FORM 10-Q/A
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10 Q/A
AMENDMENT No. 1
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR QUARTER ENDED March 31, 1995 COMMISSION FILE NO. 0-12025
CIRCON CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
Delaware 95-3079904
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
6500 Hollister Avenue, Santa Barbara, California 93117-3019
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (805) 968-5100
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 twelve
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
Number of Common Shares Outstanding at March 31, 1995:
7,970,703
Circon Corporation (File No. 0-12025) -
Amendment No. 1 to Form 10Q for the quarter ended March 31, 1995
Ladies and Gentlemen:
Attached for filing on behalf Circon Corporation (the "Company") pursuant to
the Securities Exchange Act of 1934 are conformed copies of the Company's Form
10-Q/A Amendmnet No. 1 to Form 10-Q for the fiscal quarter ended March 31, 1995.
Pursuant to rule 302 of regulation S-T, the Company has manually executed
signature pages to the Form 10-Q/A prior to the time of this electronic filing
and will retain such executed signature pages for five years.
Very Truly Yours,
Circon Corporation
Daniel J. Meaney
Vice President, Secretary,
General Counsel
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
CIRCON CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 1994 AND MARCH 31, 1995
ASSETS
(Unaudited)
December 31, March 31,
1994 1995
CURRENT ASSETS:
Cash and temporary cash investment $ 346,000 $ 611,000
Marketable securities 20,410,000 20,715,000
Accounts receivable, net of allowance of
$627,000 in 1994, and $665,000 in 1995 17,607,000 16,935,000
Inventories 16,471,000 17,809,000
Prepaid expenses and other assets 1,930,000 1,919,000
Deferred tax asset - current 2,639,000 2,639,000
Total current assets 59,403,000 60,628,000
PROPERTY, PLANT, AND EQUIPMENT,
at cost, net of accumulated depreciation
and amortization 32,010,000 33,246,000
OTHER ASSETS:
Deferred tax asset - noncurrent 739,000 739,000
Other, at cost, net of accumulated
amortization 2,824,000 2,782,000
Total assets 94,976,000 $ 97,395,000
The accompanying notes are an integral part of
these consolidated statements.
CIRCON CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 1994 AND MARCH 31, 1995
LIABILITIES AND SHAREHOLDERS' EQUITY
(Unaudited)
December 31, March 31,
1994 1995
CURRENT LIABILITIES:
Accounts payable 3,649,000 3,940,000
Accrued liabilities 6,692,000 7,088,000
Customer deposits 473,000 486,000
Total current liabilities 10,814,000 11,514,000
NONCURRENT LIABILITIES
Deferred income taxes 5,276,000 5,354,000
Capital lease obligations and other 327,000 192,000
Total noncurrent liabilities 5,603,000 5,546,000
COMMITMENTS
SHAREHOLDERS' EQUITY
Preferred stock, $ .01 par value:
1,000,000 shares authorized, none
outstanding
Common stock; $ .01 par value:
50,000,000 shares authorized;
7,954,333 and 7,970,703 outstanding
at December 31, 1994 and
March 31,1995 59,445,000 59,511,000
Unrealized losses on Marketable Securities (314,000) (166,000)
Cumulative translation adjustment (341,000) 107,000
Retained earnings 19,769,000 20,883,000
Total shareholders' equity 78,559,000 80,335,000
Total liabilities and shareholders'
equity $ 94,976,000 $ 97,395,000
The accompanying notes are an integral part of
these consolidated statements.
CIRCON CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATION
Three Months Ended
March 31,
(Unaudited) (Unaudited)
1994 1995
NET SALES $ 20,833,000 $ 22,474,000
COST OF SALES 9,904,000 10,637,000
GROSS PROFIT 10,929,000 11,837,000
OPERATING EXPENSES:
Research and development 1,995,000 1,827,000
Selling, general and administrative 7,801,000 8,529,000
Total operating expenses 9,796,000 10,356,000
INCOME FROM OPERATIONS 1,133,000 1,481,000
Interest income, net 84,000 329,000
Other income (expense), net (3,000) (166,000)
INCOME BEFORE PROVISION FOR INCOME
TAXES 1,214,000 1,644,000
Provision for income taxes 425,000 530,000
NET INCOME $ 789,000 $ 1,114,000
Net Earnings Per Share $ 0.10 $ 0.13
Weighted average number of shares
outstanding 8,144,667 8,433,662
The accompanying notes are an integral part of
these consolidated statements.
CIRCON CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
Three Months Ended
March 31,
(Unaudited) (Unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES 1994 1995
Net income 789,000 1,114,000
Adjustments to reconcile net
income to cash provided from (used in)
operating activities:
Depreciation and amortization 532,000 394,000
Deferred income taxes - 78,000
Change in assets and liabilities:
Accounts receivable, net 568,000 672,000
Inventories (505,000) (1,338,000)
Prepaid and other assets (129,000) 11,000
Other assets 45,000 14,000
Accounts payable 783,000 291,000
Accrued liabilities 378,000 396,000
Customer deposits 71,000 13,000
Other long term liabilities (213,000) (135,000)
Total adjustments 1,530,000 396,000
Net cash provided from operating
activities 2,319,000 1,510,000
CIRCON CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
Three Months Ended
March 31,
(Unaudited) (Unaudited)
CASH FLOWS FROM INVESTING ACTIVITIES 1994 1995
Investments in marketable securities (134,000) (157,000)
Purchases of plant and equipment (2,248,000) (1,602,000)
Cumulative translation adjustment (24,000) 448,000
Net cash used in investing activities (2,406,000) (1,311,000)
CASH FLOWS FROM FINANCING ACTIVITIES
Common stock issued under stock option plan 59,000 66,000
Net cash provided from financing activities 59,000 66,000
Net decrease in cash and cash investments (28,000) 265,000
Cash and cash investments, beginning
of period 495,000 346,000
Cash and cash investments, end of per $ 467,000 $ 611,000
SUPPLEMENTAL DISCLOSURES
Cash paid for interest $ 16,000 $ 10,000
Cash paid for income taxes $ 53,000 $ 153,000
The accompanying notes are an integral part of
these consolidated statements.
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.
CIRCON CORPORATION
Registrant
06/07/95
Date RICHARD A. AUHLL
President
Chief Executive Officer
06/07/95
Date Daniel J. Meany
Vice President, Secretary,
General Counsel
