UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-QSB
(X) QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarter ended January 31, 2000
( ) TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission File No. 0-17500
VERSUS TECHNOLOGY, INC.
(Name of Small Business Issuer in its charter)
Delaware 22-2283745
(State of Incorporation) (I. R. S. Employer Identification Number)
2600 Miller Creek Road, Traverse City, Michigan 49684
(Address of principal executive offices) (Zip Code)
Registrant's telephone number: (231) 946-5868
Check whether the issuer (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the past twelve 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 February 24, 2000 the issuer had outstanding 38,537,921
shares of common stock, par value $.01 per share.
Transitional small business disclosure format: Yes ( ) No ( X )
VERSUS TECHNOLOGY, INC.
Index to Form 10-QSB
PART I FINANCIAL INFORMATION PAGE
Item 1 Financial Statements
Consolidated Balance Sheets as of January 31, 2000
(Unaudited) and October 31, 1999 3
Consolidated Statements of Operations for the three
months ended January 31, 2000 and 1999 (Unaudited) 5
Consolidated Statements of Cash Flows for the three
months ended January 31, 2000 and 1999 (Unaudited) 6
Notes to Consolidated Financial Statements 8
Item 2 Management's Discussion and Analysis of Financial
Condition and Results of Operations 10
PART II OTHER INFORMATION
Item 2 Changes in Securities and Use of Proceeds 13
Item 6 Exhibits and Reports on Form 8-K 14
Signatures 15
VERSUS TECHNOLOGY, INC.
Consolidated Balance Sheets
(Unaudited)
January 31, October 31,
2000 1999
------------- -------------
Assets
Current Assets
Cash and cash equivalents $ 1,609,000 $ 2,395,000
Accounts receivable, net of
allowance for doubtful
accounts of $37,000 and
$28,000 724,000 564,000
Inventories - purchased parts
and assemblies 431,000 402,000
Prepaid expenses and other
assets 104,000 98,000
------------- -------------
Total Current Assets 2,868,000 3,459,000
------------- -------------
Property and Equipment, net
of accumulated depreciation
of $284,000 and $259,000 538,000 450,000
Software Development Costs,
net of accumulated
amortization of $256,000 and
$238,000 344,000 362,000
Goodwill, net of accumulated
amortization of $533,000 and
$494,000 1,806,000 1,845,000
Patents and Other Intangible
Assets, net of accumulated
amortization of $823,000
and $769,000 1,167,000 1,221,000
Deferred Financing Costs, net
of accumulated amortization
of $16,000 and $11,000 92,000 97,000
------------- -------------
$ 6,815,000 $ 7,434,000
============= =============
Liabilities and Shareholders'
Equity
Current Liabilities
Accounts payable $ 379,000 $ 500,000
Accrued expenses 192,000 204,000
Deferred revenue-customer
advance payments 43,000 49,000
------------- -------------
Total Current Liabilities 614,000 753,000
Long-Term Debt 3,000,000 3,000,000
------------- -------------
Total Liabilities 3,614,000 3,753,000
Shareholders' Equity
Common stock, $.01 par value;
75,000,000 and 50,000,000
shares authorized; 38,537,921
and 38,510,671 shares issued
and outstanding 385,000 385,000
Additional paid-in capital 33,385,000 33,367,000
Accumulated deficit (30,510,000) (29,990,000)
Unearned compensation ( 59,000) ( 81,000)
------------- -------------
Total Shareholders' Equity 3,201,000 3,681,000
$ 6,815,000 $ 7,434,000
============= =============
See accompanying notes to consolidated financial statements.
VERSUS TECHNOLOGY, INC.
Consolidated Statement of Operations
(Unaudited)
Three Months Ended January 31,
2000 1999
------------- -------------
Revenues $ 739,000 $ 924,000
Operating Expenses
Cost of revenues 410,000 357,000
Research and development 151,000 169,000
Sales and marketing 372,000 322,000
General and administrative 289,000 313,000
------------- -------------
1,222,000 1,161,000
------------- -------------
Loss From Operations ( 483,000) ( 237,000)
------------- -------------
Other Income (Expense)
Interest income 30,000 6,000
Interest expense ( 66,000) -
Other (net) ( 1,000) -
------------- -------------
( 37,000) 6,000
------------- -------------
Net Loss $( 520,000) $( 231,000)
============= =============
Basic and Diluted Net Loss
Per Share $( .01) $( .01)
============= =============
See accompanying notes to consolidated financial statements.
VERSUS TECHNOLOGY, INC.
Consolidated Statements of Cash Flow
(Unaudited)
Three Months Ended January 31,
2000 1999
------------- -------------
Operating activities:
Net Loss $( 520,000) $( 231,000)
Adjustments to reconcile
net loss to net cash used
in operating activities:
Depreciation 25,000 21,000
Amortization of intangibles 116,000 111,000
Restricted stock
compensation 8,000 32,000
Directors' compensation 8,000 30,000
Changes in operating
assets and liabilities:
Accounts receivable, net ( 160,000) 9,000
Inventories ( 29,000) ( 39,000)
Prepaid expenses and other
current assets 18,000 4,000
Accounts payable ( 121,000) ( 87,000)
Accrued expenses ( 12,000) ( 41,000)
Deferred revenues-customer
advance payments ( 6,000) ( 17,000)
------------- -------------
Net cash used in operating
Activities ( 673,000) ( 208,000)
------------- -------------
Investing activities:
Additions to property and
equipment ( 113,000) ( 2,000)
------------- -------------
Financing activities:
Payments on note payable - ( 30,000)
Sale of common stock - 1,000
------------- -------------
Net cash provided by (used in)
financing activities - ( 29,000)
------------- -------------
Net Increase (Decrease) in
cash and cash equivalents ( 786,000) ( 239,000)
------------- -------------
Cash and cash equivalents,
at the beginning of period 2,395,000 698,000
------------- -------------
Cash and cash equivalents,
at the end of period $ 1,609,000 $ 459,000
============= =============
Supplemental Cash Flow
Information
Cash paid during the period
for interest $ 62,000 $ -
============= =============
See accompanying notes to consolidated financial statements.
During the three months ended January 31, 2000:
Versus issued 4,000 shares of additional non-vested Employee
Incentive Restricted Stock and repurchased 26,750 shares of
similar stock from terminated employees, all at par value,
pursuant to the 1996 Incentive Restricted Stock Bonus Plan.
During the same period in fiscal 1999, 152,950 shares were issued
and 8,075 shares were repurchased. Unearned compensation of $400
and $ 44,000 was recorded for the stock issued and unearned
compensation of $14,100 and $12,000 related to the repurchased
shares was cancelled during the three months ended January 31,
2000 and 1999 respectively.
On November 4, 1999 Versus issued 50,000 shares of common stock
to an independent sales agent as prepaid commission. The shares
were valued at $0.50 per share for accounting purposes and
$25,000 was recorded as prepaid commission which will be charged
to expense as commissions are earned by this agent.
VERSUS TECHNOLOGY, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
January 31, 2000 (Unaudited)
Note 1 Basis of Presentation
The accompanying unaudited consolidated financial statements,
which are for interim periods, do not include all disclosures
provided in the annual consolidated financial statements. They
should be read in conjunction with the consolidated financial
statements and the footnotes thereto of Versus Technology, Inc.
and subsidiary (Versus) contained in the Annual Report on Form
10-KSB for the fiscal year ended October 31, 1999, as filed with
the Securities and Exchange Commission. The October 31, 1999
consolidated balance sheet contained herein was derived from
audited consolidated financial statements, but does not include
all disclosures required by generally accepted accounting
principles as found in Versus' Annual Report on Form 10-KSB
referenced above.
In the opinion of management, the accompanying unaudited
consolidated financial statements include all adjustments,
consisting only of normal recurring adjustments, necessary to
present fairly the financial position as of January 31, 2000, the
results of operations for the three months ended January 31, 2000
and 1999 and cash flows for the three months ended January 31,
2000 and 1999. The results of operations for the three months
ended January 31, 2000 are not necessarily indicative of the
results to be expected for the full year.
Certain reclassifications have been made to 1999 balances to
conform to classifications used in 2000.
Note 2 Principles of Consolidation
The consolidated financial statements include the accounts of
Versus and Olmsted Engineering Co., its wholly owned subsidiary.
Upon consolidation, all significant intercompany accounts and
transactions are eliminated.
Note 3 Basic and Diluted Earnings (Loss) Per Share
Basic earnings per share is computed based on the weighted average
number of common shares outstanding, excluding contingently
issuable shares (such as outstanding restricted stock bonus plan
shares). Diluted earnings per share is computed based on the
weighted average number of common shares outstanding plus the
effects of outstanding options, warrants, convertible securities
and contingently issuable shares. Versus has not included the
effects of outstanding options, warrants and contingently issuable
shares in the calculation of diluted earnings per share because
they are anti-dilutive. The resulting weighted average number of
shares outstanding for the three months ended January 31, 2000 and
1999 are 38,163,299 and 38,030,179, respectively, for both basic
and diluted earnings per share computations.
Note 4 Shareholders' Equity
Authorized Common and Preferred Shares
During 1999, shareholders approved an amendment to Versus'
certificate of incorporation to effect a 1-for-10 reverse stock
split. No action has been taken with respect to the reverse split
to date.
Stock Issuances
On November 4, 1999 Versus issued 50,000 shares of common stock
to an independent sales agent as prepaid commission. These
shares are not registered and may not be sold except pursuant to
an effective registration, or pursuant to a duly available
exemption from such registration requirements. Versus also
issued the independent sales agent a non-transferable option to
require Versus to repurchase the shares on May 1, 2000 for $0.50
per share, provided the Independent Sales Agent Agreement is in
full force and the independent sales agent is not in default of
the agreement.
Restricted Stock Bonus Plan
During the three months ended January 31, 2000, Versus issued an
additional 4,000 and re-purchased 26,750 shares of Versus' common
stock issued pursuant to the 1996 Employee Incentive Restricted
Stock Bonus Plan. Net earned compensation for the three months
ended January 31, 2000 amounted to $8,000.
Note 5 Related Party Transactions
Versus' and Olmsted's principal operating facilities are leased
from an entity beneficially owned by Versus' President and CEO.
Rent expense for the three months ended January 31, 2000 and 1999
amounted to $31,000 and $30,000, respectively.
Note 6 Business Segment Information
As disclosed in Versus' Annual Report on Form 10-KSB for the year
ended October 31, 1999, Versus adopted Statement of Financial
Accounting Standards (SFAS) No. 131, "Disclosures about Segments
of an Enterprise and Related Information" during 1999. The
accounting policies of the reportable segments are the same as
those followed for consolidated reporting purposes, except that
only direct costs are included in the computation of segment
gross margin for purposes of evaluating segment performance
(i.e., indirect costs, such as manufacturing overhead and
depreciation and amortization, are excluded from this segment
gross margin computation).
Interim segment information is a follows:
Three months ended January 31,
2000 1999
------------- -------------
Revenues
Data collection and processing $ 609,000 $ 767,000
Systems design and engineering 130,000 157,000
------------- -------------
Consolidated total revenues $ 739,000 $ 924,000
------------- -------------
Cost of Revenues
Data collection and processing $( 211,000) $( 166,000)
Systems design and engineering ( 81,000) ( 87,000)
------------- -------------
Total segment cost of revenues ( 292,000) ( 253,000)
Indirect costs
Depreciation and amortization ( 78,000) ( 76,000)
Lease expense ( 8,000) ( 8,000)
Insurance expense ( 6,000) ( 5,000)
Warranty expense ( 5,000) ( 5,000)
Other ( 21,000) ( 10,000)
------------- -------------
Consolidated total cost of revenues $( 410,000) $( 357,000)
============= =============
Segment Gross Margin
Data collection and processing $ 398,000 $ 601,000
Systems design and engineering 49,000 70,000
------------- -------------
Total segment gross margin $ 447,000 $ 671,000
============= =============
Item 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Company Profile
Versus Technology, Inc. and its wholly owned subsidiary, Olmsted
Engineering Co. operate in two business segments:
* data collection and processing (referred to as the IR segment)
* systems design and engineering (referred to as the
CAD/CAM segment).
Versus' operations are located in Traverse City, Michigan.
Versus develops innovative products used for process improvement
in the healthcare, security, government and corporate markets.
Versus' core technology makes locating systems more precise,
security systems more intelligent, data collection routines
automatic and asset management systems more efficient. Versus'
products can be integrated into existing control systems such as
nurse call systems and portal detection systems or utilized in
stand alone locating systems such as Versus' own Versus
Information System (VIS).
Systems currently using Versus' proprietary technology are
installed in hospitals, corporate facilities, government
facilities and other complexes. By monitoring the precise
location of personnel or equipment and automatically recording
events associated with their locations, Versus' technology makes
possible the automatic and accurate collection of essential
management information. Versus' technology provides real-time
asset and staff locating, automatic data collection,
access/egress control and two-way communication capabilities.
Versus' systems and components are distributed primarily through
an expanding international network of resellers who market the
Versus products as enhancements to their existing line of goods.
Versus also integrates its technology with the OEM products of
its resellers. In addition to the reseller network, Versus is
also represented in Canada by an independent sales agent.
During the first quarter of 2000, Versus focused its sales
efforts on further development of its reseller channel and the
required infrastructure to ensure its continued growth. On
January 13, 2000, Versus announced its entry into the security
products market and the addition of a 30-year security industry
expert to Versus' sales team to provide the necessary expertise
to grow its security product sales aggressively. Research and
development efforts were directed at the ASIC chip and security
products that will be introduced at the ISC West show in Las
Vegas Nevada (March 14 - 16, 2000).
The following discussion and analysis focuses on the significant
factors which affected Versus' consolidated financial statements
during the first quarter of 2000, with comparisons to the first
quarter of 1999 where appropriate. It also discusses Versus'
liquidity and capital resources. The discussion should be read
in conjunction with the consolidated financial statements and
related notes included elsewhere in this Form 10-QSB.
Results of Operations
Three Months Ended January 31, 2000 and 1999:
First quarter 2000 revenues were $739,000 or 20% lower than the
first quarter 1999 level of $924,000. IR revenues of $609,000
were 21% below the same period 1999 level of $767,000. 1999
first quarter revenues included $488,000 from the now expired
Marquette Medical Systems agreement. After factoring out
revenues from this non-recurring source, the actual IR revenue
increase for 2000 is 118%. The reseller channel generated 42% of
the first quarter 2000 revenues. The balance was generated from
direct sales efforts. CAD/CAM revenues were $130,000 or 17%
below the $157,000 revenues generated for the same three-month
period in 1999. The largest decreases in CAD/CAM revenues
occurred in third party and training revenues. Sales of Versus'
proprietary ACU*CARV(r) software were up 17% over the prior year
level.
Cost of revenues as a percentage of revenues in the first quarter
of 2000 increased to 55% from 39% for the same quarter in 1999.
1999 included higher margin sales to Marquette. If the impact of
these higher margin sales is removed from the comparison, 1999
cost of revenues as a percentage of revenues would have been 69%.
Comparing the adjusted 1999 level of 69% to the 55% cost of
revenues as a percentage of revenues attained in 2000
demonstrates the marked improvement in component costs.
Research and development expenses were 11% lower ($151,000 in
2000 compared to $169,000 in 1999) than the three months ended
January 31, 1999. First quarter 1999 expenses included $20,000
for DataBand(tm) prototype wristband preparation.
Sales and marketing expenses for the first quarter of 2000
increased to $372,000 or 16% higher than the $322,000 expended
during the three months ended January 31, 1999. Expenses for the
first three months of 2000 include higher staff costs and sales
agent fees that were not in place in 1999. Expenses for 1999
included a one time recruiting fee.
General and administrative expenses of $289,000 were 8% below the
$313,000 level for the three months ended January 31, 1999.
Increased professional fees were offset by lower director and
shareholder expenses and directors and officers insurance.
Interest income increased $24,000 due to higher cash balances
resulting from the debenture placements in 1999. Interest
expense, also attributable to the debentures, was $66,000 in 2000
compared to no expense in 1999.
Liquidity and Capital Resources
As of January 31, 2000 cash on hand was $1,609,000. During the
three months ended January 31, 2000, Versus relied on cash
proceeds generated from a private placement of Prime Rate Secured
Convertible Debentures completed in 1999. The total decrease in
cash was $786,000 compared to $239,000 in the same period in
1999. Lower revenues and higher cost of revenues accounted for
$238,000 of the difference between the year-over-year cash
decrease while cash paid for interest accounted for another
$62,000. Increased receivables, which account for $169,000 of
the increase in cash consumed as compared to the prior year,
reflect sales to government agencies which typically follow a
longer payment cycle. Other longer term receivables are the
result of special terms allowed on new product reference sites.
Accounts payable decreased $121,000 during the first quarter due
largely to payment of a single vendor which had been accrued but
not invoiced to Versus as of October 31, 1999. Versus invested
$113,000 in capital assets during the first quarter of 2000
compared to $2,000 in the prior year. Of the total increase,
$74,000 was for the ASIC chip, $15,000 for computer equipment
($12,000 for software and $3,000 for hardware) and $23,000 for
machinery and equipment (component tooling). During the first
quarter of 1999 $30,000 of notes payable was retired.
Versus believes the combination of cash balances remaining from
the 1999 private placement of debentures and cash expected to be
generated during fiscal 2000 from revenues will be sufficient to
meet projected cash needs for operations and new product
developments over the next nine months.
Year 2000 Readiness Disclosure
Versus experienced no Y2K problems with the arrival of January 1,
2000, has not experienced any since then and does not anticipate
any future material problems related to Y2K.
SAFE HARBOR PROVISION
This document may contain forward-looking statements relating to
future events, such as the development of new products, the
commencement of production or the future financial performance of
the Company. These statements fall within the meaning of
forward-looking information as defined in the Private Securities
Litigation Reform Act of 1995. These statements are subject to a
number of important risks and uncertainties that could cause
actual results to differ materially including, but not limited
to, economic, competitive, governmental and technological factors
affecting the Company's markets and market growth rates, products
and their rate of commercialization, services, prices and
adequacy of financing and other factors described in the
Company's most recent annual report on Form 10-KSB filed with the
Securities and Exchange Commission, which can be reviewed at
http://www.sec.gov. The Company undertakes no obligation to
update, amend or clarify forward-looking statements, whether as a
result of new information, future events or otherwise.
PART II OTHER INFORMATION
Item 2 Changes in Securities and Use of Proceeds
(c) On December 17, 1999, the Board of Directors approved the
sale of 4,000 shares of Versus common stock to an employee under
the 1996 Incentive Restricted Stock Bonus Plan (the "Plan") at a
price of $.01 per share. Under the Plan, if, on or before three
years from the date the shares were issued, the employment of the
employee by Versus terminates, the employee must resell all or a
percentage of the shares transferred to Versus for $0.01 per
share. This sale was made pursuant to the exemption afforded by
Section 4(2) - Transactions by an issuer not involving a public
offering.
On November 15, 1999, the Board of Directors awarded incentive
stock options to purchase 436,000 shares of Versus' common stock
to its employees under the 1999 Employee Incentive Stock Option
Plan. The options vest over a five-year period and are
exercisable for ten years from the date of the grant at $0.117
per share, which was the then current fair market value. These
awards were made pursuant to the exemption afforded by Section
4(2) - Transactions by an issuer not involving a public offering.
Included in the group of employees to whom these options were
granted were the following officers with the number of shares for
which the option was granted:
Andrea Beadle Corporate Secretary 35,000 shares
Robert Butler Chief Accounting Officer 35,000 shares
Henry Tenarvitz Chief Operating Officer 75,000 shares
On December 27, 1999, the Board of Directors awarded an incentive
stock option to purchase 100,000 shares of Versus' common stock
as a hiring bonus to the recently hired Director of Sales -
Security Division. This award was made pursuant to the 1999
Employee Incentive Stock Option Plan. The options vest over a
five-year period and are exercisable for 10 years from the date
of the grant at $0.132 per share, which was the then current fair
market value. This award was made pursuant to the exemption
afforded by section 4(2) - Transactions by an issuer not
involving a public offering.
Item 6 Exhibits and Reports on Form 8-K
Exhibit 27 - Financial Data Schedule
Exhibit 99 (a) Versus Technology to Unveil Asset Tracking Solution
at ISC West.
Exhibit 99 (b) Eagle(tm) to Launch at Industry Trade Show.
Exhibit 99 (c) Checkpoint ACPG to Offer Eagle Eye(tm) Asset
Tracking Through Dealer Channel.
There were no reports on Form 8-K during the three months ended
January 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,
thereunto duly authorized.
VERSUS TECHNOLOGY, INC.
By: /s/ Robert Butler By: /s/ Gary T. Gaisser
-------------------- --------------------
Robert Butler Gary T. Gaisser
Controller and Chief President and Chief
Accounting Officer Executive Officer
(Principal Accounting (Principal Executive
Officer) Officer)
Dated: March 13, 2000
Exhibit 99(a)
Press Release
VERSUS TECHNOLOGY TO UNVEIL
ASSET TRACKING SOLUTION AT ISC WEST
Eagle Eye(tm) to Launch at Industry Trade Show
Traverse City, Michigan March 8, 2000 -- Versus Technology, Inc.
(OTC BB: VSTI) announced it will unveil the Eagle Eye(tm) asset
tracking solution at the International Security Conference (ISC)
in Las Vegas, March 14, 15 & 16. The full line of Versus products
will be offered to end users via security industry "System
Integration Dealers."
"We are very excited about this offering," said John Hunepohl,
Director of Sales, Security Products Division. "Our open
architecture design allows the customer to add Eagle Eye(tm)
asset tracking to existing access control systems. As a result,
we bring a feasible and cost-effective asset tracking solution
to the table immediately." In addition to a seamless integration
with access control systems, Eagle Eye's(tm) open architecture
design allows the customer to use many industry standard asset
tags and readers. "Other manufacturers are offering solutions
that embrace a specific RFID tag, but we feel the customer should
have the opportunity to choose from all vendors," said Hunepohl.
"While one tag may be the best solution for identifying laptops,
a different one may be required for file folders. With Eagle Eye(tm),
the customer can track both items with a single system."
"RFID and Asset Tracking are hot topics in today's business world,
especially tracking laptop computers," said Gary Gaisser, CEO of Versus.
"While the value of losing a laptop is significant, the loss of the
proprietary information on that laptop is of primary concern. Eagle
Eye(tm) reduces the opportunity of theft-related loss."
In addition to seeing the Eagle Eye(tm) Asset Tracking solution at
ISC West, security dealers will be given the opportunity to view the
Versus Information System (VIS) locating system that uses Versus'
active Infrared (IR) tags. "This is our opportunity to introduce
Versus Technology, Inc. to the security industry," said Hunepohl.
Versus also announced that at the ISC West show on Wednesday, March 15,
John Hunepohl will join a panel of experts for the "Asset Tracking and
Access Control RFID Technology and Applications Forum" (Seminar 113).
Hunepohl and other speakers will present views on the latest technology
advancements in the use of RFID techniques that will allow end users
to track the movements of valuable corporate assets. The discussion
will include passive and active transponders, hand-held, fixed and
portal-type readers and related software applications. The panel will
also explore how RFID techniques will link assets to cardholders and
how it can be fully integrated into access control/security systems.
The session is from 3:00 PM to 4:50 PM on Wednesday, March 15. ISC West
is being held at the Las Vegas Convention Center.
Versus Technology, Inc. (http://www.versustech.com) (Versus) is a
developer of leading-edge technology used for process improvement
in the healthcare, security, government and corporate markets.
Versus' core technology makes locating systems more precise, security
systems more intelligent, data collection routines automatic and asset
management systems more efficient. Versus' systems, which are
currently installed in hospitals, corporate facilities, government
facilities and other complexes, permit the automatic and accurate
registry of essential management and business information. By
monitoring the precise location of personnel or equipment and
automatically recording events associated with their locations, the
systems offer real-time asset and staff locating, automatic data
collection, access/egress control and two-way communication
capabilities. Versus' proprietary locating systems are sold primarily
through an expanding international network of resellers who market
Versus' products as enhancements to their existing product lines.
In addition to the reseller network, Versus is also represented in
Canada by an independent sales agent.
Safe Harbor Provision
This document may contain forward-looking statements relating to future
events, such as the development of new products, the commencement of
production or the future financial performance of the Company. These
statements fall within the meaning of forward-looking information as
defined in the Private Securities Litigation Reform Act of 1995.
These statements are subject to a number of important risks and
uncertainties that could cause actual results to differ materially
including, but not limited to, economic, competitive, governmental and
technological factors affecting the Company's markets and market growth
rates, products and their rate of commercialization, services, prices
and adequacy of financing and other factors described in the Company's
most recent annual report on Form 10-KSB filed with the Securities and
Exchange Commission, which can be reviewed at http://www.sec.gov. The
Company undertakes no obligation to update, amend or clarify
forward-looking statements, whether because of new information, future
events or otherwise.
Exhibit 99 (b)
Press Release
VERSUS TECHNOLOGY TO UNVEIL
ASSET TRACKING SOLUTION AT ISC WEST
Eagle Eye(tm) to Launch at Industry Trade Show
Traverse City, Mich., March 10, 2000 -- Versus Technology, Inc.
(OTC BB: VSTI) announced it will unveil the Eagle Eye(tm) asset tracking
solution at the International Security Conference (ISC) in Las Vegas,
March 14, 15 and 16. The full line of Versus products will be offered
to end users via security industry "System Integration Dealers."
"We are very excited about this offering," said John Hunepohl, Director
of Sales, Security Products Division. "Our open architecture design
allows the customer to add Eagle Eye(tm) asset tracking to existing
access control systems. As a result, we bring a feasible and cost-
effective asset tracking solution to the table immediately." In addition
to a seamless integration with access control systems, Eagle Eye's(tm)
open architecture design allows the customer to use many industry standard
asset tags and readers. "Other manufacturers are offering solutions that
embrace a specific RFID tag, but we feel the customer should have the
opportunity to choose from all vendors," said Hunepohl. "While one tag
may be the best solution for identifying laptops, a different one may be
required for file folders. With Eagle Eye(tm), the customer can track
both items with a single system."
"RFID and Asset Tracking are hot topics in today's business world,
especially tracking laptop computers," said Gary Gaisser, CEO of Versus.
"While the value of losing a laptop is significant, the loss of the
proprietary information on that laptop is of primary concern. Eagle
Eye(tm) reduces the opportunity of theft-related loss."
In addition to seeing the Eagle Eye(tm) Asset Tracking solution at ISC
West,security dealers will be given the opportunity to view the Versus
Information System (VIS) locating system that uses Versus' active
Infrared (IR) tags. "This is our opportunity to introduce Versus
Technology, Inc. to the security industry," said Hunepohl.
Versus also announced that at the ISC West show on Wednesday, March 15,
John Hunepohl will join a panel of experts for the "Asset Tracking and
Access Control RFID Technology and Applications Forum" (Seminar 113).
Hunepohl and other speakers will present views on the latest technology
advancements in the use of RFID techniques that will allow end users to
track the movements of valuable corporate assets. The discussion will
include passive and active transponders, hand-held, fixed and portal-
type readers and related software applications. The panel will also
explore how RFID techniques will link assets to cardholders and how it
can be fully integrated into access control/security systems. The
session is from 3 to4:50 PM on Wednesday, March 15. ISC West is being
held at the Las Vegas Convention Center.
Versus Technology, Inc. (http://www.versustech.com) (Versus) is a
developer of leading-edge technology used for process improvement in
the healthcare, security, government and corporate markets. Versus'
core technology makes locating systems more precise, security systems
more intelligent, data collection routines automatic and asset
management systems more efficient. Versus' systems, which are currently
installed in hospitals, corporate facilities, government facilities and
other complexes, permit the automatic and accurate registry of essential
management and business information. By monitoring the precise location
of personnel or equipment and automatically recording events associated
with their locations, the systems offer real-time asset and staff
locating, automatic data collection, access/egress control and two-way
communication capabilities. Versus' proprietary locating systems are
sold primarily through an expanding international network of resellers
who market Versus' products as enhancements to their existing product
lines. In addition to the reseller network, Versus is also represented
in Canada by an independent sales agent.
Safe Harbor Provision
This document may contain forward-looking statements relating to future
events, such as the development of new products, the commencement of
production or the future financial performance of the Company. These
statements fall within the meaning of forward-looking information as
defined in the Private Securities Litigation Reform Act of 1995. These
statements are subject to a number of important risks and uncertainties
that could cause actual results to differ materially including, but not
limited to, economic, competitive, governmental and technological
factors affecting the Company's markets and market growth rates, products
and their rate of commercialization, services, prices and adequacy of
financing and other factors described in the Company's most recent annual
report on Form 10-KSB filed with the Securities and Exchange Commission,
which can be reviewed at http://www.sec.gov. The Company undertakes no
obligation to update, amend or clarify forward-looking statements, whether
because of new information, future events or otherwise.
Exhibit 99 (c)
Press Release
VERSUS AND CHECKPOINT INK DEAL
Checkpoint ACPG to Offer Eagle Eye(tm) Asset Tracking
Through Dealer Channel
Traverse City, Mich., March 13, 2000 -- Versus Technology, Inc.
(OTC BB: VSTI) announced it has reached an agreement that allows
Checkpoint Systems, Inc., to offer the entire VIS product line,
including Eagle Eye(tm) Asset Tracking, to Checkpoint's dealer network.
The agreement gives Checkpoint's Access Control Products Group dealers
immediate access to an asset tracking solution.
Checkpoint has a marketing force of more than 150 independent access
control dealers and system integrators nationwide. "The timing of this
agreement is fortuitous, coming on the eve of the industry's ISC West
show in Las Vegas," said Joe Janick, National Sales Manager for
Checkpoint Systems ACPG. "It allows us to introduce Versus and Eagle
Eye(tm) to the majority of our dealers in a single setting."
"We are pleased to be associated with a company of Checkpoint's stature,
"said John Hunepohl, Director of Security Product Sales at Versus.
"They have more than 30 years of RF experience, an installed RF base of
350,000 systems worldwide, manufacturing capacity of five billion tags
per year, and an international sales, service, and support network.
Similar to Versus, Checkpoint also uses open architecture software for
easy integration of their products with existing systems."
"We will work closely with Checkpoint to integrate their Performa RFID
asset tags and readers with the Eagle Eye(tm) asset management solution,
"said Henry Tenarvitz, Chief Operating Officer of Versus. "That
development work is in progress and will continue following the ISC
West show. Combining Versus' patented technology and Checkpoint's RFID
technology into Eagle Eye(tm) will benefit both companies and establish
the Eagle Eye(tm) solution as the truly open architecture of choice for
the end user." Checkpoint's Performa system, released in February 1999,
uses paper-thin RFID labels attached to files or other items to enable
non line-of-sight identification. The Eagle Eye(tm) system, to be
launched at the ISC West show (March 14-16, 2000), associates asset
protection rights with specific badge wearers to determine whether an
asset such as a file is being moved by an appropriately authorized
individual.
"As a world leader in the engineering and production of low-cost RF
circuitry and long-range RF antennas, Checkpoint brings a superior level
of expertise and unsurpassed manufacturing resources to companies who
seek to develop new RFID applications for the commercial and industrial
marketplace," said Gary Gaisser, President and CEO of Versus. "Versus
is pleased to do business with them."
Versus Technology, Inc. (http://www.versustech.com) (Versus) is a
developer of leading-edge technology used for process improvement in the
healthcare, security, government and corporate markets. Versus' core
technology makes locating systems more precise, security systems more
intelligent, data collection routines automatic and asset management
systems more efficient. Versus' systems, which are currently installed
in hospitals, corporate facilities, government facilities and other
complexes, permit the automatic and accurate registry of essential
management and business information. By monitoring the precise location
of personnel or equipment and automatically recording events associated
with their locations, the systems offer real-time asset and staff
locating, automatic data collection, access/egress control and two-way
communication capabilities. Versus' proprietary locating systems are
sold primarily through an expanding international network of resellers
who market Versus' products as enhancements to their existing product
lines. In addition to the reseller network, Versus is also represented
in Canada by an independent sales agent.
Safe Harbor Provision
This document may contain forward-looking statements relating to future
events, such as the development of new products, the commencement of
production or the future financial performance of the Company. These
statements fall within the meaning of forward-looking information as
defined in the Private Securities Litigation Reform Act of 1995. These
statements are subject to a number of important risks and uncertainties
that could cause actual results to differ materially including, but not
limited to, economic, competitive, governmental and technological factors
affecting the Company's markets and market growth rates, products and
their rate of commercialization, services, prices and adequacy of
financing and other factors described in the Company's most recent annual
report on Form 10-KSB filed with the Securities and Exchange Commission,
which can be reviewed at http://www.sec.gov. The Company undertakes no
obligation to update, amend or clarify forward-looking statements,
whether because of new information, future events or otherwise
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