SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For Quarter ended February 28, 1997
Commission file number 2-92261
WESTBRIDGE RESEARCH GROUP
California 95-3769474
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
1150 Joshua Way
Vista, California 92083
(Address of principal executive office) (Zip Code)
Registrant's telephone number,
including area code: (619) 599-8855
Indicate by check mark whether the registrant (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 require- ments for the past 90 days. Yes X No ______
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of a recent date: 8,413,753 shares of common stock, no par
value, as of February 28, 1997.
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY
CONSOLIDATED CONDENSED BALANCE SHEETS
ASSETS
<TABLE>
FEBRUARY 28, NOVEMBER 30,
1997 1996
(unaudited) (audited)
<S> <C> <C>
CURRENT ASSETS
Cash $ 23,144 $115,719
Trade accounts receivable, less
allowance for doubtful accounts of
$4,473 and $4,473 respectively 289,879 128,442
Inventories 96,684 74,369
Prepaid expenses and other
current assets 15,214 10,237
Total Current Assets 424,921 328,767
PROPERTY AND EQUIPMENT 364,849 363,475
Less accumulated depreciation [327,540] [323,408]
Net Property and Equipment 37,309 40,067
PROCESSES AND FORMULAS, net of accumulated
amortization of $2,909,915 and
$2,889,830 respectively 187,453 207,538
PREPAID ROYALTY, net of accumulated
amortization of $7,965 and $3,186
respectively 187,977 192,756
LONG TERM ACCOUNTS RECEIVABLE, net 130,000 130,000
TOTAL ASSETS $967,660 $899,128
</TABLE>
See accompanying notes to consolidated
condensed financial statements.
<PAGE>
WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY
CONSOLIDATED CONDENSED BALANCE SHEETS
(continued)
LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)
<TABLE>
FEBRUARY 28, NOVEMBER 30,
1997 1996
(unaudited) (audited)
<S> <C> <C>
CURRENT LIABILITIES
Accounts payable $ 77,523 $ 17,844
Accrued expenses 51,176 78,467
Current portion of capital
lease obligation 4,187 4,187
Current portion of long-term debt 36,749 39,239
TOTAL CURRENT LIABILITIES 169,635 139,737
Notes payable - related parties 228,640 220,423
Long-term debt 72,099 80,619
Deferred rent 3,853 5,137
Capital lease obligations:
net of current portion 1,983 3,428
TOTAL LIABILITIES 476,210 449,344
SHAREHOLDERS' EQUITY (DEFICIT)
Common stock, no par value:
Authorized 37,500,000 shares
Issued and outstanding 8,413,753 shares 8,479,854 8,479,854
Paid in Capital: Warrants 95,000 95,000
Accumulated deficit [8,083,404] [8,125,070]
TOTAL SHAREHOLDERS' EQUITY 491,450 449,784
TOTAL LIABILITIES & SHAREHOLDERS' $ 967,660 $ 899,128
EQUITY
</TABLE>
See accompanying notes to consolidated
condensed financial statements.
<PAGE>
WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
(unaudited)
<TABLE>
THREE MONTHS ENDED
FEBRUARY 28, FEBRUARY 29,
1997 1996
<S> <C> <C>
REVENUES
Agricultural product sales $ 272,662 $ 118,524
COSTS AND EXPENSES
Cost of sales 68,468 61,461
Research and development 22,232 32,008
Selling 52,284 50,249
General and administration 51,301 54,134
Royalties 14,475 105,697
Interest expense, net 8,202 7,141
Amortization of formula 20,084 20,084
Other (income)expense [6,050] 777
TOTAL COSTS AND EXPENSES 230,996 331,551
Net Income(Loss) $ 41,666 $ [213,027]
Net income (Loss) per common share $ .01 $ [.03]
Weighted average common and common
equivalent shares outstanding $8,413,753 $8,413,753
</TABLE>
See accompanying notes to consolidated
condensed financial statements.
<PAGE>
WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY
CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS
(unaudited)
<TABLE>
THREE MONTHS ENDED
FEBRUARY 28, FEBRUARY 29,
1997 1996
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income [Loss] $ 41,666 $ [213,027]
Adjustments to reconcile net income [Loss]
to net cash used in operating activities:
Royalty expense 4,779 100,412
Depreciation and Amortization 24,217 24,525
Changes in Operating Assets and Liabilities:
Increase in trade accounts receivable [161,437] [33,668]
[Increase] decrease in inventories [22,315] 24,257
[Increase] decrease in prepaid expenses [4,977] 3,674
Increase [decrease] in accounts payable 59,679 [12,038]
[Decrease] increase in accrued liabilities [27,291] 56,458
Net Cash used in operating activities [85,679] [49,407]
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to property and equipment [1,374] [2,114]
Proceeds from sale of (purchase of) investments -- 32,953
Net cash (used in) provided by
investing activities [1,374] 30,839
CASH FLOWS FROM FINANCING ACTIVITIES:
Payments on Long Term Debt [11,010] --
Increase in Long Term Debt -- 895
Decrease in Deferred Rent [1,284] --
Payment on Capital Lease Obligation [1,445] [722]
Borrowings on Notes Payable-related parties 8,217 4,602
Net Cash (Used In) Provided by
Financing Activities: [5,522] 4,775
DECREASE IN CASH [92,575] [13,793]
CASH AT BEGINNING OF PERIOD 115,719 120,672
CASH AT END OF PERIOD $ 23,144 $ 106,879
</TABLE>
See accompanying notes to consolidated
condensed financial statements.
<PAGE>
WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
A. Basis of Presentation:
The consolidated balance sheet as of February 28, 1997, the consolidated
statements of operations for the three month period ended February 28, 1997 and
February 29, 1996, respectively, and the consolidated statements of cash flows
for the three-months ended February 28, 1997 and February 29, 1996, have been
prepared by the Company without audit. In the opinion of management, all
adjustments (which include only normal recurring adjustments except as noted in
management's discussion and analysis of financial condition and results of
operations) necessary to present fairly the financial position, results of
operations and changes in cash flows have been made.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been condensed or omitted. It is suggested that these consolidated
financial statements be read in conjunction with the financial statements and
notes thereto included in the 1996 Annual Report on Form 10-KSB. The results of
operations for the quarter ended February 28, 1997, are not necessarily
indicative of the operating results that may be expected for the full year.
B. Subsequent Events:
None
MANAGEMENT'S DISCUSSION AND ANALYSIS
ITEM 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Results of Operations:
Totalagricultural product sales for the first quarter of fiscal 1997 were
$272,662, an increase of approximately 130% from the same period in 1996 due to
increased marketing and increased orders from existing customers as well as
orders from new customers.
Total costs and expenses for continuing operations for the period decreased
approximately 31% from the prior year's quarter primarily due to a decrease in
royalty expense related to the restructuring of the royalty terms with
Westbridge Biosystems, Ltd.
Cost of sales as a percentage of product sales decreased to approximately
26% for the quarter as compared to 52% in the same period for the prior year.
This decrease is primarily the result of an increase in the sales mix of
products with higher gross margins and reduced overhead costs.
Research and development expenses decreased $9,776, or 31% over the prior
year's first quarter due to reduced salaries and related expenses.
Selling expenses as a percentage of product sales decreased to
approximately 20% for the first quarter as compared to 43% for the same quarter
in the prior year. This decrease is due to selling expenses remaining relatively
constant while product sales increased 130%.
General and administrative expenses decreased $2,833 or 6% in the current
quarter compared with the same period last year due to a reduction in the amount
of contract labor being allocated to the general and administrative function.
Net income for the current period was $41,666 or $.01 per share, as
compared to a net loss of $213,027, or $.03 per share in the same quarter of the
prior year. This change is primarily related to increased product sales and a
reduction in royalty expense.
Income taxes have not been provided for in the accompanying statements of
operations due to the significant net operating loss carryforwards generated in
prior years.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
Liquidity and Capital Resources:
The Company has no material commitments for capital expenditures.
Working capital was $255,286 at February 28, 1997, up from $189,030 at
November 30, 1996.
Based on cash flow projections management expects that the Company can
continue operations for the current fiscal year without infusions of additional
cash.
Impact of Inflation
The Company does not believe inflation has had a significant effect on its
operations.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None
ITEM 2. CHANGES IN SECURITIES
None
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None
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
None
<PAGE>
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.
WESTBRIDGE RESEARCH GROUP
(Registrant)
/s/Christine Koenemann
----------------------------------------
Christine Koenemann, President
Principal Executive Officer
Principal Financial Officer
Date: APRIL 11, 1997
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> FEB-28-1997
<PERIOD-START> DEC-1-1996
<PERIOD-END> FEB-28-1997
<CASH> 23,144
<SECURITIES> 0
<RECEIVABLES> 289,879
<ALLOWANCES> 4,473
<INVENTORY> 96,684
<CURRENT-ASSETS> 424,921
<PP&E> 364,849
<DEPRECIATION> 327,540
<TOTAL-ASSETS> 967,660
<CURRENT-LIABILITIES> 169,635
<BONDS> 0
0
0
<COMMON> 8,479,854
<OTHER-SE> (8,083,404)
<TOTAL-LIABILITY-AND-EQUITY> 967,660
<SALES> 272,662
<TOTAL-REVENUES> 272,662
<CGS> 271,305
<TOTAL-COSTS> 230,996
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (6,050)
<INCOME-PRETAX> 41,666
<INCOME-TAX> 2,400
<INCOME-CONTINUING> 41,666
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 41,666
<EPS-PRIMARY> (0.01)
<EPS-DILUTED> (0.01)
</TABLE>
