U. S. Securities and Exchange Commission
Washington D.C. 20549
FORM 10-QSB
[ X ] QUARTERLY REPORT UNDER SECTION 13 or 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1996
Commission File No. 0-19015
ICIS Management Group, Inc.
(Formerly: Alter Sales Co., Inc.)
FLORIDA 59-0791065
(State or other jurisdiction of incorporation (I.R.S. Employer Identification
or organization) Number)
5050 N. Federal Hwy, Lighthouse Point, Florida 33064
(address of principal executive office) (zip code)
Issuer's telephone number: (954) 426-3400
Securities registered under Section 12(b) of the Exchange Act: None
Securities registered under Section 12(g) of the Exchange Act: Common Stock
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that the registration was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days. Yes [X] No__
.
As of May 13, 1996, 6,035,127 shares of the Registrant's Common Stock were
outstanding.
<PAGE>
Form 10-QSB: March 31, 1996
ICIS Management Group, Inc.
Page 2
PART I
FINANCIAL INFORMATION
Item 1. Financial Statements
The unaudited financial statements for the quarter ended March 31, 1996 are
attached hereto and incorporated herein.
Item 2. Management's Discussion and Analysis or Plan of Operation
ICIS Management Group, Inc. (the "Company") operates three wholly-owned
subsidiaries, Sunshine Automotive Parts Distributors, Inc. ("Sunshine"),
Sunshine Auto Replicas, Inc. d/b/a Champion Auto Works ("Champion"), and
Sunshine Real Estate Holding Co. ("Sunshine Real Estate"). At March 31, 1996,
the Company had assets of $6,921,784 and shareholder's equity of $5,064,837.
For first quarter of 1996, the Company had losses totaling $203,896. For
the same quarter last year, the Company reported losses totaling $257,459 or
$.04 and $.39 per share, respectively.
Sunshine had revenues during the quarter of $1,056,353 and an operating
loss of $29,822. During the same quarter last year, Sunshine had revenues of
$1,046,385 and an operating loss of $235,625. Thus, Sunshine's performance has
significantly improved compared to the same quarter last year.
Champion, which is still in a start up phase, had losses totaling $41,967
with no revenues.
Sunshine Real Estate had revenues of $30,000 and a loss of $1,656. No
comparative data for 1995 exists.
The parent company, which has no independent revenue producing operations,
made up the balance of the quarterly losses. The Company's loss from its expense
of operation was $130,450 which includes the $30,000 in rental revenue
recognized by Sunshine Real Estate.
<PAGE>
PART II
OTHER INFORMATION
Item 1. Legal Proceedings
Not Applicable
Item 2. Changes in Securities
None
Item 3. Defaults Upon Senior Securities
Not Applicable
Item 4. Submission of Matters to a Vote of Securities Holders
None
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K
A Forms 8-K was published on March 31,1996 to report the acquisition of
Champion. This report is incorporated herein by reference. No exhibits were
attached to the report.
The unaudited financial statements for the quarter ended March 31, 1996
are attached hereto and incorporated herein.
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, there unto
duly authorized.
ICIS Management Group, Inc.
Dated: May 14, 1996 /s/ James W. Nearen
-------------------
James W. Nearen, President
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
ICIS MANAGEMENT GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
March 31, December 31,
ASSETS 1996 1995
------------ ------------
CURRENT ASSETS:
Cash and equivalents $ 783,032 $ 689,633
Accounts receivable:
Trade 587,244 656,953
Affiliates 288,036 275,177
Note receivable, affiliate 500,000 500,000
Inventories 2,247,278 2,361,236
Prepaid expenses and other current assets 136,308 125,271
------------ ------------
Total Current Assets 4,541,898 4,608,270
------------ ------------
PROPERTY AND EQUIPMENT, NET 2,319,886 2,326,332
------------ ------------
DEPOSIT 60,000 --
------------ ------------
$ 6,921,784 $ 6,934,602
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Current maturities of long-term debt $ 1,100,000 $ 100,000
Accounts payable 411,775 672,706
Accrued expenses 345,172 343,163
------------ ------------
Total Current Liabilities 1,856,947 1,115,869
------------ ------------
LONG-TERM DEBT, LESS CURRENT MATURITIES -- 1,000,000
------------ ------------
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Common stock $.004 par value; 10,000,000
shares authorized; 4,985,127 shares
issued and outstanding 19,941 19,941
Capital in excess of par value 12,045,384 1,595,384
Stock subscriptions receivable (160,000) (160,000)
Accumulated deficit (6,840,488) (6,636,592)
------------ ------------
Total Stockholders' Equity 5,064,837 4,818,733
------------ ------------
$ 6,921,784 $ 6,934,602
============ ============
See accompanying notes to consolidated financial statements.
<PAGE>
ICIS MANAGEMENT GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
Three Months Ended
March 31,
1996 1995
----------- -----------
NET REVENUES $ 1,056,353 $ 1,275,383
COST OF SALES 678,119 865,216
----------- -----------
GROSS PROFIT 378,234 410,167
OPERATING EXPENSES:
Selling expenses 78,215 96,618
Warehouse expenses 106,376 96,677
General and administrative 381,157 486,902
Depreciation and amortization 18,261 20,152
----------- -----------
584,009 700,349
----------- -----------
OPERATING LOSS (205,775) (290,182)
OTHER INCOME (EXPENSE):
Other income 32,879 59,143
Interest income -- 2,380
Interest expense (31,000) (28,800)
----------- -----------
1,879 32,723
----------- -----------
NET LOSS $ (203,896) $ (257,459)
=========== ===========
NET LOSS PER SHARE $ (.04) $ (.39)
=========== ===========
WEIGHTED AVERAGE NUMBER OF
SHARES OUTSTANDING 4,985,127 658,222
=========== ===========
See accompanying notes to consolidated financial statements.
<PAGE>
ICIS MANAGEMENT GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
(UNAUDITED)
<TABLE>
<CAPTION>
Capital in Stock Total
Common Stock Excess of Subscription Accumulated Stockholders'
Shares Par Value Par Value Receivable Deficit Equity
----------- ----------- ----------- ----------- ----------- ------------
<S> <C> <C> <C> <C> <C> <C>
BALANCES, JANUARY 1, 1996 4,985,127 $ 19,941 $11,595,384 (160,000) (6,636,592) $ 4,818,733
QUARTER ENDED MARCH 31, 1996:
Proceeds from capital contribution -- -- 450,000 -- -- 450,000
Net loss -- -- -- -- (203,896) (203,896)
----------- ----------- ----------- ----------- ----------- -----------
BALANCES, MARCH 31, 1996 4,985,127 $ 19,941 $12,045,384 (160,000) (6,840,488) 5,064,837
=========== =========== =========== =========== =========== ===========
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
ICIS MANAGEMENT GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
1996 1995
---------- ----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss (203,896) (257,459)
Adjustments to reconcile net loss to net cash
flows from operating activities:
Depreciation and amortization 18,261 20,152
Changes in operating assets and liabilities:
Accounts receivable:
Trade 69,709 (33,196)
Affiliates (12,859) (2,404)
Inventories 113,958 (150,104)
Prepaid expenses and other current assets (11,037) (20,445)
Accounts payable and accrued expenses (258,922) 222,573
---------- ----------
Net cash flows from operating activities (284,786) (220,883)
---------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Net cash from business acquired for stock -- 277,104
Acquisition of property and equipment (11,815) (13,409)
Issuance of notes receivable -- (183,000)
Deposit paid on building (60,000) --
----------
Net cash flows from investing activities (71,815) 80,695
---------- ----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Receipts from contributed capital 450,000 --
Proceeds from long-term debt -- 728,000
---------- ----------
Net cash flows from financing activities 450,000 728,000
---------- ----------
NET CHANGE IN CASH AND EQUIVALENTS 93,399 587,812
CASH AND EQUIVALENTS, BEGINNING OF PERIOD 689,633 70,961
---------- ----------
CASH AND EQUIVALENTS, END OF PERIOD 783,032 658,773
========== ==========
SUPPLEMENTAL INFORMATION:
Interest paid -- --
========== ==========
Noncash financing activity:
Issuance of stock in exchange for consulting services -- 40,000
========== ==========
Net assets from businesses acquired for common stock:
Global Talent Guild, Inc.:
Assets -- 512,366
Liabilities -- (100,845)
---------- ----------
-- 411,521
========== ==========
Millennium Environmental Corp.:
Assets -- 2,350,000
Liabilities -- (1,000,000)
---------- ----------
-- 1,350,000
========== ==========
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
ICIS MANAGEMENT GROUP, INC. AND SUBSIDIARIES
Notes to consolidated financial statements
(Unaudited)
(1) The consolidated balance sheet at the end of the preceeding fiscal year has
been derived from the audited consolidated balance sheet contained in the
Company's Form 10-KSB and is presented for comparitive purposes. All other
financial statements are unaudited. All adjustments which are of a normal
and recurring nature and in the opinion of management necessary for a fair
presentation, have been included. The results of operations for interim
periods are not necessarily indicative of the operating results for the
full year. Footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles have
been omitted in accordance with the published rules and regulations of the
Securities and Exchange Commission. These consolidated financial statements
should be read in conjunction with the financial statements and notes
thereto included in the Company's Form 10-KSB for the most recent fiscal
year.
