<PAGE> 1
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
=====================================
FORM 10-Q
(MARK ONE)
/ / QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
/ / SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTER ENDED APRIL 30, 1996
--------------
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 0-11434
-------
ALFIN, INC.
-----------------------------------------------------------------
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
NEW YORK 13-3032734
- ------------------------------------- -------------------------
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NUMBER)
720 FIFTH AVENUE, NEW YORK, N.Y. 10019
- ------------------------------------------------------------------
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (212) 333-7700
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 CORPORATE ISSUERS: INDICATE THE NUMBER OF SHARES
OUTSTANDING OF EACH OF THE ISSUER'S CLASSES OF COMMON STOCK, AS OF THE LATEST
PRACTICABLE DATE: 11,662,926 SHARES OF COMMON STOCK, $.01 PAR VALUE PER SHARE,
AT JUNE 10, 1996.
<PAGE> 2
ALFIN, INC. AND SUBSIDIARIES
FORM 10-Q
INDEX
<TABLE>
<CAPTION>
Page
----
<S> <C>
PART I - FINANCIAL INFORMATION
- ------ ---------------------
Item 1. Financial Statements
Condensed Consolidated Balance Sheets - 3-4
April 30, 1996 and July 31, 1995
Condensed Consolidated Statements of
Operations for the three months and
nine months ended April 30, 1996 and
1995. 5
Condensed Consolidated Statements of
Cash Flows for the nine months ended
April 30, 1996 and 1995. 6
Notes to Condensed Consolidated Financial
Statements 7-9
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of
Operations 10-12
Exhibit 11 Schedule of Computation of Earnings per share 13
Part II - OTHER INFORMATION
- ------- -----------------
Item 4. Submission of matters to a vote of
Security Holders 14
Item 5. Other information 14
Signatures 15
</TABLE>
2
<PAGE> 3
ALFIN, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
APRIL 30, JULY 31,
ASSETS 1996 1995
------ ---------------- --------------
<S> <C> <C>
CURRENT ASSETS:
Cash $ 2,467,045 $ 515,636
Accounts receivable, net of allowances
for doubtful accounts and chargebacks
of $858,436 and $634,593 at April
30, 1996 and July 31, 1995, respectively
and sales allowances of $356,264 and
$406,264 at April 30, 1996 and July 31,
1995, respectively 1,600,491 1,392,315
Inventories 2,712,681 3,326,567
Prepaid expenses and other current assets 288,001 29,288
---------------- ---------------
Total current assets 7,068,218 5,263,806
---------------- ---------------
PROPERTY AND EQUIPMENT 7,661,790 7,350,970
Less-accumulated depreciation &
amortization (6,049,656) (5,621,515)
---------------- ---------------
Property & equipment, net 1,612,134 1,729,455
OTHER ASSETS:
License agreement & trademarks,
net of amortization of $867,961
at July 31, 1995 - 866,408
Goodwill, net of accumulated amorti-
zation of $453,249 and $394,131 at
April 30, 1996 and July 31, 1995,
respectively 2,699,788 2,758,907
Other 569,695 137,694
---------------- ---------------
Total other assets 3,269,483 3,763,009
---------------- ---------------
Total assets $ 11,949,835 $ 10,756,270
================ ===============
</TABLE>
The accompanying notes are an integral part
of these condensed consolidated balance sheets.
3
<PAGE> 4
ALFIN, INC AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
APRIL 30, JULY 31,
1996 1995
---------------- ------------------
LIABILITIES AND SHAREHOLDERS' EQUITY
------------------------------------
<S> <C> <C>
CURRENT LIABILITIES:
Current portion of mortgage, note
and other loans payable $ 2,233,499 $ 2,828,019
Accounts payable 2,909,057 3,140,916
Accrued expenses - other 2,206,577 1,924,025
---------------- ---------------
Total current liabilities 7,349,133 7,892,960
NOTES PAYABLE 500,000 725,000
---------------- ---------------
Total liabilities 7,849,133 8,617,960
---------------- ---------------
REDEEMABLE PREFERRED STOCK 750,000 750,000
SHAREHOLDERS' EQUITY:
Common stock, $.01 par value,
17,000,000 shares authorized;
11,612,926 and 11,519,311 shares
issued and outstanding at April 30,
1996 and July 31, 1995, respectively: 116,129 115,193
Additional paid-in capital 12,737,790 12,629,976
Accumulated deficit (9,503,217) (11,356,859)
---------------- ---------------
Total shareholders' equity 3,350,702 1,388,310
---------------- ---------------
Total liabilities and share-
holders' equity $ 11,949,835 $ 10,756,270
================ ===============
</TABLE>
The accompanying notes are an integral part of
these condensed consolidated balance sheets.
4
<PAGE> 5
ALFIN, INC AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
APRIL 30, APRIL 30,
1996 1995 1996 1995
---- ---- ---- ----
<S> <C> <C> <C> <C>
Net Sales $ 8,582,452 $ 8,266,115 $ 25,366,795 $ 24,298,871
Cost of goods sold 2,869,558 2,036,318 8,175,867 6,868,940
----------- ------------ ------------- ---------------
Gross profit on sales 5,712,894 6,229,797 17,190,928 17,429,931
Selling, general and
administrative expenses 5,185,050 5,444,685 15,238,916 15,673,781
----------- ------------ ------------- ---------------
Operating Profit 527,844 785,112 1,952,012 1,756,150
Other Income (expense)
Interest expense (67,756) (93,988) (229,248) (313,337)
Other, net 385,748 (6,897) 369,627 (52,687)
----------- ------------ ------------- ---------------
Total other Income (Expense) 317,992 (100,885) 140,379 (366,024)
----------- ------------ ------------- ---------------
Income before provision
for income taxes 845,836 684,227 2,092,391 1,390,126
Provision for Income Taxes 60,000 - 130,000 -
----------- ------------ ------------- ---------------
Net Income $ 785,836 $ 684,227 $ 1,962,391 $ 1,390,126
=========== ============ ============= ===============
Weighted average number
of common and common
equivalent shares 11,918,482 11,415,914 11,796,723 11,402,904
----------- ------------ ------------- ---------------
Net Income per
common and common
equivalent shares $ 0.07 $ 0.06 $ 0.17 $ 0.12
=========== ============ ============= ===============
</TABLE>
The accompanying notes are an integral part
of these condensed consolidated statements.
5
<PAGE> 6
ALFIN, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
NINE MONTHS ENDED
APRIL 30,
1996 1995
---- ----
CASH FLOWS FROM OPERATING ACTIVITIES
------------------------------------
<S> <C> <C>
Net Income $ 1,962,391 $ 1,390,126
-------------- --------------
Adjustments to Reconcile Net Income
to Net Cash Provided by (Used in)
Operating Activities:
Depreciation & Amortization 548,061 776,788
Gain on Sale of Trademark (394,392) -
(Increase) Decrease in Accounts Receivable (208,176) 339,231
Decrease (Increase) Inventory 613,886 (549,373)
(Increase) Decrease in Prepaid Expenses & Other (690,714) 118,720
Increase in Accounts Payable & Accrued Expenses 50,693 65,427
-------------- --------------
Total Adjustments (80,642) 750,793
-------------- --------------
Net Cash Provided by Operating Activities 1,881,749 2,140,919
-------------- --------------
CASH FLOWS FROM INVESTING ACTIVITIES
------------------------------------
Capital Expenditures (310,820) (225,575)
Proceeds from sale of Trademark 1,200,000 -
-------------- --------------
Net Cash Provided by (Used in)
Investing Activities 889,180 (225,575)
-------------- --------------
CASH FLOWS FROM FINANCING ACTIVITIES
------------------------------------
Payment of Line of Credit, net (194,520) (449,914)
Payment of Related Party Loans - (100,000)
Payment of Term Promissory Note (400,000) (450,000)
Payment of Mortgage (225,000) (225,000)
-------------- --------------
Net Cash Used in
Financing Activities (819,520) (1,224,914)
-------------- --------------
Net Increase in Cash 1,951,409 690,430
Cash at Beginning of Year 515,636 10,444
-------------- --------------
Cash at End of Period $ 2,467,045 $ 700,874
============== ==============
</TABLE>
The accompanying notes are an integral part
of these condensed consolidated statements.
6
<PAGE> 7
ALFIN, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS
APRIL 30, 1996
(UNAUDITED)
(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
In the opinion of management, the accompanying condensed consolidated
financial statements contain all of the adjustments necessary to present
fairly the Company's financial position at April 30, 1996 and July 31,
1995, the results of its operations for the three and nine months ended
April 30, 1996 and 1995 and the cash flows for the nine months ended April
30, 1996 and 1995. All adjustments are of a normal recurring nature. The
condensed consolidated balance sheet at July 31, 1995 was taken from
audited, consolidated financial statements previously filed with the
Securities and Exchange Commission on the Company's Form 10-K.
All significant intercompany transactions and accounts have been
eliminated in consolidation. Interim period results are not necessarily
indicative of the results of operations for a full year.
These quarterly financial statements should be read in conjunction with
the Company's audited financial statements contained in the Annual Report
on Form 10-K for the fiscal year ended July 31, 1995, filed with the
Securities and Exchange Commission.
RECENTLY ISSUED ACCOUNTING STANDARDS
In March 1995, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standards ("SFAS") No. 121, "Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed
Of". This statement establishes financial accounting and reporting
standards for the impairment of long lived assets, certain identifiable
intangibles, and goodwill related to those assets to be held and used, and
for long-lived assets and certain identifiable intangibles to be disposed
of. This statement is effective for financial statements for the July 31,
1997 fiscal year, although earlier application is encouraged. The Company
has not concluded its evaluation of the effect, if any, the adoption of
SFAS No. 121 will have on its financial position or results of
operations.
In November 1995, the Financial Accounting Standards Board ("FASB") issued
FASB Statement No. 123, "Accounting for Stock-Based Compensation". This
statement establishes a fair value based method of accounting for an
employee stock option or similar equity instrument but allows companies to
continue to measure compensation cost for those plans using the intrinsic
value based method of accounting prescribed by APB Opinion No. 25,
"Accounting for Stock Issued to Employees". Companies electing to remain
with the accounting under APB Opinion No. 25 must, however, make pro forma
disclosures of net income and earnings per share as if the fair value
based method of accounting defined in SFAS No. 123 had been applied.
These disclosure requirements are effective for financial statements for
the July 31, 1997 fiscal year.
7
<PAGE> 8
ALFIN, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(continued)
CONCENTRATION OF CREDIT RISK
Financial instruments that potentially subject the Company to
concentrations of credit risk consist principally of trade receivables.
The Company's major customers are department stores and a television
shopping network. Concentration of credit risk with respect to trade
receivables is significant due to the dependence of certain customers in
the Company's customer base. At April 30 , 1996, a television shopping
network accounted for 47% of sales and 11% of accounts receivable. In
addition, in connection with the sale of licensing rights (see Note 3),
FF&C owes the Company $700,000 at April 30, 1996.
(2) INVENTORY
Inventory at April 30, 1996 and July 31, 1995 was comprised of finished
goods amounting to $548,093 and $1,424,009 and raw materials and
semi-finished goods of $2,164,588 and $1,902,558, respectively.
(3) OTHER ASSETS
During March 1996 the Company sold its exclusive worldwide manufacturing,
distribution and licensing rights for FRACAS and BANDIT and other
fragrances by Robert Piquet to Fashion Fragrances and Cosmetics
Ltd.("FF&C") for $1.2 million. Under the agreement, the Company has
received $500,000 with the remaining payments of $300,000 and $400,000 due
to be paid on October 29, 1996 and July 29, 1997 respectively. The Company
recorded a gain of $394,392 on the sale of this asset. Until the Company
receives final payment under the purchase agreement FF&C will be a
licensee of the rights to Robert Piquet. The Company is not entitled to
any royalties under this licensing agreement.
Goodwill is amortized using the straight line method over 40 years.
(4) DEBT:
TERM LOAN:
During March 1996, the Company paid the remaining balance due under its
$5.0 million, five year term loan with Midlantic National Bank
("Midlantic"). During January 1996, the Company and Midlantic agreed to
consolidate its outstanding balance of $164,750 due under its revolving
line of credit with its term loan for a total amount due of $264,750. This
loan had aninterest rate of .5% above the bank's prime lending rate.
Borrowings under these loan facilities were $795,730 and $400,000 at
April 30, 1995 and July 31, 1995 respectively.
TERM PROMISSORY NOTE:
At April 30, 1996, the Company had a Term Promissory note due to Midlantic
in the amount of $800,000. The Term Promissory note is collateralized by
a distribution and administration facility and bears interest at rate of
2% above the bank's prime lending rate. The balance under this term
promissory note was $1,025,000 and $1,100,000 at July 31, 1995 and April
30, 1995 respectively.
8
<PAGE> 9
ALFIN, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Continued)
LINES OF CREDIT:
The Company maintains a $1.9 million secured line of credit with Credit
Lyonnais which expires on November 29, 1996. The loan is secured by the
domestic accounts receivable of Adrien Arpel, Inc. At April 30, 1996
eligible accounts receivable collateral was below the line of credit
eligibility which required the Company to pay $4,500 toward this line of
credit.The payment was made on May 10, 1996. The balance due under this
line of credit was $2,100,000 at July 31, 1995 and April 30, 1996,
respectively.
RELATED PARTY LOANS:
At April 30, 1996 and July 31, 1995, the Company had advances from Fine
Fragrances Distribution Ltd. ("FF&D") in the amount of $34,826. These
amounts are classified as accounts payable on the Company's balance sheet
are due on demand and bear interest at a rate of 1.5% above the prime
landing rate of Midlantic. At April 30,1995, advances from FFD totaled
$200,000. At April 30, 1996 FFD owned 63.0% of the Company's Common
Stock.
(5) COMPUTATION OF NET INCOME (LOSS) PER COMMON
AND COMMON EQUIVALENT SHARE
Net income per common and common equivalent share was computed by dividing
net income by the weighted average number of shares of common stock and
common stock equivalents outstanding during the periods. Common stock
equivalents include the number of shares issuable on exercise of the
outstanding options and warrants less the number of shares that could have
been purchased with the proceeds from the exercise of the options and
warrants based on the average price of common stock during the period.
(6) INCOME TAXES
The Company maintains approximately $8.5 million of Federal operating loss
carry forwards with expiration dates from 2005 to 2009; however, the
annual use of pre-acquisition loss carry forwards is limited by the
Internal Revenue Code. As such the Company has reflected a tax provision
of $130,000 in its condensed consolidated statement of operations for the
nine months ended April 30, 1996 which primarily relates to Federal
alternate minimum tax and to State income taxes.
(7) COMMITMENTS
One officer of the Company has an employment agreement which provides for
salary and fringe benefits as well as commission payments based upon
33-1/3% of the net profits attributable to television shopping sales. This
officer also has 875,000 warrants of which 625,000 warrants are fully
vested. All warrants expire in November 1998.
9
<PAGE> 10
ALFIN, INC. AND SUBSIDIARIES
MANAGEMENTS DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
NINE MONTHS ENDED APRIL 30, 1996 AND 1995
The Company recorded net income for the nine months ended April 30, 1996
of $1,962,391 as compared to net income of $1,390,126 for the nine months
ended April 30, 1995. Net income per common and common equivalent share
was $0.17 for the nine months ended April 30, 1996 as compared to $0.12
for the nine months ended April 30, 1995.
Net sales for the nine months ended April 30, 1996 increased 4.4% to
$25,366,795 as compared to $24,298,871 for the same period of the prior
fiscal year. Sales of cosmetic products increased 7.0% to $25,070,203
from $23,421,932, while sales of fragrance products decreased 66.2% to
$296,592 from $876,939.
The cosmetic sales increase of $1,648,271 is attributable to an increase
in Adrien Arpel's department store sales of $853,766, or 7.4% when
compared to the same period of the prior fiscal year coupled with
increased sales to The Home Shopping Network ("HSN") of $794,505 or 6.7%
when compared to the prior fiscal year. The increase in department store
sales reflects increased awareness of the Adrien Arpel product line due to
the success and exposure the Company has experienced with HSN. During the
nine months ended April 30, 1996, the Company shipped $659,937 to HSN of
Canada.
The fragrance sale decrease of $580,347 is primarily attributable to the
Company's decision to temporarily suspend its fragrance business. This
decision was made during the latter part of fiscal 1995 due to limited
working capital and the unprofitability of the fragrance business at the
reported sales levels.
Cost of goods sold as a percentage of net sales was 32.2% for the nine
months ended April 30, 1996, as compared to 28.3% for the nine months
ended April 30, 1995. The cost of goods sold increase reflects higher
production costs which have been passed along to the Company by its
manufacturers. The Company implemented a small price increase which
became effective with customer orders shipped after February 1, 1996.
This price increase should help in reducing cost of goods sold as a
percentage of net sales. The Company is studying its product costs in an
effort to further reduce cost of goods sold.
Selling general and administration expenses decreased 2.8% or $434,865 to
$15,238,916 for the nine months ended April 30, 1996 as compared to
$15,673,781 for the nine months ended April 30, 1995. These expense
decreases are primarily attributable to decreased advertising and
promotional expenses related to the Company's suspension of its fragrance
business.
The Company recorded a gain of $394,392 related to the sale of its
licensing and distribution rights to Robert Piquet during the nine months
ended April 30, 1996. During March 1996, the Company sold these rights to
Fashion Fragrances and Cosmetics Ltd. ("FF&C") for $1.2 million. Interest
expenses decreased 26.8% to $229,248 for the nine months ended April 30,
1996 as compared to $313,337 for the nine months ended April 30, 1995.
This decrease is primarily related to the lower debt levels.
10
<PAGE> 11
ALFIN, INC. AND SUBSIDIARIES
MANAGEMENTS DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Continued)
THREE MONTHS ENDED APRIL 30, 1996 AND 1995:
The Company recorded net income for the three months ended April 30, 1996
of $785,836 as compared to net income of $684,227 for the three months
ended April 30, 1995. Net income per common and common equivalent share
was $0.07 for the three months ended April 30, 1996 as compared to $0.06
for the three months ended April 30, 1995.
Net Sales for the three months ended April 30, 1996 increased 3.8% to
$8,582,452 from $8,266,115 recorded during the same quarter of the prior
fiscal year. Sales of cosmetic products increased 5.9% to $8,529,921 from
$8,057,231 while sales of fragrance products decreased 74.9% from $208,884
to $52,531. Increased sales during the three months ended April 30, 1996
are primarily related to shipments to the Home Shopping Network, which
increased 11.2% over the same quarter of the prior year. Included in the
shipments to the Home Shopping Network for the three months ended April
30, 1996 were $383,182 of sales to the Home Shopping Network of Canada.
Cost of goods sold as a percentage of net sales was 33.4% as compared to
24.6% for the three months ended April 30, 1996 and 1995 respectively.
Selling, general and administrative expenses decreased 4.8% from
$5,444,685 to $5,185,050 for the three months ended April 30, 1996 as
compared to the three months ended April 30, 1995. These expense decreases
are primarily attributable to decreased advertising and promotional
expenses related to the Company's suspension of its fragrance business.
The Company recorded a gain of $394,392 related to the sales of its
licensing and distribution rights to Robert Piquet during the three months
ended April 30, 1996. Interest expenses decreased 27.9% or $26,232 from
$93,988 recorded for the three months ended April 30, 1995 to $67,756 for
the three months ended April 30, 1996. This decrease is primarily related
to lower debt levels.
11
<PAGE> 12
ALFIN, INC. AND SUBSIDIARIES
MANAGEMENTS DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Continued)
LIQUIDITY AND CAPITAL RESOURCES
The Company had a working Capital deficit of $280,915 at April 30, 1996, a
$2,348,239 increase from a working Capital deficit of $2,629,154 at July
31, 1995.
Total bank debt decreased $825,000 during the nine months ended April 30,
1996 from $3,525,000 at July 31, 1995 to $2,700,000 at April 30, 1996. The
Company is finalizing its negotiations with various lenders and management
expects to reach an agreement to secure additional financing by the end of
the current fiscal year. Additional financing and the proceeds from the
sale of its licensing rights will provide working capital which the
Company expects to use to expand and further improve its current
operations.
The Company has achieved inventory and accounts payable levels which are
more in line with its current business trends. Additional financing
should put the Company in a position to negotiate better prices for items
currently purchased domestically but manufactured overseas. These
purchases often require letters of credit and longer manufacturing lead
times and the current working capital trend coupled with additional
financing will place the Company in a position to obtain these direct
prices, and lower costs of goods sold without sacrificing product quality.
12
<PAGE> 13
EXHIBIT 11
ALFIN, INC. AND SUBSIDIARIES
SCHEDULE OF COMPUTATION OF EARNINGS PER SHARE
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
April 30, April 30,
1996 1995 1996 1995
---- ---- ---- ----
<S> <C> <C> <C> <C>
Net Income $ 785,836 $ 684,227 $ 1,962,391 $ 1,390,126
-------------- ------------- ------------- -------------
Weighted average number
of shares outstanding 11,519,311 11,402,904 11,519,311 11,402,904
Add:
Common Stock
Equivalents under 1983 option plan 1,933 - 1,552 -
Common Stock
Equivalents under 1993 option plan 193,250 13,010 155,170 -
Common Stock
Equivalents represented by Warrants 203,988 - 120,690 -
-------------- ------------- ------------- -------------
Weighted average number of
Shares used in earnings per share 11,918,482 11,415,914 11,796,723 11,402,904
Earnings per share $ 0.07 $ 0.06 $ 0.17 $ 0.12
============== ============= ============= =============
</TABLE>
13
<PAGE> 14
ALFIN, INC. AND SUBSIDIARIES
PART II - OTHER INFORMATION
ITEM 4. Submission of matters to a vote of Security holders:
On March 28, 1996 The Company held its 1995 Annual Meeting of Shareholders
("the Meeting"). At the meeting shareholders elected Jacques Desjardins,
Jean Farat, Elisabeth Fayer, Steven Korda and Suzanne Langlois as directors
of the Company until the next annual meeting of shareholders. In addition,
at the meeting shareholders approved the appointment of Arthur Andersen LLP
as independent auditors of the Company for fiscal 1996.
ITEM 5. Other Information
None
14
<PAGE> 15
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.
ALFIN, INC.
----------------------------
(REGISTRANT)
/S/ JEAN FARAT
----------------------------
CHAIRMAN OF THE BOARD AND
CHIEF EXECUTIVE OFFICER
/S/ MICHAEL D. FICKE
---------------------------
MICHAEL D. FICKE
CHIEF FINANCIAL OFFICER
DATED: June 13, 1996
15
<PAGE> 16
EXHIBIT INDEX
-------------
Exhibit Description
------- -----------
27 Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM ALFIN INC.
AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS AND STATEMENTS OF OPERATIONS FOR
THE NINE MONTHS ENDED APRIL 30, 1996 AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FORM 10Q.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUL-31-1996
<PERIOD-START> AUG-01-1995
<PERIOD-END> APR-30-1996
<CASH> 2,467,045
<SECURITIES> 0
<RECEIVABLES> 1,600,491
<ALLOWANCES> 1,214,700
<INVENTORY> 2,712,681
<CURRENT-ASSETS> 7,068,218
<PP&E> 7,661,790
<DEPRECIATION> 6,049,656
<TOTAL-ASSETS> 11,949,835
<CURRENT-LIABILITIES> 7,349,133
<BONDS> 0
750,000
0
<COMMON> 116,129
<OTHER-SE> 3,350,702
<TOTAL-LIABILITY-AND-EQUITY> 11,949,835
<SALES> 25,366,795
<TOTAL-REVENUES> 25,366,795
<CGS> 8,175,867
<TOTAL-COSTS> 15,238,916
<OTHER-EXPENSES> (140,379)
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 229,248
<INCOME-PRETAX> 2,092,391
<INCOME-TAX> 130,000
<INCOME-CONTINUING> 1,962,391
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,962,391
<EPS-PRIMARY> .17
<EPS-DILUTED> .17
</TABLE>
