-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, TOhCs6rvEgsGBRxqkZ/4tD5OAuZz2+4IVhzbef9G/A5KMhyCNForJcuU47+JZjFZ 5EpVg1MNLCprMW3PouEiNw== 0000016590-96-000006.txt : 19960510 0000016590-96-000006.hdr.sgml : 19960510 ACCESSION NUMBER: 0000016590-96-000006 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960330 FILED AS OF DATE: 19960508 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: CAMBEX CORP CENTRAL INDEX KEY: 0000016590 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] IRS NUMBER: 042442959 STATE OF INCORPORATION: MA FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-06933 FILM NUMBER: 96558228 BUSINESS ADDRESS: STREET 1: 360 SECOND AVE CITY: WALTHAM STATE: MA ZIP: 02154 BUSINESS PHONE: 6178906000 MAIL ADDRESS: STREET 2: 360 SECOND AVE CITY: WALTHAM STATE: MA ZIP: 02154 FORMER COMPANY: FORMER CONFORMED NAME: CAMBRIDGE MEMORIES INC DATE OF NAME CHANGE: 19801204 10-Q 1 10-Q-Q1/96 QTR END 3/30/96 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Quarterly Report Under Section 13 Or 15(d) Of The Securities Exchange Act Of 1934 For the Quarter Ended: March 30, 1996 Commission File No:0-6933 CAMBEX CORPORATION (Exact name of registrant as specified in its charter) Massachusetts 04-244-2959 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 360 Second Avenue, Waltham, Massachusetts (Address of principal executive offices) 02154 (Zip Code) Registrant's telephone number, including area code: (617) 890-6000 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 CAMBEX CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS MARCH 30, 1996 AND DECEMBER 31, 1995 (UNAUDITED) ASSETS MARCH 30, DECEMBER 31, 1996 1995 ------------- ------------- CURRENT ASSETS: CASH AND CASH EQUIVALENTS $ 1,881,512 $ 588,322 ACCOUNTS RECEIVABLE, LESS RESERVES OF $135,000 ON MARCH 30, 1996 AND $136,000 ON DECEMBER 31, 1995 3,056,205 2,628,778 CURRENT PORTION OF INVESTMENT IN SALES-TYPE LEASES, NET OF UNEARNED INTEREST INCOME OF $39,000 ON MARCH 30, 1996 AND $31,000 ON DECEMBER 31, 1995 296,255 393,284 INVENTORIES 10,583,542 12,030,324 PREPAID TAXES 6,388,377 6,388,659 PREPAID EXPENSES 160,280 178,991 -------------- -------------- TOTAL CURRENT ASSETS $ 22,366,171 $ 22,208,358 -------------- -------------- LONG-TERM INVESTMENT IN SALES-TYPE LEASES, NET OF UNEARNED INTEREST INCOME OF $16,000 ON MARCH 30, 1996 AND $19,000 ON DECEMBER 31, 1995 $ 341,275 $ 362,992 LEASED EQUIPMENT, AT COST, NET OF ACCUMULATED DEPRECIATION OF $166,000 ON MARCH 30, 1996 AND $245,000 ON DECEMBER 31, 1995 $ 278,428 $ 300,174 PROPERTY AND EQUIPMENT, AT COST: MACHINERY AND EQUIPMENT $ 7,329,510 $ 7,257,673 FURNITURE AND FIXTURES 297,517 303,428 LEASEHOLD IMPROVEMENTS 606,454 606,454 -------------- -------------- $ 8,233,481 $ 8,167,555 LESS - ACCUMULATED DEPRECIATION AND AMORTIZATION 6,869,534 6,706,326 -------------- -------------- NET PROPERTY AND EQUIPMENT $ 1,363,947 $ 1,461,229 OTHER ASSETS TECHNOLOGY LICENSE/MARKETING AGREEMENT, NET OF ACCUMULATED AMORTIZATION OF $7,083,000 ON MARCH 30, 1996 AND $6,658,000 ON DECEMBER 31, 1995 $ 1,416,670 $ 1,841,671 OTHER 37,860 37,875 -------------- -------------- TOTAL ASSETS $ 25,804,351 $ 26,212,299 ============== ==============
-2- CONSOLIDATED BALANCE SHEETS MARCH 30, 1996 AND DECEMBER 31, 1995 (UNAUDITED) LIABILITIES AND STOCKHOLDERS' INVESTMENT MARCH 30, DECEMBER 31, 1996 1995 ------------- -------------- CURRENT LIABILITIES: REVOLVING CREDIT AGREEMENT $ 3,200,000 $ 3,200,000 ACCOUNTS PAYABLE 4,799,057 4,538,852 OBLIGATIONS FOR TRADE-IN MEMORY 2,153,767 1,939,657 ACCRUED EXPENSES 3,628,092 3,717,691 ------------- -------------- TOTAL CURRENT LIABILITIES $ 13,780,916 $ 13,396,200 ------------- -------------- DEFERRED REVENUE $ 1,036,547 $ 917,087 STOCKHOLDERS' INVESTMENT: PREFERRED STOCK, $1.00 PAR VALUE PER SHARE AUTHORIZED - 3,000,000 SHARES ISSUED - NONE -- -- COMMON STOCK, $.10 PAR VALUE PER SHARE - AUTHORIZED - 25,000,000 SHARES ISSUED - 10,478,470 SHARES ON MARCH 30, 1996 AND 10,452,987 SHARES ON DECEMBER 31, 1995 $ 1,047,885 $ 1,045,299 CAPITAL IN EXCESS OF PAR VALUE 15,584,063 15,446,004 CUMULATIVE TRANSLATION ADJUSTMENT 223,027 287,763 RETAINED EARNINGS (DEFICIT) (5,013,321) (4,025,288) LESS - COST OF SHARES HELD IN TREASURY - 1,534,356 ON MARCH 30, 1996 AND 1,534,356 ON DECEMBER 31, 1995 (854,766) (854,766) ------------- -------------- TOTAL STOCKHOLDERS' INVESTMENT $ 10,986,888 $ 11,899,012 ------------- -------------- TOTAL LIABILITIES AND STOCKHOLDERS' INVESTMENT $ 25,804,351 $ 26,212,299 ============= ==============
-3- CAMBEX CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME FOR THE THREE MONTHS ENDED MARCH 30, 1996 AND MARCH 4, 1995 (UNAUDITED) FOR THE THREE MONTHS ENDED MARCH 30, MARCH 4, 1996 1995 ------------ ------------ REVENUES $ 8,019,681 $ 10,511,618 COST OF SALES 4,481,745 5,892,428 ------------ ------------- GROSS PROFIT $ 3,537,936 $ 4,619,190 OPERATING EXPENSES: RESEARCH AND DEVELOPMENT $ 1,166,448 $ 1,673,059 SELLING 2,042,147 2,136,905 GENERAL AND ADMINISTRATIVE 699,993 703,940 ------------ ------------- $ 3,908,588 $ 4,513,904 ------------ ------------- OPERATING INCOME (LOSS) $ (370,652) $ 105,286 OTHER INCOME (EXPENSE): INTEREST EXPENSE $ (70,255) $ (76,854) INTEREST INCOME 26,464 18,888 OTHER INCOME (EXPENSE) (573,590) 211,724 ------------ ------------- INCOME (LOSS) BEFORE INCOME TAXES $ (988,033) $ 259,044 CREDIT (PROVISION) FOR INCOME TAXES $ - $ (103,000) ------------ ------------- NET INCOME (LOSS) $ (988,033) $ 156,044 ============ ============= NET INCOME (LOSS) PER COMMON SHARE $ (0.11) $ 0.02 ============ ============= WEIGHTED AVERAGE COMMON AND COMMON EQUIVALENT SHARES OUTSTANDING 8,940,000 8,675,000
-4- CAMBEX CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 30, 1996 AND MARCH 4, 1995 FOR THE THREE MONTHS ENDED MARCH 30, MARCH 4, 1996 1995 ------------ ------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net Income (Loss) $ (988,033) $ 156,044 Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation and amortization $ 614,403 $ 660,342 Amortization of prepaid expenses 7,037 7,712 Common stock issued in lieu of cash 110,938 365,148 Change in assets and liabilities: Increase in accounts receivable (427,427) (1,281,438) Decrease in inventory 1,446,782 1,239,058 Decrease in investment in sales-type leases 118,746 102,562 Decrease in prepaid taxes 282 805,407 Decrease (increase) in prepaid expenses 11,674 (107,715) Decrease in other assets 15 16 Increase in accounts payable 260,205 235,532 Increase in obligations for trade-in memory 214,110 315,000 Decrease in accrued liabilities (89,599) (1,420,771) Increase in deferred revenue 119,460 659,876 ------------- ------------- Total adjustments $ 2,386,626 $ 1,580,729 ------------- ------------- Net cash provided by operating activities $ 1,398,593 $ 1,736,773 CASH FLOWS FROM INVESTING ACTIVITIES: Purchases of Equipment (70,374) (85,649) ------------ ------------- Net cash used in investing activities $ (70,374) $ (85,649) CASH FLOWS FROM FINANCING ACTIVITIES: Payments of notes payable $ - - $ (68,200) Proceeds from sale of common stock 29,707 1,021 Net borrowings (repayments) under revolving credit agreement - - (1,000,000) ------------- ------------- Net cash provided by (used in) financing activities $ 29,707 $ (1,067,179) Effect of exchange rate changes on cash (64,736) (30,122) ------------ ------------- Net increase in cash and cash equivalents $ 1,293,190 $ 553,823 Cash and cash equivalents at beginning of period $ 588,322 $ 1,584,089 ------------- ------------- Cash and cash equivalents at end of period $ 1,881,512 $ 2,137,912 ============= ============= SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: Cash paid during the period for: Interest $ 70,255 $ 100,346 Income Taxes - - 4,758
-5- FORM 10-Q CAMBEX CORPORATION AND SUBSIDIARIES For The Quarter Ended: March 30, 1996 Commission File No:0-6933 Notes & Comments: (1)Significant Accounting Policies The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All material intercompany transactions and balances have been eliminated in consolidation. The Company has deferred revenue associated with the sale of certain products which have future performance obligations, principally relating to reinstallation of IBM memory. The condensed financial statements included herein have been prepared by 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 the Company believes that the disclosures are adequate to make the information presented not misleading. The information furnished includes all adjustments and accruals consisting only of normal recurring accrual adjustments which are, in the opinion of management, necessary for a fair presentation of results for the interim period. It is suggested that these condensed financial statements be read in conjunction with the financial statements and the notes thereto included in the Company's latest annual report on Form 10-K. Inventories, which include raw materials, labor and manufacturing overhead are stated at the lower of cost (first-in, first-out) or market and consist of the following: March 30, December 31, 1996 1995 Raw materials $1,985,191 $ 2,600,433 Work-in-process 1,111,712 1,017,749 Finished goods 5,619,139 7,097,086 Trade-in memory 1,867,500 1,315,056 $10,583,542 $12,030,324 - 6 - FORM 10-Q CAMBEX CORPORATION AND SUBSIDIARIES For The Quarter Ended: March 30, 1996 Commission File: 0-6933 Notes & Comments (Continued): (2) Income and Dividends Per Share Per share amounts are based on the weighted average number of shares outstanding during each year plus applicable common stock equivalents. There were no material differences for per share amounts assuming full dilution in either year. (3) Management's Discussion and Analysis of Financial Condition and Results of Operations Revenues for the three months ended March 30, 1996 decreased 24% from the comparable three months of the prior year due principally to decreased sales of the Company's client/server products. Operating expenses for the three months ended March 30, 1996 decreased 13% from the comparable three months of the prior year due principally to the cost savings achieved through a work force reduction and other expense controls put in place. Research and development expenses decreased 30% due to completion of major projects in fiscal 1995. Other expense for the three months ended March 30, 1996 included approximately $425,000 in amortization expenses relating to the Company's technology license/marketing agreement. Other income (expense) in the three months ended March 4, 1995, included a reversal of an overaccrual of the Company match on the Company's 401(k) profit sharing retirement plan of $400,000, favorable European exchange rates of $150,000 and sale of excess inventory of $75,000, partially offset by $425,000 in amortization expenses relating to the Company's technology license/marketing agreement. The Company's present operating plans indicate that cash flow generated from operations will be adequate to meet its obligations. - 7 - FORM 10-Q CAMBEX CORPORATION AND SUBSIDIARIES For The Quarter Ended: March 30, 1996 Commission File: 0-6933 Notes & Comments (Continued): Subsequent to the end of the first quarter, the Company agreed with its Bank to extend and modify its Revolving Credit Agreement dated April 15, 1993, as amended as of August 31, 1994. Under the terms of the Modification Agreement, the current loan, which was $3,200,000 as of the end of the first quarter, is termed out as follows: After an initial payment of $320,000, the Company will pay $120,000 monthly for a period of twenty-four months. When the Company receives its anticipated tax refund from the Internal Revenue Service for the fiscal years 1991 to 1994, the Company will apply such refund against the loan principal, thereby reducing the term out period. Interest on the indebtedness will be paid monthly at the aggregate of the Bank's Base Rate, approximately the "Prime Rate", plus one percent, currently aggregating to 9.25%. The Company granted to its Bank a security interest in the Company's accounts receivable, inventory and general intangibles. - 8 - FORM 10-Q CAMBEX CORPORATION AND SUBSIDIARIES For The Quarter Ended: March 30, 1996 Commission File: 0-6933 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. CAMBEX CORPORATION By: /s/ Joseph F. Kruy Joseph F. Kruy President By: /s/ Sheldon M. Schenkler Sheldon M. Schenkler Chief Financial Officer Dated: May 8, 1996 - 9 - EX-27 2
5 1,000 3-MOS DEC-31-1996 MAR-30-1996 1882 0 3191 135 10584 22366 8233 6870 25804 13781 0 0 0 1048 9939 25804 8020 8020 4482 4482 4456 0 70 (988) 0 (988) 0 0 0 (988) (0.11) (0.11)
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