SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q/A
QUARTERLY REPORT PURSUANT TO SECTION 13, OR 15 (D) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED APRIL 30, 1996
COMMISSION FILE NUMBER: 1-6339
UNIFLEX, INC.
(Exact Name of Registrant As Specified In Its Charter)
DELAWARE 11-2008652
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
383 WEST JOHN STREET, HICKSVILLE, NEW YORK 11802
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: 516 - 932 - 2000
Indicate by check mark whether the registrant (1) has filed all report required
to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934
during 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 / /
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date: 2,809,584 shares of the
Company's common stock - $.10 par value - were outstanding as of June 1, 1996.
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
UNIFLEX, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
<TABLE>
<CAPTION>
April 30, January 31,
1996 1996
------------- -----------------
(Unaudited)
ASSETS
<S> <C> <C>
Current Assets
Cash and cash equivalents $ 1,236,608 $ 1,196,593
Accounts receivable 4,248,909 3,364,989
Inventory 2,626,042 2,699,948
Prepaid income taxes 468,253 898,610
Prepaid expenses and other current assets 643,163 606,943
Deferred tax asset 296,700 269,900
----------- -----------
Total Current Assets 9,519,675 9,036,983
Property and Equipment 6,406,022 6,427,427
Intangible Assets 188,189 156,404
Other Assets 652,191 661,798
----------- ----------
Total Assets $16,766,077 $16,282,612
=========== ===========
LIABILITIES AND STOCKHOLDER'S EQUITY
Current Liabilities
Current maturities of long-term debt $ 154,000 $ 151,646
Accounts payable 1,405,581 1,234,487
Accrued liabilities 808,314 952,018
----------- -----------
Total Liabilities 2,367,895 2,338,151
----------- -----------
Long-Term Debt 1,530,849 2,169,506
Deferred Compensation and Postretirement Medical Benefits 1,242,953 1,215,124
Deferred rent 129,996 122,496
----------- -----------
Total Liabilities 5,271,693 5,845,277
----------- -----------
Minority Interest 192,500 192,500
----------- -----------
Stockholders' Equity
Common stock - par value $.10 per share 10,000,000 shares
authorized, 2,809,584 shares issued and outstanding 280,438 266,638
Additional paid-in capital 2,368,272 1,854,723
Retained earnings 8,701,977 8,179,402
----------- -----------
11,350,687 10,300,763
Less note receivable - stock purchase (48,803) (55,928)
----------- -----------
Total Stockholders' Equity 11,301,884 10,244,835
----------- -----------
Total Liabilities and Stockholders' Equity $16,766,077 $16,282,612
=========== ===========
</TABLE>
The consolidated condensed balance sheet at January 31, 1996 has been derived
from the audited financial statements at that date.
The accompanying notes are an integral part of these consolidated condensed
financial statements.
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<PAGE>
UNIFLEX, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended
April 30,
----------------------------
1996 1995
---- ----
<S> <C> <C>
Net sales $8,554,965 $7,960,409
Cost of sales 5,322,572 5,026,669
---------- ----------
Gross Profit 3,232,393 2,933,740
---------- ----------
Shipping and selling expenses 1,558,505 1,486,626
General and administrative expenses 736,013 706,665
---------- ----------
2,294,518 2,193,291
---------- ----------
Income before other expenses 937,875 740,449
---------- ----------
Interest expense - net 66,303 121,820
---------- ----------
Income before provision for income taxes 871,572 618,629
---------- ----------
Provision for income taxes:
Current 390,500 280,000
Deferred (41,500) (36,000)
---------- ----------
349,000 244,000
---------- ----------
Net income $ 522,572 $ 374,629
========== ==========
Earnings per share $ .18 $ .14
--========== ==========
Weighted average number of common shares and common share
equivalents outstanding $2,938,333 $2,707,935
========== ==========
</TABLE>
The accompanying notes are an integral part of these consolidated condensed
financial statements.
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<PAGE>
UNIFLEX, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
FOR THE THREE MONTHS ENDED APRIL 30, 1996 AND 1995
(UNAUDITED)
COMMON STOCK
----------------------------
SHARES AMOUNT
------ -------
Balance at February 1, 1995 2,240,332 $ 224,033
Amortization of note receivable -- --
Net income -- --
--------- ----------
Balance at April 30, 1995 2,240,332 $ 224,033
========= ==========
Balance at February 1, 1996 2,666,384 $ 266,638
Exercise of stock options 138,000 13,800
Tax benefit from exercise of stock
options -- --
Amortization of note receivable -- --
Net income -- --
--------- ----------
Balance at April 30, 1996 2,804,384 $ 280,438
========= ==========
<TABLE>
<CAPTION>
Additional
Paid-In Retained Note Receivable
Capital Earnings Stock Purchase Total
-------- --------- -------------------- -----------
<S> <C> <C> <C> <C>
Balance at February 1, 1995 424,695 $6,720,821 $ (84,428) $ 7,285,121
Amortization of note receivable -- -- 7,125 7,125
Net income -- 374,629 -- 374,629
--------- ---------- ---------- -----------
Balance at April 30, 1995 424,695 $7,095,450 $ (77,303) $ 7,666,875
========= ========== ========== ===========
Balance at February 1, 1996 $1,854,722 $8,179,405 $ (55,928) $10,244,837
Exercise of stock options 153,550 -- -- 167,350
Tax benefit from exercise of stock
options 360,000 -- -- 360,000
Amortization of note receivable -- -- 7,125 7,125
Net income -- 522,572 -- 522,572
---------- ---------- ---------- -----------
Balance at April 30, 1996 $2,368,272 $8,701,977 $ (48,803) $11,301,884
========== ========== =========== ===========
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
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<PAGE>
UNIFLEX, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(UNAUDITED)
INCREASE (DECREASE) IN CASH
<TABLE>
<CAPTION>
Three Months Ended
April 30,
-------------------------------------
1996 1995
---- ----
<S> <C> <C>
No cash provided by operating activities $ 734,591 $ 259,910
Cash flows from investing activities:
Purchase of property and equipment (176,884) (279,949)
Purchase of intangibles (48,739) (56,261)
----------- -----------
Net cash used in investing activities (225,623) (336,210)
----------- -----------
Cash flows from financing activities:
Proceeds from exercise of stock options 167,350 --
Minority interest contribution -- 27,500
Proceeds from long-term debt -- 624,900
Payment of long-term debt (636,303) (33,555)
------------ ----------
Net cash (used in) provided by financing activities (468,953) 618,845
------------ ----------
Net increase in cash 40,015 542,545
Cash - beginning of period 1,196,593 572,725
----------- ----------
Cash - end of period $1,236,608 $1,070,270
========== ==========
</TABLE>
The accompanying notes are an integral part of these condensed consolidated
financial statements.
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<PAGE>
UNIFLEX, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 1. BASIS OF PRESENTATION:
In the opinion of management of the Company, the accompanying unaudited
consolidated condensed financial statements contain all adjustments (consisting
of only normal recurring adjustments) necessary to present fairly the financial
position of the Company as of April 30, 1996 and the results of operations and
cash flows for the three months ended April 30, 1996 and 1995, and have been
prepared 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. It is suggested that these condensed financial
statements be read in conjunction with the audited financial statements and
notes thereto included in the Company's annual report on Form 10-K for the year
ended January 31, 1996.
The results of operations for the three months ended April 30, 1996 are not
necessarily indicative of the operating results for the full year.
NOTE 2. INVENTORY:
A summary of inventory follows:
April 30, January 31,
1996 1996
---- ----
(Unaudited)
Raw materials and supplies $1,764,339 $1,755,374
Work in process 198,670 227,715
Finished products 663,033 716,859
---------- -----------
$2,626,042 $2,699,948
========== ==========
NOTE 3. STOCK-BASED COMPENSATION:
In October 1995, the Financial Accounting Standards Board issued SFAS No. 123
"Accounting for Stock-Based Compensation". The statement defines a fair value
based method of accounting for an employee stock option or similar equity
instrument. As permitted by the statement, the Company has elected to continue
to measure cost for its stock-based compensation plans using the intrinsic value
based method of accounting prescribed by APB Opinion No. 25 "Accounting for
Stock Issued to Employees". Accordingly, beginning with the Form 10-K for the
fiscal year ended January 31, 1997, the Company will be required to make pro
forma disclosures of net income and earnings per share for the fiscal years
ended January 31, 1997 and 1996, as if the fair market value based method of
accounting defined in SFAS No. 123 had been applied.
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<PAGE>
S I G N A T U R E S
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf of the
undersigned thereunto duly authorized.
UNIFLEX, INC.
(Registrant)
/S/ HERBERT BARRY
-------------------------------------
Herbert Barry (Chairman Of The Board)
/S/ ROBERT GUGLIOTTA
-------------------------------------
Robert Gugliotta (VP Finance)
Date: September 12, 1996
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