<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act
of 1934
For the quarterly period ended May 31, 1995
------------
[ ] Transition Report Under Section 13 or 15(d) of the Exchange Act
For the transition period from to
--------------- ---------------
Commission File Number: 0-5531
------------------------
FLORAFAX INTERNATIONAL, INC.
----------------------------
(Exact name of small business issuer as specified in its charter)
Delaware 41-0719035
- - ---------------------------------- ----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
8075 20th Street, Vero Beach, Florida 32966
- - --------------------------------------------------------------------------------
(Address of principal executive offices)
407-563-0263
------------
(Issuer's telephone number)
(Former name, former address and former fiscal year, if changed since last
report)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 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 registrant had 5,725,874 shares of common stock, $0.01 par value,
outstanding at May 31, 1995.
Transitional Small Business Disclosure Format (Check one): Yes ; No X
------ -------
<PAGE> 2
INDEX
<TABLE>
<CAPTION>
PART I FINANCIAL INFORMATION Page No.
<S> <C>
Item 1. Financial Statements (Unaudited):
Consolidated Balance Sheets
May 31, 1995 and August 31, 1994 1 - 2
Consolidated Statements of Income (loss) and
Accumulated Deficit
Three Months and Nine Months Ended May 31, 1995
and May 31, 1994 3
Consolidated Statements of Cash Flows
Nine Months Ended May 31, 1995 and May 31, 1994 4 - 5
Notes to Consolidated Financial Statements 6 - 8
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 9 - 12
PART II OTHER INFORMATION
Item 1. Legal Proceedings 13
Item 2. Changes in Securities 13
Item 3. Defaults Upon Senior Securities 13
Item 4. Submission of Matters to a Vote of Security Holders 13
Item 5. Other Information 13
Item 6. Exhibits and Reports on Form 8-K 13 - 14
Signatures 15
</TABLE>
<PAGE> 3
FLORAFAX INTERNATIONAL, INC.
Consolidated Balance Sheets
<TABLE>
<CAPTION>
(In Thousands)
ASSETS May 31 August 31
1995 1994
----------- ----------
(Unaudited)
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $1,762 $ 558
Restricted cash 530 530
Accounts receivable:
Members, less allowances of $534 at
May 31, 1995 and $819 at
August 31, 1994 2,250 1,303
Charge card issuers 223 274
Other 94 152
----------- ----------
2,567 1,729
Prepaid and other assets 44 30
----------- ----------
TOTAL CURRENT ASSETS 4,903 2,847
Property and equipment, at cost:
Fixtures and equipment 1,347 1,331
Computer systems 1,105 1,049
Communication systems 1,516 1,491
Leasehold improvements 309 303
----------- ----------
4,277 4,174
Accumulated depreciation
and amortization 3,786 3,548
----------- ----------
491 626
Other assets:
Excess of cost over net assets
of acquired business 1,995 1,995
Other 398 478
----------- ----------
2,393 2,473
----------- ----------
TOTAL ASSETS $7,787 $5,946
=========== ==========
</TABLE>
See accompanying notes.
1
<PAGE> 4
FLORAFAX INTERNATIONAL, INC.
Consolidated Balance Sheets
<TABLE>
<CAPTION>
(In Thousands)
LIABILITIES AND STOCKHOLDERS' NET CAPITAL DEFICIENCY May 31 August 31
1995 1994
----------- ---------
(Unaudited)
<S> <C> <C>
CURRENT LIABILITIES:
Bank overdraft --- $1,065
Current maturities of long-term debt 140 113
Accounts payable 4,874 3,098
Accrued liabilities:
Consulting fee payable --- 100
Member benefits 103 81
Other 1,363 802
----------- ---------
TOTAL CURRENT LIABILITIES 6,480 5,259
Long-term debt, less current maturities:
9 1/2% convertible subordinated notes 2,920 2,920
Other 195 222
----------- ---------
3,115 3,142
Membership security deposits 60 60
Unearned directory income 70 ---
----------- ---------
TOTAL LIABILITIES 9,725 8,461
STOCKHOLDERS' NET CAPITAL DEFICIENCY:
Preferred stock (par value $10, 600,000
shares authorized, none issued)
Common stock - (par value $.01,
18,000,000 shares authorized, 5,748,874 and 5,548,874
issued at May 31, 1995 and August 31, 1994, respectively,
5,725,874 and 5,525,874 outstanding at May 31, 1995
and August 31, 1994, respectively) 58 56
Additional paid-in capital 7,366 7,331
Accumulated deficit (9,362) (9,902)
---------- ---------
TOTAL STOCKHOLDERS' NET CAPITAL
DEFICIENCY (1,938) (2,515)
---------- ---------
TOTAL LIABILITIES AND STOCKHOLDERS' NET
CAPITAL DEFICIENCY $7,787 $5,946
========== =========
</TABLE>
See accompanying notes.
2
<PAGE> 5
FLORAFAX INTERNATIONAL, INC.
Consolidated Statements of Income (loss) and Accumulated Deficit
(In Thousands Except per Share Data)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
----------------------- ----------------------
May 31 May 31 May 31 May 31
1995 1994 1995 1994
-------- --------- -------- ---------
(Unaudited)
<S> <C> <C> <C> <C>
NET REVENUES:
Member dues and fees $506 $517 $1,483 $1,681
Floral order processing 740 539 1,831 1,393
Directory and advertising fees 371 316 965 1,027
Charge card processing 343 474 1,176 1,367
Other revenue 9 20 26 19
------- ------- ------- -------
1,969 1,866 5,481 5,487
EXPENSES:
Member support, general
and administrative 1,290 1,565 3,739 3,922
Selling, advertising and promotion 142 330 409 885
Directory publishing 140 81 293 318
Depreciation, amortization
and retirements 82 100 301 291
------- ------- ------- -------
1,654 2,076 4,742 5,416
------- ------- ------- -------
OPERATING INCOME (LOSS) 315 (210) 739 71
OTHER INCOME (EXPENSE):
Interest expense (81) (85) (233) (249)
Other 30 (14) 34 9
Litigation settlements --- --- (51)
------- ------- ------- -------
(51) (99) (199) (291)
------- ------- ------- -------
NET INCOME (LOSS) $264 ($309) $540 ($220)
Accumulated deficit at beginning
of period (9,626) (9,502) (9,902) (9,591)
------- ------- ------- -------
Accumulated deficit at end of period ($9,362) ($9,811) ($9,362) ($9,811)
======= ======= ======= =======
Weighted average shares
outstanding 5,811 5,549 5,716 5,526
PRIMARY AND FULLY DILUTED EARNINGS
(LOSS) PER SHARE $0.05 ($0.06) $0.09 ($0.04)
</TABLE>
See accompanying notes.
3
<PAGE> 6
FLORAFAX INTERNATIONAL, INC.
Consolidated Statements of Cash Flows
(In Thousands)
<TABLE>
<CAPTION>
Nine months end
May 31
1995 1994
--------- ----------
(Unaudited)
<S> <C> <C>
OPERATING ACTIVITIES
Net income (loss) $540 ($220)
ADJUSTMENTS TO RECONCILE NET INCOME
TO NET CASH PROVIDED BY OPERATING ACTIVITIES
Depreciation, amortization, and
retirements 291 300
Non cash compensation expense 37 ---
Increase (decrease) in cash
flows due to changes in:
Accounts receivable (838) (70)
Inventories --- 15
Prepaid and other assets (14) 34
Other noncurrent assets 80 (88)
Accounts payable 1,776 1,449
Accrued liabilities 583 136
Unearned directory income 70 75
Membership security deposits --- (7)
--------- ----------
Net cash provided by
operating activities 2,525 1,624
INVESTING ACTIVITIES
Capital expenditures (156) (311)
Acquisition of trademarks --- (298)
Deposit of restricted cash --- (451)
--------- ----------
Net cash used in
investing activities ($156) ($1,060)
</TABLE>
(Continued)
4
<PAGE> 7
FLORAFAX INTERNATIONAL, INC.
Consolidated Statements of Cash Flows
(In Thousands)
<TABLE>
<CAPTION>
Nine months end
May 31
1995 1994
-------- ---------
(Unaudited)
<S> <C> <C>
FINANCING ACTIVITIES
Proceeds from issuing debt --- $297
Proceeds from issuing stock --- 5
Reduction in bank overdraft (1,065) (394)
Payments of debt (100) (36)
------------- -------------
Net cash used in
financing activities (1,165) (128)
------------- -------------
NET INCREASE IN
CASH AND CASH EQUIVALENTS 1,204 436
Cash and cash equivalents
at beginning of year 558 107
------------- -------------
CASH AND CASH EQUIVALENTS
AT END OF PERIOD $1,762 $543
============= =============
Supplemental disclosures of
cash flow information:
Cash paid during the period
for interest $149 $174
============= =============
</TABLE>
See accompanying notes.
5
<PAGE> 8
FLORAFAX INTERNATIONAL, INC.
Notes to Consolidated Financial Statements
Nine Months Ended May 31, 1995
Note (1) Management's Opinion and Accounting Policies
The accompanying interim financial statements should be read in conjunction
with the Florafax International, Inc. (the Company's) Form 10-KSB for the year
ended August 31, 1994.
In the opinion of Management the unaudited consolidated financial statements
contain all adjustments (consisting of only normal recurring adjustments)
necessary to present fairly the Company's consolidated financial position as of
May 31, 1995 and the consolidated results of operations and cash flows for the
three and nine month periods ended May 31, 1995. Certain items have been
reclassified in the income statement and statement of cash flows to conform
with the current period presentation.
Historically, the Company's flowers-by-wire operation is seasonal in that its
member florists send a much larger volume of orders during the Christmas
season, Valentine's Day, Easter and Mother's Day. Therefore, the results of
operations of an interim period may not necessarily be indicative of the
results expected for a full year. In an effort to increase orders to member
florists the Company continues to engage in non traditional campaigns through
it's wholly owned subsidiary, The Flower Club. These campaigns allow the
Company to market directly to customers of numerous nationally recognized
companies. Floral orders and handling fees generated through The Flower Club
have become significant, representing 60% of gross floral order volume for the
quarter ended May 31, 1995 (36% of gross floral order volume for the quarter
ended May 31, 1994) and 54% of gross floral order volume for the nine months
ended May 31, 1995 (29% of gross floral order volume for the nine months ended
May 31, 1994). Management expects the current level of orders generated by The
Flower Club to continue.
The Company has financed its operations and capital requirements from
internally generated cash flow and from an overdraft facility, as more fully
discussed in note 2. The Company's continued existence is contingent upon its
ability to maintain it's operating plan and it's ability to restructure long
term debt.
Note (2) Overdraft Facility
On December 3, 1992, the Company and PNC Bank executed a security agreement
pledging all the assets of the Company as collateral for a secured overdraft
facility limited to $1,300,000. The terms of the most recent addendum to the
overdraft facility reduce the amount available to the Company by $75,000 each
month from April 15, 1995 through September 15, 1995, at which time the
facility expires. As of May 31, 1995 the Company had available the entire
$800,000 of unissued borrowing capacity under the overdraft facility. In
addition, as of May 31, 1995 the Company had on deposit $500,000 with PNC Bank
as collateral for the overdraft facility.
6
<PAGE> 9
FLORAFAX INTERNATIONAL, INC.
Notes to Consolidated Financial Statements
Nine Months Ended May 31, 1995
Note (3) Contingencies
Florafax International, Inc. vs. Bellerose Floral Inc. and GTE Market Resources
Inc., et al.
In October 1989, Bellerose Floral, Inc. (Bellerose) of Bayside, N.Y., an
affiliate of 800-FLOWERS, Inc. became a Florafax member florist, and Florafax
agreed to provide certain telecommunication services to Bellerose for a fee.
GTE Market Resources, Inc. (GTE/MR) was engaged by Florafax to provide
order-entry services for Florafax and to customers of Florafax, including
Bellerose.
In 1990 certain disputes arose among Florafax, Bellerose and GTE/MR regarding
the services to be performed by GTE/MR. As a result, in 1990, Florafax filed an
action in Tulsa County (Oklahoma) District Court against GTE/MR and Bellerose.
Bellerose then filed an action in New York Federal Court against Florafax.
Subsequently, Florafax and Bellerose settled their claims against each other.
Florafax pursued its claim against GTE/MR for damages suffered as a result of
GTE/MR's breach of the telecommunications service agreement. On November 23,
1993 a jury awarded Florafax $1,481,000 in net damages against GTE/MR.
GTE/MR appealed this case and posted bond with the Court in order to do so. On
December 22, 1994 this case was assigned to the Oklahoma Court of Appeals by
the Oklahoma Supreme Court. On April 4, 1995 the Court of Appeals of the State
of Oklahoma released for publication its decision on the appeal filed by
GTE/MR. The award to the Company of $743,117 for consequential damages was
affirmed. To the extent that the Company was awarded lost profits for two years
in the amount of $750,000, the judgment was reversed and remanded for a
determination of lost profits as limited by Oklahoma law. The award to GTE/MR
of a set-off amount of $88,750 for unpaid invoices was affirmed, a contractual
rate of 18% per annum applied for prejudgment interest was applied and the case
remanded for a determination of an award of GTE's reasonable attorney's fees,
expenses and other collection costs incurred in recovering the unpaid invoice
amounts, but not their fees or expenses in defending against the claims of the
Company or in pursuing other unsuccessful aspects of GTE/MR's counterclaim. The
denial of the Company's request for attorney's fees was affirmed. The Company
and GTE/MR have each petitioned the Oklahoma Supreme Court for writ of
certiorari to review the portions of the Oklahoma Court of Appeals decision
adverse to their respective interests, and both of the parties' appeals have
been granted. There are no assurances that the Company will obtain a favorable
ruling from the Oklahoma Supreme Court.
The Company's legal counsel has tried this case on a contingency fee basis and,
accordingly, the Company has incurred minimal attorneys fees related to this
litigation. However, the agreement between the Company and it's legal counsel
stipulates that the Company's attorneys are to receive
7
<PAGE> 10
FLORAFAX INTERNATIONAL, INC.
Notes to Consolidated Financial Statements
Nine Months Ended May 31, 1995
40% of the net proceeds now that the case has reached the appellate court.
Consequently, the Company is to receive 60% of the ultimate proceeds.
Recognition of any of these amounts will not be reflected in the financial
statements until ultimate resolution.
Other
The Company is involved in various disputes involving routine business matters,
the resolution of all of which in management's opinion will not have a material
adverse effect upon the Company.
8
<PAGE> 11
FLORAFAX INTERNATIONAL, INC.
Management's Discussion and Analysis of Financial
Condition and Results of Operations
Liquidity and Capital Resources
Sources of cash to meet future requirements are existing cash balances,
internally generated funds, and the overdraft facility, discussed in Note 2 to
the consolidated financial statements. The Company has no assurances that the
overdraft facility will be extended past the maturity date in September 1995.
If the Company is unable to secure an extension of the agreement, it may be
necessary to seek additional financing either through debt or equity or
otherwise restructure. No assurance can be given that the Company will be able
to obtain additional financing on satisfactory terms.
Late in fiscal 1992 arrangements were made with PNC Bank, which holds the
Company's operating funds and credit card accounts, for an interim secured
overdraft facility limited to $1,300,000. The terms of the most recent addendum
to the overdraft facility reduce the amount available to the Company by $75,000
each month from April 15, 1995 through September 15, 1995, at which time the
facility expires. The Company has a security agreement pledging all the assets
of the Company as security for the overdraft facility. As of May 31, 1995 the
Company had available the entire $800,000 of unissued borrowing capacity under
the overdraft facility. In addition, as of May 31, 1995 the Company had on
deposit $500,000 with PNC Bank as collateral for the overdraft facility.
The Company has no formal plans for changes between equity and debt or other
financing arrangements other than previously discussed, however, management of
the Company is pursuing options which may include new sources of financing,
including equity capital. In addition, as discussed in Note 3, the Company is
hopeful that they will reach a settlement with GTE/MR during the current year,
which could provide an additional source of working capital. However, there
is no guaranty that the Company will obtain any equity capital nor is there any
guaranty that the Company will receive any funds as a result of the GTE/MR
judgment.
The Company continues to generate positive cash flow from operations. Cash
provided by operations for the nine months ended May 31, 1995 was $2,525,000
compared to $1,624,000 for the nine months ended May 31, 1994. The Company's
working capital deficit has been reduced from $2,412,000 at August 31, 1994 to
$1,577,000 at May 31, 1995, an improvement of $835,000.
For the nine months ended May 31, 1995 the company reported an overall increase
in cash of $1,204,000 compared to the nine months ended May 31, 1994 when the
Company reported an increase in cash of $436,000.
Operating cash flows historically have been generated primarily from processing
floral orders and charge card transactions for the Company's member florists,
as well as collecting dues, fees and directory advertising from the members.
Floral order processing may require settlement with the fulfilling florist
before collection of funds from the sending florist. The terms of the
Company's
9
<PAGE> 12
FLORAFAX INTERNATIONAL, INC.
Management's Discussion and Analysis of Financial
Condition and Results of Operations
receivables are 30 days, which management believes are consistent within the
industry. Charge card processing, however, generally allows the Company to
collect funds from the charge card issuer prior to settlement with the
merchant. Since in both types of transactions the Company is both collecting
and settling funds, the timing of these cash flows has a significant impact on
the Company's liquidity.
As discussed in Note 1 to the consolidated financial statements the Company
continues to engage in non traditional campaigns through it's wholly owned
subsidiary, The Flower Club. This has helped to improve the Company's cash
flow as all orders generated through The Flower Club are paid for by credit
cards. This allows the Company to receive its funds within days after
processing the transaction. For the quarter ended May 31, 1995 floral orders
and handling fees generated through The Flower Club amounted to approximately
$3,667,000 compared to $1,629,000 for the quarter May 31, 1994.
RESULTS OF OPERATIONS
General Comments
The effects of restructuring and relocating various departments within the
Company appear to have returned the company to profitability. The quarter ended
May 31, 1995 is the most profitable quarter the company has experience in over
four years. Likewise, the nine months ended May 31, 1995 is the most profitable
nine month period several years.
Net Revenues
Revenues from member dues and fees decreased for the nine months ended May 31,
1995 when compared to the same period in the previous year. The decrease in
revenue is a result of a smaller membership in the current year. Management
believes that the decline in the number of members is a result of a reduced
number of orders being sent to the members. Management is aware of the
importance of its membership level and, as a result, continues to generate
orders through The Flower Club. Management is hopeful that the attrition rate
will subside due to the associated increase in the number of orders the Company
is now sending to its members. For the quarter ended May 31, 1995 member dues
declined by only two percent when compared to the same period in the previous
year. Management attributes this stabilization in member dues to the increased
number of orders the Company is now generating.
Floral order revenue increased significantly for the quarter and nine months
ended May 31, 1995 when compared to the same period in the previous year. This
increase for both the quarter and nine months is attributed to orders and
handling fees generated by The Flower Club. Floral orders and
10
<PAGE> 13
FLORAFAX INTERNATIONAL, INC.
Management's Discussion and Analysis of Financial
Condition and Results of Operations
handling fees generated through The Flower Club were $3,667,000 and $8,066,000
for the quarter and nine months ended May 31, 1995, respectively, compared to
$1,629,000 and $3,310,000 for the same periods in the previous year. The nine
months ended May 31, 1994 and 1995 are not necessarily comparable as the
Company did not begin recognizing revenues generated by The Flower Club until
late in the first quarter during 1994.
Directory fees and advertising have decreased for nine months ended May 31,
1995 when compared to the same period in the prior year. The decrease is
primarily a result of a smaller membership base. For the quarter ended May 31,
1995 the Company issued two directories, while in the same quarter last year
only one directory was issued, which is why directory income is greater for the
quarter ended May 31, 1995 when compared to the same quarter in 1994.
Net revenues from credit card operations decreased for the quarter and nine
months ended May 31, 1995 when compared to the same periods in the previous
year. The gross dollar amount of credit cards processed actually increased,
however there were three primary factors that caused a decrease in revenues.
First, the Company lowered it's discount rate to be more competitive in certain
markets. Second, the Company experienced an increase in the cost to clear
credit card transactions as well as an increase in data capture and
authorization fees. Third, certain credit card companies began settling credit
card transactions directly with a segment of the Company's merchants, which
eliminated the Company's ability to charge a discount rate on these
transactions.
Expenses
Member support, general and administrative expenses decreased both for the
quarter and nine months ended May 31, 1995 when compared to the same period in
the prior year. Certain expenses such as salaries and telephone expense have
increased as a result of the floral order volume generated by The Flower Club.
However, the increase in salary was more than offset by the decrease in
contract labor costs, as the Company used more in house personnel during 1995
to handle the increased order volume. Bad debt expense was also less for the
quarter and nine months ended May 31, 1995 when compared to the same periods
last year, which is partly attributable to headquarters generated orders.
These orders are paid for by credit card which eliminates any collection
problems, which are normally associated with traditional orders. In addition,
the Company is able to send these orders to shops that owe the Company money
and thereby reduce the receivable from the florist by offsetting funds due to
the florist for filling these orders against the accounts receivable from the
florist. In addition, to the aforementioned expense reductions the Company also
experienced reductions in legal fees, equipment lease and maintenance expenses.
11
<PAGE> 14
FLORAFAX INTERNATIONAL, INC.
Management's Discussion and Analysis of Financial
Condition and Results of Operations
Selling and advertising expenses declined for both the quarter and nine months
ended May 31, 1995 when compared to the same periods in the previous year. The
main component accounting for the decline was a decrease in commissions and
salaries as well as the related taxes and insurance benefits. Savings were also
realized in the areas of travel, auto expense and direct marketing. Management
is in the process of analyzing the Company's sales department to ascertain the
best sales plan for the Company. Once this analysis is complete the Company may
increase expenditures in the sales area.
For the nine months ended May 31, 1995 directory publishing expenses have
declined as the Company is using a different printer this year that charges a
lower rate to print directories. In addition, the Company is printing fewer
directories due to a smaller membership. For the quarter ended May 31, 1995
directory expense is higher compared to last year as the Company issued two
directories in the current quarter compared to one directory during the quarter
ended May 31, 1994.
Other income (expense)
For the nine months ended May 31, 1994 the Company incurred litigation expenses
related to the GTE/MR trial, satisfied a judgment, and settled a law suit with
a disgruntled employee. During 1995 the Company has not incurred any similar
expenses.
12
<PAGE> 15
PART II OTHER INFORMATION
Item 1. Legal Proceedings
For a summary of legal proceedings, reference is made to Item 3, Legal
Proceedings, included in the Company's annual report on Form 10-KSB for the
year ended August 31, 1994 and to Note 3 of the Notes to Consolidated Financial
Statements included in this filing.
Item 2. Changes in Securities
None
Item 3. Defaults Upon Senior Securities
None
Item 4. The Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K
The following exhibits have been included with previous filings and,
accordingly, are included herein by reference.
(3) Articles of incorporation and Bylaws of the Registrant,
including amendments
(10) Material Contracts
(a) Convertible subordinated notes due to Clark Estates
maturing June 30, 1996
(b) Subordinated debentures maturing in 1998
13
<PAGE> 16
(c) Agreement dated December 3, 1993, Addendum, Second
Addendum Third Addendum, Fourth Addendum, and Fifth
Addendum thereto by and between the Registrant and
PNC Bank, Kentucky, Inc.
(d) Promissory Note to Citrus Bank dated November 9,
1993
(e) Promissory Note to Citrus Bank dated November 17,
1993
(f) Consulting agreement with David Harper of Ventura
County California dated December 10,1993
(g) Promissory Note to Citrus Bank dated January 25,
1994
(h) Purchase Agreement for certain assets formerly
owned by Savannah Floral Services, Inc. dated March
10, 1994
(i) Note Payable to Andrew Williams dated March 10, 1994
(j) Loan to James H. West, Director and President,
dated August 28, 1994
(k) Restructure agreement dated 12/16/94 to note
payable to Andrew Williams dated March 10, 1994
(l) Restructure agreement dated 12/23/94 to consulting
agreement dated December 10, 1993 by and between
the Registrant and David Harper
(21) Subsidiaries of the Registrant
The following exhibit is filed herein.
(27) Financial Data Schedule (for SEC use only)
During the three months ended May 31, 1995, the Company has not filed
any reports on Form 8-K.
14
<PAGE> 17
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.
Florafax International, Inc.
Date: July 12, 1995 James H. West
------------- -------------
James H. West
President and Chief
Financial Officer
15
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> AUG-31-1995
<PERIOD-START> SEP-01-1994
<PERIOD-END> MAY-31-1995
<EXCHANGE-RATE> 1
<CASH> 2,292,000
<SECURITIES> 0
<RECEIVABLES> 3,101,000
<ALLOWANCES> 534,000
<INVENTORY> 0
<CURRENT-ASSETS> 4,903,000
<PP&E> 4,277,000
<DEPRECIATION> 3,786,000
<TOTAL-ASSETS> 7,787,000
<CURRENT-LIABILITIES> 6,480,000
<BONDS> 3,115,000
<COMMON> 7,366,000
0
0
<OTHER-SE> (9,304,000)
<TOTAL-LIABILITY-AND-EQUITY> 7,787,000
<SALES> 0
<TOTAL-REVENUES> 5,481,000
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 4,742,000
<LOSS-PROVISION> 191,000
<INTEREST-EXPENSE> 233,000
<INCOME-PRETAX> 540,000
<INCOME-TAX> 0
<INCOME-CONTINUING> 540,000
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 540,000
<EPS-PRIMARY> 0.09
<EPS-DILUTED> 0.09
</TABLE>