-----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, HLHZqeQhSIjpdxT0nSPTSy6h46Q+AjoZROVk3YfNZL/gxFFHdMk6Juh+W0O/eJjX qtweyx1eKeIXIeMH8ZK02w== 0000912057-96-010189.txt : 19960520 0000912057-96-010189.hdr.sgml : 19960520 ACCESSION NUMBER: 0000912057-96-010189 CONFORMED SUBMISSION TYPE: 10QSB CONFIRMING COPY: PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960331 FILED AS OF DATE: 19960517 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: QCS CORP CENTRAL INDEX KEY: 0000825517 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 841057621 STATE OF INCORPORATION: CO FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 033-18600 FILM NUMBER: 00000000 BUSINESS ADDRESS: STREET 1: 222 OLD COUNTRY RD 2ND FL STREET 2: C/O RICHARD S LANE ESQ CITY: MINEOLA STATE: NY ZIP: 11501 BUSINESS PHONE: 7188162625 MAIL ADDRESS: STREET 1: 650 CASTRO ST STREET 2: STE 210 CITY: MOUNTAIN VIEW STATE: CA ZIP: 94041 FORMER COMPANY: FORMER CONFORMED NAME: PARKWAY CAPITAL CORP DATE OF NAME CHANGE: 19920703 10QSB 1 10QSB SECURITIES AND EXCHANGE COMMISSION WASHINGTON , DC 20549 FORM 10-QSB (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 OF THE SECURITIES ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1996 ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 OF THE SECURITIES ACT OF 1934 FOR THE TRANSITION PERIOD FROM -------------- TO --------------. COMMISSION FILE NO. 33-18600-D QCS CORPORATION -------------------------------------------------------------------- (Exact name of small business issuer as specified in its charter.) DELAWARE 98-0132465 - ----------------------- -------------------- (State or other jurisdiction (IRS Employer Identifica- of incorporation or tion Number) organization) 650 Castro Street, Suite 210, Mountain View, California 94041, U.S.A. - -------------------------------------------------------------------- (Address of principal executive offices) (415) 966-1214 --------------------- Issuer's telephone number Former fiscal year: June 30, 1995 New fiscal year: June 30, 1996 - --------------------------------------------------------------------------- (Former name, address and former fiscal year, if changed since last report) Check whether registrant (1) filed all reports required to be filed by section 13 or 15 (d) of the Exchange Act of 1934 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 -------- -------- As of March 31, 1995, 4,368,937 Convertible Preferred Shares and 15,646,000 Shares of Common Stock were outstanding. Transitional Small Business Disclosure Format: Yes No X -------- --------- PART I - FINANCIAL INFORMATION ITEM 1 - FINANCIAL INFORMATION For financial information, please see the Financial Statements on pages F-1 through F-4. ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS In the 3rd quarter of fiscal year 1996, the Company continued to implement its "Retail Partner Program" - enlisting world class retailer clients and providing incentives for the retailer clients to refer their key suppliers to the Company. As an example, K-mart was connected to the QCS Network during this quarter and, through the Retail Partner Program, will be mandating during the next quarter many of its overseas suppliers to also connect with the QCS retail network. Quarterly revenue rose 145% from the corresponding quarter in the last fiscal year and 24% from the last quarter ended December 31, 1995 to reach $385,549. Gross Margin increased further from last quarter's 75% to reach 80% in this quarter. Net loss for the quarter decreased to $251,703. In addition, the Company reorganized its sales force and more closely re-aligned the Company's sales coverage with differing needs of its clients by type and by region. Driven by clients' communication and trading needs, the Company's engineering team continued to add more functionalities to the QCS product and services offering. In addition to existing electronic cataloging, networking and trading features, newly developed functionalities include retail specific news, proforma invoicing, purchase orders, and electronic quality inspection reports. A web-site was created on the Internet to reach a broader audience among various sectors in the global retail industry. At the end of the quarter, the Company has an order backlog of $55,075 waiting for installation at customer site. A self-install CD-ROM version of the Company's product is currently being developed which, when available, will expedite installation and customer connection, shorten the sales cycle, and enable the Company to earn installation and recurring revenue sooner and reduce or totally eliminate its order backlog. PART II - OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS There are no legal proceedings and the Company is not aware of any threatened legal proceedings to which the Company is a party or to which its property is subject. 2 ITEM 2 CHANGES IN SECURITIES Not applicable. ITEM 3. DEFAULTS UPON SENIOR SECURITIES Not applicable. ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS Not applicable. ITEM 5. OTHER INFORMATION Not applicable. ITEM 6. EXHIBITS AND REPORT ON FORM 8-K EXHIBITS Not applicable. REPORT ON FORM 8-K Not applicable. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. May 10, 1996 QCS CORPORATION ------------------ (REGISTRANT) -------------------------------- (DABING LI) CHIEF FINANCIAL OFFICER 3 QCS CORPORATION CONSOLIDATED INCOME STATEMENT FOR THE THREE-MONTHS PERIOD ENDED MARCH 31, 1996 (UNAUDITED)
3 MONTHS ENDED 3 MONTHS ENDED MAR. 31, 1996 MAR. 31, 1995 SERVICES REVENUE $ 385,549 $ 157,515 COSTS OF SERVICES RENDERED 78,403 92,131 GROSS PROFIT 307,146 65,384 GENERAL, ADMINISTRATION AND SELLING 568,760 421,662 EXPENSES DEPRECIATION & AMORTIZATION 3,457 1,752 NET INCOME (LOSS) FROM OPERATIONS (265,071) (358,030) INTEREST INCOME (EXPENSE) 13,368 15,545 PROFIT (LOSS) BEFORE INCOME TAXES (251,703) (342,485) PROVISIONS FOR INCOME TAXES 0 0 NET PROFIT (LOSS) FOR PERIOD $ (251,703) $ (342,485) FULLY DILUTED NUMBER OF SHARES 20,014,937 19,904,937 OUTSTANDING NET PROFIT (LOSS) PER SHARE $ (0.01) $ (0.02)
F-1 QCS CORPORATION CONSOLITATED BALANCE SHEET AS OF MARCH 31, 1996 (UNAUDITED)
MAR. 31, 1996 MAR. 31, 1995 ASSETS CURRENT ASSETS CASH 625,457 2,070,200 STOCK SUBSCRIPTIONS RECEIVABLE 0 466,820 TRADE ACCOUNT RECEIVABLE 523,060 208,694 PREPAID EXPENSES 0 32,160 OTHER CURRENT ASSETS 106,852 68,277 TOTAL CURRENT ASSETS 1,255,369 2,846,151 OFFICE EQUIPMENT, NET OF ACC. DEP. 314,303 63,468 TOTAL ASSETS $ 1,569,672 $ 2,909,619 LIABILITIES&STOCKHOLDERS' EQUITY CURRENT LIABILITIES BANK BORROWINGS 0 0 OTHER LIABILITIES 0 0 ACCOUNTS PAYABLE 134,935 186,283 ACCRUED LIABILITIES 163,675 41,574 TOTAL CURRENT LIABILITIES 298,610 227,857 STOCKHOLDERS' EQUITY COMMON STOCK, PAR VALUE $0.001 PER SHARE, OUTSTANDING 15,536,000 SHARES CAPITAL STOCK (SEE TABLE) 6,165,483 6,055,583 DEFICIT (4,927,294) (3,322,743) CURRENCY TRANSL. ADJUSTMENTS 32,873 (51,078) TOTAL STOCKHOLDERS' EQUITY 1,271,062 2,681,762 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 1,569,672 $ 2,909,619
F-2 QCS CORPORATION CONSOLIDATED CAPITALIZATION TABLE AS OF MARCH 31, 1996 (UNAUDITED)
MAR. 31 1996 MAR. 31 1995 SERIES 'A', 5 % CONVERTIBLE PREFERENCE STOCK $ 4,369 $ 4,369 $0.001 PAR VALUE, AUTHORIZED 5,000,000 SHARES, OUTSTANDING 4,368,937 SHARES COMMON STOCK, $0.001 PAR VALUE, 15,646 15,536 AUTHORIZED 40,000,000 SHARES, OUTSTANDING 15,646,000 SHARES EXCESS CAPITAL PAID-IN OVER PAR VALUE 6,145,468 6,035,678 TOTAL $ 6,165,483 $ 6,055,583
F-3 QCS CORPORATION STATEMENT OF CASH-FLOWS FOR THE THREE-MONTHS PERIOD ENDED MARCH 31, 1996 (UNAUDITED)
3 MONTHS 3 MONTHS ENDED ENDED MAR. 31, 1996 MAR. 31, 1995 CASH FLOWS FROM OPERATING ACTIVITIES NET LOSS FOR THE PERIOD $ (251,703) $ (342,485) ADJUSTMENTS TO RECONCILE LOSS FROM OPERATIONS TO NET CASH CONSUMED DEPRECIATION AND AMORTIZATION 3,457 1,752 (INCREASE) OR DECREASE IN ACCOUNTS (72,790) (82,647) RECEIVABLE (INCREASE) OR DECREASE IN PREPAID 75,361 (11,979) EXPENSES AND OTHER CURRENT ASSETS INCREASE OR (DECREASE) IN ACCOUNTS (122,005) (160,714) PAYABLE INCREASE OR (DECREASE) IN OTHER LIABILITIES (76,083) (115,410) NET CASH GENERATED (USED) IN OPERATIONS (443,763) (390,055) CASH FLOWS FROM INVESTMENT ACTIVITIES (PURCHASE) DISPOSAL OF OFFICE EQUIPMENT (13,873) 0 STOCK SUBSCRIPTIONS RECEIVABLE 0 1,200,000 NET CASH GENERATED (USED) IN INVESTMENT (13,873) 1,200,000 ACTIVITIES CASH FLOWS FROM FINANCING ACTIVITIES PROCEEDS (REPAYMENT)OF BANK BORROWINGS 0 0 PROCEEDS FROM ISSUE OF CAPITAL STOCK 110 0 NET CASH PROVIDED (USED) BY FINANCING 110 0 ACTIVITIES NET INCREASE (DEREASE) IN CASH (457,526) 809,945 CASH AT BEGINNING OF PERIOD 1,104,173 1,256,071 EFFECT OF EXCHANGE RATES ON CASH (21,190) 4,184 CASH & CASH EQUIVALENTS AT END OF PERIOD $ 625,457 $ 2,070,200
F-4 EX-27 2 FINANCIAL DATA SCHEDULE
5 3-MOS 3-MOS JUN-30-1996 JUN-30-1995 JAN-01-1996 JAN-01-1995 MAR-31-1996 MAR-31-1995 625,457 2,070,200 0 0 587,248 208,694 64,188 0 0 0 1,255,869 2,846,151 407,388 63,468 93,085 0 1,569,672 2,909,619 0 0 0 0 0 0 4,369 4,369 15,646 15,536 1,251,047 2,661,875 1,569,672 2,909,619 385,549 157,515 385,549 157,515 78,403 92,131 0 0 568,760 421,662 0 0 0 0 (251,703) (342,485) 0 0 (251,703) (342,485) 0 0 0 0 0 0 (251,703) (342,485) 0.016 0.022 0.013 0.017
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