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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________
FORM 10-QSB
[X] Quarterly report under Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended March 31, 2002
Commission file number 1-12471
INTEGRATED SURGICAL SYSTEMS, INC.
(Name of Small Business Issuer in its Charter)
Delaware
(State of incorporation)
68-0232575
(IRS Employer Identification Number)
1850 Research Park Drive,
Davis, CA
(Address of principal executive offices)
95616-4884
(Zip Code)
(530) 792-2600
(Registrant's Telephone Number, Including Area Code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Name of Each Exchange on which registered
Common Stock, $.01 Par Value None
Common Stock Purchase Warrants None
Securities registered pursuant to Section 12(g) of the Act: None
On May 1, 2002 the issuer had 38,311,464 shares of common stock, $.01
par value, outstanding.
Integrated Surgical Systems, Inc.
Form 10-QSB
For the quarter ended March 31, 2002
Table of Contents
Page
Part I. Financial Information
Item 1. Financial Statements (unaudited) 2
Consolidated Balance Sheet at March 31, 2002 2
Consolidated Statements of Operations for the
three months ended March 31, 2002 and 2001 3
Consolidated Statements of Cash Flows for the
three months ended March 31, 2002 and 2001 4
Notes to Consolidated Financial Statements 5
Item 2. Management's Discussion and Analysis 6
Part II. Other Information
Item 5. Other Information 7
Item 6. Exhibits and Reports on Form 8-K 8
Signature 8
Part I. Financial Information
Item 1. Financial Statements (unaudited)
Integrated Surgical Systems, Inc.
Consolidated Balance Sheet
March 31, 2002
(Unaudited)
Assets
Current assets:
Cash $ 216,861
Accounts receivable less allowance
for doubtful accounts of $60,000 1,121,328
Inventory 1,883,694
Other current assets 308,137
____________
Total current assets 3,530,020
Net property and equipment 347,611
Leased equipment, net 136,095
Intangible assets, net 288,098
Other assets 10,231
____________
$ 4,312,055
Liabilities and stockholders' equity (deficit)
Current liabilities:
Accounts payable $ 1,693,063
Accrued payroll and related expense 398,184
Accrued liabilities 164,555
Unearned income 3,125,583
Other current liabilities 413,194
____________
Total current liabilities 5,794,579
Note payable 85,588
Commitments and contingencies
Convertible preferred stock,
$0.01 par value, 1,000,000 shares authorized;
312 shares issued and outstanding
($312,056 aggregate liquidation value) 312,056
Stockholders' equity (deficit):
Common stock, $0.01 par value,
100,000,000 shares authorized;
38,311,464 shares issued and outstanding 383,115
Additional paid-in capital 61,794,241
Accumulated other comprehensive loss (1,130,310)
Accumulated deficit (62,927,214)
___________
Total stockholders' equity (deficit) (1,880,168)
$4,312,055
See accompanying notes.
Integrated Surgical Systems, Inc.
Consolidated Statements of Operations
(Unaudited)
Three months ended March 31,
2002 2001
Net revenue $ 908,735 $ 1,635,541
Cost of revenue 388,615 479,506
____________ ____________
520,120 1,156,035
Operating expenses:
Selling, general and administrative 845,685 1,199,778
Research and development 705,805 863,765
Amortization of intangibles 209,760 209,760
____________ ____________
1,761,250 2,273,303
Operating loss (1,241,130) (1,117,268)
Other income (expense), net: (22,841) (182,575)
___________ ___________
Net loss $(1,263,971) $(1,299,843)
Basic and diluted net loss
per common share $ (0.03) $ (0.04)
Shares used in computing
basic net loss per share 38,309,715 32,693,155
See accompanying notes.
Integrated Surgical Systems, Inc.
Consolidated Statements Cash Flows (Unaudited)
Increase (Decrease) in Cash
Three months ended March 31,
2002 2001
Cash flows from operating activities:
Net loss $(1,263,971) $(1,299,843)
Adjustments to reconcile net loss
to net cash used in operating activities:
Depreciation 225,494 133,725
Amortization of intangible assets 209,760 227,264
Stock compensation 508 -
Changes in operating assets and liabilities:
Accounts receivable (547,981) (370,807)
Inventory 7,912 603,807
Other current assets (83,187) 37,889
Accounts payable (41,129) 166,176
Accrued payroll and
related expenses 7,540 (50,143)
Accrued liabilities (63,050) (143,607)
Unearned income 986,140 236,030
Other current liabilities (36,373) (79,438)
____________ ____________
Net cash (used) in operating
activities (598,337) (538,947)
Cash flows from investing activities:
Principal payments received on
sales-type lease - 22,552
Purchases of property and equipment (3,081) -
____________ ____________
Net cash provided by investing
activities (3,081) 22,552
Cash flows from financing activities:
Payments on bank loan - (76,994)
Proceeds from sale of common stock
and warrants - 529,000
Proceeds from officer advances 22,500 -
Payments on officer advances (22,500) -
____________ ____________
Net cash provided by financing
activities - 452,006
Effect of exchange rate changes
on cash 17,905 (80,877)
____________ ____________
Net increase (decrease) in cash (583,513) (145,266)
Cash at beginning of period 800,374 276,322
Cash at end of period $ 216,861 $ 131,056
See accompanying notes.
Integrated Surgical Systems Inc.
Notes to Consolidated Financial Statements (unaudited)
March 31, 2002
1. Basis of presentation. The accompanying unaudited consolidated financial
statements have been prepared in accordance with generally accepted
accounting principles for interim financial information and the instructions
to Form 10-QSB. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. In our opinion, all adjustments (consisting of normal
recurring adjustments) considered necessary for a fair presentation have been
included.
As discussed in Item 5. below, our cash position has deteriorated subsequent
to March 31, 2002 and as of May 8, 2002 we had not yet identified sources of
sufficient cash to assure our continuing operations.
The reports of our independent auditors on our 2001 and 2000 consolidated
financial statements included explanatory paragraphs stating that there is
substantial doubt with respect to our ability to continue operating as a
going concern. Our plan to address this issue--increasing sales of our
products in existing markets, increasing sales of system upgrades and
reducing operating expenses--can only be realized to the extent that we
generate sufficient cashflow to meet our obligations. In the event that we
are unsuccessful, it is possible that we will cease operations or file for
bankruptcy. The consolidated financial statements do not include any
adjustments to reflect the uncertainties related to the recoverability and
classification of assets or the amounts and classification of liabilities
that may result from an inability on our part to continue as a going concern.
Operating results for the three month period ended March 31, 2002 are not
necessarily indicative of the results that may be expected for the year ended
December 31, 2002. For further information, refer to the consolidated
financial statements and footnotes thereto included in the Integrated
Surgical Systems, Inc. annual report on Form 10-KSB for the year ended
December 31, 2001.
2. Inventories. At March 31, 2002, the components of inventory were:
Raw materials $ 320,302
Work-in-process 633,022
Finished goods 746,458
Deferred product development
contract costs 183,912
__________
$1,883,694
3. Stockholders' equity. On January 31, 2002, 5,079 shares of common stock,
with a fair value of $507.90, were issued to a consultant for employee
recruiting services under our 2000 Stock Award Plan.
4. Net loss per share. At March 31, 2002, outstanding options to purchase
1,655,517 shares of common stock (with exercise prices ranging from $0.06 to
$8.63), 9,447,604 outstanding warrants to purchase 16,023,324 shares of
common stock (with exercise prices from $0.01 to $8.34), and 3,900,700 shares
of common stock issuable upon conversion of Series G and H convertible
preferred stock could potentially dilute basic earnings per share in the
future and have not been included in the computation of diluted net loss per
share because to do so would have been antidilutive for the periods
presented. The exercise price and the ultimate number of shares of common
stock issuable upon conversion of the warrants are subject to adjustments
based upon the occurrence of certain future events.
5. Accumulated other comprehensive loss.
Three months ended March 31,
2002 2001
Net loss $(1,263,971) $(1,299,843)
Other comprehensive loss:
Foreign currency translation 158,127 (337,772)
____________ ____________
Comprehensive loss $(1,105,844) $(1,637,615)
6. Recent accounting pronouncements.
We adopted Statement of Financial Accounting Standards ("SFAS") No. 142,
"Goodwill and Other Intangible Assets," on January 1, 2002. Under SFAS No.
142, goodwill and indefinite lived intangible assets are no longer amortized
but are reviewed annually, or more frequently if impairment indicators arise,
for impairment. Intangible assets whose lives are not indefinite are
amortized over their useful lives, and reviewed for impairment in accordance
with SFAS No. 121. The adoption of SFAS No. 142 on January 1, 2002 had no
impact on our consolidated financial position or results of operations.
We adopted SFAS No. 144, "Accounting for the Impairment or Disposal of Long-
Lived Assets," on January 1, 2002. SFAS No. 144, which supersedes SFAS No.
121, "Accounting for the Impairment of Long-Lived Assets and for Long-Lived
Assets to Be Disposed Of," provides a single accounting model for long-lived
assets to be disposed of. Although retaining many of the fundamental
recognition and measurement provisions of SFAS No. 121, SFAS No. 144
significantly changes the criteria that would have to be met to classify an
asset as held-for-sale. The distinction is important because assets held-
for-sale are stated at the lower of their fair values or carrying amounts and
depreciation is no longer recognized. The adoption of SFAS No. 144 on January
1, 2002 had no impact on our consolidated financial position or results of
operations.
Item 2. Management's Discussion and Analysis
Results of Operations
Net revenue of $909,000 for the three months ended March 31, 2002 was 44%
lower than the level achieved in the same period of 2001. Revenue from the
sale of one system was recognized during the first quarter of 2002, versus no
recognized systems sales in the comparable period of 2001. However, revenue
for the first quarter of 2001 included approximately $354,000 from implant
library development contracts for which no revenue was recognized for the
first quarter of 2002. The first quarter of 2001 also included more sales of
systems parts and upgrades than the first quarter of 2002.
Revenue has not been recognized for two additional systems sold during the
first quarter of 2002, for which installation and training was not yet
complete.
Our gross margin was 57% for both the year ended December 31, 2001 and the
three months ended March 31, 2002. The 71% gross margin of the first quarter
of 2001 was due to the relatively higher margin upgrades and services sold
during that period.
Selling, general and administrative expenses and research and development
expenses were 30% and 18% lower respectively, for the three months ended
March 31, 2002 than for the comparable period of 2001 due to headcount
reduction and continuing cost containment measures.
Other expenses decreased approximately $160,000 for the three months ended
March 31, 2002 over the same period in 2001, primarily due to a decrease in
our currency exchange loss (from $167,000 in 2001 to $21,000 in 2002) as the
intercompany balances which give rise to the losses were reduced.
Liquidity and Capital Resources
As discussed in Item 5. below, our cash position has deteriorated subsequent
to March 31, 2002 and as of May 8, 2002 we had not yet identified sources of
sufficient cash to assure our continuing operations.
The reports of our independent auditors on our 2001 and 2000 consolidated
financial statements included explanatory paragraphs stating that there is
substantial doubt with respect to our ability to continue operating as a
going concern. Our plan to address this issue--increasing sales of our
products in existing markets, increasing sales of system upgrades and
reducing operating expenses--can only be realized to the extent that we
generate sufficient cashflow to meet our obligations. In the event that we
are unsuccessful, it is possible that we will cease operations or file for
bankruptcy. The consolidated financial statements do not include any
adjustments to reflect the uncertainties related to the recoverability and
classification of assets or the amounts and classification of liabilities
that may result from an inability on our part to continue as a going concern.
At March 31, 2002 our "quick ratio" (cash and accounts receivable divided by
current liabilities), a conservative liquidity measure designed to predict
our ability to pay our bills, was only .23. It has been difficult for us to
meet our obligations, including payroll, as they come due, and we expect this
situation to continue through 2002. In February 2002, one of our officers
advanced us $22,500 in order for us to meet our payroll obligations. The
advance was non-interest-bearing and was repaid in five days. See Item 5.
below for additional information.
Unearned income, payments for systems sales on which revenue is not yet
recognized, as well as advance payment for service contracts which revenue is
recognized ratably over the period of the contract, was our largest source of
cash for the three month period ended March 31, 2002 and represents 53% of
our liabilities at March 31, 2002. Our largest use of cash, a $548,000
increase in accounts receivable, represents the balance due on one of the
systems shipped during the first quarter for which revenue has not yet been
recognized.
On April 1, 2002 there were 38.3 million shares of our common stock
outstanding, trading in the over-the-counter market at $0.07 per share,
giving us a market capitalization of $2.7 million. It is not likely,
therefore, that we will be able to raise significant funds in the equity
markets.
For further information, refer to our Management's Discussion and Analysis
included in our annual report on Form 10-KSB for the year ended December 31,
2001.
Part II. Other Information
Item 5. Other Information
We met our payroll obligation for the semi-monthly period ended April 30,
2002 with the assistance of an officer's advance of $70,000 and the agreement
of our officers and certain of our other employees to a deferral of the
amounts then owed. At May 8, 2002, we had less than $20,000 in cash, the
officer's advance had not been repaid nor had we been able to settle the
deferred salaries. As of May 8, 2002, we had not yet identified guaranteed
sources of sufficient cash to meet our May 15, 2002 payroll.
We are working to address this shortfall by attempting to negotiate cash
advances for undelivered systems, accelerated payment terms of other
contracts, additional salary deferrals from our employees and new equity
investment. However, we can offer no assurance that we will be successful in
our attempts to strengthen our cash flows. Unless we are able to secure
sufficient funds on a timely basis to satisfy our short-term operating
requirements, we may have to cease operations or file for bankruptcy.
Item 6. Exhibits and Reports on Form 8-K
(a)Exhibits
None.
(b)Reports on Form 8-K.
None.
SIGNATURE
In accordance with Section 13 or 15(d) of the Securities Exchange Act of
1934, the Registrant has caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
INTEGRATED SURGICAL SYSTEMS, INC.
By: /s/ PATRICIA E. PILZ
Patricia E. Pilz
(Principal Financial and Accounting Officer)
Dated: May 8, 2002