-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BrfGXCeEg55O4MjanlvsOc/6+GvM7lkykcqiPWRCeyrSrSQi+Xb5vzlUabKgLh/d 8KcAYyvd7XFXnPE46Op6uQ== 0000832813-96-000001.txt : 19960216 0000832813-96-000001.hdr.sgml : 19960216 ACCESSION NUMBER: 0000832813-96-000001 CONFORMED SUBMISSION TYPE: 10QSB/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19941231 FILED AS OF DATE: 19960214 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: EXCAL ENTERPRISES INC CENTRAL INDEX KEY: 0000832813 STANDARD INDUSTRIAL CLASSIFICATION: SPECIAL INDUSTRY MACHINERY, NEC [3559] IRS NUMBER: 592855398 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 10QSB/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-17069 FILM NUMBER: 96518635 BUSINESS ADDRESS: STREET 1: 100 N TAMPA ST STREET 2: STE 3575 CITY: TAMPA STATE: FL ZIP: 33602 BUSINESS PHONE: 8132240228 MAIL ADDRESS: STREET 1: 100 NORTH TAMPA ST SUITE 3575 STREET 2: 100 NORTH TAMPA ST SUITE 3575 CITY: TAMPA STATE: FL ZIP: 33602 FORMER COMPANY: FORMER CONFORMED NAME: ASSIX INTERNATIONAL INC DATE OF NAME CHANGE: 19920703 10QSB/A 1 February 13, 1996 Securities and Exchange Commission 450 Fifth Street , N.W. Washington, D. C. 20549 RE: EXCAL ENTERPRISES, INC. File No. 0-17069 Dear Sir or Madam: Enclosed for filing is the Company's Form 10-QSB/A1 for the period ended December 31, 1994. During 1994, the Company realized sales proceeds from salvage of personal property removed from commercial real estate in Jacksonville, Florida. During the year-end audit for the fiscal year ended June 30, 1995, it was determined that the proceeds realized from the salvage value of the personal property should be offset against the cost of preparing the property for rent. Therefore, this Form 10-QSB is being amended to reflect this change. Gain on sales of property has been reduced by $3,495 and $164,856 for the three months and six months ended December 31, 1994, respectively. The gain was offset against the $452,897 of costs incurred to prepare the property for rental. The balance of $288,041 is included in the balance sheet under the caption "Capitalized rental clearing costs". Amortization expense was reduced by $33,384 for both the three-month and six-month periods ended December 31, 1994. The footnotes and management's discussion and analysis have been updated to reflect these changes. Sincerely, /s/TIMOTHY R. BARNES Timothy R. Barnes Vice President/CFO Enclosures TRB/cas SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-QSB/A1 [X] Quarterly Report Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 [ ] Transition Report Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 For the quarterly period ended December 31, 1994 Commission File No. 0-17069 Excal Enterprises, Inc. (Exact name of registrant as specified in its charter) Delaware 59-2855398 (State or other jurisdiction o (I.R.S. Employer Identification No.) incorporation or organization) 100 North Tampa Street, Suite 3575 Tampa, Florida 33602 (Address of principal executive offices) (813) 224-0228 Registrant's telephone number, including area code Assix International, Inc. (Former Name, former address and former fiscal year, if changed since last year) Check whether the issuer (1) filed all reports required to be filed by Section 12, 13 or 15 (d) of the Securities Exchange Act of 1934 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 State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date. Common Stock $0.001 par value 4,666,866 Class Outstanding at February 13, 1995 ASSIX INTERNATIONAL, INC. INDEX Page No. PART I. Financial Information Item 1. Financial Statements Consolidated Balance Sheet--December 31, 1994 3-4 Consolidated Statement of Income--Three Months and Six Months Ended December 31, 1994 and 1993 5 Consolidated Statement of Cash Flows--Six Months Ended December 31, 1994 and 1993 6 Notes to Consolidated Financial Statements 7-8 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 9-12 PART II. Other Information Item 1. Legal Proceedings 13 Item 2. Changes in Securities 13 Item 3. Defaults upon Senior Securities 13 Item 4. Submission of Matters to a Vote of Security Holders 13 Item 5. Other Information 13 Item 6. Exhibits and Reports on Form 8-K 13 Signatures 14 Exhibits 15 ASSIX INTERNATIONAL, INC. CONSOLIDATED BALANCE SHEET DECEMBER 31, 1994 (Unaudited) Current assets Cash and cash equivalents $ 79,738 Marketable equity securities 3,785,031 Notes and accounts receivables Accounts receivable - trade $ 197,156 Accounts receivable - related parties 2,119 Notes/Advances receivable - former officer 135,599 Officer & employee advances 91,078 Less allowance for doubtful accounts (140,599) 285,353 Prepaid expenses & deposits 59,162 Inventories - at the lower of cost (determined by the first-in, first-out method) or market 519,454 Total current assets $ 4,728,738 Property & Equipment Land - at cost 1,740,000 Licensed Dealer Programs - at cost 2,617,005 Building - at cost 4,710,000 Other Property and equipment, net 692,842 8,019,847 Less accumulated depreciation and amortization 1,395,850 6,623,997 Licensed dealer demonstration programs 65,000 Construction in process of Licensed dealer programs 67,850 Total property and equipment 8,496,847 Other Assets Intangible Assets Manufacturing technology, less accumulated amortization of $54,247 173,710 Capitalized rental clearing costs, less accumulated amortization of $1,455 286,586 Patents, less no accumulated amortization 67,267 Deferred charges, less accumulated amortization of $57,792 22,825 Organization costs, less accumulated amortization of $65,296 634 Other, less accumulated amortization of $139,743 211,454 Total other assets 762,476 Total Assets $13,988,061 See accompanying notes to the consolidated financial statements ASSIX INTERNATIONAL, INC. CONSOLIDATED BALANCE SHEET (continued) DECEMBER 31, 1994 (Unaudited) Liabilities and Stockholders' Equity Current liabilities Accounts payable - trade $ 345,070 Sales and payroll taxes payable 4,401 Other accrued liabilities 953,641 Current maturities on long-term debt 61,599 Deferred revenue 35,633 Income tax payable 344,524 Total current liabilities $ 1,744,868 Long-term debt 61,960 Deferred income taxes 2,327,000 Stockholders' equity Preferred stock - authorized, 7,500,000 of shares of $.01 par value, non-cumulative; no shares issued and outstanding - Common stock - authorized, 7,500,000 shares of $.001 par value; shares issued, 4,713,866, shares outstanding 4,666,866 4,713 Common stock warrants - Additional paid-in capital 5,820,533 Retained earnings 4,235,111 Less common stock held in treasury, 47,000 shares at cost (206,124) Total stockholders' equity 9,854,233 Total Liabilities and Stockholders' Equity $13,988,061 See accompanying notes to the consolidated financial statements ASSIX INTERNATIONAL, INC. CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited)
Three Months Ended Six Months Ended December 31, December 31, 1994 1993 1994 1993 Licensed dealer program revenues $ 275,532 $ 1,716,911 $ 557,234 $ 3,419,102 Real property revenues 219,055 - 219,055 - Dividend & interest income 18,072 - 73,248 - Realized gain on holding securities 19,914 - 19,914 - Realized gain on trading securities - - 250,597 - Other income 1,036 6,532 1,832 13,682 533,609 1,723,443 1,121,880 3,432,784 Costs and expenses: Service 93,825 428,380 188,561 844,581 General and administrative 957,279 890,592 2,030,950 1,546,958 Depreciation and amortization 192,246 633,165 376,103 1,339,167 Interest 5,887 158,213 6,614 457,377 Loss/(gain) on asset write-down 3,827 8,062 ( 23) - (Gain)/Loss on sale of assets 1,598 3,782 5,630 7,814 Total Expenses 1,254,662 2,114,132 2,615,920 4,195,874 Income before income taxes & extra- ordinary item (721,053) (390,689) (1,494,040) (763,090) Provision for income taxes Current - - - - Deferred - - - Income (loss) before extraordinary item (721,053) (390,689) (1,494,040) (763,090) Extraordinary item, net of taxes - - - 6,312,500 Net income (loss) $ (721,053) $ (390,689) $ (1,494,040) $ 5,549,410 Earnings (loss) per common and common equivalent share Income from continuing operations (after related taxes) $ (.15) $ (.08) $ (.32) $ (.16) Extraordinary item - - - 1.35 Net income (loss) $ (.15) $ (.08) $ (.32) $ 1.19 Weighted average common and common equivalent shares used in calculation: 4,666,866 4,666,866 4,666,866 4,666,866
See accompanying notes to the consolidated financial statements ASSIX INTERNATIONAL, INC. CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited) Six Months Ended December 31, 1994 1993 Cash flows provided by operating activities: Net income $(1,494,040) $5,549,410 Adjustments to reconcile net income to net cash provided by operating activities Depreciation and amortization 384,167 1,339,167 Provision for uncollectable accounts receivable ( 23,980) - Loss on sale of property and equipment 14,730 7,814 Deferred revenue ( 549) 401,132 Loss on asset write-downs - ( 23) Realized gain on holding securities ( 19,914) - Realized gain on trading securities ( 250,597) - Proceeds from sale of trading securities 8,130,437 - Purchase of trading securities (1,146,824) - Gain on debt restructuring - (6,312,500) Changes in operating assets and liabilities: Accounts and notes receivable, (increase) ( 29,372) 40,403 Prepaid expenses and advances, decrease 150,351 115,331 Other assets, (increase) ( 452,439) ( 5,914) Accounts payable, accrued interest and accrued liabilities, (decrease)/increase ( 802,763) 52,795 Accrued interest, increase - 448,326 Assets removed and placed in WIP, (increase) 68,888 147,753 Sales and payroll taxes payable, (decrease) ( 25,499) ( 45,293) Net cash provided by operating activities 4,502,596 1,738,401 Cash flows used in investing activities: Purchase of held to maturity securities, net of maturities (3,917,996) - Capital expenditures ( 997,010) ( 378,208) Net cash used in investing activities (4,915,006) ( 378,208) Cash flows provided by (used in) financing activities: Proceeds from debt 84,836 - Principal payments on debt ( 17,596) ( 920,480) Accounts receivable - related parties - ( 166,187) Net cash provided (used) by financing activities 67,240 (1,086,667) Increase in cash and cash equivalents ( 345,170) 273,526 Cash and cash equivalents, beginning of period 424,908 582,009 Cash and cash equivalents, end of period $ 79,738 $ 855,535 See accompanying notes to the consolidated financial statements ASSIX INTERNATIONAL, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December 31, 1994 (Unaudited) NOTE 1 - BASIS OF PRESENTATION The Company's interim financial statements are unaudited and should be read in conjunction with the consolidated financial statements and notes thereto for the year ended June 30, 1994. The results of operations for the interim periods shown in this report are not necessarily indicative of results to be expected for the fiscal year. The balance sheet has been reclassified from an unclassified balance sheet to a classified balance sheet. In the opinion of management, the accompanying consolidated financial statements contain all adjustments necessary to make the results of operations for the interim periods a fair statement of such operations. All such adjustments are of a normal, recurring nature. Due to the small dollar amount associated with marketing expenses, these amounts have been reported in the general and administrative category for the periods ended December 31, 1994 and 1993. NOTE 2 - MARKETABLE EQUITY SECURITIES. During the year ended June 30, 1994, the Company adopted Statement 115 of the Financial Accounting Standards Board "Accounting for Certain Investments in Debt and Equity Securities." Under this new pronouncement, securities that have readily determinable fair value should be classified into trading, held to maturity, and available for sale. Equity securities are recorded at their fair value, and gross unrealized holding gains and losses are disclosed. For the purpose of determining the gain or loss on a sale, the cost of securities sold is based on the average cost of all shares of each such security held at the date of sale. During the three month period ended September 30,1994, the Company sold all of its trading securities and invested the proceeds into Treasury Bills and notes that are to be held to maturity. Those sales of marketable equity securities resulted in a net realized gain of $250,597 during the three month period ending September 30, 1994. At December 31, 1994, the aggregate cost of the current marketable equity securities and certificate of deposits held for maturity was $3,785,031, while their market value was $3,770,947. As of December 31, 1994, the Company had $3,740,439 invested in Treasury bills and notes and $44,592 invested in certificates of deposits. The Treasury Bills and Treasury Notes have maturity periods ranging from 30 days to one year with rates of return of 4.345% to 5.78%. NOTE 3 - PROPERTY AND EQUIPMENT Under Financial Accounting Standards Board 67, the Company capitalized certain costs incurred to rent real estate. These capitalized costs net of salvage proceeds, totalled $288,041 and are being amortized over 10 years. NOTE 4 - OTHER ASSETS The Company capitalized $111,221 of costs associated with the improvement of the T7000 Combi- Matcher under Financial Accounting Standards Board 2 and 86. NOTE 5 - EXTRA-ORDINARY GAIN As of December 31, 1993, the Company generated a $6,312,500 extraordinary gain from settling its debt with its subordinated lenders. The gain was determined by taking the outstanding debt and accrued interest at the time of the settlements ($5,000,000 principal and $1,562,500 of accrued interest for Mass Mutual reduced by the $250,000 aggregate payments that were made to the subordinated lenders). Accordingly, the extra-ordinary gain is $6,312,500. The $2,438,000 of deferred taxes for the Mass Mutual settlement were not recorded until the third quarter of the year ended June 30, 1994. NOTE 6 - LONG-TERM DEBT Long-term debt consists of the following: December 31, 1994 (Unaudited) Automobile notes $ 45,423 Equipment notes 35,195 Capitalized equipment leases 42,941 123,559 Current maturities on long-term debt 61,599 Total long-term debt $ 61,960 The following are the aggregate maturities of the Company's existing long-term debt for years subsequent to June 30, 1995: 1996 33,679 1997 9,890 1998 8,103 1999 8,264 Thereafter 2,024 $ 61,960 NOTE 7 - EARNINGS (LOSS) PER COMMON SHARE Earnings (loss) per common share for the three months and six months ended December 31, 1994 and 1993 has been computed based upon the weighted average number of common shares outstanding during the period. Common stock warrants and options are not considered in the computation because they are anti-dilutive in the aggregate. NOTE 8 - INCOME TAXES During the year ended June 30, 1994, the Company adopted Statement No. 109 of the Financial Accounting Standards Board, "Accounting for Income Taxes." This new pronouncement requires that deferred tax assets and liabilities be recognized for the estimated future consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective income tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under Statement No. 109, the effect on deferred tax assets and liabilities of a change in tax rates is recognized during the period that includes the enactment date. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION Management of the Company intends to increase the automotive operation's network of licensed agents by marketing the AccuBalance/Corvi service program, which utilizes the Company's Corvi/Combi technology, to local and regional tire dealer retail service outlets. This expansion effort will concentrate in the geographic areas within which the Company currently operates (California, Texas, Ohio, Indiana, Kentucky, Tennessee, Florida, Georgia and Alabama). Management believes that normal growth of the tire dealers, comprising the Company's current licensed agent network, will increase the number of licensed agent locations utilizing the Corvi/Combi technology. If the number of licensed agents utilizing the Corvi/Combi technology at their retail locations does in fact increase or if expenses are lowered, management believes the automotive operation will reduce it's operational loss. Net profit from automotive operations will be realized only if sufficient economies of scale are achieved through the expansion of the Company's licensed agent network. Any additional expansion of the Company's network of regional tire retail dealers is anticipated to be financed through operating cash flows provided by the Company's automotive services operations (which includes the money received from the Sears settlement). To assist the automotive operation in reaching sufficient size, the Company has spent approximately $150,000 during the six month period ended December 31, 1994 to build and expand its current automotive operations. Management also has spent approximately $111,221 (during the six month period ended December 31, 1994) for the redesign of the Combi System TM7000, which should increase the effectiveness and decrease the total cost of the machine. The Company entered into two leases on December 1, 1994 to lease a portion of the Property's warehouse space. The first lease is for approximately 600,000 square feet of the first floor space. The second lease is for approximately 200,000 square feet of the second floor. Both leases contemplate terms for 13 months commencing December 1, 1994, with an option to extend the lease period for 3 months. These leases could generate in the form of base rent pre-tax revenues of approximately $1.46 million over the 13 month lease term. The tenant will pay its pro-rated share of agreed upon operating expenses (which includes taxes, insurance and maintenance). The tenant will reimburse the Company for any utility expenses. Pursuant to the second lease, the tenant will be granted the option to lease an additional 300,000 square feet of second floor space as overflow space in consideration of its payment of all operating expenses attributable to that space. The tenant will not pay any additional base rent on the overflow space. The Company paid its local leasing agent a 4% fee on base rent generated by the Property. D. RESULTS OF OPERATIONS: For the Three Months Ended December 31, 1994 Revenues and other income for the three months ended December 31, 1994 ("Oct. - Dec. 1994") decreased $1,189,834 (69%) to $533,609 from $1,723,443 for the three months ended December 31, 1993 ("Oct. - Dec. 1993"). The primary reason for this decrease is due to the fact that the Company and Sears (who generated approximately $1.4 million in revenue for the Company in the Oct. - - Dec. 1993 period) terminated their relationship in February 1994. Additional revenue from the Jacksonville rental property and the installation of new programs partially offset the decrease in Sears revenues. A program is an installed machine capable of performing the Company's proprietary AccuBalance/Corvi wheel-balancing service. As of December 31, 1994, the Company had 166 revenue producing programs utilizing the Combi-Matcher, compared with 1281 programs utilizing the Tire- Matcher (all of which were with Sears) and 128 programs utilizing the Combi-Matcher at December 31, 1993. Service expenses for Oct. - Dec. 1994 decreased $334,555 (78%) to $93,825 from $428,380 for Oct. - Dec. 1993. Service expenses for July - Sept. 1994, as a percentage of revenue, decreased to 18% from 25% during the Oct. - Dec. 1993 period due to the increase in revenues described in the preceding paragraph with a corresponding decrease in service expenses. The Company has implemented two layoffs since December 31, 1993 which, when combined with natural attrition, has reduced the number of personnel to 28 employees (of which 8 were employed by the real estate subsidiary) as of December 31, 1994 compared to 44 employees as of December 31, 1993. General and administrative expenses for Oct. - Dec. 1994 increased $66,687 (7%) to $957,279 from $890,592 for Oct. - Dec. 1993. General and administrative expenses as a percentage of revenue increased to 179% from 52%. The reason for the increase in general and administrative expenses is generally due to the underutilization of the manufacturing facilities during the Oct. - Dec. 1994 period. Depreciation and amortization expense for Oct. - Dec. 1994 decreased $440,919 (70 %) to $192,246 from $633,165 for Oct. - Dec. 1993. This decrease is a result of the discontinuance of depreciation for Dealer Licensed machines previously installed at Sears (such machines were sold to Sears on February 24, 1994) and the discontinuance of amortization of deferred borrowing costs (which were written off in December 1993), which decrease has been partially offset by depreciation expense for the warehouse facility located at the Jacksonville property and the amortization of clearing costs of the warehouse facility. Interest expense for Oct. - Dec. 1994 decreased $152,326 (96%) to $5,887 from $158,213 for Oct. - Dec. 1993, reflecting the Company's payment of the remaining amount of its debt to PNC Bank of Kentucky, Inc. ("PNC") in February 1994 and all of its Mass Mutual Life Insurance Company ("Mass Mutual") debt in December 1993. For the three months ended December 31, 1994 the Company reported a loss before income taxes and extra-ordinary gain of $(721,053 ) versus a loss of $390,689 during the same period of the prior fiscal year. The Company generated a net loss, after taxes, of $(721,053 ) for the Oct. - Dec. 1994 period as compared to a loss of $390,689 for the comparable Oct. - Dec. 1993 period. The reason for the increased loss is due to the reduction in revenues and the underutilization of the manufacturing facilities. For the Six Months Ended December 31, 1994 Revenues and other income for the six months ended December 31, 1994 ("July - Dec. 1994") decreased $2,310,904 (67%) to $1,121,880 from $3,432,784 for the six months ended December 31, 1993 ("July - Dec. 1993"). The primary reason for this decrease is due to the fact that the Company and Sears (who generated approximately $2.9 million in revenue for the Company in the July - - Dec. 1993 period) terminated their relationship in February 1994. Additional revenue from the Jacksonville rental property, the installation of new programs and realized gain from trading securities partially offset the decrease in Sears revenues. A program is an installed machine capable of performing the Company's proprietary AccuBalance/Corvi wheel-balancing service. Service expenses for July - Dec. 1994 decreased $656,020 (78%) to $188,561 from $844,581 for July - Dec. 1993. Service expenses for July - Sept. 1994, as a percentage of revenue, decreased to 17% from 25% during the July - Dec. 1993 period due to the change in revenues described in the preceding paragraph and a drop in service expenses. The Company has implemented two layoffs since December 31, 1993 which, when combined with natural attrition, has reduced the number of personnel to 28 employees (of which 8 were employed by the real estate subsidiary) as of December 31, 1994 compared to 44 employees as of December 31, 1993. General and administrative expenses for July - Dec. 1994 increased $483,992 (31%) to $2,030,950 from $1,546,958 for July - Dec. 1993. General and administrative expenses as a percentage of revenue increased to 181% from 45%. The reasons for the increase from the prior year in general and administrative expenses include, among other things, 1) an increase in professional fees of approximately $126,000 arising from various litigation and accounting matters and 2) the underutilization of the manufacturing facilities Depreciation and amortization expense for July - Dec. 1994 decreased $963,064 (72 %) to $376,103 from $1,339,167 for July - Dec. 1993. This decrease is a result of the discontinuance of depreciation for Dealer Licensed machines previously installed at Sears (such machines were sold to Sears on February 24, 1994) and the discontinuance of amortization of deferred borrowing costs (which were written off in December 1993), which decrease has been partially offset by depreciation expense for the warehouse facility located at the Jacksonville property and the amortization of clearing costs of the warehouse facility. Interest expense for July - Dec. 1994 decreased $450,763 (99%) to $6,614 from $457,377 for July - Dec. 1993, reflecting the Company's payment of the remaining amount of its debt to PNC Bank of Kentucky, Inc. ("PNC") in February 1994 and all of its Mass Mutual Life Insurance Company ("Mass Mutual") debt in December 1993. For the six months ended December 31, 1994 the Company reported a loss before income taxes and extra-ordinary gain of $1,494,040 versus a loss of $763,090 during the same period of the prior fiscal year. The Company generated a net loss, after taxes, of $1,362,568 for the July - Dec. 1994 period as compared to income of $5,549,410 for the comparable July - Dec. 1993 period. The reason for the reduction in income is due to the non-recurrence of the extra-ordinary item, the reduction in revenues and an increase in certain expenses. E. Liquidity and Capital Resources: The Company's consolidated balance sheet is presented on a classified basis. As of December 31, 1994, the Company's primary sources of liquidity were $79,738 in cash, $3,785,031 in marketable securities and certificates of deposit, and $197,156 of trade accounts receivable. As of December 31, 1994, the aggregate amount of the Company's short term liabilities (accounts payable, accrued liabilities, income taxes payable, accrued interest and sales and payroll taxes payable) was $1,744,868. The net liquidity of the Company as of December 31, 1994 was $2,317,057. Management believes these net sources of liquidity and cash flow will be adequate to meet present obligations maturing in the fiscal year ending June 30, 1995. Due to the classification of certain investments as trading securities, see footnote 2, the $8,130,437 of proceeds from the sale of such securities (which had been purchased with the proceeds from the Sears settlement) falls into cash provided by operating activities. Because of that classification, the Company generated cash provided by operating activities during the July - Dec. 1994 period of $4,502,596 compared with net cash provided by operating activities of $1,738,401 for the July - Dec. 1993 period. Absent the sale of those securities, the Company would not have had a positive cash flow from operating activities, rather it would have used $2,481,017 of cash in operating activities for the July - Dec. 1994 period. The Company purchased a 35,000 square foot office/warehouse facility for use by its automotive division for a total purchase price of $450,000 on July 8, 1994 and spent an additional $40,000 for improvements. The Company owns this property free and clear of liens and encumbrances. The Company's principal executive offices will remain located in downtown Tampa. Net cash used in investing activities in the July - Dec. 1994 period was $4,915,006, as compared with $378,208 for the July - Dec. 1993 period. Of the $4,895,506 amount, $3,917,996 was used to purchase securities held to maturity. Of the $997,010 used for capital expenditures, $167,576 was used by Jacksonville Center, Inc. to purchase equipment and $49,253 was used to renovate the Jacksonville property. The remaining $780,181 used in investing activities represents the purchase of the Company's 35,000 square foot office/warehouse building for $450,000, leasehold improvements at the new building, the purchase of additional inventory, the capitalization of costs for the improvement of the TM7000, and the purchase of other items that are used in the business. The increased net cash used in investing activities was partially offset by a reduction in the number of Combi-Matchers produced during the year as compared with the previous period. Net cash provided by financing activities in the July - Dec. 1994 period was $67,240, as compared to net cash used by financing activities of $1,086,667 for the July - Dec. 1993 period. This change is primarily due to the settlement and payment of all of the Company's outstanding debt, except for certain long-term lease obligations, and the financing of certain automobile and equipment loans. Although the Company has not identified any other or different business opportunities of specific interest, management does anticipate creating another distinct operation if and when a new business has been identified as feasible and either acquired or created by the Company. Any new business operation will likely involve a substantial commitment of Company resources. The Company has incurred and expects to incur substantial legal expenses and settlement costs associated with the SEC investigation. The Company is unable to predict the total legal and settlement costs that will ultimately be incurred in this matter. The Company will also spend additional funds in conjuntion with its two pending litigation matters with ASX Investment & Kerry F. Marler (a former officer and director). The Company is attempting to recover from Mr. Marler the costs associated with the ASX lawsuit, but there is no assurance such costs can be recovered from him.
PART II - OTHER INFORMATION Item 1. - Legal Proceedings - No material events have occurred in the Company's ongoing litigation matters. For the prior history of such litigation, please refer to the Company's Annual Report on Form 10-KSB for the year ended June 30, 1994. 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. (a) Exhibits Reg. S-B Exhibit Item No. Description Page No. 11(a) Computation of Earnings per Share attached (b) Reports on Form 8-K During its most recent quarter ended December 31, 1994, no current Reports on Form 8-K were filed by the Company. SIGNATURES Pursuant to 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. Excal Enterprises, Inc. Registrant Dated February 13, 1996 /s/ W. CAREY WEBB W. Carey Webb Chief Executive Officer and President Dated February 13, 1996 /s/ TIMOTHY R. BARNES Timothy R. Barnes Vice President/Chief Financial Officer
ASSIX INTERNATIONAL, INC. Exhibit 11 CALCULATION OF EARNINGS PER SHARE (Unaudited) Three Months Ended Six Months Ended December 31, December 31, 1994 1993 1994 1993 Primary earnings per common and common equivalent share: Net income (loss) $(721,053) $(390,689) $(1,494,040) $5,549,410 Add interest on long-term debt net of income taxes - - - - Adjusted income (loss) applicable to common and common equivalent shares $(721,053) $(390,689) $(1,494,040) $5,549,410 Weighted average number of common and common equivalent shares outstanding: Weighted average number of shares of common stock outstanding 4,666,866 4,666,866 4,666,866 4,666,866 Common stock equivalents representing dilutive options and warrants - - - - Weighted average number of common and common equivalent shares outstanding 4,666,866 4,666,866 4,666,866 4,666,866 Income (loss) from continuing operations (after taxes) $ (.15) $ (.08) $ (.32) $ (.16) Extra-ordinary item - - - 1.35 Primary earnings (loss) per common and common equivalent share $ (.15) $ (.08) $ (.32) $ 1.19 Adjustment to net income (loss) has been shown net of tax effects which were calculated at 39% of the gross amount of the adjustment. Earnings (loss) per common and common equivalent share for the three months ended December 31, 1994, and 1993 have been computed based upon the weighted average number of common shares outstanding during the period. Common stock warrants and options are not considered in the computations because they are anti-dilutive in the aggregate.
EX-27 2
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED FINANCIAL STATEMENTS INCLUDED IN THE COMPANY'S FORM 10-QSB FOR THE PERIOD ENDED DECEMBER 31, 1994 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 6-MOS JUN-30-1995 DEC-31-1995 79,738 3,785,031 425,952 140,599 519,454 4,728,738 9,892,697 (1,395,850) 13,988,061 1,744,868 61,960 0 0 4,713 9,929,258 13,988,061 0 776,289 0 2,595,614 ( 331,899) 0 6,614 1,494,040 0 1,494,040 0 0 0 1,494,040 ( .32) ( .32)
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