-----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, VawBRhHKJwcJNRsASvFbbr+umXa/1aQjLZGOnfFBCuvDWrAtLvuSnV0hAD4NwMxn lzzbqV3l8Xuvww5cNydfmg== 0000812083-99-000002.txt : 19990513 0000812083-99-000002.hdr.sgml : 19990513 ACCESSION NUMBER: 0000812083-99-000002 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990331 FILED AS OF DATE: 19990512 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LOGITEK INC /NY CENTRAL INDEX KEY: 0000812083 STANDARD INDUSTRIAL CLASSIFICATION: INSTRUMENTS FOR MEAS & TESTING OF ELECTRICITY & ELEC SIGNALS [3825] IRS NUMBER: 112203507 STATE OF INCORPORATION: NY FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-15545 FILM NUMBER: 99618301 BUSINESS ADDRESS: STREET 1: 101 CHRISTOPHER ST CITY: RONKONKOMA STATE: NY ZIP: 11779 BUSINESS PHONE: 5164674200 MAIL ADDRESS: STREET 1: 101 CHRISTOPHER ST STREET 2: 101 CHRISTOPHER ST CITY: RONKONKOMA STATE: NY ZIP: 11779 10-Q 1 Form 10-QSB CONFORMED Securities and Exchange Commission Washington, D.C. 20549 (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1999 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from Commission File Number 0-15545 Logitek, Incorporated (Exact name of registrant as specified in its charter) New York No. 11-2203507 State or other jurisdiction of (I.R.S Employer incorporation or organization Identification No.) 101 Christopher St., Ronkonkoma, N.Y. 11779 (Address of principal executive offices and ZIP Code) Registrant's Telephone Number, including area code 516-467-4200 Securities registered pursuant to Section 12(g) of the Act: Common Stock, $.01, par value None Title of Class Name of each exchange on which registered Check whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 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 As of November 1,1998, their were 3,375,731 shares of common stock outstanding. LOGITEK, INC. Quarterly Report on Form 10-QSB INDEX Page # Part 1:FINANCIAL INFORMATION Item 1.Financial Statements Balance Sheets as of March 31, 1999 and June 30, 1998 3 Statements of Operations and Retained Earnings for the Nine and Three Months Ended March 31, 1999 and 1998 4 Statements of Cash Flows for the Nine and Three Months Ended March 31, 1999 and 1998 5 Notes to Financial Statements 6 Item 2.Management's Discussion and Analysis of Financial Condition and Results of Operations 7 Part II:OTHER INFORMATION Item 4.Submission of Matters to a Vote of Security Holders Item 6.Exhibits and Reports on Form 8-K a) Exhibits 9 b) Reports on Form 8-K 9 Signatures 10 PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS LOGITEK, INC BALANCE SHEETS ASSETS March 31, June 30 1999 1999 (unaudited) Current Assets: Cash $393,526 $429,713 Accounts Receivable 599,557 676,704 Inventories (Note 2) 1,123,604 1,061,103 Prepaid expenses and other 37,988 15,332 Total Current Assets 2,154,675 2,182,852 Property and equipment, less accumulated depreciation 614,434 680,134 Other Assets: Deferred Income Taxes, State 7,000 7,000 Goodwill 34,441 34,441 Other 41,585 48,695 Total Assets 2,852,135 2,953,122 LIABILITIES AND STOCKHOLDERS' EQUITY: Current Liabilities: Current portion of debt $47,395 $90,525 Capitalized lease obligation 24,405 22,123 Accounts payable 265,475 324,736 Accrued expenses 119,829 194,398 Total current liabilities 457,104 631,782 Capitalized lease obligation,less current portion 57,481 75,350 Long-term debt, less current maturities 265,093 300,360 Deferred income taxes 52,000 52,000 Total Liabilities 831,678 1,059,492 STOCKHOLDERS' EQUITY Common stock, $.01 par value; authorized 10,000,000 shares; issued 3,600,000 shares 36,000 36,000 Capital in excess of par value 280,355 280,355 Retained earnings 1,724,310 1,597,483 Sub-total 2,040,665 1,913,838 Less:Treasury shares, at cost, 176,000 shares (20,208) (20,208) Total stockholders' equity 2,020,457 1,893,630 Total liabilities and stockholders' equity$2,852,135 $2,953,122 See notes to the financial statements. LOGITEK, INC STATEMENTS OF OPERATIONS AND RETAINED EARNINGS For the Three and Nine Months Ended March 31, 1999 and 1998 (Unaudited) Three Months Ended Nine Months Ended March 31, March 31, 1999 1998 1999 1998 Net sales $1,002,260 $1,249,888 $3,313,114 $3,560,150 Cost of goods sold 678,099 703,348 2,106,039 2,112,834 Gross profit 324,161 546,540 1,207,075 1,447,316 Operating expenses: Selling 66,575 84,928 259,219 249,841 General and administrative 183,606 203,770 533,021 554,889 Research and development 53,638 52,834 204,748 130,754 Total operating expenses 303,819 341,532 996,988 935,484 Income (loss) from operations 20,342 205,008 210,087 511,832 Other (income) expense: Interest expense, net 17,156 11,899 48,263 40,464 Legal settlement (Note 4) 0 0 0 0 Total other (income) expense 17,156 11,899 48,263 40,464 Income (loss) before provision for income taxes 3,186 193,109 161,824 471,368 Provision for income taxes (Note 3) 0 70,000 35,000 184,000 Net income (loss) 3,186 123,109 126,824 287,368 Retained earnings, beginning of period 740,826 568,165 612,152 517,919 Retained earnings, end of period 1,724,310 1,484,059 1,724,310 1,484,059 Per share amounts Net income (loss) $0.00 $0.03 $0.04 $0.08 Weighted average shares outstanding 3,375,731 3,412,059 3,375,731 3,412,059 See notes to financial statements. LOGITEK, INC. STATEMENTS OF CASH FLOWS For the Nine and Three Months Ended March 31, 1999 and 1998 (Unaudited) Three Months Ended Nine Months Ended March 31, March 31, 1999 1998 1999 1998 Net income (loss) $3,186 $123,109 $126,824 $287,368 Adjustments to reconcile net income (loss) to cash provided (used) by operations: Depreciation 21,900 23,250 65,700 69,750 Accounts receivable 26,278 150,981 77,147 (138,413) Inventories (2,500) 30,500 (62,501) 20,289 Prepaid expenses and other (4,910) 13,517 (22,651) 14,973 Other assets 5,915 (4,241) 7,110 (3,333) Accounts payable (101,809) (76,039) (59,261)(104,064) Accrued expenses (19,774) 85,159 (74,569) 109,955 Deferred taxes 0 10,000 0 50,000 Total adjustments (74,900) 233,127 (69,025) 19,157 Net cash provided (used) by operating activities (71,714) 356,236 57,799 306,525 Cash flows from investing activities: Acquisition of equipment 0 (25,992) 0 (25,992) Net cash provided by investing activities 0 (25,992) 0 (25,992) Cash flows from financing activities: Repayment of long-term debt (24,740) (38,137) (78,397)(109,742) Capitalized lease obligation (1,871) (6,245) (15,589) (16,782) Net cash (used) by financing activities (26,611) (44,382) (93,986)(126,524) Net increase (decrease)in cash (98,325) 285,862 (36,187) 154,009 Cash, beginning of period 491,851 261,944 429,713 393,797 Cash, end of period $393,526 $547,806 $393,526 $547,806 Supplemental disclosures: Cash paid for: Interest $17,156 $11,899 $48,263 $40,464 See notes to financial statements. LOGITEK, INC. Notes to Financial Statements Note 1 - Basis of Presentation The financial statements included herein have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission and reflect all adjustments which are, in the opinion of management, necessary to present fairly the information required therein. Certain information and footnote disclosures normally included in the financial statements prepared in accordance with generally accepted accounting principles have been omitted pursuant to such rules and regulations, although management believes that the disclosures are adequate to make the information presented not misleading. It is suggested that these financial statements be read in conjunction with the financial statements and notes thereto included in the Company's Form 10-KSB filed with the Securities and Exchange Commission for the year ended June 30, 1998. The results of operations for the three and nine months ended March 31, 1999 are not necessarily indicative of the results of operations to be expected for the full year. NOTE 2 - Inventories Inventories consisted of the following: March 31, June 30, 1999 1998 Raw materials $609,618 $547,117 Work-in-process 347,760 347,760 Finished goods 166,226 166,226 Total $1,123,604 $1,061,103 For the three and nine months ended March 31,1999 the Company used the gross profit method to calculate ending inventory values. Note 3 - Provision for Income Taxes Income taxes were different from the amounts computed by applying the federal income tax rate to the income before taxes due to the following: Three Months Ended Nine Months Ended 3/31/99 3/31/98 3/31/99 3/31/98 Statutory rate 34% 34% 34% 34% State income taxes,net of federal tax benefit 2 4 2 4 Deferred Tax Provision 0 6 0 10 General business credit (36) (8) (14) (9) Effective tax rate 00% 36% 22% 39% ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following table presents selected financial information for the periods March 31, 1999 and 1998, respectively. Three Months Ended Nine Months Ended March 31, March 31, 1999 1998 1999 1998 Net sales $1,002,260 $1,249,888 $3,313,114 $3,560,150 Gross profit $324,161 $546,540 $1,207,075 $1,447,316 Gross margin 32.3% 43.7% 36.4% 40.7% Operating expenses $303,819 $341,532 $996,988 $935,484 Legal settlement income - - - - Net income (loss) $3,186 $123,109 $126,824 $287,368 General Logitek, Inc. (the "Company") reported a profit of $126,824 for the nine months ended March 31, 1999 versus a profit of $287,368 for the prior year period.For the quarter ended March 31, 1999 the Company reported a profit of $3,186 compared to a profit of $123,109 for the prior year quarter. Results of Operations Net sales for the first nine months of fiscal 1999 were $3,313,114 compared to $3,560,150 or a decrease of $247,036. Net sales for the quarter ended March 31, 1999 were $1,002,260 compared to $1,249,888 or an decrease of $247,628. Gross profit decreased to 36.4% in the current nine month period compared to 40.7% for the prior year. This decrease is attributable to decreased sales with similar manufacturing overhead. Operating expenses for the nine months ended March 31, 1999 increased $61,504. This occurred as a result of additional general and administrative overhead incurred. Liquidity As of March 31, 1999 and June 30, 1998 the Company had cash on hand of $393,526 and $429,713, respectively; and, as of March 31, 1999 the Company's current ratio was 4.71 compared to 3.46 as of June 30, 1998. Total borrowings were $394,374 at March 31, 1999,and $ 488,358 at June 30, 1998. This represents a decrease of $93,984. The Company does not anticipate any new borrowings, however, if the need arises to purchase equipment in its continuing effort to modernize its manufacturing capability it is the Company's intention to lease such equipment rather than purchase in order to conserve as much cash as possible. PART II - OTHER INFORMATION Item 4. Exhibits and Reports on Form 8-K a) Exhibits- There are no exhibits being filed with this report b) Reports on Form 8-K On March 30,1999 Logitek announced that it had entered into an Agreement and Plan of Merger dated March 29,1999(the "Merger Agreement") with Herbert L. Fischer,solely in his capacity as trustee of, and on behalf of,the trust forming a part of the Logitek's Employee Stock Ownership Plan, North Atlantic Instruments, Inc., a New York corporation ("North Atlantic") and NAI, Inc., a New York corporation and wholly owned subsidiary of North Atlantic (" Merger Sub"). Pursuant to the Merger Agreement, Merger Sub will be merged with and into Logitek with Logitek continuing as the surviving corporation and becoming a wholly owned subsidiary of North Atlantic. Each shareholder of Logitek, at the effective time of the merger, will receive $.915 per share,in cash,without interest, subject to adjustment based on the net worth of Logitek, in accordance with the provisions of the Merger Agreement. Consumnation of the merger is subject to the approval of the shareholders of Logitek and to certain specified closing conditions. SIGNATURES Pursuant to the requirements of The Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. LOGITEK, INC. Registrant Date: 5/12/99 By: Herbert L. Fischer President and Chief Executive Officer EX-27 2
5 9-MOS JUN-30-1999 MAR-31-1999 393,526 0 599,557 0 1,123,604 2,154,675 614,434 0 2,852,135 457,104 0 0 0 36,000 2,004,665 2,852,135 3,313,114 3,313,114 2,106,039 996,988 0 0 48,263 161,824 35,000 126,824 0 0 0 126,824 .04 .04
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