<PAGE>
SECURITIES AND EXCHANGE COMMISSION
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 QUARTERLY PERIOD ENDED MARCH 31, 1996
or
[_] TRANSITION REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Commission file No. 0-12641
[LOGO OF PCPI]
PERSONAL COMPUTER PRODUCTS, INC.
(Exact name of small business issuer as specified in its charter)
DELAWARE 33-0021693
(State or other jurisdiction of (IRS Employer ID No.)
incorporation or organization)
11031 VIA FRONTERA, SUITE 100
SAN DIEGO, CALIFORNIA 92127
(Address of principal executive offices)
Issuer's Telephone Number, Including Area Code: (619) 485-8411
Check whether the issuer (1) has 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 requirements for the past 90 days.
Yes [X] No [_]
State the number of shares outstanding of each of the issuer's classes of common
stock, as of the latest practicable date.
<TABLE>
<S> <C>
Class Common Stock, $0.005 par Outstanding at April 30, 1996: 27,575,422 Shares
- ------------------------------- ------------------------------------------------
</TABLE>
Transitional Small Business Disclosure Format (Check one):
Yes [_] No [X]
<PAGE>
PERSONAL COMPUTER PRODUCTS, INC. AND SUBSIDIARIES
<TABLE>
<CAPTION>
================================================================================
INDEX
- --------------------------------------------------------------------------------
PAGE
NO.
<S> <C>
Part I. Financial Information:
Consolidated Condensed Balance Sheet, March 31, 1996 1
Consolidated Condensed Statement of Operations
Three Months ended March 31, 1996 and 1995 2
Consolidated Condensed Statement of Operations
Nine Months ended March 31, 1996 and 1995 3
Consolidated Condensed Statement of Cash Flows
Nine Months ended March 31, 1996 and 1995 4
Notes to Consolidated Condensed Financial Statements 5
Management's Discussion and Analysis or Plan of Operations 6
Part II. Other Information 10
================================================================================
</TABLE>
<PAGE>
PERSONAL COMPUTER PRODUCTS, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEET
(unaudited)
MARCH 31, 1996
<TABLE>
- ------------------------------------------------------------------------------------------------
ASSETS
- ------------------------------------------------------------------------------------------------
<S> <C>
Current assets:
Cash $ 1,913,000
Accounts receivable, net 1,069,000
Inventories 331,000
Other current assets 19,000
-----------
Total current assets $ 3,332,000
Capitalized software, net 26,000
Prepaid licenses, net 49,000
Property and equipment, net 248,000
-----------
$ 3,655,000
===========
- ------------------------------------------------------------------------------------------------
LIABILITIES AND SHAREHOLDERS' EQUITY
- ------------------------------------------------------------------------------------------------
Current liabilities:
Accounts payable $ 1,555,000
Accrued expenses 438,000
Deferred revenues 653,000
Notes payable 755,000
-----------
Total current liabilities 3,401,000
-----------
Shareholders' equity:
5% convertible preferred stock
$1,000 par value, 7,500 shares authorized, 2,318 issued and outstanding 2,318,000
5% series B convertible preferred stock
$1,000 par value, 117 shares authorized, 116.2 issued and outstanding 1,162,000
Preferred stock
$1,000 par value, 2,383 authorized, no shares issued and outstanding
Common stock
$.005 par value, 50,000,000 shares authorized, 25,542,087 shares 128,000
issued and outstanding
Paid-in capital 20,773,000
Accumulated deficit (24,127,000)
-----------
Total shareholders' equity 254,000
-----------
$ 3,655,000
===========
================================================================================================
</TABLE>
See accompanying notes to consolidated condensed financial statements.
1
<PAGE>
PERSONAL COMPUTER PRODUCTS, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENT OF OPERATIONS
(unaudited)
<TABLE>
<CAPTION>
========================================================================================
Three months ended March
1996 1995
- ----------------------------------------------------------------------------------------
<S> <C> <C>
Revenues:
Sales of products $ 1,720,000 $ 3,137,000
Engineering fees 931,000 406,000
License fees and royalties 163,000 5,000
----------- -----------
2,814,000 3,548,000
----------- -----------
Costs and expenses:
Cost of products sold 1,404,000 2,804,000
Selling, general and administrative 815,000 753,000
Amortization of capitalized software development costs 144,000
Research and development 531,000 327,000
Non-cash restructuring charge 2,058,000
----------- ----------
4,808,000 4,028,000
----------- -----------
Loss from operations (1,994,000) (480,000)
----------- -----------
Other income (expense):
Interest, net (23,000) (30,000)
Settlement of license agreements 234,000
Loss on conversion of convertible debt (204,000)
Other (1,000)
----------- -----------
(23,000) (1,000)
----------- -----------
Net loss from continuing operations before provision for
income taxes (2,017,000) (481,000)
Provision for taxes
----------- -----------
Net loss from continuing operations (2,017,000) (481,000)
Discontinued operations:
Loss from operations of discontinued subsidiary (25,000)
Gain on disposal of subsidiary 227,000
----------- -----------
Net loss before extraordinary item (2,017,000) (279,000)
Extraordinary gain on conversion of notes payable into
common stock 209,000
----------- -----------
Net loss $(2,017,000) $ (70,000)
=========== ===========
Primary loss per common share from continuing operations $(0.11) $(0.03)
=========== ===========
Primary loss per common share before extraordinary item $(0.11) $(0.02)
=========== ===========
Primary loss per common share $(0.11) $(0.00)
=========== ===========
Weighted average common shares outstanding 19,017,000 15,612,000
========================================================================================
</TABLE>
See accompanying notes to consolidated condensed financial statements.
2
<PAGE>
PERSONAL COMPUTER PRODUCTS, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENT OF OPERATIONS
(unaudited)
<TABLE>
<CAPTION>
==============================================================================================
Nine Months ended March 31,
1996 1995
- ----------------------------------------------------------------------------------------------
<S> <C> <C>
Revenues:
Sales of products $ 6,436,000 $ 9,755,000
Engineering fees 1,444,000 716,000
License fees and royalties 164,000 187,000
----------- -----------
8,044,000 10,658,000
----------- -----------
Costs and expenses:
Cost of products sold 5,700,000 8,853,000
Selling, general and administrative 2,381,000 2,430,000
Amortization of capitalized software development costs 230,000 374,000
Research and development 1,468,000 866,000
Non-cash restructuring charge 2,058,000
----------- -----------
11,837,000 12,523,000
----------- -----------
Loss from operations (3,793,000) (1,865,000)
----------- -----------
Other income (expense):
Interest, net (76,000) (96,000)
Settlement of license agreements 234,000
Loss on conversion of convertible debt (204,000)
Other 22,000
----------- -----------
(76,000) (44,000)
----------- -----------
Net loss from continuing operations before provision for
income taxes (3,869,000) (1,909,000)
Provision for taxes 4,000 4,000
----------- -----------
Net loss from continuing operations (3,873,000) (1,913,000)
Discontinued operations:
Loss from operations of discontinued subsidiary (71,000)
Gain on disposal of subsidiary 227,000
----------- -----------
Net loss before extraordinary item (3,873,000) (1,757,000)
Extraordinary gain on conversion of accounts payable
into common stock 116,000
Extraordinary gain on conversion of notes payable into
common stock 209,000
----------- -----------
Net loss $(3,757,000) $(1,548,000)
=========== ===========
Primary loss per common share from continuing operations $(0.22) $(0.14)
=========== ===========
Primary loss per common share before extraordinary item $(0.22) $(0.13)
=========== ===========
Primary loss per common share $(0.21) $(0.11)
=========== ===========
Weighted average common shares outstanding 18,129,000 14,166,000
==============================================================================================
</TABLE>
See accompanying notes to consolidated condensed financial statements.
3
<PAGE>
PERSONAL COMPUTER PRODUCTS, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS
(unaudited)
<TABLE>
<CAPTION>
=======================================================================================================
Nine months ended March 31,
1996 1995
- -------------------------------------------------------------------------------------------------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $(3,757,000) $(1,548,000)
Adjustments to reconcile net loss to cash used by operating activities:
Depreciation and amortization of equipment 88,000 96,000
Amortization of capitalized software development costs 230,000 374,000
Amortization of prepaid licenses and royalties 56,000 183,000
Non-cash restructuring charge 2,058,000
Extraordinary gain on conversion of accounts payable into common stock (116,000)
Extraordinary gain on conversion of notes into common stock (209,000)
Gain on disposal of subsidiary (227,000)
Loss on conversion of convertible debt 204,000
Changes in assets and liabilities:
Accounts receivable 181,000 29,000
Inventories (14,000) 492,000
Other current assets (122,000) 8,000
Accounts payable and accrued expenses 310,000 189,000
Deferred revenues 632,000 (43,000)
----------- -----------
NET CASH USED BY OPERATING ACTIVITIES (454,000) (452,000)
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Prepaid licenses and royalties (162,000) (101,000)
Capital expenditures (162,000) (63,000)
----------- -----------
NET CASH USED BY INVESTING ACTIVITIES (324,000) (164,000)
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net proceeds from sale of common stock 2,033,000
Proceeds from sale of common stock warrants 508,000
Proceeds from notes payable 135,000 736,000
Repayment of notes payable (177,000) (337,000)
Proceeds from line-of-credit 255,000
Repayment of line-of-credit (374,000)
Principal payments under capital lease obligations (11,000) (33,000)
Net proceeds from exercise of stock options 116,000
Proceeds from shareholder loans 109,000
----------- -----------
NET CASH PROVIDED BY FINANCING ACTIVITIES 2,369,000 591,000
----------- -----------
Net decrease in cash 1,591,000 (25,000)
Cash at the beginning of the period 322,000 153,000
----------- -----------
Cash at the end of the period $ 1,913,000 $ 128,000
=========== ===========
NON-CASH FINANCING ACTIVITIES:
Conversion of accrued interest to principal on notes payable $ 21,000 $ 33,000
=========== ===========
Conversion of accrued interest into common stock $ 12,000 $ 38,000
=========== ===========
Conversion of notes payable into common stock $ 123,000 $ 1,186,000
=========== ===========
Conversion of accounts payable into preferred stock $ 1,162,000
===========
Common stock exercised with accrued expenses $ 149,000
===========
Conversion of accounts payable and accrued expenses into common stock $ 272,000
===========
Fixed assets acquired under capital leases $ 28,000 $ 7,000
=========== ===========
Consulting fees paid with common stock $ 5,000
===========
Conversion of preferred stock into common stock $ 93,000
===========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the period for interest $ 33,000 $ 21,000
=========== ===========
Cash paid during the period for income taxes $ 4,000 $ 4,000
=========== ===========
=======================================================================================================
</TABLE>
See accompanying notes to consolidated condensed financial statements
4
<PAGE>
PERSONAL COMPUTER PRODUCTS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(unaudited)
NOTE 1 - PRINCIPLES OF CONSOLIDATION
The accompanying consolidated condensed financial statements of Personal
Computer Products, Inc. and Subsidiaries (the "Company" or "PCPI") have not been
audited. These financial statements reflect all adjustments (consisting only of
normal recurring adjustments) which are, in the opinion of management, necessary
for a fair presentation of the financial position, results of operations and
cash flows for the periods presented. These financial statements should be read
in conjunction with the Company's audited financial statements which are
included in the Company's annual report on Form 10-KSB for the year ended June
30, 1995 and the Company's Form 10-QSB for the quarters ended September 30, 1995
and December 31,1995 filed with the Securities and Exchange Commission. Interim
operating results are not necessarily indicative of operating results for the
full year.
NOTE 2- RECLASSIFICATIONS
Certain amounts in the Consolidated Condensed Statement of Operations for the
three and nine month periods ended March 31, 1995 have been reclassified to
conform to the current year presentation.
NOTE 3- INVENTORIES
Inventories at March 31, 1996 consisted primarily of finished goods in the
aggregate amount of $331,000.
NOTE 4- NON-CASH RESTRUCTURING CHARGE
During the quarter ended March 31, 1996, the Company reassessed its ability to
market certain "older-technology" product lines. As a result, the Company took a
one-time, non-cash write-down of $2,058,000 against capitalized software
($937,000), prepaid licenses and royalties ($583,000), inventories ($204,000)
and certain pre-paid assets ($334,000) to reduce these assets to their net
realizable value.
NOTE 5- COMMON STOCK
During the quarter ended March 31, 1996, the Company issued approximately
7,449,000 shares of its unregistered common stock in consideration for net cash
proceeds of approximately $1,967,000 and the conversion of accrued expenses of
approximately $261,000.
NOTE 6- EVENTS SUBSEQUENT TO MARCH 31, 1996
Subsequent to March 31, 1996, the Company issued approximately 2,034,000 shares
of its unregistered common stock in consideration for net cash proceeds of
approximately $542,000 and the conversion of the notes payable aggregating
$75,000.
In April 1996, the Company paid in full the remaining $346,000 of its $700,000
note payable.
5
<PAGE>
PERSONAL COMPUTER PRODUCTS, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
RESULTS OF OPERATIONS
The Company has been in a transition period, from older technology and products,
to becoming a leading technology-based supplier of state-of-the-art printer
controllers to OEM customers. The implementation of the strategy of the
development of the new Adobe PostScript and HP-based (PCL) multi-function
technology is beginning to show promising results. During the quarter ended
March 31, 1996, Matsushita Electric Company, Ltd. (Panasonic) accepted the
multi-function printer that the Company had been designing over the past
eighteen months.
The Company has been successful in attracting several major customers, with
substantial resources and marketing capabilities, that desire to utilize the
technologies of the Company which the Company has developed over the past few
years. Current contracts to adapt the Company's software products to controllers
that will be integrated with the hardware products of various OEM customers,
include Integrated Device Technology, Inc. (IDT), Panasonic, Minolta Company,
Ltd., and NEC Electronics, Inc.
The Company recognized non-recurring engineering fees ("NRE") to adapt the
Company's software products to controllers of its OEM customers of approximately
$931,000 for the three months ended March 31, 1996 compared to $406,000 for the
three month period ended March 31, 1995, an increase of 129%. For the nine month
periods ended March 31, 1996 and 1995, the Company recognized NRE fees of
approximately $1,444,000 and $716,000, respectively, an increase of 102%. PCPI's
strategy has required the Company to alter its focus away from some of its
traditional revenue sources and to make expenditures in support of these
efforts. As a result, the Company's business continues to be in a significant
transitional phase and there are important short-term operational and liquidity
challenges. Accordingly, year-to-year financial comparisons may be of limited
usefulness now and for the next several quarters due to these important changes
in the Company's business.
The Company had a net loss from continuing operations of $2,017,000 for the
third quarter of fiscal 1996 (which included a one-time, non-cash restructuring
charge of $2,058,000) compared to $481,000 for the third quarter of fiscal 1995.
Total revenues were $2,814,000 for the third quarter of fiscal 1996 versus
$3,548,000 for the third quarter of fiscal 1995.
The Company had a net loss from continuing operations of $3,873,000 for the nine
months ended March 31, 1996 compared to $1,913,000 for the nine months ended
March 31, 1995. Total revenues were $8,044,000 for the nine months ended March
31, 1996 compared to $10,658,000 for the nine months ended March 31, 1995.
REVENUES
Sales of products from continuing operations were $1,720,000 for the third
quarter of fiscal 1996 versus $3,137,000 for the third quarter of fiscal 1995.
For the nine months ended March 31, 1996 and 1995 sales of products from
continuing operations were $6,436,000 and $9,755,000, respectively.
The Company's sales of products from continuing operations for the quarters
ended March 31, 1996 and 1995 include Prima sales of $1,699,000 and $3,118,000,
respectively. For the nine months ended March 31, 1996 and 1995 Prima's product
sales were $6,378,000 and $9,239,000, respectively. Prima's business consists of
product distribution and integration, including sales of its PDQ(TM) line of
memory storage devices featuring SyQuest(TM) removable cartridge technology. The
reduction in sales is attributed to reduced product availability by
6
<PAGE>
SyQuest, a product transition by Prima that places less reliance on SyQuest's
products and technologies and a shortage of working capital during the nine
months ended March 31, 1996, all of which imposed limitations on Prima's
operations. These reductions were partially offset by an increase in Prima's
sales of PCMCIA-based memory products.
The Company has been transitioning from older technology and products, to new
technology-based printer controller products over the past two years. It is
anticipated that certain of these new technology-based products can be
distributed to Prima's customer base. Non-Prima sales of printer products and
accessories during the nine months ended March 31, 1996 and 1995, which
represents sales of these older technology based products, were $58,000 and
$516,000. Product sales during the nine months ended March 31, 1995 include
sales, to a single customer, of $231,000 of laser printer engines.
During fiscal 1996, the Company performed work on engineering projects that were
funded by OEM customers under non-recurring engineering contracts. NRE revenue
for the quarters ended March 31, 1996 and 1995 was $931,000 and $406,000,
respectively, which was recognized during the course of development based on the
percentage of completion method. During the nine month periods ended March 31,
1996 and 1995, NRE revenues were approximately $1,444,000 and $716,000,
respectively.
Licensing and royalties for the three month period ended March 31, 1996 were
$163,000 compared to $5,000 for the quarter ended March 31, 1995. During the
nine month periods ended March 31, 1996 and 1995, such revenues were $164,000
and $187,000, respectively. In the past, licensing and royalty revenue have
shown significant quarter-to-quarter fluctuations. With the exception of
$160,000 recognized during the quarter ended March 31, 1996, the licensing and
royalty revenues recognized during fiscal 1995 and the first nine months of
fiscal 1996 were derived from "older-technology" based products. PCPI has
submitted several proposals to prospective customers in order to develop Adobe
PostScript-based controllers and other controllers based upon its ImageBase
technology. While the Company has entered into some contracts with OEM customers
for controller development, there can be no assurance that additional contracts
will be obtained for the development of such controllers, or that the existing
contracts will be completed, or that products will be shipped by the customer
which may result in the generation of future royalty and license revenues or
that these products, once generating royalties, will continue to do so.
COST OF PRODUCTS SOLD
Cost of products sold from continuing operations for the three months ended
March 31, 1996 and 1995 was $1,404,000 and $2,804,000, respectively,
representing a gross margin of 18.4% and 10.6%. Cost of products sold from
continuing operations for the nine months ended March 31, 1996 and 1995 was
$5,700,000 and $8,853,000 representing a gross margin of 11.4% and 9.2%. The
change in the gross margin is attributed to a change in the product mix between
the periods. Over the past year, there has been a continued decline in the
margins and sales levels of old-technology based products and in Prima's SyQuest
product lines. During the past nine months, sales of higher margin PCMCIA-based
memory products through Prima have been increasing as a percentage of Prima's
sales which has improved the margins during both the three and nine month
periods ended March 31, 1996.
SELLING, GENERAL AND ADMINISTRATIVE
Selling, general and administrative expenses from continuing operations for the
third quarter of fiscal 1996 were $815,000 versus $753,000 for the third quarter
of fiscal 1995. The increase is primarily the result of increased sales
commissions to Nippo, Ltd. on NRE contracts due to an increase in the amount and
timing of NRE payments received against active contracts and an increase in
selling expenses in an attempt to stimulate technology and product sales. In
7
<PAGE>
addition, the Company has reduced its administrative costs as the result of
reductions in force due to attrition in personnel and its reductions in
operating expenses related to the strategic direction of the Company.
Selling, general and administrative expenses from continuing operations for the
first nine months of fiscal 1996 were $2,381,000 versus $2,430,000 for the first
nine months of fiscal 1995. The general decrease is attributed to lower sales
commissions and reduced administrative costs during the first of quarter fiscal
1996 compared to the first quarter of fiscal 1995. These reductions were
partially offset by the increase in selling expenses during the third quarter of
fiscal 1996 noted above.
NON-CASH RESTRUCTURING CHARGE
During the quarter ended March 31, 1996, the Company reassessed its ability to
market certain "older-technology" product lines. As a result, the Company took a
one-time, non-cash write-down of $2,058,000 against capitalized software
($937,000), prepaid licenses and royalties ($583,000), inventories ($204,000)
and certain pre-paid assets ($334,000) to reduce these assets to their net
realizable value.
RESEARCH AND DEVELOPMENT
Research and development expenditures from continuing operations for the third
quarter of fiscal 1996 were $531,000 versus $327,000 for the third quarter of
fiscal 1995, an increase of 62.4%. Such expenses for the nine month periods
ended March 31, 1996 and 1995 were approximately $1,468,000 and $866,000,
respectively, an increase of 69.5%. These expenditures consist of engineering
expenses associated with the development of controller technologies and designs
for PCPI technology customers.
OTHER INCOME AND LOSS
Net interest expense from continuing operations was $23,000 for the quarter
ended March 31, 1996 versus $30,000 for the quarter ended March 31, 1995. Net
interest expense from continuing operations was $76,000 for the nine months
ended March 31, 1996 versus $96,000 for the nine months ended March 31, 1995.
Interest expenses were due to outstanding debt balances.
The Company also recognized an extraordinary gain of $116,000 during the nine
months ended March 31, 1996 on the conversion of notes and accounts payable into
common stock. The extraordinary gain represents the difference in the aggregate
conversion price of the shares issued and their market value at the date of
conversion.
DISCONTINUED OPERATIONS
Effective March 24, 1995, the Company disposed of its ImageSoft subsidiary.
Operations of ImageSoft had not been material to the consolidated operations of
the Company.
The Company's discontinued ImageSoft subsidiary (software distribution and
publishing) had sales of approximately $30,000 and total operating expenses
(cost of products sold and selling, general and administrative expenses) of
$55,000 for the quarter ended March 31,1995. For the nine months ended March 31,
1995, ImageSoft had sales of approximately $93,000 and operating expenses of
approximately $164,000.
LIQUIDITY AND CAPITAL RESOURCES
During the quarter ended March 31, 1996, PCPI's liquidity improved as the result
of the $2,500,000 equity placement of its common stock. In addition, the
conversion of over $3 million of outstanding debt and other liabilities into
equity during fiscal 1996, 1995 and 1994
8
<PAGE>
has also improved the Company's liquidity. At March 31, 1996, the Company had a
negative working capital of $69,000 compared to a negative working capital of
$649,000 as of June 30, 1995. During fiscal 1995 and through March 31, 1996, the
Company had experienced operating difficulties due to its lack of working
capital. The shift in focus toward Adobe co-development projects presents
continuing liquidity problems because, in the short-term, these activities are
net users of working capital. Although the Company has improved its cash and
liquidity, adequate working capital is necessary to continue the Company's
operations, develop its technology licensing business and to deliver the
resulting products to contract customers in an efficient and timely manner. In
addition, as noted above, while the Company has entered into several contracts
with OEM customers for controller development, there can be no assurance that
additional contracts will be obtained for the development of such controllers,
or that the existing contracts will be completed, or that products will be
shipped by the customer that will generate future royalty and license revenues
or that once these products are being shipped by the Company's customers that
they will continue to generate royalties.
As of March 31, 1996, the unused portion of Prima's restricted line of credit
was $333,000.
PCPI has no material commitments for capital expenditures.
9
<PAGE>
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
- --------------------------
No reportable matter.
ITEM 2. CHANGES IN SECURITIES
- ------------------------------
None
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
- ----------------------------------------
The Company's 5% convertible preferred stock (which ranks prior to the Company's
5% Series B Preferred Stock and common stock) and the Company's 5% Series B
Preferred Stock (which ranks prior to the Company's common stock), carry
cumulative dividends, when and as declared, at an annual rate of $50.00 and
$500.00 per share, respectively. The aggregate amount of such dividends in
arrears at March 31, 1996 was approximately $1,731,000 and $58,000,
respectively.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
- ------------------------------------------------------------
None.
ITEM 5. OTHER INFORMATION
- --------------------------
None
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
- -----------------------------------------
(a) Exhibits:
None.
(b) Reports on Form 8-K:
10
<PAGE>
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.
PERSONAL COMPUTER PRODUCTS, INC.
BY:
-----------------------------------------
DATE: May 2, 1996 Harry J. Saal
Chairman of the Board
BY:
-----------------------------------------
DATE: May 2, 1996 Edward W. Savarese
Vice Chairman of the Board, President and
Chief Executive Officer
BY:
-----------------------------------------
DATE: May 2, 1996 Ralph R. Barry
Chief Financial Officer
11
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUN-30-1996
<PERIOD-START> JUL-01-1995
<PERIOD-END> MAR-31-1996
<CASH> 1,913
<SECURITIES> 0
<RECEIVABLES> 1,315
<ALLOWANCES> 246
<INVENTORY> 331
<CURRENT-ASSETS> 3,332
<PP&E> 965
<DEPRECIATION> 717
<TOTAL-ASSETS> 3,655
<CURRENT-LIABILITIES> 3,401
<BONDS> 0
128
0
<COMMON> 3,480
<OTHER-SE> (3,354)
<TOTAL-LIABILITY-AND-EQUITY> 3,655
<SALES> 6,436
<TOTAL-REVENUES> 8,044
<CGS> 5,700
<TOTAL-COSTS> 7,398
<OTHER-EXPENSES> 2,058
<LOSS-PROVISION> 45
<INTEREST-EXPENSE> 80
<INCOME-PRETAX> (3,869)
<INCOME-TAX> 4
<INCOME-CONTINUING> (3,873)
<DISCONTINUED> 0
<EXTRAORDINARY> 116
<CHANGES> 0
<NET-INCOME> (3,757)
<EPS-PRIMARY> (0.220)
<EPS-DILUTED> (0.210)
</TABLE>
