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SECURITES 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 SEPTEMBER 25, 2004
OR
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE ACT
COMMISSION FILE NUMBER 0-9478
--------------------------
SPECTRUM LABORATORIES, INC.
(Exact name of small business registrant as specified in its charter)
DELAWARE 95-4718363
(State or other jurisdiction (I.R.S. Employer Identification No.)
of incorporation or organization)
18617 BROADWICK STREET, RANCHO DOMINGUEZ, CALIFORNIA 90220
(Address of principal executive offices) (zip code)
Registrant's telephone number, including area code: (310) 885-4600
Indicate by check mark 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 October 29, 2004: 5,312,468
TRANSITIONAL SMALL BUSINESS DISCLOSURE FORMAT
YES [ ] NO [X]
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PAGE
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Part I - FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheet as of September 25, 2004 3
Consolidated Statements of Income for the Three and Nine
Months Ended September 25, 2004 and September 27, 2003 4
Consolidated Statements of Cash Flows for the Nine Months
Ended September 25, 2004 and September 27, 2003 5
Notes to Consolidated Statements 6
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations 9
Item 3. Controls and Procedures 11
Part II - OTHER INFORMATION
Item 1. Legal Proceedings 11
Item 2. Changes in Securities 11
Item 3. Defaults Upon Senior Securities 12
Item 4. Submission of Matters to a Vote of Security Holders 12
Item 5. Other Information 12
Item 6. Exhibits and Reports on Form 8-K 12
Signature
Exhibits Certifications - Chief Executive Officer and Chief
Financial Officer 13
2
Part I. FINANCIAL INFORMATION
Item 1. Financial Statements
SPECTRUM LABORATORIES, INC.
Consolidated Balance Sheet
AS OF SEPTEMBER 25, 2004
(DOLLARS IN THOUSANDS, EXCEPT SHARE DATA)
(UNAUDITED)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 3,586
Accounts receivable 2,140
Inventories 2,877
Prepaid expenses 208
Deferred taxes 579
--------
Total current assets 9,390
INVESTMENT IN MARKETABLE SECURITIES 1,723
EQUIPMENT AND LEASEHOLD IMPROVEMENTS 2,439
GOODWILL 1,122
DEFERRED TAXES 801
PATENTS, subject to amortization, net of accumulated amortization of $227 523
OTHER ASSETS 33
--------
Total assets $16,031
========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Current maturities of long-term debt $ 960
Accounts payable 496
Accrued expenses and other current liabilities 713
--------
Total current liabilities 2,169
LONG-TERM DEBT, net of current maturities 1,065
MINORITY INTEREST 1,755
STOCKHOLDERS' EQUITY:
Common stock, $.01 par value, 25,000,000 shares authorized;
5,312,468 shares issued and outstanding 53
Preferred stock, par value $.01; 10,000,000 shares authorized;
none issued and outstanding --
Additional paid-in capital 8,630
Accumulated other comprehensive income 1,034
Retained earnings 1,325
--------
Total stockholders' equity 11,042
--------
Total liabilities and stockholders' equity $16,031
========
See Notes to Consolidated Financial Statements.
3
SPECTRUM LABORATORIES, INC.
CONSOLIDATED STATEMENTS OF INCOME
(IN THOUSANDS, EXCEPT FOR PER SHARE AMOUNTS)
(UNAUDITED)
Three Months Ended Nine Months Ended
--------------------------- --------------------------
September September September September
25, 2004 27, 2003 25, 2004 27, 2003
-------- -------- -------- --------
NET SALES $ 3,564 $ 2,653 $10,166 $ 9,438
COSTS AND EXPENSES
Cost of sales 2,016 1,697 5,732 5,263
Selling, general and administrative 1,005 1,096 2,904 3,234
Research and development 221 215 615 633
Warrant related 130 -- 130 --
Other expense, primarily interest 19 22 62 94
-------- -------- -------- --------
Total costs and expenses 3,391 3,030 9,443 9,224
-------- -------- -------- --------
Income (loss) before provision of
income taxes 173 (377) 723 214
Provision (benefit) for income taxes 63 (108) 228 64
-------- -------- -------- --------
Net income (loss) $ 110 $ (269) $ 495 $ 150
======== ======== ======== ========
Earnings (loss) per share:
Basic $ 0.02 ($ 0.05) $ 0.09 $ 0.03
======== ======== ======== ========
Diluted $ 0.02 ($ 0.05) $ 0.09 $ 0.03
======== ======== ======== ========
Weighted average shares outstanding:
Basic 5,312 5,312 5,312 5,312
======== ======== ======== ========
Diluted 5,590 5,312 5,575 5,360
======== ======== ======== ========
See Notes to Consolidated Financial Statements.
4
SPECTRUM LABORATORIES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
NINE MONTHS ENDED SEPTEMBER 25, 2004 AND SEPTEMBER 27, 2003
(IN THOUSANDS)
(UNAUDITED)
2004 2003
-------- --------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 495 $ 150
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 616 566
Noncash compensation and warrant related expense 139 9
Change in working capital components:
(Increase) Decrease in accounts receivable (477) 183
(Increase) in inventories (215) (579)
Decrease (Increase) in prepaid expenses & deferred financing 10 (42)
(Decrease) Increase in accounts payable (126) 304
Increase (Decrease) in accrued expenses 299 (88)
-------- --------
NET CASH PROVIDED BY OPERATING ACTIVITIES 741 503
-------- --------
CASH FLOWS (USED IN) INVESTING ACTIVITIES:
Acquisition of equipment and leasehold improvements (272) (443)
-------- --------
CASH FLOWS (USED IN) FINANCING ACTIVITIES:
Principal payments of long-term debt (720) (703)
-------- --------
NET DECREASE IN CASH AND CASH EQUIVALENTS (251) (643)
CASH AND CASH EQUIVALENTS, beginning of period 3,837 5,109
-------- --------
CASH AND CASH EQUIVALENTS, end of period $ 3,586 $ 4,466
======== ========
See Notes to Consolidated Financial Statements.
5
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 1
Basis of Presentation - The accompanying unaudited financial statements
consolidate the accounts of Spectrum Laboratories, Inc. and its subsidiaries,
SLI Acquisition Corp., Spectrum Europe B.V. and Spectrum Chromatography
(collectively, the Company). All significant intercompany transactions have been
eliminated in consolidation. In the opinion of management, the accompanying
unaudited interim consolidated financial statements contain all adjustments
(consisting only of normal recurring adjustments) necessary to present fairly
the financial position of the Company as of September 25, 2004 and the results
of its operations and its cash flows for the nine months ended September 25,
2004 and September 27, 2003. Certain information and footnote disclosures
normally included in the financial statements have been condensed or omitted
pursuant to rules and regulations of the Securities and Exchange Commission.
Determining Impairment on Long-lived Assets - The Company recognizes impairment
losses for long-lived assets used in operations when indicators of impairment
are present and the future undiscounted cash flows are not sufficient to recover
the assets' carrying amount. Management believes there has been no impairment of
the value of such assets. The analysis of indicators of impairment and future
cash flows are estimates made by management.
Patents - The Company has acquired patents utilized within the various
manufacturing processes. These patents are amortized over their respective
lives, typically 17 years. Management believes there has been no impairment in
the value of these patents.
Estimates & Reserves - The Company's principal reserves relate to accounts
receivable and inventory. A detailed review of these reserves is done annually
with a general review quarterly. The Company believes these reserve are adequate
and the amounts consistent with prior year's level. A significant estimate is
made in the annual impairment testing of goodwill. Changes in management's
estimate of fair value of the Company could result in future impairment charges.
Accounting for Stock-based Compensation - The Company accounts for stock-based
employee compensation under the requirements of Accounting Principles Board
(APB) Opinion No. 25, which does not require compensation to be recorded if the
consideration to be received is at least equal to fair value at the measurement
date. Nonemployee stock-based transactions are accounted for under the
requirements of the Financial Accounting Standards Board's (FASB) Statement of
Financial Accounting Standards (SFAS) No. 123, ACCOUNTING FOR STOCK-BASED
COMPENSATION, which requires compensation to be recorded based on the fair value
of the securities issued or the services received, whichever is more reliably
measurable.
SFAS No. 123 requires the disclosure of pro forma net income and earnings per
share had the Company adopted the fair value method. Under SFAS No. 123, the
fair value of stock-based awards to employees is calculated through the use of
option-pricing models, even though such models were developed to estimate the
fair value of freely tradable, fully transferable options with vesting
restrictions which significantly differ from the Company's stock option awards.
These models also require subjective assumptions, including future stock price
volatility and expected time to exercise, which greatly affect the calculated
value.
The calculations are based on a single-option valuation approach and forfeitures
are recognized as they occur. The following table illustrates the effect on net
income and earnings per share had compensation cost for stock-based compensation
been determined based on the grant date fair values of awards (refer to next
page for table):
6
Note 1 Accounting for Stock-Based Compensation (Continued):
Three Months Ended Nine Months Ended
------------------------------ ------------------------------
September September September September
25, 2004 27, 2003 25, 2004 27, 2003
------------ ------------ ------------ ------------
Net income:
As reported $ 110,000 $ (269,000) $ 495,000 $ 150,000
Add total stock-based compensation
expense determined under APB opinion
25, net of related tax effects 3,000 3,000 9,000 9,000
(Deduct) total stock-based employee
compensation expense determined
under the fair value method based for
all awards, net of related tax benefits (15,000) (16,000) (44,000) (49,000)
------------ ------------ ------------ ------------
$ 98,000 $ (282,000) $ 460,000 $ 110,000
============ ============ ============ ============
Basic earnings (loss) per share:
As reported $ 0.02 $ (0.05) $ 0.09 $ 0.03
Pro forma $ 0.02 $ (0.05) $ 0.09 $ 0.02
Diluted earnings (loss) per share:
As reported $ 0.02 $ (0.05) $ 0.09 $ 0.03
Pro forma $ 0.02 $ (0.05) $ 0.08 $ 0.02
Weighted average shares outstanding:
Basic 5,312,000 5,312,000 5,312,000 5,312,000
============ ============ ============ ============
Diluted 5,590,000 5,312,000 5,575,000 5,360,000
============ ============ ============ ============
Note 2 - Inventories
Inventories are stated at the lower of cost or market , determined using the
first-in, first-out method, or net realizable value and are composed of the
following (in thousands):
Raw materials $2,422
Work in process 305
Finished goods 769
-------
3,496
Less reserve for slow moving & obsolete items (619)
-------
$2,877
=======
Note 3 - Earnings per Share
Basic earnings per share is computed by dividing the net income attributable to
the common stockholders by the weighted average number of common shares
outstanding during the period. There is no adjustment in the net income
attributable to common stockholders. Diluted earnings per share reflect the
potential dilution that could occur from common shares issuable through stock
options and warrants (277,252 and 263,009 equivalent shares in the fiscal year
2004 three and nine month periods respectively and 0 and 143,743 shares in
fiscal year 2003 three and nine month periods, respectively).
7
Note 4 - Income Taxes
In assessing the realizability of deferred tax assets, management has estimated
that it is likely that approximately $1,500,000 will not be realized. This
valuation allowance represents a portion of net operating loss carryforwards
attained through a prior business acquisition. As further discussed below, tax
law limits the use of an acquired entity's net operating loss carryforwards to
subsequent taxable income of the consolidated entity. Management will continue
to evaluate the realizability of the deferred tax assets by assessing the need
for and amount of a valuation allowance.
At December 27, 2003, the Company had approximately $6.1 million in net
operating loss carryforwards for federal income tax purposes available to offset
future taxable income. Certain of these loss carryforwards are limited to
approximately $298,000 annually. Any unused net operating loss is carried
forward. As a result of the limitation discussed above, it is probable that
approximately $4.5 million of the Company's net operating loss will expire
without utilization.
Note 5 - Product Group Information
While management has determined the Company operates as a single reportable
segment, the Company's product groups are based on specific product
characteristics and are grouped into bioprocessing products ("BioProcessing"),
formerly referred to as laboratory products, and disposable operating room
products ("OR"). BioProcessing products consist primarily of membranes and
modules used to filter, extract, concentrate, separate and purify. These
products are sold primarily to laboratories, research institutions, biotech and
pharmaceutical companies. OR products consist primarily of sterile surgical
drapes and bandages that are sold primarily to hospitals and their suppliers.
Revenue by product group is as follows (in thousands):
Three Months Ended Nine Months Ended
---------------------- ----------------------
September September September September
25, 2004 27, 2003 25, 2004 27, 2003
-------- -------- -------- --------
BioProcessing 3,142 2,282 8,916 8,224
OR 422 371 1,250 1,214
-------- -------- -------- --------
$ 3,564 $ 2,653 $10,166 $ 9,438
======== ======== ======== ========
Note 6 - Option Plan
The Company has an option plan referred to as the 2000 Option Plan (the "2000
Option Plan" or "Plan") with 600,000 shares of common stock reserved for option
grants to key employees, directors and consultants. Exercise prices for the
stock options will not be less than 100% of the fair market value of the stock
on the date of grant. Options under the Plan expire not more than ten years from
date of grant. Options under the Plan become exercisable over a 5 year period
(20% per year). As of September 25, 2004, there were 575,050 options outstanding
under the 2000 Option Plan. In addition to the 2000 Option Plan there are
265,624 non qualified stock options outstanding. There were 25,000 options
granted to one key employee during the nine months ended September 25, 2004
while 8,050 options were forfeited.
8
Note 7- Comprehensive Income
Comprehensive income is comprised of net income and Other Comprehensive Income
("OCI"). OCI includes certain changes in stockholders' equity that are excluded
from net income. Specifically, the Company includes in OCI changes in the fair
value of unrealized gains and losses on Spectrum's available for sale
securities. The activity in comprehensive income during the three and nine month
periods ended September 25, 2004 was as follows (in thousands):
Three Months Nine Months
Ended Ended
September 25, September 25,
2004 2004
------------- -------------
Net Income $ 110 $ 495
Unrealized gain on investment in
marketable securities 526 816
Tax expense (210) (326)
------ ------
Comprehensive income $ 426 $ 985
====== ======
The activity in accumulated OCI, net of taxes for the nine months ended
September 25, 2004 was as follows (in thousands):
Unrealized gain on securities available for sale (net of tax
effect of $363 at the beginning of the year) $ 544
Change in unrealized gain on securities available for sale
(net of tax effect of $326) 490
------
Unrealized gain on securities available for sale as of
September 25, 2004, (net of tax effect of $689) $1,034
======
Spectrum did not have any securities available for sale during the nine months
ended September 27, 2003.
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
The following discussion should be read in conjunction with the Consolidated
Financial Statements of Spectrum Laboratories, Inc. and Notes thereto contained
elsewhere within this Report on Form 10-QSB. Except for the historical
information contained herein, the following discussion may contain
forward-looking statements that involve risks and uncertainties. The actual
future results of the Company could differ materially from those discussed here.
Factors that could cause or contribute to such differences include, but are not
limited to, those discussed in this report and those factors discussed in the
Company's Form 10-KSB for the year ended December 27, 2003 as filed with the
Securities and Exchange Commission and, from time to time, in the Company's
other reports on file with the Commission.
Results of Operations
Sales
-----
Total sales for the third quarter ended September 25, 2004 totaled $3,564,000,
an increase of $911,000 (34.3%), when compared to the same period in 2003,
although third quarter sales in 2003 were significantly lower than normal. As
noted in Spectrum's 2003 third quarter 10QSB quarterly sales were down from the
same quarter in 2002 by $523,000 (16.5%) principally due to order timing from
certain large customers.
Sales on a year to date basis for 2004 were $10,166,000, an increase of $728,000
(7.7%) as compared to 2003. From a product perspective sales for both
BioProcessing and OR products are above prior year by $692,000 (8.4%) and
$36,000 (3.0%), respectively.
9
Gross Margin
------------
Gross margin for the second quarter of 2004 was $1,548,000 (43.4%) versus prior
year second quarter margin of $956,000 (36.0%). Prior year quarterly margin was
negatively impacted by significantly lower sales and unfavorable overhead
absorption. On a year to date ("YTD") basis gross margin for 2004 was $4,434,000
(43.6%) versus $4,175,000 (44.2%) for 2003 an increase of $259,000 (6.2%)
although gross margin percentage declined slightly from 44.2% YTD in 2003 to
43.6% YTD in 2004. The decline in gross margin percentage, as noted in
Spectrum's prior 10QSBs issued in 2004, was principally attributable to one
Spectrum product being specifically built for one customer that had a lower than
normal gross margin. The large order associated with this customer has know been
fully shipped.
Selling, General & Administrative ("SG&A") and Research & Developmental Expenses
--------------------------------------------------------------------------------
("R&D")
-------
During the third quarter of 2004 R&D expenses were $221,000 while SG&A expenses
were $1,005,000 resulting in a slight increase in R&D expenses of $6,000 (2.8%)
while SG&A expenses decreased $91,000 (8.3%), when compared to 2003. The decline
in SG&A expenditures were principally related to reduced advertising related
expenditures partially offset by accrued expenses concerning Spectrum going
private. Refer to Subsequent Event below.
On a year to date basis R&D expenditures totaled $615,000, a decrease of $18,000
(2.8%) versus prior year. YTD SG&A expenses totaled $2,904,000 a reduction of
$330,000 (10.2%) compared to 2003, principally associated with lower advertising
related expenditures although reduced salary & related expenditures were also a
contributing factor
Warrant Related
---------------
During the first quarter of 2004 the Company issued warrants to a third party
(the Warrant Holder) to purchase 125,000 shares of common stock at $1.70 per
share through February 4, 2010. The Warrant Holder is entitled to purchase an
additional 125,000 shares of common stock at $1.70 upon having assisted Spectrum
in raising at least $2.5 million in gross proceeds from one or more private or
public equity financings originated or facilitated by the Warrant Holder through
February 3, 2010.
Spectrum's estimate of the fair value of the first 125,000 warrants granted were
made using the Black-Scholes warrant-pricing model with the following weighted
average assumptions: expected life of three years; stock volatility of 66%;
risk-free interest rate 2.5%; and no dividends during the expected term. Based
on the Black-Scholes warrant-pricing model Spectrum and the Board of Directors
decision not to actively pursue either private or public equity financing at
this time Spectrum has recorded $130,000 in warrant related expense in the third
quarter associated with the 125,000 warrants issued during the first quarter. If
Spectrum is successful in the future, in raising the required $2.5 million, with
the Warrant Holder's assistance, the additional 125,000 warrants will vest
immediately upon issuance and the Company will measure the warrants using the
Black-Scholes warrant pricing model and the fair value of the warrants will be
charged against the proceeds at that time.
Net Income
----------
Considering the above, net income for the quarter was $110,000 versus a net loss
of $269,000 in the third quarter of 2003. On a YTD basis net income for 2004 was
$495,000 compared to $150,000 in 2003.
Liquidity and Capital Resources
-------------------------------
Cash provided by operations for the first nine months of 2004 was $741,000.
Working capital components consumed cash of $509,000 principally due to the
increase in accounts receivable of $477,000. The increase in receivables relates
to timing, principally relating to a sales perspective although timing of
collections was a contributing factor. The Company believes there are no
material collection issues and its current reserves are adequate.
The above discussion of cash provided by operating activities was also impacted
by financing activity relating to $720,000 in bank loan payments and $272,000 in
investing activity associated with the acquisition of equipment. This resulted
in a net decrease in cash for the YTD period of approximately $251,000 to a cash
balance at September 25, 2004 of $3,586,000.
In December of 2001 Spectrum entered into a specific research, licensing,
manufacturing and supply agreements (the "Agreements") with an unrelated
company, now known as Arbios Systems, Inc. ("Arbios"). These Agreements, among
other aspects, resulted in Spectrum being granted 362,669 shares of Arbios.
Arbios became a public company on October 30, 2003 and originally traded on the
Pink Sheets electronic trading system under the symbol of ABOS.PK. Arbios is now
listed on the OTC Bulleting Board under the symbol of ABOS.OB. Arbios is an
early-stage biomedical device company engaged in the discovery, acquisition and
10
development of proprietary liver assist devices and new technologies useful in
the diagnosis and treatment of acute liver failure. In compliance with SFAS No.
115 based on the listed trade price of $2.50 per share Spectrum allocated
$907,000 as the fair market value reflecting this amount as accumulated other
comprehensive income on its balance sheet as of December 27, 2003. Based on
Arbios most recent trade price of $4.75, as of September 25, 2004, Spectrum
reflected an increase in fair market value of $816,000 to $1,723,000 on its
balance sheet as of September 25, 2004. Spectrum has classified this amount as a
non current asset as it realizes there have been limited trades in Arbios and
the potential to sell the stock may be limited. In addition, due to Arbios being
an early stage developmental company, this investment may be subject to
significant adjustments.
The Company is obligated under the terms of various operating lease agreements
for manufacturing, warehouse and office facilities. Certain of these leases
provide for rent escalation adjustments. Minimum future rental payments under
these operating lease agreements for the final quarter ending December 28, 2004
and the subsequent years ending December 31 are as follows: final quarter 2004
$123,000; years ending 2005 $336,000; and 2006 $106,000 (total $565,000).
Subsequent Events
-----------------
The Board of Directors of Spectrum elected on October 6, 2004 to amend its
Certificate of Incorporation to effect a 1 for 25,000 reverse stock split.
Stockholders, subsequent to the reverse stock split, holding fractional shares,
would be paid $2.56 per share for each pre reverse stock split share. The Board
of Directors then elected to effectuate a going private transaction as
subsequent to the reverse stock split the Company anticipates it will only have
3 shareholders.
To effectuate the above transactions Spectrum filed a Schedule 14C Information
Statement with the Securities and Exchange Commission ("SEC") on October 12,
2004. In addition the Company filed a Schedule 13E-3 Transaction Statement on
October 13, 2004 with a subsequent amended Schedule 13E-3A being filed on
October 19, 2004. It is anticipated this process will be finalized prior to
December 25, 2004, Spectrum's fiscal 2004 year end. The Company has recognized
$35,000 in expense as of September 25, 2004 relating to going private.
The Company hired a new President during the third quarter of 2004. Spectrum's
former President has assumed the position of Senior Vice President and Chief
Scientific Officer.
Considering the timing of the filing of this 10QSB, Spectrum has performed its
annual year end physical inventory and is currently analyzing its year end
financial information. The Company anticipates it will incur an approximate
physical inventory adjustment of $185,000. Considering fourth quarter sales will
approximate $3.1 million, the above noted inventory loss and an anticipated
increase in SG&A expenses from the average of the prior three quarters of
approximately $75,000, Spectrum currently estimates a fourth quarter pre tax
loss of approximately $150,000. This will result in an anticipated annual pre
tax income for 2004 of approximately $575,000.
Item 3. Controls and Procedures
As of the end of the period covered by this report, the Company conducted an
evaluation, under the supervision and with the participation of the principal
executive officer and principal financial officer, of the Company's disclosure
controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the
Securities Exchange Act of 1934 (the "Exchange Act")). Based on this evaluation,
the principal executive officer and principal financial officer concluded that
the Company's disclosure controls and procedures are effective to ensure that
information required to be disclosed by the Company in reports that it files or
submits under the Exchange Act is recorded, processed, summarized and reported
within the time periods specified in Securities and Exchange Commission rules
and forms. There was no change in the Company's internal control over financial
reporting during the Company's most recently completed fiscal quarter that has
materially affected, or is reasonably likely to materially affect, the Company's
internal control over financial reporting.
Part II. OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 2. Change in Securities and Use of Proceeds
None
11
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
(a) Exhibits
31 (a) & (b) Rule 13a-14(a)/15d-14(a) Certifications
32 (a) & (b) 18 U.S.C. Section 1350 Certifications
(b) The Company filed no reports on Form 8-K during the quarter ended
September 25, 2004.
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, on January 31, 2005.
SPECTRUM LABORATORIES, INC.
(Registrant)
/S/ Roy T. Eddleman
-------------------
Signature
Roy T. Eddleman
Chief Executive Officer
/S/ Brian A. Watts
-------------------
Signature
Brian A. Watts
Chief Financial Officer/Vice President of Finance
12