AMERICAN MEDICAL ALERT CORP
10QSB, 1998-11-03
MISCELLANEOUS BUSINESS SERVICES
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                                   FORM 10-QSB

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                   QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


For Quarter Ended September 30, 1998


Commission File Number 1-8635

                          AMERICAN MEDICAL ALERT CORP.
        (Exact Name of Small Business Issuer as Specified in its Charter)

         New York                                     11-2571221
(State or other jurisdiction of                   (I.R.S. Employer
incorporation or organization)                    Identification Number)

                3265 Lawson Boulevard, Oceanside, New York 11572
                    (Address of principal executive offices)
                                   (Zip Code)

                                   (516) 536-5850
                  (Issuer's telephone number, including area code)

Check  whether the issuer (1) 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
         --      --

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest  practicable  date:  5,948,419 shares of $.01 par
value common stock as of October 23, 1998.


<PAGE>


                          AMERICAN MEDICAL ALERT CORP.
                                      INDEX


                         PART I - FINANCIAL INFORMATION
<TABLE>
<CAPTION>

                                                                                 PAGE

<S>        <C>                           
Item 1.        Financial Statements                                           <C>

                             Condensed Balance Sheets for September 30, 1998    
                             and December 31, 1997                                 1

                             Condensed Statements of Income for the
                             Nine Months Ended September 30, 1998 and 1997         2

                             Condensed Statements of Income for the
                             Three Months Ended September 30, 1998 and 1997        3

                             Condensed Statements of Cash Flows for
                             the Nine Months Ended September 30, 1998 and 1997     4

                             Notes to Condensed Financial Statements               5

Item 2.        Management's Discussion and Analysis or
                             Plan of Operation                                     6


                           PART II - OTHER INFORMATION


Item 6.        Exhibits and Reports on Form 8-K                                    7
</TABLE>

<PAGE>



Item 1.  Financial Statements.

                          AMERICAN MEDICAL ALERT CORP.
                            CONDENSED BALANCE SHEETS

                                     ASSETS
<TABLE>
<CAPTION>

                                                                               September 30, 1998                    Dec. 31, 1997*
                                                                               ------------------                    ---------------
                                                                                  (Unaudited)

<S>                                                                              <C>                                   <C>       
CURRENT ASSETS
  Cash                                                                           $   514,182                           $  304,739
  Accounts and notes receivable                                                    1,803,581                            1,574,738
  (net of allowance for doubtful accounts of $60,000 in '98 & $30,000 '97)
  Inventory                                                                        1,270,735                            1,310,551
  Prepaid expenses and other current assets                                          211,050                              196,990
  Deferred income tax benefit                                                         93,000                               97,000
                                                                                  -----------                         -----------
  Total Current Assets                                                             3,892,548                            3,484,018
FIXED ASSETS:
  (Net of accumulated depreciation and amortization)                               4,252,212                            3,732,849

OTHER ASSETS                                                                         237,455                               34,761
                                                                                  -----------                        ------------

TOTAL ASSETS                                                                      $8,382,215                           $7,251,628
                                                                                  ===========                        ============

LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
  Note payable bank                                                            $          -0-                         $   150,000
  Accounts payable                                                                   149,663                              161,795
  Accrued expenses                                                                   183,311                              139,802
  Taxes payable                                                                       35,192                                   -0-
  Current portion of deferred income                                                   4,700                                   -0-
  Current portion of long-term debt                                                   68,832                                9,056
                                                                                -------------                         ------------
TOTAL CURRENT LIABILITIES                                                            441,698                              460,653
                                                                                -------------                         ------------

DEFERRED INCOME TAX LIABILITY                                                        318,000                              318,000
DEFERRED INCOME                                                                       18,066                                   -0-
LONG-TERM DEBT - LESS CURRENT MATURITIES                                             177,870                                2,797
                                                                                -------------                         ------------
TOTAL LIABILITIES                                                                    955,634                              781,450
                                                                                -------------                         ------------
COMMITMENTS AND CONTINGENT LIABILITIES
SHAREHOLDERS' EQUITY
  Common stock - $.01 par value; authorized - 10,000,000 shares;
  issued - 5,992,329 shares in 1998 and 5,904,607 shares in 1997                      59,923                               59,045
  Additional paid-in capital                                                       4,709,589                            4,523,189
  Retained Earnings                                                                2,763,101                            1,993,976
                                                                                -------------                         ------------
                                                                                   7,532,613                            6,576,210
  Less 43,910 shares in 1998 & 1997 of treasury stock, at cost                      (106,032)                            (106,032)
                                                                                -------------                         ------------
  Total Shareholder's Equity                                                       7,426,581                            6,470,178
                                                                                -------------                         ------------
TOTAL LIABILITIES & SHAREHOLDERS' EQUITY                                          $8,382,215                           $7,251,628
                                                                                =============                         ============

See accompanying notes to condensed financial statements.
* Derived from audited financial statements

</TABLE>
                                        1

<PAGE>

                         CONDENSED STATEMENTS OF INCOME
                                    (Unaudited)
<TABLE>                                                                        
<CAPTION>                                             
                                                           
                                                                            Nine Months Ended September 30,
                                                                  ------------------------------------------------
                                                                  1998                                        1997
                                                                  ----                                        ----

<S>                                                            <C>                                <C>               
Revenues:
               Services                                        $     5,758,704                    $        5,009,103
               Product sales                                           422,770                               736,836
                                                               ---------------                      ----------------
                                                                     6,181,474                             5,745,939
                                                               ---------------                      ----------------
Costs and Expenses (Income):
               Costs related to service                              2,063,540                             1,911,850
               Costs of products sold                                  354,653                               675,659
               Selling, general and
               administrative expenses                               2,375,657                             2,008,717
               Interest expense                                         14,462                                35,183
               Other income                                             (7,963)                               (1,001)
                                                               ---------------                      ----------------
                                                                     4,800,349                             4,630,408
                                                               ---------------                      ----------------

Income before provision for income taxes                             1,381,125                             1,115,531


Provision for income taxes                                             612,000                               490,000
                                                               ---------------                      ----------------



NET INCOME                                                      $      769,125                      $        625,531
                                                               ===============                      ================
Net income per share
               Basic                                            $          .13                      $            .11
                                                               ===============                      ================
               Diluted                                          $          .13                      $            .11
                                                               ===============                      ================

Weighted average number of common shares outstanding (Note 3)
               Basic                                                 5,907,409                             5,832,567
                                                               ===============                     =================
               Diluted                                               6,006,736                             5,938,691
                                                               ===============                     =================
                                                               
</TABLE>

See accompanying notes to condensed financial statements.
 
                                      2

<PAGE>


                          AMERICAN MEDICAL ALERT CORP.

                         CONDENSED STATEMENTS OF INCOME
                                   (Unaudited)
<TABLE>
<CAPTION>



                                                                                           Three Months Ended September 30,
                                                                                         ------------------------------------
                                                                                         1998                           1997       
                                                                                         ----                           ----       

<S>                                                                           <C>                               <C>           
Revenues:
               Services                                                         $       2,028,487                 $    1,724,311
               Product sales                                                              107,967                        444,942
                                                                                   --------------                 --------------
                                                                                        2,136,454                      2,169,253
                                                                                   --------------                 --------------
Costs and Expenses (Income):
               Costs related to services                                                  696,261                        678,242
               Costs of products sold                                                     103,906                        405,240
               Selling, general and
               administrative expenses                                                    833,419                        653,138
               Interest expense                                                             4,366                         11,248
               Other income                                                                (4,363)                          (320)
                                                                                    -------------                 --------------
                                                                                        1,633,589                      1,747,548
                                                                                    -------------                 --------------

Income before provision for income taxes                                                  502,865                        421,705


Provision for income taxes                                                                223,000                        184,300
                                                                                   --------------                 --------------



NET INCOME                                                                        $       279,865                 $      237,405
                                                                                   ==============                 ==============

Net income per share
               Basic                                                              $           .05                 $          .04 
                                                                                  ===============                 ==============
               Diluted                                                            $           .05                 $          .04
                                                                                  ===============                 ==============

Weighted average number of common shares outstanding (Note 3)
               Basic                                                                    5,948,419                      5,858,400
                                                                                  ===============                 ==============
               Diluted                                                                  6,098,342                      5,979,819
                                                                                  ===============                 ==============
</TABLE>

See accompanying notes to condensed financial statements.

                                       3
<PAGE>



                          AMERICAN MEDICAL ALERT CORP.

                        CONDENSED STATEMENT OF CASH FLOWS
                                   (Unaudited)     
<TABLE>
<CAPTION>
                             

                                                                                               Nine Months Ended September 30,
                                                                                            ------------------------------------
                                                                                            1998                           1997
                                                                                            ----                           ----

<S>                                                                                       <C>                          <C>      
Cash Flows From Operating Activities: 
               Net Income                                                                 $ 756,125                    $ 625,531
               Adjustments to reconcile net income to net cash provided
               by operating activities
               Provision for bad debts                                                      30,000                            -0-
               Depreciation and amortization                                               734,171                       569,680
               Issuance of stock for consulting fees                                            -0-                        3,828
               Loss on unrecovered leased medical equipment                                 64,200                            -0-
               Change in Assets and Liabilities:
               (Increase) in receivables                                                  (228,843)                     (690,729)
               Decrease in inventory                                                        39,816                         2,243
               (Increase) in prepaid expenses
                  and other assets                                                        (212,754)                      (94,448)
               Increase (Decrease) in accounts payable,
                  accrued expenses and taxes payable                                       (65,335)                      125,363
                                                                                      -------------                   ----------

Net Cash Provided by Operating Activities                                                1,130,380                       541,468
                                                                                      -------------                   ----------

Cash Flows from Investing Activities:
               Net expenditures for fixed assets                                        (1,001,564)                     (692,110)
               Payment for account acquisitions                                           (191,500)                           -0-
Net Cash (Used In) Investing Activities                                                 (1,193,064)                     (692,110)
                                                                                   ----------------                   ----------

Cash Flows from Financing Activities:
               Repayment of bank borrowing                                                (150,000)                           -0-
               Increase (Decrease) in loans payable                                        234,849                        (6,783)
               Net Proceeds upon exercise of stock options                                 187,278                       127,984
                                                                                   ----------------                   ----------

Net Cash Provided By Financing Activities                                                  272,127                       121,201
                                                                                   ----------------                   ----------

Net Increase (Decrease) in Cash                                                     $      209,443                    $  (29,441)

Cash, Beginning of Period                                                                  304,739                       301,013
                                                                                   ----------------                   ----------
Cash, End of Period                                                                 $      514,182                    $  271,572
                                                                                   ================                   ==========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

CASH PAID DURING THE PERIOD
FOR INTEREST                                                                       $        14,462                    $   35,183
                                                                                   ================                   ===========

CASH PAID DURING THE PERIOD
FOR INCOME TAXES                                                                   $       540,809                    $  521,118
                                                                                   ================                   ===========


</TABLE>


See accompanying notes to condensed financial statements.

                                       4
<PAGE>



                          AMERICAN MEDICAL ALERT CORP.

                     Notes to Condensed Financial Statements
                                   (Unaudited)

1.     General:

       These  financial  statements  should  be read  in  conjunction  with  the
       financial  statements  and notes thereto for the year ended  December 31,
       1997 included in the Company's Annual Report on Form 10-KSB.



2.     Results of Operations:

       In the  opinion  of  management,  the  accompanying  unaudited  condensed
       financial  statements contain all adjustments  (consisting only of normal
       recurring accruals) necessary to present fairly the financial position as
       of September 30, 1998,  and the results of  operations  and of cash flows
       for the nine months ended September 30, 1998 and 1997.

       The accounting policies used in preparing these financial  statements are
       the  same  as  those   described  in  the  December  31,  1997  financial
       statements.

       The results of  operations  for the nine months ended  September 30, 1998
       are not  necessarily  indicative  of the results to be  expected  for any
       other interim period or for the full year.



3.     Income Per Share:

       In  February  1997,  the  Financial  Accounting  Standards  Board  issued
       Statement of Financial  Accounting  Standards ("SFAS") No. 128, "Earnings
       per Share," which changes the  methodology  of  calculating  earnings per
       share. SFAS No. 128 requires the disclosure of diluted earnings per share
       regardless of its difference  from basic earnings per share.  The Company
       adopted  SFAS No. 128 in December  1997.  Earnings per share data for the
       nine months  ended  September  30, 1997 have been stated to conform  with
       this pronouncement.

                                        5

<PAGE>

Item 2.  Management's Discussion and Analysis or Plan of Operation.

The following  discussion and analysis  provides  information  which  management
believes is relevant to an assessment and understanding of the Company's results
of  operations  and  financial  condition.  The  discussion  should  be  read in
conjunction with the consolidated  financial  statements contained in the latest
Annual Report dated December 31, 1997.

This  discussion  contains  forward-looking  statements  which,  in  addition to
assuming a  continuation  of the degree and timing of customer  utilization  and
rate of renewals of contracts  with the Company at relatively  high levels,  are
subject to a number of known and  unknown  risks  that,  in  addition to general
economic, competitive and other business conditions, could cause actual results,
performance  and  achievements  to differ  materially  from those  described  or
implied in the forward-looking statements.

Liquidity and Capital Resources
- -------------------------------

On April 27,  1998,  the Company  renegotiated  a  $2,000,000  Revolving  Credit
Facility with a bank (based upon 75% of eligible accounts  receivable and 25% of
inventory,  as defined)  expiring May 31, 2000.  The note bears  interest at the
lower of prime rate or LIBOR Rate plus 2.50% (as defined) and is  collateralized
by the  Company's  assets.  There are no  amounts  outstanding  under the Credit
Facility as of October  23,  1998.  The  agreement  provides  for  negative  and
affirmative  covenants  including  those related to tangible net worth,  working
capital and other borrowings.

During 1998, the Company  anticipates  that it will make capital  investments of
approximately  $1,750,000  of which  approximately  $995,000  has been  expended
through September 30, 1998 for the purchase and production of additional systems
which the Company intends to rent. In addition,  approximately $145,000 has been
expended for the purchase of office and computer  equipment  used in operations.
The  Company  has also  entered  into a  sale/leaseback  agreement  for  certain
equipment.

The Company  believes that its present cash and working  capital  position,  its
borrowing  availability and future anticipated income will be sufficient to meet
its cash and working capital needs for the foreseeable future.

Year 2000 Compliance
- --------------------

       The  Company is in the  process of  evaluating  its  computer  systems to
determine  what  modifications,  if any,  are  necessary  to make  such  systems
compatible  with  Year  2000  requirements.  As many of the  Company's  computer
systems and software  have been put into service  within the last few years,  or
are currently being replaced with Year 2000 compliant systems and software,  the
Company does not expect any such modifications to require material  expenditures
or have a material adverse effect on the Company's financial position or results
of operations.

       There can be no assurance,  however,  that the computer  systems of other
companies on which the Company's systems rely will be timely modified, or that a
failure to modify such systems by another  company,  or  modifications  that are
incompatible with the Company's  systems or software,  would not have a material
adverse effect on the Company. The Company has had discussions with its material
vendors and suppliers with respect to the Year 2000 compliance of such entities.
Based upon such discussions, the Company believes that


                                       6
<PAGE>

it is not likely that the Company's relationships with such entities will result
in a material adverse effect on the Company's  business or results of operations
in connection with Year 2000 compliance.

Results of Operations
- ---------------------

Revenue from services increased $749,601 for the nine months ended September 30,
1998 as compared to the same period in 1997,  an increase of 15%.  This increase
resulted  from  the  expansion  of  the  Company's  customer  base  for  monthly
monitoring  and rental  services.  Costs related to services for the nine months
ended  September  30,  1998 and  1997  were  36% and  38%,  respectively.  Costs
decreased as a result of lower costs relative to new units.

Revenue from services  increased  $304,176 for the three months ended  September
30,  1998 as compared  to the same  period in 1997,  an  increase  of 18%.  This
increase resulted from the expansion of the Company's  customer base for monthly
monitoring and rental  services.  Costs related to services for the three months
ended  September  30,  1998 and  1997  were  34% and  39%,  respectively.  Costs
decreased as a result of lower costs relative to new units.

Revenue  from  product  sales  decreased  $314,066  for the  nine  months  ended
September  30, 1998 as  compared to the same period in 1997,  a decrease of 43%.
The gross profit on product  sales for the nine months ended  September 30, 1998
and 1997 was 16% and 8%,  respectively.  Revenue  from product  sales  decreased
$336,975 for the three months ended  September  30, 1998 as compared to the same
period in 1997, a decrease of 76%. The decrease in product sales was a result of
management's  changing focus toward the growth of its subscriber base and rental
income.

Interest  expense  for the nine  months  ended  September  30, 1998 and 1997 was
$14,462 and $35,183, respectively.  Selling, general and administrative expenses
as  compared  as a  percentage  of  total  revenues  for the nine  months  ended
September 30, 1998 and 1997 were 38% and 35%, respectively.

Interest  expense for the three  months  ended  September  30, 1998 and 1997 was
$4,366 and $11,248,  respectively.  Selling, general and administrative expenses
as  compared  as a  percentage  of total  revenues  for the three  months  ended
September 30, 1998 and 1997 were 39% and 30%, respectively.


                            PART II OTHER INFORMATION


Item 3. Exhibit and Reports on Form 8-K.

(a)  Exhibits:

      27.  Financial Data Schedule


(b) Reports on Form 8-K:

       No reports on Form 8-K were filed.  

                                        7

<PAGE>



                                   SIGNATURES



Pursuant to the requirements of the Securities Exchange Act of 1934, the Company
has duly  caused  this  report  to be signed  on its  behalf by the  undersigned
thereunto duly authorized.


                                    

                                         AMERICAN MEDICAL ALERT CORP.


Dated:  November 3, 1998                 By:     /s/ Howard M. Siegel           
                                            ------------------------------------
                                                     Howard M. Siegel
                                           President and Chief Operating Officer



                                         By:     /s/ Corey M. Aronin  
                                             -----------------------------------
                                                     Corey M. Aronin
                                            Chief Financial Officer






                                       8

<TABLE> <S> <C>
   
     <ARTICLE>                5            
     <CIK>                    0000700721

<NAME>                             AMERICAN MEDICAL ALERT CORP.
       
<S>                                                        <C>
<PERIOD-TYPE>                                            9-MOS
<FISCAL-YEAR-END>                                  DEC-31-1998
<PERIOD-START>                                     JAN-01-1998
<PERIOD-END>                                       SEP-30-1998
<CASH>                                                 514,182
<SECURITIES>                                                 0
<RECEIVABLES>                                        1,863,581
<ALLOWANCES>                                            60,000
<INVENTORY>                                          1,270,735
<CURRENT-ASSETS>                                     3,892,548
<PP&E>                                               4,252,212
<DEPRECIATION>                                               0
<TOTAL-ASSETS>                                       8,382,215
<CURRENT-LIABILITIES>                                  441,698
<BONDS>                                                246,702
                                        0
                                                  0
<COMMON>                                                59,923
<OTHER-SE>                                           7,366,658
<TOTAL-LIABILITY-AND-EQUITY>                         8,382,215
<SALES>                                                422,770
<TOTAL-REVENUES>                                     6,181,474
<CGS>                                                  354,653
<TOTAL-COSTS>                                        4,808,312
<OTHER-EXPENSES>                                             0
<LOSS-PROVISION>                                             0
<INTEREST-EXPENSE>                                      14,462
<INCOME-PRETAX>                                      1,381,125
<INCOME-TAX>                                           612,000
<INCOME-CONTINUING>                                          0
<DISCONTINUED>                                               0
<EXTRAORDINARY>                                              0
<CHANGES>                                                    0
<NET-INCOME>                                           769,125
<EPS-PRIMARY>                                              .13
<EPS-DILUTED>                                              .13
        

</TABLE>


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