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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
Quarterly Report Under Section 13 or 15(d) of
the Securities Exchange Act of 1934
FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2000
Commission file number 000-20989
UROPLASTY, INC.
MINNESOTA, U.S.A. 41-1719250
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2718 SUMMER STREET NE
MINNEAPOLIS, MINNESOTA 55413-2820
(Address of principal executive offices)
(612) 378-1180
(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 issuer's only class of common stock on
October 20, 2000 was 5,985,271
Transitional Small Business Disclosure Format:
YES [ ] NO [X]
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<PAGE> 2
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PART I. FINANCIAL INFORMATION
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ITEM 1. FINANCIAL STATEMENTS
UROPLASTY, INC. and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(unaudited)
<TABLE>
<CAPTION>
September 30, 2000 March 31, 2000
------------------- ---------------------
<S> <C> <C>
ASSETS
Current Assets
Cash and cash equivalents $ 1,501,002 $ 1,553,093
Marketable securities 0 750,000
Accounts receivable, net 810,449 954,525
Inventories 980,969 735,630
Other 304,137 400,283
-------------- --------------
Total Current Assets 3,596,557 4,393,531
-------------- --------------
Property, plant and equipment, net 971,308 1,097,118
Intangible assets, net 113,627 108,892
-------------- --------------
TOTAL ASSETS $ 4,681,492 $ 5,599,541
============== ==============
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
Accounts payable $ 475,362 $ 348,176
Accrued liabilities 285,723 428,151
Current maturities - long-term debt 46,435 49,390
------------- -------------
Total Current Liabilities 807,520 825,717
Long-term debt - less current maturities 465,512 528,808
------------- -------------
Total Liabilities 1,273,032 1,354,525
------------- -------------
Shareholders' Equity
Common stock $.01 par value; authorized 20,000,000 shares
issued and outstanding - 5,985,271 and 5,975,271 shares
at September 30 and March 31, 2000, respectively 59,853 59,753
Additional paid-in capital 5,819,933 5,809,977
Accumulated deficit (2,057,367) (1,273,557)
Accumulated other comprehensive loss (413,959) (351,157)
------------- -------------
Total Shareholders' Equity 3,408,460 4,245,016
------------- -------------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 4,681,492 $ 5,599,541
============= =============
</TABLE>
See accompanying notes to the interim consolidated financial statements.
Page 2 of 12
<PAGE> 3
UROPLASTY, INC. and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
September 30, September 30,
2000 1999 2000 1999
------------- ------------- ------------- -------------
<S> <C> <C> <C> <C>
Net sales $ 1,211,267 $ 1,100,783 $ 2,690,310 $ 2,570,838
Cost of goods sold 218,692 403,248 517,033 845,282
------------- ------------- ------------- --------------
Gross profit 992,575 697,535 2,173,277 1,725,556
Operating expenses:
General and administrative 361,814 323,264 690,903 648,191
Research and development 555,325 369,597 1,037,411 655,739
Selling and marketing 465,400 426,594 1,007,589 968,216
------------- ------------- ------------- -------------
1,382,539 1,119,455 2,735,903 2,272,146
------------- ------------- ------------- -------------
Operating loss (389,964) (421,920) (562,626) (546,590)
Other income (expense), net
-
Foreign currency exchange gain (loss) (226,636) 46,070 (243,901) (8,235)
Other, net 8,728 26,117 22,717 54,217
------------- ------------- ------------- -------------
Net loss before income taxes (607,872) (349,733) (783,810) (500,608)
Income tax expense 0 (2,052) 0 1,314
------------- -------------- ------------- -------------
Net loss $ (607,872) $ (347,681) $ (783,810) $ (501,922)
============= ============= ============= ==============
Net loss per common share $ (0.10) $ (0.06) $ (0.13) $ (0.08)
Net loss per common share
assuming dilution $ (0.10) $ (0.06) $ (0.13) $ (0.08)
Weighted average common and potential common
shares outstanding:
Basic 5,985,271 5,923,371 5,983,167 5,923,371
Diluted 5,985,271 5,923,371 5,983,167 5,923,371
</TABLE>
See accompanying notes to the interim consolidated financial statements.
Page 3 of 12
<PAGE> 4
UROPLASTY, INC. and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
Six Months Ended September 30, 2000 and 1999
(Unaudited)
<TABLE>
<CAPTION>
2000 1999
---------------- ----------------
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (783,810) $ (501,922)
Adjustments to reconcile net loss
to net cash used in operations:
Depreciation and amortization 75,732 110,812
Amortization of premium and discounts
marketable securities, net 0 12,084
Stock-based consulting expense 5,056 0
Changes in operating assets and liabilities:
Accounts receivable 144,076 98,577
Inventories (245,339) (64,057)
Prepaid expenses and other current assets 96,146 14,739
Accounts payable 127,186 38,345
Accrued liabilities (142,428) (171,999)
--------------- ---------------
Net cash used in operating activities (723,381) (463,421)
--------------- ---------------
Cash flows from investing activities:
Payments for property, plant and equipment (35,016) (126,803)
Proceeds from sale of property, plant
and equipment 0 10,440
Payments relating to intangible assets (18,362) (6,054)
Sale of marketable securities 750,000 1,500,000
--------------- ---------------
Net cash provided by investing activities 696,622 1,377,583
--------------- ---------------
Cash flows from financing activities:
Repayment of long-term obligations (21,160) (24,878)
Proceeds from issuance of notes payable 0 23,923
Net proceeds from issuance of stock 5,000 0
--------------- ---------------
Net cash used in financing activities (16,160) (955)
--------------- ---------------
Effect of exchange rate changes on cash
and cash equivalents (9,172) (16,012)
--------------- ---------------
Net increase (decrease) in cash and cash
equivalents (52,091) 897,195
Cash and cash equivalents at beginning of period 1,553,093 1,588,984
--------------- ---------------
Cash and cash equivalents at end of period $ 1,501,002 $ 2,486,179
=============== ===============
Supplemental disclosure of Cash Flow information:
Cash paid during the period for interest $ 15,129 $ 14,944
Cash paid during the period for income taxes 0 28,578
</TABLE>
See accompanying notes to the interim consolidated financial statements.
Page 4 of 12
<PAGE> 5
UROPLASTY, INC. and Subsidiaries
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
1. Basis of Presentation
The consolidated financial statements included in this Form 10-QSB have
been prepared by Uroplasty, Inc. ("the Registrant" or "the Company"),
without audit, pursuant to the rules and regulations of the Securities and
Exchange Commission. Certain information and footnote disclosures normally
included in financial statements prepared in accordance with accounting
principles generally accepted in the United States of America have been
condensed or omitted, pursuant to such rules and regulations, although
management believes the disclosures are adequate to make the information
presented not misleading. The consolidated results of operations for any
interim period are not necessarily indicative of results for a full year.
These consolidated statements should be read in conjunction with the
consolidated financial statements and related notes included in the
Company's Annual Report on Form 10-KSB for the year ended March 31, 2000.
The consolidated financial statements presented herein as of September 30,
2000 and for the three and six month periods ended September 30, 2000 and
1999 reflect, in the opinion of management, all material adjustments
consisting only of normal recurring adjustments necessary for a fair
presentation of the consolidated financial position, consolidated results
of operations and consolidated cash flows for the interim periods.
2. Inventories
Inventories are stated at the lower of cost (first-in, first-out method) or
market (net realizable value) and consist of the following:
September 30, 2000 March 31, 2000
------------------ --------------
Raw materials $ 144,029 $ 127,169
Work-in-process 480,630 392,341
Finished goods 356,310 216,120
------------- ------------
$ 980,969 $ 735,630
============= ============
3. Comprehensive Loss
Comprehensive loss consists of net loss, net unrealized gains (losses) on
marketable securities, and the translation adjustment as follows:
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
September 30, September 30,
----------------------------- ----------------------------
2000 1999 2000 1999
------------- ------------- ------------- -------------
<S> <C> <C> <C> <C>
Net loss $ (607,872) $ (347,681) $ (783,810) $ (501,922)
Items of other comprehensive loss:
Unrealized loss on marketable
securities 0 2,067 0 1,734
Translation adjustment (47,094) 70,376 (62,802) (21,015)
------------ ------------ ------------- -------------
Total comprehensive loss $ (654,966) $ (275,238) $ (846,612) $ (521,203)
============ ============ ============= =============
</TABLE>
Page 5 of 12
<PAGE> 6
4. Reconciliation of Earnings and Share Amounts Used in EPS Calculation
Basic loss per common share is calculated by dividing net loss by the
weighted-average common shares outstanding during the period. Diluted loss
per common share for the three and six months ended September 30, 2000 and
1999 was calculated using the treasury-stock method to compute the weighted
average common stock outstanding assuming the conversion of dilutive
potential common shares.
<TABLE>
<CAPTION>
Basic loss Diluted loss
per share Effect of per share
to common dilutive to common
shareholders securities shareholders
------------ ---------- ------------
<S> <C> <C> <C>
Three months ended:
September 30, 2000
Net loss $ (607,872) - $ (607,872)
Shares 5,985,271 - 5,985,271
----------- ------------
Per share amount $ (0.10) - $ (0.10)
September 30, 1999
Net loss $ (347,681) - $ (347,681)
Shares 5,923,371 - 5,923,371
----------- --------------
Per share amount $ (0.06) - $ (0.06)
Six months ended:
September 30, 2000
Net loss $ (783,810) - $ (783,810)
Shares 5,983,167 - 5,983,167
----------- --------------
Per share amount $ (0.13) - $ (0.13)
September 30, 1999
Net loss $ (501,922) - $ (501,922)
Shares 5,923,371 - 5,923,371
----------- -------------
Per share amount $ (0.08) - $ (0.08)
</TABLE>
5. Legal Proceedings
In Item 1 of Part II of this filing the legal proceedings of the Company
are listed. The Company has not accrued for potential losses on these cases
as the likelihood of a loss is not probable and the amount in the event of
a loss cannot be reasonably estimated.
Page 6 of 12
<PAGE> 7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
FORWARD-LOOKING STATEMENTS
The Registrant may from time to time make written or oral "forward-looking
statements", including statements contained in this filing by the Company with
the Securities and Exchange Commission and in its reports to stockholders, as
well as elsewhere. Forward-looking statements are statements such as those
contained in projections, plans, objectives, estimates, statements of future
economic performance, and assumptions related to any of the foregoing, and may
be identified by the use of forward-looking terminology, such as "may",
"expect", "anticipate", "estimate", "goal", "continue", or other comparable
terminology. By their very nature, forward-looking statements are subject to
known and unknown risks and uncertainties relating to the Company's future
performance that may cause the actual results, performance, or achievements of
the Company, or industry results, to differ materially from those expressed or
implied in any such forward-looking statements. Any such statement is qualified
by reference to the following cautionary statements.
The Registrant's business operates in highly competitive markets and is subject
to changes in general economic conditions, competition, customer and market
preferences, government regulation, the impact of tax regulation, foreign
exchange rate fluctuations, the degree of market acceptance of products, the
uncertainties of potential litigation, as well as other risks and uncertainties
detailed elsewhere herein and from time to time in the Registrant's Securities
and Exchange Commission filings.
In this filing, the following section entitled "Management's Discussion and
Analysis of Financial Condition and Results of Operations" contains
forward-looking statements. Various factors and risks (not all of which are
identifiable at this time) could cause the Company's results, performance, or
achievements to differ materially from that contained in the Company's
forward-looking statements, and investors are cautioned that any forward-looking
statement contained herein or elsewhere is qualified by and subject to the
warnings and cautionary statements contained above and in the Company's other
filings with the Securities and Exchange Commission.
The Company does not undertake and assumes no obligation to update any
forward-looking statement that may be made from time to time by or on behalf of
the Company.
OVERVIEW
Uroplasty, Inc. develops, manufactures, and/or markets medical products in
certain segments of the urology, wound care, and plastic surgery markets.
Products sold by the Company are subject to regulation by the U.S. Food & Drug
Administration ("FDA") and/or various regulating agencies in countries outside
the U.S. Existing sales have been, and future sales growth is expected to be,
derived from Macroplastique(R) and related ancillary products designed for use
by urologists, urogynecologists, and gynecologists for the treatment of certain
types of stress urinary incontinence ("SUI"), for vesicoureteral reflux ("VUR"),
a condition occuring mostly in children in which urine flows backward from the
bladder to the kidneys, and for incontinence in men after prostate surgery.
Macroplastique is a soft tissue bulking agent comprised of heat vulcanized,
highly textured, solid, soft, irregularly shaped polydimethylsiloxane (solid
silicone) implants suspended in a biocompatible carrier solution. Based on the
clinical experience outside the United States, Macroplastique does not cause
chronic inflammation and is not resorbed by the body. The actual implantation of
Macroplastique is minimally invasive and can be accomplished in less than 30
minutes in an inpatient or outpatient setting. The Macroplastique procedure is
designed to restore the patient to normal urinary continence, or to correct VUR,
almost immediately following the minimally invasive procedure.
Page 7 of 12
<PAGE> 8
The Registrant markets Macroplastique on the basis that its use can lead to
lower surgical risk, shorter recovery time, and less expense than more invasive
alternatives. The Registrant believes the advantages of Macroplastique are its
biocompatibility, cost effectiveness, and successful use in over 25,000 patients
in markets outside the United States since 1991.
In addition to the urological applications, the Company's soft tissue bulking
agent is also marketed by the Company outside the U.S. for reconstructive and
cosmetic plastic surgery applications and vocal cord rehabilitation under the
trade name Bioplastique(TM). In The Netherlands and United Kingdom, the
Company's direct sales force distributes on behalf of another company certain
wound care products in accordance with an executed Distributor Agreement. Under
the terms of the Distributor Agreement, the Company is not obligated to purchase
any minimum level of wound care products.
The Company's products are currently sold by direct sales forces in the United
Kingdom and The Netherlands, and by a network of distributors in numerous
countries outside the U.S., including Western Europe, Australia, and Central and
South America. In October 2000 the Company successfully executed a distribution
agreement with a major distributor of urological products with numerous sales
representatives covering each significant market area in Canada. Management of
the Company believes the groundwork done by Uroplasty's direct representation in
Canada to introduce Macroplastique and gain its acceptance by opinion leaders
has been instrumental in developing this distributor relationship. Management
also believes these accomplishments to date in Canada will contribute to greater
market penetration by the "coast-to-coast" sales force of the new distributor.
In September 1999, the Company received unconditional approval from the FDA
pursuant to a previously filed IDE Application to initiate human clinical
studies in the U.S. for the Company's primary product Macroplastique in the
treatment of female SUI. Through various urological investigators in various
clinical sites across the U.S., the human clinical procedures specified by the
study protocol are currently being performed.
The Company's current objectives include focusing on sales and marketing
activities designed to increase market penetration and sales of Macroplastique
for SUI and VUR applications in countries outside the U.S., and to efficiently
and effectively execute the Macroplastique human clinical study for treatment of
female SUI within the U.S.
The Company is also continuing its evaluation and pursuit of corporate
partnering and/or complimentary product line opportunities which would be
beneficial to the commercialization of Macroplastique and its related products
in the United States pursuant to their approval by the FDA some time in the
future. Management believes that partnering Macroplastique for female SUI with a
distribution network already established in the urology and gynecology markets
in the U.S. could be an efficient way to obtain widespread acceptance and use of
the product upon its approval by the FDA.
Set forth below is management's discussion and analysis of the financial
condition and results of operations for the three and six month periods ended
September 30, 2000 and 1999.
RESULTS OF OPERATIONS
Net Sales: The Macroplastique product line represents approximately 92% of total
net sales during the periods presented. Unit sales of Macroplastique increased
22% during the quarter ended September 30, 2000 compared to the quarter ended
September 30, 1999. In the quarter ended September 30, 2000, total net sales of
all products were $1,211,267, representing a $110,484, or 10% increase when
compared to net sales of $1,100,783 for the quarter ended September 30, 1999.
Page 8 of 12
<PAGE> 9
During the six months ended September 30, 2000, net sales of all products were
$2,690,310, representing a $119,472 or 5% increase when compared to net sales of
$2,570,838 during the six months ended September 30, 1999. Unit sales of
Macroplastique increased 17% during the six months ended September 30, 2000
compared to the same six-month period of the prior fiscal year. Increases in
sales dollars were lower than the increases in unit sales for all periods
presented primarily as a result of a strengthening of the U.S. dollar during
fiscal year 2001 when compared to the currencies in countries where the Company
sells its products.
Macroplastique sales during the six months ended September 30, 2000 include the
sales of the Macroplastique Implantation System ("MIS"). The MIS contains the
disposable Macroplastique Implantation Device for guiding and delivering
Macroplastique without the use of an endoscope in the treatment of female SUI.
Management expects the MIS will continue to make Macroplastique usable by an
expanding base of urologists, uro-gynecologists, and gynecologists treating a
growing portion of SUI patients. There can be no assurance however, that the
Company's efforts to increase sales and market penetration through the use of
the MIS will continue to be successful.
Gross Profit: Gross profit was $992,575 and $697,535 for the quarters ended
September 30, 2000 and 1999, respectively, or 82% and 63% of net sales. Gross
profit was $2,173,277 and $1,725,556 for the six months ended September 30, 2000
and 1999, respectively, or 81% and 67% of net sales. During the three and six
month periods ended September 30, 2000, utilization of manufacturing facilities
and manufacturing related personnel was greater than that experienced during the
same periods of the prior fiscal year. Consequently, fixed manufacturing
expenses were more fully absorbed in inventory and had an increasing effect on
the gross profit margin during the quarters ended September 30, 2000.
Manufacturing efficiencies have also decreased labor requirement in the
manufacturing processes, thereby further increasing the gross profit margin
during fiscal year 2001.
General and Administrative Expense: General and administrative expenses
increased $38,550, or 12% from $323,264 during quarter ended September 30, 1999
to $361,814 during quarter ended September 30, 2000 and increased 7% from
$648,191 during the six months ended September 30, 1999 to $690,903 during the
six months ended September 30, 2000. The increase in General and Administrative
expenses is primarily attributed to increased personnel and salaries and rent
related to expanded facilities in the U.S. and Canada locations.
Research and Development Expense: Research and development ("R&D") expenses
increased $185,728, or 50%, from $369,597 during the second quarter of fiscal
2000 to $555,325 during the second quarter fiscal 2001 and increased $381,672 or
58% from $655,739 during the six months ended September 30, 1999 to $1,037,411
during the six months ended September 30, 2000. The increase in R&D expense
during the three and six months ended September 30, 2000 resulted principally
from additional costs associated with development of product enhancements and
the FDA human clinical trials, which have now entered the implantation stage.
Management believes that as more patients are enrolled in the FDA clinical
trial, R&D expenses will likely increase further due to the costs associated
with implantations and follow-up activities. The human clinical study costs are
primarily comprised of physician and medical fees relating to the patient
procedures and follow-up examinations, in addition to the costs of monitoring
the study, maintaining and evaluating the patient treatment, and follow-up
examination data.
Selling and Marketing Expense: Selling and Marketing expenses increased $38,806,
or 9%, from $426,594 during the second quarter of fiscal 2000 to $465,400 during
the second quarter fiscal 2001 and increased $39,373 or 4% from $968,216 during
the six months ended September 30, 1999 to $1,007,589 during the six months
ended September 30, 2000. Increased Selling and Marketing expenses in fiscal
year 2001 represents increases in sales personnel and related compensation
incentives as well as salesperson travel costs and greater costs relating to
trade-shows, conventions and congresses.
Page 9 of 12
<PAGE> 10
Other Income (Expense): Other income (expense) includes interest income,
interest expense, foreign currency exchange gains and losses, and other
non-operating costs when incurred. Other income (expense) was $(217,908) and
$72,187 for the quarter ended September 30, 2000 and 1999, respectively and was
$(221,184) and $45,982 for the six months ended September 30, 2000 and 1999,
respectively. The net interest income decreased from $26,117 during the second
quarter fiscal 2000 to $8,728 during the same quarter of fiscal 2001 and
decreased from $54,217 during the six months ended September 30, 1999 to $22,717
during the six months ended September 30, 2000.
The exchange gain decreased from $46,070 during the second quarter of fiscal
year 2000 to an exchange loss of $226,636 during the second quarter of fiscal
year 2001, and decreased from an exchange loss of $8,235 during the six months
ended September 30, 1999 to an exchange loss of $243,901during the six months
ended September 30, 2000. Exchange gains and losses are recognized primarily as
a result of fluctuations in currency rates between the U.S. Dollar (the
functional reporting currency) and the Dutch Guilder, Canadian Dollar, and
British Pound (currencies of the Company's subsidiaries), as well as their
effect on the valuation of intercompany obligations between the Registrant and
its foreign subsidiaries. These exchange gains and losses do not represent
actual cash flow gains and losses until such time as one currency is used to
purchase another currency for the payment of a portion of the intercompany
obligation.
LIQUIDITY AND CAPITAL RESOURCES
As of September 30, 2000, the Company's cash and cash equivalent balances
totaled $1,501,002. The capital resources existing at March 31, 2000 were
derived from operations during the fiscal years ended March 31, 1997 and 1998,
plus the net proceeds from the Company's sale of approximately 1.7 million
shares of Common Stock in June 1998.
At September 30, 2000, the Company had working capital of approximately $2.8
million. During the second quarter of fiscal year 2001, the Company used
$491,732 of cash from operating activities and used $728,437 of cash from
operating activities during the six months ended of fiscal year 2001. The
Company expects cash to be used in operations during the remainder of fiscal
2001 as a result of Macroplastique sales and marketing initiatives and the costs
of conducting the Macroplastique human clinical trial in the U.S.
The Company currently has no financing arrangements in place with any bank for
general working capital needs, and no material unused sources of liquidity other
than the cash described above, equipment leasing arrangements, and its accounts
receivable and inventory balances at September 30, 2000 of approximately
$810,000 and $981,000, respectively.
The Company has operations in the U.S. and internationally. U.S. net operating
loss carryforwards cannot be used to offset taxable income in foreign
jurisdictions. Furthermore, repatriation of dividends to the U.S. parent may
result in additional foreign or U.S. taxes.
Management expects increasing costs associated with the conduct of the U.S.
human clinical study for Macroplastique pursuant to the FDA approved IDE, the
subsequent PMA submission and review process, and pre-commercialization and
market launch costs in the U.S. relating to Macroplastique for female SUI. In
the event that anticipated increases in current sales levels are not achieved,
additional funds from the sale of the Company's securities or other alternative
sources will be necessary. There can be no assurance that such alternative
sources of funds will be available to the Company when they are needed or
pursuant to terms considered acceptable to the Company at that time. However,
Management believes that current resources and the funds generated from sale of
the Company's products outside the U.S. will be adequate to meet the Company's
cash flow needs.
Page 10 of 12
<PAGE> 11
CONVERSION TO EURO CURRENCY
On January 1, 1999, eleven of the fifteen member countries of the European Union
(the "participating countries") adopted the Euro as their common legal currency
and established fixed conversion rates between their existing sovereign
currencies and the euro. The euro trades on currency exchanges and is available
for non-cash transactions. The participating countries will issue sovereign debt
exclusively in Euro, and will redenominate outstanding sovereign debt in euro.
With respect to presently known trends and uncertainties related to the euro
conversion, the Company does not expect there will be any long-term competitive
implications of the conversion (such as effects on product or service pricing
due to increased transparency), nor does it anticipate any material costs in
connection with the conversion nor a lack of ability to pass any costs that
might result along to customers.
--------------------------------------------------------------------------------
PART II - OTHER INFORMATION
--------------------------------------------------------------------------------
Except for the following, none of the items contained in PART II of Form 10-QSB
are applicable to the Company for the three and six months ended September 30,
2000.
ITEM 1. LEGAL PROCEEDINGS
On July 21, 1998, the Company announced that the United States Patent and
Trademark Office ("USPTO") had informed the Company that the USPTO will, as
requested by the Company, initiate an interference proceeding between the
Company and Advanced UroScience, Inc. ("AUI"), White Bear Lake, Minnesota, to
determine which company was the first to invent carbon-coated micro beads for
use in treating urinary incontinence. The USPTO had not, as of the date of this
filing, formally declared the interference proceeding.
As of the date of the preparation of this filing, the U.S. Court of Appeals,
Eighth Circuit, has notified the Company that pursuant to the Company's request,
the appeal relating to the Company's lawsuit against AUI claiming
misappropriation of trade secrets as summarized in the Uroplasty's Form 10KSB
filed with the Securities and Exchange Commission has been transferred to the
Federal Circuit. The Company and AUI have each filed documents relating to the
appeal and are currently awaiting the Federal Circuit Court's ruling on the
appeal. The Company's appeal requests that the Federal Circuit Court vacate the
U.S. District Courts dismissal of the case and remand it to state court, or, in
the alternative, to reverse the District Court's judgment and remand the case
for trial.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The Company held its annual meeting of shareholders on August 10, 2000, at which
the shareholders voted in favor of the re-election of Daniel G. Holman,
Uroplasty President and CEO, to the Board of Directors for a three-year term.
The shareholders also voted in favor of reducing the size of the board to three
members.
Page 11 of 12
<PAGE> 12
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
UROPLASTY, INC.
Date: November 8, 2000 by: /s/ DONALD A. MAJOR
-------------------
Donald A. Major
Chief Financial Officer (Principal
Financial Officer)
Date: November 8, 2000 by: /s/ ARIE J. KOOLE
-----------------
Arie J. Koole
Controller (Principal Accounting
Officer)
Page 12 of 12
