<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This Schedule contains summary financial information extracted from the
Form 10-QSB of Edudata Corporation for the six months ended January 31, 1996,
and is qualified in its entirely by reference to such financial statements.
</LEGEND>
<CIK> 0000738194
<NAME> EDUDATA CORPORATION
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUL-31-1996
<PERIOD-START> AUG-01-1995
<PERIOD-END> JAN-31-1996
<CASH> 623,983
<SECURITIES> 55,663
<RECEIVABLES> 1,043
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 680,689
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 680,689
<CURRENT-LIABILITIES> 19,539
<BONDS> 0
0
0
<COMMON> 25,099
<OTHER-SE> 636,051
<TOTAL-LIABILITY-AND-EQUITY> 680,689
<SALES> 0
<TOTAL-REVENUES> 19,706
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 20,978
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (1,272)
<INCOME-TAX> 0
<INCOME-CONTINUING> (1,272)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,272)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: January 31, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission File No.: 0-12850
-------
EDUDATA CORPORATION
-------------------
(Exact name of registrant as specified in its charter)
Delaware 13-3152648
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
376 Main Street, P.O. Box 74, Bedminster, New Jersey 07921
----------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(908) 234-0042
(Issuer's telephone number, including area code)
Not Applicable
------------------
(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 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 _____
Indicate the number of shares outstanding of each of the issuer's classes
of common stock: As of February 29, 1996, the issuer had 2,509,900 shares of its
common stock, par value $.01 per share, outstanding.
<PAGE>
PART I- FINANCIAL INFORMATION
Item 1. Financial Statements
EDUDATA CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
(UNAUDITED)
<TABLE>
<CAPTION>
January 31,
1996
----------
<S> <C>
ASSETS:
Current assets:
Cash and cash equivalents $ 623,983
Marketable securities, at market 55,663
Interest receivable 1,043
----------
Total current assets $ 680,689
==========
LIABILITIES AND STOCKHOLDERS' EQUITY:
Current liabilities:
Accounts payable and
accrued liabilities $ 19,539
----------
Total current liabilities $ 19,539
----------
Stockholders' equity:
Common stock, $.01 par value,
10,000,000 shares authorized,
2,509,900 shares issued and
outstanding 25,099
Paid-in capital 2,667,171
Accumulated deficit (2,031,120)
----------
Total stockholders' equity 661,150
----------
Total liabilities and stockholders'
equity $ 680,689
==========
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
EDUDATA CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended
January 31,
1996 1995
---------- ---------
<S> <C> <C>
Revenues:
Interest income $ 8,940 $ 8,545
Net gains on marketable
securities 1,412 -
---------- ----------
Total revenues 10,352 8,545
General and administrative expenses 8,417 7,799
---------- ----------
Income before income taxes 1,935 746
Provision for income taxes - 75
---------- ----------
Net income $ 1,935 $ 671
========== ==========
Net income per share $ - $ -
========== ==========
Weighted average number of
shares outstanding 2,509,900 2,509,900
========== ==========
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
EDUDATA CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
Six Months Ended
January 31,
1996 1995
---------- ----------
<C> <C>
Revenues:
Interest income $ 18,294 $ 15,941
Net gains on marketable
securities 1,412 -
---------- ----------
Total revenues 19,706 15,941
General and administrative
expenses 20,978 12,941
---------- ----------
Income (loss) before income taxes ( 1,272) 3,000
Provision for income taxes - 75
---------- ----------
Net income (loss) ($ 1,272) $ 2,925
========== ==========
Net income (loss) per share $ - $ -
========== ==========
Weighted average number of
shares outstanding 2,509,900 2,509,900
========== ==========
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
EDUDATA CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
Six Months Ended
January 31,
1996 1995
------------ ------------
<C> <C>
Net cash used by
operating activities ($ 17,706) ($ 1,639)
--------- --------
Cash flows from investing activities:
Purchase of marketable securities ( 112,813) -
Sale of marketable securities 58,562 -
Purchase of U.S. Treasury
securities - ( 634,389)
---------- ---------
Net cash used by
investing activities ( 54,251) ( 634,389)
--------- ---------
Net decrease in cash and
cash equivalents ( 71,957) ( 636,028)
Cash and cash equivalents at
beginning of period 695,940 692,066
--------- ---------
Cash and cash equivalents at
end of period $ 623,983 $ 56,038
========= =========
Reconciliation of net income (loss)
to net cash used in operating activities:
Net income (loss) ($ 1,272) $ 2,925
Adjustments:
Net gain on marketable
securities ( 1,412) -
Change in other current assets 221 ( 304)
Change in accounts payable and
accrued liabilities ( 15,243) ( 4,260)
--------- --------
Net cash used by operating activities ($ 17,706) ($ 1,639)
========= ========
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
EDUDATA CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
JANUARY 31, 1996 AND 1995
(Unaudited)
1. Basis of Presentation
---------------------
The accompanying unaudited consolidated financial statements of Edudata
Corporation and subsidiaries (the "Company" or "Edudata") as of January 31,
1996 and for the three month and six month periods ended January 31,
1996 and 1995 reflect all material adjustments consisting of only normal
recurring adjustments which, in the opinion of management, are necessary
for a fair presentation of the results of operations for the interim
periods presented. Certain information and footnote disclosures required
under generally accepted accounting principles have been condensed or
omitted pursuant to the rules and regulations of the Securities and
Exchange Commission, although the Company believes that the disclosures are
adequate to make the information presented not misleading. These
consolidated financial statements should be read in conjunction with
the year-end consolidated financial statements and notes thereto
included in the Company's Annual Report on Form 10-KSB for the fiscal year
ended July 31, 1995 as filed with the Securities and Exchange Commission.
The results of operations for the three months and six months ended
January 31, 1996 are not necessarily indicative of the results to be
expected for the entire fiscal year or for any other period.
2. Subsequent Events
-----------------
On March 1, 1996, the Company completed the acquisition of Bavarian Dental
Instruments, Inc. ("BDI") and Dental Medical Diagnostic Systems, LLC
("DMD"). The acquisition was effected pursuant to the terms of two
Contribution Agreements dated February 29,1996 ("Contribution Agreements")
between Edudata and BDI and Edudata and DMD. Pursuant to the Contribution
Agreements the former shareholders of BDI and DMD received a total of
5,000,000 shares of newly issued Edudata restricted common stock,
constituting approximately 66.7% of the of the Edudata's outstanding common
stock, taking into consideration the newly issued shares. Also, pursuant to
the terms of the Contribution Agreement, upon consummation of the
acquisition, the then current members of the board and management of
Edudata resigned and a new board of directors designated by BDI and DMD
(Robert H. Gurevitch, Hiroki Umezaki, Marvin H. Kleinberg, and Gerald L
Kitano) was appointed, along with Robert H. Guervitch being designated as
Chief Executive Officer. The assets and liabilities acquired by the Company
consisted of primarily cash and cash equivalents, accounts receivable,
inventory, furniture and fixtures, accounts payable, accrued liabilities
and notes payable. DMD is a manufacturer and distributor of intraoral
cameras. BDI is a distributor of dental burs. DMD and BDI are headquartered
in Westlake Village, CA, and operate a manufacturing and distribution
facility in Irvine, CA. BDI and DMD has approximately 27 full-time
employees and one part-time employee.
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Liquidity and Capital Resources
Net cash flows used by operating activities were $17,706 and $1,639 for the six
months ended January 31, 1996 and 1995, respectively. The decrease in accounts
payable and accrued liabilities of $15,243 was the principal use of cash by
operating activities during the six months ended January 31, 1996. Investing
activities in the first six months of the current fiscal year consisted of the
net purchase of marketable securities of $54,251. In the comparable period of
the prior fiscal year, investing activities consisted of the purchase of U.S.
Treasury securities with an original maturity of three months or over.
U.S. Treasury securities with an original maturity date of less than three
months are considered cash equivalents.
Cash and cash equivalents were $623,983 at January 31, 1996. Cash equivalents of
approximately $548,070 consisted of U.S. Treasury bills which will mature in
April 1996. Net working capital was $661,150, a decrease of $1,272 from July 31,
1995. This decrease was due to the results of operations for the six months
ended January 31, 1996. Aside from the investment of its liquid assets, the
Company's future operations will depend upon management's ability to find a
suitable acquisition of an operating business. The Company is actively seeking
an acquisition and has the goal of becoming an operating company as soon as
possible. Management believes the Company's working capital is adequate for its
remaining business activities and for seeking and acquiring an operating
business.
Results of Operations
The Company recorded net income of $1,935 and a net loss of $1,272 for the three
and six months ended January 31, 1996, respectively, and net income of $671 and
$2,925 respectively, for the comparable periods of the prior fiscal year.
Interest income was $8,940 for the quarter ended January 31, 1996, compared to
$8,545 for the comparable period of the prior fiscal year. In the six months
ended January 31, 1996, interest income was $18,294 compared to $15,941 for the
six months ended January 31, 1995. The Company had realized gains on marketable
securities of $2,312 and unrealized losses of $900 for the six months ended
January 31, 1996 compared to no gains for the comparable six month period of the
prior fiscal year. Marketable securities are recorded at fair value with
unrealized gains or losses being recognized in earnings. General and
administrative expenses were $8,417 for the quarter ended January 31, 1996
compared to $7,799 for the quarter ended January 31, 1995. For the six months
ended January 31, 1996, general and administrative expenses were $20,978, an
increase of $8,037 from $12,941 recorded in the comparable period of the prior
fiscal year. The increase in expenses was due principally to professional fees
incurred in the search for a suitable acquisition candidate, and management fees
charged by an affiliate of the Company. The fees were based on the affiliate's
estimated costs for accounting, cash management and other general and
administrative expenses incurred by the affiliate on behalf of the Company.
Management believes the allocation method is reasonable. The management fees
were $3,000 and $6,000 for the three and six months ended January 31, 1996,
respectively.
<PAGE>
PART II - OTHER INFORMATION
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
The following exhibits are filed as part of this report:
(a) Exhibits
10.1 Contribution Agreement entered into between Robert H.
Gurevitch, Hiroki Umezaki, Fred Kinley and Dewey Perrigo and
Edudata Corporation dated February 29, 1996*
10.2 Contribution Agreement entered into between Robert H.
Gurevitch, Anatoly Borodyansky and Dewey Perrigo and Edudata
Corporation dated Februray 29, 1996*
27.1 Financial Data Schedule - filed herewith
(b) Reports on Form 8-K.
No reports on Form 8-K were filed during the quarter for which this
Form 10-QSB is filed.
- --------------------
* See Report on Form 8-K reporting event that occured on March 1, 1996
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
EDUDATA CORPORATION
Dated: March 11, 1996 By: /s/ Robert H. Gurevitch
-----------------------------------
Robert H. Gurevitch
Chief Executive Officer
