FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended Dec. 31, 1996 Commission File Number 33-11170-B
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UNIVERSITY DINING SERVICES, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 06-1168423
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State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
2 Broadway Hamden, Connecticut 06518-2697
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (203) 248-4100
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(Former name, former address and former fiscal year, if changed since last
report.)
Indicate by check whether the registrant
(1) has filed all reports required to be
files 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 Yes: X
was required to file such report(s), and ______________
(2) has been subject to such filing
requirements for the past 90 days No: ______________
past 90 days.
Indicate the number of shares outstanding
of each of the issuer's classes of common
stock, as of the close of the period
covered by this report.
Number of shares outstanding
Class at December 31, 1996
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Common Stock, $.001 par value 13,000,000 shares
Page 1 of 9
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Form 10 - Q
2nd Quarter
INDEX
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PAGE
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PART I - FINANCIAL INFORMATION *
ITEM 1. Financial Statements
Balance Sheets - December 31, 1996 (audited) and 3
June 28, 1996 (unaudited)
Statement of Operations - Three months ended
December 31, 1996 (audited) and 1995 (unaudited) 4
Statement of Operations - Six months ended
December 31, 1996 (audited) and 1995 (unaudited) 5
Statement of Changes in Stockholder's Equity - For
the six months ended December 31, 1996 (audited) 6
Statement of Cash Flows for the six months
December 31, 1996 (audited) 7
Notes to Financial Statements (audited) 8
ITEM 2. Management's Discussion and Analysis 8
PART II - OTHER INFORMATION
ITEM 1. Other Information 8
Signatures 9
The accompanying financial statements are not covered
by an independent certified public accountants' report.
2
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UNIVERSITY DINING SERVICES, INC.
BALANCE SHEET
12/31/96 06/28/96
(audited) (unaudited)
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ASSETS
CURRENT ASSETS:
Cash $59,196 $72,746
Accounts receivable, net of allowance $316,916 $232,369
allowance for doubtful accounts
of $1,992 at June 28, 1992, and
December 31, 1992.
Inventory $156,392 $165,377
Prepaid Expenses $110,939 $58,001
Total current assets $643,443 $528,493
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EQUIPMENT AND VEHICLES
Equipment $585,534 $560,002
Vehicles $121,439 $121,440
Leasehold Improvements $7,088 $7,088
Accumulated depreciation ($480,123) ($440,330)
Total fixed assets $233,938 $248,200
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Deferred Taxes $38,332 $38,332
TOTAL ASSETS $915,713 $815,025
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LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Current portion of long-term debt $84,431 $84,431
Accounts Payable $497,534 $436,892
Accrued Expenses $90,975 $85,456
Payable to Vendor $17,746 $24,753
Notes Payable to Officers/Directors $14,151 $12,100
Total current liabilities $704,837 $643,632
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LONG-TERM DEBT $101,186 $129,215
STOCKHOLDERS' EQUITY
Common stock, $.001 par value,
100,000,000 shares authorized
13,000,000 shares issued and
outstanding $13,000 $13,000
Additional paid-in capital $232,088 $232,088
Accumulated deficit ($135,398) ($202,910)
Total stockholders' equity $109,690 $42,178
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TOTAL LIABILITIES $915,713 $815,025
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3
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UNIVERSITY DINING SERVICES, INC.
STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED
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12/96 12/95
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(audited) (unaudited)
NET REVENUES $1,614,256 $1,185,510
COST AND EXPENSES
Cost of goods sold $1,419,379 $1,078,734
General & administrative $126,319 $108,060
$1,545,698 $1,186,794
NET INCOME (LOSS) $68,558 ($1,284)
NET INCOME PER SHARE * *
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COMMON SHARES OUTSTANDING 13,000,000 13,000,000
* less than $.01 per share
4
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UNIVERSITY DINING SERVICES, INC.
STATEMENTS OF OPERATIONS
FOR THE SIX MONTHS ENDED
------------------------
DEC. 31, 1996 DEC. 31, 1995
(audited) (unaudited)
NET REVENUES $2,900,586 $2,257,527
COST AND EXPENSES
Cost of goods sold $2,585,314 $2,040,584
General & Administrative $247,760 $208,980
$2,833,074 $2,249,564
NET INCOME (LOSS) $67,512 $7,963
NET INCOME PER SHARE * *
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COMMON SHARES OUTSTANDING 13,000,000 13,000,000
* less than $.01 per share
5
<PAGE>
UNIVERSITY DINING SERVICES, INC.
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STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
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FOR THE SIX MONTHS ENDED DECEMBER 31, 1996
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(audited)
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<TABLE>
<CAPTION>
ADDITIONAL
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COMMON PAID-IN ACCUMULATED TOTAL
------ ------- ----------- -----
SHARES AMOUNT CAPITAL DEFICIT
------ ------ ------- -------
<S> <C> <C> <C> <C> <C>
Balances 6/28/96 13,000,000 $13,000 $232,088 ($202,910) $42,178
Net Profit - 0 - - 0 - - 0 - $67,512 $67,512
Balances 12/31/96 13,000,000 $13,000 $232,088 ($135,398) $109,690
</TABLE>
6
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UNIVERSITY DINING SERVICES, INC.
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STATEMENTS OF CASH FLOWS
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SIX MONTHS ENDED
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12/31/96
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OPERATING ACTIVITIES
Net Profit (loss) $67,512
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation and amortization $39,791
(Increase) Decrease in accounts receivable ($84,547)
(Increase) Decrease in inventories $8,985
(Increase) Decrease in prepaid expenses ($52,938)
(Decrease) Increase in accounts payable $55,054
(Decrease) Increase in accrued expenses $5,519
(Decrease) Increase in notes payable
Officers/Directors $2,051
(Decrease) Increase in current portion of
long- term debt $ 0
NET CASH PROVIDED BY (USED IN)
OPERATING ACTIVITIES $41,427
INVESTING ACTIVITIES -
Purchase of Equipment ($26,948)
NET INCREASE (DECREASE) IN CASH $14,479
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FINANCING ACTIVITIES:
Principal payments on borrowings ($37,583)
Proceeds from borrowings $9,554
CASH FLOWS PROVIDED FROM FINANCING
ACTIVITIES ($28,029)
DECREASE IN CASH AND CASH
EQUIVALENTS ($13,550)
CASH, beginning of year $72,746
CASH, end of quarter $59,196
==========
7
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UNIVERSITY DINING SERVICES, INC.
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NOTES TO FINANCIAL STATEMENTS
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(audited)
1. GENERAL:
--------
Management has elected to omit substantially all notes to the
Company's financial statements. Reference should be made to the
Company's Form 10-K filed for the year ended June 30, 1990, as this
report incorporates the notes to the Company's year-end financial
statements.
2. AUDITED INFORMATION:
--------------------
The information furnished herein was taken from the books and record
of the Company and was audited. However, such information reflects
all adjustments (consisting only of normal recurring adjustments)
which are, in the opinion of management, necessary to reflect properly
results in interim periods presented. The results of operations for
the periods presented are not necessarily indicative of the results to
be expected for the year.
PART I. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
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FINANCIAL CONDITION AND RESULTS OF OPERATIONS
---------------------------------------------
FINANCIAL CONDITION:
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On August 14, 1987, the company completed the sale of 5,000,000 Units at
$.05 per Unit in a public offering each Unit consists of one share of the
Company's $.001 par value common stock and one common stock purchase
warrant. The Company received net proceeds of approximately $192,000 from
this offering. Since receiving the proceeds from the public offering, the
Company has had sufficient working capital to carry out its planned
operations.
RESULT OF OPERATIONS:
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Sales for the second quarter ending December 31, 1996 increased 36% from
the second quarter ending December 31, 1995. Total expenses decreased 4.3%
from 1995's second quarter. The sales increase is due largely to catered
events such as weddings, bar mitzvah's and social events held at Laurel
View Country Club. This contract was awarded in February of 1996. We have
an aggressive sales and marketing program to lay a strong foundation for
events to be held year round.
PART II. ITEM 1. OTHER INFORMATION
-----------------
On October 1, 1996, the Company entered into an Agreement for Food and
Refreshment Service between the Company and Oxford Health Plans in White
Plains, New York. The agreement, commencing October 1, 1996, is
automatically renewable for one (1) year periods until notice of
termination is given by either party thirty (30) days prior to the date of
termination. The Company provides breakfast and lunch as well as various
snack items and hot entrees. The Company handles all aspects of this
operation including training employees and the preparation and sale of food
items.
8
<PAGE>
SIGNATURES
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Pursuant to the requirements of The Securities and Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
UNIVERSITY DINING SERVICES, INC.
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Date: Feb. 20, 1998 By:/s/ GEOFFREY W. RAMSEY
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Geoffrey W. Ramsey, President
and Chief Financial Officer
9
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