UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------------------
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED OCTOBER 31, 1999
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: 0-21961
THE VOYAGER GROUP, LTD
(Exact name of small business issuer as specified in its charter)
NEVADA 860487709
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
6354 CORTE DEL ABETO, SUITE F CARLSBAD, CALIFORNIA 92009
(Address of principal executive offices, Zip Code)
(760) 603-0999
(Issuer's telephone number, including area code)
The number of shares outstanding of the issuer's common stock as of October 31,
1999 was 16,263,478.
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS
THE VOYAGER GROUP, LTD
AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
October 31, July 31,
1999 1999
--------- ---------
ASSETS
Current Assets:
Cash .................................... $ 11,612 $ 16,539
Inventory ............................... 82,285 113,504
Prepaid Expenses ........................ 83,595 1,575
Accounts Receivable ..................... 7,754 6,536
--------- ---------
Total Current Assets .................. 185,246 138,154
--------- ---------
Fixed Assets, at Cost:
Furniture and Equipment ................. 140,673 140,135
Leasehold Improvements .................. 6,741 6,741
Less - Accumulated
Depreciation .......................... (96,077) (89,716)
--------- ---------
51,337 57,160
--------- ---------
Other Assets:
Deferred Tax Benefit .................... -- --
Deposits ................................ 15,252 5,327
Intangible Assets, Net .................. 24,554 25,000
--------- ---------
Total Other Assets .................... 39,806 30,327
--------- ---------
Total Assets .......................... $ 276,389 $ 225,641
========= =========
<PAGE>
THE VOYAGER GROUP, LTD
AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Continued)
(Unaudited)
October 31, July 31,
1999 1999
----------- -----------
LIABILITIES AND STOCKHOLDERS
EQUITY
Current Liabilities:
Accounts Payable ............................ $ 62,607 $ 80,630
Accrued Liabilities ......................... 137,151 142,107
Accrued Commissions ......................... 53,636 30,934
Shareholder Loans .......................... 103,087 3,087
----------- -----------
Total Current Liabilities ................. 356,481 256,758
----------- -----------
Stockholders' Equity
Preferred Stock, $.001 par value;
Series J; 100 shares authorized,
100 shares issued and
outstanding ............................... -- --
Series AA 1996; 1,000 shares
authorized, 521 and 855 shares
issued and outstanding .................... 1 1
Premium on Preferred Stock .................. 205,331 205,331
Common Stock; $.001 par value;
50,000,000 shares authorized;
16,263,478 and 12,534,478 shares
issued and outstanding October 31,
and July 31, 1999, respectively ............ 16,263 12,534
Additional Paid-in Capital .................. 2,302,537 2,114,329
Retained Earnings (Deficit) ................. (2,604,224) (2,363,312)
----------- -----------
Total Stockholders' Equity ................ (80,092) (31,117)
----------- -----------
Total Liabilities, and
Stockholders' Equity ..................... $ (276,389) $ 225,641
=========== ===========
The accompanying notes are an integral part of these consolidated financial
statements.
<PAGE>
THE VOYAGER GROUP, LTD
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
For the Three Months Ended
October 31,
------------------------------
1999 1998
------------ ------------
Sales, net of allowances
of $1,981 and $13,594 ...................... $ 206,913 $ 311,669
Cost of Sales .............................. 105,325 119,979
------------ ------------
Gross Margin ............................ 101,588 191,690
Selling & Marketing ........................ 116,560 151,022
Research & Development ..................... -- 50,000
General & Administrative ................... 222,249 347,961
------------ ------------
Net Income (Loss) from
Operations ............................... (237,221) (357,293)
Other Income (Expense)
Interest .................................. (3,491) (748)
------------ ------------
Income (Loss) Before Income
Taxes ..................................... (240,712) (358,041)
Income Tax Benefit (Expense) ............... (200) 57,087
------------ ------------
Net Income (Loss) .......................... $ (240,912) $ (300,954)
============ ============
Earnings (Loss) Per Common Share:
Basic & Diluted ........................... $ (0.17) $ (0.05)
============ ============
Weighted Average Shares Outstanding:
Basic & Diluted ........................... 14,398,978 5,954,586
============ ============
The accompanying notes are an integral part of these consolidated financial
statements.
<PAGE>
THE VOYAGER GROUP, LTD
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
Increase (Decrease) in Cash and Cash Equivalents
(Unaudited)
For the Three Months Ended
October 31,
-------------------------
1999 1998
--------- ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income (Loss) ............................. $(240,912) $(300,954)
Adjustments to Reconcile Net
Income (Loss) to Net Cash
Used in Operating Activities:
Depreciation and Amortization ................ 6,807 6,818
Common Stock in exchange for Services ........ 191,937 280,760
Changes in Assets and
Liabilities-
Increase in Accounts Receivable ............ (1,218) (2,614)
Increase in Prepaid Expenses ............... (82,020) (3,169)
Increase in Inventory ...................... 31,219 25,409
Increase in Other Assets ................... (9,925) (57,287)
Increase in Accounts Payable ............... (18,023) 19,896
Increase in Accrued Liabilities ............ (4,956) 18,117
Increase in Accrued Commissions ............ 22,702 (6,476)
--------- ---------
Net Cash Provided by Operating
Activities ................................. (104,389) (19,500)
--------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase Furniture and Equipment .............. (538) --
--------- ---------
<PAGE>
THE VOYAGER GROUP, LTD
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Continued)
Increase (Decrease) in Cash and Cash Equivalents
(Unaudited)
For the Three Months Ended
October 31,
------------------------
1999 1998
--------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
Preferred Stock ................................. $ -- $ --
Proceeds from Issuance of
Common Stock .................................... -- --
Proceeds from Shareholder Loans ................. 100,000 19,500
--------- ---------
Net Cash Provided by
Financing Activities .......................... 100,000 19500
--------- ---------
NET INCREASE IN CASH AND CASH EQUIVALENTS ........ (4,927) --
CASH AND CASH EQUIVALENTS AT
BEGINNING OF YEAR ............................... 16,539 --
--------- ---------
CASH AND CASH EQUIVALENTS AT END OF YEAR ........ $ 11,612 $ --
========= =========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW
INFORMATION
Cash Paid During the Year For:
Interest ....................................... $ 3,491 $ 748
Income Taxes ................................... -- --
The accompanying notes are an integral part of these consolidated financial
statements.
<PAGE>
THE VOYAGER GROUP, LTD
AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED OCTOBER 31, 1999
Basis of Presentation
The unaudited interim consolidated financial information of The
Voyager Group, Ltd. and Subsidiaries (the "Company" ) has been prepared in
accordance with Article 10 of Regulation S-X promulgated by 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 rules and
regulations. In the opinion of management, the accompanying interim consolidated
financial information contains all adjustments, consisting of normal recurring
adjustments, necessary to present fairly the Company's financial position as of
October 31, 1999, and results of operations for the three months ended October
31, 1999. These financial statements should be read in conjunction with the
audited consolidated financial statements and notes thereto included in the
Company's Annual Report on Form 10-KSB for the year ended July 31, 1999. The
results of operations for the three months ended October 31, 1999 may not be
indicative of the results that may be expected for the fiscal year ending July
31, 2000.
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
The following discussion and analysis of the Company's financial
condition and results of operations should be read in conjunction with the
Consolidated Financial Statements and Notes thereto appearing elsewhere in this
Form 10-QSB.
General
The Company develops and manufactures anti ageing, nutritional,
weight and pain management products. The Company distributes its products
through a network marketing system. As of October 31, 1999, the Company had
approximately 4,000 current distributors in the United States. The Company
defines a current distributor as a distributor who has made a purchase in the
most recent twelve-month period.
The Company's four primary product lines consist of nutritional, anti
ageing, weight and pain management products. Nutritional products accounted for
approximately 80% of the Company's net sales for the quarter ended October 31,
1999. The Company's top selling products, represented approximately 40%
respectively, of net sales for the three months ended October 31, 1999. No other
products accounted for more than 5% of net sales during the first three months
of 1999. The Company's weight management line includes a dietary low glycemic
shake developed to provide a comprehensive approach to weight management, anti
ageing, and pain management proper diet,
<PAGE>
nutrition and healthy living. In addition to its primary product lines, the
Company also sells distributor kits and sales aids, which accounted for
approximately 3% of the Company's net sales for the three months ended October
31, 1999.
Net sales of the Company are primarily dependent upon the efforts of
a network of independent distributors who purchase products and sales materials.
The Company recognizes revenue when products are shipped and title passes to
independent distributors. Sales in the United States accounted for 100% of the
Company's sales during the three months ended October 31, 1999.
Cost of sales primarily consists of expenses related to raw
materials, labor, quality assurance and overhead directly associated with the
procurement and production of the Company's products and sales materials. For
the three months ended October 31, 1999, products manufactured by the Company
accounted for approximately 90% of its net sales.
Selling & Marketing expenses consist primarily of distributor
incentives. Distributor incentives are one of the Company's most significant
expenses and represented 53% of net sales for the Three months ended October 31,
1999. Distributor incentives include commissions and leadership bonuses, and are
paid weekly based on sales volume points.
Each product sold by the Company is assigned a sales volume point
value independent of the product's price. Distributors earn commissions based on
sales volume points generated in their down-line. Generally, distributor kits,
sales aids and logo merchandise, such as items of clothing, have no sales volume
point value and therefore the Company pays no commissions on the sale of these
items.
The Company closely monitors the amount of distributor incentives
paid as a percentage of net sales and may from time to time adjust its
distributor compensation plan to prevent distributor incentives from having a
significant adverse effect on earnings, while continuing to maintain an
appropriate incentive for its distributors.
General and administrative expenses include wages and benefits,
depreciation and amortization, rents and utilities, distributor events,
promotion and advertising, and professional fees along with other administrative
expenses. Wages and benefits and professional fees represent the largest
component of general and administrative expenses. The Company will manage its
human resources and associated infrastructure to current business activity
levels. Professional fees for the quarter include incentives paid to new members
of the Medical Advisory Board and the addition of a new investor/public
relations advisor. Depreciation and amortization expense has increased as a
result of substantial investments in computer and telecommunications equipment
and systems to support international expansion.
The Company anticipates that additional capital investments will be
required in future periods to promote and support growth in sales and the
increasing size of the distributor base.
The President, Chief Executive Officer and Chairman of the Board of
Directors of the Company, John Southerland, does not receive a salary, and the
Company does not anticipate that Mr. Southerland will take a salary in the
foreseeable future. However, if Mr. Southerland were to take
<PAGE>
a salary or other compensation, selling, general and administrative expenses
would increase.
Research and development expenses include costs incurred in
developing new products, supporting and enhancing existing products and
reformulating products for introduction in United States markets. The Company
capitalizes product development costs after market feasibility is established.
These costs are amortized as cost of sales over an average of 12 months,
beginning with the month the products become available for sale. During the
three months ended October 31, 1999, the Company had no research and development
costs.
The fiscal year end of the Company is July 31, 2000.
Results Of Operations
Quarters Ended October 31, 1999.
Net Sales
Net sales for the three months ended October 31, 1999 decreased by
approximately $105,000 or 33.6% compared to the same period 1998.
The decrease in sales was due to a restructuring of independent
distributors compensation plan, repricing products, formulation of novel,
proprietary, patented and patent applied for products, and reformulation of
certain existing products. Company management also during this period, added an
executive team with over 18 years experience in the direct marketing industry
replacing vacancies created by resignations of former executive officers.
Management believes new products introductions in year 2000 will contributed to
sales growth.
Cost of Sales
Cost of sales for the three months ending October 31, 1999 decreased
by approximately $15,000 or 12.2% compared to the same period 1998. As a
percentage of sales, cost of sales increased from 38.5% to 50.9%.
The increase in cost of sales as a percentage of net sales is
attributable to the total reorganization of executive management team. Newly
elected executives are completely overhauling the Company's human resources,
technological communications, product order processing of customers, and
increase in volume based efficiencies in production and procurement activities.
The introduction of new products during the year 2000, in the opinion
of management, will promote long-term growth, with a high distributor enrolment.
Selling & Marketing Expenses
Selling and marketing expenses for the three months ended October 31,
1999 decreased by approximately $34,000 or 22.8% compared to the same period
1998. As a percentage of sales,
<PAGE>
selling and marketing expenses increased from 48.5% to 56.3%.
The Company added a new level, or position, in the distributor
compensation plan represents the earliest level in the Company's network
marketing system eligible to receive incentives. The Company believes this new
level will assist in distributor retention efforts by paying these distributors
earlier on reduced down-line requirements. However, this level does pay at a
lower rate than other levels in the Company's network marketing system.
Research and Development
Research and development expenses for the three months ended October
31, 1999 decreased by approximately $50,000 or 100% compared to the same period
1998.
The Company expects the impact of these factors on the Company's
operating expenses to be reduced as a result of actions taken through on going
Company restructuring.
The Company continues to keep abreast of the latest research in
nutrition and degenerative diseases and is committed to developing new products,
reformulating existing products and maintaining its involvement in numerous
clinical studies.
General and Administrative Expenses
General and administrative expenses for the three months ended
October 31, 1999 decreased by approximately $126,000 or 36.1% compared to the
same period 1998. As a percentage of sales, general and administrative expenses
decreased from 111.6% to 107.4%. The decrease in, general and administrative
expenses can be attributed to lower professional fees.
The Company expects the impact of general and administrative expenses
to be reduced as a result of actions taken through Company restructuring.
Net Earnings (Loss)
Operations coupled with the restructuring yielded a net loss of
approximately $241,000 for the quarter ended October 31 1999. Net earnings for
the quarter of the prior year totaled approximately $348,000. Loss per share
increased $0.12 to a net per share loss of $0.17 for the first quarter of fiscal
1999 from a loss per share of $0.05 for the comparable quarter in 1998. The
increased loss per share can be attributed to the significantly increased number
of shares outstanding.
Liquidity and Capital Resources
The President, C.E.O. and shareholders have committed to funding
required working capital necessary for the Company. Funding during the quarter
ended October 31, 1999 was for infrastructure such as communication and computer
systems. There are no formal contractual commitments between the Company and
these parties for capital, lines of credit or similar short-term borrowings.
<PAGE>
It is anticipated that the year 2000 should expand current sales and
increased distributors membership through the introduction of new products and
distributor services which should exceed the Company's working capital
requirements for the next fiscal year.
The decrease in liquidity during the quarter was primarily from cash
used by operations. The Company generates and uses cash flows through three
activities: operating, investing, and financing. For the three months ended
October 31, 1999, operating activities used cash of approximately $104,000 as
compared to net cash used of $20,000 for 1998.
Financing activities provided $100,000 for the three months ended
October 31,1999 compared to $20,000 for same period 1998. The increase in cash
flow from financing activities was from $100,000 loaned to the Company by
shareholders of the Company in the form of promissory notes.
The President, C.E.O. believes that its current cash balances, the
available line of credit and cash provided by operations is sufficient to cover
its needs in the ordinary course of business for the next 8 months. If the
Company experiences unusual capital requirements to completely the new infra
structure and communication systems, additional financing may be required.
However, no assurance can be given that additional financing, if required, would
be available on favorable terms. The Company may attempt to raise additional
financing through the sale of its equity securities in the form of preferred
stock or loans to finance future growth of the Company. Any financing, which
involves the sale of equity securities and loans in the form of short-term
instruments convertible into such securities, could result in immediate dilution
to existing shareholders.
On October 31, 1999 the Company was in a negative approximately
$171,000 net working capital position compared to a negative position of
approximately $119,000 at July 31, 19999. The change in net working capital
during the quarter was primarily the result of short-term shareholder loans to
the Company of $100,000 during this period. This use of working capital for
short term purposes will provide earnings per share benefits in future periods.
The Company does not extend credit to its customers, but requires
payment prior to shipping, which eliminates significant receivables.
Year 2000 Issues
The Company is aware of the risks associated with the operation of
information technology and non-information technology systems as the millennium
(year 2000) approaches. The "Year 2000 problem" is pervasive and complex, with
the possibility that it will affect many technology systems and is the result of
the rollover of the two digit year value from "99" to "00". Systems that have
date- sensitive software may recognize a date using "00" as the year 1900 rather
than the year 2000. This could result in a system failure or miscalculations
causing disruptions of operations, including, among other things, a temporary
inability to process transactions, send invoices or engage in similar normal
business activities.
The Company continues to assess its state of readiness and the
readiness of third parties with
<PAGE>
which the Company interacts, with respect to the Year 2000 problem. The
assessment includes an evaluation of the costs to the Company to correct Year
2000 problems related to its own systems, which, if uncorrected, could have a
material adverse effect on the business, financial condition or results of
operations of the Company. As a part of this assessment, the Company is also
determining the known risks related to the consequences of failure to correct
any Year 2000 problems identified by the Company and contingency plans, if any,
that should be adopted by the Company should any identified Year 2000 problems
not be corrected. The Company will use, if necessary, both internal and external
resources to reprogram, or replace and test its software for Year 2000
acceptability. However, if such modifications or conversions are not made, or
are not completed timely, the Year 2000 problem could have a material impact on
the operations of the Company. The Company has initiated formal communications
with all of its significant suppliers to determine the extent to which the
Company is vulnerable to those third parties' failure to remediate their own
Year 2000 problems. Based on completed assessments of internal risks, the
expenditures to date have been immaterial and have involved primarily the time
of an employee assigned to coordinate Year 2000 assessments in the Company and
the replacement or updating of certain non-critical computer systems and
software packages to resolve identified problems.
Independent of the Year 2000 problem, the Company determined in late
1997 that the purchase and installation of an Enterprise Resource Planning
system (ERP system) could assist in achieving overall efficiencies. The ERP
system will replace all of the Company's existing resource planning systems
except for the Distribution System. The Company has begun installing the ERP
system and expects the installation to be complete during the Q Two of 2000. The
third- party vendor of the ERP system has certified that its software is Year
2000 compliant according to the Information Technology Association of America.
Therefore, assuming the successful installation of the ERP system, the Company
does not expect any material Year 2000 compliance issues related to its primary
internal business information systems. The Company will integrate a new
Distribution System, which will be Year 2000 compliant, with the new ERP system.
With respect to third-party providers whose services are critical to the
Company, the Company intends to monitor the efforts of such providers as they
become Year 2000 compliant.
The Company is presently not aware of any Year 2000 issues that have
been encountered by any third party, which could materially affect the Company's
operations. Based on the most recent assessment of its own readiness and that of
its business partners, the Company does not anticipate any material interruption
to its business as a result of the Year 2000 change. The implementation of the
new order entry system at the end of the fiscal year will provide for a natural
backup to the existing system, should problems develop in the current software
used for this function. The Company believes that its safety stock of inventory
at the end of calendar 1999 will be sufficient to allow for the alternative
sourcing of key ingredients if Year 2000 or other problems result in a
disruption in supply. The Company has obtained statements of readiness or
commitments to be ready from more than 80% of its trading partners. The Company
is diligently pursuing a commitment from trading partners that have not yet
responded. Notwithstanding the foregoing, there can be no assurance that the
Company will not experience operational difficulties as a result of Year 2000
issues, either arising out of internal operations, or caused by third-party
service providers, which individually or collectively could have an adverse
impact on business operations or require the Company to incur unanticipated
expenses to remedy any problems.
<PAGE>
Inflation
The Company does not believe that inflation has had a material impact
on its historical operations or profitability.
Seasonality
The Company believes that the impact of seasonality on its results of
operations is not material, although historically, growth has been slower in the
First Quarter of each year. This could change as new markets are opened and
become a more significant part of the Company's business.
Forward-Looking Statements
The statements contained in this Report on Form 10-Q that are not
purely historical are considered to be "forward-looking statements" within the
meaning of the Private Securities Litigation Reform Act of 1995 and Section 21E
of the Securities Exchange Act. These statements represent the Company's
expectations, hopes, beliefs, anticipations, commitments, intentions and
strategies regarding the future. They may be identified by the use of words or
phrases such as "believes," "expects," "anticipates," "should," "plans,"
"estimates," and "potential," among others. Forward-looking statements include,
but are not limited to, statements contained in Management's Discussion and
Analysis of Financial Condition and Results of Operations regarding the
Company's financial performance, revenue and expense levels in the future and
the sufficiency of its existing assets to fund future operations and capital
spending needs. Readers are cautioned that actual results could differ
materially from the anticipated results or other expectations expressed in such
forward-looking statements for the reasons detailed in the Company's Annual
Report on Form 10-K under the headings "Description of Business" and "Risk
Factors. " The fact that some of the risk factors may be the same or similar to
the Company's past reports filed with the Securities and Exchange Commission
means only that the risks are present in multiple periods. The Company believes
that many of the risks detailed here and in the Company's SEC filings are part
of doing business in the industry in which the Company operates and competes and
will likely be present in all periods reported. The fact that certain risks are
endemic to the industry does not lessen their significance. The forward-looking
statements contained in this Report are made as of the date of this Report and
the Company assumes no obligation to update them or to update the reasons why
actual results could differ from those projected in such forward-looking
statements. Among others, risks and uncertainties that may affect the business,
financial condition, performance, development, and results of operations of the
Company include:
o The Company's dependence upon a network marketing system
to distribute its products;
o Activities of its independent distributors;
o Rigorous government scrutiny of network marketing
practices;
o Potential effects of adverse publicity regarding
nutritional supplements or the network marketing industry;
<PAGE>
o Reliance on key management personnel, including the
Company's President, Chief Executive Officer and Chairman
of the Board of Directors, Mr. John Southerland.
o Extensive government regulation of the Company's products
and manufacturing;
o The possible adverse effects of increased distributor
incentives as a percentage of net sales;
o The Company's reliance on information technology;
o The loss of product market share or distributors to
competitors;
o Potential adverse effect of taxation and transfer pricing
regulation or exchange rate fluctuations or
o The Company's inability or failure to identify and to
manage its Year 2000 risks.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
The Company is not engaged in any legal proceedings other than the
ordinary routine litigation incidental to its business operations, which the
Company does not believe, in the aggregate, will have a material adverse effect
on the Company, or its operations.
Item 2. Changes in Securities
During August 1999, the Company issued 122,000 shares in exchanged
for Medical consulting, public relations and warehousing costs.
During September 1999, the Company issued 20,000 shares in exchange
for website development and maintenance.
During October 1999, the Company issued 247,000 shares in exchange
for public relations services.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders.
None.
<PAGE>
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
The following exhibits are included as part of this report:
Exhibit
Number Exhibit
- --------------------------------------------------------------------------------
3.1 Articles of Incorporation and By-Laws of EEE-Energy Consultants, Inc.
(Formerly EEE-Hunter Associates, Inc.) (1)
4.1 Purchase Agreement --Convertible Preferred Stock Series J (2)
4.2 Convertible Preferred Series J - Designation of Rights (2)
4.3 Investor Rights Agreement (2)
23.1 Consent of Robison, Hill & Co. (1)
27.1 Financial Data Schedule
(1) Incorporated by reference to the Registrant's registration statement
on Form 10-SB/A Amendment #2 filed on November 20, 1997.
(2) Incorporated by reference to the Registrant's annual report on Form
10-KSB filed on November 12, 1999.
(b) The Company did not file a report on Form 8-K during the
three months ended October 31, 1999.
SIGNATURES
In accordance with the requirements of the Exchange Act, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
The Voyager Group, Ltd.
(Registrant)
Date: December 15, 1999 By: /S/ John Southerland
------------------------------- ------------------------------------
John Southerland, President, C.E.O.
(Principal Executive and Accounting
Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
THE BALANCE SHEET OF THE VOYAGER GROUP, LTD. AS OF OCTOBER 31, 1999 AND THE
RELATED STATEMENTS OF OPERATIONS AND CASH FLOWS FOR THE THREE MONTHS THEN ENDED
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
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<NAME> THE VOYAGER GROUP, LTD.
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<PERIOD-END> OCT-31-1999
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