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 April 30, 1995
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: 0-15976
MULTI SOFT, INC
(Exact name of small business issuer as specified in its charter)
NEW JERSEY 22-2588030
(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 April 30, 1995
----------------------- ------------------------------
Common Stock, par value 9,983,979
$.001 per share
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
The accompanying 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 three months ended April 30, 1995.
Moreover, these 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, 1995 contained in the company's
Form 10KSB filed with The Securities & Exchange Commission on August 16, 1995.
The results reflected for the three months ended April 30, 1995 are not
necessarily indicative of the results for the entire fiscal year.
<PAGE>
MULTI SOFT, INC.
a 50.3% owned subsidiary of Multi Solutions, Inc.
BALANCE SHEETS
April 30, January 31,
1995 1995
(Unaudited)
----------- -----------
ASSETS
CURRENT ASSETS
Accounts Receivable (net of allowance
of $32,880 and $37,063 respectively) $ 116,411 $ 95,791
Prepaid expenses and other current assets 21,457 17,310
----------- -----------
137,868 113,101
FURNITURE AND EQUIPMENT
Research and Development Equipment 259,907 259,907
Office furniture and other equipment 10,052 10,052
----------- -----------
269,959 269,959
Less: Accumulated Depreciation (264,125) (263,693)
----------- -----------
5,834 6,266
OTHER ASSETS
Capitalized software development costs 1,702,546 1,613,516
Less accumulated amortization (965,639) (886,605)
----------- -----------
736,907 726,911
Due from Solutions 232,928 256,912
----------- -----------
$ 1,113,537 $ 1,103,190
=========== ===========
<PAGE>
MULTI SOFT, INC.
a 50.3% owned subsidiary of Multi Solutions, Inc.
BALANCE SHEETS
April 30, January 31,
1995 1995
(Unaudited)
----------- -----------
LIABILITIES AND STOCKHOLDERS'
DEFICIENCY
CURRENT LIABILITIES
Loan payable to bank $ 50,695 $ 53,729
Accrued payroll 53,079 31,190
Payroll and other taxes payable 77,706 78,607
Accounts Payable 358,313 375,169
Deferred compensation due officer/shareholders 406,685 346,713
Accrued officer compensation 194,788 152,246
Deferred Revenues 267,332 289,391
Loans from Officers 2,900 22,000
----------- -----------
1,411,498 1,349,045
----------- -----------
DEFERRED REVENUES - net of current portion 190,169 200,885
----------- -----------
STOCKHOLDERS' DEFICIENCY
Common stock, authorized 30,000,000 shares
$.001 par value, issued and outstanding
9,983,979 respectivley and respectively 9,984 9,984
Additional paid-in capital, net of deferred 5,533,816 5,533,816
compensation $546 and $2,150 respectively (6,031,930) (5,990,540)
----------- -----------
Accumulated deficit (488,130) (446,740)
----------- -----------
$1,113,537 $1,103,190
=========== ===========
<PAGE>
MULTI SOFT, INC
STATEMENTS OF OPERATIONS
(Unaudited)
Three Months Ended
April 30,
1995 1994
----------- -----------
REVENUES
License fees $ 143,058 $ 38,174
Maintenance fees 128,857 12,846
Consulting and Other fees 2,289 5,250
----------- -----------
Total revenues 274,204 56,270
EXPENSES
Software development and technical
support 74,470 94,743
Selling and administrative 240,141 253,246
----------- -----------
Total expenses 314,611 347,989
----------- -----------
Loss from operations (40,407) (291,719)
OTHER INCOME (EXPENSE)
Interest Expense (983) (1,064)
Special discount granted
to investors (28,215)
Total other income (expense) (983) (29,279)
----------- -----------
NET LOSS $ (41,390) $ (320,998)
=========== ===========
Weighted average shares
outstanding 9,189,000 8,296,187
=========== ===========
Loss per share $ (0.00) $ (0.04)
=========== ===========
<PAGE>
MULTI -SOFT, INC.
STATEMENTS OF CASH FLOWS
(Unaudited)
Three Months Ended
April 30,
1995 1994
---------- ----------
Cash flows from operating activities
Net loss $ (41,390) $(320,998)
Adjustments to reconcile net loss
to net cash provided (used) by
operating activities
Depreciation and amortization 79,466 60,858
Common stock issued as
compensation to employees -- 9,000
Discount to investors -- 28,215
Changes in assets and liabilities
Due to/from Multi Solutions 23,984 26,701
(Increase) decrease in accounts receivable (20,620) 96,438
Decrease in prepaid expenses and other
current assets (4,147) (4,282)
Increase (decrease) in accrued payroll 21,889 --
(Decrease) in payroll and other
taxes payable (901) --
Increase (decrease) in accounts payable
and accrued expenses (16,856) 22,408
(Decrease) increase in accrued
officer compensation 42,542 (34,460)
Increase in Deferred Compensation 59,972 --
Increase (decrease) in deferred revenues (22,059) 84,403
Increase (decrease) in long term
deferred revenues (10,716) --
--------- ---------
Net cash provided (used) by
operating activities 111,164 (31,717)
Cash flows from investing activities
Capitalized software development costs (89,030) (93,441)
--------- ---------
Net cash used in investing activities (89,030) (93,441)
Cash flows from financing activities
Net repayments under loan and line
of credit ageements (3,034) 33,614
Payment of line of credit (19,100) --
Issuance of capital stock -- 91,544
--------- ---------
Net cash provided by (used)
financing activities (22,134) 125,158
NET INCREASE (DECREASE) IN CASH 0 0
--------- ---------
Cash at beginning of year 0 0
--------- ---------
Cash at end of year $ -- $ --
========= =========
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Results of Operations
Quarter Ended April 30, 1995 Compared to Quarter Ended April 30, 1994
Revenues for the current first quarter of fiscal year 1995 increased $217,934 or
387.3% compared with the comparable period of the prior year. The increase in
revenues is attributable to increased license and maintenance fees as a result
of customer requests for product updates, technical assistance and support.
Operating expenses as a percent of revenues for the current first quarter was
114.7% compared with 518.4% for the comparable period of the prior year. The
decrease in operating expenses as a percent of revenues was primarily
attributable to the higher revenue volume and a reduction in technical support
salaries.
The operating loss, before other income (expense) of ($40,407) for the current
first quarter decreased $251,312 compared with the comparable period of the
prior year.
Other income (expense) for the current first quarter was ($983) as compared with
($29,279) for the comparable period of the prior year. The decrease is
attributable to the special discount granted to investors in the prior year
which did not occur in the current first quarter.
For the current first quarter, a net loss of ($41,390) or ($.00) cent per share
was incurred compared with a net loss of ($320,993) or ($.04) cent per share, a
decrease of $279,603.
Major Customers
In the first quarter 1995, IBM accounted for 31.25% of total revenues. In
the first quarter 1994, American International Group accounted for 12% of total
revenues.
Liquidity and Capital Resources
At April 30, 1995, the Company had a negative working capital position of
($1,273,629); and has been experiencing cash flow problems.
Management 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, Multi Soft broadened its product base into the Windows environment and
has made its Windows based products easier to learn and use.
Multi Soft has entered into an International Software Licensing Agreement
with IBM which grants IBM the non-exclusive rights and license to market an
extended runtime version of Multi Soft's WCL product as an IBM logo product.
This IBM EXTENDED VERSION of Multi Soft's WCL is named IMS Client Server(TM) for
Windows. It provides remote presentation support for IMS. Multi Soft and IBM
also have entered into International Marketing Agreements to market Multi Soft's
WCL Toolkit under the name IMS Client Server Toolkit(TM) for Windows in the
United States, Puerto Rico, the Asian Pacific Region, Europe, the Middle East
and Africa and Canada.
<PAGE>
In addition, in September 1994, Multi Soft entered into an International
Software Licensing Agreement with IBM's Personal Communications 3270 division
("P-Comm"). This agreement allows IBM to logo and market a P-Comm specific
version of both the Toolkit and Runtime of Multi Soft's WCL(TM). Pursuant to
this agreement, the Company will receive a minimum of $75,000 per quarter over a
two year period representing minimum advances against royalties.
It is Multi Soft'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>
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 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 SOFT, INC.
Dated: September 18, 1995 By:/s/ CHARLES J. LOMBARDO
--------------------------
Charles J. Lombardo, Chief Executive Officer,
Chief Financial Officer and Treasurer
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JAN-31-1996
<PERIOD-END> APR-30-1995
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 149,291
<ALLOWANCES> 32,880
<INVENTORY> 0
<CURRENT-ASSETS> 137,868
<PP&E> 269,959
<DEPRECIATION> 264,125
<TOTAL-ASSETS> 1,113,537
<CURRENT-LIABILITIES> 1,411,498
<BONDS> 190,169
<COMMON> 9,984
0
0
<OTHER-SE> (498,114)
<TOTAL-LIABILITY-AND-EQUITY> 1,113,537
<SALES> 143,058
<TOTAL-REVENUES> 274,204
<CGS> 0
<TOTAL-COSTS> 314,611
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 983
<INCOME-PRETAX> (41,390)
<INCOME-TAX> 0
<INCOME-CONTINUING> (41,390)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (41,390)
<EPS-PRIMARY> 0.00
<EPS-DILUTED> 0.00
</TABLE>