-----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, CsyfhH6krJZJLDN42pwsi6qI9jJwdhz8Y7X6WUoLptRl4LXXTHr7RhEqIiVGX7GL 3zXqyT6hani5Gxzu/mNNaQ== 0000032312-99-000002.txt : 19990210 0000032312-99-000002.hdr.sgml : 19990210 ACCESSION NUMBER: 0000032312-99-000002 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19981231 FILED AS OF DATE: 19990209 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EMCEE BROADCAST PRODUCTS INC CENTRAL INDEX KEY: 0000032312 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 131926296 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 10QSB SEC ACT: SEC FILE NUMBER: 001-06299 FILM NUMBER: 99524643 BUSINESS ADDRESS: STREET 1: P O BOX 68 STREET 2: SUSQUEHANNA STREET EXTENSION WEST CITY: WHITE HAVEN STATE: PA ZIP: 18661-0068 BUSINESS PHONE: 7174439575 MAIL ADDRESS: STREET 1: P O BOX 68 STREET 2: SUSQUEHANNA STREET EXTENSION CITY: WHITE HAVEN STATE: PA ZIP: 18661 FORMER COMPANY: FORMER CONFORMED NAME: ELECTRONICS MISSILES & COMMUNICATIONS INC DATE OF NAME CHANGE: 19920703 10QSB 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 December 31, 1998 Commission file number 1-6299 EMCEE Broadcast Products, Inc. (Exact name of registrant as specified in its charter) Delaware 13-1926296 (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification No.) Registrant's telephone number, including area code: 570-443-9575 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 [ ] Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practical date: Common stock, $ .01-2/3 par value - 3,982,397 shares as of February 5, 1999. EMCEE BROADCAST PRODUCTS, INC. AND SUBSIDIARIES I N D E X PAGE(S) PART I. FINANCIAL INFORMATION: CONSOLIDATED BALANCE SHEETS - December 31, 1998 and March 31, 1998 3 CONSOLIDATED STATEMENTS OF INCOME - Nine Months and three months ended December 31, 1998 and 1997 4 CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY - Nine Months ended December 31, 1998 5 CONSOLIDATED STATEMENTS OF CASH FLOWS - Nine Months ended December 31, 1998 and 1997 6 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 7 MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE FINANCIAL CONDITION AND RESULTS OF OPERATIONS 8-11 PART II. OTHER INFORMATION: SIGNATURES 12 NOTE: Any questions concerning this report should be addressed to Mr. Allan J. Harding, Vice President-Finance.
PART I. FINANCIAL INFORMATION EMCEE BROADCAST PRODUCTS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS - DECEMBER 31, 1998 and MARCH 31, 1998 - ==================================== DEC 31, 1998 MARCH 31,1998 Unaudited ==================================== ASSETS CURRENT ASSETS: Cash and cash equivalents $2,196,806 $2,529,594 U. S. Treasury Bills 1,768,798 2,269,549 Accounts receivable,net of allowance for doubtful accts. Dec -$70,000/March-$35,000 566,006 1,214,651 Inventories 3,639,207 3,438,599 Prepaid expenses 423,047 115,292 Deferred taxes 102,000 80,000 ------------------------------- TOTAL CURRENT ASSETS 8,695,864 9,647,685 ------------------------------- PROPERTY, PLANT & EQUIPMENT: Land & land improvements 246,841 246,841 Building 617,670 618,686 Machinery & equipment 1,963,637 1,956,085 ------------------------------- 2,828,148 2,821,612 Less accumulated depreciation 2,080,885 1,995,946 -------------------------------- NET PROPERTY, PLANT & EQUIPMENT 747,263 825,666 -------------------------------- OTHER ASSETS 320,983 211,450 -------------------------------- NOTE RECEIVABLE 500,000 500,000 Less deferred portion (500,000) (500,000) -------------------------------- 0 0 -------------------------------- TOTAL ASSETS $9,764,110 $10,684,801 ================================ LIABILITIES & SHAREHOLDERS' EQUITY CURRENT LIABILITIES: Current portion of long-term debt $95,000 $117,000 Accounts payable 11,665 311,424 Accrued expenses 312,381 333,594 Deposits from customers 317,707 260,048 Accrued federal income taxes 0 61,857 ------------------------------- TOTAL CURRENT LIABILITIES 736,753 1,083,923 ------------------------------- LONG-TERM DEBT,net of current portion 705,331 746,888 ------------------------------- SHAREHOLDERS' EQUITY: Common stock issued, $.01-2/3 par; authorized 9,000,000 shares 73,084 73,084 Additional paid-in capital 3,502,092 3,502,092 Retained earnings 6,607,500 6,927,987 --------------------------------- 10,182,676 10,503,163 Less shares held in treasury at cost: 401,764 shares Dec '98; 320,764 shares Mar '98 1,860,650 1,649,173 ---------------------------------- TOTAL SHAREHOLDERS' EQUITY 8,322,026 8,853,990 ------------------------------- TOTAL LIABILITIES & SHAREHOLDERS' EQUITY $9,764,110 $10,684,801 =============================== SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
EMCEE BROADCAST PRODUCTS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME THREE MONTHS AND NINE MONTHS ENDED DECEMBER 31, 1998 AND 1997 (Unaudited) =========================================== NINE (9) MONTHS THREE (3) MONTHS 12/31/98 12/31/97 12/31/98 12/31/97 =========================================== NET SALES $5,171,345 $6,862,949 $806,551 $2,793,857 COST OF PRODUCTS SOLD 3,738,205 4,511,260 742,439 1,758,847 ---------------------------------------------- GROSS PROFIT 1,433,140 2,351,689 64,112 1,035,010 --------------------------------------------- OPERATING EXPENSES: Selling 875,439 1,106,492 253,559 333,366 General and administrative 895,820 847,175 336,062 285,040 Research and development 301,993 265,139 94,785 76,630 ---------------------------------------------- TOTAL OPERATING EXPENSES 2,073,252 2,218,806 684,406 695,036 ---------------------------------------------- INCOME (LOSS) FROM OPERATIONS (640,112) 132,883 (620,294) 339,974 ---------------------------------------------- OTHER INCOME (EXPENSE) , NET: Interest expense (57,511) (64,927) (15,944) (21,203) Interest income 181,353 186,099 53,422 62,547 Gain of sale of investment securities 277,324 Other 25,783 17,580 20,241 5,777 ---------------------------------------------- TOTAL OTHER INCOME, NET 149,625 416,076 57,719 47,121 ---------------------------------------------- NET INCOME (LOSS) BEFORE INCOME TAXES (490,487) 548,959 (562,575) 387,095 INCOME TAX EXPENSE (BENEFIT) (170,000) 90,000 (186,000) 82,600 ---------------------------------------------- NET INCOME (LOSS) $(320,487) $458,959 $(376,575) $304,495 ============================================== COMMON SHARE AND COMMON SHARE EQUIVALENT OUTSTANDING Basic 4,015,457 4,152,853 3,995,723 4,122,806 ============================================== Diluted 4,015,457 4,152,853 3,995,723 4,122,806 ============================================== EARNINGS PER COMMON AND COMMON SHARE EQUIVALENT Basic $(.08) $.11 $(.09) $.07 =============================================== Diluted $(.08) $.11 $(.09) $.07 ============================================== SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
EMCEE BROADCAST PRODUCTS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY NINE MONTHS ENDED DECEMBER 31, 1998 (Unaudited) ADDITIONAL COMMON STOCK PAID-IN RETAINED TREASURY STOCK SHARES AMOUNT CAPITAL EARNINGS SHARES AMOUNT TOTAL BAL 3/31/98 4,384,161 $73,084 $3,502,092 $6,927,987 320,764($1,649,173)$8,853,990 TREASURY STOCK PURCHASED 81,000 (211,477) (211,477) NET LOSS FOR THE PERIOD (320,487) (320,487) ---------------------------------------------------------------------- BAL 12/31/98 4,384,161 $73,084 $3,502,092 $6,607,500 401,764 ($1,860,650)$8,322,026 ====================================================================== SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
EMCEE BROADCAST PRODUCTS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS NINE (9) MONTHS ENDED DECEMBER 31, 1998 AND 1997 (Unaudited) ============================= NINE (9) MONTHS 12/31/98 12/31/97 ============================= CASH FLOWS FROM OPERATING ACTIVITIES: Net income (Loss) $(320,487) $458,959 Adjustments: Depreciation 204,930 202,770 Provision for doubtful accounts 36,454 40,244 (Increase) decrease in: Accounts receivable 612,191 (708,371) Inventories (200,608) 299,417 Prepaid expenses (307,755) 188,257 Deferred taxes (22,000) Other assets (109,533) 106,461 Increase (decrease) in: Accounts payable (299,759) 269 Accrued expenses (21,213) (41,870) Deposits from customers 57,659 232,562 Accrued income taxes (61,857) (434,915) --------------------------- NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES (431,978) 343,783 --------------------------- CASH FLOWS FROM INVESTING ACTIVITIES: Acquisition of property, plant and equipment (126,527) (22,844) Purchase of U. S. Treasury Bills (3,400,000) (3,093,722) Proceeds from maturities of U.S. Treasury Bills 3,900,751 3,100,000 Note Receivable 2,500,000 -------------------------- NET CASH PROVIDED BY INVESTING ACTIVITIES 374,224 2,483,434 -------------------------- CASH FLOWS FROM FINANCING ACTIVITIES: Long Term Debt: New borrowings 70,000 Payments (63,557) (89,751) Stock award issued 39,440 Acquisition of company stock (211,477) (311,295) -------------------------- NET CASH USED IN FINANCING ACTIVITIES (275,034) (291,606) -------------------------- NET INCREASE (DECREASE) IN CASH (332,788) 2,535,611 CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR 2,529,594 681,335 --------------------------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $2,196,806 $3,216,946 ============================ SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: Cash paid during the period: Interest Expense $52,132 $49,490 ============================= Income Taxes $242,560 $490,000 ============================= SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
EMCEE BROADCAST PRODUCTS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 1. The financial information presented as of any date other than March 31, has been prepared from the books and records of the Company without audit. Financial information as of March 31 has been derived from the audited financial statements ofthe Company, but does not include all disclosures required by generally accepted accounting principles. In the opinion of management, the accompanying unaudited consolidated condensed financial statements contain all adjustments, consisting only of normal recurring adjustments, necessary to present fairly EMCEE Broadcast Products, Inc. and Subsidiaries' financial position, and the results of their operations and changes in cash flow for the periods presented. 2. The results of operations for the three month and nine month periods ended December 31, 1998 and 1997 are not necessarily indicative of the results to be expected for the full year. 3. At December 31, 1998, cash equivalents included $1,713,865 invested in a money market portfolio. 4. INVENTORIES consisted of the following:
December 31,1998 March 31, 1998 (UNAUDITED) FINISHED GOODS $ 139,000 $ 454,000 WORK-IN-PROCESS 731,000 777,000 RAW MATERIALS 1, 308,000 1,323,000 MANUFACTURED COMPONENTS 1,461,207 884,599 --------------------------------- $ 3,639,207 $ 3,438,599 =================================
Inventories are stated at the lower of standard cost, which approximates current actual cost (on a first-in, first-out basis) or market (net realizable value). 5. EARNINGS PER SHARE. Basic income per share is computed by dividing earnings applicable to common shareholders by the weighted average number of common shares outstanding. Diluted income per share is similar to basic income per share except that the weighted average of common shares outstanding is increased to include the number of additional common shares that would have been outstanding if the dilutive potential common shares had been issued. There were no dilutive potential common shares in the period ended December 31, 1998 and 1997 because the assumed exercise of the options would be anti- dilutive. EMCEE BROADCAST PRODUCTS, INC. AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE FINANCIAL CONDITION AND RESULTS OF OPERATIONS Net sales for the quarter ended December 31, 1998 totaled $807,000, a 71% decrease from the quarter ended December 31, 1997 as demand for the Company's products continues to erode. Net sales for the nine months ended December 31, 1998 amounted to $5,171,000 or a decrease of 25% compared to the first nine months ended December 31, 1997. Foreign sales for the for the quarter ended December 31, 1998 equaled $540,000 or 67% of total shipments for the quarter. Foreign sales for the first nine months of fiscal 1999 totaled $2,561,000 or 50% of total shipments. Domestic demand remains low as operators in the Multichannel Multipoint Distribution Services (MMDS) do not have the funding capabilities and the new digital technology has not been widely implemented. Foreign sales, which represent a majority of the sales for the first three quarters of fiscal 1999, have been severely hampered by the political and economic upheavals occurring worldwide. The Registrant is optimistic in that its range of products developed for the digital television, high-speed Internet and High Definition Television (HDTV) industries will be in demand, however, cautions that the demand will not develop until mid to late calendar 1999. Gross profit for the three months ended December 31, 1998 totaled $64,000 or 8% of net sales compared to $1,035,000 or 37% of net sales for the quarter ended December 31, 1997. The low sales volume for the current quarter resulted in the low gross profit. Gross profit for the first nine months of fiscal 1999 accumulated $1,433,000 (28% of net sales),a reduction of $919,000 (39% of net sales) from the first nine months one year ago. Total operating expenses of $684,000 for the quarter ending December 31, 1998 increased total operating expenses year-to-date to $2,073,000. This total was $146,000 or 7% less than total operating expenses for the first nine months one year ago. Selling expenses totaled $875,000 for the first three quarters of fiscal 1999 compared to $1,106,000 for the like period one year ago. Cost controls initiated over a year ago, as management had foreseen the downturn in demand of products, were evident in reduced expenses in volume related costs such as salaries and commissions, but in other expenses also. Shows and convention expense were reduced $83,000 for the first nine months of fiscal 1999 compared to the first nine months of fiscal 1998. Advertising expense was reduced $31,000 and travel expense by $25,000 during the first three quarters ended December 31, 1998 compared to the same period one year earlier. Although cost controls were also implemented in General and Administration expenses and indeed these controls were successful in reducing certain General and Administrative expenses for the quarter and nine months ended December 31, 1998, the total expenses of $336,000 for the quarter and $896,000 for the nine months exceeded the comparable amounts one year ago of $285,000 and $847,000 for the quarter and year-to-date amounts, respectively, as the Registrant expended approximately $60,000 in the third quarter of fiscal 1999 to evaluate a merger with a third party. A determination was made by management and consultants that the offer was inadequate. In addition, the Company has expended approximately $15,000 during the nine months ended December 31, 1998 in the high speed Internet domain. The Company has made an exception to reducing expenses in respect to research and development expense as the amounts totaled $95,000 for the quarter ended December 31, 1998,an increase of 24% over the quarter ended December 31, 1997 and increased the amount for the nine months ended December 31, 1998 to $302,000, an increase of 14% over the same period one year ago. The third quarter and year-to-date ending December 31, 1997 contained a credit of $20,000 for non-recurring engineering (NRE) paid for by a customer. The Registrant will continue to expend monies in research and development to maintain its leadership position in MMDS, HDTV and high speed Internet products. A loss from operations was incurred of $620,000 for the third quarter and $640,000 for the nine months ending December 31, 1998 compared to income from operations of $340,000 for the three months and $133,000 for the nine months ended December 31, 1997. Interest expense of $16,000 for the third quarter and $58,000 for the first nine months of fiscal 1999 was more than offset by interest income of $53,000 and $181,000 for the same periods, respectively. The comparable amounts one year ago were interest expense of $21,000 and $65,000 and interest income of $63,000 and $186,000, respectively. The reductions of all these amounts was due primarily to the reduction in interest rates in 1998 compared to 1997. Other income of $20,000 for the quarter ended December 31, 1998 was principally $20,000 of deposits forfeited by customers on canceled orders and increased other income to $26,000 for the nine months ended December 31, 1998 compared to $18,000 for the first nine months ended December 31, 1997. The nine month period of fiscal 1998 included a gain on the sale of an investment that the Company held in a Wireless Cable company resulting in total other income (net) for the first nine months of $416,000. Income tax provision of $83,000 for the quarter and $90,000 for the nine months ended December 31, 1997 compared to tax benefits of $186,000 for the quarter and $170,000 for the nine months ended December 31, 1997. The former decreased net income to $304,000 ($.07 per share of outstanding common stock) for the quarter ended December 31, 1997 and $459,000 ($.11 per share of outstanding common stock) for the nine months ended December 31, 1997. The latter decreased the net loss to $377,000 for the quarter ($.09 loss per share of outstanding common stock) and $320,000 for the nine months ended December 31, 1998 ($.08 loss per share of outstanding common stock). Federal income tax provsion (benefits) for all periods under consideration are less than "expected percent" due to additional tax credit and benefits from a Foreign Sales Corporation (FSC) formed in April 1995. There are no state taxes for these periods since all profitable companies in the consolidated group are domiciled in states which do not impose income taxes. Cash and cash equivalents (which consisted primarily of money market funds) decreased $333,000 from March 31, 1998 to December 31, 1998 and U.S. Treasury bills were decreasedfrom $2,270,000 at March 31, 1998 to $1,769,000 as of December 31, 1998 due primarily tothe low sales volume for the nine months period ended December 31, 1998. Accounts receivable, net of allowances for doubtful accounts decreased from $1,215,000 as of March 31, 1998 to $566,000 as of December 31, 1998 also due to the low sales volume. The balance of inventories increased $201,000 during the period March 31, 1998 through December 31, 1998. Although inventory purchases have been curtailed during this period, production has been continuing, resulting in an increase in manufactured products of $577,000 during this period. (See further discussion on personnel). Prepaid expenses increased from $115,000 as of March 31, 1998 to $423,000 as of December 31, 1998 due to income tax benefits arising from the net loss for the nine month period ended December 31, 1998, less approximately $35,000 of a reduction for prepaid insurance and prepaid show expense balances for the same periods. Deferred taxes increased to $102,000 as of December 31, 1998 from a balance of $80,000 as of March 31, 1998 due to an increase in the net deferred tax asset. There was no amount shown for accrued federal income taxes as of December 31, 1998 compared to $62,000 as of March 31, 1998 due to the net loss. The Company acquired $127,000 of fixed assets during the period of March 31, 1998 through December 31, 1998. Depreciation of $205,000 net of the acquired fixed assets reduced net property, plant and equipment to $747,000 as of December 31, 1998 versus $826,000 as of March 31, 1998. Other assets consists primarily of EMCEE's investment in a high speed Internet system. Included in this balance is a note receivable of $100,000 plus interest due from a principal in this new venture. Accounts payable of $12,000 as of December 31, 1998 compared to $311,000 as of March 31,1998 is a further indication that management has greatly reduced purchase of inventories. The change in accrued expenses from $334,000 as of March 31, 1998 to $312,000 as of December 31, 1998 was minor and due to timing changes in accruals. Deposits from customers increased $58,000 as of December 31, 1998 compared to March 31,1998. Debt payments of $64,000 made during the nine months ending December 31, 1998 reduced long-term debt, including the current portion, from $864,0000 as of March 31, 1998 to $800,000 as of December 31, 1998. The Registrant believes its working capital, coupled with cash flows from operations, will be sufficient to fund anticipated working capital and debt payment requirements for fiscal 1999. The Company also has an available line of credit of $2,000,000. The Company, through a subsidiary, purchased a total of 81,000 shares of Company stock during the period of March 31, 1998 through December 31, 1998 at a total cost of $211,000. In addition to the low sales volume during the first nine months of fiscal 1999 $490,000 of backlog was canceled resulting in a backlog of $1,171,000 as of December 31, 1998. The Company is cautiously optimistic that new orders will increase in the next three months and that orders for high speed Internet service, HDTV and MMDS, both domestic and foreign will commence in mid calendar 1999. The Registrant has retained Howard, Lawson & Co., an investment banker, to advise the Company concerning various strategic alternatives to its wireless communications business. Management anticipates that the plan will be presented and decisions on the plan will be completed before the end of the fourth quarter of fiscal 1999. In addition to reducing operating expenses, the Company has initiated reduced hours worked by employees and/or a reduction in salary expenses that commenced in December 1998 and will continue until order demand improves. Management is confident that it has the resources to sustain business until the market improves. The Company had a total of 65 employees as of December 31, 1998, the same as at the end of the prior quarter and one less than at March 31, 1998. The Year 2000 issue is the result of computer programs written using two digits rather than four to designate the applicable year. The Registrant has a single source for its mainframe software programming. It has received upgrades and has installed these upgrades that have been certified by the vendor to be year 2000 compliant. Tests have been conducted on the existing network and personal computers and the Company believes that the Year 2000 issue will neither pose significant operational problems for its computer systems nor will it have a material impact on the results of operations of the Company. Management is aware that a segment of shipments need corrective software to function after the year 2000. These modifications will be implemented in the second quarter of calendar 1999. These modifications will not have a material impact on either time or expense. While the Registrant is unaware of any Year 2000 problems with any significant suppliers or customers, there can be no guarantee that the systems of other companies, if not compliant, will not have an adverse effect on the Registrant. SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 Any statements contained in this report which are not historical facts are forward looking statements; and, therefore, many important factors could cause actual results to differ materially from those in the forward looking statements. Such factors include, but are not limited to, changes (legislative, regulatory and otherwise) in the MMDS or LPTV industry, demand for the Company's products (both domestically and internationally), the development of competitive products, competitive pricing, the timing of foreign shipments, market acceptance of new product introductions (including, but not limited to, the Company's digital, high speed Internet, telephony and HDTV products), technological changes, economic conditions, litigation and other factors, risks and uncertainties identified in the Company's Securities and Exchange Commission filings. PART II. OTHER INFORMATION ITEM 1 LEGAL PROCEEDINGS In prior years an individual who was an officer, director and shareholder and the Company were named as defendants in various lawsuits instituted by certain shareholders based on incidents alleged to have occurred in the early-to-mid 1980's. Of these lawsuits, all were either settled or were dismissed with prejudice and the appeal periods have expired. On July 7, 1995, one of the prior litigants initiated another claim against the Company and another individual who is a shareholder seeking actual damages of $700,000. In September 1995, the presiding judge in the Circuit Court of Cook County, Illinois ruled in favor of the Company to dismiss plaintiff's complaint with prejudice. It is unknown at this time whether an appeal will be taken. On January 16, 1997, the Registrant initiated a claim against a partnership and an individual seeking judgment in the principal amount of $2,100,000 plus interest and attorneys fees. On March 27, 1997, the parties agreed to a settlement of $2,500,000 to be paid (and which was paid) on April 3, 1997 and an additional $500,000 to be paid to the Company upon the occurrence of certain events, including a sale or material change in ownership of the obligor. 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 thereto duly authorized. EMCEE BROADCAST PRODUCTS, INC. Date: February 9, 1999 /s/ JAMES L. DeSTEFANO --------------------------- JAMES L. DeSTEFANO President/CEO Date: February 9, 1999 /s/ ALLAN J. HARDING ---------------------------- ALLAN J. HARDING Vice President-Finance
EX-27 2
5 0000032312 EMCEE BROADCAST PRODUCTS, INC. 9-MOS MAR-31-1998 APR-01-1998 DEC-31-1998 475,951 3,489,653 642,251 70,000 3,639,207 8,695,864 2,828,148 2,080,885 9,764,110 736,735 0 73,084 0 0 8,248,942 9,764,110 5,171,345 5,171,345 3,738,205 5,811,457 (149,625) 36,454 57,511 (490,487) (170,000) (320,487) 0 0 0 (320,487) (.08) (.08)
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