-----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, AbESh7yOWSOoJAff3kWnqPjfayM+1DoDuY7eubLzSZTAU7BRUGgL/FTYopMjYGiT wRaoUM5UdC4gH99SQVSmZw== 0000016590-96-000008.txt : 19960813 0000016590-96-000008.hdr.sgml : 19960813 ACCESSION NUMBER: 0000016590-96-000008 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960629 FILED AS OF DATE: 19960812 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: CAMBEX CORP CENTRAL INDEX KEY: 0000016590 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER STORAGE DEVICES [3572] 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: 96608525 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 10Q-Q296/QTR END 6/30/96 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: June 29, 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 JUNE 29, 1996 AND DECEMBER 31, 1995 (UNAUDITED) ASSETS JUNE 29, DECEMBER 31, 1996 1995 ------------- ------------- CURRENT ASSETS: CASH AND CASH EQUIVALENTS $ 3,029,573 $ 588,322 ACCOUNTS RECEIVABLE, LESS RESERVES OF $135,000 ON JUNE 29, 1996 AND $136,000 ON DECEMBER 31, 1995 1,846,783 2,628,778 CURRENT PORTION OF INVESTMENT IN SALES-TYPE LEASES, NET OF UNEARNED INTEREST INCOME OF $29,000 ON JUNE 29, 1996 AND $31,000 ON DECEMBER 31, 1995 370,913 393,284 INVENTORIES 11,825,169 12,030,324 PREPAID TAXES 4,130,731 6,388,659 PREPAID EXPENSES 171,361 178,991 -------------- -------------- TOTAL CURRENT ASSETS $ 21,374,530 $ 22,208,358 -------------- -------------- LONG-TERM INVESTMENT IN SALES-TYPE LEASES, NET OF UNEARNED INTEREST INCOME OF $28,000 ON JUNE 29, 1996 AND $19,000 ON DECEMBER 31, 1995 $ 378,245 $ 362,992 LEASED EQUIPMENT, AT COST, NET OF ACCUMULATED DEPRECIATION OF $192,000 ON JUNE 29, 1996 AND $245,000 ON DECEMBER 31, 1995 $ 252,234 $ 300,174 PROPERTY AND EQUIPMENT, AT COST: MACHINERY AND EQUIPMENT $ 7,374,126 $ 7,257,673 FURNITURE AND FIXTURES 308,033 303,428 LEASEHOLD IMPROVEMENTS 608,654 606,454 -------------- -------------- $ 8,290,813 $ 8,167,555 LESS - ACCUMULATED DEPRECIATION AND AMORTIZATION 7,034,611 6,706,326 -------------- -------------- NET PROPERTY AND EQUIPMENT $ 1,256,202 $ 1,461,229 OTHER ASSETS TECHNOLOGY LICENSE/MARKETING AGREEMENT, NET OF ACCUMULATED AMORTIZATION OF $7,508,000 ON JUNE 29, 1996 AND $6,658,000 ON DECEMBER 31, 1995 $ 991,669 $ 1,841,671 OTHER 37,845 37,875 -------------- -------------- TOTAL ASSETS $ 24,290,725 $ 26,212,299 ============== ==============
-2- CONSOLIDATED BALANCE SHEETS JUNE 29, 1996 AND DECEMBER 31, 1995 (UNAUDITED) LIABILITIES AND STOCKHOLDERS' INVESTMENT JUNE 29, DECEMBER 31, 1996 1995 ------------- -------------- CURRENT LIABILITIES: REVOLVING CREDIT AGREEMENT $ 1,440,000 $ 3,200,000 ACCOUNTS PAYABLE 3,942,694 4,538,852 OBLIGATIONS FOR TRADE-IN MEMORY 1,693,748 1,939,657 ACCRUED EXPENSES 3,690,408 3,717,691 ------------- -------------- TOTAL CURRENT LIABILITIES $ 10,766,850 $ 13,396,200 ------------- -------------- REVOLVING CREDIT AGREEMENT $ 1,200,000 $ -- DEFERRED REVENUE $ 1,150,793 $ 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 - 10,546,375 SHARES ON JUNE 29, 1996 AND 10,452,987 SHARES ON DECEMBER 31, 1995 $ 1,054,638 $ 1,045,299 CAPITAL IN EXCESS OF PAR VALUE 15,609,094 15,446,004 CUMULATIVE TRANSLATION ADJUSTMENT 173,244 287,763 RETAINED EARNINGS (DEFICIT) (4,809,128) (4,025,288) LESS - COST OF SHARES HELD IN TREASURY - 1,534,356 ON JUNE 29, 1996 AND 1,534,356 ON DECEMBER 31, 1995 (854,766) (854,766) ------------- -------------- TOTAL STOCKHOLDERS' INVESTMENT $ 11,173,082 $ 11,899,012 ------------- -------------- TOTAL LIABILITIES AND STOCKHOLDERS' INVESTMENT $ 24,290,725 $ 26,212,299 ============= ============== -3-
CAMBEX CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME FOR THE SIX MONTHS ENDED JUNE 29, 1996 AND JUNE 3, 1995 (UNAUDITED) QUARTER ENDED SIX MONTHS ENDED JUNE 29, JUNE 3, JUNE 29, JUNE 3, 1996 1995 1996 1995 ------------ ------------ ------------ ------------ REVENUES $ 7,123,673 $ 11,166,910 $ 15,143,354 $ 21,678,528 COST OF SALES 3,334,490 6,296,793 7,816,235 12,189,221 ------------ ------------- ------------- ------------- GROSS PROFIT $ 3,789,183 $ 4,870,117 $ 7,327,119 $ 9,489,307 OPERATING EXPENSES: RESEARCH AND DEVELOPMENT $ 916,345 $ 1,345,847 $ 2,082,793 $ 3,018,906 SELLING 1,761,483 2,000,686 3,803,630 4,137,591 GENERAL AND ADMINISTRATIVE 528,905 632,889 1,228,898 1,336,829 ------------ ------------- ------------- ------------- $ 3,206,733 $ 3,979,422 $ 7,115,321 $ 8,493,326 ------------ ------------- ------------- ------------- OPERATING INCOME $ 582,450 $ 890,695 $ 211,798 $ 995,981 OTHER INCOME (EXPENSE): INTEREST EXPENSE $ (64,878) $ (60,350) $ (135,133) $ (137,204) INTEREST INCOME 30,108 25,969 56,572 44,857 OTHER INCOME (EXPENSE) (343,487) (700,943) (917,077) (489,219) ------------ ------------- ------------- ------------- INCOME (LOSS) BEFORE INCOME TAXES $ 204,193 $ 155,371 $ (783,840) $ 414,415 PROVISION FOR INCOME TAXES $ 0 $ 62,000 $ 0 $ 165,000 ------------ ------------- ------------- ------------- NET INCOME (LOSS) $ 204,193 $ 93,371 $ (783,840) $ 249,415 ============ ============= ============= ============= NET INCOME (LOSS) PER COMMON SHARE $ 0.02 $ 0.01 $ (0.09) $ 0.03 ============ ============= ============= ============= WEIGHTED AVERAGE COMMON AND COMMON EQUIVALENT SHARES OUTSTANDING 8,975,000 8,750,000 8,950,000 8,750,000
-4- CAMBEX CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 29, 1996 AND JUNE 3, 1995 FOR THE SIX MONTHS ENDED JUNE 29, JUNE 3, 1996 1995 ---------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net Income (Loss) $ (783,840) $ 249,415 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Depreciation and amortization $ 1,226,227 $ 1,328,660 Provision for losses on accounts receivable -- -- Provision for losses on inventory -- -- Amortization of prepaid expenses 14,074 15,423 Common stock issued in lieu of cash 110,938 365,148 Change in assets and liabilities: Decrease (increase) in accounts receivable 781,995 (1,888,483) Decrease in inventory 205,155 1,895,065 Decrease (increase) in investment in sales-type leases 7,118 (5,874) Decrease (increase) in prepaid taxes 2,257,928 (930,543) Increase in prepaid expenses (6,444) (83,395) Decrease in other assets 30 32 Increase (decrease) in accounts payable (596,158) (1,598,481) Increase (decrease) in obligations for trade-in memory (245,909) 713,250 Increase (decrease) in accrued liabilities (27,283) 353,248 Increase in deferred revenue 233,706 837,592 ------------- ------------ Total adjustments $ 3,961,377 $ 1,001,642 ------------- ------------ Net cash provided by operating activities $ 3,177,537 $ 1,251,057 CASH FLOWS FROM INVESTING ACTIVITIES: Purchases of Equipment $ (123,258) $ (186,321) ------------ ------------ Net cash used in investing activities $ (123,258) $ (186,321) CASH FLOWS FROM FINANCING ACTIVITIES: Payments of notes payable $ -- $ (92,074) Proceeds from sale of common stock 61,491 42,527 Repayments under revolving credit agreement (560,000) (300,000) ------------- ------------ Net cash used in financing activities $ (498,509) $ (349,547) Effect of exchange rate changes on cash (114,519) 132,823 ------------ ------------ Net increase in cash and cash equivalents $ 2,441,251 $ 848,012 Cash and cash equivalents at beginning of period $ 588,322 $ 1,584,089 ------------- ------------ Cash and cash equivalents at end of period $ 3,029,573 $ 2,432,101 ============= ============ SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: Cash paid during the period for: Interest $ 135,133 $ 137,204 Income Taxes 11,984 22,347
-5- FORM 10-Q CAMBEX CORPORATION AND SUBSIDIARIES For The Quarter Ended: June 29, 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: June 29, December 31, 1996 1995 Raw materials $2,143,380 $ 2,600,433 Work-in-process 2,042,034 1,017,749 Finished goods 5,376,711 7,097,086 Trade-in memory 2,263,044 1,315,056 $11,825,169 $12,030,324
- 6 - FORM 10-Q CAMBEX CORPORATION AND SUBSIDIARIES For The Quarter Ended: June 29, 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 second quarter ended June 29, 1996 decreased 36% from the comparable quarter of the prior year due principally to decreased sales of the Company's memory and client/server products. Operating expenses for the quarter ended June 29, 1996 decreased 19% from the comparable quarter of the prior year due principally to the cost savings achieved through several expense control actions. Research and development expenses decreased 32% due to completion of major projects in fiscal 1995. Other expense for the second quarter ended June 29, 1996 included approximately $425,000 in amortization expenses relating to the Company's technology license/marketing agreement. Other expense in the quarter ended June 3, 1995, included $425,000 in amortization expenses relating to the Company's technology license/marketing agreement and a $200,000 unfavorable European exchange rate adjustment. 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: June 29, 1996 Commission File: 0-6933 Notes & Comments (Continued): During the second 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. The balance as of the end of the second quarter was $2,640,000. 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: June 29, 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: August 12, 1996 - 9 - EX-27 2
5 1000 6-MOS DEC-31-1996 JUN-29-1996 3030 0 1982 135 11825 21375 8291 7035 24291 10767 0 0 0 1055 10118 24291 15143 15143 7816 7816 7976 0 135 (784) 0 (784) 0 0 0 (784) (0.09) (0.09)
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