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 December 31, 1999
Commission file number 000-20989
UROPLASTY, INC.
(Exact name of registrant as specified in its charter.)
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)
Registrant's telephone number, including area code:
(612) 378-1180
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act 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.
YES [X] NO [ ]
(APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING THE PRECEDING FIVE YEARS)
Check whether the registrant filed all documents and reports required to be
filed by Section 12,13 or 15(b) of the Exchange Act after the distribution of
securities under a plan confirmed by a court.
YES [ ] NO [ ] Not subject to Exchange Act at time [X]
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: 5,923,371 on
February 10, 2000
Transitional Small Business Disclosure Format
YES [ ] NO [X]
<PAGE>
<TABLE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
UROPLASTY, INC. and Subsidiaries
CONSOLIDATED BALANCE SHEETS
(unaudited)
<CAPTION>
December 31, 1999 March 31, 1999
__________________ ______________
<S> <C> <C>
ASSETS
Current Assets
Cash and cash equivalents $ 1,979,302 $ 1,588,984
Marketable securities 751,350 1,503,600
Accounts receivable trade 925,205 825,905
Inventories 770,601 754,813
Other 338,552 291,136
_________ _________
Total Current Assets 4,765,010 4,964,438
--------- ---------
Property, plant and equipment, net 1,171,111 1,228,255
Marketable securities-long term 0 761,325
Intangible assets, net 115,529 111,625
_________ _________
TOTAL ASSETS $ 6,051,650 $ 7,065,643
========= =========
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
LIABILITIES AND SHAREHOLDERS' EQUITY
<S> <C> <C>
Current Liabilities
Accounts payable $ 327,156 $ 295,267
Accrued liabilities 416,599 375,335
Current maturities - long term debt 51,606 46,464
_________ _________
Total Current Liabilities 795,361 717,066
Long term debt - less current maturities 570,438 631,848
_________ _________
Total Liabilities 1,365,799 1,348,914
--------- ---------
Shareholders' Equity
Common stock $.01 par value;
Authorized 20,000,000 shares
Issued and outstanding - 5,923,371
shares at December 31 and
March 31, 1999, respectively. 59,234 59,234
Additional paid-in capital 5,784,045 5,784,045
Retained earnings (deficit) (837,139) 75,277
Accumulated other comprehensive loss (315,289) (196,827)
Note receivable-shareholder (5,000) (5,000)
__________ __________
Total Shareholders' Equity 4,685,851 5,716,729
---------- ----------
TOTAL LIABILITIES AND SHAREHOLDERS' __________ __________
EQUITY $ 6,051,650 $ 7,065,643
========== ==========
<FN>
See accompanying notes to the interim consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
UROPLASTY, INC. and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<CAPTION>
Three months ended Nine months ended
December 31 December 31
1999 1998 1999 1998
__________ __________ __________ __________
<S> <C> <C> <C> <C>
Net sales $ 1,525,128 $ 1,365,652 $ 4,095,966 $ 3,875,891
Cost of goods sold 428,217 449,504 1,273,499 1,028,028
__________ __________ __________ __________
Gross profit 1,096,911 916,148 2,822,467 2,847,863
Operating expenses:
General and administrative 383,994 311,865 1,032,185 857,794
Research and development 437,733 455,910 1,093,472 936,554
Selling and marketing 559,385 400,354 1,527,601 1,052,587
__________ __________ __________ __________
1,381,112 1,168,129 3,653,258 2,846,935
---------- ---------- ---------- ----------
Operating profit (loss) (284,201) (251,981) (830,791) 928
Other income (expense) (41,434) 30,558 4,548 135,031
__________ __________ __________ __________
Income (loss) before taxes (325,635) (221,423) (826,243) 135,959
Income tax expense (benefit) 84,859 (61,096) 86,173 (52,269)
__________ __________ __________ __________
Net (loss)income $ (410,494) $ (160,327) $ (912,416) $ 188,228
========== ========== ========== ==========
Net (loss) income per common share $(0.07) $(0.03) $(0.15) $0.03
Net (loss) income per common share
assuming dilution $(0.07) $(0.03) $(0.15) $0.03
Weighted average common and potential
common shares outstanding:
Basic 5,923,371 5,918,371 5,923,371 5,528,182
Diluted 5,923,371 5,918,371 5,923,371 5,845,856
See accompanying notes to the interim consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
UROPLASTY, INC. and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<CAPTION>
Nine months ended
December 31
1999 1998
__________ __________
<S> <C> <C>
Cash flows from operating activities:
Net (loss) income $ (912,416) $ 188,228
Adjustments to reconcile net (loss)
income to net cash (used in) provided
by operations:
Depreciation and amortization 156,541 159,709
Amortization of premium and discounts
marketable securities, net 15,837 (1,081)
Gain on liquidation of subsidiary 0 (39,565)
Changes in operating assets and
liabilities:
Accounts receivable (99,300) (28,422)
Inventories (15,787) (346,276)
Prepaid expenses and other
current assets (47,416) (491)
Accounts payable 31,889 (19,985)
Accrued liabilities 41,264 27,871
________________________________________________________________________
Net cash used in
operating activities (829,388) (60,012)
- ------------------------------------------------------------------------
Cash flows from investing activities:
Payments for property, plant and equipm. (166,586) (383,929)
Proceeds from sale of property, plant
and equipment 10,440 0
Payments relating to intangible assets (22,877) (27,723)
Purchase of marketable securities 0 (2,272,706)
Sale of marketable securities 1,500,000 0
________________________________________________________________________
Net cash provided by (used in)
investing activities 1,320,977 (2,684,358)
- ------------------------------------------------------------------------
Cash flows from financing activities:
Repayment of long-term obligations (38,306) (43,157)
Proceeds from issuance of notes payable 23,923 75,007
Net proceeds from issuance of stock 0 3,366,265
________________________________________________________________________
Net cash (used in) provided by
financing activities (14,383) 3,398,115
- ------------------------------------------------------------------------
Effect of exchange rates on
cash and cash equivalents (86,888) 250,438
________________________________________________________________________
Net increase in cash and cash
equivalents 390,318 904,183
Cash and cash equivalents at beginning
of period 1,588,984 889,541
________________________________________________________________________
Cash and cash equivalents at end
of period $ 1,979,302 $ 1,793,724
========================================================================
Supplemental disclosure of Cash Flow information:
Cash paid during the period for:
interest $ 8,007 $ 10,281
income taxes 14,542 26,953
<FN>
See accompanying notes to the interim consolidated financial statements.
</TABLE>
<PAGE>
UROPLASTY, INC. and Subsidiaries
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
(1) Basis of Presentation
The 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 generally accepted accounting
principles 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 results of operations for any
interim period are not necessarily indicative of results for a full year.
These statements should be read in conjunction with the financial statements
and related notes included in the Company's Annual Report on Form 10-KSB for
the year ended March 31, 1999.
The financial statements presented herein as of December 31, 1999 and for the
three and nine months ended December 31, 1999 and 1998 reflect, in the opinion
of management, all material adjustments consisting only of normal recurring
adjustments necessary for a fair presentation of the financial position,
results of operations and cash flows for the interim periods.
Certain prior year amounts have been reclassified to conform with the current
year presentation.
(2) Marketable Securities
The Company accounts for its marketable debt securities in accordance with the
provisions of Statement of Financial Accounting Standards No. 115 ("SFAS
115"), "Accounting for Certain Investments in Debt and Equity Securities". The
Company's marketable debt securities are classified as available-for-sale and
are carried at fair value.
(3) Inventories
Inventories consist of the following:
December 31, 1999 March 31, 1999
__________________ ______________
Raw materials $ 172,663 $ 126,364
Work-in-process 388,673 354,521
Finished goods 209,265 273,928
________ ________
$ 770,601 $ 754,813
======== ========
(4) Comprehensive Income
Statement of Financial Accounting Standards(SFAS) No. 130 , "Reporting
Comprehensive Income", establishes standards for reporting and presentation of
comprehensive income and its components in a full set of financial statements.
Comprehensive income consists of net income, net unrealized gains (losses) on
marketable securities and the translation adjustment. For the three and nine
months ended December 31, 1999 and 1998 total comprehensive income (loss) is
comprised of the following:
Three months ended
December 31
1999 1998
__________ __________
Net loss $ (410,494) $ (160,327)
Items of other comprehensive loss:
Unrealized income (loss)
on marketable securities 528 (9,538)
Translation adjustment (99,709) (17,555)
__________ __________
Total comprehensive loss $ (509,675) $ (187,420)
========== ==========
Nine months ended
December 31
1999 1998
__________ __________
Net (loss) income $ (912,416) $ 188,228
Items of other comprehensive (loss) income:
Unrealized income (loss)
on marketable securities 2,262 (9,538)
Translation adjustment (120,724) 140,159
__________ __________
Total comprehensive (loss) income $ (1,030,878) $ 318,849
========== ==========
(5) Reconciliation of earnings and share amounts used in EPS calculation
Basic earnings (loss) per common share was computed by dividing net income
(loss) by the weighted average number of shares of common stock outstanding
during the period. Diluted earnings per common share for the three and nine
months ended December 31, 1999 and 1998 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)
income income
per share Effect of per share
Net (loss) to common dilutive to common
income shareholders securities shareholders
__________ ____________ __________ _____________
<S> <C> <C> <C> <C>
For the three months ended:
December 31, 1999
Loss $ (410,494) $ (410,494) - $ (410,494)
Shares - 5,923,371 - 5,923,371
Per share amount - $ (0.07) - $ (0.07)
December 31, 1998
Loss $ (160,327) $ (160,327) - $ (160,327)
shares - 5,918,371 - 5,918,371
Per share amount - $ (0.03) - $ (0.03)
For the nine months ended:
December 31, 1999
Loss $ (912,416) $ (912,416) - $ (912,416)
Shares - 5,923,371 - 5,923,371
Per share amount - $ (0.15) - $ (0.15)
December 31, 1998
Income $ 188,228 $ 188,228 - $ 188,228
shares - 5,528,182 317,674 5,845,856
Per share amount - $ 0.03 - $ 0.03
</TABLE>
(6) 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>
UROPLASTY, INC. and Subsidiaries
ITEM 2. MANAGEMENTS 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 contains "forward-looking statements":
"Management's Discussion and Analysis of Financial Condition and Results of
Operation". 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 Risk Factors section of this
filing.
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 US Federal Food
and Drug Administration ("FDA") and/or various regulating agencies in
countries outside the United States. 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, gynecologists, and
uro-gynecologists for the primary treatment of stress urinary incontinence
("SUI") and for the treatment of vesicouretal reflux (backflow of urine from
the bladder to the kidneys). Macroplastique is comprised of soft, irregularly
textured, vulcanized, medical grade silicone implants suspended in a hydrogel
carrier solution. When injected via a minimally invasive, day-case procedure
in the soft tissue of the mid-urethra and bladder neck (in the case of SUI),
and at the ureteral orifice (in the case of vesicoureteral reflux), the
implants act as a bulking material to restore urinary continence or to
eliminate reflux of urine from the bladder to the kidneys.
In addition to the urological applications, the Company's implantable bulking
material is also marketed by the Company outside the United States for
reconstructive and cosmetic plastic surgery applications under the trade name
Bioplastique(tm). In the Netherlands and Great Britain, the Company's direct
sales force distributes certain wound care products in accordance with a
Distributor Agreement with Derma Sciences, Inc. 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 in numerous countries outside the
United States, including Western Europe, Australia, Canada and Central and
South America. In September 1999, the Company received unconditional approval
from the FDA pursuant to a previously filed Investigational Device Exemption
application to initiate human clinical studies in the US for the Company's
primary product Macroplastique in the treatment of female stress urinary
incontinence.
The Company's current objectives are to focus on sales and marketing
activities designed to increase market penetration and sales of Macroplastique
for SUI and vesicoureteral reflux applications in countries outside the US,
and to efficiently and effectively execute the Macroplastique human clinical
study for treatment of female stress urinary incontinence within the U.S.
Set forth below is management's discussion and analysis of the financial
condition and results of operations as of December 31, 1999 and for the three
and nine months ended December 31, 1999 and 1998.
Results of Operations
Net Sales
The Macroplastique product line accounts for over 90% of total sales during
the periods presented. During the nine months ended December 31, 1999, net
sales of all products were $4,095,966, representing a $220,075 or 6% increase
when compared to net sales of $3,875,891 during the nine months ended December
31, 1998. Net sales were $1,525,128 during the three months ended December 31,
1999, compared to $1,365,652 for the same period of the prior year,
representing an increase of $159,476, or 12%. The 12% sales increase in the
third quarter resulted from the successful efforts of the recently
restructured international sales force, and represents a turnaround in the
worldwide sales efforts when compared to the decrease in sales experienced
during the second quarter of the fiscal year ending March 31, 2000.
Management expects that Macroplastique sales will increase in the fourth
quarter of fiscal 2000 and in fiscal 2001 as a result of an expanded sales
force in existing and new geographical markets and as a result of enhancements
to the surgical technique leading to an increased number of implanting doctors
and greater penetration of the SUI market. There can be no assurance however,
that the Company's efforts to increase sales and market penetration will be
successful.
Gross Profit
Gross profit was $2,822,467 and $2,847,863 for the nine months ended December
31, 1999 and 1998, respectively, or 69% and 73% of net sales. For the three
month periods ended December 31, 1999 and 1998, gross profit was $1,096,911
and $916,148, or 72% and 67% of net sales, respectively. The decrease in
gross profit percentage during the nine month period ended December 31, 1999,
when compared to the same period of the previous year is due to increased
manufacturing costs and a higher portion of Macroplastique sales made to
distributors at lower sales prices and gross margins when compared to sales
made directly to doctors and hospitals. Increased manufacturing costs resulted
from the Company's investment in upgraded manufacturing equipment and
additional personnel, made to increase capacities and enhance the Company's
ability to meet future sales demands with the same or lower production costs
per unit.
General and Administrative Expense
General and administrative ("G&A") expenses increased 20% from $857,794 during
the first three quarters of fiscal 1999 to $1,032,185 during the same period
of fiscal 2000 and increased 23% from $311,865 to $383,994 during the three
months ended December 31 of fiscal 1999 and fiscal 2000, respectively. The
increase in G&A expenses is primarily due to increased costs of professional
fees related to the legal proceeding described in Item 1 of Part II
and increased office and sales support personnel costs.
Research and Development Expense
Research and development expenses increased 17% from $936,554 during the first
three quarters of fiscal 1999 to $1,093,472 during the same period of fiscal
2000 and decreased 4% from $455,910 to $437,733 during the three months ended
December 31 of fiscal 1999 and fiscal 2000, respectively. FDA related expenses
during the nine month periods ended December 31, 1999 and 2000 have been
relatively consistent as described in the following paragraph. The 17%
increase in research and development expense during the nine months ended
December 31, 1999 primarily reflects the costs of additional clinical and
regulatory personnel and the on-going development of various product
enhancements for the Macroplastique delivery system, which are intended to
facilitate broadening the base of physicians using Macroplastique to treat
female SUI.
Expenses associated with obtaining the Macroplastique IDE approval from the
FDA and the costs of conducting the US clinical trial are classified as
research and development expenses. Expenses relating to the IDE approval
process and commencement activities of the US human clinical trialwere
approximately $405,000 and $423,000 during the nine months ended December 31,
1999 and 1998, respectively, and approximately $200,000 and $239,000 during
the three months ended December 31, 1999 and 1998, respectively.
Management believes that initiation of Macroplastique human clinical studies
in the US pursuant to the Company's approved IDE application will cause
research and development expenses to increase further during the remainder of
fiscal 2000 and 2001. The human clinical study costs are primarily comprised
of physician hospitalization fees relating to the patient procedures and
follow-up examinations, in addition to the costs of monitoring the study and
maintaining and evaluating the patient procedure and follow-up examination
data.
Selling and Marketing expenses
Selling and marketing costs increased 45% from $1,052,587 during the first
three quarters of fiscal 1999 to $1,527,601 during the same period of fiscal
2000, and increased 40% from $400,354 to $559,385, during the three months
ended December 31 of fiscal 1999 and fiscal 2000, respectively. The increase
in selling and marketing expenses are principally attributable to personnel
costs of the expanding sales forces outside the U.S., sales incentive
programs, and a greater presence at international and domestic medical
conferences intended to increase market awareness of Macroplastique. Because
the Company's intention is to continue to expand Macroplastique marketing and
distribution activities and to introduce improved delivery insturmentation to
make the product available to a larger number of physicians, Selling and
Marketing expenses are expected to continue to increase in fiscal 2001.
Other Income (Expense)
Other income (expense) includes interest income, interest expense, foreign
currency exchange gains and losses and other non-operating costs when
incurred. Rates of return earned on cash and marketable securities are
relatively consistent from period to period since funds are invested in
investment-grade, interest bearing securities and money market funds. Exchange
gains and losses are realized as a result of fluctuations in currency rates
between the US Dollar (the functional reporting currency) and the Dutch
Guilder, the Canadian Dollar, and the British Pound (currencies of the
Company's subsidiaries). Other income was $4,548 and $135,031 for the nine
months ended December 31, 1999 and 1998, respectively. During the three months
ended December 31, 1999 and 1998 the Company realized other expense of $41,434
and other income of $30,558, respectively. The majority of the difference was
due to exchange gains and losses and a $40,000 gain on liquidation of a
subsidiary in the three and nine months ended December 31, 1998.
Liquidity and Capital Resources
As of December 31, 1999, the Company's cash and cash equivalent balances
totaled $1,979,302 and investments in marketable securities totaled an
additional $751,350. Marketable securities at December 31, 1999, are
comprised of investments in investment-grade commercial paper. The capital
resources existing at December 31, 1999, 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 December 31, 1999, the Company had working capital of approximately $4.0
million. During the nine months ended December 31, 1999, the Company used
approximately $829,000 of cash from operating activities. The Company expects
cash to be used in operations during fiscal 2001 as a result of Marcroplastique
sales and marketing initiatives and the costs of conducting the Macroplastique
human clinical trial in the United States.
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 and marketable securities described above, equipment
leasing arrangements, and its accounts receivable and inventory balances at
December 31, 1999 of approximately $925,000 and $771,000, respectively.
The Company has operations in the United States and internationally. United
States 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 US
human clinical study for Macroplastique pursuant to the FDA approved IDE, the
subsequent Pre-Market Approval Application submission and review process, and
pre-commercialization and market launch costs in the US relating to
Macroplastique for female stress urinary incontinence. In the event that
significant 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 will allow the Company to meet obligation as
they become due during the next twelve months.
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.
<PAGE>
UROPLASTY, INC. and Subsidiaries
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 nine months ended
December 31, 1999.
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 has not, as of the date
hereof, formally commenced the interference proceeding.
At such time as the interference proceeding is formally commenced, it could
take the USPTO twenty-four months or more to reach a final decision concerning
this matter. Although the USPTO originally granted the applicable patent to
AUI, the interference proceeding may result in a determination that either
Uroplasty, Inc. or AUI is the proper holder, or that a patent should not have
been granted. An interference proceeding, like other patent litigation, can be
complex, time consuming and expensive.
In addition, subsequent to July 21, 1998, the Company commenced a related
lawsuit against AUI for misappropriation of trade secrets, and AUI, subsequent
to December 31, 1998, brought a counterclaim against the Company with respect
to such matter.
On October 1, 1999, the Company announced that the U.S. District Court for
Minnesota had granted a motion by AUI to dismiss the Company's claims against
AUI. On November 1, 1999, the Company announced that it had appealed such
dismissal for misappropriation of trade secrets.
As of the date of the preparation of this filing, the Company has been
notified by the U.S. Court of Appeals, Eighth Circuit that pursuant to the
Company's request, the appeal has been transferred to the Federal Circuit. The
Company believes this may be to its advantage in the appeal process.
<PAGE>
UROPLASTY, INC. and Subsidiaries
SIGNATURE
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.
Dated: February 14, 2000
By /s/ DONALD A. MAJOR
Donald A. Major
Chief Financial Officer (Principal Financial Officer)
By /s/ ARIE J. KOOLE
Arie J. Koole
Controller (Principal Accounting Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> Mar-31-2000
<PERIOD-START> Apr-01-1999
<PERIOD-END> Dec-31-1999
<CASH> 1,979,302
<SECURITIES> 751,350
<RECEIVABLES> 929,637
<ALLOWANCES> 4,432
<INVENTORY> 770,601
<CURRENT-ASSETS> 4,765,010
<PP&E> 1,663,124
<DEPRECIATION> 492,013
<TOTAL-ASSETS> 6,051,650
<CURRENT-LIABILITIES> 795,361
<BONDS> 0
<COMMON> 59,234
0
0
<OTHER-SE> 4,626,617
<TOTAL-LIABILITY-AND-EQUITY> 6,051,650
<SALES> 4,095,966
<TOTAL-REVENUES> 4,095,966
<CGS> 1,273,499
<TOTAL-COSTS> 1,273,499
<OTHER-EXPENSES> 3,653,258
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (21,145)
<INCOME-PRETAX> (826,243)
<INCOME-TAX> 86,173
<INCOME-CONTINUING> (912,416)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (912,416)
<EPS-BASIC> (.15)
<EPS-DILUTED> (.15)
</TABLE>
