U. S. Securities and Exchange Commission
Washington, D.C. 20549
Form 10-QSB -- Quarterly or Transitional Report
(Added by 34-30968, eff. 8/13/93, as amended)
(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, 1997
[ ] Transition Report Under Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the transition period from to ________________ to _________________
Commission file number 0-17032
IDP LIQUIDATING CORP.
- -----------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
Delaware 13-3186604
- --------------------------------- -----------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
775 Park Avenue, Suite #255, Huntington, New York 11743
- ------------------------------------------------- ----------
(Address of principle executive offices) (Zip Code)
(516) 673-3939
- -------------------------
Issuer's telephone number
Protein Databases, Inc., 405 Oakwood Road, Huntington Station, NY 11746
(Former name, former address and former fiscal year,
if changed since last report)
- -----------------------------------------------------
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 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 equity, as of the latest practicable date.
Class Outstanding at September 30, 1997
- --------------------------- ---------------------------------
Common Stock $.01 par value 1,459,724
<PAGE>
IDP LIQUIDATING CORP.
BALANCE SHEET
September 30,1997
( UNAUDITED )
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $167,320
Accounts receivable 3,750
Inventory 17,454
Prepaid expenses 8,532
--------
Total current assets 197,056
--------
PROPERTY AND EQUIPMENT-NET 136,565
--------
OTHER ASSETS 10,110
--------
TOTAL $343,731
========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $71,724
Accrued expenses 36,436
Unearned revenue 24,520
--------
Total current liabilities 132,680
--------
STOCKHOLDERS' EQUITY:
Common stock 14,797
Additional paid-in capital 8,521,822
Accumulated deficit (8,325,568)
----------
Stockholders' Equity 211,051
----------
TOTAL $343,731
==========
<PAGE>
IDP LIQUIDATING CORP.
CONDENSED STATEMENTS OF OPERATIONS
( UNAUDITED )
For the Three Months For the Nine Months
Ended September 30, Ended September 30,
-------------------- ------------------
1997 1996 1997 1996
---- ---- ---- ----
Revenues $ 59,487 $308,863 $839,869 $1,218,212
-------- -------- -------- ----------
Expenses
Cost of sales 24,532 88,484 261,184 437,573
General
and administrative 98,543 138,707 393,396 472,788
Marketing
and sales 22,390 137,400 290,736 525,751
Research
and development 19,986 110,232 204,460 399,947
------- ------- ------- -------
Total expenses 165,451 474,823 1,149,776 1,836,059
------- ------- --------- ---------
Net (loss) $(105,964) $(165,960) $(309,907) $(617,847)
======== ======== ========= ========
Net (loss)
per common share $(.07) $(.11) $(.21) $(.42)
======== ======== ======== ========
Weighted average number of
shares used in computing
earnings per share
1,461,724 1,459,724 1,469,724 1,459,724
========= ========= ========= =========
<PAGE>
IDP LIQUIDATING CORP.
CONDENSED STATEMENTS OF CASH FLOWS
( UNAUDITED )
For the Nine Months
Ended September 30,
--------------------
1997 1996
---- ----
Cash flow from operations:
Net (loss) $(309,907) ($617,874)
Adjustments to reconcile
net income to net cash
provided by
(used in) operations:
Depreciation and amortization 72,000 72,000
Changes in operating assets
and liabilities:
Accounts receivable 360,095 223,115
Inventory 42,029 21,497
Prepaid expenses
and deposits 1,691 (3,481)
Accounts payable and
accrued expenses (116,632) (104,868)
Unearned revenue (18,066) 1,663
-------- --------
Net cash provided by operations 31,210 (407,921)
-------- --------
Cash flows from investments in,
disposition of property and
equipment, net 14,372 (69,555)
-------- --------
Cash flows from proceeds from
exercise of common stock
purchase warrants 2,386 0
-------- --------
Increase (decrease) in cash
and cash equivalents 47,968 (477,476)
-------- --------
Cash and cash equivalents,
beginning of period 119,352 778,718
-------- --------
Cash and cash equivalents,
end of period $167,320 $301,242
======== ========
<PAGE>
( Unaudited )
IDP LIQUIDATING CORP.
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 1997
NOTE 1 - GENERAL:
The accompanying unaudited financial statements include all adjustments,
consisting of normal recurring accruals, which are, in the opinion of
management, necessary for a fair statement of the results of the interim
periods. The statements have been prepared in accordance with the
requirements for quarterly reports on Form 10-QSB and, therefore, do not
include all disclosures or financial details required by generally
accepted accounting principles. These condensed financial statements
should be read in conjunction with the financial statements and the notes
thereto included in the Company's Annual Report on Form 10-KSB for the
year ended December 31, 1996.
The results of operations for the interim periods are not necessarily
indicative of results to be expected for a full year's operations.
<PAGE>
IDP LIQUIDATING CORP.
-----------------------
Management's Discussion and Analysis of Operations
--------------------------------------------------
Liquidity and Capital Resources
On July 21, 1997, the Company announced that it had entered into a
an agreement to sell all of its intellectual property, fixed assets
and property, plant and equipment for $1 million to Bio-Rad Laboratories,
Inc. of Hercules, California. In contemplation of the Bio-Rad
transaction, the Company has ceased all development and marketing activities.
On October 22, 1997, at a special meeting of stockholders, the Company's
stockholders approved the sale of the Company's assets to Bio-Rad
Laboratories, which was completed on October 29, 1997, as well as the complete
liquidation and dissolution of the Company.
The Company's present liquidity position is critical. During the year ended
December 31, 1996, the Company had a net loss from operations of $811,323.
As of September 30, 1997, the Company's total current assets were $197,056
(including cash of $167,320) and its total liabilities were $132,680
(see accompanying Balance Sheet).
As a result of the limited amount of funds currently available to finance
the Company's operations, the report of the Company's independent
Certified Public Accountants on the Financial Statements as of December
31, 1996 contains an explanatory paragraph indicating that there is
substantial doubt about the Company's ability to continue as a going
concern.
The Company had no material commitments for capital equipment additions
at September 30, 1997.
Revenues
The Company generated revenues primarily by selling software systems
and,to a lesser extent, from contract research and development, royalties
and other income sources.
<PAGE>
IDP LIQUIDATING CORP.
--------------------------------------------------------------
Management's Discussion and Analysis of Operations (Continued)
Revenues for 1997 include approximately $280,000 of revenue from
Toyobo Co. Ltd., ("Toyobo"), the exclusive distributor of the Company's
products in Japan, which amount essentially constitutes all of Toyobo's
purchase commitments from the Company for 1997.
Expenses
The Company's cost of sales decreased in the three months and nine months
ended September 30, 1997 from the comparable periods of the prior year as a
result of lower costs for supplies and equipment and fewer employees in the
department.
The Company's sales and marketing expenses decreased in the three months
and nine months ended September 30, 1997 from the comparable periods in the
prior year principally as a result of lower salary and related expenses, due
to fewer employees, and lower costs for supplies, travel and promotional
expenses.
The decrease in the Company's research and development expenses in the
three months and nine months ended September 30, 1997 from the comparable
periods in the prior year was primarily attributable to fewer employees in
the department and lower costs for supplies and travel expenses.
<PAGE>
Part II - Other Information
Item 6. Exhibits and Reports on Form 8-K
( a ) Exhibits: EX-27.
( b ) Reports on Form 8-K: There were no reports on
Form 8-K filed by the Company during the three months
ended September 30, 1997.
<PAGE>
Signatures
In accordance with the requirements of the Securities and Exchange Act of
1934, as amended, the registrant caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
Protein Databases, Inc.
-----------------------
(Registrant)
Dated November 6, 1997 S/Ronald R. Hahn
Ronald R. Hahn
President and
Chief Executive Officer
(Principal Financial and
Accounting Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM IDP
LIQUIDATING CORP.'S SEPTEMBER 30, 1997 FINANCIAL STATEMENTS AND IS QUALIFIED
IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
<NAME> IDP LIQUIDATING CORP.
<CIK> 0000770131
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<CASH> 167,320
<SECURITIES> 0
<RECEIVABLES> 3,750
<ALLOWANCES> 0
<INVENTORY> 17,454
<CURRENT-ASSETS> 197,056
<PP&E> 236,565
<DEPRECIATION> 72,000
<TOTAL-ASSETS> 343,731
<CURRENT-LIABILITIES> 132,680
<BONDS> 0
0
0
<COMMON> 14,797
<OTHER-SE> 196,254
<TOTAL-LIABILITY-AND-EQUITY> 343,731
<SALES> 839,869
<TOTAL-REVENUES> 839,869
<CGS> 261,184
<TOTAL-COSTS> 1,149,776
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (309,907)
<INCOME-TAX> 0
<INCOME-CONTINUING> (309,907)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (309,907)
<EPS-PRIMARY> (.21)
<EPS-DILUTED> (.21)
</TABLE>
