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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
Exchange Act of 1934 For the quarterly period ended December 31, 2000
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
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Commission file Number 000-17288
TIDEL TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
Delaware 75-2193593
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
5847 San Felipe, Suite 900
Houston, Texas 77057
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (713) 783-8200
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Indicate by check mark 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 requirement for the past 90 days. YES [X] NO [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS:
The number of shares of Common Stock outstanding as of the close of
business on February 13, 2000 was 17,426,210.
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TIDEL TECHNOLOGIES, INC.
INDEX
PAGE
NUMBER
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PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets as of December 31, 2000
(unaudited) and September 30, 2000...................................... 1
Consolidated Statements of Income (unaudited) for the
three months ended December 31, 2000 and 1999........................... 2
Consolidated Statements of Comprehensive Income
(unaudited) for the three months ended
December 31, 2000 and 1999.............................................. 3
Consolidated Statements of Cash Flows (unaudited) for
the three months ended December 31, 2000 and 1999....................... 4
Notes to Consolidated Financial Statements (unaudited)..................... 5
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations..................................... 6
Item 3. Quantitative and Qualitative Disclosures About Market Risks................ 11
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.......................................................... 11
Item 2. Changes in Securities...................................................... 11
Item 3. Defaults Upon Senior Securities............................................ 11
Item 4. Submission of Matters to a Vote of Security Holders........................ 11
Item 5. Other Information.......................................................... 11
Item 6. Exhibits and Reports on Form 8-K........................................... 12
SIGNATURE................................................................................... 12
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TIDEL TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
DECEMBER 31, SEPTEMBER 30,
2000 2000
------------ ------------
(UNAUDITED)
ASSETS
Current Assets:
Cash and cash equivalents $ 11,194,798 $ 16,223,192
Trade accounts receivable, net of allowance of
$470,948 and $448,037, respectively 29,760,787 29,168,134
Notes and other receivables 6,492,107 1,151,680
Inventories 11,043,601 10,415,492
Deferred tax assets 1,153,472 1,153,472
Prepaid expenses and other 410,146 349,251
------------ ------------
Total current assets 60,054,911 58,461,221
Investment in 3CI, at market value 98,204 130,962
Property, plant and equipment, at cost 5,138,626 4,919,186
Accumulated depreciation (3,199,710) (2,954,873)
------------ ------------
Net property, plant and equipment 1,938,916 1,964,313
Intangible assets, net of accumulated amortization of
$1,171,151 and $1,161,675, respectively 529,922 539,398
Deferred financing costs and other assets 1,849,189 1,964,463
------------ ------------
Total assets $ 64,471,142 $ 63,060,357
============ ============
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
Current maturities of long-term debt $ 128,000 $ 128,000
Accounts payable 8,146,372 8,176,905
Accrued liabilities 3,160,091 3,640,264
------------ ------------
Total current liabilities 11,434,463 11,945,169
Long-term debt, net of current maturities 5,392,000 5,424,000
Convertible debentures, net of discount of
$1,082,960 and $1,155,157, respectively 16,917,040 16,844,843
------------ ------------
Total liabilities 33,743,503 34,214,012
------------ ------------
Commitments and contingencies
Shareholders' Equity:
Common stock, $.01 par value, authorized 100,000,000
shares; issued and outstanding 17,376,210 shares 173,762 173,762
Additional paid-in capital 17,207,137 17,207,137
Retained earnings 14,206,740 12,318,721
Deferred financing costs (390,492) (416,525)
Accumulated other comprehensive loss (469,508) (436,750)
------------ ------------
Total shareholders' equity 30,727,639 28,846,345
------------ ------------
Total liabilities and shareholders' equity $ 64,471,142 $ 63,060,357
============ ============
See accompanying notes to financial statements.
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TIDEL TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
THREE MONTHS ENDED DECEMBER 31,
-------------------------------
2000 1999
-------------- --------------
Revenues $ 16,696,463 $ 13,782,153
Cost of sales 10,395,117 8,760,359
-------------- --------------
Gross profit 6,301,346 5,021,794
Selling, general and administrative 2,755,368 2,362,445
Depreciation and amortization 340,854 310,779
-------------- --------------
Operating income 3,205,124 2,348,570
Interest expense, net 322,105 102,503
-------------- --------------
Income before income taxes 2,883,019 2,246,067
Income tax expense 995,000 765,000
-------------- --------------
Net income $ 1,888,019 $ 1,481,067
============== ==============
Basic earnings per share:
Net income $ 0.11 $ 0.09
============== ==============
Weighted average common shares
outstanding 17,376,210 16,097,417
============== ==============
Diluted earnings per share:
Net income $ 0.10 $ 0.09
============== ==============
Weighted average common and
dilutive shares outstanding 18,501,378 17,368,698
============== ==============
See accompanying notes to consolidated financial statements.
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TIDEL TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(UNAUDITED)
THREE MONTHS ENDED DECEMBER 31,
--------------------------------
2000 1999
-------------- --------------
Net income $ 1,888,019 $ 1,481,067
Other comprehensive loss:
Unrealized loss on investment in 3CI (32,758) --
-------------- --------------
Comprehensive income $ 1,855,261 $ 1,481,067
============== ==============
See accompanying notes to consolidated financial statements.
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TIDEL TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
THREE MONTHS ENDED DECEMBER 31,
--------------------------------
2000 1999
-------------- --------------
Cash flows from operating activities:
Net income $ 1,888,019 $ 1,481,067
Adjustments to reconcile net income to net cash
provided by (used in) operating activities:
Depreciation and amortization 340,854 310,779
Amortization of debt issuance costs and discounts 98,230 --
Changes in assets and liabilities:
Trade accounts receivable, net (592,653) 2,602,830
Notes and other receivables (5,340,427) (38,361)
Inventories (628,109) (2,239,434)
Prepaids and other assets (32,162) 2,078
Accounts payable and accrued liabilities (510,706) (571,967)
-------------- --------------
Net cash provided by (used in) operating activities (4,776,954) 1,546,992
-------------- --------------
Cash flows from investing activities -
Purchases of property, plant and equipment (219,440) (218,039)
-------------- --------------
Cash flows from financing activities:
Repayments of notes payable (32,000) (32,000)
Proceeds from exercise of warrants and options -- 75,286
-------------- --------------
Net cash provided by (used in) financing activities (32,000) 43,286
-------------- --------------
Net increase (decrease) in cash and cash equivalents (5,028,394) 1,372,239
Cash and cash equivalents at beginning of period 16,223,192 2,423,844
-------------- --------------
Cash and cash equivalents at end of period $ 11,194,798 $ 3,796,083
============== ==============
Supplemental disclosure of cash flow information:
Cash paid for interest $ 467,590 $ 116,399
============== ==============
Cash paid for taxes $ 400,000 $ 175,000
============== ==============
See accompanying notes to consolidated financial statements.
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TIDEL TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(1) CONSOLIDATED FINANCIAL STATEMENTS
The accompanying consolidated balance sheets and related interim
consolidated statements of operations and cash flows of Tidel
Technologies, Inc. (the "Company"), a Delaware corporation, are unaudited.
In the opinion of management, these financial statements include all
adjustments (consisting only of normal recurring items) necessary for
their fair presentation in accordance with generally accepted accounting
principles. Preparing financial statements requires management to make
estimates and assumptions that affect the reported amounts of assets,
liabilities, revenues and expenses. Actual results may differ from these
estimates. Interim results are not necessarily indicative of results for a
full year. The information included in this Form 10-Q should be read in
conjunction with the Company's Annual Report on Form 10-K for the year
ended September 30, 2000.
(2) INVENTORIES
Inventories consisted of the following at December 31, 2000 and September
30, 2000:
December 31, September 30,
2000 2000
------------ ------------
Raw materials ............ $ 9,883,238 $ 9,047,215
Work in process .......... 12,191 12,191
Finished goods ........... 1,109,718 1,244,944
Other .................... 445,872 398,560
------------ ------------
11,451,019 10,702,910
Inventory reserve ........ (407,418) (287,418)
------------ ------------
$ 11,043,601 $ 10,415,492
============ ============
(3) EARNINGS PER SHARE
Basic earnings per share is computed by dividing the income available to
common shareholders by the weighted average number of common shares
outstanding during the period. Diluted earnings per share is computed by
dividing the income available to common shareholders by the weighted
average number of common shares and dilutive potential common shares. The
following is a reconciliation of the numerators and denominators of the
basic and diluted per-share computations for net income for the three
months ended December 31, 2000 and 1999:
Weighted
Average Shares Per Share
Income Outstanding Amount
---------- ------------- ----------
Three Months Ended December 31, 2000:
Basic earnings per share .............. $1,888,019 17,376,210 $ .11
Effect of dilutive warrants and
options ............................... -- 1,125,168 (.01)
---------- ------------- ----------
Diluted earnings per share ............ $1,888,019 18,501,378 $ .10
========== ============= ==========
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Weighted
Average Shares Per Share
Income Outstanding Amount
---------- -------------- ----------
Three Months Ended December 31, 1999:
Basic earnings per share .................... $1,481,067 16,097,417 $ .09
Effect of dilutive warrants and options ..... -- 1,271,281 --
---------- -------------- ----------
Diluted earnings per share .................. $1,481,067 17,368,698 $ .09
========== ============== ==========
(4) INVESTMENT IN 3CI
The Company owned 698,464 shares 3CI Complete Compliance Corporation
common stock at December 31, 2000 and September 30, 2000, which is carried
at market value. In addition, the Company recorded an unrealized loss of
$32,758 as a component of other comprehensive income at December 31, 2000.
(5) MAJOR CUSTOMERS
During the quarter ended December 31, 2000, the Company made loans to
three customers pursuant to a distributor financing program. The aggregate
principal amount of the loans was $6,320,000, of which $5,120,000 was
outstanding as of February 13, 2001. The loans are secured, bear interest
at 12% per annum and are due at varying dates. One of these customers,
Credit Card Center ("CCC"), accounted for $11,607,516 and $7,937,401 of
sales during the three months ended December 31, 2000 and 1999,
respectively. See "Major Customers and Credit Risks", "Risk Factors" and
"Part 5 - Other Information" for additional information about the
Company's relationship with CCC.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
The Company develops, manufactures, sells and supports automated teller
machines and related software (the "ATM" products) and electronic cash
controller safes (the "Timed Access Cash Controller" or "TACC" products).
PRODUCT REVENUES
The Company's revenues were $16,696,000 for the quarter ended December 31,
2000, representing an increase of $2,914,000, or 21%, from $13,782,000 for
the same quarter in 1999. The increases in sales were due to shipments of
ATMs in the off-premise markets, including sales to CCC in the amount of
$11,608,000. See "Major Customers and Credit Risks", "Risk Factors" and
"Part 5 - Other Information" for additional information about the
Company's relationship with CCC. The gross profit from these increased
sales, offset by somewhat higher operating expenses, provided the overall
improvement in operating and net income. A breakdown of sales by product
is presented in the following table:
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(Dollars in 000's)
-------------------------------
Three Months Ended December 31,
-------------------------------
2000 1999
-------------- --------------
ATM ......................... $ 13,098 $ 10,911
TACC ........................ 1,472 1,672
Parts, service and other .... 2,126 1,199
-------------- --------------
$ 16,696 $ 13,782
============== ==============
ATM sales increased 20% for the quarter ended December 31, 2000 compared
to the same quarter in 1999, due to continued customer demand for the
Company's cost-competitive Ignition series ATMs in non-bank locations. For
the quarter ended December 31, 2000, the Company shipped 3,310 units, an
increase of 50% over the 2,213 units shipped in the same quarter in 1999.
TACC sales decreased 12% for the quarter ended December 31, 2000 compared
to the same quarter in 1999, due to a lower number of unit shipments
during the period. Due to the timing of large TACC orders, results vary
from quarter to quarter.
Parts, service and other revenues vary with sales of finished goods, and
have increased accordingly.
GROSS PROFIT, OPERATING EXPENSES AND NON-OPERATING ITEMS
A comparison of certain operating information is provided in the following
table:
(Dollars in 000's)
---------------------------------
Three Months Ended December 31,
---------------------------------
2000 1999
--------------- ---------------
Gross profit ........................... $ 6,301 $ 5,022
Selling, general and administrative .... 2,755 2,362
Depreciation and amortization .......... 341 311
--------------- ---------------
Operating income ....................... 3,205 2,349
Interest expense ....................... 322 103
--------------- ---------------
Income before taxes .................... 2,883 2,246
Income taxes ........................... 995 765
--------------- ---------------
Net income ............................. $ 1,888 $ 1,481
=============== ===============
Gross profit on product sales was $6,301,000 for the quarter ended
December 31, 2000, an increase of $1,279,000, or 25%, compared to the same
quarter in 1999. The gross margin, as a percentage of sales, was 37.7% for
the quarter ended December 31, 2000 compared to 36.4% for the same quarter
in 1999. The improvement in gross margin for the quarter ended December
31, 2000 compared to the same quarter in 1999 was principally due to lower
production costs per ATM unit as a result of volume discounts on raw
materials and manufacturing efficiencies.
Selling, general and administrative expenses were $2,755,000 for the
quarter ended December 31, 2000, an increase of $393,000, or 17%, compared
to the same quarter in 1999. The increase was primarily a result of higher
salaries and increased marketing expenses. As a percentage of sales, these
costs were 16.5% for the quarter ended December 31, 2000 compared to 17.1%
for the same quarter in 1999. The percentage decline relates primarily to
increased sales volume.
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Depreciation and amortization was $341,000 for the quarter ended December
31, 2000, an increase of $30,000, or 10%, compared to the same quarter in
1999. The increase was due to the additions of property, plant and
equipment primarily for the production of new models in the Ignition and
Chameleon series ATM product lines.
Interest expense was $322,000 for the quarter ended December 31, 2000, an
increase of $219,000, or 213%, compared to the same quarter in 1999. The
increased interest expense relates to the $18,000,000 convertible
debentures issued in September 2000.
Income tax expense provisions of $995,000 and $765,000 for the quarters
ended December 31, 2000 and 1999, respectively, represented an effective
tax rate of 34.5% in 2000 and 34.0% in 1999.
LIQUIDITY AND CAPITAL RESOURCES
The financial position of the Company improved primarily as a result of
profitable operations, as reflected in the following key indicators as of
December 31, 2000 and September 30, 2000:
(dollars in 000's)
----------------------------
December 31, September 30,
2000 2000
------------ ------------
Cash ....................... $ 11,195 $ 16,223
Working capital ............ 48,620 46,516
Total assets ............... 64,471 63,060
Shareholders' equity ....... 30,728 28,846
The improvement in working capital was principally due to increases in
accounts receivable and inventory during the three months ended December
31, 2000.
The Company has a credit agreement with a bank which provides for a
$10,000,000 revolving line of credit with interest equal to the prime
rate, of which $4,800,000 was unused at December 31, 2000, and a $640,000
term loan at 8.4% interest per annum. At December 31, 2000 and September
30, 2000, $5,200,000 was outstanding pursuant to the revolving line of
credit.
In September 2000, the Company issued an aggregate of $18,000,000 of the
Company's 6% Convertible Debentures, due September 8, 2004, to two
investors convertible into the Company's common stock at a price of $9.50
per share. The debentures provide for three methods to convert the
debentures into shares of the Company's common stock: (1) conversion at
the option of the investors at any time at a price of $9.50 per share; (2)
conversion at the option of the Company at a price of $9.50 per share, if
the per share market value of the Company's common stock exceeds 150% of
the then applicable conversion price for 20 trading days (which need not
be consecutive); and (3) a put option whereby the investors may put the
debentures back to the Company on either the 270th day or 540th day
following the original issue date. However, on either the 250th day or
520th day following the original issue date, the Company may indicate to
the investors the maximum amount of cash that the Company will pay upon
the put dates. If the investors still elect to put all or a portion of the
debentures, then any amounts in excess of the maximum amount of cash that
the Company will pay will convert into shares of common stock at a
conversion price equal to the average of the per share market values for
the five trading days preceding the put date, without regard to the stated
conversion price of $9.50 per share. If the investors exercise the put
option, the Company shall pay the investors
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the put price, up to the maximum amount of cash that the Company will pay,
within 60 days following the put date.
The Company's research and development budget for fiscal 2001 has been
estimated at $3,200,000. The majority of these expenditures are applicable
to enhancements of the existing product lines, development of new
automated teller machine products and the development of new technology to
facilitate applications such as check cashing, electronic bill payment,
money order issuance and full-motion video advertising. Total research and
development expenditures were approximately $559,000 for the quarter ended
December 31, 2000.
With its present capital resources, its continuing earnings from
operations, its potential capital from the exercise of warrants and
options, and available credit from its revolving facility, the Company
believes it should have sufficient resources to meet its operating needs
for the foreseeable future and to provide for debt maturities and capital
expenditures.
The Company has never paid dividends on shares of its common stock, and
does not anticipate paying dividends in the foreseeable future. In
addition, the Company's wholly owned subsidiary is restricted from paying
dividends to the Company pursuant to the subsidiary's revolving credit
agreement with a bank.
SEASONALITY
The Company can experience seasonal variances in its operations and
historically has its lowest dollar volume sales months between November
and February. The Company's operating results for any particular quarter
may not be indicative of the results for the future quarter or for the
year.
MAJOR CUSTOMERS AND CREDIT RISKS
The Company generally retains a security interest in the underlying
equipment that is sold to customers until it receives payment in full. In
addition, the Company's largest customer, CCC, has pledged additional
collateral to the Company. The Company would incur an accounting loss
equal to the carrying value of the accounts receivable, less any amounts
recovered from liquidation of collateral, if a customer failed to perform
according to the terms of the credit arrangements. See also "Risk Factors"
and "Item 5 - Other Information" for additional information about the
Company's relationship with CCC.
The Company has good relationships with its customers, but there can be no
assurance that these relationships will continue. The loss of any of the
Company's major customers, or a substantial portion of these accounts,
could have a material adverse effect on the Company. Sales to major
customers were as follows for the three months ended December 31, 2000 and
1999:
(Dollars in 000's)
---------------------------------
Three Months Ended December 31,
---------------------------------
2000 1999
--------------- ---------------
Credit Card Center .... $ 11,607,516 $ 7,937,401
Customer B ............ 1,838,020 1,170,146
Customer C ............ 170,890 753,379
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Foreign sales accounted for 3% and 6% of the Company's total sales during
the three months ended December 31, 2000 and 1999, respectively.
RISK FACTORS
Please see the risk factors contained in the Company's Annual Report on
Form 10-K for the year ended September 30, 2000 as filed with the
Securities and Exchange Commission. Subsequent to the filing, the risk
factors should be amended as follows:
We depend on one major customer and, if we lose that customer, we may be
unable to replace it.
One customer, CCC, accounted for 70% of our net sales for the quarter
ended December 31, 2000, and 61% and 40% of our net sales for the years
ended September 30, 2000 and 1999, respectively. Although CCC presently
has open orders pending for equipment purchases, it is likely that
shipments to CCC will be at substantially reduced levels during the
quarter ending March 31, 2001. Should this occur, sales and earnings for
the quarter ending March 31, 2001 would be adversely impacted. Further, we
are unable to predict whether sales from CCC will reach or exceed
historical levels in any future period. In addition, we may be unable to
retain CCC or expand our distribution channels by entering into
arrangements with new customers. See also "Major Customers and Credit
Risks" and "Item 5 - Other Information" for additional information about
the Company's relationship with CCC.
We provide substantial amounts of credit to one major customer, and we
could incur a substantial accounting loss if that customer defaulted on
its obligations to us.
In order to remain competitive, we provide extended financing terms for
substantial amounts of credit to assist our major customer, CCC, with its
working capital requirements. The amounts owed to us by CCC, which
aggregated approximately $26,700,000 at February 13, 2001, are secured by
a collateral pledge of accounts receivable, inventories and transaction
income. There can be no assurance that CCC can perform according to the
terms of our credit arrangement with them. In the event that CCC failed to
perform according to the terms of our credit arrangement with them, we
might be required to foreclose and liquidate the underlying collateral.
There can be no assurance that the value of the underlying collateral
exceeds the amounts owed to us. In addition, we would incur a loss to the
extent that the proceeds realized from the liquidation of collateral were
less than the amount owed to us by CCC. See also "Major Customers and
Credit Risks" and "Item 5 - Other Information" for additional information
about the Company's relationship with CCC.
FORWARD-LOOKING STATEMENTS
This Form 10-Q contains certain forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended, which are
intended to be covered by the safe harbors created thereby. Investors are
cautioned that all forward-looking statements involve risks and
uncertainty, (including without limitation, the Company's future product
sales, gross profit, selling, general and administrative expense, the
Company's financial position, working capital and seasonal variances in
the Company's operations, as well as general market conditions) though the
Company believes that the assumptions underlying the forward-looking
statements contained herein are reasonable, any of the assumptions could
be inaccurate, and therefore, there can be no assurance that the
forward-looking statements included in this Form 10-Q will prove to be
accurate. In light of the significant uncertainties inherent in the
forward-looking statements included herein, the inclusion of such
information should not be
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regarded as a representation by the Company or any other person that the
objectives and plans of the Company will be achieved.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES
ABOUT MARKET RISK
The Company is exposed to changes in interest rates as a result of
financing through its issuance of variable-rate and fixed-rate debt. If
market interest rates were to increase 1% in fiscal 2001, however, there
would be no material impact on the Company's consolidated results of
operations or financial position.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The Company and its subsidiaries are each subject to certain litigation
and claims arising in the ordinary course of business. In the opinion of
the management of the Company, the amounts ultimately payable, if any, as
a result of such litigation and claims will not have a material adverse
effect on the Company's consolidated financial position, results of
operations or cash flows.
ITEM 2. CHANGES IN SECURITIES
Not applicable.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Not applicable.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Not applicable.
ITEM 5. OTHER INFORMATION
As part of the Company's competitive marketing strategy, it has provided
its largest customer, CCC, with interest-bearing loans and extended credit
terms for open account purchases on a secured basis. The total amount due
from CCC under these credit facilities as of February 13, 2001 aggregates
approximately $26,700,000. The Company continually monitors this account
and believes that all outstanding amounts are collectible. In addition, in
the event that it became necessary to foreclose, the Company believes that
the proceeds realized from the liquidation of the collateral securing its
indebtedness would exceed the amount due from CCC. Further, in view of the
magnitude of the amounts due from CCC, the Company will continue to assess
the overall risks associated with this account before shipping additional
ATM units to this customer. Although CCC presently has open orders pending
for equipment purchases, it is likely that shipments to CCC will be at
substantially reduced levels during the quarter ending March 31, 2001.
Should this occur, sales and earnings for the quarter ending March 31,
2001 would be adversely impacted.
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ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a) EXHIBITS
10.5 Fourth Amendment to Credit Agreement dated November 30, 2000 by
and among the Registrant, Tidel Engineering, L.P. and The Chase
Manhattan Bank.
10.6 Amended and Restated Revolving Credit Note dated November 30,
2000 by Tidel Engineering, L.P.
b) REPORTS ON FORM 8-K
The Company filed one report on Form 8-K on November 2, 2000 under Item
5 - Other Events.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company
has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
TIDEL TECHNOLOGIES, INC.
(Registrant)
DATE: February 13, 2001 By: /s/ JAMES T. RASH
-----------------------------
James T. Rash
Principal Executive
and Financial Officer
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INDEX TO EXHIBITS
EXHIBIT
NUMBER DESCRIPTION
------ -----------
10.5 Fourth Amendment to Credit Agreement dated November 30, 2000 by
and among the Registrant, Tidel Engineering, L.P. and The Chase
Manhattan Bank.
10.6 Amended and Restated Revolving Credit Note dated November 30,
2000 by Tidel Engineering, L.P.