FANTOM TECHNOLOGIES INC
6-K, 1999-11-29
ELECTRIC HOUSEWARES & FANS
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<PAGE>

                                   FORM 6-K


                      SECURITIES AND EXCHANGE COMMISSION

                            WASHINGTON, D.C. 20549


                           Report of Foreign Issuer
                     Pursuant to Rule 13a-16 or 15d-16 of
                      the Securities Exchange Act of 1934


For the month of November, 1999


                            Fantom Technologies Inc.
                               (Registrant's name)

                                1110 Hansler Road
                        Welland, Ontario, Canada L3B 5S1
                                 (905) 734-7476
                    (Address of principal executive offices)


Indicate by check mark whether the registrant files or will file annual reports
                      under cover Form 20-F or Form 40-F:

                         Form 20-F       Form 40-F   X
                                   -----           -----

  Indicate by check mark whether the registrant by furnishing the information
    contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

                               Yes        No  X
                                   -----    -----
<PAGE>

Documents Included as Part of this Report

     No.    Document
     ---    --------

     1.   First Quarter Report to Shareholders for the three months ended
          September 30, 1999.


                                       2
<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.

Date:      November 24, 1999

                         FANTOM TECHNOLOGIES INC.



                         By:  "Walter J. Palmer"
                              ------------------
                              Name: Walter J. Palmer
                              Title:  Secretary
<PAGE>

TO OUR SHAREHOLDERS

FANTOM TECHNOLOGIES INC.

We are pleased to report that revenue and net income for the three months ended
 September 30, 1999 were the highest ever for a first quarter of our fiscal
 year. Sales reached $57.0 million, up from $55.1 million for the first quarter
 last year. Net income was $3.4 million or $0.38 per share (based on 9,046,119
 shares outstanding) compared with $3.3 million or $0.36 per share (based on
 8,972,809 shares outstanding) for the year-earlier period.

On October 19, 1999 the Board of Directors declared a quarterly cash dividend of
 5 cents per share payable on January 1, 2000 to shareholders of record at the
 close of business on November 30, 1999.

The Company is continuing to expand retail distribution for its products. At the
 end of September, we made our first shipments to Wal-Mart Stores, Inc. in the
 United States. FANTOM(R) vacuums are currently being tested in several hundred
 of the largest Wal-Mart stores and we are optimistic the test will be expanded.

We are also continuing to receive acclaim from the United States advertising
  industry. On October 19, 1999 the FANTOM(R) CYCLONE XT(R) 30-minute direct-
  response TV show was awarded "Best Infomercial Production Over $150,000" by
  the Electronic Retailing Association at its annual awards presentation. This
  marks the seventeenth award Fantom has won in the U.S. for advertising
  excellence -- twelve in the past two years alone.

The Company's intensive new product development efforts are progressing
 according to plan. We are on target to introduce a new line of innovative
 floor-care products, designed to create a new market segment, in the summer of
 2000. We are also on target to introduce our first household water-treatment
 product -- a counter-top microbiological water purifier -- in that same time
 period. This new entry, designed to combat the microbiological threat head-on,
 is the first of a line of water-treatment products planned for Fantom.

In addition, research is advancing in another field designed to open up a
 further range of opportunities in diverse consumer product markets. We hope to
 be in a position to release more information about this initiative within the
 next few months, following the building and testing of prototypes. As of the
 date of this report, fifty-three utility patent applications have been filed
 for technologies Fantom is either acquiring or exclusively licensing through
 its association with Omachron Technologies, Inc.
<PAGE>

On October 27, 1999 the Board of Directors announced the appointment of Rikki
 Meggeson as Chair of the Board effective November 1, 1999. Ms. Meggeson first
 became a Director of Fantom in 1989. Her significant contributions to the
 Company include the authorship of the name "Fantom" for the Company's products.
 Ms. Meggeson succeeds Ken Kelman who continues as a Director of Fantom. Mr.
 Kelman assumed the Chair of Fantom in 1989. Under his tenure, the Company grew
 fifteen times in size, with all of the growth generated internally. All of us
 at Fantom thank Ken for his very capable leadership during this period of rapid
 expansion.

The Company is continuing to take reasonable measures to ensure that all of its
 internal systems, as well as those of its significant business partners, are
 year-2000 ready. The Company expects that its year-2000 plans will be completed
 on time and is not aware of a critical weakness in the preparedness of any of
 its significant suppliers, customers, or business partners. However, this does
 not ensure that an unanticipated problem will not occur before, at the onset
 of, or after the year 2000, which could have a material adverse impact on the
 operations of the Company.

The foregoing information includes certain statements relating to the Company
 which are forward-looking statements under Section 21E of the United States
 Securities Exchange Act of 1934. The words "plan", "target", "expects" and
 similar expressions, as they relate to the Company or its management, are
 intended to identify forward-looking statements. Such statements are based on
 assumptions made by, and information available to, the Company. However, there
 are important factors that could cause actual results to differ materially from
 those in such forward-looking statements including, among others, the
 contingencies arising from the uncertainties which are inherent in the
 development of new technology and the unanticipated costs and time delays which
 often arise in the process of developing new products based on innovative
 technology. The Company does not intend, and assumes no obligation, to update
 the forward-looking statements to reflect actual results, changes in
 assumptions or changes in other factors affecting such statements.


On behalf of the Board,

      Rikki Meggeson                       Allan D. Millman
      Chair of the Board                   President and Chief Executive Officer


November 5, 1999
<PAGE>

Consolidated Statements of
    Income and Retained Earnings


FANTOM TECHNOLOGIES INC.

                                                     Three Months Ended
                                               September 30 (Unaudited)


                                                   1999            1998

Sales                                      $ 57,044,537    $ 55,114,160

Cost of goods sold                           35,764,199      36,168,204
- --------------------------------------------------------------------------------
                                             21,280,338      18,945,956
Expenses:
Selling, general and administrative          15,155,355      13,606,074
Research and development                        784,374         324,758
Finance charges                                 (64,921)        (99,932)
- --------------------------------------------------------------------------------
                                             15,874,808      13,830,900
- --------------------------------------------------------------------------------

Income before income taxes                    5,405,530       5,115,056

Income taxes                                  2,000,000       1,842,000
- --------------------------------------------------------------------------------
Net income                                    3,405,530       3,273,056
Retained earnings
  at beginning of period                     31,116,910      18,015,632

Dividends                                      (451,900)       (270,093)
Retained earnings
 at end of period                          $ 34,070,540    $ 21,018,595
- --------------------------------------------------------------------------------

Net income per share  - Basic *            $       0.38    $       0.36
                      - Fully Diluted      $       0.36    $       0.35
- --------------------------------------------------------------------------------

*Basic Net income per share has been calculated using the weighted average
number of common shares outstanding during the respective periods. These were
9,046,119 shares for 1999 and 8,972,809 shares for 1998.

Certain comparative figures have been reclassified to conform with the financial
statement presentation adopted in the current year.

Financial information in this report is expressed in Canadian Dollars, unless
otherwise noted.

<PAGE>

CONSOLIDATED BALANCE SHEETS

FANTOM TECHNOLOGIES INC.

                                                        September 30
                                                         (Unaudited)


                                               1999             1998
ASSETS
Current assets:
   Cash and short term deposits       $   7,513,003    $   2,086,587
   Trade accounts receivable             38,297,211       40,242,126
   Other receivables                      2,219,173        1,253,465
   Inventories                           20,757,965       17,769,684
   Prepaid expenses                       2,873,402        2,804,150
   Deferred income taxes                  1,347,344          259,000
- --------------------------------------------------------------------------------
                                         73,008,098       64,415,012

Deferred development costs,
   net of amortization                    2,128,044        1,320,046
Property, plant and equipment,
   at cost                               38,731,211       28,298,147
   Less accumulated depreciation         (8,369,311)      (5,520,072)
- --------------------------------------------------------------------------------
                                         30,361,900       22,778,075
- --------------------------------------------------------------------------------
                                      $ 105,498,042    $  88,513,133
- --------------------------------------------------------------------------------

LIABILITIES AND SHARHOLDERS' EQUITY

Current liabilities:
   Trade accounts payable                26,252,447       27,089,836
   Other payables and accruals            8,690,416        7,414,870
   Currency hedging exchange gains        3,545,642          682,530
   Current portion of capital
      lease obligations                      11,552          163,353
- --------------------------------------------------------------------------------
                                         38,500,057       35,350,589

Capital lease obligations,
      Less current portions                     --             7,739
Currency hedging exchange gains           1,451,573          968,059

Deferred income taxes                     2,852,564        3,331,114

Shareholders' equity:
   Share capital                         28,623,308       27,837,037
   Retained earnings                     34,070,540       21,018,595
- --------------------------------------------------------------------------------
                                         62,693,848       48,855,632
- --------------------------------------------------------------------------------
                                      $ 105,498,042    $  88,513,133
- --------------------------------------------------------------------------------
<PAGE>

CONSOLIDATED STATEMENTS OF
     CASH FLOWS

FANTOM TECHNOLOGIES INC.

                                        Three Months Ended
                                    September 30 (Unaudited)

                                         1999           1998
CASH PROVIDED BY (USED FOR):

Operations:
    Net income                    $ 3,405,530    $ 3,273,056
    Items not requiring cash:
     Depreciation                     882,906        525,171
     Deferred taxes                   148,840        562,881
     Amortization of deferred
       development costs               87,321         25,525
Change in non-cash
   operating working capital       (3,393,770)    (4,772,669)
Increase (decrease) in currency
   hedging exchange gains            (996,406)       968,059
- --------------------------------------------------------------------------------
                                      134,421        582,023

Financing:
   Payments on capital leases         (10,304)       (68,381)
   Issuance of common
     shares and warrants              674,021        839,447
Dividends paid                       (451,900)      (270,093)
- --------------------------------------------------------------------------------
                                      211,817        500,973
Investments:
   Additions to property,
     plant and equipment           (2,119,253)    (3,114,873)
   Additions to deferred
     development costs               (153,188)      (491,334)
- --------------------------------------------------------------------------------
                                   (2,272,441)    (3,606,207)

Decrease in cash position          (1,926,203)    (2,523,211)

Cash position at
   beginning of period              9,439,206      4,609,798
- --------------------------------------------------------------------------------
Cash position at
   end of period                  $ 7,513,003    $ 2,086,587
- --------------------------------------------------------------------------------


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