SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
Current Report
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934.
Date of Report (Date of earliest event reported) July 6, 1999
GENISYS RESERVATION SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
New Jersey
(State or Other Jurisdiction of Incorporation)
0-29188 22-2719541
(Commission File Number) (I.R.S. Employer Identification No.)
2401 Morris Avenue, Union, New Jersey 07083
(Address of principal executive offices) (Zip Code)
(908) 810-8767
(Registrant's telephone number, including area code)
<PAGE>
ITEM 5.Other Matters
At the request of the Panel of The NASDAQ-Amex Market Group reviewing
the continued listing of the Company's securities, the Company was requested:
"On or before July 7, 1999, the Company must make a public filing with the SEC
and Nasdaq evidencing a minimum of $2,550,000 in net tangible assets. The filing
must contain a May 31,1999 balance sheet with pro forma adjustments for any
significant events or transactions occurring or before the filing date."
For purposes of continued listing of the Company's securities on
NASDAQ's Small Cap Market, the NASDAQ-Amex Market Group requested a public
filing with the SEC and NASDAQ on or before July 7, 1999 evidencing a minimum of
$2,550,000 net tangible assets (as defined by NASDAQ). The filing is to contain
a May 31, 1999 historical balance sheet with pro forma adjustments for any
significant events or transactions occurring on or before the filing date. Based
on the accompanying pro forma balance sheet as of May 31, 1999, the Company had
pro forma net tangible assets (as defined by NASDAQ) of $2,627,965 computed as
follows:
Stockholders' equity
(total assets minus liabilities) $2,676,965
Less: Goodwill (reported in other assets) 49,000
========================================= ----------
$2,627,965
ITEM 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(b) Pro Forma Financial information
1. Pro Forma Balance Sheet at May 31, 1999.
SIGNATURES
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 hereunto duly authorized.
Genisys Reservation Systems, Inc.
(Registrant)
By:___________________________
John Wasko, Treasurer
DATED: August 4, 1999
<PAGE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C>
GENISYS RESERVATION SYSTEMS, INC. AND SUBSIDIARIES
Development Stage Companies
PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET
May 31, 1999
(Unaudited)
Giving Effect
to Receipt of
Historical $790,000
ASSETS (Note A) Adjustments (Note B)
Current assets:
Cash and cash equivalents $ 45,415 $ 790,000 $ 835,415
Accounts receivable, less allowance for
doubtful accounts of $15,000 48,330 48,330
Prepaid expenses 41,434 ________ 41,434
Total current assets 135,179 790,000 925,179
Investment in, and advances to, GEN O2, Inc. 434,777 434,777
Property and Equipment 105,929 105,929
Computer software, technology license and
related assets, less accumulated amortization 2,144,634 2,144,634
Other Assets 93,155 __________ 93,155
$ 2,913,674 $ 790,000 $ 3,703,674
LIABILITIES AND STOCKHOLDERS
EQUITY
Current liabilities:
Current maturities of long-term debt $ 334,375 $ 334,375
Accounts payable and accrued expenses 425,940 $ 425,940
Accrued interest payable-related party 188,269 188,269
Total current liabilities 948,584 948,584
Long-Term debt, less current maturities $ 78,125 $ 78,125
STOCKHOLDERS EQUITY: 1,886,965 790,000 2,676,965
$2,913,674 $ 790,000 $ 3,703,674
Note A - Represents the historical balance sheet at May 31, 1999.
Note B - Reflects the receipt of $790,000 in June 1999 from the private placement of common stock and the resultant
issuance of 526,667 shares of common stock of the Company.
Note C - For purposes of continued listing of the Company's securities on NASDAQ's Small Cap Market, the
NASDAQ-Amex Market Group requested a public filing with the SEC and NASDAQ on or before July 7,
1999 evidencing a minimum of $2,550,000 net tangible assets (as defined by NASDAQ). The filing is to
contain a May 31, 1999 historical balance sheet with pro forma adjustments for any significant events or
transactions occurring on or before the filing date. Based on the accompanying pro forma balance sheet as
of May 31, 1999, the Company had pro forma net tangible assets (as defined by NASDAQ) of $2,627,965
computed as follows:
Stockholders' equity (total assets minus liabilities) $2,676,965
Less: Goodwill (reported in other assets) 49,000
-----------
$2,627,965
</TABLE>