INFORMATION RESOURCE ENGINEERING INC
10-Q, 1999-05-12
RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT
Previous: MARK PARTNERS, 13F-NT, 1999-05-12
Next: STRATEGIC INVESTMENT MANAGEMENT INTERNATIONAL, 13F-HR, 1999-05-12



<PAGE>   1

                                  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 the quarterly period ended March 31, 1999

[ ]    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
       EXCHANGE ACT OF 1934


                         Commission File Number 0-20634
                     INFORMATION RESOURCE ENGINEERING, INC.
             (Exact name of registrant as specified in its charter)

                              --------------------



          Delaware                                   52-1287752
          --------                                   ----------
  (State or other jurisdiction            (IRS Employer Identification No.)
of incorporation or organization)

                   8029 Corporate Drive, Baltimore, Md. 21236
                   ------------------------------------------
                    (Address of principal executive offices)


                                  410-931-7500
                                  ------------
                         (Registrant's telephone number)


Indicate by a check mark 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 preceding 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
                                       ---     ---

                      APPLICABLE ONLY TO CORPORATE ISSUERS

The number of shares outstanding of the issuer's Common Stock as of May 6, 1999
was 5,380,524.


<PAGE>   2


                                TABLE OF CONTENTS

<TABLE>
<CAPTION>
PART I.         FINANCIAL INFORMATION

<S>             <C>                                                                                                         <C>
   Item 1.      Financial Information


                Consolidated Balance Sheets as of March 31, 1999 (unaudited) and December 31, 1998                           3

                Consolidated Statements of Operations for the three months ended March 31, 1999 and 1998 (unaudited)         4

                Consolidated Statements of Stockholders' Equity for the three months ended March 31, 1999 and 1998
                  (unaudited)                                                                                                5

                Consolidated Statements of Cash Flows for the three months ended March 31, 1999 and 1998 (unaudited)         6

                Consolidated Statements of Comprehensive Income (Loss) for the three months ended March 31, 1999 and
                  1998 (unaudited)                                                                                           7

                Notes to Consolidated Financial Statements (unaudited)                                                       8

   Item 2.      Management's Discussion and Analysis of Financial Condition and Results of Operations                        9

   Item 3.      Quantitative and Qualitative Disclosures About Market Risk                                                  12

PART II.        OTHER INFORMATION                                                                                           12

   Item 6.      Exhibits and Reports on Form 8-K                                                                            12

SIGNATURES                                                                                                                  13
</TABLE>


                                       2
<PAGE>   3


                     INFORMATION RESOURCE ENGINEERING, INC.
                                AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
                                 (in thousands)


<TABLE>
<CAPTION>
                                                                                     March 31,        December 31,
                                                                                       1999              1998
                                                                                   -------------     -------------
                                                                                    (unaudited)

                           Assets
                           ------
<S>                                                                                 <C>               <C>       
Current Assets:
        Cash and cash equivalents                                                   $    6,436        $    5,866
        Accounts receivable, net of allowance for doubtful accounts
               of $84 and $87                                                            4,137             4,919
        Inventories                                                                      3,484             3,533
        Prepaid expenses                                                                   647               304
                                                                                   -------------     -------------
               Total current assets                                                     14,704            14,622
Equipment and leasehold improvements, net of accumulated
        depreciation of $1,886 and $1,822                                                1,567             1,556
Computer software development costs, net of accumulated
        amortization of $835 and $748                                                    1,584             1,527
Goodwill, net of accumulated amortization of $410 and $387                                 609               632
Prepaid license fees and other assets                                                      610               604
                                                                                   -------------     -------------
                                                                                    $   19,074        $   18,941
                                                                                   =============     =============

             Liabilities and Stockholders' Equity
             ------------------------------------
Current liabilities:
        Accounts payable                                                            $    1,476        $    1,493
        Accrued expenses                                                                 1,366             1,733
        Advance payments and deferred revenue                                              627               315
                                                                                   -------------     -------------
                               Total liabilities                                         3,469             3,541
                                                                                   -------------     -------------
Stockholders' equity:
        Preferred stock, $.01 par value per share.
               Authorized 500,000 shares, none issued and outstanding                      -                 -
        Common stock, $.01 par value per share.
               Authorized 15,000,000 shares, issued 5,466,527 shares                        55                55
        Additional paid-in capital                                                      31,336            31,042
        Accumulated deficit                                                            (14,433)          (14,621)
        Accumulated other comprehensive income (loss)                                     (915)             (380)
        Treasury stock, at cost, 109,569 shares and 174,000 shares                        (438)             (696)
                                                                                   -------------     -------------
                               Net stockholders' equity                                 15,605            15,400
                                                                                   -------------     -------------
                                                                                    $   19,074        $   18,941
                                                                                   =============     =============
</TABLE>

          See accompanying notes to consolidated financial statements.


                                       3
<PAGE>   4


                     INFORMATION RESOURCE ENGINEERING, INC.
                                AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
              (Unaudited - in thousands, except per share amounts)


<TABLE>
<CAPTION>
                                                                      Three Months Ended
                                                                           March 31,
                                                                 ----------------------------
                                                                    1999              1998
                                                                 ----------        ----------
<S>                                                               <C>               <C>
Revenues                                                          $ 6,005           $ 4,886


Cost of revenues                                                    2,270             2,257
                                                                 ----------        ----------

        Gross profit                                                3,735             2,629
                                                                 ----------        ----------


Research and development expenses                                   1,113               881
Sales and marketing expenses                                        1,822             1,816
General and administrative expense                                    573               509
Amortization of acquired intangible assets                             23                31
                                                                 ----------        ----------
        Total operating expenses                                    3,531             3,237
                                                                 ----------        ----------


        Operating income (loss)                                       204              (608)


Interest income, net                                                   20                99
                                                                 ----------        ----------


        Income (loss) before income taxes                             224              (509)


Income tax expense                                                     36               -
                                                                 ----------        ----------

        Net income (loss)                                         $   188           $  (509)
                                                                 ==========        ==========


Income (loss) per common share - basic and diluted
        Basic                                                     $  0.04           $ (0.09)
                                                                 ==========        ==========
        Diluted                                                   $  0.03           $ (0.09)
                                                                 ==========        ==========

Weighted average number of common shares outstanding:
        Basic                                                       5,292             5,463
        Diluted                                                     5,872             5,463
</TABLE>


          See accompanying notes to consolidated financial statements.


                                       4
<PAGE>   5

                     INFORMATION RESOURCE ENGINEERING, INC.
                                AND SUBSIDIARIES
                 CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
                           (Unaudited - in thousands)


<TABLE>
<CAPTION>
                                          Common stock        Additional
                                       -------------------     paid-in        Accumulated
                                        Shares     Amount      capital          deficit
                                       --------   --------   ------------    -------------
Three months ended March 31, 1999
- ---------------------------------

<S>                                     <C>         <C>        <C>             <C>       
Balance at beginning of
     period                             5,467       $ 55       $ 31,042        $ (14,621)

Stock options exercised                   -          -              254              -

Stock option compensation                 -          -               35              -

Net income                                -          -              -                188

Foreign currency
     translation adjustment               -          -              -                -

Other                                     -          -                5
                                       --------   --------   ------------    -------------
Balance at end of period                5,467       $ 55       $ 31,336        $ (14,433)
                                       ========   ========   ============    =============
</TABLE>

<TABLE>
<CAPTION>
                                         Accumulated
                                            other           Treasury stock             Net
                                        comprehensive    --------------------      stockholders'
                                        income (loss)     Shares     Amount           equity
                                       ---------------   --------  ----------     -------------
Three months ended March 31, 1999
- ---------------------------------

<S>                                     <C>                 <C>      <C>             <C>     
Balance at beginning of
     period                             $      (380)        174      $ (696)         $ 15,574

Stock options exercised                         -           (64)        258               448

Stock option compensation                       -                       -                  35

Net income                                      -                       -                 188

Foreign currency
     translation adjustment                    (535)                    -                (535)

Other                                           -                       -                   5
                                       ---------------   --------   ---------     -------------
Balance at end of period                $      (915)        110      $ (438)         $ 15,715
                                       ===============   ========   =========     =============
</TABLE>


          See accompanying notes to consolidated financial statements.


                                       5
<PAGE>   6

                     INFORMATION RESOURCE ENGINEERING, INC.
                                AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                           (Unaudited - in thousands)


<TABLE>
<CAPTION>
                                                                                              Three Months Ended
                                                                                                   March 31,
                                                                                           -------------------------
                                                                                              1999           1998
                                                                                           ----------     ----------
<S>                                                                                         <C>            <C>     
Cash flows from operating activities:
        Net income (loss)                                                                   $   188        $  (509)
        Adjustments to reconcile net income (loss) to net cash provided by (used in)
               operating activities:
               Depreciation and amortization                                                    212            207
               Amortization of acquired intangible assets                                        23             31
               Stock option compensation                                                         35            -
               Changes in operating assets and liabilities
                     Decrease in accounts receivable                                            641            176
                     (Increase) decrease in inventories                                          70           (183)
                     (Increase) decrease in prepaid expenses                                   (355)            48
                     Increase in accounts payable                                                93            663
                     Decrease in accrued expenses                                              (500)          (391)
                     Increase (decrease) in deferred revenues                                   322           (430)
                     Other                                                                      (10)            16
                                                                                           ----------     ----------
                            Net cash provided by (used in) operating activities                 719           (372)
                                                                                           ----------     ----------

Cash flows from investing activities:
        Purchase of short-term investments                                                      -             (500)
        Sales of short-term investments                                                         -            2,839
        Equipment expenditures                                                                 (146)           (54)
        Additions to computer software development costs                                       (144)          (149)
                                                                                           ----------     ----------
                            Net cash provided by (used in) investing activities                (290)         2,136
                                                                                           ----------     ----------

Cash flows from financing activities:
        Proceeds from exercise of stock options                                                 512              1
        Other                                                                                     5            -
        Payments of long-term debt                                                              -               (5)
                                                                                           ----------     ----------
                            Net cash provided by (used in) financing activities                 517             (4)
                                                                                           ----------     ----------

Effect of exchange rate changes on cash                                                        (376)           (95)
                                                                                           ----------     ----------

Net increase in cash and cash equivalents                                                       570          1,665

Cash and cash equivalents at beginning of period                                              5,866          7,222
                                                                                           ----------     ----------

Cash and cash equivalents at end of period                                                  $ 6,436        $ 8,887
                                                                                           ==========     ==========

Cash paid for:
        Interest expense                                                                    $   -          $   -
                                                                                           ==========     ==========
        Income taxes                                                                        $   -          $   -
                                                                                           ==========     ==========
</TABLE>


          See accompanying notes to consolidated financial statements.


                                       6
<PAGE>   7

                     INFORMATION RESOURCE ENGINEERING, INC.
                                AND SUBSIDIARIES
             CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
                           (Unaudited - in thousands)


<TABLE>
<CAPTION>
                                                         Three Months Ended
                                                              March 31,
                                                       -----------------------
                                                         1999          1998
                                                       --------      ---------
<S>                                                     <C>           <C>    
Net income (loss)                                       $  188        $ (509)

Other comprehensive income (loss):
        Foreign currency translation adjustments          (535)         (129)
                                                       --------      ---------
Comprehensive income (loss)                             $ (347)       $ (638)
                                                       ========      =========
</TABLE>


          See accompanying notes to consolidated financial statements.


                                       7
<PAGE>   8
\

                     INFORMATION RESOURCE ENGINEERING, INC.
                                AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


(1) Basis of Presentation

       The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
reporting and instructions to Form 10-Q. 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 (consisting only of normal recurring accruals) necessary for a fair
presentation are included.

(2) Inventories

       Inventories consisted of the following at March 31, 1999:

<TABLE>
<S>                                <C>        
Raw materials                      $ 1,699,000
Finished goods                       1,785,000
                                  -------------
        Total                      $ 3,484,000
                                  =============
</TABLE>

(3) Accrued Expenses

       Accrued expenses consisted of the following at March 31, 1999:

<TABLE>
<S>                                   <C>      
Accrued salaries and commissions      $   901,000
Other                                     465,000
                                     -------------
        Total                         $ 1,366,000
                                     =============
</TABLE>

(4) Income Taxes

       The income tax expense for the three months ended March 31, 1999
represents current income taxes that will be paid by the Company's Swiss
subsidiary.

(5) Income (Loss) Per Common Share

       Basic earning per share ("EPS") is calculated by dividing net income
(loss) by the weighted-average number of common shares outstanding for the
applicable period. Diluted EPS is calculated after adjusting the numerator and
the denominator of the basic EPS calculation for the effect of all dilutive
potential common shares outstanding during the period. Information related to
the calculation of basic and diluted EPS is summarized as follows:



<TABLE>
<CAPTION>
                                                            Three Months
           (in thousands)                                  Ended March 31,
           --------------                               --------------------
                                                          1999       1998
                                                        --------   ---------
<S>                                                       <C>       <C>    
Net income (loss)                                         $ 188     $ (509)
                                                        ========   =========

Weighted-average common  shares outstanding - basic       5,292      5,463
Effect of dilutive securities-options                       580        -
                                                        --------   ---------
Adjusted weighted avearage common shares
        outstanding - diluted                             5,872      5,463
                                                        ========   =========
</TABLE>


                                       8
<PAGE>   9


(6) Segments of the Company and Related Information

       The Company has two reportable segments: network security products
designed and manufactured in the United States ("domestic operations") and
network security products designed and manufactured outside the United States
("European operations"). The reportable segments are strategic business units
that offer different products. The segments are managed separately because each
segment requires different technology and marketing strategies. The domestic
operations include some international sales mainly to South America and Asia.
Information presented below is as of and for the three months ended March 31,
1999 and 1998, respectively.

<TABLE>
<CAPTION>
          (in thousands)                                             1999
          --------------                    -----------------------------------------------------
                                               Domestic            European
                                              Operations          Operations       Consolidated
                                            ---------------    ----------------   ---------------
<S>                                          <C>                <C>                <C>
Revenues from external customers             $       2,465      $        3,610     $       6,075
Intersegment revenues                                   70                 -                  70
                                            ---------------    ----------------   ---------------
                  Consolidated revenues      $       2,395      $        3,610     $       6,005
                                            ===============    ================   ===============
Operating income (loss)                      $      (1,512)     $        1,716     $         204
Income (loss) before income taxes                   (1,497)              1,721               224
Depreciation and amortization                          197                  38               235
Segment assets                                       9,794               9,280            19,074

<CAPTION>
                                                                     1998
                                            -----------------------------------------------------
                                               Domestic            European
                                              Operations          Operations       Consolidated
                                            ---------------    ----------------   ---------------
<S>                                          <C>                <C>                <C>          
Revenues from external customers             $       3,259      $        1,627     $       4,886
Intersegment revenues                                  -                   -                 -
                                            ---------------    ----------------   ---------------
                  Consolidated revenues      $       3,259      $        1,627     $       4,886
                                            ===============    ================   ===============
Operating income (loss)                      $        (901)     $          293     $        (608)
Income (loss) before income taxes                     (804)                295              (509)
Depreciation and amortization                          199                  39               238
Segment assets                                      15,618               5,123            20,741
</TABLE>

<TABLE>
<CAPTION>
GEOGRAPHIC INFORMATION

                                                       Revenues                     Long-Lived Assets
                                            ------------------------------   ------------------------------
                                                1999             1998            1999             1998
                                            -------------    -------------   -------------   --------------
<S>                                          <C>              <C>             <C>             <C>         
United States                                $     2,222      $     2,788     $     2,976     $      2,906
Switzerland                                        2,503            1,276             784              998
Other foreign countries                            1,280              822             -                -
                                            -------------    -------------   -------------   --------------
                  Total                      $     6,005      $     4,886     $     3,760     $      3,904
                                            =============    =============   =============   ==============
</TABLE>

       In 1999, one commercial client of the European operations accounted for
21% of the Company's consolidated revenues. In 1998, three commercial clients of
the domestic operations and one commercial client of the European operations
accounted for 34% and 10%, respectively, of the Company's consolidated revenues.

ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
                                 OF OPERATIONS

       Except for historical information contained herein, the statements in
this Item are forward-looking statements that are made pursuant to the safe
harbor provisions of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements involve known and unknown risks and uncertainties,
which may cause the Company's actual results in future periods to differ
materially from forecasted results. Those risks include, among others, risks
associated with the receipt and timing of future customer orders, price
pressures, achieving technical and product development milestones, the ability
to negotiate favorable strategic agreements with original equipment
manufactures, sufficient cash flow to support the Company's liquidity
requirements, 



                                       9
<PAGE>   10

and other competitive factors leading to a decrease in anticipated revenues and
gross profit margins, product development expenses and Year 2000 issues.

                                    OVERVIEW

       The Company designs, manufactures and markets enterprise network security
technology and systems that enable the deployment of secure Virtual Private
Network ("VPN") solutions over the Internet and other shared public networks.
The Company's technology and products are used in VPN and electronic commerce
applications by financial institutions, government agencies, large corporations,
telecommunication and Internet service providers to secure data transmissions on
private and public computer networks, such as the Internet. The Company's Swiss
subsidiary designs manufactures and markets cryptographic equipment primarily in
Switzerland and Europe.

       The Company's historical operating results have been dependent on a
variety of factors including, but not limited to, the length of the sales cycle,
the timing of orders from and shipments to clients, product development expenses
and the timing of development and introduction of new products. The Company's
expense levels are based, in part, on expectations of future revenues. The size
and timing of the Company's historical revenues have varied substantially from
quarter to quarter and year to year. Accordingly, the results of a particular
period, or period to period comparisons of recorded sales and profits may not be
indicative of future operating results.

       While Management is committed to the long-term profitability of the
Company, the recent growth of the computer security industry has made it
important that market share be obtained. The Company has undertaken various
strategies in order to increase its revenues and improve its future operating
results, including new product offerings such as its SafeNet products for the
Internet and the SafeNet/Security Center(TM), a high performance workstation,
which automatically manages SafeNet products and the development of integrated
circuits for the original equipment manufacturer market. Management believes
that growth in the market for products that provide secure remote access to
computer networks requires the Company to increase its investment in
development, sales and marketing activities to allow the Company to take
advantage of this market opportunity and to achieve long-term profitability
thereby maximizing shareholder value. However, there can be no assurance that
these strategies will be successful.

                      RESULTS OF OPERATIONS OF THE COMPANY

       The following table sets forth certain Consolidated Statement of
Operations data of the Company as a percentage of revenues for the periods
indicated.

<TABLE>
<CAPTION>
                                                    Three Months
                                                   Ended March 31,
                                                --------------------
                                                  1999        1998
                                                --------    --------
<S>                                                 <C>         <C>  
Revenues                                            100 %       100 %
Cost of revenues                                     38          46
                                                --------    --------
        Gross profit                                 62          54
                                                --------    --------
Research and development expenses                    19          18
Sales and marketing expenses                         30          37
General and administrative expenses                   9          10
Amortization of acquired intangible assets          -             1
                                                --------    --------
        Total operating expenses                     58          66
                                                --------    --------
        Operating income (loss)                       4         (12)
Interest income, net                                -             2
                                                --------    --------
        Income (loss) before income taxes             4         (10)
Income tax expense                                    1         -
                                                --------    --------
        Net income (loss)                             3 %       (10)%
                                                ========    ========
</TABLE>

       The Company has two reportable segments: network security products
designed and manufactured in the United States ("domestic operations") and
network security products designed and manufactured outside the United States
("European operations"). The segments are strategic business units that offer
different products. The segments are managed 


                                       10
<PAGE>   11

separately because each segment requires different technology and marketing
strategies. The domestic operations include some international sales mainly to
South America and Asia.

Three Months ended March 31, 1999 compared to Three Months ended March 31, 1998

       Revenues increased 23%, or $1,119,000, to $6,005,000 for the three months
ended March 31, 1999, from $4,886,000 in 1998. The European operations' revenues
increased $1,983,000 as a result of the delivery of large quantities of the
Company's products to several financial institutions in Europe. Revenues from
the domestic operations declined $794,000 due mainly to reduced product sales in
South America and Asia and a reduction in "legacy" product sales that was not
fully offset by SafeNet product sales.

       Gross margin increased to 62% for the three months ended March 31, 1999,
from 54% in 1998. The improvement was due to higher margins on products in the
European operations as a result of changes in product mix. The gross profit
margin for the domestic operations decreased due to a decline in product
development margins.

       Research and development expenses increased 26%, or $232,000, to
$1,113,000 for the three months ended March 31, 1999, from $881,000 in 1998. The
increase is primarily attributable to increased personnel related costs and
increased outside engineering expenses related to the Company's integrated
circuit development projects in the domestic operations. As a percentage of
revenues, the expenses were 19% and 18% in 1999 and 1998, respectively.

       Sales and marketing expenses increased slightly to $1,822,000 for the
three months ended March 31, 1999, from $1,816,000 in 1998. As a percentage of
revenues, the expenses were 30% and 37% in 1999 and 1998, respectively.

       General and administrative expenses increased 13%, or $64,000, to
$573,000 for the three months ended March 31, 1999, from $509,000 in 1998. The
increased use of consultants by the domestic operations caused the increase. As
a percentage of revenues, the expenses were 9% and 10% of revenues in 1999 and
1998, respectively.

       The 1999 income tax expense of $36,000 was for estimated taxes on the
income of the European operations that had no income tax liability in 1998. The
Company had no United States income tax benefit in either period. A valuation
allowance for the full amount of the United States net deferred tax asset has
been established since the Company's ability to use the United States net
operating loss is dependent upon future taxable income.

       The Company had net income of $188,000 for the three months ended March
31, 1999 compared to a net loss of $509,000 for the same period in 1998. The
diluted income per common share was $0.03 in 1999 compared to a loss per common
share of $0.09 in 1998.

                 LIQUIDITY AND FINANCIAL POSITION OF THE COMPANY

       The Company believes that its current cash resources, together with cash
flows from operations, will be sufficient to meet its needs for the next year.
At March 31, 1999, the Company had working capital of $11,235,000 including cash
and cash equivalents of $6,436,000.

       Significant sources of cash for the Company in 1999 included $719,000
from operating activities and $512,000 from the exercise of stock options.

                                    YEAR 2000

       Many currently installed computer systems and software products are coded
to accept only two digit entries in the date code field. These date code fields
will need to accept four digit entries to distinguish 21st century dates from
20th century dates. As a result, software and computer systems may need to be
upgraded or replaced in order to comply with such "Year 2000" requirements. The
Company believes that its products have been made Year 2000 compliant in the
ordinary course of business. In addition, the Company utilizes third-party
equipment and software in its operations that may not be Year 2000 compliant.
Failure of such third-party equipment or software to operate properly with
regard to the year 2000 and thereafter could require the Company to incur
unanticipated expenses to remedy any problems, which could have a material
adverse effect on the Company's business, financial condition, and results of
operations.


                                       11
<PAGE>   12

       The Company has formed a Year 2000 task force. The task force consists of
employees with expertise in areas the Company believes could be affected if not
Year 2000 compliant. It has undertaken a program to address the Year 2000 issue
with respect to the Company's information systems, non-information systems and
certain systems of its major customers and suppliers. The objective of this task
force is to assess the problem, to develop remedies, to test the remedies and to
prepare contingency plans.

       The Company has reviewed its information systems and its non-information
systems, which include telephone and security systems, and believes that they
are substantially in compliance with Year 2000 requirements and that any
remedial efforts and incremental costs to complete this process will not have a
material impact on its operations or financial results. It is expected that the
Company will have any required remediation, testing, and contingency plans
completed by June 30, 1999.

       As part of the program of the task force, communications have been
initiated with key suppliers and customers to determine the extent to which the
Company is vulnerable to such parties' failure to remediate Year 2000 issues.
Furthermore, the purchasing patterns of customers or potential customers may be
affected by Year 2000 issues as companies expend significant resources to
correct their current systems for Year 2000 compliance. These expenditures may
result in reduced funds available to implement the infrastructure needed to
conduct trusted and secure communications and commerce over information networks
or to purchase products and services such as those offered by the Company, which
could have a material adverse effect on the Company's business, operating
results, financial condition, and results of operations.

                            INFLATION AND SEASONALITY

       The Company does not believe that inflation will significantly impact its
business. The Company does not believe its business is seasonal, however,
because the Company recognizes revenues upon shipment of finished products, such
recognition may be irregular and uneven, thereby disparately impacting quarterly
operating results and balance sheet comparisons.

                         CHANGE IN ACCOUNTING STANDARDS

       In 1998, the Financial Accounting Standards Board issued SFAS No. 133,
Accounting for Derivative Instruments and Hedging Activities. SFAS No. 133
establishes accounting and reporting standards for derivative instruments and
for hedging activities. It requires that an entity recognize all derivatives as
either assets or liabilities at fair value. Adoption of SFAS No. 133 is required
for the fiscal year 2000 and is not expected to have a material impact on the
Company's financial position or results of operations.

ITEM 3 - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

       The Company's major market risk is to fluctuations in foreign currency
exchange rates, principally related to the Swiss Franc. As of March 31, 1999,
the Company's investment in its Swiss subsidiary was approximately $7,674,000. A
10% change in the average Swiss Franc exchange rate for the three months ended
March 31, 1999 would have changed the Company's reported earnings for the three
months by approximately $171,000. A 10% change in the March 31, 1999 Swiss Franc
exchange rate would have changed the Company's reported currency translation
adjustment for three months ended March 31, 1999 by approximately $824,000.

       At March 31, 1999, the Company did not have any interest bearing
obligations. In addition, the Company does not hold any derivative instruments
and does not have any commodity risk.

                           PART II - OTHER INFORMATION

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.

        (a) Exhibits required by Item 601 of Regulation S-K.

             27  Financial Data Schedule

        (b) Reports on Form 8-K: None


                                       12
<PAGE>   13

                                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.


                     INFORMATION RESOURCE ENGINEERING, INC.


May 11, 1999                      /s/ Anthony A. Caputo
                                 ----------------------
                                 ANTHONY A. CAPUTO
                                 Chairman, President and Chief Executive Officer


May 11, 1999                      /s/ David A. Skalitzky
                                 -----------------------
                                 DAVID A. SKALITZKY
                                 Secretary and Treasurer
                                 (Principal Financial and Accounting Officer)


                                       13

<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM (A) THE
CONSOLIDATED BALANCE SHEET AT MARCH 31, 1999 AND THE CONSOLIDATED STATEMENT OF
OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 1999 FOR INFORMATION RESOURCE
ENGINEERING, INC. AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH (B)
FINANCIAL STATEMENTS
</LEGEND>
<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>                                           6,436
<SECURITIES>                                         0
<RECEIVABLES>                                    4,221
<ALLOWANCES>                                        84
<INVENTORY>                                      3,484
<CURRENT-ASSETS>                                14,704
<PP&E>                                           3,453
<DEPRECIATION>                                   1,567
<TOTAL-ASSETS>                                  19,074
<CURRENT-LIABILITIES>                            3,469
<BONDS>                                              0
                                0
                                          0
<COMMON>                                            55
<OTHER-SE>                                      15,550
<TOTAL-LIABILITY-AND-EQUITY>                    19,074
<SALES>                                          6,005
<TOTAL-REVENUES>                                 6,005
<CGS>                                            2,270
<TOTAL-COSTS>                                    2,270
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                                    224
<INCOME-TAX>                                        36
<INCOME-CONTINUING>                                188
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                       188
<EPS-PRIMARY>                                      .04
<EPS-DILUTED>                                      .03
        

</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission