U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 10-QSB
(Mark One)
[ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2000
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
EXCHANGE ACT
For the transition period from______________________to___________________
Commission File Number: 33-27610-A
MEDICAL TECHNOLOGY & INNOVATIONS, INC.
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(Exact name of small business issuer as specified in its charter)
Florida 65-2954561
- --------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
3725 Investment Lane, Riviera Beach, FL 33404
- ---------------------------------------- -------------------
(Address of principal executive offices) (Zip Code)
(561) 844-3486
------------------------
(Issuer's telephone number, including area code)
Transitional Small Business Disclosure Format (Check One): YES [ ] NO [X]
As of March 31, 2000 34,175,851 shares of Common Stock, no par
value, of the registrant were outstanding.
DOCUMENTS INCORPORATED BY REFERENCE:
Portions of the registrant's annual report filed with the Securities
and Exchange Commission on Form 10- KSB, filed December 16, 1999.
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MEDICAL TECHNOLOGY & INNOVATIONS, INC.
TABLE OF CONTENTS
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
<S> <C>
Condensed Consolidated Balance Sheets
March 31, 2000 (Unaudited) and June 30, 1999 F-1
Condensed Consolidated Income Statements
For the Three and Nine Months ended
March 31, 2000 and 1999 (Unaudited) F-2
Consolidated Statements of Stockholders' Equity (Unaudited) F-3
Condensed Consolidated Statements of Cash Flows
For the Nine Months ended March 31, 2000 and 1999 (Unaudited) F-4
Notes to Condensed Consolidated Financial Statements F-5
Item 2. Management's Discussion and Analysis or Plan of Operation 11
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 13
Item 6. Exhibits and Reports on Form 8-K 13
SIGNATURES 15
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PART I - FINANCIAL INFORMATION
[The balance of this page intentionally left blank]
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<TABLE>
<CAPTION>
Medical Technology & Innovations, Inc.
Condensed Consolidated Balance Sheets
March 31, 2000 and June 30, 1999
Assets
March 31, 2000 June 30,
(Unaudited) 1999
- ---------------------------------------------------------------------------------------------------
<S> <C> <C>
Current Assets
Cash and cash equivalents $131,525 $ 90,581
Accounts Receivable, less allowances of
$12,631 and $21,174, respectively 888,118 438,207
Inventory 532,170 513,358
Prepaid Expenses 113,976 91,002
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Total Current Assets 1,665,789 1,133,148
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Fixed Assets
Land 182,000 182,000
Equipment, less accumulated depreciation
of $598,162 and $494,006, respectively 567,407 669,160
---------- ----------
Fixed Assets, net 749,407 851,160
Other Assets
Intangible and Other Assets 1,953,129 2,134,155
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Total Assets $4,368,325 $4,118,463
========== ==========
Liabilities and Stockholders' Equity
Current Liabilities
Accounts Payable $ 567,091 $ 908,139
Accrued Liabilities
Payroll and payroll taxes 137,098 180,472
Royalties 135,568 147,961
FMI Shared Income 160,745 - 0 -
Other 129,009 94,155
Current Maturities of Long-Term Debt 428,713 415,836
---------- ----------
Total Current Liabilities 1,558,224 1,746,563
Long-Term Debt, Net of Current Maturities 1,412,788 1,321,158
--------- ----------
Total Liabilities 2,971,012 3,067,721
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Stockholders' Equity
Common Stock, no par value, authorized
700,000,000 shares, outstanding 33,428,067
and 27,548,334 shares, respectively 11,061,623 10,190,092
Series A Convertible Preferred Stock, $100
par value, authorized 70,000 shares,
outstanding nil - 0 - - 0 -
Series B Convertible Preferred Stock,
$100 par value, authorized 1000 shares,
266 shares outstanding 1,596,000 1,596,000
Preferred Stock, authorized 100,000,000 shares
$1,000 par value, 12%, noncumulative,
Outstanding 22.5 shares 22,500 22,500
Treasury Stock, at cost (1,973,531 shares) (436,799) (436,799)
Accumulated Deficit (10,846,011) (10,321,051)
------------ ------------
Total Stockholders' Equity 1,397,313 1,050,742
------------ ------------
Total Liabilities and Stockholders' Equity $ 4,368,325 $ 4,118,463
============ ============
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The accompanying notes are an integral part of the
condensed financial statements.
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<TABLE>
<CAPTION>
Medical Technology & Innovations, Inc.
Condensed Consolidated Income Statements
For the Three Months and Nine Months Ended March 31, 2000 and 1999 (Unaudited)
Three Months Ended Nine Months Ended
March 31, March 31,
2000 1999 2000 1999
----------- ---------- ---------- -----------
<S> <C> <C> <C> <C>
Revenues $1,337,225 $1,090,965 $3,511,323 $4,263,047
Cost of Goods Sold 768,487 691,750 2,147,245 2,401,530
----------- ---------- ---------- -----------
Gross Profit 568,738 399,215 1,364,078 1,861,517
----------- ---------- ---------- -----------
Operating Expenses
Advertising 14,362 4,900 25,073 21,063
Selling, General,
and Administrative 502,392 721,783 1,756,775 2,000,107
----------- ---------- ---------- -----------
Total Operating Expenses 516,754 726,683 1,781,848 2,022,170
----------- ---------- ---------- -----------
Income (Loss) from Operations 51,984 (327,468) (417,770) (160,653)
Interest expense, net 39,467 48,083 107,190 134,390
----------- ---------- ---------- -----------
Net Income (Loss) $12,517 ($375,551) ($524,960) ($295,043)
=========== ========== ========== ===========
Net Income (Loss) per common share
(basic and diluted) $ - * ($.015)* ($.02) * ($.014)*
=========== ========== ========== ===========
Weighted Average Outstanding Shares 30,172,666 27,016,345 30,172,666 27,016,345
=========== ========== ========== ===========
</TABLE>
* Calculated including Series B Preferred Stock accretion of $32,040 for the
three month and $96,120 for the nine month periods ended March 31, 2000.
The accompanying notes are an
integral part of the condensed financial statements.
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<CAPTION>
Medical Technology & Innovations, Inc.
Consolidated Statements of Stockholders' Equity
For the Years Ended
Series A Series B
Convertible Convertible Total
Common Common Preferred Preferred Preferred Treasury Accumulated Stockholders
Shares Stock Stock Stock Stock Stock Deficit Equity
----------- ----------- ----------- ----------- --------- ---------- ----------- ------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Balance at June 30, 1997 16,730,729 $ 6,755,260 $ 4,407,810 $ 22,500 $(309,742) $(8,183,060) $2,692,768
Net Loss (1,487,364) (1,487,364)
Issuance of Common Stock 144,509 25,000 25,000
Stock Issued for Services 1,156,864 296,113 296,113
Conversion of Series A Preferred
Stock into common stock 7,853,177 1,531,647 (1,531,647)
Conversion of subscribed Series A
Preferred Stock into common stock 500,000 76,000 (76,000)
Gain on Restructuring of Series A
Preferred Stock 948,163 (1,198,163) (250,000)
Issuance of Series B Preferred
(1,602,000) 1,602,000
----------- ----------- ----------- ----------- -------- ---------- ----------- -----------
In exchange for Series A Preferred
Balance at June 30, 1998 26,385,279 $ 9,632,183 -0- $ 1,602,000 $ 22,500 $(309,742) $(9,670,424) $1,276,517
----------- ----------- ----------- ----------- -------- ---------- ----------- -----------
Purchase of Treasury Shares (600,000) (127,057) (127,057)
Net Loss (650,627) (650,627)
Stock Issued for Services 983,974 172,409 172,409
Conversion of Series B Preferred
Stock into common stock 54,081 6,000 (6,000)
Conversion of Subordinated
Notes into common stock 725,000 379,500 379,500
----------- ----------- ----------- ----------- -------- ---------- ----------- -----------
Balance at June 30, 1999 27,548,334 $10,190,092 -0- $ 1,596,000 $22,500 $(436,799) $(10,321,051) $1,050,742
----------- ----------- ----------- ----------- -------- ---------- ----------- -----------
Conversion of Debentures
into common stock 5,436,733 822,601 822,601
Stock Issued for Services 443,000 48,930 48,930
Net Loss (524,960) (524,960)
----------- ----------- ----------- ----------- -------- ---------- ----------- -----------
Balance at March 31, 2000 33,428,067 $11,061,623 -0- $ 1,596,000 $ 22,500 $(436,799) $(10,846,011) $1,397,313
=========== =========== =========== ============ ======== ========== ============ ===========
</TABLE>
The accompanying notes are an
integral part of the condensed financial statements.
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<TABLE>
<CAPTION>
Medical Technology & Innovations, Inc.
Condensed Consolidated Statements of Cash Flows (Unaudited)
For the Nine Months Ended March 31, 2000 and 1999
Nine Months Ended March 31,
2000 1999
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<S> <C> <C>
Cash flows from operating activities:
Net (Loss) Income $ (524,960) $ (295,043)
Adjustments to reconcile net loss to net cash used in
operating activities:
Depreciation and Amortization 282,779 249,115
(Increase) in Accounts Receivable (449,911) (150,557)
(Increase) in Inventory (18,812) (183,694)
(Increase) in Prepaid Expenses (22,974) (41,230)
(Decrease) Increase in Accounts Payable (341,048) 6,958
Increase in Accrued Liabilities 139,832 170,398
Stock issued for service 48,930 82,250
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Net cash (used in) operating activities (886,164) (161,803)
Cash flows from investing activities:
Sale of Headquarters Land and Building - 0 - 260,000
------------ ------------
Net cash from investing activities - 0 - 260,000
Cash flows from financing activities:
Proceeds from issuance of notes payable 1,000,000 125,297
Repayment of notes payable, net (72,892) (234,000)
------------ ------------
Net cash from (used in) financing activities 927,108 (108,703)
------------ ------------
Net increase (Decrease) in cash and cash equivalents 40,944 (10,506)
Cash and cash equivalents at beginning of period 90,581 38,247
------------ ------------
Cash and cash equivalents at end of period $ 131,525 $ 27,741
=========== ============
</TABLE>
The accompanying notes are an integral
part of the condensed financial statements.
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Medical Technology & Innovations, Inc.
Notes to Condensed Consolidated Financial Statements
1. Condensed Financial Statements. The unaudited condensed consolidated
financial information contained in this report reflects all
adjustments (consisting of normal recurring accruals) considered
necessary, in the opinion of management, for a fair presentation of
results for the interim periods presented. Certain information and
footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles
have been condensed or omitted. These financial statements should be
read in conjunction with the financial statements and notes thereto
included in the Company's June 30, 1999 Annual Report on Form 10-KSB.
The results of operations for periods ended March 31 are not
necessarily indicative of operations for the full year.
2. Stock Option Plans. In October of 1995 officers of the Company were granted
options to acquire up to 2.0 million shares of common stock at an
exercise price of $1.50 per share. The options are exercisable ratably
over a three year period commencing with the quarter ending June 30,
1996.
In April of 1996 the Company's shareholders approved the 1996 Stock
Option Plan, which allows the board of directors to grant up to 3.0
million options. During fiscal 1999 and fiscal 1998, 120,000 and
500,000 options respectively, have been granted. All options granted
in fiscal 1998 and 20,000 options granted in fiscal 1999 are
exercisable ratably over a three-year period commencing with the grant
date at an exercise price of $0.25 per share. The remaining options
granted in fiscal 1999 were exercisable immediately at an exercise
price of $0.50 per share.
In September of 1997 and February of 1998, the Board of Directors
reduced the exercise price on all options granted to Company
Executives to $.25.
The following is a summary of stock option transactions:
Outstanding, July 1, 1999 1,380,000
Options granted 0
Options exercised 0
Options cancelled (283,332)
----------
Outstanding, December 31, 1999 1,096,668
----------
Exercisable, end of period 1,003,338
==========
3. Preferred Stock. The Company has three classes of preferred stock. The
$1,000 par value convertible preferred stock is convertible into
14,985 shares of the Company's common stock.
The Series A convertible preferred stock was convertible into
approximately 30 million shares of the Company's common stock as of
September 30, 1997. The Series A preferred stock conversion rate was
the lower of the approximate market rate or $2.72.
The new Series B Preferred stock is convertible into common stock
beginning October 1, 1998 at a fixed conversion price of $1.00 per
share. Conversion is limited to 10% per month of the shares held until
February 28, 1999 and 20% per month thereafter. The conversion feature
doubles provided the Company's common stock closing bid price for ten
consecutive days is greater than $2.00 per share.
The Company has the option of redeeming the Series B Preferred shares
at any time in cash, at 110% of the original face value of the Series
B Preferred shares including accretion, or in the Company's common
7
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stock valued at the average closing bid price for the 30 days prior to
the redemption at 120% of the original face value of the Series B
Preferred shares including accretion. The Company is required to
redeem the Series B Preferred stock on September 30, 2000. Accretion
as of March 31, 2000 and June 30, 1999 was $320,400 and $224,280,
respectively and is not reflected in the Company's balance sheets.
4. Warrants. The Company has issued warrants to purchase 3.4 million shares of
common stock as of March 31, 2000. The warrants relate to grants made
in connection with an equity issuance and various services rendered.
The warrants can be exercised at prices ranging from $1.00 to $2.72
per share. Approximately 3.0 million warrants expire in July 2001.
5. Industry Segments. Statements of Financial Accounting Standards No. 131,
"Disclosures about Segments of an Enterprise and Related Information",
requires the presentation of description information about reportable
segments which is consistent with that made available to the
management of the Company to assess performance. Since the Company
subsidiaries operate in separate distinct industry segments,
management of the overall business is conducted by separate
subsidiaries. The Corporate segment includes salary and fringe
benefits of the Chairman and a portion of similar costs related to the
Chief Financial Officer, financial public relations costs and other
costs not directly related to the operations of the business segments.
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<CAPTION>
Medical Steridyne
Nine Months ended March 31, 2000 Technology, Inc. Corporation Corporate Total
---------------- ----------- --------- -----------
<S> <C> <C> <C> <C>
Revenues $ 278,848 $ 3,232,475 $ - 0 - $ 3,511,323
Operating Income (Loss) (320,805) 87,730 (184,695) (417,770)
Net Interest 54,025 53,165 - 0 - 107,190
Pre Tax Income (Loss) (374,830) 34,565 (184,695) (524,960)
Net Income (Loss) (374,830) 34,565 (184,695) (524,960)
Depreciation and amortization 45,503 237,276 - 0 - 282,779
</TABLE>
<TABLE>
<CAPTION>
Medical Steridyne
Nine Months ended March 31, 1999 Technology, Inc. Corporation Corporate Total
---------------- ----------- --------- -----------
<S> <C> <C> <C> <C>
Revenues $ 1,887,159 $ 2,375,888 $ - 0 - $ 4,263,047
Operating Income (Loss) 330,194 (204,051) (286,796) (160,653)
Net Interest 20,021 97,764 16,607 134,390
Pre Tax Income (Loss) 310,175 (301,815) (303,403) (295,043)
Net Income (Loss) 310,175 (301,815) (303,403) (295,043)
Depreciation and amortization 38,571 210,544 - 0 - 249,115
</TABLE>
6. Litigation. On February 15, 2000 the Company filed a lawsuit in the Common
Pleas court of Dauphin County, Pennsylvania against LensCrafters, Inc.
(LensCrafters) and its parent, Luxottica Group S.P.A. (Luxottica). The
Company entered into a business relationship with LensCrafters to
provide more than 600 of its PhotoScreener devices for use in the
retail facilities of LensCrafters. In a written agreement dated August
25, 1998, LensCrafters committed that it would conduct a national
marketing campaign in excess of $5 million to promote vision screening
through the PhotoScreener. As part of that transaction, LensCrafters
insisted on obtaining the right to purchase up to 1.2 million shares
of the Company's stock because both LensCrafters and the Company
believed that the introduction of the PhotoScreener in LensCrafters'
retail facilities would greatly benefit the Company. The company's
complaint provides that the Company delivered the PhotoScreeners to
LensCrafters, but LensCrafters has failed to meet its promotional and
marketing commitments. LensCrafters has not proceeded with the
national promotional campaign, nor has it distributed the
PhotoScreener units to its retail stores. The complaint asserts that
Luxottica, which owns LensCrafters, has directed LensCrafters to break
its agreement with the Company. The complaint seeks substantial
monetary damages from both Luxottica and LensCrafters. It asserts
legal claims for breach of contract by LensCrafters, for
misrepresentation and fraud by LensCrafters, and for intentional
interference with contract by Luxottica. LensCrafters has removed the
case to Federal Court, where it is now pending. LensCrafters also
moved to refer the case to arbitration. Luxottica has filed a
challenge to the jurisdiction of the Court. The Company vigorously
contests both motions.
8
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Item 2. Management's Discussion and Analysis or Plan of Operation
This analysis should be read in conjunction with the condensed consolidated
financial statements, the notes thereto, and the financial statements and notes
thereto included in the Company's June 30, 1999 Annual Report on Form 10-KSB.
All nonhistorical information contained in this Form 10-QSB is a forward-looking
statement. The forward looking statements contained herein are subject to
certain risks and uncertainties that could cause actual results to differ
materially from those reflected in the forward looking statements. Factors that
might cause such differences include, but are not limited to the following, a
slower acceptance of the PhotoScreener in the marketplace, increased foreign
competition putting pricing pressures on Steridyne products, changes in economic
trends and other unforeseen situations or developments. Readers are cautioned
not to place undue reliance on these forward-looking statements, which reflect
management's analysis only as of the date hereof.
Results of Operations
Comparison of Nine-Month Periods Ended March 31, 2000 and 1999
Revenues for the three months, ending March 31, 2000, were $1,337,225 compared
to $1,090,965 for the comparable period in fiscal 1999, or a increase in sales
of $246,260 or 23%. Revenues for Steridyne Corporation for the comparable
periods were $1,207,776 or a increase of $437,383 or 56%. Revenues for the nine
months of fiscal 2000 were $3,511,323 compared to $4,263,047 for the comparable
period in fiscal 1999, or a decrease in sales of $751,724 or 18%. This decline
results because the Company shipped over $1,400,000 of PhotoScreeners and
accessories to a major national retail optical chain in the first half of fiscal
1999 with no comparable sales occurring in fiscal 2000. The Company shipped
approximately $1.5 million of product to this customer throughout fiscal 1999.
Revenues from sales of temperature taking devices for the nine months of fiscal
2000 were up over 36% when compared to the comparable period of fiscal 1999,
mainly due to increased sales to retail accounts. Gross profit for the nine
months of fiscal 2000 of $1,364,078 represents a decrease of 27% versus the
comparable period in fiscal 1999 and is entirely due to the shortfall in sales
of the PhotoScreener as overall margins are comparable between the two periods.
Operating expenses decreased by about 12% from $2,022,170 in the first nine
months of fiscal 1999 to $1,781,848 in the comparable period in fiscal 2000.
This reduction is evident in several expense categories with the greatest
savings in the employment areas. Interest expense of $107,190 for the first nine
months of fiscal 2000 decreased by $27,200 or 20% when you compare it to the
nine months of fiscal 1999, primarily as a result of converting over $822,000 of
debt into common stock in October of 1999. The overall net loss for the first
nine months of fiscal 2000 was $524,960 versus a loss of $295,043 for fiscal
1999. This result is again evident due to the difference in sales of the
PhotoScreener between the two periods.
Management has completed the process of consolidating all of its operations into
a single location and cutting back on administrative staff in line with present
sales levels. Management believes that actions taken to revise the Company's
operating and financial requirements will provide the opportunity for the
Company to improve performance in the future.
9
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Information about the Company's Industry Segments is included in Note 5 to the
Notes to Condensed Consolidated Financial Statements.
Liquidity and Capital Resources
At March 31, 2000, the Company had cash of $131,525 and working capital of
$107,565 as compared to $90,581 and ($613,415) at June 30, 1999. This decrease
in working capital deficit is mostly due to increases in long-term borrowings to
pay current liabilities. Included in long-term debt at June 30, 1999 was
approximately $822,000 of notes, secured by certain assets of Steridyne
Corporation, incurred to fund the Series A restructuring in October 1997 which
were converted into 5,436,733 shares of Company common stock in October of 1999.
As a result of converting the $822,000 of secured notes into the Company's
common stock, a significant amount of collateral is available for borrowing
purposes. The Company entered into a loan agreement with an affiliate of the
Chief Executive Officer to provide a $1,000,000 loan for working capital needs
of the Group which is discussed further below.
The Chief Executive Officer personally signed a guarantee with a local bank to
provide a $250,000 line of credit for the Company, as of March 31, 2000 $235,000
was outstanding under this line of credit.
During the quarter ended March 31, 2000, the Company borrowed over $1,000,000
from an affiliate of the Chief Executive Officer and Chairman of the Company to
support the working capital needs of the Consolidated Group. This loan is
secured by substantially all of the assets of the Company and is guaranteed by
the Company's subsidiaries. At March 31, 2000, $1,000,000 was outstanding and
included in the balance sheet as of the same date. The interest rate for the
loan is a fixed rate of twelve percent (12%) per annum.
During the first eighteen (18) months of the loan the Company will pay only
interest monthly. During the remaining forty-two months (42) of loan the Company
will pay principal, amortized over twenty years, and interest monthly,
commencing on the first day of the nineteenth month and continuing on for
forty-two months there after. At any time, at the option of the lender, the
outstanding principal plus accrued and unpaid interest and expenses due may be
paid in an amount of common stock of the borrower at the rate of one share for
every four cents owed to the lender (the "Conversion Rate"). The Conversion Rate
had been determined at the time of negotiations, based upon the previous sixty
day average closing per share of the Company's common stock as quoted on the
Over-The-Counter Bulletin Board. The Conversion Rate will be adjusted for all
stock splits subsequent to the loan agreement. In the event the conversion
occurs it would change the ownership of the Company.
For the past several years the Company has financed its operations primarily
through private sales of securities and revenues from the sale of its products.
Since June of 1993 the Company has received net proceeds of approximately $11.0
million from the private sale of securities and debt. The Company may raise
additional capital through private and/or public sales of securities in the
future.
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Year 2000 Compliance
The Company is aware of the issues associated with the programming code in
existing computer systems as the millennium (Year 2000) approaches. All software
used for the Company systems is supplied by software vendors or outside service
providers. The Company has confirmed with such providers that its present
software is Year 2000 compliant. Additionally, the Company has made inquiries
with some of its largest customers and suppliers and determined that any
possible negative impact with regard to non-compliance with year 2000
programming issues are minimal.
The Company is also establishing a back up contingency plan which will allow it
to continue to operate its computer systems in the event unforeseeable external
factors disrupt normal operations in the year 2000.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
Litigation - On February 15, 2000 the Company filed a lawsuit in
the Common Pleas court of Dauphin County, Pennsylvania against LensCrafters,
Inc. (LensCrafters) and its parent, Luxottica Group S.P.A. (Luxottica). The
Company entered into a business relationship with LensCrafters to provide more
than 600 of its PhotoScreener devices for use in the retail facilities of
LensCrafters. In a written agreement dated August 25, 1998, LensCrafters
committed that it would conduct a national marketing campaign in excess of $5
million to promote vision screening through the PhotoScreener. As part of the
transaction, LensCrafters insisted on obtaining the right to purchase up to 1.2
million shares of the Company's stock because both LensCrafters and the Company
believed that the introduction of the PhotoScreener in LensCrafters' retail
facilities would greatly benefit the Company. The Company's complaint provides
that the Company delivered the PhotoScreeners to LensCrafters, but LensCrafters
has failed to meet its promotional and marketing commitments. LensCrafters has
not proceeded with the national promotional campaign, nor has it distributed the
PhotoScreener units to its retail stores. The complaint asserts that Luxottica,
which owns LensCrafters, has directed LensCrafters to break its agreement with
the Company. The Complaint seeks substantial monetary damages from Luxottica and
LensCrafters. It asserts legal claims for breach of contract by LensCrafters,
for misrepresentation and fraud by LensCrafters, and for intentional
interference with contract by Luxottica. LensCrafters has removed the case to
Federal Court, where it is now pending. LensCrafters also moved to refer the
case to arbitration. Luxottica has filed a challenge to the jurisdiction of the
Court. The Company vigorously contest both motions.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
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3.1 Amendment to the Articles of Incorporation for SouthStar Productions, Inc.,
which changed its name to Medical Technology & Innovations, Inc.
[Incorporated by reference to the Company's Current Report on Form 8-K for
an event on September 21, 1995]
3.2 Restated Articles of Incorporation for Medical Technology & Innovations,
Inc.[Incorporated by reference to Exhibit 3.3 to the Company's Annual
Report on Form 10-KSB (File No. 33- 27610-A), filed September 30, 1996]
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3.3 By-laws [Incorporated by reference to Exhibit 3.2 to the Company's
Registration Statement on Form S-18 (File No. 33-27610-A), filed March 17,
1989]
10.1 Share Exchange Plan between SouthStar Productions, Inc. and Medical
Technology, Inc. [Incorporated by reference to the Company's Current Report
on Form 8-K for an event on August 21, 1995]
10.2 Asset purchase agreement for the purchase and sale of certain assets of
Steridyne Corporation [Incorporated by reference to the Company's Current
Report on Form 8-K for an event on July 31, 1996]
10.3 Medical Technology & Innovations, Inc. 1996 Stock Option Plan.
[Incorporated by reference to Exhibit 10.3 to the Company's Annual Report
on Form 10-KSB (File No. 33-27610-A), filed September 30, 1996]
10.4 SouthStar Productions, Inc. Stock Purchase Plan 1995a (Financial Public
Relations Consulting Agreement) [Incorporated by reference to Exhibit 4.1
to the Company's Registration Statement on Form S-8 (File No. 33-27610-A),
filed August 23, 1995]
10.5 Medical Technology & Innovations, Inc. 1996b Stock Purchase Plan
(Consulting Agreement) [Incorporated by reference to Exhibit 4.1 to the
Company's Registration Statement on Form S-8 (File No. 33-27610-A), filed
April 22, 1996]
10.6 Form of Employment Agreement, Covenant not to Compete, and Stock Option
Agreement between the Company and key employees. [Incorporated by reference
to Exhibit 10.6 to the Company's Annual Report on Form 10-KSB (File No.
33-27610-A), filed September 30, 1996]
10.7 Purchase Agreement dated January 31, 1996 between the Company and Glenn and
Ruth Schultz. [Incorporated by reference to Exhibit 10.7 to the Company's
Annual Report on Form 10-KSB (File No. 33-27610-A), filed September 30,
1996]
9.8 Purchase Agreement dated March 8, 1999 between Medical Technology &
Innovations, Inc., Steridyne Corporation and Florida Medical Industries,
Inc.
16.1 Letter on change in certifying accountant [Incorporated by reference to the
Company's Current Report on Form 8-K for an event on April 26, 1996]
21.0 Subsidiaries of the Company.
Medical Technology, Inc., an Iowa corporation
Steridyne Corporation, a Florida corporation
27.1 *Financial Data Schedules
- -------------------------
(*Filed herewith)
(b) Reports on Form 8-K.
No reports on Form 8-K were filed during the quarterly period
covered by this report.
12
<PAGE>
Signatures
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
BY: AND BY:
/s/ Albert G. Dugan /s/ Jeremy P. Feakins
----------------------- ------------------------------
Albert G. Dugan Jeremy P. Feakins
Chief Account Officer Chairman and
Chief Executive Officer
Date: April 28, 2000.
13
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000847464
<NAME> MEDICAL TECHNOLOGY & INNOVATIONS, INC.
<MULTIPLIER> 1
<CURRENCY> U.S. Currency
<S> <C>
<PERIOD-TYPE> 9-mos
<FISCAL-YEAR-END> Jun-30-1999
<PERIOD-START> Jul-01-1999
<PERIOD-END> Mar-31-2000
<EXCHANGE-RATE> 1
<CASH> 131,525
<SECURITIES> 0
<RECEIVABLES> 888,118
<ALLOWANCES> 33,805
<INVENTORY> 532,170
<CURRENT-ASSETS> 1,665,789
<PP&E> 749,407
<DEPRECIATION> 1,092,168
<TOTAL-ASSETS> 4,368,325
<CURRENT-LIABILITIES> 1,558,224
<BONDS> 0
0
1,618,500
<COMMON> 11,061,623
<OTHER-SE> 1,397,313
<TOTAL-LIABILITY-AND-EQUITY> 4,368,325
<SALES> 0
<TOTAL-REVENUES> 3,511,323
<CGS> 2,147,245
<TOTAL-COSTS> 1,756,775
<OTHER-EXPENSES> 25,073
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 107,190
<INCOME-PRETAX> (524,960)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (524,960)
<EPS-BASIC> (0.02)
<EPS-DILUTED> 0
</TABLE>
