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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X] Quarterly Report Under Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the quarterly period ended September 30, 1998
[ ] Transition Report Under Section 13 or 15(d) of the
Exchange Act
For the transition period from to
Commission file number 0-14973
UNICO, INC.
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(Exact name of small business issuer as specified in its charter)
New Mexico 85-0270072
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(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
2925 Bayview Drive, Fremont, CA 94538
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(Address of principal executive offices) (Zip Code)
510/770-3990
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(Issuer's telephone number)
N/A
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(Former name, former address and former fiscal year,
if changed since last report)
Check whether the issuer (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or 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 ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Check whether the issuer has filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution
of securities under a plan confirmed by a court. Yes No N/A
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APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: September 30, 1998
As of September 30, 1998, the Registrant had 7,149,428 shares of the
Registrant's $0.20 par value common stock outstanding, excluding 3,699
shares held by the Registrant for resale.
Transitional Small Business Disclosure Format (check one):
Yes No X
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INDEX TO
REPORT ON FORM 10-QSB
UNICO, INC.
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Balance Sheets as of September 30, 1998 and June 30, 1998 5
Statements of Operations for the three months ended
September 30, 1998 and September 30, 1997 6
Statements of Cash Flows for the three months ended
September 30, 1998 and September 30, 1997 7
Notes to Financial Statements 8
Item 2. Management's Discussion and Analysis or Plan of
Operations 14
PART II - OTHER INFORMATION
Item 1. Legal Proceedings 17
Item 2. Changes in Securities and Use of Proceeds 17
Item 3. Defaults Upon Senior Securities 17
Item 4. Submission of Matters to a Vote of Security Holders 17
Item 5. Other Information 17
Item 6. Exhibits and reports on Form 8-K 17
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PART I - FINANCIAL INFORMATION
The interim financial statements included herein were prepared by the Company,
without audit, pursuant to the rules and regulations of the Securities and
Exchange Commission. Certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally
accepted accounting principles were condensed or omitted pursuant to such
rules and regulations, although the Company believes that the disclosures made
are adequate to make the information presented not misleading. It is
suggested that the interim financial statements be read in conjunction with
the financial statements and the notes thereto included in the Company Annual
Report on Form 10-KSB for the year ended June 30, 1998.
The accompanying interim financial statements were prepared, in all material
respects, in conformity with the standards of accounting measurements set
forth in Accounting Principles board Opinion No. 28 and reflect, in the
opinion of management, all adjustments, which are of a normal recurring
nature, necessary to summarize fairly the financial position and results of
operations for such periods. The results of operations for such interim
periods are not necessarily indicative of the results to be expected for the
full year.
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ITEM 1. FINANCIAL STATEMENTS
UNICO, INC.
Balance Sheets
(Dollars In Thousands) September 30, June 30,
1998 1998
ASSETS (unaudited) (audited)
Current Assets
Cash $ 30 $ 30
Accounts receivable, less $114 and $84
allowance for doubtful accounts and
returns, allowances and discounts 805 1,034
Inventories 348 434
Prepaid expenses 91 4
------- --------
Total current assets 1,274 1,502
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Property and Equipment
Furniture and equipment 73 38
Leasehold improvements 8 25
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81 63
Accumulated depreciation 12 11
------- --------
69 52
------- --------
Trademark, less $30 and $24
accumulated amortization 100 106
Due from Luna 14 14
Due from Hwang and Hwang Note 135 133
Other 59 0
Old Unico Investment 3,163 3,163
------- --------
3,471 3,416
------- --------
$4,814 $ 4,970
======= ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Bank overdrafts $ 58 $ 211
Accounts payable 738 433
Deferred revenues 180 210
Due RTC 0 32
Due Yin 0 100
Accrued payroll 0 25
--------- --------
Total current liabilities 976 1,011
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Commitments and contingencies
Stockholders' Equity 3,838 3,959
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$ 4,814 $ 4,970
========= =======
The accompanying notes are an integral
part of these financial statements.
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UNICO, INC.
Statements of Operations
(Dollars In Thousands)
Three months ended
September 30,
1998 1997
(unaudited) (unaudited)
Net sales $ 5,075 $ 6,204
Cost of goods sold 4,795 6,096
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Gross profit 280 108
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Salaries and wages 154 114
Rent 22 13
Trademark amortization 7 5
Other expenses 220 42
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403 174
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Operating loss (123) (66)
Interest income 2 1
--------- ----------
Net loss $ (121) $ (65)
========= ==========
Basic earnings (loss) per share ($ 0.010) ($ 0.006)
========= ==========
Average shares used in computation 12,077,809 10,952,200
The accompanying notes are an integral
part of these financial statements.
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UNICO, INC.
Statements of Cash Flows
(Dollars In Thousands)
Three months ended
September 30,
1998 1997
(unaudited) (unaudited)
Operating cash flows
Net loss $ (121) $ (65)
Depreciation and amortization 7 6
Receivables change 229 (418)
Inventory change 86 (49)
Prepaid expenses change (87) (2)
Accounts payable change 305 9
Accrued payroll change (25) 0
Deferred revenues change (30) (20)
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Cash provided by (used for) operations 364 (539)
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Investing cash flows
Property acquisitions (18) (1)
Other assets (61) 54
Paradise cash acquired 0 42
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Cash provided by (used in) investing activities (79) 95
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Financing cash flows
RTC receivables collected 0 588
Yin advance (100) 0
Reduction in due RTC (32) 0
Bank overdrafts (153) (48)
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Cash provided by (used for) financing activities (285) 540
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Change in cash Nil 96
Cash - beginning of period 30 Nil
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Cash - end of period $ 30 $ 96
========== ==========
The accompanying notes are an integral
part of these financial statements.
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UNICO, INC.
Notes To Financial Statements
September 30, 1998
1. Basis of Presentation
The financial statements include the assets and liabilities of Paradise
Innovations, Inc. (Paradise). The Statements of Operations for the period
ended September 30, 1997 includes activity for two months for "Old Paradise"
acquired on July 31, 1997. All dollar amounts in the tables are in thousands.
Unico's old operations, held by Intermountain Refining Corp. (IRC) are
included in the investment in Old Unico. The Company accounts for this
investment at cost as it cannot use IRC's assets for corporate purposes, has
no control over IRC's operations nor its Board of Directors.
2. Earnings per Share
Earnings (loss) per common share is computed as if Unico had issued 5,476,200
of its 6,023,829 common shares issued to acquire Old Unico on October 3, 1996
and they were continuously outstanding. The 5,476 shares of Unico preferred
were converted to 5,476,000 shares of Unico common for purposes of this
calculation and were also treated as if they had been continuously outstanding
from October 3, 1996. No operations of Old Unico are included in the
calculation as Old Unico is carried at cost. After July 1, 1998 earnings per
share were calculated including 1,125,609 shares of Unico common held by Old
Unico's shareholders.
3. The Company Profile
On June 30, 1998, the Company completed the acquisition of all outstanding
shares of Paradise Innovations, Inc. (formerly known as Starlicon
International Corporation) by issuing 5,476,200 new shares of common stock and
5,476 new shares of convertible preferred stock. The Company accounted for
this acquisition as a reverse acquisition. The new shares are owned by
Paradise Innovations, Inc.'s (Paradise) former stockholders. The term "Old
Unico" is used to refer to Unico, Inc. prior to the June 30, 1998 acquisition.
Starlicon International Corporation (Starlicon) was incorporated under the
laws of the State of California on October 3, 1996. On July 31, 1997,
Starlicon acquired certain assets, including the Paradise trademark, owned by
Relialogic Technology Corporation, a subsidiary of Osicom Technologies, Inc.
On August 4, 1998, Starlicon changed its name to Paradise Innovations, Inc. in
order to obtain better brand recognition and to facilitate future
acquisitions. Throughout this Form 10-QSB, the Company's Starlicon subsidiary
will be referred to as Paradise.
On February 21, 1998, Old Unico entered into a Stock Purchase Agreement (the
Agreement) with Starlicon Group, Inc. (SGI) to acquire 100% of the outstanding
stock of privately-held Paradise. The acquisition was ultimately completed
pursuant to a Novation Agreement (see Form 8-K filed on July 14, 1998). Under
the terms of the Novation Agreement, the Company issued 5,476,200 shares of
$0.20 par value restricted Common Stock and 5,476 shares of Series A
Convertible Preferred Stock to the shareholders of SGI in exchange for 100% of
the outstanding stock of Paradise.
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As part of the Novation Agreement, all of Old Unico's assets not owned by
Intermountain Refining Co., Inc. (IRC) were transferred to IRC in satisfaction
of certain inter-company obligations and as a contribution to IRC's capital.
IRC is operated and managed at the sole discretion of IRC's management with a
nominee holding Old Unico's proxy to vote IRC's shares.
As a result of the acquisition, the Company has two operating entities in
unrelated industries, Paradise and IRC. IRC was incorporated as a New Mexico
corporation in July 1985. It conducts three categories of business: petroleum
product refining and processing, electrical energy production and natural gas
production.
Through its wholly-owned subsidiary Paradise, the Company markets computer
components, including video and sound cards, modems, multimedia products and
internet set-top boxes, a proprietary line of computer peripherals under the
Paradise trademarked brand name. Paradise's customer base includes private
label computer manufacturers and major technology distributors, such as Tech
Data, Ingram Micro, D&H Distributing, Almo Distributing, Comark and SED.
Until the middle of September, 1998, a substantial portion of the Company's
sales were of chips, both memory and central processing units. The Company is
changing the mix by increasing sales of the higher margin proprietary
component segment and reducing the sales of the lower margin generic memory
segment.
The Company has reviewed the potential impact of Year 2000 issues and believes
that the cost to replace and or modify equipment, computer hardware, and
computer software will not be material and that Year 2000 issues will not have
a material impact on the Company's ability to operate into the next century.
4. Segments
The Company is engaged in two primary business segments: computer-related
products and oil and gas. Through its wholly-owned subsidiary Paradise, it
designs and markets computer components. Through its wholly-owned subsidiary
IRC, it engages in energy exploration and generation business.
During fiscal 1997 Paradise engaged in one business segment, distributing
computer chips, both memory and central processing units. Effective August 1,
1997 with the asset acquisition previously discussed, Paradise began
distributing proprietary products and operating in two departments. Paradise
is organized by product: chips and components.
All of the Company's oil and gas related operations are held by IRC and
disclosed in Note 6.
Segment assets at September 30, 1998 were as follows:
Proprietary Old
Distribution Products Unico Eliminations Total
------------ ----------- ------ ------------ -------
$677 $1,246 $3,163 $272 $4,814
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Segment operating results for the three months ended September 30, 1998 were
as follows:
Distri- Proprietary Elimi- Total
bution Products nations
------- ----------- ------ --------
Revenues $ 4,139 $ 942 $ 6 $ 5,075
Interest income 0 2 2
Depreciation 0 1 1
Amortization 0 6 6
Operating loss (116) (7) (123)
5. The Company Strategy
With the June 30, 1998 acquisition, the Company shifted its focus to its newly
acquired hi-tech subsidiary, Paradise. Paradise currently has two primary
business departments: marketing and sales of proprietary computer components
and peripherals, and chip distribution.
In the marketing and sales of proprietary computer components, the Company is
re-orienting its focus to new products such as internet and consumer
electronic products. This is part of on-going efforts to create, identify and
bring new products to market. As is typical in distribution businesses, new
products offer the highest margins and returns on investor equity.
The Company is establishing worldwide distribution and partnerships with
global manufacturing companies, either through acquisitions or through
internal efforts, to bring exciting new products to market in the very short
time frames required by the hi-tech industry. The Company is contemplating
acquisitions that fit its strategy of identifying and creating products that
can be distributed in high volumes around the world.
The Company's efforts in chip distribution is improving overall operating
margins. As of September 1998, it reduced sales of chips for the present.
The Company is evaluating marketing a proprietary line of chips, which it
believes will command improved margins. It is improving internal and external
management information. Improved internal management information systems
(MIS) will permit better pricing and inventory management of the chips,
critical capabilities in a market where prices fluctuate rapidly. External
MIS improvements will facilitate the sales process, using the Internet
initially for pricing and eventually for sales.
The Company considers acquisitions an integral component of its growth
strategy. Opportunities that fit the Company's strategy will be considered
for acquisition or alliance.
To implement its strategy of increasing sales volume and rebuilding the
Paradise brand name, the Company is augmenting its sales force and its
customer support staff. The increase in sales force has the primary purpose
of better leveraging the Company's distribution network. Management is
confident that the increased sales force can use the distribution network to
rapidly increase sales.
The Company is increasing its technical support staff and improving its
capabilities. It believes that quality technical support is a critical
component in re-building its Paradise brand image.
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6. Old Unico
Old Unico's assets, liabilities and operations are summarized as follows as of
June 30, 1998 and September 30, 1998 and for the three months ended September
30, 1998.
OLD UNICO
Consolidated Condensed Balance Sheets
(Dollars In Thousands)
September 30, June 30,
1998 1998
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ASSETS
CURRENT ASSETS
Cash and cash equivalents $ 1,153 $ 1,134
Other current assets 110 82
Notes receivable from related
Parties 7 84
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TOTAL CURRENT ASSETS 1,270 1,300
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PROPERTY, PLANT AND EQUIPMENT, at cost
Land, buildings and improvements 434 434
Equipment 165 165
Crude oil refining equipment 1,183 1,183
Co-generation facilities 290 290
Oil and gas properties,
(successful efforts method) 895 895
------------ --------
2,967 2,967
Less accumulated depletion
and depreciation (2,040) (2,005)
------------ --------
927 962
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OTHER ASSETS
Investment in Chatfield Dean 301 301
Other assets & deferred charges 167 176
------------ --------
468 477
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$ 2,665 $ 2,739
============ ========
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OLD UNICO
Consolidated Condensed Balance Sheets, (Continued)
(Dollars In Thousands)
September 30, June 30,
1998 1998
------------ -------------
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable $ 54 $ 49
Taxes other than income taxes 3 3
------------ -------------
TOTAL CURRENT LIABILITIES 57 52
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DEFERRED TAXES 50 52
STOCKHOLDERS' EQUITY
Preferred stock, $0.01 par value,
authorized 8,000,000 shares, none
outstanding
Common stock, $0.20 par value,
authorized 50,000,000 shares,
issued and outstanding 1,129,308
shares 226 226
Additional paid in capital 2,214 2,214
Less: Treasury stock 3,699 shares (9) (9)
Retained earnings 127 204
------------ ------------
2,558 2,635
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$ 2,665 $ 2,739
============ ============
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OLD UNICO
Consolidated Condensed Statements Of Operations
(Dollars In Thousands)
Three months ended
September 30, 1998
------------
REVENUES
Natural gas sales $ 75
------------
COSTS AND EXPENSES
Cost of sales 24
General and administrative 111
Depletion, depreciation
and amortization 35
Interest, net (14)
------------
156
------------
LOSS BEFORE INCOME TAXES (81)
Current Benefit for income taxes 4
------------
NET LOSS $ (77)
============
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
Disclaimer
The discussion and analysis below contains trend analysis and other
forward-looking statements within the meaning of Sections 27A and 21E of the
Securities Exchange Act of 1934.
Operating Results
Although the comparison of fiscal 1998 and 1999 Results of Operations show an
18% decrease in sales, the gross margin increased significantly, by
159%. This is due to product mix changes. Approximately 94% of the revenues
in the first quarter of 1998 were chip sales with low margins. Branded
components, however, with higher margins included 19% of revenues in the first
quarter of 1999.
There are two reasons for the increase in sales of branded components in the
first quarter of 1999. First, sales through the Company's distribution
network increased. Management believes that the Company's distribution
network has a far greater capacity than is currently being utilized. The
augmented sales force will be able to more effectively use this capacity.
Second, the Company identified product lines with good market acceptance. For
example, the Company introduced the new V.90 Lucent 56K b.p.s. modem which was
responsible for a significant portion of sales volume. Management has
identified other products, in internet communications and personal digital
information systems. It plans to introduce the internet communications
products to its customers at the COMDEX trade show. The COMDEX is an annual
event held in Las Vegas, Nevada which has become the major forum for new
product introductions for the hi-tech industry. This year it is taking place
on the week of November 16, 1998. The Company's new products will be marketed
beginning in the second or third quarters of the current fiscal year.
The Company is targeting sales volume of over $50 million in the fiscal year
ended June 30, 1999.
Operating expenses as a percentage of sales increased from under 3% in fiscal
1998 to over 7% in fiscal 1999. Other expenses in fiscal 1999 included
approximately $70,000 in legal and $55,000 in accounting expenses related to
shareholder issues, including acquisitions, unrelated to operations.
Financial Position
Accounts receivable decreased by $229,000 or 22% from June 1998 to September
1998. Chip sales accounted for much of the June 1998 receivables. The
decrease in chip sales in the first quarter together with an aggressive
collections effort resulted in this decrease. Inventories decreased by
$86,000 or 20% from June 1998 to September 1998. All prepaid expenses at
September 30 relate to COMDEX. Furniture and equipment at the end of the
current quarter includes a new telephone system. Accounts payable increased
by $305,000 during the three months ended September 1998. This is due to
$381,000 of purchases from Multiwave Innovation, a major vendor (see
discussion of Multiwave acquisition under "Current Developments", below)
during the period of which $320,000 were payable as of September 30, 1998.
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Working Capital, Liquidity and Capital Resources
At September 30, 1998, net working capital was 6.2% of total assets. While
the Company's business is working capital intensive, management is attempting
to reduce working capital requirements and the Company's financing costs. A
program to review accounts receivable and payable terms was launched. The
Company expects that the results of this effort will show in the second fiscal
quarter. This effort is critical to enable the high growth that management
envisions for the Company in the current fiscal year.
In September, the Company signed an agreement with Silicon Valley Bank (SVB)
to sell its accounts receivable from time-to-time to SVB. The terms of these
sales are 1.5% per month for receivables from OEM/End User customers and 1.25%
for receivables from Distributor/Reseller customers, plus a 0.5% service fee.
The amount of receivables sold is limited to $800,000 in receivables sold and
outstanding at any time. The Company believes that this agreement will
provide liquidity while it reviews its accounts receivable and payable terms.
The Company is planning a private placement to obtain equity capitalization in
its second fiscal quarter. The Company has initiated conversations with
financial institutions to assist in this transaction. The funds raised, if
any, will be used for working capital, capital improvements, and to increase
its capital resources for possible future acquisitions.
The Company has approached banks to obtain asset-based lines of credit. It
anticipates that the growth in operations targeted by the Company will require
financing above normal operating requirements. The Company is attempting to
ensure that this financing will be available for the growth envisioned.
The Company believes that its cash balances and available credit are
sufficient to meet anticipated operating requirements for the foreseeable
future. There can be no assurance that additional capital beyond the amounts
currently forecasted by the Company will not be required nor that any such
required additional capital will be available on reasonable terms, if at all.
Current Developments
On September 24, 1998, the Company's Board of Directors: 1)appointed Mr.
Henry Tang as Secretary of the corporation, 2)accepted Ms. Fynna Bernardez's
resignation as the former Secretary and 3)determined to change the fiscal year
of the Company from February 28 to June 30.
On September 30, 1998, the Company was advised by Nasdaq that its securities
should be removed from listing on the Nasdaq Smallcap Market based on their
review of the Company's public filings. The Company believes that further
discussions with Nasdaq may assist in clarifying certain issues that were
raised. Accordingly, it has requested a review of the staff's findings. The
Company was advised by Nasdaq that trading in its securities will continue
during the pendency of the review of the staff's findings.
On October 5, 1998, the Company issued 50,000 shares of common stock,
restricted under Rule 144, to the investment firm of Chatfield Dean & Co. as
remuneration for investment banking advice.
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In October, the Company rescinded 260,000 shares of common it issued on
September 14, 1998 to Mr. John Hwang, the President of the Company and Mr. Ike
Suri, a significant shareholder. The Company values the services of these
individuals and wishes to continue to benefit from their services. The
Company will enter into compensation agreements with them for past and
future services. The Company continues to evaluate the appropriateness of
issuing another 130,000 shares, to an unrelated third party also on September
14, 1998.
On October 27, 1998, the Company signed a definitive agreement to acquire 100%
of the outstanding stock of privately held Multiwave Innovation Pte. Ltd. The
agreement calls for Unico to issue $5 million worth of common shares to the
current shareholders of Multiwave. At closing, the Company will deliver
2,388,792 shares of common to the sellers.
Multiwave is an engineering company with a focus on research and development
which will provide the Company's distribution company, Paradise Innovations,
with rapid access to new and exciting products. Multiwave is a pioneer in the
design, development, production and marketing of high performance multimedia
and Internet related products for brand name sales or OEM contracts. Their
products are modem cards, sound cards, Web-TV and various other multimedia
upgrade kits and accessories.
Multiwave markets products on a transcontinental scale with sales in Japan,
Australia, Malaysia, Korea, Hong Kong, most major European countries, North
America and Latin America. Multiwave's largest shareholders are NatSteel
Electronics Ltd. and Uraco Holdings Ltd., both publicly held companies listed
on the Singapore Stock Exchange. NatSteel has contract manufacturing
operations in Singapore, Malaysia, Indonesia, Hungary, China and Mexico.
Uraco is a precision manufacturer of disk drives and semiconductor equipment
components. NatSteel and Uraco will become significant owners of Unico's
common shares following the completion of the merger.
The Multiwave acquisition will have a substantial impact on the Company's
financial statements. The Company intends to account for the acquisition
using the purchase method. It will increase the Company's net assets. On the
statement of operations, it will increase revenues as Multiwave's sales will
be consolidated with the Company's.
The Company will file a Form 8-K/A within 60 days from the date due of the
Form 8-K disclosing the acquisition. The Form 8-K/A will include audited
financial statements and disclose more fully the impacts of the acquisition on
the Company's financial statements.
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PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Other than collection actions arising in the ordinary course of the Company's
business, no material legal proceedings to which the Company is a party or of
which any of its property is subject are pending or known to be contemplated,
and the Company knows of no legal proceedings pending or threatened, or
judgment against any director or officer of the Company in his or her capacity
as such.
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
The Company filed a Form S-8 on September 14, 1998 to register 390,000 shares
of its common stock it provided to three individuals as compensation for
consulting services. Upon further review, the Company deemed it may have
inadvertently violated the intent of the Novation Agreement (see Form 8-K
filed on July 14, 1998). The Company then rescinded the service contracts and
canceled the shares issued to two of the three individuals. It is canceling a
total of 260,000 shares: 130,000 shares issued to each of Mr. John Hwang, its
current President, and Mr. Ike Suri, a major shareholder of the Company. The
Company values the services rendered by these individuals and intends to enter
into agreements with them for past and future services. The Company continues
to evaluate the propriety of issuing the remaining 130,000 shares issued to an
unrelated third party.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Not Applicable.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
In the three months ended September 30, 1998, there were no matters submitted
to a vote of security holders.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
A. Exhibit
2.1 Stock Purchase Agreement dated November 30, 1997, filed on July 14,
1998 on Form 8-K.
2.2 Novation Agreement dated June 26, 1998, filed on July 14, 1998 on
Form 8-K.
2.3 Stock Purchase Agreement dated October 27, 1998, filed on November 6,
1998, on Form 8-K.
3.0 Articles of Incorporation and bylaws are incorporated by reference to
the Company's registration statement on Form 10 filed September 9,
1986 and amendments thereto filed on July 29, 1994 on Form 8-K.
4.1 Instruments defining the rights of security holders including
Indentures are incorporated by reference to the Company's
registration statement on Form 10 filed September 9, 1986.
4.2 Instrument defining rights of holders of Series A preferred stock.
4.3 Warrant issued to William N. Hagler.
4.4 Warrant issued to Rick L. Hurt.
10.1 Lease for premises at 2925 Bayview Drive, Fremont, CA, filed on
Form 10-KSB/A on November 3, 1998, incorporated by reference.
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A. Exhibit (continued)
10.2 Lease for telephone equipment filed on Form 10-KSB/A on November 3,
1998, incorporated by reference.
10.3 Contract with Silicon Valley Bank filed on Form 10-KSB/A on November 3,
1998, incorporated by reference.
10.4 Service contracts are incorporated by reference to Form S-8 filed on
September 14, 1998.
11.0 Statement regarding computation of per share earnings in Form 10-K
filed on June 15, 1998.
23.0 Consent from Weinbaum & Yalamanchi, the Company's independent
accountants in the form of their report dated September 9, 1998 in
Item 7 of Form 10-KSB filed on October 15, 1998.
27.0 Financial data schedule pursuant to Item 601(c) of Regulation S-B in
Item 1 of this Form 10-QSB.
B. Reports on Form 8-K
In connection with the Stock Purchase Agreement with Starlicon, the Company
filed a Form 8-K on July 14, 1998 to report on Items 1 & 2. The financial
statements, Item 7, for this transaction were filed on Form 8-K/A on September
15, 1998. They included unaudited financial statements and pro formas for
Starlicon and Relialogic. The Company filed a Form 8-K/A on September 28,
1998 to report on Items 2 & 7. The financial statements included audited
financial statements for Starlicon and Relialogic. The Company filed a Form
8-K on August 25, 1998 to report on Item 5, a change in the Company's
principal executive offices. The Company filed a Form 8-K on August 27, 1998
to report on Items 4 & 7.
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.
Unico, Inc.
---------------------------------------------------------------
(Registrant)
Date November 16, 1998 /s/ John Hwang
------------------ ---------------------------------
Signature(1)
John Hwang
President
Date November 16, 1998 /s/ Henry Tang
------------------ ---------------------------------
Signature(1)
Henry Tang
Vice President & Secretary
- ----------------------
(1) Print name and title of each signing officer under his signature
18
