FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934.
For the quarterly period ended March 31, 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 1-9593
COACHMAN INCORPORATED
(Exact name of registrant as specified in its charter)
Delaware 73-1244422
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
301 N.W. 63rd, Suite 500, Oklahoma City, OK 73116
(Address of principal executive offices) (Zip Code)
(405)-840-4667
Registrant's telephone number, including area code
Not applicable
(Former name, former address and former fiscal year,
changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) for 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 __X__ No _____
APPLICABLE ONLY TO ISSUERS INVOLVED IN
BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents
and reports required to be filed by Sections 12, 13 or 15(d) of the
Securities Exchange Act of 1934 subsequent to the distribution of
securities under a plan confirmed by a court. Yes ____ No __X___
APPLICABLE ONLY TO CORPORATE ISSUERS:
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 March 31, 1995
Common Stock, $.01 par value 8,287,142 shares
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
The following financial statements, in the opinion of management,
reflect all adjustments (none of which was other than a normal recurring
adjustment) necessary for a fair presentation of results of operations
for such periods. Results for interim periods should not be considered
indicative of results for a full year.
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
Material Changes in Financial Position
March 31, 1995 and December 31, 1994
During the First Quarter of 1995 current Assets decreased $3,250 due to
normal business. Other Assets decreased by $45,968 due to Amortization
of Goodwill of $10,377, repayment of Notes Receivable of $8,626,
Amortization of Deferred Costs of $3,966 and a decrease in Other Assets
of $6,492.
During the First Quarter of 1995 Total Liabilities increased by $29,364
due primarily to an increase in Accrued Liabilities. Accounts payable
trade decreased by $10,563.
During the Quarter the Corporation issued 857,142 shares of Common Stock
for $200,000. The stock was sold under an exemption from registration
under Regulation S. The proceeds were used primarily to purchase
merchandise for the retail stores and general corporate purposes.
Material Changes in Results of Operations
Quarter Ended March 31, 1995 compared to Quarter Ended March 31, 1994.
The Retail Operations were Sales of $253,259; Cost of Goods Sold of $115,641
or 46%; Operating Expenses of $155,720 and Loss from Retail Operations
of $18,102 compared to a profit of $21,191 in 1994. The gross margins
of 54% are in line with the Corporations goals. Overall sales and income
were low due to low inventory levels. The proceeds of the Regulation
S stock offering should help, however, additional financing to bring
inventory levels to $500,000 is needed.
General and Administrative Expenses decreased by $55,540 due to downsizing
of management and administrative personnel. Additional savings are planned
for the balance of the year. Depreciation and Amortization increased
by $29,428 due primarily to Amortization of Goodwill.
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
The Corporation is not a party to any current, pending or threatened
material legal proceedings. The Corporation's subsidiary Caribbean
Outfitters, Inc. is a party to a number of suits related to the closing
of all Florida Operations. In the opinion of management none of these
will effect the corporation.
<PAGE>
SIGNATURES
FORM 10-Q
Pursuant to the requirements 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.
COACHMAN INCORPORATED
(Registrant)
May 15, 1995 By: /s/ Dennis D. Bradford
Dennis D. Bradford
Chairman of the Board
Chief Financial Officer
<PAGE>
<TABLE>
COACHMAN INCORPORATED
CONSOLIDATED BALANCE SHEETS
MARCH 31, 1995 AND DECEMBER 31, 1994
<CAPTION>
March 31, December 31,
1995 1994
----------- -----------
<S> <C> <C>
ASSETS
CURRENT ASSETS:
Cash $42,123 $32,777
Accounts Receivable:
Trade 19,387 25,317
Related parties 2,657 2,658
Notes Receivable
Officer 27,619 27,619
Affiliates 35,702 35,702
Inventory 217,409 228,855
Marketable equity securities 168,750 168,750
Prepaid Expenses 13,150 1,884
----------- -----------
Total Current Assets 526,797 523,562
OTHER ASSETS:
Property and equipment, net of accumulated
depreciation of $340,210 in 1995 and
$321,969 in 1994 325,513 343,759
Goodwill:
Retail operations, net of accumulated amortization
of $54,765 in 1995 and $44,449 in 1994 1,058,950 1,069,267
Time share operations 261,201 261,201
Notes receivable:
Officer 94,447 92,767
Affiliates 428,030 436,656
Investment in condominium time-share memberships 60,000 60,000
Investments in affiliated entities 30,638 30,638
Deferred costs, net of accumulated amortization
of $39,901 in 1995 and $35,936 in 1994 39,401 43,367
Deposits 67,344 67,345
Other 28,163 34,655
----------- -----------
Total Other Assets 2,393,687 2,439,655
----------- -----------
TOTAL ASSETS $2,920,484 $2,963,217
=========== ===========
LIABILITIES:
CURRENT LIABILITIES:
Notes payable:
Related party $154,150 $154,150
Other 139,190 139,189
Current maturities of long-term debt 289,785 289,785
Accounts payable:
Trade 646,564 657,127
Related parties 68,771 58,771
Accrued liabilities:
Commission 30,000 30,000
Taxes 16,158 15,112
Interest 217,266 195,128
Other 131,386 124,644
----------- -----------
Total Current Liabilities 1,693,270 1,663,906
LONG-TERM DEBT 339,195 339,196
STOCKHOLDERS' EQUITY:
Preferred Stock, $.01 par value; authorized
200,000 shares; issued and outstanding 48 48
4,750 shares at March 31, 1995
Common Stock, $.01 par value; authorized 82,781 74,210
25,000,000 shares, issued and outstanding
8,278,142 shares at March 31, 1995 and
7,421,000 in 1994
Additional paid-in capital 8,017,787 7,839,458
Accumulated deficit (7,212,597) (6,953,601)
----------- -----------
Total Stockholders' Equity 888,019 960,115
----------- -----------
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $2,920,484 $2,963,217
======================
COACHMAN INCORPORATED
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 1995 AND 1994
<CAPTION>
THREE MONTHS ENDED
March 31, March 31,
1995 1994
----------- -----------
<S> <C> <C>
Revenues:
Retail sales 235,380 535,254
Management fees from affiliates 15,586 15,538
Time share commissions 2,293 --
----------- -----------
253,259 550,792
Expenses:
Cost of retail goods sold 115,641 264,802
Retail operating expenses 155,720 249,261
Time share commission expenses 6,372 --
General and administrative 196,489 252,029
Depreciation and amortization 39,015 9,587
----------- -----------
513,237 775,679
----------- -----------
Loss From Operations (259,978) (224,887)
----------- -----------
Other Income (Expense):
Interest income 12,305 11,615
Interest expense (24,118) (15,462)
Other income 12,795 --
Other expense -- (2,067)
Loss from retail store closings -- --
----------- -----------
982 (5,914)
----------- -----------
Income (Loss) Before Income Taxes (258,996) (230,801)
Income Taxes -- --
----------- -----------
Net Income (Loss) (258,996) (230,801)
=========== ===========
Net Income (Loss) Per Common Share:
Primary (0.03) (0.04)
Fully Diluted (0.03) (0.04)
Weighted Average Shares Outstanding:
Primary 7,844,809 5,812,500
Fully Diluted 8,433,559 5,812,500
COACHMAN INCORPORATED
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1995 AND 1994
<CAPTION>
THREE MONTHS ENDED
March 31, March 31,
1995 1994
----------- -----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) (258,996) (230,801)
Adjustments to reconcile net income to net cash
provided by (used in) operating activities
Depreciation and amortization 39,015 9,587
Partnership loss 3,258
(Increase) Decrease in Accounts receivable-trade 5,930 (1,360)
(Increase) Decrease in Inventory 11,446 908
(Increase) Decrease in Prepaids and Other (4,774) 0
Increase (Decrease) in Accounts payable and
Accrued liabilities 29,363 105,257
----------- -----------
Net Cash Provided by (Used in)
Operating Activities (178,016) (113,151)
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Net loan repayments from affiliates 8,628 17,454
Capital expenditures (6,486) (14,660)
Loans to officers (1,680) 18,959
----------- -----------
Net Cash Provided by (Used in)
Investing Activities 462 21,753
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of common stock 186,900 0
Principal payments on note payable
and long-term debt 0 (14,813)
----------- -----------
Net Cash Provided by (Used in)
Financing Activities 186,900 (14,813)
----------- -----------
Net Increase (Decrease) in Cash 9,346 (106,211)
CASH, beginning of period 32,777 174,969
----------- -----------
CASH, end of period 42,123 68,758
=========== ===========
COACHMAN INCORPORATED
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
FOR THE THREE MONTHS ENDED MARCH 31, 1995
<CAPTION>
Net Unreal-
ized Gains
Paid-in (Losses) on
Capital Noncurrent Total
Preferred Common in Excess Marketable Accumulated Stockholder
Stock Stock of Par Securities Deficit Equity
----------- ----------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
Balance - December 31, 1993
$0 $58,125 $6,921,143 $60,938 ($5,788,954) $1,251,252
Common Stock Issued 16,085 443,323 459,408
Preferred Stock Issued 48 474,992 475,040
Net Unrealized loss on noncurrent
marketable equity securities (60,938) (60,938)
Net loss for 1994 (1,164,647) (1,164,647)
----------- ----------- ----------- ----------- ----------- -----------
Balance - December, 31, 1994 $48 $74,210 $7,839,458 $0 ($6,953,601) $960,115
Common Stock Issued 8,571 178,329 186,900
Net loss for the three months
ended March 31, 1995 (258,996) (258,996)
----------- ----------- ----------- ----------- ------------ ----------
Balance - March 31, 1995 $48 $82,781 $8,017,787 $0 ($7,212,597) $888,019
========================== ========= ==========================
</TABLE>
