ELECTROCON INTERNATIONAL INC
6-K, 1999-09-02
ELECTRONIC PARTS & EQUIPMENT, NEC
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


                                    FORM 6-K

                            Report of Foreign Issuer


                      Pursuant to Rule 13a-16 or 15d-16 of

                       the Securities Exchange Act of 1934


For the month of  September 1999


                          Electrocon International Inc.
                          -----------------------------
                 (Translation of Registrant's name into English)


              8/F Blk 8, Prosperity Centre, 77 Container Port Road,
                           Kwai Chung, N.T. Hong Kong
                           --------------------------
                    (Address of principal executive offices)


[Indicate by check mark whether the Registrant files or will file annual reports
under cover of Form 20-F or Form 40-F.]

                        Form 20-F   X       Form 40-F ______


[Indicate by check mark whether the  Registrant  by furnishing  the  information
contained  in this  Form is  also  thereby  furnishing  the  information  to the
Commission  pursuant to Rule  12g3-2(b)  under the  Securities  Exchange  Act of
1934.]

                              Yes _____     No   X

<PAGE>


Electrocon International Inc.                                       NEWS RELEASE

8/F, Block B, Prosperity Center 77,                     For further information,
Container Port Road                                        contact (303)380-2177
Kwai Chung, N. T. Hong Kong



                         ELECTROCON INTERNATIONAL, INC.
                       ANNOUNCES FINANCIAL RESULTS FOR THE
                       6 MONTH PERIOD ENDED JUNE 30, 1999


HONG KONG...September 2, 1999...Electrocon International,  Inc. (NASDAQ: EPLFE),
a leading distributor of semiconductor components,  agricultural equipment, golf
course  irrigation  systems and related  golf  equipment  products in Hong Kong,
Macau, and China,  announced financial results for the 6 month period ended June
30, 1999.

Net sales for the six month  period  ended June 30,  1999 were  US$9,579,538,  a
decrease of 17.2% from net sales of US$11,573,677  for the comparable six months
ended June 30, 1998.

The Company's gross profit on sales for the six month period ended June 30, 1999
was US$1,670,162  compared to US$1,992,310 for the comparable  period in 1998, a
decline of 16.2%. Operating expenses decreased 13.1% to US$1,527,485 for the six
month period ended June 30,1999 from  US$1,757,176  for the comparable six month
period in 1998.  Operating  income  decreased  39.3% from US$235,134 for the six
month  period ended June 30, 1998 to  US$142,677  for the six month period ended
June 30, 1999.  Net income  increased  15.8% from  US$82,281  for the six months
ended June 30, 1998 to US$95,326 for the six months ended June 30, 1999.

Edward Ting,  Chairman and Chief Executive  Officer of Electrocon  stated,  "the
financial  performance for the first half of 1999 reflects the very  significant
changes  being made by our  semiconductor  division in the way it  conducts  its
business.  During this period, we aggressively  pursued marketing those products
that provide for larger gross margins and we produced  more "rep"  business on a
commission  basis to reduce our  exposure to rapid  inventory  depreciation.  By
reducing  our  sales  of low  margin  commodity  products  we  expect  to have a
reduction in total  revenue but generate  more gross profit per sale. As we have
for the last two  years,  we  intend  to  continue  to pursue  our  strategy  of
diversifying our product offerings to include higher margin products and use our
design-in  capabilities  that adds value for our customers and  distinguishes us
from  our   competition.   Bothgreat   Technologies,   Inc.,  our  wholly  owned
agricultural, turf and irrigation equipment division, produced admirable results
for the first half of the year under  severe  conditions  of less than  adequate
working capital and Asian economic turmoil."

Electrocon   International,   Inc.  has  established  itself  as  a  significant
distributor of semiconductor  products in Hong Kong and China for such companies
as  Texas  Instruments,  Silicon  Systems  and  TDK  and  as  a  distributor  of
agricultural equipment, golf course turf and irrigation systems and related golf
equipment products in China for such companies as John Deere, Rainbird, Club Car
and J.R. Simplot.

<PAGE>

                 Electrocon International, Inc. and subsidiaries
              Consolidated Statement of Operations (Unaudited) for
                        (Amounts stated in U.S. Dollars)

                                                    Six months ended June 30
                                                      1999             1998
                                                      ----             ----

Net revenues                                      $  9,579,538     $ 11,573,677
Cost of sales                                        7,909,376        9,581,367
                                                  ------------     ------------

Gross profit                                         1,670,162        1,992,310
Operating expenses                                   1,527,485        1,757,176
                                                  ------------     ------------

Income from operations                                 142,677          235,134
Interest income                                        122,604          106,086
Interest expense                                      (254,009)        (260,253)
Share of losses of an affiliated company                  (261)         (35,464)
Other income                                            84,315           58,484
                                                  ------------     ------------

Income before taxes                                     95,326          103,987
Provision tor taxes                                       --             21,706
                                                  ------------     ------------

Net income                                        $     95,326     $     82,281
                                                  ============     ============

Earnings per common share                         $     0.0128     $     0.0121


<PAGE>
<TABLE>
<CAPTION>

                     Electrocon International, Inc. and subsidiares
                      Consolidated Balance Sheet (Unaudited) as at
                            (Amounts stated in U.S. Dollars)

                                                                6/30/99         6/30/98
                                                                -------         -------
Assets
Current Assets
<S>                                                          <C>             <C>
     Cash and cash equivalents                               $  3,752,156    $  4,118,836
     Accounts receivable
     - Trade                                                    3,925,590       4,355,488
     - Affiliated company                                         255,517         165,610
     - Others                                                     224,317         105,301
     Inventories                                                2,550,531       3,046,796
     Prepaid expenses and deposits                                125,165          94,744
                                                             ------------    ------------
Total current assets                                         $ 10,833,275    $ 11,886,775

Property and Equipment, net                                       594,652         677,936

Intangible assets                                                  98,773            --

Investment in affiliated companies                                  1,973         447,031

Other                                                             338,890          83,846

Total assets                                                 $ 11,867,562    $ 13,095,588
                                                             ============    ============
Liabilities and stockholders' equity
Current liabilities
     Short-term borrowings                                   $  4,739,601    $  1,029,257
     Loan from related company                                    500,000            --
     Accounts payable and accrued expenses
     - Trade                                                    3,747,228       9,380,889
     - Others                                                     196,335          21,706
     Billings in excess of costs on construction contracts        150,061            --
     Amount due to a director                                     277,795          52,241
                                                             ------------    ------------
Total current liabilities                                    $  9,611,021    $ 10,484,093

Deferred tax liability                                             45,472          21,566

Total liabilities                                               9,656,493      10,505,659

Stockholders' equity
     Common stock                                                     746             716
     Additional paid-in capital                                 6,223,997       5,942,627
     Accumulated deficits                                      (3,976,329)     (3,316,070)
     Foreign currency translation                                 (37,344)        (37,344)
                                                             ------------    ------------
Total stockholders' equity                                      2,211,070       2,589,929

Total liabilities and stockholders' equity                   $ 11,867,563    $ 13,095,588
                                                             ============    ============

</TABLE>
<PAGE>

                 Electrocon International, Inc. and subsidiaries
          Business Segment Information (Unaudited) for the period ended
                        (Amounts stated in U.S. dollars)



GEOGRAPHIC SEGMENT

                         Hong Kong         USA            PRC           TOTAL
                         ---------         ---            ---           -----

Net revenues            $ 7,440,499    $      --      $ 2,139,040    $ 9,579,539
Operating income (loss)      64,102           --           78,575        142,677
Total assets            $11,379,459    $     3,799    $   484,304    $11,867,562



INDUSTRIAL SEGMENT
                           Semi-          Golf
                        conductors      equipment        Other          TOTAL
                        ----------      ---------        -----          -----

Net revenues            $ 7,421,206    $ 2,158,333    $      --      $ 9,579,539
Operating income (loss)      38,061        104,616           --          142,677
Total assets            $ 8,696,320    $ 3,167,444    $     3,799    $11,867,562



<PAGE>

                                   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.


                                         ELECTROCON INTERNATIONAL INC.
                                                 (Registrant)



Date: September 1, 1999                  By: /s/ Henry F. Schlueter
      -----------------                  --------------------------
                                         Henry F. Schlueter, Assistant Secretary



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