<PAGE> 1
FORM 10-QSB/A
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the Quarterly Period Ended June 30, 1997
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ___________ to ____________
Commission File Number: 0-22994
GUNTHER INTERNATIONAL, LTD.
(Exact name of small business issuer as specified in its charter)
DELAWARE 51-0223195
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
ONE WINNENDEN ROAD, NORWICH, CONNECTICUT 06360
(Address of principal executive offices)
REGISTRANT'S TELEPHONE NUMBER INCLUDING AREA CODE: 860-823-1427
Indicate by check whether the registrant (1) has 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 registrant was required to file such
reports), and (2) has been subject to such filing requirements for the past 90
days.
YES X NO
----- -----
The number of shares of the Registrant's Common Stock outstanding as of August
12, 1997 was 4,283,269
Transitional Small Business Disclosure Format (check one):
YES NO X
----- -----
Exhibit Index is located at Page 12
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INTRODUCTORY NOTE
The Amendment No. 1 to the Quarterly Report on Form 10-QSB of Gunther
International, Ltd. (the "Company") is being filed to correct an error
contained in the financial statements filed with the original report. The Net
(Loss), Income line included in the Statements of Income filed with the
original report incorrectly indicated that amounts placed within parenthesis
were income figures and amounts not placed within parenthesis were loss
figures. All other references to the net income and/or net loss of the Company
included within the report were correctly stated.
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FORM 10-QSB
JUNE 30, 1997
PART I - CONDENSED FINANCIAL STATEMENTS
ITEM 1 - FINANCIAL STATEMENTS
GUNTHER INTERNATIONAL, LTD.
BALANCE SHEETS
ASSETS
<TABLE>
<CAPTION>
June 30, March 31,
1997 1997
(UNAUDITED)
<S> <C> <C>
CURRENT ASSETS:
CASH $ 183,678 $ 261,700
ACCOUNTS RECEIVABLE 1,465,984 1,298,765
COSTS AND ESTIMATED EARNINGS
IN EXCESS OF BILLINGS
ON UNCOMPLETED CONTRACTS 1,322,982 1,403,715
INVENTORIES 1,768,155 1,262,435
PREPAID EXPENSES 94,931 90,531
---------- ----------
TOTAL CURRENT ASSETS 4,835,730 4,317,146
---------- ----------
PROPERTY AND EQUIPMENT:
MACHINERY AND EQUIPMENT 1,136,777 1,099,208
FURNITURE AND FIXTURES 207,671 187,294
LEASEHOLD IMPROVEMENTS 232,634 229,804
---------- ----------
1,577,082 1,516,306
LESS - ACCUMULATED DEPRECIATION
AND AMORTIZATION 544,796 483,069
---------- ----------
NET PROPERTY AND EQUIPMENT 1,032,286 1,033,237
---------- ----------
OTHER ASSETS:
EXCESS OF COST OVER FAIR VALUE OF
NET ASSETS ACQUIRED, NET 3,389,423 3,445,293
DEFERRED PREPRODUCTION COSTS 499,344 457,189
NOTES RECEIVABLE
FROM STOCKHOLDERS 40,000 40,000
INVESTMENT, AT LOWER OF COST
OR MARKET 30,000 30,000
OTHER 49,638 40,828
---------- ----------
TOTAL OTHER ASSETS 4,008,405 4,013,310
---------- ----------
TOTAL LONG-TERM ASSETS 5,040,691 5,046,547
---------- ----------
TOTAL ASSETS $9,876,421 $9,363,693
========== ==========
</TABLE>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF
THESE FINANCIAL STATEMENTS
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FORM 10-QSB
JUNE 30, 1997
GUNTHER INTERNATIONAL, LTD.
BALANCE SHEETS
LIABILITIES AND STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
JUNE 30, MARCH 31,
1997 1997
(UNAUDITED)
<S> <C> <C>
ACCOUNTS PAYABLE $ 2,788,248 $ 2,059,506
ACCRUED EXPENSES 394,099 479,043
NOTE PAYABLE AND CURRENT MATURITIES
OF LONG-TERM DEBT 401,866 401,866
BILLINGS IN EXCESS OF COSTS AND ESTIMATED
EARNINGS ON UNCOMPLETED CONTRACTS 740,481 771,016
DEFERRED SERVICE CONTRACT REVENUE 1,211,145 1,057,443
------------ ------------
TOTAL CURRENT LIABILITIES 5,535,839 4,768,874
------------ ------------
LONG-TERM DEBT, LESS CURRENT MATURITIES 2,186,962 2,213,618
TOTAL LIABILITIES 7,722,801 6,982,492
STOCKHOLDERS' EQUITY:
COMMON STOCK, $.001 PAR VALUE;
AUTHORIZED 16,000,000 SHARES IN 1997;
ISSUED AND OUTSTANDING 4,283,269 SHARES
AT JUNE 30 AND MARCH 31, 1997 4,283 4,283
SERIES B COMMON STOCK, $.001 PAR VALUE;
500 SHARES AUTHORIZED, ISSUED AND
OUTSTANDING AT JUNE 30
AND MARCH 31, 1997 1 1
ADDITIONAL PAID-IN CAPITAL 11,375,825 11,375,826
ACCUMULATED DEFICIT (9,226,489) (8,998,909)
------------ ------------
TOTAL STOCKHOLDERS' EQUITY 2,153,620 2,381,201
------------ ------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 9,876,421 $ 9,363,693
============ ============
</TABLE>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF
THESE FINANCIAL STATEMENTS
<PAGE> 5
FORM 10-QSB
JUNE 30, 1997
GUNTHER INTERNATIONAL, LTD.
STATEMENTS OF INCOME
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
JUNE 30, JUNE 30,
1997 1996
---- ----
<S> <C> <C>
SALES:
SYSTEMS $ 1,714,178 $ 2,280,456
MAINTENANCE 1,513,084 1,365,182
----------- -----------
TOTAL SALES 3,227,262 3,645,638
----------- -----------
COST OF SALES:
SYSTEMS 958,948 1,201,046
MAINTENANCE 921,833 835,533
----------- -----------
TOTAL COST OF SALES 1,880,781 2,036,579
----------- -----------
GROSS PROFIT 1,346,481 1,609,059
----------- -----------
OPERATING EXPENSES:
SELLING AND ADMINISTRATIVE 1,471,594 1,481,386
RESEARCH AND DEVELOPMENT 51,191 53,030
----------- -----------
TOTAL OPERATING EXPENSES 1,522,785 1,534,416
----------- -----------
OPERATING (LOSS), INCOME (176,304) 74,643
OTHER EXPENSES
INTEREST EXPENSE (51,276) (47,741)
NET (LOSS), INCOME ($ 227,580) $ 26,902
=========== ===========
NET (LOSS), INCOME PER SHARE ($ 0.05) $ 0.00
WEIGHTED AVERAGE SHARES OUTSTANDING 4,567,399 4,133,269
</TABLE>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF
THESE FINANCIAL STATEMENTS
<PAGE> 6
FORM 10-QSB
JUNE 30, 1997
GUNTHER INTERNATIONAL, LTD.
STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
JUNE 30, JUNE 30,
1997 1996
--------- ---------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
NET (LOSS), INCOME ($227,580) $ 26,902
ADJUSTMENTS TO RECONCILE NET (LOSS),
INCOME TO NET CASH PROVIDED
BY OPERATING ACTIVITIES:
DEPRECIATION AND AMORTIZATION 153,041 149,312
(INCREASE) DECREASE IN ACCOUNTS RECEIVABLE (167,219) 102,121
(INCREASE) DECREASE IN INVENTORIES (505,720) 188,604
(INCREASE) IN PREPAID EXPENSES
AND OTHER ASSETS (13,210) (93,492)
INCREASE (DECREASE) IN ACCOUNTS PAYABLE 728,742 (506,546)
(DECREASE) INCREASE IN ACCRUED EXPENSES (84,944) 84,717
INCREASE (DECREASE) IN DEFERRED SERVICE
CONTRACT REVENUE 153,702 (4,223)
INCREASE IN BILLINGS IN EXCESS
OF COSTS AND ESTIMATED EARNINGS
ON UNCOMPLETED CONTRACTS, NET 50,198 194,089
--------- ---------
NET CASH PROVIDED BY OPERATING
ACTIVITIES 87,010 141,484
--------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES:
CAPITAL EXPENDITURES (138,376) (8,405)
--------- ---------
NET CASH USED FOR INVESTING ACTIVITIES (138,376) (8,405)
--------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
REPAYMENT OF NOTES PAYABLE AND
LONG-TERM DEBT (26,656) (8,100)
--------- ---------
NET CASH USED BY FINANCING ACTIVITIES (26,656) (8,100)
--------- ---------
NET (DECREASE) INCREASE IN CASH (78,022) 124,979
CASH AT THE BEGINNING OF THE PERIOD 261,700 127,059
--------- ---------
CASH AT THE END OF THE PERIOD $ 183,678 $ 252,038
--------- ---------
</TABLE>
The Company paid $0 and $7,926 for income taxes and $51,276 and $46,068 for
interest expense for the three month periods ended June 30, 1997 and 1996
respectively.
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF
THESE FINANCIAL STATEMENTS
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FORM 10-QSB
JUNE 30, 1997
GUNTHER INTERNATIONAL, LTD.
NOTES TO CONDENSED FINANCIAL STATEMENTS
(1) MANAGEMENT REPRESENTATION: In the opinion of management, the accompanying
unaudited interim financial statements have been prepared in accordance with
generally accepted accounting principals and contain all adjustments (consisting
of only normal recurring accruals) necessary to present fairly the financial
position and the results of operations for the interim periods presented. These
financial statements should be read in conjunction with the financial statements
and related notes included in the Company's Annual Report on Form 10-KSB for the
fiscal year ended March 31, 1997. The results of operations for the interim
period are not necessarily indicative of results to be expected for the full
year.
(2) PER SHARE DATA: Earnings per common share are based on the weighted average
number of shares of common stock outstanding during each period.
<PAGE> 8
FORM 10-QSB
JUNE 30, 1997
GUNTHER INTERNATIONAL, LTD.
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.
GUNTHER INTERNATIONAL, LTD
(REGISTRANT)
/s/ Frederick W. Kolling III Date: November 7, 1997
--------------------------------------
FREDERICK W. KOLLING III
VICE PRESIDENT, CHIEF FINANCIAL OFFICER
AND TREASURER
(ON BEHALF OF THE REGISTRANT AND AS
PRINCIPAL FINANCIAL AND ACCOUNTING OFFICER)