SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------------------------------
FORM 10-QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED OCTOBER 31, 2004
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE EXCHANGE ACT
Commission file number 0-33285
DYNAMIC INTERNATIONAL, INC.
(exact name of small business issuer as specified in its charter)
NEVADA
(State or other jurisdiction of
incorporation or organization)
11-3563216
(IRS Employer Identification No.)
58 SECOND AVENUE, BROOKLYN, NY 11215
(Address of principal executive offices)
(718) 369-4160
(Registrant's telephone number)
Check whether the issuer (1) filed all reports required to be filed by Section
13 of 15(d) of the Exchange Act during the past 12 months, and (2) has been
subject to such filing requirements for the past 90 days.
YES [X ] NO []
As of December 15, 2004 the Registrant had 4,418,258 shares of its Common Stock
outstanding
Transitional Small Business Disclosure Format: YES [ ] NO [X]
Index to Form 10-QSB
For the Quarter ended October 31, 2004
Page
Part I. FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Balance Sheets as of October 31, 2004 (unaudited) and 1
April 30,2004
Condensed Statements of Operations for the six months and
three months ended October 31, 2004 (unaudited) and October 31,
2003 (unaudited) 2
Condensed Statements of Cash Flows for the six months ended
October 31, 2004 (unaudited) and October 31, 2003 (unaudited) 3
Notes to the Financial Statements for the six months ended
October 31, 2004 and October 31, 2003 (unaudited) 4-7
Item 2. Management's Discussion and Analysis 8-12
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 13
Item 2. Changes in Securities 13
Item 3. Defaults Upon Senior Securities 13
Item 4. Submission of Matters to a Vote of Security Holders 13
Item 5. Other Information 13
Item 6. Exhibits and Reports on Form 8-K 13
Signatures 14
PART I
FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
DYNAMIC INTERNATIONAL, INC.
CONDENSED BALANCE SHEETS
OCTOBER 31, 2004 APRIL 30, 2004
(UNAUDITED)
CURRENT ASSETS
Cash $ 2,559 $ 6,783
Accounts receivable, less
allowance of $177,000 at October 31 and $137,000
at April 30, 2004 735,170 835,889
Due from affiliated Company 62,766 72,767
Inventories 1,526,709 750,872
Defered income taxes-current 270,000 270,000
Prepaid taxes 21,955 -
Other current assets 129,895 120,707
----------- -----------
Total Current Assets 2,749,054 2,057,018
----------- -----------
Fixed Assets- Net of accumulated
depreciation 38,867 40,912
----------- -----------
OTHER ASSETS
Deferred income taxes 270,000 270,000
Other 1,000 1,000
----------- -----------
Total Other Assets 271,000 271,000
----------- -----------
TOTAL ASSETS $ 3,058,921 $ 2,368,930
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
Accounts payable and accrued expenses $ 915,887 $ 822,337
Amounts due affiliated company 1,690,793 1,128,803
Income taxes payable - 32,619
----------- -----------
Total Current Liabilities 2,606,680 1,983,759
----------- -----------
COMMITMENTS and CONTINGENCIES
STOCKHOLDERS' EQUITY
Common stock 4,419 4,419
Additional paid in capital 5,119,796 5,119,796
Accumulated deficit (4,671,971) (4,739,041)
----------- -----------
452,244 385,174
Less: Treasury stock (3) (3)
----------- -----------
Total Stockholders' Equity 452,241 385,171
----------- -----------
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY $ 3,058,921 $ 2,368,930
=========== ===========
SEE ACCOMPANYING NOTES TO CONDENSED FINANCIAL STATEMENTS
1
DYNAMIC INTERNATIONAL, INC.
CONDENSED STATEMENTS OF OPERATIONS
SIX MONTHS ENDED THREE MONTHS ENDED
OCTOBER 31,2004 OCTOBER 31,2003 OCTOBER 31,2004 OCTOBER 31,2003
(UNAUDITED) (UNAUDITED) (UNAUDITED) (UNAUDITED)
Net sales $ 3,157,071 $ 4,020,010 $ 1,190,998 $ 2,029,732
Cost of sales 1,919,369 2,497,810 754,657 1,268,100
----------- ----------- ----------- -----------
Gross profit 1,237,702 1,522,200 436,341 761,632
----------- ----------- ----------- -----------
Operating expenses 1,153,101 907,554 695,931 458,963
Interest 7,546 6,633 4,418 2,518
Interest - related party 8,885 45,190 5,374 18,326
----------- ----------- ----------- -----------
1,169,532 959,377 705,723 479,807
----------- ----------- ----------- -----------
Income (loss) before taxes 68,170 562,823 (269,382) 281,825
Provision for taxes 1,100 0 (8,064) 0
----------- ----------- ----------- -----------
Net income (loss) $ 67,070 $ 562,823 $ (261,318) $ 281,825
=========== =========== =========== ===========
Basic and diluted
income (loss) per
common share $ .02 $ .13 $ ( .05) $ .07
=========== =========== =========== ===========
Basic and diluted weighted average
number of Common shares
outstanding 4,417,718 4,417,718 4,417,718 4,417,718
=========== =========== =========== ===========
Cash dividends per
Common share None None None None
SEE ACCOMPANYING NOTES TO CONDENSED FINANCIAL STATEMENTS
2
DYNAMIC INTERNATIONAL, INC.
CONDENSED STATEMENTS OF CASH FLOWS
For the Six
Months ended October 31,
2004 2003
(Unaudited) (Unaudited)
Operating activities:
Net income $ 67,070 $ 562,823
--------- ---------
Adjustments to reconcile net income
to net cash provided by/ (used for) operating
activities
Depreciation 2,045 5,244
Changes in assets and liabilities:
(Increase) decrease in:
Accounts receivable 110,720 (154,555)
Inventory (775,837) 230,405
Prepaid Taxes (21,955)
Prepaid expense and other (9,188) (22,051)
Increase (decrease) in:
Accounts payable and accrued expenses-
non-related 93,550 43,832
Income taxes payable (32,619) -
--------- ---------
Total adjustments (633,284) 102,875
Net cash (used)/ provided by operating activities (566,214) 665,698
--------- ---------
Financing activities:
Accounts payable and accrued expenses-
related party 561,990 (668,058)
--------- ---------
Net cash - (used)/ provided by financing activities 561,990 (668,058)
--------- ---------
(Decrease) in cash and equivalents (4,224) (2,360)
Cash and equivalents- beginning of period 6,783 36,648
--------- ---------
Cash and equivalents - end of period $ 2,559 $ 34,288
========= =========
SEE ACCOMPANYING NOTES TO CONDENSED FINANCIAL STATEMENTS
3
DYNAMIC INTERNATIONAL, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED OCTOBER 31, 2004 AND 2003
(UNAUDITED)
1. BASIS OF PRESENTATION
The Condensed Balance Sheet as of October 31, 2004 and the related
Condensed Statements of Operations and Cash Flows for the six months
and three months ended October 31, 2004 and 2003 are unaudited. In the
opinion of management, the unaudited condensed financial statements
include all adjustments (which include only normal recurring
adjustments) necessary to present fairly the financial position of the
Company as of October 31, 2004 and April 30, 2004 and the results of
their operations for the six months and three months ended October 31,
2004 and 2003.
The April 30, 2004 Balance Sheet data was derived from audited
financial statements but does not include all disclosures required by
generally accepted accounting principles. The interim condensed
financial statements and notes thereto should be read in conjunction
with the financial statements and the notes included in the Company's
filing on Form 10K-SB. The results of operations for the six months
ended October 31, 2004 and 2003 are not necessarily indicative of the
operating results for the entire year or any future interim periods.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The accounting policies followed by the Company are set forth in the
notes to the Company's financial statements included in the Company's
Form 10K-SB for the year ended April 30, 2004
4
DYNAMIC INTERNATIONAL, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
FOR SIX MONTHS ENDED OCTOBER 31, 2004 AND 2003
(UNAUDITED)
3. RELATED PARTY TRANSACTIONS
Pursuant to a Warehouse and Service Agreement dated as of September 21,
2000 (the "Warehousing Agreement") between the Company and a related
party (the "Related Entity") wholly owned by a major stockholder, the
Related Entity provided occupancy space and performed certain
administrative services on behalf of the Company. Under the Warehousing
Agreement, the Related Entity, among other things, assisted in the
maintenance of financial and accounting books and records, in the
preparation of monthly financial accounts receivable aging schedules and
other reports and in the performance of credit checks on the Company's
customers. In consideration for these services, the Related Entity
received an annual fee, payable monthly, calculated at a percentage of
the Company's invoiced sales originating at the warehouse ranging from 4%
of the invoiced sales under $30 million annually to 3% of sales of $60
million or more. For sales which do not originate at the warehouse, the
Related Entity received a service fee in the amount of 1.5% of the
Company's invoiced sales to customers and accounts located in the United
States if payment is made by letter of credit and 1% if such customers
and accounts are located outside the United States, irrespective of
manner of payment. In addition, under the Warehousing Agreement, the
Related Entity provided warehousing services consisting of receiving,
shipping, and storing the Company's merchandise. The Company paid the
Related Entity a monthly fee of 3% of its invoiced sales originating at
the warehouse in connection with these warehousing services performed by
the Related Entity under the Warehousing Agreement. As part of the
Warehousing Agreement, the Company applied an offset for certain shared
expenses.
The Warehousing Agreement, which was renewed on September 21, 2000, had a
term of two years and then automatically renewed from year to year unless
written notice of termination was given at least six months prior to the
commencement of a renewal period.
On August 1, 2004, the Company entered into a new Warehouse and Service
Agreement (the" Agreement") with the Related Entity. Under the Agreement,
the Related Entity provides occupancy space and performs certain
administrative services on behalf of the Company. Under the Agreement,
the Related Entity, among other things, assists in the maintenance of
financial and accounting books and records, in the preparation of monthly
financial accounts receivable aging schedules and other reports and in
the performance of credit checks on the Company's customers. In addition,
under the Agreement, the Related Entity provides warehousing services
consisting of receiving, shipping, and storing the Company's merchandise.
In consideration for these services, the Related Entity receives an
annual fee, payable monthly, calculated at 15% of the Company's invoiced
sales.
The Agreement has a term of two years and then automatically renews from
year to year unless written notice of termination is given at least six
months prior to the commencement of a renewal period.
Total warehousing and administrative expenses charged to operations were
$286,315 and $194,972 for the six months ended October 31, 2004 and 2003,
respectively.
5
DYNAMIC INTERNATIONAL, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
FOR SIX MONTHS ENDED OCTOBER 31, 2004 AND 2003
(UNAUDITED)
In addition, the Related Entity has purchased inventory for the Company
and has charged the Company for the invoiced amount of the inventory.
Pursuant to an unwritten understanding, the Related Entity arranges for
the issuance, by its financial lender, of letters of credit in favor of
the Company's overseas suppliers, thereby enabling the Company to finance
the purchases of its inventory.
Pursuant to a Security Agreement dated as of January 2, 2001, between the
Company and the Related Entity, the Related Entity has perfected its
security interest in all of the Company's assets.
Amounts due to the Related Entity totaled $1,128,803 and $1,690,793 at
April 30, 2004 and October 31, 2004, respectively. The Company records
simple interest on the unpaid balance due to the Related Entity at the
JPMorganChase prime rate plus 1%. Total interest expense charged to
operations was $8,885 and $45,190 for the six months ended October 31,
2004 and 2003, respectively.
5. SIGNIFICANT RISKS AND UNCERTAINTIES
The Company's luggage products compete with products designed by a number
of the largest companies in the industry. Accordingly, there can be no
assurance that the Company will be able to effectively compete with these
companies as well as with other smaller entities.
Most of the Company's products are purchased from China. The Company
believes that, if necessary, it will be able to obtain its products from
firms located in other countries at little, if any, additional expense.
The Company believes that an interruption in deliveries by a manufacturer
located in a particular country will not have a material adverse impact
on the business of the Company. Nevertheless, because of political
instability in a number of the supply countries, occasional import quotas
and other restrictions on trade or otherwise, there can be no assurance
that the Company will at all times have access to a sufficient supply of
merchandise.
6
DYNAMIC INTERNATIONAL, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
FOR SIX MONTHS ENDED OCTOBER 31, 2004 AND 2003
(UNAUDITED)
7. LEGAL PROCEEDINGS
The Company settled a lawsuit filed by 3L Associates. The Company
entered into a license agreement with 3L Associates in September of
2000, under which agreement the Company was given the license to use the
trademark Adolfo in connection with luggage and accessories. The
complaint alleged that the Company did not pay minimum royalties of
$25,000 for the period April 1, 2002 to March 31, 2003. The complaint
also alleged that the Company did not give the required notice to 3L
Associates that the Company did not wish to extend the term of the
license agreement. In the complaint, 3L Associates demanded judgment
against the Company in the amount of $300,000, together with its
expenses and reasonable attorney's fees, legal interest and costs, and
such other and further relief as shall seem just and proper to the
court. On October 27, 2004, the Company entered into a settlement
agreement with 3L Associates whereby the Company agreed to pay 3L
Associates $175,000.
7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
The following discussion should be read in conjunction with the financial
statements and related notes that are included under Item 1. Statements made
below which are not historical facts are forward-looking statements.
Forward-looking statements involve a number of risks and uncertainties
including, but not limited to, general economic conditions, our ability to
complete development and then market our services, competitive factors and other
risk factors as stated in other of our public filings with the Securities and
Exchange Commission.
Dynamic International, Inc. ("the Company") was formed on August 31, 2000 as a
wholly owned company of Dynamic International Ltd. ("Ltd."). Pursuant to an
Equity Transfer and Reorganization Agreement dated August 10, 2000, (the
Agreement) by and among Ltd., certain of its shareholders, Emergent Management
Company, LLC ("Emergent"), and several holders of membership interests in
Emergent Ventures, LLC (an affiliate of Emergent), Ltd. transferred all of its
assets to the Company. In addition the Company assumed all of the liabilities of
Ltd. (other than outstanding bank debt in the amount of $250,000).
GENERAL
The following discussion should be read in conjunction with the Financial
Statements and related notes thereto of the Company included elsewhere herein.
RESULTS OF OPERATIONS FOR THE SIX MONTHS ENDED OCTOBER 31, 2004 COMPARED TO THE
SIX MONTHS ENDED OCTOBER 31, 2003.
The following table sets forth the results of operations for the periods
discussed below:
Six Months % of Six Months % of
Ended Net Ended Net
October 31, 2004 Sales October 31, 2003 Sales
Gross Sales $3,449,000 $4,293,000
Allowances (292,000) (273,000)
---------- ----------
Net Sales 3,157,000 100.00 4,020,000 100.00
Cost of Goods
Sold 1,919,000 60.79 2,498,000 62.14
---------- ----------
Gross Margin 1,238,000 39.21 1,522,000 37.86
---------- ----------
Operating Expenses 1,155,000 36.58 907,000 22.56
Interest 7,000 .22 7,000 .17
Interest - related party 8,000 .26 45,000 1.13
---------- ----------
1,170,000 37.06 959,000 23.86
---------- ----------
Income before provision
for Income Taxes $ 68,000 2.15 $ 563,000 14.00
========== ==========
8
Sales for the six months ended October 31,2004, decreased by $863,000 or 21.5%
to $3,157,000 from $4,020,000 for the six months ended October 31, 2003. During
the six months ended October 31,2004, Sales to JC Penney decreased by
approximately $540,000 due to a transition period for the introduction of a new
luggage collection. In addition, sales to Sears Roebuck and BJ'S Wholesale Club
decreased by $385,000 and $265,000, respectively. These decreases were partially
offset by an increase in sales to TJMaxx of approximately $355,000. Allowances
granted to customers were 9.2% of net sales for the six months ended October
31,2004 as compared to 6.8% of net sales for the six months ended October
31,2003.
The Company's gross profit decreased by approximately $284,000 and the Company's
gross margin, as a percentage of sales, increased by 1.35% to 39.21% from 37.86%
for the six months ended October 31, 2003. The gross margin decreased due
primarily to the decrease in sales. A major factor contributing to the increase
in the gross margin percentage is competitive prices the Company has received
from the Peoples Republic of China.
Operating expenses, exclusive of interest expense, for the six months ended
October 31, 2004 were $248,000 higher than the six months ended October 31,2003.
This increase is represented approximately by changes in the following expenses:
Increase
Royalty Expense $141,000
Shipping Fees $89,000
Salesman Salaries $16,000
Royalty expense increased by $141,000 due to the settlement of a lawsuit between
the Company and 3L Associates that was related to an agreement under which the
Company was given the license to use the trademark Adolfo in connection with
luggage and accessories. This settlement added $150,000 in royalty expense to
the six months ended October 31, 2004. (see Note. 7 Legal Proceedings) Shipping
Fees increased by $89,000 due primarily to the Company entering into a new
Warehouse and Service agreement with a related party. Under the new agreement,
dated August 1,2004, the Company will pay 15% of sales for services as opposed
to the previous agreement under which the Company paid a maximum of 7% for
services. (see Note. 3 Related Party Transactions) Salesman salaries increased
by $16,000 due to an increase in compensation.
Interest expense for the six months ended October 31, 2004 remained constant.
Interest expense related party for the six months ended October 31,2004
decreased by $37,000 from the six months ended October 31,2003. This decrease
was due to the reduction of the amounts due to Achim Importing Co. Inc.
("Achim").
9
RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED OCTOBER 31, 2004 COMPARED TO
THE THREE MONTHS ENDED OCTOBER 31, 2003. The following table sets forth the
results of operations for the periods discussed below:
Three Months % of Three Months % of
Ended Net Ended Net
October 31, 2004 Sales October 31, 2003 Sales
Net Sales $1,314,000 $2,193,000
Allowances (123,000) (163,000)
---------- ----------
Net Sales 1,191,000 100.00 2,030,000 100.00
Cost of Goods
Sold 755,000 63.39 1,268,000 62.47
---------- ----------
Gross Margin 436,000 36.61 762,000 37.53
---------- ----------
Operating Expenses 696,000 58.44 459,000 22.61
Interest 4,000 .33 3,000 .14
Interest - related party 5,000 .42 18,000 .89
---------- ----------
705,000 59.19 480,000 23.64
---------- ----------
Income/(Loss) before provision
for Income Taxes $(269,000) (22.58) $ 282,000 13.89
========== ==========
Sales for the three months ended October 31, 2004, decreased by $839,000 or
41.38% to $1,191,000 from $2,030,000 for the three months ended October 31,
2003. During the three months ended October 31,2004, Sales to JC Penney
decreased by approximately $489,000 due to a transition period for the
introduction of a new luggage collection. In addition, sales to BJ'S Wholesale
Club, Mervyn's Department Stores, Sears Roebuck and The Bonton decreased by
$165,000, $90,000, $65,000 and $23,000, respectively. Allowances granted to
customers were 10.33% of net sales for the three months ended October 31,2004 as
compared to 8.0% of net sales for the three months ended October 31,2003.
The Company's gross profit decreased by approximately $326,000 due to the
decrease in sales. The Company's gross margin, as a percentage of sales,
decreased by 1.0% to 36.61% from 37.53% for the three months ended October 31,
2003. The primary reason for the decrease in the gross profit percentage was an
additional sales allowance of approximately $30,000 that was given to JC
Penney's during the three months ended October 31,2004.
10
Operating expenses, exclusive of interest expense, for the three months ended
October 31, 2004 were $237,000 higher than the three months ended October
31,2003. This increase is represented approximately by changes in the following
expenses:
Increase
Royalty Expense $147,000
Shipping Fees $86,000
Salesman Salaries $10,000
Royalty expense increased by $147,000 due to the settlement of a lawsuit between
the Company and 3L Associates which was related to an agreement under which the
Company was given the license to use the trademark Adolfo in connection with
luggage and accessories. This settlement added $150,000 in royalty expense to
the three months ended October 31, 2004. (see Note. 7 Legal Proceedings)
Shipping Fees increased by $86,000 due primarily to the Company entering into a
new Warehouse and Service agreement with a related party. Under the new
agreement, dated August 1,2004, the Company will pay 15% of sales for services
as opposed to the previous agreement under which the Company paid a maximum of
7% for services. (see Note. 3 Related Party Transactions) Salesman salaries
increased by $16,000 due to an increase in compensation.
Interest expense for the three months ended October 31, 2004 increased by $1,000
from the three months ended October 31, 2003.
Interest expense related party for the three months ended October 31,2004
decreased by $13,000 from the three months ended October 31, 2003. This decrease
was due the reduction of the amounts due to Achim Importing Co. Inc. ("Achim").
11
RELATED PARTY TRANSACTIONS
Pursuant to a Warehouse and Service Agreement dated as of September 21, 2000(the
"Warehousing Agreement") and a new Warehousing and Service Agreement (the
"Agreement") dated as of August 1, 2004 between the Company and a related party
("Achim") wholly owned by a major stockholder, Achim provides occupancy space
and performs certain administrative and shipping services to the Company.
Achim has purchased inventory for the Company and has charged the Company for
the invoiced amount of the inventory. In addition, pursuant to an unwritten
understanding, the related party arranged for the issuance by its financial
lender of letters of credit in favor of the Company's overseas suppliers thereby
enabling the Company to finance the purchases of its inventory.
SEASONALITY AND INFLATION
The Company's business is seasonal with higher sales typically in the second and
third quarters of the fiscal year.
Management does not believe that the effects of inflation will have a material
impact on the Company.
LIQUIDITY AND CAPITAL RESOURCES
Operating activities for the six months ended October 31,2004 used cash of
$566,000 compared to operating activities during the six months ended October
31,2003 which provided cash of $666,000.
Cash of $562,000 was provided by an increase in the amount due to Achim.
The Company has received substantial financial support from Achim.
Achim is wholly owned by Marton B. Grossman, the Chairman and President of the
Company. Advances from Achim are due upon demand. The Company records simple
interest on the unpaid balance due to Achim at the JPMorganChase prime rate
plus 1%. The amount of interest recorded for the six months ended October 31,
2004 and 2003 was $8,000 and $45,000, respectively.
The Company will continue to utilize the financial support of Achim for
inventory purchases. Achim is not obligated to continue providing any support.
In the event Achim chooses not to support the Company, we would have to reduce
operations or seek to find financial support from other third parties.
12
PART II
OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The Company settled a lawsuit filed by 3L Associates. The Company
entered into a license agreement with 3L Associates in September of
2000, under which agreement the Company was given the license to use the
trademark Adolfo in connection with luggage and accessories. The
complaint alleged that the Company did not pay minimum royalties of
$25,000 for the period April 1,2002 to March 31,2003. The complaint also
alleged that the Company did not give the required notice to 3L
Associates that the Company did not wish to extend the term of the
license agreement. In the complaint, 3L Associates demanded judgment
against the Company in the amount of $300,000, together with its
expenses and reasonable attorney's fees, legal interest and costs, and
such other and further relief as shall seem just and proper to the
court. On October 27, 2004, the Company entered into a settlement
agreement with 3L Associates whereby the Company agreed to pay 3L
Associates $175,000.
ITEM 2. CHANGES IN SECURITIES
None.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS
None
ITEM 5. OTHER INFORMATION
None
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
Exhibit 10.11 Warehousing and Service Agreement dated August 1, 2004
with Achim Importing Co., Inc.
Exhibit 31.1 CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-
OXLEY ACT OF 2002
Exhibit 31.2 CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-
OXLEY ACT OF 2002
Exhibit 32.1 CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-
OXLEY ACT OF 2002
Exhibit 32.2 CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-
OXLEY ACT OF 2002
13
SIGNATURES
In accordance with Section 13 or 15(d) of the 1934 Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereto duly
authorized.
DYNAMIC INTERNATIONAL, INC.
By /s/ William P. Dolan
-----------------------
William P. Dolan
VP Finance
December 10, 2004
14