UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 1996 Commission File Number 0-19378 LIUSKI INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Delaware 11-3065217 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 6585 Crescent Drive, Norcross, Georgia 30071 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (770) 447-9454 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 (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 ___ As of September 30, 1996, the Registrant had 4,380,525 shares of Common Stock, $.01 par value per share outstanding. Item I. Financial Statements LUISKI INTERNATIONAL, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEET September 30, December 31, 1996 1995 ------------- ------------ (unaudited) ASSETS CURRENT Cash $ 389,308 $ 200,989 Accounts Receivable, net allowance for doubtful accounts of $3,900,000 and $1,050,000, as of 1996 and 1995, respectively 38,257,324 33,013,943 Inventories 44,521,525 43,295,440 Prepaid Expenses and Other Current Assets 4,712,599 3,840,889 -------------- ------------- TOTAL CURRENT ASSETS 87,880,756 80,351,261 FURNITURE, AUTOS, AND EQUIPMENT, at cost, less Accumulated Depreciation and Amortization of $3,369,374 and $2,645,806 as of 1996 and 1995, respectively 2,941,773 3,101,973 OTHER ASSETS 253,412 254,828 -------------- --------------- TOTAL ASSETS $ 91,075,941 $ 83,708,062 ============== =============== LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Accounts Payable: Affiliate $ 14,141,121 $ 9,245,742 Accounts Payable: Trade 24,121,641 24,491,010 Accrued Expenses and Other Current Liabilities 2,072,474 1,964,893 --------------- ---------------- TOTAL CURRENT LIABILITIES 40,335,236 35,701,645 REVOLVING CREDIT LOAN 26,392,150 20,965,263 CAPITAL LEASE OBLIGATIONS 820,628 702,114 --------------- ---------------- TOTAL LIABILITIES 67,548,014 57,369,022 COMMITMENTS AND CONTINGENCIES STOCKHOLDERS' EQUITY Preferred Stock, $.01 par value; 1,000,000 shares authorized; none issued Common Stock, $.01 par value; 7,000,000 shares authorized; 4,380,525 issued and outstanding 43,806 43,806 Additional Paid-in Capital 18,435,164 18,435,164 Retained Earnings 5,048,957 7,860,070 --------------- -------------- TOTAL STOCKHOLDERS' EQUITY 23,527,927 26,339,040 --------------- -------------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 91,075,941 $ 83,708,062 =============== ============== See notes to condensed consolidated financial statements 2 LUISKI INTERNATIONAL, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited) Three months ended Nine months ended September 30, September 30, 1996 1995 1996 1995 ---- ---- ---- ---- Net Sales $ 110,480,302 $96,060,729 $ 310,664,576 $293,441,679 Cost of Sales 102,903,391 88,851,108 289,071,696 271,942,535 Gross Profit 7,576,911 7,209,621 21,592,880 21,499,144 Selling, General and Administrative Expenses 9,432,853 6,949,836 23,505,161 21,917,754 ------------- ----------- --------------- ------------ (Loss) from Operations (1,855,942) 259,785 (1,912,281) (418,610) Other Charges (Net) 671,561 781,066 1,648,832 1,713,540 ------------- ----------- -------------- ------------- Loss before Income Taxes (2,527,503) (521,281) (3,561,113) (2,132,150) Income Taxes (608,000) (142,870) (750,000) (755,000) ------------- ----------- ------------- ------------ Net Loss $ (1,919,503) $ (378,411) $ (2,811,113) $ (1,377,150) ============= =========== ============= ============ (Loss) per Common and Common Equivalent Shares Outstanding: Primary and Fully Diluted $ (0.44) $ (0.09) $ (0.64) $ (0.31) ============= ============ ============= ============ Weighted Average number of Common and Common Equivalent Shares Outstanding: Primary and Fully Diluted 4,380,525 4,380,525 4,380,525 4,380,525 See notes to condensed consolidated financial statements 3 LUISKI INTERNATIONAL, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW (Unaudited) Nine months ended September 30, ------------- 1996 1995 ---- ---- CASH FLOWS FROM OPERATING ACTIVITIES Net Loss $ (2,811,113) $ (1,377,150) Adjustments to reconcile Net Loss to Net Cash provided (used) by operating activities Depreciation and Amortization 723,251 694,619 Changes in Operating Assets Accounts Receivable (5,243,381) (8,959,845) Inventories (1,226,085) (5,176,549) Prepaid Expenses and Other (871,710) (1,718,239) Other Assets 1,416 20,375 Changes in Operating Liabilities Accounts Payable: Affiliate 4,895,379 (2,315,607) Accounts Payable and Accrued Expenses (261,788) 18,490,168 ---------- ---------- Total Adjustments (1,982,918) 1,034,922 Net Cash provided (used) by Operating Activities (4,794,031) (342,228) ---------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES Capital Expenditures (563,051) (529,596) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from Revolving Credit Loan 5,426,887 804,524 Repayment of Capital Lease Obligations 118,514 (321,785) --------- --------- Net Cash provided by Financing Activities 5,545,401 482,739 --------- --------- INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS 188,319 (389,085) CASH AND CASH EQUIVALENTS: BEGINNING 200,989 834,355 ---------- --------- CASH AND CASH EQUIVALENTS: ENDING $ 389,308 445,270 ========== ========= SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION Cash paid during period for Interest $1,630,259 $1,621,050 ========== ========== Cash paid during period for Interest $ - $ - ========== ========== See notes to condensed consolidated financial statements 4 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this amended report to be signed on its behalf by the undersigned thereunto duly authorized. Dated: November 20, 1996 LIUSKI INTERNATIONAL, INC. By: /s/Hsing-Yen Liu ------------------------ Hsing-Yen Liu Chairman and Acting Principal Accounting Officer 5