TRINITECH SYSTEMS INC
10QSB, 1996-11-14
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 September 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 |_|


7,313,530  shares of Common Stock were issued and outstanding as of November 11,
1996.

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

ITEM 1.    Financial Statements

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

BALANCE SHEETS
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                 (Unaudited)
                                                                 September 30,   December 31,
ASSETS                                                               1996            1995
                                                                  -----------    -----------
<S>                                                               <C>            <C>        
CURRENT ASSETS:                                                  
Cash                                                              $   828,243    $ 1,258,119
Accounts receivable                                                 2,110,581      2,409,434
Inventories                                                         1,106,239      1,000,450
Prepaid expenses and other                                            360,319        201,849
                                                                  -----------    -----------
     Total Current Assets                                           4,405,382      4,869,852
                                                                  -----------    -----------

EQUIPMENT - net of accumulated depreciation of $379,643
     and $283,306 at September 30 and December 31, respectively       418,907        403,512
                                                                  -----------    -----------

OTHER ASSETS - net of accumulated amortization of $735,758
     and $565,107 at September 30 and December 31, respectively       612,246        596,561
                                                                  -----------    -----------

TOTAL                                                             $ 5,436,535    $ 5,869,925
                                                                  ===========    ===========

LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable - trade                                          $   558,328    $   353,129
Accrued expenses                                                      401,705        454,449
Current portion of term loan payable                                   26,667         16,667
Advance billings                                                       64,051        120,634
Payroll and other taxes payable                                        60,167         25,633
                                                                  -----------    -----------
     Total Current Liabilities                                      1,110,918        970,512

TERM LOAN PAYABLE                                                      36,667         29,167
                                                                  -----------    -----------
     Total Liabilities                                              1,147,585        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                                                (1,712,146)    (1,057,230)
                                                                  -----------    -----------

     Total Stockholders' Equity                                     4,288,950      4,870,246
                                                                  -----------    -----------

TOTAL                                                             $ 5,436,535    $ 5,869,925
                                                                  ===========    ===========
</TABLE>

See Notes to Financial Statements.


                                        2
<PAGE>
TRINITECH SYSTEMS, INC.
- --------------------------------------------------------------------------------

STATEMENT OF OPERATIONS (Unaudited)
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                               --- Three Months Ended ---             --- Nine Months Ended ---
                                                            September 30,       September 30,      September 30,       September 30,
                                                                1996                1995               1996                1995
                                                             -----------         -----------        -----------         -----------
<S>                                                          <C>                 <C>                <C>                 <C>        
REVENUES:
Sales                                                        $   837,359         $ 1,100,084        $ 3,060,009         $ 2,932,740
Service contracts                                                184,660             131,575            533,973             355,182
                                                             -----------         -----------        -----------         -----------
     Total Revenues                                            1,022,019           1,231,659          3,593,982           3,287,922

COST OF SALES AND SERVICE                                        496,233             556,129          2,033,170           1,514,841
                                                             -----------         -----------        -----------         -----------

GROSS PROFIT                                                     525,786             675,530          1,560,812           1,773,081
                                                             -----------         -----------        -----------         -----------

EXPENSES:
Selling, general and administrative                              799,273             591,056          2,153,268           1,724,276
Depreciation and amortization                                     42,165              38,726            118,379             104,628
                                                             -----------         -----------        -----------         -----------
     Total Expenses                                              841,438             629,782          2,271,647           1,828,904
                                                             -----------         -----------        -----------         -----------

INCOME (LOSS) FROM OPERATIONS                                   (315,652)             45,748           (710,835)            (55,823)

OTHER INCOME - NET                                                18,860              16,862             55,919              47,377
                                                             -----------         -----------        -----------         -----------

NET INCOME (LOSS)                                            ($  296,792)        $    62,610        ($  654,916)        ($    8,446)
                                                             ===========         ===========        ===========         ===========

NET INCOME (LOSS)
        PER COMMON SHARE                                     $     (0.04)        $      0.01        $     (0.09)        $     (0.00)
                                                             ===========         ===========        ===========         ===========

AVERAGE COMMON SHARES
        OUTSTANDING                                            7,306,530           7,249,430          7,292,059           7,177,173
                                                             ===========         ===========        ===========         ===========
</TABLE>

See Notes to Financial Statements.


                                        3
<PAGE>
TRINITECH SYSTEMS, INC.
- --------------------------------------------------------------------------------

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

                                                     ---Nine Months Ended ---
                                                  September 30,    September 30,
                                                      1996             1995
                                                   -----------      -----------
OPERATING ACTIVITIES:
Net loss                                           ($  654,916)     ($    8,446)
Adjustments to reconcile net loss to
   net cash used in operating activities:
     Depreciation and amortization                     348,737          284,002
     Changes in assets and liabilities:
       Accounts receivable                             298,853         (804,868)
       Inventories                                    (105,789)         133,219
       Prepaid expenses                               (158,470)         (31,374)
       Accounts payable - trade                        205,199          278,079
       Deferred revenue                                (56,583)        (100,785)
       Payroll and other taxes payable                  34,534            6,609
       Accrued expenses                                (52,744)         160,606
                                                   -----------      -----------
Net cash provided by operating activities             (141,179)         (82,958)
                                                   -----------      -----------

INVESTING ACTIVITIES:
Payments for equipment                                (111,732)        (155,528)
Payments for other assets                             (268,085)        (266,630)
                                                   -----------      -----------
Net cash used in investing activities                 (379,817)        (422,158)
                                                   -----------      -----------

FINANCING ACTIVITIES:
Issuance of common stock                                73,620          372,125
Proceeds from borrowings                                30,000           50,000
Repayment of borrowings                                (12,500)            --
                                                   -----------      -----------
Net cash provided by financing activities               91,120          422,125
                                                   -----------      -----------

INCREASE (DECREASE) IN CASH                           (429,876)         (82,991)

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

CASH, END OF PERIOD                                $   828,243      $   952,285
                                                   ===========      ===========

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 September 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:

                                     September 30, 1996    December 31, 1995
                                     ------------------    -----------------

Parts                                      $  688,066         $  634,003
Finished goods                                418,173            366,447
                                           ----------         ----------

                     Total                 $1,106,239         $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 nine months ended September 30, 1996 were
$1,022,019  and  $3,593,982  as compared to  $1,231,659  and  $3,287,922  in the
comparable periods in 1995. In spite of a significant  backlog entering into the
third quarter,  the Company  experienced a decrease in revenues during the three
months  ended  September  30,  1996 as a direct  result of  delays in  receiving
displays needed for the Company's production.  All deliveries delayed during the
third  quarter  have been  rescheduled  for  shipment  in the fourth  quarter in
addition to the Company's fourth quarter delivery expectations. At September 30,
1996,  the  Company's  order  backlog  totaled  approximately  $3,250,000.   The
unexpectedly  long lead times in the delivery of displays  used in the Company's
products  resulted from increased  worldwide demand for flat panel displays.  In
spite of the Company's  efforts to place advanced  orders,  to counter  possible
delays  of  displays  required  to meet the  above  deliveries,  the bulk of the
displays did not begin to arrive until early October 1996. Approximately 30% and
20% of the Company's  sales  revenues for the three and nine month periods ended
September  30, 1996 were  derived  from  software  installations  as compared to
approximately  26% and 29% during the comparable  periods in 1995.  Revenue from
export  sales  approximated  $616,000 and  $2,209,000  during the three and nine
months ended  September 30, 1996 as compared to $387,000 and $857,000 during the
comparable  periods  in 1995.  In  addition,  revenues  from  service  contracts
increased by 40% and 50% in the three and nine month periods ended September 30,
1996 over the comparable 1995 periods.  The increase in service revenue resulted
from increased 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 nine month periods ended September 30, 1996 and 1995.

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 51.4% and 43.4% for the three and nine month  periods  ended  September 30,
1996 as compared to 54.8% and 53.9% during the comparable  periods in 1995. Cost
of sales and service was  $496,233 and  $2,033,170  in the three and nine months
ended September 30, 1996 as compared to $556,129 and $1,514,841 in the three


                                       6
<PAGE>
and nine  months  ended  September  30,  1995.  Cost of sales and  service (as a
percentage of gross  revenues)  increased  from 45.2% and 46.1% in the three and
nine months  ended  September  30, 1995 to 48.6% and 56.6% in the three and nine
months ended  September 30, 1996.  This increase  primarily  resulted from lower
margins  associated  with the  Company's  touch vending  terminal  products sold
during 1996. 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 nine
month periods ended  September 30, 1996 were $799,273 and $2,153,268 as compared
to $591,056 and  $1,724,276  in the  comparable  periods in 1995, an increase of
35.2% and 24.9%, respectively.  Such increases reflected the continued expansion
of  operations  in both the U.S and in  London.  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 nine month periods ended September 30, 1996  approximated  $56,000
and  $180,000 as compared  to $15,000 and $46,000 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 nine month periods
ended September 30, 1996 and 1995 approximated $9,700 and $29,200.

Net Income (Loss)

            Net loss for the three months ended  September 30, 1996 was $296,792
($0.04 per share) as compared to net income of $62,610  ($0.01 per share) in the
three  months  ended  September  30,  1995.  Net loss for the nine months  ended
September 30, 1996 totaled  $654,916 ($0.09 per share) as compared to a net loss
of $8,446 ($0.00 per share) in the nine months ended  September  30, 1995.  This
increase  in net loss  principally  resulted  from the delay in the  delivery of
finished  products  experienced  by the Company during the third quarter of 1996
due to an  uncontrollable  delay in the delivery of flat panel  displays used in
the Company's products,  combined with lower margins realized on the sale of the
Company's touch vending terminal products. 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 September 30, 1996,
cash balances decreased to $828,243 from $1,258,119 at December 31, 1995.

            The  Company's  current  assets at September  30, 1996  exceeded its
current  liabilities by approximately  $3,294,000.  The Company at September 30,
1996 had long-term debt totaling $36,700 which represents  secured term loans on
the purchase of development  equipment.  In addition, at September 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 September 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  September  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:  November 13, 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 NINE  MONTHS  ENDED  SEPTEMBER  30,  1996 AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
       
<S>                        <C>
<PERIOD-TYPE>              9-MOS
<FISCAL-YEAR-END>                                      DEC-31-1995
<PERIOD-START>                                         JAN-01-1996
<PERIOD-END>                                           SEP-30-1996
<CASH>                                                     828,243
<SECURITIES>                                                     0
<RECEIVABLES>                                            2,110,581
<ALLOWANCES>                                                     0
<INVENTORY>                                              1,106,239
<CURRENT-ASSETS>                                         4,405,382
<PP&E>                                                     798,550
<DEPRECIATION>                                             379,643
<TOTAL-ASSETS>                                           5,436,535
<CURRENT-LIABILITIES>                                    1,110,918
<BONDS>                                                          0
                                            0
                                                      0
<COMMON>                                                     7,307
<OTHER-SE>                                               5,993,789
<TOTAL-LIABILITY-AND-EQUITY>                             5,436,535
<SALES>                                                  3,060,009
<TOTAL-REVENUES>                                         3,593,982
<CGS>                                                    2,033,170
<TOTAL-COSTS>                                            2,033,170
<OTHER-EXPENSES>                                                 0
<LOSS-PROVISION>                                                 0
<INTEREST-EXPENSE>                                               0
<INCOME-PRETAX>                                           (654,916)
<INCOME-TAX>                                                     0
<INCOME-CONTINUING>                                       (654,916)
<DISCONTINUED>                                                   0
<EXTRAORDINARY>                                                  0
<CHANGES>                                                        0
<NET-INCOME>                                              (654,916)
<EPS-PRIMARY>                                                 (.09)
<EPS-DILUTED>                                                 (.09)
        

</TABLE>


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