-----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, IG1IDgxY4vZopbqPD9gLG58VGJ62K+Cln9X2p0Fd8EedeWjGPe0Jdpd8Vl/XmqqZ JzLMdcbOchMKmGZ3WEefdg== 0000724910-95-000014.txt : 19951119 0000724910-95-000014.hdr.sgml : 19951119 ACCESSION NUMBER: 0000724910-95-000014 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950930 FILED AS OF DATE: 19951114 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: PREMIS CORP CENTRAL INDEX KEY: 0000724910 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 411424202 STATE OF INCORPORATION: MN FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-12196 FILM NUMBER: 95592551 BUSINESS ADDRESS: STREET 1: 15301 HIGHWAY 55 WEST CITY: PLYMOUTH STATE: MN ZIP: 55447 BUSINESS PHONE: 6125501999 MAIL ADDRESS: STREET 1: 15301 HIGHWAY 55 WEST CITY: PLYMOUTH STATE: MN ZIP: 55447 10QSB 1 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 Second quarter ended September 30, 1995 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period form to Commission File Number 2-85498-C PREMIS CORPORATION (Exact name of registrant as specified in its charter) Minnesota 411424202 (State of Incorporation) (I.R.S. Employer Identification Number) 11610 Wayzata Boulevard Minnetonka, MN. 55305 (Address of Principal Executive Offices) (612) 545-0955 (Issuer's Telephone Number) 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, and (2) has been subject to such filing requirements for the past 90 days. Yes [ X ] No [ X ] Number of shares outstanding at September 30, 1995: Common Stock, Par Value: $.01 Shares: $2,590,694 Transitional small business disclosure format (check one). Yes [ X ] No [ ] PART I - FINANCIAL INFORMATION CONDENSED STATEMENTS OF OPERATIONS (unaudited) (unaudited) For the 3 months For the six months Ended September 30, Ended September 30, Revenue: 1995 1994 1995 1994 Systems Sales $1,129,026 $540,651 $2,111,475 $1,126,617 Maintenance Fees & Other Income 221,399 153,541 428,704 255,035 Total Revenue $1,350,425 $694,192 $2,540,179 $1,381,652 Cost of Sales: Systems 513,569 240,086 1,016,034 500,567 Royalty Expense 67,593 38,448 122,034 67,140 Other 35,726 21,733 70,132 50,696 Total Cost of Sales $ 616,888 $ 300,267 $1,208,200 $ 618,403 Gross Profit $ 733,537 $ 393,925 $1,331,979 $ 763,249 Selling, General Admin. Expenses 368,964 281,588 727,425 552,692 Net Income (Before Taxes) $ 364,573 $ 112,337 $ 604,554 $ 210,557 Income Tax Expense $ 143,008 $ 0 $ 239,000 $ 0 Net Income $ 221,565 $ 112,337 $ 365,554 $ 210,557 Net Income (Loss) per Share $ .07 $ .04 $ .12 $ .08 Weighted Average Shares Outstanding 3,046,854 2,590,694 2,979,758 2,590,694 PART I - FINANCIAL INFORMATION PREMIS CORPORATION BALANCE SHEET September 30, March 31, 1995 1995 ASSETS (Unaudited) Current Assets: Cash $ 879,126 $ 426,959 Accounts Receivable (Net of Allowance for Doubtful Accounts) 685,486 541,240 Inventory 114,075 165,555 Deferred Taxes 0 50,000 Prepaid Expenses 10,887 1,200 Total Current Assets $ 1,689,574 $ 1,184,954 Other Assets: Furniture and Equipment 208,334 189,611 Leased Equipment 39,297 19,753 Less Accumulated Depreciation and Amortization (162,340) (160,613) Software distribution rights net of accumulated depreciation and amortization of $121,050 and $88,159 respectively. 290,525 325,916 Total Other Assets 375,816 374,667 TOTAL ASSETS $2,065,390 $1,559,621 LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Trade Accounts Payable 222,980 177,339 Accrued Rent 0 2,249 Deferred income tax liability 14,000 0 Accrued income tax 175,000 0 Other Accrued Liabilities 131,952 139,507 Unearned Income 98,652 170,529 Capital Lease Obligations - Current Portion 1,368 3,272 Customer Deposits 110,862 58,010 Notes Payable 36,927 100,621 Total Current Liabilities $ 791,741 $ 651,527 Long-Term Liabilities: Notes Payable 226,084 226,084 Total Long-Term Liabilities $ 226,084 $ 226,084 Stockholders' Equity: Common stock, 5,000,000 shares authorized 2,590,694 and 2,590,694 outstanding, respectively, $.01 par value 25,907 25,907 Additional paid-in capital 728,555 728,555 Retained Earnings 293,103 (72,452) Total Stockholders' Equity $ 1,047,565 $ 682,010 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 2,065,390 $ 1,559,621 PART I - FINANCIAL INFORMATION PREMIS CORPORATION Statement of Change in Financial Position For the Six Months Ended September 30, 1995 1994 (Unaudited) (Unaudited) Cash Flows From Operating Activities: Net Income $ 365,554 $ 210,557 Adjustments to reconcile net income to net cash provided (used) by operation activities: Depreciation and amortization 1,728 6,989 Changes in assets and liabilities: Current Assets (17,062) (342,080) Current Liabilities 140,214 198,605 Net Cash Provided (Used) by Operating Activities $ 490,434 $ 74,071 Cash Flows From Investing Activities: Purchase of property and equipment 38,267 (4,346) Net Cash (Used) by Investing Activities $ 38,267 $ (4,346) Cash Flows From Financing Activities: Acquisition of Debt $ 0 $ 50,000 Retirement of Capital Lease Obligations 0 (1,591) Net Cash Provided (Used) by Financing Activities $ 0 $ 48,409 Net Increase (Decrease) in Cash $ 452,167 $ 126,826 Cash at Beginning of Year $ 426,959 $ 119,137 Cash at End of Period $ 879,126 $ 245,984 PREMIS CORPORATION NOTES TO CONDENSED FINANCIAL STATEMENTS September 30, 1995 Note 1: Basis of Presentation The accompanying condensed balance sheet as of September 30, 1995, and the condensed income statements and statements of changes in financial position for the three-month period ended September 30, 1995, are presented without audit. In the opinion of the management, all normally recurring adjustments necessary for a fair presentation of the financial statements in conformity with generally accepted accounting principles have been made. Certain footnote disclosures and other information normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted. These condensed financial statements should be read in conjunction with the financial statements and notes thereto included in the Company's audited financial statements as of March 31, 1995 as included in its 10K filing on June 29,1995. The balance sheet as of March 31, 1995 has been taken from the audited financial statements as of that date. Note 2: Business (a) General development of business: PREMIS Corporation was incorporated as a Minnesota Corporation in April 1982 to design, develop, market and support integrated turnkey computer systems for business use that are based on the Company's proprietary applications software. The Company's systems are designed for use by food brokers, food processors and manufacturers, and multi store retail chains (b) Financial information by industry segment: Net sales, operating income and identifiable assets of the Registrant's integrated turnkey systems business constitute 100% of the Company's Operations and therefore segment information is not applicable. (c) Narrative description of business: Since inception in April of 1982 until March 31, 1995, more than 95% of the registrant's sales were to food brokers, and food distributors in the United States. In April 1994 The Company purchased the rights to market the IRIS Multi-Store retail management system. Sales since April 1994 have been a combination of these two product lines. The Company's Systems consist of standardized and optional applications software developed by the Company and computer hardware. The Computer Hardware is manufactured by International Business Machines Corporation (IBM), AT&T Information System's NCR division and other companies supplying compatible hardware. In som instances the Company sells the customer only the software elements of the systems. When supplied, the Company purchases the hardware elements from manufacturers and distributors at prices that allow the Company to profit from the sale. Notes to Condensed Financial Statements (continued) The Company's main products are its ADVANTAGEtm, RETAINtm, and IRIStm Systems. The ADVANTAGEtm Computerized Brokerage System is designed to assist food brokers with the day to day management of their business. It controls orders and commissions and reports on sales performance according to salesperson, product line, and customer. The ADVANTAGEtm System also has Electronic Data Interchange communications capability to provide computer-to-computer transmission of sales orders, invoices, pricing and other information with manufacturers and distributors. The RETAINtm Retail Analysis and Inventory Notation System, which includes both hardware and software elements, is designed to assist food brokers, manufacturers' representatives and manufacturers in obtaining and analyzing highly valued information concerning the retail distribution of their products. The RETAINtm System includes an optional handheld data entry unit which is used to record product price, distribution, and related information at a retail store. The RETAINtm System may also be purchased as an option to the ADVANTAGEtm System. The PREMIS IRIStm System was introduced in the year 1987. This software system is designed to assist multi-store retail merchants with their point of sale and inventory management activities. The system modules are fully integrated and include inventory, purchasing, sales analysis and point of sale and others. A system usually consists of point of sale hardware and software which resides in the retail stores and a host system which resides at the chain headquarters. The Registrant's business is not seasonal, however, installations of the IRIS system are greatly reduced in December when retailers experience their busiest time of the year. PREMIS CORPORATION Management's Discussion and Analysis of Financial Condition and Results of Operation The fiscal year ending March 31, 1995, was a successful year for the Company with a net profit of $474,687 compared to a net profit of $148,931 for the prior year. The Company has followed that year with continued growth in the first six months of fiscal 1995. The new products for both the Advantage and IRIS product lines, introduced in fiscal 1993, 1994 and 1995 are showing substantial growth. Installations of the IRIS product in the United States Postal Service concept Postal Store have continued to grow during this quarter. Three Months ending September 30, 1995, Compared to Three Months Ending September 30, 1994 For the three months ending September 30, 1995 sales were 101% greater than the comparable period of 1994, at $1,305,425 verses $649,192. Gross margin on sales were up 87%, at $733,537 verses $393,925. Selling general and admistrative expense has risen by only 31% from the comparable period in fiscal 1995, to $368,964 versus $281,588, reflecting improved productivity in addition to the cost increases required to support a higher level of sales. Pretax income was up 228%, at 364,573 verses 112,337. Net income was up 97% at $221,565 verses $112,337 as the company became fully taxable after exhausting its tax loss carryforward in fiscal 1995. The improvements for the quarter represent growth in all products offered in the marketplace, with particularly strong growth in products sold to the United States Postal Service. Six Months ending September 30, 1995, Compared to Six Months Ending September 30, 1994 For the six months ending September 30, 1995, sales were 191% greater than the comparable period for 1994, at $2,540,179 verses $1,381,652. Gross margin was up 75%, at $1,331,979 verses $763,249 for the same period in fiscal 1995. Selling and general adminstrative expenses was up only 32% reflecting improved productivity per employee in addition to cost increases required to support a higher level of sales. The six month period provided a net profit of $365,554 verses $210,557 in fiscal 1994, as the company became fully taxable after exhausting its tax loss carryforward in fiscal 1995. We expect to see continual improvements in sales and earnings for the remainder of fiscal year ending March 31, 1996 verses fiscal 1995. Directors and Executive Officers of the Registrant The executive officers are elected annually by the Board of Directors. There are no arrangements or understandings among the officers and any other person pursuant to which he/she was selected as an officer. Liquidity and Capital Resources The Company feels proceeds from sales and current resources will provide adequate liquidity and capital to execute its business plan. Income Tax Effective April 1, 1993, the Company adopted the provisions of Statement of Financial Accounting Standards No. 109, "Accounting for Income Taxes". Part II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (a) Exhibits: None (b) The Company did not file any reports on Form 8-K during the three-month period ended September 30, 1995. Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. PREMIS CORPORATION November 13, 1995 By: /s/ F. T. Biermeier (Date) F. T. Biermeier Chairman, Chief Executive Officer and President Pursuant to the requirements of the Securities Exchange Act of 1934, this report signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. DIRECTORS /s/ Mary Ann Calhoun November 13, 1995 Mary Ann Calhoun (Date) Vice President, Secretary EX-27 2 ART. 5 FDS FOR 2ND QUARTER 10-QSB
5 1,000 3-MOS MAR-31-1996 SEP-30-1995 379 500 731 35 114 1,689 537 162 2,065 792 226 26 0 0 1021 2,065 1,350 1,350 617 617 369 0 0 364 143 221 0 0 0 221 .09 .07
-----END PRIVACY-ENHANCED MESSAGE-----