SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB/A
(Mark One)
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1997
Commission File Number O-27542
FUN TYME CONCEPTS, INC.
(Exact Name of Registrant as Specified in its Charter)
New York 1-3157259
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
290 Wild Avenue, Staten Island, New York 10314
(Address of Principal Executive Offices)
(718) 761-6100
(Registrant's Telephone Number, Including Area Code)
Check 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 and (2) has been subject to such filing requirements for the past 90
days. Yes X No ___ ---
On August 30, 1997 there were outstanding 2,512,465 shares of Common Stock,
par value $.001 per share.
Documents incorporated by reference: None
<PAGE>
PART I - Financial Information
ITEM 1 Financial Information. Annexed hereto.
<TABLE>
<CAPTION>
FUN TYME CONCEPTS, INC.
CONDENSED BALANCE SHEETS
March 31, June 30, 1997
1997 (unaudited)
ASSETS
<S> <C> <C>
Current Assets: ............................................... 2,155,460 1,776,206
Cash .......................................................... 32,020 34,978
Inventories ................................................... 92,194 92,014
---------- ----------
Prepaid expenses and other current assets ..................... 5,000 5,000
Due from employee & Officers .................................. 2,284,674 1,908,198
---------- ----------
Property and equipment (net of accumulated depreciation) ...... 1,044,879 1,264,576
Other Assets .................................................. 84,072 101,832
---------- ----------
Total Assets .................................................. 3,413,625 3,274,606
---------- ----------
LIABILITIES
Current Liabilities:
Accounts Payable and Accrued Expenses ......................... 78,093 7,414
Customer Deposits ............................................. 16,030 73,291
Current portion of lease payable .............................. 48,952 44,073
0
---------- ----------
Total Current Liabilities ..................................... 143,075 124,778
---------- ----------
Capital Lease Payable (Net of current portion) ................ 60,583 60,583
Deferred Rent ................................................. 23,683 23,683
---------- ----------
Total Liabilities ............................................. 227,341 209,044
---------- ----------
STOCKHOLDERS' EQUITY
Preferred Stock - par value $.01, authorized 500,000 shares, none issued and
outstanding Common Stock-par value $.001, authorized 10,000,000
shares, 2,512,465 shares and issued and outstanding ........... 2,676 2,676
Additional Paid-in Capital .................................... 4,033,298 4,033,298
Deficit ....................................................... (760,047) (856,752)
Treasury stock, at cost-163535 shares ......................... (89,643) (113,660)
Total Stockholders' Equity .................................... 3,186,284 3,065,562
Total Liabilities and Stockholders' Equity .................... 3,413,625 3,274,606
---------- ----------
</TABLE>
The accompanying notes to financial statements are an integral part hereof.
<PAGE>
FUN TYME CONCEPTS, INC.
CONDENSED STATEMENT OF OPERATIONS
<TABLE>
<CAPTION>
THREE MONTHS ENDED
JUNE 30
1997 1996
---- ---
<S> <C> <C>
Operating Revenue ............................ 161,471 180,804
Merchandise Revenue .......................... 41,910 66,208
Total Revenue ................................ 203,381 247,012
---------- ----------
Operating Expenses ........................... (226,616) (211,785)
Cost of Merchandise Sold ..................... (29,728) (34,414)
Selling, General and Administrative Expenses . (68,226) (48,453)
Compensation Charges ......................... 0 0
---------- ----------
(Loss) from operations ....................... 121,189 47,460
---------- ----------
Other Income & (Expense):
Interest Income .............................. 27,897 0
Interest Expense ............................. (2,011) (4,693)
---------- ----------
(Loss) before income tax ..................... (95,303) (52,333)
Provision for Income Taxes ................... (1,404) 0
---------- ----------
Net income (Loss) ............................ (96,707) (52,333)
---------- ----------
Net Income (Loss) per share .................. (0.04) (0.03)
Weighted average common shares and equivalents 2,515,481 1,816,195
</TABLE>
The accompanying notes to financial statements are an integral part hereof.
<PAGE>
FUN TYME CONCEPTS, INC.
CONDENSED STATEMENT OF CASH FLOWS
<TABLE>
<CAPTION>
THREE MONTHS ENDED
JUNE 30th
1997 1996
---- ----
Cash flows from operating activities:
<S> <C> <C>
Net Income (Loss) ................................................... (96,707) (52,333)
Adjustments to reconcile net (loss) to net cash (used in)
Operating activities:
Depreciation and amortization ....................................... 30,609 24,312
Increase in inventories ............................................. (2,958)
Decrease (increase)due from officers ................................ 0
Decrease in prepaid expenses & other current assets ................. 180 12,421
Increase (decrease) in accounts payable and accrued expenses ........ (70,679) (44,997)
INCREASE (Decrease) in customer deposits ............................ 57,261 53,188
(Decrease) in other assets .......................................... (17,760) 570
(Increase) Decrease in deferred Costs ............................... -1100
---------- ----------
Net cash (used in) operating activities ............................. (100,054) (7,939)
---------- ----------
Cash flows from investing activities:
Acquisition of fixed assets ......................................... (250,293) (15,912)
----------
----------
Net cash (used in) investing activities ............................. (250,293) (15,912)
----------
0 0
Cash from financing Activities: ..................................... 0
Repayments of capital lease obligations ............................. (4,879) 0
Payment of deferred registration costs .............................. 0 0
Purchase of treasury stock .......................................... (24,017) 0
---------- ----------
Net cash provided by financing activities ........................... (28,896) 0
----------
Net Increase (Decrease) In Cash ..................................... (379,254) (34,208)
Cash-beginning of period ............................................ 2,155,460 66,596
CASH-END OF PERIOD .................................................. 1,776,206 32,388
---------- ----------
Supplemental schedule of non cash investing and financing activities:
Supplemental disclosure of cash flow information:
Interest Paid ....................................................... 2,011 4,693
Taxes Paid .......................................................... 1,404 0
</TABLE>
The accompanying notes to financial statements are an integral part hereof.
<PAGE>
FUN TYME CONCEPTS, INC.
STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
Preferred Stock Common
Number Stock
of Number Additional Treasury
Shares (Par $.01) of Par $.001 Paid-in Stock
Issued Amount Shares Issued Amount Capital (Deficit) At Cost Total
------ ------ ------------- ------ ------- --------- ------- -----
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Balances-March 31,1997 0 $0 2,542,965 $2,676 $4,033,298 ($760,047) ($89,643) $3,186,284
Net (Loss) for the year
ended June 30. 1997 ($96,707) ($96,707)
Treasury stock, at cost
30500 shares -30500 ($24,017) ($24,017)
Balances-June 30, 1997 0 $0 2,512,465 $2,676 $4,033,298 ($856,754) $(113,660) $3,065,560
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
The accompanying notes to financial statements are an integral part hereof.
<PAGE>
FUN TYME CONCEPTS, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
JUNE 30, 1997
Note A - The Company:
Fun Tyme Concepts, Inc. (the "Company") operates a children's
entertainment center in Staten Island, New York for children of ages two through
twelve under the trade name "Fun Bubble, Party/Play Center" since October 1994.
The Company at the present time operates two fun centers, one in Staten Island
and one in Edmonton Canada, which opened August 5, 1997. In addition, the
Company is presently constructing another fun center in East Brunswick, New
Jersey.
Note B - Accompanying Financial Statements:
In the opinion of management, the accompanying Unaudited Consolidated
Condensed Financial Statements of Fun Tyme Concepts, Inc. (the "Company")
include all adjustments, consisting of only normal recurring adjustments,
necessary to present fairly the Company's financial position as of June 30,
1997, and the results of its operations for the three months ended June 30,
1997. Due to the construction, opening new site and search of new locations for
the Company's operation, the results of its operations for the three months
ended June 30, 1997, may not be indicative of total results of operation for the
full year.
While the Company believes that the disclosures presented are adequate
to make the information not misleading, it is suggested that these condensed
financial statements be read in conjunction with the Company's registration
statement on Form SB-2.
ITEM 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Results of Operations
During the quarter ended June 30, 1997 revenues were $203,381 as
compared with $247,012 during the comparable quarter ended in 1996. This
decrease of $43,631 or (18%) was attributable to a decrease in operating
revenues, primarily merchandise revenues, as a result of seasonably of the
industry.
Operating expenses for the three months ended June 30, 1997 increased
by $14,831 or (7%), compared to the same period a year-ago ended June 30, 1996.
This increase was primarily caused by new staffing salaries, additional lease
payments, and additional costs resulting from the new sites.
Selling, general and administrative expenses, have also increased to
$68,226 or (40.8%) for the quarter, as compared to the same period ended June
30, 1996. The increase is due to increases in marketing expenses, professional
fees and other corporate expenses.
<PAGE>
Cost of merchandise sold amounted to $29,728 or (70.9%) of merchandise
revenue during the three months ended June 30, 1997 compared to $34,414 or
(51.9%) for the same period ended June 30, 1996. Cost of merchandise sold varies
based on product mix and value discounts earned.
During the three months ended June 30, 1997, the Company used cash for
operation activities incurred, a net loss of %96,707, or ($0.04) per share,
compared to $52,333, or ($0.03) per share, during the comparable period ended
June 30, 1996. The primary reasons for the increase in the net loss and net loss
per share are a decrease in revenues over operating expenses, the opening of new
sites, and increased overhead.
Financial Condition
At June 30, 1997 the Company had working capital of $1,783,420 and
shareholders' equity of $3,065,562.
During the three months ended June 30, 1997 the Company used cash for
operating activities of $100,054 as compared with cash used of $7,939 for
operating activities during the comparable of three months in 1996. The increase
in cash used of $92,115 is primarily due to the two new sites in Edmonton,
Canada and East Brunswick, New Jersey related expense and a decrease in accounts
payable. The Company acquired fixed assets of $250,293 during the three month
ended June 30, 1997, and purchasing treasury stock for $24,017. There is no cash
was provided by financing activities in the period ended June 30, 1997.
At this time, the Company has commitments for the acquisition of play
equipment and construction for an additional facilities. At this time, the
Edmonton site is open for business and East Brunswick under construction. The
proceeds from the initial public offering will be used primarily for the opening
of additional facilities and working capital.
The Company believes that funds it generates from ongoing operations
and the proceeds from the initial public offering will be adequate to fund its
present operation and any additional operations it plans to commence in the
future.
<PAGE>
Part II - Other Information
ITEM 1. Legal Proceedings.
In or about October 1996, the First Richmond Bank, S.B. ("plaintiff")
commenced suit against the Company and its principals alleging a breach of
equipment lease. Plaintiff sought $162,753.96 in damages, in total, against all
parties. This matter was settled in August 1997 for $75,000.
ITEM 2. Changes in Securities. None.
ITEM 3. Defaults Upon Senior Securities. None.
ITEM 4. Submission of Matters to a Vote. None.
ITEM 5. Other Information. None.
ITEM 6. Exhibit and Reports on Form 8-k.
(a) None.
(b) None.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Report to be signed on its behalf by the
undersigned thereunto duly authorized.
Dated: September 4, 1997
Fun Tyme Concepts, Inc.
By: \s\ Daniel Catalfumo
Daniel Catalfumo, President
By: \s\ Richard Rosso
Richard Rosso, Treasurer
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
Exhibit 27.01
Financial Data Schedule
FUN TYME CONCEPTS, INC.
EXHIBIT 27.01
FINANCIAL DATA SCHEDULE
</LEGEND>
<CAPTION>
<S> <C>
<PERIOD-TYPE> 3-mos
<FISCAL-YEAR-END> mar-31-1997
<PERIOD-END> mar-31-1997
<CASH> 1,776,206
<SECURITIES> 0
<RECEIVABLES> 5,469
<ALLOWANCES> 0
<INVENTORY> 34,978
<CURRENT-ASSETS> 1,908,198
<PP&E> 1,555,452
<DEPRECIATION> 290,890
<TOTAL-ASSETS> 3,274,606
<CURRENT-LIABILITIES> 124,778
<BONDS> 0
0
0
<COMMON> 2,676
<OTHER-SE> 3,065,562
<TOTAL-LIABILITY-AND-EQUITY> 3,274,606
<SALES> 203,381
<TOTAL-REVENUES> 203,381
<CGS> 29,728
<TOTAL-COSTS> 294,842
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,011
<INCOME-PRETAX> (95,303)
<INCOME-TAX> 1,404
<INCOME-CONTINUING> (96,707)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (96,707)
<EPS-PRIMARY> (.04)
<EPS-DILUTED> (.04)
<PAGE>
</TABLE>
