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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
[x] Quarterly Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the quarterly period ended March 31, 1998
[ ] Transition Report Pursuant to Section 13 of 15(d) of the
Securities Exchange Act of 1934
Commission file number 0-5667
Seal Holdings Corporation
(Exact name of registrant as specified in its charter)
Delaware 64-0769296
(State of Incorporation) (IRS Employer ID No.)
125 Worth Avenue, Suite 314, Palm Beach, Florida 33480
(Address of principal executive offices) (Zip Code)
(561) 833-5111
(issuer's telephone number)
Check whether the issuer (1) filed all reports required to be
filed by Section 13 or 15(d) of the Exchange Act 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 ( )
Class A common stock, par value $.20 per share, 1,193,601 shares
outstanding as of May 14, 1998
Class B common stock, par value $.20 per share, 25,000 shares
outstanding as of May 14, 1998
Transitional Small Business Disclosure Format (Check one):
Yes ( ) No (X)
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INDEX
Page
PART I. FINANCIAL INFORMATION
Consolidated Balance Sheets 3
Consolidated Statements of Operations 5
Consolidated Statements of Cash Flows 6
Notes to Consolidated Financial Statements 7
Management's Discussion and Analysis of Financial
Condition and Results of Operations 8
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 9
Item 6. Exhibits and reports on Form 8-K 9
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PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
SEAL HOLDINGS CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Dollars in Thousands)
March 31, December 31,
1998 1997
(UNAUDITED) (AUDITED)
----------- -----------
ASSETS
Current Assets:
Cash, includes $316 and $960 of cash $ 509 $ 1,037
equivalents at March 31, 1998 and
December 31, 1997, respectively
Other receivables 6 8
Prepaid Expenses 9 7
Net assets of discontinued operations
(Note B) 61 64
-------- --------
Total current assets 585 1,116
FURNITURE AND EQUIPMENT
Furniture and equipment 119 118
Less accumulated depreciation (67) (61)
-------- --------
Furniture and equipment, net 52 57
OTHER ASSETS
Other assets 23 16
-------- --------
TOTAL ASSETS $ 660 $ 1,189
======== ========
See notes to consolidated financial statements.
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SEAL HOLDINGS CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Dollars in Thousands)
March 31, December 31,
1998 1997
(Unaudited) (Audited)
----------- -----------
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
Trade accounts payable and
accrued expenses $ 160 $ 304
Other current liabilities 15 15
-------- -------
Total current liabilities 175 319
-------- --------
TOTAL LIABILITIES 175 319
SHAREHOLDERS' EQUITY
Preferred Stock, $.001 par value;
3,000,000 shares authorized; no
shares issued or outstanding.
Class A common stock, $.20 par
value; 14,975,000 shares
authorized and 1,193,601 shares
issued and outstanding at March
31, 1998 and December 31, 1997. 267 267
Class B common stock, $.20 par
value; 25,000 shares authorized,
issued and outstanding at March
31, 1998 and December 31, 1997. 5 5
Additional paid-in capital 4,571 4,571
Retained deficit (4,143) (3,758)
Treasury stock, at cost, 117,522
shares at March 31, 1998 and
December 31, 1997 (95) (95)
Note receivable - shareholder (120) (120)
-------- --------
Total Shareholders' Equity 485 870
-------- --------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 660 $ 1,189
======== ========
See notes to consolidated financial statements.
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SEAL HOLDINGS CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in Thousands, except Per Share Amounts)
March 31,
----------------------
1998 1997
------ ------
Revenue
Interest and dividende income $ 9 $ 31
Expenses
Salaries and benefits 146 30
General and administrative 143 92
Professional fees 105 38
------ ------
Loss from continuing opeations (385) (129)
Discontinued operations (Note B)
Net gain (loss) from discontinued
operations - -
- -
------ ------
Net loss $ (385) $ (129)
------ ------
Net income (loss) per share - basic
and dilutive:
From continuing operations $ (.32) $ (.12)
From discontinued operations - -
From extraordinary item - -
------ ------
$ (.32) $ (.12)
See notes to consolidated financial statements.
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SEAL HOLDINGS CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
(Dollars in Thousands)
(Unaudited)
Three Months Ended
March 31,
1998 1997
------ ------
Operating Activities:
Net income (loss) from continuing operations $ (385) $ (129)
Net income (loss) from discontinued operations - -
Adjustments to reconcile net income (loss) to
net cash provided by operating activities:
Depreciation and amortization 6 2
Changes in operating assets and liabilities
Accounts and notes receivable - 9
Other assets (7) -
Accounts payable - trade (144) (25)
Changes in net assets of discontinued
operations 3 (49)
------ ------
Net cash provided (required) by operating
activities (1) (9)
INCREASE (DECREASE) IN CASH (528) (201)
CASH AT BEGINNING OF PERIOD 1,037 2,437
------ ------
CASH AT MARCH 31, 1998 AND 1997 $ 509 $2,236
======= ======
See notes to consolidated financial statements.
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SEAL HOLDINGS CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE A -- BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements have
been prepared in accordance with generally accepted accounting
principles for interim financial information and with the instructions
to Form 10-Q and Article 10 of Regulation S-B. Accordingly, they do
not include all of the information and footnotes required by generally
accepted accounting principles for complete financial statements. In
the opinion of management, all adjustments (consisting of normal
recurring accruals) considered necessary for a fair presentation have
been included. All data in the financial statements is in thousands
of dollars except share quantities and per-share amounts.
These financial statements, footnotes and discussions should be read in
conjunction with audited financial statements and related footnotes in the
Seal Holdings Corporation annual report on Form 10-K for the year ended
December 31, 1997 filed with the Securities and Exchange Commission.
Operating results for the three month period ended March, 1998 are not
necessarily indicative of the results that may be expected for the
year ending December 31, 1998.
On June 30, 1997, Seal Fleet, Inc. merged into its wholly owned subsidiary,
Seal Holdings Corporation with Seal Holdings Corporation remaining as the
survivor corporation. On that same date, the companies effected a reverse and
forward split of the Company's stock, more fully described in the proxy
statement dated April 11, 1997.
NOTE B -- SALE OF DISCONTINUED OPERATIONS
On August 14, 1996, the Company sold all marine assets and ceased all
activities which were related to ownership, management, brokerage, and
operation of offshore supply ships.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
OVERVIEW
The Company continues its transition to a new line of business within
the healthcare industry more fully described in the Current Report on
Form 8-K dated June 10, 1997 and on Form 10-KSB dated March 31, 1998.
The Company's current business objective is the acquisition of one or more
operating businesses with growth potential. The Company has identified
health care services as a business opportunity of particular promise, and it
intends to utilize cash, equity, debt or a combination thereof in effecting
such acquisitions. The Company is presently investigating acquisition
opportunities in this industry. There can be no assurance that the Company
will succeed in acquiring any businesses or in operating any business which
it may acquire.
RESULTS OF THE QUARTER ENDED MARCH 31, 1998
The major elements of expense, offset by interest income from short-term
investments, reflected in the net loss for the quarter and year-to-date
of $385 are as follows:
QTR & YTD
---------
Salaries and Benefits $ 146
Contract Labor 38
Legal and Audit 105
Business Travel & Entertainment 38
Shareholder Relations 3
Office Rent and Supplies 21
Other 44
------
Sub-Total $ 395
Income from Operations 6
Interest and Dividend Income 9
Other Non-operating Items (5)
------
Net Loss $ (385)
There was no impact on earnings from discontinued operations in that the
allowance for discontinued operations, originally set up at December 31,
1996, continues to cover any expected impact of discontinued operations.
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PART II. OTHER INFORMATION
Item 1. Legal Proceedings
The Company is not party to any material pending legal proceeding other
than ordinary routine litigation incidental to the discontinued
business.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits.
27 Financial Data Statement
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.
SEAL HOLDINGS CORPORATION (Registrant)
Date: May 15, 1998 By /s/ James S. Goodner
- - - - - - - - - - - - - -
James S. Goodner
Vice President and
Chief Financial Officer
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EXHIBIT INDEX
Exhibit Description
- -------- -----------
27 Financial Data Schedule
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<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> MAR-31-1998
<CASH> 509
<SECURITIES> 0
<RECEIVABLES> 6
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 585
<PP&E> 119
<DEPRECIATION> (67)
<TOTAL-ASSETS> 660
<CURRENT-LIABILITIES> 175
<BONDS> 0
<COMMON> 485
0
0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 660
<SALES> 0
<TOTAL-REVENUES> 9
<CGS> 0
<TOTAL-COSTS> 394
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (385)
<INCOME-TAX> 0
<INCOME-CONTINUING> (385)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (385)
<EPS-PRIMARY> (.32)
<EPS-DILUTED> (.32)
</TABLE>
