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Previous: MUNICIPAL FUND FOR NEW YORK INVESTORS INC, NSAR-B, 1996-09-19 |
Next: AN CON GENETICS INC, SB-2/A, 1996-09-19 |
SECURITIES AND EXCHANGE COMMISSIONNN
WASHINGTON, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the six month period ended DECEMBER 31, 1995.
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission file number 0-11685-NY
RADYNE CORP.
------------
(Exact name of small business issuer as specified in its charter)
NEW YORK
--------
(State or other jurisdiction of incorporation or organization)
11-2569467
----------
(IRS EMPLOYER IDENTIFICATION NO.)
5225 South 37th Street, Phoenix, AZ 85040
-----------------------------------------
(Address of principal executive offices)
Issuer's telephone number: 602-437-9620
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such period
that the issuer was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.
YES NO X
The issuer had 18,748,605 shares of its common stock, par value $.002,
outstanding as of June 13, 1996.
Transitional Small Business Disclosure Format YES NO X
----- -----
<PAGE>
RADYNE CORP.
(A SUBSIDIARY OF ENGINEERING AND TECHNICAL SERVICES, INC.)
BALANCE SHEETS
(Unaudited)
<TABLE>
<CAPTION>
31-Dec-95 30-Jun-95
<S> <C> <C>
Cash & Temp 46,130 2,109
A/R 751,110 549,677
Allowance For Doubtful Accounts (18,829) (13,829)
Inventories 1,065,221 1,015,326
Prepaids & other 157,682 199,949
Total Current Assets 2,001,314 1,753,232
Machinery, Equipment and Other, at Cost 1,844,533 1,832,535
Less Depreciation and Amortization (301,029) (147,020)
Other Assets - Deposits 20,134 14,252
Total Assets 3,564,952 3,452,999
====================================
-
Loan Payable to Radyne Corp (Florida), a Related Party 3,018,345 1,723,381
Current Portion LT Debt / Capitalized Lease Obligations 27,083 65,012
Accts Payable 246,112 578,674
Accrued Liabilities 511,111 694,303
Taxes Payable - Current Portion 36,028 34,880
Total Current Liabilities 3,838,679 3,096,250
------------------------------------
Taxes Payable - Long Term 121,716 168,304
- -
Common stock - $.002 par value, 20,000,000 shares authorized,
18,650,084 shares issued and outstanding. 37,301 37,301
Additional Paid-In capital 516,000 516,000
Accumulated Deficit (948,743) (364,856)
------------------------------------
Stockholders' Equity (Deficit) (395,442) 188,445
------------------------------------
Total Liabilities & Stockholders' Equity (Deficit) 3,564,952 3,452,999
====================================
</TABLE>
<PAGE>
RADYNE CORP.
Statement of Operations (Page 1 of 2)
For The Three Months Ended December 31, 1995
and the Two Months Ended December 31, 1994
(Unaudited)
<TABLE>
<CAPTION>
{--CURRENT PERIOD--} {---------------------PRIOR PERIOD----------------------}
SUCCESSOR PREDECESSOR SUCCESSOR TOTAL
Three Months Ending 11-1 TO 12-16-94 12-17 TO 12-31-94 Two Months Ending
31-Dec-95 1-1/2 MONTHS 1/2 MONTHS 31-Dec-94
--------- ------------ ---------- ---------
<S> <C> <C> <C> <C>
Sales 1,100,443 2,569,396 187,867 2,757,263
-
Cost of Sales 699,632 2,229,329 107,338 2,336,667
Selling, General & Administrative Expenses 442,882 1,658,388 70,155 1,728,543
Research and Development Expenses 428,356 - - -
Professional Fees Related to Reorganization - 600,198 - 600,198
Income (Loss) From Operations (470,427) (1,918,519) 10,374 (1,908,145)
-
Fresh Start Adjustments - 1,598,841 - 1,598,841
Loss Before extraordinary Items (470,427) (319,678) 10,374 (309,304)
-
Gain on Exchange of Debt for Common Stock - 1,062,667 - 1,062,667
Gain on debt Forgiveness - 1,636,489 - 1,636,489
Total Extraordinary Items - 2,699,156 - 2,699,156
-
Interest Expense 42,318 118,235 2,315 120,550
Interest & Other Income - - (46) (46)
Income (Loss) Before Provision For Income Taxes (512,745) 2,261,243 8,105 2,269,348
Provision for Income Taxes - - - -
Net Income (Loss) (512,745) 2,261,243 8,105 2,269,348
Net Income (Loss) Per Common Share - - - -
Before Extraordinary Items (0.027) (0.066) 0.005 (0.261)
Extraordinary Items - 1.641 - 1.641
Net Income (Loss) Per Common Share (0.027) 1.375 0.005 1.379
-
Weighted Average Number of Common -
Shares Outstanding: 18,650,084 1,645,101 18,650,054 18,650,054
</TABLE>
<PAGE>
RADYNE CORP.
Statement of Operations (Page 2 of 2)
For The Six Months Ended December 31, 1995
and the Five Months Ended December 31, 1994
(Unaudited)
<TABLE>
<CAPTION>
{--CURRENT PERIOD--} {-------------------PRIOR PERIOD------------------}
SUCCESSOR PREDECESSOR SUCCESSOR TOTAL
6 Months 8-1 TO 12-16-94 12-17-94 to 12-31-94 5 Months
31-Dec-95 4 1/2 MONTHS 1/2 MONTHS 31-Dec-94
--------- ------------ ---------- ---------
<S> <C> <C> <C> <C>
Sales 2,397,235 3,722,719 187,867 3,910,586
- - -
Cost of Sales 1,475,284 2,857,889 107,338 2,965,227
Selling, General & Administrative Expenses 846,113 1,954,788 70,155 2,024,943
Research and Development Expenses 588,451 - - -
Professional Fees Related to Reorganization - 600,198 - 600,198
Income (Loss) From Operations (512,613) (1,690,156) 10,374 (1,679,782)
Fresh Start Adjustments - 1,598,841 - 1,598,841
Loss Before Extraordinary Items (512,613) (91,315) 10,374 (80,941)
- - -
Gain on Exchange of Debt for Common Stock - 1,062,667 - 1,062,667
Gain on Debt Forgiveness - 1,636,489 - 1,636,489
Total Extraordinary Items - 2,699,156 - 2,699,156
Interest Expense 71,274 125,605 2,315 127,920
Interest & Other Income - - (46) (46)
Income (Loss) Before Provision For Income Taxes (583,887) 2,482,236 8,105 2,490,341
Provision for Income Taxes - - - -
Net Income (Loss) (583,887) 2,482,236 8,105 2,490,341
Net Income (Loss) Per Common Share - - - -
Before Extraordinary Items (0.031) (0.128) 0.005 (0.123)
Extraordinary Items - 1.641 - 0.164
Net Income (Loss) Per Common Share (0.031) 1.513 0.005 1.518
Weighted Average Number of Common
Shares Outstanding: 18,650,084 18,650,084 18,650,084 18,650,084
</TABLE>
<PAGE>
RADYNE CORP.
Statement of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
{----CURRENT---} {------------------PRIOR PERIOD------------------}
PREDECESSOR SUCCESSOR TOTAL
----------- --------- -----
31-Mar-96 12/16/94 12/17 TO 12-31-94 12/31/94
--------- -------- ----------------- --------
<S> <C> <C> <C> <C>
Cash Flows From Operating Activities:
Net Income (Loss) (583,887) 2,261,243 8,104 2,269,347
Adjustments to Reconcile Net Income (Loss) to Net Cash
Flows Provided By (Used In) Operating Activities:
Depreciation & Amortization 154,009 25,850 11,187 37,037
Provision for Losses on Accoutns Receivable 5,000 6,453 6,453
Provision for Losses on Inventory 612,026 612,026
Reorganization Items:
Fresh Start Adjustments (1,598,841) (1,598,841)
Gain on Exchange of Debt for Common stock (1,062,667) (1,062,667)
Gain on Forgiveness of Debt (1,636,489) (1,636,489)
(Increase) Decrease in Operating Assets:
Acccounts Receivable (201,433) 127,476 (47,330) 80,146
Inventories (49,895) (692,936) 1,608 (691,328)
Deposits (5,882) (9,586) - (9,586)
Prepaids, Advances and Other 42,267 4,890 15,230 20,120
Increase (Decrease) in Operating Liabilities:
Accounts Payable (252,450) 557,817 557,817
Accrued Liabilities (183,192) 599,990 599,990
(Increase) decrease in bankruptcy claims escrow (106,613) (106,613)
Increase in Taxes Payable (45,441) 213,143 213,143
Total Adjustments (537,017) (2,959,487) (19,305) (2,978,792)
Net Cash (Used In) Provided By Operating Activities (1,120,904) (698,244) (11,201) (709,445)
Cash Flows From Investing Activities:
Capital Expenditures (11,998) - - -
Net Cash Used in Investing Activities (11,998) - - -
Cash Flows From Financing Activities:
Temporary Bank Overdraft (80,112)
Change in Current Portion of Long Term Debt (37,929)
Proceeds From Loan Payable to Affiliate 1,294,964 870,175 870,175
Net Cash Provided By (Used In) Financing Activities 1,176,923 870,175 - 870,175
Net Increase (Decrease) In Cash 44,021 171,931 (11,201) 160,730
Cash, Beginning of Period 2,109 84,467 256,398 84,467
Cash, End of Period 46,130 256,398 245,197 245,197
</TABLE>
<PAGE>
RADYNE CORP.
Notes to Financial Statements
- -----------------------------
(Information for the interim periods ending DECEMBER 31, 1995 and DECEMBER 31,
1994 is unaudited)
1. Business
Radyne Corp. (the "Company") was incorporated on November 25, 1980
and commenced operations on May 22, 1981. The Company designs,
manufactures and sells products, systems and software used for the
transmission and reception of data over satellite and cable
communications networks.
2. Summary of Significant Accounting Policies
(a) Basis of Presentation
The interim financial statements furnished reflect all adjustments
which are, in the opinion of management, necessary for a fair
presentation of the statement of financial position as of JUNE 30,
1995 and DECEMBER 31, 1995 and the results of operations for the
three months and six months ended DECEMBER 31, 1995 and the
comparable prior periods presented. The financial statements should
be read in conjunction with the summary of significant accounting
policies and notes to financial statements included in the
Company's Form 10-KSB for the year ended June 30, 1995.
The results of operations for the interim period are not
necessarily indicative of the results to be expected for the full
year.
(b) Inventories
Inventories are stated at the lower of cost (first-in, first-out)
or market value including material, direct labor and overhead
costs.
(c) Machinery and Equipment
Machinery and equipment are stated at cost. Expenditures for
repairs and maintenance are charged to operations as incurred, and
improvements which extend the useful lives of the assets are
capitalized. Depreciation and amortization of machinery and
equipment are computed using the straight-line method based on the
following useful lives:
Machinery and equipment 7 years
Furniture and fixtures 7 years
Leasehold improvements 5 years
<PAGE>
RADYNE CORP.
Notes to Financial Statements
- -----------------------------
(Information for the interim periods ending DECEMBER 31, 1995 and DECEMBER 31,
1994 is unaudited)
(d) Research and Development
------------------------
Expenditures for research and development are charged to operations
in the period incurred.
(e) Taxes on Income
---------------
The Company follows the liability method of accounting for income
taxes, as prescribed by Statement No. 109 of the Financial
Accounting Standards Board.
(f) Per Share Data
--------------
Earnings (loss) per share of common stock were computed by dividing
net income (loss) by the weighted average number of shares of
common stock outstanding during each of the periods presented. The
common equivalent shares were not included in the weighted average
number of shares outstanding for the periods presented since their
effect was antidilutive.
<PAGE>
RADYNE CORP.
Notes to Financial Statements
- -----------------------------
(Information for the interim periods ending DECEMBER 31, 1995 and DECEMBER 31,
1994 is unaudited)
3. Reorganization
(a) Reorganization
--------------
On April 28, 1994, the Predecessor Company (Radyne Corp.)
filed a petition for relief under Chapter 11 of the federal
bankruptcy laws in the United States Bankruptcy Court for the
Eastern District of New York. Under Chapter 11, certain claims
against the Predecessor Company in existence prior to the filing
were stayed while the Predecessor Company continued business
operations as debtor-in-possession. Claims secured against the
Predecessor Company's assets were also stayed, although the holders
of such claims had the right to move the court for relief from the
stay prior to the plan being confirmed. Secured claims were secured
primarily by liens on all of the Predecessor Company's assets.
The Company emerged from Chapter 11 Bankruptcy when its
Reorganization Plan was confirmed by the United States Bankruptcy
Court on December 16, 1994. It has handled its increased capital
requirements by continuing to fill orders, increase revenues and
accounts receivable along with the financing provided by Radyne
Corp. (Florida), a related party, during the bankruptcy and post
confirmation period (amount at DECEMBER 31, 1995 is $3,018,345).
4. Inventories
Inventories consist of the following:
DEC 31, JUNE 30,
1995 1995
-------- -----
Raw Materials and components $ 40,006 $ 420,479
Work in process 612,700 370,563
Finished Goods 226,615 224,284
Demonstration Units In The Field 225,900 -0-
--------- ---------
Sub Total 1,105,221 1,015,326
Less Allowance for obsolescence 40,000 -0-
Total $1,065,221 $ 1,015,326
========= =========
<PAGE>
RADYNE CORP.
Notes to Financial Statements
- -----------------------------
(Information for the interim periods ending DECEMBER 31, 1995 and DECEMBER 31,
1994 is unaudited)
5. Machinery, Equipment and Other
Machinery, equipment and other consists of the following:
DEC 31, JUNE 30,
1995 1995
------ ------
Machinery and equipment $ 246,195 $ 234,197
Designs & Drawings 1,598,338 1,598,338
--------- ----------
1,844,533 1,832,535
Less: accumulated depreciation
and amortization (301,029) (147,020)
--------- ----------
$ 1,543,504 $1,685,515
========== =========
6. Accrued Liabilities
Accrued liabilities consist of the following:
DEC 31, June 30,
1995 1995
-------- --------
Payroll and vacation $ 122,589 $ 87,087
Creditor's claims from Bankruptcy -0- 106,274
Professional fees 69,590 216,163
Other 318,933 284,779
--------- ---------
$ 511,112 $ 694,303
========= =========
<PAGE>
RADYNE CORP
Item 2 - Management's Discussion and Analysis of Financial Condition and
----------------------------------------------------------------------
Results.
--------
Financial Condition
The Company's assets have increased from $3,452,999 at June
30, 1995 to $3,564,955 at DECEMBER 31, 1995, while the company's
liabilities have increased from $3,264,554 at June 30, 1995 to
$3,960,397 at DECEMBER 31, 1995. The decrease in net assets (assets
minus liabilities) of $583,887 relates to the Company's net loss for
the SIX MONTH period ending DECEMBER 31, 1995.
The Company's working capital deficit was ($1,837,365) at
DECEMBER 31, 1995; an increase of $494,347 from ($1,343,018) at June
30, 1995.
Results of operations for the SIX month period ended DECEMBER
31, 1995 compared to the FIVE month period ended DECEMBER 31, 1994, are
as follows:
The Company's net sales decreased 39% to $2,397,235 during the
period ended DECEMBER 31, 1995 from $3,910,586 during the five month
period ended DECEMBER 31, 1994.
The Company's cost of sales as a percentage of sales decreased
to 62% during the period ended DECEMBER 31, 1995 from 76% during the
five month period ended DECEMBER 31, 1994.
Selling, general and administrative costs decreased to
$846,113 during the current period from $2,024,943 during the five
month period ended DECEMBER 31, 1994.
Research and development expenditures were not incurred in the
1994 or 1995 fiscal periods. Research and development expenditures
totaled $588,451 during the period ended DECEMBER 31, 1995.
Based on the increases in expenses outlined above, the Company
experienced a net loss of ($583,887) during the period ended DECEMBER
31, 1995 as compared with net profit of $2,490,341 during the five
month period ended DECEMBER 31, 1994.
<PAGE>
PART II - OTHER INFORMATION
Item 1 - Legal Proceedings
-----------------
The information called for is already disclosed in Note 3 to the Financial
Statements contained in Part I of this report. Said information is hereby
incorporated herein by reference.
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant has
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
Dated: August 9, 1996 RADYNE CORP.
----------------------
By: Robert C. Fitting
----------------------------
Robert C. Fitting
President
By: A.J. Mullaney
----------------------------
A.J. Mullaney
Secretary and Treasurer
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