<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
[X] Quarterly report pursuant to Section 13 and 15 (d) of the Securities
Exchange Act of 1934
For the quarterly period ended MARCH 31, 1996
--------------
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 33-97842
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LEARNING TREE INTERNATIONAL, INC.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 95-3133814
------------------------------- --------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) identification No.)
6053 WEST CENTURY BOULEVARD, LOS ANGELES, CA 90045
----------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (310) 417-9700
--------------
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 (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
----- -----
The number of shares of common stock, $.0001 par value, outstanding as of May 3,
1996, is 14,295,901 shares.
Total number of pages 12
------
<PAGE>
LEARNING TREE INTERNATIONAL, INC.
FORM 10-Q
MARCH 31, 1996
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE
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<S> <C>
PART I--FINANCIAL STATEMENTS
Item 1. Financial Statements:
Consolidated Balance Sheets................................... 3
Consolidated Statements of Operations......................... 4
Consolidated Statements of Cash Flows......................... 5
Notes to Consolidated Financial Statements.................... 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations........................... 8
PART II--OTHER INFORMATION
Item 1. Legal Proceedings............................................. 11
Item 2. Changes in Securities......................................... 11
Item 3. Defaults Upon Senior Securities............................... 11
Item 4. Submission of Matters to a Vote of Security Holders........... 11
Item 5. Other Information............................................. 11
Item 6. Exhibits and Reports on Form 8-K.............................. 11
SIGNATURES................................................................ 12
</TABLE>
2
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
LEARNING TREE INTERNATIONAL, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
March 31, September 30,
1996 1995
------------- --------------
(UNAUDITED)
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents..................................................... $44,238,000 $10,029,000
Trade accounts receivable, net................................................ 8,539,000 8,623,000
Prepaid marketing expenses.................................................... 587,000 707,000
Prepaid expenses and other.................................................... 2,502,000 1,977,000
----------- -----------
Total current assets.................................................... 55,866,000 21,336,000
----------- -----------
Equipment and leasehold improvement, net........................................ 7,372,000 5,756,000
Deferred income taxes........................................................... 475,000 478,000
Other assets.................................................................... 897,000 857,000
----------- -----------
Total assets............................................................ $64,610,000 $28,427,000
=========== ===========
LIABILITIES
Current liabilities:
Current portion of debt and capital leases.................................... $ 140,000 $ 191,000
Trade accounts payable........................................................ 6,413,000 6,852,000
Deferred revenue.............................................................. 12,411,000 10,346,000
Accrued liabilities........................................................... 4,877,000 4,381,000
Income taxes payable.......................................................... 689,000 1,073,000
----------- -----------
Total current liabilities............................................... 24,530,000 22,843,000
Long-term debt and capital leases, net of current portion....................... 193,000 272,000
Deferred facilities rent........................................................ 1,827,000 2,007,000
----------- -----------
Total liabilities....................................................... 26,550,000 25,122,000
----------- -----------
Commitments
STOCKHOLDERS' EQUITY
Class A Common Stock, $.0001 par value, 23,000,000 shares authorized,
9,955,000 shares ($1,000) issued and outstanding, including
additional paid-in capital of $7,000.................................... -- 8,000
Class B Common Stock, nonvoting, $.0001 par value, 2,000,000 shares
authorized, 1,417,000 shares issued and outstanding, including
additional paid-in capital of $1,209,000................................ -- 1,209,000
Common Stock, $.0001 par value, 25,000,000 shares authorized,
14,296,000 shares issued and outstanding................................ 1,000 --
Additional paid-in capital.................................................... 32,066,000 --
Notes receivable from stockholders............................................ (171,000) (679,000)
Deferred compensation--stockholders........................................... (247,000) (287,000)
Cumulative foreign currency translation....................................... (872,000) (882,000)
Retained earnings............................................................. 7,283,000 3,936,000
----------- -----------
Total stockholders' equity.............................................. 38,060,000 3,305,000
----------- -----------
Total liabilities and stockholders' equity.............................. $64,610,000 $28,427,000
=========== ===========
</TABLE>
See accompanying notes to consolidated financial statements.
3
<PAGE>
LEARNING TREE INTERNATIONAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
March 31, March 31,
----------------------------- ----------------------------
1996 1995 1996 1995
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Revenues........................................... $22,712,000 $17,774,000 $45,890,000 $36,242,000
Costs of revenues................................. 8,969,000 6,980,000 18,201,000 14,112,000
----------- ----------- ----------- -----------
Gross profit...................................... 13,743,000 10,794,000 27,689,000 22,130,000
----------- ----------- ----------- -----------
Operating expenses:
Course development................................ 1,347,000 1,139,000 2,533,000 2,228,000
Sales and marketing............................... 7,936,000 6,041,000 14,144,000 10,648 000
General and administrative........................ 2,895,000 2,946,000 6,294,000 5,988,000
----------- ----------- ----------- -----------
12,178,000 10,126,000 22,971,000 18,864,000
----------- ----------- ----------- -----------
Income from operations............................. 1,565,000 668,000 4,718,000 3,266,000
----------- ----------- ----------- -----------
Other income (expense):
Interest expense.................................. (10,000) (18,000) (19,000) (42,000)
Interest income................................... 556,000 57,000 794,000 94,000
Foreign exchange.................................. (77,000) 223,000 (133,000) 212,000
Other............................................. 1,000 51,000 (15,000) 29,000
----------- ----------- ----------- -----------
470,000 313,000 627,000 293,000
----------- ----------- ----------- -----------
Income before provision for income taxes........... 2,035,000 981,000 5,345,000 3,559,000
Provision for income taxes......................... 634,000 143,000 1,577,000 665,000
----------- ----------- ----------- -----------
Net income......................................... $ 1,401,000 $ 838,000 $ 3,768,000 $ 2,894,000
=========== =========== =========== ===========
Net income per common share and common
equivalent share.................................. $ 0.10 $ 0.07 $ 0.29 $ 0.25
=========== =========== =========== ===========
Weighted average number of common and common
equivalent shares outstanding..................... 14,279,000 11,355,000 13,179,000 11,359,000
=========== =========== =========== ===========
</TABLE>
See accompanying notes to consolidated financial statements.
4
<PAGE>
LEARNING TREE INTERNATIONAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
Six Months Ended
March 31,
---------------------------
1996 1995
------------ -----------
<S> <C> <C>
Cash flows--operating activities:
Net income........................................................... $ 3,768,000 $ 2,894,000
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization................................ 1,459,000 984,000
Deferred facilities rent charges............................. (166,000) (268,000)
Amortization of deferred compensation........................ 40,000 --
Unrealized foreign exchange (gains) losses................... 117,000 (263,000)
Change in net assets and liabilities:
Trade accounts receivable............................... (21,000) 348,000
Prepaid marketing expenses.............................. 110,000 (110,000)
Prepaid expenses and other.............................. (501,000) (711,000)
Income taxes............................................ (388,000) 902,000
Trade accounts payable.................................. (336,000) (890,000)
Deferred revenue........................................ 2,263,000 1,157,000
Accrued liabilities..................................... 556,000 1,007,000
----------- -----------
Net cash provided by operating activities.................... 6,901,000 5,050,000
----------- -----------
Cash flows--investing activities:
Purchases of equipment and leasehold improvements.................... (3,156,000) (1,491,000)
Retirements of equipment............................................. 8,000 102,000
Other, net........................................................... (51,000) 9,000
----------- -----------
Net cash used in investing activities........................ (3,199,000) (1,380,000)
----------- -----------
Cash flows--financing activities:
Principal payments of debt and capital leases........................ (111,000) (629,000)
Proceeds from additional debt........................................ -- 166,000
Sales of Common Stock................................................ 30,875,000 2,000
Repurchase of Common Stock........................................... -- (195,000)
Collections of stockholder notes..................................... 43,000 16,000
----------- -----------
Net cash provided by (used in) financing activities.......... 30,807,000 (640,000)
----------- -----------
Effects of exchange rates on cash...................................... (300,000) 112,000
----------- -----------
Net increase in cash and cash equivalents.............................. 34,209,000 3,142,000
Cash and cash equivalents at the beginning of the period............... 10,029,000 2,774,000
----------- -----------
Cash and cash equivalents at the end of the period..................... $44,238,000 $ 5,916,000
=========== ===========
Supplemental disclosures:
Income taxes paid............................................ $ 2,057,000 $ 368,000
=========== ===========
Interest paid................................................ $ 18,000 $ 73,000
=========== ===========
</TABLE>
See accompanying notes to consolidated financial statements.
5
<PAGE>
LEARNING TREE INTERNATIONAL, INC.
AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
Note 1. Operations and Significant Accounting Policies
----------------------------------------------
The accompanying condensed consolidated financial statements have been
prepared by the Company pursuant to the rules and regulations of the Securities
and Exchange Commission. Certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such
regulations. The condensed consolidated financial statements reflect all
adjustments and disclosures which are, in the opinion of management, necessary
for a fair presentation. All such adjustments are of a normal recurring nature.
The condensed consolidated financial statements should be read in conjunction
with the consolidated financial statements and notes thereto for the fiscal year
ended September 30, 1995 that are contained in the Company's Amendment No. 3 to
Form S-1 Registration Statement dated December 5, 1995.
Note 2. Stock Split
-----------
On October 5, 1995, the Company effected a 3.66 for 1 split of the
Company's Class A Voting Common Stock and Class B Non-Voting Common Stock. All
share and per share amounts in the accompanying financial statements and
footnotes have been retroactively restated to reflect the stock split.
Note 3. Computation of Net Income per Common share and Common Equivalent Share:
----------------------------------------------------------------------
Net income per common share and common equivalent share is computed
using the weighted average number of shares of Common Stock outstanding during
the period. The weighted average number of common and common equivalent shares
outstanding was computed pursuant to the rules of the Securities and Exchange
Commission. Such rules require that common stock and common stock equivalents
issued by the Company during the twelve months preceding the Company's initial
public offering at prices below the public offering price (436,000 shares) be
included in the calculation of the shares outstanding for all periods presented,
using the treasury stock method.
Note 4: Public Offering
---------------
On December 6, 1995, 3,000,000 shares of the Company's Common Stock
were sold in an initial public offering, of which 2,500,000 shares were sold by
the Company and 500,000 shares were sold by certain stockholders of the Company.
The Company did not receive any proceeds from the sale of shares by its
stockholders. However, the Company received net proceeds of approximately $26.0
million from its sale of shares in the initial public offering, which proceeds
are being used for working capital and general purposes, including:
(i) increasing the marketing and advertising of the Company's computer-based
classroom training courses, (ii) developing additional classroom courses, (iii)
developing proprietary software for the Company's multimedia computer-based
training courses, and (iv) for general corporate purposes. The Company also may
use a portion of the net proceeds to acquire technologies and related assets or
businesses complementary to its operations.
Effective as of the closing of the initial public offering on December
6, 1995, each outstanding share of Class B Non-Voting Common Stock was converted
into one fully paid and non-assessable share of Class A Voting Common Stock and,
thereafter, the Common Stock ceased to be divided into series and instead
consists of a single class. There were 1,417,000 shares of Class B Non-Voting
Common Stock outstanding at September 30, 1995.
On January 5, 1996, an additional 450,000 shares of Common Stock were
sold by the Company pursuant to a purchase option granted to the underwriters at
the time of the initial public offering solely to cover over allotments. The
Company received net proceeds of approximately $4.9 million after deducting
underwriter commissions and other stock issuance costs.
6
<PAGE>
Note 5: Stock Option Plan
-----------------
In October 1995, the Company and its stockholders adopted the 1995
Stock Option Plan (the "Stock Option Plan"), which provides for the issuance of
incentive stock options within the meaning of Section 422 of the Internal
Revenue Code and non-qualified stock options to purchase an aggregate of up to
1,500,000 shares of the Common Stock of the Company. The Stock Option Plan
permits the grant of options to officers, employees, directors and consultants
of the Company. The exercise price of incentive stock options granted will be
greater than or equal to their fair market value at the date of grant, and the
maximum term of all options may not exceed ten years. The vesting schedule and
the period required for full exercisability of the stock options are at the
discretion of the Board of Directors but in no event can they be less than six
months. No options have been granted under the Stock Option Plan.
Note 6: Cash Flow Information
---------------------
In March 1996, the Company repurchased 26,393 shares of Common Stock
from employees for the cancellation of notes receivable from such stockholders
in the amount of $446,000. In November 1994, the Company repurchased 148,000
shares of Class B Common Stock from employees for the cancellation of notes
receivable from such stockholders in the amount of $18,000 and the issuance of
notes payable by the Company of $195,000. During the six months ended March 31,
1996, notes receivable from stockholders in the amount of $19,000 were offset
against the equivalent amount of notes payable to such stockholders.
7
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
OVERVIEW
Learning Tree International, Inc. (the "Company"), is a leading
worldwide provider of education and training to information technology ("IT")
professionals in business and government organizations. The Company develops,
markets and delivers a broad, proprietary library of course titles focused on
client/server systems, local and wide area computer networks, operating systems,
databases, programming languages, graphical user interfaces, object-oriented
technology, the Internet and IT management. The Company also tests and certifies
IT professionals in 17 IT job functions, including its newly introduced
internet/intranet certified professional program. The Company's courses are
recommended for college credit by the American Council on Education.
In addition to the foregoing, the Company is developing a line of
interactive computer-based training courses incorporating audio and graphical
elements ("multimedia CBT") that are designed for both stand-alone CD-ROM and
network-based delivery. The Company began marketing its multimedia CBT product
line in January 1996 and commenced delivery of its first titles in February
1996. The Company has released its first five multimedia CBT course titles and
plans to introduce an additional 10 to 15 multimedia CBT course titles by
September 30, 1996. However, the actual number of titles which will be produced
and their delivery dates are subject to a number of factors such as the hiring
and training of additional staff, continued refinements in the development and
production process and the availability of subject matter experts who are also
responsible for developing and teaching the Company's classroom courses. CBT
revenue recognized to date has not been material and the Company anticipates
that instructor-led training will continue to provide substantially all of its
revenues in fiscal 1996.
FLUCTUATIONS IN QUARTERLY RESULTS
The Company's operating results may fluctuate based on various factors,
including the frequency of course events, the frequency and size of, and
response to, the Company's direct mail marketing campaigns, the timing of the
introduction of new course titles and alternate delivery methods, the mix
between customer-site course events and Learning Tree-site course events,
competitive forces within the current and anticipated future markets served by
the Company, the spending patterns of its customers, currency fluctuations,
inclement weather and general economic conditions. Fluctuations in quarter-to-
quarter results may also occur depending on differences in the timing of, and
the time period between, the Company's expenditures on the development and
marketing of its courses and the receipt of revenues.
The Company's revenues and income have historically varied
significantly from quarter to quarter due to seasonal and other factors. The
Company generally has greater revenue and operating income in the second half of
its fiscal year (April through September) than in the first half of its fiscal
year (October through March). This seasonality is due in part to seasonal
spending patterns of the Company's customers, and in part to quarterly
differences in the frequency and size of the Company's direct mail marketing
campaigns, as well as weather, holiday and vacation patterns. There can be no
assurance that these seasonal effects will remain the same in the future.
RESULTS OF OPERATIONS
For the quarter ended March 31, 1996, revenues increased by $4.9
million or 28% to $22.7 million from $17.8 million for the corresponding quarter
in the prior year. Income from operations for the quarter ended March 31, 1996,
increased $897,000 or 134% to $1.6 million from $668,000 for the same quarter of
fiscal 1995. For the quarter ended March 31, 1996, net income increased $563,000
or 67% to $1.4 million from $838,000 for the quarter ended March 31, 1995.
For the six months ended March 31, 1996, revenues increased by $9.7
million or 27% to $45.9 million from $36.2 million for the six months ended
March 31, 1995. Income from operations for the six months ended March 31, 1996
increased $1.5 million or 44% to $4.7 million from $3.3 million for the
corresponding period in the prior year. Net income for the six months ended
March 31, 1996 increased $874,000 to $3.8 million or 30% from $2.9 million for
the corresponding period in the prior year.
8
<PAGE>
The growth of revenues is due, in part, to an increase in the number of
course participants to 15,971 in the quarter ended March 31, 1996, from 13,945
participants in the corresponding quarter of the prior year. For the six months
ended March 31, 1996, the number of course participants was 32,330 compared to
28,599 in the corresponding six month period of the prior year. The additional
course participants are primarily attributable to increased direct mail
marketing and an increase in the number of course titles to 95 in the second
quarter of fiscal 1996, compared to 81 in the same period a year earlier. In
addition, the growth in course participants is attributable to the expansion of
the number of Learning Tree-site course events in the United States which the
Company held at sites other than its education centers in order to broaden its
customer base. Revenues for the three and six month periods ended March 31,
1996, also reflect approximately 11% higher average revenues per course
participant. The increases in the average revenue per course participant are
attributable to the increase in the proportion of higher-paying single course
event participants over those attending under the discounted Passport Program as
well as increased prices for customer-site course events.
The Company's cost of revenues primarily includes the costs associated
with the course instructor, course materials and equipment, freight, classroom
facilities and refreshments. The cost of revenues for the second quarter of
fiscal 1996 increased $2.0 million or 29% to $9.0 million from $7.0 million for
the same quarter in 1995. For the six months ended March 31, 1996, the cost of
revenues increased $4.1 million or 29% to $18.2 million from $14.1 million for
the corresponding period in the prior year. The increase in the cost of revenues
for the three and six month periods ended March 31, 1996 as compared to the same
periods in the prior year, is primarily the result of an increased number of
course events. The number of course events increased 19% in the quarter ended
March 31, 1996 to 1,023 course events from 857 course events in the quarter
ended March 31, 1995. For the six month period ended March 31, 1996, the number
of course events increased 20% to 2,089 from 1,734 for the corresponding period
in the prior year. Costs per course event increased approximately 6%, compared
to the corresponding periods in the prior year. The change in the average cost
per course event primarily reflects the higher costs of conducting more course
events at sites other than education centers due to education center capacity
constraints, an increase in the number of courses held in cities where the
Company has not established an education center and an increase in the number of
Learning Tree-site courses compared to those held at customer sites.
Course development expenses include the costs of developing new course
titles and updating the Company's existing course library. The principal costs
are for internal product development staff and independent consultants who serve
as subject matter experts. Course development expenses increased by $208,000 or
18% to $1.3 million for the quarter ended March 31, 1996 from $1.1 million in
the quarter ended March 31, 1995. For the six months ended March 31, 1996,
course development expenses increased $305,000 or 14% to $2.5 million from $2.2
million for the corresponding period in the prior year. These increases reflect
the costs associated with the Company's strategy of expanding its course library
to meet its customers' needs and developing its multimedia CBT product line.
Sales and marketing expenses consist of salaries, commissions and
travel-related costs for sales and marketing personnel, the costs of designing,
producing and distributing direct mail marketing and media advertisements, and
the costs of information systems to support these activities. Sales and
marketing expenses increased $1.9 million or 31% to $7.9 million for the quarter
ended March 31, 1996 from $6.0 million for the quarter ended March 31, 1995. For
the six months ended March 31, 1996, sales and marketing expenses increased $3.5
million or 33% to $14.1 million from $10.6 million for the corresponding period
in the prior year. The increase in sales and marketing expenses is due to an
increase in direct mail marketing intended to reach a broader range of potential
customers, to expand business with current customers, to expand the Company's
presence in certain U.S. cities and to communicate the availability of new
course titles. During the second quarter of fiscal 1996, sales and marketing
expenses were approximately 35% of revenues compared to 34% in the same period
of 1995. The increase in the sales and marketing percentage in the second
quarter of fiscal 1996 was partially attributable to a decision to shift the
timing of the mailing of certain direct marketing catalogs (reflecting
approximately $200,000 in costs) from the first quarter to the second quarter of
fiscal 1996. Additionally, since sales and marketing expenses are typically
lower in the first quarter of the Company's fiscal year, for the first six
months of 1996, sales and marketing expenses were 31% of revenues compared to
29% in the same period of 1995.
9
<PAGE>
General and administrative expenses decreased $51,000 or 2% to $2.9
million for the quarter ended March 31, 1996 compared to the same quarter of the
prior year. For the six months ended March 31, 1996, general and administrative
expenses increased $306,000 or 5% to $6.3 million from $6.0 million for the
corresponding period in the prior year. As a percentage of revenue, general and
administrative expenses have declined to 13% from 17% in the prior year as a
result of increased leveraging of the Company's infrastructure to support a
higher sales volume.
Other income (expense) is primarily comprised of interest expense,
interest income and foreign currency gains and losses. Other income increased
$157,000 or 50% to $470,000 for the quarter ended March 31, 1996 from $313,000
for the corresponding quarter in the prior year. For the six months ended March
31, 1996, other income increased $334,000 or 114% to $627,000 from $293,000 for
the corresponding six month period in the prior year. These increases were
primarily attributable to additional interest income arising from higher cash
balances which have been generated by operations and from the proceeds of the
Company's initial public offering in December 1995. The increase in interest
income was partially offset by foreign exchange losses of $77,000 and $133,000,
respectively, in the three and six month periods ended March 31, 1996, compared
to foreign exchange gains of $223,000 and $212,000, respectively, in the
corresponding periods of the prior year.
The provision for income taxes increased $491,000 to $634,000 for the
quarter ended March 31, 1996, from $143,000 for the quarter ended March 31,
1995. For the six months ended March 31, 1996, the provision for income taxes
increased $912,000 to $1.6 million from $665,000 for the corresponding period in
the prior year. This increase reflects an increase in profits as well as an
increase in the effective tax rate in the current period due to a smaller
benefit from the utilization of tax loss carryforwards in fiscal 1996 compared
to 1995.
BACKLOG
At March 31, 1996, the Company had a backlog of orders for courses in
the amount of $18.8 million, which represented a 13% increase over the backlog
of $16.7 million at March 31, 1995. Due to increased course scheduling, the
length of time from the receipt of a participant's enrollment in a course and
the subsequent course execution is decreasing. Accordingly, revenues have been
growing at a faster rate than the backlog when compared to the prior year,
although there can be no assurance that this trend will continue. Only a portion
of the Company's backlog is funded. There can be no assurance that the growth in
the backlog will continue or that orders comprising the backlog will be realized
as revenue.
LIQUIDITY AND CAPITAL RESOURCES
Cash and cash equivalents increased from $10.0 million at September 30,
1995 to $44.2 million at March 31, 1996, primarily as a result of the $30.9
million of net proceeds received from the Company's initial public offering
(including $4.9 million of net proceeds from the exercise of the underwriter's
over allotment option on January 5, 1996) and cash provided by operations. For
the six months ended March 31, 1996, cash provided by operations was
approximately $6.9 million compared to $5.1 million during the same period in
the prior year. At March 31, 1996, the Company had working capital of $31.3
million and had unused available lines of credit of approximately $472,000.
During the six months ended March 31, 1996, the Company invested $3.2
million in equipment and leasehold improvements compared to $1.5 million in the
same period of the prior year. This increase is primarily related to additional
course equipment to support the growth of course events and to upgrade course
equipment capabilities. As of March 31, 1996, the Company had no material future
purchase obligations, capital commitments or debt. Accordingly, management
believes that its cash and cash equivalents on-hand and the cash provided by
operations will be sufficient to meet the Company's cash requirements for the
foreseeable future.
FORWARD-LOOKING INFORMATION
Except for historical information contained herein, the matters
discussed in this Form 10-Q are forward-looking statements that are subject to
certain risks and uncertainties that could cause actual results to differ
materially from those set forth in such forward-looking statements. Such risks
and uncertainties include, without limitation, the Company's dependence on the
timely development, introduction and customer acceptance of new courses and
products, the impact of competition and downward pricing pressures, the effect
of changing economic conditions, risks in technology development, the risks
involved in currency fluctuations, and the other risks and uncertainties
detailed from time to time in the Company's filings with the Securities and
Exchange Commission, including the Company's Registration Statement on Form S-1
and its Final Prospectus dated December 6, 1995.
10
<PAGE>
PART II - OTHER INFORMATION
Item 1: LEGAL PROCEEDINGS
None
Item 2: CHANGES IN SECURITIES
Not Applicable
Item 3: DEFAULTS UPON SENIOR SECURITIES
Not Applicable
Item 4: SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS
None
Item 5: OTHER INFORMATION
Not Applicable
Item 6: EXHIBITS AND REPORTS ON FORM 8-K
a) Exhibits
27.1 Financial Data Schedule
b) Reports on Form 8-K
No reports on Form 8-K were filed during the three months ended
March 31, 1996.
11
<PAGE>
SIGNATURES
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 thereunto duly authorized.
LEARNING TREE INTERNATIONAL, INC.
Dated: May 8, 1996 By: /s/ Gary R. Wright
-----------------------------------------
Gary R. Wright
Chief Financial Officer
(Principal Financial Officer and
Duly Authorized Officer)
12
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> SEP-30-1996
<PERIOD-START> OCT-01-1995
<PERIOD-END> MAR-31-1996
<CASH> 44,238,000
<SECURITIES> 0
<RECEIVABLES> 8,539,000
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 55,866,000
<PP&E> 7,372,000
<DEPRECIATION> 1,459,000
<TOTAL-ASSETS> 64,610,000
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0
0
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</TABLE>
