-----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, CyEtOiv/Bb0j65FZHsg5lIwx/LBnK1oB+CrLil1hXt/NE0RckX5r3P14B6wbU3zA 8Ua5L92nvuBBN7ArGbcyrg== 0000891554-97-000618.txt : 19970704 0000891554-97-000618.hdr.sgml : 19970704 ACCESSION NUMBER: 0000891554-97-000618 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970430 FILED AS OF DATE: 19970703 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: MULTI SOLUTIONS INC CENTRAL INDEX KEY: 0000723733 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 222418056 STATE OF INCORPORATION: NJ FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-12162 FILM NUMBER: 97636330 BUSINESS ADDRESS: STREET 1: 4262 US ROUTE 1 STREET 2: SUITE 2 CITY: MONMOUTH JUNCTION STATE: NJ ZIP: 08852 BUSINESS PHONE: 9083299200 MAIL ADDRESS: STREET 1: 4262 US HIGHWAY 1 STREET 2: SUITE 2 CITY: MONMOUTH JUNCTION STATE: NJ ZIP: 08852-1905 10QSB 1 QUARTERLY REPORT SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 1997 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___________ to __________ Commission File Number: 0-12162 MULTI SOLUTIONS, INC (Exact name of small business issuer as specified in its charter) NEW JERSEY 22-2418056 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 4262 US Route 1, Monmouth Junction, New Jersey 08852 (Address of principal executive offices) Issuer's telephone number, including area code: (908) 329-9200 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 _____ Indicate the number of shares outstanding of each of the issuer's classes of Common Stock, as of the latest practicable date. Class Outstanding at April 30, 1997 - ----------------------- ----------------------------- Common Stock, par value 18,016,898 $.001 per share PART I. FINANCIAL INFORMATION Item 1. Financial Statements The accompanying financial statements are unaudited for the interim periods, but include all adjustments (consisting only of normal recurring accruals) which management considers necessary for the fair presentation of results for the three months ended April 30, 1997. Moreover, these financial statements do not purport to contain complete disclosure in conformity with generally accepted accounting principles and should be read in conjunction with the Company's audited financial statements at, and for the fiscal year ended January 31, 1997. The results for the three months ended April 30, 1997 are not necessarily indicative of the results for the entire fiscal year. Multi Solutions, Inc. (the "Company") owns 56.4% of Multi Soft, Inc's common stock. The companies financial statements are consolidated with Multi soft and its other subsidiary, NetCast, Inc. which is currently in the development stage. Multi Solutions, Inc. and Subsidiarys CONSOLIDATED BALANCE SHEETS
April 30, January 31, 1997 1997 (Unaudited) ----------- ----------- ASSETS CURRENT ASSETS Cash $ 2,368 $ 13,575 Accounts receivable( net of allowance of $6,854 and $32,880 respectively) 143,399 18,571 Prepaid expenses and other current assets 17,532 13,532 ----------- ----------- 163,299 45,678 FURNITURE AND EQUIPMENT, AT COST Research and development equipment 14,603 14,603 Office furniture and other 22,476 22,476 ----------- ----------- 37,079 37,079 Less accumulated depreciation and amortization (10,578) (9,119) ----------- ----------- 26,501 27,960 Capitalized Organizational Costs 2,415 2,415 Less accumulated depreciation and amortization (121) ----------- ----------- 2,294 2,415 OTHER ASSETS Capitalized software and development costs 1,907,995 1,852,822 Less accumulated amortization (1,181,913) (1,110,741) ----------- ----------- 726,082 742,081 Intangibles 200 200 $ 918,376 $ 818,334 =========== ===========
Multi Solutions, Inc. and Subsidiarys CONSOLIDATED BALANCE SHEETS
April 30, January 31, 1997 1997 LIABILITIES AND STOCKHOLDERS' DEFICIENCY (Unaudited) ----------- ----------- CURRENT LIABILITIES Loan payable to bank $ 21,652 $ 25,497 Notes payable 13,506 15,504 Accrued payroll 27,891 -- Payroll and other taxes payable 29,346 38,070 Accounts payable and accrued expenses 155,613 164,902 Accrued Officer Compensation 136,683 103,349 Deferred revenues 232,529 168,411 ----------- ----------- 617,220 515,733 Deferred Compensation due officers/shareholders 631,605 631,605 STOCKHOLDERS' DEFICIENCY Common stock, authorized 40,000,000 shares $ .001 Par Value 18,017 18,017 Issued and outstanding: 18,016,898 and 18,016,898 Additional paid-in capital 8,592,768 8,592,434 Minority Interest 83,576 87,092 Accumulated deficit (9,024,810) (9,026,547) ----------- ----------- (330,449) (329,004) $ 918,376 $ 818,334 =========== ===========
Multi Solutions, Inc. and Subsidiarys CONSOLIDATED STATEMENTS OF OPERATIONS Three Months Ended April 30, 1997 1996 ------------ ------------ Revenues License fees $ 30,369 $ 85,869 Maintenance Revenue 203,660 159,753 Consulting and other fees 24,790 227 ------------ ------------ Total revenues 258,819 245,849 Operating expenses Software development and technical support 64,646 84,324 Selling and administrative expenses 193,772 210,413 ------------ ------------ Total expenses 258,418 294,737 Income ( Loss) from operations 401 (48,888) Other Income (Expenses) Interest expense (654) (1,024) ------------ ------------ NET LOSS $ (253) $ (49,912) ============ ============ Weighted average number of shares outstanding 18,016,898 17,806,898 ============ ============ Loss per share nil nil ============ ============ Multi Solutions, Inc. and Subsidiarys CONSOLIDATED STATEMENTS OF CASH FLOWS
Three Months Ended April 30, 1997 1996 --------- --------- Cash flows from operating activities Net loss $ (253) $ (49,912) Adjustments to reconcile net loss to net cash provided (used) by operating activities Depreciation and amortization 72,752 84,734 Common stock issued as compensation to officers Discount to investors Changes in assets and liabilities Decrease (increase) in accounts receivable (124,828) (10,767) (Increase) decrease in prepaid expenses and other current assets (4,000) (3,000) Increase in accrued payroll 27,891 (10,775) (Decrease) in payroll and other taxes payable (8,724) (13,623) Note Payable (1,998) Increase (decrease) in accounts payable and accrued expenses (9,289) (10,144) Increase (decrease) in accrued officer compensation 33,334 8,333 Increase in deferred compensation -- 6,288 (Decrease) increase in deferred revenues 64,118 (13,992) Increase (decrease) in long term deferred revenues -- (8,022) --------- --------- Net cash provided by operating activities 49,003 (20,880) Cash flows from investing activities Capitalized software development cost (55,173) (51,550) Capitalized Research and Developement -- (2,050) --------- --------- Net cash used in investing activities (55,173) (53,600) Cash flows from financing activities Net (repayments) borrowings under loan and line of credit ageements (3,845) (4,610) Increase (Decrease) in Minority Interest (1,526) Amortization of Stock Grants 334 --------- --------- Net cash used in financing activities (5,037) (4,610) Net (decrease) in cash (11,207) (79,090) Cash at beginning of quarter 13,575 89,575 Cash at end of quarter $ 2,368 $ 10,485 ========= =========
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Results of Operations Three months ended April 30, 1997 compared to three months ended April 30, 1996 Revenues for the current three months of fiscal year 1997 increased $12,970 or 5.3% compared with the comparable period of the prior year. The increase in revenues for the three month period is attributable to an increase in maintenance revenues of $43,907 or 27.4%. This is attributable to maintenance agreements with a major customer of Multi Soft which has been paying for monthly maintenance and support. This increase is partially offset by a decrease in license fees in the amount of $55,500 or 64.6%. This decease is primarily attributed to royalty payments made in the first quarter of last year that have not accrued in the first quarter of this year. Operating expenses as a percent of revenues for the three month period was 99.8% compared with 120.% for the comparable period of the prior year. The decrease in the three month period is a result of a decrease in Selling and Administrative expenses of 16,641 or 7.9%. This reduction is primarily a result of an effort by management to reduce certain expenses such as legal fees, outside marketing and outside consulting. Also, software development decreased for the current three month period in the amount of $19,678 or 23.3%. The reason for this reduction is that Multi Soft reduced its development staff which in effect decreases the software development costs. The operating income, before other income (expense) of $401 for the current three month period increased $49,289 compared with the comparable period of the prior year. For the current three month period , a net loss of $253 was incurred compared with a net loss of $49,912 a decrease of $49,659. Major Customers In the first three months of 1997, IBM accounted for 29% of total revenues. In the first three months of 1996, IBM accounted for 17.9% of total revenues. Liquidity and Capital Resources At April 30, 1997, the Company had a negative working capital position of ($453,921) and has been experiencing cash flow problems. The cash flow deficiency derives from certain outstanding receivable that remain uncollected coupled with normal fluctuations in sales. Management of the company has taken various steps to correct this situation. Overhead costs have been cut drastically as a result of staff reductions and curtailment of all outside marketing and advertising costs. In addition, senior staff salaries were reduced and executive officers' salaries were partly deferred. Secondly, the Company's 56.4% owned subsidiary, Multi Soft Inc. broadened its product base into the Windows environment and has made its Windows based products easier to learn and use. Multi Soft has entered into an International Software Licensing Agreement with IBM which grants IBM the non-exclusive rights and license to market an extended runtime version of Multi Soft's WCL product as an IBM logo product. This IBM EXTENDED VERSION of Multi Soft's WCL is named IMS Client ServerTM for Windows. It provides remote presentation support for IMS. Multi Soft and IBM also have entered into International Marketing Agreements to market Multi Soft's WCL Toolkit under the name IMS Client Server ToolkitTM for Windows in the United States, Puerto Rico, the Asian Pacific Region, Europe, the Middle East Africa and Canada. In addition, in September 1994, Multi Soft entered into an International Software Licensing Agreement with IBM's Personal Communications 3270 division ("P-Comm"). This agreement allows IBM to logo and market a P-Comm specific version of both the Toolkit and Runtime of Multi Soft's WCLTM. Pursuant to this agreement, the Company will receive a minimum of $75,000 per quarter over a two year period representing minimum advances against royalties. As of November 1996, the contract with IBM was extend for two more years and IBM is paying Multi Soft monthly maintenance and royalties. In 1995 Multi Soft, Inc. entered a joint development and marketing agreement with Bellcore to develop and Market a Sun Solaris Unix version of its WCL product. The agreement provides that Bellcore pay Multi soft for developing an extension of its WCL product of the Sun Solaris Unix environment. Also, it provides for a joint marketing agreement in which both companies will share marketing royalties. It is Multi Soft's intent to remain a technology provider and search out multiple distribution channels, rather than to try and grow via an expensive direct sales force. This allows the focus to stay on technology, with a low overhead cost for each distribution channel used. However, if Multi Soft obtains additional funds from operations or otherwise, it plans to expand in-house marketing activities by advertising in trade publications and by conducting targeted mailing. Dividend Policy The Company has not declared or paid any dividends on its common stock since its inception and does not anticipate the declaration or payment of cash dividends in the foreseeable future. The Company intends to retain earnings, if any, to finance the development and expansion of its business. Future dividend policy will be subject to the discretion of the Board of Directors and will be contingent upon future earnings, if any, the Company's financial condition, capital requirements, general business conditions and other factors. Therefore, there can be no assurance that dividends of any kind will ever be paid. Effect of Inflation Management believes that inflation has not had a material effect on its operations for the periods presented. Cautionary Statement This Form 10-KSB contains certain forward-looking statements regarding, among other things, the anticipated financial and operating results of the company. For this purpose, forward-looking statements are any statements contained herein that are not statements of historical fact and include, but are not limited to, those preceded by or that include the words, "believes," "expects," "anticipated," or similar expressions. In connection with the safe harbor provisions of the Private Securities Litigation Reform act of 1995, the Company is including this cautionary statement identifying important factors that could cause the company's actual results to differ materially from those projected in forward looking statements made by, or on behalf of, the company. These factors, many of which are beyond the control of the company and include the Company's ability to, (I) continue as a going concern, (ii) continue to receive royalties from its existing licensing and consulting arrangements(iii) develop additional marketable software and technology, (iv) compete with larger, better capitalized competitors, and reverse ongoing liquidity and cash flow problems. PART II - OTHER INFORMATION Item 1. Exhibits and Reports on Form 8-K (a) Exhibits 27. Financial Data Schedule (b) Reports on Form 8-K None SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registration has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. MULTI SOLUTIONS, INC. Date June 28, 1996 By:______________________________ Charles J. Lombardo, Chief Executive Officer, Chief Financial Officer and Treasurer EX-27 2 FDS --
5 3-mos JAN-31-1997 APR-30-1997 2,368 0 148,643 6,854 0 163,299 37,079 10,578 918,376 617,220 0 0 0 18,017 (330,449) 918,376 30,369 258,819 0 258,418 654 0 654 (253) 0 401 0 0 0 (253) 0.00 0.00
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