-----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, Sl/3Uc4nbwqyME7Is2lLlkU9GiUGkc/4fLWfa3lcB1StSofgvlEFUbX1i38J7a/u recVI61P9WiLA8Rramb12Q== 0000906602-99-000158.txt : 19990617 0000906602-99-000158.hdr.sgml : 19990617 ACCESSION NUMBER: 0000906602-99-000158 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19990616 ITEM INFORMATION: FILED AS OF DATE: 19990616 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SCAN OPTICS INC CENTRAL INDEX KEY: 0000087086 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] IRS NUMBER: 060851857 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: SEC FILE NUMBER: 000-05265 FILM NUMBER: 99647546 BUSINESS ADDRESS: STREET 1: 169 PROGRESS DR CITY: MANCHESTER STATE: CT ZIP: 06040 BUSINESS PHONE: 8606457878 MAIL ADDRESS: STREET 1: 169 PROGRESS DR CITY: MANCHESTER STATE: CT ZIP: 06040 8-K/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported)______June 16,1998____ Commission File No. 0-5265 SCAN-OPTICS, INC. (Exact name of registrant as specified in its charter) Delaware 06-0851857 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 169 Progress Drive, Manchester, CT 06040 (Address of principal executive offices) Zip Code (860) 645-7878 (Registrant's telephone number, including area code) Explanatory Note The Company is filing this Form 8-K/A to amend Item 7, Financial Statements and Exhibits, of Form 8-K, filed on June 30, 1998, to include historical financial statements of the business acquired for the interim period that were not available at the time of filing.
SOUTHERN COMPUTER SYSTEMS, INC. Balance Sheet (Unaudited) Assets June 15, 1998 ------------- Current Assets: Cash $ 106,000 Trade accounts receivable, less allowance for doubtful accounts of $758,000 and $50,000 at June 15, 1998 and December 31, 1997, respectively 311,000 Inventory Prepaid expenses 9,000 Other current assets 16,000 ------------- Total current assets 442,000 Equipment, furniture and fixtures, net of accumulated depreciation of $932,000 and $866,000 at June 15, 1998 and December 31, 1997, respectively 331,000 Investment in Imaging Business Machines, LLC 10,000 Other assets 82,000 ------------- $ 865,000 ============= Liabilities and Stockholders' Equity Current Liabilities: Bank overdraft $ Borrowing under the line of credit 871,000 Notes payable to bank 508,000 Notes payable to Scan-Optics,Inc. 486,000 Current portion of long-term debt Accounts payable 526,000 Accrued expenses 81,000 Deferred revenue 113,000 Other current liabilities 103,000 ------------- Total Current Liabilities 2,688,000 Long-term debt, excluding current portion ------------- Total Liabilities 2,688,000 Stockholders' equity: Common stock, $1 par value, authorized and issued 1,000 shares 1,000 Additional paid-in capital 13,000 Retained earnings (1,632,000) ------------- (1,618,000) Cost of 516-2/3 shares of common stock held in treasury (205,000) ------------- Net stockholders' equity (1,823,000) ------------- $ 865,000 ============= See accompanying notes to financial statements.
SOUTHERN COMPUTER SYSTEMS, INC. Statements of Operations (Unaudited) From January 1, 1998 to June 15, 1998 -------------------- Net revenues $ 1,761,000 Costs and expenses: Costs of revenues 2,899,000 Sales and marketing 356,000 Research and development 371,000 General and administrative 247,000 ------------- Total costs and expenses 3,873,000 ------------- (Loss) from operations (2,112,000) Other income (expense): Interest expense (41,000) Other expense (649,000) ------------- Total other expense (690,000) ------------- Net (loss) $ (2,802,000) ============= See accompanying notes to financial statements
SOUTHERN COMPUTER SYSTEMS, INC. Statement of Cash Flows (Unaudited) From January 1, 1998 to June 15, 1998 ------------------- Reconciliation of net (loss) to net cash provided by (used in) operating activities: Net (loss) $ (2,802,000) Adjustments to reconcile net income to net cash provided by (used in) operating activities: Depreciation and amortization 58,000 Decrease in trade accounts receivable 1,855,000 Decrease in inventory 69,000 Decrease in prepaid expenses 36,000 Decrease in other assets 49,000 Increase in accounts payable 42,000 Decrease in deferred revenue (109,000) Increase in other current liabilities 103,000 ------------- Total adjustments 2,103,000 ------------- Net cash used in operating activities (699,000) ------------- Cash flows from investing activities: Purchase of equipment, furniture and fixtures (84,000) ------------- Net cash used in investing activities (84,000) Cash flows from financing activities: Decrease in bank overdraft (207,000) Stockholders' distributions (156,000) Net increase in bank credit line borrowing 786,000 Principal payments on long-term debt (35,000) Note payable to Scan-Optics, Inc. 486,000 ------------- Net cash provided by financing activities 874,000 ------------- Net increase in cash 91,000 Cash at beginning of year 15,000 ------------- Cash at end of year $ 106,000 ============= See accompanying notes to financial statements.
Note 1 - Basis of Presentation The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the period from January 1, 1998 to June 15, 1998 are not necessarily indicative of the results that may be expected for the year ending December 31, 1998. For further information, refer to the Scan-Optics, Inc., Form 10Q/A, filed September 14, 1998, for the period ended June 30, 1998. Note 2 - Notes Payable and Long-term Debt The Company has a $750,000 line of credit with the National Bank of Commerce, which is secured by the Company's trade accounts receivable and inventories and the personal guarantee of certain Company officers and shareholders. Interest on the outstanding balance accrues at the bank's prime rate (8.5 percent at June 15, 1998 and 8.0 percent at December 31, 1997). Borrowings under the line of credit totaled $705,775 and $85,054 at June 15, 1998 and December 31, 1997, respectively. The line of credit matures on July 2, 1998. The Company has a term loan with the National Bank of Commerce which bears interest at the bank's prime rate (8.5 percent at June 15, 1998 and 8.0 percent at December 31, 1997). The balance of the term loan is $12,601 at June 15, 1998, maturing on May 2, 1999. The Company has two other lines of credit with National Bank of Commerce which bear interest at 8.5 percent at June 15, 1998 and 9.0 percent at December 31, 1997, and are secured by certain equipment and fixtures, trade accounts receivable, inventories and the personal guarantees of certain Company officers. The balances at June 15, 1998 are $150,000 maturing July 2, 1998, and $500,045 maturing May 2, 1998. Note 3 - Income Taxes The Company, with the consent of its stockholders, elected under the Internal Revenue Code to be taxed as an S Corporation effective March 1, 1987. The Company is not liable for income taxes as the stockholders of an S Corporation are taxed on their proportionate share of the Company's taxable income. 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. SCAN-OPTICS, INC. (Registrant) Date June 16, 1999 /ss/ James C. Mavel Chairman, Chief Executive Officer, President and Director Date June 16, 1999 /ss/ Michael J. Villano Chief Financial Officer, Vice President and Treasurer -----END PRIVACY-ENHANCED MESSAGE-----