-----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, G5m5uvgad0dkVjsx5rF2wHJNZwXV9EbVz/L5kF8Yfvx+KdNZS52tlmsFn1e2nDPp dyb+DbpOqGxbrWRqwtmW6g== 0000910680-97-000314.txt : 19971107 0000910680-97-000314.hdr.sgml : 19971107 ACCESSION NUMBER: 0000910680-97-000314 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970930 FILED AS OF DATE: 19971106 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: SEC FILE NUMBER: 001-08635 FILM NUMBER: 97709124 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 FOR QUARTER ENDED SEPTEMBER 30, 1997 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 September 30, 1997 Commission File Number 1-8635 AMERICAN MEDICAL ALERT CORP. (Exact Name of Small Business Issuer 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 (Issuer's telephone number, including area code) Check whether the issuer (1) 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: 5,904,607 shares of $.01 par value common stock as of October 20, 1997. AMERICAN MEDICAL ALERT CORP. INDEX PART I FINANCIAL INFORMATION PAGE ---- Item 1. Financial Statements. Condensed Balance Sheets for September 30, 1997 and December 31, 1996 1 Condensed Statements of Income for the Nine Months Ended September 30, 1997 and 1996 2 Condensed Statements of Income for the Three Months Ended September 30, 1997 and 1996 3 Condensed Statements of Cash Flows for the Nine Months Ended September 30, 1997 and 1996 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 6. Exhibits and Reports on Form 8-K. 7 Item 1. Financial Statements. AMERICAN MEDICAL ALERT CORP. CONDENSED BALANCE SHEETS
ASSETS September 30, 1997 (UNAUDITED) Dec. 31, 1996* ----------- --------- CURRENT ASSETS: Cash $ 271,572 $ 301,013 Accounts and notes receivable (net of allowance for doubtful accounts of $30,000 in '97 & '96) 2,018,528 1,327,799 Inventory 1,168,778 1,171,021 Prepaid expenses and other current assets 246,827 137,247 Deferred income tax benefit 54,000 54,000 ----------- ----------- Total Current Assets 3,759,705 2,991,080 ----------- ----------- Inventory of Medical Devices held for lease-at Cost 229,500 637,000 ----------- ----------- NOTE RECEIVABLE -- 15,956 ----------- ----------- FIXED ASSETS: (Net of accumulated depreciation and amortization) 3,645,040 3,115,110 OTHER ASSETS 25,692 24,868 ----------- ----------- TOTAL ASSETS $ 7,659,937 $ 6,784,014 =========== =========== LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES: Note Payable Bank $ 450,000 $ 0 Accounts payable 313,648 192,707 Accrued expenses 317,378 311,954 Taxes payable 15,462 16,464 Current portion of long-term debt 9,607 9,182 ----------- ----------- Total Current Liabilities 1,106,095 $ 530,307 DEFERRED INCOME TAX LIABILITY 258,000 258,000 NOTE PAYABLE BANK -- 450,000 LONG-TERM DEBT - LESS CURRENT MATURITIES 4,641 11,849 ----------- ----------- TOTAL LIABILITIES 1,368,736 1,250,156 ----------- ----------- COMMITMENTS AND CONTINGENT LIABILITIES SHAREHOLDERS' EQUITY Preferred stock - $.01 par value; authorized 1,000,000 shares; none issued and outstanding 0 0 Common stock - $.01 par value; authorized - 10,000,000 shares; issued, and outstanding - 5,904,607 shares in 1997 and 5,771,208 shares in 1996 59,046 58,432 Additional paid-in capital 4,523,189 4,391,990 Retained Earnings 1,814,998 1,189,468 ----------- ----------- 6,397,233 5,639,890 (106,032) (106,032) ----------- ----------- Total Shareholders Equity 6,291,201 533,858 ----------- ----------- TOTAL Liabilities & Shareholders Equity $ 7,659,937 $ 6,784,014 =========== ===========
See accompanying notes to condensed financial statements. * Derived from audited financial statements 1 AMERICAN MEDICAL ALERT CORP. CONDENSED STATEMENTS OF INCOME (Unaudited) NINE MONTHS ENDED SEPTEMBER 30, ------------------------------- 1997 1996 ----------- ----------- Revenues: Services $ 5,009,103 $ 4,575,177 Product sales 736,836 901,915 ----------- ----------- 5,745,939 5,477,092 Cost and Expenses (Income): Costs related to services 1,911,850 1,526,525 Costs of products sold 675,659 623,974 Selling, general and administrative expenses 2,008,717 1,880,979 Interest expense 35,183 33,635 Other income (1,001) (1,000) ----------- ----------- 4,630,408 4,064,113 ----------- ----------- Income before provision for income taxes 1,115,531 1,412,979 Provision for income taxes 490,000 622,000 ----------- ----------- NET INCOME $ 625,531 $ 790,979 =========== =========== Net income per share $ .11 $ .14 =========== =========== Weighted average number of common shares outstanding (Note 3) 5,938,691 5,837,120 =========== =========== See accompanying notes to condensed financial statements 2 AMERICAN MEDICAL ALERT CORP. CONDENSED STATEMENTS OF INCOME (Unaudited) THREE MONTHS ENDED SEPTEMBER 30, -------------------------------- 1997 1996 ---------- ----------- Revenues: Services $1,724,311 $ 1,561,149 Product sales 444,94 392,927 2,169,253 1,954,076 Cost and Expenses (Income): Costs related to services 678,242 514,221 Costs of products sold 405,240 276,928 Selling, general and administrative expenses 653,138 629,808 Interest expense 11,248 8,399 Other income (-0-) (320) ---------- ----------- 1,747,548 1,429,356 ---------- ----------- Income before provision for income taxes 421,705 524,720 Provision for income taxes 184,300 231,000 ---------- ----------- NET INCOME $ 237,405 $ 293,720 ========== =========== Net income per share $ .04 $ .05 ========== =========== Weighted average number of common shares outstanding (Note 3) 5,979,819 5,921,582 ========== =========== See accompanying notes to condensed financial statements 3 AMERICAN MEDICAL ALERT CORP. CONDENSED STATEMENT OF CASH FLOWS (Unaudited) NINE MONTHS ENDED SEPTEMBER 30, ------------------------------- 1997 1996 --------- --------- Cash Flows From Operating Activities: Net Income $ 625,531 $ 790,979 Adjustments to reconcile net income to net cash provided by operating activities Provision for deferred income taxes -- 24,000 Depreciation and amortization 569,680 468,864 Issuance of stock for consulting fees 3,828 -- Change in Assets and Liabilities: (Increase) in receivables (690,729) (187,356) (Decrease) in inventory 2,243 (540,794) (Increase) in prepaid expenses and other assets (94,448) (59,929) Increase (Decrease) in accounts payable, accrued expenses and taxes payable 125,363 239,151 --------- --------- Net Cash Provided by Operating Activities 541,468 734,915 --------- --------- Cash Flows from Investing Activities: Expenditures for fixed assets (692,110) (619,421) --------- --------- Net Cash Used In Investing Activities (692,110) (619,421) --------- --------- Cash Flows from Financing Activities: Repayment of bank borrowings -- (150,000) Net (Repayment of) loans payable (6,783) 7,560 Net Proceeds upon exercise of stock options 127,984 45,523 --------- --------- Net Cash Provided (Used) In Financing Activities 121,201 (96,917) --------- --------- Net (Decrease) increase in Cash (29,441) 18,577 Cash, Beginning of Period 301,013 319,989 --------- --------- Cash, End of Period $ 27 $ 338,566 ========= ========= SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: CASH PAID DURING THE PERIOD FOR INTEREST $ 35,183 $ 33,635 ========= ========= CASH PAID DURING THE PERIOD FOR INCOME TAXES $ 521,118 $ 400,000 ========= ========= 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 on Form 10-KSB for the year ended December 31, 1996. 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 September 30, 1997, the condensed statements of income for the three and nine month periods ended September 30, 1997 and 1996, and the statements of cash flows for the nine months ended September 30, 1997 and 1996. These financial statements should be read in conjunction with the financial statements and notes thereto for the year ended December 31, 1996 included in the Company's Annual Report on Form 10-KSB. The accounting policies used in preparing these financial statements are consistent with those applied in the December 31, 1996 financial statements. 3. Income Per Share: In February 1997, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards ("SFAS") No. 128, "Earnings per Share" which changes the methodology of calculating earnings per share. SFAS No. 128 requires the disclosure of diluted earnings per share regardless of its difference from basic earnings per share. The company plans to adopt SFAS No. 128 in December 1997. Early adoption is not permitted. Had the company adopted SFAS No. 128 as of September 30, 1997, the related per share disclosure for both basic and diluted earnings per share would have been: THREE MONTHS ENDED SEPTEMBER 30 NINE MONTHS ENDED SEPTEMBER 30 BASIC DILUTED BASIC DILUTED 1997 .04 .04 .11 .11 === === === === 1996 .05 .05 .14 .14 === === === === 5 AMERICAN MEDICAL ALERT CORP. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (for the Nine Months Ended September 30, 1997) 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 latest Annual Report on Form 10-KSB dated December 31, 1996. LIQUIDITY AND CAPITAL RESOURCES On March 27, 1997, 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, 1998. As of October 21, 1997, $ 350,000 was outstanding under this note. The Company's working capital on September 30, 1997 was $2,653,610. During 1997 the Company anticipates that it will make capital investments of approximately $ 1,000,000 of which approximately $692,110 has been expended through September 30, 1997 for the purchase and production of additional systems which the Company intends to rent. 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 $433,926 for the nine months ended September 30, 1997 as compared to the same period in 1996, an increase of 9%. This increase resulted from the expansion of the Company's customer base for monthly monitoring and leasing services. Costs related to services for the nine months ended September 30, 1997 and 1996 were 38% and 33% respectively. Revenue from services increased $163,162 for the three months ended September 30, 1997 as compared to the same period in 1996, an increase of 10%. This increase resulted from the expansion of the Company's customer base for monthly monitoring and leasing services. Costs related to services for the three months ended September 30, 1997 and 1996 were 39% and 33% respectively. Revenue from product sales decreased $165,079 for the nine months ended September 30, 1997 as compared to the same period in 1996, a decrease of 18%. This decrease was primarily due to the reduction of sales to retirement communities and assisted living facilities. The gross profit on product sales for the nine months ended September 30, 1997 and 1996 was 8% and 31% respectively. This decline was attributable to increased fixed production costs and sales concessions made to a major new customer. Revenue from product sales increased $52,015 for the three months ended September 30, 1997 as compared to the same period in 1996, a increase of 13%. This increase resulted from sales to distributors and new customers. The gross profit on product sales for the three months ended September 30, 1997 and 1996 was 9% and 30% respectively. This decline was attributable to increased fixed production costs and sales concessions made to a major new customer. 6 PART II - OTHER INFORMATION 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. 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. Dated: November 5, 1997 By:/S/ HOWARD M. SIEGEL ------------------------ Howard M. Siegel President and Chief Operating Officer By: /S/ COREY M. ARONIN ------------------------ Corey M. Aronin Chief Financial Officer 8 EX-27 2 FDS -- QTR. ENDED SEP-30-1997
5 0000700721 AMERICAN MEDICAL ALERT CORP. 9-MOS DEC-31-1997 JAN-01-1997 SEP-30-1997 271,572 0 2,048,528 30,000 1,398,278 3,759,705 3,645,040 0 7,659,937 1,106,095 464,248 0 0 59,046 6,232,155 7,659,937 736,836 5,745,939 675,659 4,630,408 0 0 35,183 1,115,531 490,000 0 0 0 0 625,531 .11 0
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