accounts - -
receivable
(Increase) decrease in other assets - -
Increase (decrease) in accounts
payable and accrued expenses - 2,695
Increase (decrease) in other
liabilities - -
Total adjustments - 2,695
Net cash provided (used) by operations ( 9,372) 17
Net increase (decrease) in cash
and cash equivalents ( 9,372) 17
Cash and cash equivalents - beginning 20,558 15
Cash and cash equivalents - end 14,229 32
Supplemental disclosures of cash flow
information:
Cash paid during the period for:
Interest -0- -0-
Income Taxes -0- -0-
II-6
GENERAL DEVICES, INC.
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
1. Condensed Financial Statements
The condensed balance sheet as of June 30, 1998, the condensed
statement of operations for the three months and six months ended June
30, 1998 and 1997 and the condensed statement of cash flow for the six
months ended, have been prepared by the Company without audit.
In the opinion of management, all adjustments (which include normal
recurring adjustments) necessary to present fairly the financial
position at June 30, 1998 and for all periods presented have been
made.
Certain information and footnote disclosure normally included in
financial statements in accordance with generally accepted accounting
principles have been condensed or omitted. It is suggested that these
condensed financial statements be read in conjunction with
the financial statements and notes thereto included in the Company's
December 31, 1997 Form 10K. The results of operations for the period
ended June 30, 1998 are not necessarily indicative of the operating
results for the full year.
2. Shareholders Equity
During the six months ended June 30, 1998 shareholders equity
decreased due to the following items: net loss of $9,372 on operations.
II-7
Management's Discussion and Analysis of
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Results of operations
Sales
At the end of the 2nd quarter, the Company showed its first operational
sales and revenue in 5 years. This compared to no revenues experienced
during this period last year or the year before.
Operating Cost and Expenses
There are very few administrative expenses. At present, there is no
administrative payroll but there are three income producing field
employees with us.
As of the date of the Confirmation of the Reorganization, administrative
activity that needs to be accomplished in order to
"Restart" the operations of the Company are performed by the Treasurer and
President without pay, to enable an orderly transition. New business is
being processed and canvassed by consultants who are on a commission
basis. The SEC reports and tax filings are all being done in a timely
manner, as was the monthly report to the Court and the Trustee. The
quarterly fees were all paid on time to the U. S. Trustee.
Interest Expenses
We have had minimal receivables so far in 1998, but there were none
in 1997. There has been no need to borrow so far in 1998 so there
has been no interest paid or accrued.
Income Taxes
There were no provisions made for taxes on income in the first 6 months of
1998.
At December 31, 1997, the Company had net operating loss carryovers for
federal income tax purposes of approximately $600,000 and general business
credit carryovers of approximately $100,000. These losses and
credits are available to reduce future income taxes, and will expire in
various years through 2010.
Liquidity and Capital Reserves
At June 30, 1998 the Company had working capital of $14,229 versus
working capital of $25,043 at December 31, 1997, a decrease of $10,814
in working capital. Net income (loss) for the first 6 months of 1998
amounted to ($9.372). The decrease in working capital resulted primarily
from loss from operations. Working capital was positive at both
December 31, 1997 and on June 30, 1998.
II-8
The confirmation of our reorganization plan has put the Company in
the position to become completely solvent. The Company has no debt
and no outstanding borrowing with banks. The small group of investors
investing $25,000 in the Company gave the Company a modest working
capital fund to restart operations in the first quarter of 1998.
The creditors have all been paid in full. The claims were all
satisfied by an exchange of common stock equity. The court was to enter
the final decree and close the case in early August.
As General Devices, Inc. starts to supply staff to projects, the
Company will be looking to finance this new payroll either through
a line of credit with our bank or with the Accounts Receivable
Financial firm that specializes in lending to staffing firms such
as General Devices, Inc. There has been no need to finance the
modest amount of business generated so far but looks very much like
we will be borrowing in the next few months.
The Company has no market risk sensitive investemnts at the end
of the second quarter of 1998.
There has been no capital expenditures made in the second quarter
of 1998.
The Company, being fully active as a going concern, expects to
generate additional sales and revenues during the second half of
1998.
Part II - Other Information
Item 1. - Legal Proceedings
None
Item 2. Change in Securities
None
Item 5. - Other Information
None
Item 6. - Exhibits and Reports on Form 8K
(a) An Exhibit 27, Financial Data Schedule, is attached as an
exhibit
II-9
SIGNATURES
Pursuant to the requirements of the Securities and Exchange
Act of 1934, the Registrant has duly caused this report to
be signed on its behalf by the undersigned thereto duly
authorized.
GENERAL DEVICES, INC.
Dated: August 6, 1998 By:(S)
Theodore A. Raymond
President
II-10
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<LEGEND>
This schedule contains summary financial information extracted from the
Registrants form 10-Q for the period ended June 30, 1998.
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<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> JUN-30-1998
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<PP&E> 0
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0
0
<COMMON> 4,964,421
<OTHER-SE> 10,229
<TOTAL-LIABILITY-AND-EQUITY> 14,229
<SALES> 1,403
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<CGS> 1,275
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<INCOME-PRETAX> (9,372)
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