<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB/A
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended JUNE 30, 1998.
OR
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from ____________ to _____________
COMMISSION FILE NUMBER: 0-22294
MED/WASTE, INC.
---------------------------------------
(Exact Name of Small Business Issuer as
Specified in its Charter)
Delaware 65-0297759
- --------------------------------- -------------------
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
6175 NW 153 Street, Suite 324, Miami Lakes, FL 33014
- --------------------------------------------------------------------------------
(Address of principal executive offices)
(305) 819-8877
- --------------------------------------------------------------------------------
(Issuer's telephone number)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports) and (2) has been
subject to such filing requirements for the past 90 days. Yes [X] No [ ]
The number of shares outstanding of the registrant's common stock $.001 par
value as of August 11, 1998 was 6,128,127.
1
<PAGE> 2
MED/WASTE, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
<TABLE>
<CAPTION>
JUNE 30 DECEMBER 31,
1998 1997
------------ ------------
(UNAUDITED)
<S> <C> <C>
ASSETS
CURRENT ASSETS:
Cash and Cash Equivalents $ 136,035 $ 984,708
Accounts Receivable, Net of Allowances of $128,000
and $108,000 8,339,809 5,525,528
Net Assets of Discontinued Operations -- 2,632,909
Inventories 459,099 238,653
Prepaid Expenses and Other Current Assets 1,787,264 735,779
------------ ------------
Total Current Assets 10,722,207 10,117,577
Property, Plant and Equipment, Net 14,853,084 10,636,803
Excess of Purchase Price over Net Assets Acquired,
Net of Accumulated Amortization 16,458,550 11,919,106
Other Assets 1,674,720 2,095,578
Notes Receivable 702,892 --
------------ ------------
Total Assets $ 44,411,453 $ 34,769,064
============ ============
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
Accounts Payable and Accrued Liabilities $ 2,600,487 $ 2,511,280
Current Portion of Notes Payables 391,243 4,094,861
Current Portion of Capital Lease Obligations 785,259 397,371
Income Tax Payable 116,000 116,000
Customer Deposits 23,640 23,640
------------ ------------
Total Current Liabilities 3,916,629 7,143,152
Capital Lease Obligations, Less Current Portion 853,060 502,239
Notes Payable and Debentures Less Current Portion 16,187,961 8,496,605
Deferred Income Tax Liability and Other Liabilities 1,141,477 702,000
------------ ------------
18,182,498 9,700,844
Shareholders' Equity:
Preferred Stock, $. 10 par value; 4,000,000 and 1,000,000
Shares Authorized; None Outstanding -- --
Preferred Stock, $.01 par value; 40,000 and No Shares
Authorized; 28,869 Outstanding 289 430
Common Stock, $.001 par value; 26,000,000 and 10,000,000
Shares Authorized; 5,909,695 and 4,629,699
Shares Issued and Outstanding 5,909 4,630
Additional Paid-in Capital 22,311,237 18,625,685
Warrant Subscriptions Receivable (208,003) (258,003)
Retained Earnings (deficit) 233,551 (417,017)
------------ ------------
Less Cost of Treasury Stock: 11,824 Shares 22,342,983 17,955,725
(30,657) (30,657)
------------ ------------
Total Shareholders' Equity 22,312,326 17,925,068
------------ ------------
Total Liabilities and Shareholders' Equity $ 44,411,453 $ 34,769,064
============ ============
</TABLE>
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
2
<PAGE> 3
MED/WASTE, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
JUNE 30, JUNE 30,
--------------------------------- -------------------------------
1998 1997 1998 1997
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
Revenues $ 6,061,929 $ 2,326,290 $ 12,266,373 $ 4,989,150
Costs and expenses:
Operating costs 4,555,535 1,426,928 8,651,002 3,347,880
Administrative and selling expenses 1,007,396 704,577 1,804,375 1,310,886
Amortization of intangibles 36,248 27,062 198,571 31,880
------------ ------------ ------------ ------------
Total 5,599,179 2,158,567 10,653,948 4,690,646
------------ ------------ ------------ ------------
Operating profit 462,750 167,723 1,612,425 298,504
Other, net 24,890 (66,038) (334,613) 126,872
------------ ------------ ------------ ------------
Income from continuing operations
before income taxes $ 487,640 $ 101,685 $ 1,277,812 $ 171,632
Provision for income taxes 190,000 -- 498,000 --
------------ ------------ ------------ ------------
Income from continuing operations 297,640 101,685 779,812 171,632
Discontinued operations, net of taxes -- $ 96,500 $ 14,102 $ 176,590
------------ ------------ ------------ ------------
Net income $ 297,640 $ 198,185 $ 793,914 $ 348,222
Preferred stock dividend $ 65,504 -- $ 143,346 --
------------ ------------ ------------ ------------
Net income available to common shareholders $ 232,136 $ 198,185 $ 650,568 $ 348,222
============ ============ ============ ============
Earnings per share - basic
From continuing operations $ .04 $ .05 $ .12 $ .08
Discontinued operations, net of taxes -- .04 -- .07
------------ ------------ ------------ ------------
$ .04 $ .09 $ .12 $ .15
============ ============ ============ ============
Weighted average shares outstanding 5,334,780 2,318,100 5,146,130 2,317,628
============ ============ ============ ============
Earnings per share - diluted
From continuing operations $ .03 $ .03 $ .10 $ .06
Discontinued operations, net of taxes -- $ .03 -- $ .05
------------ ------------ ------------ ------------
$ .03 $ .06 $ .10 $ .11
============ ============ ============ ============
Weighted average shares outstanding 7,428,505 3,838,300 7,059,734 3,837,824
============ ============ ============ ============
</TABLE>
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
3
<PAGE> 4
MED/WASTE, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
SIX MONTHS ENDED JUNE 30,
----------- -----------
1998 1997
----------- -----------
<S> <C> <C>
CASH FLOWS USED IN OPERATING ACTIVITIES
Net income $ 650,568 $ 348,222
Adjustments to reconcile net income to net cash used in operating
activities:
Depreciation and amortization 746,044 323,591
Provision for doubtful notes and accounts receivable 128,000 34,970
Changes in operating assets and liabilities:
(Decrease) increase in accounts receivable (2,902,798) (395,940)
Increase in notes receivables (702,892) (430,837)
Increase in inventories (220,446) (130,148)
Increase in prepaid expenses and other current assets (1,051,485) (315,467)
(Decrease) in asset held for sale 2,632,909 (176,592)
Increase in other assets and intangible assets (4,066,640) (819,573)
(Decrease) increase in accounts payable and accrued
expenses 89,207 279,396
Increase in deferred income taxes and other liabilities 439,477 0
(Decrease) increase in customer deposits 0 21,251
----------- -----------
Net cash used in operating activities (4,258,056) (1,261,127)
CASH FLOWS (USED IN) PROVIDED BY INVESTING ACTIVITIES
Purchase of property plant and equipment, net (4,743,754) (793,804)
----------- -----------
Net cash (used in) provided by investing activities (4,743,754) (793,804)
CASH FLOWS FROM FINANCING ACTIVITIES
Increase (decrease) in capital leases, net 738,709 12,411
(Decrease) increase in line of credit and notes payable, net 3,987,738 2,442,690
Proceeds from stock subscription receivable 50,000 32,235
Issuance of common shares 3,376,690 6,000
----------- -----------
Net cash provided by financing activities 8,153,137 2,493,336
----------- -----------
Increase (decrease) in cash and cash equivalents (848,673) 438,405
Cash and cash equivalents at beginning of year 984,708 81,820
----------- -----------
Cash and cash equivalents at end of year $ 136,035 $ 520,225
=========== ===========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid during the year for interest $ 431,000 $ 193,000
=========== ===========
Issuance of common stock for acquisition of Med Waste, Inc. $ 310,000 --
=========== ===========
</TABLE>
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
4
<PAGE> 5
MED/WASTE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. INTERIM FINANCIAL STATEMENTS
Med/Waste, Inc. (the "Company") is a holding company which, through its
subsidiaries, is engaged in the provision of medical waste management services.
The accompanying unaudited consolidated financial statements have been prepared
in accordance with the instructions to Form 10-QSB and 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
considered necessary for a fair presentation have been included.
Operating results for the three and six month periods ended June 30, 1998 are
not necessarily indicative of the results that may be expected for the full year
ending December 31, 1998. The significant accounting principles are the same as
those used to prepare the annual audited financial statements. For further
information, refer to the consolidated financial statements and footnotes
thereto included in the Company's annual report on Form 10-KSB for the year
ended December 31, 1997.
2. ACQUISITIONS.
On March 31, 1998, the Company purchased the capital stock of Med Waste, Inc, an
unrelated Pennsylvania corporation. The purchase price was $310,000 payable in
41,000 shares of the Company's common stock at closing. The stock issued for the
purchase is guaranteed by the Company to have a fair market value at the end of
two years of $7.50 per share.
In June 1998, the Company purchased from Biomade Plastics, Inc. a subsidiary of
ARK Industries, Inc. (Formerly BioMedical Waste Systems, Inc.) molds for the
manufacture of reusable sharps container, lids and acessories used in the
"Sharps Away" program, together will all proprietary knowledge, patents, 510k
approval, trade secrets, referral lists, technical information, quality control
data, processes (whether secret or not), methods and other similar know how or
rights. Biomade Platics, Inc. operated a "Sharps Away" reusable sharps
container program through licensing territories to third parties. The Company
received an assignment of all license agreements as well as all inventories of
such containers.
In June 1998, the Company acquired Target Medical Waste Services, LLC ("Target")
based in Mobile, Alabama. Target provides medical waste management services to
customers in Alabama, Florida, Louisiana, and Mississippi. Target also owns and
operates a medical waste autoclave facility. The purchase price for Target
amounted to $1,087,912 payable in cash.
In June 1998, the Company acquired Med-Waste, Inc. an unrelated
Alabama corporation ("Decatur") based in Decatur, Alabama. Decatur provides
medical waste management services to medical waste generators located in the
states of Alabama, Georgia, and Tennessee. Decatur also owns and operates a
medical waste autoclave facitilty. The purchase price for Decatur amounted to
$500,000 in cash, 133,334 shares of Common Stock and $1.5 million in notes.
5
<PAGE> 6
3. DEBENTURES AND NOTES PAYABLE
Debentures and Notes payable consist of the following at June 30, 1998:
10% Convertible Redeemable Debentures
due July 1, 2000 $ 497,500
Term Loan 8,345,321
Line of Credit 3,968,416
Notes payable 3,767,967
-----------
Total notes payable 16,579,204
Less: current portion 391,243
-----------
Total $16,187,961
===========
During the six months ended June 30, 1998 and 1997 interest expense was
approximately $494,000 and $214,000 respectively.
The Company has a line of credit with a bank for $5,000,000. The line of credit
is a demand note and bears interest at a prime plus 1%. Interest is payable
monthly. At June 30, 1998, the Company had $3,968,416 in outstanding borrowings
under the line. Substantially all of the Company's assets are collateral for the
loan. In addition, the Company is a party to a $6.5 million term loan, with its
bank. The term loan bears interest at a rate of prime plus 1%, and is payable
$83,333 in principal plus interest monthly with a balloon payment on April 30,
1999.
6
<PAGE> 7
4. NET INCOME PER COMMON SHARE
A reconciliation of the numerator and denominator of earnings per share for the
six months ended June 30 follows:
<TABLE>
<CAPTION>
1998 1997
---- ----
Income Shares Per-Share Income Shares Per-Share
(Numerator) (Denominator) Amount (Numerator) (Denominator) Amount
----------- ------------- --------- ----------- ------------- ---------
<S> <C> <C> <C> <C> <C> <C>
Income (loss)
before
discontinued
operations $779,812 $348,222
Less: Preferred
stock dividends 143,346
Basic EPS
Income available
to
common
shareholders $636,466 5,146,130 .12 $348,222 2,317,628 .15
------- -------
Effect of Dilutive
Securities
Warrants 270,179 105,926
Options 788,209 926,264
Reduction of
interest $ 42,753 855,216 153,905 923,077
-------- ---------- -------- --------
Diluted EPS
Income (loss)
available to
common
shareholders $679,219 7,059,734 .10 $502,127 4,272,895 .11
-------- ---------- ------- -------- ---------- -------
</TABLE>
Options to purchase 925,500 and 225,000 shares of common stock from $3.375 to
$6.00 per share were outstanding during 1998 and 1997, respectively, but were
not included in the computation of diluted EPS because the options exercise
price was greater than the average market price of the common shares for those
years. The options, which expire from 1998 to 2003, were still outstanding at
the end of June 1998. Stock warrants to purchase 91,000 shares of common stock
at $8.70 per share were outstanding during 1998 and 1997, respectively, but were
not included in the computation of diluted EPS because the options exercise
price was greater than the average market price of the common shares for those
years. The warrants, which expire from 1998 to 2003, were still outstanding as
of June 30, 1998.
5. SALE OF KOVER
On January 30, 1998, the Company sold 100% of the common stock of Kover to MPK
Holdings, LP ("MPK"). MPK is owned by Philip W. Kubec. The selling price
approximated the book value of Kover, accordingly there was no material gain or
loss. Mr. Kubec was the president and chief executive officer of Kover and a
director of the Company. The Company received aggregate consideration for the
sale of Kover of $2.7 million, payable $1.2 million in cash at closing and the
balance of $1.5 million in promissory notes. The Company received two promissory
notes, one for $960,000 from MPK (the "MPK Note") and one for $540,000 from
Kover (the "Kover Note"). In July 1998, MPK prepaid the MPK Note and Kover Note
plus accrued interest. The Company received $1,350,000 in cash and a new
7
<PAGE> 8
$150,000 promissory note from MPK ("the New Note"). The New Note is payable
interest only monthly at the rate of 8.25% per annum, with the principal balance
due at the end of the eleven years.
For the six ended June 30, 1998, the net loss from Kover was ($2,948) with the
sale of Kover creating a gain of $17,050; both are reported as discontinued
operations.
6. SUBSEQUENT EVENTS
In July 1998, the Company entered into an agreement to acquire Health Care Waste
Services Corp., ("HCWS") a medical waste hauling company based in New York. The
Company anticipates the closing to occur in the fourth quarter of 1998 upon
approval by the New York City Trade Waste Commission. HCWS provides medical
waste hauling and sharps reusable programs to hospitals and small quantity
generators in the greater metropolitan New York City Medical Community. Upon
completion of the acquistion of HCWS, the Company will become a dominant medical
waste management company in the New York City market place.
The Company has also entered into an agreement to acquire Sanford Motors, Inc.
and its related companies ("SMI") in August 1998. The Company anticipates
the closing to occur in the third quarter of 1998. SMI operates a medical waste
hauling operation in the Delaware Valley region and owns a 49% interest in an
incineration facility in North Carolina.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS - NONE
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
SIX MONTHS ENDED JUNE 30, 1998 COMPARED WITH JUNE 30, 1997
REVENUES. For the six months ended June 30, 1998, the Company had
revenues of $12,266,373 up 146% from $4,989,150 for the comparable period in
1997. The higher revenues for the current three month period was primarily due
to the inclusion of revenues from Incendere, Inc. which the Company acquired in
November 1997, Safety Disposal System of Georgia, Inc. ("SDSGA") which acquired
the assets of Environmental Waste Reductions, Inc. in September 1997 and Safety
Disposal System of Pennsylvania, Inc. ("SDSPA"), which acquired an autoclave
facility and management company in November 1997.
OPERATING COSTS. Consolidated operating costs amounted to $8,651,002 in
the six months ended June 30, 1998 period as compared to $3,347,880 for the same
period in 1997. The increase is primarily attributable to the inclusion of
Incendere, SDSGA, and SDSPA; as well as higher second quarter costs associated
with the expansion of the Company's incinerator ("Hampton").
ADMINISTRATIVE AND SELLING EXPENSES. Administrative and selling
expenses increased to $1,804,375 in the six months ended June 30, 1998 from
$1,310,886 for the same period for 1997. The increase is primarily attributable
to the inclusion of Incendere, Inc, SDSGA, and SDSPA; as well as expenses
associated with a failed acquisition.
OPERATING PROFIT. The Company recorded an operating profit of
$1,612,425 for the six months ended June 30, 1998 as compared to $298,504 in the
comparable 1997 period. The increase is primarily attributable to the inclusion
of Incendere, SDSGA, and SDSPA; partially offset by second quarter costs
associated with the expansion of Hampton and expenses associated with a failed
acquisition.
OTHER, NET. Other, net increased to an expense of ($334,613) in the six
months ended June 30, 1998 as compared to expense of ($126,872) for the same
period in 1997 primarily due to the interest expense on the term loan used in
the purchase of Incendere.
NET INCOME. Net income for the first six months of 1998 rose to
$793,914 or $.10 per diluted share, compared to a net income of $171,632 from
continuing operations, or $.06 per diluted share for the same period in 1997.
The increase was primarily attributable to the inclusion of net revenue from
Incendere, SDSGA, and SDSPA; partially offset by second quarter costs associated
with the expansion of Hampton and expenses associated with a failed acquisition.
8
<PAGE> 9
THREE MONTHS ENDED JUNE 30, 1998 COMPARED WITH JUNE 30, 1997
REVENUES. For the three months ended June 30, 1998, the Company had
revenues of $6,061,929 up 161% from $2,326,290 for the comparable period in
1997. The higher revenues for the current three month period was primarily due
to the inclusion of revenues from Incendere, SDSGA, and SDSPA.
OPERATING COSTS. Consolidated operating costs amounted to $4,555,535 in
the three months ended June 30, 1998 period as compared to $1,426,928 for the
same period in 1997. The increase is primarily attributable to the inclusion of
Incendere, Inc, SDSGA, and SDSPA; and costs associated with the expansion of
Hampton.
ADMINISTRATIVE AND SELLING EXPENSES. Administrative and selling
expenses increased to $1,007,396 in the three months ended June 30, 1998 from
$704,577 for the same period in 1997. The increase is primarily attributable to
the inclusion of Incendere, SDSGA, and SDSPA; as well as expenses associated
with a failed acquisition.
OPERATING PROFIT. The Company recorded an operating profit of $462,750
for the three months ended June 30, 1998 as compared to $167,723 in the
comparable 1997 period. The increase is primarily attributable to the inclusion
of Incendere, SDSGA, and SDSPA; partially offset by costs associated with the
Hampton expansion and expenses associated with a failed acquisition.
OTHER, NET. Other, net decreased to an expense of $24,890 in the three
months ended June 30, 1998 as compared to expense of ($66,038) for the same
period in 1997 primarily due to the interest expense on the term loan used in
the purchase of Incendere partially offset by a gain on the sale of land.
NET INCOME. Net income for the second quarter of 1998 rose to $297,640,
compared to a net income of $101,685 from continuing operations for the same
period in 1997. The increase was primarily attributable to the inclusion of net
revenue from Incendere, SDSGA, and SDSPA; partially offset by costs associated
with the Hampton expansion; and expenses associated with a failed acquisition.
LIQUIDITY AND CAPITAL RESOURCES
The Company's working capital at June 30, 1998 amounted to $6,805,578
compared to $2,974,425 at December 31, 1997. During the six months ended June
30, 1998 cash decreased by $846,673 to $136,035. Operating activities used
$4,258,056 of cash, principally due to the increase in accounts receivable and
prepaid expenses. Investing activities used $4,743,754 in cash principally due
to the purchase of equipment; and Financing activities provided $8,153,137 of
cash.
On January 30, 1998, the Company sold 100% of the common stock of Kover
to MPK Holdings, LP ("MPK"). MPK is owned by Philip W. Kubec. The selling price
approximated the book value of Kover, accordingly there was no material gain or
loss. Mr. Kubec was the president and chief executive officer of Kover and a
director of the Company. The Company received aggregate consideration for the
sale of Kover of $2.7 million, payable $1.2 million in cash at closing and the
balance of $1.5 million in promissory notes. The Company received two promissory
notes, one for $960,000 from MPK (the "MPK Note") and one for $540,000 from
Kover (the "Kover Note"). In July 1998, MPK prepaid the MPK Note and Kover Note
plus accrued interest. The Company received $1,350,000 in cash and a new
$150,000 promissory note from MPK ("the New Note"). The New Note is payable
interest only montly at the rate of 8.25% per annum, with the principal balance
due at the end of the eleven years.
On March 31, 1998, the Company purchased the capital stock of Med
Waste, Inc., an unrelated Pennsylvania corporation. The purchase price was
$310,000 payable in 41,000 shares of the Company's common stock at closing. The
stock issued in connection with the purchase is guaranteed by the Company at the
end of two years of $7.50 per share.
In June 1998, the Company purchased from Biomade Plastics, Inc. a
subsidiary of ARK Industries, Inc. (Formerly BioMedical Waste Systems, Inc.)
molds for the manufacture of reusable sharps container, lids and acessories used
in the "Sharps Away" program, together will all proprietary knowledge, patents,
510k approval, trade secrets, referral lists, technical information, quality
control data, processes (whether secret or not), methods and other similar know
how or rights. Biomade Platics, Inc. operated a "Sharps Away" reusable sharps
container program through licensing territories to third parties. The Company
received an assignment of all license agreements as well as all inventories of
such containers.
9
<PAGE> 10
In June 1998, the Company acquired Target Medical Waste Services, LLC
("Target") based in Mobile, Alabama. Target provides the medical waste
management services to customers in Alabama, Florida, Louisiana, and
Mississippi. Target also owns and operates a medical waste autoclave facility.
The purchase price for Target amounted to $1,087,912 payable in cash.
In June 1998, the Company acquired Med-Waste, Inc. an unrelated Alabama
corporation ("Decatur") based in Decatur, Alabama. Decatur provides medical
waste management services to medical waste generators located in the states of
Alabama, Georgia, and Tennessee. Decatur also owns and operated a medical waste
autoclave facitilty. The purchase price for Decatur amounted to $500,000 in
cash, 133,334 shares of Common Stock and $1.5 million in notes.
In July 1998, the Company entered into an agreement to acquire Health
Care Waste Services Corp., ("HCWS") a medical waste hauling company based in New
York City in July 1998. The Company anticipates the closing to occur in the
fourth quarter of 1998 upon approval by the New York City Trade Waste
Commission. HCWS provides medical waste hauling and sharps reusable programs to
hospitals and small quantity generators in the greater metropolitan New York
City medical community. Upon completion of the acquisition of HCWS, the Company
will become a dominant medical waste management company in the New York City
market place.
The Company has also entered into an agreement to acquire Sanford
Motors, Inc. and its related companies ("SMI") in August 1998. The Company
anticipates the closing to occur in the third quarter of 1998. SMI operates a
medical waste hauling operation in the Delaware Valley region and owns a 49%
interest in an incineration facility in North Carolina.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY-HOLDERS.
The Company held its 1998 annual meeting of shareholders on June 18, 1998 (the
"Annual Meeting"). At the Annual Meeting, the Company's shareholders voted on
the following matters: (a) election of directors; and (b) to amend the Company's
1996 Emoployee Stock Option Plan.
Two Class II directors were elected at the Ammual Meeting with the votes as
indicated below:
For Withheld
--- --------
Richard Green 3,098,013 29,625
William Dolan 3,098,093 29,645
The amendment to the Company's 1996 Emoployee Stock Option Plan was approved at
the Annual Meeting by the following votes:
For: 1,765,163
Against: 146,343
Abstain: 44,974
Not voted: 1,444,595
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
Exhibit 27: Financial Data Schedules for June 1998
The Company did not file a Form 8-K for the three months ended June 30, 1998.
10
<PAGE> 11
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, hereunto duly
authorized.
Med/Waste, Inc.
Date: November 30, 1998 /s/ Daniel A. Stauber
-------------------- -------------------------------
Daniel A. Stauber,
President and Chief
Executive Officer
Date: November 30, 1998 /s/ Michael D. Elkin
-------------------- -------------------------------
Michael D. Elkin,
Vice President and Chief
Financial Officer
11
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-01-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> JUN-30-1998
<CASH> 136,035
<SECURITIES> 0
<RECEIVABLES> 8,467,809
<ALLOWANCES> (128,000)
<INVENTORY> 459,099
<CURRENT-ASSETS> 10,722,207
<PP&E> 15,923,660
<DEPRECIATION> (1,070,576)
<TOTAL-ASSETS> 44,411,453
<CURRENT-LIABILITIES> 3,916,629
<BONDS> 0
0
289
<COMMON> 5,909
<OTHER-SE> 22,306,128
<TOTAL-LIABILITY-AND-EQUITY> 44,411,453
<SALES> 12,266,373
<TOTAL-REVENUES> 12,266,373
<CGS> 8,651,002
<TOTAL-COSTS> 10,653,948
<OTHER-EXPENSES> 334,613
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 1,277,812
<DISCONTINUED> 14,102
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 793,914
<EPS-PRIMARY> .12
<EPS-DILUTED> .10
</TABLE>
