BALLISTIC RECOVERY SYSTEMS INC
10QSB, 1999-02-16
AIRCRAFT PARTS & AUXILIARY EQUIPMENT, NEC
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<PAGE>   1
 
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB


(Mark One)
   X     Quarterly Report Under Section 13 or 15(d) of the Securities Exchange
- -------  Act of 1934 (No Fee Required)


         For the quarterly period ended DECEMBER 31, 1998


         Transition Report Under Section 13 or 15(d) of the Securities Exchange
- -------  Act of 1934 (No Fee Required)

         For the transition period from __________ to __________


         Commission file number      0-15318
                                     -------


                        BALLISTIC RECOVERY SYSTEMS, INC.
        -----------------------------------------------------------------
        (Exact Name of Small Business Issuer as Specified in its Charter)


            Minnesota                                        41-1372079      
- -------------------------------                         ------------------------
(State or Other Jurisdiction of                         (IRS Employer ID Number)
Incorporation or Organization)


             300 Airport Road, South St. Paul, Minnesota, 55075-3541
             -------------------------------------------------------
                    (Address of Principal Executive Offices)


                                 (612) 457-7491
                 Issuer's Telephone Number Including Area Code)


     ---------------------------------------------------------------------
     (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 Securities 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
    ----        ----



Number of shares outstanding as of February 12,1999:       5,701,543  
                                                    ------------------

                                       1
<PAGE>   2

                                      INDEX

                        BALLISTIC RECOVERY SYSTEMS, INC.


PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements (Unaudited).                              Page

         Balance sheets as of December 31, 1998 and September
         30, 1998.                                                         3

         Statements of operations for the three months ended
         December 31, 1998 and 1997.                                       4

         Statements of cash flow for the three months ended
         December 31, 1998 and 1997.                                       5

         Notes to financial statements at December 31, 1998.               6

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations.                             10


PART II.  OTHER INFORMATION

Item 1.  Legal Proceedings                                                12

Item 6.  Exhibits and Reports on Form 8-K                                 12


SIGNATURES                                                                13

                                       2

<PAGE>   3


           PART I FINANCIAL INFORMATION - Item I. Financial Statements

                        BALLISTIC RECOVERY SYSTEMS, INC.
                                 BALANCE SHEETS
                                   (UNAUDITED)
<TABLE>
<CAPTION>

                                                                                                  December 30,        September 30,
                            ASSETS                                                                    1998                    1998
                                                                                                      ----                    ----
<S>                                                                                             <C>                     <C>        
Current assets:
     Cash                                                                                       $    46,875             $    20,100
     Accounts receivable - net of allowance for doubtful
         accounts of $2,500 and $12,500, respectively                                               203,493                 401,822
     Inventories                                                                                    297,138                 252,713
     Deferred tax asset - current portion                                                            25,000                  25,000
     Prepaid expenses                                                                                 2,500                   3,198
                                                                                                -----------             -----------
         Total current assets                                                                       575,006                 702,833
                                                                                                -----------             -----------

Furniture, fixtures and leasehold improvements                                                      162,302                 160,139
     Less accumulated depreciation                                                                  (87,022)                (81,611)
                                                                                                -----------             -----------
         Furniture, fixtures and leasehold improvements - net                                        75,280                  78,528
                                                                                                -----------             -----------

Other assets:
     Patents less accumulated amortization of
         $8,096 and $7,924, respectively                                                              3,568                   3,740
     Deferred tax asset - long-term portion                                                         275,000                 275,000
     Other intangible assets less accumulated amortization
            of  $5,140 and $5,140, respectively                                                      48,133                  46,258
     Covenant not to compete less accumulated
         amortization of $120,155 and $110,669, respectively                                        259,283                 268,769
                                                                                                -----------             -----------
         Total other assets                                                                         585,984                 593,767
                                                                                                -----------             -----------

Total assets                                                                                    $ 1,236,270             $ 1,375,128
                                                                                                ===========             ===========

             LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities:
     Accounts payable                                                                           $   123,066             $   166,159
     Customer deposits                                                                               89,874                  73,180
     Accrued payroll                                                                                 30,710                  48,792
     Other accrued liabilities                                                                       71,988                  65,075
     Line-of-credit borrowings                                                                       35,884                  35,884
     Current portion of bank note                                                                    13,925                  13,566
     Current portion of covenant not to compete                                                      24,111                  23,460
                                                                                                -----------             -----------
         Current liabilities                                                                        389,558                 426,116
                                                                                                -----------             -----------

Long-term bank note and covenant, less current portions                                             243,286                 250,770
                                                                                                -----------             -----------

Shareholders' equity:
     Common stock ($.01 par value; 10,000,000 shares authorized;
         4,468,772 issued and outstanding)                                                           56,969                  56,969
     Additional paid-in capital                                                                   2,622,888               2,622,888
     Accumulated deficit                                                                         (2,076,431)             (1,981,615)
                                                                                                -----------             -----------
         Total shareholders' equity                                                                 603,426                 698,242
                                                                                                -----------             -----------

Total liabilities and shareholders' equity                                                      $ 1,236,270             $ 1,375,128
                                                                                                ===========             ===========
</TABLE>

                       See Notes to Financial Statements.

                                       3

<PAGE>   4

                        BALLISTIC RECOVERY SYSTEMS, INC.
                            STATEMENTS OF OPERATIONS
              For the Three Months Ended December 30, 1998 and 1997
                                   (UNAUDITED)

<TABLE>
<CAPTION>

                                                                                                  1998                        1997
                                                                                                  ----                        ----
<S>                                                                                         <C>                         <C>        
Sales                                                                                       $   313,514                 $   307,985
Cost of sales                                                                                   218,933                     215,262
                                                                                            -----------                 -----------

Gross profit                                                                                     94,581                      92,723

Selling, general and administrative                                                             123,578                      96,404
Research and development, net                                                                    42,457                       4,083
                                                                                            -----------                 -----------

Income (loss) from operations                                                                   (71,454)                     (7,764)

Other income (expense):
     Interest expense                                                                           (13,875)                    (11,244)
     Covenant not to compete amortization                                                        (9,486)                     (9,486)
                                                                                            -----------                 -----------

Net income (loss)                                                                           ($   94,815)                ($   28,494)
                                                                                            ===========                 ===========


Basic earnings (loss) per share                                                             ($     0.02)                ($     0.01)
                                                                                            ===========                 ===========

     Weighted average number of shares outstanding                                            4,657,469                   4,457,718
                                                                                            ===========                 ===========

Diluted earnings (loss) per share                                                           ($     0.02)                ($     0.01)
                                                                                            ===========                 ===========

     Weighted average number of shares outstanding                                            4,841,400                   5,006,007
                                                                                            ===========                 ===========
</TABLE>

                       See Notes to Financial Statements.

                                       4
<PAGE>   5

                        BALLISTIC RECOVERY SYSTEMS, INC.
                             STATEMENTS OF CASH FLOW
                           Increase (Decrease) in Cash
              For the Three Months Ended December 30, 1998 and 1997
                                   (UNAUDITED)

<TABLE>
<CAPTION>

                                                                                                    1998                       1997
                                                                                                    ----                       ----
<S>                                                                                             <C>                       <C>       
Cash flow from operating activity:
     Net income (loss)                                                                          ($ 94,815)                ($ 28,494)
     Adjustments to reconcile net income to net cash
     from operating activity:
         Depreciation and amortization                                                              5,583                     5,110
         Amortization of covenant not to compete                                                    9,486                     9,485
         Inventory valuation reserve                                                                3,000                     3,000
         (Increase) decrease in:
             Accounts receivable                                                                  198,329                    45,224
             Inventories                                                                          (47,425)                  (21,451)
             Prepaid expenses                                                                         698                    (7,425)
         Increase (decrease) in:
             Accounts payable                                                                     (43,093)                   (8,411)
             Accrued expenses                                                                       5,525                   (56,481)
                                                                                                ---------                 ---------

     Net cash from operating activities                                                            37,288                   (59,443)
                                                                                                ---------                 ---------

Cash flow from investing activities:
     Investment in other intangible assets                                                         (1,875)                      ---
     Capital expenditures                                                                          (2,163)                     (675)
                                                                                                ---------                 ---------

     Net cash from investing activities                                                            (4,038)                     (675)
                                                                                                ---------                 ---------

Cash flow from financing activities:
     Principal payments on bank note                                                               (2,765)                   (2,936)
     Principal payments on covenant not to compete                                                 (3,710)                  (15,372)
                                                                                                ---------                 ---------

     Net cash from financing activities                                                            (6,475)                  (18,308)
                                                                                                ---------                 ---------

Increase (decrease) in cash                                                                        26,775                   (78,426)
Cash  - beginning of year                                                                          20,100                   119,197
                                                                                                ---------                 ---------

Cash - end of period                                                                            $  46,875                 $  40,771
                                                                                                =========                 =========
</TABLE>

                       See Notes to Financial Statements.

                                       5
<PAGE>   6

                        BALLISTIC RECOVERY SYSTEMS, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                December 31, 1998
                                   (UNAUDITED)

     A.  BASIS OF PRESENTATION

         The accompanying unaudited financial statements have been prepared in
         accordance with generally accepted accounting principles for interim
         financial information and with the instructions to Form 10-QSB and
         Article 10 of Regulation S-X. Accordingly, they do not include all of
         the information and footnotes required by generally accepted accounting
         principles for complete financial statements. In the opinion of
         management, all adjustments (consisting of normal recurring accruals)
         considered necessary for a fair presentation have been included.
         Operating results for the three month period ended December 31, 1998
         are not necessarily indicative of the results that may be expected for
         the year ended September 30, 1999. For further information, refer to
         the consolidated financial statements and footnotes thereto included in
         the Company's summary annual report for the year ended September 30,
         1998.

     B.  INVENTORIES

         The components of inventory consist of the following:

<TABLE>
<CAPTION>

                                                  12/31/98             09/30/98
                                                  --------             --------
<S>                                               <C>                  <C>     
         Raw materials                            $213,990             $181,997
         Work in process                            51,560               43,851
         Finished goods                             31,588               26,865
                                                  --------             --------
         Total inventories                        $297,138             $252,713
                                                  ========             ========
</TABLE>

C.       ACCOUNTS RECEIVABLE

         The Company sells to domestic and foreign companies. The Company grants
         uncollateralized credit to some customers, but the majority of sales
         are prepaid or shipped cash on delivery (COD). In addition, the
         Company's research and development projects are billed to its customers
         on an uncollateralized credit basis with terms of between net 15 and
         net 30 days. The estimated loss that management believes is probable is
         included in the allowance for doubtful accounts. Due to uncertainties
         in the collection process, however, it is at least reasonably possible
         that management's estimate will change during the next year. That
         amount cannot be estimated.

     D.  CUSTOMER DEPOSITS

         The Company requires order deposits from most of its domestic and
         international customers. These deposits represent either partial or
         complete down payments for orders. These down payments are recorded as
         customer deposits. The deposits are recognized as revenue when the
         product is shipped.

     E.  NEW PRODUCT DEVELOPMENT, R&D FUNDING AND INCOME RECOGNITION

         The Company has recently completed work under an agreement to receive
         research and development funding from a privately held company that has
         developed a four-place composite, certified aircraft. This aircraft,
         which was successfully certified on October 23, 1998, is the first FAA
         certified aircraft to offer one of the Company's recovery systems as
         standard equipment. Although there is no assurance that this product
         will contribute to the future operations and profitability of the
         Company, production of this aircraft is currently underway. First
         deliveries, which will include the Company's parachute system, are
         expected during the Company's fiscal year 1999. The Company is
         currently preparing for production of parachute systems with the first
         deliveries expected in April 1999.

                                       6
<PAGE>   7

                        BALLISTIC RECOVERY SYSTEMS, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                December 31, 1998
                                   (UNAUDITED)

     E.  NEW PRODUCT DEVELOPMENT, R&D FUNDING AND INCOME RECOGNITION (CON'T)

         The Company has retained the developed technology for the parachute
         systems in general and the outside company has retained the developed
         technology that is specific to their individual aircraft. In order to
         retain the developed technology, the Company has offered the outside
         company a discount on future purchases of completed systems, which will
         total 110% of the advanced amount.

         The Company did not establish a liability for the $549,295 taken as an
         offset to expense to date under this project due to the uncertainty of
         the future of the project and the future viability of the products to
         be developed. In addition, it is the Company's belief that the
         establishment of a reserve would have resulted in a misleading
         presentation of the research and development costs incurred by the
         Company for this project. Any future purchase discounts that will be
         earned upon delivery of completed product will be offset against any
         future sales made to that company.

         The Company expects to be able to utilize the developed technology for
         applications on a wide range of aircraft. The future applications will
         depend on a complete review of market conditions, product acceptance
         and available funding.

     F.  SMALL BUSINESS INNOVATION RESEARCH GRANT (SBIR)

         On March 8, 1996, the Company signed a follow-on Phase II contract
         under the Small Business Innovation Research grant program (SBIR)
         through NASA for use in the research of low-cost, lightweight aircraft
         emergency recovery systems. The Phase II contract follows a Phase I
         award in 1995. The Company has used the grant to expand its research in
         the area of lightweight fabrics and components for use in recovery
         systems. The total contract award was for a firm fixed price grant of
         $581,875 for a period not to exceed 36 months.

     G.  ADDITIONAL CONTRACT RESEARCH AND DEVELOPMENT

         In June 1996, the Company received a purchase order from a defense
         subcontractor for the development of a parachute recovery system for an
         unmanned aircraft that is being developed for possible military use.
         The purchase order, with revisions, was for a total of $150,000 and has
         been completed during the Company's first quarter of fiscal year 1999.
         The purchase order called for development funding for the recovery
         system as well as the delivery of completed recovery systems. No
         assurances can be made as to the success of the development project or
         if its completion will lead to future revenues.

     H.  COVENANT NOT TO COMPETE

         On October 26, 1995 the Company entered into an agreement with the
         president and majority shareholder of Second Chantz Aerial Survival
         Equipment, Inc. (SCI), the Company's sole US competitor, whereby (1)SCI
         ceased all business activities, and (2) SCI's president and majority
         shareholder entered into a ten year covenant not to compete with the
         Company.

         In exchange for the above the Company agreed to make payments on the
         covenant not to compete. The agreement did not involve a stock or asset
         purchase. In addition, the Company did not agree to assume any
         liabilities of SCI or its president. The payments required under this
         agreement contain a non-interest-bearing portion and a portion that
         bears interest at a rate below the Company's incremental borrowing
         rate. Under generally accepted accounting principles the future
         payments have been discounted at the Company's incremental borrowing
         rate of 11.0% as follows:

                                       7
<PAGE>   8

                        BALLISTIC RECOVERY SYSTEMS, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                December 31, 1998
                                   (UNAUDITED)

     H.  COVENANT NOT TO COMPETE (CONTINUED)

<TABLE>
<CAPTION>

                                                                    Future                    Present
                                                                    Dollars                   Dollars 
                                                                    -------                   ------- 

<S>                                                                  <C>                       <C>   
         Cash at signing                                             $5,000                    $5,000
         Parachute systems                                           15,000                    15,000
         Non-interest bearing four year note                         80,000                    63,732
         4% ten year note:    principal                             400,000                   295,706
                              interest                               84,362                         -
                                                                   --------                  --------

                                                                   $584,362                  $379,438
                                                                   ========                  ========
</TABLE>

         The non interest bearing note called for monthly payments of $1,500 for
         forty-six months (February 1996 to November 1999). However, the Company
         negotiated a discount on this note and accelerated payments which were
         completed in December 1997. This discount represented reductions in
         principal and interest payments amounting to approximately $17,000 and
         was reflected as Other Income in the financial statements for the
         period ending September 30, 1997. The 4% ten year note calls for
         monthly payments of $4,036 (November 1995 to October 2005).
         Payments under this agreement are unsecured.

         The present value of the Company's obligation under this agreement was
         recorded as an intangible asset and is being amortized over ten years
         as shown in the accompanying financial statements.

         Future payments under this agreement are as follows:

<TABLE>
<CAPTION>

                                           Future      Present
                                          Dollars      Dollars
                                          -------      -------
<S>                                        <C>          <C>   
         1999                              48,436       23,460
         2000                              48,436       26,176
         2001                              48,436       29,204
         2002                              48,436       32,583
         2003                              48,436       36,354
         Thereafter                        56,158       91,535
                                         --------     --------
                                         $298,338     $239,312
                                         ========     ========
</TABLE>

         The Company also granted SCI's president an option to purchase 50,000
         shares of the Company's common stock at an exercise price of $.25. This
         option has a ten-year life and vests 20% per year over five years.

I.       Long-Term Debt

         On November 5, 1996, the Company signed a note payable with the bank in
         the amount of $70,030. The purpose of the loan was to pay for
         renovations to the current production facility that the company took
         possession of on October 1, 1996. The note calls for interest at a rate
         2% over the bank's index rate, which was 8.25% at the time of signing.
         The index rate was 8.25% as of September 30, 1998, which computes to a
         total interest rate of 10.25%. The note has scheduled payments over a
         sixty-month period of $1,501 per month. The scheduled maturity date of
         the note is November 5, 2001. However, the note has a demand provision,
         which can be exercised by the bank at any time, but no demand for
         payment in full is expected during the term of the note. This loan is
         secured by all of the Company's assets.

                                       8
<PAGE>   9

                        BALLISTIC RECOVERY SYSTEMS, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                December 31, 1998
                                   (UNAUDITED)

     J.  LINE-OF-CREDIT BORROWINGS

         Beginning February 24, 1998, the Company was operating under a $150,000
         line-of-credit for use in operations. The line-of-credit was
         established on an annual renewal basis and is secured by all of the
         Company's assets. The latest line-of-credit expires February 28, 1999.
         The line calls for a variable interest rate of 2% over the bank's index
         rate, currently 10.00%. The previous line-of-credit was for $35,000 and
         was in place for the first portion of fiscal year 1998. The Company
         expects to renew the line each year following the review of its
         financial results and projections with the bank.

     K.  INCOME TAXES

         Differences between accounting rules and tax laws cause differences
         between the bases of certain assets and liabilities for financial
         reporting purposes and tax purposes. The tax effects of these
         differences, to the extent they are temporary, are recorded as deferred
         tax assets and liabilities under SFAS 109.

         During 1998 the Company reduced the valuation allowance relating to the
         deferred tax assets to reflect current utilization and to recognize a
         deferred tax asset. The recognized deferred tax asset is based upon
         expected utilization of the net operating loss carryforwards and
         reversal of certain timing differences.

         The Company has assess its past earnings history and trends, sales
         backlog, budgeted sales, and expiration dates of carryforwards and has
         determined that it is more likely than not that $300,000 of deferred
         tax assets will be utilized. The remaining valuation allowance of
         $704,400 is maintained on deferred tax assets which the company has not
         determined to be more likely than not realized at this time.

                                       9
<PAGE>   10


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

RESULTS OF OPERATIONS:

Business Overview:

The Company has been working diligently over the past several years in an effort
to expand its revenue opportunities beyond the existing sport and recreational
aircraft markets. The sport and recreational markets have been the main stay of
the Company's revenues since the early 1980s, but a review of the financial
statements will show these markets have limited revenue possibilities. With
relatively low volumes, any downturn in the marketplace has a significant impact
on revenues, efficiency and profitability.

October 23, 1998 was a very significant date in the history of the Company. That
was the date that the Cirrus Design SR-20 aircraft received its certification
from the Federal Aviation Administration (FAA). Cirrus Design has agreed to
utilize the Company's product as standard equipment on its aircraft. The receipt
of certification finalized one of the Company's long-standing outside research
and development projects. This project was for a recovery system that is
standard equipment on this new general aviation aircraft. Since the recovery
system will be standard equipment, the Company believes that the introduction of
this aircraft on the market will begin to have a positive impact on the
Company's revenues and profitability during fiscal year 1999. As orders and
production of this aircraft expand, the Company will directly benefit from that
growth. In addition, the Company anticipated being able to expand its product
line to include other general aviation aircraft as the recovery system gains
further market acceptance. No assurance can be given, however, that the Cirrus
Design aircraft will be successful in its initial market acceptance.

Another long-standing outside research and development project is for a research
grant under the SBIR program administered by NASA. Initial development and
testing has been performed with final testing scheduled for completion in the
second quarter of fiscal year 1999. If further development and testing show
promise, the Company will consider further development and testing beyond the
grant period.

Sales and Gross Profit

Sales and gross profit for the current fiscal year quarter were consistent with
those of the prior year. The first quarter of the fiscal year is historically
soft for sales of the Company's products since this is the inactive flying
season around the world for aircraft that use the Company's current product
line. Throughout the prior fiscal year and continuing on into the current fiscal
year, the international markets for the Company's products have been affected by
a number of factors including: (1) the economic unrest in Asia; (2) a strong US
currency that raises the cost of the Company's exports; and (3) increased
competition in Europe. In addition, certain markets may be reaching a saturation
point for the Company's product. The Company has expanded its efforts to improve
international business, but there can be no assurances that these efforts will
produce increased sales for the Company.

Sales in the recreational aircraft market for fiscal year 1999 are expected to
be even or slightly higher than the prior fiscal year as a result of the
Company's efforts to improve international business and an anticipated
improvement in domestic aircraft sales. In addition to recreational market
sales, it is expected that the Company will begin delivery of systems for the
newly certified Cirrus Design SR-20 aircraft. This aircraft utilizes the
Company's parachute system as standard equipment, and production of that
aircraft has begun with first deliveries, which will include the Company's
parachute system, expected in April 1999. The Company has received a purchase
order for the first 100 units. These first 100 units are expected to be
delivered within 12 months from the date of first delivery, which is scheduled
for April 1999. Volume projections and timing of those volumes is uncertain at
this time. Although certified, there can be no assurances that this aircraft
will actually be produced in volumes that will have a material effect on the
Company.

                                       10
<PAGE>   11


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

RESULTS OF OPERATIONS (CONTINUED):

Operating Expenses:

Selling, general and administrative costs were higher in the current fiscal year
as compared to the prior fiscal year as a result of several factors. Legal fees
increased due to the Company's defense against a lawsuit, which was subsequently
dismissed. The Company added personnel in an effort to implement a new
accounting system for the current fiscal year to afford enhanced management of
the Company's finances, sales activities and inventory. In addition, the current
fiscal year quarter reflects pay rate adjustments for sales and administrative
personnel that were implemented at the beginning of the second fiscal quarter of
the prior fiscal year.

Outside funding has offset a portion of research and development costs for both
fiscal years. Net research and development costs were higher in the current
fiscal year as the Company made contributions towards the expenses necessary to
complete development and testing of certain projects. In addition, personnel
added to complete certain outside research and development projects increased
the Company's expenses while funding for those projects was being reduced or had
come to an end. The Company's believes that these added expenses were necessary
to complete its obligations under those projects. All of the outside research
and development projects underway at the end of fiscal year 1998 are expected to
be completed during the Company's fiscal year 1999. The Company will continue to
look for sources for further outside funding of research and development, but
there can be no assurances that the Company will be successful in those efforts.

LIQUIDITY AND CAPITAL RESOURCES:

Management intends to fund all of its continuing operation out of its current
revenues with the exception of its contract research and development projects.
The Company has also established a line-of-credit for use in operations as
required. Management believes that the current business operation is adequate to
support the ongoing operations of the Company during the next twelve-month
period and will maintain and adjust expenses as necessary to improve
profitability. Current contract research and development projects are expected
to be completed during the Company's fiscal year 1999. The Company will continue
to look for sources for contract research and development projects, but there
can be no assurances that the Company will be successful in its efforts.

The Company anticipates a need to make capital improvements to its current
production facility as well as expenditures to increase inventory levels as a
result of the production of general aviation units for the recovery system that
was recently certified. However, it is currently the intention of the Company to
fund the expenditures through current operations as well as revenues generated
by those units.

The Company recently completed development and testing for a newly certified
general aviation aircraft. With the receipt of certification on October 23,
1998, the Cirrus Design SR-20 aircraft became the first FAA certified aircraft
to offer one of the Company's parachute systems as standard equipment.
Production of the aircraft is currently underway and first deliveries, which
will include the Company's parachute system, are expected to begin in April
1999. Although certified, there can be no assurances that this aircraft will
actually be produced in volumes that will have a material effect on the Company.

One of the Company's ongoing projects is the Small Business Innovation Research
grant (SBIR) through NASA. The purpose of the grant is to perform research of
low-cost, lightweight aircraft emergency recovery systems. The Company received
a Phase I grant during 1994. All work under this Phase I grant was completed
during fiscal year 1995. With the completion of Phase I, the Company applied for
and received a Phase II grant to continue on with the research that it began in
the first phase. The Phase II grant, which began in March 1996, is for a maximum
of $582,000 and is scheduled to be completed during the second quarter of fiscal
year 1999. 

                                       11
<PAGE>   12


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

LIQUIDITY AND CAPITAL RESOURCES (CONTINUED):

Another project began in June 1996, when the Company received a development
contract for a recovery system for a prototype unmanned aircraft being developed
by a government contractor. The contract, with revisions, is for a total of
$151,000 and was completed during the first quarter of fiscal year 1999. The
purchase order called for the development and delivery of a series of recovery
devices both for use in testing, and possibly in future production models.

The Private Securities Litigation Reform Act of 1995 provides "safe harbor" for
forward-looking statements. Certain information included in this Form 10-KSB and
other materials filed or to be filed by the Company with the Securities and
Exchange Commission (as well as information included in oral statements or other
written statements made or to be made by the Company) contain statements that
are forward-looking, such as statements relating to plans for research projects,
anticipated Cirrus delivery schedules, other business development activities as
well as other capital spending, financial sources, the effects of competition
and resolution of any Year 2000 issues. Such forward-looking information
involves important risks and uncertainties that could significantly affect
anticipated results in the future and, accordingly, such results may differ from
those expressed in any forward-looking statements made by or on behalf of the
Company. These risks and uncertainties include, but are not limited to, the
elimination of funding for new research and development projects, the decline in
unregistered aircraft sales, potential product liability claims, dependence on
discretionary consumer spending, dependence on existing management, general
economic conditions, changes in federal or state laws or regulations.



                           PART II. OTHER INFORMATION


Item 1.  Legal Proceedings

         The Company was named in a lawsuit based on the crash of an ultralight
         aircraft. The Company was released from the lawsuit during the current
         fiscal year quarter. The Company believes that there is no potential
         for further liability in this matter.


Item 6.  Exhibits and Reports on Form 8-K

         There are no exhibits and the Company did not file any reports on Form
         8-K for the three months ended December 31, 1998.

                                       12
<PAGE>   13



                                   SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.


                        BALLISTIC RECOVERY SYSTEMS, INC.


                        By  /s/ Mark B. Thomas
                            ------------------
                            Mark B. Thomas
                            Chief Executive Officer and Chief Financial Officer



Dated February 12, 1999

                                       13

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