<PAGE> 1
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 the quarterly period ended April 30, 1996
Commission File Number 000-23388
INTERNATIONAL POST LIMITED
(Exact name of Registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation or organization)
545 Fifth Avenue New York, NY 10017
(Address and zip code of principal executive offices)
13-3735647
(IRS Employer Identification Number)
(212) 986-6300
(Registrant's telephone number, including area code)
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 and Exchange
Act of 1934 during the preceding twelve 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
The number of shares outstanding of each of the issuer's classes of common
stock was 6,226,958 shares of common stock, par value $.01, outstanding
as of June 13, 1996.
<PAGE> 2
INTERNATIONAL POST LIMITED
PART I
FINANCIAL INFORMATION
The audited consolidated financial information at July 31, 1995 and the
unaudited consolidated financial information at April 30, 1996 and for the
three and nine month periods ended April 30, 1996 and 1995 relate to
International Post Limited and its subsidiaries.
ITEM 1. FINANCIAL STATEMENTS PAGE
Consolidated Balance Sheets as of
July 31, 1995 and April 30, 1996 3
Consolidated Statements of Income for
the three months ended April 30, 1995 and 1996 4
Consolidated Statements of Income for
the nine months ended April 30, 1995 and 1996 5
Consolidated Statements of Cash Flows for
the nine months ended April 30, 1995 and 1996 6
Notes to Consolidated Financial Statements 7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS 10
PART II
OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS 14
ITEM 2. CHANGES IN SECURITIES 14
ITEM 3. DEFAULTS UPON SENIOR SECURITIES 14
ITEM 4. SUBMISSION OF MATTERS TO A VOTE
OF SECURITY HOLDERS 14
ITEM 5. OTHER INFORMATION 14
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K 14
2
<PAGE> 3
INTERNATIONAL POST LIMITED AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands)
<TABLE>
<CAPTION>
July 31, April 30,
1995 1996
--------- ----------
<S> <C> <C>
ASSETS
Current Assets:
Cash and cash equivalents...................... $ 368 $ 554
Accounts receivable, net....................... 8,921 10,845
Deferred income taxes.......................... 823 526
Prepaid expenses and other current assets...... 738 1,771
--------- ---------
Total current assets............................. 10,850 13,696
Fixed assets, net.............................. 31,007 30,738
Excess of costs over fair value of
net assets acquired, net...................... 22,937 22,313
Deferred income taxes.......................... 476 376
Other assets................................... 1,403 2,019
--------- ---------
Total assets..................................... $ 66,673 $ 69,142
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued expenses.......... $ 6,736 $ 5,233
Due to related parties......................... 383 404
Current portion of long-term debt.............. 3,866 3,779
Income taxes payable........................... 821 834
--------- ---------
Total current liabilities........................ 11,806 10,250
Long-term debt................................. 20,257 21,836
Subordinated debt.............................. 4,927 5,053
Other liabilities.............................. 222 1,157
--------- ---------
Total liabilities................................ 37,212 38,296
--------- ---------
Commitments and contingencies
Stockholders' equity
Preferred stock: $.01 par value - 3,000
shares authorized; no shares outstanding
at July 31, 1995 and April 30, 1996.......... - -
Common stock: $.01 par value - 15,000
shares authorized; 6,214 and 6,227 shares
outstanding at July 31, 1995 and
April 30, 1996, respectively................. 62 62
Additional paid-in-capital..................... 25,419 25,419
Retained earnings.............................. 3,980 5,465
--------- ---------
Total stockholders' equity.................. 29,461 30,846
--------- ---------
Total liabilities and stockholders' equity.. $ 66,673 $ 69,142
========= =========
</TABLE>
See notes to consolidated financial statements.
3
<PAGE> 4
INTERNATIONAL POST LIMITED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except per share amounts)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
APRIL 30,
-----------------------
1995 1996
-------- ---------
<S> <C> <C>
Revenues.......................................... $ 9,364 $ 12,666
Direct salaries and costs......................... 4,310 6,110
Selling, general and administrative expenses...... 2,252 3,252
Depreciation...................................... 1,200 1,739
Amortization...................................... 91 282
-------- ---------
Income from operations....................... 1,511 1,283
Other expense (income):
Interest expense............................ 129 558
Interest income and other................... 21 (15)
-------- ---------
Income before taxes..................... 1,361 740
Provision for income taxes:
Income taxes............................ 552 433
-------- ---------
Net Income........................................ $ 809 $ 307
======== =========
Net income per share.............................. $ 0.13 $ 0.05
======== =========
Weighted average number of shares outstanding..... 6,214 6,225
======== =========
</TABLE>
See notes to consolidated financial statements.
4
<PAGE> 5
INTERNATIONAL POST LIMITED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except per share amounts)
<TABLE>
<CAPTION>
NINE MONTHS ENDED
APRIL 30,
-----------------------
1995 1996
--------- ---------
<S> <C> <C>
Revenues.......................................... $ 27,120 $ 37,155
Direct salaries and costs......................... 12,445 17,409
Selling, general and administrative expenses...... 6,797 9,492
Depreciation...................................... 3,486 4,963
Amortization...................................... 275 847
--------- ---------
Income from operations....................... 4,117 4,444
Other expense (income):
Interest expense............................ 300 1,745
Interest income and other................... (1) (1)
--------- ---------
Income before taxes..................... 3,818 2,700
Provision for income taxes:
Income taxes............................... 1,509 1,315
--------- ---------
Net Income........................................ $ 2,309 $ 1,385
========= =========
Net income per share.............................. $ 0.37 $ 0.22
========= =========
Weighted average number of shares outstanding..... 6,214 6,218
========= =========
</TABLE>
See notes to consolidated financial statements.
5
<PAGE> 6
INTERNATIONAL POST LIMITED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
<TABLE>
<CAPTION>
NINE MONTHS ENDED
APRIL 30,
-----------------------
1995 1996
--------- ---------
<S> <C> <C>
Operating Activities:
Net income...................................... $ 2,309 $ 1,385
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation.................................. 3,486 4,963
Amortization.................................. 275 847
Provision for bad debts....................... 78 95
(Gain) loss on disposal of fixed assets....... 29 (48)
(Increase) decrease in operating assets:
Accounts receivable........................... (1,292) (2,315)
Prepaid expenses and other current assets..... 49 (1,033)
Deferred taxes................................ 394 397
Other assets.................................. (633) (172)
Increase (decrease) in operating liabilities:
Accounts payable and accrued liabilities...... (429) (783)
Income taxes payable.......................... 488 13
Other liabilities............................. (430) 215
--------- ---------
Net cash provided by operating activities... 4,324 3,564
--------- ---------
Investing Activities:
Additions to fixed assets..................... (8,420) (4,429)
Proceeds from sale of fixed assets............ 144 79
Deposits on fixed assets...................... - (667)
--------- ---------
Net cash (used in) investing activities..... (8,276) (5,017)
--------- ---------
Financing Activities:
Proceeds from notes payable................... 3,500 -
Proceeds from revolving credit facility, net.. - 4,400
Proceeds from subordinated debt............... - 126
Proceeds from long-term debt borrowings....... 334 -
Proceeds from related parties................. 21 21
Repayment of long-term debt................... (147) (2,908)
--------- ---------
Net cash provided by financing activities... 3,708 1,639
--------- ---------
Net (decrease) increase in cash..... (244) 186
Cash and cash equivalents, beginning of period.... 339 368
--------- ---------
Cash and cash equivalents, end of period.......... $ 95 $ 554
========= =========
</TABLE>
See notes to consolidated financial statements.
6
<PAGE> 7
INTERNATIONAL POST LIMITED AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 1 - ORGANIZATION AND BASIS OF PRESENTATION
The consolidated financial statements included herein have been prepared by
International Post Limited ("IPL" or the "Company"), without audit, pursuant to
the rules and regulation of the Securities and Exchange Commission. Certain
information and footnote disclosures normally included in financial statements
prepared in accordance with general accepted accounting principles have been
condensed or omitted from this report, as is permitted by such rules and
regulations; however, IPL believes that the disclosures are adequate to make
the information presented not misleading. It is suggested that these
consolidated financial statements be read in conjunction with the audited
consolidated financial statements and notes thereto included in the Company's
Form 10-K for the year ended July 31, 1995.
In the opinion of management, the information furnished reflects all
adjustments, all of which are of a normal recurring nature, necessary for a
fair presentation of the results for the reported interim periods.
In connection with the restructuring charge recorded by the Company in August
1992, the balance of the liability was $534,704 and $496,969 at July 31, 1995
and April 30, 1996, respectively. At April 30, 1996, it is estimated that
the remaining liability, consisting primarily of lease commitments, will be
settled during fiscal 1996. Management anticipates that funding for these
amounts will be provided by operations.
On May 4, 1995, the Company acquired The Post Edge, Inc. ("Post Edge"),
The Big Picture Editorial, Inc. and Even Time, Ltd. (collectively, "Big
Picture/Even Time"). Post Edge, formerly a privately-held company which
provides post-production services to the television advertising industry and
corporate clients, as well as network playback and studio services, is based
in Florida and has annual revenues of approximately $7,000,000.
Big Picture/Even Time, formerly two privately-held companies which provide a
variety of creative editorial services to the television advertising industry,
is based in Manhattan and has annual revenues of approximately $10,000,000.
7
<PAGE> 8
INTERNATIONAL POST LIMITED AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 2 - ACCOUNTS RECEIVABLE
<TABLE>
<CAPTION>
July 31, April 30,
1995 1996
---------- ----------
<S> <C> <C>
Accounts Receivable, trade...................... $9,537,200 $11,839,405
Less: Allowance for doubtful accounts.......... 615,754 994,327
---------- -----------
$8,921,446 $10,845,078
========== ===========
</TABLE>
NOTE 3 - FIXED ASSETS
Fixed assets, at cost, including equipment under capitalized leases, summarized
by major categories consist of the following:
<TABLE>
<CAPTION>
July 31, April 30,
1995 1996
----------- -----------
<S> <C> <C>
Machinery and Equipment......................... $33,045,712 $35,744,972
Leasehold Improvements.......................... 11,129,538 11,806,098
Furniture and Fixtures.......................... 1,652,018 1,933,131
Transportation Equipment........................ 74,120 59,349
----------- -----------
45,901,388 49,543,550
Less: Accumulated Depreciation.................. 14,894,052 18,805,789
----------- -----------
$31,007,336 $30,737,761
=========== ===========
</TABLE>
NOTE 4 - LONG TERM DEBT
<TABLE>
<CAPTION>
July 31, April 30,
1995 1996
----------- -----------
<S> <C> <C>
Senior secured term loan........................ $22,000,000 $19,240,000
Senior secured revolving credit loan............ 1,700,000 6,100,000
Collateralized by fixed assets
Notes payable to credit institutions
bearing interest at 8.0%
originally payable through 1996............... 16,989 7,950
Capitalized lease obligations.................. 405,198 266,927
----------- -----------
24,122,187 25,614,877
Less: Current Maturities....................... 3,865,624 3,779,038
----------- -----------
$20,256,563 $21,835,839
=========== ===========
</TABLE>
8
<PAGE> 9
INTERNATIONAL POST LIMITED
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
REVOLVING CREDIT FACILITY - During fiscal year 1995, the Company established a
$10,000,000 senior secured revolving credit facility (the "Revolving Loan")
with a syndicate of financial institutions (the "Bank Syndicate"). The
Company had outstanding direct borrowings of $1,700,000 and $6,100,000
under the Revolving Loan at July 31, 1995 and April 30, 1996, respectively.
The Company also had outstanding under the Revolving Loan letter of credits
of $761,337 and $884,482 at July 31, 1995 and April 30, 1996, respectively.
SENIOR SECURED LONG-TERM DEBT - During fiscal year 1995, the Company
established a $22,000,000 senior secured term loan (the "Term Loan") and the
Revolving Loan with the Bank Syndicate secured by 1) all assets of the Company
and its existing and future direct and indirect owned subsidiaries and 2) the
capital stock of all such subsidiaries. The Term Loan and the Revolving Loan
bear interest at the Agent's Prime of LIBOR plus 1.375% and contains various
covenants limiting future debt, dividends and capital expenditures. In
addition, the Company must maintain certain cash flow and leverage ratios.
The Company also established an $18,000,000 senior secured revolving credit
facility (the "Acquisition Facility") (with the Term Loan and the Revolving
Loan, collectively the "Credit Agreement") for future acquisitions with the
Bank Syndicate. The Acquisition Facility was subsequently terminated by the
Company in May 1996.
A commitment fee equal to 0.375% on the unused amounts of the Revolving Loan
and the Acquisition Facility is being charged to the Company.
In October 1995, the Company entered into Amendment No. 2 to the Credit
Agreement, which provides that the financial covenants have been lowered for
the fiscal year ending July 31, 1996. Such amendment provides that the
financial covenants as in effect prior to the amendment continue to apply to
borrowings under the Acquisition Facility.
In December 1995, the Company entered into Amendment No. 3 to the Credit
Agreement, whereby the financial covenants were raised above those in Amendment
No. 2 but remained lower than those prior to Amendment No. 2. In addition the
calculation of such ratios will commence on August 1, 1995 thereby excluding
the results of the fourth quarter of fiscal year 1995 from the calculations.
In February 1996, the Company entered into an interest rate swap agreement with
a member of the Bank Syndicate. Under the agreement, the Company has
effectively fixed the LIBOR rate and thereby the interest rate of the Term Loan
until maturity (January 2001) at 6.695%. In March 1996, the Company sold the
fixed rate position for $313,000. The Company's Term Loan rate will be fixed
at 6.695% through June 11, 1996 and will float at the Agent's Prime or LIBOR
plus 1.375% thereafter.
SUBORDINATED DEBT - the Company, in connection with the Big Picture/Even Time
acquisition, in May 1995, issued $6,350,000 principal amount of eight year
convertible subordinated notes, due May 4, 2003, with an interest rate of 4.0%
convertible at $14 per share after five years and redeemable after six years.
The debt was valued at $4,890,000 at the date of acquisition using an effective
rate of 8.34%. The valuation discount is being amortized over the life of the
notes.
9
<PAGE> 10
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Results of Operations:
Third Quarters Ended April 30, 1996 and 1995
Revenues increased by $3,302,000 or 35% to $12,666,000 in the third quarter of
fiscal year 1996 compared to the third quarter of fiscal year 1995. The
growth in revenues was primarily attributable to the acquisitions of Post
Edge and Big Picture/Even Time during the fourth quarter of fiscal year 1995.
Direct salaries and costs (consisting primarily of salaries and benefits paid
to artists, technicians and engineers, outside labor, occupancy costs, direct
costs including tape stock, equipment rental and commissions and client costs)
increased as a percentage of revenues to 48.2% in the third quarter of fiscal
year 1996 compared to 46.0% in the third quarter of the prior fiscal year.
This increase was a result of higher direct salaries and costs as a percentage
of revenues at Big Picture/Even Time, which is consistent with costs of
creative editorial service companies including outside labor and commissions.
The increase was also a result of the impact of the start-up costs of Post
Edge's South Beach and Hollywood post-production facilities.
Selling, general and administrative expenses increased as a percentage of
revenues to 25.7% in the third quarter of fiscal year 1996 compared to 24.0% in
the third quarter of the prior fiscal year. This increase was primarily
attributable to the impact of higher travel and entertainment, and professional
fees as a result of the acquisitions completed during the fourth quarter of
fiscal year 1995. In addition, occupancy costs and administrative salaries
increased in connection with the above acquisitions. The increase as a
percentage of revenues is compounded by the lost revenues at Post Edge due
to the relocation of the Hollywood facility, and to the new South Beach
post facility not yet achieving expected revenues.
Depreciation expense was $1,739,000 and $1,200,000 in the third quarter of
fiscal years 1996 and 1995, respectively. The increase was primarily the
result of the acquisitions of Post Edge and Big Picture/Even Time.
Amortization of intangibles was $282,000 and $91,000 in the third quarter of
fiscal years 1996 and 1995, respectively. The increased amortization expense
relates to the acquisitions of Post Edge and Big Picture/Even Time.
Interest expense was $558,000 and $129,000 in the third quarter of fiscal years
1996 and 1995, respectively. The increase was due to the increase in debt,
which was used to acquire Post Edge and Big Picture/Even Time, during the
fourth quarter of fiscal year 1995.
10
<PAGE> 11
The income tax rate applied against pre-tax income was 58.5% and 40.6% in the
third quarter of fiscal years 1996 and 1995, respectively. The current
quarter's tax rate was higher because of the increase in amortization of
intangibles which are not deductible for income tax purposes.
Net income decreased to $307,000 in the third quarter of fiscal year 1996
compared to $809,000 in the prior year's third quarter. This decrease is a
result of the items discussed above.
Nine Months Ended April 30, 1996 and 1995
Revenues increased by $10,035,000 or 37.0% to $37,155,000 in the first nine
months of fiscal year 1996 compared to the first nine months of fiscal year
1995. The growth in revenues was primarily attributable to the acquisitions
of Post Edge and Big Picture/Even Time in the fourth quarter of fiscal year
1995.
Direct salaries and costs (consisting primarily of salaries and benefits paid
to artists, technicians and engineers, outside labor, occupancy costs, direct
costs including tape stock, equipment rental and commissions and clients costs)
increased as a percentage of revenues to 46.9% in the first nine months of
fiscal year 1996 compared to 45.9% in the first nine months of fiscal year
1995. The increase was a result of higher direct salaries and costs as a
percentage of revenues at Big Picture/Even Time, which is consistent with costs
of creative editorial service companies including outside labor and
commissions. The increase was also attributable to the impact of the
start-up costs of Post Edge's South Beach and Hollywood post-production
facilities.
Selling, general and administrative expenses increased as a percentage of
revenues to 25.5% in the first nine months of fiscal year 1996 compared to
25.1% in the first nine months of the prior fiscal year. This increase was
primarily attributable to the impact of higher travel and entertainment,
advertising costs, occupancy costs, administrative salaries and professional
fees as a result of the acquisitions completed in the fourth quarter of
fiscal year 1995, and prior to Post Edge achieving expected revenues
from its new South Beach post facility and relocated Hollywood post facility.
Depreciation expense was $4,963,000 and $3,486,000 in the first nine months of
fiscal years 1996 and 1995, respectively. The increase was primarily the
result of the acquisitions of Post Edge and Big Picture/Even Time.
Amortization of intangibles was $847,000 and $275,000 in the first nine months
of fiscal years 1996 and 1995, respectively. The increased amortization
expense relates to the acquisitions of Post Edge and Big Picture/Even Time.
Interest expense was $1,745,000 and $300,000 in the first nine months of
fiscal years 1996 and 1995, respectively. The increased interest expense
relates to increased debt in connection with the acquisitions of Post Edge
and Big Picture/Even Time.
11
<PAGE> 12
The income tax rate applied against pre-tax income was 48.7% and 39.5% in the
first nine months of fiscal years 1996 and 1995, respectively. The current
period's tax rate was higher because of the increase in amortization of
intangibles which are not deductible for income tax purposes. Additionally,
the prior year's first nine month's rate was lower as a result of losses in
certain states with high city and state income tax rates.
Net income decreased to $1,385,000 in the first nine months of fiscal year
1996 compared to $2,309,000 in the prior year's first nine months. This
decrease is a result of the items discussed above.
Liquidity and Capital Resources:
The Company's strategy is to continue to expand the range of video-related
services which it provides to existing clients and to increase its customer
base through internal growth and acquisition. The Company is considering
expanding its territorial markets by acquiring post-production businesses in
other areas with a high concentration of production companies and advertising
agencies, such as Los Angeles, subject to its ability to obtain financing. In
fiscal year 1995, the Company acquired three post-production companies.
On May 4, 1995 and as increased on June 12, 1995, the Company entered into a
$50,000,000 credit facility with three banks. To finance the cash portion of
the acquisition described above and to refinance the Company's $5,000,000
outstanding under its line of credit, the Company entered into a $22,000,000
six year term loan. In addition, the credit facilities included a $10,000,000
six year revolving credit facility for working capital and an $18,000,000
acquisition facility to fund future acquisitions that meet certain parameters.
The acquisition facility was subsequently terminated by the Company in May
1996. Pricing is at the Agent bank's prime rate or a spread over LIBOR
(London Interbank Offered Rate). As discussed below, outstandings on the Term
Loan currently bear interest at 6.695%. The credit facilities are secured by
all assets of the Company and contain covenants limiting future debt, dividends
and capital expenditures. In addition, the Company must maintain certain cash
flow and leverage ratios. In October 1995, the Company entered into Amendment
No. 2 to the Credit Agreement which changed the Fixed Charge Coverage Ratio and
the Leverage Ratio. In December 1995 the Company entered into Amendment No. 3
to the Credit Agreement, whereby the financial covenants were raised above
those in Amendment No. 2 but remained lower than those prior to Amendment
No. 2. In addition the calculation of such ratios will commence on August 1,
1995 thereby excluding the results of the fourth quarter of fiscal year 1995
from the calculations.
In February 1996, the Company entered into an interest rate swap with a member
of its bank syndicate. Under the agreement, the Company pays a fixed LIBOR
12
<PAGE> 13
rate of 5.32% to the bank and the bank pays a floating rate equal to 90 day
LIBOR to the Company on the outstanding balance of the Company's term loan
(final maturity January 31, 2001). The effect of this interest rate swap is to
fix the interest rate on the term loan at 6.695%. In March 1996, the Company
sold its fixed rate position for $313,000. The Company's term loan will be
fixed at 6.695% through June 11, 1996 and will float at the Agent bank's prime
rate or LIBOR plus 1.375% thereafter.
Capital expenditures were $4,429,000 in the first nine months of fiscal year
1996. The expenditures were used to complete Post Edge's new South Beach
post-production facility, complete the consolidation of Audio Plus Video's
facilities, and make technological upgrades to existing equipment.
The Company generated net cash from operations of $3,564,000 in the first nine
months of fiscal year 1996. Net cash used in investing activities to purchase
capital equipment was $4,429,000 and to make deposits on fixed assets was
$667,000. New cash provided by financing activities was $1,639,000 consisting
of an increase in the revolving credit facility less repayment of long-term
debt. These activities resulted in a net increase in cash of $186,000.
The Company's capital structure remains strong. Total long-term debt
(excluding current portion of long-term debt) including subordinated debt at
April 30, 1996 was $26,889,000. The Company's stockholders' equity was
$30,782,000 at April 30, 1996. Outstandings under the Company's $10,000,000
revolving credit facility were $6,100,000 at April 30, 1996; in addition,
there was $884,482 outstanding for letter of credits issued. The Company's
capital budget for fiscal year 1996 was revised to $3,896,000, a significant
decrease from fiscal years 1995 and 1994. Capital projects of approximately
$1,528,000, approved in fiscal year 1995, will be incurred in fiscal year 1996
bringing total capital outlays to approximately $5,424,000 in fiscal year 1996.
Management believes that these expenditures can be financed either by
internally generated funds or by the Company's revolving credit facility and
that borrowings under the revolving credit facility can be reduced to under
$4,000,000 by fiscal year-end.
The above discussion contains forward-looking statements. There are certain
important factors that could cause results to differ materially from those
anticipated by the statements made above. These factors include, but are not
limited to: general performance of the economy, specifically as it affects
the advertising industry; international economic and political climate which
could impact the sale of domestic programming overseas; significant changes
in video technology in the post-production industry and loss of key personnel.
13
<PAGE> 14
PART II
OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Not applicable.
ITEM 2. CHANGES IN SECURITIES
Not applicable.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Not applicable.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Not applicable.
ITEM 5. OTHER INFORMATION
Exhibit No. 27 - Financial Data Schedule, which is submitted
electronically to the Securities and Exchange Commission for
information only and not filed.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
Not applicable.
SIGNATURE(S)
Pursuant to the requirements of the Securities Exchange Act of 1934, Registrant
has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
INTERNATIONAL POST LIMITED
(Registrant)
<TABLE>
<S> <C>
DATED: June 13, 1996 BY: Jeffrey J. Kaplan
------------------------------
Jeffrey J. Kaplan
Executive Vice President
and Chief Financial Officer
</TABLE>
14
<PAGE> 15
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED BALANCE SHEET AND THE CONSOLIDATED STATEMENT OF INCOME FILED AS
PART OF THE ANNUAL REPORT ON FORM 10-Q AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH ANNUAL REPORT ON FORM 10-Q.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JUL-31-1996
<PERIOD-END> APR-30-1996
<CASH> 554
<SECURITIES> 0
<RECEIVABLES> 11,839
<ALLOWANCES> 994
<INVENTORY> 0
<CURRENT-ASSETS> 13,696
<PP&E> 49,544
<DEPRECIATION> 18,806
<TOTAL-ASSETS> 69,142
<CURRENT-LIABILITIES> 10,250
<BONDS> 0
0
0
<COMMON> 62
<OTHER-SE> 30,846
<TOTAL-LIABILITY-AND-EQUITY> 69,142
<SALES> 12,666
<TOTAL-REVENUES> 12,666
<CGS> 6,110
<TOTAL-COSTS> 6,110
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 32
<INTEREST-EXPENSE> 558
<INCOME-PRETAX> 740
<INCOME-TAX> 433
<INCOME-CONTINUING> 307
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 307
<EPS-PRIMARY> .05
<EPS-DILUTED> .05
</TABLE>