MIKRON INSTRUMENT CO INC
10QSB, 1997-06-12
INDUSTRIAL INSTRUMENTS FOR MEASUREMENT, DISPLAY, AND CONTROL
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<PAGE>   1
                                   FORM 10-QSB

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549


  [X]             QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                        For Quarter Ended April 30, 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 number: 0-15486
                                                 -------

                         MIKRON INSTRUMENT COMPANY, INC.
                         -------------------------------
             (Exact Name of Registrant as Specified in its Charter)

                   NEW JERSEY                          22-1895668
                   ----------                          ----------
          State or other jurisdiction of             (I.R.S. Employer
         incorporation or organization               Identification No.)

                     16 Thornton Road, Oakland, New Jersey 07436
                     -------------------------------------------
                 (Address of Principal Executive Office)  (Zip Code)

                                   (201) 405-0900
                                   --------------
                 (Registrant's telephone number including area code)

         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 requirements for the past 90 days.

                  Yes    X                       No
                      ------                       ------

         The number of shares of registrant's Common Stock, $.003 par value,
         outstanding as of April 30, 1997 was 3,654,200 shares.

<PAGE>   2



                         MIKRON INSTRUMENT COMPANY, INC.

                                      INDEX

<TABLE>
<CAPTION>
                                                                                     Page No.
                                                                                     --------

<S>                                                                                    <C>
PART I - FINANCIAL INFORMATION:

     Balance Sheet - April 30, 1997 and October 31, 1996                                 1

     Statement of Operations - Three months and six months
     ended April 30, 1997 and 1996                                                       2

     Statement of Cash Flows - Three months and six months
     ended April 30, 1997 and 1996                                                       3

     Notes to Financial Statements                                                       4

MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS                                           5-6

PART II - OTHER INFORMATION                                                              7

SIGNATURES                                                                               8
</TABLE>


<PAGE>   3
                         MIKRON INSTRUMENT COMPANY, INC.

                                 BALANCE SHEETS
                                 --------------


<TABLE>
<CAPTION>
                        

                                                                                       April 30,
                                                                                         1997            October 31,
                                                                                      (Unaudited)           1996
                                                                                    -------------      ---------------

<S>                                                                               <C>                   <C>  
CURRENT ASSETS:
  Cash and cash equivalents                                                         $    287,155          $    206,364
  Trade Accounts receivable, less allowance for doubtful
    accounts of $137,000 in 1997 and 1996                                              1,061,074             1,248,776
  Inventories                                                                          2,015,446             2,255,277
  Prepaid expenses and other current assets                                               99,740                73,337
                                                                                     -----------           -----------
    TOTAL CURRENT ASSETS                                                               3,463,414             3,783,754

PROPERTY AND EQUIPMENT, net                                                              283,880               293,117

OTHER ASSETS                                                                              62,500                87,500
                                                                                     -----------           -----------

                                                                                    $  3,809,794          $  4,164,371
                                                                                     ===========           ===========


                      LIABILITIES AND STOCKHOLDERS' EQUITY
                      ------------------------------------


CURRENT LIABILITIES:
  Accounts payable and accrued expenses                                             $    451,400          $    515,057
  Short-term notes payable                                                                  -                  100,000
  Current maturity of long-term liability                                                 50,000                50,000
  Current portion of capital obligation                                                    3,323                 3,323
                                                                                     -----------           -----------
    TOTAL CURRENT LIABILITIES                                                            504,723               668,380
                                                                                     -----------           -----------

LONG-TERM LIABILITY
  Long-term debt                                                                          12,500                37,500
  Capital lease obligation                                                                12,661                14,245
                                                                                     -----------           -----------
    TOTAL LONG-TERM LIABILITIES                                                           25,161                51,745
                                                                                     -----------           -----------

COMMITMENTS

STOCKHOLDERS' EQUITY:
  Common stock, $.003 par value,
    authorized 15,000,000 shares, 3,654,200 shares
    issued and outstanding in 1997 and 1996                                               12,181                12,181
  Additional paid-in capital                                                           3,151,831             3,151,831
  Retained earnings                                                                      115,898               280,234
                                                                                     -----------           -----------
    TOTAL STOCKHOLDERS' EQUITY                                                         3,279,910             3,444,246
                                                                                     -----------           -----------

                                                                                    $  3,809,794          $  4,164,371
                                                                                     ===========           ===========

</TABLE>


                       See notes to financial statements.

                                       -1-



<PAGE>   4
                         MIKRON INSTRUMENT COMPANY, INC.

                             STATEMENT OF OPERATIONS

                                   (Unaudited)

<TABLE>
<CAPTION>
                                                        Three months ended                      Six months ended
                                                            April 30,                              April 30,
                                               -----------------------------------    -----------------------------------
                                                     1997               1996                1997               1996
                                               ----------------   ----------------    ---------------    ----------------

<S>                                          <C>                <C>                <C>                <C>    
REVENUES:
  Net sales                                  $       1,681,520  $       1,647,936   $      3,304,371   $       3,256,497
  Royalties                                             29,076             59,803             60,414              84,803
  Investment income                                        206              4,187                607              13,807
                                               ----------------   ----------------    ---------------    ----------------
    TOTAL REVENUES                                   1,710,802          1,711,926          3,365,392           3,355,107
                                               ----------------   ----------------    ---------------    ----------------


COSTS AND EXPENSES:
  Cost of goods sold                                   757,836            865,094          1,591,293           1,587,709
  Selling, general and administrative                  815,197            819,214          1,615,092           1,596,183
  Research and development                             155,594            150,247            323,342             263,392
                                               ----------------   ----------------    ---------------    ----------------
    TOTAL COSTS AND EXPENSES                         1,728,627          1,834,555          3,529,727           3,447,284
                                               ----------------   ----------------    ---------------    ----------------

NET INCOME (LOSS)                            $         (17,825) $        (122,629)  $       (164,335)  $         (92,177)
                                               ================   ================    ===============    ================

NET INCOME (LOSS) PER SHARE                  $           (0.00) $           (0.03)  $          (0.04)  $           (0.02)
                                               ================   ================    ===============    ================

NUMBERS OF SHARES USED IN
  COMPUTATION                                        3,654,200          3,734,856          3,654,200           3,734,856
                                               ================   ================    ===============    ================

</TABLE>











                       See notes to financial statements.

                                      -2-


<PAGE>   5
                        MIKRON INSTRUMENT COMPANY, INC.

                            STATEMENT OF CASH FLOWS

                                  (Unaudited)

<TABLE>
<CAPTION>

                                                                                                  Six months ended
                                                                                                     April 30,
                                                                                          --------------------------------
                                                                                               1997               1996
                                                                                          ----------------   -------------

<S>                                                                                     <C>                <C> 
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss                                                                               $    (164,335)     $     (92,177)
                                                                                          ------------       ------------
  Adjustments to reconcile net loss to net
    cash used in operating activities:
      Depreciation                                                                              28,524             42,026
      Amortization                                                                              25,000             25,000

  Changes in assets and liabilities:
    (Increase) decrease in accounts receivable                                                 187,702              9,872
    (Increase) decrease in inventories                                                         239,831           (293,368)
    (Increase) decrease in prepaid expenses and other assets                                   (26,403)           (70,891)
    Increase (decrease) in accounts payable and accrued expenses                               (63,657)           (41,361)
                                                                                          ------------       ------------
      NET CASH PROVIDED USED IN OPERATING ACTIVITIES                                           226,663           (420,899)
                                                                                          ------------       ------------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchase of property and equipment                                                           (19,287)          (162,895)
  Decrease in long-term liability                                                              (25,000)           (25,000)
                                                                                          -------------      -------------
    NET CASH USED IN INVESTING ACTIVITIES                                                      (44,287)          (187,895)
                                                                                          -------------      -------------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Payment of short-term notes payable                                                         (100,000)                 -
  Payment of long-term liabilities                                                              (1,584)                 -
                                                                                          -------------      -------------
    NET CASH USED IN FINANCING ACTIVITIES                                                     (101,584)                 -
                                                                                          -------------      -------------

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                                            80,792           (608,794)

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD                                               206,364            863,832
                                                                                          -------------      -------------

CASH AND CASH EQUIVALENTS AT END OF PERIOD                                               $     287,155      $     255,038
                                                                                          =============      =============
</TABLE>





                       See notes to financial statements.

                                      -3-





<PAGE>   6


                         MIKRON INSTRUMENT COMPANY, INC.

                          NOTES TO FINANCIAL STATEMENTS

                                 APRIL 30, 1997

                                   (Unaudited)


1.       BASIS OF PRESENTATION

                  The accompanying financial statements reflect all adjustments
         which, in the opinion of management, are necessary for a fair
         presentation of the financial position and the results of operations
         for the interim periods presented.

                  Certain financial information which is normally included in
         financial statements prepared in accordance with generally accepted
         accounting principles, but which is not required for interim reporting
         purposes has been condensed or omitted. The accompanying financial
         statements should be read in conjunction with the financial statements
         and notes thereto as of October 31, 1996 contained in the Company's
         Annual Report on Form 10-K.

2.       EARNINGS (LOSS) PER SHARE

                  Per share information is computed based on the weighted
         average number of common shares and dilutive common share equivalents
         outstanding during the respective periods.



                                       -4-

<PAGE>   7



ITEM 2.           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                  CONDITION AND RESULTS OF OPERATIONS

                  The following discussion and analysis provides information
         which management believes is relevant to an assessment and
         understanding of the Company's results of operations and financial
         condition. This discussion should be read in conjunction with the
         financial statements and notes thereto appearing elsewhere herein.

a.   Results of Operations

                  Net sales for the quarter ended April 30, 1997 were $1,682,000
         as compared to net sales of $1,648,000 for the quarter ended April 30,
         1996. The cost of sales as a percentage of net sales for the 1997
         period was 45 % as compared to 52% for the comparable 1996 period. Net
         sales for the six months ended April 30, 1997 were $3,304,000 as
         compared to net sales of $3,256,000 for the six months ended April 30,
         1996. The cost of sales as a percentage of net sales for the six months
         ended April 30, 1997 was 48% as compared to 49% for the comparable 1996
         period. The decrease in cost of sales as a percentage of net sales for
         the three and six months ended April 30, 1997 is due to decrease in
         production wages and overtime.

                  Selling, general and administrative expenses for the three and
         six month periods ended April 30, 1997 were $815,000 and $1,615,000 as
         compared to $819,000 and $1,596,000 for the respective 1996 periods.
         The decrease in the three month period ended April 30, 1997 is due to
         decrease in salesmen's salaries, commissions, and office expenses.

                  Research and development expenses for the quarter ended April
         30, 1997 were $156,000 as compared to $150,000 for the quarter ended
         April 30, 1996. As for the six months ended April 30, 1997, research
         and development expenses were $323,000 as compared to $263,000 for the
         six months ended April 30, 1996. The increases in the three and six
         month periods ended April 30, 1997 over the comparable 1996 periods is
         attributable to the Company's efforts to develop new infrared
         thermometers and the hiring of new people for the research and
         development department.

                  Other income for the quarter ended April 30, 1997 were $29,300
         as compared to $64,000 for the quarter ended April 30, 1996. This
         represents $29,100 of royalty income and $200 of investment income for
         the quarter ended April 30, 1997, compared to $60,000 of royalty income
         and $4,000 of investment income for the quarter ended April 30, 1996.
         As for the six months ended April 30, 1997 was $61,000, as compared to
         $99,000 for the six months ended April 30, 1997. This represents
         $60,400 of royalty income and $600 of investment income for the six
         months ended April 30, 1997, compared to $85,000 of royalty income and
         $14,000 of investment income for the six months ended April 30, 1996.



                                       -5-

<PAGE>   8


b.   Material Change in Financial Condition, Liquidity and Capital Resources

                  The Company's working capital decreased from $3,115,000 at
         October 31, 1996 to $2,958,000 at April 30, 1997.

                  At April 30, 1997, the Company's capital resources and its
         sources of liquidity was $287,000 in cash and temporary cash
         investments.

                  Management does not believe that a return of inflation will
         have a material adverse effect on the Company's operations because it
         believes that the Company will be able to increase its selling prices
         to reflect most increases in its cost.



                                       -6-

<PAGE>   9



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 SECURITIES HOLDERS -
         NONE

Item 5 - OTHER INFORMATION - NONE

Item 6 - EXHIBITS AND REPORTS ON FORM 8-K

         (a)    None

         (b)    None



                                       -7-

<PAGE>   10



                                   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.

                               MIKRON INSTRUMENT COMPANY, INC.



                               ---------------------------------------
                                    Keikhosrow Irani, President, as
                                 Registrant's duly authorized officer



                               ---------------------------------------
                                    Douglas Frank, Vice President
                                        and Sales Manager



                               ---------------------------------------
                                        Alex Wu, Treasurer



                         MIKRON INSTRUMENT COMPANY, INC.


                                       -8-

<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM 10-Q REPORT
FOR THE QUARTER ENDED APRIL 30, 1997 FOR MIKRON INSTRUMENT COMPANY INC. AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH 10-Q REPORT FOR THE QUARTER
ENDED APRIL 30, 1997 FOR MIKRON INSTRUMENT COMPANY INC.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          OCT-31-1997
<PERIOD-START>                             FEB-01-1997
<PERIOD-END>                               APR-30-1997
<CASH>                                         287,155
<SECURITIES>                                         0
<RECEIVABLES>                                1,198,074
<ALLOWANCES>                                 (137,000)
<INVENTORY>                                  2,015,446
<CURRENT-ASSETS>                             3,463,414
<PP&E>                                         939,954
<DEPRECIATION>                               (656,074)
<TOTAL-ASSETS>                               3,890,794
<CURRENT-LIABILITIES>                          504,723
<BONDS>                                              0
                                0
                                          0
<COMMON>                                        12,181
<OTHER-SE>                                   3,267,729
<TOTAL-LIABILITY-AND-EQUITY>                 3,809,794
<SALES>                                      1,681,520
<TOTAL-REVENUES>                             1,710,802
<CGS>                                          757,836
<TOTAL-COSTS>                                        0
<OTHER-EXPENSES>                               970,791
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                               (17,825)
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                           (17,825)
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                  (17,825)
<EPS-PRIMARY>                                   (0.00)
<EPS-DILUTED>                                        0
        

</TABLE>


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