<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] Quarterly report pursuant to section 13 or 15(d) of the Securities Exchange
Act of 1934 for the quarterly period ended June 29, 1997, or
[ ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 for the transition period from __________ to __________.
Commission File No. 0-13401
PHOENIX MEDICAL TECHNOLOGY, INC.
- --------------------------------------------------------------------------------
(exact name of registrant as specified in its charter)
Delaware 31-092-9195
- ------------------------------- ---------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
U.S. Hwy. 521 West, Andrews, South Carolina 29510
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(803)221-5100
------------------------------------------------------
(Registrant's telephone number, including area code)
Not Applicable
- --------------------------------------------------------------------------------
(Former name, former address, and former fiscal year, if changed
since last report)
Applicable only to issuers involved in bankruptcy proceedings during the
preceding five years.
Check whether the Registrant has filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act of 1934 after the
distribution of securities under a plan confirmed by a court.
Yes X No
--- ---
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Common Stock, without par value 1,963,563
-----------------------------
(Outstanding at Jun 29, 1997)
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PHOENIX MEDICAL TECHNOLOGY,
INC.
CONDENSED BALANCE SHEET
JUNE 29, 1997 AND DECEMBER 31, 1996
<TABLE>
<CAPTION>
June 29 December 31
1997 1996
------------ ------------
(unaudited) *
<S> <C> <C>
ASSETS
Current Assets
Cash $ 4,161 $ 54,161
Receivables 1,845,456 1,826,399
Inventories (Note 2) 1,779,986 1,556,118
Prepaid expenses 58,951 76,660
------------ ------------
Total current assets 3,688,554 3,513,338
Operating property, plant and equipment - at cost 11,712,223 11,618,348
Less accumulated depreciation (8,047,750) (7,883,968)
------------ ------------
Net operating property, plant and equipment 3,664,473 3,734,380
------------ ------------
Nonoperating equipment, net 638,522 638,522
Other assets, net 431,415 447,665
------------ ------------
Total assets $ 8,422,964 $ 8,333,905
============ ============
LIABILITIES AND SHAREHOLDERS' INVESTMENT
Current liabilities
Accounts payable and accrued expenses $ 1,378,024 $ 1,281,158
Revolving line of credit 2,301,221 1,739,304
Current portion of long-term debt 368,956 252,232
------------ ------------
Total current liabilities 4,048,201 3,272,694
Long term-debt 2,051,711 2,299,277
Other liabilities 749,871 760,501
------------ ------------
Total liabilities 6,849,783 6,332,472
Shareholders' investment
Shares issued and outstanding:
1,963,563 shares 6/29/97 and 12/31/96 196,356 196,356
Paid-in capital 7,224,503 7,224,503
Warrant 1,235,184 1,235,184
Deficit (7,082,862) (6,654,610)
------------ ------------
Total shareholders' investment 1,573,181 2,001,433
------------ ------------
Total liabilities and shareholders' investment $ 8,422,964 $ 8,333,905
============ ============
</TABLE>
*Condensed from audited financial statements.
See accompanying notes to Unaudited Condensed Financial Statements.
2
<PAGE> 3
PHOENIX MEDICAL TECHNOLOGY INC.
CONDENSED STATEMENTS OF OPERATIONS
(unaudited)
<TABLE>
<CAPTION>
FOR THE THREE MONTHS ENDED FOR THE SIX MONTHS ENDED
June 29, 1997 June 30, 1996 June 29, 1997 June 30, 1996
- ------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Net sales $ 3,701,221 $ 3,701,804 $ 6,664,909 $ 7,361,137
Operating expenses:
Cost of goods sold (3,159,457) (3,192,192) (6,004,278) (6,463,263)
Selling and administrative expense (430,364) (429,535) (866,476) (853,121)
- ------------------------------------------------------------------------------------------------------------------------
(Loss) Income from operations 111,400 80,077 (205,845) 44,753
Other expense and income:
Interest expense, net (129,449) (110,126) (248,016) (241,751)
Miscellaneous income, net 35,633 610 37,609 29,809
Gain on sale of asset -0- -0- -0- 760,731
- ------------------------------------------------------------------------------------------------------------------------
(Loss) Income before income tax provision 17,584 (29,439) (416,252) 593,542
Income tax provision -0- -0- (12,000) -0-
- ------------------------------------------------------------------------------------------------------------------------
Net (loss) income $ 17,584 $ (29,439) $ (428,252) $ 593,542
========================================================================================================================
(Loss) Income per share:
(Loss) Income before income tax provision $ 0.01 $ (0.01) $ (0.21) 0.30
Income tax -0- -0- (0.01) -0-
- ------------------------------------------------------------------------------------------------------------------------
Net (loss) income per share $ 0.01 $ (0.01) $ (0.22) $ 0.30
========================================================================================================================
Weighted average shares outstanding used to
compute earnings per share 1,963,563 1,963,563 1,963,563 1,963,563
</TABLE>
See accompanying Notes to unaudited Condensed Financial Statements
3
<PAGE> 4
PHOENIX MEDICAL TECHNOLOGY, INC.
CONDENSED STATEMENT OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
SIX MONTHS ENDED
----------------
Jun 29, 1997 Jun 30, 1996
------------ ------------
<S> <C> <C>
Cash flows from operating activities:
Net (loss) income $(428,252) $ 593,542
Adjustments to reconcile net (loss) income
to net cash used in operating activities:
Depreciation 163,782 226,214
Gain on sale of assets -0- (760,731)
Changes in assets and liabilities:
Increase in accounts receivable, net (19,057) (168,082)
Increase in inventories (223,868) (238,305)
Decrease (increase) in prepayments 17,709 (4,935)
Decrease (increase) in other assets 16,250 (128,150)
Increase (decrease) in accounts payable
and accrued liabilities 86,236 (117,098)
--------- -----------
Net cash used in operating activities (387,200) (597,545)
--------- -----------
Cash flows from investing activities:
Additions to property plant and equipment (93,875) (110,182)
--------- -----------
Cash flows from financing activities:
Net proceeds from sale of assets (apply to debt) -0- 1,114,341
Increase in (reduction of) line of credit 561,917 (108,572)
Reduction of long term debt (130,842) (372,987)
--------- -----------
Net cash provided by financing activities 431,075 632,782
--------- -----------
Net decrease in cash (50,000) (74,945)
Cash at beginning of period 54,161 89,411
--------- -----------
Cash at end of period $ 4,161 $ 14,466
========= ===========
Cash paid during the period for interest $ 250,230 $ 244,795
========= ===========
</TABLE>
See accompanying Notes to Unaudited Condensed Financial Statements.
4
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NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
1. General
The condensed financial statements included herein have been prepared
by the Company, without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission. Certain information and footnote disclosures
normally included in financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted pursuant to such
rules and regulations. These unaudited condensed financial statements should be
read in conjunction with the annual financial statements and related notes
contained in the Company's Form 10-KSB for the year ended December 31, 1996.
In the opinion of management, the accompanying unaudited condensed
financial statements include all adjustments (consisting solely of normal
recurring adjustments) necessary for a fair presentation of the information
therein. Results of operations for interim periods should not be regarded as
necessarily indicative of the results to be expected for the full year.
On March 22, 1996, the Company sold to Microtek Medical, Inc.
("Microtek") all of the Company's machinery, equipment and related tangible
property (including inventory and work-in-process) and all of its proprietary
information, and all other property and rights related to the Company's
manufacture and sale of adhesive skin drapes and scrub-and-prep products. The
purchase price consisted of $1,175,000 in cash and Microtek's undertaking to
make contingent payments for ten years of 11.5% of its sales of patented incise
drapes and 3% of its sales of other products in the Company's product line
incorporating the patented process, with a maximum of $1,825,000 on all
contingent payments and a maximum total purchase price of $3,000,000. The
Company's sales of items produced by the assets sold to Microtek accounted for
1.2% of its total sales in 1996.
2. Inventories
Inventories at June 29, 1997 and December 31, 1996 have been stated at
the lower of cost or market. Cost is determined for substantially all
inventories using the first-in, first-out (FIFO) method. The Company changed to
the FIFO from the LIFO (Last-in, last-out) method of inventory accounting in the
fourth quarter of 1996. This change has been applied by retroactively restating
the accompanying financial statements for the prior year. The effect of changing
the accounting method for valuing inventories increased net income by $23,000 or
1 cent per share in the second quarter of 1996, and decreased net income by
$30,000 or 1.5 cents per share during the first six months of 1996. The
accounting change is further discussed in the Form 10-KSB for the year ending
December 31, 1996.
5
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<TABLE>
<CAPTION>
Jun 29, 1997 Dec 31, 1996
------------ ------------
<S> <C> <C>
Raw materials $ 467,253 $ 430,549
Work-in-process -0- -0-
Finished goods 1,312,733 1,125,569
---------- ----------
$1,779,986 $1,556,118
========== ==========
</TABLE>
3. Earnings
Earnings per share for the quarters ended June 29, 1997 and June 30,
1996 were based on the weighted average number of common shares outstanding,
1,963,563 for each period.
6
<PAGE> 7
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
OPERATIONS
Order receipt throughout the second quarter was strong and resulted in
sales 25% greater than in the first quarter of this year. July orders are
unexpectedly strong for what is historically a slow month and some overtime
operations are being scheduled to maintain normal deliveries.
Net sales for the second quarter of 1997 were $3,701,000, equal to
sales in the similar quarter a year ago. Glove sales were slightly greater than
in the 1996 second quarter when the Company had non-glove sales of $37,000. The
Company sold its non-glove business to Microtek Medical in March 1996. In line
with expectations, average selling prices in the current year quarter were 2.2%
above 1996 second quarter prices.
Through six months, sales were 9.5% or $696,000 less than in the
similar period of 1996, reflecting the very poor order receipt experienced
during January and February this year. Glove sales in 1997 were 6.8% less than
in the similar period a year ago.
Cost of goods sold was 85.4% in the second quarter compared with 86.2%
in the prior year second quarter and 90.1% in the previous quarter of this year.
Plastics raw materials costs continued to increase but plateaued mid-second
quarter. Latex (natural rubber) material costs have again declined and, due to
forward purchasing, will result in lower third and fourth quarter costs. Natural
gas costs are lower than during the winter months but prices change monthly.
Selling and administrative ("S&A") expenses were $430,000, or 11.6% of
sales, the same as in the similar quarter of 1996. Selling expense in the second
quarter was 8% less than in the similar quarter a year ago and 12% less than in
the first quarter of this year. The decrease was anticipated and resulted from
management's earlier decision to employ a dedicated sales force rather than
manufacturers representatives. Administrative expense was $15,000 or 6% greater
in the current quarter than a year ago due to the addition of a systems analyst
position and a financial clerical position during the second half of 1996.
The Company had a net income of $18,000 in the second quarter this year
and $111,000 income from operations. This compares with a loss of $29,000 and
income from operations of $80,000 in the prior year similar quarter. For the
first six months of 1997, the Company experienced a net loss of $428,000.
Exclusive of the
7
<PAGE> 8
$761,000 gain on the sale of assets in the 1996 similar period, the Company
experienced a net loss of $167,000.
Promotion and introduction of the Company's new synthetic (nitrile)
cleanroom glove continues and many end user trials and evaluations are under
way. Year to date, sales from the new glove are less than 2% of total sales.
Further manufacturing and product development is scheduled mid-third quarter.
The Company is awaiting FDA approval to market a nitrile examination glove for
sale into the healthcare market.
LIQUIDITY AND CAPITAL RESOURCES
Cash used in operations during the first half of 1997 was $387,000 compared with
$578,000 used in the first half of 1996. In the second quarter of 1997,
operations used $383,000 of cash as compared with $155,000 of cash used in the
prior year similar quarter. Capital expenditures used $27,000 in the latest
quarter and $94,000 in the first half of 1997. Accounts payable increased
$86,000 and the sum of inventories and accounts receivable increased $243,000
during the second quarter of 1997. The Company has paid $250,000 interest
expense during the first half of 1997 and reduced its long term debt $131,000.
Net cash increased $68,000 in the second quarter this year. The increased sales
and inventories of the second quarter of 1997 resulted in a $562,000 increase in
the Company's line of credit borrowing, increasing total bank debt to
$4,722,000, $431,000 greater than at year end 1996. Management believes that
cash from operations and expected additions to the Company's line of credit
borrowing resulting from advances against shipments and inventories will be
adequate to support operations during 1997.
In the event the Company's operating results fall short of its
projections or the borrowings described above are insufficient to fund its
capital expenditures requirements, the Company could be required to seek
additional financing. For any such additional financing, the Company will
consider borrowings from commercial lenders and other sources of debt financing
as well as equity financing. No assurance can be given, however, that the
Company will be able to obtain any such additional financing when needed upon
terms satisfactory to the Company.
CAUTIONARY STATEMENT AS TO FORWARD-LOOKING INFORMATION
Statements contained in this report as to the Company's outlook for
sales, operations, capital expenditures and other amounts, budgeted amounts and
other projections of future financial or economic performance of the Company,
and statements of the Company's plans and objectives for the future are
8
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"forward-looking" statements, and are being provided in reliance upon the "safe
harbor" provisions of the Private Securities Litigation Reform Act of 1995.
Important factors that could cause actual results or events to differ materially
from those projected, estimated, assumed or anticipated in any such
forward-looking statements include without limitation: general economic
conditions in the Company's markets, including inflation, recession, interest
rates and other economic factors, especially in the United States and other
areas of the world where the Company markets its products; any loss of the
services of the Company's key management personnel; increased competition in the
United States and abroad, both from existing competitors and from any new
interests in the business; changes in the cost and availability of raw
materials; changes in governmental regulations applicable to the Company's
business; the failure to obtain any required governmental approvals; casualty to
or disruption of the Company's production facilities and equipment; delays or
disruptions in the shipment of the Company's products and raw materials;
disruption of operations due to strikes or other unrests; and other factors that
generally affect the business of manufacturing companies with international
operations.
9
<PAGE> 10
PART II - OTHER INFORMATION
PHOENIX MEDICAL TECHNOLOGY, INC.
ITEMS 1, 2, 3, 4 AND 5 ARE INAPPLICABLE AND ARE OMITTED.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
a. Exhibit 27, Financial Data Schedule filed in electronic format only.
b. Exhibits and Reports on Form 8-K. No reports on Form 8-K were filed during
the quarter ended June 29, 1997.
10
<PAGE> 11
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.
PHOENIX MEDICAL TECHNOLOGY, INC.
BY:/s/ EDWARD W. GALLAHER, SR.
-----------------------------------------
EDWARD W. GALLAHER, SR.
PRESIDENT AND TREASURER
BY: /s/ DELORES P. WILLIAMS
-----------------------------------------
DELORES P. WILLIAMS
CONTROLLER
DATE: August 5, 1997
----------------
11
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM CONDENSED
BALANCE SHEETS AND STATEMENTS OF OPERATIONS AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH QUARTERLY FINANCIAL STATEMENTS FOR THE PERIOD ENDED JUNE 29,
1997.
</LEGEND>
<MULTIPLIER> 1
<CURRENCY> US DOLLARS
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> JUN-29-1997
<EXCHANGE-RATE> 1
<CASH> 4,161
<SECURITIES> 0
<RECEIVABLES> 1,904,407<F1>
<ALLOWANCES> 0
<INVENTORY> 1,779,986
<CURRENT-ASSETS> 3,688,554
<PP&E> 4,734,410<F1>
<DEPRECIATION> 0
<TOTAL-ASSETS> 8,422,964
<CURRENT-LIABILITIES> 4,048,201
<BONDS> 2,801,582
0
0
<COMMON> 196,356
<OTHER-SE> 1,376,825
<TOTAL-LIABILITY-AND-EQUITY> 8,422,964
<SALES> 6,664,909
<TOTAL-REVENUES> 37,609
<CGS> 6,004,287
<TOTAL-COSTS> 6,004,287
<OTHER-EXPENSES> 866,476
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 248,016
<INCOME-PRETAX> 0
<INCOME-TAX> 12,000
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (428,252)
<EPS-PRIMARY> (0.22)
<EPS-DILUTED> (0.22)
<FN>
<F1>REPRESENTS NET AMOUNT
</FN>
</TABLE>
