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, 1997
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
EXCHANGE ACT
Commission File Number 33-70334-A
INTERNATIONAL ASSETS HOLDING CORPORATION
(Exact name of small business issuer as specified in its charter)
Delaware 59-2921318
- --------------------------------------------------------------------------------
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
250 Park Avenue South, Suite 200
Winter Park, FL 32789
(Address of principal executive offices)
(407) 629-1400
(Issuer's telephone number)
NA
- --------------------------------------------------------------------------------
(Former name,former address and former fiscal year,if changed since last report)
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 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 outstanding of Common Stock was 1,441,769 asof May 12,1997.
Transitional small business disclosure format Yes [ ] No [X]
<PAGE>
INDEX
Page No.
Part I. FINANCIAL INFORMATION
Item 1 Condensed Consolidated Financial Statements
Condensed Consolidated Balance Sheet as of March 31, 1997.. 3
Condensed Consolidated Statements of Operations for the
Six Months ended March 31, 1997, and 1996 ................. 5
Condensed Consolidated Statements of Operations for the
Three Months ended March 31, 1997, and 1996 ............... 6
Condensed Consolidated Statements of Cash Flows for the
Six Months ended March 31, 1997, and 1996 ................. 7
Notes to Condensed Consolidated Financial Statements ...... 9
Item 2 Management's Discussion and Analysis or Plan of Operation.. 11
Part II. OTHER INFORMATION
Item 4 Submission of Matters to a Vote of Security Holders ....... 16
Item 6 Exhibits and Reports on Form 8-K .......................... 16
Signatures ................................................ 17
2
<PAGE>
INTERNATIONAL ASSETS HOLDING CORPORATION AND SUBSIDIARIES
Condensed Consolidated Balance Sheet
March 31, 1997
(Unaudited)
Assets
Cash $ 303,378
Cash deposits with clearing broker 1,594,629
Investments 1,373,956
Other receivables 141,005
Securities owned, at market value 3,045,138
Deferred income tax benefit 37,021
Property and equipment, at cost:
Leasehold improvements 44,865
Furniture and equipment 738,186
---------------
783,051
Less accumulated depreciation and amortization 392,256
---------------
Net property and equipment 390,795
Other assets, net of accumulated amortization of $68,252 146,124
===============
$ 7,032,046
===============
See accompanying notes to condensed consolidated financial statements.
3
<PAGE>
INTERNATIONAL ASSETS HOLDING CORPORATION AND SUBSIDIARIES
Condensed Consolidated Balance Sheet
March 31, 1997
(Unaudited)
Liabilities and Stockholders' Equity
Liabilities:
Securities sold, but not yet purchased, at market value $ 464,417
Payable to clearing broker 198,398
Accounts payable 122,641
Accrued employee compensation and benefits 518,215
Other accrued expenses 222,876
Deferred income taxes 4,027
Other 7,638
---------------
Total liabilities 1,538,212
---------------
Stockholders' equity:
Preferred stock, $.01 par value. Authorized 1,000,000
shares; issued and outstanding -0- shares -
Common stock, $.01 par value. Authorized 3,000,000
shares; issued and outstanding 1,441,769 shares 14,418
Additional paid-in capital 3,187,616
Retained earnings 2,291,800
---------------
Total stockholders' equity 5,493,834
===============
$ 7,032,046
===============
See accompanying notes to condensed consolidated financial statements.
4
<PAGE>
INTERNATIONAL ASSETS HOLDING CORPORATION AND SUBSIDIARIES
Condensed Consolidated Statements of Operations
For the Six Months Ended March 31, 1997, and 1996
(Unaudited)
<TABLE>
<CAPTION>
<S> <C> <C>
1997 1996
Revenues:
Commissions $ 4,155,846 4,485,601
Net dealer inventory and investment gains 1,185,734 1,235,565
Other revenue 301,935 281,960
---------------- -----------------
Total revenues 5,643,515 6,003,126
---------------- -----------------
Expenses:
Commissions and clearing fees 2,381,012 2,494,831
Employee compensation and benefits 1,255,709 1,272,208
Communications and promotions 743,522 866,047
Other operating expenses 773,513 624,847
---------------- -----------------
Total expenses 5,153,756 5,257,933
---------------- -----------------
Income before income taxes 489,759 745,193
Income tax expense 206,638 303,507
---------------- -----------------
Net income $ 283,121 441,686
================ =================
Earnings per common and dilutive common equivalent share:
Primary: $ .166 .241
Fully diluted: $ .166 .241
Weighted average number of common and dilutive
common equivalent shares outstanding:
Primary: 2,065,626 2,119,336
Fully diluted: 2,065,626 2,119,336
</TABLE>
See accompanying notes to condensed consolidated financial statements.
5
<PAGE>
INTERNATIONAL ASSETS HOLDING CORPORATION AND SUBSIDIARIES
Condensed Consolidated Statements of Operations
For the Three Months Ended March 31, 1997, and 1996
(Unaudited)
<TABLE>
<CAPTION>
<S> <C> <C>
1997 1996
Revenues:
Commissions $ 2,133,939 2,604,241
Net dealer inventory and investment gains 663,950 614,647
Other revenue 157,904 124,906
----------------- -----------------
Total revenues 2,955,793 3,343,794
----------------- -----------------
Expenses:
Commissions and clearing fees 1,254,449 1,443,190
Employee compensation and benefits 680,052 723,904
Communications and promotions 407,857 439,160
Other operating expenses 394,796 314,737
----------------- -----------------
Total expenses 2,737,154 2,920,991
----------------- -----------------
Income before income taxes 218,639 422,803
Income tax expense 93,069 168,214
----------------- -----------------
Net Income $ 125,570 254,589
================= =================
Earnings per common and dilutive common equivalent share:
Primary: $ .077 .130
Fully diluted: $ .077 .130
Weighted average number of common and dilutive
common equivalent shares outstanding:
Primary: 1,899,892 2,234,452
Fully diluted: 1,899,892 2,234,452
</TABLE>
See accompanying notes to condensed consolidated financial statements.
6
<PAGE>
INTERNATIONAL ASSETS HOLDING CORPORATION AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows
For the Six Months Ended March 31, 1997, and 1996
(Unaudited)
<TABLE>
<CAPTION>
<S> <C> <C>
1997 1996
Cash flows from operating activities:
Net income $ 283,121 441,686
Adjustments to reconcile net income to net cash used
for operating activities:
Net amortization and appreciation of investments (42,666) (48,439)
Depreciation and amortization 77,058 57,779
Deferred income taxes (22,046) (1,085)
Cash provided by (used for) changes in:
Receivable from clearing broker 237,136 (229,346)
Receivable from affiliated company 26,542 8,457
Other receivables (32,920) 19,001
Securities owned (574,543) (1,129,755)
Other assets 32,077 400
Securities sold, but not yet purchased (564,664) 480,269
Payable to clearing broker 198,398 0
Accounts payable 11,608 5,907
Accrued salaries, commissions and benefits (325,729) (49,037)
Other accrued expenses 66,555 230
Income taxes payable (121,318) (144,408)
Other liabilities 76 93
----------------- ---------------
Net cash used for operating activities (751,315) (588,248)
----------------- ---------------
Cash flows from investing activities:
Disposal of Investments 4,425,000 5,279,000
Acquisition of Investments (4,437,293) (5,053,161)
Acquisition of property, equipment & other assets (136,199) (178,093)
----------------- ---------------
Net cash provided by (used for) investing activities (148,492) 47,746
----------------- ---------------
</TABLE>
(continued)
See accompanying notes to condensed consolidated financial statements.
7
<PAGE>
INTERNATIONAL ASSETS HOLDING CORPORATION AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows, Continued
<TABLE>
<CAPTION>
<S> <C> <C>
1997 1996
Cash flows from financing activities:
Acquisition of common shares related to repurchase program (31,240) (4,693)
Acquisition of common shares for treasury
(429) -
----------------- ---------------
Net cash used for financing activities (31,669) (4,693)
----------------- ---------------
Net decrease in cash and cash equivalents (931,476) (545,195)
Cash and cash equivalents at beginning of period 2,829,483 1,604,871
----------------- ---------------
Cash and cash equivalents at end of period $ 1,898,007 1,059,676
================= ===============
Supplemental disclosure of cash flow information:
Cash paid for interest $ 1,069 4,440
================= ===============
Income taxes paid $ 360,700 449,000
================= ===============
</TABLE>
8
<PAGE>
INTERNATIONAL ASSETS HOLDING CORPORATION AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
March 31, 1997, and 1996
(1) BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with the instructions and requirements of Form
10-QSB and, therefore, do not include all information and footnotes
necessary for a fair presentation of financial position, results of
operations, and cash flows in conformity with generally accepted accounting
principles. In the opinion of Management, such financial statements reflect
all adjustments necessary for a fair statement of the results of
operations, cash flows and financial position for the interim periods
presented. Operating results for the interim periods are not necessarily
indicative of the results that may be expected for the full year. It is
suggested that these condensed consolidated financial statements be read in
conjunction with the Company's audited consolidated financial statements
for the year ending September 30, 1996, filed on Form 10-KSB (SEC File
Number 33-70334-A).
As used in this Form 10-QSB, the term "Company" refers, unless the context
requires otherwise, to International Assets Holding Corporation and its
five wholly owned subsidiaries; International Assets Advisory Corp.
("IAAC"), Global Assets Advisors, Inc. ("GAA"), International Financial
Products, Inc.("IFP"), GlobalNet Securities, Inc.("GNSI") and International
Asset Management Corp. ("IAMC"). All significant intercompany balances
and transactions have been eliminated in consolidation.
(2) SECURITIES OWNED AND SECURITIES SOLD, BUT NOT YET PURCHASED
Securities owned and Securities sold, but not yet purchased at March 31,
1997, consist of trading and investment securities at quoted market values
as follows:
<TABLE>
<CAPTION>
<S> <C> <C>
SOLD, BUT NOT
OWNED YET PURCHASED
Obligations of U.S. Government $ 1,031,161 -
Common stock and American Depository Receipts 1,351,080 451,909
Proprietary unit investment trusts 300,966 -
Corporate debt securities 255,934 6,429
Foreign government obligations 105,997 6,079
---------- -------
$ 3,045,138 464,417
---------- -------
9
</TABLE>
<PAGE>
INTERNATIONAL ASSETS HOLDING CORPORATION AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements, continued
(3) EARNINGS PER COMMON SHARE
Primary and fully diluted earnings per common and dilutive common
equivalent share for the three months and the six months ended March 31,
1997 and 1996, have been computed by dividing adjusted net income by the
weighted average number of common and dilutive common equivalent shares
outstanding. Common equivalent shares represent shares of common stock
issuable upon the assumed exercise of stock options and warrants.
In February 1997, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standards No. 128, "Earnings per Share." Statement
128 supersedes APB Opinion No. 15, "Earnings per Share," and specifies the
computation, presentation, and disclosure requirements for earnings per
share ("EPS") for entities with publicly held common stock or potential
common stock. Statement 128 was issued to simplify the computation of EPS.
It requires dual presentation of basic and diluted EPS on the face of the
statements of operations for all entities with complex capital structures
and requires a reconciliation of the numerator and denominator of the basic
EPS computation to the numerator and denominator of the diluted EPS
computation.
Statement 128 is effective for financial statements for both interim and
annual periods ending after December 15, 1997. Earlier application is not
permitted. After adoption, all prior period EPS data presented shall be
restated to conform to Statement 128. Under Statement 128, basic EPS would
be $.087 and $.174 for the three months ended March 31, 1997 and 1996,
respectively, and $.196 and $.302 for the six months ended March 31, 1997
and 1996, respectively. Diluted EPS would be $.084 and $.170 for the three
months ended March 31, 1997 and 1996, respectively, and $.188 and $.297 for
the six months ended March 31, 1997 and 1996, respectively.
(4) LEASES
The Company occupies leased office space of approximately 13,815 square
feet at 250 Park Avenue South, Winter Park, Florida. In December 1996, the
Company executed an amendment to enhance this leased office space and
extend the lease expiration from November 1999 to May 2001.
The Company is obligated under various noncancelable operating leases for
the rental of its office facilities and certain office equipment. Rent
expense associated with operating leases amounted to $154,593 and $144,111
for the six months ended March 31, 1997, and 1996, respectively. The
minimum lease payments under noncancelable operating leases as of March 31,
1997 are as follows:
10
<PAGE>
INTERNATIONAL ASSETS HOLDING CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS, CONTINUED
FISCAL YEAR (12 MONTH PERIOD) ENDING SEPTEMBER 30,
1997 $ 309,800
1998 302,000
1999 297,100
2000 299,900
2001 205,000
Thereafter -
---------
Total future minimum lease payments $1,413,800
---------
(5) STOCK REPURCHASE PROGRAM
On October 4, 1996, the Company announced that the Board of Directors has
authorized the Company to continue its repurchase of common stock up to
$500,000 in the open market during the remainder of the fiscal year that
ends September 30, 1997. On March 13, 1996 the Board of Directors
originally authorized the Company to repurchase up to $500,000 in shares of
common stock in the open market during the remainder of the fiscal year
ended September 30, 1996. The stock purchases will be made in the open
market from time to time as market conditions permit. The Company is
required to comply with Rule 10b-18 and Regulation M of the Securities and
Exchange Commission which regulate the specific terms in which shares may
be repurchased. As of May 12 1997, the Company has repurchased a total
of 19,300 shares under this repurchase program at a total cost of $73,789.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.
The Company's assets decreased from $7,528,292 at September 30, 1996, to
$7,032,046 at March 31, 1997, or a decrease of $496,246. The Company's
liabilities decreased from $2,285,911 at September 30, 1996, to $1,538,212
at March 31, 1997, or a decrease of $747,699. The increase in the net
assets (assets less liabilities) of $251,453 primarily relates to the net
income earned for the six month fiscal period.
The Company's condensed consolidated balance sheet at March 31, 1997,
reflects a payable to clearing broker, for trades which had not yet settled
for cash, due to the costs from the purchase of securities exceeding the
proceeds of securities sold.
RESULTS OF OPERATIONS:
The Company's principal activities, securities brokerage and the trading of
and market-making in securities, are highly competitive and extremely
volatile.
11
<PAGE>
The earnings of the Company are subject to wide fluctuations since many
factors over which the Company has little or no control, particularly the
overall volume of trading and the volatility and general level of market
prices, may significantly affect its operations.
SIX MONTHS ENDED MARCH 31, 1997, AS COMPARED TO
THE SIX MONTHS ENDED MARCH 31, 1996
The Company's revenues are derived primarily from commissions earned on the
sale of securities and trading income in securities purchased or sold for
the Company's account. Total revenues decreased by approximately $360,000,
or 6% for the six months ended March 31, 1997, as compared to the six
months ended March 31, 1996. For the six months ended March 31, 1997, and
1996, approximately 74% and 75%, respectively, of the Company's revenues
were derived from commissions earned on the sale of securities. For the six
months ended March 31, 1997, and 1996, approximately 21% of the Company's
total revenues were from net dealer inventory and investment gains (trading
revenue).
Commission revenue decreased by approximately $330,000, or 7% for the six
months ended March 31, 1997, as compared to the six months ended March 31,
1996. A large portion of the decrease was caused by a decrease in the sales
of initial offerings of firm proprietary unit investment trusts during the
six months ended March 31, 1997, as compared to the six months ended March
31, 1996. During the six months ended March 31, 1997, the overall volume of
customer ticket orders increased by 3% and the average dollar amount of
retail trades decreased 10%, as compared to the six months ended March 31,
1996. This 3% increase in ticket volume is primarily attributable to
promotional activities that included the execution of free trades for new
clients. In addition, the overall decrease in commission revenue is despite
the average number of account executives as of March 31, 1997 and 1996
maintaining at 41 for both six month periods.
Revenues from net dealer inventory and investment gains decreased by
approximately $50,000, or 4% for the six months ended March 31, 1997, as
compared to the six months ended March 31, 1996. The decrease in trading
revenue is primarily attributable to decreases in the Company's retail and
wholesale trading activities due to decreases in the volume of trading
activity and corresponding decreases in retail commission revenue. The
Company's trading department primarily concentrates on global securities
that it believes are likely to be traded by the Company's clients. By
focusing on these types of securities, trading revenue is more directly
related to commission revenue and order flow.
Other revenues increased by approximately $20,000 or 7% during the six
months ended March 31, 1997, as compared to the six months ended March 31,
1996. The increase in other revenue is primarily due to increases in money
management fees, account maintenance fees, list rental income and
subscription fee income.
12
<PAGE>
The major expenses incurred by the Company relate to direct costs of
securities operations such as commissions and clearing fees, employee
compensation and benefits and communications and promotions expense. Total
expenses decreased by approximately $104,000, or 2% for the six months
ended March 31, 1997, as compared to the same period in 1996. This decrease
in expense is primarily attributable to decreases in commissions and
clearing fees, employee compensation and benefits and communications and
promotions.
Commissions and clearing fees decreased approximately $114,000, or 5%
during the six months ended March 31, 1997, as compared to the same period
in 1996. This decrease is directly related to the 7% decrease in commission
revenue and the 4% decrease in trading revenue for the same period.
Employee compensation and benefits expense decreased approximately $16,000,
or 1% during the six months ended March 31, 1997, as compared to the six
months ended March 31, 1996. The decrease in employee compensation and
benefits is primarily due to decreases in performance based bonus accruals
based on the decrease in income before income taxes partially offset by the
expense of additional employees hired by the Company during the six months
ended March 31, 1997, as compared to the six months ended March 31, 1996.
Overall communication and promotions expenses decreased by approximately
$123,000, or 14% during the six months ended March 31, 1997, as compared to
the six months ended March 31, 1996. This decrease is primarily due to the
elimination of funding from the Company to IFP for promotional activities.
As of October 1996, Company funding for all IFP promotional activities was
ceased due to the unsuccessful efforts of IFP in generating revenues.
Other operating expenses increased approximately $148,000, or 24% during
the six months ended March 31, 1997, as compared to the six months ended
March 31, 1996. This increase is attributable to increases in expenses
incurred for rental of leased premises, insurance expense, professional
fees, contributions and amortization and depreciation expense.
As a result of the above, income before income taxes decreased by
approximately $255,000 or 34% during the six months ended March 31, 1997,
as compared to the six months ended March 31, 1996. The Company's effective
income tax rate was approximately 42% and 41% for the six months ended
March 31, 1997, and 1996, respectively.
THREE MONTHS ENDED MARCH 31, 1997, AS COMPARED TO
THE THREE MONTHS ENDED MARCH 31, 1996
Total revenues decreased by approximately $388,000, or 12% for the three
months ended March 31, 1997, as compared to the three months ended March
31, 1996. For the three months ended March 31, 1997, and 1996,
approximately 72% and 78%,
13
<PAGE>
respectively, of the Company's revenues were derived from commissions
earned on the sale of securities. For the three months ended March 31,
1997, and 1996, approximately 22% and 18%, respectively, of the Company's
total revenues were derived from net dealer inventory and investment gains
(trading revenue).
Commission revenue decreased by approximately $470,000, or 18% for the
three months ended March 31, 1997, as compared to the three months ended
March 31, 1996. The decrease in revenues is attributable to a 6% decrease
in ticket volume and a 13% decrease in the average dollar amount of trades
during the three months ended March 31, 1997, as compared to the three
months ended March 31, 1996. This decrease in commission revenue is despite
an increase in the average number of account executives from 39, as of
March 31, 1996, to 41, as of March 31, 1997, or an increase of 5%.
Revenues from net dealer inventory and investment gains increased by
approximately $49,000, or 8% for the three months ended March 31, 1997, as
compared to the three months ended March 31, 1996. The increase in trading
revenue is primarily attributable to increases in the Company's fixed
income trading due to the hiring of a new fixed income trader and increases
in retail trading activities.
Other revenues increased approximately 26% during the three months ended
March 31, 1997, as compared to the three months ended March 31, 1996. This
increase is primarily attributable to increases in money management fees,
account maintenance fees, list rental and subscription revenues.
The major expenses incurred by the Company relate to employee compensation
and benefits, direct costs of securities operations such as commissions and
clearing fees, and communications and promotions expense.
Total expenses decreased by approximately $184,000, or 6% for the three
months ended March 31, 1997, as compared to the same period in 1996. This
decrease in expense is primarily attributable to decreases in commissions
and clearing fees, employee compensation and benefits and communications
and promotions.
Commissions and clearing fees decreased approximately $189,000, or 13%
during the three months ended March 31, 1997, as compared to the same
period in 1996. This decrease is directly related to the 18% decrease in
commission for the same period. Employee compensation and benefits expense
decreased 6% during the three months ended March 31, 1997, as compared to
the three months ended March 31, 1996. The decrease in employee
compensation and benefits is primarily due to decreases in performance
based bonus accruals based on the decrease in income before income taxes by
the Company during the three months ended March 31, 1997, as compared to
the three months ended March 31, 1996.
14
<PAGE>
Overall communication and promotions expense decreased 7% primarily due to
decreased promotional activities during the three months ended March 31,
1997, as compared to the three months ended March 31, 1996. Other operating
expenses increased approximately 25% during the three months ended March
31, 1997, as compared to the three months ended March 31, 1996. This
increase is attributable to increases in expenses incurred for rental of
leased premises, insurance expense, professional fees, contributions and
amortization and depreciation expense.
As a result of the above, income before income taxes decreased by
approximately $204,000 during the three months ended March 31, 1997, as
compared to the three months ended March 31, 1996. The Company's effective
income tax rate was approximately 43% and 40% for the three months ended
March 31, 1997, and 1996, respectively.
LIQUIDITY AND CAPITAL RESOURCES
Substantial portions of the Company's assets are liquid. At March 31, 1997,
approximately 88% of the Company's assets consisted of cash, cash
equivalents, and marketable securities. All assets are financed by the
Company's equity capital, short-term borrowings from securities lending
transactions and other payables.
The Company's wholly owned registered securities broker/dealer subsidiary
IAAC is subject to the requirements of the SEC and the NASD relating to
liquidity and net capital levels. At March 31, 1997, IAAC had net capital
of approximately $2,618,000, which was approximately $2,507,000 in excess
of its minimum net capital requirement at that date.
In the opinion of management, the Company's existing capital and cash flow
from operations will be adequate to meet the Company's capital needs for at
least the next 12 months in light of known and reasonably estimated trends.
In addition, management believes that the Company will be able to obtain
additional short or medium-term financing that may be desirable in the
ordinary conduct of its business. The Company has no plans for additional
financing and there can be no assurance such financing will be available.
15
<PAGE>
PART II
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The Company's annual meeting of stockholders was held on Friday, February
14, 1997. The stockholders reelected all members of the existing Board of
Directors, Diego J. Veitia, Jerome F. Miceli, Stephen A. Saker, Donald A.
Halliday and Elmer L. Jacobs. The stockholders also approved the action of
the Board of Directors in selecting KPMG Peat Marwick LLP to audit the
financial statements of the Company and its subsidiaries for the period
commencing October 1, 1996, and ending September 30, 1997.
<TABLE>
<CAPTION>
<S> <C> <C>
VOTES VOTES
MATTER FOR WITHHELD
Election of Diego J. Veitia as director 1,202,431 18,763
Election of Jerome F. Miceli as director 1,203,431 17,763
Election of Stephen A. Saker as director 1,203,431 17,763
Election of Donald A. Halliday as director 1,203,431 17,763
Election of Elmer L. Jacobs as director 1,203,431 17,763
VOTES VOTES VOTES
MATTER FOR AGAINST ABSTAIN
Approval of the auditors 1,214,166 1,800 5,250
</TABLE>
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a). Exhibits
(11) The Statement of Computation of Earnings Per Share is
attached hereto as Exhibit 11.
(27) Broker-Dealers and Broker Dealer Holding Companies Financial
Data Schedule BD is attached hereto as Exhibit 27
b). Form 8-K
No reports were filed on Form 8-K during the six months ended
March 31, 1997.
16
<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, thereunto duly
authorized.
INTERNATIONAL ASSETS HOLDING CORPORATION
Date 05/14/97 /s/ Jerome F. Miceli
Jerome F. Miceli
President and Chief Operating Officer
Date 05/14/97 /s/ Jonathan C. Hinz
Jonathan C. Hinz
Chief Accounting Officer
17
<PAGE>
INTERNATIONAL ASSETS HOLDING CORPORATION
STATEMENT OF COMPUTATION OF EARNINGS PER SHARE
For the Six Months Ended March 31, 1997, and 1996
<TABLE>
<CAPTION>
<S> <C> <C>
1997 1996
Adjustment of shares outstanding:
Weighted average number of actual common shares outstanding 1,446,209 1,460,861
Weighted average number of additional common shares outstanding
assuming the exercise of common stock equivalents (1) 619,417 658,475
Weighted average number of common and dilutive
============== ==============
common equivalent shares outstanding 2,065,626 2,119,336
============== ==============
Adjustment of net income:
Actual net income $283,121 $441,686
Adjustment to net income assuming the investment of
excess proceeds received from the assumed exercise
of common stock equivalents, net of income taxes $59,718 $68,669
============== ==============
Adjusted net income $342,839 $510,355
============== ==============
Earnings per common and dilutive common equivalent share:
Primary: $.166 $.241
Fully diluted (2): $.166 $.241
</TABLE>
- --------------------------------------------------------------------------------
(1) This calculation assumes that of all the additional common shares
outstanding, assuming the exercise of all common stock equivalents, 288,354
shares of common stock are re-acquired with the proceeds therefrom as of October
1, 1996 and 291,937 shares are re-acquired as of October 1, 1995.
(2) In 1997 and 1996 there were no other potentially dilutive securities present
other than the common stock equivalents (common stock warrants and common stock
options), therefore, primary and fully diluted earnings per share amounts are
the same.
18
<PAGE>
INTERNATIONAL ASSETS HOLDING CORPORATION
STATEMENT OF COMPUTATION OF EARNINGS PER SHARE
For the Three Months Ended March 31, 1997, and 1996
<TABLE>
<CAPTION>
<S> <C> <C>
1997 1996
ADJUSTMENT OF SHARES OUTSTANDING:
Weighted average number of actual common shares outstanding 1,444,216 1,460,834
Weighted average number of additional common shares outstanding
assuming the exercise of common stock equivalents (1) 455,676 773,618
Weighted average number of common and dilutive
============== ==============
common equivalent shares outstanding 1,899,892 2,234,452
============== ==============
ADJUSTMENT OF NET INCOME:
Actual net income $125,570 $254,589
Adjustment to net income assuming the investment of
excess proceeds received from the assumed exercise
of common stock equivalents, net of income taxes $21,615 $35,468
============== ==============
Adjusted net income $147,185 $290,057
============== ==============
Earnings per common and dilutive common equivalent share:
Primary: $.077 $.130
Fully diluted (2): $.077 $.130
</TABLE>
- --------------------------------------------------------------------------------
(1) This calculation assumes that of all the additional common shares
outstanding, assuming the exercise of all common stock equivalents, 288,354
shares of common stock are re-acquired with the proceeds therefrom as of January
1, 1997 and 291,937 shares are re-acquired as of January 1, 1996.
(2) In 1997 and 1996 there were no other potentially dilutive securities present
other than the common stock equivalents (common stock warrants and common stock
options), therefore, primary and fully diluted earnings per share amounts are
the same.
19
<PAGE>
<TABLE> <S> <C>
<ARTICLE> BD
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> SEP-30-1997
<PERIOD-END> MAR-31-1997
<CASH> 1,898,007
<RECEIVABLES> 141,005
<SECURITIES-RESALE> 0
<SECURITIES-BORROWED> 0
<INSTRUMENTS-OWNED> 4,419,094
<PP&E> 390,795
<TOTAL-ASSETS> 7,032,046
<SHORT-TERM> 0
<PAYABLES> 640,856
<REPOS-SOLD> 0
<SECURITIES-LOANED> 0
<INSTRUMENTS-SOLD> 464,417
<LONG-TERM> 0
0
0
<COMMON> 14,418
<OTHER-SE> 5,479,416
<TOTAL-LIABILITY-AND-EQUITY> 7,032,046
<TRADING-REVENUE> 1,185,734
<INTEREST-DIVIDENDS> 124,827
<COMMISSIONS> 4,155,846
<INVESTMENT-BANKING-REVENUES> 0
<FEE-REVENUE> 107,806
<INTEREST-EXPENSE> 1,069
<COMPENSATION> 3,037,666
<INCOME-PRETAX> 489,759
<INCOME-PRE-EXTRAORDINARY> 489,759
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 283,121
<EPS-PRIMARY> .166
<EPS-DILUTED> .166
</TABLE>
