UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB/A
(Mark One)
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For Quarterly Period Ended September 30, 1995.
or
[ ] Transition Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the Transition Period From to .
Commission File No. 1-12908
BALTIC INTERNATIONAL USA, INC.
(Exact name of small business issuer as specified in its charter)
TEXAS 76-0336843
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1990 Post Oak Blvd., Suite 1630, Houston, Texas 77056
(Address of principal executive offices) (zip code)
Issuer's Telephone Number: (713) 961-9299
Indicate by check mark whether the issuer (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 such filing
requirements for the past 90 days. Yes X . No .
Number of shares outstanding of each of the issuer's classes of
common stock as of November 17, 1995: 5,372,685 shares.
<PAGE>
BALTIC INTERNATIONAL USA, INC.
TABLE OF CONTENTS
Page
PART I - FINANCIAL INFORMATION
Item 1 - Consolidated Financial Statements
Condensed Balance Sheets -
December 31, 1994 and September 30,1995 3
Condensed Statements of
Operations - Three Months Ended September
30, 1994 and 1995 and Nine Months
Ended September 30, 1994 and 1995 4
Condensed Statements of Cash Flows -
Nine Months Ended September 30, 1994
and 1995 5
Notes to Condensed Financial Statements 6 - 9
Item 2 - Management's Discussion and Analysis of
Financial Condition and Results of
Operations 10 - 11
PART II - OTHER INFORMATION
Item 1 - Legal Proceedings 12
Item 2 - Changes in Securities 12
Item 3 - Defaults on Senior Securities 12
Item 4 - Submission of Matters to a Vote of
Security Holders 12
Item 5 - Other Information 12
Item 6 - Exhibits and Reports on Form 8-K 12
Signatures 13
<PAGE>
<TABLE>
Part I - Financial Information
Item 1 - Financial Statements
BALTIC INTERNATIONAL USA, INC.
Condensed Consolidated Balance Sheets
ASSETS
<CAPTION>
December 31, September 30,
1994 1995
------------ -------------
(audited) (unaudited)
<S> <C> <C>
CURRENT ASSETS
Cash, including time
deposits of $50,000 in 1994 $ 98,757 $ 544,026
Accounts receivable 67,690 488,648
Income taxes receivable 16,860 16,860
Inventory - 87,600
Prepaids and deposits 50,000 50,858
------- ---------
Total current assets 233,307 1,187,992
PROPERTY AND EQUIPMENT, net 7,635 297,975
INVESTMENT IN AND ADVANCES TO JOINT VENTURES:
BIA - 1,402,600
BCS 198,610 -
GOODWILL, NET 160,785 148,425
------- ---------
Total assets $600,337 $3,036,992
======= =========
</TABLE>
<TABLE>
<CAPTION>
LIABILITIES AND STOCKHOLDERS'
EQUITY (CAPITAL DEFICIT)
<S> <C> <C>
CURRENT LIABILITIES
Accounts payable and accrued
liabilities $ 439,592 $ 465,280
Short-term debt, net 195,000 394,685
------- ---------
Total current liabilities 634,592 859,965
LONG-TERM DEBT, net 276,991 -
NOTES PAYABLE TO OFFICERS 346,739 -
OTHER LONG-TERM LIABILITIES 327,188 -
--------- ----------
Total liabilities 1,585,510 859,965
COMMITMENTS AND CONTINGENCIES
MINORITY INTEREST - 322,066
--------- ----------
STOCKHOLDERS' EQUITY (CAPITAL DEFICIT)
Preferred stock, $2 convertible,
$10 par value, 500,000 shares
authorized, 123,000 shares
issued and outstanding - 1,230,000
Common stock, $.01 par value, 20,000,000
shares authorized,2,919,400 and
5,372,685 shares issued and
outstanding 29,194 53,727
Additional paid-in capital 5,760,123 8,237,919
Deficit (6,774,490) (7,591,685)
---------- ----------
(985,173) 1,929,961
Less - stock subscriptions receivable - (75,000)
---------- ----------
Total stockholders' equity (capital
deficit) (985,173) 1,854,961
---------- ----------
Total liabilities and stockholders'
equity (capital deficit) $600,337 $3,036,992
========== ==========
<FN>
See accompanying notes to condensed financial statements.
</TABLE>
<PAGE>
<TABLE>
BALTIC INTERNATIONAL USA, INC.
Condensed Consolidated Statements of Operations
(unaudited)
<CAPTION>
For the Three Months For the Nine Months
ended September 30, ended September 30,
------------------------ ---------------------
1994 1995 1994 1995
--------- ---------- -------- ---------
<S> <C> <C> <C> <C>
REVENUES:
Wet Lease Agreement
with ABC $ - $ 600,000 $ - $ 600,000
Aircraft rental income
from BIA - 240,000 - 480,000
Freight revenue - 127,211 - 482,853
Fee revenue - 1,500,000 - 1,500,000
Commissions from BIA - 35,723 - 78,845
Catering - 529,324 - 1,615,919
Food distribution - 77,499 - 226,516
Net equity in earnings
of BCS 85,028 - 178,090 -
-------- --------- ------- ---------
Total operating revenues 85,028 3,109,757 178,090 4,984,133
-------- --------- ------- ---------
OPERATING EXPENSES:
Cost of revenue 150,000 510,191 216,670 1,572,248
General and administrative 350,200 925,636 1,068,838 1,708,506
Net equity in losses
of BIA 1,378,914 1,404,479 3,140,458 2,254,401
--------- --------- --------- ---------
Total operating expenses 1,879,114 2,840,306 4,425,966 5,535,155
--------- --------- --------- ---------
INCOME (LOSS) FROM
OPERATIONS (1,794,086) 269,451 (4,247,876) (551,022)
---------- --------- ---------- ---------
OTHER INCOME (EXPENSE)
Interest expense (452) (35,539) (115,335) (169,997)
Interest income 6,583 85,908 8,210 201,683
Other - 31,250 - 31,250
---------- --------- ---------- ---------
TOTAL OTHER INCOME
(EXPENSE) 6,131 81,619 (107,125) 62,936
---------- --------- ---------- ---------
INCOME (LOSS) BEFORE
INCOME TAXES AND
EXTRAORDINARY ITEM (1,787,955) 351,070 (4,355,001) (488,086)
INCOME TAX EXPENSE (29,463) - (22,603) -
MINORITY INTEREST - (104,293) - (299,611)
---------- --------- ---------- --------
INCOME (LOSS) BEFORE
EXTRAORDINARY ITEM (1,817,418) 246,777 (4,377,604) (787,697)
EXTRAORDINARY LOSS - EARLY
EXTINGUISHMENT OF DEBT - - (78,586) -
---------- --------- ---------- --------
NET INCOME (LOSS) $(1,817,418) $ 246,777 $(4,456,190) $ (787,697)
========== ========= ========== ========
EARNINGS/LOSS PER COMMON SHARE
Income (loss) before
extraordinary item $ (0.62) $ 0.04 $ (1.71) $ (0.21)
Net Income (loss) $ (0.62) $ 0.04 $ (1.75) $ (0.21)
WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING 2,919,400 5,326,747 2,553,100 3,885,596
========= ========= ========= =========
<FN>
See accompanying notes to condensed consolidated financial
statements.
</TABLE>
<PAGE>
<TABLE>
BALTIC INTERNATIONAL USA, INC.
Condensed Consolidated Statements of Cash Flows
(unaudited)
<CAPTION>
For the Nine Months
Ended September 30,
-------------------------------
1994 1995
----------- ----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $(4,456,190) $ (787,697)
Adjustments to reconcile net loss to
net cash provided by (used in)
operating activities:
Net equity in earnings and losses
of joint venture investments 2,962,368 112,551
Write-off investment in BIA - 2,141,850
Minority interest share of income - 299,611
Other 229,138 (47,364)
Changes in assets and liabilities (103,949) (419,443)
Extraordinary loss from early
extinguishment of debt 78,586 -
---------- ----------
NET CASH PROVIDED BY(USED IN)
OPERATING ACTIVITIES (1,290,047) 1,299,508
---------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Net investments in, advances to,
distributions and repayments from
joint ventures (1,964,506) (3,657,001)
Acquisition of 1% interest in BCS,
net of cash of $13,760 - 9,789
Acquisition of property and equipment (5,555) (7,858)
---------- ----------
NET CASH USED IN INVESTING ACTIVITIES (1,970,061) (3,655,070)
---------- ----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of stock, net of related costs 4,481,309 2,360,793
New borrowings 670,006 1,081,000
Repayments of notes (1,725,862) (356,000)
Reduction of deferred lease credits - (77,104)
Redemption of preferred stock (46,660) -
Debt issuance costs (58,669) (6,175)
Distributions to minority interest - (172,183)
Preferred dividends paid (598) (29,500)
---------- ----------
NET CASH PROVIDED BY FINANCING ACTIVITIES 3,319,526 2,800,831
---------- ----------
Net increase in cash 59,418 445,269
Cash and cash equivalents,
beginning of period 17,702 98,757
---------- ----------
Cash and cash equivalents, end of period $ 77,120 $ 544,026
========== ==========
<FN>
See accompanying notes to condensed financial statements.
</TABLE>
<PAGE>
BALTIC INTERNATIONAL USA, INC.
Notes to Condensed Consolidated Financial Statements
The accompanying unaudited financial statements have been
prepared by Baltic International USA, Inc. (the "Company") and
include all adjustments which are, in the opinion of management,
necessary for a fair presentation of financial results for the
six months ended September 30, 1994 and 1995, pursuant to the
rules and regulations of the Securities and Exchange Commission.
All adjustments and provisions included in these consolidated
statements are of a normal recurring nature.
The information contained herein is condensed from that
which would appear in the annual financial statements;
accordingly, the financial statements included herein should be
reviewed in conjunction with the financial statements and related
notes thereto contained in the Annual Report on From 10-KSB filed
by the Company with the Securities and Exchange Commission for
the fiscal year ended December 31, 1994. Accounting measurement
at interim dates inherently involve greater reliance on estimates
than at year end. The results of operations for the interim
period presented are not necessarily indicative of the results
which can be expected for the entire year.
NOTE 1 - Operations and Financial Condition
The Company owns 49%, and assists in the management of
Baltic International Airlines (BIA), a joint venture registered
in the Republic of Latvia, and serves as its international
worldwide promotional sales agent. The Company also owns a
20.04% interest in Air Baltic Corporation (ABC), a Latvian joint
venture. The Company is also engaged in providing services to
BIA and other airlines through another joint venture, Baltic
Catering Services (BCS), an aviation catering and distribution
company, and its wholly owned subsidiary Baltic World Air Freight
(BWAF), a freight marketing company. The Company's main assets
are its ownership and interests in Air Baltic Corporation and its
sales contract with BIA.
The Company's financial statements include an investment in
BIA which has incurred losses of $7,598,258 from inception
through September 30, 1995. In addition, the Company has
committed to loan additional funds to BIA if necessary. As
further explained in Note 2, all investments in and advances to
BIA have been forgiven as of September of 1995. The Company's
future plans for BIA are to continue operations as a charter and
cargo service in the Baltic region.
The Company and BIA require substantial capital to pursue
their operating strategies. To date, the Company has relied upon
net cash provided by financing activities to fund its capital
requirements. There can be no assurance that the Company's
business interests will generate sufficient cash in future
periods to satisfy its capital requirements. These factors
historically have adversely affected the Company's capital
resources and liquidity and raise substantial doubt about the
Company's ability to continue as a going concern. The
accompanying financial statements do not include any adjustments
related to the recoverability and classification of recorded
assets or other adjustments should the Company be unable to
continue as a going concern.
On August 29, 1995, a Joint Venture Agreement was signed
between the Company, the Republic of Latvia ("Latvia"),
Scandinavian Airlines Systems Denmark-Norway-Sweden ("SAS"),
Investeringsfonden for Ostlandene (the Investment Fund for
Central and Eastern Europe - "IO") and Swedfund International AB
("Swedfund") (collectively, the "Parties"), for the establishment
of a Latvian national airline, Air Baltic Corporation (ABC).
Upon completion of the Joint Venture Agreement, ABC will
have a share capital of $12.1 million consisting of $6.5 million
cash and $5.5 million other assets, including real estate, with
the following ownership percentages: Latvia - 51.03%, the
Company - 20.04%, SAS - 16.53%, IO - 6.2% and Swedfund - 6.2%.
The Company obtained its 20.04% interest based on its cumulative-
to-date investments in and advances to BIA. The JV Agreement
provides that supplemental funding in the amount of $4.0 million
for working capital as necessary, will be provided by Nordic
Investment Bank, or a similar financial institution.
Furthermore, the Parties agreed to provide subordinated debt
loans as necessary to ABC, totaling approximately $14.1 million,
of which the Company's portion will be $2,575,000. The
obligation to provide such financing will not occur until the
$4.0 million working capital facility is funded and such
obligation will expire on December 31, 1997.
<PAGE>
BALTIC INTERNATIONAL USA, INC.
Notes to Condensed Consolidated Financial Statements
On September 6, 1995, the Company invested $468,950 for a
25% share of a non-profit state joint-stock company, the Latvian
Privatization Agency (Latavio). The Company is to provide
management expertise by submitting a business plan to restructure
Latavio, developing a turnaround strategy, and evaluating other
business possibilities in the Baltic area. Subsequent to the
investment, the Latvian Economic Court temporarily halted the
privatization process and has appointed a third party
administrator to determine whether Latavio should be restructured
outside of the privatization process or, whether privatization
should continue. Management has not fully determined the level
of the risk of loss of the investment of Latavio; however, the
Company has fully reserved the investment as of September 30,
1995.
NOTE 2 - Summarized Financial Data for BIA
During the three months ended September 30, 1994 and 1995,
the Company recorded equity in net losses relating to BIA of
$1,378,914 and $1,404,479, respectively, relating to its
percentage ownership of the joint venture of 40% and 49%,
respectively. At September 30, 1995, BIUSA elected to forgive
$4,042,255 of debt to BIA. BIUSA transferred its remaining
investment in and advances to BIA in the amount of $1,302,600 to
Air Baltic upon completion of the Air Baltic Joint Venture
Agreement.
The Company's investment in BIA is summarized as follows:
December 31, September 30,
1994 1995
----------- -----------
Proportionate investment in deficit of BIA $ (406,847) $ -
Advances to and accounts receivable from BIA 2,008,272 -
Allowance for collectibility of advances
to and accounts receivable from BIA (1,601,425) -
---------- ------
$ - $ -
========== ======
Summarized financial data for BIA is as follows:
December 31, September 30,
1994 1995
----------- -------------
Current assets $ 688,397 $ 897,783
Noncurrent assets 2,124,897 978,563
--------- ---------
$2,813,294 $1,876,346
========= =========
Current liabilities $1,635,322 $4,248,928
Noncurrent liabilities 2,008,272 1,302,600
Partners' deficit (830,300) (3,675,182)
--------- ---------
$2,813,294 $1,876,346
========= =========
Three Months Ended Nine Months Ended
September 30, September 30,
---------------------- ----------------------
1994 1995 1994 1995
--------- --------- --------- ---------
Operating revenue $2,477,693 $3,260,686 $5,101,779 $8,734,030
Loss from operations (1,582,055) (4,309,235) (3,623,580) (5,870,328)
Net loss (1,638,208) (774,500) (3,749,567) (3,408,697)
Total debt forgiven was $4,042,255 which was recorded as
extraordinary income by BIA, resulting in net income for the
three month period ending September 30, 1995. The Company did
not recognize its equity share of this extraordinary income.
<PAGE>
BALTIC INTERNATIONAL USA, INC.
Notes to Condensed Consolidated Financial Statements
NOTE 3 - Baltic Catering Services
Effective December 31, 1995, the Company acquired an
additional 1% interest in BCS from its joint partner which gave
the Company a 51% interest in BCS. This purchase has been
accounted for as if it occurred at the beginning of 1995 for
consolidation purposes, because this was a step acquisition.
NOTE 4 - Earnings/Loss Per Common Share
The computations of earnings/loss per common share are
computed using 2,919,400 and 5,326,747 weighted average shares of
common stock for the three months ended September 30, 1994 and
1995, respectively, and 2,553,100 and 3,885,596 weighted average
shares of common stock for the nine months ended September 30,
1994 and 1995, respectively. Stock warrants and options are
considered to be dilutive for earnings per share purposes if the
average market price during the three month period ending on the
balance sheet date exceeds the exercise price.
NOTE 5 - Equity Transactions
On September 25, 1995, the Company converted $45,000 of long-
term debt to equity through the issuance of 4,500 shares of
convertible preferred stock. During the 1995 third quarter,
605,000 shares of common stock were issued resulting in proceeds
of $687,300.
NOTE 6 - Related Party Transactions
The Company earns commission income from BIA for services to
BIA as international promotional sales agent. Commissions are
based upon a percentage of passenger ticket and cargo revenue
earned on sales originating outside of Riga. The Company also
charges a management fee to BIA to cover certain administrative
costs and other expenses incurred by the Company on behalf of
BIA. The Company earned $655,000 and $78,845 in such commissions
and fees for the nine months ended September 30, 1994 and
September 30, 1995, respectively. The Company deferred this
revenue in 1994.
The Company subleases two Boeing 727 aircraft to BIA for an
aggregate of $80,000 per month. For the three months ended
September 30, 1995, the Company received $240,000 related to
these subleases. For the nine months ended September 30, 1995,
the Company received $480,000 related to the subleases.
NOTE 7 - Extraordinary Loss
On May 6, 1994, the Company repaid all of its bridge
financing notes payable using proceeds from its initial public
offering. As a result of early extinguishment of $893,340 of
such notes, the Company recognized an extraordinary loss of
$78,586.
NOTE 8 - Subsequent Events
From October 1, 1995 to November 17, 1995, the Company
advanced an additional $889,577 to BIA. The Company may, at its
discretion, advance approximately an additional $800,000 to pay
obligations to BIA. Management believes that it is in the best
interest of both BIUSA and BIA for BIA to remain an operating
airline. As BIA will likely continue to operate as a charter and
cargo airline in the Baltic region, the Company believes that
maintaining BIA's airline certification and maintaining the
goodwill of BIA's debtors is beneficial to BIUSA.
On November 13, 1995, the Company signed a Memorandum of
Understanding with Topflight AB, a Swedish company, to create a
joint venture that will set up airline catering facilities across
Eastern Europe. The proposed joint venture will have a charter
capital of $6 million and will be owned 51% by the Company.
Within the next sixty days the companies will develop a detailed
business plan targeting six airports for in-flight catering
development.
<PAGE>
BALTIC INTERNATIONAL USA, INC.
ITEM 2 - Management's Discussion and Analysis of Financial
Condition and Results of Operations
The Company's revenues are derived from its equity in the
net income of its joint ventures, commissions due from sales of
airline tickets under the international promotional sales
agreement between BIA and the Company, the Boeing 727 aircraft
rental charged to BIA, interest earned on outstanding debt to BIA
from the Company and from revenue generated by BWAF. Since 1994,
the Company has elected to account for its revenue earned from
BIA on a cash basis.
Quarter Ended September 30, 1995 and 1994
For the quarter ended September 30, 1994, the Company had
revenues of $85,028 compared with $3,109,757 for the quarter
ended September 30, 1995. The 3,557% increase is principally due
to fees of $1,500,000 collected from Air Baltic Corporation in
payment of market development and training for Latvian pilots,
flight attendants and mechanics. The fee collected for such
services is not unusual for services provided by the Company, but
is a nonrecurring fee from Air Baltic Also, payments made to the
Company from BIA and ABC for aircraft rental income, commissions
paid on the sale of airline tickets, and freight revenue
contributed to the increase of which no such corresponding
revenue was recorded in the prior year. The revenue improvement
was also due to the Company consolidating the operations of BCS
in 1995 as the result of the acquisition of an additional 1%
interest for a total ownership of 51% of BCS.
The Company's operating expenses for the quarter ended
September 30 1994 were $1,879,114 compared to $2,840,306 for the
same quarter for 1995. General and administrative expenses
increased from $350,200 in 1994 to $925,636 in the same quarter
of 1995. This increase was due primarily to the reserve of the
Latavio investment of $468,950. The cost of revenue increased
from $150,000 in 1994 to $510,191 in 1995 primarily due to the
consolidation of BCS in 1995.
Interest expense increased 7,762% from $452 in the second
quarter 1994 to $35,539 in 1995, reflecting the additional
borrowings incurred through 1994 and 1995.
The Company had a net loss of $1,817,418 for the quarter
ended September 30, 1994 compared to a net income of $246,777 for
the quarter ended September 30, 1995. The increase in net income
is due to income from Air Baltic Corporation on the wet lease,
payment of the nonrecurring fee from Air Baltic, and payment of
rental income from BIA partially offset by writing off debt of
BIA and the reserve for the investment in Latavio.
The Company forgave $4,042,255 in loans to BIA during the
third quarter of 1995. For the three months ended September 30,
1995, the Company's equity in net losses of BIA was $1,404,479.
Nine Months Ended September 30, 1995 and 1994
For the nine months ended September 30, 1994 revenues were
$178,090 compared to $4,984,133 for the nine months ended
September 30, 1995 for an increase of $4,806,043. Year-to-date
revenues were impacted by the same factors that affected third
quarter 1995 results.
Year-to-date operating expenses increased 25% from
$4,425,966 for 1994 to $5,535,155 for 1995. Such increase is
attributable to the same factors affecting third quarter 1995
operating expenses. Additionally, there was an increase of
$522,844 in cost of revenue due to freight costs related to
BIUSA's purchase in October 1994 of its joint venture partner's
interest in BWAF.
Interest expense increased by $54,662 or 47% from $115,335
for the nine months ended September 30, 1994 to $169,997 in 1995,
due to higher borrowings in 1995.
<PAGE>
Interest income increased from $8,210 for the nine months
ended September 30, 1994 to $201,683 for the nine months ended
September 30, 1995. This increase is due primarily to interest
paid by BIA on outstanding debt to the Company.
The Company had compared to a net loss of $4,456,190 for the
nine months ended September 30, 1994, a net loss of $787,697 for
the nine months ending September 30, 1995.
Liquidity and Capital Resources
The Company had $98,757 in cash at December 31, 1994,
compared to $544,026 at September 30, 1995.
At December 31, 1994, the Company had a working capital
deficit of $401,285 as compared to working capital of $328,027 at
September 30, 1995. The increase in the working capital is due
primary to an increase in cash of $445,269, an increase in
accounts receivable of $420,958, an increase in inventory of
$87,600, partially offset by an increase in accounts payable and
accrued liabilities of $25,688, and an increase in short-term
debt of $199,685.
Net cash used in operating activities for the nine months
ended September 30, 1994 was $1,290,047 as compared to $1,299,508
provided by operating activities for the same period of 1995.
Such increase primarily was due to reduction of net losses
partially offset by write-offs of investment in BIA. Net cash
used in investing activities was $1,970,061 for the nine months
ended September 30, 1994 compared to $3,655,070 for the nine
months ended September 30, 1995, the results of additional
advances and investments in BIA. Net cash provided by financing
activities was $3,319,526 for the nine months ended September 30,
1994 compared to $2,800,831 for the nine months ended September
30, 1995.
The Company and BIA require substantial capital to pursue
their operating strategies. To date, the Company has relied upon
net cash provided by financing activities to fund its capital
requirements. The Company has no firm commitments for external
sources of financing upon which the Company will rely for the
near future.
<PAGE>
BALTIC INTERNATIONAL USA, INC.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings, None
Item 2. Changes in Securities, None
Item 3. Defaults Upon Senior Securities, None
Item 4. Submission of Matters to a Vote of Security-Holders, None
Item 5. Other Information, None
Item 6. Exhibits and Reports on Form 8-K:
(a) Exhibits, None
(b) On July 14, 1995, the Company dismissed Price
Waterhouse LLP as its independent accountants.
On July 28, 1995, the Company engaged BDO Seidman, LLP
as its independent accountants.
On August 4, 1995, the Company filed a pro forma
balance sheet evidencing compliance with continued
listing requirements with Nasdaq and the Securities
and Exchange Commission.
On August 29, 1995, the Company filed a current
report on Form 8-K pursuant to which the Company
entered into a Joint Venture Agreement for the
Establishment of a New Latvian Air Carrier.
<PAGE>
BALTIC INTERNATIONAL USA, INC.
SIGNATURES
In accordance with the requirements of the Exchange Act,
the registrant has caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
BALTIC INTERNATIONAL USA, INC.
(Registrant)
Date: May 3, 1996 BY://s// Robert L. Knauss
Robert L. Knauss,
Chairman of the Board and
Chief Executive Officer
Date: May 3, 1996 BY://s// James W. Goodchild
James W. Goodchild,
Chief Operating and Financial
Officer
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
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<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> SEP-30-1995
<CASH> 544026
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<RECEIVABLES> 505448
<ALLOWANCES> 0
<INVENTORY> 87600
<CURRENT-ASSETS> 1187992
<PP&E> 297975
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<CURRENT-LIABILITIES> 859965
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0
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<INCOME-PRETAX> (488086)
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