MULTI SOLUTIONS INC
10QSB, 1999-10-14
PREPACKAGED SOFTWARE
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 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 July 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: 0-12162
                        -------

                              MULTI SOLUTIONS, INC
        -----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

           NEW JERSEY                                            22-2418056
- -------------------------------                               ----------------
(State or other jurisdiction of                               (I.R.S. Employer
incorporation or organization)                               Identification No.)

              4262 US Route 1, Monmouth Junction, New Jersey 08852
              ----------------------------------------------------
                    (Address of principal executive offices)

Issuer's telephone number, including area code: (908) 329-9200
                                                --------------

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  [ ]

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
Common Stock, as of the latest practicable date.

         Class                                      Outstanding at July 31, 1999
- -----------------------                             ----------------------------
Common Stock, par value                                      18,813,398
    $.001 per share

<PAGE>

PART I.  FINANCIAL INFORMATION
- ------------------------------

ITEM 1.  FINANCIAL STATEMENTS
         --------------------

     The accompanying  consolidated  financial  statements are unaudited for the
interim  periods,  but  include  all  adjustments  (consisting  only  of  normal
recurring   accruals)  which  management   considers   necessary  for  the  fair
presentation of results for the six and three months ended July 31, 1999.

     Moreover, these consolidated financial statements do not purport to contain
complete disclosure in conformity with generally accepted accounting  principles
and  should  be  read  in  conjunction  with  the  Company's  audited  financial
statements at, and for the fiscal year ended January 31, 1999.

     FreeTrek.Com is a newly formed  subsidiary of Multi  Solutions,  Inc. Multi
Solutions,  Inc retains  approximately a 65% interest in FreeTrek.Com,  Inc. The
remaining  approximately 35% interest in FreeTrek.Com,  Inc. obtained by private
investors for services and cash to fund initial  software  development and other
startup activities.

     The results  reflected for the six and three months ended July 31, 1999 are
not  necessarily  indicative  of the results for the entire  fiscal year.  Multi
Solutions,  Inc. owns 52% of Multi Soft,  Inc.'s common stock.  Multi  Solutions
Inc.  financial  statements are consolidated with its subsidiaries:  Multi Soft,
Inc.,  NetCast,  Inc.  (currently  inactive),  and  FreeTrek.Com,  Inc. which is
currently  in the  development  stage.  The  financial  statements  include  the
operation  results of  FreeTrek.Com,  Inc. for the period  ending July 31, 1999.
FreeTrek  did  not  have a  material  impact  on  the  consolidated  results  of
operations for Multi Solutions, Inc.

     FreeTrek.Com,  Inc. is a provider of business system and internet software,
solutions and support.  The company has developed a powerful new  software-based
tool  and  promotion  program  for  tapping  into  the  marketing  communication
potential of the internet.  Unlike many  "broadcast"  model  internet  marketing
concepts,  FreeTrek.Com  offers major  marketers the  opportunity to communicate
one-on-one  with  carefully  defined  private  networks  of their most  valuable
consumers.

<PAGE>

MULTI SOLUTIONS, INC.
BALANCE SHEETS
JULY 31, 1999 and  JANUARY 31, 1999

                                                       31-Jul          31-Jan
                                                        1999            1999
                                                    -----------     -----------
ASSETS
CURRENT ASSETS
     Cash                                           $   325,233     $    18,420
     Accounts Receivable (net of allowance
      of $43,783 and $43,783 respectively)              208,445         132,316
     Prepaid expenses and other current assets           15,675          13,385
                                                    -----------     -----------
                                                        549,353         164,121
FURNITURE AND EQUIPMENT
     Research and Development Equipment                  15,518          63,526
     Office furniture and other equipment                31,781          20,474
                                                    -----------     -----------
                                                         47,299          84,000
     Less: Accumulated Depreciation                     (18,315)        (16,780)
                                                    -----------     -----------
                                                         28,984          67,220

Organizational costs                                      8,526           2,415
      Less: Accumulated Amorization                        (968)           (968)
                                                    -----------     -----------
                                                          7,558           1,447
OTHER ASSETS
     Capitalized software development costs           1,496,350       1,607,505
     Less accumulated amortization                     (599,192)       (809,915)
                                                    -----------     -----------
                                                        897,158         797,590

Intangibles                                                 200             200

                                                    $ 1,483,253     $ 1,030,578
                                                    ===========     ===========

<PAGE>

MULTI SOLUTIONS, INC.
BALANCE SHEETS
JULY 31 , 1999 and JANUARY 31, 1999

<TABLE>
<CAPTION>
                                                           31-Jul          31-Jan
LIABILITIES AND STOCKHOLDERS'                               1999            1999
                                                        -----------     -----------
DEFICIENCY
CURRENT LIABILITIES
<S>                                                     <C>             <C>
     Loan payable to bank                               $        --     $       796
     Note Payable                                             6,565           6,565
     Accrued payroll                                         23,284              --
     Payroll and other taxes payable                         18,785          19,480
     Accounts Payable, Accrued  expenses and
            other  Current Liabilities                      165,813         196,416
     Accrued officer compensation                           236,590         198,057
     Deferred Revenues                                      195,835         187,648
                                                        -----------     -----------
                                                            646,872         608,962

     Deferred compensation due officer /shareholders        586,605         586,605

STOCKHOLDERS' DEFICIENCY
   Common stock, authorized 30,000,000 shares
      $.001 par value, issued and outstanding
   13,509,473 (1999) and 13,509,473 (1999)                   18,814          18,814
   Additional paid-in capital, net of deferred
      compensation $27,907 (1999) and $41,365(1999)       8,668,328       8,661,197
   Accumulated deficit                                   (8,894,366)     (8,845,000)
                                                        -----------     -----------
                                                           (207,224)       (164,989)

MINORITY INTEREST                                           457,000

                                                        $ 1,483,253     $ 1,030,578
                                                        ===========     ===========
</TABLE>

<PAGE>

MULTI SOLUTIONS, INC
STATEMENTS OF OPERATIONS
JULY  31, 1999 and JULY 31, 1998

<TABLE>
<CAPTION>
                                                          Six Months Ended                 Three Months Ended
                                                               31-Jul                            31-Jul
                                                        1999             1998             1999             1998
                                                    ------------     ------------     ------------     ------------
REVENUES
<S>                                                 <C>              <C>              <C>              <C>
      License fees                                  $     76,099     $     93,639     $     16,375     $     16,527
      Maintenance fees                                   231,609          294,578          118,072          142,314
      Consulting and Other fees                           50,304            5,240           34,786            5,240
                                                    ------------     ------------     ------------     ------------
             Total revenues                              358,012          393,457          169,233          164,081

EXPENSES
      Software development and technical support         114,385           92,310           57,193           46,155
      Selling and administrative                         306,422          338,049          141,824          177,713
                                                    ------------     ------------     ------------     ------------
             Total expenses                              420,807          430,359          199,017          223,868
                                                    ------------     ------------     ------------     ------------

             Income  (Loss)  from operations             (62,795)         (36,902)         (29,784)         (59,787)

OTHER INCOME (EXPENSE)
      Other Revenues                                          --            5,237               --            5,237
      Interest Expense                                        --             (889)              --             (269)
                                                    ------------     ------------     ------------     ------------
             Total other income                               --            4,348               --            4,968

             Net Income (Loss)                      $    (62,795)    $    (32,554)    $    (29,784)    $    (54,819)
                                                    ============     ============     ============     ============

             Weighted average shares outstanding      18,813,398       18,407,648       18,813,398       18,548,398
                                                    ============     ============     ============     ============

             Income (Loss)  per share               $         --     $         --     $         --     $         --
                                                    ============     ============     ============     ============
</TABLE>

<PAGE>

MULTI - SOLUTIONS, INC.
52 % owned subsidiary of Multi Solutions, Inc.
STATEMENTS OF CASH FLOWS
JULY 31 , 1999 and July 31 , 1998

<TABLE>
<CAPTION>
                                                                            31-Jul          31-Jul
                                                                             1999            1998
                                                                         -----------     -----------
Cash flows from operating activities
<S>                                                                      <C>             <C>
      Net Income                                                         $   (62,795)    $   (32,554)
      Adjustments to reconcile net income  to net cash
           provided by operating activities
      Depreciation and amortization                                          115,253          95,569
      Changes in assets and liabilities
              Accounts receivable                                            (76,129)        (44,477)
              Prepaid expenses and other current assets                       (2,290)        (23,925)
              Accrued payroll                                                 23,284          51,499
              Note Payable                                                        --          (7,298)
              Payroll and other taxes payable                                   (695)         (2,983)
              Accounts payable and accrued expenses                          (30,603)         14,580
              Accrued officer compensation                                    38,533          87,498
              Deferred revenues                                                8,187         (21,025)
                                                                         -----------     -----------
                     Net cash provided  by operating activities               12,745         116,884

Cash flows from investing activities
       Capitalized Organizational Cost                                        (6,111)
      Capitalized software development costs                                (163,156)       (146,007)
                                                                         -----------     -----------
                     Net cash used in investing activities                  (169,267)       (146,007)

Cash flows from financing activities
      Net repayments under loan and line of credit ageements                    (796)         (6,897)
      Amortization of Stock Grants                                             7,131           2,847
      Issuances of Capital Stock                                                                 282
      Increase (Decrease) in Minority Interest                               457,000           6,739
                                                                         -----------     -----------
                     Net cash provided (used) by financing activities        463,335           2,971
                                                                         -----------     -----------

                     NET INCREASE (DECREASE) IN CASH                         306,813         (26,152)

Cash at beginning of year                                                     18,420          29,524
                                                                         -----------     -----------

Cash at end of period                                                    $   325,233     $     3,372
                                                                         ===========     ===========
</TABLE>

<PAGE>

ITEM 2.   MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL  CONDITION  AND
          ----------------------------------------------------------------------
          RESULTS OF OPERATIONS
          ---------------------

Results of Operations
- ---------------------

Six months  ended July 31, 1999  compared to six months  ended July 31, 1998 and
- --------------------------------------------------------------------------------
three months ended July 31, 1999 compared to three months ended July, 31 1998
- -----------------------------------------------------------------------------

     Revenues for the current six months of fiscal year 1999  decreased  $35,205
or 9.8% compared with the comparable period of the prior year.  Revenues for the
three month period ending July 31, 1999  increased  $5,392 or 3.2% compared with
the comparable  period of the prior year.  The overall  decrease in revenues for
the current six month period is  attributable a decrease in maintenance  revenue
during the current six month period.

     Operating  expenses  for the six  month  period  decreased  $9,552 or 22.7%
compared with the comparable period of the prior year. Operating expense for the
three month period ending July 31, 1999 decreased $24,851 or 12.5% compared with
the prior year.  The decrease in the six month and three month period was due to
the reduction of certain  expenses such as legal fees,  outside  marketing and a
reduction  in staff.  Also,  the  software  development  expense has  increased,
$22,075. The reason for this increase in Software Development is that Multi Soft
is amortizing capitalized  development that was not being amortized in the prior
period.

     Operating  loss,  before other Income  (expense) of $62,795 for the current
six month period increased  $25,893  compared with the comparable  period of the
prior year.  Operating loss,  before other income  (expense) was $29,784 for the
current three month decreased  $30,003  compared with the operating  income from
the comparable period of the prior year. The reason for this increase in the six
month period  operating  loss is  cancellations  in  maintenance  coupled with a
decrease in sales for the current six month period.

     Other Income  (expense)  for the current six month period was 0 as compared
with  4,348 for the  comparable  period  of the  prior  year.  The  decrease  is
attributable  to a miscellaneous  revenue in the comparable  period that did not
reoccur in the current period.

     For the current six month  period , net loss of $62,795 or ($.00) cents per
share was incurred compared with a net loss of $32,554 or ($.00) cents per share
an decrease  of $31,241.  For the  current  three  month  period,  a net loss of
$29,784 was  incurred  compared  with $54,819 in the  comparable  period for the
prior year a decrease of $25,035.

Major Customers
- ---------------

     In the  first  six  months  of 1999,  IBM  accounted  for  17.25%  of total
revenues. In the first six months of 1998, IBM accounted for 24.3%.

<PAGE>

Liquidity and Capital Resources
- -------------------------------

     At July 31, 1999, the Company had a negative  working  capital  position of
($97,519); and has been experiencing cash flow problems.

     Management  of  the  company  has  taken  various  steps  to  correct  this
situation.  Overhead  costs  have  been cut  drastically  as a  result  of staff
reductions and curtailment of all outside  marketing and  advertising  costs. In
addition,  senior staff salaries were reduced and executive  officers'  salaries
were partly deferred.  Secondly,  the company's  subsidiary Multi Soft broadened
its product  base into the Windows  environment  and has made its Windows  based
products easier to learn and use.

     It is the company's  intent to remain a technology  provider and search out
multiple  distribution  channels,  rather than to try and grow via an  expensive
direct  sales  force.  This allows the focus to stay on  technology,  with a low
overhead  cost for each  distribution  channel  used.  However,  if the  Company
obtains  additional  funds  from  operations  or  otherwise,  it plans to expand
in-house  marketing  activities  by  advertising  in trade  publications  and by
conducting targeted mailing.

Dividend Policy
- ---------------

     The Company  has not  declared or paid any  dividends  on its common  stock
since its inception and does not anticipate  the  declaration or payment of cash
dividends in the foreseeable future. The Company intends to retain earnings,  if
any, to finance the development  and expansion of its business.  Future dividend
policy will be subject to the  discretion  of the Board of Directors and will be
contingent  upon future  earnings,  if any, the Company's  financial  condition,
capital requirements,  general business conditions and other factors. Therefore,
there can be no assurance that dividends of any kind will ever be paid.

Effect of Inflation
- -------------------

     Management  believes that  inflation  has not had a material  effect on its
operations for the periods presented.

<PAGE>

Cautionary Statement
- --------------------

     This Form 10-KSB contains certain  forward-looking  statements  regarding ,
among other things,  the  anticipated  financial  and  operating  results of the
company.  For  this  purpose,  forward-looking  statements  are  any  statements
contained  herein that are not  statements of historical  fact and include , but
are not limited to,  those  preceded by or that  include the words,  "believes,"
"expects,"  "anticipated," or similar  expressions.  In connection with the safe
harbor provisions of the Private  Securities  Litigation Reform act of 1995, the
Company is including this cautionary  statement  identifying  important  factors
that could cause the company's  actual results to differ  materially  from those
projected in forward  looking  statements made by, or on behalf of, the company.
These  factors,  many of which are beyond the control of the company and include
the  Company's  ability to, (I) continue as a going  concern,  (ii)  continue to
receive royalties from its existing  licensing and consulting  arrangements(iii)
develop additional marketable software and technology, (iv) compete with larger,
better  capitalized  competitors,  and reverse  ongoing  liquidity and cash flow
problems.

PART II - OTHER INFORMATION
- ---------------------------

Item 6.   Exhibits and Reports on Form 8-K

          (a)  Exhibits

               27.  Financial Data Schedule

          (b)  Reports on Form 8-K

<PAGE>

                                   SIGNATURES
                                   ----------

Pursuant to the  requirements  of the  Securities  and Exchange Act of 1934, the
registration  has duly  caused  this  report to be  signed on its  behalf by the
undersigned thereunto duly authorized.

                                   MULTI SOLUTIONS, INC.

Dated: September 15, 1999
                                   By:______________________________
                                   Charles J. Lombardo, Chief Executive Officer,
                                   Chief Financial Officer and Treasurer


<TABLE> <S> <C>

<ARTICLE>                     5

<S>                           <C>
<PERIOD-TYPE>                 6-MOS
<FISCAL-YEAR-END>                      JAN-31-1999
<PERIOD-END>                           JUL-31-1999
<CASH>                                     325,233
<SECURITIES>                                     0
<RECEIVABLES>                              208,445
<ALLOWANCES>                                43,783
<INVENTORY>                                      0
<CURRENT-ASSETS>                           533,678
<PP&E>                                      47,299
<DEPRECIATION>                              13,787
<TOTAL-ASSETS>                           1,467,578
<CURRENT-LIABILITIES>                      646,872
<BONDS>                                          0
<COMMON>                                    18,814
                            0
                                      0
<OTHER-SE>                                (207,224)
<TOTAL-LIABILITY-AND-EQUITY>             1,483,253
<SALES>                                     76,099
<TOTAL-REVENUES>                           358,012
<CGS>                                      114,385
<TOTAL-COSTS>                              420,807
<OTHER-EXPENSES>                                 0
<LOSS-PROVISION>                                 0
<INTEREST-EXPENSE>                               0
<INCOME-PRETAX>                            (62,795)
<INCOME-TAX>                                     0
<INCOME-CONTINUING>                        (62,795)
<DISCONTINUED>                                   0
<EXTRAORDINARY>                                  0
<CHANGES>                                        0
<NET-INCOME>                               (62,795)
<EPS-BASIC>                                      0
<EPS-DILUTED>                                    0


</TABLE>


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