-----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, FUS88ovAh3b746fXmNdJ//pXoiYQBpU9/URoDEF23EnwNGL+Qc5AKo00jhot6TAY NmANwIg3vUKeKUhcYoG6xQ== 0000910680-96-000192.txt : 19960805 0000910680-96-000192.hdr.sgml : 19960805 ACCESSION NUMBER: 0000910680-96-000192 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960630 FILED AS OF DATE: 19960802 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN MEDICAL ALERT CORP CENTRAL INDEX KEY: 0000700721 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS BUSINESS SERVICES [7380] IRS NUMBER: 112571221 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 001-08635 FILM NUMBER: 96602692 BUSINESS ADDRESS: STREET 1: 3265 LAWSON BLVD CITY: OCEANSIDE STATE: NY ZIP: 11572 BUSINESS PHONE: 5165365850 MAIL ADDRESS: STREET 1: 3265 LAWSON BLVD CITY: OCEANSIDE STATE: NY ZIP: 11572 10QSB 1 SECOND QUARTER FORM 10-QSB FORM 10-QSB SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended June 30, 1996 Commission File Number 1-8635 AMERICAN MEDICAL ALERT CORP. (Exact Name of Registrant as Specified in its Charter) New York 11-2571221 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 3265 Lawson Boulevard, Oceanside, New York 11572 (Address of principal executive offices) (Zip Code) (516) 536-5850 (Registrant's telephone number, including area code) 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 practicable date: 5,710,816 shares of $.01 par value common stock as of July 26, 1996. AMERICAN MEDICAL ALERT CORP. INDEX PART I FINANCIAL INFORMATION PAGE Item 1. Financial Statements. Condensed Balance Sheets for June 30, 1996 and December 31, 1995 1 Condensed Statements of Income for the Six Months Ended June 30, 1996 and 1995 2 Condensed Statements of Income for the Three Months Ended June 30, 1996 and 1995 3 Condensed Statements of Cash Flows for the Six Months Ended June 30, 1996 and 1995 4 Notes to Condensed Financial Statements 5 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. 6 PART II OTHER INFORMATION Item 4. Submission of Matters to a Vote of Security-Holders. 7 Item 6. Exhibits and Reports on Form 8-K. 7 Item 1. Financial Statements. AMERICAN MEDICAL ALERT CORP. CONDENSED BALANCE SHEETS
ASSETS June 30, 1996 Dec. 31, 1995* (Unaudited) ----------- ----------- CURRENT ASSETS: Cash $ 251,031 $ 319,989 Accounts and notes receivable (net of allowance for doubtful accounts of $30,000 in '96 & '95) 1,343,232 1,236,938 Inventory 1,305,577 1,116,810 Prepaid expenses and other current assets 186,175 149,309 Deferred income tax benefit 30,000 54,000 ----------- ----------- Total Current Assets 3,116,015 2,877,046 ----------- ----------- FIXED ASSETS: (Net of accumulated depreciation and amortization) 3,040,356 2,848,109 OTHER ASSETS 30,564 24,887 ----------- ----------- TOTAL ASSETS $ 6,186,935 $ 5,750,042 =========== =========== LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES: Note Payable Bank 300,000 -0- Accounts payable 471,433 467,300 Accrued expenses 169,973 214,092 Taxes payable 111,430 -0- Current portion of long-term debt 10,378 7,351 ----------- ----------- Total Current Liabilities 1,063,214 688,743 DEFERRED INCOME TAX LIABILITY 195,000 195,000 NOTE PAYABLE BANK -0- 450,000 LONG-TERM DEBT - LESS CURRENT MATURITIES 16,576 8,949 ----------- ----------- Total Liabilities 1,274,790 1,342,692 ----------- ----------- COMMITMENTS AND CONTINGENT LIABILITIES SHAREHOLDERS' EQUITY Common stock - $.01 par value; authorized - 10,000,000 shares; issued, and outstanding - 5,754,726 shares in 1996 and 5,504,741 shares in 1995 57,547 55,047 Additional paid-in capital 4,192,796 4,088,212 Retained Earnings 767,834 270,575 ----------- ----------- 5,018,177 4,413,834 Less 43,910 shares in 1996 & 1,995 in 1995 of treasury stock, at cost (106,032) (6,484) ----------- ----------- Total Shareholders Equity 4,912,145 4,407,350 ----------- ----------- TOTAL Liabilities & Shareholders Equity $ 6,186,935 $ 5,750,042 =========== ===========
See accompanying notes to condensed financial statements * Derived from audited financial statements 1 AMERICAN MEDICAL ALERT CORP. CONDENSED STATEMENTS OF INCOME (Unaudited)
Six Months Ended June 30, -------------------------- 1996 1995 ---- ---- Revenues: Services $ 3,014,028 $ 2,509,331 Product sales 508,988 284,162 ----------- ----------- 3,523,016 2,793,493 ----------- ----------- Cost and Expenses (Income): Costs related to services (Note 4) 1,012,304 824,880 Costs of products sold (Note 4) 347,046 198,959 Selling, general and administrative expenses 1,251,171 1,075,242 Interest expense 25,236 29,396 Other income (1000) (291) ----------- ----------- 2,634,757 2,128,186 ----------- ----------- Income before provision for income taxes 888,259 665,307 Provision for income taxes 391,000 282,988 ----------- ----------- NET INCOME $ 497,259 $ 382,319 =========== =========== Net income per share $ .09 $ .07 =========== =========== Weighted average number of common shares outstanding (Note 3) 5,765,456 5,833,436 =========== ===========
See accompanying notes to condensed financial statements 2 AMERICAN MEDICAL ALERT CORP. CONDENSED STATEMENTS OF INCOME (Unaudited)
Three months Ended June 30, --------------------------- 1996 1995 ---- ---- Revenues: Services $ 1,534,772 $ 1,347,063 Product sales 337,098 175,807 ----------- ----------- 1,871,870 1,522,870 ----------- ----------- Cost and Expenses (Income): Costs related to services (Note 4) 537,591 449,861 Costs of products sold (Note 4) 236,595 140,310 Selling, general and administrative expenses 605,375 542,087 Interest expense 10,125 14,329 Other income (1000) (128) ----------- ----------- 1,388,686 1,146,459 ----------- ----------- Income before provision for income taxes 483,184 376,411 Provision for income taxes 213,000 161,500 ----------- ----------- NET INCOME $ 270,184 $ 214.911 =========== =========== Net income per share $ .05 $ .04 =========== =========== Weighted average number of common shares outstanding (Note 3) 5,788,124 5,870,233 =========== ===========
See accompanying notes to condensed financial statements 3 AMERICAN MEDICAL ALERT CORP. CONDENSED STATEMENT OF CASH FLOWS (Unaudited)
Six Months Ended June 30, ------------------------- 1996 1995 --------- --------- Cash Flows From Operating Activities: Net Income $ 497,259 $ 382,319 Adjustments to reconcile net income to net cash provided by operating activities Provision for deferred income taxes 24,000 97,000 Depreciation and amortization 308,102 242,621 Change in Assets and Liabilities: (Increase) Decrease in receivables (106,294) 75,018 (Increase) Decrease in inventory (188,767) 8,050 (Increase) in prepaid expenses and other assets (42,543) (86,088) Increase (Decrease) in accounts payable, accrued expenses and taxes payable 71,444 (230,214) --------- --------- Net Cash Provided by Operating Activities 563,201 488,706 --------- --------- Cash Flows from Investing Activities: Expenditures for fixed assets (500,349) (390,040) --------- --------- Net Cash Used In Investing Activities (500,349) (390,040) --------- --------- Cash Flows from Financing Activities: Repayment of bank borrowings (150,000) (100,000) Net (Repayment of) loans payable 10,654 (1,063) Net Proceeds upon exercise of stock options 7,536 13,405 --------- --------- Net Cash Used In Financing Activities (131,810) (87,658) --------- --------- Net (Decrease) increase in Cash (68,958) 11,008 Cash, Beginning of Period 319,989 157,435 --------- --------- Cash, End of Period $ 251,031 $ 168,443 ========= ========= SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: CASH PAID DURING THE PERIOD FOR INTEREST $ 25,236 $ 29,396 ========= ========= CASH PAID DURING THE PERIOD FOR INCOME TAXES $ 207,129 $ 179,284 ========= =========
See accompanying notes to condensed financial statements 4 AMERICAN MEDICAL ALERT CORP. Notes to Condensed Financial Statements (Unaudited) 1. General: These financial statements should be read in conjunction with the notes to the financial statements contained in the latest annual report for the year ended December 31, 1995. 2. Results of Operations: In the opinion of management, the accompanying unaudited condensed financial statements contain all adjustments (consisting only of normal recurring accruals) necessary to present fairly the financial position as of June 30, 1996, the condensed statements of income for the three and six month periods ended June 30, 1996 and 1995, and the statements of cash flows for the six months ended June 30, 1996 and 1995. The condensed statements of income for the six and three month periods ended June 30, 1996 are not necessarily indicative of the results to be expected for the full year. 3. Income Per Share: Income per share is computed using the weighted average number of common shares and common share equivalents outstanding during each period. In 1996 and 1995, the dilutive effect of outstanding options and warrants was included in the weighted average number of common shares. 4. Reclassification: Certain costs in the 1995 condensed statements of income previously included in costs of products sold have been reclassified to costs related to services to conform with the 1996 presentation and to be consistent with the classification of such costs in the Company's 1995 annual report on Form 10-KSB. 5 Item 2. Management's Discussion and Analysis of Financial Conditions & Results of Operations. The following discussion and analysis provides information which management believes is relevant to an assessment and understanding of the Company's results of operations and financial condition. The discussion should be read in conjunction with the consolidated financial statements contained in the Company's Annual Report on Form 10-KSB for the year ended December 31, 1995. Liquidity and Capital Resources - ------------------------------- On December 1, 1995, the Company renegotiated its $1,500,000 credit note (based upon 75% of eligible accounts receivable and 25% of inventory, as defined) and extended it until April 30, 1997. As of July 26, 1996, $300,000 was outstanding under this note. The Company's working capital on June 30, 1996 was $2,052,801. During 1996 the Company anticipates that it will make capital investments of approximately $1,000,000 of which approximately $500,000 has been expended through June 30, 1996 for the purchase and production of additional systems which the Company intends to rent to its customers. The Company believes that its present cash and working capital position, its borrowing availability and future anticipated income will be sufficient to meet its cash and working capital needs for the foreseeable future. Results Of Operations - --------------------- Revenue from services increased $504,697 for the six months ended June 30, 1996 as compared to the same period in 1995, an increase of 20%. This increase resulted from expansion of the Company's customer base for monthly monitoring and leasing services. Costs related to services for the six months ended June 30, 1996 and 1995 were 34% and 33%, respectively. Revenue from services increased $187,709 for the three months ended June 30, 1996 as compared to the same period in 1995, an increase of 14%. This increase resulted from expansion of the Company's customer base for monthly monitoring and leasing services. Costs related to services for the three months ended June 30, 1996 and 1995 were 35% and 33%, respectively. Revenue from product sales increased $224,826 for the six months ended June 30, 1996 as compared to the same period in 1995, an increase of 79%. This increase was primarily due to the increase in sales to distributors and retirement communities. The gross profit on product sales for the six months ended June 30, 1996 and 1995 was 32% and 30%, respectively. Revenue from product sales increased $161,291 for the three months ended June 30, 1996 as compared to the same period in 1995, an increase of 92%. This increase was primarily due to the increase in sales to distributors and retirement communities. The gross profit on product sales for the three months ended June 30, 1996 and 1995 was 30% and 20%, respectively. This increase is due to lower production costs resulting from production efficiencies in 1996. Interest expense for the six months ended June 30, 1996 and 1995 was $25,236 and $29,396, respectively. Selling, general and administrative expenses as compared as a percentage of total revenues for the six months ended June 30, 1996 and 1995 were 36% and 38% respectively. Interest expense for the three months ended June 30, 1996 and 1995 was $10,125 and $14,329, respectively. Selling, general and administrative expenses as compared as a percentage of total revenues for the three months ended June 30, 1996 and 1995 were 32% and 36% respectively. 6 PART II - OTHER INFORMATION Item 4. Submission of Matters to a Vote of Security Holders. On June 11, 1996 the Company held its 1996 Annual Meeting of Shareholders (the "1996 Meeting"). At the 1996 Meeting, the Company's shareholders elected six directors to serve until the 1997 Annual Meeting of Shareholders and until their respective successors shall be elected and qualified. The vote for such directors was as follows: \ FOR WITHELD Howard M. Siegel 4,792,378 45,888 Wilfred L. Mossey 4,798,435 39,831 Myron Segal 4,794,535 43,731 Leonard Herz 4,793,935 44,331 Peter Breitstone 4,796,035 42,231 Eli S. Feldman 4,795,935 42,331 In addition, at the 1996 Meeting the Company's shareholders voted with respect to the ratification and approval of Margolin, Winer & Evens, LLP as the Company's independent auditors for the year ending December 31, 1996. In connection with this proposal, 4,802,285 votes were cast for the proposal, 27,050 votes were cast against the proposal and 8,931 votes abstained from voting. Item 6. Exhibit and Reports on Form 8-K. (a) Exhibits: 27. Financial Data Schedule (b) Reports on Form 8-K: No reports on Form 8-K were filed during the quarter for which this report is filed. 7 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. AMERICAN MEDICAL ALERT CORP. By: /s/ Howard M. Siegel ------------------------- Howard M. Siegel President & Chief Operating Officer (Chief Financial & Accounting Officer) Dated: July 26, 1996 EX-27 2 FDS -- QUARTER ENDED 6/30/96
5 0000700721 AMERICAN MEDICAL ALERT CORP. 6-MOS DEC-31-1996 JAN-01-1996 JUN-30-1996 251,031 0 1,373,232 30,000 1,305,577 3,116,015 3,040,356 0 6,186,935 1,063,214 16,576 0 0 57,547 4,854,598 6,186,935 508,988 3,523,016 347,046 2,634,757 0 0 25,536 888,259 391,000 0 0 0 0 497,259 .09 0
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