UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended June 30, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission file number: 0-17878
VISION TEN, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 33-0340338
State or other jurisdiction of (I.R.S. Employer
incorporation or organization Identification No.)
180 Broad St., Carlstadt, NJ 07072
(Address of principal executive office) (Zip Code)
(201) 935-3000
(Registrant's telephone number including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports) and (2) has been subject to such
filing requirements for the past 90 days.
Yes X No
The number of shares of registrant's Common Stock, $.01 par value, outstanding
as of August 12, 1996 was 16,521,031 shares.
<PAGE>
VISION TEN, INC.
INDEX
Page
Number
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Balance Sheet 1
Statement of Operations 2
Statement of Cash Flows 3-4
Notes to Financial Statements 5
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations... 6
PART II - OTHER INFORMATION 7
SIGNATURE 8
<PAGE>
VISION TEN, INC.
BALANCE SHEETS
ASSETS
<TABLE>
<CAPTION>
June 30, December 31,
1996 1995
CURRENT ASSETS: (Unaudited)
------------ ------------
<S> <C> <C>
Cash $ 723 $ 2,736
Accounts receivable, less allowance for
doubtful accounts 223,181 139,851
Inventories 303,336 346,140
Prepaids and Other 1,657 -
------------ ------------
TOTAL CURRENT ASSETS 528,897 488,727
PROPERTY AND EQUIPMENT, net
of accumulated depreciation 12,588 14,651
MARKETABLE SECURITIES 32,200 32,200
------------ -------------
$ 573,685 $ 535,578
============ =============
</TABLE>
LIABILITIES AND STOCKHOLDERS' DEFICIT
<TABLE>
<CAPTION>
<S> <C> <C>
CURRENT LIABILITIES:
Accounts payable $ 104,050 $ 198,703
Advance from affiliate - 6,412
Accrued expenses 72,804 12,214
------------ ------------
TOTAL CURRENT LIABILITIES 176,854 217,329
------------ ------------
NOTE PAYABLE TO STOCKHOLDER 650,000 650,000
------------ ------------
STOCKHOLDERS' DEFICIT:
Common Stock, $.01 par value, authorized 20,000,000 shares,
16,521,031 and 12,182,496 issued and outstanding, respectively 164,482 121,097
Additional paid-in-capital 7,836,097 7,804,482
Accumulated deficit (8,253,748) (8,257,330)
------------ ------------
TOTAL STOCKHOLDERS' DEFICIT (253,169) (331,751)
------------ ------------
$ 573,685 $ 535,578
============ ============
</TABLE>
See notes to financial statements.
1
<PAGE>
VISION TEN, INC.
STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended June 30, Six Months Ended June 30,
---------------------------- -----------------------------
1996 1995 1996 1995
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
REVENUES $ 98,745 $ 126,179 $ 409,762 $ 214,727
COST OF GOODS SOLD 58,508 61,203 307,322 172,197
------------ ------------ ------------ ------------
GROSS PROFIT 40,237 64,976 102,440 42,530
------------ ------------ ------------ ------------
OPERATING EXPENSES:
Selling, general and administrative expenses 27,142 81,337 77,858 113,856
Research and development expenses 21,000 - 21,000 -
------------ ------------ ------------ ------------
TOTAL OPERATING EXPENSES 48,142 81,337 98,858 113,856
------------ ------------ ------------ ------------
INCOME (LOSS) FROM OPERATIONS (7,905) (16,361) 3,582 (71,326)
------------ ------------ ------------ ------------
OTHER:
Other income - 6,631 - 6,631
------------ ------------ ------------ ------------
- 6,631 - 6,631
------------ ------------ ------------ ------------
NET INCOME (LOSS) $ (7,905) $ (9,730) $ 3,582 $ (64,695)
============ ============ ============ ============
NET INCOME (LOSS) PER COMMON SHARE:
Net income (loss) per common share $ ** $ (0.00) $ ** $ (0.01)
============ ============ ============ ============
AVERAGE COMMON SHARES OUTSTANDING 14,357,763 6,564,000 14,357,763 6,564,000
============ ============ ============ ============
</TABLE>
** - represents less than $.01 per share
See notes to financial statements.
2
<PAGE>
VISION TEN, INC.
STATEMENTS OF STOCKHOLDERS' DEFICIT
(Unaudited)
<TABLE>
<CAPTION>
Additional
Common Stock Paid-in Accumulated
Shares Amount Capital Deficit Total
---------------------------- ------------ ------------ ------------
<S> <C> <C> <C> <C> <C>
Balance at December 31, 1995 12,182,496 $ 121,097 $ 7,804,482 $ (8,257,330) $ (331,751)
Issuance of common stock for
services rendered 4,338,535 43,385 31,615 - 75,000
Net Income - - - 3,582 3,582
------------ ------------ ------------ ------------ ------------
Balance at March 31, 1996 16,521,031 $ 164,482 $ 7,836,097 $ (8,253,748) $ (253,169)
============ ============ ============ ============ ============
</TABLE>
See notes to financial statements.
3
<PAGE>
VISION TEN, INC.
STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Six Months Ended March 31,
----------------------------
1996 1995
------------ ------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $ 3,582 $ (9,730)
------------ ------------
Adjustments to reconcile net income (loss) to net cash
provided by (used in) operating activities:
Depreciation 2,063 -
Issuance of common stock for services rendered 75,000 -
Changes in operating assets and liabilities:
(Increase) decrease in accounts receivable (83,330) (3,639)
(Increase) decrease in inventories 42,804 3,450
(Increase) decrease in prepaid expenses and other current assets (1,657) 9,117
(Increase) decrease in security deposits and other assets - (200)
Increase (decrease) in accounts payable (94,653) 80,661
Increase (decrease) in advance from affiliate (6,412) -
Increase (decrease) in accrued expenses and other current liabilities 60,590 (8,686)
------------ ------------
TOTAL ADJUSTMENTS (5,595) 80,703
------------ ------------
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES (2,013) 70,973
------------ ------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures - (2,471)
------------ ------------
NET CASH USED IN INVESTING ACTIVITIES - (2,471)
------------ ------------
NET INCREASE (DECREASE) IN CASH (2,013) 68,502
CASH, beginning of period 2,736 7,000
------------ ------------
CASH, end of period $ 723 $ 75,502
============ ============
SUPPLEMENTAL DISCLOSURE OF CASH FLOW
INFORMATION:
Cash paid during the year for interest $ - $ -
============ ============
Cash paid during the year for income taxes $ - $ -
============ ============
</TABLE>
See notes to financial statements
4
<PAGE>
VISION TEN, INC.
NOTES TO FINANCIAL STATEMENTS
SIX MONTHS ENDED JUNE 30, 1996
(Unaudited)
1. BASIS OF PRESENTATION
The accompanying financial statements as of June 30, 1996 and
for the six months ended June 30, 1996 and 1995 have not been audited, but
in the opinion of management, such unaudited statements include all
adjustments consisting of normal recurring accruals necessary for a fair
presentation of the financial position, the results of operations and cash
flows for the six months ended June 30, 1996.
The financial statements should be read in conjunction with the
financial statements and related notes concerning the Company's accounting
policies and other matters contained in the Company's annual report on
Form 10-KSB, as amended, for the year ended December 31, 1995. The results
for the six months ended June 30, 1996 are not necessarily indicative of
the results expected for the full year. Certain prior year amounts have
been reclassified to conform with the current year's presentation.
2. RELATED PARTY TRANSACTIONS
Charges from an affiliate representing rent and utilization of
employees on an as needed basis aggregated approximately $97,500 and
$122,000 for the six months ended June 30, 1996 and 1995, respectively.
5
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
Six Months Ended June 30, 1996 compared to Six Months Ended June 30, 1995:
Sales for the six months ended June 30, 1996 were $410,000 as compared to
$215,000 for the six months ended June 30, 1995. The 91% or $195,000 increase
was the result of several large customer orders received and delivered during
the six months ended June 30, 1996. Although the Company realized and delivered
additional orders during this period, it is felt that these orders may have
satisfied such customers long-term requirements and that these orders may not
necessarily be indicative of the volume of such orders in future quarters in the
fiscal year ending December 31, 1996.
Gross profit for the six months ended June 30, 1996 was $102,440 or 25%
versus $42,530, or approximately 20% for the year ago period, primarily due to
the increased level of sales and the resulting absorption of overheads.
Selling, general and administrative expenses during the six months ended
June 30, 1996 were $77,348 and $113,856 for the year ago period, a decrease of
$36,508. The decrease is due to cost cutting in administrative salaries and
other related costs, as well as a reduction in the management fee charged by an
affiliate during this period.
LIQUIDITY AND CAPITAL RESOURCES
The Company's operating activities utilized approximately $2,000 during
the six months ended June 30, 1996. Accounts receivable increased by $83,330
from December 31, 1995 to June 30, 1996, reflecting the increased volume of
sales in the period previously discussed. Management anticipates that such
receivable balances will be collected in due course. In addition, accounts
payable and accrued expenses increased during this period by approximately
$34,000. Inventories decreased by approximately $43,000 during this period.
Charges in the accompanying statement of operations which did not require the
current outlay of funs aggragated approximately $77,000 and are principally
related to charges related to the issuance of common shares to an affiliate for
services provided.
The Company's chief executive officer, who holds a $650,000 note from the
Company, has agreed not to demand repayment of the note within twelve months.
Accordingly, the note has been reflected as a long term liability at June 30,
1996.
The Company's largest shareholder has agreed to fund working capital
needs, should they arise during the remainder of 1996. Management believes that
these sources of working capital will adequately meet the Company's needs
through the end of 1996.
6
<PAGE>
PART II - OTHER INFORMATION
Item 1. LEGAL PROCEEDINGS - NONE
Item 2. CHANGES IN SECURITIES - NONE
Item 3. DEFAULTS UPON SENIOR SECURITIES - NONE
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS - NONE
Item 5. OTHER INFORMATION - NONE
7
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
VISION TEN, INC..
/s/
Dr. Alfred Thumim
Chief Executive Officer
/s/
Thomas A. Carpenter
Controller and Chief Accounting
Officer
Dated : August , 1996
8
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000848101
<NAME> VISION TEN, INC.
<MULTIPLIER> 1
<CURRENCY> U.S.
<S> <C>
<PERIOD-TYPE> 4-MOS
<FISCAL-YEAR-END> JUN-30-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> JUN-30-1996
<EXCHANGE-RATE> 1
<CASH> 723
<SECURITIES> 32200
<RECEIVABLES> 223181
<ALLOWANCES> 0
<INVENTORY> 303336
<CURRENT-ASSETS> 528897
<PP&E> 12588
<DEPRECIATION> 0
<TOTAL-ASSETS> 573685
<CURRENT-LIABILITIES> 176854
<BONDS> 650000
0
0
<COMMON> 164482
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 573685
<SALES> 409762
<TOTAL-REVENUES> 409762
<CGS> 307322
<TOTAL-COSTS> 307322
<OTHER-EXPENSES> 98858
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 3582
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 3582
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
