UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
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(Mark One) |
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Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
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For the quarterly period ended June 30, 2004 |
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Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
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For the transition period from to . |
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Commission file number 0-26886 |
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MEDICSIGHT, INC. |
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(Exact name of registrant as specified in its charter) |
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Delaware |
13-4148725 |
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(State or other jurisdiction of |
(I.R.S. Employer |
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46 Berkeley Square, London, W1J 5AT, UNITED KINGDOM |
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(Address of principal executive offices, including zip code) |
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011 - 44-20-7598-4070 |
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(Registrant’s telephone number, including area code) |
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(Former name, former address and former fiscal year, if changed since last report) |
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Indicate by check whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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 ý No o
Indicate by check whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act): Yes o No ý
APPLICABLE ONLY TO ISSUERS INVOLVED
IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Indicate by check mark whether the registrant filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by court. Yes o No o
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: As of August 6, 2004: 33,037,298 shares of Common Stock, par value $0.001 per share.
NOTE REGARDING AMENDMENT AND RESTATEMENT
During Fiscal 2003, the Company identified certain errors in its previously issued quarterly financial statements relating to the impairment of an intangible assets and the Company also revised its treatment of software development costs in the third quarter of Fiscal 2003.
As a result, the Company has restated its previously issued financial statements for the six months and quarter ended June 30, 2003. A summary of the significant effects of the restatements is set forth below.
MEDICSIGHT, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
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Three months ended |
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Three months ended |
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(as previously reported) |
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(as restated) |
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REVENUES |
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44 |
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44 |
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EXPENSES: |
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Selling, general and administrative charges |
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3,592 |
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2,657 |
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Research and development cost |
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— |
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515 |
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Impairment of vendor guarantee |
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(697 |
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— |
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2,895 |
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3,172 |
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Net loss before minority loss |
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(2,851 |
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(3,128 |
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MINORITY INTEREST |
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405 |
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405 |
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Net loss |
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(2,446 |
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(2,723 |
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PER SHARE DATA: |
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Basic and diluted loss per share |
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$ |
(0.12 |
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(0.13 |
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Weighted average number of common shares outstanding |
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21,155,189 |
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21,155,189 |
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2
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Six months ended |
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Six months ended |
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(as previously reported) |
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(as restated) |
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REVENUES |
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$ |
54 |
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$ |
54 |
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EXPENSES: |
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Selling, general and administrative charges |
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6,569 |
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4,587 |
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Research and development cost |
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— |
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984 |
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Impairment of vendor guarantee |
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(697 |
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— |
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5,872 |
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5,571 |
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Net loss before minority loss |
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(5,818 |
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(5,517 |
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MINORITY INTEREST |
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694 |
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694 |
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Net loss |
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$ |
(5,124 |
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$ |
(4,823 |
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PER SHARE DATA: |
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Basic and diluted loss per share |
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$ |
(0.24 |
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$ |
(0.23 |
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Weighted average number of common shares outstanding |
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21,155,032 |
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21,155,032 |
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3
MEDICSIGHT, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOW
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Six months ended |
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Six months ended |
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(as previously reported) |
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(as restated) |
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CASH FLOWS FROM OPERATING ACTIVITIES: |
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Net loss |
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$ |
(5,124 |
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$ |
(4,823 |
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Adjustments to reconcile net loss to net cash used in operating activities |
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Depreciation |
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164 |
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164 |
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Amortization of intangibles |
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2,247 |
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— |
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Impairment of vendor guarantee |
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(697 |
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— |
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Minority interest in net earnings of subsidiary |
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(694 |
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(694 |
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(Increase)/decrease in assets |
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Accounts receivable |
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(12 |
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(12 |
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Prepayments |
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(382 |
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(382 |
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VAT receivable |
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(230 |
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(230 |
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Security deposits |
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(743 |
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(743 |
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Increase/(decrease) in assets |
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Accounts payable |
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970 |
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970 |
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Accrued expenses |
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(81 |
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(81 |
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Accrued professional expenses |
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6 |
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6 |
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Net cash used in operating activities |
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(4,576 |
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(5,825 |
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CASH FLOWS FROM INVESTING ACTIVITIES: |
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Purchase of fixed assets |
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(526 |
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(526 |
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Software development costs |
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(1,249 |
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Net cash used in investing activities |
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(1,775 |
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(526 |
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CASH FLOWS FROM FINANCING ACTIVITIES: |
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Principal payments under capital lease obligations |
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(34 |
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(34 |
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Increase in bank overdraft |
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88 |
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88 |
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