-----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, CAlnGl/PIXB/ktBfHN1T66d8MY3xpXZHM+xu9mtIrie3jQa6RXXSSkPUg5hJyQws tM502xVBGvLDifXi4G+tVw== 0000950123-96-004603.txt : 19960928 0000950123-96-004603.hdr.sgml : 19960928 ACCESSION NUMBER: 0000950123-96-004603 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960630 FILED AS OF DATE: 19960820 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: MICHAELS J INC CENTRAL INDEX KEY: 0000065596 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-FURNITURE STORES [5712] IRS NUMBER: 111796714 STATE OF INCORPORATION: NY FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-05703 FILM NUMBER: 96618166 BUSINESS ADDRESS: STREET 1: 182 SMITH ST CITY: BROOKLYN STATE: NY ZIP: 11201 BUSINESS PHONE: 7188526100 MAIL ADDRESS: STREET 1: 182 SMITH ST CITY: BROOKLYN STATE: NY ZIP: 11201 10-Q 1 J. MICHAELS, INC. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 1996 Commission file Number 0-5703 J. Michaels, Inc. (Exact name of registrant as specified in its charter.) New York 11-1796714 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 182 Smith Street, Brooklyn, NY 11201 (Address of principal executive offices (Zip Code) Registrant's telephone number, including area code: 718-852-6100 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 requirements for the past 90 days. YES [X] NO [ ] Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practical date: Common Stock, $1 Par Value - 891,282 shares as of June 30, 1996. 2 J. MICHAELS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME
Amounts in Thousands except 3 Months ended June 30, for per share data 1996 1995 ---- ---- Income (loss) from discontinued operations (net of income tax provision (benefit) of $(107,000) and $62,000 respectively) $(162) $80 Gain on disposition of assets (net of income tax provision (benefit) of $218,000 and $0 respectively) $330 - ---- -- NET INCOME (LOSS) $168 $80 ===== === Earnings per share: Discontinued operations $.19 $.09 ==== ==== Cash dividends per share $0 $.09 ==== ==== Weighted average number of shares outstanding 891,282 851,282 ======= =======
3 J. MICHAELS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS A S S E T S
6/30/96 6/30/95 3/31/96 ------- ------- ------- Assets held for disposal $15,891,106 $17,595,704 $ 15,935,393 ----------- ----------- ----------- LIABILITIES AND SHAREHOLDERS' EQUITY Liabilities $ 133,176 $ 1,677,865 $ 345,085 ----------- ----------- ----------- Shareholders' equity: Common stock 1,145,369 1,105,369 1,145,369 Additional paid- in capital 1,405,224 1,025,224 1,405,224 Net unrealized gain on securi- ties available for sale - 17,944 - Retained earnings 14,076,424 14,258,389 13,908,802 ---------- ---------- ---------- 16,627,017 16,406,926 16,459,395 Less common stock held in treasury, at cost 489,087 489,087 489,087 Less notes receivable from shareholder 380,000 - 380,000 ----------- ----------- ---------- Total shareholders' equity 15,757,930 15,917,839 15,590,308 ----------- ----------- ---------- Total $15,891,106 $17,595,704 $15,935,393 =========== =========== ===========
4 J. MICHAELS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts in thousands) THREE MONTHS ENDED 6/30/96 6/30/95 ------- ------- Cash flow from discontinued operations: Net Income (loss) $ 168 $ 80 Adjustments to reconcile net income (loss) to net cash provided by discontinued operations: Depreciation 60 32 Gain from sale of assets (549) Decrease (increase) in current assets held for disposal 1,236 260 Increase (decrease) in liabilities (422) 239 ------- --- Net cash flow from discontinued operations 493 611 ------- --- Cash flow applied to invest- ment activities Purchase of fixed assets (35) (64) Decrease (increase) in restricted cash - (308) Decrease (increase) in investments - (3,120) Proceeds on sale of assets 835 ------ ------ Net cash flow from (applied to) investing activities 800 (3,492) ------ ------- Cash flow applied to financing activities: Payments of cash dividends to stockholders - (78) ------ ------- Net cash flow from (applied to) financing activities - (78) ------ ------ NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 1,293 (2,959) Cash and cash equivalents, beginning of period 11,121 9,058 ------ ------ Cash and cash equivalents, end of period $12,414 $6,099 ======= ======
5 J. MICHAELS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 1. Earnings per share are computed by dividing net earnings by weighted average number of common shares outstanding during period. 2. The financial information presented is unaudited. Such information reflects all adjustments which, in the opinion of management, are necessary to present fairly the consolidated results of discontinued operations and changes in financial position for the three months then ended. 3. As previously reported, during its 1996 fiscal year, the Company decided to discontinue its existing furniture business and enter into a merger with Muriel Siebert Capital Markets Group, Inc., pursuant to which the net proceeds from the sale of the Company's assets would be distributed to its pre-merger shareholders. The Company, subsequent to June 30, 1996, entered into an agreement to sell the buildings and real property representing the Smith Street store and warehouse for $1,400,000, which is substantially in excess of the remaining book cost of such buildings and property. 4. On July 7, 1996, the President and a director exercised their stock options to purchase 25,000 shares. In connection therewith the Company received $307,135 and issued 25,000 shares of Common Stock. There are no other options outstanding. 6 J. MICHAELS, INC. AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS J. Michaels, Inc. and its subsidiaries were, until now, engaged in the retail sale of household furnishings, primarily on credit. The Company also operated a retail furniture leasing division in the Buffalo, N.Y. area. During the Company's 1996 fiscal year, the Company decided to discontinue its existing furniture business and is in the process of selling its assets. The financial statements contained in this report have accordingly been restated to reflect all of the Company's operations as a discontinued operation, and the discussion set forth herein is historical in nature. The data submitted below reflects, among other things, the sale of retail and leasing operations in Buffalo. The Company has retained the retail accounts receivable and continues to collect same. Expenses include severance and other payroll termination costs of employees who have left. Net income for the three months ended June 30, 1996 was $168,000 compared to $80,000 last year. The $168,000 includes a gain of $548,000 on the sale of the Buffalo businesses. Revenues this year decreased to $826,000 compared to $1,554,000 in the previous year. Selling, general and administrative expenses decreased to $554,000 from $876,000 in the preceding year. Bad debts expense decreased by $86,000 from the previous year. This reduction is primarily the result of recoveries exceeding write offs. Other income (net) increased from $124,000 last year to 148,000. In 1996, income was additionally charged in the amount of $105,000 representing franchise taxes payable resulting from audits of 1991, 1992 and 1993. As at August 15, 1996, the Company has little or no retail sales. It does continue to earn interest on its receivables and continues to collect its receivables. The Company has contracted to sell its Fifth Avenue store and the buildings and real property representing the Smith Street store and warehouse for $850,000 and $1,400,000 respectively. It continues to negotiate the sale of its remaining real properties. 7 PART II - OTHER INFORMATION None 8 SIGNATURES Pursuant to the requirement 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. J. MICHAELS, INC. By: ARTHUR FETTNER ------------------- Arthur Fettner CAO Dated: August 15, 1996 9 EXHIBIT INDEX EXHIBIT NO. DESCRIPTION 27 FINANCIAL DATA SCHEDULE EX-27 2 FINANCIAL DATA SCHEDULE
5 1,000 3-MOS MAR-31-1996 APR-01-1996 JUN-30-1996 0 0 0 0 0 0 0 0 15,891 133 0 0 0 1,145 1,405 15,891 0 0 0 0 0 0 0 0 0 0 (162) 330 0 168 .19 .19
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