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United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark one)
[ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended September 30, 1995
or
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from _____________ to _____________
Commission File Number 0-13316
LASER CORPORATION
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(Exact name of small business issuer as specified in its charter)
Utah 87-0395567
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(State of Incorporation) (I.R.S. Employer
Identification No.)
1832 South 3850 West
Salt Lake City, UT 84104
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(Address of principal (Zip Code)
executive office)
(801) 972-1311
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(Issuer's telephone number, including area code)
Not Applicable
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(Former name, former address and former fiscal year,
if changed since last report)
Check whether the issuer (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 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 practical date.
Common Stock, .05 Par Value -- 672,098 shares as of September 30,
1995
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INDEX
LASER CORPORATION AND SUBSIDIARIES
PART I. FINANCIAL INFORMATION
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Item 1. Financial Statements (Unaudited)
Consolidated Balance Sheets - September 30, 1995 and December 31,
1994.
Consolidated Statements of Operations - Three months ended September
30, 1995 and 1994; Nine months ended September 30, 1995 and 1994
Consolidated Statements of Cash Flows - Nine months ended September
30, 1995 and 1994.
Notes to Consolidated Financial Statements - September 30, 1995.
Item 2. Management's Discussion and Analysis or Plan of Operation.
PART II. OTHER INFORMATION
-------- -----------------
Item 6. Exhibits and Reports on Form 8-K
Exhibit 27 - Financial Data Schedule
SIGNATURES
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<TABLE>
PART I. FINANCIAL INFORMATION
Item 1.
LASER CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
Sept. 30, December 31,
ASSETS 1995 1994
Unaudited
------------ -----------
CURRENT ASSETS <C> <C>
Cash and cash equivalents $ 867,114 $ 70,500
Receivables:
Trade accounts, less allowances of
$33,497 in 1995 and $25,000 in 1994 571,613 572,418
Notes Receivable (Current Portion) 144,824 ---
----------- -----------
716,437 572,418
Inventories:
Raw materials 744,058 528,987
Work in process 398,585 414,648
Finished Goods 67,583 53,203
----------- -----------
1,210,226 996,838
Other current assets 32,675 12,459
----------- -----------
Total Current Assets 2,826,452 1,652,215
NOTES RECEIVABLE LESS CURRENT PORTION 731,249 ---
EQUIPMENT AND LEASEHOLD IMPROVEMENTS
Equipment 1,347,823 1,336,194
Leasehold improvements 581,180 580,351
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1,929,003 1,916,545
Less accumulated depreciation
and amortization (1,650,385) (1,570,095)
----------- -----------
278,618 346,450
NET ASSETS OF DISCONTINUED OPERATIONS --- 1,912,867
OTHER ASSETS 4,299 4,299
----------- -----------
$ 3,840,618 $ 3,915,831
=========== ===========
See accompanying notes to consolidated financial statements
</TABLE>
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<TABLE>
LASER CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
Sept. 30, December 31,
1995 1994
LIABILITIES AND STOCKHOLDERS' EQUITY (Unaudited)
----------- -----------
CURRENT LIABILITIES <C> <C>
Trade accounts payable $ 269,845 $ 398,409
Accrued expenses 175,597 171,044
Accrued warranty expense 170,000 180,000
Income taxes payable 3,000 10,000
Current portion of capital lease
obligations 32,649 38,510
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Total Current Liabilities 651,091 797,963
CAPITAL LEASE OBLIGATIONS, less
current portion --- 23,410
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY
Common Stock, $.05 par value;
Authorized Shares - 2,000,000 shares
in 1995 and 1994;
Issued Shares - 682,098 shares in 1995
and 1994;
Outstanding Shares - 672,098 in 1995
and 1994; 34,105 34,105
Additional paid-in capital 701,537 701,537
Retained earnings 2,553,885 2,458,816
Treasury stock, at cost (100,000) (100,000)
----------- -----------
Total Stockholders' Equity 3,189,527 3,094,458
----------- -----------
$ 3,840,618 $ 3,915,831
See accompanying notes to consolidated financial statements
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<TABLE>
LASER CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
Three months ended Nine months ended
------------------------ -----------------------
Sept. 30, Sept. 30, Sept. 30, Sept. 30,
1995 1994 1995 1994
---------- ---------- ---------- ----------
REVENUES: <C> <C> <C> <C>
Net sales $ 906,471 $ 952,978 $3,038,523 $2,693,504
Interest and other income 27,691 4,143 81,581 11,250
---------- ---------- ---------- ----------
934,162 957,121 3,120,104 2,704,754
COSTS AND EXPENSES:
Cost of products sold 705,248 686,820 2,312,189 2,015,897
Selling, general and
administrative 133,451 163,925 458,223 500,751
Research and development 74,492 74,718 255,055 212,621
Royalties 12,496 14,068 45,118 41,003
Interest 2,029 3,513 7,361 11,840
---------- ---------- ---------- ----------
927,716 943,044 3,077,946 2,782,112
---------- ---------- ---------- ----------
INCOME (LOSS) FROM
CONTINUING OPERATIONS
BEFORE INCOME TAXES 6,446 14,077 42,158 (77,358)
INCOME TAX BENEFIT
(EXPENSE) - CURRENT --- --- (1,000) (500)
---------- ---------- ---------- ----------
INCOME (LOSS) FROM
CONTINUING OPERATIONS 6,446 14,077 41,158 (77,858)
INCOME FROM
DISCONTINUED OPERATIONS --- 92,726 --- 293,248
INCOME ON DISPOSAL OF
DISCONTINUED OPERATIONS --- --- 53,911 ---
---------- ---------- ---------- ----------
NET INCOME (LOSS) $ 6,446 $ 106,803 $ 95,069 $ 215,390
========== ========== ========== ==========
NET INCOME (LOSS) PER SHARE
CONTINUING OPERATIONS $ .01 $ .02 $ .06 $ (.12)
========== ========== ========== ==========
NET INCOME PER SHARE
DISCONTINUED OPERATIONS $ --- $ .14 $ .08 $ .44
========== ========== ========== ==========
NET INCOME PER SHARE $ .01 $ .16 $ .14 $ .32
========== ========== ========== ==========
Average number of shares of
Common Stock outstanding 681,000 672,000 681,000 672,000
========== ========== ========== ==========
See accompanying notes to consolidated financial statements
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<TABLE>
LASER CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
(Unaudited)
1995 1994
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CASH FLOWS FROM OPERATING ACTIVITIES: <C> <C>
Net income (loss) $ 95,069 $ 215,390
Less income from discontinued operations --- (293,248)
Less income from disposal of
discontinued operations (53,911) ---
Adjustments to reconcile net income (loss)
to net cash provided from (used in)
operating activities:
Depreciation and amortization 80,290 94,877
(Increase) decrease in assets:
Trade accounts receivable 805 (69,672)
Refundable income and value-added taxes --- 71,691
Inventories (213,388) 99,901
Other current assets (20,216) 6,374
Other assets --- 26,505
Increase (decrease) in liabilities:
Trade accounts payable and
accrued expenses (134,011) (75,697)
Income taxes payable (7,000) ---
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Net Cash Provided from (Used in)
Operating Activities (252,362) 76,121
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment (12,458) (10,137)
Payments received on long term notes 90,705 ---
Proceeds from sale of Pro Med Co. 1,000,000 ---
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Net Cash Provided from (Used in)
Investing Activities 1,078,247 (10,137)
See accompanying notes to consolidated financial statements
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<TABLE>
CASH FLOW (CONTINUED)
<C> <C>
CASH FLOWS FROM FINANCING ACTIVITIES:
Payments on long-term debt and
capital lease obligations (29,271) (26,431)
Change in net assets of
discontinued operation --- (339,445)
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Net Cash Provided by (Used in)
Financing Activities (29,271) (365,876)
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INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 796,614 (299,892)
CASH AND CASH EQUIVALENTS, BEG. OF PERIOD 70,500 460,272
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CASH AND CASH EQUIVALENTS, END OF PERIOD $ 867,114 $ 160,380
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SUPPLEMENTAL DISCLOSURE OF NON-CASH ACTIVITIES
On January 1, 1995, the Company entered into agreements where it sold its
80 percent ownership in Pro Med. In return for the $1,912,867 in net assets
that were on the books at December 31, 1994, the Company received $1,000,000 in
cash and the remaining $966,778 was represented by notes receivable from
Pro Med and its shareholders. A gain on the sale of $53,911 was recognized by
the Company.
See accompanying notes to consolidated financial statements
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LASER CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
September 30, 1995
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for
interim financial information and the instructions to Form 10-QSB and Rule
10-01 of Regulation S-X. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting principles
for complete financial statements. In the opinion of management, all
adjustments (consisting only of normal recurring accruals) considered necessary
for a fair presentation have been included. Operating results for the nine
months ended September 30, 1995 are not necessarily indicative of the results
that may be expected for the year ending December 31, 1995. For further
information, refer to the consolidated financial statements and footnotes
thereto for the year ended December 31, 1994 included in the Company's Annual
Report on Form 10-KSB (file number 0-13316).
NOTE B - RECLASSIFICATIONS
The financial information included in this Quarterly Report on Form
10-QSB including the Consolidated Financial Statements and accompanying Notes
to Consolidated Financial Statements, have been restated to reflect the
discontinued emergency medical equipment and supplies operations. All
significant intercompany balances and transactions have been eliminated in
consolidation. Other certain 1994 amounts have been reclassified to conform to
the 1995 presentation. These amounts were not material reclassifications.
NOTE C - INVESTMENT IN PRO MED CO.
On January 1, 1995, the Company entered into two agreements where it
sold its 80 percent ownership in Pro Med Co. ("Pro Med"). One agreement is with
the minority shareholders wherein the Company sold 31,726 shares of Pro Med
stock (approximately 40 percent of the Company's ownership) to the minority
shareholders of Pro Med. The sales price was for $1,095,496 and consisted of a
cash payment of $300,000 and cancellation of the note payable to the minority
shareholders which had a balance of $795,496 at December 31, 1994. The Company
sold its remaining 48,274 shares of Pro Med stock (approximately 60 percent of
the Company's ownership) and forgiveness of an intercompany note for total
proceeds of $1,666,778 to Pro Med. The proceeds consisted of a $700,000 cash
payment and notes receivable aggregating in a balance of $966,778. Both notes
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receivable are secured by the common stock of Pro Med and the personal
guarantees of the minority shareholders. The first note of $804,504 requires
monthly payments of $16,121 including interest at 7.5%. The entire remaining
unpaid balance is due February 1, 1998. The second note of $162,274 does not
bear interest and is due January 1, 1998. The sale of Pro Med resulted in a
gain of $53,911.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
The following discussion should be read in conjunction with
the consolidated financial statements and notes thereto appearing
elsewhere herein.
RESULTS OF OPERATIONS
Three months ended September 30, 1995.
- --------------------------------------
Net sales for the three months ended September 30, 1995 were $906,471
compared to $952,978 for the same period in 1994, a decrease of $46,507 or 5%.
This decrease was primarily a result of a decrease in product and service sales
to two OEM customers. The majority of this decrease was offset by an increase
in product sales to the Company's largest customer.
Cost of products sold as a percent of Company net sales were 77.8% for
the three months ended September 30, 1995 compared to 72.8% for the same period
in 1994. This increase was primarily a result of increases in the sale of
products that were more material cost intensive, as a percentage of the selling
price, during the current three month period as compared to the products sold
in the same period in 1994.
Selling, general, and administrative expenses for the three month period
ended September 30, 1995, decreased by $30,474 or 18.6% when compared to the
same period in 1994. This decrease was primarily a result of decreased legal,
accounting, and freight expenses and to reductions in the Company's bad debt
expense.
Research and development expenditures for the current period decreased
less than 1% when compared to 1994 expenditures for the same period..
As a result of these factors, the Company had net income from
continuing operations for the three months ended September 30, 1995 of $6,446
or $.01 per share in 1995 compared to $14,077 or $.02 per share for the same
period in 1994.
Net income, inclusive of the 1994 discontinued operations, for the three
months ended September 30, 1994 of $106,803 or $.16 per share.
Nine months ended September 30, 1995.
- -------------------------------------
Net sales for the nine months ended September 30, 1995 were $3,038,523
compared to $2,693,504 for the same period in 1994, an increase of $345,019 or
12.8%. This increase was primarily a result of an increase in product sales to
the Company's largest customer and to a lesser extent, an increase in service
sales to an OEM customer. These increases were partially offset by a net
decrease in product and service sales to all other customers.
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Cost of products sold as a percent of Company net sales were 76.1% for
the nine months ended September 30, 1995 compared to 74.8% for the same period
in 1994. This increase was primarily a result of increases in the sale of
products that were more material cost intensive, as a percentage of the selling
price, during the current nine month period as compared to the products sold in
the same period in 1994.
Selling, general, and administrative expenses for the nine month period
ended September 30, 1995, decreased by $42,528 or 8.5% when compared to the
same period in 1994. This decrease was primarily a result of decreased legal,
accounting and freight expenses and to reductions in the Company's bad debt
expense.
Research and development expenditures for the period increased by
$42,434 or 20% when compared to the same period in 1994. This increase
resulted primarily from product design and qualification costs for a new OEM
customer.
As a result of these factors, the Company had a net income from
continuing operations for the nine months ended September 30, 1995 of $41,158,
or $ .06 per share compared to a net loss from continuing operations of
$77,858, or $ .12 per share for the same period in 1994, a positive swing in
net income of $119,016.
Net income, inclusive of a gain on the sale of ProMed, for the period
ended September 30, 1995 was $95,069 or $.14 per share compared to net income,
inclusive of the 1994 discontinued operations, of $215,390 or $.32 per share
for the same period in 1994.
LIQUIDITY AND CAPITAL RESOURCES
- -------------------------------
As a result of the sale of ProMed and the positive swing in net income
from continuing operations, the Company has recognized a significant
improvement in both working capital and cash equivalents during the past nine
months. On September 30, 1995, the Company had working capital of $2,175,361
compared to $854,252 at December 31, 1994, an increase of $1,321,109, a 155%
increase. Cash equivalents at September 30, 1995 were $867,114 compared to a
December 31, 1994 balance of $70,500, an increase of $796,614 or 1,130%.
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PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
No Form 8-K was filed during the quarter ended September 30, 1995.
(a) Exhibit - Financial Data Schedule
<TABLE>
<S> <C>
[PERIOD-TYPE] Nine Months
[FISCAL-YEAR-END] December 31, 1995
[PERIOD-END] September 30, 1995
[CASH] 867,114
[SECURITIES] 0
[RECEIVABLES] 1,481,183
[ALLOWANCES] 33,497
[INVENTORY] 1,210,226
[CURRENT-ASSETS] 2,826,452
[PP&E] 1,929,003
[DEPRECIATION] 1,650,385
[TOTAL-ASSETS] 3,840,618
[CURRENT-LIABILITIES] 651,091
[BONDS] 0
[COMMON] 34,105
[PREFERRED-MANDATORY] 0
[PREFERRED] 0
[OTHER-SE] 3,155,422
<TOTAL LIABILITY-AND-EQUITY> 3,840,618
[SALES] 3,038,523
<TOTAL REVENUES> 3,120,104
[CGS] 2,312,189
[TOTAL-COSTS] 3,070,585
[OTHER-EXPENSES] 0
[LOSS-PROVISION] 0
[INTEREST-EXPENSE] 7,361
[INCOME-PRETAX] 42,158
[INCOME-TAX] 1,000
[INCOME-CONTINUING] 41,158
[DISCONTINUED] 53,911
[EXTRAORDINARY] 0
[CHANGES] 0
<NET INCOME> 95,069
[EPS-PRIMARY] .14
[EPS-DILUTED] .14
</TABLE>
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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.
LASER CORPORATION
Date: November 14, 1995 /s/ B. Joyce Wickham
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B. Joyce Wickham
President, Chief Executive Officer
Treasurer and Director
Date: November 14, 1995 /s/ Reo K Larsen
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Reo K Larsen
General Accounting Manager
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