-----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, NTjMa9wvmSLOhFvrey6AD/JJxf5P7cKd8WKAmPyX02TjAa15rusf3Et6YxIvYG/l aalnnPOxa/LVS1S+zJWlBA== 0001047469-99-032239.txt : 19990817 0001047469-99-032239.hdr.sgml : 19990817 ACCESSION NUMBER: 0001047469-99-032239 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990630 FILED AS OF DATE: 19990816 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BIO MEDICAL AUTOMATION INC CENTRAL INDEX KEY: 0000812152 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] IRS NUMBER: 840922701 STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: SEC FILE NUMBER: 000-16335 FILM NUMBER: 99690854 BUSINESS ADDRESS: STREET 1: 7450 EAST JEWELL AVE STE A CITY: DENVER STATE: CO ZIP: 80231 BUSINESS PHONE: 3033680401 MAIL ADDRESS: STREET 1: 7450 E JEWELL AVE STREET 2: STE A CITY: DENVER STATE: CO ZIP: 80231 FORMER COMPANY: FORMER CONFORMED NAME: OZO DIVERSIFIED AUTOMATION INC /CO/ DATE OF NAME CHANGE: 19920703 10QSB 1 10QSB FORM 10-QSB U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 (Mark One) (X) QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 1999 ( ) TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from _________ to ________ Commission File No. 0-16335 BIO-MEDICAL AUTOMATION, INC. 7450 East Jewell Avenue, Suite A Denver, Colorado 80231 Telephone (303)-368-0401 COLORADO 84-0922701 - ------------------------ ------------------------------------ (State of Incorporation) (IRS Employer Identification Number) Indicate by check mark 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 June 30, 1999, Registrant had 643,128 shares of its $0.10 par value common stock outstanding. 1 PART I - FINANCIAL INFORMATION Bio-Medical Automation, Inc. (formerly OZO Diversified Automation, Inc.) BALANCE SHEETS ASSETS
JUNE 30, 1999 DECEMBER 31, 1998 ------------- ----------------- (Unaudited) CURRENT ASSETS Cash $490,592 $8,150 Notes receivable, net 8,150 ---- Net assets of discontinued operations ---- 116,901 ------------ ------------ Total Current Assets 498,742 125,051 ------------ ------------ PATENT COSTS 16,243 12,534 ------------ ------------ TOTAL ASSETS $514,985 $137,585 ------------ ------------ ------------ ------------ LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIENCY) JUNE 30, 1999 DECEMBER 31, 1998 ------------- ----------------- (Unaudited) CURRENT LIABILITIES Accounts payable and accrued expenses $32,178 $11,586 Current portion of long-term debt ---- 130,000 Note payable - related parties ---- 89,830 ------------ ------------ Total Current Liabilities $32,178 231,416 ------------ ------------ SHAREHOLDERS' EQUITY (DEFICIENCY) Preferred stock $0.10 par value, Authorized 1,000,000 shares, Issued - none Common stock, $0.10 par value, Authorized 5,000,000 shares, Issued and outstanding - 643,128 (1999), 643,160 64,313 64,316 (1998) Capital in excess of par value 1,312,049 1,312,110 Accumulated deficit (893,555) (1,470,257) ------------ ------------ Total Shareholders' Equity (Deficiency) 482,807 (93,831) ------------ ------------ TOTAL LIABILITIES & SHAREHOLDERS' EQUITY $514,985 $137,585 ------------ ------------ ------------ ------------
See accompanying notes to the financial statements 2 Bio-Medical Automation, Inc. (formerly OZO Diversified Automation, Inc.) STATEMENT OF OPERATIONS (UNAUDITED)
Three Months Ended June 30, ----------------------------- 1999 1998 ----------- ---------- Revenue $-------- $-------- ----------- ---------- Operating Expenses: General & Administrative 68,562 31,000 Research & Development ---- 5,149 Interest ---- 2,600 ----------- ---------- (LOSS) FROM CONTINUING OPERATIONS (68,562) (38,749) ----------- ---------- DISCONTINUED OPERATIONS Loss from discontinued operations ---- (35,531) ----------- ---------- NET LOSS ($68,562) ($74,280) ----------- ---------- ----------- ---------- INCOME (LOSS) PER COMMON SHARE - BASIC Continuing operations ($0.11) ($0.08) Discontinued operations $---- ($0.07) ----------- ---------- NET INCOME (LOSS) PER COMMON SHARE ($0.11) ($0.15) ----------- ---------- ----------- ---------- WEIGHTED AVERAGE COMMON SHARES OUTSTANDING - BASIC 643,128 481,497 ----------- ---------- ----------- ----------
See accompanying notes to the financial statements 3 Bio-Medical Automation, Inc. (formerly OZO Diversified Automation, Inc.) STATEMENT OF OPERATIONS (UNAUDITED)
Six Months Ended June 30, ----------------------------- 1999 1998 ----------- ---------- Revenue $-------- $-------- ----------- ---------- Operating Expenses: General & Administrative 101,035 46,175 Research & Development 2,302 10,298 Interest 4,420 4,202 ----------- ---------- (LOSS) FROM CONTINUING OPERATIONS (107,757) (60,675) ----------- ---------- DISCONTINUED OPERATIONS Income from discontinued operations 684,459 16,733 ----------- ---------- INCOME (LOSS) BEFORE TAXES 576,702 (43,942) INCOME TAX EXPENSE 225,000 ---- TAX BENEFIT OF NET OPERATING LOSS CARRYFORWARDS (225,000) ---- ----------- ---------- NET INCOME (LOSS) $576,702 ($43,942) ----------- ---------- ----------- ---------- INCOME (LOSS) PER COMMON SHARE - BASIC Continuing operations ($0.19) ($0.13) Discontinued operations $1.09 $0.04 ----------- ---------- NET INCOME (LOSS) PER COMMON SHARE $0.90 ($0.09) ----------- ---------- ----------- ---------- INCOME (LOSS) PER COMMON SHARE - DILUTED Continuing operations ($0.17) Discontinued operations $1.06 ----------- NET INCOME (LOSS) PER COMMON SHARE $0.89 ----------- ----------- WEIGHTED AVERAGE COMMON SHARES OUTSTANDING - BASIC 643,128 478,164 ----------- ---------- ----------- ---------- WEIGHTED AVERAGE COMMON SHARES OUTSTANDING -- DILUTED 650,628 ----------- -----------
See accompanying notes to the financial statements 4 Bio-Medical Automation, Inc. (formerly OZO Diversified Automation, Inc.) STATEMENTS OF CASH FLOWS (UNAUDITED)
SIX MONTHS ENDED JUNE 30, ---------------------------- 1999 1998 ---------- --------- Cash flows from operating activities: Net Income (Loss) $576,702 $43,942 Adjustments to reconcile net income (loss)to net cash Used in operating activities: Decrease (increase) in assets: (Increase) in accounts receivable (8,150) ----- Increase in accounts payable and accrued Expenses 20,594 ----- Discontinued Operations: Operating cash (used) provided 116,103 (34,575) Depreciation & amortization 7,929 23,770 ---------- --------- Net cash provided (used) by operating activities 713,178 (54,747) ---------- --------- Cash flows from investing activities: Payments for patent costs (3,709) ----- ---------- --------- Net cash (used) by investing activities (3,709) ----- ---------- --------- Cash flows from financing activities: Proceeds from officer loan 40,000 165,000 Payments on officer loan (54,830) (87,113) Proceeds from issuance of common stock ---- 5,500 Payments on common stock retired (64) ---- Payments on director loan (75,000) ---- Cash repayments by continuing operations (130,000) ---- Cash repayments by discontinued operations (7,133) (28,640) ---------- --------- Net cash (used) provided by financing activities (227,027) 54,747 ---------- --------- Net increase (decrease) in cash 482,442 ----- Cash at beginning of period 8,150 ----- ---------- --------- Cash at end of period $490,592 $----- ---------- --------- ---------- ---------
See accompanying notes to the financial statements 5 Bio-Medical Automation, Inc. (formerly OZO Diversified Automation, Inc.) NOTES TO FINANCIAL STATEMENTS THREE MONTHS ENDED JUNE 30, 1999 AND 1998 (UNAUDITED) The unaudited financial statements included herein were prepared from the records of the Company in accordance with Generally Accepted Accounting Principles and reflect all adjustments which are, in the opinion of Management, necessary to provide a fair statement of the results of operation and financial position for the interim periods. Such financial statements generally conform to the presentation reflected in the Company's Form 10-KSB filed with the Securities and Exchange Commission for the year ended December 31, 1998. The current interim period reported herein should be read in conjunction with the Company's Form 10-KSB subject to independent audit at the end of the year. The results of operations for the three months and the six months ended June 30, 1999, are not necessarily indicative of the results that may be expected for the year ending December 31, 1999. Note 1 - A summary of significant accounting policies is currently on file with the Securities and Exchange Commission on Form 10-KSB. 6 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS As a result of the completion of the sale of substantially all of the Company's assets to JOT Automation, Inc., in March 1999 (the "JOT Transaction"), the Company's historical business, the depaneling and routing business, is considered to be a "discontinued operation" and, consequently, provides no benefit to persons seeking to understand the Company's financial condition or results of operations. Consequently, this Management's Discussion and Analysis is divided into two parts: DISCUSSION OF CONTINUING OPERATIONS and DISCUSSION OF DISCONTINUED OPERATIONS. Management believes that the discussion of continuing operations is more meaningful for an understanding of the Company. DISCUSSION OF CONTINUING OPERATIONS - RESULTS OF OPERATIONS Substantially all of the Company's operations prior to the completion of the JOT Transaction were devoted to the Company's historical business. Only a small portion of the Company's general and administrative expense ($101,035 during 1999) and of the Company's research and development expense ($2,302 during 1999) were devoted to the assets the Company retained, relating to the technology for and the development of the prototype micro robotic device. In addition, the Company's continuing operations accounted for approximately $4,420 of interest expense. Following the completion of the JOT Transaction, the Company retained certain intellectual property assets, which are potentially valuable for the development of a prototype micro-robotic device. This device had been under development by an officer of the Company prior to the completion of the JOT Transaction and the Company expected that this development would continue after the JOT Transaction was completed. As discussed in other reports filed by the Company, a significant amount of work is required within certain specialized disciplines to complete the development of the prototype device. Because of the unanticipated unavailability of the officer who had developed the intellectual property since the completion of the JOT Transaction, the Company has been unable to progress further with its development of the technology or the prototype device. As described in other reports filed by the Company, because of the uniqueness of the technology and other factors, there can be no assurance that the Company will be able to successfully develop the prototype even if the officer is able to devote sufficient time to the project. As a result, the Company is in the process of obtaining an independent third party evaluation of the technology before determining whether to reconsider or revise its previously announced plan of operations. 7 The Company's continuing operations accounted for no revenues during the quarters ended June 30, 1999, or June 30, 1998, or the six months ended June 30, 1999, or June 30, 1998. As a result of the small amount of operations devoted to the Company's continuing business, the Company recognized a net loss of $68,562 from its continuing operations in the quarter ended June 30, 1999, and $38,749 in the quarter ended June 30, 1998. The Company recognized a net loss of $107,757 from its continuing operations for the six months ended June 30, 1999, and a net loss of $60,675 for the six months ended June 30, 1998. The Company believes that this loss from continuing operations will continue to increase during 1999, and thereafter, until (if ever) the prototype micro robotic device has been developed and can be commercialized. If the Company continues with the development of the prototype device, the Company expects to spend $600,000 for research and development and for general and administrative expenses through approximately June 2000. If the Company elects not to proceed with the development of the prototype device, because of the unavailability of the former officer who has developed the technology to this point, an unfavorable third party evaluation, or other reasons, the Company will have to redefine its plan of operations. General and administrative expenditures will be directed to maintaining the Company's status as a public company, including (without limitation) filing reports with the Securities and Exchange Commission. Even if the Company decided to continue the development of the prototype device, there can be no assurance that it will be able to do so with the remaining funds or expertise. Even if they are able to complete the prototype micro robotic device, there can be no assurance that the device will be able to generate revenues for the Company. Unless the Company is able to generate revenues from (or after) the development of the prototype micro robotic device and related technology, or from other activities if the Company determines not to proceed with the development of the prototype device, the Company's ability to continue as a going concern will be significantly impaired. As a result of the completion of the JOT Transaction, the Company has a significant amount of liquidity--approximately $468,000 as of June 30, 1999. The Company expects to spend this working capital to pursue its plan of operations, although the plan of operations may change significantly as future circumstances dictate. Unless the Company is able to generate revenues from (or after) the development of the prototype micro robotic device and related technology, the Company's liquidity will erode until no amounts remain. Consequently, the Company's financial condition is entirely dependent on the successful development of the prototype micro robotic device and related technology, of which there can be no assurance. 8 DISCUSSION OF DISCONTINUED OPERATIONS - RESULTS OF OPERATIONS For the six months ended June 30, 1999, the Company had revenues of approximately $525,000, a 47% decrease from revenues of approximately $993,000, recorded for the first six months of 1998. The decrease in revenues is primarily a result of no revenues being generated by discontinued operations in the second quarter of 1999. Since the Company sold its depaneling and routing business to JOT Automation, Inc., in the "JOT Transaction" as described elsewhere in this report, the Company no longer has any interest in continuing revenues from, or assets associated with, its former depaneling and routing business. 9 Year 2000 Compliance Although there can be no assurance, the company does not anticipate that it will suffer any adverse impact as a result of Year 2000 (Y2K) computer software issues either as a result of third party non-compliance or as a result of internal matters. None of the information technology or other software and hardware systems utilized by the Company incorporates technology that is incapable of recognizing dates beyond December 31, 1999. In making the foregoing determination, the Company has assessed embedded systems contained in its facility and manufacturing equipment. As a result, the Company has not established a contingency plan to come into effect in the event of a Y2K catastrophe and management does not believe that such a plan is necessary. Of course, the Company is dependent on facilities outside of their control, such as electrical power supplies, banking facilities, transportation facilities (such as airlines) and communications facilities. While the Company believes, based on public reports and some notifications it has received, that these outside facilities are or will be Y2K compliant, the Company does not have any other basis for determining their compliance. The operations of the Company would be significantly and adversely affected if any of these facilities are adversely affected by the millennium and other issues related to Y2K. Except for historical information contained herein, the statements in this report are forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties, which may cause the Company's actual results in future periods to differ materially, from forecasted results. These risks and uncertainties include, among other things, product demand and acceptance, market competition, and risks inherent in the Company's international operations. These and other risks are described elsewhere herein and in the Company's other filings with the Securities and Exchange Commission. 10 PART II - OTHER INFORMATION Bio-Medical Automation, Inc. (formerly OZO Diversified Automation, Inc.) Items 1-4 Not Applicable. Item 5 On March 9, 1999, the Company completed the sale of substantially all of its assets to JOT Automation, Inc., as more completely described in the Company's current report on Form 8-K reporting an event of March 9, 1999, which report is incorporated herein. Item 6 Exhibits and Reports on Form 8-K a) Exhibits - none b) Report on Form 8-K reporting events under Items 2 and 5 of March 9, 1999, as amended. Item 7 Not Applicable 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. BIO-MEDICAL AUTOMATION, INC. By: /s/ DAVID J. WOLENSKI /s/ BRANTLEY J. HALSTEAD --------------------- ------------------------ David J. Wolenski Brantley J. Halstead Principal Executive Officer Principal Accounting Officer Principal Financial Officer Chief Financial Officer Dated: August 13, 1999 11 EX-27 2 EXHIBIT 27
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM FORM 10-QSB FOR THE PERIOD ENDED JUNE, 1999 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 6-MOS DEC-31-1999 JAN-01-1999 JUN-30-1999 490,592 0 8,150 0 0 498,742 0 0 514,985 32,178 0 0 0 64,313 1,312,049 514,985 0 0 0 107,757 0 0 0 (107,757) 0 (107,757) 684,459 0 0 576,702 0.90 0.89
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