TRINITECH SYSTEMS INC
10QSB, 1996-08-13
COMPUTER PERIPHERAL EQUIPMENT, NEC
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                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

            (Mark one)

             |X|        QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

                        For the quarterly period ended JUNE 30, 1996

                                       OR

             |_|        TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

                        For the transition period from ________to________

                           COMMISSION FILE NO. 0-21324

                             TRINITECH SYSTEMS, INC.
             (Exact name of registrant as specified in its charter)

                 NEW YORK                              06-1344888
          (State of incorporation)       (I.R.S. Employer identification number)
 
      333 LUDLOW STREET, STAMFORD, CONNECTICUT           06902
      (Address of principal executive offices)         (Zip Code)

       Registrant's telephone number, including area code: (203) 425-8000

                          ---------------------------


            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 |_|


7,306,530  shares of Common  Stock were issued and  outstanding  as of August 8,
1996.


================================================================================
<PAGE>
                         PART I - FINANCIAL INFORMATION

ITEM 1.    Financial Statements

TRINITECH SYSTEMS, INC.
- --------------------------------------------------------------------------------

BALANCE SHEETS
- ---------------------------------------------
<TABLE>
<CAPTION>

                                                                (Unaudited)
                                                                  June 30,     December 31,
ASSETS                                                              1996           1995
                                                                -----------    -----------
<S>                                                             <C>            <C>        
CURRENT ASSETS:
Cash                                                            $ 1,239,043    $ 1,258,119
Accounts receivable                                               1,956,192      2,409,434
Inventories                                                       1,182,491      1,000,450
Prepaid expenses and other                                          294,665        201,849
                                                                -----------    -----------
     Total Current Assets                                         4,672,391      4,869,852
                                                                -----------    -----------

EQUIPMENT - net of accumulated depreciation of $344,825
     and $283,306 at June 30 and December 31, respectively          390,028        403,512
                                                                -----------    -----------

OTHER ASSETS - net of accumulated amortization of $644,051
     and $565,107 at June 30 and December 31, respectively          613,061        596,561
                                                                -----------    -----------

TOTAL                                                           $ 5,675,480    $ 5,869,925
                                                                ===========    ===========

LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable - trade                                        $   750,247    $   353,129
Accrued expenses                                                    163,287        454,449
Current portion of term loan payable                                 16,667         16,667
Advance billings                                                    121,805        120,634
Payroll and other taxes payable                                      16,899         25,633
                                                                -----------    -----------
     Total Current Liabilities                                    1,068,905        970,512

TERM LOAN PAYABLE                                                    20,833         29,167
                                                                -----------    -----------
     Total Liabilities                                            1,089,738        999,679
                                                                -----------    -----------

COMMITMENTS:

STOCKHOLDERS' EQUITY:
10% Convertible preferred stock - par value $1.00; 1,000,000
     shares authorized; -0- outstanding                                --             --
Common stock - par value $.001; 15,000,000 shares authorized;
     7,306,530 and 7,272,530 shares issued and
     outstanding in 1996 and 1995, respectively                       7,307          7,273
Additional paid-in capital                                        5,993,789      5,920,203
Accumulated deficit                                              (1,415,354)    (1,057,230)
                                                                -----------    -----------

     Total Stockholders' Equity                                   4,585,742      4,870,246
                                                                -----------    -----------

TOTAL                                                           $ 5,675,480    $ 5,869,925
                                                                ===========    ===========
</TABLE>

See Notes to Financial Statements.     2
<PAGE>
TRINITECH SYSTEMS, INC.
- --------------------------------------------------------------------------------

STATEMENTS OF OPERATIONS (Unaudited)
- ---------------------------------------------



<TABLE>
<CAPTION>

                                       --- Three Months Ended ---   --- Six Months Ended ---
                                        June 30,      June 30,      June 30,        June 30,
                                          1996          1995          1996            1995
                                      -----------   ------------   -----------    -----------
<S>                                   <C>           <C>            <C>            <C>        
REVENUES:
Sales                                 $ 1,788,648   $ 1,014,691    $ 2,222,650    $ 1,832,656
Service contracts                         180,219       135,277        349,313        223,607
                                      -----------   -----------    -----------    -----------
     Total Revenues                     1,968,867     1,149,968      2,571,963      2,056,263

COST OF SALES AND SERVICE               1,217,249       531,922      1,536,937        958,712
                                      -----------   -----------    -----------    -----------

GROSS PROFIT                              751,618       618,046      1,035,026      1,097,551
                                      -----------   -----------    -----------    -----------

EXPENSES:
Selling, general and administrative       708,646       624,932      1,353,995      1,133,220
Depreciation and amortization              38,347        33,564         76,214         65,902
                                      -----------   -----------    -----------    -----------
     Total Expenses                       746,993       658,496      1,430,209      1,199,122
                                      -----------   -----------    -----------    -----------

INCOME (LOSS) FROM OPERATIONS               4,625       (40,450)      (395,183)      (101,571)

OTHER INCOME - NET                         19,529        12,840         37,059         30,515
                                      -----------   -----------    -----------    -----------

NET INCOME (LOSS)                     $    24,154   ($   27,610)   ($  358,124)   ($   71,056)
                                      ===========   ===========    ===========    ===========

NET INCOME (LOSS)
        PER COMMON SHARE              $      0.00   ($     0.00)   $     (0.05)   $     (0.01)
                                      ===========   ===========    ===========    ===========

AVERAGE COMMON SHARES
        OUTSTANDING                     7,295,294     7,171,197      7,284,704      7,141,044
                                      ===========   ===========    ===========    ===========
</TABLE>






See Notes to Financial Statements.     3
<PAGE>
TRINITECH SYSTEMS, INC.
- --------------------------------------------------------------------------------

STATEMENTS OF CASH FLOWS (Unaudited)
- ---------------------------------------------

                                                      ---Six Months Ended ---
                                                     June 30,         June 30,
                                                       1996             1995
                                                   ------------     ------------
OPERATING ACTIVITIES:
Net loss                                           ($  358,124)     ($   71,056)
Adjustments to reconcile net loss to
   net cash used in operating activities:
     Depreciation and amortization                     222,211          179,019
     Changes in assets and liabilities:
       Accounts receivable                             453,242         (403,765)
       Inventories                                    (182,041)         (30,035)
       Prepaid expenses                                (92,816)          (9,220)
       Accounts payable - trade                        397,118          322,554
       Deferred revenue                                  1,171          (75,592)
       Payroll and other taxes payable                  (8,734)           8,913
       Accrued expenses                               (291,162)          87,696
                                                   -----------      -----------
Net cash provided by operating activities              140,865            8,514
                                                   -----------      -----------

INVESTING ACTIVITIES:
Payments for equipment                                 (48,034)         (82,456)
Payments for other assets                             (177,193)        (180,608)
                                                   -----------      -----------
Net cash used in investing activities                 (225,227)        (263,064)
                                                   -----------      -----------

FINANCING ACTIVITIES:
Issuance of common stock                                73,620          270,625
Repayment of borrowings                                 (8,334)               0
                                                   -----------      -----------
Net cash provided by financing activities               65,286          270,625
                                                   -----------      -----------

INCREASE (DECREASE) IN CASH                            (19,076)          16,075

CASH, BEGINNING OF PERIOD                            1,258,119        1,035,276
                                                   -----------      -----------

CASH, END OF PERIOD                                $ 1,239,043      $ 1,051,351
                                                   ===========      ===========







See Notes to Financial Statements.     4
<PAGE>
TRINITECH SYSTEMS, INC.

NOTES TO FINANCIAL STATEMENTS (Unaudited)
- --------------------------------------------------------------------------------


1.          BASIS OF PRESENTATION

            The  accompanying  financial  statements  have been  prepared by the
            Company  without audit (except for the balance sheet  information as
            of  December  31,  1995 which has been  derived  from the  Company's
            audited financial  statements) in accordance with generally accepted
            accounting   principles  for  interim   financial   information  and
            instructions  to Form 10-QSB and Item 310 (b) of Regulation  S-B. In
            the  opinion of  management,  all  adjustments  (consisting  of only
            normal  recurring   accruals)   considered   necessary  for  a  fair
            presentation have been included.

            The  accompanying   financial  statements  do  not  include  certain
            footnotes  and  financial   presentations  normally  required  under
            generally accepted accounting  principles and, therefore,  should be
            read in  conjunction  with  the  Company's  1995  audited  financial
            statements. Results of operations for the period ended June 30, 1996
            are not necessarily  indicative of operating  results for the fiscal
            year.


2.          INVENTORIES

            Inventories are stated at the lower of cost (first-in, first-out) or
            market. Inventories consisted of the following:

                                      June 30, 1996      December 31, 1995
                                      -------------      -----------------

            Parts                      $   794,825           $   634,003
            Finished goods                 387,666               366,447
                                       -----------           -----------

                         Total          $1,182,491           $ 1,000,450
                                        ==========           ===========


3.          PER SHARE INFORMATION

            Net loss per common share is based on the weighted average number of
            common shares  outstanding.  Common stock  equivalents have not been
            included  in the per  share  calculation  because  their  effect  is
            anti-dilutive.


                                       5
<PAGE>
ITEM 2.     MANAGEMENT'S  DISCUSSION  AND  ANALYSIS OF FINANCIAL  CONDITION  AND
            RESULTS OF OPERATIONS


RESULTS OF OPERATIONS

            The Company  commenced  its present  business  operations in January
1991  through the  acquisition  of a software  license  for its  Guided-Input(R)
Trinitech  TouchPad(R)  System.  The  following  discussion  should  be  read in
conjunction  with  the  consolidated  financial  statements  and  related  notes
included elsewhere herein.  Historical results and percentage  relationships are
not necessarily indicative of the operating results for any future period.

Revenues

            Revenues  for the  three and six  months  ended  June 30,  1996 were
$1,968,867  and  $2,571,963  as compared to  $1,149,968  and  $2,056,263  in the
comparable  periods  in 1995,  an  increase  of 71% and 25%,  respectively.  The
increase in revenues  was  principally  due to second  quarter  installation  of
approximately 550 units of the Trinitech Touch Vending Terminal(TM)  products to
ATG, the leading  Swedish  off-track  betting  operation.  At June 30, 1996, the
Company  had a  commitment  from ATG to supply an  additional  1,500 units under
contract,   which  delivery  the  Company   expects  to  complete  during  1996.
Approximately  15% and 16% of the Company's sales revenues for the three and six
month periods ended June 30, 1996 were derived from  software  installations  as
compared to  approximately  32% and 31% during the  comparable  periods in 1995.
Revenue from export sales approximated  $1,520,000 (85% of sales) and $1,593,000
(72% of sales)  during the three and six months  ended June 30, 1996 as compared
to $207,000  (20% of sales) and $471,000  (26% of sales)  during the  comparable
periods in 1995. In addition,  revenues from service contracts  increased by 33%
and 56% in the  three  and six  month  periods  ended  June  30,  1996  over the
comparable 1995 periods. The increase in service revenue resulted from increases
sales of hardware and software  products  during the past year.  The Company did
not  experience  any  significant  price changes in its product lines during the
three and six month periods ended June 30, 1996 and 1995. At June 30, 1996,  the
Company's order backlog  totaled  approximately  $3,700,000  which it expects to
complete delivery during 1996.

Cost of Sales and Service and Gross Profit

            The Company's cost of sales and service is principally  comprised of
labor,  materials and overhead.  Gross profit as a percentage of total  revenues
were 38.2% and 40.2% for the three and six month  periods ended June 30, 1996 as
compared to 53.7% and 53.4% during the comparable periods in 1995. Cost of sales
and service  increased to $1,217,249  and $1,536,937 in the three and six months
ended June 30, 1996 from $531,922 and $958,712 in the three and six months ended
June 30,  1995 as a  result  of the  increase  in  revenues  noted  above  (as a
percentage of gross


                                       6
<PAGE>
revenues,  cost of sales and service increased from 46.3% and 46.6% in the three
and six  months  ended  June 30,  1995 to 61.8%  and  59.8% in the three and six
months ended June 30, 1996).  The lower gross profit  experienced by the Company
during  1996  directly  resulted  from the  lower  margins  associated  with the
Company's touch vending terminal  products sold to ATG. The Company continues to
maintain  higher  margins (in the 50% + range) in its core business  groups that
serve the financial  trading  community.  The Company  obtains its materials and
supplies from a variety of vendors in the US and far east.  Although the Company
experienced  slight price increases in certain component parts obtained from the
far east,  these  increases were partially  offset by price  reductions in other
product components due to increased volumes purchased.

Selling, General and Administrative

            Selling,  general and administrative  expenses for the three and six
month periods  ended June 30, 1996 were  $708,646 and  $1,353,995 as compared to
$624,932 and $1,133,220 in the comparable  periods in 1995, an increase of 13.4%
and 19.5%,  respectively.  Such increases  reflected the continued  expansion of
operations in both the U.S and in London. A significant  portion of the costs of
such expansion,  including personnel costs, was not realized until mid 1995. The
Company,  during the past  several  years,  has spent a  considerable  effort in
developing  a  variety  of  turn-key  systems.  Management  believes  that  this
development  effort will enhance the Company's product portfolio as its grows in
the future.  The Company has also  continued  its  marketing  programs for 1996,
primarily focusing on core product marketing and public relations activities and
representation  at  technological   exhibitions  planned  throughout  the  year.
Research and development expenses for the three and six month periods ended June
30, 1996 approximated $60,000 and $124,000 as compared to $14,700 and $31,000 in
the  comparable  periods  in 1995  and are  included  in  selling,  general  and
administrative expenses.

Other Income

            Other  income  consists  principally  of  interest  earned  on  cash
balances  and  sublease  income  earned.  The  Company  leases a portion  of its
corporate office facility under a three year sublease which expires on April 30,
1997. Sublease rental income earned during the three and six month periods ended
June 30, 1996 and 1995 approximated $9,700 and $19,400.

Net Income (Loss)

            Net income for the three  months  ended  June 30,  1996 was  $24,154
($0.00 per share) as compared to a net loss of $27,610  ($0.00 per share) in the
three  months  ended June 30,  1995.  Net loss for the six months ended June 30,
1996  totaled  $358,124  ($0.05 per share) as  compared to a net loss of $71,056
($0.01 per share) in the six months  ended June 30, 1995.  This  increase in net
loss, during the six month period ended June 30, 1996, principally resulted from
lower margins  experienced on the sale of the Company's  touch vending  terminal
products to ATG. See "Revenues" and "Cost of Sales and Service and Gross Profit"
above.


                                       7
<PAGE>
            Management  has  made  a  considerable  effort  with  respect  to an
expansion of its operations and  development of various  turn-key  systems which
began in 1993 and continues into 1996. The Company  believes that this expansion
of personnel,  facilities and product portfolio will better position the Company
and facilitate its future growth.


LIQUIDITY AND CAPITAL RESOURCES

            Since its formation, the Company's primary source of working capital
has been private  offerings  of its  securities,  through  which the Company has
raised  approximately  $6.0 million of working  capital.  At June 30, 1996, cash
balances decreased to $1,239,043 from $1,258,119 at December 31, 1995.

            The Company's  current  assets at June 30, 1996 exceeded its current
liabilities by  approximately  $3,603,000.  As of July 31, 1996, the Company has
collected  approximately $709,000 of its outstanding receivable balances at June
30, 1996. The Company at June 30, 1996 had long-term debt totaling $20,800 which
represents  a secured  term loan on the purchase of  development  equipment.  In
addition,  at June 30, 1996, the Company had no material commitments for capital
expenditures  or inventory  purchases.  The Company had  available a one million
dollar  bank line of credit  facility  for the  purpose  of  financing  accounts
receivable  and, at June 30,  1996,  the Company had not used the line of credit
facility.  The line of credit,  which was  secured by  accounts  receivable  and
inventory,  expires on April 30, 1997.  Interest on the line of credit was based
on the bank's prime rate plus one percent.

            The Company believes that with its available capital, line of credit
facility and  anticipated  funds generated from  operations,  it will be able to
fund its cash needs  through  the end of 1996  without  the need for  additional
capital or  financing.  The Company  intends to utilize its  positive  financial
position  to  internally   finance  its  continuing   research  and  development
activities and anticipated sales growth.  The Company's  financial  requirements
and its  ability  to meet them  thereafter  will  depend  largely  on its future
financial  performance.  However,  in the event the Company's  operations do not
generate cash to the extent  currently  anticipated by management of the Company
and grow more rapidly than  anticipated,  it is possible  that the Company would
require  additional  funds beyond 1996. At this time,  the Company does not know
what sources, if any, would be available to it for such funds, if required.

            In addition,  at June 30, 1996, the Company has warrants outstanding
for the purchase of 475,087 shares of its Common stock. Assuming the exercise of
all  such  outstanding   Warrants,   the  Company  would  realize  approximately
$1,140,000 in gross proceeds.


                                       8
<PAGE>
                                   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.


Dated:  August 12, 1996


                                TRINITECH SYSTEMS, INC.
                                (Registrant)


                                By:    /s/ Peter Kilbinger Hansen
                                   -------------------------------
                                    Peter Kilbinger Hansen
                                    Chairman of the Board
                                          and President
                                    (Chief Executive Officer)



                                By:    /s/ William E. Alvarez, Jr.
                                   -------------------------------
                                    William E. Alvarez, Jr.
                                    Chief Financial Officer and Secretary
                                    (Principal Financial and Accounting
                                     Officer)


                                       9

<TABLE> <S> <C>

<ARTICLE>                  5
<LEGEND>
THIS  SCHEDULE  CONTAINS  SUMMARY  FINANCIAL   INFORMATION  EXTRACTED  FROM  THE
COMPANY'S  FORM 10-QSB FOR THE THREE MONTHS ENDED JUNE 30, 1996 AND IS QUALIFIED
IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
       
<S>                        <C>
<PERIOD-TYPE>              3-MOS
<FISCAL-YEAR-END>                                      DEC-31-1995
<PERIOD-START>                                         JAN-01-1996
<PERIOD-END>                                           JUN-30-1996
<CASH>                                                   1,239,043
<SECURITIES>                                                     0
<RECEIVABLES>                                            1,956,192
<ALLOWANCES>                                                     0
<INVENTORY>                                              1,182,491
<CURRENT-ASSETS>                                         4,672,391
<PP&E>                                                     734,853
<DEPRECIATION>                                             344,825
<TOTAL-ASSETS>                                           5,675,480
<CURRENT-LIABILITIES>                                    1,068,905
<BONDS>                                                          0
                                            0
                                                      0
<COMMON>                                                     7,307
<OTHER-SE>                                               5,993,789
<TOTAL-LIABILITY-AND-EQUITY>                             5,675,480
<SALES>                                                  1,788,648
<TOTAL-REVENUES>                                         1,968,867
<CGS>                                                    1,217,249
<TOTAL-COSTS>                                            1,217,249
<OTHER-EXPENSES>                                                 0
<LOSS-PROVISION>                                                 0
<INTEREST-EXPENSE>                                               0
<INCOME-PRETAX>                                             24,154
<INCOME-TAX>                                                     0
<INCOME-CONTINUING>                                         24,154
<DISCONTINUED>                                                   0
<EXTRAORDINARY>                                                  0
<CHANGES>                                                        0
<NET-INCOME>                                                24,154
<EPS-PRIMARY>                                                  .00
<EPS-DILUTED>                                                  .00
        

</TABLE>


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