-----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, BKu52MQJoceh8skk8kDwHycMrhaApcw81BdLRlxAeviiU/y0MKl4d8kXYrW8Wtd8 56eeMJ5+3QjmzvlHfKB8+g== 0001050502-98-000103.txt : 19980512 0001050502-98-000103.hdr.sgml : 19980512 ACCESSION NUMBER: 0001050502-98-000103 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970831 FILED AS OF DATE: 19980511 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: IMAGICA ENTERTAINMENT INC CENTRAL INDEX KEY: 0000815295 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS FABRICATED TEXTILE PRODUCTS [2390] IRS NUMBER: 592762999 STATE OF INCORPORATION: FL FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 10QSB SEC ACT: SEC FILE NUMBER: 033-37968-A FILM NUMBER: 98615263 BUSINESS ADDRESS: STREET 1: P O BOX 2121 STREET 2: 1518 SW 12TH AVENUE CITY: OCALA STATE: FL ZIP: 34478 BUSINESS PHONE: 3528677861 MAIL ADDRESS: STREET 1: 1518 SW 12TH AVENUE STREET 2: PO BOX 2121 CITY: OCALA STATE: FL ZIP: 34478 FORMER COMPANY: FORMER CONFORMED NAME: RANGER INTERNATIONAL INC DATE OF NAME CHANGE: 19940524 10QSB 1 FORM 10-QSB U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-QSB [ ] QUARTERLY REPORT UNDER SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended AUGUST 31, 1997 OR [ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (D) OF THE EXCHANGE ACT OF 1934 FOR THE PERIOD FROM June 1, 1997 thru August 31, 1997 Commission File No. 33-37968-A IMAGICA ENTERTAINMENT, INC. (Exact name of Registrant as specified in its charter) Florida 59-2762999 (State or other jurisdiction or (I.R.S. Employer incorporation or organization) Identification Number) 1518 SW 12th Avenue, Ocala, Florida 34474 (Address of principal executive offices) (352) 867-7861 Issuer's telephone number Check wether 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 ( ) No ( X ) Number of common shares outstanding as August 31, 1997 (including the 100,000 shares of redeemable common stock) - 6,033,513 Transitional Small Business Disclosure Format: Yes ( ) No ( X ) INDEX PART I - FINANCIAL INFORMATION Page Number ----------- Item 1. Financial Statements (Unaudited): Balance Sheets 3 Statement of Operations 5 Statement of Cash Flows 6 Notes to Financial Statements 7 Item 2. Managements Discussion and Analysis 8 of Financial Condition and Results of Operations SIGNATURE 9 2 IMAGICA ENTERTAINMENT, INC. BALANCE SHEETS August 31, May 31, ASSETS 1997 1997 - ------ (Unaudited) (Unaudited) ----------- ----------- CURRENT ASSETS: Cash and equivalents $ 68,212.30 $ 55,849.79 Accounts receivable, less allowance for possible losses of $ and $13,189 340,679.28 317,081.91 Inventories (less obsolete of $39,000) 178,133.86 188,210.24 Prepaid expenses 63,351.29 1,264,665.82 -------------------------------- Total Current Assets 650,376.73 1,825,807.76 -------------------------------- Property and equipment, net 305,741.93 328,658.55 Other Assets: Land held for future development -- Equipment not yet placed in service 37,500.00 37,500.00 Deposits on equipment 206,632.00 206,632.00 Other 11,277.90 6,277.90 -------------------------------- Total Other Assets 255,409.90 250,409.90 TOTAL ASSETS $ 1,211,528.56 $ 2,404,876.21 -------------------------------- 3
IMAGICA ENTERTAINMENT, INC. BALANCE SHEETS August 31, May 31, 1997 1997 (Unaudited) (Unaudited) ----------- ----------- LIABILITIES and STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Checks issued against future deposits $ -- $ -- Notes Payable 596,792.27 324,196.22 Accounts Payable - Trade 375,251.16 365,465.96 Redeemable Common Stock -- -- Accrued Liabilities 376,685.46 295,968.54 Current Portion of Stockholder Note Payable -- -- Current Maturities of Long-Term Debt 266,420.33 293,820.33 Current Portion of Obligations Under Capital Leases 23,003.83 24,859.25 -------------------------------- Total Current Liabilities 1,638,153.05 1,304,310.30 Stockholder Note Payable, less current portion 304,654.96 304,654.96 Long-Term Debt, Less Current Maturities 31,648.84 31,648.84 Obligations Under Capital Leases, Less Current Maturities 13,485.29 14,910.91 -------------------------------- Total Liabilities 1,987,942.14 1,655,525.01 Redeemable Common Stock 100,000.00 100,000.00 Stockholder's Equity Common Stock, $.001 Par Value, 3,021.67 7,021.67 shares authorized 50,000,000; issued 8,441,944 Additional Paid-in-Capital 4,581,230.51 4,504,730.51 Accumulated Deficit (5,364,386.00) (3,766,121.20) -------------------------------- (780,133.82) 745,630.98 Less: Treasury Stock, at cost, 680,000 shares (96,279.77) (96,279.77) Notes Receivable arising from the Exercise of Stock Options Total Stockholders' Equity (876,413.59) 649,351.21 -------------------------------- TOTAL LIABILITIES and STOCKHOLDERS' EQUITY $ 1,211,528.55 $ 2,404,876.22 4
IMAGICA ENTERTAINMENT, INC. STATEMENT OF OPERATIONS Three Months ended August 31, ----------------------------- 1997 1996 ---- ---- (Unaudited) (Unaudited) SALES $ 736,851 $ 889,594 COST OF SALES $ 479,934 640,284 GROSS PROFIT $ 256,917 249,310 OPERATING EXPENSES $ 249,509 242,159 INCOME (LOSS) FROM OPERATIONS $ 7,408 7,151 OTHER INCOME (EXPENSES): INTEREST $ (617) (20,618) NET INCOME (LOSS) $ 6,791 (13,467) Earnings (loss) per Share $ 0.01 (0.01) Weighted average common shares outstanding 6,033,513 2,403,013 5 IMAGICA ENTERTAINMENT, INC. STATEMENTS OF CASH FLOW Three Months ended August 31, ----------------------------- 1997 1996 ---- ---- (Unaudited) (Unaudited) Cash Flows from operating activities: Net Income (loss) $ 6,792 (13,467) Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciations and Amortization $ 22,917 34,021 Cash provided by (used for): Accounts Receivable $(23,597) (17,641) Inventories $ 10,076 5,790 Prepaid Expenses $(60,878) (1,073) Checks issued against future deposits $ -- (24,964) Accounts Payable - Trade $ 9,785 76,574 Customer Deposits $ 47,990 -- Accrued Liabilities $ 32,727 24,170 Net Cash Provided by Operating Activities $ 45,812 83,410 Cash Flows from investing activities: Purchase of Property and Equipment $ -- -- Decrease in other Assets $ (5,000) 138 Net Cash Provided by (used for) investing activities: $ (5,000) 138 Cash Flows from financing activities: Decrease in Note Payable $ -- -- Proceeds from issuance of Convertible $ -- -- Note Payable Net Decrease in Stockholder Note Payable $ -- 41,100 Principal Payments of Long-Term Debt and $ 27,400 (66,198) Capital Lease Obligations Debt Issuance Costs $ -- Net Cash used for financing activities $ 27,400 (25,098) Net Increase (decrease) in cash and $ 68,212 58,450 cash equivalents Cash and Cash Equivalents, beginning $ -- -- of Period Cash and Cash Equivalents, end of Period $ 68,212 58,450 6 IMAGICA ENTERTAINMENT, INC. NOTES TO FINANCIAL STATEMENTS NOTE 1 - BASIS OF PRESENTATION The unaudited financial statements presented herein have been prepared in accordance with the instructions to Form 10-QSB, and do not include all of the information and disclosures required by generally accepted accounting principles. These statements should be read in conjunction with the financial statements and notes thereto included in the Company's Form 10-KSB for the year ended May 31, 1996 ( year ended May 31, 1997 Form 10-KSB no completed to date). The accompanying financial statements have not been examined by an independent accountant in accordance with generally accepted auditing standards, but in the opinion of management, such financial statements include all adjustments, consisting only of normal recurring adjustments and accruals, to fairly report the Company's financial position and results of operations. The results or operations for the interim periods shown in this report are not necessarily indicative of results to be expected for the fiscal year. The results for fiscal 1997 have been restated from previous 10-QSB reports to reflect the elimination of transactions subsequently determined to be improper and for the removal of Imagica, Inc. (a Subsidiary) from the results of Imagica Entertainment, Inc. This was done due to determination that the minutes authorizing the transaction only authorized the acquisition of stock not a pooling of interests. 7 IMAGICA ENTERTAINMENT, INC. ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Results of Operations Sales for the three months ended August 31, 1997 were $736,851 reflecting a decline of $152,473 or 17% from the comparable period in fiscal 1997. the Company believes this was due to working capital constraints and a reduction in worker moral and efficiency due to the Companies having filed for protection under Chapter 11 of the Federal Bankruptcy Code. Gross profit for the three months ended August 31, 1997 increased by 3% to $256,917 from $249,310 for the comparable period in fiscal 1997. This was due to the Company being able to close unprofitable production facilities and eliminate certain contractual obligations due to the Chapter Eleven filing. Selling and general administrative expenses (reflected as operating expenses in the accompanying statements of operations). These expenses were largely unchanged from the same period in fiscal 1997. Interest Expense decreased from $20,618 in fiscal 1997 to $617 in the comparable quarter ended August 1997 due to the Chapter 11 filing. Gross profit in the quarter ended August 1997 was $6,792 compared to a loss of (13,467) in the fiscal 1997 period. This was due to a reduction in the interest expense. Liquidity and Capital Resources The Company has experienced serious cash flow difficulties over several years. In April 1997 a group of dissident stockholders called a special meeting of the shareholders with the intent of taking control and thru management and capital input returning the Company to profitability. The existing management blocked that move by placing the Company in Chapter 11 bankruptcy. Petition was made by the dissident stockholders to the bankruptcy court to dismiss the dismiss the bankruptcy filing as unauthorized and turn over control to the dissident group which had received the majority vote at the special stockholders meeting. Instead the bankruptcy court remanded the matter to the Marion Count, State of Florida for determination. Until such time as this matter is resolved and until significant sources of outside capital have been obtained the future of survival of the Company is in extreme doubt. 8 SIGNATURE --------- In accordance with the requirements of the Exchange Act, the registrant caused this to be signed on its behalf by the undersigned, thereunto duly authorized. IMAGICA ENTERTAINMENT, INC. (registrant) Date: March 25, 1998 By: /s/ Braxton P. Jones -------------------------------- Braxton P. Jones, President 9 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------------------------ EXHIBITS TO 10-QSB REPORT FOR QUARTER ENDED AUGUST 31, 1997 ------------------------------------ IMAGICA ENTERTAINMENT, INC. - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- 10 EX-27 2 FINANCIAL DATA SCHEDULE
5 3-MOS MAY-31-1997 JUN-01-1996 AUG-31-1996 68,212 0 353,868 13,189 178,134 650,376 2,215,418 1,909,675 1,211,529 1,638,153 349,789 0 0 3,022 (779,435) 1,211,529 736,851 736,851 479,934 249,508 0 0 617 0 0 6,792 0 0 0 6,792 .01 .01
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