<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
CONFORMED COPY
FORM 10-Q
[X] Quarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
FOR THE QUARTERLY PERIOD ENDED DECEMBER 31, 1999
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 0-18583
POLYMER SOLUTIONS, INC.
(Exact name of registrant as specified in its charter)
Nevada, U.S.A. 88-0360526
(State or other jurisdiction (I.R.S. Employer Identification Number)
of incorporation or organization)
1569 Dempsey Road
Vancouver, British Columbia
Canada V7K 1S8
(Address of principal executive offices)
(604) 683-3473
(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 [ ]
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of February 1, 2000.
TITLE OF CLASS NO. OF SHARES
Common Shares, par value $0.001 8,852,772
<PAGE> 2
POLYMER SOLUTIONS, INC.
Quarterly Report on Form 10-Q
TABLE OF CONTENTS
<TABLE>
<CAPTION>
Item Page
Number Number
------
PART I - FINANCIAL INFORMATION
1. Financial Statements
<S> <C>
Consolidated Balance Sheets
at December 31, 1999 and March 31, 1999 3
Consolidated Statements of Operations
for the periods ended December 31, 1999 and 1998 4
Consolidated Statements of Shareholders' Equity (Deficit)
for the periods ended December 31, 1999 and 1998 5
Consolidated Statements of Cash Flows
for the periods ended December 31, 1999 and 1998 6
Consolidated Statements of Cash Flows Continued
for the periods ended December 31, 1999 and 1998 7
Notes to Consolidated Financial Statements 8
</TABLE>
2. Management's Discussion and Analysis of Financial Condition
and Results of Operations 11
<TABLE>
<CAPTION>
PART II - OTHER INFORMATION
<S> <C>
1. Legal Proceedings 13
2. Changes in Securities and Use of Proceeds 13
3. Defaults Upon Senior Securities 13
4. Submission of Matters to a Vote of Securities Holders 13
5. Other Information 13
6. Exhibits and Reports on Form 8-K 13
SIGNATURES 14
</TABLE>
The accompanying interim consolidated financial statements and notes are
unaudited; however, in the opinion of management, they reflect all adjustments
(consisting of normal recurring adjustments) necessary for a fair presentation
of the results for the interim periods presented. Results of operations for
the periods ended December 31, 1999 are not necessarily indicative of results
expected for an entire year.
Certain statements in this Quarterly Report on Form 10-Q are not based on
historical facts, but are instead based upon a number of assumptions concerning
future conditions that may ultimately prove to be inaccurate. Actual events
and results may materially differ from anticipated results described in such
statements. The Company's ability to achieve such results is subject to
certain risks and uncertainties, including but not limited to, adverse business
conditions in the industries served by the Company and the general economy,
competition, new laws and regulations impacting the products that the Company
provides, and other risk factors affecting the Company's business which are
beyond the Company's control.
<PAGE> 3
POLYMER SOLUTIONS, INC.
CONSOLIDATED BALANCE SHEETS
(U.S. DOLLARS)
<TABLE>
<CAPTION>
1999
-------------------------
DECEMBER 31 MARCH 31
----------- --------
ASSETS (UNAUDITED)
<S> <C> <C>
Current assets:
Cash $ 181,890 $ 39,303
Accounts receivable, net 2,032,145 1,143,919
Inventories, net 1,614,574 1,009,754
Prepaid expenses 222,071 97,647
------------ ------------
4,050,680 2,290,623
Fixed assets, net 858,051 907,533
Other assets 29,296 8,324
Goodwill, net 1,262,791 -
------------ ------------
$ 6,200,818 $ 3,206,480
------------ ------------
LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)
Current liabilities:
Accounts payable $ 1,549,179 $ 992,532
Payroll related and commissions payable 327,475 244,332
Income taxes payable 49,903 -
Current portion of capital lease obligations 155,275 126,912
------------ ------------
2,081,832 1,363,776
Bank loan facilities 1,696,110 1,286,473
Capital lease obligations 413,809 482,719
Due to related parties 4,213 46,350
Severance plan liability 357,132 -
------------ ------------
4,553,096 3,179,318
------------ ------------
Minority interest 190,790 225,036
Commitments (Note 7) ------------ ------------
Shareholders' equity (deficit):
Preferred stock, $0.001 par value;
Authorized - 4,000,000 shares; issued and outstanding - nil
Common stock, $0.001 par value;
Authorized - 20,000,000 shares; issued and outstanding,
December 31, 1999 - 8,852,772 and March 31, 1999 6,410,833 8,852 6,410
Additional paid-in capital 11,499,200 10,309,361
Accumulated deficit (10,051,120) (10,513,645)
------------ ------------
1,456,932 (197,874)
------------ ------------
$ 6,200,818 $ 3,206,480
------------ ------------
</TABLE>
The accompanying notes are an integral part of these financial statements
3
<PAGE> 4
POLYMER SOLUTIONS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
(U.S. DOLLARS)
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
DECEMBER 31, DECEMBER 31,
------------------ -----------------
1999 1998 1999 1998
---- ---- ---- ----
<S> <C> <C> <C> <C>
Sales revenue $ 3,514,118 $ 1,966,646 $ 9,216,635 $ 5,658,954
Costs of goods sold (2,364,080) (1,419,281) (6,280,070) (4,190,070)
------------ ------------ ------------ ------------
1,150,038 547,365 2,936,565 1,468,884
------------ ------------ ------------ ------------
Corporate and administrative expenses:
Marketing and sales 308,253 236,246 877,868 682,001
General and administrative 467,997 256,122 984,553 669,159
Research and development 146,257 134,691 432,706 374,144
------------ ------------ ------------ ------------
922,507 627,059 2,295,127 1,725,304
------------ ------------ ------------ ------------
Income (loss) from operations 227,531 (79,694) 641,438 (256,420)
Other income -- -- 945 --
Interest expense (60,507) (71,706) (179,858) (197,477)
------------ ------------ ------------ ------------
Income (loss) before provision for income taxes 167,024 (151,400) 462,525 (453,897)
Provision for income taxes -- -- -- --
------------ ------------ ------------ ------------
Net income (loss) $ 167,024 $ (151,400) $ 462,525 $ (453,897)
------------ ------------ ------------ ------------
Weighted average basic number
of common shares outstanding 8,632,966 6,410,833 7,683,707 5,622,290
------------ ------------ ------------ ------------
Basic and diluted earnings per share $ .02 $ (.02) $ .06 $ (.08)
------------ ------------ ------------ ------------
</TABLE>
The accompanying notes are an integral part of these financial statements.
4
<PAGE> 5
POLYMER SOLUTIONS, INC.
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (DEFICIT) (UNAUDITED)
(U.S. DOLLARS)
<TABLE>
<CAPTION>
NINE MONTHS ENDED DECEMBER 31,
------------------------------
1999 1998
--------------------- ---------------------
COMMON COMMON
SHARES AMOUNT SHARES AMOUNT
------ ------ ------ ------
<S> <C> <C> <C> <C>
COMMON STOCK:
Balance, beginning of year 6,410,833 $ 6,410 5,344,617 $ 5,345
Shares issued, pursuant to -
Private Placements 2,043,915 2,044 432,000 432
Conversion of debt for common stock -- -- 633,883 633
Exercise of warrants 382,750 383 -- --
Minority interest shareholder
exchange of shares 15,274 15 333 --
------------ ------------ ------------ ------------
Balance, end of period 8,852,772 8,852 6,410,833 6,410
------------ ------------ ------------ ------------
ADDITIONAL PAID-IN CAPITAL:
Balance, beginning of year -- 10,309,361 -- 9,775,173
Shares issued, pursuant to -
Private placement, net -- 959,602 -- 244,289
Conversion of debt for common stock -- -- -- 289,152
Exercise of warrants -- 196,006 -- --
Minority interest shareholder
exchange of shares -- 34,231 -- 747
------------ ------------ ------------ ------------
Balance, end of period -- 11,499,200 -- 10,309,361
------------ ------------ ------------ ------------
EQUITY (DEFICIT):
Balance, beginning of period -- (10,513,645) -- (9,987,355)
Net income (loss) -- 462,525 -- (453,897)
------------ ------------ ------------ ------------
Balance, end of period -- (10,051,120) -- (10,441,252)
------------ ------------ ------------ ------------
TOTAL SHAREHOLDERS' EQUITY (DEFICIT) 8,852,772 $ 1,456,932 6,410,833 $ (125,481)
------------ ------------ ------------ ------------
</TABLE>
The accompanying notes are an integral part of these financial statements.
5
<PAGE> 6
POLYMER SOLUTIONS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(U.S. DOLLARS)
<TABLE>
<CAPTION>
NINE MONTHS ENDED DECEMBER 31,
------------------------------
1999 1998
---- ----
<S> <C> <C>
CASH FLOWS PROVIDED BY (USED IN) OPERATING ACTIVITIES:
Net income (loss) $ 462,525 $ (453,897)
Adjustments to reconcile net income (loss) to net cash
used in operating activities:
Depreciation and amortization 201,487 179,712
Gain on disposal of assets (945) (74,594)
Changes in operating assets and liabilities:
Accounts receivable (533,452) 88,105
Inventory (393,606) 198,730
Prepaids and other assets (55,486) (95,749)
Accounts payable 339,856 (504,304)
Other operating activities 24,468 (62,861)
------------ ------------
Net cash provided by (used in) operating activities 44,847 (724,858)
------------ ------------
CASH FLOWS USED IN (PROVIDED BY) INVESTING ACTIVITIES
Goodwill acquired in business acquisition (1,274,487) --
Fixed asset purchases (66,719) (221,731)
Proceeds from disposal of fixed assets 15,145 347,017
------------ ------------
Net cash (provided by) used in investing activities (1,326,061) 125,286
------------ ------------
CASH FLOWS PROVIDED BY (USED IN) FINANCING ACTIVITIES:
Borrowings on bank loan facilities, net 409,637 286,766
Proceeds from issuance of stock 1,158,036 534,505
Repayments of indebtness (143,872) (219,058)
------------ ------------
Net cash provided by financing activities 1,423,801 602,213
------------ ------------
Increase in cash 142,587 2,641
Cash, beginning of year 39,303 1,177
------------ ------------
Cash, end of period $ 181,890 $ 3,818
------------ ------------
</TABLE>
The accompanying notes are an integral part of these financial statements.
6
<PAGE> 7
POLYMER SOLUTIONS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS CONTINUED (UNAUDITED)
(U.S. DOLLARS)
<TABLE>
<CAPTION>
NINE MONTHS ENDED
DECEMBER 31,
---------------------
1999 1998
----- -----
<S> <C> <C>
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for:
Income taxes $ 800 $ 800
------------ ------------
Interest $ 212,792 $ 206,071
------------ ------------
SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING
AND FINANCING ACTIVITIES:
Minority interest shareholder exchange
of shares $ 34,246 $ 746
------------ ------------
Acquisition of equipment under capital leases $ 61,189 $ 198,533
------------ ------------
ACQUISITION OF U.S. CELLULOSE CO.
Accounts receivable $ 354,774 $ --
Inventory 211,214 --
Prepaids 68,590 --
Fixed assets 20,896 --
Other assets 21,320 --
Accounts payable (216,788) --
Taxes payable (49,903) --
Accrued payroll (27,008) --
Employee severance plan (388,800) --
------------ ------------
Net liabilities at date of acquisition $ (5,705) $ --
------------ ------------
</TABLE>
The accompanying notes are an integral part of these financial statements.
7
<PAGE> 8
POLYMER SOLUTIONS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. SIGNIFICANT ACCOUNTING POLICIES
BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with the rules and regulations of the United
States Securities and Exchange Commission. Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with accounting principles generally accepted in the United States have been
condensed or omitted pursuant to such rules and regulations.
The consolidated financial statements include the accounts of the Company
and its wholly-owned subsidiaries.
In the opinion of management, all adjustments (consisting of normal
recurring accruals) considered necessary for a fair presentation have been
included. Operating results for this period are not necessarily indicative
of the results to be expected for the whole year.
These statements should be read in conjunction with the consolidated
financial statements and notes thereto included in the Company's Annual
Report on Form 10-K for the year ended March 31, 1999, as filed with the
Securities and Exchange Commission.
RECLASSIFICATIONS
Certain prior period balances have been reclassified to conform to the
current period presentation.
2. INVENTORIES
<TABLE>
<CAPTION>
1999
----
DECEMBER 31, MARCH 31,
------------ ---------
<S> <C> <C>
Raw materials and supplies $ 1,129,699 $ 605,288
Finished goods 871,215 603,250
Less allowance for slow-moving inventory (386,340) (198,784)
------------ ------------
$ 1,614,574 $ 1,009,754
------------ ------------
</TABLE>
3. INCOME TAXES
The Company and its subsidiaries have federal operating loss carry-forwards
of approximately $4.5 million and state operating loss carry-forwards of
approximately $1.9 million at December 31, 1999, which expire at various
dates through 2014. The Company also has federal and state tax credits of
approximately $280,000 and $150,000 at December 31, 1999. Other material
temporary timing differences include inventory valuation allowances,
employee severance and vacation compensation. For the nine-month period
ended December 31, 1999, the Company has used approximately $780,000 in
federal and state net operating losses to offset taxable income; no
provision has been posted for alternative taxes because their impact is de
minimis.
8
<PAGE> 9
POLYMER SOLUTIONS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The Company currently has a 100% allowance against all deferred tax assets
and tax credits; however, to the extent the Company continues generating net
income revenue management will reassess the need for a full allowance.
4. EARNINGS PER SHARE ("EPS")
The Company's basic net income per share is computed by dividing net income
by the weighted average number of outstanding common shares. The diluted
EPS amounts are the same as the basic EPS for all periods presented.
5. ACQUISITION AND MERGER
On October 18, 1999 Alternative Materials Technology, Inc. ("AMT"), a
wholly-owned subsidiary of the Company purchased all of the outstanding
capital stock of U.S. Cellulose Co. ("USCC"), a paint coatings company based
in California with annual revenues of approximately $3,300,000. Pursuant to
a Stock Purchase Agreement dated October 15, 1999 the consideration paid was
$1,000,000 in cash. In connection with the purchase, the Company adopted a
USCC Employee Severance Plan, which entitles former USCC employees to
receive up to approximately $400,000 in benefits, which will be paid over a
six-year period. The acquisition was accounted for using the purchase
method of accounting. USCC's assets and liabilities were recorded at their
Fair Value at the date of the acquisition. The excess of acquisition cost
over the fair value of net assets acquired ("goodwill") is being amortized
on a straight-line basis over fifteen years.
The following summarized unaudited proforma financial information assumes
the acquisition had occurred on April 1 of each year. The USCC results of
operations in fiscal year 1999 are through the date of acquisition, October
18, 1999.
<TABLE>
<CAPTION>
NINE MONTHS ENDED
DECEMBER 31,
------------------
1999 1998
---- ----
(UNAUDITED)
<S> <C> <C>
REVENUES:
Polymer Solutions, Inc. $ 9,216,635 $ 5,658,954
U.S. Cellulose Co. 1,949,629 2,333,609
------------ ------------
Combined $11,166,264 $ 7,992,563
------------ ------------
NET INCOME (LOSS):
Polymer Solutions, Inc. $ 462,525 $ (453,897)
U.S. Cellulose Co. (820,708) (806,716)
------------ ------------
Combined $ (358,183) $(1,260,613)
------------ ------------
COMBINED NET INCO ME PER SHARE:
Basic
Net income available to common shareholders $ (358,183) $(1,260,613)
Weighted average number of common
shares outstanding 8,419,125 7,474,290
------------ ------------
Basic and diluted earnings per share $ (0.04) $ (0.17)
------------ ------------
</TABLE>
9
<PAGE> 10
POLYMER SOLUTIONS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The amounts do not reflect any benefits from economies that might be
achieved from combined operations. The proforma amounts do reflect purchase
accounting adjustments and amortization for the periods presented.
6. BANK LOAN FACILITIES
Effective October 20, 1999, the Company renegotiated the Line of Credit
Agreement to include an extension to October 31, 2001 and an increase in
maximum borrowings from $1,800,000 to $3,000,000 at prime plus 2.5%.
7. COMMITMENTS AND CONTINGENCIES
LEASED PREMISES
Pursuant to the Stock Purchase Agreement entered into between the Company
and USCC effective October 15, 1999, the Company assumed the leased premises
of USCC in San Jose, California with monthly lease payments of $6,000 until
September 20, 2002.
ENVIRONMENTAL MATTER
Also pursuant the Stock Purchase agreement the Company acknowledged, along
with seventy-nine other local, regional and multinational businesses, to be
named as a potentially responsible party in the California Superfund site
known as the Bay Area Drum site. USCC was identified as a potentially
responsible party because it sent drums during limited periods between 1978
and 1982 to Bay Area Drum for recycling. The business operations of Bay
Area Drum resulted in significant releases of hazardous substances to the
environment. Management has performed an environmental analysis of the Bay
Area Drum issue and intends to negotiate a settlement with the
administration of the Bay Area Drum. The analysis showed a probable
liability for clean-up and legal and administrative-related costs from the
Bay Area Drum site could range from $87,000 to $133,000 and a reserve of
$87,000 is included in accrued liabilities.
8. COMMON STOCK
During the third quarter of fiscal year 2000, the Company issued 69,250
shares on the exercise of warrants, at an exercise price of $0.52
(Cdn.$0.76) per share, for which the Company received $35,942 in cash.
Pursuant to a private placement held in December 1997, the share purchase
warrants to acquire 237,500 shares at $0.85 expired effective October 30,
1999.
10
<PAGE> 11
ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
OVERVIEW
Polymer Solutions, Inc. (the "Company"), develops, manufactures and distributes
paints, coatings and adhesives to various industries, primarily in California.
In 1998, PSI constructed a new production facility in Chico, California that
allows the Company significant growth opportunities both internally and by way
of acquisition. Presently, the new facility has excess production capacity and
with the addition of a minor amount of capital equipment and some additional
labor, capacity can be increased significantly.
On October 18, 1999, the Company acquired U.S. Cellulose Co. ("USCC") for
$1,000,000 in cash and the assumption of certain liabilities. In order to
finance the cash portion of the transaction, the Company repriced certain
warrants to encourage exercise and conducted two private placements. The
Company assumed responsibility for an Employee Severance Plan, which obligates
the Company to pay up to $400,000 in severance pay to former USCC employees
over the next six years. USCC has annual revenues of approximately $3.3
million.
Management continues to actively seek acquisition candidates with financial and
geographic profiles consistent with the Company's growth objectives.
RESULTS FROM OPERATIONS FOR THE NINE-MONTH PERIOD ENDED DECEMBER 31, 1999
COMPARED WITH DECEMBER 31, 1998:
Sales revenue for the nine-month period ended December 31, 1999, was $9,216,635
compared to $5,658,954 during the nine-month period ended December 31, 1998, an
increase of 63%. The Company's water-based products are the principal source
of revenue and increased 36% over the same period last year. The secondary
source of revenue is the Company's low volatile organic compound solvent-based
products, which increased by 80% as compared to the same period last year.
These increases reflect the demand for the Company's coatings and other
products, which has been stimulated by concerted marketing efforts and
increased brand name recognition. The increase also reflects a larger customer
base due to the acquisition of USCC since October, 1999.
Cost of goods sold for the nine-month period ended December 31, 1999, were
$6,280,070 compared to $4,190,070 for the nine-month period ended December 31,
1998. Cost of goods sold as a percentage of sales decreased to 68% from 74%
for the same period. The related gross profit for the nine-month period ended
December 31, 1999, was $2,936,565 or 32% of sales compared to $1,468,884 or 26%
of sales for the nine-month period ended December 31, 1998. These significant
improvements come from continued negotiation for lower raw material costs and
the effect of improved production efficiencies achieved by the operation of our
new facility.
Marketing and sales expense for the nine-month period ended December 31, 1999,
was $877,868 compared to $682,001 for the nine-month period ended December 31,
1998, an increase of 29%. This increase is due to a combination of higher
sales commissions related to the 63% increase in
11
<PAGE> 12
revenue and the continued expansion of the marketing and sales staff required
to maintain the growing customer base.
The Company's general and administrative expenses for the nine-month period
ended December 31, 1999, were $984,553 compared to $669,159 for the nine-month
period ended December 31, 1998. The increased expense is related primarily to
the payment of consulting fees for the former owner and senior officer of USCC,
increased wages and rent for the acquired San Jose facilities, and an increase
in the accrual of vacation, sick pay and current audit fees.
Research and development costs for the nine-month period ended December 31,
1999, were $432,706 compared to $374,144 for the nine-month period ended
December 31, 1998, an increase of 16%, which reflects the full cost of the
prior year increase in the number of research and development employees.
LIQUIDITY AND CAPITAL RESOURCES
Cash increased to $181,890 at December 31, 1999, from $39,303 at March 31,
1999, due to the timing of credit line advances. Cash flow provided by
operating activities totaled $71,448 for the first nine-month of Fiscal year
2000 versus cash used of $724,858 during the same prior-year period, as a
result of improved net income, primarily due to management's focus on reducing
raw material costs. Accounts receivable and inventory at December 31, 1999,
increased by $888,226 and 604,820 respectively from March 31, 1999, due to the
increased level of operating activity.
The Company has working capital of $1,968,848 at December 31, 1999, compared to
$926,847 at March 31, 1999. The current ratio at December 31, 1999, was 1.95
versus 1.7 at March 31, 1999.
OUTLOOK
We continue to reach new high points in the life of the Company, including all
time records in both sales and net income. The acquisition of USCC is only the
first of further planned acquisitions that will utilize capacity of our new
state-of-the-art manufacturing plant by adding new customers and improved
products. The Company's strong fundamentals provide the foundation for rapid
growth to a significant company, and we are now building on that foundation.
Year 2000
As of the date hereof, the Company has not experienced any significant business
disruptions as a result of the Year 2000 issue in regards to the areas of plant
systems, external parties and information technology. The monitoring of
hardware, software, and external parties is ongoing and contingency plans have
been developed to address issues within the Company's control. This does not
guarantee that problems will not occur in the future or have not yet been
detected.
12
<PAGE> 13
Note to Readers
When used in this discussion, the words "expect(s)", "feel(s)", "believe(s)",
"will", "may", "anticipate(s)" and similar expressions are intended to identify
forward-looking statements. Such statements in this Quarterly Report on Form
10-Q and in letters to shareholders, are not based on historical facts, but are
instead based upon a number of assumptions concerning future conditions that
may ultimately prove to be inaccurate. Actual events and results may materially
differ from anticipated results described in such statements. The Company's
ability to achieve such results is subject to certain risks and uncertainties,
including but not limited to, adverse business conditions in the industries
served by the Company and the general economy, competition, new laws and
regulations impacting the products that the Company provides, and other risk
factors affecting the Company's business beyond the Company's control.
PART II - OTHER INFORMATION
- ---------------------------
ITEM 1. LEGAL PROCEEDINGS - NOT APPLICABLE
ITEM 2 CHANGES IN SECURITIES AND USE OF PROCEEDS - NOT APPLICABLE
ITEM 3 DEFAULTS UPON SENIOR SECURITIES - NOT APPLICABLE
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS - NOT APPLICABLE
ITEM 5. OTHER INFORMATION - NOT APPLICABLE
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
A) EXHIBIT 27. FINANCIAL DATA SCHEDULE
27.1 [1] Financial Data Schedule for Commercial and Industrial
Companies
B) FORM 8-K
1) A current report on Form 8-K dated October 18,
1999, was filed on November 2, 1999, to report the acquisition
of USCC effective October 18, 1999, and the accompanying
exhibits filed under item 7.
2) A current report on Form 8-K/A dated October 18,
1999, was filed on December 30, 1999, for the purposes of
including the required financial statements and pro forma
financial information in respect of the acquisition of USCC.
- --------------
[1] Filed herewith.
13
<PAGE> 14
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.
POLYMER SOLUTIONS, INC.
(Registrant)
Date: February 11, 2000 /s/ Gordon. Ellis
---------------------------
Gordon L. Ellis
Chairman
Date: February 11, 2000 /s/ Larry Flanagan
---------------------------
E. Laughlin Flanagan
President and CEO
14
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from form 10-Q
and is qualified in its entirety by reference to such financial statements
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> MAR-31-2000
<PERIOD-START> APR-01-1999
<PERIOD-END> DEC-31-1999
<CASH> 181,890
<SECURITIES> 0
<RECEIVABLES> 2,032,145
<ALLOWANCES> 0
<INVENTORY> 1,614,574
<CURRENT-ASSETS> 4,050,680
<PP&E> 858,051
<DEPRECIATION> 0
<TOTAL-ASSETS> 6,200,818
<CURRENT-LIABILITIES> 2,081,832
<BONDS> 0
0
0
<COMMON> 8,852
<OTHER-SE> 11,499,200
<TOTAL-LIABILITY-AND-EQUITY> 6,200,818
<SALES> 9,216,635
<TOTAL-REVENUES> 9,216,635
<CGS> 6,280,070
<TOTAL-COSTS> 2,295,127
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 179,858
<INCOME-PRETAX> 462,525
<INCOME-TAX> 0
<INCOME-CONTINUING> 462,525
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 462,525
<EPS-BASIC> (0.06)
<EPS-DILUTED> (0.06)
</TABLE>
