-----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, TCrdYEKuIjwXsrgEsc5FJS09CfnqvvTHFfEP1nR1lREhQ/GXCk8gpTAiXflBpQRv qmJKxA1ysQBTY3A2GoP+8A== 0000735703-99-000003.txt : 19990114 0000735703-99-000003.hdr.sgml : 19990114 ACCESSION NUMBER: 0000735703-99-000003 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19981130 FILED AS OF DATE: 19990113 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TECHNOLOGY 80 INC CENTRAL INDEX KEY: 0000735703 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INSTRUMENTS FOR MEASUREMENT, DISPLAY, AND CONTROL [3823] IRS NUMBER: 411373380 STATE OF INCORPORATION: MN FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 10QSB SEC ACT: SEC FILE NUMBER: 000-13870 FILM NUMBER: 99505711 BUSINESS ADDRESS: STREET 1: 658 MENDELSSOHN AVE N CITY: MINNEAPOLIS STATE: MN ZIP: 55427 BUSINESS PHONE: 6125429545 MAIL ADDRESS: STREET 1: 658 MENDELSSOHN AVE N CITY: MINNEAPOLIS STATE: MN ZIP: 55427 10QSB 1 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED NOVEMBER 30, 1998. [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM ____ TO ____. Commission File Number 0-13870 Technology 80 Inc. - ----------------------------------------------------------------- (Exact name of small business issuer as specified in its charter) Minnesota 41-1373380 ------------------------------ ------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 658 Mendelssohn Avenue North, Minneapolis, Minnesota 55427 - ----------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (612) 542-9545 --------------------------- (Issuer's telephone number) N/A ---------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) 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 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 [ ] State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practible date. Common Stock, $0.01 par value 1,683,108 - ------------------------------ ------------------- (Title of Class) (Shares Outstanding) Part I - Financial Information Item 1: Financial Statements TECHNOLOGY 80 INC. CONDENSED BALANCE SHEETS (UNAUDITED)
ASSETS November 30 August 31 1998 1998 CURRENT ASSETS Cash and cash equivalents $1,691,797 $1,667,363 Short-term investments - 49,048 Accounts receivable (less allowance for doubtful accounts: Nov. 30 - $12,000; Aug. 31 - $12,000) 557,159 666,933 Inventories 1,342,895 1,357,461 Income tax refunds receivable 21,200 66,540 Deferred taxes 41,000 41,000 Other current assets 21,643 16,432 --------- --------- TOTAL CURRENT ASSETS 3,675,694 3,864,777 --------- --------- PROPERTY AND EQUIPMENT Furniture and equipment 530,655 524,035 Leasehold improvements 23,060 23,060 --------- --------- 553,715 547,095 Less accumulated depreciation 442,220 430,524 --------- --------- 111,495 116,571 --------- --------- OTHER ASSETS Investments 1,915,162 1,955,678 Deferred taxes 163,500 265,000 --------- --------- 2,078,662 2,220,678 --------- --------- TOTAL ASSETS $5,865,851 $6,202,026 ========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Accounts payable 35,011 87,418 Accrued payroll and payroll taxes 161,498 464,816 Payable to investment company - 77,750 Accrued liabilities - other 12,812 217,950 --------- --------- TOTAL CURRENT LIABILITIES 209,321 847,934 --------- --------- STOCKHOLDERS' EQUITY Common stock, $0.01 par value (authorized - 5,000,000 shares; issued and outstanding - Nov. 30, 1,646,733, Aug. 31, 1,646,733 shares) 16,468 16,468 Paid-in capital 3,450,732 3,450,732 Other - loans (171,158) (172,072) Unrealized loss on available-for-sale securities (312,008) (491,238) Retained earnings 2,672,496 2,550,202 --------- --------- 5,656,530 5,354,092 --------- --------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $5,865,851 $6,202,026 ========= =========
See notes to condensed financial statements. TECHNOLOGY 80 INC. CONDENSED STATEMENTS OF INCOME (UNAUDITED)
Three months ended November 30, 1998 1997 --------- --------- REVENUES $1,009,750 $1,323,597 COST OF GOODS SOLD 386,662 540,247 --------- --------- GROSS PROFIT 623,088 783,350 --------- --------- OPERATING EXPENSES General and administrative 16,931 149,699 Research and development 188,201 176,894 Selling 161,329 202,889 --------- --------- TOTAL OPERATING EXPENSES 517,461 529,482 --------- --------- INCOME FROM OPERATIONS 105,627 253,868 OTHER INCOME 62,367 59,540 --------- --------- INCOME BEFORE INCOME TAXES 167,994 313,408 PROVISION FOR INCOME TAXES 45,700 104,000 --------- --------- NET INCOME $ 122,294 $ 209,408 ========= ========= BASIC EARNINGS PER SHARE $0.07 $0.13 ==== ==== DILUTED EARNINGS PER SHARE $0.07 $0.12 ==== ====
See notes to condensed financial statements. TECHNOLOGY 80 INC. CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)
Three months ended November 30, 1998 1997 -------- -------- OPERATING ACTIVITIES Net income $ 122,294 $ 209,408 Adjustments to reconcile net income to net cash provided (used) by operating activities: Depreciation and amortization 11,696 9,333 Deferred taxes - 9,700 Gain on sale of fixed asset - (500) Gain on sale of investments (21,642) (33,211) Changes in operating assets and liabilities: Accounts receivable 109,774 179,977 Inventories 14,566 27,762 Other current assets 40,129 186 Accounts payable (52,407) (27,605) Accrued income taxes - 55,110 Accrued liabilities (508,456) (70,527) --------- -------- NET CASH PROVIDED(USED) BY OPERATING ACTIVITIES (284,046) 359,633 --------- -------- INVESTING ACTIVITIES Proceeds from sale of equipment - 500 Purchase of property and equipment (6,620) (35,336) Proceeds from sales and maturities of investments 314,185 382,133 Purchase of investments - (671,612) Payments on loans for stock purchases 915 - --------- -------- NET CASH PROVIDED (USED) IN INVESTING ACTIVITIES 308,480 (324,315) --------- -------- FINANCING ACTIVITIES Proceeds from exercise of stock options - 12,094 --------- -------- NET CASH PROVIDED BY FINANCING ACTIVITIES - 12,094 --------- -------- NET INCREASE IN CASH AND CASH EQUIVALENTS 24,434 47,412 CASH AND CASH EQUIVALENTS AT BEGINNING OF THE PERIOD 1,667,363 284,261 --------- -------- CASH AND CASH EQUIVALENTS AT END OF THE PERIOD $1,691,797 $ 331,673 ========= ========
See notes to condensed financial statements. TECHNOLOGY 80 INC. NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED) November 30, 1998 NOTE A - FINANCIAL INFORMATION The unaudited interim financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission; accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. The condensed balance sheet at August 31, 1998 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. These interim financial statements should be read in conjunction with the financial statements and notes in the Company's 1998 Annual Report on Form 10-KSB filed with the Securities and Exchange Commission. In the opinion of management, the financial statements reflect all adjustments (which include only normal recurring adjustments) necessary for a fair presentation of the interim periods. NOTE B - EARNINGS PER SHARE Earnings per share are calculated in accordance with the provisions of Statement of Financial Accounting Standards No. 128 - "Earnings per Share" (SFAS No. 128), effective for interim and annual periods ending after December 15, 1997. SFAS No. 128 requires the Company to report both basic earnings per share which is based on weighted-average number of common shares outstanding and diluted earnings per share which is based on the weighted-average number of common shares outstanding and all dilutive potential common shares outstanding. All earnings per share data in this report reflect basic earnings per share, unless otherwise indicated. The details of the earnings per share calculations for the quarter ending November 30, 1998 and 1997 follow:
Per share 1998 Income Shares amount ---- ------ ------ --------- Earnings per share of common stock - basic $122,294 1,646,733 $0.07 Stock options - 114,970 - ------- --------- ---- Earnings per share of common stock - assuming dilution $122,294 1,761,703 $0.07 ======= ========= ==== Per share 1997 Income Shares amount ---- ------ ------ --------- Earnings per share of common stock - basic $209,408 1,606,283 $0.13 Stock options - 137,434 - ------- --------- ---- Earnings per share of common stock - assuming dilution $209,408 1,743,717 $0.12 ======= ========= ====
Item 2: Management's Discussion and Analysis Results of Operations - --------------------- Revenues for the first quarter ended November 30, 1998 decreased 24% over the same period the preceding year. The revenue decrease was mainly a result of a slowdown in the semi-conductor industry. Gross profit percentages for the three months ended November 30, 1998 was 62% compared to 59% for the three months ended November 30, 1997. Operating expenses as a percentage of sales was 51% and 40% for the three months ended November 30, 1998 and 1997, respectively. The increased percentage was mainly due to lower sales. Operating expenses were down $12,021 from the previous year. Other income increased $2,827 for the quarter ended November 30, 1998 from the same period the preceding year. Net income was $122,294 and $209,408 for the quarter ended November 30, 1998 and November 30, 1997, respectively. This represents a 42% decrease. Liquidity and Capital Resources - ------------------------------- Registrant's balance sheet shows a strong capital position. Operations used $284,046 in cash. Cash and cash equivalents increased $24,434 since August 31, 1998. Investing activity provided $308,480 in cash. Registrant expects that there will be sufficient capital to fund its operations during fiscal year 1999. Registrant has no long-term debt and does not anticipate, at this time, that it will be necessary to seek any debt financing in the near future for ongoing operations, but may consider some type of financing for other purposes. Statements included in this Management's Discussion and Analysis or Plan of Operation and elsewhere in this Form 10-QSB, in future filings by the Registrant with the Securities and Exchange Commission and in the Registrant's press releases and oral statements made with the approval of authorized executive officers, if the statements are not historical or current facts, should be considered "forward-looking statements" made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical earnings and those presently anticipated or projected. Registrant wishes to caution the reader not to place undue reliance on any such forward-looking statements, which speak only as of the date made. Part II - Other Information Item 1: Legal Proceedings ----------------- None. Item 2: Changes in Securities --------------------- None. Item 3: Defaults Upon Senior Securities ------------------------------- None. Item 4: Submission of Matters to a Vote of Security Holders --------------------------------------------------- None. Item 5: Other Information ----------------- None. Item 6: Exhibits and Reports on Form 8-K -------------------------------- a. Exhibits -------- Exhibit 27 - Financial Data Schedule. b. Reports on Form 8-K ------------------- One report was filed on Form 8-K during the quarter. On a report dated December 11, 1998, the company announced that it has signed a letter of intent to sell the company to ACS Electronics. SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Technology 80 Inc. ------------------ (Registrant) January 13, 1998 /s/ Duane Markus, President, CEO - ---------------- -------------------------------- (Date) Duane Markus, President, CEO EX-27 2
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