10QSB 1 0001.txt FORM 10-QSB SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 10-QSB (Mark One) |X| Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of 1934. For the quarterly period ended September 30, 2000. |_| Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. For the transition period from ______________to ______________. Commission File No. 0-1921 POWER DESIGNS INC. -------------------------------------------------------------------------------- (Name of Small Business Issuer as specified in its charter) Delaware 11-1708714 ------------------ ---------------- (State or other jurisdiction of (I.R.S. Employer Identificatio nincorporation or organization) Number) 14 Commerce Drive, Danbury, Connecticut 06810 ---------------------------------------- ----- (Address of principal executive offices) (Zip Code) (203) 748-7001 -------------------------------------------------------------------------------- (Issuer's Telephone Number, Including Area Code) -------------------------------------------------------------------------------- (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 |_| 1 APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS Check whether the registrant filed all documents and reports required to be filed by Sections 12, 13 and 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes |X| No |_| APPLICABLE ONLY TO CORPORATE REGISTRANTS State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date. 2,391,493 as of November 17, 1998 Transitional Small Business Issuer Format (check one): Yes |_| No |X| 2 POWER DESIGNS, INC. FORM 10-QSB FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2000 INDEX PART I - FINANCIAL INFORMATION PAGE NO. Item 1. FINANCIAL STATEMENTS Consolidated Balance Sheets as of September 30, 2000 and 1999.................................. 5 Consolidated Statements of Operations for the three months ended September 30, 2000 and 1999........... 6 Consolidated Statements of Changes in Stockholders' Deficit for the three months ended September 30, 2000 and 1999.................................. 7 Consolidated Statements of Cash Flows for the three months ended September 30, 2000 and 1999............ 8 Notes to Consolidated Financial Statements.................... 9 . Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.................................................... 13 PART II - OTHER INFORMATION Item 3. DEFAULTS ON SENIOR SECURITIES................................. 17 Item 6. EXHIBITS AND REPORTS ON FORM 8-K.............................. 18 Signatures................................................................ 19 3 PART I. FINANCIAL INFORMATION Item 1. Financial Statements 4 POWER DESIGNS, INC. Consolidated Balance Sheets (Unaudited) September 30, 2000 and 1999
2000 1999 ------------ ------------ ASSETS Current Assets: Cash $ 101,850 $ 118,200 Accounts receivable, less allowance for doubtful accounts 415,127 376,786 Inventories 928,495 746,846 Prepaid expenses 38,217 31,557 ------------ ------------ Total current assets 1,483,689 1,273,389 ------------ ------------ Equipment and Leasehold Improvements, net 231,517 357,440 Other Assets 156,009 164,937 ------------ ------------ Total assets $ 1,871,215 $ 1,795,766 ============ ============ LIABILITIES AND STOCKHOLDERS' DEFICIT Current Liabilities Debtor in possession facility $ 245,000 $ 245,000 Advances under factoring agreement 31,079 38,860 Accounts payable 380,806 159,120 Accrued expenses 92,833 173,958 Accrued legal fees 9,262 132,751 Accrued interest 4,027 4,027 ------------ ------------ Total current liabilities 763,007 753,716 ------------ ------------ Long-Term Liabilities Liabilities subject to compromise 18,807,248 17,346,647 ------------ ------------ Total liabilities 19,570,255 18,100,363 ------------ ------------ Stockholders' Deficit Common stock , $.0001 par value, 10,000,000 shares authorized 240 240 2,391,493 shares issued and outstanding at September 30, 2000 and 1999 Preferred stock, $.01 par value, 1,000,000 shares authorized; 3,167 3,167 316,743 shares issued and outstanding at September 30, 2000 and 1999 Additional paid-in capital 1,382,807 1,382,807 Accumulated deficit (19,085,254) (17,690,811) ------------ ------------ Total stockholders' deficit (17,699,040) (16,304,597) ------------ ------------ Total liabilities and stockholders' deficit $ 1,871,215 $ 1,795,766 ============ ============
5 Power Designs, Inc. Consolidated Statements of Operations (Unaudited) For The Three Months Ended September 30, 2000 and 1999
3 months ended 3 months ended September 30, 2000 September 30, 1999 ------------------ ------------------ Net Sales $ 729,828 $ 823,912 Cost of Sales 457,268 502,397 ----------- ----------- Gross profit 272,560 321,515 ----------- ----------- Operating Expenses Selling, general and admin. expense 191,844 196,497 Research and development 42,112 43,134 Depreciation and amortization 7,641 8,791 ----------- ----------- 241,597 248,422 ----------- ----------- Income before other income (expense) and reorganization items 30,963 73,093 ----------- ----------- Other income (expense): Investment income 35,840 -- Interest expense (384,175) (388,967) Other (47) (9,600) ----------- ----------- Other expense (348,382) (398,567) ----------- ----------- Loss before reorganization items (317,419) (325,474) Reorganization items 45,645 4,000 ----------- ----------- Net loss $ (363,064) $ (329,474) =========== =========== Weighted average number of common shares outstanding 2,391,493 2,391,493 =========== =========== Net loss per common share $ (0.15) $ (0.14) =========== ===========
6 POWER DESIGNS, INC. Consolidated Statements of Changes in Stockholders' Deficit (Unaudited) For The Three Months Ended September 30, 2000 and 1999
Common Stock Preferred Stock ----------------------------- --------------------------------------------------------------- Additional Shares Par Shares Par Paid In Accumulated Issued Value Issued Value Capital Deficit ----------------------------- --------------------------------------------------------------- Balance, June 30, 1999 2,391,493 $ 240 316,743 $ 3,167 $ 1,382,807 $(17,361,337) Net loss -- -- -- -- -- (329,474) ------------ ------------ ------------ ------------ ------------ ------------ Balance, September 30, 1999 2,391,493 $ 240 316,743 $ 3,167 $ 1,382,807 $(17,690,811) ============ ============ ============ ============ ============ ============ Balance, June 30, 2000 2,391,493 $ 240 316,743 $ 3,167 $ 1,382,807 $(18,722,190) Net Loss -- -- -- -- -- (363,064) ------------ ------------ ------------ ------------ ------------ ------------ Balance, September 30, 2000 2,391,493 $ 240 316,743 $ 3,167 $ 1,382,807 $(19,085,254) ============ ============ ============ ============ ============ ============
7 POWER DESIGNS, INC. Consolidated Statements of Cash Flows (Unaudited) For The Three Months Ended September 30, 2000 and 1999
3 months ended 3 months ended September 30, 2000 September 30, 1999 ------------------ ------------------ Cash Flows From Operating Activities Net loss $(363,064) $(329,474) Adjustments to reconcile net loss to net cash provided by operating activities Depreciation and amortization 36,661 37,932 Reorganization items 45,645 4,000 Changes in operating assets and liabilities: Decrease in accounts receivable 51,621 48,503 Increase in inventories (105,931) (35,972) Decrease in prepaid expenses 13,907 12,646 Decrease in other assets 21,806 -- Increase in accounts payable and accrued expenses 340,606 421,513 --------- --------- Net cash provided by operating activities before reorganization items 41,251 159,148 --------- --------- Reorganization items Reorganization items paid (17,787) (4,000) --------- --------- Net cash provided by operating activities 23,464 155,148 Cash Flows From Financing Activities Advances (repayments) under factoring agreement 31,079 (90,343) --------- --------- Net cash provided by (used in) financing activities 31,079 (90,343) --------- --------- Net increase in cash 54,543 64,805 Cash beginning of period 47,307 53,395 --------- --------- Cash end of period $ 101,850 $ 118,200 ========= =========
8 POWER DESIGNS, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS September 30, 2000 and 1999 -------------------------------------------------------------------------------- Note 1. Basis of Presentation The consolidated financial statements included herein have been prepared by Power Designs, Inc. (the "Company"), without audit, pursuant to the rules and regulations of the Securities and Exchange Commission applicable to a going concern. These rules assume that assets will be realized and liabilities will be discharged in the normal course of business. The Company and its wholly-owned subsidiary filed petitions for relief under Chapter 11 of the United States Bankruptcy Code ("Chapter 11") on January 22, 1998 (the "Filing"). The Debtors are presently operating their business as debtors-in-possession subject to the jurisdiction of the United States Bankruptcy Court for the Bridgeport District of Connecticut (the "Bankruptcy Court"). Certain information and footnote disclosure normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although management of the Company believes that the disclosures are adequate to make the information presented not misleading. These consolidated financial statements should be read in conjunction with the notes thereto. In the opinion of the management of the Company, the consolidated financial statements include all adjustments, consisting of only normal recurring adjustments, necessary to fairly present the results for the interim periods to which these financial statements relate. The results of operations for the three months ended September 30, 2000 are not necessarily indicative of the results to be expected for the full year. The consolidated statements of operations for the periods ended September 30, 2000 and September 30, 1999 include the operations of PDIXF Acquisition Corporation for these same periods respectively. Note 2. - Petition for Relief Under Chapter 11 In the Chapter 11 case, substantially all liabilities as of the date of the Filing are subject to resolution under a plan of reorganization to be voted upon by the Debtors' creditors and stockholders and confirmed by the Bankruptcy Court. Schedules have been filed by the Debtors with the Bankruptcy Court setting forth the assets and liabilities of the Debtors as of the Filing as shown by the Debtors' accounting records. Differences between amounts shown by the Debtors and claims filed by creditors will be investigated and reconciled. The amount and settlement terms for such disputed liabilities are subject 9 to allowance by the Bankruptcy Court. Ultimately the adjustment of the total liabilities of the Debtors remains subject to a Bankruptcy Court approved plan of reorganization, and, accordingly, the amount of such liabilities is not presently determinable. Under the Bankruptcy Code, the Debtors may elect to assume or reject real estate leases, employment contracts, personal property leases, service contracts and other executory pre-petition contracts, subject to Bankruptcy Court approval. The Debtors continue to review leases and contracts, as well as other operational changes, and cannot presently determine or reasonably estimate the ultimate outcome of, or liability resulting from, this review. Claims secured against the Debtors' assets ("secured claims") also are stayed, although the holders of such claims have the right to move the Court for relief from the stay. Secured claims are secured primarily by liens on the Debtor's machinery, equipment and accounts receivable. Note 3. Liabilities Subject to Compromise Liabilities subject to compromise are as follows: Notes payable - affiliated companies $ 7,015,553(a) Notes payable - preferred shareholders 1,087,415(a) Notes payable - seller of assets acquired 990,000(a) Notes payable - others 2,266,500 Accounts payable 2,394,099 Accrued expenses 349,925 Accrued interest 4,372,298 Capital lease obligation 142,872(a) Payables related to 1994 reorganization including accrued interest 188,586 ----------- Total $18,807,248 =========== (a) Notes payable to affiliated companies, preferred shareholders and seller of assets acquired, as well as capital lease obligations, include secured debt, which should be considered, due to various factors, subject to compromise. The Amended Plan of Reorganization filed August 22, 2000 provides for the continuance of allowed secured claims of $1,800,000 against outstanding secured notes of $9,092,968. As a result of this compromise, the Debtor has accrued interest on these, as well as other secured obligations through June 30, 2000. Additional interest in the amount of $371,138 on these secured obligations was accrued for the three months ended September 30, 2000. 10 Note 4. Operating Cash Receipts and Payments The following schedule depicts the operating cash receipts and payments for the post-petition period of July 1, 2000 through September 30, 2000. Cash flows from operating activities: Cash received from customers $ 783,841 Cash paid to suppliers and employees (790,444) Interest paid (12,398) --------- Net cash used in operating activities before reorganization items (19,001) --------- Operating cash flows from reorganization items: Professional fees paid for services in connection with the Chapter 11 proceeding (17,787) --------- Net cash used in reorganization items (17,787) --------- Net cash used in operating activities (36,788) --------- Cash flows from investing activities: Distributions from limited partnership 60,252 --------- Net cash provided by investing activities 60,252 --------- Cash flows from financing activities: Net borrowings under post-petition short-term credit facility 31,079 --------- Net cash provided by financing activities 31,079 --------- Net increase in cash 54,543 Cash Beginning 47,307 --------- Ending $ 101,850 ========= 11 Note 5. Significant Events On May 12, 1998 a Plan of Reorganization was filed by the debtors with the Office of the U.S. Trustee. Negotiations pertaining to the specifics of the Plan of Reorganization among the creditors committee(s) and the debtor resulted in an Amended Plan of Reorganization, which was filed on November 24, 1999 and a Second Amended Plan of Reorganization which was filed on August 22, 2000. The confirmation date for the plan of reorganization has been continued from time to time by the court, as settlement negotiations continue between the debtors and their creditor constituencies. Note 6. Enterprise Wide Disclosures The following table presents revenues from external customers for each of the Company's groups of products for the quarters ended September 30, 2000 and 1999: 2000 1999 -------------------------- Military power supplies $458,668 $398,853 Variable autotransformers 179,093 295,626 Linear power supplies 76,097 57,970 Service support 15,970 71,463 -------------------------- $729,828 $823,912 ========================== 12 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. Current Developments During the first quarter of fiscal year 2001, the issuer, as Debtors-in-Possession, have continued operations on a limited scale. Pursuant to a court order, the issuer retained The Vantage Partners LLC, a management consulting firm, who, together with Melvin A. Becker, Vice President of Operations, continue to comprise existing senior management. Approximately twenty eight individuals are presently employed in the production of the three remaining product lines. Since that time, management's efforts have been concentrated in the following areas: restoring customer relationships, streamlining operating costs, improving manufacturing quality and material procurement efficiencies, and re-establishing credit availability with vendors and suppliers. The company has successfully resolved issues of material procurement with key suppliers and reinstated deteriorating relationships with distributors and customers. Liquidity has been improved by increased shipping levels and a concentrated effort on credit and collection issues with all customers. Despite increased marketing efforts in the areas of product literature development, internet advertisement, and sales representative solicitation, a general decline in military spending has resulted in a reduction in product orders during the first fiscal quarter of 2001. At this writing, both military and commercial orders for product fail to exhibit stable levels of predictability. Open sales orders at September 30, 2000 total $268,440. To combat a declining flow of new orders for military product, the issuer has initiated steps to expand the sale of its off-the-shelf autotransformer and laboratory power supply products. In addition to various advertising measures and several additions to its internal sales force, the issuer has likewise retained the services of various outside sales consultants and manufacturer's representatives in an effort to expand the customer base and increase product revenue. Contemporaneously, a new homepage has been uploaded to the Internet domain, www.powerdesigns.com. This website currently displays an overview of the linear, military and autotransformer product lines. While these efforts are focused on generating increased commercial order levels, there are, however, no assurances that the issuer will be able to effectuate these measures, or that such measures will produce the desired results. Coupled with overhead cost containment measures, the issuer has also completed an engineering effort to redesign certain products in its linear power supply family. These new designs should prove easier and more cost effective to manufacture, as well as provide a greater range of product features and reliability. To date, orders for this family of products continue to languish below the issuer's expectations. Current initiatives to expand the market share include competitive product analysis and re-pricing, coupled with a redirection of product from the distribution channel to direct customer sales. On May 12, 1998 the Issuer and its wholly-owned subsidiary, PDIXF Acquisition 13 Corporation, filed a Plan of Reorganization with the Office of the U.S. Trustee. The Plan is a proposal of Power Design Inc. and PDIXF to their Creditors and holders of Equity Interests. The Plan is the product of discussions with the Debtors' senior secured creditor, Inverness, which has agreed to support the Plan. The Plan undertakes to resolve all secured claims, administrative claims, priority claims, unsecured claims and equity interests. The Debtors believe that the distributions to be made, pursuant to the terms of this Plan, will produce for Creditors not less than they would receive if the Debtors' cases were converted to cases under Chapter 7 of the Code, the Debtors' assets liquidated and appropriate distributions therein were made as required by the Code. A copy of the Plan of Reorganization for Power Designs, Inc. and PDIXF Acquisition Corporation has been attached as an exhibit to the Form 10-QSB for the period ended March 31, 1998. Ongoing negotiations between the Debtors and various creditor committee constituencies resulted in an Amended Plan of Reorganization, which was filed on November 24, 1999 and has been attached as an exhibit to the Form 10-KSB for the period ended June 30,1999. The amended plan provides for the cancellation of all existing equity interests, and the issuance of 2,000,000 new common shares to be divided among Inverness Corporation, Hayes Corporation, and certain unsecured creditors. Approximately $1.8 million of secured debt is proposed to remain post-confirmation and will bear interest at 10% annually. Administrative claims, priority tax claims, and employee priority claims will be paid in accordance with the terms negotiated with the claimants, or in certain cases, those provided by law. Certain unsecured claims of PDIXF Acquisition Corporation will receive a 5% cash settlement in full satisfaction of their outstanding claims. All remaining claims will be deemed unsecured non-priority claims, and their holders will receive a proportionate number of common shares in the reorganized corporation. A Second Amended Plan of Reorganization for Power Designs, Inc. and PDIXF Acquisition Corporation was filed with the Office of the U.S. Trustee on August 22, 2000. This amendment modifies repayment terms for allowed federal and state employee and tax claims, and modifies certain releases and indemnification granted to third party affiliates of the issuer. The Second Amended Plan of Reorganization has been attached as an exhibit to the Form 10-KSB for the period ended June 30, 2000. A settlement hearing on the amended plan has been continued from time to time by the court. Prior to confirmation of the plan, management of the issuer anticipates the resolution of any remaining creditor objections, and all corresponding plan amendments resulting from those resolutions. Should the amended plan not be confirmed, there is significant probability that the case may be converted to a Chapter 7 case. In the instance of a conversion to a Chapter 7 liquidation, there is little likelihood of any value remaining to satisfy the existing equity interests of the Debtors. 14 Liquidity and Capital Resources Pursuant to a court order, the issuer, as debtor-in-possession, has entered into a financing agreement with Venture Partners Ltd., as agent, to borrow working capital, up to a maximum of $400,000. The terms of this agreement call for interest at 20% and a term of 120 days. This debt is collateralized firstly by the machinery and equipment of the issuer, and secondarily by its accounts receivable. A total of $245,000 is presently outstanding on this loan. As of this date, this indebtedness was not paid in full, thereby placing the issuer in default. As of this date, no demand for repayment has been made and all interest payments are current. There are no renewal negotiations pending. Similarly, the issuer, pursuant to a court order, has entered into a receivable factoring agreement with Porter Capital Corporation ("Porter"), whereby trade receivables are sold to Porter at 94% of face value. A 4% and 2% rebate is returned to the issuer if the receivable is collected within 60 and 90 days respectively. Fees to Porter include a minimum of 2% of the face amount of the receivables factored, and an annual interest rate of prime on the outstanding amount advanced. Collateral for this obligation comprises the factored receivables, with a secondary lien on the machinery and equipment of the issuer. In September of 1998 the initial six-month term had elapsed and the right to extend the agreement for a period of one year had been exercised. With this renewal the before mentioned agreement has been modified to a minimum fee of 2.5% for receivables collected within 60 days and an additional 1% for each additional 15 days outstanding to a maximum of 90 days. At September 30, 2000 the issuer had $31,079 in outstanding advances under this factoring agreement. The issuer currently has a net stockholders' deficit of approximately $17,700,000, meaning that amounts owed to its creditors exceed the issuer's assets. Results of Operations First quarter of fiscal 2001 versus first quarter of fiscal 2000. Net sales decreased by 11.5% to $729,828 for the quarter ended September 30, 2000 as compared with $823,912 for the same period in 1999. Similarly, gross profit decreased from $321,515 for the first quarter in fiscal 2000 to $272,560 for the same quarter in fiscal 2001. The resulting decrease was primarily due to the overall decline in new product orders in the commercial autotransformer product line. Cost of sales decreased correspondingly from $502,397 for the first quarter of fiscal 2000 to $457,268 for the same period in fiscal 2001. A substantial portion of the sustained performance is due to the mix of core product sold in the first fiscal quarter, concentrating more predominantly on military and linear power supply sales rather than on autotransformer sales. Quarterly interest and other expense decreased from $398,567 as of September 30, 1999 to $348,382 as of September 30, 2000 primarily as the result of a one-time receipt of investment income related to a New York limited partnership interest owned by the issuer. Continued overhead curtailment contributes to the modest decrease in operating expenses from $248,422 for the quarter ending September 30, 1999 as compared to 15 $241,597 for the quarter ended September 30, 2000. As a result of these conditions, the net loss for the three months ended September 30, 2000 is $363,064, as compared to $329,474 for the same period in fiscal 2000. It is the intention of the present management of the issuer to concentrate its resources on the production of its existing three product lines, to reduce operating and occupancy costs where possible, to improve marketing strategies and further customer relationships, and to replace the debtor-in-possession financing with less costly conventional debt instruments upon confirmation of a plan of reorganization. However, there can be no assurances that the issuer will be able to obtain such additional debt financing, or be successful at streamlining and improving operating results. Certain statements contained in this Item 2 regarding matters that are not historical facts, including, among others, statements regarding the future adequacy of the issuer's working capital, its ability to raise capital through debt or equity offerings, its ability to maintain or improve its present cash flow, are "forward-looking statements". Such forward-looking statements involve risks and uncertainties, which may cause the actual results, performance or achievements of the issuer to be materially different from any future results, performance or achievements, express or implied by such forward-looking statements. These forward-looking statements are identified by their use of forms of such terms and phrases as "expects," "intends," "goals," "estimates," "projects," "plans," "anticipates," "should," "future," "believes," and "scheduled". The variables which may cause differences include, but are not limited to, the following: general economic and business conditions; competition; success of operating initiatives; operating costs; advertising and promotional efforts; the existence or absence of adverse publicity; changes in business strategy or development plans; the ability to retain management; availability, terms and deployment of capital; business abilities and judgement of personnel; availability of qualified personnel; labor and employee benefit costs; availability and costs of raw materials and supplies; and changes in, or failure to comply with, government regulations. Although the issuer believes that the assumptions underlying the forward-looking statements contained herein are reasonable, any of the assumptions could be inaccurate, and therefore, there can be no assurance that the forward-looking statements included in this filing will prove to be accurate. In light of the significant uncertainties inherent in the forward-looking statements included herein, the inclusion of such information should not be regarded as a representation by the issuer or any other person that the objectives and expectations of the issuer will be achieved. 16 PART II. OTHER INFORMATION Item 3. Defaults Upon Senior Securities As of this date the principal amount of the Venture Partners Ltd., as agent indebtedness described at Part I, Item 2 above was not paid in full, thereby placing the issuer in default. As of this date no demand for repayment has been made and all interest payments are current. There are no renewal negotiations pending. 17 Item 6. Exhibits and Reports on Form 8-K (10) Material Contracts (i) Plan of Reorganization for Power Designs, Inc. and PDIXF Acquisition Corporation (incorporated by reference to Exhibit 10(xv) to Form 10-KSB for the fiscal year ended June 30, 1998) (ii) Disclosure Statement for the Plan of Reorganization for Power Designs, Inc. and PDIXF Acquisition Corporation (incorporated by reference to Exhibit 10(xv) to Form 10-KSB for the fiscal year ended June 30, 1998) (iii) Amended Plan of Reorganization for Power Designs, Inc. and PDIXF Acquisition Corporation (incorporated by reference to Exhibit 10(v) to Form 10-KSB for the fiscal year ended June 30, 1999) (iv) Disclosure Statement for the Amended Plan of Reorganization for Power Designs, Inc. and PDIXF Acquisition Corporation (incorporated by reference to Exhibit 10(vi) to Form 10-KSB for the fiscal year ended June 30, 1999) (v) Second Amended Plan of Reorganization for Power Designs, Inc. and PDIXF Acquisition Corporation (incorporated by reference to Exhibit 10(vi) to Form 10-KSB for the fiscal year ended June 30, 2000) (27) Financial Data Schedules (i) Financial Data Schedules 18 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. Date: November 14, 2000 POWER DESIGNS, INC. Danbury, Connecticut (Registrant) By: /s/ Melvin A. Becker ---------------------------------- Melvin A. Becker Secretary By: /s/ Anthony F. Intino II ---------------------------------- Anthony F. Intino II Chief Financial Officer 19