SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 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 .
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Commission File Number 33-8964
CAPTAIN TONY'S PIZZA, INC.
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(Exact name of registrants as specified in its charter)
New York 16-1260971
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(State or other jurisdiction of (I.R.S. Employer Identification Number.)
incorporation or organization)
P. O. Box 82, Deland, Florida 32721-0082
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(Address of principal executive offices)
(800) 332-8669
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(Issuer's telephone number)
1945 East Ridge Road, Rochester, New York 14622
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(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 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
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As of September 30, 1995 8,131,661 shares of common stock of the issuer
were outstanding.<PAGE>
<PAGE>
CAPTAIN TONY'S PIZZA, INC.
INDEX
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Page
Number
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PART I. FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements
Consolidated Balance Sheets as of September 30, 1995
(Unaudited) and June 30, 1995..................................1
Consolidated Statements of Operations for the Three
Months Ended September 30, 1995 and 1994 (Unaudited)...........2
Consolidated Statements of Cash Flows for the Three
Months Ended September 30, 1995 and 1994 (Unaudited)...........3
Notes to Consolidated Financial Statements (Unaudited).........4
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations........................5
PART II. OTHER INFORMATION..............................................7
SIGNATURES...............................................................8
</TABLE>
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
CAPTAIN TONY'S PIZZA, INC.
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
September 30, June 30,
1995 1995
(Unaudited) (Note)
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<S> <C> <C>
ASSETS
Current assets:
Cash $ 38,448 $ 36,644
Accounts receivable, net of allowance 3,193 2,138
Inventories - 2,772
Prepaid expenses 840 1,014
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Total current assets 42,481 42,568
EQUIPMENT 13,051 13,051
Less accumulated depreciation (12,832) 12,760
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219 291
OTHER ASSET
Security deposit 375 375
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$ 43,075 $ 43,234
========= =========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 10,406 $ 7,622
Other liabilities 696 1,215
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Total Current Liabilities 11,102 8,837
Shareholder's equity (Note B)
Common stock 8,131 8,121
Additional paid-in capital 938,781 937,791
Accumulated deficit (914,939) (911,515)
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31,973 34,397
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$ 43,075 $ 43,234
========== =========
</TABLE>
Note: The balance sheet at June 30, 1995 has been taken from the audited
financial statements at that date and condensed.
See accompanying notes to condensed consolidated financial statements
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<PAGE>
CAPTAIN TONY'S PIZZA, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
<TABLE>
<CAPTION>
Three months ended September 30,
1995 1994
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Revenues:
Franchise royalty fees $ 14,886 $ 21,593
Franchise transfer fees 2,500 -
Institutional food sales - 12,421
Other sales 3,793 7,875
Other income 5,957 -
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27,136 41,889
Costs and expenses:
Cost of institutional food sales - 11,787
Cost of other sales 4,441 5,437
Operating, general and administrative expenses 26,119 36,675
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30,560 53,899
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(Loss) from operations (3,424) (12,010)
Interest income, net - 3,123
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Net (loss) $ (3,424) $ (8,887)
======== ========
Net earnings (loss) per share $ - $ -
======== ========
</TABLE>
See notes to consolidated financial statements
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<PAGE>
CAPTAIN TONY'S PIZZA, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
FOR THE THREE MONTHS ENDED SEPTEMBER 30,
<TABLE>
<CAPTION>
Three months ended September 30,
1995 1994
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<S> <C> <C>
CASH FLOWS - OPERATING ACTIVITIES
Net (loss) for the period $(3,424) $ (8,887)
Adjustments to reconcile net (loss)
to net cash provided (used) by
operating activities:
Depreciation and amortization 72 266
Changes in certain assets and liabilities
affecting operations:
Accounts receivable (1,055) 691
Inventories 2,772 (2,947)
Prepaid expenses 174 407
Accounts payable 2,784 6,688
Due to officer/shareholder - (2,413)
Other liabilities (519) (747)
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Net cash provided (used)
by operating activities 804 (6,942)
CASH FLOWS - INVESTING ACTIVITIES
Issuance of common stock 1,000 -
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Net (decrease) in cash 1,804 (6,942)
Cash at beginning of period 36,644 101,893
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Cash at end of period $ 38,448 $ 94,951
======== ========
</TABLE>
See notes to consolidated financial statements
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<PAGE>
CAPTAIN TONY'S PIZZA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 1995
(UNAUDITED)
NOTE A: CONDENSED FINANCIAL STATEMENTS
The accompanying consolidated financial statements include the accounts of the
Company and its wholly-owned subsidiary, CTP Equipment, Inc. ("CTP").
Intercompany transactions and balances have been eliminated in consolidation.
The condensed consolidated balance sheet as of September 30, 1995, the
consolidated statements of operations for the three-month periods ended
September 30, 1995 and 1994, and the consolidated statements of cash flows for
the three-month periods then ended have been prepared by the Company without
audit. In the opinion of management, all adjustments (which include only
normal recurring adjustments) necessary to present fairly the financial
position, results of operations and cash flows at September 30, 1995 and for
all periods presented have been made.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been condensed or are omitted. It is suggested that these condensed
financial statements be read in conjunction with financial statements and notes
thereto included in the Company's form 10-K, Annual Report, under Section 13 or
15(d) of the Securities Exchange Act of 1934 for the fiscal year ended June 30,
1995. The results of operations for the period ended September 30, 1995 are
not necessarily indicative of operating results for the full year.
NOTE B: ISSUANCE OF COMMON STOCK
In September 1995, the Board of Directors approved the issuance of 10,000
shares of common stock to a Director for services rendered. The stock was
valued at $.01 per share based on an independent appraisal.
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<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
LIQUIDITY, CAPITAL RESOURCES AND FINANCIAL CONDITION
The Company's cash balance increased by $1,804 during the three months ended
September 30, 1995 due principally to the liquidation of inventories and the
deferral of payments due vendors offsetting the loss for the period. The cash
balance at September 30, 1995 represents 91% of current assets and 89% of total
assets, a measure of the highly liquid nature of the Company's assets. Net
working capital was $31,973 (3.8 to 1) at September 30, 1995 compared with
$33,731 (4.8 to 1) at June 30, 1995 and $66,261 (2.4 to 1) at September 30,
1994.
The Company is trying to address and correct its declining liquidity and
financial condition by advertising for new franchises and soliciting
prospective merger candidates.
RESULTS OF OPERATIONS
The Company incurred a loss of $3,424 for the current quarter versus a loss of
$8,887 for the quarter a year ago. The following material further contributed
to the change:
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Decrease in franchise royalty fees collected due to reduction
in number of franchisees from 18 to 12 $ 6,700
Increase in other franchise fees; transfer fee was received 2,500
Loss of University of Rochester institutional food sales contract (600)
Commission income from food sales to franchisees 4,500
Termination of food, merchandise and paper sales to franchisees,
closeout of inventories (3,100)
Decrease in interest income due to decreased interest bearing
cash and note receivable balances (3,100)
Cost reductions in general and administrative expenses due to
reduced operation:
Officer salaries 3,500
Clerical salaries 3,000
Accounting and auditing fees 2,000
Other 2,000
Other factors, net 1,500
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Total loss decline $ 5,500
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</TABLE>
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<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
TRENDS AND OUTLOOK
Management continues to seek new franchisees to increase the Company's revenues
while effectively containing expenses. Moreover, increased efforts are being
made to increase collections of royalties from existing franchises.
With the continuing decline in the number of franchisees, management has sought
viable merger or acquisition candidates and intends to continue to do so.
Management believes that the successful completion of a merger will enhance the
value of shareholders' investments and provide the capital resources and
profitability to grow the Company.
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<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
N/A
Item 3. Defaults Upon Senior Securities
N/A
Item 4. Submission of Matters to a Vote of Security Holders
N/A
Item 5. Other Information
N/A
Item 6. Exhibits and Reports on Form 8-K
a. Exhibits
None
b. Reports on Form 8K
There were no reports on Form 8-K filed for the three months
ended September 30, 1995.
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<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant has
duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
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(REGISTRANT) CAPTAIN TONY'S PIZZA, INC.
BY (SIGNATURE) /s/ Michael J. Martella
(NAME AND TITLE) Michael J. Martella, President,
Treasurer, Chief Executive Officer and
Director
(DATE) November 10, 1995
BY (SIGNATURE) /s/ Robert J. Wood
(NAME AND TITLE) Robert J. Wood, Secretary and Director
(DATE) November 10, 1995
</TABLE>
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<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JUN-30-1996
<PERIOD-START> JUL-01-1995
<PERIOD-END> SEP-30-1995
<CASH> 38,448
<SECURITIES> 0
<RECEIVABLES> 3,193
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 42,481
<PP&E> 13,051
<DEPRECIATION> 12,832
<TOTAL-ASSETS> 43,075
<CURRENT-LIABILITIES> 11,102
<BONDS> 0
0
0
<COMMON> 8,131
<OTHER-SE> 23,842
<TOTAL-LIABILITY-AND-EQUITY> 43,075
<SALES> 27,136
<TOTAL-REVENUES> 27,136
<CGS> 4,441
<TOTAL-COSTS> 4,441
<OTHER-EXPENSES> 26,119
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (3,424)
<INCOME-TAX> 0
<INCOME-CONTINUING> (3,424)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (3,424)
<EPS-PRIMARY> .00
<EPS-DILUTED> .00
</TABLE>
