10QSB 1 a08-16556_110qsb.htm 10QSB

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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 April 30, 2008

 

Commission File Number 0-11518

 

PPT VISION, INC.

(Exact name of Small Business Issuer as specified in its charter)

 

MINNESOTA

 

41-1413345

(State or other jurisdiction of

 

(I.R.S. Employer

incorporation or organization)

 

Identification Number)

 

 

 

12988 Valley View Road Eden Prairie, Minnesota

 

55344

(Address of principal executive offices)

 

(Zip Code)

 

(952) 996-9500

(Issuer’s telephone number, including area code)

 

Check whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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 last 90 days.  Yes x  No o

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes o  No x

 

Shares of $.10 par value common stock outstanding at May 30, 2008: 14,902,916

 

 



 

INDEX

 

PPT VISION, INC.

 

 

 

 

Page

 

 

 

 

Part I.

Financial Information

 

 

 

 

 

 

Item 1.

Financial Statements

 

 

 

 

 

 

 

Balance Sheets as of April 30, 2008 and October 31, 2007

 

3

 

 

 

 

 

Statements of Operations for the Three and Six Months Ended April 30, 2008 and April 30, 2007

 

4

 

 

 

 

 

Statements of Cash Flows for the Six Months Ended April 30, 2008 and April 30, 2007

 

5

 

 

 

 

 

Notes to Condensed Financial Statements – April 30, 2008

 

6

 

 

 

 

Item 2.

Management’s Discussion and Analysis or Plan of Operation

 

10

 

 

 

 

Item 3.

Controls and Procedures

 

14

 

 

 

 

Part II.

Other Information

 

14

 

 

 

 

Item 1.

Legal Proceedings

 

14

 

 

 

 

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

 

14

 

 

 

 

Item 3.

Defaults Upon Senior Securities

 

14

 

 

 

 

Item 4.

Submission of Matters to a Vote of Security Holders

 

14

 

 

 

 

Item 5.

Other Information

 

14

 

 

 

 

Item 6.

Exhibits

 

15

 

 

 

 

 

Signatures

 

15

 

2



 

PPT VISION, INC.

BALANCE SHEETS

 

 

 

April 30, 2008

 

October 31, 2007

 

 

 

(unaudited)

 

(audited)

 

ASSETS

 

 

 

 

 

Current assets

 

 

 

 

 

Cash and cash equivalents

 

$

576,000

 

$

624,000

 

Accounts receivable, net

 

1,168,000

 

1,199,000

 

Inventories:

 

 

 

 

 

Manufactured and purchased parts

 

409,000

 

400,000

 

Work-in-process

 

16,000

 

12,000

 

Finished goods

 

30,000

 

24,000

 

Total inventories

 

455,000

 

436,000

 

Other current assets

 

64,000

 

69,000

 

Total current assets

 

2,263,000

 

2,328,000

 

Fixed assets, net

 

208,000

 

245,000

 

Intangible and other assets, net

 

61,000

 

61,000

 

Total assets

 

$

2,532,000

 

$

2,634,000

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities

 

 

 

 

 

Accounts payable

 

$

558,000

 

$

490,000

 

Accrued expenses

 

152,000

 

156,000

 

Deferred revenue – customer advances

 

3,000

 

3,000

 

Total current liabilities

 

713,000

 

649,000

 

Shareholders’ equity

 

 

 

 

 

Common stock

 

1,490,000

 

990,000

 

Capital in excess of par value

 

37,611,000

 

37,607,000

 

Accumulated deficit

 

(37,282,000

)

(36,612,000

)

Total shareholders’ equity

 

1,819,000

 

1,985,000

 

Total liabilities and shareholders’ equity

 

$

2,532,000

 

$

2,634,000

 

 

See accompanying notes to condensed financial statements

 

3



 

PPT VISION, INC.

STATEMENTS OF OPERATIONS

(UNAUDITED)

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

April 30,

 

April 30,

 

 

 

2008

 

2007

 

2008

 

2007

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

$

1,600,000

 

$

1,245,000

 

$

2,935,000

 

$

2,286,000

 

Cost of revenues

 

751,000

 

626,000

 

1,465,000

 

1,175,000

 

Gross profit

 

849,000

 

619,000

 

1,470,000

 

1,111,000

 

Expenses:

 

 

 

 

 

 

 

 

 

Sales and marketing

 

526,000

 

495,000

 

1,000,000

 

924,000

 

General and administrative

 

230,000

 

256,000

 

447,000

 

491,000

 

Research and development

 

347,000

 

341,000

 

697,000

 

647,000

 

Total expenses

 

1,103,000

 

1,092,000

 

2,144,000

 

2,062,000

 

Interest and other Income (expense)

 

(2,000

)

7,000

 

4,000

 

8,000

 

Net loss

 

$

(256,000

)

$

(466,000

)

$

(670,000

)

$

(943,000

)

Per share data:

 

 

 

 

 

 

 

 

 

Weighted average basic shares outstanding

 

12,736,000

 

6,247,000

 

11,304,000

 

5,382,000

 

Weighted average diluted shares outstanding

 

12,736,000

 

6,247,000

 

11,304,000

 

5,382,000

 

Net loss

 

$

(0.02

)

$

(0.07

)

$

(0.06

)

$

(0.18

)

 

See accompanying notes to condensed financial statements

 

4



 

PPT VISION, INC.

STATEMENTS OF CASH FLOWS

(UNAUDITED)

 

 

 

Six Months

 

Six Months

 

 

 

Ended

 

Ended

 

 

 

April 30, 2008

 

April 30, 2007

 

Net loss

 

$

(670,000

)

$

(943,000

)

Adjustments to reconcile net loss to net cash used in operating activities:

 

 

 

 

 

Stock option expense

 

3,000

 

11,000

 

Depreciation and amortization

 

49,000

 

62,000

 

Change in assets and liabilities:

 

 

 

 

 

Accounts receivable

 

31,000

 

(131,000

)

Inventories

 

(19,000

)

(106,000

)

Other current assets

 

5,000

 

(9,000

)

Accounts payable

 

68,000

 

164,000

 

Accrued expenses

 

(4,000

)

(10,000

)

Total adjustments

 

133,000

 

(19,000

)

Net cash used in operating activities

 

(537,000

)

(962,000

)

Cash flows from investing activities:

 

 

 

 

 

Purchase of fixed assets

 

(11,000

)

(35,000

)

Net cash used in investing activities

 

(11,000

)

(35,000

)

Cash flows from financing activities:

 

 

 

 

 

Proceeds from issuance of common stock and warrants

 

500,000

 

1,004,000

 

Net cash provided by financing activities

 

500,000

 

1,004,000

 

Net increase (decrease) in cash and cash.equivalents

 

(48,000

)

7,000

 

Cash and cash equivalents at beginning of year

 

624,000

 

753,000

 

Cash and cash equivalents at end of period

 

$

576,000

 

$

760,000

 

 

See accompanying notes to condensed financial statements

 

5



 

PPT VISION, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

April 30, 2008

(UNAUDITED)

 

NOTE A – DESCRIPTION OF BUSINESS

 

PPT VISION, Inc. (“the Company”) designs, manufactures, and markets machine vision based intelligent cameras used for automated inspection, measurement, and guidance applications in the manufacturing marketplace. The Company’s IMPACT™ intelligent camera product line enables manufacturers to realize significant economic paybacks by increasing the quality of manufactured parts and improving the productivity of manufacturing processes. The Company’s IMPACT intelligent camera product line is sold through a global network of distribution and integration partners to end-user manufacturers, original equipment manufacturers, and manufacturing machine builders, in a wide variety of manufacturing markets including electronics, automotive, medical device, and packaged goods industries.

 

NOTE B – BASIS OF PRESENTATION

 

The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-QSB. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Results of operations for the interim periods are not necessarily indicative of the results to be expected for the full year or of the results for any future periods.

 

The Balance Sheet at October 31, 2007 has been derived from the Company’s audited financial statements for the fiscal year ended October 31, 2007 but does not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements.

 

For further information, refer to the financial statements and footnotes thereto included in the Company’s annual report on Form
10-KSB for the year ended October 31, 2007.

 

NOTE C – REVENUE RECOGNITION

 

The Company typically recognizes revenue on product sales upon shipment to the end user customers if contractual obligations have been met and title and risk of loss have passed to the customer, which is generally the case for sales of machine vision systems, spare parts and accessories. The Company also recognizes revenue on products sold to distributors upon shipment because contracts with distributors do not include post-shipment obligations or any right of return provisions and pricing is fixed at the time of sale. Revenue related to application engineering, product development and customer training services is recognized when the services are performed. Service revenue was less than 10% of total revenues for the three and six months ended April 30, 2008 and 2007.

 

6



 

NOTE D – LIQUIDITY AND CAPITAL RESOURCES

 

The Company had a net loss for the three and six months ended April 30, 2008 of $256,000 and $670,000, respectively. Cash used in operations was $537,000 for the six months ended April 30, 2008.

 

NOTE E – LOSS PER SHARE

 

At April 30, 2008, options to purchase 382,465 shares and warrants to purchase 2,500,000 shares of the Company’s common stock were not considered in the calculation of diluted earnings per share. At April 30, 2007, options to purchase 390,449 shares and warrants to purchase 1,000,000 of the Company’s common stock were not considered in the calculation of diluted earnings per share. As the Company had a net loss for both periods, the inclusion of potentially dilutive outstanding options and warrants would have been anti-dilutive.

 

NOTE F – CUSTOMER AND GEOGRAPHIC DATA

 

The following tables set forth the percentage of the Company’s revenues (including sales delivered through international distributors) by geographic location for the three and six months ended April 30, 2008 and 2007:

 

 

 

Three Months Ended
April 30,

 

Geographic Location

 

2008

 

2007

 

 

 

 

 

 

 

North America

 

47

%

53

%

Europe

 

28

%

20

%

Asia-Pacific

 

25

%

27

%

South America

 

0

%

0

%

 

 

100

%

100

%

 

 

 

 

 

 

 

 

Six Months Ended 
April 30,

 

Geographic Location

 

2008

 

2007

 

 

 

 

 

 

 

North America

 

47

%

49

%

Europe

 

29

%

20

%

Asia-Pacific

 

24

%

31

%

South America

 

0

%

0

%

 

 

100

%

100

%

 

In the three-month period ended April 30, 2008, revenues from one customer represented approximately 11% of total revenue. In the three-month period ended April 30, 2007, revenues from two customers represented approximately 17% and 12% of total revenue, respectively. In the six-month period ended April 30, 2008, revenues from one customer represented approximately 10% of total revenue. In the six-month period ended April 30, 2007, revenues from two customers represented approximately 14% and 10% of total revenue, respectively.

 

7



 

Note G – SALE OF EQUITY SECURITIES

 

On March 11, 2008, the Company entered into a Subscription Agreement with P. R. Peterson relating to the purchase on March 11, 2008 of securities of the Company by the P. R. Peterson Co. Keogh Plan (the “Keogh Plan”). P. R. Peterson, a director of the Company and the Company’s largest shareholder, controls the Keogh Plan.

 

Pursuant to the Subscription Agreement, the Company sold to the Keogh Plan 5,000,000 shares of the Company’s common stock for $0.10 per share in cash for gross proceeds of $500,000. As additional consideration for the purchase of the common stock, the Company also issued the Keogh Plan a seven-year immediately exercisable warrant to purchase 500,000 shares of the Company’s common stock at an exercise price of $0.10 per share. The purchase price for the Company’s common stock was determined based upon negotiations between the Company and Mr. Peterson.

 

Also on March 11, 2008, the Company and the Keogh Plan entered into a Registration Rights Agreement by which the Company is obligated, among other things, to register the 500,000 shares underlying the warrant upon demand of the Keogh Plan, subject to certain limitations. Through the Registration Rights Agreement, the Company also granted the Keogh Plan “piggyback” registration rights with respect to the shares underlying the warrants.  With the proceeds of the sale of shares to the Keogh Plan, the Company believes it has sufficient cash to fund its operations, working capital and capital resource needs through its fiscal year ending October 31, 2008.

 

NOTE H – NEW ACCOUNTING PRONOUNCEMENTS

 

The Company adopted FSP EITF 00-19-2, as of October 1, 2007, “Accounting for Registration Payment Arrangements” (“FSP”), which addresses an issuer’s accounting for registration payment arrangements. This FSP specifies that the contingent obligation to make future payments or otherwise transfer consideration under a registration payment arrangement, whether issued as a separate agreement or included as a provision of a financial instrument or other agreement, should be separately recognized and measured in accordance with FASB Statement No. 5, “Accounting for Contingencies”. This FSP further clarifies that a financial instrument subject to a registration payment arrangement should be accounted for in accordance with other applicable generally accepted accounting principles (GAAP) without regard to the contingent obligation to transfer consideration pursuant to the registration payment arrangement. The adoption of this FSP did not have an impact on the Company.

 

During March 2008, the FASB issued SFAS No. 161, “Disclosures about Derivative Instruments and Hedging Activities” (SFAS No. 161).  SFAS No. 161 is intended to improve financial reporting about derivative instruments and hedging activities by requiring enhanced disclosures to enable investors to better understand their effects on an entity’s financial position, financial performance, and cash flows.  SFAS No. 161 also improves transparency about the location and amounts of derivative instruments in an entity’s financial statements; how derivative instruments and related hedged items are accounted for under Statement 133; and how derivative instruments and related hedged items affect its financial position, financial performance, and cash flows.  SFAS No. 161 is effective for financial statements issued for fiscal years and interim periods beginning after November 15, 2008, with early application encouraged.  We do not believe the

 

8



 

adoption of SFAS 161 will have a material effect on our results of operations or financial position.

 

SFAS 162

 

In May 2008, the Financial Accounting Standards Board (FASB) issued Statements of Financial Standards No. 162 (SFAS 162), “The Hierarchy of Generally Accepted Accounting Principles.” SFAS 162 is intended to improve financial reporting by identifying a consistent framework, or hierarchy, for selecting accounting principles to be used in preparing financial statements that are presented in conformity with U.S. generally accepted accounting principles (GAAP) for nongovernmental entities.

 

Prior to the issuance of SFAS 162, GAAP hierarchy was defined in the American Institute of Certified Public Accountants (AICPA) Statement on Auditing Standards No. 69 (SAS 69), “The Meaning of Present Fairly in Conformity With Generally Accepted Accounting Principles.” SAS 69 has been criticized because it is directed to the auditor rather than the entity. SFAS 162 addresses these issues by establishing that the GAAP hierarchy should be directed to entities because it is the entity (not its auditor) that is responsible for selecting accounting principles for financial statements that are presented in conformity with GAAP.

 

SFAS 162 is effective 60 days following the SEC’s approval of the Public Company Accounting Oversight Board Auditing amendments to AU Section 411, “The Meaning of Present Fairly in Conformity with Generally Accepted Accounting Principles.” It is only effective for nongovernmental entities; therefore, the GAAP hierarchy will remain in SAS 69 for state and local governmental entities and federal governmental entities.  The Company does not expect SFAS 162 to have a material effect on its consolidated financial statements.

 

SFAS 163

 

During May 2008, the Financial Accounting Standards Board (FASB) issued Statements of Financial Standards No. 163 (SFAS 163), “Accounting for Financial Guarantee Insurance Contracts.”  SFAS 163 provides enhanced guidance on the recognition and measurement to be used to account for premium revenue and claim liabilities and related disclosures and is limited to financial guarantee insurance (and reinsurance) contracts, issued by enterprises included within the scope of FASB Statement No. 60, “Accounting and Reporting by Insurance Enterprises”.  SFAS 163 also requires that an insurance enterprise recognize a claim liability prior to an event of default when there is evidence that credit deterioration has occurred in an insured financial obligation.  SFAS 163 is effective for financial statements issued for fiscal years and interim periods beginning after December 15, 2008, with early application not permitted.  The Company does not expect SFAS 163 to have a material effect on its consolidated financial statements.

 

9



 

Item 2

 

MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

 

Overview

 

PPT VISION, Inc. (“the Company”) designs, manufactures, and markets machine vision based intelligent cameras used for automated inspection, measurement, and guidance applications in the manufacturing marketplace. The Company’s IMPACT intelligent camera product line enables manufacturers to realize significant economic paybacks by increasing the quality of manufactured parts and improving the productivity of manufacturing processes. The Company’s IMPACT intelligent camera product line is sold through a global network of distribution and integration partners to end-user manufacturers, original equipment manufacturers, and manufacturing machine builders, in a wide variety of manufacturing markets including electronics, automotive, medical device, and packaged goods industries.

 

RESULTS OF OPERATIONS

 

Revenues

 

Net revenues increased 29% to $1,600,000 for the three-month period ended April 30, 2008, compared to net revenues of $1,245,000 for the same period in fiscal 2007. For the six-month period ended April 30, 2008, revenues increased 28% to $2,935,000 from $2,286,000 for the same period in fiscal 2007. In the three-month period ended April 30, 2008, revenues from one customer represented approximately 11% of total revenue. In the three-month period ended April 30, 2007, revenues from two customers represented approximately 17% and 12% of total revenue, respectively. In the six-month period ended April 30, 2008, revenues from one customer represented approximately 10% of total revenue. In the six-month period ended April 30, 2007, revenues from two customers represented approximately 14% and 10% of total revenue, respectively.

 

The increase in revenue in the second quarter of fiscal year 2008 compared to the second quarter of fiscal year 2007 occurred as a result of an increase in our IMPACT product line sales. Unit sales for the three-month period ended April 30, 2008 increased slightly to 333 from 328. Unit sales for the six-month period ended April 30, 2008 increased to 631 from 522 in the same period of fiscal 2007.  IMPACT unit volume increased slightly to 2% in the second quarter of fiscal 2008 compared to the second quarter of fiscal 2007.

 

During the second quarter of fiscal 2008, revenues from outside North America accounted for 53% of revenues compared to 47% in the fiscal 2007 second quarter. During the first six months of fiscal 2008, revenues from outside North America accounted for 53% of revenue compared to 51% in the first six months of fiscal 2007.

 

Quarter to quarter net revenue is subject to fluctuation given the nature of the machine vision industry and the capital nature of our product.

 

Gross profit increased 37% to $849,000 for the three-month period ended April 30, 2008, compared to $619,000 for the same period in fiscal 2007. For the

 

10



 

six-month period ended April 30, 2008, gross profit increased 32% to $1,470,000 from $1,111,000 for the same period in fiscal 2007. As a percentage of net revenues, the gross profit for the second quarter of fiscal 2008 increased to 53% compared to 50% in the same period of fiscal 2007. For the six-month period ended April 30, 2008, gross profit as a percentage of net revenue increased slightly to 50% compared to 49% in the same period of fiscal 2007. We expect that our future gross margins will continue to trend higher as our fixed manufacturing overhead is spread over a higher volume of sales.

 

Sales and marketing expenses increased 6% to $526,000 for the three-month period ended April 30, 2008 compared to $495,000 for the same period in fiscal 2007. For the six-month period ended April 30, 2008, sales and marketing expenses increased 8% to $1,000,000 from $924,000 for the same period in fiscal 2007. The increase in expenses in both the three and six month periods ended 2008, are related to the additional employment in this area. As a percentage of net revenues, sales and marketing expenses decreased to 33% for the second quarter 2008 compared to 40% for the same period in fiscal 2007. For the six-month period ended April 30, 2008, sales and marketing expenses as a percentage of net revenues decreased to 34% compared to 40% in the same period in fiscal 2007. The Company expects sales and marketing expenses in absolute dollars to remain relatively flat for the remainder of fiscal 2008. Increases in sales expenditures may occur to the extent that revenue growth is achieved.

 

General and administrative expenses decreased 10% to $230,000 for the three-month period ended April 30, 2008, compared to $256,000 for the same period in fiscal 2007. For the six-month period ended April 30, 2008, general and administrative expenses decreased 9% to $447,000 compared to $491,000 in the same period in fiscal 2007. The decrease in expenses in both the three and six month periods ended 2008, primarily relate to the change from full time employment of our networking department to part time outsourcing. As a percentage of net revenues, general and administrative expenses decreased to 14% for the second quarter of fiscal 2008 compared to 21% for the same period in fiscal 2007. For the six-month period ended April 30, 2008, general and administrative expenses as a percentage of net revenues decreased to 15% from 21% in the same period in fiscal 2007. The Company expects general and administrative expenses to remain relatively flat for the remainder of fiscal 2008.

 

Research and development expenses increased slightly to $347,000 for the three-month period ended April 30, 2008, compared to $341,000 for the same period in fiscal 2007. For the six-month period ended April 30, 2008, research and development increased 8% to $697,000 from $647,000 in the same period in fiscal 2007. As a percentage of net revenues, research and development expenses decreased to 22% for the second quarter of fiscal 2008, compared to 27% for the second quarter of fiscal 2007. For the six-month period ended April 30, 2008, research and development expenses as a percentage of net revenues decreased to 24% from 28% in the same period in fiscal 2007. The Company expects research and development expenses to remain relatively flat for the remainder of fiscal 2008.

 

The Company did not record an income tax benefit or expense for the three and six month periods ended April 30, 2008 or 2007.

 

The Company’s net loss for the second quarter of fiscal 2008 decreased from year-ago levels to $256,000 or $0.02 per share, as compared with a loss of $466,000 or $0.07 per share for the same period in fiscal 2007. The Company’s net loss for the six-month period ended April 30, 2008 decreased to $670,000 or $0.06 per share, compared with a loss of $943,000 or $0.18 per share for the

 

11



 

same period in fiscal 2007. There were approximately 12.7 million shares outstanding during the three-month period ended April 30, 2008, as compared with approximately 6.2 million shares outstanding for the same period in fiscal 2007. There were approximately 11.3 million shares outstanding during the six-month period ended April 30, 2008, as compared with approximately 5.4 million shares outstanding for the same period in fiscal 2007. The increase in the number of shares outstanding resulted in a decrease in per share net loss for the three and six-month period ended April 30, 2008 as compared to April 30, 2007.

 

LIQUIDITY AND CAPITAL RESOURCES

 

At April 30, 2008 the Company had cash balances of $576,000, working capital of approximately $1.6 million and no long-term debt.

 

In the second quarter of fiscal 2008 the Company incurred a net loss of $256,000 which included non-cash charges related to depreciation and amortization of $24,000. The net loss for the quarter decreased $210,000 from the $466,000 loss reported in the second quarter of fiscal 2007, which included $30,000 in non-cash charges relating to depreciation and amortization. For the six months ended April 30, 2008, cash used in operating activities was $537,000.

 

As of April 30, 2008, the Company had no outstanding debt.

 

Working capital decreased $129,000 to $1,550,000 at April 30, 2008 from $1,679,000 at October 31, 2007. The Company financed its operations during the first six months of fiscal 2008 through existing cash and cash equivalents, which was partially funded through the private placement of the Company’s securities completed on March 11, 2008. Accounts receivable decreased $31,000 and inventories increased $19,000 during the first six months of fiscal 2008. Accounts payable increased by $68,000 while accrued expenses decreased by $4,000 during the first six months of fiscal 2008.

 

Net cash used in investing activities was $11,000 during the six months ended April 30, 2008 which accounted for fixed asset additions during the first six months of fiscal 2008. This compares with $35,000 in fixed asset additions for the same period in fiscal 2007. The Company expects that fixed asset additions for the remaining quarters of fiscal 2008 to continue at approximately the same rate, or slightly higher, as the first two quarters of fiscal 2008.

 

Net cash provided by financing activities relates to the private placement of the Company’s securities completed on March 11, 2008. For further details, please reference Note G under “Notes to Condensed Financial Statements.”

 

The Company does not have relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance or special purpose entities, which would have been established for the purpose of facilitating off-balance sheet financial arrangements. As such, the Company is not materially exposed to any financing, liquidity, market or credit risk that could arise if we had engaged in such arrangements.

 

The Company believes it does not have material exposure to quantitative and qualitative market risks. The carrying amounts reflected in the balance sheets of cash and cash equivalents, trade receivables and trade payables approximate fair value at April 30, 2008 due to the short maturities of these instruments.

 

12



 

PPT VISION has realized significant operating losses over the past several years, resulting in recurring external capital requirements necessary to continue the operations of the Company. The Company cannot assure that positive cash flows will be realized within a time frame such that future external financing will not be required to continue the operations of the Company. Further, the Company’s current business plan and future external financing requirements is uncertain and subject to change based upon, among other factors, market and industry conditions, the Company’s ability to continue to introduce new products, service existing customers, obtain new customers, and increase revenue and cash flow from operations. In the event that the Company needs to obtain additional external capital to continue its operations, the Company believes that a variety of debt or equity financing alternatives may be available, including borrowing secured by accounts receivable, inventory and other assets. However, there can be no assurance that this potential financing will be available.

 

While the Company met its external working capital requirements for fiscal years 2006, 2007 and 2008 through proceeds from sale of equity securities to P. R. Peterson, the Company has no commitments or agreements from Mr. Peterson or any other person at the current time to fund any future capital requirements. The Company’s efforts to raise additional funds from the sale of its equity may be hampered by the fact that its securities are relatively illiquid and that more than a majority of the Company’s outstanding common stock is controlled by one shareholder. Additionally, any future financing may be raised on terms that are dilutive to the holders of the Company’s common stock.

 

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

 

A discussion of the Company’s critical accounting policies was provided in Item 6 in its Annual Report on Form 10-KSB for the fiscal year ended October 31, 2007. There were no significant changes to these accounting policies during the first six months of 2008.

 

NEW ACCOUNTING PRONOUNCEMENTS

 

Information regarding new accounting pronouncements is included in Note H to Condensed Unaudited Financial Statements, included in Item 1, “Financial Statements” of this Quarterly Report on Form 10-QSB.

 

FORWARD LOOKING STATEMENTS

 

The discussion above contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the Company’s expectations, beliefs, intentions and strategies regarding the future. Forward-looking statements include, without limitation, statements regarding the extent and timing of future revenues and expenses and customer demand. All forward-looking statements included in this document are based on information available to the Company as of the date hereof, and the Company assumes no obligation to update any such forward-looking statements.

 

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The Company’s actual results are subject to risks and uncertainties and could differ materially from those discussed in the forward-looking statements. These statements are based upon the Company’s expectations regarding a number of factors, including the Company’s ability to obtain additional working capital or operating income sufficient to support its ongoing operations, changes in worldwide general economic conditions, cyclicality of capital spending by customers, the Company’s ability to keep pace with technological developments and evolving industry standards, worldwide competition, and the Company’s ability to protect its existing intellectual property from challenges from third parties. A detailed description of the factors that could cause future results to materially differ from the Company’s recent results or those projected in the forward-looking statements are contained in the section entitled “Description of Business” under the caption “Important Factors Regarding Forward-Looking Statements” contained in its filing with the Securities and Exchange Commission on Form 10-KSB for the year ended October 31, 2007 and other reports filed with the Securities and Exchange Commission.

 

Item 3:   CONTROLS AND PROCEDURES

 

(a)  Evaluation of Disclosure Controls and Procedures.

 

The Company’s President, Chief Executive Officer and Chief Financial Officer Joseph C. Christenson, has reviewed the Company’s disclosure controls and procedures as of the end of the period covered by this report and concluded that the Company’s disclosure controls and procedures are effective.

 

(b)  Changes in Internal Control Over Financial Reporting.

 

-There have been no changes in internal control over financial reporting that occurred during the fiscal quarter covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 

PART II.

OTHER INFORMATION

 

 

Item 1:

LEGAL PROCEEDINGS

 

 

 

None.

 

 

Item 2:

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

 

 

 

None.

 

 

Item 3.

DEFAULTS UPON SENIOR SECURITIES

 

 

 

Not Applicable.

 

 

Item 4:

SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

 

 

 

None.

 

 

Item 5:

OTHER INFORMATION

 

 

 

None.

 

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Item 6:

EXHIBITS

 

 

 

(a)

The following exhibits are included herein:

 

 

 

 

 

31.1

Certification of President, Chief Executive Officer and Chief Financial Officer pursuant to Rules 13a-14(a) and 15d-14(a)of the Exchange Act.

 

 

 

 

 

 

32.1

Certification pursuant to 18 U.S.C. §1350.

 

 

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.

 

 

PPT VISION, INC.

 

 

Date:  June 13, 2008

 

 

 

 

/s/ Joseph C. Christenson

 

Joseph C. Christenson

 

President, Chief Executive Officer and
Chief Financial Officer

 

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