10QSB 1 0001.htm U

U.S. 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 January 31, 2001

[ ] TRANSITION REPORT UNDER SECTION 13 or 15 (d) OF THE

EXCHANGE ACT

For the transition period from _____ to _____

Commission File No. 0-8289

 

 

THE ROVAC CORPORATION

(Exact name of small business issuer as

specified in its charter)

Delaware 59-1461320

(State or other jurisdiction (I.R.S. Employer

of incorporation or organization) Identification No.)

1030 Stafford Street, Rochdale, MA 01542

(Address of principal executive offices)

(508) 892-1121

(Issuer's telephone number)

 

Check whether the issuer (1) has 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

APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date, February 28, 2001, was 39,958,073 shares of Common Stock, $0.01 par value.

 

 

THE ROVAC CORPORATION

Item 1 - Financial Information

Condensed Balance Sheets

January 31, 2001

July 31, 2000

(Unaudited)

*

Assets

Current Assets

Accounts receivable

851

700

Loans receivable - officer

5,314

23,692

Inventory

8,367

8,427

Total current assets

14,532

32,819

Property and equipment

Machinery and equipment

72,112

72,112

Furniture and fixtures

32,335

32,335

Leasehold improvements

28,121

28,121

132,568

132,568

Less accumulated depreciation

127,704

126,214

Net property and equipment

4,864

6,354

Patents and patent applications, net of

Accumulated amortization of $20,768

($18,956 at July 31, 2000)

71,775

67,303

Total assets

91,171

106,476

See accompanying notes to financial statements.

 

 

 

 

 

THE ROVAC CORPORATION

Item 1 - Financial Information

Condensed Balance Sheets

January 31, 2001

July 31, 2000

(Unaudited)

*

Liabilities and Stockholders' Deficiency

Current liabilities

Cash overdraft

2,433

1,766

Notes payable - officer

666,615

666,615

Notes payable - other

-

3,250

Accounts payable:

Trade

117,069

105,850

Parent company

800,820

813,500

Accrued expenses

1,083,021

1,036,842

Advanced revenues

44,156

35,344

Total current liabilities

2,714,114

2,663,167

Stockholders' deficiency

8% nonvoting preferred stock, $100 par

1,200,000

1,200,000

value. Authorized 25,000 shares,

12,000 shares issued.

Common stock, $.01 par value.

399,581

399,581

Authorized 40,000,000 shares, issued and

outstanding 39,958,073 shares

Common stock issuable, $.01 par value,

250

250

25,000 shares

Additional paid-in capital

8,269,432

8,269,432

Accumulated deficit

(12,492,206)

(12,425,954)

Total stockholders' deficit

(2,622,943)

(2,556,691)

Total liabilities and stockholders' deficit

91,171

106,476

See accompanying notes to condensed financial statements.

 

 

 

 

 

 

THE ROVAC CORPORATION

Statement of Operations

(Unaudited)

Three

months

Six

months

ended January 31

ended January 31

2001

2000

2001

2000

Revenues:

Contract Income

26,531

9,000

53,063

18,000

Product

151

2,469

333

9,897

Total revenues

26,682

11,469

53,395

27,897

Operating expenses:

Cost of sales

4,068

5,136

7,879

10,677

General and administrative

30,761

27,349

58,838

52,582

Research and development

4,907

1,289

9,343

4,196

Depreciation and amortization

1,651

1,725

3,302

3,450

Total operating expenses

41,387

35,499

79,362

70,905

Operating income (loss)

(14,705)

(24,030)

(25,967)

(43,008)

Other income (expense)

Interest expense

(20,167)

(19,249)

(40,285)

(38,749)

Net Loss

(34,872)

(43,279)

(66,252)

(81,757)

Net loss per share of

common stock

(0.00)

(0.00)

(0.00)

(0.00)

Weighted average number of

common shares outstanding

and issuable

39,983,073

39,983,073

39,983,073

39,983,073

See accompanying notes to condensed financial statements.

THE ROVAC CORPORATION

Statement of Cash Flows

(Unaudited)

Six

Months

Ended

January 31,

January 31,

2001

2000

Cash flows from operating activities:

Net loss

(66,252)

(81,757)

Adjustments to reconcile net loss to net

cash used in operating activities:

Depreciation and amortization

3,302

3,450

(Increase) decrease in assets:

Accounts and loan receivable

(151)

8,859

Inventory

60

(1,717)

Increase (decrease) in liabilities:

Accounts payable

11,219

(2,331)

Accrued expenses

46,179

50,669

Advance revenues

8,812

-

Total adjustments

69,421

58,930

Net cash provided by (used in)

operating activities:

3,169

(22,827)

Cash flows from investing activities:

Costs of patents and patent applications

(6,284)

(620)

Acquisition of equipment

-

(2,053)

Net cash used in investing activities

(6,284)

(2,673)

Cash flows from financing activities:

Proceeds (payments to)from officer loans

18,378

1,099

Proceeds (payments to) from notes payable - other

(3,250)

-

Advance to (from) parent

(12,680)

18,253

Net cash provided by financing activities

2,448

19,352

Net change in cash

(667)

(6,148)

Cash (cash overdraft), beginning of period

(1,766)

(1,587)

Cash (cash overdraft), end of period

(2,433)

(7,735)

See accompanying notes to condensed financial statements.

PART 1 - FINANCIAL INFORMATION

Item 1. Financial Statements.

See attached

Item 2. Management's discussion and Analysis or Plan of Operation.

(a) Liquidity and Capital Resources

During the quarter, the company earned revenues in accordance with the Company's current NIBCO Agreement. The current NIBCO Agreement requires minimal payments, which increase during the contract period, which expires on April 30, 2004. The Company's production plans are intended to meet NIBCO's requirements, which are expected to increase during the calendar year 2001.

Additionally, the Company is currently evaluating how to proceed with its CinchLockâ product introduction into the metals markets. One option under consideration would be to secure additional licenses for metal market applications. The second option under consideration would be for the Company to internally develop, produce, market and distribute a product line of CinchLockâ metal market repair couplings.

The Company intends to receive additional income pursuant to its NIBCO Agreement and also intends to receive funding from its parent company in order to meet its cash requirements for the upcoming fiscal year. However, there can be no assurance that such sources of funding will continue.

(b) Results of Operations for the quarter ended January 31, 2001

The operating loss was $14,705 for the quarter ending January 31, 2001 as compared to $24,030 for the corresponding quarter in 2000. The decrease in the operating loss is mainly attributable to the NIBCO Contract Income, which began in May 2000.

(c) Results of Operations for the six-month period ended January 31, 2001

The operating loss was $25,967 for the six-month period ending January 31, 2001 as compared to $43,008 for the corresponding six-month period in 2000. The decrease in the operating loss is mainly attributable to the NIBCO Contract Income, which began in May 2000.

 

 

 

 

 

 

 

 

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

None.

Item 2. Changes in Securities.

None.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Submission of Matters to a Vote of Security Holders.

None.

Item 5. Other Information.

None.

Item 6. Exhibits and Reports of Form 8-K.

None.

 

 

 

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

THE ROVAC CORPORATION

(Registrant)

 

Date: March 15, 2001

Raymond E. Shea, Jr.

Vice President and Treasurer