SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended July 31, 1999
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 0-17430
Danzer Corporation.
(Exact name of registrant as specified in its charter)
New York 13-3431486
(State of other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
17500 York Road 21740
Hagerstown, Maryland (Zip Code)
(Address of principal executive offices)
(301) 582-2000
(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 NO _X_
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Outstanding at
Common Stock July 31, 1999
$.0001 par value 17,545,590 shares
<PAGE>
GLOBAL ENVIRONMENTAL CORP. AND SUBSIDIARY
INDEX
PAGE(s)
PART I - CONSOLIDATED FINANCIAL STATEMENTS:
Consolidated Balance Sheets -July 31, 1999 and October 31, 1998. 3 - 4
Consolidated Statements of Operations -
Three Months and Nine Months Ended July 31,1999 and 1998 5
Consolidated Statements of Cash Flows -
Nine Months Ended July 31, 1999 and 1998 6 - 7
Notes to Consolidated Financial Statements 8 - 10
Management's Discussion and Analysis of Financial Condition and
Results of Operations 10 - 11
PART II - OTHER INFORMATION 12
2
<PAGE>
GLOBAL ENVIRONMENTAL CORP. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
ASSETS
<TABLE>
<CAPTION>
JULY 31, OCTOBER 31,
1999 1998
-------------- -------------
( Unaudited ) ( Audited )
<S> <C> <C>
CURRENT ASSETS
Cash and cash equivalents $ -0- $ -0-
Accounts receivable, less allowance for doubtful
accounts of $193,503 and $168,266 respectively $ 1,046,275 957,208
Inventories 709,483 481,862
Prepaid expenses and other 38,649 75,404
------------ -----------
Total current assets 1,794,407 $ 1,514,474
------------ -----------
PROPERTY, PLANT AND EQUIPMENT
Land 25,797 25,797
Building and improvements 1,440,527 1,440,527
Equipment 2,454,188 2,398,063
3,920,512 3,864,387
Less - accumulated depreciation and amortization (2,237,074) (2,022,874)
------------ -----------
Total property, plant and equipment, net 1,683,438 1,841,513
------------ -----------
OTHER ASSETS
Morrison License 130,003 160,000
Other, net 34,005 42,510
------------ -----------
Total other assets 164,008 202,510
TOTAL ASSETS $ 3,641,853 $ 3,558,497
=========== ===========
</TABLE>
3
<PAGE>
GLOBAL ENVIRONMENTAL CORP. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
LIABILITIES AND STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
JULY 31, OCTOBER 31,
1999 1998
------------ ------------
( Unaudited ) ( Audited )
<S> <C> <C>
CURRENT LIABILITIES
Current portion of long-term debt $ 780,990 $ 581,846
Accounts payable 476,971 658,757
Accrued salaries and wages 194,840 167,292
Accrued expenses, other 357,524 420,244
------------ ------------
Total current liabilities 1,810,325 1,778,139
------------ ------------
LONG-TERM DEBT, net of current portion 1,475,284 1,533,303
------------ ------------
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY
Common stock, par value $.0001 per share;
20,000,000 shares authorized; 17,545,590 and
15,870,272 shares issued in 1999 and 1998 1,754 1,587
Additional paid-in capital 5,215,167 5,047,803
Deficit (4,802,335) (4,802,335)
Retained Earnings Current (58,342)
----------- ------------
Total stockholders' equity
356,244 247,055
----------- ------------
TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY $ 3,641,853 $ 3,558,497
=========== ===========
</TABLE>
4
<PAGE>
GLOBAL ENVIRONMENTAL CORP. AND SUBSIDIARY
CONSOLIDATED STATEMENT OF OPERATIONS
UNAUDITED
<TABLE>
<CAPTION>
THREE MONTHS ENDED JULY 31, NINE MONTHS ENDED JULY 31,
1999 1998 1999 1998
----------- ------------ ------------ ------------
<S> <C> <C> <C> <C>
NET SALES $ 1,928,660 $ 1,176,871 $ 4,594,968 $ 5,493,800
COST OF GOODS SOLD 1,470,741 1,421,749 3,535,048 4,142,284
----------- ------------ ------------ ------------
GROSS PROFIT 457,919 348,122 1,059,925 1,351,516
SELLING, GENERAL AND
ADMINISTRATIVE EXPENSES 320,595 422,079 987,921 1,285,000
----------- ------------ ------------ ------------
INCOME FROM OPERATIONS 137,324 (73,957) 72,004 66,516
----------- ------------ ------------ ------------
INTEREST EXPENSE, NET (65,409) (41,376) (177,597) (151,070)
OTHER INCOME 13,940 7,064 47,251 53,322
----------- ------------ ------------ ------------
INCOME (LOSS) FROM CONTINUING
OPERATIONS 85,857 (108,269) (58,342) (31,232)
----------- ------------ ------------ ------------
INCOME (LOSS) FROM
DISCONTINUED OPERATIONS -0- -0- -0- (30,380)
----------- ------------ ------------ ------------
NET INCOME (LOSS) $ 85,857 (108,269) (58,342) ($61,612)
=========== ============ ============ ============
PER COMMON SHARE DATA:
CONTINUING OPERATIONS $ .01 ($ .01) ($ .00) ($ .00)
=========== ============ ============ ============
DISCONTINUED OPERATIONS $ .00 $ .00 $ .00 ($ .00)
=========== ============ ============ ============
NET INCOME (LOSS) $ .01 ($ .01) ($ .00) ($ .00)
=========== ============ ============ ============
WEIGHTED AVERAGE
SHARES OUTSTANDING 17,545,590 15,870,272 16,614,858 15,870,272
=========== ============ ============ ============
</TABLE>
5
<PAGE>
GLOBAL ENVIRONMENTAL CORP. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
NINE MONTHS ENDED JULY 31,
1999 1998
. ------------- ------------
<S> <C> <C>
OPERATING ACTIVITIES:
Net (Loss) Income ($ 58,342) ($ 61,612)
Adjustments to reconcile net loss to net cash
provided by (used in) operating activities:
Depreciation and amortization 214,200 165,695
Net (increase) decrease in non-cash current assets:
Accounts receivable (124,667) 601,566
Inventories (227,621) 244,874
Prepaid expenses and other 36,832 (31,841)
Provision for bad debt 35,600 33,336
- - Net increase (decrease) in non-debt current liabilities:
Accounts payable (181,786) (496,604)
Accrued salaries and wages 27,548 (2,311)
Accrued expenses, other 154,811 70,430
(Increase) decrease in other assets, net 38,425 (42,249)
Net cash provided by (used in) operating activities (85,000) 481,284
------------- ------------
INVESTING ACTIVITIES:
Purchase of property, plant and equipment (36,664) (44,642)
Proceeds from sale of equipment -0- 64,000
------------- ------------
Net cash used in investing activities (36,664) 19,358
FINANCING ACTIVITIES:
Net borrowings (repayments) under revolving loan agreement 290,750 (537,502)
Proceeds from long - term debt financing 25,000 150,000
Payments of long-term debt (194,086) (182,073)
------------- ------------
-
Net cash provided by (used in) financing activities 121,664 (569,575)
------------- ------------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS -0- (68,933)
CASH AND CASH EQUIVALENTS BEGINNING -0- 68,933
CASH AND CASH EQUIVALENTS ENDING $ -0- $ -0-
============= ============
</TABLE>
6
<PAGE>
GLOBAL ENVIRONMENTAL CORP. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
UNAUDITED
NINE MONTHS ENDED JULY 31,
1999 1998
SUPPLEMENTAL DISCLOSURES OF CASH FLOWS INFORMATION:
Cash paid for -
Interest $ 177,597 $ 153,406
============== ===============
Income taxes $ - $ -
============== ===============
7
<PAGE>
GLOBAL ENVIRONMENTAL CORP. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED JULY 31, 1999
NOTE 1. BASIS OF PRESENTATION, DESCRIPTION OF BUSINESS AND SUMMARY
OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation and Description of Business
Global Environmental Corp. (the "Company".) was incorporated on October 6,
1987. Effective August 1, 1988, Global Environmental Corp. acquired all of the
issued and outstanding common shares of Global Environmental Holdings, Inc.
("Global Holdings" ). Danzer Industries, Inc. ("Danzer"), a wholly-owned
subsidiary of Global, is principally engaged in the design, manufacture of truck
bodies. Danzer's truck body revenues represent approximately 100% of the
Company's revenues and sales are generated throughout the eastern and southern
United States.
The accompanying consolidated financial statements present the accounts of
Global Environmental Corp. and its wholly owned subsidiary. The entities are
collectively referred to herein as the "Company". All significant intercompany
transactions and balances have been eliminated in consolidation. The Company is
on an October 31, fiscal year. The Company has filed all required filing for its
year ending October 31, 1998 and incorporates by reference those filings. The
Company has also filed its 10-Q reports for the quarters ending January 31, 1999
and April 30, 1999. The reader should read the audit and accompanying footnotes
and 10-Q filings in conjunction with this document.
The Company uses the equity method of accounting for a 49% owned interest
in a joint venture. The original investment is recorded at cost, adjusted for
the Company's share of undistributed earnings or losses. The operations of the
joint venture are presently immaterial.
.
8
<PAGE>
GLOBAL ENVIRONMENTAL CORP. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED JULY 31, 1999
NOTE 1. BASIS OF PRESENTATION, DESCRIPTION OF BUSINESS AND SUMMARY OF
SIGNIFICANT ACCOUNTING POLICIES (Continued)
Inventories
Inventories are stated at the lower of cost (first - in, first - out) or market
and are comprised of the following components:
July 31, October 31,
1999 1998
---------- -----------
Raw materials $372,215 $411,288
Work-in-process 166,858 18,060
Finished goods 170,410 52,514
---------- -----------
$709,483 $481,962
9
<PAGE>
GLOBAL ENVIRONMENTAL CORP. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED JULY 31, 1998
NOTE 1. BASIS OF PRESENTATION, DESCRIPTION OF BUSINESS AND SUMMARY OF
SIGNIFICANT ACCOUNTING POLICIES (Continued)
Major Customers
The following is a list of the Company's customers, which represent 10% or
more of consolidated net sales (from continuing operations):
TOTAL PERCENTAGE OF NET SALES
JULY 31, 1999 OCTOBER 31,
1998 1997 1996 1995
Elevator Manufacturer 0% 13% 10% 11%
Truck Body Manufacturer 55% 41% 29% 32%
NOTE 2. UNAUDITED FINANCIAL STATEMENTS
The accompanying financial statements of the Company are unaudited and have been
prepared without audit pursuant to the rules and regulations of the Securities
and Exchange Commission. Certain information and financial disclosures normally
included in financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such rules and
regulations. Accordingly, these unaudited condensed financial statements should
be read in conjunction with the audited financial statements included in the
Company's Form 10-K for the year ended October 31, 1998. These statements
include all adjustments consisting only of normal recurring accruals, which are,
in the opinion of management, considered necessary for a fair presentation of
financial position and results of operations.
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect certain reported amounts and disclosures. Accordingly, actual results
could differ from those estimates.
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
The following discussion and analysis of the financial condition and results of
operations of the Company should be read in conjunction with the unaudited
financial statements and related notes of the Company included elsewhere in this
report. This Management's Discussion and Analysis of Financial Condition and
Results of Operations and other parts of this Quarterly Report on Form 10-Q
contain forward-looking statements that involve risks and uncertainties.
The Company's ability to increase sales depends on many factors not within the
Company's control including planned capital expenditures by end users, general
economic conditions and pricing policies by competitors. Additionally, the
Company is dependent on sales to one purchaser that represent 55% of total sales
in the nine month period ending July 31,1990. The Company's decision to focus
exclusively on truck body sales also increases the risk of selling to only one
industry segment.
The preparation of financial statements in conformity with generally
accepted accounting principles requires Management to make estimates and
assumptions that effected the reported amounts of assets and liabilities and
disclosure of contingent 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.
As a result, the actual results realized by the Company could differ materially
from the results discussed in or contemplated by the forward-looking statements
made herein. Words or phrases such as "will," "expect," "believe," "intend,"
"estimates," "project," "plan" or similar expressions are intended to identify
forward-looking statements. Readers are cautioned not to place undue reliance on
the forward-looking statements made in this Quarterly Report on Form 10-Q.
10
<PAGE>
Results of Operations
For the three months ended July 31, 1999 the Company reported sales of
$1,928,660. This represented an increase of $158,789 over the three months ended
July 31, 1998 which had sales totaling $1,769,871. This represented a 9% sales
increase. Gross profits increased by $109,797 to $457,919. Management believes
this increase was caused by its efforts to increase productivity in the
manufacturing area over the last twelve months. For the three months ending July
31, 1999 selling, general and administrative expenses were $320,595 versus
$422,079 for the three-month period ending July 31, 1998. The decreases in these
type expenses occurred primarily in the following areas: salaries of $23,000,
benefits of $6,000, travel of $18,000, relocation of $23,000 and consulting
expense of $29,000. Salaries were lower as a result of a reduction of headcount
in the accounting and administrative departments. Benefits are lower because of
the lower headcount and salary dollars. Travel was lower because of cut backs in
trips. Relocation expenses are down due to one-time 1998 expenses to relocate
the President and CFO. Consulting fees were reduced due to 1998 training and
implementation expenses incurred during the implementation on the shop floor
application of the manufacturing computer system plus the elimination in 1999 of
the Snyder Capital management consulting. Net interest expense increased for the
three month period ending July 31, 1979 to $65,409 from $41,376 for the three
month period ending July 31,1998. The Company had no income or loss from
discontinued operations in this three-month period in either 1999 or 1998. The
pre-tax income for the three month period ending July 31,1999 was $85,857. This
compares to a loss for the same three-month period ending July 31, 1998 of
$108,269.
For the nine month period ending July 31,1999 the Company reported sales of
$4,594,968. This was decrease from the nine months figures for July 31, 1998 of
$5,493,800. The primary reason for this decrease was reduction in purchases by
its largest customer during the second quarter of the Company's current fiscal
year. Gross profits for the nine months ended July 31, 1999 totaled $1,059,925
compared to the July 31, 1998 gross profit of $1,351,516. The Company decreased
dramatically its selling, general and administrative expenses from the
$1,285,000 experienced in its July 31, 1998 nine-month period to $987,921 in its
July 31, 1999 nine-month period. This occurred due to management's planned
reduction of these type expense and anticipation of the largest customer's
reduction in purchases. Net interest expense increased by $26,527 for the nine
months ended July 31, 1999 to an amount of $177,597. In the prior equivalent
period in 1998 total net interest expense was $151,070. In the period ending
July 31, 1998 the Company reported a loss from discontinued operations of
$30,380. There were no such losses in the period ending July 31, 1999. For the
nine-month period ending July 31, 1999 the Company reported a loss of $58,342
versus a loss of $61,612 in the nine months ending July 31, 1998.
Y2K Preparedness
The Company recognizes that arrival of the year 2000 poses certain one time
unique challenges to the ability of systems to recognize the date change from
December 31, 1999 to January 1, 2000. In anticipation of this date change the
Company has been reviewing all of its computer systems and operating systems. In
the quarter ending July 31, 1999 the Company retained a consultant to review its
personal computers in its administrative area. The consultant has focused on
application software uses, updating operations, bios and application software.
This process which began during the quarter will continue through the Company's
fiscal year end of October 31, 1999. Through July 31, 1999 the Company estimates
it has spent approximately $2,500 in this specific area. Additionally, in July
31, 1999 quarter the Company purchased new software for its phone system to
assure that it was Y2K compatible. The approximate cost of this new program and
installation of it was $3,000.
Liquidity and Capital Resources
During the three month period ending July 31, 1999 the Company dramatically
increased its working capital position. At the end of the April 30, 1999 quarter
the Company had a negative working capital of $396,184. This number improved to
a negative working capital figure of $15,910 at July 31, 1999. This primarily
occurred due to an increase in accounts receivable to $1,460,275 at July 31,
1999 versus $507,309 at April 30, 1999. This increase was a direct result of the
Company's largest customer resuming purchases in May 1999. At this point in
time, the Company has significant availability to it under its line of credit.
If operations continue on a normal basis, it is anticipated that the Company
will have adequate cash resources to meet its operating needs in financial
obligations.
11
<PAGE>
PART II OTHER INFORMATION
NONE
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.
GLOBAL ENVIRONMENTAL CORP.
(Registrant)
Date: November 29, 1999 /S/ Terry Moore
-------------------------------------
Terry Moore, Chief Financial Officer
12
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> OCT-31-1999
<PERIOD-END> JUL-31-1999
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 1,046,275
<ALLOWANCES> 193,503
<INVENTORY> 709,483
<CURRENT-ASSETS> 1,794,407
<PP&E> 3,920,512
<DEPRECIATION> 2,237,074
<TOTAL-ASSETS> 3,641,853
<CURRENT-LIABILITIES> 1,810,325
<BONDS> 1,475,284
0
0
<COMMON> 117,953
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 3,641,853
<SALES> 4,594,968
<TOTAL-REVENUES> 4,594,968
<CGS> 3,535,048
<TOTAL-COSTS> 987,921
<OTHER-EXPENSES> 47,251
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 177,597
<INCOME-PRETAX> (58,342)
<INCOME-TAX> 0
<INCOME-CONTINUING> 77,037
<DISCONTINUED> (58,342)
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (58,342)
<EPS-BASIC> (0.01)
<EPS-DILUTED> 0
</TABLE>
