SENTECH EAS CORP /FL
10QSB, 2000-05-15
BLANK CHECKS
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- --------------------------------------------------------------------------------

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549



                                   FORM 10-QSB


                  ( X ) QUARTERLY REPORT ( ) TRANSITION REPORT


                         PURSUANT TO SECTION 13 OR 15(D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


For the Quarterly Period Ended March 31, 2000
                               --------------

Commission File No. 33-20015-NY
                    -----------



                             SENTECH EAS CORPORATION
             (Exact name of Registrant as specified in its charter)


          FLORIDA                                        65-0734041
(State or other jurisdiction                           (I.R.S. Employer
of incorporation or organization)                    Identification Number)


         484 SOUTHWEST 12TH AVENUE, DEERFIELD BEACH, FLORIDA    33442-3108
              (Address of principal executive offices)          (Zip Code)


         Registrant's telephone number including area code: 954-426-2965


 Former name, former address and former fiscal year, if changed since last
 report: SAME


Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Sections 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 __

As of April 30, 2000, there were 1,677,219 shares of the common stock
outstanding.

- --------------------------------------------------------------------------------



<PAGE>


                             SENTECH EAS CORPORATION

                                      INDEX

                                   FORM 10-QSB

                        THREE MONTHS ENDED MARCH 31, 2000




PART I.      FINANCIAL INFORMATION

    Item 1.  Financial Statements

                Consolidated Balance Sheets                               2

                Consolidated Statements of Operations                     3

                Consolidated Statement of Shareholders' Equity            4

                Consolidated Statements of Cash Flows                     5

                Notes to Consolidated Financial Statements              6-8

    Item 2.  Management's Discussion and Analysis of Financial
             Condition and Results of Operations                       8-10




PART II.     OTHER INFORMATION

      Item 3.     Other Information                                      10

      Item 4.     Exhibits and Reports on Form 8-K                       10

      Signatures                                                         10














<PAGE>
<TABLE>
<CAPTION>


                             SENTECH EAS CORPORATION
                           CONSOLIDATED BALANCE SHEETS




                                                                MARCH 31,
                                                                   2000        DECEMBER 31,
                                                               (UNAUDITED)         1999
                                                              -----------------------------
ASSETS
- -------------------------------------------------------------

Current assets
<S>                                                             <C>            <C>
     Cash and cash equivalents                                  $   107,887    $   211,642
     Accounts receivable, net of allowances of $5,000               198,982        148,043
     Inventories                                                    406,078        401,974
     Other current assets                                            26,550          8,176
                                                                -----------    -----------
        Total current assets                                        739,497        769,835
Property and equipment, net                                          14,950         18,684
Other assets                                                        149,257        154,457
                                                                -----------    -----------

                                                                $   903,704    $   942,976
                                                                ===========    ===========

LIABILITIES AND SHAREHOLDERS' EQUITY
- -------------------------------------------------------------

Current liabilities
     Accounts payable                                           $   109,508    $   112,743
     Accrued liabilities                                             52,761         67,630
                                                                -----------    -----------
         Total current liabilities                                  162,269        180,373
                                                                -----------    -----------
Long-term debt                                                      203,000        203,000
                                                                -----------    -----------


Shareholders' equity
     Common stock; $0.00024 par value; 20,833,333 authorized;
        1,677,219 issued and outstanding                                403            403
     Additional capital                                           2,463,182      2,463,182
     Accumulated deficit                                         (1,925,150)    (1,903,982)
                                                                -----------    -----------
         Total shareholders' equity                                 538,435        559,603
                                                                -----------    -----------

                                                                $  903,704      $  942,976
                                                                ===========    ===========


- -------------------------------------------------------------
SEE ACCOMPANYING NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.





                                       2
<PAGE>


                             SENTECH EAS CORPORATION
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)



                                                    THREE MONTHS ENDED MARCH 31,
                                                        2000             1999
- --------------------------------------------------------------------------------

Revenues                                               $ 353,211      $ 288,692
Cost of revenues                                        (214,659)      (180,198)
                                                       ---------      ---------
Gross profit                                             138,552        108,494
Selling, general, and administrative expenses           (160,157)      (158,076)
                                                       ---------      ---------
Operating loss                                           (21,605)       (49,582)
Interest expense                                          (1,045)        (1,046)
Interest income                                            1,482              _
                                                       ---------      ---------
Net loss                                               $ (21,168)     $ (50,628)
                                                       =========      =========
Net loss per share                                     $   (0.01)     $   (0.03)
                                                       =========      =========


- --------------------------------------------------------------
SEE ACCOMPANYING NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.





                                       3
<PAGE>


                             SENTECH EAS CORPORATION
                 CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY





                                                  COMMON     STOCK                  ADDITIONAL        ACCUMULATED
                                              ----------------------------------
                                                  SHARES           AMOUNT             CAPITAL           DEFICIT           TOTAL
                                              ---------------  ---------------- ---------------- ------------------ -------------

BALANCE AT DECEMBER 31, 1999                       1,677,219       $ 403          $ 2,463,182       $(1,903,982)      $ 559,603


Net loss                                                                                                (21,168)       (21,168)


                                              ---------------  ---------------- ---------------- ------------------ -------------
BALANCE AT MARCH 31, 2000 (UNAUDITED)
                                                   1,677,219      $ 403          $ 2,463,182       $(1,925,150)      $ 538,435
                                              ===============  ================ ================ ================== =============


- -------------------------------------------------------------
SEE ACCOMPANYING NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.





                                       4
<PAGE>


                             SENTECH EAS CORPORATION
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)



                                                                 THREE MONTHS ENDED MARCH 31,
                                                                       2000          1999
- -------------------------------------------------------------       ----------    ----------

CASH FLOWS FROM OPERATING ACTIVITIES:
   Net loss                                                          $ (21,168)   $ (50,628)
   Adjustments to reconcile net loss to net cash used in operating
   activities:
       Depreciation and amortization                                    13,234        4,447
       Net changes in operating assets and liabilities:
               Accounts receivable                                     (50,939)     (38,690)
               Inventories                                              (4,104)      11,450
               Other current assets                                    (18,374)     (10,792)
               Other assets                                             (4,300)           _
               Accounts payable                                         (3,235)      27,815
               Accrued liabilities                                     (14,869)      (8,122)
                                                                     ---------    ---------
       Net cash used in operating activities                          (103,755)     (64,520)
                                                                     ---------    ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                                                      _            _
                                                                     ---------    ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
    Payments on note payable to bank                                         _            _
                                                                     ---------    ---------
         Net cash used in financing activities                               _            _
                                                                     ---------    ---------
Net decrease in cash and cash equivalents                             (103,755)   (64,520))
Cash and cash equivalents at beginning of year                         211,642      305,307
                                                                     ---------    ---------
Cash and cash equivalents at end of Quarter                          $ 107,887    $ 240,787
                                                                     =========    =========


- -------------------------------------------------------------
SEE ACCOMPANYING NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.

</TABLE>




                                       5
<PAGE>


                             SENTECH EAS CORPORATION
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


1.    BASIS OF PRESENTATION

      The consolidated financial statements include the financial statements of
      SenTech EAS Corporation and its wholly owned subsidiary, SenTech EAS
      International, Inc., (collectively, the "Company"). All significant
      intercompany balances and transactions have been eliminated in
      consolidation.

      The interim consolidated financial statements presented have been prepared
      by the Company without audit and, in the opinion of the management,
      reflect all adjustments of a normal recurring nature necessary for a fair
      statement of (a) the results of operations for the three months ended
      March 31, 2000 and March 31, 1999, (b) the financial position at March 31,
      2000, and (c) the cash flows for the three month periods ended March 31,
      2000 and March 31, 1999. Interim results are not necessarily indicative of
      results for a full year.

      The consolidated balance sheet presented as of December 31, 1999 has been
      derived from the consolidated financial statements that have been audited
      by the Company's independent public accountants. The consolidated
      financial statements and notes are condensed as permitted by Form 10-QSB
      and do not contain certain information included in the annual financial
      statements and notes of the Company. The consolidated financial statements
      and notes included herein should be read in conjunction with the financial
      statements and notes included in the Company's Annual Report on Form
      10-KSB.

2. INVENTORIES

      Inventories consisted of the following:

                                           MARCH 31,
                                             2000        DECEMBER 31,
                                          (UNAUDITED)        1999
                                          -----------    ------------

      Raw materials                       $ 116,143      $ 205,289
      Finished goods                        289,935        262,147
                                          ---------      ---------
                                          $ 406,078      $ 467,436
                                          ==========     =========

      Inventories are stated at the lower of cost or market. Cost is determined
      using the first-in, first-out method.



                                       6
<PAGE>


3.    NET LOSS PER SHARE

      Net loss per share is calculated using the weighted average number of
      common shares and dilutive potential common stock outstanding during the
      year. The number of shares used in the "per share" computations were
      1,677,219 and 1,677,219 at March 31, 2000 and 1999, respectively.
      Potential common stock, when included in the computation of dilutive
      earnings per share, was anti-dilutive at March 31, 2000 and 1999.

      In February 1997, the Financial Accounting Standards Board issued
      Statement of Financial Accounting Standards No. 128 "Earnings Per Share"
      and Statement of Financial Accounting Standards No. 129 "Disclosure of
      Information about Capital Structure" which are both effective for fiscal
      years beginning after December 15, 1997. SFAS No. 128 simplifies the
      current required calculation of earnings per share ("EPS") under APB No.
      15, "Earnings per Share", by replacing the existing calculation of primary
      EPS with a basic EPS calculation. It requires a dual presentation for
      complex capital structures of basic and diluted EPS on the face of the
      income statement and requires a reconciliation of basic EPS factors to
      diluted EPS factors. SFAS No. 129 requires disclosure of the Company's
      capital structure. There was no material impact to the Company's EPS
      calculation or financial statement presentation and disclosure due to the
      adoption of SFAS No. 128 and SFAS No. 129.

4.    RECENT PRONOUNCEMENTS IN ACCOUNTING STANDARDS

      In June 1997, the Financial Accounting Standards Board issued Statement of
      Financial Accounting Standards No. 130 "Reporting Comprehensive Income,"
      which is effective for fiscal years beginning after December 15, 1997.
      SFAS No. 130 establishes standards for the reporting and display of
      comprehensive income and its components in a full set of general purpose
      financial statements which requires the Company to (i) classify items of
      other comprehensive income by their nature in a financial statement and
      (ii) display the accumulated balance of other comprehensive income
      separately from retained earnings and additional paid-in-capital in the
      equity section of the balance sheet. There was no material impact to the
      Company's financial reporting or presentation due to the adoption of SFAS
      No. 130.

      Also in June 1997, the Financial Accounting Standards Board issued
      Statement of Financial Accounting Standards No. 131 "Disclosures about
      Segments of an Enterprise and Related Information," which is effective for
      fiscal years beginning after December 15, 1997. SFAS No. 131 supersedes
      SFAS No. 14, "Financial Reporting for Segments of a Business Enterprise",
      and amends SFAS No. 94, "Consolidation of All Majority-Owned
      Subsidiaries". SFAS No. 131 requires annual financial statements to
      disclose information about products and services, geographic areas, and
      major customers based on a management approach, along with interim
      reports. The management approach requires disclosing financial and
      descriptive information about an enterprise's reportable operating
      segments based on reporting information the way management organizes the
      segments for making business decisions and assessing performance. It also
      eliminates the requirement to disclose additional information about
      subsidiaries that were not consolidated. This new management approach may
      result in more information being disclosed than presently practiced and
      require new interim information not previously presented. There was no
      material impact to the Company's financial reporting or presentation due
      to the adoption of SFAS No. 131.

      In February 1998, the Financial Accounting Standards Board issued
      Statement of Financial Accounting Standards No. 132 "Employers'
      Disclosures About Pensions and Other Postretirement Benefits-an amendment
      of FASB Statements No. 87, 88, and 106" which is effective for fiscal
      years beginning after December 15, 1997. SFAS No. 132 revises only the
      employers' disclosures about pension and other postretirement benefit
      plans; it does not change the measurement or recognition of such plans.
      Since the Company does not have such plans, there is no impact to the
      Company's financial reporting or presentation due to the adoption of SFAS
      No. 132.



                                       7
<PAGE>


5.    COMMITMENTS AND CONTINGENCIES


      PURCHASE AND MANUFACTURING AGREEMENT

      In June 1997, the Company entered into a three year purchase and
      manufacturing agreement (the "Agreement"). with a company whose former
      President and Chief Executive Officer is a Director of the Company. The
      Agreement, as amended in1999, provided for the development and manufacture
      of the Company's third generation EAS system. The Agreement requires the
      Company to pay $187,000 of non-recurring engineering costs in exchange for
      an assignment of fifty percent of the joint technology as defined by the
      Agreement. Payments made for non-recurring engineering were capitalized at
      cost pursuant to paragraphs 11 and 12 of SFAS 2 and are amortized as a
      component of cost of revenues using the straight-line method over the
      estimated useful life of the technology anticipated to be five years.
      Effective January 1, 1999, the Company changed its method of amortization
      from the units of production method to the straight line method. The
      change was applied on prospective basis.

      LEASES

      During March 2000, a new lease was entered into for 5,500 square feet of
      new office, warehouse and distribution space. The terms of the lease
      provide for monthly payments of $4,500 plus sales tax through June 2005.

      INSTALLATION AND CUSTOMER SERVICE AGREEMENT

      In July 1995, the Company entered into a service agreement effective
      August 1995 with a national service organization which provides for the
      installation and servicing of any 8.2 MHz EAS system. Any EAS systems not
      covered by the agreement are handled by the Company's service personnel or
      other third party service providers. The agreement is for a one-year term
      and is automatically renewable for one-year periods unless terminated in
      writing by either party. The Company has not received any termination
      notices and believes its relationship with the service provider is
      favorable. Although there can be no assurance the agreement will not be
      terminated or will be renewed in the future, the Company anticipates the
      agreement will automatically be renewed through August 2000. Costs
      incurred in connection with this agreement were approximately $800 and
      $5,100 for each of the three months ended, March 31, 2000 and 1999.

      LITIGATION

      The Company is involved in various claims and legal actions arising in the
      ordinary course of business. Although management is unable to predict the
      ultimate disposition of these matters, the Company does not believe the
      resolution of such matters will have a material adverse effect on its
      consolidated financial position, results of operations, or liquidity.



                                       8
<PAGE>


      YEAR 2000 ISSUE

      Computer programs used by businesses worldwide were written using two
      digits rather than four digits to define the applicable year. Accordingly,
      these programs recognize the dates "00" and "01" as the years 1900 and
      1901 rather than the years 2000 and 2001. The Company recognized the need
      to ensure its operations will not be adversely impacted by year 2000
      computer program failures arising from program processes and calculations
      misinterpreting the year 2000 date. The Company was not impacted by the
      year 2000 issue, or by any of its significant suppliers, dealers,
      financial institutions in relation to their year 2000 issues. During
      1999,the Company completed its plan to be year 2000 compliant and is not
      experiencing any material impact to its financial position, operations and
      cash flows. There can be no assurance whether the Company or such third
      parties has successfully addressed their respective year 2000 issues and
      whether the failure to do so will not have a material adverse effects on
      the Company's business, financial condition, cash flows, and results of
      operations.


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


      FORWARD LOOKING STATEMENTS AND ASSOCIATED RISKS

      This Quarterly Report on Form 10-QSB contains forward-looking statements
      within the meaning of Section 27A of the Securities Act of 1933 and
      Section 21E of the Securities Exchange Act of 1934. The Company's actual
      results could differ materially from those set forth in the
      forward-looking statements.

      The following discussion should be read in conjunction with the attached
      consolidated financial statements and notes thereto and with the Company's
      audited financial statements and notes thereto for the fiscal year ended
      December 31, 1999.


      FIRST QUARTER 2000 AS COMPARED TO THE FIRST QUARTER 1999

      REVENUES

      Revenues were approximately $353,000 for the first quarter 2000, an
      increase of $64,000 or 22% from revenues of $289,000 for the first quarter
      of 1999. The increase in revenues for the first quarter of 2000 was
      primarily attributed to sales from existing customers, which generated 42%
      of the Company's total revenues for the first quarter of 2000. At March
      31, 2000, the Company ended the quarter with nearly $85,000 in backlog
      compared to $94,000 in backlog at March 31, 1999.

      GROSS PROFIT

      Gross profit was approximately $139,000 for the first quarter of 2000, an
      increase of $31,000 or 29% from gross profit of $108,000 for the first
      quarter of 1999 primarily as a result of the increase in revenues. Gross
      profit margin was 39.2% for the first quarter of 2000, an increase from
      37.6% for the first quarter of 1999. The Company realizes substantially
      higher gross profit margins on its manufactured products than it realizes
      on its purchased products due to the proprietary nature of purchased
      products, however, the current sales mix is expected to remain constant as
      the Company's customer base expands.



                                       9
<PAGE>


      SELLING, GENERAL, AND ADMINISTRATIVE EXPENSE

      Selling, general, and administrative expenses were approximately $160,000
      for the first quarter of 2000, an increase of $2,000 or 1% from selling,
      general, and administrative expenses of $158,000 for the first quarter
      1999. Operating expenses increased during the first quarter of 2000
      resulting from tradeshows and related expenses.

      INTEREST EXPENSE AND INTEREST INCOME

      Interest expense was approximately $1,100 for the first quarter of 2000
      and $1,100 for the first quarter 1999. Interest income for the first
      quarter of 2000 was $1,482, primarily represents interest earned on cash
      balances in excess of operating requirements.

      NET LOSS AND NET LOSS PER SHARE

      Net loss was approximately $(21,000) for the first quarter of 2000, a
      decrease of $30,000 or 59% from the net loss of $(51,000) for the first
      quarter of 1999, primarily as a result of an increase of approximately
      $31,000 in gross profit offset by an increase in operating costs of nearly
      $2,000.

      Net loss per share was $(0.01) at March 31, 2000, an increase of $0.02 per
      share or 200% from the net loss per share of $(0.03) at March 31, 1999
      resulting from the $30,000 decrease in net loss.

      LIQUIDITY AND CAPITAL RESOURCES

      The Company's accumulated deficit was approximately $(1,925,000) and
      $(1,738,000) at March 31, 2000 and 1999, respectively. Working capital
      decreased approximately $161,000 from $738,000 at March 31, 1999 to
      $577,000 at March 31, 2000.

      Net cash used in operating activities was approximately $(104,000) during
      the first quarter of 2000, an increase of $39,000 from $(65,000) during
      the first quarter of 1999.

      The Company believes the expected results of operations in 2000 will be
      sufficient to fund current business operations and anticipated growth.
      However, the Company believes it may need to raise additional capital
      through debt or equity financing to fund its anticipated growth beyond
      2000. There is no assurance that such additional financing will be
      available when needed or available with terms acceptable to the Company.
      SEASONALITY

      The Company's revenues are substantially dependent on its customers'
      seasonal retail sales. Historically, the Company has experienced higher
      sales volume in the third and fourth quarters of each year.



                                       10
<PAGE>


PART II.        OTHER INFORMATION

ITEM 6.         EXHIBITS AND REPORTS ON FORM 8-K

      There were no exhibits or reports on Form 8-K filed during the three month
period ended March 31, 2000.


SIGNATURES

      Pursuant to the requirements of Section 13 or 15(d) of the Securities
      Exchange Act of 1934, the Registrant has duly caused this Report to be
      signed on its behalf by the undersigned, hereunto duly authorized, on May
      12, 2000.


                                                  SENTECH EAS CORPORATION

                                                  By: /s/ JEFF WIEBELL
                                                      -----------------
                                                  Jeff Wiebell
                                                  President and Chief Executive
                                                  Officer



<TABLE> <S> <C>


<ARTICLE>      5


<S>                             <C>
<PERIOD-TYPE>                        3-MOS
<FISCAL-YEAR-END>                    DEC-31-2000
<PERIOD-START>                       JAN-01-2000
<PERIOD-END>                         MAR-31-2000
<CASH>                               107,887
<SECURITIES>                         0
<RECEIVABLES>                        203,982
<ALLOWANCES>                         5,000
<INVENTORY>                          406,078
<CURRENT-ASSETS>                     739,497
<PP&E>                               18,684
<DEPRECIATION>                       3,734
<TOTAL-ASSETS>                       903,704
<CURRENT-LIABILITIES>                162,269
<BONDS>                              203,000
                0
                          0
<COMMON>                             403
<OTHER-SE>                           538,032
<TOTAL-LIABILITY-AND-EQUITY>         903,704
<SALES>                              353,211
<TOTAL-REVENUES>                     353,211
<CGS>                                214,659
<TOTAL-COSTS>                        214,659
<OTHER-EXPENSES>                     160,157
<LOSS-PROVISION>                     0
<INTEREST-EXPENSE>                   1,045
<INCOME-PRETAX>                      (21,168)
<INCOME-TAX>                         0
<INCOME-CONTINUING>                  0
<DISCONTINUED>                       0
<EXTRAORDINARY>                      0
<CHANGES>                            0
<NET-INCOME>                         (21,168)
<EPS-BASIC>                          (0.01)
<EPS-DILUTED>                        (0.01)



</TABLE>


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