-----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, LLWn70I7m5YnmMCWfw8hJrV0mxuHyNSEuESRScfiGWWtz9VtezLMv3/NxUACpE4s K5GSokrvQdUvWEt3OfdYgg== 0000939802-96-000020.txt : 19960816 0000939802-96-000020.hdr.sgml : 19960816 ACCESSION NUMBER: 0000939802-96-000020 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960630 FILED AS OF DATE: 19960814 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: HI TIGER INTERNATIONAL INC CENTRAL INDEX KEY: 0001005974 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-TELEPHONE INTERCONNECT SYSTEMS [7385] IRS NUMBER: 870378021 STATE OF INCORPORATION: UT FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-27580 FILM NUMBER: 96611758 BUSINESS ADDRESS: STREET 1: 350 WEST 300 SOUTH CITY: SALT LAKE CITY STATE: UT ZIP: 84101 BUSINESS PHONE: 8013221221 MAIL ADDRESS: STREET 1: 350 WEST 300 SOUTH CITY: SALT LAKE CITY STATE: UT ZIP: 84101 10QSB 1 [As adopted in Release No. 34-32231, April 28, 1993, 58 F.R. 26509] U.S. Securities and Exchange Commission Washington, D.C. 20549 Form 10-QSB (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 1996 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission file number 0-27580 Hi, Tiger International, Inc. (Exact name of small business issuer as specified in its charter) Utah 87-0378021 (State or other jurisdiction (IRS Employer of incorporation or organization) Identification No.) 350 West 300 South, Salt Lake City, UT 84101 (Address of principal executive offices) (801) 322-1221 Issuer's telephone number Not Applicable (Former name, former address and former fiscal year, if changed since last report.) Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDING DURING THE PRECEDING FIVE YEARS Check whether the registrant filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court. Yes No APPLICABLE ONLY TO CORPORATE ISSUERS State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practical date: July 22, 1996 2,433,300 Transitional Small Business Disclosure Format (check one). Yes ; No PART I - FINANCIAL INFORMATION Item 1. Financial Statements HI, TIGER INTERNATIONAL, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS SEPTEMBER 30, 1995 AND JUNE 30, 1996 (Unaudited) ASSETS 06/30/96 09/30/95 Current Assets Cash $ 24,883 $ 17,267 Note Receivable - Related Party - 46,000 Interest Receivable - 9,310 Accounts Receivable(Net of Allowance for Doubtful Accounts of $2,739) 23,173 19,336 Total Current Assets 48,056 91,913 Fixed Assets Equipment 134,418 115,642 Equipment Lease 10,730 10,730 Furniture & Fixtures 6,866 6,866 Less Accumulated Depreciation (61,895) (30,237) Total Fixed Assets 90,119 103,001 Total Assets $ 138,175 $ 194,914 The accompanying notes are an integral part of these financial statements. HI, TIGER INTERNATIONAL, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS SEPTEMBER 30, 1995 AND JUNE 30, 1996 (Unaudited) LIABILITIES AND STOCKHOLDERS' EQUITY 06/30/96 09/30/95 Current Liabilities Accounts Payable, Trade $ 72,569 $ 44,980 Interest Payable - 41,892 Accrued Liabilities 5,423 8,494 Lease Obligation - Current Portion 4,304 4,620 Notes Payable - Related Party - 26,900 Other Payable - Related Party 75,000 75,000 Total Current Liabilities 157,296 201,886 Long Term Liabilities Lease Obligation - Long Term Portion - 2,884 Total Liabilities 157,296 204,770 Minority Interest 19,030 16,184 Stockholder' Equity Common Stock (Par Value $.001), 50,000,000 share authorized, 2,333,300 and 2,292,300 shares issued and outstanding June 30, 1996 and September 30, 1995, respectively 2,333 2,292 Paid in Capital in Excess of Par 434,729 410,270 Retained Deficit (475,213) (438,602) Total Stockholders' Equity (38,151) (26,040) Total Liabilities and Stockholders' Equity $ 138,175 $ 194,914 The accompanying notes are an integral part of these financial statements HI, TIGER INTERNATIONAL, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited) For The For The For The For The 3 Months 3 Months 9 Months 9 Months Ended Ended Ended Ended 06/30/96 06/30/95 06/30/96 06/30/95 REVENUES Sales $ 84,104 $ 90,590 $ 216,645 $ 109,430 Cost of Sales 16,099 12,438 48,977 15,951 Gross Margin 68,005 78,152 167,668 93,479 EXPENSES General & Administrative 60,104 91,919 194,623 121,905 Bad Debt Expense 2,576 984 4,362 1,399 Total Expenses 62,680 92,903 198,985 123,304 Other Income (Expense) Interest Income - 2,744 1,196 4,255 Misc. Income - 129 867 129 Interest Expense (773) (2,740) (4,510) (6,056) Net Other Income (Expense) (773) 133 (2,447) (1,672) Minority Income (4,611) 600 (2,847) 2,536 Net Income (Loss) $ (59) $ (14,018) $ (36,611) $ (28,961) Earnings (Loss) Per Common Share $ (0.00) $ (0.01) $ (0.02) $ (0.01) Weighted Average Shares Outstanding 2,333,300 2,253,967 2,312,800 2,156,189 The accompanying notes are an integral part of these financial statements. HI, TIGER INTERNATIONAL, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited) For The For The 9 Months 9 Months Ended Ended 06/30/96 06/30/95 CASH FLOWS FROM OPERATING ACTIVITIES: Net Loss $ (36,611) $ (28,961) Adjustments Used to Reconcile Net Loss to Net Cash Minority Income 2,847 2,536 Provided by (Used In) Operating Activities: Compensation Expense from Stock Options - - (Increase) Decrease in Accounts Receivable (3,837) (18,038) (Increase) Decrease in Interest Receivable 9,309 (4,255) Increase (Decrease) in Payables 24,518 (9,898) Increase (Decrease) in Interest Payable (41,892) 5,188 Depreciation and amortization 31,658 18,920 Net Adjustments 22,603 (5,547) Net Cash Used in Operating Activities (14,008) (34,508) CASH FLOWS FROM INVESTING ACTIVITIES: Acquisition of Equipment (18,776) (11,568) Net Cash Used in Investing Activities (18,776) (11,568) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds From Capital Stock Issued 24,500 59,340 Proceeds From Loans 46,000 - Proceeds From Borrowings on Notes Payable - 2,500 Cash Payments on Notes Payable (26,900) - Cash payments on Capital Leases (3,200) (2,437) Net Cash Provided by Financing Activities 40,400 59,403 Net Increase (Decrease) in Cash and Cash Equivalents 7,616 13,327 Cash and Cash Equivalents at Beginning of Period 17,267 11,210 Cash and Cash Equivalents at End of Period $ 24,883 $ 24,537 HI, TIGER INTERNATIONAL, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited) For The For The 9 Months 9 Months Ended Ended 06/30/96 06/30/95 SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: Interest $ 46,402 $ 868 Income Taxes $ 200 $ 200 The accompanying notes are an integral part of these financial statements. HI, TIGER INTERNATIONAL, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED JUNE 30, 1996 (Unaudited) 1. Interim Reporting The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles and with Form 10-QSB requirements. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included. Operating results for the nine month period ended June 30, 1996, are not necessarily indicative of the results that may be expected for the year ended September 30, 1996. For further information, refer to the financial statements and footnotes thereto included in the Company's annual report on Form 10-SB for the year ended September 30, 1995. Item 2. Management's Discussion and Analysis or Plan of Operation. General The following discusses the financial position and results of operations of the Company and its consolidated subsidiary, The Friendly Net (a Utah Limited Liability Company), which have been combined and accounted for as a purchase using the recorded value of the net assets of the seller due to the related party relationship. Liquidity and Capital Resources The Company requires working capital principally to fund its current operations and accounts receivable. Generally the Company has adequate funds for its activities, from time to time in the past the Company has relied on short-term borrowings and the issuance of restricted common stock to fund current operations. There are no formal commitments from banks or other lending sources for lines of credit or similar short-term borrowings, but the Company has been able to borrow any additional working capital that has been required. From time to time in the past, required short-term borrowings have been obtained from a principal shareholder or other related entities. It is anticipated that the current operations will expand and the funds generated will exceed the Company's working capital requirements for the foreseeable future and that it will no longer seek loans from principal shareholders. The increase in liquidity and capital resources during the past two years reflects the increases attributable to the acquisition of The Friendly Net and the partial year of operations. The Company generates and uses cash flows through three activities: operating, investing, and financing. During the nine months ended June 30, 1996, operating activities used cash of $14,000 as compared to net cash used of $35,000 for the nine months ended June 30, 1995. Cash flows used in investing activities for the nine months ended June 30, 1996 is due to the acquisition of $19,000 of computer equipment for The Friendly Net Operations as compared to $12,000 for June 30, 1995. Financing activities provided $40,000 for the nine months ended June 30, 1996 and $59,000 for June 30, 1995. The decrease in cash flow from financing activities in 1996 is the net result of collecting loans of $46,000, paying off notes of $27,000, payments on lease obligations of $3,000 and the proceeds from the sale of restricted stock of $25,000 for 1996, as compared to borrowings of $2,500, payments on lease obligations of $2,000 and the proceeds from the sale of restricted stock of $59,000 for 1995. Management believes that the Company's current cash and funds available will be sufficient to meet capital requirements and short term and long term working capital needs in the fiscal year ending September 30, 1996 and beyond, unless a significant acquisition or expansion is undertaken. The Company is constantly searching for potential acquisitions and/or expansion opportunities. Results of Operations As of June 30, 1996, the Company's have only been in operations since January 1995. The revenues and gross margins for the fiscal year ended September 30, 1995 are not necessarily indicative of the results that may be expected for a full year. During the preceding year (fiscal 1995), customers with repeat business accounted for a majority of the revenues generated. Although the Company's subsidiary has performed work for it's customers with repeat business, there is no assurance that such customers will maintain or increase the level of volume of business of the Company. Since the acquisition of The Friendly Net, general and administrative expenses have increased more than the gross margin generated by the operations resulting in a loss from operations of $37,000 for the nine months ended June 30, 1996 compared to $29,000 loss in the nine months ended June 30, 1995. For the nine months ended June 30, 1996 the increased general and administrative expenses was a result of increased activity in the search for potential acquisition and the expenses resulting from staffing and training personnel for the operations of The Friendly Net, while the volume of revenues generated had not reached a point where the gross margin generated was sufficient to offset the cost of the initial start-up expenses. General and Administrative costs are expected to remain fairly stable; although there may be some increases in technical support personnel costs as the customer base grows. Inflation and Regulation The Company's operations have not been, and in the near term are not expected to be, materially affected by inflation or changing prices. The Company encounters competition from a variety of firms offering Internet services in its market area. Many of these firms have long standing customer relationships and are well-staffed and well financed. The Company believes that competition in the Internet service industry is based on competitive pricing, although the ability, reputation and technical support of a concern is also significant. The Company does not believe that any recently enacted or presently pending proposed legislation will have a material adverse effect on its results of operations. PART II - OTHER INFORMATION Item 1. Legal Proceedings None. 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 The Company did not file a report on Form 8-K during the nine months ended June 30, 1996. 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. Hi, Tiger International, Inc. (Registrant) DATE: August 13, 1996 By: /s/ Paul G. Begum, President (Principal financial and Accounting Officer) EX-27 2
5 THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE BALANCE SHEET OF HI, TIGER INTERNATIONAL, INC. AS OF JUNE 30, 1996 AND THE RELATED STATEMENTS OF OPERATIONS AND CASH FLOWS FOR THE NINE MONTHS THEN ENDED AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 1000 US 9-MOS SEP-30-1996 JUN-30-1996 1 25 0 26 3 0 48 152 62 138 157 0 0 0 2 (21) 138 217 217 49 199 3 0 5 (37) 0 (37) 0 0 0 (37) (.02) (.02)
-----END PRIVACY-ENHANCED MESSAGE-----