<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
Quarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the quarter year ended: Commission file number:
January 31, 1997 0-14200
CompuSonics Video Corporation
(Exact name of Registrant as specified in its charter)
Colorado 84-1001336
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
7001 Orchard Lake Road - Suite 424
West Bloomfield, MI 48322-3608
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(810) 851-5651
Securities registered pursuant to Section 12 (b) of the Act:
None
Securities registered pursuant to Section 12 (g) of the Act:
Common Stock, $.001 Par Value
(Title of Class)
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 and, (2) has been subject to such filing
requirements for the past 90 days: Yes X No
As of March 12, 1997, a total of 160,006,250 shares of common stock,
$.001 par value, were outstanding.
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COMPUSONICS VIDEO CORPORATION & SUBSIDIARIES
Form 10-Q Filing for the Quarter Ended January 31, 1997
INDEX
Page
Number
PART I. FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements.
Consolidated Balance Sheets
January 31, 1997 (Unaudited) and July 31, 1996 3
Consolidated Statements of Operations (Unaudited)
Six months ended January 31, 1997 and 1996 4
Consolidated Statements of Cash Flows (Unaudited)
Six months ended January 31, 1997 and 1996 5
Notes to Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 6
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 7
Signature Page 8
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COMPUSONICS VIDEO CORPORATION & SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
ASSETS
01/31/97 07/31/96
----------- ----------
Current Assets
Cash $ 427 $ 266
Marketable Securities Available
For Sale 70,333 71,188
----------- ----------
$ 70,761 $ 71,454
=========== ==========
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current Liabilities
Notes Payable to Related Entities $ 386,390 $ 373,290
Notes Payable - Other 20,100 20,100
Accounts Payable and Accrued Liabilities 37,520 36,451
Accounts Payable - Related Entities 203,641 193,889
----------- ----------
647,651 623,730
----------- ----------
Stockholders' Deficit
Preferred Stock - Series A Convertible Stock
$.001 Par Value, 75,000,000 Shares
Authorized, -0- Shares Issued and Outstanding -0- -0-
Common Stock $.001 Par Value, 300,000,000
Shares Authorized, 160,006,250 Shares
Issued and Outstanding 160,006 160,006
Additional Paid-In Capital 680,880 680,880
Retained Earnings
Unrealized Gain on Available for Sale Securities 45,298 46,153
Accumulated Deficit (1,463,074) (1,439,315)
------------ -----------
(576,890) (552,276)
------------ -----------
$ 70,761 $ 71,454
============ ===========
See notes to financial statements
3
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COMPUSONICS VIDEO CORPORATION & SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
For the three months ended January For the six months ended January
1997 1996 1997 1996
<S> <C> <C> <C> <C>
Income $ -0- $ -0- $ -0- $ -0-
----------- ----------- ------------ -----------
General and Administrative Expenses
Professional Fees (514) (599) 25 1,311
Management Fees - Related Party 0 600 0 1,605
Patent Fees 2,413 1,120 2,886 10,695
All Other General and Administrative
Expenses (215) 71 106 421
----------- ----------- ------------ -----------
1,684 1,192 3,017 14,032
Loss From Operations (1,684) (1,192) (3,017) (14,032)
----------- ----------- ------------ -----------
Other Income (Expense)
Interest Expense (10,500) (10,408) (20,742) (20,660)
----------- ----------- ------------ -----------
Net Loss Before Income Taxes (12,184) (11,600) (23,759) (34,692)
Income Tax Benefit -0- -0- -0- -0-
----------- ----------- ------------ -----------
Net Loss $ (12,184) $ (11,600) $ (23,759) $ (34,692)
=========== =========== ============ ===========
Weighted Average Number
of Common Shares 160,006,250 160,006,250 160,006,250 160,006,250
=========== =========== ============ ============
Net Loss Per Common Share $ (0) $ (0) $ (0) $ (0)
=========== =========== ============ ===========
</TABLE>
See notes to financial statements
4
<PAGE>
COMPUSONICS VIDEO CORPORATION & SUBSIDIARIES
STATEMENTS OF CASH FLOWS
(Unaudited)
For the six months ended January 31,
1997 1996
---------- ----------
Cash Flows From Operating Activities
Net Loss $ (23,759) $ (34,692)
Adjustments to Reconcile Net Loss to Net
Cash Used by Operating Activities
Change in Assets and Liabilities
Increase (Decrease) In:
Accounts Payable and Accrued
Liabilities 1,069 921
Accounts Payable
Related Entity 9,751 21,166
---------- ----------
Total Adjustments 10,820 22,087
---------- ----------
Net Cash (Used For) Operations (12,939) (12,605)
---------- ----------
Cash Provided by (Used For) Investing Activities -0- -0-
---------- ----------
Net Cash Provided by Investing Activities -0- -0-
---------- ----------
Cash Provided by (Used For) Financing Activities
Proceeds From Notes Payable - Related 13,100 12,600
---------- ----------
Net Cash Provided by(Used For)Financing Actitivies 13,100 12,600
---------- ----------
Increase (Decrease) in Cash 161 (5)
Balance at Beginning of Period 266 36
---------- ----------
Balance at End of Period $ 427 $ 31
========== ==========
See notes to financial statements
5
<PAGE>
COMPUSONICS VIDEO CORPORATION & SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
PART I. FINANCIAL INFORMATION
Item 1. Interim Financial Statements.
The accompanying consolidated financial statements of CompuSonics
Video Corporation and Subsidiaries have been prepared by the company
without audit. In the opinion of the company's management, the financial
statements reflect all adjustments necessary to present fairly the results
of operations for the six-month period ended January 31, 1997; the
company's financial position at January 31, 1997 and July 31, 1996; and the
cash flows for the six-month period ended January 31, 1997 and 1996.
Certain notes and other information have been condensed or omitted from the
interim financial statements presented in this Quarterly Report on Form
10-Q. Therefore, these financial statements should be read in conjunction
with the company's July 1996 Form 10-K.
The results for the six-month period ended January 31, 1997 are not
necessarily indicative of future financial results.
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
The net loss from operations for the six-month period ended January
31, 1997 was $10,933 less than that for the six-month period ended January
31, 1996. This was due mainly to the decrease in patent fees of $7,809,
decrease in management fees of $1,605 and a decrease in professional fees
of $1,286.
Working capital decreased by $24,614 from July 31, 1996 to January 31,
1997, due to the net loss of $23,759 and a decrease in unrealized gain on
investments of $855. In the past, the Registrant has relied on a related
company to provide the working funds it has required but there is no
assurance that this will continue in future years.
The Registrant has the following marketable securities:
Williams Controls, Inc. 28,475 Common Shares
Cost - $25,035
Market Value at 01/31/97 - $70,333
These shares are used as collateral against the notes payable.
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K:
(a) Exhibits - None
(b) Reports on Form 8-K
None
<PAGE>
COMPUSONICS VIDEO CORPORATION
Form 10-Q
For the quarter ended January 31, 1997
Signature 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.
COMPUSONICS VIDEO CORPORATION
(Registrant)
By s\ Robert R. Hebard
-----------------------------------------
Robert R. Hebard, Chief Executive Officer
& Chairman of the Board
Date Signed: March 14, 1997
<PAGE>
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<NAME> CompuSonics Video Corporation
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<PERIOD-TYPE> 3-mos
<FISCAL-YEAR-END> Jul-31-1997
<PERIOD-START> Nov-01-1997
<PERIOD-END> Jan-31-1997
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<CASH> 427
<SECURITIES> 70,333
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0
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<OTHER-EXPENSES> (3,017)
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<INTEREST-EXPENSE> (20,742)
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