<PAGE> 1
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(MARK ONE)
[X] QUARTERLY REPORT PURSUANT SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1999
[ ] TRANSITION REPORT PURSUANT SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Commission file number 0-17756
CONSULIER ENGINEERING, INC.
- --------------------------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
FLORIDA 59-2556878
------------------------------ -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
169 TEQUESTA DRIVE - SUITE 31E, TEQUESTA, FL 33469
- --------------------------------------------------------------------------------
(Address of principal executive offices)
(561) 745-9149
- --------------------------------------------------------------------------------
(Issuer's telephone number)
- --------------------------------------------------------------------------------
Former name, former address and former fiscal year, if
changed since last report
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. Yes X No
--- ---
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:
AS OF MAY 10, 1999, THERE WERE 4,888,918 OUTSTANDING SHARES OF COMMON STOCK, PAR
VALUE $0.01 PER SHARE.
1
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CONSULIER ENGINEERING, INC. AND SUBSIDIARIES
INDEX
PART I. FINANCIAL INFORMATION
Page
----
Item 1. Financial Statements
Consolidated Balance Sheets at
March 31, 1999 (Unaudited)
and December 31, 1998 ............................... 3
Consolidated Statements of Income at
three month periods ended March 31, 1999
and 1998 (Unaudited) ................................ 4
Consolidated Statements of Cash Flows at
three month periods ended March 31,1999
and 1998 (Unaudited) ................................ 5
Notes to Consolidated Financial
Statements (Unaudited) .............................. 6
Item 2. Management's Discussion and Analysis or
Plan of Operation .......................... 10
PART II. OTHER INFORMATION
Item 1. Legal Proceedings ................................... 16
Item 2. Changes in Securities ............................... 16
Item 3. Defaults upon Senior Securities ..................... 16
Item 4. Submission of Matters to a Vote of Security
Holders .................................... 16
Item 5. Other Information ................................... 16
Item 6. Exhibits and Reports on Form 8-K .................... 17
SIGNATURES ................................................... 18
2
<PAGE> 3
CONSULIER ENGINEERING, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
March 31, December 31,
1999 1998
------------ -----------
<S> <C> <C>
ASSETS
- -----------------------------------------
CURRENT:
Cash $ 396,954 $ 265,952
Receivables, net (Note 2) 633,477 516,197
Receivables - related parties (Note 11(a)) 987,323 964,875
Inventories (Notes 1 and 3) 1,320,282 1,305,500
Other current assets 14,746 11,746
------------ -----------
TOTAL CURRENT ASSETS 3,352,782 3,064,270
Property and equipment, net (Notes 1 and 4) 2,190,549 2,142,388
Limited partnership interests (Notes 1 and 5) 2,314,215 2,337,073
Notes receivable - related parties (Note 11(c)) 2,172,355 2,172,355
Non-current inventory (Notes 1 and 3) 1,440,902 1,440,902
Patents and other assets 58,686 63,443
------------ -----------
$ 11,529,489 $11,220,431
============ ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
- -----------------------------------------
LIABILITIES:
CURRENT :
Accounts payable and accruals $ 343,757 $ 249,232
Income taxes (Notes 1 and 8) 77,223 51,489
Notes payable - banks (Note 6(a)) 2,120,000 1,777,697
Note payable - related parties (Note 6(c)) 545,000 946,278
------------ -----------
TOTAL CURRENT LIABILITIES 3,085,980 3,024,696
Long term debt, less current maturities 145,365 --
Bonds payable (Note 6(b)) 1,275,000 1,275,000
Deferred income taxes (Notes 1 and 8) 14,766 14,766
------------ -----------
TOTAL LIABILITIES 4,521,111 4,314,462
------------ -----------
STOCKHOLDERS' EQUITY: (NOTES 1 AND 9)
Common stock of $.01 par value:
Authorized --- 25,000,000 shares;
Issued --- 5,136,066 shares in 1999 and 1998 51,361 51,361
Additional paid-in capital 2,955,082 2,955,082
Retained earnings 4,470,298 4,367,889
------------ -----------
7,476,741 7,374,332
Less treasury stock at cost - 247,148 shares
in 1999 and 1998 (Note 9(c)) (468,363) (468,363)
------------ -----------
TOTAL STOCKHOLDERS' EQUITY 7,008,378 6,905,969
------------ -----------
$ 11,529,489 $11,220,431
============ ===========
</TABLE>
SEE ACCOMPANYING NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
3
<PAGE> 4
CONSULIER ENGINEERING, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31,
-----------------------------------------
1999 1998
-------------- --------------
<S> <C> <C>
REVENUES:
Net sales $723,071 $636,228
-------------- --------------
OPERATING COSTS AND EXPENSES:
Cost of goods sold 391,110 334,282
Selling, general and administrative 582,453 484,756
Research and development expense 0 36,512
-------------- --------------
973,563 855,550
-------------- --------------
Operating loss (250,492) (219,322)
-------------- --------------
OTHER INCOME (EXPENSE):
Investment income - related party (Note 5) 405,310 250,747
Interest income - related parties 50,498 57,892
Interest expense - other (50,989) (59,640)
Other (expense) income (6,183) (15,540)
-------------- --------------
398,636 264,539
-------------- --------------
Income before income taxes 148,144 45,217
Income taxes (Notes 1 and 8) 45,734 17,015
-------------- --------------
Net income $102,410 $28,202
============== ==============
Basic and diluted earnings per share (Note 13) $0.02 $0.01
============== ==============
</TABLE>
SEE ACCOMPANYING NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
4
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CONSULIER ENGINEERING, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Note 10)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31,
-----------------------------------
1999 1998
------------ ---------------
<S> <C> <C>
OPERATING ACTIVITIES:
Net Income $102,410 $28,202
Adjustments to reconcile net income to net
cash used in operations:
Depreciation 28,830 25,868
Amortization 4,758 6,278
Investment income - related party (405,310) (250,747)
Changes in operating assets and liabilities:
(Increase) decrease in receivables and other current assets (65,385) 175,191
(Increase) in inventories (14,782) (102,585)
Decrease (increase) in patents and other assets 1,757 (136,197)
Increase in accounts payable and accruals 94,525 55,368
Increase (decrease) in income taxes payable 25,734 (2,744)
------------ ---------------
NET CASH USED IN OPERATIONS (227,463) (201,366)
------------ ---------------
INVESTING ACTIVITIES:
Property and equipment additions, net of dispositions (110,579) (236,304)
Distributions from partnership interest 359,796 287,944
Investment in limited partnerships 22,858 (49,092)
Loans to related parties - (190,482)
------------ ---------------
NET CASH PROVIDED INVESTING ACTIVITIES 272,075 (187,934)
------------ ---------------
FINANCING ACTIVITIES:
Net borrowings and repayments of bank and other loans 487,668 (22,215)
Net borrowings, related parties (401,278 640,000)
------------ ---------------
NET CASH PROVIDED BY FINANCING ACTIVITIES 86,390 617,785
------------ ---------------
INCREASE IN CASH 131,002 228,485
CASH, BEGINNING OF YEAR 265,952 7,013
------------ ---------------
CASH, END OF PERIOD $396,954 $235,498
============ ===============
</TABLE>
SEE ACCOMPANYING NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
5
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CONSULIER ENGINEERING, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 1. BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements have been prepared
in accordance with generally accepted accounting principles for interim
financial information and with instructions to Form 10-QSB and Regulation S-B.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
In the opinion of management, all adjustments (which include only normal
recurring adjustments) considered necessary for a fair presentation have been
included. For further information, refer to the consolidated financial
statements and footnotes thereto included in the Company's annual report on Form
10-KSB for the year ended December 31, 1998.
In order to maintain consistency and comparability between periods presented,
certain amounts have been reclassified from the previously reported financial
statements in order to conform with the financial statement presentation of the
current period.
The consolidated financial statements include Consulier Engineering, Inc. (the
"Company") and its wholly-owned subsidiaries, Southeast Automotive Acquisition
Corporation, Consulier Business Services, Inc., and C-6 Products, Inc. All
inter-company balances and transactions have been eliminated.
All per share data and numbers of shares of the Company's common stock, par
value $.01 per share ("common stock") for all periods included in the financial
statements and notes thereto have been adjusted to reflect a two-for-one stock
split in the form of a 100% stock dividend that became effective April 15, 1998.
6
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CONSULIER ENGINEERING, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 2. INVENTORIES
Inventories are stated at the lower of cost, determined on a first-in, first-out
basis, or market. Major classes of inventory are summarized as follows:
March 31, December 31,
1999 1998
---------- ----------
Raw materials $64,345 $169,956
CRA-Z Soap 126,861 156,000
Finished goods 1,173,076 1,023,544
Obsolescence reserve (44,000) (44,000)
---------- ----------
$1,320,282 $1,305,500
========== ==========
Non-Current Inventory $1,440,902 $1,440,902
========== ==========
The non-current portion of inventory consists of $1,440,902 of CRA-Z soap
which the company believes will take longer than one year to sell.
7
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CONSULIER ENGINEERING, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 3. LIMITED PARTNERSHIP INTEREST
The limited partnership interest consists of Consulier's investment in Adams,
Viner & Mosler, Ltd. ("AVM") This investment is accounted for under the equity
method. Following is a summary of the operations of AVM (in thousands):
Three Months Ended
March 31,
1999 1998
----------------------------------
Revenue $ 11,588 $ 9,057
Costs and expenses 4,009 4,466
-------- -------
Net income $ 7,579 $ 4,591
======== =======
Consulier's share of
earnings $ 405 $ 115
Consulier owned approximately 9% of AVM's capital as of March 31, 1999 and 1998.
Based on capital and earnings distributions provided in the partnership
agreement, Consulier was allocated approximately 5% of AVM's earnings at March
31, 1999 and 1998.
8
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CONSULIER ENGINEERING, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 4. EARNINGS PER SHARE
<TABLE>
<CAPTION>
Three Months Ended
March 31,
1999 1998
----------------------------------
<S> <C> <C>
Numerator:
Net income,
Numerator for basic and diluted
Earnings per share $ 102,410 $ 28,202
Denominator:
Denominator for basic Earnings
per share, weighted - average shares 4,888,918 4,876,918
Effect of dilutive securities:
Stock options 12,545 72,282
Warrants -- 15,736
---------- ----------
Dilutive potential common shares 12,545 88,018
Denominator for diluted Earnings
per share, adjusted weight -
average shares 4,901,463 4,964,936
========== ==========
Basic earnings per share .02 .01
Diluted earnings per share .02 .01
</TABLE>
Options to purchase 35,000 shares of common stock at prices ranging from $2.19
to $2.50 per share were not included in the computation of diluted earnings per
share because the options exercise price was greater than the average market
price of the common shares and, therefore, the effect would be antidilutive.
9
<PAGE> 10
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
RESULTS OF OPERATIONS
Consulier Engineering, Inc. ("Consulier") experienced an increase in net income
for the first quarter of 1999. Net income increased $74,208 or 263% to $102,410
from $28,202 in 1998. Revenues increased 14% or $86,843 in the first quarter of
1999 compared to 1997.
Net sales of the Company's Southeast Automotive parts distribution segment
represent 96% of Consulier's net sales. Sales for this segment increased 10% or
$65,863 to $695,824 in 1999 compared to $629,961 in the first quarter of 1998.
Selling, general and administrative expenses were $361,205 in 1999 compared to
$286,155 in 1998, an increase of $75,050. The increase in expenses came
primarily from increased payroll expenditures, advertising and trade show
expenses, and an increase in sales commissions. Other income/expense decreased
$8,611 in the first quarter due to a decrease in interest expense. The
automotive parts distribution segment experienced a loss before taxes of $90,582
in 1999 compared to a loss before taxes of $49,494 in the first quarter of 1998.
In April 1997 Consulier contracted to purchase six patents for tool and ladder
related products. A wholly owned subsidiary was formed, C-6 Products, Inc., to
develop, manufacture, sell and distribute the products. This is the Household
and tool products segment. In the first quarter of 1998 this segment lost
$124,213. The major expenditures were for research and development, marketing
and travel. In the first quarter of 1999 this segment had revenues of $24,786,
Cost-of-Goods-Sold of $16,316 for a Gross Profit of $8,470. Selling, general and
administrative expenses were $132,502 for the quarter resulting in a $124,032
loss for this segment.
Investment income from Consulier's AVM limited partnership interest was $405,310
in 1998, an increase of 62% from 1998 income of $250,747. The first quarter
annualized return on investments was 78% compared to 47% in the first quarter
last year.
YEAR 2000 ISSUES - Consulier is aware of the issues associated with the
programming code in existing computer systems as the millennium (year 2000)
approaches. The "year 2000" problem is pervasive and complex as virtually every
computer operation will be affected in some way by the rollover of the two digit
year
10
<PAGE> 11
value to 00. The issue is whether computer systems will properly recognize date
sensitive information when the year changes to 2000. Systems that do not
properly recognize such information could generate erroneous data or cause a
system to fail.
Consulier initiated a program in 1998 to review all of the computer systems of
Consulier and its subsidiaries in order to determine whether the systems were
year 2000 compliant. This study not only involved identifying any required
modifications or replacement of certain hardware and software maintained by
Consulier, but also receiving assurance from vendors that the appropriate
actions have been taken or are being taken by them to remedy their year 2000
issues for computer systems that the vendors are responsible for maintaining and
that are relied upon by Consulier. The costs associated with this process relate
primarily to salaries and were expensed as incurred. Management believes the
year 2000 problem will not pose significant operational problems for Consulier.
Consulier's computer operational programs were converted to year 2000 compliant
software that use four digits to define the applicable year. Consulier believes
any future costs associated with Year 2000 compliance will be immaterial.
LIQUIDITY AND CAPITAL RESOURCES
At March 31, 1999, Consulier's cash totaled $396,954 as compared to $265,952 at
December 31, 1998. During the quarter, Consulier's cash increased $131,002. The
Company has relied on cash flows from its limited partnership investment in AVM
supplemented, as necessary, by bank borrowings and loans from Chairman of the
Board and CEO Warren B. Mosler to finance working capital and capital
expenditures.
The ability of Consulier to continue to generate cash flow in excess of its
normal operating requirements depends almost entirely on the performance of its
limited partnership investment in AVM. Consulier cannot, with any degree of
assurance, predict whether there will be a continuation of the net return
experienced in the period that the AVM limited partnership interest has been
owned. However, Consulier does not expect that the rate of return will decline
to the point where Consulier has negative cash flow. Furthermore, although AVM
has given Consulier no indication of any intention on its part to redeem the
partnership interest, there can be no assurance that AVM will not do so in the
future. Consulier believes that it may require additional financing to complete
agreements which are currently in place. The timing and amount of Consulier's
additional
11
<PAGE> 12
financing needs will depend, among other things, upon the timing of Tool
Topper(TM) manufacturing and sales.
FUTURE OUTLOOK
Based on AVM's current operations and operating results, Consulier expects
continued returns in 1999 on its limited partnership investment. However, there
is no guarantee that the returns of the past can be maintained.
Consulier's automotive parts wholesale distribution business experienced an
increase in sales in the first quarter of 1999 and management is seeing an
improvement in sales due to the introduction of new product lines. This
business, Southeast Automotive, intends to expand its business through the
development of a wider customer base. At the end of 1998 Southeast had
$1,568,000 of hand cleaner CRA-Z Soap in inventory. A large portion, $1,441,000
of this inventory is classified as non-current because Consulier believes it
will take longer than one year to sell. Southeast's CRA-Z soap retail presence
is slowly growing. The product is now available at Paccar Automotive chain of
152 Al's and Grand Auto auto parts stores. These stores are located throughout
six western states. The Southeast CRA-Z Soap Web Site has generated some brand
recognition. Retail sales from the website have commenced and distributors have
been signed up to sell the product.
In 1997, Consulier entered into a contract for the purchase of six patents for
tools and related products. Several are related to work platform and tool
holding attachments to ladders tentatively being called our Tool Topper(TM) line
of products. The balance of the patents are related to powered hack saws powered
by 110/220 volt AC, pneumatic and battery power sources. A Florida corporation
was established to develop, manufacture, sell and distribute the patented
products. This corporation, C-6 Products, Inc. ("C-6"), is a wholly owned
subsidiary of Consulier.
In August 1998 the Tool Topper(TM) Workstation and related accessories were
launched at the National Hardware Show in Chicago, Illinois. In September 1998,
initial production of 10,000 units was completed. To date, approximately 5,000
units have been sold including sales to several large retail chains, with a
substantial increase expected in 1999. Consulier has the ability to produce
approximately 40,000 units per month.
12
<PAGE> 13
An aggressive sales and marketing effort is planned for the Tool Topper(TM) in
1999. Consulier can now meet the manufacturing volume required by large retail
chains and as a result, meetings have been scheduled with key personnel at
various companies. In addition, the Tool Topper(TM) is scheduled for sale on a
major television shopping channel.
The Tool Topper(TM) will be marketed and sold through attendance at trade shows
during 1999. A cross marketing alliance has also begun between the Tool
Topper(TM) and CRA-Z Soap(TM). Finally, the Tool Topper(TM) web site is being
revamped to allow gathering and support of distributors and retailers in
addition to just selling the product online.
In October 1997, Consulier purchased a minority equity interest in BioSafe
Systems, LLC., a New Jersey limited liability corporation ("BioSafe"). Biosafe
develops and markets environmentally safe products, alternatives to
traditionally toxic pesticides.
Recent public concern over environmental practices and the effect of toxic
chemicals on the environment are producing increasing pressure on agricultural
concerns to limit their use. BioSafe uses peroxigen chemistry as a pesticide,
algaecide and fungicide. Peroxigen chemistry uses the power of free radical
oxidation to kill all forms of micro-organisms that may be pathogenic to plants,
without causing harm to the plant. Peroxigens immediately biodegrade upon
reacting with either micro-organisms or organic material such as soil, into
components of oxygen and water leaving behind no toxic residues.
BioSafe's initial product, ZeroTol(TM), utilizes a formulation using peroxigens
as the principal active ingredients. No other company currently has or has
requested a US EPA registration for the use of peroxigens for these purposes.
BioSafe's federal EPA registration for its ZeroTol(TM) product was received in
1998 permitting its use on ornamental plants and turf applications.
Additionally, the U.S. Patent Office granted a patent for ZeroTol(TM).
BioSafe, based in Glastonbury, CT, completed a profitable year in 1998 with the
introduction of ZeroTol Algaecide / Fungicide to the commercial greenhouse,
nursery and turf industries.
ZeroTol has been well received by professional growers and golf course
superintendents across the country. BioSafe introduced a
13
<PAGE> 14
new class of pesticide chemistry to these markets that utilizes the power of
peroxygen oxidation to "clean" plant tissue of both disease organisms and the
spores that propagate these organisms. ZeroTol is the only product labeled for
Horticulture that is capable of deactivating algae, bacterial and fungal spores
on contact.
BioSafe has developed a well-established national distribution network, serving
the greenhouse and nursery marketplace. In additional, BioSafe has established
distribution in Central and South America. Product registrations have been
secured in Costa Rica, Colombia and Ecuador.
BioSafe will be introducing two new products in 1999 to both the horticultural
industry as well as general agriculture. The first product is trademarked as
OxiDate(TM) Bactericide / Fungicide and is labeled for applications to major
high value food crops such as potatoes, leafy vegetables, apples, citrus, stone
fruits, grapes and bananas. BioSafe will concentrate its efforts at expanding
its distribution network to cover a broad-spectrum distribution into the
agricultural markets and will utilize some of the already established
distributors who now carry ZeroTol to accomplish this.
BioSafe will also introduce TerraCare Algaecide / Fungicide for use in the
commercial greenhouse / nursery and turf markets. The granular formulation
introduces a new class of peroxygen chemistry that is capable of both killing
and inhibiting algae as well as bacterial and fungal organisms. The TerraCare
product is completely biodegradable into components of oxygen, carbon dioxide
and calcium carbonate (Lime). TerraCare will be distributed by the existing
distributors.
BioSafe expects an increase in sales with the introduction of the new products
as well as the eventual registration of ZeroTol and OxiDate(TM) in California in
the second quarter of 1999.
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
Except for the historical information contained in this report, certain matters
discussed in Management's Discussion and Analysis are forward looking statements
which involve risks and uncertainties including, but not limited to statements
regarding Consulier's planned capital expenditure requirements, cash and working
capital requirements. Consulier's expectations regarding the adequacy of current
financing arrangements, product demand
14
<PAGE> 15
and market growth, other statements regarding future plans and strategies,
anticipated events or trends, and similar expressions concerning matters that
are not historical facts. It should be noted that Consulier's actual results
could differ materially from those contained in such forward looking statements
mentioned above due to adverse changes in any number of factors that affect
Consulier's business including, without limitation, risks associated with
investing in and the marketing of Consulier's Tool Topper(TM) and CRA-Z Soap
products, manufacturing and supply risks, risks concerning the protection of
Consulier's patents, reliance upon distributors, regulatory risks, risks of
expansion, product liability and other risks described herein.
15
<PAGE> 16
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
As of March 31, 1999, there were no legal proceedings pending against the
Company or its subsidiaries nor did the Company have any knowledge of any
proceedings which were being contemplated.
ITEM 2. CHANGES IN SECURITIES
During the first quarter of 1999 there were no changes in the instruments
defining the rights of the holders of any class of registered securities, nor
were the rights evidenced by any class of registered securities limited or
qualified by the issuance or modification of any other class of securities.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
During the first quarter of 1999, there have been no material defaults in the
payment of principal, interest, or any other material default with respect to
any indebtedness, nor has there been any arrearage in the payment of dividends
of any class of stock.
ITEM 4. SUBMISSION OF MATTERS tO A VOTE OF SECURITY HOLDERS
During the first quarter of 1999, the Company did not submit any matters to a
vote of security holders.
ITEM 5. OTHER INFORMATION
The Company has no other information to report which might otherwise be reported
under Form 8-K.
16
<PAGE> 17
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) EXHIBITS REQUIRED BY ITEM 601 OF REGULATION S-K
Exhibit Description
------- -----------
27 Financial Data Schedule (for SEC use
only)
(b) CURRENT REPORTS ON FORM 8-K
Form 8-K dated February 5, 1999, Item 5, reporting retirement of President and
Chief Executive Officer.
17
<PAGE> 18
SIGNATURE
In accordance with the requirements of the Exchange Act, the registrant, has
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
CONSULIER ENGINEERING, INC.
(Registrant)
By: /s/ Ralph D. Butler
-----------------------------
Date: May 12, 1999 Ralph D. Butler
Secretary/Treasurer
Chief Financial Officer
18
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> MAR-31-1999
<CASH> 397
<SECURITIES> 0
<RECEIVABLES> 1,665
<ALLOWANCES> 44
<INVENTORY> 1,320
<CURRENT-ASSETS> 3,353
<PP&E> 2,915
<DEPRECIATION> 725
<TOTAL-ASSETS> 11,529
<CURRENT-LIABILITIES> 3,111,345
<BONDS> 1,275
51
0
<COMMON> 0
<OTHER-SE> 6,957
<TOTAL-LIABILITY-AND-EQUITY> 11,529
<SALES> 723
<TOTAL-REVENUES> 723
<CGS> 391
<TOTAL-COSTS> 391
<OTHER-EXPENSES> 582
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 51
<INCOME-PRETAX> 148
<INCOME-TAX> 46
<INCOME-CONTINUING> 102
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 102
<EPS-PRIMARY> .02
<EPS-DILUTED> .02
</TABLE>