US CHINA INDUSTRIAL EXCHANGE INC, 10QSB, 2000-11-14

US CHINA INDUSTRIAL EXCHANGE INC
10QSB, 2000-11-14
MEDICAL, DENTAL & HOSPITAL EQUIPMENT & SUPPLIES

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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 September 30, 2000

Commission File No. 0-24624

U.S.-CHINA INDUSTRIAL EXCHANGE, INC.

(Name of small business issuer in its charter)

NEW YORK	13-3097642
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

7201 Wisconsin Avenue

Bethesda, Maryland, 20814

Registrant's telephone number, including area code: (301) 215-7777

Securities registered pursuant to Section 12(b) of the Act: NONE

Securities registered pursuant to Section 12(g) of the Act:

Common Stock, $.01 par value

Indicate by check mark whether the registrant(1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES [X] NO [ ]

The number of shares outstanding of each of the issuer's classes of common equity, as of November 6, 2000, was 657,319 shares of Common Stock and 193,750 shares of Class B Common Stock.

PART I. - FINANCIAL INFORMATION

U.S.-CHINA INDUSTRIAL EXCHANGE, INC.

CONSOLIDATED BALANCE SHEETS

(unaudited)

September 30, 2000

December 31, 1999

ASSETS

Current assets:

Cash & cash equivalents

$ 4,803,000

$ 4,948,000

Receivables:

Trade accounts, less allowance for doubtful accounts of $604,000

4,997,000

4,970,000

Current portion - - long term trade accounts

1,817,000

2,801,000

Inventories, net

7,675,000

5,881,000

Deferred taxes

428,000

115,000

Other current assets

1,154,000

898,000

Total current assets

20,874,000

19,613,000

Property & equipment, net

3,790,000

3,756,000

Trade accounts receivable, long term

41,000

196,000

Other

999,000

819,000

Total assets

$ 25,704,000

$ 24,384,000

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:

Accounts payable and accrued expenses

$ 11,460,000

$ 9,561,000

Accrued contract training

1,200,000

1,395,000

Current portion-long term accounts payable, net

356,000

645,000

Income taxes payable

490,000

105,000

Total current liabilities

13,506,000

11,706,000

Long term accounts payable, net

109,000

91,000

Total liabilities

$ 13,615,000

$ 11,797,000

Stockholders' equity:

Preferred stock, $.01 par value, authorized 5,000,000, none issued

- -

- -

Common stock, $.01 par value, 30,000,000 shares authorized (including 2,000,000 designated Class B):

Common stock - -657,319 and 596,563 shares issued and outstanding as of September 30, 2000 and December 31, 1999 respectively

7,000

6,000

Class B stock - -193,750 issued and outstanding in each year

2,000

2,000

Additional capital

17,333,000

17,294,000

Foreign currency equity translation adjustment

(1,000)

2,000

Accumulated Deficit

(5,252,000)

(4,717,000)

Total stockholders' equity

12,089,000

12,587,000

Total liabilities and stockholders' equity

$ 25,704,000

$ 24,384,000

See accompanying notes

U.S.-CHINA INDUSTRIAL EXCHANGE, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)

		Three months ended September 30,		Nine months ended September 30,
		2000	1999	2000	1999

Total sales and service revenue		$9,430,000	$6,966,000	$25,932,000	$29,611,000

Cost and Expenses
	Cost of goods and services sold	6,128,000	4,630,000	16,949,000	20,832,000
	Salaries and payroll taxes	1,951,000	1,635,000	5,442,000	4,890,000
	Travel and entertainment	500,000	388,000	1,190,000	989,000
	Other	1,175,000	983,000	3,252,000	2,885,000
(Loss)/income from operations		(324,000)	(670,000)	(901,000)	15,000
Minority Interest		(6,000)	0	(32,000)	(18,000)
Other income and (expenses)
	Interest expense	(17,000)	0	(75,000)	0
	Interest income	27,000	47,000	110,000	217,000
	Miscellaneous income - net	99,000	180,000	482,000	517,000
(Loss)/income before income taxes		(221,000)	(443,000)	(416,000)	731,000
Provision for income taxes		(81,000)	(2,000)	(119,000)	(53,000)
Net (loss)/income		$ (302,000)	$ (445,000)	$ (535,000)	$ 678,000
Net (loss)/income per common share - basic		$ (0.38)	$ (0.56)	$ (0.67)	$ .86
Weighted average shares outstanding - basic		802,600	790,313	794,498	790,313
Net (loss)/income per common share - diluted		$ (0.38)	$ (0.56)	$ (0.67)	$ .85
Weighted average shares outstanding - diluted		802,600	790,313	794,498	799,326

See accompanying notes

U.S.-CHINA INDUSTRIAL EXCHANGE, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)

		Nine months ended September 30,
		2000	1999
OPERATING ACTIVITIES
Net (loss)/income		$ (535,000)	$678,000
Adjustments to reconcile net (loss)/income to net cash provided by operating activities:
	Depreciation	568,000	498,000
	Inventory write-down	114,000	122,000
	Deferred compensation	30,000	0
Changes in operating assets and liabilities:
	Trade receivables	1,112,000	5,313,000
	Inventories	(1,908,000)	351,000
	Deferred taxes	(313,000)	0
	Other current assets	(256,000)	(283,000)
	Other assets	(180,000)	(49,000)
	Accounts payable and accrued expenses	1,434,000	(5,456,000)
	Income taxes payable	385,000	(20,000)
Net cash provided by operating activities		451,000	1,154,000

INVESTING ACTIVITIES
	Purchases of property and equipment	(603,000)	(455,000)
Net cash used in investing activities		(603,000)	(455,000)

FINANCING ACTIVITIES
	Short term loan payable	0	0
	Issuance of common stock	10,000	0
Net cash provided by financing activities		10,000	0

Net change in foreign currency equity translation		(3,000)	0

Net (decrease)/increase in cash and cash equivalents		(145,000)	699,000
Cash and cash equivalents at beginning of period		4,948,000	4,723,000
Cash and cash equivalents at end of period		$ 4,803,000	$ 5,422,000

U.S.-CHINA INDUSTRIAL EXCHANGE, INC.

NOTES TO FINANCIAL STATEMENTS

September 30, 2000

Note 1. Statement of Information Furnished

The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial statements and the instructions to Form 10-QSB. In the opinion of management the accompanying consolidated financial statements contain all adjustments and normal or recurring accruals as necessary to present fairly the financial position as of September 30, 2000, the results of operations for the three and nine month periods ended September 30, 2000 and 1999 and the cash flows for the nine months ended September 30, 2000 and 1999. These results have been determined on the basis of generally accepted accounting principles and practices applied consistently with those used in the preparation of the Company's Form 10-KSB. The consolidated results of operations for the three-month and nine-month periods ended September 30, 2000 are not necessarily indicative of the results that may be expected for the full fiscal year.

Certain information and footnote disclosure normally included in financial statements presented in accordance with generally accepted accounting principles have been condensed or omitted. It is suggested that the accompanying consolidated financial statements be read in conjunction with the financial statements and notes thereto incorporated in the Company's Form 10-KSB.

Change in Accounting Policies

In March 2000, the Financial Accounting Standards Board issued FASB Interpretation No. 44, Accounting for Certain Transactions involving Stock Compensation, an interpretation of APB Opinion No. 25. The Company is required to adopt the Interpretation on July 1, 2000. The Interpretation requires that stock options that have been modified to reduce the exercise price be accounted for as variable. The Company has repriced stock options on July 13, 1999 and in accordance with general accepted accounting principles accounts for the repriced stock options as fixed. As a result of adopting the Interpretation, the Company will be required to apply variable accounting to these options and if the market price of the Company's stock increases it will recognize additional compensation expense that it otherwise would not have incurred. However, the impact cannot be determined as it is dependent on the change in the market price of the stock from July 1, 2000 until the stock options are exercised.

Because the market price of the company's stock increased from $10.00 to $11.50 since July 1, 2000, the effect of adopting the Interpretation was to decrease net income for the quarter and nine months ended September 30, 2000 by $30,000 or $.03 per share.

Note 2. Segment Information

The following segmental information has been provided in response to the Company's adoption of Financial Accounting Standards No. 131, 'Disclosures about Segments of an Enterprise and Related Information':

For the nine months ended September 30, 2000:

Segments	Healthcare Products	Healthcare Services	Total
Assets	$20,321,000	$ 5,383,000	$25,704,000

Sales and service revenue	$21,586,000	$4,346,000	$25,932,000
Gross Profit	5,375,000	n/a	n/a
Gross Profit %	25%	n/a	n/a
Expenses	6,529,000	4,093,000	26,833,000
Income/(loss) from operations	$ (1,154,000)	$253,000	(901,000)
Other income/expense, net			517,000
Minority interest			(32,000)
Loss before income tax			$ (416,000)

For the nine months ended September 30, 1999:

Segments	Healthcare Products	Healthcare Services	Total
Assets	$19,116,000	$4,638,000	$23,754,000

Sales and service revenue	$26,867,000	$2,744,000	$29,611,000
Gross Profit	6,442,000	n/a	n/a
Gross Profit %	24%	n/a	n/a
Expenses	5,909,000	3,262,000	29,596,000
Income/(loss) from operations	$533,000	$(518,000)	15,000
Other income/expense, net			734,000
Minority interest			(18,000)
Income before income tax			$ 731,000

Intersegment transactions were eliminated for the nine months ended September 30, 2000 and 1999.

Note 3. Stockholders' Equity

The following is a reconciliation of the numerators and denominators of the basic and diluted Earnings per Share (EPS) computations.

		For the nine months ended September 30, 2000
		Loss (Numerator)	Shares (Denominator)	Per-Share Amount
Net loss/Basic LPS		$(535,000)	794,498	$(0.67)
Effect of dilutive securities:
	Warrants and options	- -	- -	- -
Net loss/Diluted LPS		$(535,000)	794,498	$(0.67)

Options outstanding in 2000 were not included in the computation of diluted LPS because the options would have been antidilutive. Options granted in the period to officers, employees and directors were 127,050 at 100% fair market value.

Weighted average shares outstanding reflect a 10% stock dividend to holders of record on September 13, 2000.

		For the nine months ended September 30, 1999
		Loss (Numerator)	Shares (Denominator)	Per-Share Amount
Net income/Basic EPS		$678,000	790,313	$0.86
Effect of Dilutive Securities:
	Warrants and options	- -	9,013	- -
Net income/Diluted EPS		$678,000	799,326	$0.85

Note 4. Income Taxes

Income taxes for China based entities have been recomputed. A portion of the income taxes typically accrued and paid will be rebated by the government under certain conditions. The Company will recognize $155,000 in tax rebates during calendar year 2000 and estimates it will receive $158,000 in tax rebates in calendar year 2001 for taxes accrued and paid to date.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF

Financial Condition and Results of Operations

Three months ended September 30, 2000 compared to the three months ended September 30, 1999

The Company's revenues for the three months ended September 30, 2000 were $9,430,000, up $2,464,000 or 35% from the three months ended September 30, 1999. There were no US Export-Import Bank (EXIM) financed sales in the three months ended September 30, 2000, although the Company expects EXIM sales of about $11.5 million to begin later in the year assuming all final approvals are received.

The Company recorded net loss in the three months ended September 30, 2000 of $302,000 compared with net loss of $445,000 in the three months ended September 30, 1999.

Healthcare Products

For the three months ended September 30, 2000 the healthcare products segment, consisting of medical equipment, medical consumables and personal healthcare products, had revenue of $7,908,000, up $1,861,000 or 31% from the three months ended September 30, 1999.

Gross profit in the three months ended September 30, 2000 was $2,025,000 as compared to the gross profit of $1,564,000 in the three months ended September 30, 1999. As a percentage of revenue, gross profit from the healthcare products segment for the three months ended September 30, 2000 was flat at 26% compared with the three months ended September 30, 1999.

Expenses for the healthcare products segment in the three months ended September 30, 2000 increased to $2,541,000 from $1,995,000 in the three months ended September 30, 1999. The increases in salaries of $316,000, travel and entertainment expense of $93,000 and other costs of $137,000 were primarily attributable to increased sales staff.

Healthcare Services

The healthcare services segment consists of a Western style primary care hospital and outpatient facility. In the three months ended September 30, 2000, the revenues from this segment increased to $1,522,000 or 66% over the three months ended September 30, 1999, due to expanded services and increased patient flow.

Healthcare services costs increased in the three months ended September 30, 2000 to $1,330,000 or 15% over the three months ended September 30, 1999. Salaries remained flat while all other costs increased $172,000.

Other Income and Expenses

Other income decreased in the three months ended September 30, 2000 to $99,000 from $180,000 in the three months ended September 30, 1999. Other income for the three months was due principally to $95,000 in sub-rental income and payments received under final contracts associated with the phase out of non-healthcare related products.

Nine months ended September 30, 2000 compared to the nine months ended September 30, 1999

The Company's revenues for the nine months ended September 30, 2000 were $25,932,000, down $3,679,000 or 12% from the nine months ended September 30, 1999. The largest single component in the nine months ended September 30, 1999 was $11,700,000 in sales attributable to shipments made under the Company's 1998 EXIM loan transaction. There were no EXIM financed sales in the nine months ended September 30, 2000, although the Company expects EXIM sales of about $11.5 million to begin later in the year assuming all final approvals are received.

The Company recorded a net loss in the nine months ended September 30, 2000 of $535,000 compared with net income of $678,000 in the nine months ended September 30, 1999.

Healthcare Products

For the nine months ended September 30, 2000 the healthcare products segment, consisting of medical equipment, medical consumables and personal healthcare products, had revenue of $21,586,000, down $5,281,000 or 20% from the nine months ended September 30, 1999. The 1999 revenues included $11,700,000 attributable to shipments under the 1998 EXIM loan transaction.

Gross profit in the nine months ended September 30, 2000 was $5,375,000 as compared to the gross profit of $6,442,000 in the nine months ended September 30, 1999. As a percentage of revenue, gross profit from the healthcare products segment rose slightly in the nine months ended September 30, 2000 to 25% from 24% in the nine months ended September 30, 1999.

Expenses for the healthcare products segment in the nine months ended September 30, 2000 increased to $6,529,000 from $5,909,000 in the nine months ended September 30, 1999. The increases in salaries of $293,000, travel and entertainment expense of $162,000 and other costs of $165,000 were primarily attributable to increased sales staff.

Healthcare Services

The healthcare services segment consists of a Western style primary care hospital and outpatient facility. In the nine months ended September 30, 2000, the revenues from this segment increased to $4,346,000 or 58% over the nine months ended September 30, 1999 revenue of $2,744,000 due to expanded services and increased patient flow.

Healthcare services costs increased in the nine months ended September 30, 2000 to $4,093,000 or 25% over the nine months ended September 30, 1999 costs of $3,262,000. Salaries increased by $259,000, with all other costs increasing $572,000.

Other Income and Expenses

Other income decreased in the nine months ended September 30, 2000 to $482,000 from $517,000 in the nine months ended September 30, 1999. Other income for the nine months was due principally to payments received under final contracts associated with the phase out of non-healthcare related products and $295,000 in sub-rental income. The final contract payments received in the nine months ended September 30, 2000 were $187,000 as compared to $222,000 received in the nine months ended September 30, 1999. The Company's agreement with its current tenant is now scheduled to expire July 31, 2001.

LIQUIDITY AND CAPITAL RESOURCES

As of September 30, 2000 accounts receivable net balance was $6,855,000, a decrease of $1,112,000 since December 31, 1999.

As of September 30, 2000, merchandise inventories were $7,675,000 rising $1,794,000 from the period ended December 31, 1999 balance of $5,881,000. Increases related to new products total $1,281,000, and expansion of the consumable business to other regions of China amounted to $513,000. This increase was offset by an increase in accounts payable of $1,432,000 primarily due to new vendor payment arrangements on inventory shipments.

With the exception of historical information, the matters discussed or incorporated by reference in this Report on Form 10-QSB and, if any, in the Company's 1999 Annual Report to Stockholders are forward-looking statements that involve risks and uncertainties. These forward-looking statements include, but are not limited to, statements about the Company's (i) performance goals, including successful conclusion of efforts to secure government-backed financing, (ii) future revenues and earnings, including revenues from the Company's developmental businesses such as the health services segment, (iii) markets, including growth in demand in China for the Company's products and services, and (iv) proposed new operations, including expansion of its health services business. Actual results could differ materially from such forward-looking statements because of, among other things, the following factors: developments relating to conducting business in China (including political, economic and legal matters), the timing of the Company's revenues, risks relating to commencement and early operation of healthcare services, dependence on certain suppliers, and extension of credit terms.

PART II - OTHER INFORMATION

Item 6. Exhibits and Reports on Form 8-K

a. None

b. Reports on Form 8-K

None

U.S.-CHINA INDUSTRIAL EXCHANGE, INC.

SIGNATURES

In accordance with Section 12 of the Securities Exchange Act of 1934, the registrant caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized.

U.S.-CHINA INDUSTRIAL EXCHANGE, INC.

Dated: November 14, 2000	By: /S/ Lawrence Pemble
	Lawrence Pemble
	Executive Vice President Finance and Director

Dated: November 14, 2000	By: /S/ Ronald Zilkowski
	Ronald Zilkowski
	Senior Vice President Finance and Controller

U.S.-CHINA INDUSTRIAL EXCHANGE, INC. CONSOLIDATED BALANCE SHEETS (unaudited)
					September 30, 2000	December 31, 1999
ASSETS
Current assets:
		Cash & cash equivalents			$ 4,803,000	$ 4,948,000
	Receivables:
				Trade accounts, less allowance for doubtful accounts of $604,000	4,997,000	4,970,000
				Current portion - - long term trade accounts	1,817,000	2,801,000
	Inventories, net				7,675,000	5,881,000
	Deferred taxes				428,000	115,000
	Other current assets				1,154,000	898,000
				Total current assets	20,874,000	19,613,000
Property & equipment, net					3,790,000	3,756,000
Trade accounts receivable, long term					41,000	196,000
Other					999,000	819,000
				Total assets	$ 25,704,000	$ 24,384,000
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
	Accounts payable and accrued expenses				$ 11,460,000	$ 9,561,000
	Accrued contract training				1,200,000	1,395,000
	Current portion-long term accounts payable, net				356,000	645,000
	Income taxes payable				490,000	105,000
				Total current liabilities	13,506,000	11,706,000
	Long term accounts payable, net				109,000	91,000
				Total liabilities	$ 13,615,000	$ 11,797,000
Stockholders' equity:
		Preferred stock, $.01 par value, authorized 5,000,000, none issued			- -	- -
		Common stock, $.01 par value, 30,000,000 shares authorized (including 2,000,000 designated Class B):
			Common stock - -657,319 and 596,563 shares issued and outstanding as of September 30, 2000 and December 31, 1999 respectively		7,000	6,000
			Class B stock - -193,750 issued and outstanding in each year		2,000	2,000
		Additional capital			17,333,000	17,294,000
		Foreign currency equity translation adjustment			(1,000)	2,000
		Accumulated Deficit			(5,252,000)	(4,717,000)
				Total stockholders' equity	12,089,000	12,587,000
				Total liabilities and stockholders' equity	$ 25,704,000	$ 24,384,000