POLYMER RESEARCH CORP OF AMERICA
10QSB, 2000-10-26
COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH
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                                   FORM 10-QSB

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                   Quarterly Report Under Section 13 or 15 (d)
                   Of the Securities and Exchange act of 1934


For Quarter Ended September 30, 2000
                  ---------------------

Commission file number 0-14119-NY
                       ----------

                        Polymer Research Corp. of America
                        ---------------------------------
             (Exact name of registrant as specified in its charter)

             New York                                  11-2023495
--------------------------------------------------------------------------------
(State or other jurisdiction of                     (I.R.S Employer
 incorporation or organization)                   Identification No.)

                   2186 Mill Avenue, Brooklyn, New York 11234
--------------------------------------------------------------------------------
                    (Address of principal executive offices)
                                   (Zip code)

                                 (718) 444-4300
--------------------------------------------------------------------------------
               (Registrants telephone number, including area code)

                                 Not Applicable
--------------------------------------------------------------------------------
             (Former name, former address and former fiscal year, if
                           changed since last report)

   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 [ ]


                      APPLICABLE ONLY TO CORPORATE ISSUERS:

   Indicate the number of shares  outstanding of each of the issuer's classes of
   common stock, as of the latest practicable date.

       October 31, 2000                    1,813,644
--------------------------------------------------------------------------------


<PAGE>



             POLYMER RESEARCH CORP. OF AMERICA

                                      INDEX


                                                                           Page
                                                                          Number
                                                                          ------
Part I - FINANCIAL INFORMATION:
-------------------------------

          ITEM I - FINANCIAL STATEMENTS

           Balance Sheets:
           September 30, 2000 (Unaudited) and
              December 31, 1999                                               1

           Statements of Operations:
           Three months and nine months ended
           September 2000 and 1999 (Unaudited)                                3

           Statements of Cash Flows:
           Nine months ended September 30, 2000
           and 1999 (Unaudited)                                               4

           Notes to Financial Statements                                    5-8

          ITEM 2 - MANAGEMENT'S  DISCUSSION AND
                   ANALYSIS OF FINANCIAL  CONDITION
                   AND RESULTS OF OPERATIONS                               9-11


PART II - OTHER INFORMATION                                                  12


<PAGE>



PART I - FINANCIAL INFORMATION
POLYMER RESEARCH CORP. OF AMERICA
BALANCE SHEETS
SEPTEMBER 30, 2000 AND DECEMBER 31, 1999



                                    September 30,  December 31,
ASSETS                                   2000          1999
                                      (Unaudited)   (Note 1)
CURRENT ASSETS:
Cash and cash equivalents           $   699,777   $ 1,156,778
Investment - certificates of deposit                  235,246
Investment securities available
  for sale                                            292,396
Accounts receivable,less allowances
  of $0                                 526,918       306,429
Inventories                             106,035       116,028
Deferred tax charge                     127,500       127,500
Prepaid income taxes                     29,409       188,578
Prepaid expenses and other               32,965        37,605
                                         ------        ------
Total current assets                  1,522,604     2,460,560
                                      ---------     ---------

Land, Property, and Equipment-net     2,665,199     2,740,195
                                      ---------     ---------

Investment - certificates of deposit    120,000
Security deposits                         1,195         1,195
Deferred financing costs - net                         10,723
                                      ---------     ---------
Total other assets                      121,195        11,918
                                      ---------     ---------
TOTAL                               $ 4,308,998   $ 5,212,673
                                     ==========     =========


The accompanying notes are an integral part of these financial statements.
-------------------------------------------------------------------------------1

<PAGE>

PART I - FINANCIAL INFORMATION POLYMER RESEARCH CORP. OF AMERICA
BALANCE SHEETS
SEPTEMBER 30, 2000 AND DECEMBER 31, 1999

                                       September 30,  December 31,
                                            2000          1999
                                            ----          ----
                                        (Unaudited)    (Note 1)

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
Note payable bank                       50,000
Current portion of long-term debt   $  100,000     $     6,960
Current portion of mortgage
payable                                                967,082
Accounts payable                        47,606          81,696
Accrued expenses and other
  current liabilities                  161,210         272,364
Deferred revenue                       115,000         206,332
                                       -------         -------
Total current liabilities              473,816       1,534,434
                                       -------       ---------
LONG-TERM DEBT  (NOTE 2)               366,669         450,609
                                       -------         -------
STOCKHOLDERS' EQUITY:
Common stock, par value $.01 per
  share, authorized 4,000,000 shares,
  issued 1,825,784 shares               18,257          18,257
Capital in excess of par value       3,399,728       3,399,728
Retained earnings                       58,028        (158,466)
Accumulated other comprehensive
  loss                                                 (24,389)
Less: Treasury stock, at cost
  12,140 respectively                   (7,500)         (7,500)
Total Stockholders' Equity           3,468,513       3,227,630

TOTAL                              $ 4,308,998     $ 5,212,673
                                    =========        =========



The accompanying notes are an integral part of these financial statements.
-------------------------------------------------------------------------------2

<PAGE>

POLYMER RESEARCH CORP. OF AMERICA
STATEMENTS OF OPERATIONS FOR THE
THREE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999 (UNAUDITED) AND
THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999 (UNAUDITED)
--------------------------------------------------------------------------------


<TABLE>
<CAPTION>
                                                             Three Months Ended                           Nine Months Ended
                                                                September 30,                               September 30,
                                                          2000                   1999               2000                  1999
                                                          ----                   ----               ----                  ----
Net revenues:
<S>                                                 <C>                   <C>                  <C>                   <C>
  Product sales                                     $  140,882            $   152,502          $   528,264           $   841,037
  Research                                             997,736              1,076,231            3,520,500             3,102,951

  Total                                              1,138,618              1,228,733            4,048,764             3,943,988

Cost of Revenues

  Product sales                                        149,692                221,522              551,432               529,049
  Research                                             258,206                280,842              742,860               803,372

  Total                                                407,898                502,364            1,294,292             1,332,421

Gross Profit on Revenues                               730,720                726,369            2,754,472             2,611,567

Selling, General, and
 Administrative Expenses                               582,246                780,793            2,330,914             2,316,430

Income  from Operations                                148,474                (54,424)             423,558               295,137

Other Revenues (Expenses):
  Investment income                                      6,476                 12,468               37,149                48,516
  Interest expense (see note 4)                        (11,405)               (37,589)             (85,263)             (113,466)

  Total                                                 (4,929)               (25,121)             (48,114)              (64,950)

Income  (loss) before income taxes                     143,545                (79,545)             375,444               230,187
(Provision for) benefit from  income taxes             (63,950)                30,000             (158,950)             (131,000)

Net income (loss)                                 $     79,595            $   (49,545)         $   216,494           $    99,187
                                                    ===========            ===========          ===========           ===========
Income (loss) per Share                           $       0.04            $     (0.03)         $      0.12           $      0.06
                                                    ===========            ===========          ===========           ===========
Weighted average number of shares
  outstanding during the period                      1,813,644              1,813,644            1,813,644             1,761,844
                                                    ===========            ===========          ===========           ===========
</TABLE>



THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS

--------------------------------------------------------------------------------
                                                                               3


<PAGE>


POLYMER RESEARCH CORP. OF AMERICA
STATEMENTS OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
(UNAUDITED)



OPERATIONS:                                      2000             1999
                                                 ----             ----


Net Income                                    $ 216,494        $  99,187
Charge not affecting funds -
  Issuance of Incentive Stock                                     81,667
  Unrealized holding losses (gains)                              (12,582)
Depreciation and amortization                    74,996           66,451
                                              ---------        ---------
Funds Provided by operations                    291,490          234,723
                                              ---------        ---------
Asset and liability management:
Accounts receivable                            (220,489)        (365,791)
Inventories                                       9,993           (6,697)
Other current assets                              4,640          (28,311)
Other assets                                     10,723            1,455
  Accounts payable                              (34,090)         (16,419)
  Accrued expenses and other                   (111,154)         (41,773)
Income taxes payable                            159,169          (89,431)
Deferred revenue                                (91,332)        (296,650)
                                              ---------        ---------
Increase (Decrease) in net
   operating assets                            (272,540)        (843,617)
                                              ---------        ---------
Total                                            18,950         (608,894)
                                              ---------        ---------

FUNDS USED BY
 FINANCING
Certificates of deposit                         115,246          473,999
Investment securities                           316,785           97,991
Proceeds of note payable                         50,000
Payment of Mortgage                            (967,082)
Payments on\receipts of long
  term debt                                       9,100          (25,671)
                                              ---------        ---------
Total                                          (475,951)         546,319
                                              ---------        ---------

INVESTMENT IN LAND, PROPERTY,
 AND EQUIPMENT                                                    (5,686)
                                                               ---------

INCREASE (DECREASE) IN CASH                   $(457,001)       $ (68,261)
                                              =========        =========

The accompanying notes are an integral part of these financial statements.
-------------------------------------------------------------------------------4

<PAGE>



                       POLYMER RESEARCH CORP. OF AMERICA
                         NOTES TO FINANCIAL STATEMENTS
                                  (UNAUDITED)

NOTE 1 - Financial statements

In the opinion of the  management  of Polymer  Research  Corp.  of America  (the
Company),  the accompanying unaudited financial statements have been prepared in
accordance  with the  instructions  to Form 10-QSB and do not include all of the
information and footnotes required by generally accepted accounting  principles.
Management believes that the results herein reflect all adjustments which are in
the  opinion of  management  necessary  to fairly  state the results and current
financial condition of the Company for the respective periods.  These statements
should be read in  conjunction  with the financial  statements and notes thereto
included in the Company's report filed under cover of Form 10-KSB.

The  results  of  operations  for the  three  and  nine  month  periods  are not
necessarily indicative of the results for an entire year.

The balance sheet at December 31, 1999 has been taken from the audited financial
statements as of that date.

NOTE 2 - Summary of Significant Accounting Policies

Business Activity

The Company is engaged in the research and  development of the  applications  of
chemical grafting and sells products resulting from such research.

Credit Risk

Financial  Instruments  that  potentially  subject  the  company to credit  risk
include investments in United States Treasury bills notes and other certificates
of deposit,  government  agencies'  securities and U.S.  Government and New York
State  mutual bond funds.  Future  changes in economic  conditions  may make the
investment less valuable.

In  addition,  financial  instruments  that  potentially  subject the Company to
credit risk also include accounts receivable. Accounts receivable resulting from
research or product sales are not collateralized.

The Company maintains deposits with financial  institutions in excess of amounts
insured by the FDIC.


-------------------------------------------------------------------------------5

<PAGE>

Pervasiveness of Estimates

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  reported  amounts of assets and liabilities at the date of the financial
statements  and the  reported  amounts  of  revenues  and  expenses  during  the
reporting period. Actual results could differ from those estimates.

Revenue Recognition

Revenue from research contracts is recognized upon two criteria:  first,  client
approval of performance of a specific  stage of the contract and,  second,  when
collection  of the  resulting  revenue is assured.  Revenue from  production  is
recognized when products are shipped for sale to customers.

Inventories

Inventories  are  valued at the lower of cost or  market,  with cost  determined
using the  first-in,  first-out  method and with market  defined as the lower of
replacement cost or realizable value.

Investment Securities

Historically,   the  Company   determined  the  appropriate   classification  of
securities  at the time of  purchase.  If the  Company  had the  intent  and the
ability  at the time of  purchase  to hold  securities  until  maturity  or on a
long-term  basis,  they were  classified as investments and carried at amortized
historical  cost.  Securities to be held for indefinite  periods of time and not
intended  to be held to  maturity  or on a long- term basis were  classified  as
available for sale and carried at face value.

Realized gains and losses on dispositions were based on the net proceeds and the
adjusted book value of the securities  sold,  using the specific  identification
method.  Unrealized gains and losses on investment securities available for sale
were based on the difference between book value and fair value of each security.
These gains and losses were credited or charged to shareholders' equity, whereas
realized gains and losses flow through the Company's operations.


-------------------------------------------------------------------------------6

<PAGE>

Property and Equipment

Property and equipment is stated at cost. The costs of additions and betterments
are capitalized and expenditures for repairs and maintenance are expensed in the
period incurred.  When items of property and equipment are sold or retired,  the
related costs and accumulated depreciation are removed from the accounts and any
gain or loss is included in income.

The company  capitalizes leased equipment where the terms of the lease result in
the  transfer to the Company of  substantially  all of the benefits and risks of
ownership of the equipment.

Depreciation  and  amortization of property and equipment is provided  utilizing
the  straight-line  method over the  estimated  useful  lives of the  respective
assets as follows:
Transportation equipment           3 to  5 years
Machinery and equipment                  5 years
Furniture and fixtures             5 to 10 years
Building and improvements               40 years
Office equipment under capital
  leases                                 5 years

Deferred Financing Costs

Costs incurred in obtaining the mortgage  discussed below have been  capitalized
and are being  amortized over the term of the related  obligation  utilizing the
straight-line method.

Income Taxes

The Company  accounts  for its income  taxes  utilizing  Statement  of Financial
Accounting  Standards  ("SFAS")  No. 109  "Accounting  for Income  Taxes"  which
requires that the Company  follow the liability  method of accounting for income
taxes.

The  liability  method  provides that  deferred tax assets and  liabilities  are
recorded based on the difference between the tax bases of assets and liabilities
and their  carrying  amounts for financial  reporting  purposes,  referred to as
"temporary differences."

Net Earnings Per Share

Earnings per share are computed based upon the weighted average number of common
shares outstanding during each year.


-------------------------------------------------------------------------------7

<PAGE>

Profit Sharing Plan

The Company maintains a qualified non-contributory profit sharing plan. The plan
provides its eligible  employees with a source of retirement  income, as well as
provide assistance in other circumstances such as death or disability.  Eligible
employees must meet two requirements to become  participants;  attainment of age
21  and   completion  of  one  year  of  service  with  the  Company.   Employer
contributions are determined,  if any, at the Board of director's discretion.  A
percentage of the benefits vest after three years of qualifying service.

NOTE 3 -    Provision for Income Taxes  (First nine months)

                         2000                 1999
                         ----                 ----
Federal             $  99,000             $ 80,000
State and local        59,950               51,000
Total               $ 158,950             $131,000
                      =======              =======
NOTE 4 - Mortgage Liability

In September of 1996 the Company prepaid  $800,000 due under its mortgage on the
Company's building and modified its payment schedule.  As modified,  the Company
was  obligated to pay a mortgage note payable in equal  monthly  instalments  of
$15,457 including interest at 10.5% per annum through June, 2000, secured by the
related building. Such mortgage was amortized using a 25 year amortization.  The
entire  unpaid  principal  balance was due and was paid in a balloon  payment of
$1,398,330 on June 1, 2000.

NOTE 5 -  Long Term Debt

On March 15, 2000, the Company entered into a borrowing  arrangement with a bank
whereby the bank agreed to extend a $500,000  term loan facility to the Company.
The  Company  utilized  the  facility  in full in  connection  with the  balloon
mortgage payment June 1, 2000. The five year term loan will be repaid in monthly
principal  installments  of $8,333  plus  interest  at 8.5% per annum.  The loan
requires the Company to comply with certain financial  covenants and to maintain
on  deposit  with the  lender no less than  $150,000.  Simultaneously,  the bank
extended a $250,000 line of credit facility to the Company, $50,000 of which was
drawn upon and is  outstanding  and due to the bank at September  30,  2000.  In
addition the Company has granted the lender a security  interest in all personal
property.


-------------------------------------------------------------------------------8

<PAGE>


                 POLYMER RESEARCH CORP. OF AMERICA

ITEM 2 - MANAGEMENTS  DISCUSSION AND ANALYSIS OF FINANCIAL
         CONDITION AND RESULTS OF OPERATIONS

CAPITAL RESOURCES AND LIQUIDITY

Cash,  Investments,  and Investment securities have decreased  collectively by $
864,643 since December 31, 1999. The decrease is due to the repayment in June of
the mortgage on the Company's building.

Cash is generated by and used by the Company through its operations. Neither the
issuance of stock nor the acquisition of debt was in 1999, nor expected to be in
2000, significant sources of cash for use in operations,  other than as outlined
below.

The ratio of current assets to current  liabilities  increased to 3.55 to 1.0 at
September 30, 2000 as compared to 1.60 to 1.0 at December 31, 1999. The increase
was the result of two  factors:  (i) net income for the first nine  months;  and
(ii)  the  satisfaction  in June of the  building  mortgage,  all of  which  was
classified as current at December 31, 1999, using in part, long term debt.

On March 15, 2000, the Company entered into a borrowing  arrangement with a bank
whereby the bank agreed to extend a $500,000  term loan facility to the Company.
The  Company  utilized  the  facility  in full in  connection  with the  balloon
mortgage  payment  due June 1,  2000.  The five year term loan will be repaid in
monthly principal  installments of $8,333 plus interest at 8.5% per annum and is
due on May 31,  2005.  The loan  requires  the  Company to comply  with  certain
financial  covenants  and to maintain on deposit with the lender  collateral  of
$150,000.  Simultaneously,  the bank extended a $250,000 line of credit facility
to the Company,  $50,000 of which was drawn upon and is  outstanding  and due to
the bank at September 30, 2000. In addition the Company has granted the lender a
security interest in all personal property.

Based on the above,  the Company's cash and cash  equivalents,  at September 30,
2000 is sufficient to cover any  unforeseen  sales downturn in the short term as
it is equal to approximately three months selling,  general,  and administrative
expenses.  Over both the long and short term,  liquidity will be a direct result
of sales and related net earnings.


-------------------------------------------------------------------------------9

<PAGE>

B.  RESULTS OF OPERATIONS

Three months ended September 30, 2000 v. 1999

Net  revenues  for the third  quarter of 2000 were $  1,138,618  a decrease of $
90,115 (7%) compared with the third quarter of 1999.  Research sales decreased $
78,495  (7%) in the third  quarter of 2000  compared  to 1999.  The  decrease is
related to decreased demand from the Company's customers for its services in the
three months of 2000.

Product sales decreased $ 11,620 (7%) compared to the third quarter of 1999. The
decrease is related to decreased  demand from the  Company's  customers  for its
products in the three months of 2000.

The cost of revenues in research  remained  constant at 26% in the third quarter
of 2000 compared to the same quarter of 1999.

Costs of product sales  decreased from 145% in the third quarter of 1999 to 106%
in the same quarter of 2000 principally as a result of more efficient production
operations.  Selling,  general,  and  administrative  expenses  decreased  as  a
percentage  of sales  from 63% in the third  quarter  of 1999 to 51% in the same
quarter  of 2000  principally  as a  result  of  decreased  salaries  and  legal
settlement expenses.

Net income  increased from $ (49,545) (4% of sales) in the third quarter of 1999
to  $79,595  (7% of  sales) in 2000,  principally  as the  result  of  decreased
salaries and legal expenses.

Nine months ended September 30, 2000 v. 1999

Net revenues for the first nine months of 2000 were  $4,048,764,  an increase of
$104,776  (3%)  compared  with the first  nine  months of 1999.  Research  sales
increased $ 417,549 (13%) in the first nine months of 2000 compared to 1999.

Product  sales  decreased  $312,773  (37%)  compared to the first nine months of
1999. The first nine months of 1999 had unusually high demand for products.

The cost of  revenues  in  research  remained  constant at 26% in the first nine
months of 2000 compared to the same period of 1999.


------------------------------------------------------------------------------10

<PAGE>

Costs of product  sales  increased  from 62% in the first nine months of 1999 to
104% in the first nine months of 2000 principally as a result of decreased sales
with increased labor.  Selling,  general,  and administrative  expenses remained
consistent  as a percentage of sales at 58% for the first nine months of 1999 as
compared to 59% for the comparable period of 1999.

Net income  increased  from $ 99,187 (2.5% of sales) in 1999 to $ 216,494 (5% of
sales) in 2000.


------------------------------------------------------------------------------11

<PAGE>


PART II - OTHER INFORMATION


ITEM 1 - Legal Proceedings:

The  Company is party to various  lawsuits  arising  in the  ordinary  course of
business. The Company's financial statements include reserves for legal expenses
and any unfavorable outcomes in amounts management believes to be reasonable. In
the opinion of  management,  such  lawsuits  should not have a material  adverse
effect on the Company's financial condition.

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:

         None


------------------------------------------------------------------------------12

<PAGE>


                                    FORM 10-Q

                                   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.


                                POLYMER RESEARCH CORP. OF AMERICA,
                                ---------------------------------
                                          (REGISTRANT)


Date: October 26, 2000         /s/Carl Horowitz
      --------------           -----------------------------------
                               Carl Horowitz, President and Chief
                               Accounting Officer




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