<PAGE>
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 29, 2000
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: (760) 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: 2,103,438 shares of common stock,
no par value, as of February 29, 2000.
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY
CONSOLIDATED CONDENSED BALANCE SHEETS
<TABLE>
<CAPTION>
FEBRUARY 29, NOVEMBER 30,
2000 1999
(UNAUDITED) (AUDITED)
----------- ---------
ASSETS
<S> <C> <C>
CURRENT ASSETS
Cash $ 235,722 $ 267,136
Trade accounts receivable, less allowance for doubtful
accounts of $5,000 and $5,000 respectively 252,460 270,032
Inventories 118,348 89,941
Prepaid expenses and other current assets 34,387 25,905
-------------- --------------
Total Current Assets 640,917 653,014
PROPERTY AND EQUIPMENT 546,182 535,318
Less accumulated depreciation [405,116] [395,874]
-------------- --------------
Net Property and Equipment 141,066 139,444
PREPAID ROYALTY, net of accumulated
amortization of $65,313 and $60,534
respectively 130,629 135,408
LONG TERM ACCOUNTS RECEIVABLE, net 130,000 130,000
-------------- --------------
TOTAL ASSETS $ 1,042,612 $ 1,057,866
============== ==============
</TABLE>
See accompanying notes to consolidated
condensed financial statements.
<PAGE>
WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY
CONSOLIDATED CONDENSED BALANCE SHEETS
(continued)
<TABLE>
<CAPTION>
FEBRUARY 29, NOVEMBER 30,
2000 1999
(UNAUDITED) (AUDITED)
------------ ------------
LIABILITIES AND SHAREHOLDERS' EQUITY
<S> <C> <C>
CURRENT LIABILITIES
Accounts payable $ 85,229 $ 15,790
Notes payable - related parties 249,534 253,060
Accrued expenses 47,784 63,260
Long-term debt 29,687 --
Current portion of capital lease obligation 15,293 14,692
Current portion of long-term debt 5,834 35,647
------------ ------------
TOTAL CURRENT LIABILITIES 433,361 382,449
Long-term debt 17,923 19,631
Capital lease obligations:
net of current portion 26,466 31,615
------------ ------------
TOTAL LIABILITIES 477,750 433,695
------------ ------------
SHAREHOLDERS' EQUITY
Common stock, no par value:
Authorized 9,375,000 shares
Issued and outstanding 2,103,438 shares 8,479,854 8,479,854
Paid in Capital: 95,000 95,000
Accumulated deficit [8,009,992] [7,950,683]
----------- ------------
TOTAL SHAREHOLDERS' EQUITY 564,862 624,171
----------- ------------
TOTAL LIABILITIES &
SHAREHOLDERS' EQUITY $ 1,042,612 $ 1,057,866
=========== ============
</TABLE>
See accompanying notes to consolidated
condensed financial statements.
<PAGE>
WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
FEBRUARY 29, FEBRUARY 28,
2000 1999
================================
<S> <C> <C>
NET SALES $ 221,537 $ 235,631
COST OF SALES 74,840 80,483
------------ ------------
GROSS PROFIT 146,697 155,148
------------ ------------
OPERATING EXPENSES
Research and development 37,121 27,497
Selling 98,764 104,961
General and administration 54,445 47,576
Royalties 12,217 13,705
Amortization of formula -- 20,084
------------ ------------
TOTAL OPERATING EXPENSES 202,547 213,823
------------ -------------
Operating loss [55,850] [58,675]
OTHER INCOME (EXPENSE)
Interest expense [6,962] [6,425]
Interest income 5,103 917
Other income -- 7,340
------------ -------------
Loss before income taxes [57,709] [56,843]
Provision for income taxes 1,600 1,600
------------ -------------
Net Loss $ [59,309] $ [58,443]
============ =============
Basic earnings per common share $ [.03] $ [.03]
============ =============
Weighted average shares outstanding 2,103,438 2,103,438
============ =============
Diluted earnings per common share $ -- $ --
============ ============
Weighted average shares, options and
warrants outstanding $ -- $ --
============ ============
</TABLE>
See accompanying notes to consolidated
condensed financial statements.
<PAGE>
WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY
CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
FEBRUARY 29, FEBRUARY 28,
2000 1999
==========================================
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $ [59,309] $ [57,693]
Adjustments to reconcile net loss
to net cash provided by (used in)
operating activities:
Amortization of prepaid royalty 4,779 4,779
Depreciation and amortization 9,242 25,669
Changes in Operating Assets and Liabilities:
Decrease in trade accounts receivable 17,572 8,127
Increase in inventories [28,407] [26,595]
Increase in prepaid expenses [8,482] [11,342]
Increase in accounts payable 69,439 15,182
Decrease in accrued liabilities [15,476] [5,987]
------------- -----------
Net cash used in operating activities [10,642] [47,860]
------------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment [10,864] [52,684]
------------- -----------
Net cash used in investing activities [10,864] [52,684]
------------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Payments on capital lease obligations [4,548] [1,346]
Payments on notes payable and notes payable-
related parties [5,360] [5,700]
------------- -----------
Net Cash used in financing activities [9,908] [7,046]
------------- -----------
DECREASE IN CASH [31,414] [107,590]
CASH AT BEGINNING OF PERIOD 267,136 249,729
------------- -----------
CASH AT END OF PERIOD $ 235,722 $ 142,139
============= ==============
</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 condensed balance sheet as of February 29, 2000,
the consolidated condensed statement of operations for the three-month
periods ended February 29, 2000, and February 28, 1999, respectively, and
the consolidated condensed statements of cash flows for the three-month
periods then ended 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 1999 Annual Report
on Form 10-KSB. The results of operations for the quarter ended February
29, 2000, are not necessarily indicative of the operating results for the
full year.
B. RECLASSIFICATION:
Certain amounts on the November 30, 1999 consolidated balance
sheet have been reclassified to conform to the current period presentation.
C. STOCK SPLIT:
On July 17, 1997 the shareholders of the Company voted to execute
a one-for-four reverse stock split. The reverse stock split was effective
for shareholders of record on February 6,1998. Per share amounts in the
accompanying financial statements have been restated to give effect for the
reverse stock split as if it occurred on December 1, 1996.
D. SUBSEQUENT EVENTS:
None
<PAGE>
WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY
MANAGEMENT'S DISCUSSION AND ANALYSIS
ITEM 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations.
RESULTS OF OPERATIONS:
Net sales for the first quarter of fiscal 2000 were $221,537,
representing a decrease of 6% over the same period in 1999.
Cost of sales as a percentage of net sales remained at 34% for the
quarter ended February 29, 2000 as compared with the same period in the prior
year.
Operating expenses for the three month period ended February 29, 2000
decreased by 5% from the same period in the prior year. The decrease is
primarily due to a reduction in the amortization of formula which was fully
amortized in June, 1999.
Research and development expenses increased by $9,624, or 35% over the
prior year's first quarter. This increase is due to an increase in wages and
benefits attributable to the research and development function.
Selling expenses as a percentage of net sales for the three month
period ended February 29, 2000 remained at approximately 45% compared with the
same period in the prior year.
General and administrative expenses during the three month period ended
February 29, 2000 increased by $6,869 or 14%, compared with the same period in
the prior year. This increase is due to increased wages and insurance.
Net loss for the quarter ended February 29, 2000 was $59,309 or $.03
per common share compared with a net loss of $58,443, or $.03 per common share
for the same period in the prior year.
Income taxes have not been provided for in the accompanying
consolidated statements of operations due to the net operating loss
carryforwards generated in prior years that are available for carryforward
against current year income.
<PAGE>
WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY
MANAGEMENT'S DISCUSSION AND ANALYSIS
LIQUIDITY AND CAPITAL RESOURCES:
The Company has no material commitments for capital expenditures.
Working capital was $207,556 at February 29, 2000, down from $270,565
at November 30, 1999.
Based on current cash flow projections management expects that the
Company can continue operations for the current 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>
WESTBRIDGE RESEARCH GROUP AND SUBSIDIARY
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, President
Principal Executive Officer
Principal Financial Officer
Date: April 19, 2000
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> NOV-30-2000
<PERIOD-END> FEB-29-2000
<CASH> 235,722
<SECURITIES> 0
<RECEIVABLES> 25,460
<ALLOWANCES> 5,000
<INVENTORY> 118,348
<CURRENT-ASSETS> 640,917
<PP&E> 546,182
<DEPRECIATION> 405,116
<TOTAL-ASSETS> 1,042,612
<CURRENT-LIABILITIES> 433,361
<BONDS> 279,221
0
0
<COMMON> 95,000
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 1,042,612
<SALES> 221,537
<TOTAL-REVENUES> 221,537
<CGS> 74,840
<TOTAL-COSTS> 277,387
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 6,962
<INCOME-PRETAX> (57,709)
<INCOME-TAX> 1,600
<INCOME-CONTINUING> (57,709)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (57,709)
<EPS-BASIC> (.03)
<EPS-DILUTED> (.03)
</TABLE>
