EZCONY INTERAMERICA INC
10-Q, 1997-11-13
ELECTRICAL APPLIANCES, TV & RADIO SETS
Previous: PREMIER FINANCIAL BANCORP INC, 10-Q, 1997-11-13
Next: MRV COMMUNICATIONS INC, SC 13G/A, 1997-11-13




                       SECURITIES AND EXCHANGE COMMISSION 
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

                   QUARTERLY REPORT UNDER SECTION 13 OR 15(D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

FOR QUARTERLY PERIOD ENDED SEPTEMBER 30, 1997       COMMISSION FILE NO. 0-20406


                            EZCONY INTERAMERICA INC.
                            ------------------------
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

  BRITISH VIRGIN ISLANDS                                  NOT APPLICABLE
 -------------------------------                   ---------------------------
 (State or other jurisdiction of                       (I.R.S. Employer
  incorporation or organization)                     Identification Number)

 CRAIGMUIR CHAMBERS, P.O. BOX 71,
 ROAD TOWN, TORTOLA                                    BRITISH VIRGIN ISLANDS
 ----------------------------------------             -----------------------
 (Address of Principal Executive Offices)                     (Country)

               Registrant's telephone number, including area code:
               (507) 441-6566 (PANAMA) AND (305) 599-1352 (U.S.A.)
               ---------------------------------------------------


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 the filing
requirements for at least the past 90 days.

               YES  [X]            NO   [ ]

Indicate the number of shares outstanding of each of the issuer's classes of
common stock as of the latest practicable date.

At November 1, 1997 there were outstanding:

        4,510,000 common shares, no par value


<PAGE>


<TABLE>

                    EZCONY INTERAMERICA INC. AND SUBSIDIARIES

                               INDEX TO FORM 10-Q

                                                                                                           PAGE
                                                                                                           ----
<CAPTION>

                         PART I - FINANCIAL INFORMATION

<S>                                                                                                         <C>
Item 1. Financial Statements

     Condensed Consolidated Balance Sheets
       September 30, 1997 and December 31, 1996..............................................................3

     Condensed Consolidated Statements of Operations and Accumulated Deficit
       Three Months Ended September 30, 1997 and 1996........................................................4

     Condensed Consolidated Statements of Operations and Accumulated Deficit
       Nine Months Ended September 30, 1997 and 1996.........................................................5

     Condensed Consolidated Statements of Cash Flows
       Nine Months Ended September 30, 1997 and 1996.........................................................6

     Notes to Condensed Consolidated Financial Statements....................................................7

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations ...............9


                           PART II - OTHER INFORMATION

Item 6. Exhibits and Reports on Form 8-K ....................................................................14

Signatures...................................................................................................15




</TABLE>




                                       2
<PAGE>


<TABLE>

                    EZCONY INTERAMERICA INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                 AS OF SEPTEMBER 30, 1997 AND DECEMBER 31, 1996
<CAPTION>

                                                                (UNAUDITED)                (A)
                          ASSETS                              SEPTEMBER 30,          DECEMBER 31,
                                                                  1997                   1996
                                                            -----------------      -----------------
<S>                                                         <C>                     <C>             
Current assets:
  Cash                                                      $       2,172,591       $        311,419
  Trade accounts receivable, net                                   31,249,372             18,194,043
  Due from directors, officers and employees, net                     491,211                119,038
  Inventories                                                      10,920,038              9,926,498
  Prepaid expenses and other current assets                         2,147,153              1,099,069
  Restricted cash                                                   8,584,319              6,082,924
                                                            -----------------       ----------------
      Total current assets                                         55,564,684             35,732,991

Property, plant and equipment, net                                  1,993,389              1,276,563
Other assets                                                          654,300                532,298
                                                            -----------------       ----------------

      Total assets                                          $      58,212,373       $     37,541,852
                                                            =================       ================

           LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities:
  Current portion of long-term debt                         $          68,049       $         61,604
  Notes and acceptances payable                                    24,652,373             11,703,686
  Accounts payable                                                 23,921,088             14,802,647
  Accrued expenses and other liabilities                            1,198,808                677,536
  Net current liabilities of discounted operations                  1,998,836                101,857
                                                            -----------------       ----------------
      Total current liabilities                                    51,839,154             27,347,330

Long-term debt                                                        397,868                457,902
                                                            -----------------       ----------------
      Total liabilities                                            52,237,022             27,805,232
                                                            -----------------       ----------------

Shareholders' equity:
  Common stock, no par value; 15,000,000 shares authorized;
    issued and outstanding 4,510,000 shares in 1997 and 
    4,500,000 shares in 1996                                       12,954,723             12,941,910
  Accumulated deficit                                              (6,979,372)            (3,205,290)
                                                            -----------------       ----------------
      Total shareholders' equity                                    5,975,351              9,736,620
                                                            -----------------       ----------------

      Total Liabilities and shareholders' equity            $      58,212,373       $     37,541,852
                                                            =================       ================


(A) Derived from the audited consolidated financial statements as of December 31, 1996.

The accompanying Notes to Condensed Consolidated Financial Statements are an integral part of these statements.
</TABLE>

                                       3
<PAGE>

<TABLE>

                    EZCONY INTERAMERICA INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED STATEMENTS OF
                       OPERATIONS AND ACCUMULATED DEFICIT
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
                                   (Unaudited)
<CAPTION>

                                                                   SEPTEMBER 30,        SEPTEMBER 30,
                                                                      1997                 1996
                                                                ----------------     ----------------

<S>                                                            <C>                  <C>            
Net sales                                                      $    49,607,025      $    32,290,092
Cost of sales                                                       46,457,876           29,820,165
                                                                --------------       --------------
        Gross profit                                                 3,149,149            2,469,927

Selling, general and administrative expenses                         2,769,272            1,646,847
                                                                --------------       --------------

Operating income                                                       379,877              823,080
                                                                --------------       --------------

Other income (expense):
   Interest income                                                     124,976               92,407
   Interest expense                                                   (595,950)            (366,902)
   Other income                                                         46,229               66,883
                                                                --------------       --------------
                                                                      (424,745)            (207,612)

                                                                --------------       --------------

Income (loss) from continuing operations become income taxes          (44,868)              615,468

Provision for income taxes                                                  --               29,430
                                                                --------------       --------------

Income (loss) from continuing operations                               (44,868)             586,038
                                                                --------------       --------------

Loss from discontinued operations, net of income taxes of $0                --            (182,644)

                                                                --------------       --------------

Net income (loss)                                                      (44,868)             403,394

Accumulated deficit, beginning of period                            (6,934,504)          (4,068,282)
                                                                --------------       --------------

Accumulated deficit, end of period                              $   (6,979,372)      $   (3,664,888)
                                                                ==============       ==============

Income (loss) per share:

   Continuing operations                                        $        (0.01)      $          0.13
   Discontinued operations                                                  --                 (0.04)
                                                                --------------       --------------- 
                                                                $        (0.01)      $          0.09
                                                                ==============       ===============

Weighted average number of common shares outstanding                 4,504,456             4,500,000
                                                                ==============       ===============



The accompanying Notes to Condensed Consolidated Financial Statements are an integral part of these statements.
</TABLE>

                                       4
<PAGE>


<TABLE>
                    EZCONY INTERAMERICA INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED STATEMENTS OF
                       OPERATIONS AND ACCUMULATED DEFICIT
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
                                   (Unaudited)
<CAPTION>

                                                                   SEPTEMBER 30,        SEPTEMBER 30,
                                                                      1997                 1996
                                                                ----------------     ----------------

<S>                                                             <C>                   <C>            
Net sales                                                       $   110,185,419       $    74,965,190
Cost of sales                                                       103,046,669            69,530,000
                                                                ---------------       ---------------

        Gross profit                                                  7,138,750             5,435,190

Selling, general and administrative expenses                          6,608,938             3,993,961
                                                                ---------------       ---------------
Operating income                                                        529,812             1,441,229
                                                                ----------------      ---------------

Other income (expense):
   Interest income                                                      320,411               242,838
   Interest expense                                                  (1,484,762)             (818,846)
   Other income                                                         139,181               283,514
                                                                ---------------       ---------------
                                                                     (1,025,170)             (292,494)

                                                                ---------------       ---------------

Income (loss) from continuing operations before income taxes           (495,358)            1,148,735

Provision for income taxes                                                  --                128,420
                                                                ---------------       ---------------

Income (loss) from continuing operations                               (495,358)            1,020,315
                                                                ---------------       ---------------

Loss from discontinued operations, net of income taxes of $0           (733,938)             (402,259)
Loss on disposal, including provision of $1,375,092 for operating
  losses during phase-out period, net of income taxes of $0          (2,544,786)                   --
                                                                ---------------       ---------------
                                                                     (3,278,724)             (402,259)
                                                                ---------------       ---------------

Net income (loss)                                                    (3,774,082)              618,056

Accumulated deficit, beginning of period                             (3,205,290)           (4,282,944)
                                                                ---------------       ---------------

Accumulated deficit, end of period                              $    (6,979,372)      $    (3,664,888)
                                                                ===============       ===============

Income (loss) per share:
   Continuing operations                                        $         (0.11)     $           0.23
   Discontinued operations                                                (0.73)                (0.09)
                                                                ---------------      ----------------
                                                                $         (0.84)     $           0.14
                                                                ================     ================

Weighted average number of common shares outstanding            $      4,501,485     $      4,500,000
                                                                ================     ================


The accompanying Notes to Condensed Consolidated Financial Statements are an integral part of these statements.

</TABLE>

                                       5
<PAGE>


<TABLE>

                    EZCONY INTERAMERICA INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
                                   (Unaudited)
<CAPTION>

                                                                 SEPTEMBER 30,         SEPTEMBER 30,
                                                                      1997                 1996
                                                                ---------------       --------------

<S>                                                             <C>                    <C>           
Cash flows from operating activities:
  Net income (loss)                                             $   (3,774,082)        $      618,056
  Reconciliation of net income (loss) to net cash used in 
    Operating activities -
    Depreciation and amortization                                      146,526                136,728
    Provision for doubtful accounts                                  1,358,874                587,492
    Provision for inventory write-down                                      --                 56,996
    Loss (gain) on sale of property, plant and equipment                 5,198                 (1,028)
    Loss on disposal of discontinued operations                      2,544,786                     --
    Changes in operating assets and liabilities:
      Increase in trade accounts receivable                        (14,414,203)            (4,178,778)
      Increase in due from directors, 
       officers and employees, net                                    (372,173)               (22,512)
      Increase in inventories                                         (993,540)            (2,739,294)
      Increase in prepaid expenses and
       other current assets                                         (1,048,084)              (376,815)
      Decrease (increase) in other assets                             (122,002)                61,140
      Increase in accounts payable                                   9,118,441              1,762,668
      Increase in accrued expenses and other liabilities               521,272                279,482
      Net changes in discontinued operations                          (647,807)              (135,037)
                                                                --------------         --------------
          Net cash used in operating activities                     (7,676,794)            (3,950,902)
                                                                --------------         --------------

Cash flows from investing activities:
  Increase in restricted cash, net                                  (2,501,395)            (1,026,698)
  Purchase of property, plant and equipment                           (871,445)              (114,715)
  Proceeds from sale of property, plant and equipment                    2,895                 23,450
  Deposit to purchase building                                              --               (116,000)
                                                                --------------         --------------
          Net cash used in investing activities                     (3,369,945)            (1,233,963)
                                                                --------------         --------------

Cash flows from financing activities:
  Borrowings of notes and acceptances payable, net                  12,948,687              3,666,330
  Repayment of long-term debt                                          (53,589)               (40,320)
  Issuance of common stock                                              12,813                     --
                                                                --------------         --------------
          Net cash provided by financing activities                 12,907,911              3,626,010
                                                                --------------         --------------

Net increase (decrease) in cash                                      1,861,172             (1,558,855)

Cash at beginning of period                                            311,419              2,135,333
                                                                --------------         --------------
Cash at end of period                                           $    2,172,591         $      576,478
                                                                ==============         ==============

Supplemental disclosures of cash flow information:
  Cash paid during the period for interest                      $    1,426,932         $      965,709
                                                                ==============         ==============
  Cash paid during the period for taxes                         $           --         $      162,149
                                                                ==============         ==============



The accompanying Notes to Condensed Consolidated Financial Statements are an integral part of these statements.

</TABLE>
                                       6
<PAGE>



                    EZCONY INTERAMERICA INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                           SEPTEMBER 30, 1997 AND 1996
                                   (Unaudited)


(1)     BASIS OF FINANCIAL STATEMENT PRESENTATION

        In management's opinion, the accompanying unaudited condensed
consolidated financial statements of Ezcony Interamerica Inc. and subsidiaries
(the "Company") contain all adjustments (consisting of only normal recurring
adjustments) necessary to present fairly the financial position of the Company
as of September 30, 1997 and 1996, and the results of its operations for the
nine and three months ended September 30, 1997 and 1996. The results of
operations and cash flows for the nine months ended September 30, 1997 and the
results of operations for the three months ended September 30, 1997 are not
necessarily indicative of the results of operations or cash flows which may be
reported for the remainder of 1997.

        The accompanying unaudited interim condensed consolidated financial
statements have been prepared pursuant to the rules and regulations of the
Securities and Exchange Commission for the reporting on Form 10-Q. Pursuant to
such rules and regulations, certain information and footnote disclosures
normally included in the financial statements prepared in accordance with
generally accepted accounting principles have been condensed or omitted. The
condensed financial statements should be read in conjunction with the
Consolidated Financial Statements and the Notes to Consolidated Financial
Statements included in the Company's Annual Report on Form 10-K for the year
ended December 31, 1996.

        The accounting policies followed for interim financial reporting are the
same as those disclosed in Note 1 of the Notes to Consolidated Financial
Statements included in the Company's Annual Report on Form 10-K for the year
ended December 31, 1996.

        Certain amounts included in the prior comparable period's condensed
consolidated financial statements have been reclassified to conform with the
current period's presentation.

(2)     DISCONTINUED OPERATIONS

        On August 5, 1997, the Company's Board of Directors approved a plan to
sell or liquidate its non-core business subsidiary, New World Interactive, Inc.
("New World Interactive") as part of an overall restructuring program designed
to focus the Company's resources on its core business, the distribution of
consumer electronics. New World Interactive is engaged in the production and
distribution of Spanish and Portuguese CD-ROM software. The decision to
discontinue the subsidiary was based in part, upon continuing significant
capital requirements and the lack of sufficient sales volumes. The Company
anticipates that the business will be liquidated by December 31, 1997.
Accordingly, New World Interactive is reported as a discontinued operation in
the accompanying condensed consolidated financial statements. Net liabilities of
the discontinued operation at September 30, 1997, consist primarily of accounts
payable, accrued expenses and estimated loss on disposal which is offset by
accounts receivable and inventory. The estimated loss on the disposal of New
World Interactive is $2,544,786, consisting of an estimated loss on disposal of
the business of $1,169,694 and a provision of $1,375,092 for anticipated
operating losses until disposal. The estimated loss on the disposal was recorded
in the three month

                                       7
<PAGE>

                    EZCONY INTERAMERICA INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                           SEPTEMBER 30, 1997 AND 1996
                             (Unaudited) (Continued)

period ended June 30, 1997 due to the plan being approved prior to the filing of
the Company's Form 10-Q for the period ended June 30, 1997.

        Discontinued operations include management's best estimates of the
amounts expected to be realized on the liquidation of New World Interactive's
assets. Significant contractual obligations exist that must be negotiated due to
the nature and conduct of the business and there can be no assurances as to the
outcome of these negotiations. While the estimates are based on current
negotiations, the amounts the Company will ultimately realize could differ
materially from those assumed in arriving at the loss on disposal of the
discontinued operations.

        Sales for the nine months ended September 30, 1997 and 1996 were
$1,116,142 and $2,331,755, respectively, and for the three months ended
September 30, 1997 and 1996 were $272,452 and $587,705, respectively. The loss
from discontinued operations for the three month period ended September 30, 1997
was $297,000.

(3)     NET INCOME (LOSS) PER COMMON SHARE

        Earnings (loss) per share is computed by dividing net income (loss) by
the weighted average number of common and dilutive common equivalent shares
outstanding for each period. Common stock equivalents include the dilutive
effect of all outstanding stock options and warrants using the treasury stock
method. The outstanding warrants and options to purchase common shares were
anti-dilutive or not materially dilutive during the periods presented.

        Statement of Financial Accounting Standards ("SFAS") No. 128, "Earnings
Per Share", requires the disclosure of "basic" and "diluted" earnings per share
for periods ending after December 15, 1997. The computation under SFAS No. 128
differs from the computation of primary and fully diluted earnings per share
under Accounting Principles Board ("APB") Opinion No. 15 primarily in the manner
which potential common stock (that is, securities such as options, warrants,
convertible securities, or contingent stock agreements) is treated. Basic
earnings per share is computed by dividing net income (loss) by the weighted
average number of common shares outstanding for the period. In the computation
of diluted earnings per share, the weighted average number of common shares
outstanding is adjusted for the effect of all dilutive potential common stock.

        Basic and diluted earnings per share computed in accordance with SFAS
No. 128 for the nine and three months ended September 30, 1997 and 1996 does not
differ from the primary earnings per share reported in the accompanying
condensed consolidated statements of operations and accumulated deficit.

(4)     INCOME TAXES

        Effective January 1, 1997, all income derived from export operations of
companies operating in the Colon Free Zone are tax exempt. Therefore, the
Company did not record any provision for income taxes for its operations in
Panama.

        The Company did not record a provision for income taxes for its
operations in the United States of America due to the taxable loss recognized
for the period.

                                       8
<PAGE>



ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS.

INTRODUCTION

        The "Management's Discussion and Analysis of Financial Condition and
Results of Operations" included herein should be read in conjunction with the
Consolidated Financial Statements, the related Notes to Consolidated Financial
Statements and Management's Discussion and Analysis of Financial Condition and
Results of Operations included in the Company's Annual Report on Form 10-K for
the year ended December 31, 1996, and the Condensed Consolidated Financial
Statements and the related Notes to Condensed Consolidated Financial Statements
included in Item 1. of this quarterly report on Form 10-Q.

DISCONTINUED OPERATIONS

        On August 5, 1997, the Company's Board of Directors approved a plan to
sell or liquidate its non-core business subsidiary, New World Interactive, as
part of an overall restructuring program designed to focus the Company's
resources on its core business, the distribution of consumer electronics. New
World Interactive is engaged in the production and distribution of Spanish and
Portuguese CD-ROM software. The decision to discontinue the subsidiary was based
in part, upon continuing significant capital requirements and the lack of
sufficient sales volumes. Accordingly, New World Interactive is reported as a
discontinued operation in the accompanying condensed consolidated financial
statements.

        Discontinued operations include management's best estimates of the
amounts expected to be realized on the liquidation of New World Interactive's
assets. Significant contractual obligations exist that must be negotiated due to
the nature and conduct of the business and there can be no assurances as to the
outcome of these negotiations. While the estimates are based on current
negotiations, the amounts the Company will ultimately realize could differ
materially from those assumed in arriving at the loss on disposal of the
discontinued operations. The estimated disposition costs and settlement of
existing obligations of New World Interactive will continue to have an affect on
the liquidity of the Company until its final liquidation.

        The financial information given below for the nine months and three
months ended September 30, 1997, and 1996 refer to the continuing operations of
the Company and exclude the operations of New World Interactive.

THREE MONTHS ENDED SEPTEMBER 30, 1997 COMPARED TO THE THREE MONTHS ENDED
SEPTEMBER 30, 1996

NET SALES

        Net sales increased 54% to $49.6 million for the three months ended
September 30, 1997 from $32.3 million for the same period in 1996. The increase
is primarily attributable to the increased sales in the Company's existing
markets. The Company has also expanded its product lines to include new
brand names.

        Decreased sales to Brazil ($1.2 million decrease) and various other
markets were more than offset by increased sales to Colombia ($5.0 million
increase), Ecuador ($2.9 million increase), Venezuela ($3.1

                                       9
<PAGE>


million increase), Paraguay ($5.3 million increase) and Peru ($3.1 million
increase).

GROSS PROFIT

        Gross profit increased 27% to $3.1 million for the three months ended
September 30, 1997 from $2.5 million for the same period in 1996.

        The Company's gross profit margin decreased to 6.3% in the three month
period ended September 30, 1997 compared to 7.6% in the comparable 1996 period
due to lower average selling prices resulting from increased competition.

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES

        Selling, general and administrative expenses increased to $2.8 million
for the three months ended September 30, 1997 compared to $1.6 million for the
same period in 1996.

        Selling, general and administrative expenses were in large part
affected by charges incurred by the Company within this period as follows: (i)
provision for doubtful accounts of approximately $507,000 for a former customer,
(ii) additional provision for disputed amounts arising in the normal course of
business of $100,000, and (iii) increases in salaries and commissions due to
higher sales volumes.

INTEREST

        Interest income increased to $125,000 for the three months ended
September 30, 1997 compared to $92,000 for the same period in 1996 due to higher
average daily balances of restricted cash.

        Interest expense increased to $596,000 for the three months ended
September 30, 1997 compared to $367,000 for the same period in 1996 as a result
of additional borrowings.

INCOME (LOSS) FROM CONTINUING OPERATIONS

        Loss from continuing operations was $45,000 ($.01 per share) for the
three months ended September 30, 1997 compared to income from continuing
operations of $586,000 ($.13 per share) for the three months ended September 30,
1996. The change was primarily due to the decrease in gross profit margins
because of competition and the increase in selling, general and administrative
expenses, as described above.

NINE MONTHS ENDED SEPTEMBER 30, 1997 COMPARED TO THE NINE MONTHS ENDED 
SEPTEMBER 30, 1996

NET SALES

        Net sales increased 47% to $110.2 million for the nine months ended
September 30, 1997 from $75.0 million for the same period in 1996. The increase
is primarily attributable to the increased sales in the Company's existing
markets. The Company has also expanded its product lines to include new
brand names.

                                       10
<PAGE>


        Decreased sales to Turkey ($1.1 million decrease) were more than offset
by increased sales to Colombia ($12.6 million increase), United States of
America ($5.3 million increase), Paraguay ($6.9 million increase), Peru ($4.1
million increase), Venezuela ($3.7 million increase) and various other markets.

GROSS PROFIT

        Gross profit increased 31% to $7.1 million for the nine months ended
September 30, 1997 from $5.4 million for the same period in 1996.

        The Company's gross profit margin decreased to 6.5% in the nine months
ended September 30, 1997 from 7.3% in the comparable 1996 period due to lower
average selling prices resulting from increased competition.

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES

        Selling, general and administrative expenses increased to $6.6 million
for the nine months ended September 30, 1997 versus $4.0 million for the same
period in 1996.

        Selling, general and administrative expenses were in large part
affected by charges incurred by the Company within this period as follows: (i)
provisions for doubtful accounts aggregating approximately $813,000 for three
former customers,(ii) provisions for disputed amounts arising in the normal
course of business and other losses totaling approximately $373,000 and (iii)
certain other charges consisting of (a) costs associated with hiring of sales
and other personnel (b) opening a new sales office, (c) severance costs of a key
executive and (d) consultant fees for assisting in implementing a strategic plan
for the Company.

INTEREST

        Interest income increased from $243,000 for the nine months ended
September 30, 1996 to $320,000 for the same period in 1997 due to higher average
daily balances of restricted cash.

        Interest expense increased to $1.5 million for the nine months ended
September 30, 1997 from $819,000 for the same period in 1996, as a result of
additional borrowings.

OTHER INCOME

        Other income decreased to $139,000 for the nine months ended September
30, 1997 from $284,000 for the same period in 1996. This decrease is primarily
attributable to the $108,000 settlement of a claim filed against the Company's
insurance carrier that was recorded in the 1996 period.

INCOME (LOSS) FROM CONTINUING OPERATIONS

        Loss from continuing operations was $495,000 ($.11 per share) for the
nine months ended September 30, 1997 compared to income from continuing
operations of $1,020,000 ($.23 per share) for the nine months ended September
30, 1996. The change was primarily due to the decrease in gross profit margins
because of competition and the increase in selling, general and administrative
expenses, as described above.

                                       11
<PAGE>


LIQUIDITY AND CAPITAL RESOURCES

        The Company has historically financed its operations through short-term
bank borrowings, trade credit and, to a lesser extent, internally generated
funds.

        The Company used $7.7 million in cash for operating activities in the
nine months ended September 30, 1997. This utilization was primarily due to
increases of $14.4 million in accounts receivable, $1.0 million in prepaid
expenses and other current assets and $994,000 in inventory which was offset in
part by $9.1 million in increased accounts payable.

        Cash used in investing activities was $3.4 million in the nine months
ended September 30, 1997 primarily attributable to an increase in restricted
cash balances required to secure additional borrowings of $2.5 million and
capital expenditures of $871,000 made in conjunction with the relocation of the
Company's warehouse and offices to a new facility located in Colon, Panama which
is expected to be completed by year end.

        Cash provided by financing activities was $12.9 million in the nine
months ended September 30, 1997 principally due to obtaining additional bank
borrowings.

        Management believes that the Company's ability to repay its indebtedness
must be achieved primarily through funds generated from its operations. As the
Company expanded sales in existing markets such sales were primarily made on a
credit basis as compared to cash basis. Therefore, the number of days sales in
accounts receivable increased to 77 days at September 30, 1997 from 62 days at
September 30, 1996 which has adversely affected liquidity. Future political and
economic changes in the Latin American countries in which the Company sells,
such as the imposition or lifting of exchange controls may affect the Company's
ability to collect its accounts receivable.

        The Company has since December 31, 1996 increased its bank credit lines
from $21.3 million to $37.3 million in an effort to finance increased sales
volumes. The increase in lines of credit for the Company's operations will also
enable the Company to better balance its cash needs against collection of
receivables. The Company believes that current available credit facilities are
sufficient to meet its short-term sales objectives, however, to support
continued long-term sales growth it must increase its borrowing capacity.

        The Company intends to consolidate its borrowings in an effort to obtain
lower interest rates and reduce inventory carrying costs by factoring its trade
accounts receivables which would also limit the Company's exposures to credit,
political and transfer risk. There can be no assurances that the Company will be
able to finance its trade accounts receivables.

        The Company believes it has and will continue to have a good
relationship with its two principal suppliers, Sony and Pioneer. At September
30, 1997, the Company's credit facility with Sony was $11 million and $8 million
with Pioneer compared to $8 million for Sony and $4.5 million for Pioneer at
December 31, 1996 and September 30, 1996. From time to time, Sony and Pioneer
have allowed the Company to increase its credit line above its stated credit.

        As of September 30, 1997, the Company had outstanding on its credit
facilities with its major suppliers approximately $20.0 million. Management
believes, that through collections from normal operations and utilization of
bank lines, the Company will maintain all accounts current and be able to

                                       12
<PAGE>


support ongoing operations. The Company utilizes bank lines to extend the number
of days credit granted by its suppliers.

        At September 30, 1997, the Company had available with eleven banks an
aggregate of $37.3 million in bank facilities of which $36.1 million was
utilized. From time to time, the Company is overdue with various of its bank
lenders for periods of a few days for amounts the Company does not consider to
be significant in light of the size of its borrowings. No restructured
borrowings currently exist. All of the Company's lines of credit and credit
facilities from its various lenders are "on demand".

        For a variety of political and economic reasons, the import of
non-essential items such as consumer electronics has been restricted or
prohibited from time to time by many Latin American countries through exchange
controls, import quotas and restrictions, tariffs and other means. Accordingly,
changes in the trade policies of Latin American countries affect both the market
for the Company's products as well as the Company's ability to sell its
products. The ability of the Company to sustain continued sales growth is
greatly dependent on the continuing favorable economic and political climate of
the Latin American countries that it is currently operating in and to a lesser
extent product availability.

FORWARD LOOKING STATEMENTS

        From time to time, the Company publishes forward-looking statements,
including certain statements in the Management's Discussion and Analysis of
Financial Condition and Results of Operations of this Form 10-Q, which relate to
such matters as anticipated financial performance, business prospects,
technological developments, new products and similar matters. The Private
Securities Litigation Reform Act of 1995 provides a safe harbor for
forward-looking statements. In order to comply with the terms of the safe
harbor, the Company notes that a variety of factors could cause the Company's
actual results and experience to differ materially from the anticipated results
or other expectations expressed in the Company's forward-looking statements.
Such factors include, among others: (i) the ability of the Company to sell or
otherwise liquidate the operations of its subsidiary, New Word Interactive; (ii)
expansion of the Company's "core" business into new geographic markets and
within its current markets; (iii) the general availability of credit from its
principal suppliers and banks to the Company to finance its inventory,
specifically, the continued cooperation of its major suppliers and its banks to
provide credit and their forbearance from time to time; (iv) the expansion of
available credit through the successful consolidation of the Company's
borrowings; (v) positive economic developments in those foreign countries in
which the Company conducts a material amount of business, including Colombia,
Paraguay, Ecuador and Venezuela.







                                       13
<PAGE>



                           PART II - OTHER INFORMATION




ITEM 6.        EXHIBITS AND REPORTS ON FORM 8-K

               (a)    27            Financial Data Schedule

                      99            Review Report of Coopers & Lybrand
                                    L.L.P. on Third Quarter Financial
                                    Statements

               (b)    No Form 8-K was filed during the quarter ended September
                      30, 1997.
























                                       14
<PAGE>



                                   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 thereunto duly authorized.

                                             EZCONY INTERAMERICA INC.

Date: November 13, 1997                      BY:    /S/ EZRA COHEN
                                             ---------------------------
                                             Ezra Cohen, President and
                                             Chief Executive Officer








Date: November 13, 1997                      BY:    /S/ ANA M. MENENDEZ
                                             ---------------------------
                                             Ana M. Menendez,
                                             Chief Financial Officer





                                       15
<PAGE>




                                 EXHIBIT INDEX



EXHIBIT
NUMBER`                            DESCRIPTION
- --------                           -----------

27             Financial Data Schedule

99             Review Report of Coopers & Lybrand L.L.P. on Third
               Quarter Financial Statements.
























<TABLE> <S> <C>


<ARTICLE>                     5
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                              DEC-31-1996
<PERIOD-START>                                 JAN-01-1997
<PERIOD-END>                                   SEP-30-1997
<CASH>                                         2,172,591
<SECURITIES>                                   0
<RECEIVABLES>                                  35,040,733
<ALLOWANCES>                                   3,791,361
<INVENTORY>                                    10,920,038
<CURRENT-ASSETS>                               55,564,684
<PP&E>                                         3,249,919
<DEPRECIATION>                                 1,256,530
<TOTAL-ASSETS>                                 58,212,373
<CURRENT-LIABILITIES>                          51,839,154
<BONDS>                                        0
                          0
                                    0
<COMMON>                                       12,954,723
<OTHER-SE>                                     (6,979,372)
<TOTAL-LIABILITY-AND-EQUITY>                   58,212,373
<SALES>                                        110,185,419
<TOTAL-REVENUES>                               110,185,419
<CGS>                                          103,046,669
<TOTAL-COSTS>                                  103,046,669
<OTHER-EXPENSES>                               6,608,938
<LOSS-PROVISION>                               0
<INTEREST-EXPENSE>                             1,484,762
<INCOME-PRETAX>                                (495,358)
<INCOME-TAX>                                   0
<INCOME-CONTINUING>                            (495,358)
<DISCONTINUED>                                 (3,278,724)
<EXTRAORDINARY>                                0 
<CHANGES>                                      0
<NET-INCOME>                                   (3,774,082)
<EPS-PRIMARY>                                  (.84)
<EPS-DILUTED>                                  (.84)
        

</TABLE>



                                                                     EXHIBIT 99



                    REVIEW REPORT OF INDEPENDENT ACCOUNTANTS

The Board of Directors
Ezcony Interamerica Inc.

We have reviewed the accompanying condensed consolidated balance sheet of Ezcony
Interamerica Inc. and subsidiaries as of September 30, 1997, and the related
condensed consolidated statements of operations and accumulated deficit and cash
flows for the three-month and nine-month periods ended September 30, 1997 and
1996. These financial statements are the responsibility of the Company's
management.

We conducted our review in accordance with standards established by the American
Institute of Certified Public Accountants. A review of interim financial
information consists principally of applying analytical procedures to financial
data and making inquiries of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit conducted in accordance
with generally accepted auditing standards, the objective of which is the
expression of an opinion regarding the financial statements taken as a whole.
Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should
be made to the accompanying financial statements for them to be in conformity
with generally accepted accounting principles.

We have previously audited, in accordance with generally accepted auditing
standards, the consolidated balance sheet as of December 31, 1996, and the
related consolidated statements of operations, shareholders' equity and cash
flows for the year then ended (not presented herein), and in our report dated
March 12, 1997, we expressed an unqualified opinion on those consolidated
financial statements. In our opinion, the information set forth in the
accompanying condensed consolidated balance sheet as of December 31, 1996, is
fairly stated, in all material respects, in relation to the consolidated balance
sheet from which it has been derived.


/s/ COOPERS & LYBRAND L.L.P.
- ------------------------
Coopers & Lybrand L.L.P.

Miami, Florida
November 12, 1997




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission