SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-QSB
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended October 31, 2000 Commission file number 0-5653
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BALA CYNWYD CORPORATION
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NEW JERSEY 22-1436237
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
301 CITY AVENUE BALA CYNWYD, PA 19004
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 610-667-8225
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Former name, former address and former fiscal year, if changed since last
report.
Indicate by check mark whether the registrant (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.
X Yes No
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Indicate the number of shares outstanding of each of the issuer's classes of
common stock as of the close of the period covered by this report.
Class: COMMON, PAR VALUE $.05 PER SHARE
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OUTSTANDING at October 31, 2000 1,021,314
BALA CYNWYD CORPORATION
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
OCTOBER 31, 2000
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INDEX
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Part I - Financial Information (unaudited):
Condensed balance sheet as of
October 31, 2000 and January 31, 2000 2
Condensed statement of operations for the
three-month and nine-month periods ended
October 31, 2000 and 1999 3
Condensed statement of cash flows
for the nine-month periods ended
October 31, 2000 and 1999 4
Notes to condensed financial statements 5
Report of independent accountants 6
Management's discussion and analysis of the
financial condition and results of operations 7
Part II - Other Information
Item 1. Legal Proceedings 8
Item 2. Changes in Securities 8
Item 3. Defaults Upon Senior Securities 8
Item 4. Submission of Matters to a Vote of Security Holders 8
Item 5. Other Information 8
Item 6. Exhibits and Reports on Form 8-K 8
Signature 9
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BALA CYNWYD CORPORATION
CONDENSED BALANCE SHEET
(unaudited)
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OCTOBER 31, JANUARY 31,
2000 2000
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ASSETS
Cash and cash equivalents $ 239 $458,670
Note receivable from shareholder 460,000 -
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$460,239 $458,670
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LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
Due to shareholder $ 3,595 $ 1,927
Due to affiliates 5,014 3,862
Accrued expenses - 5,152
Income taxes payable 1,439 2,332
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10,048 13,273
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Shareholders' equity:
Preferred stock, cumulative convertible, $.05 par
value; 500,000 shares authorized, 2,600
shares issued 130 130
Common stock, $.05 par value; 2,000,000 shares
authorized, 1,054,419 shares issued 52,721 52,721
Additional paid-in capital 462,327 462,327
Accumulated deficit ( 45,421) ( 50,215)
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469,757 464,963
Less treasury stock, at cost:
Preferred stock (2,600 shares) ( 5,000) ( 5,000)
Common stock (33,105 shares) ( 14,566) ( 14,566)
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Total shareholders' equity 450,191 445,397
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$460,239 $458,670
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See accompanying notes to condensed financial statements.
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BALA CYNWYD CORPORATION
CONDENSED STATEMENT OF OPERATIONS
(unaudited)
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THREE MONTHS ENDED NINE MONTHS ENDED
OCTOBER 31, OCTOBER 31,
2000 1999 2000 1999
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Revenue, interest income $20,230 $3,106 $32,570 $13,173
General and administrative
expenses 18,189 3,750 27,776 25,582
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Net income (loss) $ 2,041 ($ 644) $ 4,794 ($12,409)
======== ======= ======= =======
Net income (loss) per share,
basic and diluted $ - $ - $ - ($ .01)
======== ======= ======= ========
Weighted average number
of outstanding shares for
basic and diluted 1,021,314 1,021,314 1,021,314 1,021,314
========= ========= ========= =========
See accompanying notes to condensed financial statements.
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BALA CYNWYD CORPORATION
CONDENSED STATEMENT OF CASH FLOWS
(unaudited)
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NINE MONTHS ENDED
OCTOBER 31,
2000 1999
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INCREASE (DECREASE) IN CASH
Cash flows from operating activities:
Net income (loss) $ 4,794 ($ 12,409)
Adjustments to reconcile net income (loss) to net
cash provided by (used in) operating activities:
Increase (decrease) in operating liabilities:
Due to shareholder 1,668 -
Due to affiliates 1,152 -
Accrued expenses ( 5,152) ( 8,328)
Income taxes payable ( 893) ( 3,787)
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Net cash provided by (used in) operating activities 1, 569 ( 24,524)
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Cash flows from investing activities:
Loan to shareholder (460,000) -
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Net cash (used in) investing activities (460,000) -
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Net decrease in cash and cash equivalents (458,431) ( 24,524)
Cash and cash equivalents at beginning of period 458,670 478,096
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Cash and cash equivalents at end of period $ 239 $453,572
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See accompanying notes to condensed financial statements.
4
BALA CYNWYD CORPORATION
NOTES TO CONDENSED FINANCIAL STATEMENTS
(unaudited)
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1. In the opinion of management, the accompanying unaudited condensed
financial statements contain all adjustments necessary to present
fairly the financial position as of October 31, 2000 and the results of
operations for the three-month and nine-month periods ended October 31,
2000 and 1999 and cash flows for the nine-month periods ended October
31, 2000 and 1999. The results of operations for the three-month and
nine-month periods ended October 31, 2000 are not necessarily
indicative of the results to be expected for the full year.
2. Margolis & Company P.C., the Company's auditors, has performed a
limited review of the financial information included herein. Their
report on such review accompanies this filing.
3. Note receivable from shareholder is due on demand and bears interest at
9.5%. Interest income of $12,332 on the note is reflected in interest
income for the nine months ended October 31, 2000.
4. Management fee due to shareholder in the amount of $10,000 has been
reflected in general and administrative expense for the nine months
ended October 31, 2000.
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REPORT OF INDEPENDENT ACCOUNTANTS
To the Board of Directors
Bala Cynwyd Corporation
Bala Cynwyd, PA
We have reviewed the accompanying condensed balance sheet of Bala Cynwyd
Corporation as of October 31, 2000 and the related condensed statements of
operations and cash flows for the three-month and nine-month periods ended
October 31, 2000 and 1999. These financial statements are the responsibility of
the Company's management.
We conducted our reviews in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures to
financial data and making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is
the expression of an opinion regarding the financial statements taken as a
whole. Accordingly, we do not express such an opinion.
Based on our reviews, we are not aware of any material modifications that should
be made to the accompanying condensed financial statements for them to be in
conformity with generally accepted accounting principles.
We have previously audited, in accordance with generally accepted auditing
standards, the balance sheet as of January 31, 2000 and the related statements
of operations, shareholders' equity, and cash flows for the year then ended (not
presented herein); and in our report dated May 31, 2000, we expressed an
unqualified opinion on those financial statements. In our opinion, the
information set forth in the accompanying condensed balance sheet as of January
31, 2000 is fairly stated, in all material respects, in relation to the balance
sheet from which it has been derived.
Certified Public Accountants
Bala Cynwyd, Pennsylvania
December 15, 2000
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BALA CYNWYD CORPORATION
MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(unaudited)
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General
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In May, 1989, the Company suspended all operations, except for necessary
administrative matters, and ceased to be an operating company. As such, for the
nine months ended October 31, 2000 and 1999, the Company had no revenues from
operations. Given the virtual suspension of the Company's operations, except for
necessary administrative matters, the Company's officers have waived further
compensation.
Results of Operations
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During the nine months ended October 31, 2000, the Company earned interest of
$32,570 as compared to $13,173 of interest earned in the nine months ended
October 31, 1999, an increase of $19,397, predominately from interest earned on
the note receivable from shareholder. During the nine months ended October 31,
2000, the Company incurred general and administrative expenses of $27,776, an
increase of $2,194 as compared with the nine months ended October 31, 1999
expenses of $25,582.
Liquidity and Capital Resources
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During the nine months ended October 31, 2000, the Company satisfied its working
capital needs from cash on hand at the beginning of the year and cash generated
from interest income during the period. The Company's cash position decreased
from $458,670 at January 31, 2000 to $239 at October 31, 2000. The decrease is
attributable to a loan of $460,000 to its majority shareholder for investment
purposes. The loan is due on demand and earns interest at the rate of 9.5% per
annum which resulted in $12,332 of interest income for the nine months ended
October 31, 2000. As of October 31, 2000, the Company had working capital of
$450,191. This working capital is expected to provide the Company with
sufficient capital while it seeks a merger, acquisition or other arrangement by
and between the Company and a viable operating entity, although there is no
assurance that this will occur.
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BALA CYNWYD CORPORATION
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 of Form 8-K
None
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BALA CYNWYD CORPORATION
SIGNATURE
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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.
BALA CYNWYD CORPORATION
/s/ Albert M. Zlotnick
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Albert M. Zlotnick, President and
Chief Executive Officer
Date: December 15, 2000
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BALA CYNWYD CORPORATION
APPENDIX A TO ITEM 601(c) OF REGULATION S-B
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THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS OF BALA CYNWYD CORPORATION AS OF AND FOR THE NINE MONTHS
ENDED OCTOBER 31, 2000 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
ITEM NUMBER AMOUNT ITEM DESCRIPTION
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5-02(1) $ 239 Cash and cash items
5-02(2) 0 Marketable securities
5-02(3)(a)(1) 460,000 Notes and accounts receivable, trade
5-02(4) 0 Allowances for doubtful accounts
5-02(6) 0 Inventories
5-02(9) 460,239 Total current assets
5-02(13) 0 Property, plant and equipment
5-02(14) 0 Accumulated depreciation
5-02(18) 460,239 Total assets
5-02(21) 10,048 Total current liabilities
5-02(22) 0 Bonds, mortgages and similar debt
5-02(28) 0 Preferred stock, mandatory redemption
5-02(29) 130 Preferred stock, no mandatory redemption
5-02(30) 52,721 Common stock
5-02(31) 397,340 Other shareholders' equity
5-02(32) 460,235 Total liabilities and shareholders' equity
5-03(b)1(a) 0 Net sales of tangible products
5-03(b)1 32,570 Total revenues
5-03(b)2(a) 0 Cost of tangible goods sold
5-03(b)2 0 Total costs and expenses applicable to sales and revenues
5-03(b)3 27,776 Other costs and expenses
5-03(b)5 0 Provision for doubtful accounts and notes
5-03(b)(8) 0 Interest and amortization of debt discount
5-03(b)(10) 4,794 Income before taxes and other items
5-03(b)(11) 0 Income tax expense
5-03(b)(14) 4,794 Income from continuing operations
5-03(b)(15) 0 Discontinued operations
5-03(b)(17) 0 Extraordinary items
5-03(b)(18) 0 Cumulative effect, changes in accounting principles
5-03(b)(19) 4,794 Net income
5-03(b)(20) - Earnings per share, basic
5-03(b)(20) - Earnings per share, diluted