UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
Form 8-K/A
Date of Report (date of earliest event reported):
July 21, 1995
SEC FILE NUMBER: 33-15370-D
Exact Name of Issuer: CUSA TECHNOLOGIES, INC.
State of incorporation: NEVADA
IRS Indentification No.: 87-0439511
Address of principle executive offices:
986 West Atherton Drive
Salt Lake City, Utah 84123
Telephone: (801) 263-1840
<PAGE>
ITEM 7. THE FINANCIAL STATEMENTS
CUSA Technologies, Inc. (the "Registrant"), hereby amends and
supplements its report of form 8-K dated June 30, 1995, by filing
financial statements in connection with its acquisition of
Benchmark Computer Systems, Inc.
The following financial statements are included as part of
this report:
Proforma Condensed Consolidating Financial Statements
Unaudited Proforma Condensed Consolidating Balance Sheet
as of March 31, 1995
Unaudited Proforma Condensed Consolidating Statement of
Operations for the year ended June 30, 1994, and
three months ended March 31, 1995
Notes to Condensed Pro Forma Financial Statements
Report of Glass, Green, May & Associates L.L.C., independent
certified public accountants
Balance Sheets of Benchmark Computer Systems, Inc., as of
December 31, 1994 and 1993, and June 30, 1995 (unaudited)
Statements of Operations of Benchmark Computer Systems, Inc., for
the years ending December 31, 1994 and 1993, and the six months
ending June 30, 1995 and 1994 (unaudited)
Statement of Stockholders' Equity (Deficit) of Benchmark Computer
systems, Inc., as of December 31, 1994 and 1993, and June 30, 1995
(unaudited)
Statements of Cash Flows of Benchmark Computer Systems, Inc., for
the years ending December 31, 1994 and 1993, and the six months
ending June 30, 1995 and 1994 (unaudited)
Notes to Financial Statements of Benchmark Computer Systems, Inc.
<PAGE>
PRO FORMA CONDENSED CONSOLIDATING FINANCIAL STATEMENTS
The following pro forma condensed consolidating balance
sheet as of March 31, 1995 and the related pro forma condensed
consolidating statements of operations for the nine months ending
March 31, 1995 and for the year ending June 30, 1994 are based on
the consolidated Pro Forma balance sheet of CUSA Technologies,
Inc. (CTI) as previously filed on form 8-K (Amendment No. 1) on
September 12, 1995 (which included the historical consolidated
financial statements of CTI adjusted to reflect the Merger with
(1) Benchmark Computer Systems, Inc. and it's subsidiaries
located in Omaha (collectively, Omaha), (2) the acquisition of RK
& DR Concepts, Inc. dba Versyss Data Systems (VDS), (3) the
acquisition of Outside Force, Inc. (OFI), (4) the acquisition of
Computer Ease, (5) the merger with Sierra Surgery Center, Inc.,
(6) the merger with Medical Computer Management, Inc. and it's
subsidiaries (collectively, MCMI), and (7) the acquisition of
Benchmark Systems of Va., Inc. (Virginia) assuming the
acquisitions were completed as of the beginning of the periods
for the statements of operations and as of March 31, 1995 for the
balance sheet) and the acquisition of Benchmark Computer Systems,
Inc. located in Wisconsin (Wisconsin).
The pro forma condensed consolidating financial statements
should be read in conjunction with the audited financial
statements of CTI, Omaha, VDS, MCMI, Virginia and Wisconsin and
the related notes thereto. The pro forma adjustments include
certain assumptions as discussed in the accompanying notes and
are subject to change. Furthermore, the pro forma condensed
consolidated results of operations are not necessarily indicative
of actual results which might have occurred had the acquisitions
occurred on the dates indicated or of results that may be
obtained in the future.
<PAGE>
<TABLE>
CUSA TECHNOLOGIES, INC.
Pro forma Condensed Consolidating Balance Sheet
March 31, 1995
<CAPTION>
Consolidated
Pro forma
Balance
(Excluding
Benchmark Benchmark Total Consolidated
Computer Computer Combined Pro forma Pro forma
Systems, Inc Systems, Inc Balance Adjustments Balance
____________ ____________ __________ ___________ __________
ASSETS
Current Assets:
<S> <C> <C> <C> <C> <C>
Cash and cash equivalents $ 1,215,242 52,411 1,267,653 1,267,653
Trade accounts receivable, net 5,089,516 251,517 5,341,033 5,341,033
Receivables from related parties 223,596 223,596 223,596
Inventories 1,829,777 51,554 1,881,331 1,881,331
Prepaid and other assets 212,090 23,483 235,573 235,573
Total current assets 8,570,221 378,965 8,949,186 8,949,186
Property and equipment:
Land 297,688 297,688 297,688
Buildings and improvements 2,138,339 2,138,339 2,138,339
Equipment 1,284,094 1,284,094 1,284,094
Office furniture, fixtures, and equipment 1,294,105 311,019 1,605,124 1,605,124
Vehicles 172,922 172,922 172,922
Leasehold Improvements 25,847 23,241 49,088 49,088
Software 39,487 39,487 39,487
5,252,482 334,260 5,586,742 5,586,742
Less accumulated depreciation
1,203,054 283,266 1,486,320 1,486,320
Net property and equipment 4,049,428 50,994 4,100,422 4,100,422
Equipment under capital lease, net 299,683 97,541 397,224 397,224
Receivables from related parties 177,466 175,000 352,466 352,466
Software development and acquisition costs 2,964,427 2,964,427 2,964,427
Excess purchase price over fair value of net
tangible and identifiable intangible assets
acquired 11,245,597 11,245,597 (3) 1,156,912 12,402,509
Other assets 188,890 18,643 207,533 207,533
$ 27,495,712 721,143 28,216,855 1,156,912 29,373,767
LIABILITIES AND EQUITY
Current liabilites:
Lines of credit with bank $ 143,747 143,747 143,747
Current installments of long-term debt and
subordinated long-term debt 570,403 38,867 609,270 609,270
Current installments of obligations under
capital leases 155,789 35,012 190,801 190,801
Accounts payable 2,513,531 304,500 2,818,031 2,818,031
Accrued liabilities 2,949,970 48,398 2,998,368 2,998,368
Income taxes payable 379,084 63,248 442,332 442,332
Payables to related parties 2,260,434 2,260,434 2,260,434
Deferred revenue 5,580,262 572,009 6,152,271 6,152,271
Total current liabilites 14,553,220 1,062,034 15,615,254 15,615,254
Long-term line of credit 1,170,500 1,170,500 1,170,500
Long-term debt and subordinated long-term
debt, excluding current installments 1,903,652 290,331 2,193,983 2,193,983
Obligations under capital leases, excluding
current installments 215,794 44,022 259,816 259,816
Minority interest in susidiary 2,826 2,826 2,826
Deferred income tax liability 288,938 288,938 288,938
Total liabilites 18,134,930 1,396,387 19,531,317 - 19,531,317
Stockholders Equity:
Series A convertible preferred stock 1,000 1,000 1,000
Common stock 8,144 20,000 28,144 (3) (19,807) 8,337
Additional paid in capital 8,339,199 28,000 8,367,199 (3) 453,475 8,820,674
Retained earnings 1,012,439 (723,244) 289,195 (3) 723,244 1,012,439
Total stockholders' equity 9,360,782 (675,244) 8,685,538 1,156,912 9,842,450
$ 27,495,712 721,143 28,216,855 1,156,912 29,373,767
<FN>
See accompanying notes to condensed pro forma financial statements.
</TABLE>
<PAGE>
<TABLE>
CUSA TECHNOLOGIES, INC.
Proforma Condensed Consolidating Statement of Operations
For the year ending June 30, 1994
<CAPTION>
Consolidated
Pro forma
Balance
(Excluding
Benchmark Benchmark Total Consolidated
Computer Computer Combined Pro forma Pro forma
Systems, Inc Systems, Inc Balance Adjustments Balance
<S> <C> <C> <C> <C> <C>
Revenue $ 36,851,296 2,950,446 39,801,742 (1) (53,114) 39,748,628
Less cost of goods sold 16,509,961 1,349,057 17,859,018 (1) (53,114) 17,805,904
Gross profit 20,341,335 1,601,389 21,942,724 21,942,724
Selling, general and administrative expense 21,698,122 1,816,398 23,514,520 (4) 77,127 23,591,647
Operating income (loss) (1,356,787) (215,009) (1,571,796) (77,127) (1,648,923)
Other income (expense):
Interest, net (376,309) (88,953) (465,262) (465,262)
Other 414,285 (1,899) 412,386 412,386
Income (loss) before income tax (1,318,811) (305,861) (1,624,672) (77,127) (1,701,799)
Provision for income taxes (527,525) (73,421) (600,946)(2) (79,774) (680,720)
Income (loss) before preferred stock divide (791,286) (232,440) (1,023,726) 2,646 (1,021,080)
Less preferred stock dividends 120,000 120,000 120,000
Net income (loss) available to common sha$ (671,286) (232,440) (903,726) 2,646 (901,080)
Primary and fully diluted earnings per share of common stock:
Loss per share and common share
equivalent (0.11)
Weighted average number of shares
outstanding 7,956,301
<FN>
See accompanying notes to condensed pro forma financial statements.
</TABLE>
<PAGE>
<TABLE>
CUSA TECHNOLOGIES, INC.
Proforma Condensed Consolidating Statement of Operations
For the nine months ending March 31, 1995
<CAPTION>
Consolidated
Pro forma
Balance
(Excluding
Benchmark Benchmark Total Consolidated
Computer Computer Combined Pro forma Pro forma
Systems, Inc Systems, Inc Balance Adjustments Balance
____________ ____________ ______________ ___________ ____________
<S> <C> <C> <C> <C> <C>
Revenue $ 28,960,493 2,143,074 31,103,567 (1) (123,824) 30,979,743
Less cost of goods sold 14,161,857 674,728 14,836,585 (1) (123,824) 14,712,761
Gross profit 14,798,636 1,468,346 16,266,982 - 16,266,982
Selling, general and administrative
expenses 14,359,104 1,412,451 15,771,555 (4) 57,846 15,829,401
Operating income 439,532 55,895 495,427 (57,846) 437,581
Other income (expense):
Interest, net (354,667) (39,482) (394,149) - (394,149)
Gain on settlement 505,516 505,516 505,516
Other (35,767) 3,550 (32,217) - (32,217)
Income before income tax 49,098 525,479 574,577 - 516,731
Provision for income taxes 19,639 151,548 171,187 (2) 35,506 206,693
Income before preferred stock dividend 29,459 373,931 403,390 (35,506) 310,039
Less preferred stock dividends 90,000 90,000 90,000
Net income available to common share$ (60,541) 373,931 313,390 (35,506) 220,039
Primary and fully diluted earnings per share of common stock:
Income per share and common share
equivalent 0.03
Weighted average number of shares
outstanding 8,336,301
<FN>
See accompanying notes to condensed pro forma financial statements.
</TABLE>
<TABLE>
<PAGE>
CUSA TECHNOLOGIES, INC.
Notes to Pro Forma Condensed Consolidating Financial Statements
(1) General Assumptions
The accompanying pro forma condensed balance sheet as of
March 31, 1995 and the pro forma condensed consolidating
statements of operations for the nine months ending March 31,
1995 and for the year ended June 30, 1994 were prepared based on
the following assumptions:
o The pro forma adjustments were made assuming the
companies were combined as of the beginning of the periods for
the statements of operations and as of the end of the period for
the balance sheet.
(2) Pro Forma Adjustments
The adjustments to the accompanying condensed pro forma
balance sheet as of March 31, 1995 and the pro forma condensed
statements of operations for the nine months ending March 31,
1995 and the year ending June 30, 1994 are as follows:
(1) Adjustment to eliminate software and royalty
fees charged to Wisconsin by CUSA.
(2) Adjustment to record income tax benefit at the
estimated effective rate of 40% of net income (loss) before
income taxes.
(3) Adjustment to record acquisition of Wisconsin.
(4) Adjustment to amortize goodwill acquired on the
acquisition over a period of fifteen years on a straight-line
basis.
<PAGE>
INDEPENDENT AUDITORS' REPORT
The Board of Directors
Benchmark Systems of Va., Inc.
We have audited the balance sheet of Benchmark Systems of Va.,
Inc. as of December 31, 1994 and the related statements of
operations, stockholders' equity (deficit) and cash flows for the
years ending December 31, 1994 and 1993. These financial
statements are the responsibility of the Company's management.
Our responsibility is to express an opinion on these financial
statements based on our audits.
We conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audits to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to
above present fairly, in all material respects, the financial
position of Benchmark Systems of Va., Inc. at December 31, 1994
and the results of its operations and its cash flows for the
years ended December 31, 1994 and 1993 in conformity with
generally accepted accounting principles.
Glass, Green, May & Associates, L.L.C.
/s/ Glass, Green, May & Associates, L.L.C.
Salt Lake City, Utah
August 26, 1995
<PAGE>
</TABLE>
<TABLE>
BENCHMARK COMPUTER SYSTEMS, INC.
Balance Sheets
<CAPTION>
(Unaudited)
March 31, June 30,
ASSETS 1995 1995
___________ __________
Current Assets:
<S> <C> <C>
Cash $ 52,411 -
Trade accounts receivable, net of allow. for doubtful accounts of $42,001
at March 31, 1995 and $49,999 at June 30, 1995 (notes 2 and 6) 251,517 227,435
Inventories (note 2) 51,554 38,058
Prepaid expenses and other assets 23,483 12,906
Total current assets 378,965 278,399
Property and equipment (note 2):
Computer equipment 198,429 198,429
Office furniture and equipment 112,590 112,590
Leasehold improvements 23,241 56,613
Total property and equipment 334,260 367,632
Less accumulated depreciation and amortization 283,266 304,125
Net property and equipment 50,994 63,507
Equipment under capital lease obligations, net of accumulated amortization of
$4,080 at March 31, 1995 and $10,085 at June 30, 1995 (note 3) 97,541 91,536
Due from stockholder (note 8) 175,000 176,240
Other assets 18,643 22,404
$ 721,143 632,086
</TABLE>
<PAGE>
<TABLE>
Benchmark Computer Systems, Inc.
Balance Sheets (Continued)
LIABILITIES AND STOCKHOLDERS' DEFICIT
<S> <C> <C>
Current liabilities:
Checks issued in excess of bank balance $ - 3,814
Current installments of long-term debt (note 2) 38,867 75,050
Current installments of obligations under capital leases (note 3) 35,012 35,827
Accounts payable (note 5) 304,500 394,535
Accrued liabilities and deposits 48,398 90,909
Deferred tax liability (note 4) 63,249 -
Deferred revenue 572,009 556,325
Total current liabilities 1,062,035 1,156,460
Long-term debt, excluding current installments (note 2) 290,331 245,791
Obligations under capital leases, excluding current
installments (note 3) 44,022 37,237
Total liabilities 1,396,388 1,439,488
Stockholder's deficit:
Common stock, $10 par value; authorized 2,800 shares;
issued 2,000 shares (note 5) 20,000 20,000
Additional paid-in capital 28,000 28,000
Accumulated deficit (723,245) (855,402)
Total stockholder's deficit (675,245) (807,402)
$ 721,143 632,086
<FN>
See accompanying notes to financial statements.
</TABLE>
F-2
<PAGE>
<TABLE>
BENCHMARK COMPUTER SYSTEMS, INC.
Statements of Operations
<CAPTION>
(Unaudited)
Three months ended
Year Ended March 31, June 30,
______________________ _____________________
1995 1994 1995 1994
___________ _________ _________ __________
<S> <C> <C> <C> <C>
Net service and sales revenue (note 6) $2,707,706 2,896,900 405,537 564,632
Cost of goods sold and other direct costs 895,960 1,274,096 154,345 221,232
Gross profit 1,811,746 1,622,804 251,192 343,400
Selling, general and administrative expenses 1,808,172 1,836,103 441,542 395,721
Operating income (loss) 3,574 (213,299) (190,350) (52,321)
Other income (expense):
Gain on settlement (note 7) 505,516 - - -
Interest expense (56,458) (88,511) (5,771) (16,976)
Other 3,569 (7,562) 715 19
Total other income (expense) 452,627 (96,073) (5,056) (16,957)
Income (loss) before income taxes 456,201 (309,372) (195,406) (69,278)
Income tax expense (benefit) (note 4) 126,497 (63,248) (63,249) (25,051)
Net income (loss) $ 329,704 (246,124) (132,157) (44,227)
<FN>
See accompanying notes to financial statements.
</TABLE>
F-3
<PAGE>
<TABLE>
BENCHMARK COMPUTER SYSTEMS, INC.
Statements of Stockholder's Deficit
March 31, 1994 and 1995 and June 30, 1995
<CAPTION>
Common Stock
Number Additional Total
of Paid-in Accumulated Stockholder
Shares Amount Capital Deficit Deficit
____________ ________ __________ ___________ _____________
<S> <C> <C> <C> <C> <C>
Balance at April 1, 1993 2,000 $ 20,000 28,000 (806,825) $ (758,825)
Net loss year ended March 31, 1994 - - - (246,124) (246,124)
Balance at March 31, 1994 2,000 20,000 28,000 (1,062,949) (1,004,949)
Net income year ended March 31, 1995 - - - 329,704 329,704
Balance at March 31, 1995 2,000 20,000 28,000 (723,245) (675,245)
Net loss three months ending
June 30, 1995 (Unaudited) - - - (132,157) (132,157)
Balance June 30, 1995 (Unaudited) 2,000 $ 20,000 28,000 (855,402) $ (807,402)
<FN>
See accompanying notes to financial statements.
F-4
</TABLE>
<PAGE>
<TABLE>
BENCHMARK COMPUTER SYSTEMS, INC.
Statements of Cash Flows
<CAPTION>
(Unaudited)
Three months ended
Year Ended March 31, June 30,
______________________ ______________________
1995 1994 1995 1994
__________ _________ _________ ________
<S> <C> <C> <C> <C>
Cash flows from operating activities:
Net income (loss) $ 329,704 (246,124) (132,157) (44,227)
Adjustments to reconcile net income (loss) to net cash
provided by (used in) operating activities:
Depreciation and amortization 43,370 45,672 21,905 7,210
Provision for losses for trade accounts receivable (5,578) (50,421) 7,998 421
Gain on settlement (note 7) (505,516) - - -
Write off of shareholder receivable 75,000 - - -
Net change in current assets and
liabilities:
Trade accounts receivable (10,789) 278,281 16,083 124,806
Inventories 86,700 (95,550) 18,455 (4,781)
Other current assets 11,107 2,770 10,576 14,171
Deferred income taxes 126,497 (63,248) (63,249) (25,051)
Deferred revenue (52,953) (24,790) (15,682) (50,719)
Accounts payable, accrued liabilities and deposits (83,382) 137,262 135,120 66,105
Net cash provided by (used in) operating act 14,160 (16,148) (951) 87,935
Cash flows from investing activities:
Purchase of property and equipment (8,307) (4,718) (33,372) (1,835)
Net repayments from (advances to) stockholder (9,698) 39,858 - (6,007)
Decrease (increase) in other assets 5,810 1,321 (3,762) (22,048)
Net cash provided by (used in) investing acti (12,195) 36,461 (37,134) (29,890)
Cash flows from financing activities:
Proceeds from long-term debt 300,000 - - -
Repayments of long-term debt (230,853) (25,000) (8,356) -
Repayment of obligations under capital leases (21,304) (1,283) (5,970) (3,849)
Net cash provided by (used in) financing acti 47,843 (26,283) (14,326) (3,849)
Net increase (decrease) in cash 49,808 (5,970) (52,411) 54,196
Cash at the beginning of period 2,603 8,573 52,411 2,603
Cash at the end of period $ 52,411 2,603 - 56,799
Supplemental disclosures of cash flow
information:
Cash paid during the period for:
Interest $ 33,918 59,808 9,184 9,327
Income taxes $ 1,098 790 - -
Supplemental schedule of noncash investing and
financing activities:
Capital leases incurred for equipment $ 92,383 - - -
Accounts payable converted to debt $ 35,051 - - -
<FN>
See accompanying notes to financial statements.
F-5
</TABLE>
<PAGE>
BENCHMARK COMPUTER SYSTEMS, Inc.
Notes to Financial Statements
March 31, 1995 and 1994 and June 30, 1995 and 1994
(1) Organization, Line of Business, and Summary of Accounting Policies
(a) Organization and Line of Business
Benchmark Computer Systems, Inc. (the Company) is a
value added reseller of computer hardware and software. The
Company also markets a line of printed products, sells and
supports hardware and software maintenance agreements, and offers
various system consulting services. The Company maintains its
corporate headquarters in New Berlin, Wisconsin.
(b) Inventories
Inventories are stated at the lower of cost or market.
Cost is determined using the first-in, first-out method. All
inventories consist of purchased computers, computer parts and
supplies.
(c) Property and Equipment
Property and equipment are stated at cost.
Depreciation and amortization are calculated on a straight-line
basis over the estimated useful lives of the assets.
(d) Equipment Under Capital Lease Obligations
Equipment under capital lease obligations is recorded
at the lesser of the fair value of the equipment or the present
value of the future minimum lease payments and is amortized using
the straight-line method over the lesser of the estimated useful
life or the lease term of the equipment.
(e) Income Taxes
The Company utilizes the liability method of accounting
for income taxes as set forth in Statement of Financial
Accounting Standards No. 109, "Accounting for Income Taxes".
Under the liability method, deferred taxes are determined based
on the difference between the financial statement and tax basis
of assets and liabilities using
enacted tax rates in effect in the years in which the
deferred tax liabilities or assets are expected to be paid or
recovered. An allowance against deferred tax assets is recorded
when it is more likely than not that such benefits will not be
realized.
(continued)
F-6
<PAGE>
BENCHMARK COMPUTER SYSTEMS, Inc.
Notes to Financial Statements
(f) Deferred Revenue
Amounts billed as software and hardware maintenance
revenue are deferred and recognized on a straight-line basis over
the term of the maintenance contract.
(g) Basis of Presentation
In the opinion of management, the accompanying
unaudited financial statements contain all the adjustments
necessary to fairly present the Company's financial position as
of June 30, 1995 and its results of operations and cash flows for
the three months ended June 30, 1995 and 1994. The results of
operations for the three months ended June 30, 1995 may not be
indicative of the results that may be expected for the year
ending March 31, 1996.
(2) Long-term Debt
<TABLE>
Long-term debt as of March 31, 1995 and June 30, 1995
consists of the following:
<CAPTION>
March 31, June 30,
_________ _________
<S> <C> <C>
Note payable to commercial lender,
bearing interest at prime plus
2.5%; payable in monthly payments
of principal and interest of $5,560;
Secured by equipment, inventory, and
accounts receivable; due February
1, 2001. $ 294,147 285,790
Note payable to supplier; bears no
interest and is due in full on June
6, 1996. The note is unsecured. 35,051 35,051
' 329,198 320,841
Less current portion 38,867 75,050
$ 290,331 245,791
======= =======
<FN>
</TABLE>
(continued)
F-7
<PAGE>
BENCHMARK COMPUTER SYSTEMS, Inc.
Notes to Financial Statements
At March 31, 1995 the aggregate maturities of long-term debt
are as follows:
March 31,:
1996 $ 38,867
1997 78,300
1998 47,614
1999 52,600
2000 58,108
Thereafter 53,709
$ 329,198
=======
(3) Leases
The Company is obligated under various capital leases for
certain equipment that expire at various dates during the next
three years. The Company also has various noncancelable
operating leases that expire over the next five years. Rental
expense for operating leases was $109,233 and $100,758 for the
years ended March 31, 1995 and 1994, respectively and $19,119 and
$27,292 for the three month periods ended June 30, 1995 and 1994,
respectively. In May of 1995, the Company sub-leased excess
building space to a third party. In the sub-lease agreement the
Company is to receive $4,333 per month as rent income. The
rental expense at June 30, 1995 above is net of one months rent
income.
Future minimum lease payments under the noncancelable
operating leases with initial or remaining lease terms in excess
of one year and the present value of future minimum capital lease
payments as of March 31, 1995, are as follows:
Year ending Capital Operating
March 31, leases leases
___________ _________ _________
1996 $ 41,240 $107,960
1997 43,083 100,997
1998 3,408 105,996
1999 - 99,996
2000 - 83,330
Thereafter - -
Total minimum lease payments $ 87,731 $498,279
=======
(continued)
F-8
<PAGE>
BENCHMARK COMPUTER SYSTEMS, Inc.
Notes to Financial Statements
Less amount representing
interest and executory costs 8,697
Present value of net minimum
capital lease payments 79,034
Less current installments of
obligations under capital
lease obligations 35,012
$ 44,022
========
The future minimum lease income under the noncancelable sub-
lease agreement as of June 30, 1995, is as follows:
Year ending Operating
June 30, leases
___________ _________
1996 $ 52,000
1997 52,000
1998 43,333
Thereafter -
Total minimum lease income $ 147,333
=======
(4) Income taxes
A reconciliation of "expected" income tax expense (benefit)
computed at the U.S. federal corporate rate of 34 percent to
actual income tax expense follows:
Year ended March 31,
________________________
1995 1994
_________ _________
Computed "expected" income tax
expense (benefit) $ 155,108 (105,186)
Change in valuation allowance (62,564) 41,226
State income taxes 27,372 (18,562)
Other, net 6,581 19,274
$ 126,497 (63,248)
======= =======
(continued)
F-9
<PAGE>
BENCHMARK COMPUTER SYSTEMS, Inc.
Notes to Financial Statements
Three months ended
June 30,
_______________________
1995 1994
__________ ________
Computed "expected" income tax
expense (benefit) $ (66,438) (23,555)
Change in valuation allowance 12,451 -
State income taxes (11,724) ( 4,156)
Other, net 2,462 2,660
$ (63,249) (25,051)
======= =======
The tax effects of temporary differences that give rise to
significant portions of the deferred tax assets and liabilities
at March 31, 1995 and June 30, 1995 are presented below in
accordance with Statement 109:
March 31, June 30,
1995 1995
_________ _________
Deferred tax asset:
Accrued expenses $222,871 322,861
Less valuation allowance (222,871) (322,861)
Net deferred tax asset - -
Deferred tax liability:
Other 63,249 -
Net deferred tax liability 63,249 -
======== ========
Income tax expense for the years ended March 31, 1995 and
1994 is summarized as follows:
March 31, 1995
___________________________________
Current Deferred Total
___________ ________ ________
U.S. Federal $ - 107,524 107,524
State and other - 18,973 18,973
$ - 126,497 126,497
========= ======= =======
March 31, 1994
___________________________________
Current Deferred Total
___________ ________ ________
U.S. Federal $ - (53,762) (53,762)
State and other - ( 9,486) ( 9,486)
$ - (63,248) (63,248)
========= ======== =======
(continued)
F-10
<PAGE>
BENCHMARK COMPUTER SYSTEMS, Inc.
Notes to Financial Statements
Income tax expense for the three months ending June 30, 1995
and 1994 is summarized as follows:
June 30, 1995
___________________________________
Current Deferred Total
___________ ________ ________
U.S. Federal $ - (53,763) (53,763)
State and other - ( 9,486) ( 9,486)
$ - (63,249) (63,249)
========= ======== ========
June 30, 1994
___________________________________
Current Deferred Total
___________ ________ ________
U.S. Federal $ - (21,293) (21,293)
State and other - ( 3,758) ( 3,758)
$ - (25,051) (25,051)
========= ======== ========
The Company has no net operating loss carryovers as of March
31, 1995.
(5) Subsequent Event
Effective June 1, 1995, 100% of the Company's outstanding
stock was purchased by CUSA Technologies, Inc. (CUSA). CUSA
principally develops, sells, and supports credit union, medical,
and rental software.
In consideration for the Company's common stock the
shareholders received 192,667 shares of CUSA's restricted common
stock. In anticipation of the acquisition the Company forgave a
portion of the stockholder's loan receivable in the amount of
$75,000 in the year ended March 31, 1995.
At June 30, 1995 the Company owed CTI a total of $168,407
representing amounts due for goods, services, royalties and
payroll paid or provided to the Company by CTI.
(continued)
F-11
<PAGE>
BENCHMARK COMPUTER SYSTEMS, Inc.
Notes to Financial Statements
(6) Credit Concentrations
The Company's customers are primarily in the financial
(credit unions) and medical markets and are located in the
midwest area of the United States. No single customer accounted
for more than 5% of revenue for the years ended March 31, 1995 or
1994 and no customer accounted for more than 5% of the accounts
receivable balances at March 31, 1995.
(7) Gain on settlement
In December 1994, the Company settled a lawsuit with a
supplier in which certain debt was forgiven and a credit for
future purchases was received totaling $505,516. This amount was
recognized as a gain on settlement in the March 31, 1995
statement of operations.
(8) Related Party Transactions
The Company has advanced to a stockholder as of March 31,
1995 $175,000. Subsequent to March 31, 1995 and concurrent with
the acquisition by CUSA, the amount was converted to an 8.5% note
payable to (CUSA). Interest only is due annually until the
amount becomes due in full at June 30, 2000. The amount is
secured by CUSA common stock.
F-12
<PAGE>
SIGNATURES
Pursuant to the requirements of section 13 or 15(d) of the Securities
& Exchange Act of 1934, as amended, the Registrant has duly caused this report
to be signed on its behalf by the undersigned, thereunto duly authorized.
Dated: October 4, 1995
CUSA TECHNOLOGIES, INC.
By /s/ Michael K. Hirano
Michael K. Hirano, C.F.O.
