U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB - AMENDMENT
[X] Quarterly report under Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the period ended March 31, 1995
OR
[ ] Transition report under Section 13 or 15(d) of the Exchange Act
For the transition period from __________ to ____________.
Commission File Number - 0-12365
MEDICAL DEVICE TECHNOLOGIES, INC.
(Exact Name of Small Business Issuer as Specified in Its Charter)
Utah 58-1475517
(State or Other Jurisdiction of (IRS Employer
Incorporation or Organization) Identification No.)
9191 Towne Centre Drive, Suite 430 - San Diego, CA 92122
(Address of Principal Executive Offices)
Registrant's Telephone Number, Including Area Code: (619) 455-7127
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 shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing requirement
for the past 90 days. Yes [X] No [ ]
At March 31, 1995, there were 4,512,313 shares of the Company's common
stock issued and outstanding. The aggregrate market value of such shares
(based on an average of the bid and offered price of $0.625 of these shares
as of March 31, 1995) held by non-affiliates was approximately $2,820,196.
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REPORT ON REVIEW BY INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
Board of Directors
Medical Device Technologies, Inc.
San Diego, California
We have reviewed the accompanying balance sheet of Medical Device
Technologies, Inc. and subsidiaries as of March 31, 1995, and the
related statements of operations and cash flows for three months
ended March 31, 1995 and 1994. These financial statements are the
responsibility of the Company's management.
We conducted our review in accordance with standards established by
the American Institute of Certified Public Accountants. A review of
interim financial information consists principally of applying
analytical review procedures to financial data and making inquiries
of persons responsible for financial and accounting matters. It is
substantially less in scope than an audit conducted in accordance
with generally accepted auditing standards, the objective of which is
the expression of an opinion regarding the financial statements taken
as a whole. Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material modifications
that should be made to the accompanying financial statements for them
to be in conformity with generally accepted accounting principles.
We have previously audited, in accordance with generally accepted
auditing standards, the consolidated balance sheet as of December 31,
1994, and the related consolidated statements of operations, retained
earnings and cash flows for the year then ended (not presented
herein); and in our report dated February 17, 1995, we expressed an
unqualified opinion on those. In our opinion, the information set
forth in the accompanying condensed consolidated balance sheet as of
December 31, 1994 is fairly stated in all material respects in
relation to the consolidated balance sheet from which it has been
derived.
Robert Early & Company, P.C.
Abilene, Texas
May 9, 1995
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<TABLE>
BALANCE SHEET
The following table sets forth the balances sheets for the
periods indicated.
<CAPTION>
MEDICAL DEVICE TECHNOLOGIES, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
March 31 December 31
1995 1994
(Unaudited)
ASSETS
<S> <C> <C>
CURRENT ASSETS:
Cash $ 74,369 $ 483,611
Advances to consultants 40,757 -
Employee advances 2,000 -
Inventory 22,921 -
Prepaid expenses (net of amortization of
$359,375 and $305,469, respectively) 80,216 134,122
Total Current Assets 220,263 617,733
PROPERTY AND EQUIPMENT
Equipment & furniture 101,955 75,015
Equipment under capital lease 5,349 5,349
Accumulated depreciation & depletion (21,627) (16,563)
Total Property & Equipment 85,677 63,801
OTHER ASSETS:
Patent licensing costs 2,176,129 2,176,129
TOTAL ASSETS $ 2,482,069 $ 2,857,663
LIABILITIES AND STOCKHOLDER'S EQUITY
CURRENT LIABILITIES:
Accounts payable $ 94,287 $ 105,045
Accrued expenses and taxes 34,322 89,644
Short term notes - 50,000
Capital lease liability 2,022 1,587
Total Current Liabilities 130,631 246,276
OTHER LIABILITIES:
Long-term portion of note payable 59,913 59,913
Capital lease liability (net of current
portion) 2,965 3,400
Advances and other amounts due 286,996 286,996
Total Liabilities 480,505 596,585
STOCKHOLDER'S EQUITY:
Common stock, $.15 par value (100,000,000
shares authorized, 4,512,313 and
4,289,963 outstanding) 676,847 643,495
Stock subscribed (1,253,125 and
1,096,875 shares) 915,709 796,250
Additional paid-in capital 9,860,867 9,716,486
Deferred stock compensation 148,281 66,406
Retained earnings (deficit) (9,600,140) (8,961,558)
Total Stockholder's Equity 2,001,564 2,261,078
TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY $ 2,482,069 $ 2,857,663
See accountant's report and notes to financial statements.
</TABLE>
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<TABLE>
RESULTS OF OPERATIONS
The following table sets forth the results of operations for the periods
indicated.
<CAPTION>
MEDICAL DEVICE TECHNOLOGIES, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
Three Months Ended March 31
1995 1994
<S> <C> <C>
RESEARCH AND DEVELOPMENT COSTS $ 170,657 $ -
OPERATING EXPENSES:
Personnel costs 166,877 34,070
Amortization of employee stock grant 81,875 -
Directors fees 18,281 -
Depreciation 5,065 2,242
Professional fees 48,905 1,941
Investment banker 12,000 34,375
Office expenses 7,433 8,280
Rent 7,969 2,000
Public relations 87,034 58,362
Travel 26,762 2,765
Other expenses 5,121 1,814
Total operating expenses 467,322 145,849
INCOME/(LOSS) FROM OPERATIONS (637,979) (145,849)
OTHER INCOME/(EXPENSES)
Interest expense (603) (859)
Gain (loss) on sale of marketable
securities - (18,655)
INCOME/(LOSS) FROM CONTINUING OPERATIONS (638,582) (165,363)
Loss on disposal of oil & gas operations - (296,375)
NET INCOME/(LOSS) $ (638,582) $ (461,738)
WEIGHTED AVERAGE SHARES OUTSTANDING 5,557,070 1,313,852
INCOME/(LOSS) FROM CONTINUING
OPERATIONS PER SHARE $ (.11) $ (.13)
INCOME/(LOSS) PER SHARE $ (.11) $ (.35)
See accountant's report and notes to financial statements.
</TABLE>
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<TABLE>
STATEMENT OF CASH FLOWS
The following table sets forth the cash flows for the periods indicated.
<CAPTION>
MEDICAL DEVICE TECHNOLOGIES, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
Three Months Ended March 31
1995 1994
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income/(loss) $ (638,582) $ (461,738)
Adjustments to reconcile net income (loss) to
net cash provided by operations:
Depreciation and amortization 140,845 115,523
Loss on disposal of marketable securities - 18,655
Loss on disposal of oil & gas operations - 296,374
Stock issued for services 152,734 -
(Increase)/decrease in:
Accounts receivable - (18,000)
Advances to consultants (40,757) -
Advances to employees (2,000) -
Inventory (22,921) -
Increase/(decrease) in:
Accounts payable and accrued expenses (39,121) (10,048)
Advances and other - 16,209
NET CASH PROVIDED BY/(USED BY)
OPERATING ACTIVITIES (449,802) (43,025)
CASH FLOWS FROM INVESTING ACTIVITIES:
Patent licensing costs (26,940) (1,320)
Proceeds from sale of marketable securities - 55,344
Disposal of oil & gas operations - (14,050)
NET CASH PROVIDED BY/(USED BY)
INVESTING ACTIVITIES (26,940) 39,974
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from stock subscriptions 67,500 -
NET CASH PROVIDED BY/(USED BY)
FINANCING ACTIVITIES 67,500 -
NET INCREASE/(DECREASE) IN CASH (409,242) (3,051)
CASH AT BEGINNING OF YEAR 483,611 10,010
CASH AT END OF PERIOD $ 74,369 $ 6,959
SUPPLEMENTAL DISCLOSURES:
Payments for:
Interest $ - $ -
Income taxes - -
Stock issued for:
Research & development $ 92,250 -
Director fees 18,281 -
Public relations 33,750 -
Legal services 8,453 -
Contract payable 25,000 -
See accountant's report and notes to financial statements.
</TABLE>
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<TABLE>
CHANGES IN STOCKHOLDERS' EQUITY
The following table sets forth the changes in the Stockholders'
Equity for the period(s) indicated.
<CAPTION>
MEDICAL DEVICE TECHNOLOGIES, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
Additional Deferred Retained
Common Stock Stock Subscribed Paid in Compen- Earnings
Shares Amount Shares Amount Capital Warrants sation (Deficit)
<S> <C> <C> <C> <C> <C> <C> <C> <C>
BALANCES, 12/31/94 4,289,963 $643,495 1,096,875 $796,250 $9,716,486 820,000 $ 66,406 $(8,961,558)
Issued for:
Cash 156,250 119,459 81,250
Professional services 92,500 12,202 55,001
Research & development 118,500 17,775 74,475
Director compensation 11,350 3,375 14,906
Employment incentive 75,000 81,875
Net loss for quarter (638,582)
Balances, March 31, 1995 4,512,313 $676,847 1,253,125 $915,709 $9,860,868 976,250 $148,281 $(9,600,140)
See accountant's report and notes to financial statements.
</TABLE>
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MEDICAL DEVICE TECHNOLOGIES, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
March 31, 1995
NOTE 1: BASIS OF PRESENTATION
The accompanying unaudited financial statements have been prepared in
accordance with the generally accepted accounting principles for
interim financial information and with instructions to Form 10-01 of
Regulation S-X. They do not include all information and footnotes
required by generally accepted accounting principles for complete
financial statements. However, except as disclosed herein, there has
been no material change in the information included in the Company's
Annual Report on Form 10-K for the year ended December 31, 1994. In
the opinion of Management, all adjustments (consisting of normal
recurring accruals) considered necessary for a fair presentation have
been included. The report of Robert Early & Company, P.C. commenting
on their review accompanies the condensed financial statements
included in Item 1 of Part 1. Operating results for the three month
period ended March 31, 1995, are not necessarily indicative of the
results that may be expected for the year ending December 31, 1995.
NOTE 2: NAME CHANGE
During the first quarter of 1995, the Company changed its name from
CytoProbe Corporation to Medical Device Technologies, Inc. in order
to more accurately represent in its name the business being carried
on.
NOTE 3: AMORTIZATION
Stock Grant -- This is the accrual of $81,875 for this quarter as of
the value of stock compensation which is to be delivered upon the
completion of two years of service with the Company which should
occur during 1996.
Public Relations -- This amount includes $53,906 in amortization for
the quarter of prepaid marketing acquired in previous years through
the issuance of stock.
NOTE 4: STOCK ISSUANCE AND WARRANTS
In each of the most current three years, the Company's board of
directors has approved a stock compensation plan whereby services are
obtained in exchange for issuance of free trading stock of the
Company. During the first quarter of 1995, the Company issued
222,350 shares valued at $177,734 for directors fees, research &
development, legal, public relations, and contract liabilities, as
presented in the statement of cash flows.
Additionally, warrants were issued as an employment incentive to the
vice-president of marketing along with the warrants included with new
stock subscriptions discussed below.
NOTE 5: STOCK SUBSCRIBED AND EARNINGS PER SHARE
During the fourth quarter of 1994, the Company initiated a private
stock placement offering based on units consisting of stock and
warrants. Certificates and warrants were to be issued upon closing
the offering. At March 31, 1995, the board of directors elected to
close the offering. However, because stock had not been issued,
proceeds from the offering continue to be shown as subscribed stock
pending the issuance of the certificates. Although not issued, these
subscribed shares have been included fully in the weighted average
shares outstanding used in calculating earnings per share.
Subscriptions for 156,250 shares and related warrants were received
during the first quarter. A portion of this was an exchange of a
note payable for a private placement unit.
NOTE 6: INVENTORY
During March, the Company began obtaining parts and materials to be
used in production of the PAS device. This was done in anticipation
of clearing the FDA review process. The inventory balance shown is
the accumulated costs of these items.
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In accordance with Section 13 or 15(d) fo the Exchange Act, the Registrant
caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
MEDICAL DEVICE TECHNOLOGIES, INC.
Dated: May 30, 1996 By: /s/ Edward C. Hall
--------------------------------
Edward C. Hall
Chief Financial Officer and
Principal Accounting Officer
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
financial statements of Medical Device Technologies, Inc. for the period
ended March 31, 1995, and is qualified in its entirety by reference to such
financial statements.
</LEGEND>
<CIK> 0000723906
<NAME> MEDICAL DEVICE TECHNOLOGIES, INC.
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> MAR-31-1995
<CASH> 74369
<SECURITIES> 0
<RECEIVABLES> 42757
<ALLOWANCES> 0
<INVENTORY> 22921
<CURRENT-ASSETS> 220263
<PP&E> 107304
<DEPRECIATION> (21627)
<TOTAL-ASSETS> 2482069
<CURRENT-LIABILITIES> 130631
<BONDS> 0
0
0
<COMMON> 676847
<OTHER-SE> 1324717
<TOTAL-LIABILITY-AND-EQUITY> 2482069
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 637979
<LOSS-PROVISION> 0000000
<INTEREST-EXPENSE> 603
<INCOME-PRETAX> (638582)
<INCOME-TAX> 0
<INCOME-CONTINUING> (638582)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (638582)
<EPS-PRIMARY> (.11)
<EPS-DILUTED> (.11)
</TABLE>
