SEC Info - Med Waste Inc - ‘10-Q’ for 6/30/96

SEC Info℠

Home

Help

Please Sign In

Med Waste Inc – ‘10-Q’ for 6/30/96

As of: Wednesday, 8/14/96 · For: 6/30/96 · Accession #: 950144-96-5461 · File #: 0-22294

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 8/14/96  Med Waste Inc                     10-Q        6/30/96    3:27K                                    Bowne of Atlanta Inc/FA

Quarterly Report — Form 10-Q
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Med/Waste Inc. 10-Q 6/30/96                           14     51K 
 2: EX-11       Computation of Earnings Per Share                      1      6K 
 3: EX-27       Financial Data Schedule                                1      7K

10-Q — Med/Waste Inc. 10-Q 6/30/96
Document Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (Word, et al.) Exhibits and Reports on Form 8-K Legal Proceedings Management's Discussion and Analysis of Financial Condition and Results of Operations Submission of Matters to A Vote of Security-Holders
1	1st Page - Filing Submission
9	Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
12	Item 1. Legal Proceedings
"	Item 4. Submission of Matters to A Vote of Security-Holders
13	Item 6. Exhibits and Reports on Form 8-K

10-Q 1st Page of 14 TOC ↑Top Previous Next ↓Bottom Just 1st
 
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10 - QSB 

(Mark One)                                                                      

 x            QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
---           EXCHANGE ACT  OF 1934                                             

           For the quarterly period ended   June 30, 1996.

OR

         TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES
---           EXCHANGE ACT OF 1934                                              

For the transition period from _____________ to ________________ .

 COMMISSION FILE NUMBER:     0-22294

MED/WASTE, INC. 
 -----------------------------------------------------------------------------
(Exact Name of Small Business Issuer as 
Specified in its Charter) 

Delaware                                       65-0297759       
 -----------------------------------------------------------------------------
    (State or other jurisdiction            (I.R.S. Employer Identification No.)
of incorporation or organization)                                           

3890 N.W. 132nd Street, Suite K, Opa Locka, Florida 33054             
 -----------------------------------------------------------------------------
    (Address of principal executive offices)

(305)  688 - 3931 
 -----------------------------------------------------------------------------
(Issuer's telephone number) 

Check whether the issuer (1) 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          
                                                         ---     ---

The number of shares outstanding of the registrant's common stock $.001 par     
value as of August 7, 1996 was 1,945,827.                                       

10-Q 2nd Page of 14 TOC 1st Previous Next ↓Bottom Just 2nd

MED/WASTE, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS 

                                                        [Enlarge/Download Table]

                                                          June 30,         December 31,
                                                            1996               1995    
                                                            ----               ----    
Assets                                                  (Unaudited)                    
                                                                                       
Current assets:                                                                        
  Cash and cash equivalents                             $   94,233          $  120,917 
  Fixed income investments                                 511,833             750,238 
  Accounts receivable, net of allowances of $116,000                                   
     and $74,000                                         1,518,861           1,047,689 
  Current portion of notes receivable from franchisees   1,135,237             980,894 
  Inventories                                              227,053             192,595 
  Prepaid expenses                                         266,731             176,643 
                                                        ------------------------------ 
Total current assets                                     3,753,948           3,268,976 

Notes receivable from franchisees, net of current                                      
   portion, less allowance of $40,000 and $51,000 in                                   
   1996 and 1995, respectively                             827,828             792,697 
Operating and office equipment, net                      1,491,535           1,539,639 
Intangible assets, net of accum. amortization              420,004             441,393 
Other assets                                               161,486             133,818 
                                                        ------------------------------ 
Total assets                                            $6,654,801          $6,176,523 
                                                        ============================== 

LIABILITIES AND SHAREHOLDERS' EQUITY                                                   
Current liabilities:                                                                   
   Accounts payable and accrued liabilities             $1,366,899          $1,279,227 
   Current portion of capital lease obligations            162,754             144,390 
   Notes payable (note 3)                                  464,599             154,599 
   Deferred revenue on franchise sales                     213,050             360,312 
   Customer deposits                                        37,501              33,267 
                                                        ------------------------------ 
Total current liabilities                                2,244,803           1,971,795 
                                                        ------------------------------ 
Capital lease obligations, less current portion            441,892             435,702 
                                                        ------------------------------ 
Shareholders' equity:                                                                  
   Preferred stock, $.10 par value; 1,000,000 shares                                   
      authorized; none outstanding                              --                  -- 
   Common stock, $.001 par value; 10,000,000 shares                                    
      authorized; 1,909,838 in 1996 and 1,903,588                                      
      in 1995 shares issued and outstanding                  1,910               1,904 
   Additional paid-in capital                            5,897,531           5,882,837 
   Deficit                                              (1,900,678)         (2,085,058)
                                                        ------------------------------ 
                                                         3,998,763           3,799,683 
   Less cost of treasury stock: 11,824 shares              (30,657)            (30,657)
                                                        ------------------------------ 
   Total shareholders' equity                            3,968,106           3,769,026 
                                                        ------------------------------ 
Total liabilities and shareholders' equity              $6,654,801          $6,176,523 
                                                        ============================== 

See accompanying summary of accounting policies and notes to financial          
statements.                                                                     

2 

10-Q 3rd Page of 14 TOC 1st Previous Next ↓Bottom Just 3rd

MED/WASTE, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS 

(UNAUDITED) 

                                                        [Enlarge/Download Table]

                                   Three Months ended              Six Months ended         
                                        June 30,                       June 30,             
                                ---------------------------   ----------------------------- 
                                    1996            1995        1996              1995      
                                ----------       ----------   ----------         ---------- 
                                                                                            
Revenues                        $4,253,233       $3,421,679   $8,667,305         $6,587,126 

Costs and expenses:                                                                         
   Operating costs               3,120,861        2,512,514    6,339,419          4,859,413 
   Administrative and selling                                                               
     expenses                    1,047,163          879,881    2,181,816          1,882,311 

   Amortization of intangibles      10,695           38,166       21,389             76,802 
                                ---------------------------   ----------------------------- 
     Total                       4,178,719        3,430,561    8,542,624          6,818,526 
                                ---------------------------   ----------------------------- 
Operating profit (loss)             74,514           (8,882)     124,681           (231,400)

Interest income, net                22,103           18,607       59,694             38,212 
                                ---------------------------   ----------------------------- 

Net income (loss)               $   96,617       $    9,725   $  184,375         $ (193,188)
                                ===========================   ============================= 
Net income (loss) per share     $      .05       $      .01   $      .10         $     (.10)
                                ===========================   ============================= 

Weighted average shares                                                                     
outstanding                      1,898,014        1,885,178    1,895,420          1,876,845 
                                ===========================   ============================= 

See accompanying summary of accounting policies and notes to financial          
statements.                                                                     

3   

10-Q 4th Page of 14 TOC 1st Previous Next ↓Bottom Just 4th

MED/WASTE, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS 

(UNAUDITED)   

                                                        [Enlarge/Download Table]

                                                             Six Months ended June 30,
                                                             ------------------------ 
                                                             1996              1995   
                                                             ------------------------ 
                                                                                      
CASH FLOWS FROM OPERATING ACTIVITIES                                                  

Net income (loss)                                            $184,375      $ (193,188)
Adjustments to reconcile net income (loss) to net cash used                           
   in operating activities, net of effects of                                         
   acquisitions:                                                                      
   Depreciation and amortization                              132,276         176,684 
   Provision for doubtful notes and accounts receivable        64,571          45,000 
   Changes in operating assets and liabilities:                                       
      Increase in accounts receivable                        (535,743)       (108,846)
      Increase in notes receivable from franchisees          (189,474)       (299,189)
      Increase in inventories                                 (34,458)        (20,912)
      Increase in prepaid expenses                            (90,088)        (29,663)
      Increase in other assets                                (27,668)         (5,480)
      Increase in accounts payable and                                                
        accrued liabilities                                    87,672         151,567 
      Decrease in deferred revenues on                                                
        franchise sales                                      (147,262)       (187,475)
      Increase in customer deposits                             4,234           3,613 
                                                             ------------------------ 
Net cash used in operating activities                        (551,565)       (467,889)

CASH FLOWS FROM INVESTING ACTIVITIES                                                  
Sale of fixed income investments                              238,405         397,062 
Purchases of operating and office equipment                   (62,778)       (229,116)
Cash payment to acquire Broward Floor                              --        (120,000)
                                                             ------------------------ 
Net cash used in investing activities                         175,627          47,946 

4   

10-Q 5th Page of 14 TOC 1st Previous Next ↓Bottom Just 5th

MED/WASTE, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)   

(UNAUDITED) 

                                                        [Enlarge/Download Table]

                                                              Six Months ended June 30,   
                                                             ---------------------------- 
                                                               1996                1995   
                                                             ---------------------------- 
                                                                                          
CASH FLOWS FROM FINANCING ACTIVITIES                                                      

Proceeds from line of credit                                 $310,000                  -- 
Repayment of loan to director                                      --            $250,000 
Proceeds from equipment lease obligations                      66,131             111,302 
Issuance of common shares and warrants for cash                14,700              68,749 
Purchase of treasury stock                                         --             (30,657)
Payments on installment notes and capital lease obligations   (41,577)            (34,926)
                                                             ---------------------------- 
Net cash provided by financing activities                     349,254             364,468 
                                                             ---------------------------- 
Decrease in cash and cash equivalents                         (26,684)            (55,475)
Cash and cash equivalents at beginning of year                120,917             145,023 
                                                             ---------------------------- 
Cash and cash equivalents at end of period                   $ 94,233            $ 89,548 
                                                             ============================ 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION                                          
Cash paid during the period for interest                     $ 38,036            $ 28,707 
                                                             ============================ 
Promissory notes issued for the acq. of Broward Floor              --            $ 70,000 
                                                             ============================ 
Capital lease obligations incurred for trucks                      --            $196,150 
                                                             ============================ 

See accompanying summary of accounting policies and notes to financial          
statements                                                                      

5   

10-Q 6th Page of 14 TOC 1st Previous Next ↓Bottom Just 6th

MED/WASTE, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 1996 

(UNAUDITED) 

1. INTERIM FINANCIAL STATEMENTS                                                 

The accompanying unaudited consolidated financial statements have been prepared 
in accordance with the instructions to Form 10-QSB and 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 considered necessary for a fair presentation have been          
included.                                                                       

Med/Waste, Inc. (the "Company") provides medical waste management and           
commercial cleaning services through its wholly owned subsidiaries, Safety      
Disposal System, Inc. ("SDS") and The Kover Group, Inc. ("Kover").              

Operating results for the three-month period ended June 30, 1996 are not        
necessarily indicative of the results that may be expected for the full year    
ending December 31, 1996.  The significant accounting principles are the same   
as those used to prepare the annual audited financial statements.  For further  
information, refer to the consolidated financial statements and footnotes       
thereto included in the Company's annual report on Form 10-KSB for the year     
ended December 31, 1995.                                                        

2.  ACCOUNTING POLICIES                                                         

Fixed Income Investments. All of the Company's fixed income investments are     
debt securities available for sale.  Investments in debt securities are stated  
at cost, which approximates fair value.                                         

Notes Receivable from Franchisees.  The notes from Kover's franchisees bear     
interest at 1% per month, generally from the time Kover provides the franchisee 
with commercial cleaning accounts for servicing.  Principal and interest        
payments are generally deducted from the monthly amounts Kover owes the         
franchisee for providing cleaning services.  Each franchise agreement is        
subject to termination for nonpayment of the franchise note.  The notes are     
personally guaranteed by the individuals who own the franchise and have terms   
of two years or less.                                                           

Deferred Revenue on Franchise Sales.  Revenues from commercial cleaning are     
recognized as services are performed and supplies are provided.  Revenues from  
the sale of franchises are recognized after the Company has completed the       
requirements of the agreement.  The portion of the franchise sale fees related  
to providing new commercial cleaning accounts to the franchisees is included in 
the balance sheet as deferred revenue until the requirements of the agreement   
have been fulfilled.                                                            

6 

10-Q 7th Page of 14 TOC 1st Previous Next ↓Bottom Just 7th

The gross amounts billed by Kover for commercial cleaning services are included 
in revenues and the gross amounts due franchisees for providing the cleaning    
services (100% of such revenues less royalties and management fees of 10% to    
15%) are included in operating costs.                                           

Revenue from On-Site Equipment Sales.  Revenues from sales of on-site autoclave 
equipment to large quantity generators are recognized upon installation for     
those sales that qualify as sales-type capital leases  as defined by Statement  
of Financial Standards No. 13 "Accounting for Leases".  Revenues from operating 
leases are recognized over their lease term.                                    

3.  NOTES PAYABLE                                                               

Notes payable consist of the following at June 30:                              

                                                                [Download Table]


                                                        1996  
                                                      --------
                                                              
Line of credit                                        $394,599
Notes payable - Broward Floor                           70,000
                                                      --------
Total                                                 $464,599
                                                      ========


In September 1995, the Company entered into an agreement with a bank, whereby   
the Company can borrow up to $400,000 under a revolving line of credit.  In     
July 1996, the Company's agreement with the bank was amended, increasing the    
revolving line of credit limit from $400,000 to $1,000,000. Interest is payable 
monthly with principal payable upon demand.  The interest rate on the line of   
credit is prime plus 1%.  Substantially all of the Company's assets have been   
collateralized for the loan.                                                    

The notes payable - Broward Floor consist of two unsecured notes of $35,000     
each which bear interest at 11 percent per annum and mature on July  1, 1996    
and January 1, 1997, respectively.  The note due July 1, 1996 was subsequently  
paid.                                                                           

4.  LEASES                                                                      

In June 1996, the Company entered into an agreement with a leasing company,     
whereby the Company can finance equipment under a sale/leaseback arrangement    
for the purposes of financing its equipment.  The terms of the agreement        
provide for a 60 month lease term and an interest rate equal to market at the   
time of financing.  Through June 30, 1996, the Company has sold and leased-back 
equipment aggregating $66,131 at an interest rate of 9.5%.                      

5.  STOCK OPTIONS                                                               

In April 1996 the Company granted options to two of its employees under the     
1996 Employee Stock Option Plan (the "1996 Plan") to purchase an aggregate of   
200,000 shares of common stock.  The exercise price of the options is at the    
date of grant fair market value of the underlying common stock of $2.25.  The   
options vest a third at the end of six months and a third on each anniversary   
date of the grants date thereafter.  The 1996 Plan was approved by the          
Company's shareholders at the Company's 1996 annual meeting.                    

7 

10-Q 8th Page of 14 TOC 1st Previous Next ↓Bottom Just 8th

6.  NET INCOME (LOSS) PER COMMON SHARE                                          

Net income (loss) per common share is computed based on the weighted average    
number of common and dilutive common equivalent shares outstanding during the   
periods presented.  The effect of dilutive stock options and warrants (common   
stock equivalents) has been included in the computation for the periods         
presented.                                                                      

7.  SALE OF KOVER'S PITTSBURGH FRANCHISE                                        

On April 1, 1996, the Company assigned Kover's Pittsburgh master franchise and  
sold certain notes receivables from franchises, accounts receivable, inventory, 
and operating and office equipment related to Kover's Pittsburgh franchise for  
$270,000.  The $270,000 sales price was paid $135,000 in cash at closing and    
the issuance of a $135,000 promissory note from the purchaser.  The note earns  
interest at a rate of 7.415%.                                                   

8.  SUBSEQUENT EVENT - REGISTRATION OF WARRANTS                                 

On July 16, 1996, the Securities and Exchange Commission declared effective the 
Company's registration statement covering 308,139 shares underlying the         
Company's private placement warrants.  Each private placement warrant is        
exercisable into one share of the Company's common stock at $2.40.  The         
expiration date for the private placement warrants is August 31, 1996.  The     
registration statement also covers an additional 171,000 shares of common stock 
underlying other options and warrants.                                          

8 

10-Q 9th Page of 14 TOC 1st Previous Next ↓Bottom Just 9th

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND        
RESULTS OF OPERATIONS                                         

THREE MONTHS ENDED JUNE 30, 1996 COMPARED WITH JUNE 30, 1995                    

REVENUES.  Revenues for the three months ended June 30, 1996 amounted to        
$4,253,233 as compared to $3,421,679 for the comparable period in 1995.         
Kover's revenues were $3,135,570 in 1996, as compared to only $2,745,370 in     
1995, for a 14.2% increase.  Kover's increase in revenues was due to higher     
sales volume, notwithstanding the sale of Kover's Pittsburgh franchise.         
Revenues for SDS totaled $1,117,663 in 1996, a 65.3% increase over 1995         
revenues of $676,309.  The higher SDS revenues are attributable to on-site      
equipment sales.                                                                

OPERATING COSTS.  Consolidated operating costs as a percent of revenue          
decreased to 73.4% in the three months ended June 30, 1996 from 74.1% in 1995.  
Operating costs for SDS decreased to 70.9% as a percent of revenue in 1996 from 
74.5% in 1995 due to cost reductions taken in 1996.  Kover operating costs      
increased slightly to 74.2% in 1996 from 73.2% in 1995.                         

ADMINISTRATIVE AND SELLING EXPENSES.  Administrative and selling expenses as a  
percentage of revenue decreased to 24.6% in 1996 from 25.7% in 1995 as a result 
of cost reduction efforts taken in 1996.                                        

AMORTIZATION OF INTANGIBLES.  Amortization of intangibles decreased $27,471 to  
$10,695 in 1996 from $38,166 in 1995 primarily due to the impairment loss       
recorded in the fourth quarter of 1995.                                         

OPERATING PROFIT (LOSS).  The Company recorded an operating profit of $74,514   
in 1996 as compared to an operating loss of $(8,882) in 1995.  The significant  
improvement in operating earnings was primarily due to the on-site equipment    
sales of SDS which have higher margins.                                         

INTEREST INCOME, NET.  Interest income, net of interest expense increased       
$3,496 to $22,103 in 1996 from $18,607 in 1995.  The increase was due to        
interest earned on notes receivable related to the sale of Kover's Pittsburgh   
franchise.                                                                      

NET INCOME (LOSS).   The Company had net income of $96,617 in 1996 as compared  
to a net income of $9,725 in 1995.  The significant improvement in net income   
was primarily due to the on-site equipment sales of SDS which have higher       
margins, increased sales volume of Kover and SDS' reduced administrative        
expenses as a percentage of revenues.  The 1996 net income was a 894%           
improvement over 1995.                                                          

9 

10-Q 10th Page of 14 TOC 1st Previous Next ↓Bottom Just 10th

SIX MONTHS ENDED JUNE 30, 1996 COMPARED WITH JUNE 30, 1995                      

REVENUES.  Revenues for the six months ended June 30, 1996 amounted to          
$8,667,305 as compared to $6,587,126 for the comparable period in 1995.         
Kover's revenues were $6,532,810 in 1996, as compared to only $5,239,380 in     
1995, for a 24.7% increase.  Kover's increase in revenues was due to higher     
sales volume, notwithstanding the sale of Kover's Pittsburgh franchise.         
Revenues for SDS totaled $2,134,495 in 1996, a 58.4% increase over 1995         
revenues of $1,347,746.  The higher SDS revenues are attributable to on-site    
equipment sales.                                                                

OPERATING COSTS.  Consolidated operating costs as a percent of revenue          
decreased to 73.1% in the six months ended June 30, 1996 from 73.8% in 1995.    
Operating costs for SDS decreased to 68.1% as a percent of revenue in 1996 from 
72.4% in 1995 due to higher margins on on-site equipment sales and overall cost 
reduction efforts taken by the Company during 1996.  Kover operating costs      
increased slightly to 74.8% in 1996 from 74.1% in 1995.                         

ADMINISTRATIVE AND SELLING EXPENSES.  Administrative and selling expenses as a  
percentage of revenue decreased to 25.2% in 1996 from 28.6% in 1995 as a result 
of cost reduction efforts taken in 1996.                                        

AMORTIZATION OF INTANGIBLES.  Amortization of intangibles decreased $55,413 to  
$21,389 in 1996 from $76,802 in 1995 primarily due to the impairment loss       
recorded in the fourth quarter of 1995.                                         

OPERATING PROFIT (LOSS).  The Company recorded an operating profit of $124,681  
in 1996 as compared to an operating loss of $(231,400) in 1995.  The            
significant improvement in operating earnings was primarily due to the on-site  
equipment sales of SDS which have higher margins and the increased sales volume 
of Kover.                                                                       

INTEREST INCOME, NET.  Interest income, net of interest expense increased       
$21,482 to $59,694 in 1996 from $38,212 in 1995.    The increase was due to     
interest earned on notes receivable related to the sale of Kover's Pittsburgh   
franchise.                                                                      

NET INCOME (LOSS).   The Company had net income of $184,375 in 1996 as compared 
to a net (loss) of $(193,188) in 1995.  The significant improvement in net      
income was primarily due to the on-site equipment sales of SDS which have       
higher margins, increased sales volume of Kover and SDS' reduced administrative 
expenses as a percentage of revenues.                                           

LIQUIDITY AND CAPITAL RESOURCES                                                 

The Company's working capital at June 30, 1996 amounted to $1,509,145.   The    
Company's sources of cash during 1996 has been the assignment of equipment      
leases and borrowings under the Company's line of credit.  During the six       
months ended June 30, 1996, cash decreased by $26,684 to $94,233.  Operating    
activities used $551,565 of cash, principally due to the increase in SDS'       
accounts receivables related to on-site equipment sales, Kover's increased      
notes receivables from franchisees and a decrease in Kover's deferred revenue   
on franchise sales, offset partially by net income of $184,375, net of          
depreciation and provision for doubtful accounts.  The cash generated by net    
income was primarily due to the sale by SDS of on-site equipment and related    
assignment of notes to a leasing company.  Financing activities provided        
$349,254 of cash, principally due to borrowings under the line of credit.       

In September 1995, the Company entered into an agreement with a bank, whereby   
the Company can                                                                 

10

10-Q 11th Page of 14 TOC 1st Previous Next ↓Bottom Just 11th

borrow up to $400,000 under a revolving line of credit.   At June 30, 1996, the 
Company had $394,599  in borrowings under the line.  Substantially all of the   
Company's assets have been collateralized by the loan.  In July 1996, the       
Company's line of credit with a bank was increased by $600,000 to $1,000,000.   
Other terms and conditions of the loan remained unchanged.                      

During the first quarter of 1996, the Company entered into an agreement with a  
leasing company, whereby the Company assigned with recourse two of the four     
on-site equipment leases it obtained.  The terms of the agreement call for a    
rate of prime plus two percent and the collateralizing of certain on-site       
equipment.  The Company received $290,483, under this arrangement.              

On April 1, 1996, the Company assigned Kover's Pittsburgh master franchise and  
sold certain notes receivables from franchises, accounts receivable, inventory, 
and operating and office equipment related to Kover's Pittsburgh franchise for  
$270,000.  The $270,000 sales price was paid $135,000 in cash at closing and    
the issuance of a $135,000 promissory note from the purchaser.  The note earns  
interest at a rate of 7.415% per annum.  Interest and principal payments of     
$1,710 is payable monthly from May 1, 1997 to April 30, 2001, with a final      
payment of $94,872 due on May 1, 2001.  Interest in the amount of $4,050 was    
prepaid at closing.  The note is collateralized by the assets sold.             

In June 1996, the Company entered into an agreement with a leasing company,     
whereby the Company can finance equipment under a sale/leaseback arrangement    
for the purposes of financing its equipment.  The terms of the agreement        
provide for a 60 month lease term and an interest rate equal to market at the   
time of financing.  Through June 30, 1996, the Company has sold and leased-back 
equipment aggregating $66,131 at an interest rate of 9.5%.                      

On July 16, 1996 the Securities and Exchange Commission declared effective the  
Company's registration statement covering 308,139 shares underlying the         
Company's private placement warrants.  Each private placement warrant is        
exercisable into one share of the Company's common stock at $2.40.  The         
expiration date for the private placement warrants is August 31, 1996.  The     
registration statement also covers an additional 171,000 shares of common stock 
underlying other options and warrants.                                          

NEW FASB PRONOUNCEMENTS.  The Company does not presently intend to adopt in     
1996 the fair value based method as encouraged by Statement of Financial        
Accounting Standards (FAS) No. 123, Accounting for Stock Based Compensation.    
Accordingly, there will be no effect to the financial statements.               

11

10-Q 12th Page of 14 TOC 1st Previous Next ↓Bottom Just 12th

PART II. OTHER INFORMATION                                                      

ITEM 1. LEGAL PROCEEDINGS.                                                      

The Company is not involved in any litigation that would give rise to material  
liability against the Company or its subsidiaries.                              

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY-HOLDERS.                   

The Company held its 1996 annual meeting of shareholders on May 9, 1996 (the    
"Annual Meeting").  At the Annual Meeting, the Company's shareholders voted on  
the following two matters:  (a) election of directors; and (b) adoption of a    
1996 Employee Stock Option Plan (the "Employee Plan").                          

Seven (7) directors were elected at the Annual Meeting with the votes as        
indicated below:                                                                

                                                                [Download Table]

                                                 BROKER
                                                 NON-  
    NAME           IN FAVOR   AGAINST  WITHHELD  VOTE  
    -----          --------   -------  --------  ----  
                                                       
Milton J. Wallace  1,228,181    --       22,450    -   

Daniel A. Stauber  1,231,181    --       19,450    -   

Arthur G. Shapiro  1,228,181    --       22,450    -   

Richard Green      1,231,181    --       19,450    -   

Phillip W. Kubec   1,231,181    --       19,450    -   

William D. Dolan   1,231,181    --       19,450    -   

Charles Scurr      1,228,181    --       22,450    -   

The Employee Plan was approved by shareholders at the Annual Meeting by the     
following vote:                                                                 

    For                      854,927
   Against                  30,175
  Withheld                 5,000
    Broker Non-Vote          360,529

12

10-Q 13th Page of 14 TOC 1st Previous Next ↓Bottom Just 13th

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K                                        

(a) Exhibits.                                                                   

Exhibit 11 - Statement re: computation of earnings (loss) per share             

Exhibit 27 - Financial Statement Schedule                                       

(b) Reports on Form 8-K.  None.                                                 

13

10-Q Last Page of 14 TOC 1st Previous Next ↓Bottom Just 14th

SIGNATURES

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

                           Med/Waste, Inc.

Date:           August 10, 1996               /s/ Daniel A. Stauber             
             ---------------               -------------------------------
                                        Daniel A. Stauber, President
                                         and Chief Executive Officer

Date:           August 10, 1996               /s/ Michael D. Elkin              
             ---------------               -------------------------------
                                            Michael D. Elkin, Vice President
                                         and Chief Financial Officer

14

10-Q	1st Page of 14	TOC	↑Top	Previous	Next	↓Bottom	Just 1st

10-Q	2nd Page of 14	TOC	1st	Previous	Next	↓Bottom	Just 2nd

10-Q	3rd Page of 14	TOC	1st	Previous	Next	↓Bottom	Just 3rd

10-Q	4th Page of 14	TOC	1st	Previous	Next	↓Bottom	Just 4th

10-Q	5th Page of 14	TOC	1st	Previous	Next	↓Bottom	Just 5th

10-Q	6th Page of 14	TOC	1st	Previous	Next	↓Bottom	Just 6th

10-Q	7th Page of 14	TOC	1st	Previous	Next	↓Bottom	Just 7th

10-Q	8th Page of 14	TOC	1st	Previous	Next	↓Bottom	Just 8th

10-Q	9th Page of 14	TOC	1st	Previous	Next	↓Bottom	Just 9th

10-Q	10th Page of 14	TOC	1st	Previous	Next	↓Bottom	Just 10th

10-Q	11th Page of 14	TOC	1st	Previous	Next	↓Bottom	Just 11th

10-Q	12th Page of 14	TOC	1st	Previous	Next	↓Bottom	Just 12th

10-Q	13th Page of 14	TOC	1st	Previous	Next	↓Bottom	Just 13th

10-Q	Last Page of 14	TOC	1st	Previous	Next	↓Bottom	Just 14th

Dates Referenced Herein and Documents Incorporated by Reference

		Referenced-On Page
This ‘10-Q’ Filing	Date	First	Last	Other Filings

	5/1/01	11
	4/30/01	11
	5/1/97	11
	1/1/97	7
	12/31/96	6		10KSB
	8/31/96	8	11	10-C
Filed on:	8/14/96
	8/10/96	14
	8/7/96	1
	7/16/96	8	11
	7/1/96	7
For Period End:	6/30/96	1	11
	5/9/96	12
	4/1/96	8	11
	12/31/95	6
	6/30/95	9	10
				List all Filings

↑Top

Filing Submission 0000950144-96-005461 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Med Waste Inc – ‘10-Q’ for 6/30/96

As of: Wednesday, 8/14/96 · For: 6/30/96 · Accession #: 950144-96-5461 · File #: 0-22294

Quarterly Report — Form 10-QFiling Table of Contents

10-Q — Med/Waste Inc. 10-Q 6/30/96Document Table of Contents

Dates Referenced Herein and Documents Incorporated by Reference

Quarterly Report — Form 10-Q
Filing Table of Contents

10-Q — Med/Waste Inc. 10-Q 6/30/96
Document Table of Contents