<PAGE>
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(Mark One)
THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTER ENDED MARCH 31, 1997
[ ] 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 0-18270
DAWCIN INTERNATIONAL CORP.
(Exact name of the registrant as specified in its charter)
NEW YORK 11-2857523
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
100 Garden City Plaza
Garden City, New York 11530
(Address of principal executive offices)
(516) 739-8800
(Registrant's telephone number)
Command Credit Corporation
(Former name, former address and former fiscal year,
if 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) 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 X
State the number of shares outstanding of each of the issuer's classes of common
equity, as of May 7, 1997: 3,688,254. This amount reflects a Two Hundred (200)
to One (1) reverse stock split effective at the open of business on October 17,
1996.
Transitional Small Business Disclosure Format (check one):
Yes No X
<PAGE>
PART I: Financial Information
ITEM 1: Financial Statements
DAWCIN INTERNATIONAL CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
ASSETS
(UNAUDITED)
March
1997
----------
Current Assets:
Cash and Cash Equivalents (Note 2) $ 692
Accounts Receivable, net (Note 3) 67,178
Notes Receivable (Note 4) 610,000
Prepaid Expenses 15,419
----------
Total Current Assets 693,289
----------
Fixed Assets:
Equipment 550,968
Furniture & Fixtures 144,311
Leasehold Improvements 218,238
----------
913,517
Less: Accumulated Depreciation
and Amortization 697,085
----------
Total Net Fixed Assets 216,432
----------
Other Assets:
Long Term Notes Receivable (Note 4) 1,318,320
Organization Expenses 3,094
Goodwill 259,979
Security Deposits 35,276
----------
Total Other Assets 1,616,669
----------
Total Assets $2,526,390
==========
The accompanying notes are an integral part of this report.
F-1
<PAGE>
DAWCIN INTERNATIONAL CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
LIABILITIES & SHAREHOLDERS' EQUITY
(UNAUDITED)
March 31
1997
Current Liabilities: ------------
Accounts Payable & Accrued Expenses (Note 5) $ 730,636
Payroll Taxes Payable 281,665
Salaries Payable (Note 7) 283,938
------------
Total Current Liabilities 1,296,239
------------
Long Term Liabilities:
Leases Payable 13,051
Notes Payable (Note 6) 711,083
------------
Total Long Term Liabilities 724,134
------------
Total Liabilities 2,020,373
------------
Shareholders' Equity (Note 8):
Common Stock - Authorized 150 Mill. Shares,
$.0001 Par Value, 2,688,254 Issued and
2,682,896 Outstanding at 03/97 369
Paid-In-Capital in Excess of Par Value 44,304,820
Paid-In-Capital from Treasury Stock 946,434
Paid-In-Capital from Warrants Exercised 902,389
Translation Adjustment 4,852
Retained (Deficit) (44,618,428)
------------
Total Shareholders' Equity 1,540,436
Less: Treasury Shares at Cost (1,034,419)
------------
Net Shareholders' Equity 506,017
------------
Total Liabilities and Shareholders' Equity $ 2,526,390
============
The accompanying notes are an integral part of this report.
F-2
<PAGE>
DAWCIN INTERNATIONAL CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
FOR THE THREE MONTHS ENDED FOR THE NINE MONTHS ENDED
MARCH 31 MARCH 31 MARCH 31 MARCH 31
1997 1996 1997 1996
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
Revenues:
- ---------
Operating Revenue $ 17,891 $ 244,323 $ 269,998 $ 614,997
Interest Income -0- $ 304,165 -0- 304,165
------------ ------------ ------------ ------------
Gross Income $ 17,891 $ 548,488 $ 269,998 $ 919,162
------------ ------------ ------------ ------------
Operating Expenses:
- -------------------
Selling and Administrative Expenses 72,061 1,139,632 1,778,850 2,770,607
Cost of Shares for Services Rendered 1,675,302 742,302 2,784,632 8,140,619
(Gain) Loss on Investment -0- (98,831) -0- 1,996,462
(Gain) Loss on Sale of Assets (1,978,904) -0- (2,003,904) -0-
Bad Debt Expense -0- --0- -0- 671,813
Taxes 13,251 48,514 59,348 142,764
------------ ------------ ------------ ------------
Total Operating Expenses ($ 218,290) $ 1,831,617 $ 2,618,926 $ 13,722,265
------------ ------------ ------------ ------------
Net Income(Loss) from Operations 236,181 (1,283,129) (2,348,928) (12,803,103)
------------ ------------ ------------ ------------
Non-Operating & Non-Recurring:
- ------------------------------
Gain (Loss) on Sale of Marketable Equity Securities -0- -0- 1,358 -0-
------------ ------------ ------------ ------------
Net Income(Loss) $ 236,181 ($ 1,283,129) ($ 2,347,570) ($12,803,103)
============ ============ ============ ============
Net Income(Loss) per Outstanding
Common Share (Note 9) $ 0.08 ($26.14) ($ 0.77) ($548.41)
============ ============ ============ ============
</TABLE>
* NOTE: This amount has been restated to reflect a One Hundred Fifty (150)
to One (1) reverse stock split effective October 27, 1995, and a
Two Hundred (200) to One (1) reverse stock split effective
October 17, 1996.
The accompanying notes are an integral part of this report.
F-3
<PAGE>
DAWCIN INTERNATIONAL CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOW
FOR THE NINE MONTHS ENDED MARCH 31
(UNAUDITED)
<TABLE>
<CAPTION>
1997 1996
------------ ------------
Cash Flow from Operations:
- --------------------------
<S> <C> <C>
Net (Loss) ($ 2,347,570) ($12,803,103)
Adjustments to Reconcile Net Loss
to Net Cash Provided by Operations
Depreciation & Amortization (46,638) (236,059)
(Gain)/Loss on Sale of Marketable Equity Securities (1,357) 89,119
Foreign Currency Translation Adjustment (676) (14,032)
(Increase) Decrease in:
Prepaid Expenses (5,506) (1,737,613)
Accounts Receivable 181,287 164,272
Notes Receivable 556,680 (10,000,000)
Interest Receivable 600,000 (300,000)
Organization Expenses (2,417) 30,220
Computer Software 119,992 (5,890)
Security Deposits 3,425 (5,000)
Increase (Decrease) in:
Accounts Payable (53,881) (546,254)
Leases Payable (38,958) (50,946)
Payroll Taxes Payable 42,203 (130,807)
Notes Payable (403,241) 351,273
Loans Payable 747,028 263,769
Salaries Payable 124,994 30,833
------------ ------------
Net Cash Used (Provided) by Operations (524,635) (24,900,218)
------------ ------------
Cash Flow from Financing Activities:
- ------------------------------------
Proceeds from Issuance of Common Stock 372,858 20,988,222
Purchase of Treasury Stock (4,872) (253,505)
Retained Earnings Liquidated Subsidiaries 73,198 1,215,564
------------ ------------
Net Cash Flow from Financing Activities 441,184 21,950,281
------------ ------------
Cash Flow from Investing Activities:
- ------------------------------------
Capital Expenditures Paid in Cash 207,003 379,191
Bank/Data Center Acquisition -0- 260,993
Goodwill (184,012) 1,938,309
Proceeds from Sale of Marketable Equity Securities 15,857 153,771
------------ ------------
Net Cash (Used) by Investing Activities 38,848 2,732,264
------------ ------------
Net Increase in Cash and Cash Equivalents (44,603) (217,673)
Cash and Cash Equivalents Beginning of Period 45,295 228,098
------------ ------------
Cash and Cash Equivalents End of Period $ 692 $ 10,425
============ ============
</TABLE>
The accompanying notes are an integral part of this report.
F-4
<PAGE>
DAWCIN INTERNATIONAL CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 1997
(UNAUDITED)
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
A) Method of Accounting: Dawcin International Corp. utilizes the accrual
method of accounting in recording all transactions.
B) Consolidation: Command Credit Acceptance Corporation ("Acceptance") was
incorporated in Florida on September 9, 1985. On October 12, 1988,
Acceptance was acquired by Video Plan International Corp. ("VPI"), a New
York corporation with virtually no business activity since 1980.
Simultaneously, VPI changed its name to Command Credit Corporation
("Command"). In October 1996, Command changed its name to Dawcin
International Corp. ("Dawcin"). Results of operations of Dawcin and its
subsidiaries are reported on a consolidated basis.
C) Foreign Currency: Currency fluctuations resulting from the
consolidation of Foreign Offices are accumulated as prescribed by translation
of foreign operations under FASB 52. The resulting translation gains and
losses are shown as a component of Stockholders' Equity.
D) Depreciation & Amortization: Depreciation of fixed assets is being computed
on a straight line basis over a period of five years. Organization expense and
Goodwill are being amortized over five and thirty year periods, respectively.
Leasehold improvements are amortized over the shorter of the life of the lease
or the estimated useful life.
E) Revenue Recognition: All revenue is recognized when earned.
F) Income taxes: The Company recognizes taxes on income as the liability is
incurred. To date, the Company has accumulated net operating losses which can
be used to offset future earnings.
NOTE 2: CASH AND CASH EQUIVALENTS
Cash and cash equivalents represents amounts available for current operations
held in cash, checking accounts and interest bearing accounts.
NOTE 3: ACCOUNTS RECEIVABLE
Accounts receivable consists primarily of trade receivables in connection with
the Company's information technology division. There is no allowance for
doubtful accounts because all receivables are deemed collectible.
NOTE 4: NOTES RECEIVABLE
Current notes receivable consists of amounts due to the Company of $360,000 as a
result of a guaranteed investment as well as a current note receivable for
computer services provided to a third party. Long-term notes receivable consists
of an amount due from Berwyn Holdings, Inc. ("Berwyn") in the amount of
$668,320, as a result of the sale of Berwyn on January 24, 1997 to
2
<PAGE>
Century Financial Services, Inc. ("Century"). This note is interest only
payable quarterly at three percent (3%) per annum on the original principal
amount commencing from January 24, 1996 with the first interest payment due
three (3) months subsequent to this date. Thereafter commencing twelve (12)
months from January 24, 1996 payments are interest only at the lesser of six
percent (6%) per annum or the prime rate payable quarterly with the first
payment due fifteen (15) months from January 24, 1996. Principal payments are
to be paid annually within thirty (30) days of the close of the calendar year
in an amount equal to fifty percent (50%) of all the net profits reported by
Berwyn in accordance with the terms and conditions defined by the terms of a
certain stock purchase agreement between Dawcin and Century. In addition, long
term notes receivable consists of an amount due from the principals of Prime
Source Managed Total Care, Inc. ("Prime"). In November 1994, the Company
acquired 88% of Prime, a medical billing service that also provided managed
health care. The Company later discovered substantial problems with Prime and
in June 1995, the Company entered into a Demand for Arbitration with Prime. A
settlement of this case has been achieved which resulted in a note receivable
to the Company in the amount of $650,000 from the principals of Prime.
In October 1995, the Company signed a definitive agreement with Jetlease
Finance Corp., a Florida corporation ("Jetlease"), under which the Company
acquired 100% of the common stock of Fidelity Holding Corp., ("Fidelity") a
wholly-owned subsidiary of Jetlease. Litigation ensued with regard to this
transaction and during the nine months ended March 31, 1997, a settlement was
achieved and as a result, the Company wrote off a note receivable and interest
receivable in connection with this transaction.
NOTE 5: ACCOUNTS PAYABLE AND ACCRUED EXPENSES
Accounts payable consists of miscellaneous trade payables and amounts due to
vendors. Accrued expenses consist primarily of expenses incurred during the
period but invoiced after March 31, 1997.
NOTE 6: NOTES PAYABLE
Long term notes payable consists of amounts lent to the Company by William G.
Lucas, the Chairman of Dawcin. The Company will repay Mr. Lucas' loans at such
time when there is sufficient revenue generated from the implementation of the
Company's programs. In addition, the Company has notes payable as a result of
convertible debentures. These debentures are repayable, based on their
agreement, either through stock issuance or payment of cash.
NOTE 7: SALARIES PAYABLE
Salaries payable consists primarily of amounts owed to Mr. Lucas, the Chairman
of Dawcin. For approximately the past two and one half years, Mr. Lucas is
owed twenty-three (23) months of salary. Mr. Lucas will continue not to
draw a salary until such time when significant revenues are generated from the
implementation of the Company's programs. Mr. Lucas has also forgiven a
significant portion of his salary in prior years.
3
<PAGE>
NOTE 8: SHAREHOLDERS' EQUITY
At March 31, 1997 the Company had outstanding 3,688,254 shares of common stock.
Management believes that the Company's common stock is greatly undervalued, and
therefore, has from time to time purchased its securities on the open market. To
date, the Company has reacquired 5,358 (1,071,413 reverse split 200 to 1 on
October 17, 1996) shares of common stock. These shares were accounted for at
cost to the issuer and at March 31, 1997, all such shares are held in the
treasury.
NOTE 9: NET INCOME (LOSS) PER SHARE
Net income (loss) per share was computed by dividing the net income (loss) by
the weighted average number of shares of common stock outstanding during the
period. The weighted average number of common shares outstanding during the
three months ended March 31, 1997 and 1996 was 2,840,339 and 49,092,
respectively (the 1996 amount has been restated to reflect a 150 to 1 reverse
stock split at October 1995 and a 200 to 1 reverse stock split at October 1996).
The weighted average number of common shares outstanding during the nine months
ended March 31, 1997 and 1996 was 3,049,642 and 23,346, respectively (the 1996
amount has been restated to reflect a 150 to 1 reverse stock split at October
1995 and a 200 to 1 reverse stock split at October 1996).
NOTE 10: MERGERS, ACQUISITIONS AND DISPOSITIONS
On January 20, 1997, the Company's Board of Directors approved the sale of 100%
of the issued and outstanding stock of Berwyn Holdings, Inc., a wholly-owned
subsidiary of Dawcin, to Century Financial Services, Inc. ("Century"). As
consideration for the sale of stock, Century agreed to pay to the Company a sum
equal to fifty percent (50%) of the net profits of Berwyn from all currently
existing accounts for as long as such accounts continue to contract with Berwyn
or any successor entity to Berwyn. As additional compensation, Century will pay
to the Company a sum equal to fifty percent (50%) of the net profits of Berwyn
from each new account originating from an existing client contract. Said
compensation shall continue for as long as the originating account and/or new
account continues its contract. In addition, it is agreed to by Century that
$668,320 is due to the Company by Berwyn, and Century as the new owner of Berwyn
shall assume responsibility of this debt. Such debt is evidenced by a note to
Dawcin executed by Berwyn. In addition, the Company and Century agree that as
further consideration for this transaction, Century shall give the Company an
agreement whereby the Company will act as an independent new account agent for
Berwyn and the Company will be compensated for new business generated. No cash
consideration was exchanged in connection with this transaction, however, this
transaction has created a substantial reduction of liabilities as well as an
increase in assets. The terms and conditions of this transaction can be found in
the Company's 8-K filing dated February 7, 1997.
On October 17, 1996, Dawcin acquired 97% of First Equities Corp., a full service
mortgage banking company in a stock for stock exchange. Subsequently, on
December 10, 1996, the transaction was reversed through a combination of a
spin-off and a surrender of Dawcin common stock by certain key First Equities
shareholders. This transaction had no material effect on the Company's financial
statements. However, shareholders of Dawcin benefited by their subsequent and
continuous ownership of stock in First Equities.
4
<PAGE>
ITEM 2. Management's Discussion and Analysis of Results of Operations and
Financial Condition
The following discussion and analysis should be read in conjunction with the
Company's financial statements and related notes thereto.
Results of Operations
Three and Nine Months Ended March 31, 1997 Compared to Three and Nine Months
Ended March 31, 1996
Revenues. Revenues for the three and nine months ended March 31, 1997 were
$17,891 and $269,998, respectively, compared to $548,488 and $919,162,
respectively, for the three and nine months ended March 31, 1996. The decrease
in revenues is primarily due to the sale of Berwyn Holdings, Inc. ("Berwyn").
Berwyn generated approximately $600,000 in revenue during the nine months ended
March 31, 1996, however, they were operating at a deficit. Management believes
its decision to sell Berwyn was in the best interest of the Company. As a
result of the sale of Berwyn, the Company has reduced its liabilities and has
increased its asset base and net worth.
Selling and Administrative Expenses. Selling and Administrative expenses
for the three and nine months ended March 31, 1997 were $72,061 and $1,778,850,
respectively, compared to $1,139,632 and $2,770,607, respectively, at March 31,
1996. The decrease in selling and administrative expenses for the three and nine
month period is due primarily to the sale of Berwyn described in the notes to
the financial statements as well as a reduction of professional fees,
specifically, legal fees incurred during the 1996 periods in connection with the
Company's arbitration proceeding against Prime Source Managed Total Care, Inc.
and litigation with regard to the Jetlease Finance Corp. transaction. In
addition, salary expenses decreased due to the sale of Berwyn.
Cost of Shares Issued for Services Rendered. The Cost of Shares Issued for
Services Rendered for the three and nine months ended March 31, 1997 were
$1,675,302 and $2,784,632, respectively, compared to $742,302 and $ 8,140,619,
respectively, for the three and nine months ended March 31, 1996. The increase
for the three month period is due primarily to adjustments made during the
quarter for the correction of errors recorded in a prior period. The decrease
for the nine month period is a result of the Company's efforts to reduce the
amount of shares of its Common Stock issued to various consultants and
professional servicers for consulting, marketing, public relations and research
and development.
(Gain)Loss on Investment and Bad-Debt Expense. There was no (Gain)Loss on
Investment or Bad Debt Expense for the three and nine months ended March 31,
1997. (Gain) Loss on Investment for the three and nine months ended March 31,
1996 was $(98,831) and $1,996,462, respectively. Bad-debt expense for the three
and nine months ended March 31, 1996 was $-0-and $671,813, respectively. These
decreases are due to the Company having no (Gain) Loss on Investment or Bad Debt
Expense in the current periods compared to the gain recognized during the three
months ended March 31, 1996 in connection with the sale of an investment and the
write-off during the nine months ended March 31, 1996 of Prime Source Managed
Total Care, Inc. a medical billing service that also provided managed health
care, located in Salt Lake City,
5
<PAGE>
Utah and the write off of two inactive subsidiaries, BanServ, Inc. (BanServ)
and Command Credit Limited (Limited) which occurred during the nine months
ended March 31, 1996.
Gain on Sale of Assets. Gain on sale of assets for the three and nine
months ended March 31, 1997 was $1,978,904 and $2,003,904, respectively. These
amounts represent the sale of Berwyn and the spin off of First Equities. There
was no gain or loss on sale of assets for the three and nine months ended March
31, 1996.
Net Losses. For the three and nine months ended March 31, 1997, the
Company had net income of $236,181 and a net loss of $2,347,570, respectively,
compared to net losses of $1,283,129 and $12,803,103, respectively, for the
three and nine months ended March 31, 1996. These decreases are due
primarily to the decrease in the cost of shares issued for services and the
gain recognized on the sale of Berwyn and the spin off of First Equities. In
addition, loss on investment and bad-debt expense have decreased.
Liquidity and Capital Resources
As of March 31, 1997, the Company held cash and cash equivalents of $692.
The Company had total assets of $2,526,390 and total liabilities of $2,020,373.
In the past, the Company has experienced cash flow difficulties as a result
of the substantial effort and expense incurred to implement its programs. The
Company generates its cash flow almost exclusively from its operating
activities. Since the sale of Berwyn, the Company has generated significantly
less revenue. When the Company experiences cash flow difficulties, William G.
Lucas, Chairman of Dawcin, from time to time lends the Company funds at
virtually no interest. For approximately the past two and one half years, Mr.
Lucas is owed twenty-three months of salary and is currently not drawing a
salary. In addition, in past years Mr. Lucas has forgiven a significant portion
of his salary.
The Company currently has no material commitments for capital expenditures.
The Company continues to explore new means to increase its capital base to
finance current operations and to implement its business plan.
6
<PAGE>
Part II - Other Information
ITEM 1. Legal Proceedings
In April 1997, William G. Lucas, Chief Executive Officer and Chairman of Dawcin
International Corp., was indicted in the United States District Court for the
Southern District of New York on two criminal counts to commit wire fraud and
commercial bribery. Mr. Lucas has denied the charges and intends to vigorously
defend the action.
In September, 1994, Command Credit Corporation ("Command"), William G. Lucas
("Lucas"), President of Command and Philip Leone ("Leone"), (a former officer of
Command), consented to the entry of a cease and desist order. The Securities and
Exchange Commission found that Command, Lucas and Leone violated Section 5 of
the Securities Act. Command purported to rely upon the exemption from
registration provided by the Securities Act Section 4(1) and upon Regulation S,
the Commission's safe harbor for overseas sales of securities. However, Section
4(1) was not available because Command, the issuer, was a party to the
distribution and Regulation S was inapplicable because the entire transaction
occurred wholly within the United States. Accordingly, it was ordered, pursuant
to Section 8A of the Securities Act, that Command, Lucas and Leone permanently
cease and desist from committing or causing any violation or future violation of
Section 5 of the Securities Act.
ITEM 2. Changes in Securities
On October 4, 1996, the Company's Board of Directors approved a reverse stock
split of its common shares, pursuant to which every Two Hundred (200) shares of
the Company's issued and outstanding common stock was converted to One (1)
share. This reverse split became effective the open of business on October 17,
1996. In addition, shareholders of record as of the close of business on October
16, 1996 will be granted a stock option on a one for one basis equal to the
amount of post reverse split shares they own subject to the filing of a
registration statement with the SEC. In order to qualify, shareholders must have
held their existing shares for thirty (30) days from October 16, 1996, at which
time shareholders of record will receive an option to purchase shares in Dawcin
on a one for one basis at a discounted price of fifty cents ($0.50) per share.
The Company's outstanding warrants did not reverse split with the common stock,
however, the terms of the warrants have been amended. The new terms of the
warrants are as follows: for every two hundred warrants a shareholder may
purchase one common share for three dollars and fifty cents ($3.50) per share.
With respect to uneven amounts, a shareholder can pay the fractional amount
equal to one full share.
ITEM 5. Other Information
On October 8, 1996, the Company's Board of Directors approved a name change
from Command Credit Corporation to Dawcin International Corp.
On October 7, 1996, the Company's Board of Directors accepted the resignation
of William G. Lucas as President of Dawcin and approved the appointment of
Mr. Edward Capuano as President and Chief Operating Officer of Dawcin. Mr.
Lucas still holds the title of Chairman,
7
<PAGE>
Chief Executive Officer and Chief Financial Officer of the Company. On
December 20, 1996 the Company's Board of Directors accepted the resignation
of Mr. Edward Capuano as President and Chief Operating Officer and approved
the appointment of Mr. William G. Lucas as President of Dawcin. On
February 7, 1997, the Company's Board of Directors accepted the resignation
of Mr. William G. Lucas as President and approved the appointment of Mr. Edward
Carfero as President.
The Company filed its Annual Report on Form 10-KSB for the fiscal year ended
June 30, 1996, without obtaining a signature from Gulian & Company, its
certified public accountant. As a result, the Company filed an Amendment to its
Annual Report on Form 10-KSB for the fiscal year ended June 30, 1996 to remove
the audit report of Gulian & Company, to identify the financial statements filed
as part of the Annual Report as unaudited, and to clarify that they are the
responsibility of management and contain all necessary adjustments.
The Company intends to engage a new accounting firm to audit its financial
statements for the fiscal year ended June 30, 1996 in compliance with Article 2
of Regulation S-X.
Until the Company obtains an audit report complying with Article 2 of Regulation
S-X with respect to the Annual Report on Form 10-KSB for the fiscal year ended
June 30, 1996, the Company will not be in compliance with the requirements of
the Securities Exchange Act of 1934. Until a satisfactory audit report is filed,
registration statements under the Securities Act of 1933 and post-effective
amendments to registration statements will not be declared effective. In
addition, offerings may not be made pursuant to effective registration
statements, or pursuant to Rules 505 and 506 of Regulation D where any
purchasers are not accredited investors under Rule 501 (a) of that Regulation,
until the required audited financial statements are filed.
Item 6. Exhibits and Reports on Form 8-K
(a) EXHIBITS
(27) Financial Data Schedule incorporated herein.
(b) REPORTS ON FORM 8-K
Amendment No. 1 to the Company's 8-K dated February 7, 1997
to report:
Item 7. Pro forma Financial Statements
8
<PAGE>
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.
Dated: May 13, 1997 DAWCIN INTERNATIONAL CORP.
(Registrant)
By: /s/ William G. Lucas
--------------------------
William G. Lucas, Chairman
and Chief Financial Officer
9
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUN-30-1997
<PERIOD-START> JUL-01-1996
<PERIOD-END> MAR-31-1997
<CASH> 692
<SECURITIES> 0
<RECEIVABLES> 1,995,498
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 693,289
<PP&E> 913,517
<DEPRECIATION> 697,085
<TOTAL-ASSETS> 2,526,390
<CURRENT-LIABILITIES> 1,296,239
<BONDS> 0
<COMMON> 369
0
0
<OTHER-SE> 505,648
<TOTAL-LIABILITY-AND-EQUITY> 2,526,390
<SALES> 0
<TOTAL-REVENUES> 269,998
<CGS> 0
<TOTAL-COSTS> 1,778,850
<OTHER-EXPENSES> 840,076
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2,347,570)
<EPS-PRIMARY> (0.77)
<EPS-DILUTED> (0.77)
</TABLE>
