FORM 10-KSB/A
Amendment No.1
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
(Mark one)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended: November 30, 1997
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______ to ______
Commission file number: 0-27068
BAB Holdings, Inc.
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(Name of small business issuer in its charter)
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Illinois 36-3857339
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(State or other jurisdiction (IRS Employer
of incorporation or organiztion) Indentification No.)
8501 West Higgins Road, Suite 320, Chicago, Illinois 60631
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(Address of principal executive offices) (Zip Code)
Issuer's telephone number: (773) 380-6100
Securities registered under Section 12(g) of the Exchange Act:
Common Stock, no par value
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.
[X] Yes [ ] No
Check if there is no disclosure of delinquent filers in response
to Item 405 of Regulation S-B is not contained in this form, and
no disclosure will be contained, to the best of registrant's
knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB or any
amendment to this Form 10-KSB. [X]
State issuer's revenues for its most recent fiscal year:
$14,166,443
State the aggregate market value of the voting stock held by
nonaffiliates computed by reference to the price at which the
stock was sold, or the average bid and asked prices of such
stock, as of a specified date within the past 60 days: $4,073,994
based on 5,321,135 shares held by nonaffiliates as of February
17, 1998, and the average of the closing bid ($0.71875) and asked
($.8125) prices for said shares in the NASDAQ Small-Cap Market as
of such date.
State the number of shares outstanding of each of the issuer's
classes of common equity, as of the latest practicable date:
7,744,302 shares of Common Stock, as of February 17, 1998.
This Form 10-KSB/A is a first amendment to Form 10-KSB filed on March 2, 1998
for the fiscal year ending November 30, 1997 and consists solely of the
substitution of the Financial Data Schedule to reflect the adoption of
Statement of Financial Accounting Standards No. 128, Earnings Per Share (FAS
128), which was adopted by the Company during the three months ended February
28, 1998. As FAS 128 requires retroactive restatement, Financial Data
Schedules previously submitted for the fiscal years ended 1997 and 1996,
including each interim period, affected by this change in accounting principle
have been restated and filed herewith pursuant to Regulation S-B Item
601(c)(2)(iii). Exhibit 27.1 as filed herewith replaces said exhibit which
was filed on March 2, 1998.
SIGNATURES
In accordance with Section 13 of the Exchange Act, the Registrant
has duly caused this report on Form 10-KSB to be signed on its
behalf by the undersigned, thereunto duly authorized.
BAB HOLDINGS, INC.
Dated: April 29, 1998 By /s/ MICHAEL W. EVANS
--------------------------
Michael W. Evans, Chief Executive
Officer and President (Principal
Executive Officer)
Pursuant to the requirements of the Securities Exchange
Act of 1934, this report Form 10-KSB has been signed below by the
following persons on behalf of the company and in the capacities
and on the dates indicated.
/s/ MICHAEL W. EVANS April 29, 1998
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Michael W. Evans, Chief Executive Officer,
President and Director (Principal Executive
Officer)
/s/ MICHAEL K. MURTAUGH April 29, 1998
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Michael K. Murtaugh, Director and Vice
President/General Counsel
/s/ TOM J. FLETCHER April 29, 1998
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Tom J. Fletcher, Chief Operating Officer
(Principal Operating Officer and Principal
Financial and Accounting Officer)
/s/ DAVID L. EPSTEIN April 29, 1998
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David L. Epstein, Director
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Cynthia A. Vahlkamp, Director
/s/ ROBERT B. NAGEL April 29, 1998
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Robert B. Nagel, Director
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS OF BAB HOLDINGS, INC. FOR THE FISCAL YEARS ENDED
NOVEMBER 30, 1997 AND 1996 AND IS QUALIFIED BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<S> <C> <C>
<RESTATED>
<PERIOD-TYPE> 12-MOS 12-MOS
<FISCAL-YEAR-END> NOV-30-1997 NOV-30-1996
<PERIOD-END> NOV-30-1997 NOV-30-1996
<CASH> 389,896 2,163,293
<SECURITIES> 0 0
<RECEIVABLES> 2,576,719 1,478,098
<ALLOWANCES> 217,000 30,000
<INVENTORY> 344,424 103,314
<CURRENT-ASSETS> 2,979,192 3,686,273
<PP&E> 5,971,601 3,833,027
<DEPRECIATION> 882,693 299,315
<TOTAL-ASSETS> 14,627,246 11,147,987
<CURRENT-LIABILITIES> 4,295,601 2,351,220
<BONDS> 0 8,133
0 0
1,862,035 0
<COMMON> 10,908,062 9,218,522
<OTHER-SE> (4,115,347) (423,513)
<TOTAL-LIABILITY-AND-EQUITY> 14,627,246 11,147,987
<SALES> 9,846,020 3,484,319
<TOTAL-REVENUES> 14,240,956 6,640,453
<CGS> 3,309,504 1,221,826
<TOTAL-COSTS> 17,572,095 6,944,217
<OTHER-EXPENSES> (3,701) 12,550
<LOSS-PROVISION> 244,232 37,828
<INTEREST-EXPENSE> 74,651 4,530
<INCOME-PRETAX> (3,402,089) (320,844)
<INCOME-TAX> 0 0
<INCOME-CONTINUING> (3,402,089) (320,844)
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> (4,050,286) (320,844)
<EPS-PRIMARY> (0.55) (0.05)
<EPS-DILUTED> (0.54) (0.05)
</TABLE>
