<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB/A
AMENDMENT NUMBER 2
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1996
--------------------
[_] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from ________ to ________
COMMISSION FILE NUMBER 0-25488
THE L.L. KNICKERBOCKER CO., INC.
(Name of Small Business Issuer in its Charter)
CALIFORNIA 33-0230641
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
30055 COMERCIO 92688
Rancho Santa Margarita, CA (Zip Code)
(Address of Principal Executive Offices)
ISSUER'S TELEPHONE NUMBER, INCLUDING AREA CODE: (714) 858-3661
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 the registrant's Common Stock, as of
November 13, 1996 was 15,107,784.
Transitional Small Business Disclosure Format Yes No X
---- ----
<PAGE>
ITEM 6. Exhibits and Reports on Form 8-K
- ------ --------------------------------
A. Exhibits.
---------
<TABLE>
<CAPTION>
Exhibit
Number Description
- ------- -----------
<C> <S>
3.1 Articles of Incorporation of International Beauty Supply, Ltd.
("IBS") dated July 11, 1985.(1)
3.2 Amendment to Articles of Incorporation of IBS dated May 24, 1993.(1)
3.3 Certificate of Amendment to Articles of Incorporation of The L. L.
Knickerbocker Co., Inc. (the "Company") dated June 20, 1994.(1)
3.4 Certificate of Amendment to Articles of Incorporation of the Company
dated September 27, 1994.(1)
3.5 Bylaws of the Company.(2)
4.1 Qualified Stock Option Plan adopted by the Company on September 27,
1994 along with form of Stock Option Agreement.(3)
4.2 Form of Warrant Agreement.(3)
4.3 Form of Representative's Warrant issued to W.B. McKee Securities, Inc.
upon consummation of the Company's offering on January 25, 1995.(3)
4.4 Form of Common Stock Purchase Warrant Certificate issued to
Shoreline Pacific, the Institutional Finance Division of Financial
West Group.(4)
4.5 Form of 7% Convertible Debenture.(4)
10.1 Form of Private Securities Subscription Agreement.(4)
10.2 Form of Registration Rights Agreement.(4)
10.3 Stock Purchase Agreement dated September 30, 1996 by and among Harlyn
Products, Inc., Harlyn International and the Company.(4)
10.4 First Amendment to Stock Purchase Agreement dated October 15, 1996 by
and among Harlyn Products, Inc., Harlyn International Company, Ltd. and
the Company.(4)
10.5 Second Amendment to Stock Purchase Agreement dated November 7, 1996 by
and among Harlyn Products, Inc., Harlyn International Company, Ltd.
and the Company.(4)
27.1 Financial Data Schedule(5)
</TABLE>
- -------------------------------------------
(1) Filed as part of Exhibit 3.1 to The L. L. Knickerbocker Co., Inc. Form SB-2
Registration Statement No. 33-85230-LA as filed with the Securities and
Exchange Commission on or about October 13, 1994.
(2) Filed as an Exhibit to The L. L. Knickerbocker Co., Inc. Annual Report
on Form 10-KSB as filed with the Securities and Exchange Commission on or
about March 29, 1995.
(3) Filed as an Exhibit to The L. L. Knickerbocker Co., Inc. Form SB-2
Registration Statement No. 33-85230-LA as filed with the Securities and
Exchange Commission on or about October 13, 1994.
(4) Filed as an Exhibit to The L.L. Knickerbocker Co., Inc. Form 10-QSB/A as
filed with the Securities and Exchange Commission on November 27, 1996.
(5) Filed herewith.
2
<PAGE>
B. Reports on Form 8-K
-------------------
No reports on Form 8-K were filed.
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.
THE L.L. KNICKERBOCKER CO., INC.
Date: January 15, 1997 By: /s/ Anthony P. Shutts
-----------------------------
Anthony P. Shutts
Chief Financial Officer
3
<PAGE>
EXHIBIT INDEX
-------------
<TABLE>
<CAPTION>
Exhibit
Number Description
- ------- ------------------------------------------------------------------
<S> <C>
3.1 Articles of Incorporation of International Beauty Supply, Ltd.
("IBS") dated July 11, 1985.(1)
3.2 Amendment to Articles of Incorporation of IBS dated May 24,
1993.(1)
3.3 Certificate of Amendment to Articles of The L. L. Knickerbocker
Co., Inc. (the "Company") dated June 20, 1994.(1)
3.4 Certificate of Amendment to Articles of Incorporation of the
Company dated September 27, 1994.(1)
3.5 Bylaws of the Company.(2)
4.1 Qualified Stock Option Plan adopted by the Company on September
27, 1994 along with form of Stock Option Agreement.(3)
4.2 Form of Warrant Agreement.(3)
4.3 Form of Representative's Warrant issued to W.B. McKee Securities,
Inc. upon consummation of the Company's offering on January 25,
1995.(3)
4.4 Form of Common Stock Purchase Warrant Certificate issued to
Shoreline Pacific, the Institutional Finance Division of Financial
West Group.(4)
4.5 Form of 7% Convertible Debenture(4)
10.1 Form of Private Securities Subscription Agreement(4)
10.2 Form of Registration Rights Agreement(4)
10.3 Stock Purchase Agreement dated September 30, 1996 by and among
Harlyn Products, Inc., Harlyn International and the Company(4)
10.4 First Amendment to Stock Purchase Agreement dated October 15, 1996
by and among Harlyn Products, Inc., Harlyn International Company,
Ltd. and the Company(4)
10.5 Second Amendment to Stock Purchase Agreement dated November 7,
1996 by and among Harlyn Products, Inc., Harlyn International
Company, Ltd. and the Company(4)
27.1 Financial Data Schedule(5)
</TABLE>
- -------------------------------------------------------------------------------
(1) Filed as part of Exhibit 3.1 to The L. L. Knickerbocker Co., Inc. Form
SB-2 Registration Statement No. 33-85230-LA as filed with the Securities and
Exchange Commission on or about October 13, 1994.
(2) Filed as an exhibit to the L. L. Knickerbocker Co., Inc. Annual Report
on Form 10-KSB as filed with the Securities and Exchange Commission on or
about March 29, 1995.
(3) Filed as an Exhibit to The L. L. Knickerbocker Co., Inc. Form SB-2
Registration Statement No. 33-85230-LA as filed with the Securities and
Exchange Commission on or about October 13, 1994.
(4) Filed as an Exhibit to the L.L. Knickerbocker Co., Inc. Form 10-QSB/A as
filed with the Securities and Exchange Commission on November 27, 1996.
(5) Filed herewith.
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF THE L.L. KNICKERBOCKER CO., INC.
AS OF AND FOR THE PERIOD ENDED SEPTEMBER 30, 1996 AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> SEP-30-1996
<CASH> 16,385,153
<SECURITIES> 0
<RECEIVABLES> 5,986,095
<ALLOWANCES> 0
<INVENTORY> 6,210,633
<CURRENT-ASSETS> 33,041,768
<PP&E> 957,564
<DEPRECIATION> 0
<TOTAL-ASSETS> 45,836,414
<CURRENT-LIABILITIES> 9,683,113
<BONDS> 15,500,000
0
0
<COMMON> 9,088,744
<OTHER-SE> 5,443,322
<TOTAL-LIABILITY-AND-EQUITY> 45,836,414
<SALES> 8,271,591
<TOTAL-REVENUES> 8,271,591
<CGS> 4,676,772
<TOTAL-COSTS> 7,955,200
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 463,282
<INCOME-TAX> 73,934
<INCOME-CONTINUING> 389,348
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 389,348
<EPS-PRIMARY> .02
<EPS-DILUTED> .02
</TABLE>
