<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
Amendment No. 1
to
FORM 10-KSB
Annual Report Under Section 13 or 15(d)
of The Securities Exchange Act of 1934
(NO FEE REQUIRED, EFFECTIVE OCTOBER 7, 1996)
For Fiscal Period Ended: Commission file number:
May 31, 1996 33-37968-A
IMAGICA ENTERTAINMENT, INC.
(f/k/a Ranger International, Inc.)
(Exact name of registrant as specified in its charter)
FLORIDA 59-2762999
(State or other jurisdiction IRS Employer
of incorporation or organization) Identification No.
1518 S. W. 12th Avenue, Ocala. Florida, 34472
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
352-867-7860
Securities registered pursuant to Section 12(b) Or the Act:
NONE
Securities registered pursuant to Section 12(g) of the Act:
Common Stock: $.001 Par Value
(Title of Class)
Redeemable Common Stock Purchase Warrants
(Title of Class)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or l5(d) of the Securities Exchange Act of
1934 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 No
-- --
Check if there is no disclosure of delinquent filers in response to Item
405 of Regulation S-B is not contained in this form, and no disclosure will be
contained, to the best of Registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form
10-KSB or any amendment to this Form 10-KSB. ( )
--
State Issuer's revenues for its most recent fiscal period: $5,182,056
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State the approximate aggregate value of the voting stock held by
non-affiliates computed by reference to the price at which the stock was sold,
or the average bid and asked prices of such stock, as of a specified date
within the past 60 days. $2,145,900 on September 11, 1996.
State the number of shares outstanding of each of the Issuer's classes of
common equity, as of the latest practical date 2,540,391 shares of common stock
and redeemable common stock as of September 11, 1996.
DOCUMENTS INCORPORATED BY REFERENCE: NONE
Transitional Small Business Disclosure Format (check one): Yes No X
--- ---
<PAGE> 3
PART IV.
Item 13. Exhibits.
Page
(a) Exhibits
(2) Plan of Acquisition, Reorganization, Arrangement, Liquidation or
Succession.
None
(3) Restated Articles of Incorporation and By-Laws previously filed
as an Exhibit to Form S-18 filed January 7, 1991, incorporated
herein by reference.
(4) Instruments defining the rights of holders, including
indentures.
None
(9) Voting Trust Agreement
None
(10) Material Contracts
(a) Facility Lease between the Company and GWW Partnership,
dated September 27, 1989, previously filed as an Exhibit to
Form S-18 filed on January 7, 1991, incorporated herein by
reference.
(b) Facility Lease between the Company and CYNWD dated June 16,
1990, previously filed as an Exhibit to Form S-18 filed
January 7, 1991, incorporated herein by reference.
(c) Contract for Sale and Purchase (including Addendum and
Subscription Agreement) between the Company and C.L.
Dinkins, Jr. Trustee, dated May 15, 1992, previously filed
as an Exhibit to Form 10-K filed on April 26, 1993,
incorporated herein by reference.
<PAGE> 4
(d) Irrevocable Voting Proxy between Richard D. Brown and the
Company, dated June 30, 1988, previously filed as an
Exhibit to Form 10-K filed on April 26, 1993, incorporated
herein by reference.
(e) Irrevocable Voting Proxy between Robert W. Burnham and the
Company dated June 30, 1988, previously filed as an Exhibit
to Form 10-K filed on April 26, 1993, incorporated herein
by reference.
(f) Irrevocable Voting Proxy between Mark S. Heller and the
Company, dated June 30, 1988, previously filed as an
Exhibit to Form 10-K filed on April 26, 1993, incorporated
herein by reference.
(g) Irrevocable Voting Proxy between John Leard and the
Company, dated October 31, 1989, previously filed as an
Exhibit to Form 10-K filed on April 26, 1993, incorporated
herein by reference.
(h) Irrevocable Voting Proxy between William J. White and the
Company, dated June 30, 1988, previously filed as an
Exhibit to Form 10-K filed on April 26, 1993, incorporated
herein by reference.
(i) Irrevocable Voting Proxy between Tracie Dawson and the
Company, dated June 30, 1988, previously filed as an
Exhibit to Form 10-K filed on April 26, 1993, incorporated
herein by reference.
(j) Commitment for Equipment between Climax, Inc. and the
Company, dated February 13, 1992, previously filed as an
Exhibit to Form 10-K filed on April 26, 1993, incorporated
herein by reference.
(k) Stock Repurchase Agreement between J. R. Gunter, Robert
Wormser, Mark Wormser and the Company dated April 27, 1989.
(l) Employment Agreement between the Company and Robert Wormser
dated June 1, 1993, previously filed as an Exhibit to Form
10-KSB filed on or about December 20, 1993, incorporated
herein by reference.
<PAGE> 5
(m) Agreement between the Company and Florida Gulf Capital &
Equity Corp., Inc. previously filed as an Exhibit to Form
10-QSB filed on or about May 13, 1994, incorporated herein
by reference.
(n) Irrevocable Voting Proxy between Donna Wormser and the
Company, dated March 3, 1993, previously filed as an
Exhibit to Form 10-KSB filed October 26, 1994, incorporated
herein by reference.
(o) Irrevocable Voting Proxy between Pruitt Hall and the
Company, dated July 22, 1994, previously filed as an
Exhibit to Form 10-KSB filed October 26, 1994, incorporated
herein by reference.
(p) Irrevocable Voting Proxy between William J. White and the
Company, dated July 22, 1994, previously filed as an
Exhibit to Form 10-KSB filed October 26, 1994, incorporated
herein by reference.
(q) Irrevocable Voting Proxy between Tracie Dawson and the
Company, dated July 22, 1994, previously filed as an
Exhibit to Form 10-KSB filed October 26, 1994, incorporated
herein by reference.
(r) Irrevocable Voting Proxy between Carol Monroe and the
Company, dated July 29, 1994, previously filed as an
Exhibit to Form 10-KSB filed October 26, 1994, incorporated
herein by reference.
(s) Irrevocable Voting Proxy between Sharon Rava and the
Company, dated July 22, 1994, previously filed as an
Exhibit to Form 10-KSB filed October 26, 1994, incorporated
herein by reference.
(t) Irrevocable Voting Proxy between Ricky Brown and the
Company, dated July 22, 1994, previously filed as an
Exhibit to Form 10-KSB filed October 26, 1994, incorporated
herein by reference.
(u) Irrevocable Voting Proxy between Mark Slaughter and the
Company, dated July 22, 1994, previously filed as an
Exhibit to Form 10-KSB filed October 26, 1994, incorporated
herein by reference.
<PAGE> 6
(v) Irrevocable Voting Proxy between John Fernung and the
Company, dated July 22, 1994, previously filed as an
Exhibit to Form 10-KSB filed October 26, 1994, incorporated
herein by reference.
(w) Consulting Agreement Tod Lotz and the Company, dated June
12, 1996, previously filed as an Exhibit to Form S-8 filed
July 10, 1996, incorporated herein by reference.
(x) Consulting Agreement Mark Schultz and the Company, dated
July 10, 1996, previously filed as an Exhibit to Form S-8
filed July 10, 1996, incorporated herein by reference.
(y) Consulting Agreement Tod Lotz and the Company, dated August
12, 1996, previously filed as an Exhibit to Form S-8 filed
September 4, 1996, incorporated herein by reference.
(z) Consulting Agreement between Tim Murray and the Company,
dated August 12, 1996, previously filed as an Exhibit to
Form S-8 filed September 4, 1996, incorporated herein by
reference.
<TABLE>
<S> <C> <C>
(11) Statement re: computation of per share earnings None
(18) Letter on change in accounting principles None
(21) Subsidiaries of the Registrant None
(22) Published report re: matters submitted to vote of security holders None
(24) Power of Attorney None
(27) Financial Data Schedule (for SEC use only)
(28) Information from reports furnished to state
insurance regulatory authorities None
</TABLE>
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<TABLE>
<S> <C> <C>
(99) Additional Exhibits None
</TABLE>
(b) Form 8-K
There were no reports on Form 8-K filed during the last four periods
covered by this report
<PAGE> 8
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.
(Registrant) IMAGICA ENTERTAINMENT, INC. (f/k/a Ranger International, Inc.)
/s/ Robert S. Wormser
- ---------------------
ROBERT S. WORMSER
President, Chief Executive Officer, Chief Financial Officer, Chief Operating
Officer
Date: April 7, 1997
/s/ William J. White
- ---------------------
WILLIAM J. WHITE
Director
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS OF IMAGICA ENTERTAINMENT FOR THE YEAR ENDED MAY 31, 1996,
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> MAY-31-1996
<PERIOD-START> JUN-01-1995
<PERIOD-END> MAY-31-1996
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 561,134
<ALLOWANCES> 33,086
<INVENTORY> 258,625
<CURRENT-ASSETS> 869,434
<PP&E> 2,596,968
<DEPRECIATION> 1,725,488
<TOTAL-ASSETS> 2,006,239
<CURRENT-LIABILITIES> 2,166,080
<BONDS> 573,959
0
0
<COMMON> 1,820
<OTHER-SE> (494,380)
<TOTAL-LIABILITY-AND-EQUITY> 2,006,289
<SALES> 5,182,056
<TOTAL-REVENUES> 5,182,056
<CGS> 3,981,755
<TOTAL-COSTS> 1,760,415
<OTHER-EXPENSES> 7,676
<LOSS-PROVISION> 31,869
<INTEREST-EXPENSE> 217,337
<INCOME-PRETAX> (785,127)
<INCOME-TAX> 0
<INCOME-CONTINUING> (785,127)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (785,127)
<EPS-PRIMARY> (.47)
<EPS-DILUTED> (.47)
</TABLE>
