UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10-QSB
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED NOVEMBER 30, 1999
Commission File No. 0-21816
Delaware 93-1116123
(State or other jurisdiction of (I.R.S. Employer Identification Number)
incorporation or organization)
27120 SW 95TH Avenue
Wilsonville, Oregon 97070
(Address of principal executive offices, including zip code)
(503) 570-2500
(Issuer's telephone number)
Indicate by check mark whether the issuer (1) has filed all reports required to
be filed by Section 13 or 15(d) of the Securities Exchange Act 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
--- ---
As of January 11, 2000 there were 1,780,441 shares of Common Stock with $0.01
par value outstanding, and 211,551 Class B Common Shares with $0.01 par value
outstanding.
<PAGE>
PML, INC.
Index
Part I. Financial Information
Item 1. Financial Information 2
Consolidated Balance Sheets 3
Consolidated Statements of Operations 4
Consolidated Statements of Stockholders' Equity 5
Consolidated Statements of Cash Flows 6
Notes to Consolidated Financial Statements 7
Item 2. Management's Discussions and Analysis of
Financial Condition and Results of Operations 8
Part II. Other Information
Item 1. Legal Proceedings 11
Item 4. Submission of Matters to a Vote of Security Holders 12
Item 6. Exhibits and Reports on Form 8-K 12
Signatures 12
<PAGE>
Part I. FINANCIAL INFORMATION
Item 1. Financial Statements
-----------------
PML, INC.
For the Second Quarter Ended
November 30, 1999
2
<PAGE>
PML, INC.
CONSOLIDATED BALANCE SHEETS
<TABLE>
Unaudited
November 30, May 31,
Assets 1999 1999
--------------- ---------------
<S> <C> <C>
Current Assets
Cash $ 82,117 $ 571
Trade accounts receivable, less allowance for doubtful 2,154,712 2,106,210
accounts of $74,340 and $50,414
Inventories 1,619,145 1,670,459
Deferred income taxes 130,036 209,000
Prepaid expenses and other current assets 70,667 74,675
--------------- ---------------
Total Current Assets 4,056,677 4,060,915
--------------- ---------------
Property, plant and equipment - net 1,358,433 1,453,222
Intangible assets - net 29,608 27,469
Deferred income taxes 136,000 136,000
Other assets 83,709 104,768
--------------- ---------------
Total Assets $ 5,664,427 $ 5,782,374
=============== ===============
Liabilities and Stockholders' Equity
Current Liabilities
Accounts payable $ 1,527,673 $ 1,596,512
Accrued Payroll and Related 457,025 312,964
Other accrued liabilities 312,789 300,948
Notes payable - related parties 247,551 247,551
Bank line of credit 1,591,068 1,714,450
Current portion capital lease obligations 68,011 70,153
Current portion of borrowings - related parties 68,744 77,891
Current portion of borrowings 376,872 355,852
--------------- ---------------
Total Current Liabilities 4,649,733 4,676,321
--------------- ---------------
Capital lease obligations, less current portion 17,226 52,145
Borrowings - related parties, less current portion 41,408 58,985
Borrowings, less current portion 95,532 257,911
--------------- --------------
Total Borrowings. less current portion 154,166 369,041
--------------- ---------------
Commitments and contingencies - -
--------------- ---------------
Stockholders' Equity
Preferred stock, $.01 par value; authorized 25,000 shares,
no shares issued or outstanding - -
Class A convertible preferred stock, stated and liquidation
value $100 per share; authorized 7,500 shares, issued and
outstanding 4,950 shares, including accreted dividends 762,151 738,296
Common stock, $.01 par value; authorized 2,500,000 shares,
issued and outstanding 1,780,441 shares 17,804 17,804
Class B common stock, $.01 par value; authorized 250,000 shares,
issued and outstanding 211,551 shares. 2,116 2,116
Class D common stock, $.01 par value, authorized 100 shares,
no shares issued or outstanding. - -
Additional paid in capital 146,540 146,540
(Accumulated deficit) retained earnings (68,083) (167,744)
--------------- ---------------
Total Stockholders' Equity 860,528 737,012
--------------- ---------------
Total Liabilities and Stockholders' Equity $ 5,664,427 5,782,374
=============== ===============
</TABLE>
The accompanying notes are an integral part of these statements.
3
<PAGE>
PML, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
<TABLE>
For The Three Months Ended For The Six Months Ended
November 30, November 30,
1999 1998 1999 1998
-------------- -------------- -------------- --------------
<S> <C> <C> <C> <C>
Net sales $ 3,442,638 $ 3,310,997 $ 6,983,043 $ 6,908,239
Cost of goods sold 2,075,338 2,116,516 4,290,862 4,259,433
-------------- -------------- -------------- --------------
Gross profit 1,367,300 1,194,481 2,692,181 2,648,806
Operating expenses 1,184,575 1,243,154 2,343,433 2,528,351
-------------- -------------- -------------- --------------
Operating income (loss) 182,725 (48,673) 348,748 120,455
Other expense
Interest expense 68,126 79,790 138,897 165,263
Other (6,466) 91,363 7,371 161,110
-------------- -------------- -------------- --------------
Total other expense 61,660 171,153 146,268 326,373
-------------- -------------- -------------- --------------
Income (Loss) before income taxes 121,065 (219,826) 202,480 (205,918)
Income tax expense (benefit) 50,469 (90,979) 78,965 (83,769)
-------------- -------------- -------------- --------------
Net income (loss) $ 70,596 $ (128,847) $ 123,515 $ (122,149)
============== ============== ============== ==============
Basic income (loss) per share $ 0.03 $ (0.07) $ 0.05 $ (0.07)
============== ============== ============== ==============
Diluted income (loss) per share $ 0.03 $ (0.07) $ 0.05 $ (0.07)
============== ============== ============== ==============
</TABLE>
The accompanying notes are an integral part of these statements.
4
<PAGE>
PML, INC.
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
<TABLE>
Class A Class B Accumulated
Convertible Common Common Additional Deficit
Preferred Shares Shares Shares Paid-in Retained
SHARES AMOUNT SHARES AMOUNT SHARES AMOUNT Capital Earnings Total
------ ------ ------ ------ ------ ------ ------- -------- -----
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Balance, May 31, 1997 4,950 $ 641,561 1,776,816 $ 17,768 211,551 $ 2,116 $ 144,701 $ 103,662 $ 909,808
Preferred Stock dividends accreted 49,499 - - - (49,499) -
Common Stock returned and canceled - (125) (1) - 1 - -
Stock options exercised - 3,750 37 - 1,838 - 1,875
Net income - - - - 38,930 38,930
--------- ---------- --------- -------- ------- ------- --------- --------- ----------
Balance, May 31, 1998 4,950 $ 691,060 1,780,441 $ 17,804 211,551 $ 2,116 $ 146,540 $ 93,093 $ 950,613
========= ========== ========= ======== ======= ======= ========= ========= ==========
Balance, May 31, 1998 4,950 $ 691,060 1,780,441 $ 17,804 211,551 $ 2,116 $ 146,540 $ 93,093 $ 950,613
Preferred Stock dividends accreted 47,236 (47,236) -
Net loss - (213,601) (213,601)
--------- ---------- --------- -------- ------- ------- --------- --------- ----------
Balance, May 31, 1999 4,950 $ 738,296 1,780,441 $ 17,804 211,551 $ 2,116 $ 146,540 $(167,744) $ 737,012
========= ========== ========= ======== ======= ======= ========= ========= ==========
Balance, May 31, 1999 4,950 $ 738,296 1,780,441 $ 17,804 211,551 $ 2,116 $ 146,540 $(167,744) $ 737,012
Preferred Stock dividends accreted 23,855 (23,855) -
Net Income - 123,515 123,515
--------- ---------- --------- -------- ------- ------- --------- --------- ----------
Balance, November 30, 1999 4,950 $ 762,151 1,780,441 $ 17,804 211,551 $ 2,116 $ 146,540 $ (68,084) $ 860,527
========= ========== ========= ======== ======= ======= ========= ========= ==========
</TABLE>
The accompanying notes are an integral part of these statements.
5
<PAGE>
PML, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
<TABLE>
For the Six Months Ended
November 30,
1999 1998
-------------- --------------
<S> <C> <C>
Cash Flows from Operating Activities:
Net income (loss) $ 123,515 $ (122,149)
Adjustments to reconcile net income (loss) to
net cash provided by (used in) operating activities:
Depreciation and amortization 180,029 209,019
Gain on sale of equipment - (648)
Changes in:
Accounts receivable (48,502) 227,761
Inventories 51,314 101,540
Deferred income taxes 78,964 (86,486)
Other assets 22,928 35,886
Accounts payable and accrued liabilities 87,064 16,320
-------------- --------------
Total adjustments 371,797 503,392
-------------- --------------
Net cash provided by (used in) operating activities 495,312 381,243
Cash Flows (used in) from Investing Activities:
Proceeds from sale of assets - 1,150
Purchase of property, plant and equipment (85,240) (97,170)
-------------- --------------
Net cash used in investing activities (85,240) (96,020)
Cash Flows (used in) from Financing Activities:
Net proceeds of bank credit line (123,382) (177,046)
Repayment of capital lease obligations (37,061) (46,257)
Proceeds from issuance of long-term debt - 11,612
Repayment of long-term debt (168,083) (144,763)
-------------- --------------
Net cash (used in) provided by financing activities (328,526) (356,454)
-------------- --------------
Increase (Decrease) in cash 81,546 (71,231)
Cash at beginning of period 571 163,505
-------------- --------------
Cash at end of period $ 82,117 $ 92,274
============== ==============
Supplemental Disclosures:
Interest paid $ 147,630 $ 177,930
Income tax paid 0 1,970
Non Cash Items:
Preferred stock dividends accreted 23,855 24,405
Accounts payable exchanged for long-term debt 0 11,627
Common shares reaquired 0 0
</TABLE>
The accompanying notes are an integral part of these statements.
6
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note 1. Financial Statements
The accompanying unaudited consolidated financial statements include the
accounts of PML, Inc. and its wholly-owned subsidiary, PML Microbiologicals,
Inc. The Company produces and sells diagnostic microbiology products used by
both clinical and industrial microbiologists throughout the United States and
Canada. In addition, the Company produces a wide variety of products on a
private label basis for medical diagnostics companies worldwide.
The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial information and pursuant to the rules and regulations of the
Securities and Exchange Commission (the "Commission"). While these financial
statements reflect all necessary, normal and recurring adjustments in the
opinion of management required to present fairly, in all material respects, the
financial position, results of operations and cash flows of the Company and its
subsidiary at November 30, 1999, and for the period then ended, they do not
include all information and notes required by generally accepted accounting
principles for complete financial statements. Further information is contained
in the annual financial statements of the Company and notes thereto, for the
year ended May 31, 1999, contained in the Company's Form 10-KSB, filed with the
Commission pursuant to the Securities Exchange Act of 1934. Operating results
for the three-month and the six-month periods ended November 30, 1999 are not
necessarily indicative of the results that may be expected for the full year.
Note 2. Net Earnings Per Share
During the quarter ended February 28, 1998 the Company adopted Statement of
Financial Accounting Standards No. 128, "Earnings Per Share" (SFAS 128). As
required by SFAS 128, the Company has applied the provisions of SFAS 128 to the
current and all prior periods shown for purposes of computing earnings per share
(EPS). The effect of equity instruments is excluded whenever the impact on
earnings per share would be anti-dilutive.
<TABLE>
Information Needed to Calculate Basic Earnings Per Share
For The Three Months Ended For The Six Months Ended
November 30, November 30,
1999 1998 1999 1998
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Net income $ 70,596 $ (128,847) $ 123,515 $ (122,149)
Preferred stock dividends accreted (12,080) (11,928) (23,855) (24,405)
------------ ------------ ------------ -----------
Net income (loss) after accretion of dividends $ 58,516 $ (140,775 $ 99,660 $ (146,554)
============ ============ ============ ===========
Average number of common shares outstanding 1,780,441 1,780,441 1,780,441 1,780,441
Average number of Class B common stock outstanding 211,551 211,551 211,551 211,551
------------ ------------ ------------ -----------
Average shares used in basic EPS calculation 1,991,992 1,991,992 1,991,992 1,991,992
============ ============ ============ ===========
Basic income (loss) per share $ 0.03 $ (0.07) $ 0.05 $ (0.07)
============ ============= ============ ===========
</TABLE>
7
<PAGE>
<TABLE>
<CAPTION>
Information Needed to Calculate Basic Earnings Per Share
For The Three Months Ended For The Six Months Ended
November 30, November 30,
1999 1998 1999 1998
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Basic income $ 58,516 $ (140,775) $ 99,660 $ (146,554)
Add back preferred stock dividends accreted* - - - -
----------- ----------- ----------- -----------
Diluted income (loss) after add back of accreted dividend $ 58,516 $ (140,775) $ 99,660 $ (146,554)
=========== =========== =========== ===========
Average number of common shares outstanding 1,780,441 1,780,441 1,780,441 1,780,441
Average number of Class B common stock outstanding 211,551 211,551 211,551 211,551
Effect of common stock equivalents 26,122 - 34,025 -
Effect of preferred convertible stock* - - - -
----------- ----------- ----------- -----------
Average shares used in diluted EPS calculation 2,018,114 1,991,992 2,026,017 1,991,992
========== =========== =========== ===========
Diluted income (loss) per share $ 0.03 $ (0.07) $ 0.05 $ (0.07)
=========== =========== =========== ===========
</TABLE>
*To the extent that the effect of preferred stock dividends accreted, common
stock equivalents, and the preferred convertible stock are anti-dilutive, they
are not included in the diluted earnings per share calculation. For the three
months ended November 30, 1999 and 1998, amounts excluded were $12,080 and
$11,928 of accreted dividends respectively, 176,786 and 176,786 shares of
preferred convertible stock respectively. For the six months ended November 30,
1999 and 1998, amounts excluded were $23,855 and $24,405 of accreted dividends
respectively, and 176,786 and 176,786 shares of preferred convertible stock
respectively.
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Forward Looking Statements
Management's Discussion and Analysis of Financial Condition and Results of
Operations contains certain forward looking statements that involve a number of
risks and uncertainties. Future demand for the Company's products is inherently
subject to supply and demand conditions, and to the unpredictable decisions of
other market participants. There can be no assurance that sales will increase
generally or within any specified product line or that the Company's margins
will stabilize or improve. Other elements that could cause results to differ
materially include competitive pressures and factors listed from time to time in
the Company's reports to the Securities and Exchange Commission, including, but
not limited to, this report on Form 10-QSB.
Year 2000 Issue
The Company recognized the importance to its operations and reporting
systems of the Year 2000 issues and began addressing the issue in 1996, to
ensure that the reliability of its operations as well as the availability and
integrity of its financial systems will not be adversely impacted by Year 2000
computer technology software failures. In that regard the Company has attempted
to identify all internal information technology ("IT") and non-IT systems which
may be affected by the Year 2000 issues as well as assessing third party IT and
non-IT that the Company relies upon and the third parties' Year 2000 readiness.
Starting in September 1996 the Company evaluated, selected, and appointed a
task team to upgrade and install a completely new MIS system which the vendor
represents to be fully Year 2000 compliant. This system is now operational. This
new IT software package controls major operational systems including purchasing,
scheduling, inventory control, sales and distribution as well as providing the
Company's new financial systems.
8
<PAGE>
All of the Company's internal systems have been evaluated and were Year
2000 compliant by the end of October 1999. The financial impact of future
required system improvements is not anticipated to be material. The Company is
continuing to work on contingency plans for material IT and third party
providers that the Company relies upon.
The above statements contain certain risks and uncertainties. Although the
Company is continuing to thoroughly examine its Year 2000 readiness, there is no
assurance that it can identify all Year 2000 issues. These risks and
uncertainties could include the risk of unidentified bugs in the source code of
packaged or custom software, misrepresentations by third party vendors,
unidentified dependency upon a system that is not Year 2000 ready, unidentified
non-IT systems, or misdiagnosed Year 2000 readiness in current systems.
As of the date of the filing of this 10-QSB, the Company has not
experienced any Y2K computer or related problems. The management of the Company
is very optimistic that operations subsequent to December 31, 1999 will continue
to be Y2K problem free.
Canadian Exchange
PML is a US incorporated company but also has several significant operating
locations in Canada. Since management has previously determined that the
functional currency of the Canadian operations is the US dollar, it must
consolidate its foreign operations by using the appropriate foreign exchange
rate in accordance with generally accepted accounting principles applied on a
consistent basis. Unlike most of the Company's US competitors, the Company is in
a somewhat unique position in that it manufactures in both the US and Canada and
regularly receives approximately 40% of its revenues from Canadian sales. In the
five fiscal years ending in 1998, the exchange rate between Canadian and US
currency has been quite stable and has not fluctuated more than about 3% from
its "normal" trading range of about $.72 to $73 (US $ equivalent rate).
Starting in April 1998, the Canadian/US exchange rate started an unusually
sharp decline and reached as low as the $.63 range before stabilizing at about
$.67 in May 1999. This decline is unprecedented in PML's history and whether the
rate continues to decline, remains the same, or starts to recover is
unpredictable. However, since the Company's Canadian operations are such a
significant part of total operations, this decline in the Canadian exchange rate
has had a material adverse impact on the consolidated financial results of the
Company.
The sharp exchange decline started just prior to the six-month period ended
November 30, 1998 and averaged $.660 during that period. The average exchange
rate for the current six-month period was $.676, which does not represent a
significant difference when comparing period operating results.
Accounting Estimates
The preparation of the Company's financial statements in conformity with
generally accepted accounting principles (GAAP) requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and reported amounts of revenues and expenses during the reporting
periods. Actual results often will differ from such accounting estimates. For
the fiscal year ended May 31, 1998, this task was made more difficult as the
Company had just "gone live" on a new and totally integrated management
reporting system. As with any new system, it took many months to "debug" the new
software. One area in which the Company encountered more difficulty than
anticipated was in estimating credits and discounts due to customers. Another
area with inherent estimating difficulty is inventory reductions required by
changing market conditions. In the six-month period ended November 30, 1998, net
sales were negatively impacted by about $91,000 due to a change in the customer
credit estimate. For the same period, cost of goods sold and
9
<PAGE>
operating expenses were negatively impacted by nearly $46,000 reflecting a
change in inventory reserves. The total of the adjustments to these reserves
increased the pre-tax loss by an estimated $137,000 for the six-month period
ended November 30, 1998.
Results of Operations
Six Months Ended November 30, 1999 Compared to November 30, 1998
As reported, income before taxes for the six months ended November 30, 1999
showed an increase in profits of $408,398 over the six-month period ended
November 30, 1998. On a pro forma basis, if the six-month period ended November
30, 1998 was adjusted for the negative effect of the "accounting estimates"
discussed above and the effect of the exchange rate fluctuations, the income
before taxes would show approximately a $231,000 improvement.
When comparing the two periods on a pro forma basis, sales have remained
fairly constant while cost of goods sold as a percentage of sales improved by
0.6%. The most significant improvement, however, occurred in the operating
expenses category, which decreased by approximately $175,000 or 2.4% of sales.
This decrease can be attributed to operational improvements and streamlining of
functions, which occurred across the board in all categories of operating
expenses. These decreased cost levels are anticipated to remain in the future
and may increase when appropriate to support higher company revenues.
The following table presents the percentage relationship that certain items
in the Company's Consolidated Statements of Operations bear to net sales for the
periods indicated.
Percent of Sales
Six Months Ended November 30,
-----------------------------
1999 1998
---- ----
Net Sales 100.0% 100.0%
Cost of Goods Sold 61.4 61.7
------ ------
Gross Profit 38.6 38.3
Operating Expenses 33.6 36.6
------ ------
Operating Income 5.0 1.7
Other Expense 2.1 4.7
------ ------
Income (loss) before income taxes 2.9 (3.0)
Income tax expense 1.1 (1.2)
------ ------
Net Income (loss) 1.8% (1.8)%
====== =======
Liquidity and Capital Resources
The Company has financed its operations over the years principally through
funds generated from operations and bank loans. At November 30, 1999 the Company
had negative working capital of $343,739 compared with negative working capital
of $615,406 at May 31, 1999. The ratio of current assets to current liabilities
was 0.87 at November 30, 1999 compared to 0.87 at May 31, 1999. Quick liquidity
(current assets less inventories to current liabilities) was 0.52 at November
30, 1999 and .51 at May 31, 1999. The twelve month average collection period for
trade receivables was 53.9 days at November 30, 1999 compared with 52.3 days at
May 31, 1999.
Net cash provided by operating activities was $495,312. In the same period
of Fiscal 1999, net cash
10
<PAGE>
provided by operations was $381,243. Net cash used in investing activities was
$85,240 in the first six months of Fiscal 2000, compared with $96,020 used by
the Company in investing activities in the same period of Fiscal 1999. These
expenditures were mainly for purchases of manufacturing facility improvements
and equipment in Toronto, Canada, and computer license upgrades needed for the
company's new MIS system to support additional users as the Canadian locations
came on line. Financing activities used cash of $328,526 in the first six months
ended November 30, 1999 as the net result of repayments on the bank credit line,
repayments on capital lease obligations, and repayments of long term debt. This
compares to cash used of $356,454 from financing activities in the same period
ended November 30, 1998.
The Company has a line of credit that has a current maturity date of
November 30, 2000. This line of credit is secured substantially with all of the
assets of the Company. The available amount under the line of credit is based
upon 80% to 85% of the eligible accounts receivable and 30% to 40% of eligible
inventory at the end of each reporting period, not to exceed $2.5 million. This
loan will be repaid primarily out of the Company's receivable collections and
other cash provided by operating activities. As of November 30, 1999, the
Company was in compliance with all operating covenants required by its lenders.
The Company may require additional capital to finance current operations,
make enhancements to or expansions of its manufacturing capacity, in accordance
with its business strategy, or for additional working capital, for inventory and
accounts receivable. The Company may also seek additional funds through public
or private debt or through bank borrowings. No assurances can be given that
future financings will be available with terms acceptable to the Company.
Without such future financing, the Company's ability to finance its growth will
be limited.
<TABLE>
The Company's total debt structure at November 30, 1999 is as follows:
Long-Term Current-Portion
------------ ---------------
<S> <C> <C>
Revolving credit at prime plus 2.0%, due November 30, 2000 $ $ 1,591,068
Note payable at prime plus 2.0%, due November 30, 2000 8,302 100,008
Note payable at 10%, due January 2000 10,000
Note payable at 8%, due May 2000 14,214
Capital Lease obligations, due January 2001 17,226 69,676
Note payable at 6%, due May 2005 50,000 10,000
Note payable at 12%, due April 2000 55,205
Trade A/P converted to notes payable at 6%, due February 2001 42,817 242,844
------------ ---------------
Total Bank and Term debt $ 118,345 $ 2,093,015
Notes payable to related parties 35,821 259,230
------------ ---------------
Total long and short term debt $ 154,166 $ 2,352,245
============ ===============
</TABLE>
II. OTHER INFORMATION
Item 1. Legal Proceedings
The Company occasionally has been made a party to incidental suits or other
legal actions arising in the ordinary course of its business. To the best
knowledge of Management, the Company is not currently subject to any pending
litigation that would have a material adverse effect upon its operations. The
Company was
11
<PAGE>
engaged in discussions with one purchaser concerning product quality and had
notified its product liability insurance carrier of those discussions. To date,
the Company has never paid a product liability claim. Item 4. Submission of
Matters to a Vote of Security Holders
There were no matters submitted to a vote of the security holders
during the quarter ended November 30, 1999. However, the Company held its annual
meeting on November 16, 1999 at its Wilsonville, Oregon facility. The following
directors were elected at this meeting
NAME VOTES FOR VOTES AGAINST ABSTAIN
Kenneth L. Minton 1,381,920 128,618 26,500
Ron Torland 211,511 0 0
Doug Johnson 211,511 0 0
Craig Montgomery 211,511 0 0
Other items voted on at this meeting were as follows:
Appoint Moss-Adams LLP
as independent accountants for the year
ended May 31, 2000 1,747,889 125 31,750
Item 6. Exhibits and Reports on Form 8-K
No 8-K filings were made during the quarter ended November 30, 1999.
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.
PML, INC.
(Registrant)
Date: January 11, 2000 By: /s/ Kenneth L. Minton
-------------------------------
Kenneth L. Minton
President and Chief Executive Officer
12
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> MAY-31-1999
<PERIOD-END> NOV-30-1999
<CASH> 82,117
<SECURITIES> 0
<RECEIVABLES> 2,229,052
<ALLOWANCES> 70,340
<INVENTORY> 1,619,145
<CURRENT-ASSETS> 4,056,677
<PP&E> 4,686,239
<DEPRECIATION> 3,327,806
<TOTAL-ASSETS> 5,664,427
<CURRENT-LIABILITIES> 4,649,733
<BONDS> 154,166
0
762,151
<COMMON> 19,920
<OTHER-SE> 78,457
<TOTAL-LIABILITY-AND-EQUITY> 5,664,427
<SALES> 6,983,043
<TOTAL-REVENUES> 6,983,043
<CGS> 4,290,862
<TOTAL-COSTS> 4,290,862
<OTHER-EXPENSES> 2,350,804
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 138,897
<INCOME-PRETAX> 202,480
<INCOME-TAX> 78,965
<INCOME-CONTINUING> 123,515
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 123,515
<EPS-BASIC> 0.05
<EPS-DILUTED> 0.05
</TABLE>
