-----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, OrQFtRWppzng+nAGPGwoYeOHCKBA1o90GjOyE4cWueNRB69zUlNQ3mh/DZsOV2ZS blf8uoiLtJ19JMa+9d6xqw== 0000807397-98-000045.txt : 19980630 0000807397-98-000045.hdr.sgml : 19980630 ACCESSION NUMBER: 0000807397-98-000045 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19980630 ITEM INFORMATION: FILED AS OF DATE: 19980629 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: MARK SOLUTIONS INC CENTRAL INDEX KEY: 0000807397 STANDARD INDUSTRIAL CLASSIFICATION: PREFABRICATED METAL BUILDINGS & COMPONENTS [3448] IRS NUMBER: 112864481 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-17118 FILM NUMBER: 98656404 BUSINESS ADDRESS: STREET 1: 1515 BROAD ST STREET 2: PARKWAY TECHNICAL CENTER CITY: BLOOMFIELD STATE: NJ ZIP: 07003 BUSINESS PHONE: 9738930500X119 MAIL ADDRESS: STREET 1: 1515 BROAD ST STREET 2: PARKWAY TECHNICAL CENTER CITY: BLOOMFIELD STATE: NJ ZIP: 07003 FORMER COMPANY: FORMER CONFORMED NAME: SHOWCASE COSMETICS INC DATE OF NAME CHANGE: 19920703 8-K 1 PRO-FORMA BALANCE SHEET UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) June 29, 1998 -------------------- Mark Solutions, Inc. ----------------------------------------------------- (Exact Name of Registrant as Specified in Its Charter) Delaware 0-17118 11-2864481 --------------------- -------------- -------------- (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporation) File Number) Identification No.) Parkway Technical Center 1515 Broad Street Bloomfield, New Jersey 07003 - ----------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's Telephone Number, Including Area Code: (973) 893-0500 ---------------------- Former Name and Address, if Changed Since Last Report 1 INFORMATION TO BE INCLUDED IN THE REPORT Item 5. Other Events Pursuant to an exception granted by The Nasdaq Stock Market, Inc., Mark Solutions, lnc.'s ("Mark") Common Stock would maintain its listing on the Nasdaq SmallCap Market provided its net tangible assets at May 31, 1998 (after giving effect to subsequent financing events through June 30, 1998) were in excess of $3,850,000. In compliance with this condition, set forth below is Mark's pro forma balance sheet at May 31, 1998, giving effect to such subsequent financing transactions, which reflects net tangible assets of $4,257,864.
Mark Solutions, Inc. and Subsidiaries Pro Forma Balance Sheet May 31, 1998 Pro Forma Pro Forma Balance Sheet Adjustments Balance Sheet May 31, 1998 May 31, 1998 ------------ ------------ Assets Current Assets: Cash $ 501,903 $ 2,610,000 (2)(3) $ 3,111,903 Restricted Cash 1,063,420 1,063,420 Account receivable net 1,383,042 1,383,042 Inventories 793,762 793,762 Other current assets 180,562 125,000 (3) 305,562 ------------ ------------ ----------- Total Current Assets 3,922,689 2,735,000 6,657,689 Property and Equipment 397,427 397,427 Other Assets: Cost in excess of net Assets acquired less Accumulated Amortization Of $402,383 647,308 647,308 Other 122,967 122,967 ------------ ----------- Total Other Assets 770,275 770,275 ------------ ----------- Total Assets $ 5,090,391 $ 2,735,000 $ 7,825,391 ============ ============ ===========
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Mark Solutions, Inc. and Subsidiaries Pro Forma Balance Sheet May 31, 1998 Pro Forma Pro Forma Balance Sheet Adjustments Balance Sheet May 31, 1998 May 31, 1998 ------------ ------------ Current Liabilities: Accounts payable $ 1,450,920 $ 1,450,920 Due to related party 22,071 22,071 Current maturities of long term debt 19,729 19,729 Current portion of obligations under capital leases 4,186 4,186 Accrued liabilities 62,343 62,343 ------------ ----------- Total Current Liabilities 1,559,249 1,559,249 Other Liabilities: Long term debt 5,096 5,096 Convertible debentures 300,000 1,030,000 (1)(3) 1,330,000 Long-term portion of capital leases 25,874 25,874 ------------ ------------ ----------- 330,970 1,030,000 1,360,970 Stockholders Equity: Common stock, $.01 par value 50,000,000 shares authorized, 17,826,674 and 19,296,674 shares issued and outstanding respectively 178,267 14,700 (1)(2) 192,967 Additional paid in capital 31,206,623 1,690,300 (1)(2)(3) 32,896,923 Deficit (28,184,718) (28,184,718) ------------ ------------ ------------ Total Stockholder's Equity 3,200,172 1,705,000 4,905,172 ------------ ------------ ------------ Total Liabilities and Stockholders' Equity $ 5,090,391 $ 2,735,000 $ 7,825,391 ============ ============ ===========
3 Notes to Pro Forma Financial Statements 1. On June 19, 1998, $200,000 of principal amount of convertible debentures was converted into 250,000 shares of Common Stock. 2 On June 29, 1998, Mark sold 610,000 equity units for $1,220,000 in net proceeds. Each unit consists of two (2) shares of Common Stock (the "Unit Common Stock") and one four (4)-year warrant to purchase a share of Common Stock for $1.50. Mark is obligated to issue additional shares of Common Stock or cash to each investor to the extent the net proceeds from the sale of the Unit Common Stock during the 180-day period after the effective date of the registration statement covering the Units is less that $1.30 per share. 3. On June 29, 1998, Mark sold 102 debt units for $1,390,000 in net proceeds. Each unit consists of $15,000 principal amount 7% debentures due December 28, 2000 (the "Debentures") and 7,500 four (4)-year warrants to purchase a share of Common Stock for $1.50. The debenture is convertible into shares of Common Stock after October 29, 1998 at a conversion rate equal to the lesser for (i) $1.50 or (ii) 75% of the average closing bid price during the five (5) trading days immediately prior to the date of conversion. The investors have a one (1)-year option to purchase up to 170 additional debt units on the same terms and conditions. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused the report to be signed on its' behalf by the undersigned hereunto authorized. Mark Solutions, Inc. Date: June 29,1998 By: /S/ MICHAEL NAFASH ----------------------- Michael Nafash Chief Financial Officer -----END PRIVACY-ENHANCED MESSAGE-----