<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 ACT
OF 1934
For the quarterly period ended March 31, 1997
----------------------------------------
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
ACT OF 1934
For the transition period from to
------------------- -------------------
Commission File Number: 0-19606
-----------------------------------------------
AMERICAN BIOMED, INC.
(Exact name of registrant as specified in its charter)
Delaware 76-0136574
- --------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification Number)
incorporation or organization)
10077 Grogan's Mill Road, Suite 100, The Woodlands, Texas 77380
- --------------------------------------------------------------------------------
(address of principal executive offices) (Zip Code)
(281) 367-3895
--------------
(Registrant's telephone number, including area code)
N.A.
----
(Former name, former address and former fiscal year if
changed since last report)
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 and 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. [X] Yes [ ] No
The total number of shares outstanding of common stock, $.001 par value as of
April 30, 1997 is 14,433,324.
<PAGE> 2
AMERICAN BIOMED, INC. AND SUBSIDIARY
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PART I - FINANCIAL INFORMATION
Page
<S> <C>
Item 1 - Financial Statements:
Consolidated Condensed Balance Sheets 3
Consolidated Condensed Statements of Operations 4
Consolidated Condensed Statements of Cash Flows 5
Notes to Consolidated Condensed Financial Statements 6
Item 2 - Management's Discussion and
Analysis of Financial Condition
and Results of Operations 9
PART II - OTHER INFORMATION
Item 1 Legal Proceedings 11
Item 6 Exhibits and Reports on Form 8-K 12
SIGNATURES 13
INDEX TO EXHIBITS 14
</TABLE>
<PAGE> 3
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
AMERICAN BIOMED, INC. AND SUBSIDIARY
(A Development Stage Enterprise)
CONSOLIDATED CONDENSED BALANCE SHEETS
(Unaudited)
<TABLE>
<CAPTION>
March 31, December 31,
1997 1996
------------ ------------
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 2,224,711 $ 1,183,613
Accounts receivable, trade, net of allowance for doubtful accounts
of $57,500 in 1996 148,672 168,359
Accounts receivable, other 23,457 19,848
Inventories 471,095 462,097
Prepaid expenses 228,776 277,195
------------ ------------
Total current assets 3,096,711 2,111,112
------------ ------------
Property and equipment, net 86,124 81,315
Patents, net of accumulated amortization of $873,563 and
$870,014 in 1997 and 1996, respectively 172,008 164,655
Goodwill, net of accumulated amortization of $605,162
and $574,391 in 1997 and 1996, respectively 625,673 656,444
Other assets 53,982 55,625
------------ ------------
Total assets $ 4,034,498 $ 3,069,151
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Notes payable to stockholders and others $ 268,338 $ 1,278,485
Current maturities of long-term debt 42,074 38,404
Current maturities of capital lease obligations 306,843 266,078
Accounts payable 327,944 301,184
Accrued liabilities 550,972 483,167
------------ ------------
Total current liabilities 1,496,171 2,367,318
Long-term debt, net of current maturities 101,114 110,472
Capital lease obligations, net of current maturities 237,231 302,766
Deferred revenue 145,000 160,000
Commitments and contingencies:
Stockholders' equity:
Preferred stock, $.001 par value, 2,000,000 shares authorized,
Series A: Convertible preferred stock, 1,390 shares authorized,
issued and outstanding at March 31, 1997 and December 31, 1996, respectively,
$1,000 per share or $1,390,000 aggregate liquidation preference 1 1
Series B: Convertible preferred stock, 2,500 shares authorized, 1,500 shares
issued and outstanding at March 31, 1997 and December 31, 1996, respectively,
$1,000 per share or $1,500,000 aggregate liquidation preference plus an additional
10% per year from the date of issuance 2 2
Series C: Convertible preferred stock, 125 shares authorized, 125 shares
issued and outstanding at March 31, 1997, $20,000 per share or $2,500,000
aggregate liquidation preference plus an additional 7% per year from the date
of issuance
Common stock, $.001 par value, 50,000,000 shares authorized , 14,394,824 and
13,544,019 shares issued at March 31, 1997 and December 31, 1996, respectively 14,395 13,544
Additional paid-in capital 27,311,499 24,741,670
Deficit accumulated during the development stage (25,019,315) (24,375,022)
Less treasury stock at cost, 68,323 shares (251,600) (251,600)
------------ ------------
Total stockholders' equity 2,054,982 128,595
------------ ------------
Total liabilities and stockholders' equity $ 4,034,498 $ 3,069,151
============ ============
</TABLE>
The accompanying notes are an integral part of the financial statements.
3
<PAGE> 4
AMERICAN BIOMED, INC. AND SUBSIDIARY
(A Development Stage Enterprise)
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
INCEPTION,
THREE MONTHS ENDED SEPTEMBER 4, 1984,
MARCH 31, TO
1997 1996 MARCH 31, 1997
------------ ------------ ---------------
<S> <C> <C> <C>
Sales, net $ 117,346 $ 106,737 $ 3,431,993
Cost of Sales (124,734) (100,813) (3,357,640)
------------ ------------ ------------
Gross profit (loss) (7,388) 5,924 74,353
------------ ------------ ------------
Operating expenses:
Selling, general and administrative (468,050) (330,930) (15,924,985)
Research and development (146,287) (113,988) (7,396,280)
Distributor settlement (1,080,915)
------------ ------------ ------------
(614,337) (444,918) (24,402,180)
------------ ------------ ------------
Loss from operations (621,725) (438,994) (24,327,827)
------------ ------------ ------------
Other income (expense):
Interest income 5,041 483 114,775
Interest expense (42,609) (70,646) (2,738,047)
Other income 15,000 9,360 1,931,784
------------ ------------ ------------
Other income (expense), net (22,568) (60,803) (691,488)
------------ ------------ ------------
Net loss (644,293) (499,797) (25,019,315)
Less preferred stock dividends (540,556) (1,183,413)
------------ ------------ ------------
Net loss available to common shareholders $ (644,293) $ (1,040,353) $(26,202,728)
============ ============ ============
Net loss per common share $ (.05) $ (.11)
============ ============
Weighted average number of common shares
Outstanding 13,986,312 9,505,274
============ ============
</TABLE>
The accompanying notes are an integral part of the financial statements.
4
<PAGE> 5
AMERICAN BIOMED, INC. AND SUBSIDIARY
(A Development Stage Enterprise)
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Inception,
Three Months Ended September 4, 1984,
March 31, to
1997 1996 March 31, 1997
--------------------------------- ------------
<S> <C> <C> <C>
Net cash used by operating activities $ (419,759) $ (218,763) $(17,753,878)
Cash flows from investing activities:
Capital expenditures (10,080) (1,273) (445,306)
Investment in patents (10,902) (7,477) (447,890)
Other investing activities 245,080
------------- ----------- ------------
Net cash used by investing activities (20,982) (8,750) (648,116)
------------- ----------- ------------
Cash flows from financing activities:
Proceeds from notes payable to banks 2,333,880
Proceeds from notes payable to stockholders 34,750 1,225,921
Proceeds from notes payable to others 5,742,337
Repayments of notes payable to banks (5,000) (2,070,000)
Repayments of notes payable to stockholders (23,551) (822,992)
Repayments of notes payable to others (1,015,835) (26,465) (5,790,852)
Principal payments under capital lease obligations (24,770) (10,771) (654,937)
Proceeds from patent assignment and leaseback 500,000
Proceeds from equipment assignment and leaseback 305,000
Proceeds from sale of debentures 640,000
Proceeds from sale of preferred stock 2,500,000 8,436,502
Proceeds from sale of common stock and exercise of
unregistered warrants 310,034 333,319 9,044,351
Proceeds from exercise of stock options 336,167
Proceeds from issuance of registered stock purchase warrants 100,000
Proceeds from exercise of registered stock purchase warrants 2,801,018
Treasury stock acquired (500,000)
Offering costs (287,590) (940,243)
Other financing activities (59,447)
------------- ----------- ------------
Net cash provided by financing activities 1,481,839 302,282 20,626,705
------------- ----------- ------------
Net increase in cash and cash equivalents 1,041,098 74,769 2,224,711
Cash and cash equivalents at beginning of period 1,183,613 9,177
------------- ----------- ------------
Cash and cash equivalents at end of period $ 2,224,711 $ 83,946 $ 2,224,711
============= =========== ============
</TABLE>
The accompanying notes are an integral part of the financial statements
5
<PAGE> 6
AMERICAN BIOMED, INC. AND SUBSIDIARY
(A Development Stage Enterprise)
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)
1. BASIS OF PRESENTATION
The accompanying unaudited consolidated condensed financial statements have
been prepared in accordance with the requirements of Form 10-Q and therefore do
not include all information and footnotes necessary for a fair presentation of
financial position, results of operations and cash flows in conformity with
generally accepted accounting principles. In the opinion of management, the
unaudited consolidated condensed financial statements reflect all adjustments
that are necessary for a fair statement of the results of the periods
presented, and all such adjustments are of a normal recurring nature.
The unaudited consolidated condensed financial statements include the
accounts of American BioMed, Inc. and its wholly-owned subsidiary, Cathlab
Corporation, (jointly referred to as the "Company") after elimination of all
intercompany transactions and accounts.
These unaudited consolidated condensed financial statements should be read
in connection with the financial statements for the year ended December 31,
1996 included in the Company's Annual Report filed on Form 10-K. Results for
the first quarter are not necessarily indicative of year-end results.
2. CAPITAL STOCK
During the first quarter of 1997, 762,583 shares of the Company's common
stock were issued in connection with the exercise of warrants. An additional
88,222 shares were issued in payment of debt.
In March 1997, the Company issued options to purchase 5,000 shares of
common stock at $1.50 per share, the fair market value at date of grant, in
connection with the employment of a quality assurance manager who has since
been promoted to plant manager.
Pursuant to Section 4(2) of the Securities Act, in March 1997 the
Company issued 125 shares of its Series C convertible preferred stock, par
value $.001 per share (the "Series C Preferred") to Nelson Partners, an
unaffiliated investor, for a total purchase price of $2,500,000 or $20,000 per
share. The proceeds of the sale will be used to fund clinical trials, research
and development projects and general working capital. The Series C Preferred,
which bears no dividends and confers no voting rights, is of equal rank with
shares of the Series A Preferred and the Series B Preferred and senior to the
Company's other equity securities (except with the consent of the majority of
the holders of Series C Preferred). The Series C Preferred is convertible at
any time on or after 120 days after the initial date of issuance at the option
of the holder into a number of shares of common stock (the "Series C Conversion
Shares") based on a formula as defined in the purchase agreement.
The Series C conversion price is the lesser of (i) $1.75 (adjusted if
there is a lock up in effect) or (ii) the average of the closing bid price for
the common stock for the five consecutive trading days immediately preceding
the date the election to convert is made (the "Series C Conversion Price"). The
number of Series C Conversion Shares is subject to adjustment from time to time
upon the occurrence of stock splits, reverse stock splits, and similar events.
On March 1, 2000 any outstanding shares of the Series C Preferred will be
automatically converted based on the Series C Conversion Price then in effect.
Registration rights were conferred upon the Series C Preferred requiring
the Company to file an S-3 Registration Statement covering the resale of the
Series C Conversion Shares on or before the ninetieth day following the
issuance date.
The Company may at its option at any time after the 180th day and prior
to the 361st day following the issuance of the Series C Preferred, prohibit
holders of the Series C Preferred from exercising any conversion rights granted
(the "Lock-Up") when certain conditions are met. In the event the Company
effects a lock-up, each holder of the Series C Preferred will be entitled to a
warrant (the "Lock-Up Warrant") exercisable for that number of shares of common
stock equal to (1/2) one-half of the number of shares of common stock which
would have been issuable had such holder converted, and on the last day of the
lock-up period will be entitled to an additional Lock-Up Warrant exercisable for
that number of shares of common stock equal to one-half of the number of shares
of common stock which would have been issuable had such holder converted. The
exercise price of the Lock-Up Warrant is the fixed conversion price ($1.75) that
is in effect at the time of issuance of the Lock-Up warrant, but not subject to
any adjustments.
6
<PAGE> 7
AMERICAN BIOMED, INC. AND SUBSIDIARY
(A Development Stage Enterprise)
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS - Continued
(Unaudited)
2. CAPITAL STOCK - Continued
The Company has reserved 7,642,857 shares of common stock for issuance
(i) upon conversion of the Series C Preferred, (ii) upon exercise of the
warrants and (iii) the placement warrants.
3. SUPPLEMENTAL INFORMATION FOR STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
Inception
Three Months Ended September 4, 1984
March 31, to
1997 1996 March 31, 1997
------------------------ --------------
<S> <C> <C> <C>
Interest Paid $ 38,180 $ 34,025 $ 1,185,058
Noncash investing and financing activities:
Equipment acquired through capital lease
agreements 266,539
Equipment and leasehold improvements
acquired through notes payable 35,775
Conversion of accrued interest
payable to principal on notes
payable to stockholders 105,170
Conversion of Series A and Series B
preferred stock to common stock 444
Conversion of debentures to common stock 640,000
Deferred offering costs incurred in prior
year charged against offering proceeds 41,000
Issuance of common stock in connection
with purchase of assets of VMS, Inc. 124,999
Issuance of common stock in connection
with purchase of assets of Superstat, Inc. 81,819
Conversion of notes payable to common stock 538,671
Common stock and warrants issued in lieu of
interest expense 1,387,300
Patent assignment and leaseback 500,000
Issuance of common stock in connection with
Therex settlement 77
Transfer of note receivable from officer 25,000
Writeup of property and equipment on Cathlab
due to sale and leaseback agreement 221,616
Issuance of common stock and warrants
for services 1,007,427
Issuance of common stock for certain liabilities 48,236 1,594,745
</TABLE>
7
<PAGE> 8
AMERICAN BIOMED, INC. AND SUBSIDIARY
(A Development Stage Enterprise)
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS - Continued
(Unaudited)
4. INVENTORIES
Inventories are stated at the lower of cost or market value. Cost is
determined using the first-in, first-out (FIFO) method.
Inventories consisted of the following:
<TABLE>
<CAPTION>
March 31 December 31
1997 1996
-------- --------
<S> <C> <C>
Raw materials ................ $217,757 $178,762
Work in process .............. 105,033 157,114
Finished goods ............... 148,305 126,221
-------- --------
$471,095 $462,097
======== ========
</TABLE>
5. COMMITMENTS AND CONTINGENCIES
The Company is a party to litigation arising in the ordinary course
of business. Management regularly analyzes current information and, as
necessary, provides accrual for probable liabilities for the eventual
disposition of the matter. In the opinion of management, the ultimate outcome
of these matters will not materially affect the Company's financial position,
results of operations or cash flows.
The Company has resolved the litigation regarding the December 1995
American Arbitration Association award to a consultant of $50,000 plus interest
at prime plus three percent from May 1, 1995. Payments are being made and the
balance will be paid in full by June 30, 1997.
Other litigation referred to in the Company's report on Form 10-K was
resolved during the year ended December 31, 1996.
6. RECENT ACCOUNTING PRONOUNCEMENTS
In February 1997, the Financial Accounting Standards Board ("FASB")
issued Statement of Financial Accounting Standards No. 128, "Earnings Per
Share" ("SFAS 128"). SFAS 128 specifies the computation, presentation and
disclosure requirements for earnings per share. SFAS 128 is effective for
financial statements issued for periods ending after December 15, 1997,
including interim periods. The Company has not yet determined the impact that
the adoption of SFAS 128 will have on its disclosure of earnings per share.
8
<PAGE> 9
AMERICAN BIOMED, INC. AND SUBSIDIARY
(A Development Stage Enterprise)
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
The Company is in the development stage and has had limited operating
revenues since its inception on September 4, 1984. From September 4, 1984
through March 31, 1997, the Company had an accumulated deficit of $25,019,315.
During the three months ended March 31, 1997, the Company's sales
increased 9.9% to $117,346 compared with sales of $106,737 for the same period
in 1996. Foreign export sales increased 153.8% while domestic sales decreased
73.3%. Other revenues for services and projects increased to $20,300 from
$3,890. The Company added several new international distributors in 1996 which
are now being licensed and the products registered in these international
markets resulting in increased foreign export sales. The decrease in domestic
sales is due primarily to the decrease of government orders received during the
current quarter.
Cost of sales represented 106.3% and 94.4% of sales for the three
months ended March 31, 1997 and 1996, respectively. The higher percentage in
1997 is due to an increase in new hires and the related training in
anticipation of second quarter sales increases related to discussions with
potential strategic partners for Original Equipment Manufacturing ("OEM"). In
addition the sales level is insufficient to cover the increased plant
infrastructure required to meet new revenue streams and the implementation of
ISO 9001.
Selling, general and administrative expenses increased 41.4% to
$468,050 during the first three months of 1997, compared to $330,930 for the
same period in 1996. The increase was primarily in five areas. Due to the
hiring of a vice president of sales and marketing in the second quarter of
1996, sales and marketing expenses increased to approximately $36,000 from
approximately $1,400. Also during the second quarter of 1996, a consulting
agreement was signed with an investor relations firm resulting in $31,250 of
additional expense during the first quarter of 1997 compared to the same period
in 1996. Salaries and payroll related expenses increased approximately $52,000
due to the hiring of two additional corporate personnel, as well as salary and
benefit increases. Legal and accounting expenses were elevated during the first
quarter of 1997 due to expenses incurred regarding preparation of Form S-3 and
S-8 Registration Statements. The Company began the ISO 9001 certification
process in the fourth quarter of 1996. Expenses related to the ISO 9001
certification process for the first quarter of 1997 were approximately $13,000.
Research and development expenses totaled $146,287 during the first
quarter of 1997, an increase of 28.3% from the 1996 first quarter total of
$113,988. This is due to the Company initiating research and development on a
new line of 100%-silicone balloon catheters for thrombectomy and thrombolysis,
which will expand the Company's existing product lines. Clinical trials have
begun on these products. In addition, the Company is focusing on completing the
OmniCath(R) clinical trials. During the second quarter of 1997, the Company
will expand the number of sites authorized to conduct the trials.
Interest expense decreased 39.7% to $42,609 for the first quarter of
1997, compared to $70,646 for the first quarter of 1996 due to the decrease in
notes payable and capital lease obligations of over $1 million.
9
<PAGE> 10
AMERICAN BIOMED, INC. AND SUBSIDIARY
(A Development Stage Enterprise)
LIQUIDITY AND CAPITAL RESOURCES
The Company has financed its research and development activities to
date principally through private sales of common and preferred stock, an
initial public offering of common stock, and sales of products and engineering
services. The Company expects to incur research and development expenditures as
it designs and develops products related to its core technology. The Company
anticipates that operating expenses will continue to increase during 1997 and
subsequent years due to the continuation of clinical trials and will continue
to be significant through the FDA approval process. These costs will include,
among other things, hiring additional personnel to direct and carry out all
operations related to the clinical trials, paying for hospital and procedural
costs, upgrading operating equipment and other costs related to the manufacture
of products in sufficient quantities to meet the Company's research and
development needs. In addition, the Company anticipates that the administrative
costs associated with this effort will be significant. The amounts and timing
of expenditures will depend on the progress of ongoing research and clinical
development and product launch costs.
During the first quarter 1997, the Company made substantial
investments in four key areas. First, investments were made in the Company's
manufacturing infrastructure. The Company initiated a quality assurance
department, hired a manufacturing manager and made initial cash outlays for two
pieces of automation equipment to increase productivity. In addition, some
changes were made to production sequences and intensive cross training of
employees was established. Second, investments in product development and
clinical investigational programs were made to further the advancement of the
Company's core product technologies. Third, the Company continued to invest in
the expansion of its sales and marketing efforts. Fourth, the Company raised
additional equity capital via private placements and continues to negotiate debt
to equity instruments to improve the Company's financial position and cash
flows. As a result, the Company had working capital as of March 31, 1997 of
$1,600,540, an improvement of $1,856,746 as compared to December 31, 1996.
The net cash required for operating activities of $419,759 was
approximately $201,000 greater than during the same period in 1996. During the
first quarter of 1997 the cash flow was favorably impacted by debt to equity
conversions of approximately $48,000. Financing activities provided cash of
approximately $1.5 million. Warrants to purchase common stock were exercised,
providing the Company with approximately $310,000. The sale of Series C
Preferred provided approximately $2.2 million, net of offering costs. In
addition, the Company repaid the 30-day note of $1,000,000 payable due in
January 1997.
At March 31, 1997, the Company had cash and cash equivalents of
$2,224,711 compared to $1,183,613 at December 31, 1996. The Company anticipates
that cash from current cash balances will be adequate to meet the Company's
cash requirements through the next twelve to fifteen months. As a part of its
effort to meet such requirements, management has undertaken to identify
healthcare companies with similar technologies or companies seeking new
proprietary products to strengthen their existing market position. This
strategy is directed toward the formation of strategic alliances, joint venture
arrangements, licensing and distribution agreements, and research and
development agreements.
The Company will need to raise substantial funds for future
operations and is actively seeking such funding through possible collaborative
arrangements, public or private financings, including equity financings, and
other arrangements. The Company expects that additional expenditures will be
required if additional product candidates enter clinical trials, such as
expenditures for laboratory space, scientific and administrative personnel, and
additional manufacturing costs. There can be no assurance that the Company will
be able to obtain additional financings on acceptable terms or in time to fund
any necessary or desirable expenditures. In the event such financings are not
obtained, the Company's development and research projects will be delayed or
scaled back.
RECENT ACCOUNTING PRONOUNCEMENTS
In February 1997, the Financial Accounting Standards Board ("FASB")
issued Statement of Financial Accounting Standards No. 128, "Earnings Per
Share" ("SFAS 128"). SFAS 128 specifies the computation, presentation and
disclosure requirements for earnings per share. SFAS 128 is effective for
financial statements issued for periods ending after December 15, 1997,
including interim periods. The Company has not yet determined the impact that
the adoption of SFAS 128 will have on its disclosure of earnings per share.
10
<PAGE> 11
AMERICAN BIOMED, INC. AND SUBSIDIARY
(A Development Stage Enterprise)
PART II OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The Company is a party to litigation arising in the ordinary course
of business. Management regularly analyzes current information and, as
necessary, provides accrual for probable liabilities for the eventual
disposition of the matter. In the opinion of management, the ultimate outcome
of these matters will not materially affect the Company's financial position,
results of operations or cash flows.
The Company has resolved the litigation regarding the December 1995
American Arbitration Association award to a consultant of $50,000 plus interest
at prime plus three percent from May 1, 1995. Payments are being made and the
balance will be paid in full by June 30, 1997.
Other litigation referred to in the Company's report on Form 10-K was
resolved during the year ended December 31, 1996.
11
<PAGE> 12
AMERICAN BIOMED, INC. AND SUBSIDIARY
(A Development Stage Enterprise)
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits. The following documents are filed as exhibits to this Report.
11.1 Computation of Loss Per Common Share
27.1 Financial Data Schedule
REPORTS ON FORM 8-K
None
12
<PAGE> 13
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
Registrant has duly caused this Report to be signed on its behalf by the
undersigned thereunto duly authorized.
AMERICAN BIOMED, INC.
Date: May 13, 1997 /s/ Steven B. Rash
----------------------------
Steven B. Rash
President and
Chief Executive Officer
Date: May 13, 1997 /s/ Colene F. Blankinship
--------------------------------
Colene F. Blankinship, CPA
Controller
Chief Accounting Officer
13
<PAGE> 14
INDEX TO EXHIBITS
The following documents are filed as part of this Report:
Exhibit
-------
11.1 Computation of Income (Loss) Per Common Share
27.1 Financial Data Schedule
14
<PAGE> 1
EXHIBIT 11.1
AMERICAN BIOMED, INC. AND SUBSIDIARY
COMPUTATION OF LOSS PER COMMON SHARE
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
-----------
1997 1996
----------- -----------
<S> <C> <C>
Computation of loss per common share:
Net loss $ (644,293) $ (499,797)
Less preferred stock dividends (540,556)
----------- -----------
Net loss available to common shareholders $ (644,293) $(1,040,353)
=========== ===========
Weighted average number of common shares outstanding 13,986,312 9,505,274
=========== ===========
Loss per common share $ (.05) $ (.11)
=========== ===========
Computation of loss per common share assuming full dilution (A):
Weighted average number of shares outstanding 13,986,312 9,505,274
=========== ===========
Loss per common share assuming full dilution $ (.05) $ (.11)
=========== ===========
</TABLE>
- -------------------
(A) This calculation is submitted in accordance with Securities and Exchange
Act of 1934 Release No. 9083 although it is contrary to APB Opinion 15
because it does not result in any dilution.
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> MAR-31-1997
<CASH> 2,224,711
<SECURITIES> 0
<RECEIVABLES> 148,737
<ALLOWANCES> 65
<INVENTORY> 471,095
<CURRENT-ASSETS> 3,096,711
<PP&E> 729,047
<DEPRECIATION> 642,923
<TOTAL-ASSETS> 4,034,498
<CURRENT-LIABILITIES> 1,496,171
<BONDS> 0
14,395
0
<COMMON> 3
<OTHER-SE> 2,040,584
<TOTAL-LIABILITY-AND-EQUITY> 4,034,498
<SALES> 117,346
<TOTAL-REVENUES> 117,346
<CGS> 124,734
<TOTAL-COSTS> 124,734
<OTHER-EXPENSES> 614,337
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 42,609
<INCOME-PRETAX> (644,293)
<INCOME-TAX> 0
<INCOME-CONTINUING> (644,293)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
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</TABLE>
