0001144204-19-039008.txt : 20190812 0001144204-19-039008.hdr.sgml : 20190812 20190812061224 ACCESSION NUMBER: 0001144204-19-039008 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190812 ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20190812 DATE AS OF CHANGE: 20190812 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ENCISION INC CENTRAL INDEX KEY: 0000930775 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 841162056 STATE OF INCORPORATION: CO FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11789 FILM NUMBER: 191014322 BUSINESS ADDRESS: STREET 1: 6797 WINCHESTER CIRCLE CITY: BOULDER STATE: CO ZIP: 80301 BUSINESS PHONE: 3034442600 MAIL ADDRESS: STREET 1: 6797 WINCHESTER CIRCLE CITY: BOULDER STATE: CO ZIP: 80301 FORMER COMPANY: FORMER CONFORMED NAME: ELECTROSCOPE INC DATE OF NAME CHANGE: 19960502 8-K 1 tv527291_8k.htm FORM 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported) August 12, 2019

 

ENCISION, INC.

(Exact name of registrant as specified in its charter)
 
Colorado 0-28604 84-1162056
(State or other jurisdiction
of incorporation)
(Commission
File Number)

(I.R.S. Employer
Identification No.)

     
6797 Winchester Circle, Boulder, Colorado 80301
(Address of principal executive offices)

(Zip Code)

 

 

Registrant’s telephone number, including area code (303) 444-2600

 

 

 

(Former name or former address, if changed since last report.)

  

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:

 

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, no par value ECIA OTC Bulletin Board

  

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):  

 

¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

99.1Press Release issued by ENCISION, INC., August 12, 2019

 

 

 

 

 

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 hereunto duly authorized.

 

 

  ENCISION, INC.
  (Registrant)
   
Date:  August 12, 2019  
  /s/ Mala M Ray
  Mala M Ray
  Controller

Principal Accounting Office

 

 

 

 

EX-99.1 2 tv527291_ex99-1.htm EXHIBIT 99.1

Encision Reports First Quarter Fiscal Year 2020 Results

BOULDER, Colo., Aug. 12, 2019 /PRNewswire/ -- Encision Inc. (PK:ECIA), a medical device company owning patented Active Electrode Monitoring (AEM®) Technology that prevents dangerous stray electrosurgical burns in minimally invasive surgery, today announced financial results for its fiscal 2020 first quarter that ended June 30, 2019.

The Company posted quarterly net revenue of $1.93 million for a quarterly net loss of $182 thousand, or $(0.02) per diluted share. These results compare to net revenue of $2.40 million for a quarterly net income of $18 thousand, or $0.00 per diluted share, in the year-ago quarter. Net revenue for the quarter ended June 30, 2018 included revenue from a higher number of capital monitor units sold, which delivers a higher sales price per unit than the sales price of other products that we sell. Gross margin on net revenue was 48% in the fiscal 2019 first quarter and 54% in the fiscal 2018 first quarter. Gross margin on net revenue was lower in the current quarter primarily as a result of significantly higher material costs, especially as a result of tariffs on our steel costs and higher labor and overhead costs, per unit of inventory, as a result of lower revenue and higher labor and overhead costs, per unit of inventory, as a result of lower revenue.

Last week, we entered into a loan and security agreement with Crestmark Bank. The loan is due on demand and has no financial covenants. Under the agreement, we were provided with a line of credit that is not to exceed the lesser of $1,000,000 or 85% of eligible accounts receivable. The interest rate is prime rate plus 1.5%, with a floor of 6.75%, plus a monthly maintenance fee of 0.4%, based on the average monthly loan balance. Interest is charged on a minimum loan balance of $500,000, a loan fee of 1% annually, and an exit fee of 3%, 2% and 1% during years one, two and three, respectively.

"For this fiscal year's first quarter, net revenue resulted in a 20% decline of revenue, said Greg Trudel, President and CEO of Encision Inc. "Because of the significantly higher material costs that were a result of the U.S. tariffs and the resulting loss, we have implemented a reduction of personnel and departmental spending in excess of $1 million annualized. We expect that the reductions will return us to profitability. While never satisfied with a loss of any magnitude, our confidence in our strategy to drive top line growth through new product introductions and channel expansion is unwavering."

Encision Inc. designs and markets a portfolio of high performance surgical instrumentation that delivers advances in patient safety with AEM technology, surgical performance, and value to hospitals across a broad range of minimally invasive surgical procedures. Based in Boulder, Colorado, the company pioneered the development and deployment of Active Electrode Monitoring, AEM technology, to eliminate dangerous stray energy burns during minimally invasive procedures. For additional information about all our products, please visit www.encision.com.

In accordance with the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, the Company notes that statements in this press release and elsewhere that look forward in time, which include everything other than historical information, involve risks and uncertainties that may cause actual results to differ materially from those indicated by the forward-looking statements. Factors that could cause the Company's actual results to differ materially include, among others, its ability to develop new or enhanced products and have such products accepted in the market, its ability to increase net sales through the Company's distribution channels, its ability to compete successfully against other manufacturers of surgical instruments, insufficient quantity of new account conversions, insufficient cash to fund operations, delay in developing new products and receiving FDA approval for such new products and other factors discussed in the Company's filings with the Securities and Exchange Commission. Readers are encouraged to review the risk factors and other disclosures appearing in the Company's Annual Report on Form 10-K for the year ended June 30, 2019 and subsequent filings with the Securities and Exchange Commission. We do not undertake any obligation to update publicly any forward-looking statements, whether as a result of the receipt of new information, future events, or otherwise.

CONTACT: Mala Ray, Encision Inc., 303-444-2600, mray@encision.com

Encision Inc.

Unaudited Condensed Statements of Operations

(in thousands, except per share information)









Three Months Ended



June 30, 2019


June 30, 2018

Net revenue


$1,929


$2,404

Cost of revenue


996


1,103

Gross profit


933


1,301

Operating expenses:





    Sales and marketing


530


776

    General and administrative


346


320

    Research and development


236


167

        Total operating expenses


1,112


1,263

Operating income (loss)


(179)


38

Interest expense and other expense, net


(3)


(20)

Income (loss) before provision for income taxes


(182)


18

Provision for income taxes


––


––

Net income (loss)


$ (182)


$ 18

Net income (loss) per share—basic and diluted


$(0.02)


$0.00

Weighted average number of shares— basic


 

11,558


 

10,683

Weighted average number of shares— diluted


 

11,558


 

10,705






Encision Inc.

Unaudited Condensed Balance Sheets

(in thousands)













June 30, 2019


March 31, 2019

ASSETS





Cash and cash equivalents


$     135


$    273

Restricted cash


––


25

Accounts receivable, net


1,021


1,009

Inventories, net


1,378


1,473

Prepaid expenses


133


130

    Total current assets


2,667


2,910

Equipment, net


234


250

Patents, net


243


249

Right of use asset


1,182


––

Other assets


19


19

    Total assets


$ 4,345


$ 3,428

LIABILITIES AND SHAREHOLDERS' EQUITY





Accounts payable


$   438


$   579

Accrued compensation


209


296

Other accrued liabilities


138


126

Line of credit


150


––

Accrued lease liability


159


––

    Total current liabilities


1,094


1,001

Accrued lease liability


1,074


––

Deferred rent


––


75

    Total liabilities


2,168


1,076

Common stock and additional paid-in capital


24,210


24,202

Accumulated (deficit)


(22,032)


(21,850)

    Total shareholders' equity


2,177


2,352

    Total liabilities and shareholders' equity


$ 4,345


$ 3,428

Encision Inc.

Unaudited Condensed Statements of Cash Flows

 (in thousands)









Three Months Ended



June 30, 2019


   June 30, 2018

Operating activities:





    Net income (loss)


$ (182)


$  19

    Adjustments to reconcile net income (loss) to cash

        generated by operating activities:





    Depreciation and amortization


43


48

    Share-based compensation expense


8


12

    (Recovery from) provision for doubtful accounts, net


(6)


(3)

    (Recovery from) inventory obsolescence, net


(10)


––

    Changes in operating assets and liabilities:





        Right of use asset


49


––

        Accounts receivable     


(6)


(285)

        Inventories


105


201

        Prepaid expenses and other assets


(3)


(44)

        Accounts payable


(141)


(17)

        Accrued compensation and other accrued liabilities


(148)


(73)

            Net cash (used in) operating activities


(291)


(142)






Investing activities:





    Acquisition of property and equipment


(21)


(5)

    Patent costs


(1)


(1)

            Net cash (used in) investing activities


(22)


(6)






Financing activities:





    Borrowings from credit facility, net change


150


87

            Net cash generated by financing activities


150


87






Net (decrease) in cash, cash equivalents and restricted cash


(163)


(61)

Cash, cash equivalents and restricted cash, beginning of period


298


139

Cash, cash equivalents and restricted cash, end of period


$    135


$ 78