<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-QSB
(Mark one)
(X) Quarterly Report Under Section 13 or 15 (d) of the Securities Exchange
Act of 1934 for the quarterly period ended December 31, 1995
( ) Transition Report under Section 13 or 15 (d) of the Exchange
Act for the transition period from ________ to _________
For Quarter Ended December 31, 1995
Commission File No. 0-10696
LogiMetrics, Inc.
A Delaware Corporation I.R.S. Employer Identification
11-2171701
121-03 Dupont Street, Plainview, New York 11803
(516) 349-1700
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), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No
--- ---
Common Stock Issued and Outstanding as of December 31, 1995
Class A., $.10 par value - 2,860,602
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PART I - FINANCIAL INFORMATION
Item 1: Consolidated Financial Statements
LOGIMETRICS, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEET
DECEMBER 31, 1995
ASSETS
CURRENT ASSETS:
Cash $ 30,807
Accounts receivable, less allowance
for doubtful accounts of $4,280 1,268,550
Cost and estimated earnings in excess of
billings on uncompleted contracts (Note 2) 4,146,960
Inventories (Note 3) 2,370,488
Prepaid expenses and other current assets 101,637
-----------
Total current assets 7,918,442
EQUIPMENT AND FIXTURES 409,632
OTHER ASSETS 56,808
-----------
$ 8,384,882
===========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable and accrued expenses $ 2,514,754
Loans from stockholders 60,000
Current portion of long-term debt 2,336,938
Income tax payable - current 30,000
- deferred 299,000
-----------
Total current liabilities 5,240,692
-----------
LONG-TERM DEBT 390,414
-----------
STOCKHOLDERS' EQUITY (Note 4)
Common Stock:
Class A, $.10 par value: authorized,
7,000,000 shares; issued and
outstanding, 2,860,602 286,062
Additional paid-in capital 1,988,709
Retained Earnings 656,955
-----------
2,931,726
Less: Stock subscriptions receivable (177,950)
-----------
2,753,776
-----------
$ 8,384,882
===========
See Notes to Consolidated Financial Statements
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LOGIMETRICS, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF EARNINGS AND RETAINED EARNINGS
Six Months Ended December 31,
1995 1994
---- ----
REVENUES:
Net sales $ 4,189,576 $ 3,779,824
----------- -----------
COSTS AND EXPENSES:
Costs of sales 3,170,617 2,654,765
Selling, general and administrative 770,371 887,863
Interest expense 163,028 140,529
----------- -----------
4,104,016 3,683,157
----------- -----------
EARNINGS BEFORE PROVISION FOR INCOME TAXES 85,560 96,667
PROVISION FOR INCOME TAXES 30,000 39,000
----------- -----------
NET EARNINGS 55,560 57,667
RETAINED EARNINGS
BEGINNING OF PERIOD 601,395 443,618
----------- -----------
RETAINED EARNINGS
END OF PERIOD $ 656,955 $ 501,285
=========== ===========
EARNINGS PER COMMON SHARE (NOTE 5)
Primary $ .01 $ .02
=========== ===========
Fully Diluted $ .01 $ .02
=========== ===========
WEIGHTED AVERAGE NUMBER OF COMMON SHARES
AND EQUIVALENTS OUTSTANDING (NOTE 5)
Primary 4,788,482 2,530,602
=========== ===========
Fully Diluted 6,108,602 2,530,602
=========== ===========
See Notes to Consolidated Financial Statements
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LOGIMETRICS, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF EARNINGS AND RETAINED EARNINGS
Three Months Ended December 31,
1995 1994
---- ----
REVENUES:
Net sales $ 1,886,772 $ 1,963,277
----------- -----------
COSTS AND EXPENSES:
Costs of sales 1,428,314 1,359,476
Selling, general and administrative 366,587 500,670
Interest expense 80,666 74,323
----------- -----------
1,875,567 1,934,469
----------- -----------
EARNINGS BEFORE PROVISION FOR INCOME TAXES 11,205 28,808
PROVISION FOR INCOME TAXES 5,000 12,000
----------- -----------
NET EARNINGS 6,205 16,808
RETAINED EARNINGS
BEGINNING OF PERIOD 650,750 484,477
----------- -----------
RETAINED EARNINGS
END OF PERIOD $ 656,955 $ 501,285
=========== ===========
EARNINGS PER COMMON SHARE (NOTE 5)
Primary $ .01 $ .01
=========== ===========
Fully Diluted $ .00 $ .01
=========== ===========
WEIGHTED AVERAGE NUMBER OF COMMON SHARES
AND EQUIVALENTS OUTSTANDING (NOTE 5)
Primary 4,858,380 2,530,602
=========== ===========
Fully Diluted 6,108,602 2,530,602
=========== ===========
See Notes to Consolidated Financial Statements
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<PAGE>
LOGIMETRICS, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
Six Months Ended December 31,
1995 1994
---- ----
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings $ 55,560 $ 57,667
--------- ---------
Adjustments to reconcile net earnings
to net cash used in operating activities:
Depreciation and amortization 49,761 46,847
Non-cash compensation 0 33,000
Deferred income tax provision 0 40,000
Changes in operating assets and
liabilities:
(Increase) decrease in assets:
Accounts receivable 757,496 213,051
Costs and estimated earnings in excess
of billings on uncompleted contracts (787,978) (555,115)
Inventories (302,160) (100,961)
Prepaid expenses and other current assets (42,501) (2,443)
Other assets (18,500) 3,855
Increase (decrease) in liabilities:
Accounts payable and accrued expenses 291,295 28,319
Income tax payable - current 30,000 (1,000)
--------- ---------
Total adjustments (22,587) (294,447)
--------- ---------
Net cash provided by (used in) operating
activities 32,973 (236,780)
--------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures (71,883) (4,888)
--------- ---------
Net cash (used in) investing activities (71,883) (4,888)
--------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds of financing 394,936 300,000
Repayment of debt (366,077) (61,458)
--------- ---------
Net cash provided by financing activities 28,859 238,542
--------- ---------
NET DECREASE IN CASH (10,051) (3,126)
CASH, beginning of period 40,858 80,082
--------- ---------
CASH, end of period $ 30,807 $ 76,956
========= =========
See Notes to Consolidated Financial Statements
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<PAGE>
LOGIMETRICS, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. Financial Statements
The accompanying consolidated financial statements include the accounts of
LogiMetrics, Inc. and its wholly owned subsidiary (collectively called the
"Company"). All intercompany balances and transaction have been eliminated.
The balance sheet as of December 31, 1995, the statements of earnings and
retained earnings for the six month and three month periods ended December 31,
1995 and 1994, and the statement of cash flows for the six month period then
ended have been prepared by the Registrant without audit. The financial
statements of the Registrant included herein have been prepared by the
Registrant pursuant to the rules and regulations of the Securities and Exchange
Commission and, in the opinion of management, reflect all adjustments which are
necessary to present fairly the results for the period ended December 31, 1995.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been omitted. It is suggested that these financial statements be read in
conjunction with the financial statements and notes thereto included in the
Registrant's June 30, 1995 annual report on form 10-KSB. The results of
operations for the period ended December 31, 1995 are not necessarily indicative
of the operating results for the full year.
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<PAGE>
LOGIMETRICS, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS CONTINUED
2. Costs and Estimated Earnings in Excess of Billings on Uncompleted
Contracts:
Costs and estimated earnings in excess of billings on uncompleted
contracts consist of the following at December 31, 1995:
Costs and estimated earnings $6,928,053
Less progress billings 2,781,093
----------
$4,146,960
==========
3. Inventories
Inventories consists of the following at December 31, 1995:
Raw material and components $ 1,975,488
Work-in-process 67,000
Finished goods 328,000
-----------
$ 2,370,488
===========
4. Stockholders' Equity
In August 1995, all Class B common stock (250,000 shares) were
converted to Class A common stock. As a result of this conversion, the number of
Class A shares issued and outstanding increased by 250,000 shares to 2,860,602
shares.
5. Earnings Per Share
For both primary and fully diluted purposes, per share amounts for the
six month and three month periods ended December 31, 1995 were computed using
the modified treasury stock method. Under this method, the weighted average
number of common and common equivalent shares is based on the weighted average
number of actual common shares outstanding during the year, the assumed exercise
of all options and warrants, the use of proceeds of such assumed exercises to
acquire 20% of the outstanding common stock and the use of the remaining
proceeds to retire Company debt and the balance invested in U.S. Government
securities.
Earnings per common share for the six month and three month periods
ended December 31, 1994 were computed by dividing net earnings by the weighted
average number of shares of Class A and Class B common stock outstanding during
the period. Equivalent shares resulting from the assumed exercise of options and
warrants have been excluded from the calculation as their effect is
anti-dilutive.
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<PAGE>
LOGIMETRICS, INC. AND SUBSIDIARY
Item 2: Management's Discussion and Analysis of Financial Condition and
Results of Operations:
Liquidity and capital resources
The Registrant had working capital of $2,677,750 at December 31, 1995
as compared to $4,918,272 at June 30, 1995. The reduction in working capital was
a result of the Company's revolving note of $2,200,000 with its bank, which is
referred to in the following paragraph, being classified as current. The backlog
of unfilled orders for the Company's products was $7,516,088 at December 31,
1995 as compared to $8,956,082 at December 31, 1994 before reduction for costs
and estimated earnings on uncompleted contracts (See Note 2).
The Company at the present time has completed negotiations with its
bank regarding its financial agreements. Its accommodation provides the Company
with a revolving note of $2,200,000 which matures October 1, 1996, and the
remainder under a 60 month term note for $500,000. An aggregate of $2,352,799
was outstanding at December 31, 1995. The revolving loan bears interest at 2.5%
above the prime rate; the term note carries interest at 1.5% above the prime
rate. The prime rate at December 31, 1995 was 8.5%. Obligations under the
revolving credit and term loan contains certain financial covenants which
require, among other things, the maintenance of stated working capital levels,
minimum tangible net worth and debt to equity requirements. The agreements
prohibit the payment of dividends.
In July 1995, the Company completed a private offering of 15 Units at a
price of $20,800 per Unit. Each Unit consists of one $20,000 Convertible
Subordinated Debenture and one Series A Warrant. The Debentures, bearing
interest at 12% per annum, are payable on July 14, 1997 and are subordinated to
the Company's bank debt and capital lease obligations.
The consolidated statement of cash flows for the six months ended
December 31, 1995 reflects cash provided by operations of approximately $33,000.
Net cash provided by financing activities, representing borrowing less
repayments, approximated $29,000, while $72,000 was utilized for capital
expenditures.
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<PAGE>
Results of Operations
Six Months ended December 31, 1995 and 1994
Net sales for the six months ended December 31, 1995 were 11% higher
than the corresponding period in the prior year. The Company's overall gross
profit percentage was 24.3% and 29.8% for the six months ended December 31, 1995
and 1994, respectively.
Selling, general, and administrative expenses for the six month period
ended December 31, 1995 decreased approximately 5% (as a percentage of sales) as
compared to the same period of the prior year. This level of expenditure
reflects management's continuing efforts towards cost reduction and
profitability.
Interest expense increased from 1994 to 1995, reflecting increased
borrowing and higher interest rates.
Three Months ended December 31, 1995 and 1994
Revenue for the three month December 31, 1995 decreased approximately
4% as compared to the same period of the prior year.
Selling, General and Administrative expenses for the three month period
ended December 31, 1995 decreased approximately 6% (as a percentage of the
sales) compared with the same period of the prior year.
Earnings from operations for the three month period ended December 31,
1995 decreased approximately $10,000 compared with the same period of the prior
year.
Item 5: Other Matters
On August 31, 1995, Alfred Mendelsohn and Mark Fisher were elected to
the Board of Directors bringing the total number of directors to five.
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<PAGE>
SIGNATURES
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 thereunto duly authorized.
LOGIMETRICS, INC
Date: February 9, 1996 By: /S/ Murray H. Feigenbaum
------------------------
Murray H. Feigenbaum,
President
Date: February 9, 1996 By: /S/ Jerome Deutsch
------------------------
Jerome Deutsch
Executive Vice President
and Principal Financial Officer
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<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUN-30-1996
<PERIOD-END> DEC-31-1995
<CASH> 30,807
<SECURITIES> 0
<RECEIVABLES> 1,272,831
<ALLOWANCES> (4,280)
<INVENTORY> 2,370,488
<CURRENT-ASSETS> 7,918,443
<PP&E> 101,637
<DEPRECIATION> 49,761
<TOTAL-ASSETS> 8,384,882
<CURRENT-LIABILITIES> 5,240,692
<BONDS> 0
0
0
<COMMON> 286,060
<OTHER-SE> 2,467,715
<TOTAL-LIABILITY-AND-EQUITY> 8,384,882
<SALES> 4,189,576
<TOTAL-REVENUES> 4,189,576
<CGS> 3,170,617
<TOTAL-COSTS> 770,371
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 163,028
<INCOME-PRETAX> 85,560
<INCOME-TAX> 30,000
<INCOME-CONTINUING> 55,560
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 55,560
<EPS-PRIMARY> .01
<EPS-DILUTED> .01
</TABLE>
