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
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 for the transition period from _______ to _______
COMMISSION FILE NUMBER 1-12711
DIGITAL POWER CORPORATION
(Exact name of small business issuer as specified in its charter)
California 94-1721931
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
41920 Christy Street, Fremont, CA 94538-3158
(Address of principal executive offices)
(510) 657-2635
(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 |_|
Number of shares of common stock outstanding as of March 31, 2002: 4,510,680
2
DIGITAL POWER CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
MARCH 31, DECEMBER 31,
2002 2001 2001 (1)
--------------------------------------- --------------------
(Unaudited)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 1,382,029 $ 928,385 $ 1,242,900
Accounts receivable, net of allowance for doubtful accounts of
$303,000, $231,000 and $370,000 at March 31, 2002 and 2001,
and December 31, 2001 respectively 1,943,960 2,432,755 2,203,664
Income tax refund receivable 50,894 29,200 72,388
Other receivables 146,846 95,849 91,971
Inventories, net 1,618,084 5,363,822 1,999,168
Prepaid expenses and deposits 37,406 197,481 47,534
---------------- ---------------- ----------------
Total current assets 5,179,219 9,047,492 5,657,625
PROPERTY AND EQUIPMENT, net 738,609 1,043,430 820,318
EXCESS OF PURCHASE PRICE OVER NET ASSETS ACQUIRED, net of
amortization of $469,927 at March 31, 2001 - 982,264 -
OTHER ASSETS 31,794 36,272 35,116
---------------- ---------------- ----------------
TOTAL ASSETS $ 5,949,622 $ 11,109,458 $ 6,513,059
================ ================ ================
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Notes payable $ 552,291 $ 850,000 $ 652,261
Current portion of capital lease obligation 34,200 39,732 35,856
Accounts payable 1,423,969 1,373,305 1,590,830
Accrued liabilities 1,451,522 1,170,757 1,510,719
---------------- ---------------- ----------------
Total current liabilities 3,461,982 3,433,794 3,789,666
CAPITAL LEASE OBLIGATIONS, less current portion 14,250 49,665 24,376
OTHER LONG TERM LIABILITIES 13,784 15,609 13,607
---------------- ---------------- -----------------
Total liabilities 3,490,016 3,499,068 3,827,649
---------------- ---------------- ----------------
STOCKHOLDERS' EQUITY:
Preferred stock issuable in series, no par value; 2,000,000 shares
authorized, no shares issued and outstanding - - -
Common stock, no par value, 10,000,000 shares authorized;
4,510,680 shares issued and outstanding at March 31, 2002 and December 31,
2001 and 3,260,680 shares issued and outstanding at
March 31, 2001 11,036,251 9,786,251 11,036,251
Additional paid-in capital 733,256 733,256 733,256
Accumulated deficit (8,967,528) (2,511,961) (8,771,654)
Accumulated other comprehensive loss (342,373) (397,156) (312,443)
---------------- ---------------- ----------------
Total stockholders' equity 2,459,606 7,610,390 2,685,410
---------------- ---------------- ----------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 5,949,622 $ 11,109,458 $ 6,513,059
================ ================ ================
(1) Condensed from December 31, 2001 audited financial statements included in
the Company's Form 10-KSB.
See accompanying notes to these condensed consolidated financial statements.
3
DIGITAL POWER CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE FOR THE YEAR ENDED
MONTHS ENDED DECEMBER 31,
MARCH 31,
---------------------------------------- -------------------
2002 2001 2001 (1)
------------------- ------------------- -------------------
(unaudited)
REVENUES $ 2,182,849 $ 3,259,347 $ 10,329,857
COST OF GOODS SOLD 1,647,264 2,632,251 11,939,985
----------------- ----------------- ------------------
Gross margin (loss) 535,585 627,096 (1,610,128)
----------------- ----------------- ------------------
OPERATING EXPENSES
Research and development 189,426 317,347 1,065,872
Marketing and selling 253,120 254,682 863,898
General and Administrative 250,101 460,849 2,177,611
Impairment of goodwill - - 946,263
----------------- ----------------- ------------------
Total operating expenses 692,647 1,032,878 5,053,644
----------------- ----------------- ------------------
LOSS FROM OPERATIONS (157,062) (405,782) (6,663,772)
OTHER INCOME (EXPENSE)
Interest income 2,758 7,168 12,829
Interest expense (11,472) (14,413) (63,461)
Other (expense) - - (4,364)
Loss on disposal of assets (4,428) - (23,069)
----------------- ----------------- ------------------
Other (expense) (13,142) (7,245) (78,065)
----------------- ----------------- ------------------
LOSS BEFORE INCOME TAXES (170,204) (413,027) (6,741,837)
INCOME TAX PROVISION 25,670 368,000 298,883
----------------- ----------------- ------------------
NET LOSS $ (195,874) $ (781,027) $ (7,040,720)
================= ================= ==================
Basic net loss per share $ (0.04) $ (0.24) $ (2.07)
================= ================= ==================
Diluted net loss per share $ (0.04) $ (0.24) $ (2.07)
================= ================= ==================
(1) Condensed from December 31, 2001 audited financial statements included in
the Company's Form 10-KSB.
See accompanying notes to these condensed consolidated financial statements.
4
DIGITAL POWER CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
ACCUMULATED
COMMON STOCK ADDITIONAL OTHER TOTAL
--------------------------- PAID-IN ACCUMULATED COMPREHENSIVE STOCKHOLDERS' COMPREHENSIVE
SHARES AMOUNT CAPITAL DEFICIT (LOSS) EQUITY (LOSS)
------------ ------------- ---------- ------------- ------------ -------------- ---------------
BALANCES, January 1, 2001 3,260,680 $ 9,786,251 733,256 $ (1,730,934) $ (247,299) $ 8,541,274
Issuance of common stock
to Telkoor Telecom,
Ltd pursuant to
investment agreement 1,250,000 1,250,000 - - - 1,250,000
Comprehensive loss:
Net loss - - - (7,040,720) - (7,040,720) $ (7,040,720)
Foreign currency
translation adjustment - - - - (65,144) (65,144) (65,144)
---------------
Total comprehensive loss - - - - - - $ (7,105,864)
------------ ------------- ---------- ------------- ------------ -------------- ===============
BALANCES, December 31, 2001 (1) 4,510,680 11,036,251 733,256 (8,771,654) (312,443) 2,685,410
Net loss (unaudited) - - - (195,874) - (195,874) $ (195,874)
Foreign currency
translation adjustment - - - - (29,930) (29,930) (29,930)
---------------
Total comprehensive loss - - - - - - $ (225,804)
------------ ------------- ---------- ------------- ------------ -------------- ===============
BALANCES, March 31, 2002 4,510,680 $ 11,036,251 $ 733,256 $ (8,967,528) $ (342,373) $ 2,459,606
============ ============= ========== ============= ============ ==============
BALANCES, January 1, 2001 3,260,680 $ 9,786,251 $ 733,256 $ (1,730,934) $ (247,299) $ 8,541,274
Net loss (unaudited) - - - (781,027) - (781,027) $ (781,027)
Foreign currency
translation adjustment - - - - (149,857) (149,857) (149,857)
---------------
Total comprehensive loss - - - - - - $ (930,884)
------------ ------------- ---------- ------------- ------------ -------------- ===============
BALANCES, March 31, 2001 3,680,680 $ 9,786,251 $ 733,256 $ (2,511,961) $ (397,156) $ 7,610,390
============ ============= ========== ============= ============ ==============
(1) Derived from the December 31, 2001 audited financial statements included in
the Company's Form 10-KSB.
See accompanying notes to these condensed consolidated financial statements.
5
DIGITAL POWER CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE FOR THE YEAR
MONTHS ENDED ENDED
MARCH 31, DECEMBER 31,
------------------------------ ---------------
2002 2001 2001 (1)
------------- ------------- ---------------
(unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $ (195,874) $ (781,027) $ (7,040,720)
Adjustments to reconcile net loss to net cash provided by
(used in) operating activities:
Depreciation and amortization 85,573 127,282 450,752
Loss on disposal of assets - 23,069
Deferred income taxes 349,646 334,037
Inventory Reserve (190,846) (10,000) (64,806)
Increase in provision for inventory obsolescence 2,714,941
Allowance for doubtful accounts 14,130 158,130
Impairment of goodwill 946,263
Severance accrual 658,000
Changes in operating assets and liabilities:
Accounts receivable 245,574 823,326 894,288
Income tax refund receivable 21,494 150,000 106,812
Other receivables (54,875) (5,395) (1,517)
Inventories 571,930 (210,198) 429,515
Prepaid expenses and deposits 10,128 16,217 166,164
Other assets 3,322 (7,721) (6,565)
Accounts payable (166,861) (575,880) (358,353)
Accrued liabilities (59,197) 1,058 (252,177)
Other long-term liabilities 177 - 13,607
------------- ------------- ---------------
Net cash provided by (used in) operating activities 284,675 (122,692) (828,560)
------------- ------------- ---------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment (3,864) (39,979) (133,281)
Proceeds from sale of assets - - 5,876
------------- ------------- ---------------
Net cash (used in) investing activities (3,864) (39,979) (127,405)
------------- ------------- ---------------
(Continued)
6
DIGITAL POWER CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Continued)
FOR THE THREE FOR THE YEAR
MONTHS ENDED ENDED DECEMBER
MARCH 31, 31,
------------------------------ ---------------
2002 2001 2001 (1)
------------- ------------- ---------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from exercise of stock options and warrants $ - $ - $ -
Proceeds received (payments made) on notes payable (99,970) 450,000 252,261
Principal payments on capital lease obligations (11,782) (15,494) (44,659)
Investment from Telkoor Telecom, Ltd. - - 1,250,000
------------- ------------- ---------------
Net cash provided by (used in) financing activities (111,752) 434,506 1,457,602
------------- ------------- ---------------
EFFECT OF EXCHANGE RATE CHANGES ON CASH (29,930) (149,857) (65,144)
------------- ------------- ---------------
NET CHANGE IN CASH AND CASH EQUIVALENTS 139,129 121,978 436,493
------------- ------------- ---------------
CASH AND CASH EQUIVALENTS, beginning of period 1,242,900 806,407 806,407
------------- ------------- ---------------
CASH AND CASH EQUIVALENTS, end of period $ 1,382,029 $ 928,385 $ 1,242,900
============= ============= ===============
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash payments for:
Interest $ 13,813 $ 19,093 $ 67,009
============= ============= ===============
Income taxes $ - $ - $ 97,918
============= ============= ===============
(1) Derived from the December 31, 2001 audited financial statements included in
the Company's Form 10-KSB.
See accompanying notes to these consolidated financial statements.
7
DIGITAL POWER CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
1. BASIS OF PRESENTATION:
---------------------
The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with accounting principles generally accepted
in the United States of America for interim financial information and
pursuant to the rules and regulations of the Securities and Exchange
Commission. Accordingly, they do not include all of the information and
footnotes required by accounting principles generally accepted in the
United States of America for complete financial statements. For further
information, refer to the financial statements and footnotes thereto
included in the Company's annual report on Form 10-KSB for the fiscal year
ended December 31, 2001.
In the opinion of management, the unaudited condensed consolidated
financial statements contain all adjustments consisting only of normal
recurring accruals considered necessary to present fairly the Company's
financial position at March 31, 2002 and 2001, the results of operations,
statement of shareholders' equity and cash flows for the three months then
ended. The results for the period ended March 31, 2002, are not necessarily
indicative of the results to be expected for the entire fiscal year ending
December 31, 2002.
2. SIGNIFICANT ACCOUNTING POLICIES:
-------------------------------
The significant accounting policies applied in the preparation of these
financial statements are identical to those followed in the preparation of
the latest annual financial statements.
3. EARNINGS PER SHARE
------------------
The following represents the calculation of earnings (loss) per share:
FOR THE THREE MONTHS FOR THE YEAR
ENDED ENDED
MARCH 31, DECEMBER 31,
2002 2001 2001
------------- ------------- ---------------
BASIC
Net loss $ (195,874) $ (781,027) $ (7,040,720)
Less: preferred stock dividends - - -
------------- ------------- ---------------
Net loss applicable to common shareholders (195,874) (781,027) (7,040,720)
Weighted average number of common shares 4,510,680 3,260,680 3,407,930
Basic loss per share $ (0.04) $ (0.24) $ (2.07)
============= ============= ===============
DILUTED
Net loss $ (195,874) $ (781,027) $ (7,040,720)
Less: preferred stock dividends - - -
------------- ------------- ---------------
Net loss applicable to common shareholders (195,874) (781,027) (7,040,720)
Weighted average number of common shares 4,510,680 3,260,680 3,407,930
Common stock equivalent shares representing shares
issuable upon exercise of stock - - -
------------- ------------- ---------------
Weighted average number of shares used in calculation of
diluted income (loss) per share 4,510,680 3,260,680 3,407,930
============= ============= ===============
Diluted earnings (loss) per share $ (0.04) $ (0.24) $ (2.07)
============= ============= ===============
8
DIGITAL POWER CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
4. SEGMENT INFORMATION:
The Company has identified its segments based upon its geographic
operations. These segments are represented by each of the Company's
individual legal entities: Digital Power Corporation (DPC), Poder Digital,
S.A. de C.V. (PD) and Digital Power Limited (DPL). Segment information is
as follows:
For the Three Months Ended March 31, 2002
DPC PD DPL Eliminations Totals
-------------- ------------ ------------ -------------- --------------
Revenues $ 1,260,199 $ - $ 922,650 $ - $ 2,182,849
============== ============ ============ ============== ==============
Intersegment
Revenues $ $ 239,813 $ 98,438 $ (338,251) $ -
============== ============ ============ ============== ==============
Interest
Income $ 4,324 $ 16 $ $ (1,582) $ 2,758
============== ============ ============ ============== ==============
Interest
Expense $ 8,245 $ 375 $ 4,434 $ (1,582) $ 11,472
============== ============ ============ ============== ==============
Income Tax
Expense $ - $ - $ 25,670 $ - $ 25,670
============== ============ ============ ============== ==============
Income
(loss) $ (32,371) $ (192,948) $ 29,445 $ - $ (195,874)
============== ============ ============ ============== ==============
For the Three Months Ended March 31, 2001
DPC PD DPL Eliminations Totals
-------------- ------------ ------------ -------------- --------------
Revenues $ 1,959,482 $ 698 $ 1,299,167 $ - $ 3,259,347
============== ============ ============ ============== ==============
Intersegment
Revenues $ - $ 780,187 $ 242,167 $ (1,022,354) $ -
============== ============ ============ ============== ==============
Interest
Income $ 11,115 $ 190 $ 5,833 $ (9,970) $ 7,168
============== ============ ============ ============== ==============
Interest
Expense $ 14,186 $ 227 $ 9,970 $ (9,970) $ 14,413
============== ============ ============ ============== ==============
Income Tax
Expense $ 350,500 $ - $ 17,500 $ - $ 368,000
============== ============ ============ ============== ==============
Income
(loss) $ (877,414) $ 35,915 $ 60,472 $ - $ (781,027)
============== ============ ============ ============== ==============
9
For the Year Ended December 31, 2001
DPC PD DPL Eliminations Totals
-------------- ----------------- -------------- --------------- ---------------
Revenues $ 6,475,533 $ - $ 3,854,324 $ - $ 10,329,857
============== ================= ============== =============== ===============
Intersegment
Revenues $ - $ 778,450 $ 599,848 $ (1,378,298) $ -
============== ================= ============== =============== ===============
Interest
Income $ 24,350 $ 310 $ 12,519 $ (24,350) $ 12,829
============== ================= ============== =============== ===============
Interest
Expense $ 56,874 $ - $ 30,937 $ (24,350) $ 63,461
============== ================= ============== =============== ===============
Depreciation and
amortization $ 196,555 $ 139,526 $ 114,671 $ - $ 450,752
============== ================= ============== =============== ===============
Income Tax
Expense $ 350,523 $ 11,356 $ (62,996) $ - $ 298,883
============== ================= ============== =============== ===============
Income
(loss) $ (5,360,730) $ (1,596,321) $ (207,140) $ 123,471 $ (7,040,720)
============== ================= ============== =============== ===============
Expenditures for
Segment Assets $ 104,257 $ 5,424 $ 23,600 - $ 133,281
============== ================= ============== =============== ===============
Segment Assets $ 6,833,699 $ 409,601 $ 2,562,562 $ (3,292,803) $ 6,513,059
============== ================= ============== =============== ===============
10
INDEPENDENT ACCOUNTANT'S REVIEW REPORT
To the Stockholders and Board of Directors
Digital Power Corporation and Subsidiaries
Fremont, California
We have reviewed the accompanying consolidated balance sheets of Digital Power
Corporation and subsidiaries as of March 31, 2002 and 2001, and related
consolidated statements of operations, stockholders' equity, and cash flows for
the three month periods then ended. These financial statements are the
responsibility of the Company's management.
We conducted our reviews in accordance with the standards established by the
American Institute of Certified Public Accountants. A review of interim
financial statements consists principally of applying analytical procedures to
financial data and making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an examination in
accordance with auditing standards generally accepted in the United States of
America, the objective of which is the expression of an opinion regarding the
consolidated financial statements taken as a whole. Accordingly, we do not
express such an opinion.
Based on our reviews, we are not aware of any material modifications that should
be made to the accompanying consolidated financial statements in order for them
to be in conformity with accounting principles generally accepted in the United
States of America.
HEIN + ASSOCIATES LLP
Certified Public Accountants
Orange, California
May 13, 2002
11
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
With the exception of historical facts stated herein, the matters discussed in
this report are "forward looking" statements that involve risks and
uncertainties that could cause actual results to differ materially from
projected results. Such "forward looking" statements include, but are not
necessarily limited to, statements regarding anticipated levels of future
revenues and earnings from operations of the Company. Factors that could cause
actual results to differ materially include, in addition to other factors
identified in this report, dependence on the computer and other electronic
equipment industry, competition in the power supply industry, dependence on the
Guadalajara, Mexico facility and manufacturer in China, and other risks factors
detailed in the Company's Form 10-KSB for the year ended December 31, 2001.
Readers of this report are cautioned not to put undue reliance on "forward
looking" statements which are, by their nature, uncertain as reliable indicators
of future performance. The Company disclaims any intent or obligation to
publicly update these "forward looking" statements, whether as a result of new
information, future events, or otherwise.
The financial statements included in this report include additional information
not otherwise required by regulations of the Securities and Exchange Commission.
The Company is providing this additional information in connection with Telkoor
Telecom's filings with the securities agencies in Israel.
THREE MONTHS ENDED MARCH 31, 2002, COMPARED TO MARCH 31, 2001
REVENUES
Total revenues decreased by 33.0% to $2,182,849 for the first quarter ended
March 31, 2002, from $3,259,347 for the first quarter ended March 31, 2001.
Revenues from the Company's United Kingdom's operations of Digital Power Ltd.
decreased 29% to $922,650 for the first quarter ended March 31, 2002, from
$1,299,167 for the first quarter ended March 31, 2001. Revenues attributed to
the United States operations decreased by 36% from the same quarter of the prior
year. The decrease in revenues was attributed primarily to the continued
softness in the telecommunications industry.
GROSS MARGINS
Gross margins were 24.5% for the three months ended March 31, 2002, compared to
19.2% for the three months ended March 31, 2001. The increase in gross margins
can be attributed primarily to utilization of inventory which was fully reserved
in the amount of $191,000 and the reversal of accrued cancellation charges of
approximately $100,000 which the supplier will not require.
SELLING, GENERAL AND ADMINISTRATIVE
Selling, general and administrative expenses were 23.1% of revenues for the
three months ended March 31, 2002, compared to 22.0% for the three months ended
March 31, 2001. In actual dollar terms, these expenses were down 29.7%, while
revenues were down 33.0%, resulting in higher expense as a percentage of
revenues. Reduced selling, general and administrative expenses can be attributed
primarily to a decreased commissions paid and decreased salary for
administrative staff by a 20% pay cut beginning in fourth quarter of 2001.
12
ENGINEERING AND PRODUCT DEVELOPMENT
Engineering and product development expenses were 8.7% of revenues for the three
months ended March 31, 2002, and 9.7% for the three months ended March 31, 2001.
Actual dollar expenditures were down by 40.3% mainly due to the reduced labor
cost by laying off engineers and reducing the cost of outside services.
INTEREST EXPENSE
Interest expense, net of interest income, was $8,714 for the three months ended
March 31, 2002, compared to $7,245 for the three months ended March 31, 2001.
LOSS BEFORE INCOME TAXES
For the three months ended March 31, 2002, the Company had a loss before income
taxes of $170,204 compared to a loss before income taxes of $413,027 for the
three months ended March 31, 2001. Digital Power Limited reported income before
income taxes of $55,115 for the three months ended March 31, 2002, compared to
an income before income taxes of $77,972 for the three months ended March 31,
2001.
INCOME TAX
Provision for income tax decreased from a $368,000 for the three months ended
March 31, 2001, to $25,670 for the first quarter of 2002. Due to the net loss,
DPC has no income tax provisions. The $25,670 income tax provision in the first
quarter of 2002 was solely for Gresham Power.
NET LOSS
Net loss for the three months ended March 31, 2002, was $195,874 compared to net
loss of $781,027 for the three months ended March 31, 2001. Reduced labor
expenses resulting from last year's lay off and the increase in our gross margin
percentage contributed to our smaller loss.
LIQUIDITY AND CAPITAL RESOURCES
On March 31, 2002, the Company had cash of $1,382,029 and working capital of
$1,717,237. This compares with cash of $928,385 and working capital of
$5,613,698 at March 31, 2001. The decrease in working capital was primarily due
to a net decrease in raw materials generated by a provision for inventory
obsolescence and excess of $2,7000,000 and a decrease in accounts receivable and
prepaid expenses and increase in accounts payable. Cash provided in operating
activities for the Company totaled $284,675 for the three months ended March 31,
2002. Cash used in operating activities for the Company totaled $122,692 for the
three months ended March 31, 2001. Cash used in investing activities was $3,864
for the three months ended March 31, 2002, compared to $39,979 for the three
months ended March 31, 2001. Net cash used by financing activities was $111,752
for the three months ended March 31, 2002, compared to the net cash provided by
financing activities of $434,506 for the three months ended March 31, 2001.
The Company has a $750,000 line of credit with San Jose National Bank ("SJNB").
Due, in part, to a change in business direction at SJNB, the Company and SJNB
have agreed to terminate their relationship May 31, 2002. The Company is
currently in negotiations with Silicon Valley Bank to seek a new credit
facility. No assurance can be given that the Company will successfully enter
into a new relationship with Silicon Valley Bank. Because the Company incurred a
loss for the quarter ended March 31, 2002, the Company is currently not in
compliance with one of its loan covenants with SJNB.
13
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
On April 25, 2002, Celetron USA, Inc. filed a complaint against the Company in
the Superior Court of the State of California for the County of Alameda (Case
No. 2002-047625). Celetron is alleging breach of contract, among other claims,
in connection with the purchase of power supplies by the Company from Celetron.
Celetron is seeking damages of approximately $126,000.
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 ON FORM 8-K
14
SIGNATURES
In accordance with 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, thereunto duly authorized.
DIGITAL POWER CORPORATION
(Registrant)
Date: May 14 2002 /s/ David Amitai
David Amitai
Chief Executive Officer
(Principal Executive Officer)
Date: May 14 2002 /s/ Uri Friedlander
Uri Friedlander
Chief Financial Officer
(Principal Financial Officer)