U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-QSB
(Mark One)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2004.
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the transition period from ______________________ to _____________________
Commission file number: 0-32137
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ALEC BRADLEY CIGAR CORPORATION
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(Exact name of registrant as specified in its charter)
FLORIDA 65-0701352
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State or other jurisdiction of (I.R.S. Employer
incorporation or organization Identification No.)
3400 S.W. 26th Terrace, Suite A-1, Dania, Florida 33313
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (954) 321-5991
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 report(s), and (2) has been subject to such
filing requirements for the past 90 days.
Yes [X] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS
As of November 1, 2004, there were 4,499,777 shares of Common Stock, par value
$.0001 per share, outstanding.
I N D E X
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Page
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PART I. Financial Information. 3
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ITEM 1. Financial Statements (Unaudited). 3
Condensed Balance Sheets 3
Condensed Statements of Operations 4
Condensed Statements of Cash Flows 5
Notes to the Condensed Financial Statements 6-7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations. 8
Item 3. Controls and Procedures. 10
PART II. Other Information. 11
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ITEM 1: Legal Proceedings 11
ITEM 2: Changes in Securities and Small Business Issuer Purchases of Equity
Securities 11
ITEM 3: Defaults upon Senior Securities 11
ITEM 4: Submission of Matters to a vote of Securities Holders 11
ITEM 5: Other Information 11
ITEM 6: Exhibits and Reports on Form 8-K 11
Signatures 12
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PART I: FINANCIAL INFORMATION
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ITEM 1. Financial Statements (Unaudited)
ALEC BRADLEY CIGAR CORP.
CONDENDSED BALANCE SHEETS
September 30 December 31,
2004 2003
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(Unaudited)
ASSETS
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Current Assets:
Cash and cash equivalents $ 45,128 $ 108,361
Accounts receivable 262,620 144,946
Inventory 314,903 328,068
Prepaid expenses 112,684 69,005
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Total Current Assets 735,335 650,380
Furniture and Equipment, net 3,617 1,215
Trademarks and Other Assets, net 1,452 2,577
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Total Assets $ 740,404 $ 654,172
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LIABILITIES AND SHAREHOLDERS' EQUITY
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Current Liabilities:
Accounts payable and accrued expenses $ 303,502 $ 391,880
Accrued income taxes payable 2,932 31,550
Revolving line of credit 2,239 --
Directors' loans and advances 134,974 --
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Total Current Liabilities 443,647 423,430
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Shareholders' Equity:
Common stock, $0.0001 par value, 30,000,000
shares authorized, 4,499,777 shares issued and outstanding 450 450
Additional paid-in capital 73,510 73,510
Retained earnings 222,797 156,782
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Total Shareholders' Equity 296,757 230,742
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Total Liabilities and Shareholders' Equity $ 740,404 $ 654,172
==================== ===================
The accompanying notes are an integral part of these finacial statements.
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ALEC BRADLEY CIGAR CORP.
CONDENSED STATEMENTS OF OPERATIONS
Three Months Ended September 30, Nine Months Ended September 30,
2004 2003 2004 2003
------------ ---------------- ------------- --------------
(Unaudited) (Unaudited) (Unaudited) (Unaudited)
NET SALES $ 801,717 $ 755,852 $ 1,803,414 $ 1,733,980
Cost of goods sold 492,762 485,043 1,099,157 1,035,766
------------ ---------------- ------------- --------------
GROSS PROFIT 308,955 270,809 704,257 698,214
------------ ---------------- ------------- --------------
Operating Expenses
Selling expenses 142,814 116,882 289,719 262,975
General and administrative expenses 112,031 115,720 324,237 298,376
------------ ---------------- ------------- --------------
Total operating expenses 254,845 232,602 613,956 561,351
------------ ---------------- ------------- --------------
INCOME BEFORE PROVISION FOR INCOME TAXES 54,110 38,207 90,301 136,863
Provision for income taxes 18,163 19,454 24,286 40,754
------------ ---------------- ------------- --------------
Net Income $ 35,947 $ 18,753 $ 66,015 $ 96,109
============ ================ ============= ==============
Earnings per share - basic and diluted $ 0.008 $ 0.004 $ 0.015 $ 0.021
============ ================ ============= ==============
Weighted average number of common
shares outstanding - basic and diluted 4,499,777 4,499,777 4,499,777 4,675,601
============ ================ ============= ==============
The accompanying notes are an integral part of these finacial statements.
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ALEC BRADLEY CIGAR CORP.
STATEMENTS OF CASH FLOWS
Nine Months Ended September 30,
2004 2003
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(Unaudited) (Unaudited)
Cash Flows From Operating Activities:
Net Income $ 66,015 $ 96,109
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 4,463 5,307
Changes in current assets and liabilities:
Accounts receivable (117,674) (92,233)
Inventory 13,165 161,142
Prepaid expenses (43,679) (46,259)
Accounts payable and accrued expenses (88,378) (159,472)
Payroll tax deduction payable (28,618) 3,812
Accrued income taxes payable 2,239 41,200
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Net Cash Provided by (Used in) Operating Activities (192,467) 9,606
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Cash Flows from Investing Activities:
Purchase of equipment (5,740) --
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Net Cash Used in Investing Activities (5,740) --
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Cash Flows from Financing Activities:
Proceeds from long term debt financing 134,974 --
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Net cash provided by Financing Activities 134,974 --
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Net Decrease in Cash and Cash Equivalents (63,233) 9,606
Cash and Cash Equivalents - Beginning of Period $ 108,361 $ 46,012
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Cash and Cash Equivalents - End of Period $ 45,128 $ 55,618
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The accompanying notes are an integral part of these finacial statements.
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Alec Bradley Cigar Corporation
Notes to Financial Statements (Unaudited)
NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Organization - Alec Bradley Cigar Corporation (the "Company"), a Florida
corporation, was organized in July 1996. The Company imports and distributes
cigars domestically, with offices located in Plantation, Florida.
Basis of Accounting - The financial statements are prepared using the accrual
basis of accounting where revenues are recognized upon shipment of merchandise
to the customer and expenses are recognized in the period in which they are
incurred. This basis of accounting conforms to accounting principles generally
accepted in the United States of America.
Earnings per Common Share - Basic and diluted earnings per common share are
based on the weighted average number of shares outstanding of 4,499,777 for the
nine months ended September 30, 2004 and 2003, respectively. There are no common
stock equivalents or other dilutive items in the aforementioned periods
presented.
Estimates - The preparation of financial statements in conformity with
accounting principles generally accepted in the United States of America
requires management to make estimates and assumptions that affect certain
reported amounts and disclosures. Accordingly, actual results could differ from
those estimates.
Interim Financial Statements - The interim financial statements presented herein
have been prepared pursuant to the rules and regulations of the Securities and
Exchange Commission ("SEC"). Certain information and footnote disclosures
normally included in financial statements prepared in accordance with accounting
principles generally accepted in the United States of America have been
condensed or omitted pursuant to such rules and regulations. The interim
financial statements should be read in conjunction with the Company's annual
financial statements, notes and accounting policies included in the Company's
annual report on Form 10-KSB for the year ended December 31, 2003 as filed with
the SEC. In the opinion of management, all adjustments (consisting only of
normal recurring adjustments) which are necessary to provide a fair presentation
of financial position as of September 30, 2004 and the related operating results
and cash flows for the interim period presented have been made. The results of
operations, for the period presented are not necessarily indicative of the
results to be expected for the year.
NOTE 2 - RELATED PARTY TRANSACTION
The Company has negotiated with its major suppliers to obtain extended credit
terms for new products being developed through these suppliers. In addition,
during the first quarter of 2004 the Company established a line of credit of
$100,000 with a local bank to provide for additional cash flow needs. This
credit line has been replaced by a credit facility in excess of $150,000
provided by the Company's majority stockholder and sole officer. The new credit
facility interest rate is lower than the bank facility (5.0% vs. prime plus 2%
not less than 7.5%).
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NOTE 3 - COMMITMENTS AND CONTINGENCIES
Credit Facility - In March 2004, the Company established a revolving credit
facility with a financial institution in the amount of $100,000. The credit
facility bears interest on funds outstanding at an annual rate of 2.0% above
Prime, as defined, not to exceed 7.5%. The credit facility matures and is due
and payable in full in March 2005. The balance of the revolving credit as of
September 30, 2004 is zero.
Lease - In March 2004, the Company agreed to occupy new office and warehouse
facilities under the terms of a three year non-cancelable operating lease
agreement. Future minimum payments under this non-cancelable lease are as
follows as of September 30, 2004:
Year Amount
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2004 $ 9,000
2005 $ 36,000
2006 $ 36,000
2007 $ 9,000
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Total minimum lease payments $ 90,000
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
General
Alec Bradley Cigar Corporation (the "Company") was organized under the
laws of the State of Florida on July 15, 1996. The Company is an importer and
distributor of cigars. The Company primarily sells to two types of customers:
1. Distributors, including but not limited to wine and liquor
wholesalers; and
2. Retailers, including but not limited to tobacco shops, convenience
stores, bars, restaurants and country clubs.
Management's discussion and analysis contains various forward-looking
statements. These statements consist of any statement other than a recitation of
historical fact and can be identified by the use of forward-looking terminology
such as "may," "expect," "anticipate," "estimate" or "continue" or use of
negative or other variations or comparable terminology.
The Company cautions that these statements are further qualified by
important factors that could cause actual results to differ materially from
those contained in the forward-looking statements, that these forward-looking
statements are necessarily speculative, and there are certain risks and
uncertainties that could cause actual events or results to differ materially
from those referred to in such forward-looking statements.
The following discussion should be read in conjunction with the
information contained in the financial information and the notes thereto
appearing elsewhere in this report.
Results of Operations
Nine months ending September 30, 2004 Compared to September 30, 2003
Revenues
Revenues for the nine months ended September 30, 2004 were
approximately $1,803,000, an increase of $69,000, or 4.0%, from approximately
$1,734,000 for the nine-month period ended September 30, 2003. This was
attributable to the continuing success of cigars lines introduced during 2001
(Havana Sun Grown Cigars) and late 2000 (Occidental Cigars) and new lines
introduced in 2003 (Spirit of Cuba & Special Blends) and aggressive marketing by
the Company during the first nine months of 2004. The Company's gross profit
increased for 2004 as compared to 2003 to approximately $704,300 from
approximately $698,200, an increase of $6,100, or 1.0%. The increase in gross
profit dollars was directly attributable to the increase in sales.
Selling Expenses
Selling expenses for the nine-month period ended September 30, 2004
were approximately $289,700, an increase of $26,700, or 10.1%, from
approximately $263,000 in the nine months ended September 30, 2003. Selling
expenses include all compensation and related benefits for the sales personnel
and advertising and promotional costs. This increase was attributable to the
increase in sales commissions paid to outside salespersons and increased trade
show expenses. Selling expenses represented 16.1% of revenues in the nine-month
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period ended September 30, 2004, compared to 15.1% in nine months ended
September 30, 2003.
General and Administrative Expenses
General and administrative expenses for 2004 were approximately
$324,200, an increase of $25,800, or 8.6%, from approximately $298,400 in 2003.
General and administrative expenses primarily include salaries, supplies, and
general operating expenses. The increase in general and administrative expenses
is attributable to an increase in payroll ($13,000). General and administrative
expenses represented 18.0% of revenues in 2004, compared to 17.2% in 2003.
Three Months ending September 30, 2004 Compared to Three Months ending September
30, 2003
Revenues
Revenues for the three months ended September 30, 2004 were
approximately $801,700, an increase of $45,800, or 6.1% from approximately
$755,900 for the three months ended September 30, 2003. This was attributable to
the continuing success of cigars lines introduced during 2001 (Havana Sun Grown
Cigars) and late 2000 (Occidental Cigars) and new lines introduced in 2003
(Spirit of Cuba & Special Blends). Historically, the three months ending
September 30 is the Company's highest sales quarter of the year and the
Company's sales for the three months ended September 30, 2004 represent the
Company's highest revenue grossing three month period since inception. The
Company's gross profit increased for the three months ended September 30, 2004
as compared to the three months ended September 30, 2003 from approximately
$270,800 to approximately $309,000, an increase of $38,200, or 14.1%. Gross
profit, as a percentage of sales were 38.5% and 35.8% respectively for the
three-month periods ending September 30, 2004 and 2003. The increase in gross
profit dollars was directly attributable to the increase in sales.
Selling Expenses
Selling expenses for the three months ended September 30, 2004 were
approximately $142,800, an increase of $25,900, or 22.2%, from approximately
$116,900 for the three months ended September 30, 2003. Selling expenses include
all compensation and related benefits for the sales personnel and advertising
and promotional costs. Selling expenses represented 17.8% of revenues for the
three months ended September 30, 2004, as compared to 15.5% for the three months
ended September 30, 2003. The increase was primarily attributable to the
increase in sales commissions paid to outside salespersons and increased trade
show expenses.
General and Administrative Expenses
General and administrative expenses for the three months ended
September 30, 2004 were approximately $112,000, a decrease of $3,700, or 3.2%,
from approximately $115,700 for the three months ended September 30, 2003.
General and administrative expenses primarily include salaries, supplies, and
general operating expenses. General and administrative expenses represented
13.9% of revenues for the three months ended September 30, 2004, compared to
15.3% for the three months ended September 30, 2003. The decrease is
attributable to increasing operating efficiencies.
9
Liquidity and Capital Resources
As of September 30, 2004, the Company had accumulated earnings of
$222,797. For the nine months ended September 30, 2004, the Company provided
cash from operations to increase accounts receivables and reduce accounts
payable. This was primarily funded from the income from operations, advances
from the majority shareholder plus the effect of net of non-cash items
(depreciation expense). The Company's cash balance as of September 30, 2004 was
$45,128, a decrease of $63,233 from $108,361 as of December 31, 2003.
As of September 30 2004, the Company's accounts receivable was
$262,620. The Company expects sales for the remainder of the year to remain
strong. As of September 30, 2004, the Company's working capital was $291,688.
The Company has negotiated with its major suppliers to obtain extended
credit terms for new products being developed through these suppliers. In
addition, during the first quarter of 2004 the Company established a line of
credit of $100,000 with a local bank to provide for additional cash flow needs
at an annual interest rate of prime plus 2% (net less than 7.5%). This credit
line has been replaced by a credit facility provided by the Company's majority
stockholder and sole officer in excess of $150,000. The new credit facility
interest rate is 5% per annum.
Management believes that the cash generated from the Company's
operations and new credit terms and credit facility(s) will be adequate to
support its short-term cash requirements for capital expenditures and
maintenance of working capital.
ITEM 3. CONTROLS AND PROCEDURES
EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES
As of the end of the period covered by this report, the Company carried
out an evaluation of the effectiveness of the design and operation of its
disclosure controls and procedures pursuant to Exchange Act Rule 13a-14. This
evaluation was done under the supervision and with the participation of the
Company's Principal Executive Officer and Principal Financial Officer. Based
upon that evaluation, the Principal Executive Officer and Principal Financial
Officer concluded that the Company's disclosure controls and procedures are
effective in gathering, analyzing and disclosing information needed to satisfy
the Company's disclosure obligations under the Exchange Act.
CHANGES IN INTERNAL CONTROLS
There were no significant changes in the Company's internal controls or
in other factors that could significantly affect those controls since the most
recent evaluation of such controls.
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PART II: OTHER INFORMATION
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ITEM 1: Legal Proceedings
None.
ITEM 2: Changes in Securities and Small Business Issuer Purchases of Equity
Securities
None.
ITEM 3: Defaults upon Senior Securities
None.
ITEM 4: Submission of Matters to a vote of Securities Holders
None.
ITEM 5: Other Information
On August 13, 2004, the Company entered into a credit facility with its
majority shareholder and sole officer under which the majority
shareholder and sole officer has provided the Company with a line of
credit in excess of $150,000. This line of credit replaces the
Company's prior line of credit of $100,000 with a local South Florida
bank. The interest rate of the new credit facility is lower than the
prior bank facility. The interest rate of the current facility is 5%
per annum while the prior credit facility was at prime + 2% (not less
than 7.5%) per annum.
ITEM 6: Exhibits and Reports on Form 8-K
(a) Exhibits required by Item 601 of Regulation S-B
16.1 Letter from Former Independent Accountant (previously filed
on Form 8-K dated March 27, 2003
31.1 302 Certification (CEO)
31.2 302 Certification (Principal Financial Officer)
32.1 906 Certification (CEO)
32.2 906 Certification (Principal Financial Officer)
(b) Reports on Form 8-K
None.
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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.
ALEC BRADLEY CIGAR CORPORATION
By: /s/Alan Rubin
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Alan Rubin, Principal Executive
Officer and Principal Financial Officer
DATED: November 1, 2004
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