FORM 10-Q/A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark one)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended JANUARY 31, 1998
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 1-4310
FEDERATED PURCHASER, INC.
(Exact name of registrant as specified in its charter)
NEW YORK 22-1589344
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
268 CLIFFWOOD AVENUE, CLIFFWOOD, NEW JERSEY 07721
(Address of principle executive offices)
(Zip Code)
(908) 290-2900
(Registrant's telephone number, including area code)
(Former name, former address and former fiscal year,
if changed since last report)
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
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a
plan confirmed by a court.
Yes No
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date. As of March 9, 1998,
there were 1,719,758 shares of common stock outstanding.
<PAGE>
This Amendment 1 on Form 10-Q/A to the Registrant's Quarterly Report for the
year ended January 31, 1998 on Form 10-Q is submitted to reflect the
amendment of Item 1 to add explanatory notes to the Consolidation Condensed
Statements of Operations, appearing on page 4. No other Items of said
Registrant's Quarterly Report on Form 10-Q are amended.
<PAGE>
FEDERATED PURCHASER, INC.
CONSOLIDATED CONDENSED BALANCE SHEETS
ASSETS
<TABLE>
<CAPTION>
JANUARY 31, OCTOBER 31,
1998 1997
(Unaudited)
<S> <C> <C>
CURRENT ASSETS:
Cash $ 135,589 $ 69,358
Accounts receivable, less allowance for doubtful
accounts of $18,303 at January 31, 1998 and
$16,803 at October 31, 1997, respectively 302,184 384,059
Inventories 246,148 228,583
Prepaid expenses and sundry receivables 5,989 49,754
Note receivable - Freedom Electronics Corporation 115,000 27,500
Restrictive covenant receivable 18,750 24,375
TOTAL CURRENT ASSETS 823,660 783,629
PROPERTY AND EQUIPMENT, at cost, less accumulated
depreciation of $118,115 and $115,259 18,127 20,600
OTHER ASSETS:
Note receivable - over one year - 92,500
Security deposits 10,845 10,845
Other 93,601 93,601
TOTAL OTHER ASSETS 104,446 196,946
TOTAL ASSETS $ 946,233 $1,001,175
</TABLE>
LIABILITIES AND STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
CURRENT LIABILITIES:
<S> <C> <C>
Current portion of long-term debt $ 5,910 $ 8,331
Accounts payable 511,648 468,479
Accrued expenses 57,140 31,984
TOTAL CURRENT LIABILITIES 574,698 508,794
LONG-TERM DEBT, net of current portion - -
DEFERRED INCOME 18,750 24,375
TOTAL LIABILITIES 593,448 533,169
STOCKHOLDERS' EQUITY:
Common stock, $.10 par value,
Authorized, 5,000,000 shares,
Issued and outstanding, 1,719,758 shares 171,976 171,976
Additional paid-in capital 1,692,342 1,692,342
Accumulated deficit (1,450,455) (1,335,234)
Total 413,863 529,084
Less: Treasury stock at cost 61,078 61,078
TOTAL STOCKHOLDERS' EQUITY 352,785 468,006
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 946,233 $1,001,175
3
<PAGE>
FEDERATED PURCHASER, INC.
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
THREE MONTHS ENDED JANUARY 31, 1998 AND 1997
(UNAUDITED)
</TABLE>
<TABLE>
<CAPTION>
1998 1997
<S> <C> <C>
SALES $ 666,033 $ 801,697
OPERATING EXPENSES:
Cost of sales 498,773 610,160
Selling, shipping and general and administrative 286,321 231,964
Interest expense 854 599
Depreciation and amortization 2,473 2,856
TOTAL OPERATING EXPENSES 788,421 845,579
LOSS FROM OPERATIONS (122,388) (43,882)
OTHER INCOME:
Restrictive covenant 2,042 3,750
Interest income 5,625 2,975
TOTAL OTHER INCOME 7,667 6,725
LOSS BEFORE PROVISION FOR INCOME TAXES (114,721) (37,157)
PROVISION FOR INCOME TAXES 500 975
NET LOSS $ (115,221) $ (38,132)
WEIGHTED AVERAGE NUMBER OF COMMON SHARES
OUTSTANDING 1,611,317 1,611,317
LOSS PER COMMON SHARE $ (.07) $ (.02)
CASH DIVIDEND PER COMMON SHARE $ .00 $ .00
</TABLE>
NOTE A - The computations of losses per share are based upon the Company's net
loss of $115,221 and $38,132 for the three months ended January 31, 1998 and
1997, respectively, divided by the weighted average number of shares
outstanding of 1,611,317 in 1998 and 1997.
There were no common stock equivalents or other reconciling items effecting
either the numerator or denominator in calculated earnings (loss) per share.
4
<PAGE>
FEDERATED PURCHASER, INC.
CONSOLIDATED CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY
THREE MONTHS ENDED JANUARY 31, 1998 AND 1997
(UNAUDITED)
<TABLE>
<CAPTION>
COMMON STOCK
ADDITIONAL HELD IN
COMMON STOCK Paid-in Accumulated TREASURY AT COST
<S> <C> <C> <C> <C> <C> <C>
SHARES AMOUNT CAPITAL DEFICIT SHARES AMOUNT
BALANCES - November 1, 1996 1,719,758 $171,976 $1,692,342 $(1,053,333) 108,441 $61,078
Net loss - - - (38,132) - -
BALANCES - January 31, 1997 1,719,758 $171,976 $1,692,342 $(1,091,465) 108,441 $61,078
BALANCES - November 1, 1997 1,719,758 $171,976 $1,692,342 $(1,335,234) 108,441 $61,078
Net loss - - - (115,221) - -
BALANCES - January 31, 1998 1,719,758 $171,976 $1,692,342 $(1,450,455) 108,441 $61,078
</TABLE>
5
<PAGE>
FEDERATED PURCHASER, INC.
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
THREE MONTHS ENDED JANUARY 31, 1998 AND 1997
(UNAUDITED)
<TABLE>
<CAPTION>
<S> <C> <C>
1998 1997
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $(115,221) $ (38,132)
Adjustments to reconcile net loss
to net cash from operating activities:
Depreciation and amortization 2,473 2,856
Allowance for doubtful accounts 1,500 1,500
(Increase) decrease in operating assets:
Accounts receivable 80,375 80,133
Inventories (17,565) 59,172
Prepaid expenses and sundry receivables 43,765 8,597
Increase (decrease) in operating liabilities:
Accounts payable 43,169 (104,361)
Accrued expenses 25,156 (10,521)
NET CASH PROVIDED BY (USED BY) OPERATING ACTIVITIES 63,652 (756)
CASH FLOWS FROM FINANCING ACTIVITIES:
Collection on note receivable 5,000 5,000
Payments on notes payable and long-term debt (2,421) (2,655)
NET CASH PROVIDED BY FINANCING ACTIVITIES 2,579 2,345
NET INCREASE IN CASH 66,231 1,589
CASH - beginning 69,358 95,918
CASH - end $ 135,589 $ 97,507
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid during the period for:
Interest $ 854 $ 599
</TABLE>
6
<PAGE>
FEDERATED PURCHASER, INC.
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
JANUARY 31, 1998 AND 1997
(UNAUDITED)
NOTE 1
IN THE OPINION OF MANAGEMENT, THE ACCOMPANYING UNAUDITED CONSOLIDATED
FINANCIAL STATEMENTS CONTAIN ALL ADJUSTMENTS (CONSISTING OF NORMAL
RECURRING ACCRUALS) NECESSARY TO PRESENT FAIRLY THE FINANCIAL POSITION
AS OF JANUARY 31, 1998 AND THE RESULTS OF OPERATIONS FOR THE THREE
MONTHS ENDED JANUARY 31, 1998 AND 1997.
NOTE 2
THE RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED JANUARY 31, 1998
AND 1997 ARE NOT NECESSARILY INDICATIVE OF THE RESULTS TO BE EXPECTED
FOR THE FULL YEAR.
7
<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.
FEDERATED PURCHASER, INC.
(Registrant)
/S/ HARRY J. FALLON
------------------------------
Harry J. Fallon, President and
Principal Accounting Officer
APRIL 16, 1998
Date
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