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 first quarter ended June 30, 1995
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
EXCHANGE ACT
For the transition period from to
Commission File Number 2-85498-C
PREMIS CORPORATION
(Exact name of registrant as specified in its charter)
Minnesota 411424202
(State of Incorporation) (I.R.S. Employer Identification Number)
15301 Highway 55 West Plymouth, MN. 55447
(Address of Principal Executive Offices)
(612) 550-1999
(Issuer's Telephone Number)
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 X No
Number of shares outstanding at June 30, 1995:
Common Stock, Par Value: $.01 Shares: $2,590,694
Transitional small business disclosure format (check one).
Yes X No
PART I - FINANCIAL INFORMATION
PREMIS CORPORATION
BALANCE SHEET
June 30, March 31,
ASSETS 1995 1995
Current assets:
Cash $516,173 $426,959
Trade accounts receivable, net of
allowance for doubtful accounts of
$35,000 and $35,000, respectiveliy 659,594 541,240
Inventory 115,851 165,555
Prepaid expenses 20,649 1,200
Deferred Taxes 0 50,000
__________ __________
Total current assets 1,312,267 1,184,954
Property and equipment:
Furniture and equipment 200,072 189,611
Leased equipment 37,797 19,753
Less accumulated depreciation & amortization (165,166) (160,613)
__________ __________
172,703 48,751
Software distribution rights, net of
accumulated amortization of 104,604
and $88,159, respectively 305,721 325,916
__________ __________
Total assets $1,690,691 $1,559,621
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Trade accounts payable 93,817 177,339
Accrued rent 0 2,249
Deferred income tax liability 14,000 0
Accrued income tax 31,992 0
Other accrued liabilities 105,232 139,507
Unearned income 156,653 170,529
Capital lease obligations 2,342 3,272
Customer deposits 151,980 58,010
Notes payable 82,593 100,621
__________ __________
Total current liabilities 638,609 651,527
Long-term liabilities:
Notes payable 226,084 226,084
__________ __________
Total long-term liabilities 226,084 226,084
Stockholders' equity:
Common stock, 4,000,000 shares authorized,
2,590,694 shares issued and outstanding,
$.01 par value 25,906 25,906
Additional paid-in capital 728,556 728,556
Retained earnings 71,536 (72,452)
__________ __________
Total stockholders' equity 825,998 682,010
__________ __________
Total liabilities and stockholders' equity $1,690,691 $1,559,621
See accompanying notes to the financial statements.
PART I - FINANCIAL INFORMATION
CONDENSED STATEMENTS OF OPERATIONS
For the Three Months
Ended June 30
1995 1994
(unaudited) (unaudited)
Revenue:
Systems Sales $982,449 $585,966
Maintenance Fees and Other Income 207,305 101,494
__________ __________
Total Revenue 1,189,754 687,460
Cost of Sales:
Systems 502,465 260,481
Royalty Expense 54,441 28,692
Other 34,406 28,963
__________ __________
Total Cost of Sales 591,312 318,136
Gross Profit 598,442 369,324
Selling, General Administrative Expenses 358,461 271,104
__________ __________
Net Income Before Taxes 239,981 98,220
Income Tax Expense 95,992 0
__________ __________
Net Income $143,989 $98,220
Net Income per Share $.06 $.04
Weighted Ave. Fully Diluted Shares Outstanding 2,912,661 2,590,694
PART I - FINANCIAL INFORMATION
PREMIS CORPORATION
Statement of Change in Financial Position
For the Three Months
Ended June 30
1995 1994
(unaudited) (unaudited)
Cash Flows From Operating Activities:
Net Income (Loss) $143,989 $98,220
__________ __________
Adjustments to reconcile net income to net
cash provided (used) by operation activities:
Depreciation and amortization 4,552 3,495
Changes in assets and liabilities:
Current Assets (17,904) (318,209)
Current Liabilities (12,918) 150,329
__________ __________
Net Cash Provided (Used) by Operating Activities 117,720 66,165
Cash Flows From Investing Activities:
Purchase of property and equipment 28,505 5,884
__________ __________
Net Cash (Used) by Investing Activities 28,505 5,884
Cash Flows From Financing Activities:
Acquisition of Debt 0 50,000
Retirement of Capital Lease Obligations 0 (778)
__________ __________
Net Cash Provided by Financing Activities 49,222
Net Increase (Decrease) in Cash 89,214 11,059
Cash at Beginning of Year 426,959 119,157
Cash at End of Period 516,173 108,098
PREMIS CORPORATION
NOTES TO CONDENSED FINANCIAL STATEMENTS
June 30, 1995
Note 1: Basis of Presentation
The accompanying condensed balance sheet as of June 30, 1995, and the condensed
income statements and statements of changes in financial position for the three
month period ended June 30, 1995, are presented without audit. In the opinion
of the management, all normally recurring adjustments necessary for a fair
presentation of the financial statements in conformity with generally accepted
accounting principles have been made.
Certain footnote disclosures and other information normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been omitted. These condensed financial statements should be
read in conjunction with the financial statements and notes thereto included in
the Company's audited financial statements as of March 31, 1995 as included in
its 10K filing on June 28, 1995
The balance sheet as of March 31, 1995 has been taken from the audited financial
statements as of that date.
Note 2: Change In Accounting Principal
Effective April 1, 1993, the Company adopted the provisions of Statement of
Financial Accounting Standards No. 109 (FAS 109), "Accounting For Income Taxes".
Under FAS 109, the Company recognized the future tax benefit of operating loss
carryforwards totaling $50,000 at April 1, 1993, net of valuation allowances.
This recognition is reported as the cumulative effect of a change in accounting
for income taxes and a deferred asset in the accompanying financial statements.
In the period ended June 30, 1995 the tax benefits of operating loss carry
forwards were entirely utililized which resulted in a $50,000 reduction in net
income for the period.
Prior period financial statements of the Company have not been restated to
reflect the adoption of FAS 109.
Note 3: Income Taxes
Income taxes were provided for the period ended June 30, 1995, while no income
taxes were provided for in the period ended June 30, 1994. At June 30, 1995,
the Company had exhausted its net operation losses which can be utilized to
offset taxable income.
The deferred income taxes at April 1, 1994 and June 30, 1995 are as follows:
April 1, 1995 June 30, 1995
Taxes Associated With:
Net Operating Loss Carryforwards $50,000 $ 0
PREMIS CORPORATION
Management's Discussion and Analysis of
Financial Condition and Results of Operation
The fiscal year ending March 31, 1995, was a year of continuing profitability
for the Company with a net profit of $474,687 compared to a net profit of
$148,931 for the prior year. The Company has followed that year with continued
improvement in the first quarter of fiscal 1996. The new products introduced in
fiscal 1992, 1993 and 1994 have shown substantial growth, while the Iris line of
products which we are representing on a royalty basis has made a significant
contribution.
Three Months Ending June 30, 1995, Compared to
Three Months Ending June 30, 1994
For the three months ending June 30, 1995, sales were 102% greater than the
comparable period for fiscal 1995, at $1,189,754 verses $687,460. The three
month period provided a net profit of $143,989 versus $98,220 in fiscal 1995.
Results reflect a steady increase in sales to larger clients in our market
place. Gross profit was up 62% to $598,442 from $369,324 in fiscal 1995, due
to higher sales and reflects a higher percentage of hardware included in system
sales. General and administrative expense has risen by 32% from the comparable
period in fiscal 1995, reflecting staffing and marketing cost increases required
to obtain and support a higher level of sales. Maintenance fees and other
income which were $106,864 higher in fiscal 1996 versus 1995, reflect the
increased growth in customer base.
Directors and Executive Officers of the Registrant
The executive officers are elected annually by the Board of Directors. There
are no arrangements or understandings among the officers and any other person
pursuant to which he/she was selected as an officer.
Liquidity and Capital Resources
The Company feels that current resources will provide adequate liquidity and
capital to execute its business plan.
Income Tax
During the first quarter ending June 30, 1995 the tax loss carry forward for
the company was exhausted. See notes 2 and 3 to the financial statement.
Part II - OTHER INFORMATION
Item 1. Legal Proceedings.
In May 1995, the Company was served with a law suit by a former
employee. The case is venued in the District Court of Hennepin County,
Minnesota. The action asserts claims for wrongful termination, breach
of contract and related claims. The Company believes the claims are
without merit, has denied the validity of these claims and will
vigorously defend its position.
Item 2. Changes in Securities.
none.
Item 3. Defaults Upon Senior Securities.
Not Applicable.
Item 4. Submission of Matters to a Vote of Security Holders.
On August 9, 1995, the Registrant's annual meeting of shareholders was
held in Minnetonka, Minnesota. The nominees for Directors were elected
and Price Waterhouse Company was appointed as Certified Public
Accountants for the fiscal year ending March 31, 1996. No other
matters were brought before the shareholders for a vote.
Item 5. Other Information.
Not Applicable.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits: None
(b) The Company did not file any reports on Form 8-K during the
three-month period ended June 30, 1995.
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
PREMIS CORPORATION
August 15, 1995 By: /s/ F. T. Biermeier
Date F. T. Biermeier
Chairman, Chief Executive Officer
and President
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report signed below by the following persons on behalf of the registrant and
in the capacities and on the dates indicated.
DIRECTORS
/s/ Mary Ann Calhoun August 15, 1995
Mary Ann Calhoun Date
Vice President, Secretary
