SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
Amendment No. 1
Amendment to Report
Pursuant to Section 13 or 15 (d) of the
Securities Exchange Act of 1934
MICROENERGY, INC.
(Exact name of Registrant as Specified in its Charter)
Delaware 0-12595 36-3262274
(State of Incorporation) (Commission File (IRS Employer
Number) Identification No.)
The undersigned registrant hereby amends the following
exhibit of its current report dated April 20, 1998 on form 8-K as
set forth in the pages attached hereto:
Exhibit 2 Pro Forma Financial Statements
Pursuant to the requirements of the securities Exchange Act
of 1934, the registrant has duly caused this amendment to be
signed on its behalf by the undersigned, thereunto duly
authorized.
Dated: May 28, 1998
MICROENERGY, INC.
By:
Robert J. Fanella
Chief Financial Officer
EXHIBIT 2: FINANCIAL STATEMENTS
The following unaudited pro forma consolidated condensed balance
sheet of MicroEnergy, Inc. as of March 31, 1998 assumes that the
Sale was consummated at the balance sheet date. The pro forma
adjustments are provided for informational purposes only and
should not be construed to be indicative of the financial
condition of MicroEnergy, Inc.
MicroEnergy, Inc.
PRO FORMA CONDENSED BALANCE SHEET
MARCH 31, 1998
(UNAUDITED)
03/31/98 Adjustments 03/31/98
ASSETS Historical for sale Pro Forma
---------- ---------- ----------
Current Assets
Cash 86,499 (81,821) 4,678
Accounts Receivable 1,818,888 (85,194) 1,733,694
Inventory 3,023,064 (181,145) 2,841,919
Other Current Assets 59,044 -- 59,044
Total Current Assets 4,987,495 (348,160) 4,639,335
Machinery and Equipment 6,347,909 (1,621,571) 4,726,338
Accumulated Depreciation (4,398,994) (1,065,204) (3,333,790
Net Equipment 1,948,915 (556,367) 1,392,548
Other Assets 103,275 (39,250) 64,025
Total Assets 7,039,685 (943,777) 6,095,908
LIABILITIES AND STOCKHOLDERS EQUITY
Current Liabilities
Curr Port Long-term Oblig 702,783 (154,096) 548,687
Accounts Payable 723,817 (82,425) 641,392
Accrued Expenses 242,585 (79,228) 163,357
Total Current Liabilities 1,669,185 (315,749) 1,353,436
Long-term Obligations 4,285,461 (191,127) 4,094,334
Inter-Company Account -- (403,489) (403,489
Total liabilities 5,954,646 (910,365) 5,044,281
EQUITY
Preferred Stock 2,605,282 -- 2,605,282
Common Stock 4,646,117 -- 4,646,117
Warrants 112,800 -- 112,800
Unrealized Loss on Securities (52,772) -- (52,772
Retained Earnings (5,255,998) (28,685) (5,284,683
Curr Year Income/(Loss) (970,390) (4,727) (975,117
Total Equity 1,085,039 (33,412) 1,051,627
Total Liab & Equity 7,039,685 (943,777) 6,095,908
PRO FORMA CONDENSED STATEMENT OF OPERATIONS
The following unaudited pro forma condensed statements of
operations of MicroEnergy, Inc. for the fiscal year ended June
30, 1997 and for the nine month periods ended March 31, 1998 and
March 31, 1997 assume that the Sale was consummated at the
beginning of the periods presented. The pro forma data is
provided for informational purposes only and should not be
construed to be indicative of actual results that would have been
achieved had the Sale been consummated at the beginning of the
respective periods, and is not necessarily indicative of future
results.
MicroEnergy, Inc.
PRO FORMA CONDENSED STATEMENT OF OPERATIONS
(UNAUDITED; $'S IN 000'S)
Nine Months Ended $'s
March 31, 1998 March 31, 1997
History Pro forma History Pro forma
-------- --------- -------- --------
Operating Revenues 9,563 8,352 11,841 10,735
Operating costs 10,633 9,461 11,638 10,810
Income/(Loss) from
Operations (1,070) (1,109) 203 (75)
Interest Expense 334 300 223 191
Income/(Loss) before
Extraordinary item (1,404) (1,409) (20) (266)
Extraordinary item 434 434 -- --
Net Income/(Loss) (970) (975) (20) (266)
Fiscal Year Ended $'s
June 30, 1997
History Pro forma
-------- ---------
Operating Revenues 15,683 14,163
Operating costs 15,245 13,793
Income/(Loss) from
Operations 438 370
Interest Expense 343 298
Income/(Loss) before
Extraordinary item 95 72
Extraordinary item -- --
Net Income/(Loss) 95 72