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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-QSB
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended April 30, 1997 Commission file number 0-5653
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BALA CYNWYD CORPORATION
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NEW JERSEY 22-1436237
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
301 CITY AVENUE BALA CYNWYD, PA 19004
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 610-667-8225
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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 and (2) has been subject to such filing requirements for
the past 90 days.
Yes No X
--- ---
Indicate the number of shares outstanding of each of the issuer's classes of
common stock as of the close of the period covered by this report.
Class: COMMON, PAR VALUE $.05 PER SHARE
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OUTSTANDING at April 30, 1997 1,021,314
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BALA CYNWYD CORPORATION
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
APRIL 30, 1997
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INDEX
Part I - Financial Information (unaudited):
Condensed balance sheet as of
April 30,1997 and January 31,1997 2
Condensed statement of operations
for the three-month periods ended
April 30, 1997 and 1996 3
Condensed statement of cash flows
for the three-month periods ended
April 30, 1997 and 1996 4
Notes to condensed financial statements 5
Report of independent accountants 6
Management's discussion and analysis of the
financial condition and results of operations 7
Part II - Other Information
Item 1. Legal Proceedings 8
Item 2. Changes in Securities 8
Item 3. Defaults Upon Senior Securities 8
Item 4. Submission of Matters to a Vote of Security Holders 8
Item 5. Other Information 8
Item 6. Exhibits and Reports of Form 8-K 8
Signature 9
1
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BALA CYNWYD CORPORATION
CONDENSED BALANCE SHEET
(unaudited)
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<TABLE>
<CAPTION>
APRIL 30, JANUARY 31,
1997 1997
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ASSETS
<S> <C> <C>
Cash and cash equivalents $ 454,034 $ 444,201
Receivables, litigation 5,809 16,129
Due from shareholder 13,019 7,588
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$ 472,862 $ 467,918
========= =========
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
Due to affiliates $ 4,456 $ 3,000
Accrued expenses 16,250 16,250
Income taxes payable 6,312 5,118
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27,018 24,368
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Shareholders' equity:
Preferred stock, cumulative convertible, $.05 par
value; 500,000 shares authorized, 2,600
shares issued 130 130
Common stock, $.05 par value; 2,000,000 shares
authorized, 1,054,419 shares issued 52,721 52,721
Additional paid-in capital 462,327 462,327
Accumulated deficit (49,768) (52,062)
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465,410 463,116
Less treasury stock, at cost:
Preferred stock (2,600 shares) (5,000) (5,000)
Common stock (33,105 shares) (14,566) (14,566)
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Net shareholders' equity 445,844 443,550
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$ 472,862 $ 467,918
========= =========
</TABLE>
See accompanying notes to condensed financial statements.
2
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BALA CYNWYD CORPORATION
CONDENSED STATEMENT OF OPERATIONS
(unaudited)
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<TABLE>
<CAPTION>
THREE MONTHS ENDED
APRIL 30,
1997 1996
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<S> <C> <C>
Revenue, interest income $ 5,064 $ 9,378
General and administrative expenses 1,576 7,962
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Income before provision for income taxes 3,488 1,416
Provision for personal holding company income taxes 1,194 --
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Net income $ 2,294 $ 1,416
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Net income per share, basic and diluted $ -- $ --
========== ==========
Weighted average number of outstanding
shares for basic and diluted 1,021,314 1,021,314
========== ==========
</TABLE>
See accompanying notes to condensed financial statements.
3
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BALA CYNWYD CORPORATION
CONDENSED STATEMENT OF CASH FLOWS
(unaudited)
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<TABLE>
<CAPTION>
THREE MONTHS ENDED
APRIL 30,
1997 1996
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INCREASE (DECREASE) IN CASH
<S> <C> <C>
Cash flows from operating activities:
Net income $ 2,294 $ 1,416
Adjustments to reconcile net income to net
cash provided by operating activities:
Decrease in operating assets:
Receivables 10,320 --
Increase in operating liabilities:
Accrued expenses -- 62
Income taxes payable 1,194 --
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Net cash provided by operating activities 13,808 1,478
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Cash flows from investing activities:
Advances to/from shareholder, net (5,431) (1,478)
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Net cash (used in) investing activities (5,431) (1,478)
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Cash flows from financing activities:
Advances from affiliates 1,456 --
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Net cash provided by financing activities 1,456 --
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Net increase in cash and cash equivalents 9,833 --
Cash and cash equivalents at beginning of period 444,201 1,681
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Cash and cash equivalents at end of period $ 454,034 $ 1,681
========= =========
</TABLE>
See accompanying notes to condensed financial statements.
4
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BALA CYNWYD CORPORATION
NOTES TO CONDENSED FINANCIAL STATEMENTS
(unaudited)
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1. In the opinion of management, the accompanying unaudited condensed
financial statements contain all adjustments necessary to present
fairly the financial position as of April 30, 1997 and the results of
operations and cash flows for the three-month periods ended April 30,
1997 and 1996. The results of operations for the three-month period
ended April 30, 1997 are not necessarily indicative of the results to
be expected for the full year.
2. Margolis & Company P.C., the Company's auditors, has performed a
limited review of the financial information for the periods ended April
30, 1997 included herein. Their report on such review accompanies this
filing.
5
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REPORT OF INDEPENDENT ACCOUNTANTS
To the Board of Directors
Bala Cynwyd Corporation
Bala Cynwyd, PA
We have reviewed the accompanying condensed balance sheet of Bala Cynwyd
Corporation as of April 30, 1997 and the related condensed statements of
operations and cash flows for the three- month period ended April 30, 1997.
These financial statements are the responsibility of the Company's management.
We conducted our review in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures to
financial data and making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is
the expression of an opinion regarding the financial statements taken as a
whole. Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material modifications that should
be made to the accompanying condensed financial statements for them to be in
conformity with generally accepted accounting principles.
We have previously audited, in accordance with generally accepted auditing
standards, the balance sheet as of January 31, 1997 and the related statements
of operations, shareholders' equity, and cash flows for the year then ended (not
presented herein); and in our report dated January 10, 2000, we expressed an
unqualified opinion on those financial statements. In our opinion, the
information set forth in the accompanying condensed balance sheet as of January
31, 1997 is fairly stated, in all material respects, in relation to the balance
sheet from which it has been derived.
The financial statements of Bala Cynwyd Corporation for the three-month period
ended April 30, 1996 were prepared by management and were not audited or
reviewed by an independent accountant.
Certified Public Accountants
Bala Cynwyd, Pennsylvania
June 9, 2000
6
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BALA CYNWYD CORPORATION
MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(unaudited)
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Nature of Business
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The Company presently conducts no business, but is searching for appropriate
investment and acquisition opportunities. Its only income consists of interest
from investment income.
Results of Operations
---------------------
During the three months ended April 30, 1997, the Company earned interest of
$5,064 as compared to $9,378 of interest earned in the three months ended April
30, 1996, a decrease of $4,314. During the three months ended April 30, 1997,
the Company incurred general and administrative expenses of $1,576, a decrease
of $6,386 as compared with the three months ended April 30, 1996 expenses of
$7,962.
Liquidity and Capital Resources
-------------------------------
During the three months ended April 30, 1997, the Company satisfied its working
capital needs from cash on hand at the beginning of the year and cash generated
from interest income during the period. As of April 30, 1997, the Company had
working capital of $445,844. This working capital is expected to provide the
Company with sufficient capital while it seeks a merger, acquisition or other
arrangement by and between the Company and a viable operating entity, although
there is no assurance that this will occur.
7
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BALA CYNWYD CORPORATION
Part II - Other Information
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
None
Item 3. Defaults upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information
None
Item 6. Exhibits and Reports of Form 8-K
None
8
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BALA CYNWYD CORPORATION
SIGNATURE
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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.
BALA CYNWYD CORPORATION
/s/Albert M. Zlotnick
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Albert M. Zlotnick, President and
Chief Executive Officer
Date: August 25, 2000
9
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BALA CYNWYD CORPORATION
APPENDIX A TO ITEM 601(c) OF REGULATION S-B
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THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS OF BALA CYNWYD CORPORATION AS OF AND FOR THE THREE MONTHS
ENDED APRIL 30, 1997 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
ITEM NUMBER AMOUNT ITEM DESCRIPTION
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5-02(1) $454,034 Cash and cash items
5-02(2) 0 Marketable securities
5-02(3)(a)(1) 0 Notes and accounts receivable, trade
5-02(4) 0 Allowances for doubtful accounts
5-02(6) 0 Inventories
5-02(9) 472,862 Total current assets
5-02(13) 0 Property, plant and equipment
5-02(14) 0 Accumulated depreciation
5-02(18) 472,862 Total assets
5-02(21) 27,018 Total current liabilities
5-02(22) 0 Bonds, mortgages and similar debt
5-02(28) 0 Preferred stock, mandatory redemption
5-02(29) 130 Preferred stock, no mandatory redemption
5-02(30) 52,721 Common stock
5-02(31) 392,993 Other shareholders' equity
5-02(32) 472,862 Total liabilities and shareholders' equity
5-03(b)1(a) 0 Net sales of tangible products
5-03(b)1 5,064 Total revenues
5-03(b)2(a) 0 Cost of tangible goods sold
5-03(b)2 0 Total costs and expenses applicable to
sales and revenues
5-03(b)3 1,576 Other costs and expenses
5-03(b)5 0 Provision for doubtful accounts and notes
5-03(b)(8) 0 Interest and amortization of debt discount
5-03(b)(10) 3,488 Income before taxes and other items
5-03(b)(11) 1,194 Income tax expense
5-03(b)(14) 2,294 Income from continuing operations
5-03(b)(15) 0 Discontinued operations
5-03(b)(17) 0 Extraordinary items
5-03(b)(18) 0 Cumulative effect, changes in
accounting principles
5-03(b)(19) 2,294 Net income
5-03(b)(20) 0 Earnings per share, basic
5-03(b)(20) 0 Earnings per share, diluted
