-----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, HSHk07yDF0mrDxyn9TeoXrbwWLzYp42DKOc1Kx9Q+wC2xX0+Sly6Ow3TXdMeWFQw b6oY5VZ7i6Rfc0Y9w3vKkA== 0000950147-96-000507.txt : 19961107 0000950147-96-000507.hdr.sgml : 19961107 ACCESSION NUMBER: 0000950147-96-000507 CONFORMED SUBMISSION TYPE: 10QSB/A CONFIRMING COPY: PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960331 FILED AS OF DATE: 19961106 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: RADYNE CORP CENTRAL INDEX KEY: 0000718573 STANDARD INDUSTRIAL CLASSIFICATION: RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663] IRS NUMBER: 112569467 STATE OF INCORPORATION: NY FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 10QSB/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-11685 FILM NUMBER: 00000000 BUSINESS ADDRESS: STREET 1: 5225 S 37TH ST CITY: PHOENIX STATE: AZ ZIP: 85040 BUSINESS PHONE: 6024379620 MAIL ADDRESS: STREET 1: 5225 S 37TH ST CITY: PHOENIX STATE: AZ ZIP: 85040 10QSB/A 1 FORM 10QSB/A SECURITIES AND EXCHANGE COMMISSIONNN WASHINGTON, D.C. 20549 FORM 10-QSB/A [X] QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the three month and nine month periods ended March 31, 1996. [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 0-11685-NY RADYNE CORP. ------------ (Exact name of small business issuer as specified in its charter) NEW YORK -------- (State or other jurisdiction of incorporation or organization) 11-2569467 ---------- (IRS EMPLOYER IDENTIFICATION NO.) 5225 South 37th Street, Phoenix, AZ 85040 ----------------------------------------- (Address of principal executive offices) Issuer's telephone number: 602-437-9620 Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such period that the issuer was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES NO X --- The issuer had 18,748,605 shares of its common stock, par value $.002, outstanding as of June 13, 1996. Transitional Small Business Disclosure Format YES NO X --- RADYNE CORP. (A SUBSIDIARY OF ENGINEERING AND TECHNICAL SERVICES, INC.) BALANCE SHEETS (Unaudited)
31-Mar-96 30-Jun-95 Cash 35,633 2,109 A/R 631,157 549,677 Allowance For Doubtful Accounts (51,829) (13,829) Inventories 1,158,109 1,015,326 Prepaids & other 124,117 199,949 Bankruptcy Claims Escrow Acct - - ----------------------------------- Total Current Assets 1,897,187 1,753,232 Machinery, Equipment and Other, at Cost 2,050,417 1,832,535 Less Depreciation and Amortization (404,829) (147,020) Other Assets - Deposits 14,252 Total Assets 3,542,775 3,452,999 =================================== - Loan Payable to Radyne Corp (Florida), a Related Party 3,774,126 1,723,381 Current Portion LT Debt / Capitalized Lease Obligations 17,059 65,012 Accts Payable 326,826 578,674 Accrued Liabilities 435,281 694,303 Taxes Payable - Current Portion 36,223 34,880 Total Current Liabilities 4,589,515 3,096,250 ----------------------------------- Taxes Payable - Long Term 87,213 168,304 - - Common stock - $.002 par value, 20,000,000 shares authorized, 18,650,084 shares issued and outstanding. 37,301 37,301 Additional Paid-In capital 516,000 516,000 Accumulated Deficit (1,687,254) (364,856) ----------------------------------- Stockholders' Equity (Deficit) (1,133,953) 188,445 ----------------------------------- Total Liabilities & Stockholders' Equity (Deficit) 3,542,775 3,452,999 ===================================
RADYNE CORP. Statement of Operations (Page 1 of 2) For The Three Months Ended March 31, 1996 and the Three and 1/2 Months Ended March 31, 1995 (Unaudited)
31-Mar-96 31-Mar-95 --------- --------- Sales 886,763 1,315,068 Cost of Sales 488,432 751,364 Selling, General & Administrative Expenses 502,652 491,088 Research and Development Expenses 541,490 Income (Loss) From Operations (645,812) 72,616 Interest Expense 92,700 16,206 Interest & Other Income - (322) Income (Loss) Before Provision For Income Taxes (738,511) 56,732 Provision for Income Taxes - Net Income (Loss) (738,511) 56,732 Net Income (Loss) Per Common Share (0.040) 0.003 Weighted Average Number of Common Shares Outstanding: 18,650,084 18,650,084
RADYNE CORP. Statement of Operations (Page 2 of 2) For The Nine Months Ended March 31,1996 and the Eight Months Ended March 31,1995 (Unaudited)
{---CURRENT---} {----------------------PRIOR PERIOD----------------------} NINE MONTHS PREDECESSOR SUCCESSOR EIGHT MONTHS ----------- ----------- --------- ------------ YEAR TO DATE 8-1 TO 12-16-94 12-17-94 to 3-31-95 YEAR TO DATE ENDED 3-31-96 4 1/2 MONTHS 3 1/2 MONTHS ENDED 3-31-95 Sales 3,283,998 435,761 1,315,068 1,750,829 Cost of Sales 1,963,716 984,133 751,364 1,735,497 Selling, General & Administrative Expenses 1,348,765 487,274 491,088 978,362 Research and Development Expenses 1,129,941 - Professional Fees Related to Reorganization 600,198 600,198 Income (Loss) From Operations (1,158,424) (1,635,844) 72,616 (1,563,228) Fresh Start Adjustments 1,598,841 1,598,841 Loss Before Extraordinary Items (1,158,424) (37,003) 72,616 35,613 Gain on Exchange of Debt for Common Stock - 1,062,667 1,062,667 Gain on Debt Forgiveness - 1,636,489 1,636,489 Total Extraordinary Items - 2,699,156 - 2,699,156 Interest Expense 163,974 88,510 16,206 104,716 Interest & Other Income - 344 (322) 22 Income (Loss) Before Provision For Income Taxes (1,322,398) 2,573,299 57,054 2,630,031 Provision for Income Taxes - - Net Income (Loss) (1,322,398) 2,573,299 56,732 2,630,031 Net Income (Loss) Per Common Share Before Extraordinary Items (0.071) (0.071) 0.003 0.004 Extraordinary Items - 1.641 - 0.287 Net Income (Loss) Per Common Share (0.071) 1.570 0.003 0.291 Weighted Average Number of Common Shares Outstanding: 18,650,084 1,548,193 18,650,084 9,030,270
RADYNE CORP.
Statement of Cash Flows {----CURRENT---} {--------------------PRIOR PERIOD-------------------} (Unaudited) PREDECESSOR SUCCESSOR TOTAL ----------- --------- ----- Cash Flows From Operating Activities: 31-Mar-96 8-1 TO 12-16-94 12-16-94 TO 3-31-95 31-Mar-95 --------- --------- 4 1/2 MONTHS 3 1/2 MONTHS Net Income (Loss) (1,322,398) 2,573,299 56,732 2,630,031 Adjustments to Reconcile Net Income (Loss) to Net Cash Flows Provided By (Used In) Operating Activities: Depreciation & Amortization 257,809 (579,475) 78,312 (501,163) (Increase) Decrease in Operating Assets: Acccounts Receivable (81,480) (166,161) (339,309) (505,470) (Increase) decrease in bankruptcy claims escrow - (106,613) 160 (106,453) Inventories (142,783) 356,957 11,254 368,211 Deposits 14,252 (9,586) 6,352 (3,234) Prepaids, Advances and Other 75,832 11,847 (83,690) (71,843) Increase (Decrease) in Operating Liabilities: Accounts Payable (251,848) (649,118) (11,580) (660,698) Accrued Liabilities (259,022) 325,019 (112,952) 212,067 Increase in Taxes Payable 1,343 209,277 (209,277) - Total Adjustments (385,897) (607,853) (660,730) (1,268,583) Net Cash (Used In) Provided By Operating Activities (1,708,295) 1,965,446 (603,998) 1,361,448 Cash Flows From Investing Activities: Capital Expenditures (217,882) (932,844) (55,814) (988,658) Cash Flows From Financing Activities: Change in Current Portion of Long Term Debt (47,953) (2,138,021) 42,226 (2,095,795) Proceeds From Loan Payable to Affiliate 2,050,745 510,725 144,823 655,548 Net Cash Provided By (Used In) Financing Activities 2,002,792 (1,627,296) 187,049 (1,440,247) Net Increase (Decrease) In Cash 33,524 175,163 (201,956) (26,793) Cash, Beginning of Period 2,109 81,235 256,398 81,235 Cash, End of Period 35,633 256,398 54,442 54,442
RADYNE CORP. Notes to Financial Statements - ----------------------------- (Information for the interim periods ending March 31, 1996, December 16, 1994, and March 31, 1995 is unaudited) 1. Business Radyne Corp. (the "Company") was incorporated on November 25, 1980 and commenced operations on May 22, 1981. The Company designs, manufactures and sells products, systems and software used for the transmission and reception of data over satellite and cable communications networks. 2. Summary of Significant Accounting Policies (a) Basis of Presentation --------------------- The interim financial statements furnished reflect all adjustments which are, in the opinion of management, necessary for a fair presentation of the statement of financial position as of June 30, 1995 and March 31, 1996 and the results of operations for the three months and nine months ended March 31, 1996 and the comparable prior periods presented. The financial statements should be read in conjunction with the summary of significant accounting policies and notes to financial statements included in the Company's Form 10-KSB for the year ended June 30, 1995. The results of operations for the interim period are not necessarily indicative of the results to be expected for the full year. (b) Inventories ----------- Inventories are stated at the lower of cost (first-in, first-out) or market value including material, direct labor and overhead costs. (c) Machinery and Equipment ----------------------- Machinery and equipment are stated at cost. Expenditures for repairs and maintenance are charged to operations as incurred, and improvements which extend the useful lives of the assets are capitalized. Depreciation and amortization of machinery and equipment are computed using the straight-line method based on the following useful lives: Machinery and equipment 7 years Furniture and fixtures 7 years Leasehold improvements 5 years RADYNE CORP. Notes to Financial Statements - ----------------------------- (Information for the interim periods ending March 31, 1996, December 16,1994 and March 31, 1995 is unaudited) (d) Research and Development ------------------------ Expenditures for research and development are charged to operations in the period incurred. (e) Taxes on Income --------------- The Company follows the liability method of accounting for income taxes, as prescribed by Statement No. 109 of the Financial Accounting Standards Board. (f) Per Share Data -------------- Earnings (loss) per share of common stock were computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during each of the periods presented. The common equivalent shares were not included in the weighted average number of shares outstanding for the periods presented since their effect was antidilutive. RADYNE CORP. Notes to Financial Statements - ----------------------------- (Information for the interim periods ending March 31, 1996, December 16, 1994 and March 31, 1995 is unaudited) 3. Reorganization (a) Reorganization -------------- On April 28, 1994, the Predecessor Company (Radyne Corp.) filed a petition for relief under Chapter 11 of the federal bankruptcy laws in the United States Bankruptcy Court for the Eastern District of New York. Under Chapter 11, certain claims against the Predecessor Company in existence prior to the filing were stayed while the Predecessor Company continued business operations as debtor-in-possession. Claims secured against the Predecessor Company's assets were also stayed, although the holders of such claims had the right to move the court for relief from the stay prior to the plan being confirmed. Secured claims were secured primarily by liens on all of the Predecessor Company's assets. The Company emerged from Chapter 11 Bankruptcy when its Reorganization Plan was confirmed by the United States Bankruptcy Court on December 16, 1994. It has handled its increased capital requirements by continuing to fill orders, increase revenues and accounts receivable along with the financing provided by Radyne Corp. (Florida), a related party, during the bankruptcy and post confirmation period (amount at March 31, 1996 is $3,018,345). 4. Inventories Inventories consist of the following: MAR 31, JUNE 30, 1996 1995 ------- -------- Raw Materials and components $ 40,006 $ 420,479 Work in process 517,246 370,563 Finished Goods 372,457 224,284 Demonstration Units In The Field 278,400 -0- -------- --------- Sub Total 1,208,109 1,015,326 Less Allowance for obsolescence 50,000 -0- --------- --------- Total $1,158,109 $ 1,015,326 ========== =========== RADYNE CORP. Notes to Financial Statements - ----------------------------- (Information for the interim periods ending March 31, 1996, December 16, 1994 and March 31, 1995 is unaudited) 5. Machinery, Equipment and Other Machinery, equipment and other consists of the following: MAR 31, JUNE 30, 1996 1995 -------- ------ Machinery and equipment $ 452,079 $ 234,197 Designs & Drawings 1,598,338 1,598,338 --------- ---------- 2,050,417 1,832,535 Less: accumulated depreciation and amortization (404,829) (147,020) ---------- ---------- $ 1,645,588 $1,685,515 =========== ========== 6. Accrued Liabilities Accrued liabilities consist of the following: MAR 31, June 30, 1996 1995 -------- ------ Payroll and vacation $ 192,798 $ 87,087 Creditor's claims from Bankruptcy -0- 106,274 Professional fees 98,625 216,163 Other 143,858 284,779 --------- --------- $ 435,281 $ 694,303 ========= ========= RADYNE CORP Item 2 - Management's Discussion and Analysis of Financial Condition ----------------------------------------------------------- and Results. ------------ Financial Condition The Company's assets have increased from $3,452,999 at June 30, 1995 to $3,542,776 at March 31, 1996, while the company's liabilities have increased from $3,264,554 at June 30, 1995 to $4,676,729 at March 31, 1996. The decrease in net assets (assets minus liabilities) of $1,322,398 relates to the Company's net loss for the Nine Month period ending March 31, 1996. The Company's working capital deficit was ($2,692,328) at March 31, 1996; an increase of $1,349,310 from ($1,343,018) at June 30, 1995. Results of operations for the nine month period ended March 31, 1996 compared to the eight month period ended March 31, 1995, are as follows: The Company's net sales increased 87% to $3,283,998 during the period ended March 31, 1996 from $1,750,829 during the eight month period ended March 31, 1995. The Company's cost of sales as a percentage of sales decreased to 60% during the period ended March 31, 1996 from 99% during the eight month period ended March 31, 1995. Selling, general and administrative costs increased to $1,348,765 during the current period from $978,362 during the eight month period ended March 31, 1995. Research and development expenditures were not incurred in the 1994 or 1995 fiscal periods. Research and development expenditures totaled $1,129,941 during the period ended March 31, 1996. Based on the increases in expenses outlined above, the Company experienced a net loss of ($1,322,398) during the period ended March 31, 1996 as compared with net profit of $2,630,031 during the eight month period ended March 31, 1995. PART II - OTHER INFORMATION Item 1 - Legal Proceedings ----------------- The information called for is already disclosed in Note 3 to the Financial Statements contained in Part I of this report. Said information is hereby incorporated herein by reference. SIGNATURES In accordance with the requirements of the Exchange Act, the registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Dated: November 5, 1996 RADYNE CORP. ---------------- By:/s/Robert C. Fitting -------------------- Robert C. Fitting President By:/s/ Garry D. Kline ------------------ Garry D. Kline Secretary EX-27 2 FDS (COMMERCIAL AND INDUSTRIAL COMPANIES)
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE FINANCIAL STATEMENTS CONTAINED IN THE FORM 10-QSB FOR THE QUARTER ENDED 3-31-96 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 3-MOS JUN-30-1996 MAR-31-1996 35,633 0 631,157 (51,829) 1,158,109 1,897,187 452,079 62,405 3,542,775 4,589,515 0 0 0 37,501 516,000 3,542,775 886,763 886,763 492,214 565,900 1,044,142 0 92,700 (738,511) 0 (738,511) 0 0 0 (738,511) (0.040) (0.040)
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