UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
________________________
FORM
10-Q
(Mark
One)
[X]
|
QUARTERLY REPORT UNDER SECTION
13 OR 15(D) OF THE
SECURITIES
EXCHANGE ACT OF
1934
|
For the
fiscal year ended April 30, 2008
[ ]
|
TRANSITION REPORT UNDER SECTION
13 OR 15 (D) OF THE
SECURITIES
EXCHANGE ACT OF
1934
|
For the
Transition Period from ____ to ____
Commission File
Number:
0-50046
KMA
GLOBAL SOLUTIONS INTERNATIONAL, INC.
(Name
of Small Business Issuer in Its Charter)
Nevada
|
88-0433489
|
--------------------------------------
|
--------------------------------------
|
(State
or Other Jurisdiction of
|
(IRS
Employer
|
Incorporation
or Organization)
|
Identification
No.)
|
5570A
KENNEDY ROAD
|
MISSISSAUGA
ONTARIO, CANADA L4Z2A9
|
(Address
of Principal Executive Offices)
|
Issuer’s telephone
number, including area code (905) 568-5200
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.
x
Yes
¨
No
Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting
company. See definitions of “accelerated filer,” “large accelerated
filer” and “smaller reporting company” in Rule 12b-2 of the Exchange
Act.
Large
accelerated filer
¨
|
Accelerated
filer
¨
|
Non-accelerated
filer
¨
|
Smaller
Reporting Company
x
|
Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act).
¨
Yes
þ
No
Number of
shares outstanding of each of the issuer’s classes of common stock, as of June
16, 2008:
Title
|
Outstanding
|
Common
Stock, $0.001 par value
|
67,333,319
|
KMA
GLOBAL SOLUTIONS INTERNATIONAL, INC.
INTERIM
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR
THE PERIOD ENDED APRIL 30, 2008
(Unaudited)
(expressed
in U.S. dollars)
INDEX
|
PAGE
|
|
|
Interim
Consolidated Balance Sheets
|
1 -
2
|
|
|
Interim
Consolidated Statements of Income and Accumulated Deficit
|
3
|
|
|
Interim
Consolidated Statements of Cash Flows
|
5
|
|
|
Notes
to the Interim Consolidated Financial Statements
|
6 -
12
|
KMA
GLOBAL SOLUTIONS INTERNATIONAL, INC.
Page 1
INTERIM
CONSOLIDATED BALANCE SHEETS
(expressed
in U.S. dollars)
|
|
As
at
April
30,
2008
(unaudited)
$
|
|
|
As
at
January
31,
2008
(audited)
$
|
|
|
|
|
|
|
|
|
ASSETS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CURRENT
|
|
|
|
|
|
|
Cash
|
|
|
53,697
|
|
|
|
73,149
|
|
Accounts
receivable
|
|
|
195,264
|
|
|
|
84,045
|
|
Inventories (Note
3)
|
|
|
239,985
|
|
|
|
302,934
|
|
Prepaid
expenses
|
|
|
91,542
|
|
|
|
118,964
|
|
|
|
|
|
|
|
|
|
|
TOTAL
CURRENT ASSETS
|
|
|
580,488
|
|
|
|
579,092
|
|
|
|
|
|
|
|
|
|
|
DEPOSITS
ON EQUIPMENT AND PATENTS
|
|
|
56,061
|
|
|
|
278,707
|
|
|
|
|
|
|
|
|
|
|
EQUIPMENT AND PATENTS
(Note 4)
|
|
|
1,140,807
|
|
|
|
925,241
|
|
|
|
|
|
|
|
|
|
|
FUTURE INCOME TAXES
(Note 5)
|
|
|
392,595
|
|
|
|
393,925
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,169,951
|
|
|
|
2,176,965
|
|
APPROVED
ON BEHALF OF THE BOARD:
__________________________,
Director
,
Director
The
accompanying notes are an integral part of these consolidated financial
statements.
KMA
GLOBAL SOLUTIONS INTERNATIONAL, INC.
Page 2
INTERIM
CONSOLIDATED BALANCE SHEETS
(expressed
in U.S. dollars)
|
|
As
at
April
30,
2008
(unaudited)
$
|
|
|
As
at
January
31,
2008
(audited)
$
|
|
|
|
|
|
|
|
|
LIABILITIES
|
CURRENT
|
|
|
|
|
|
|
Bank
indebtedness
|
|
|
129,265
|
|
|
|
-
|
|
Accounts payable and accrued
liabilities
|
|
|
996,640
|
|
|
|
1,161,791
|
|
Unearned
revenue
|
|
|
95,703
|
|
|
|
60,364
|
|
Short term loan
|
|
|
96,321
|
|
|
|
-
|
|
Promissory note payable (Note
7(e))
|
|
|
200,000
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
TOTAL
CURRENT LIABILITIES
|
|
|
1,517,929
|
|
|
|
1,222,155
|
|
|
|
|
|
|
|
|
|
|
ADVANCES
FROM SHAREHOLDER
(Note
6)
|
|
|
227,795
|
|
|
|
136,498
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,745,724
|
|
|
|
1,358,653
|
|
|
|
|
|
|
|
|
|
|
SHAREHOLDERS'
EQUITY
|
|
CAPITAL
STOCK
(Note 7)
|
|
|
|
|
|
|
|
|
Preferred stock, $0.001 par
value, 25,000,000 shares
authorized and none issued and
outstanding
|
|
|
|
|
|
|
|
|
Common stock, $0.001 par value,
175,000,000 shares
authorized
and 67,333,319 (January 31, 2008 – 75,333,319)
shares
issued and outstanding
|
|
|
67,333
|
|
|
|
75,333
|
|
|
|
|
|
|
|
|
|
|
ADDITIONAL PAID-IN CAPITAL
(Note 7)
|
|
|
3,624,029
|
|
|
|
4,845,029
|
|
|
|
|
|
|
|
|
|
|
SUBSCRIPTIONS RECEIVABLE
(Note 7)
|
|
|
(930,000
|
)
|
|
|
(2,730,000
|
)
|
|
|
|
|
|
|
|
|
|
ACCUMULATED OTHER COMPREHENSIVE
INCOME
(Note 7)
|
|
|
(8,406
|
)
|
|
|
(11,230
|
)
|
|
|
|
|
|
|
|
|
|
WARRANTS
(Note
8)
|
|
|
378,000
|
|
|
|
1,149,000
|
|
|
|
|
|
|
|
|
|
|
(ACCUMULATED DEFICIT)
(Note 7)
|
|
|
(2,706,729
|
)
|
|
|
(2,509,820
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
424,227
|
|
|
|
818,312
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,169,951
|
|
|
|
2,176,965
|
|
The
accompanying notes are an integral part of these interim consolidated financial
statements.
KMA
GLOBAL SOLUTIONS INTERNATIONAL, INC.
Page 3
INTERIM
CONSOLIDATED STATEMENTS OF INCOME AND ACCUMULATED DEFICIT
FOR THE
THREE-MONTH PERIODS ENDED APRIL 30,
(unaudited)
(expressed
in U.S. dollars)
|
|
|
2008
$
|
|
|
|
2007
$
|
|
SALES
|
|
|
1,123,891
|
|
|
|
1,199,676
|
|
|
|
|
|
|
|
|
|
|
COST
OF SALES
|
|
|
|
|
|
|
|
|
Inventories, beginning of
year
|
|
|
302,934
|
|
|
|
303,117
|
|
Purchases
|
|
|
757,889
|
|
|
|
1,187,960
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,060,823
|
|
|
|
1,491,077
|
|
Less: Inventories,
end of year
|
|
|
239,985
|
|
|
|
591,997
|
|
|
|
|
820,838
|
|
|
|
899,080
|
|
|
|
|
|
|
|
|
|
|
GROSS
MARGIN
|
|
|
303,053
|
|
|
|
300,596
|
|
|
|
|
|
|
|
|
|
|
SELLING,
GENERAL AND ADMINISTRATIVE
EXPENSES
|
|
|
499,962
|
|
|
|
692,042
|
|
|
|
|
|
|
|
|
|
|
(Loss)
before income taxes
|
|
|
(196,909
|
)
|
|
|
(391,446
|
)
|
|
|
|
|
|
|
|
|
|
Income
taxes – future (Note 5)
|
|
|
-
|
|
|
|
(132,176
|
)
|
|
|
|
|
|
|
|
|
|
NET
(LOSS) FOR THE PERIOD
|
|
|
(196,909
|
)
|
|
|
(259,270
|
)
|
|
|
|
|
|
|
|
|
|
(ACCUMULATED DEFICIT),
beginning of period (Note 7)
|
|
|
(2,509,820
|
)
|
|
|
(653,421
|
)
|
|
|
|
|
|
|
|
|
|
(ACCUMULATED DEFICIT),
end of period (Note 7)
|
|
|
(2,706,729
|
)
|
|
|
(912,691
|
)
|
|
|
|
|
|
|
|
|
|
(LOSS)
PER SHARE
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
(0.00
|
)
|
|
|
(0.01
|
)
|
|
|
|
|
|
|
|
|
|
Diluted
|
|
|
(0.00
|
)
|
|
|
(0.01
|
)
|
|
|
|
|
|
|
|
|
|
Weighted
average number of common shares
|
|
|
71,777,763
|
|
|
|
41,890,991
|
|
The
accompanying notes are an integral part of these interim consolidated financial
statements.
KMA
GLOBAL SOLUTIONS INTERNATIONAL, INC.
Page 4
INTERIM
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE
THREE-MONTH PERIODS ENDED APRIL 30,
(unaudited)
(expressed
in U.S. dollars)
|
|
$
|
2008
|
|
|
$
|
2007
|
|
CASH
FLOWS FROM OPERATING ACTIVITIES
|
|
|
|
|
|
|
|
|
Net (loss) for the
period
|
|
|
(196,909
|
)
|
|
|
(259,270
|
)
|
Adjustments
for:
|
|
|
|
|
|
|
|
|
Amortization
|
|
|
48,854
|
|
|
|
28,348
|
|
Shares issued for services
provided
|
|
|
-
|
|
|
|
6,500
|
|
Future income
taxes
|
|
|
-
|
|
|
|
(132,176
|
)
|
|
|
|
(148,055
|
)
|
|
|
(356,598
|
)
|
Changes
in non-cash working capital:
|
|
|
|
|
|
|
|
|
(Increase) decrease in accounts
receivable
|
|
|
(111,747
|
)
|
|
|
194,124
|
|
Decrease (increase) in
inventories
|
|
|
62,062
|
|
|
|
(259,486
|
)
|
Decrease in prepaid
expenses
|
|
|
27,079
|
|
|
|
81,671
|
|
(Decrease) increase in accounts
payable and
accrued
liabilities
|
|
|
(161,583
|
)
|
|
|
79,861
|
|
Increase in unearned
revenue
|
|
|
35,620
|
|
|
|
-
|
|
|
|
|
(148,569
|
)
|
|
|
96,170
|
|
|
|
|
|
|
|
|
|
|
Cash
flows from operating activities
|
|
|
(296,624
|
)
|
|
|
(260,428
|
)
|
|
|
|
|
|
|
|
|
|
CASH
FLOWS FROM FINANCING ACTIVITIES
|
|
|
|
|
|
|
|
|
Issuance of capital
stock
|
|
|
-
|
|
|
|
500,000
|
|
Increase in short-term
loans
|
|
|
226,080
|
|
|
|
-
|
|
(Decrease) in capital lease
obligation
|
|
|
-
|
|
|
|
(12,893
|
)
|
Increase (decrease) in advances
from shareholder
|
|
|
91,959
|
|
|
|
(179,816
|
)
|
Cash
flows from financing activities
|
|
|
318,039
|
|
|
|
307,291
|
|
|
|
|
|
|
|
|
|
|
CASH
FLOWS FROM INVESTING ACTIVITIES
|
|
|
|
|
|
|
|
|
Purchase of equipment and
patents
|
|
|
(36,393
|
)
|
|
|
(7,679
|
)
|
Deposits on equipment and
patents
|
|
|
(9,439
|
)
|
|
|
(4,637
|
)
|
Cash
flows from investing activities
|
|
|
(45,832
|
)
|
|
|
(12,316
|
)
|
|
|
|
|
|
|
|
|
|
EFFECT
OF EXCHANGE RATE CHANGES ON CASH
|
|
|
4,965
|
|
|
|
(37,729
|
)
|
|
|
|
|
|
|
|
|
|
(Decrease)
in cash
|
|
|
(19,452
|
)
|
|
|
(3,182
|
)
|
Cash,
beginning of period
|
|
|
73,149
|
|
|
|
22,710
|
|
Cash,
end of period
|
|
|
53,697
|
|
|
|
19,528
|
|
|
|
|
|
|
|
|
|
|
SUPPLEMENTAL
INFORMATION:
|
|
|
|
|
|
|
|
|
Interest
paid
|
|
|
1,036
|
|
|
|
2,394
|
|
Subscriptions
receivable rescinded (Note 7(e))
|
|
|
1,800,000
|
|
|
|
-
|
|
Issuance
of promissory note (Note 7(e))
|
|
|
200,000
|
|
|
|
-
|
|
Warrants
rescinded (Note 7(e))
|
|
|
771,000
|
|
|
|
-
|
|
The
accompanying notes are an integral part of these interim consolidated financial
statements.
KMA
GLOBAL SOLUTIONS INTERNATIONAL, INC.
Page 5
NOTES
TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
APRIL 30,
2008
(unaudited)
(expressed
in U.S. dollars)
1. DESCRIPTION
OF THE BUSINESS AND GOING CONCERN
|
KMA
Global Solutions International, Inc. (“KMA International” or the
“Company”) is engaged in the supply of Electronic Article Surveillance
(“EAS”) solutions, focusing on providing customized solutions in the
apparel, multi media, sporting goods, food and pharmaceutical
industries.
|
The
Company’s interim consolidated financial statements are presented on a going
concern basis, which contemplates the realization of assets and satisfaction of
liabilities in the normal course of business. For the period ended April 30,
2008, the Company had a net loss of $196,909 (2007 - $259,270). Certain
conditions noted below raise doubt about the Company’s ability to continue as a
going concern.
The
Company’s ability to continue as a going concern is contingent upon its ability
to secure additional debt or equity financing, grow sales of its products and
achieve profitable operations. Management’s plan is to secure
additional funds through future debt or equity financings. Such
financings may not be available or may not be available on reasonable terms to
the Company. The issuance of additional equity securities by the
Company could result in a significant dilution in the equity interests of the
current stockholders. Obtaining commercial loans, assuming those loans would be
available, will increase the liabilities and future cash
commitments.
The
Company has devoted substantially all of its efforts to establishing its current
business. Management developed its business model, business plans and strategic
marketing plans that included: organization of the Company and divisions;
identification of the Company’s sales channels and associated supply chain;
development of marketing strategic plans and sales execution strategies;
preparation of a financial plan, risk and capital structure planning models,
developing cash flow forecasts and an operating budget; identifying markets to
raise additional equity capital and debt financing; and, recruiting and hiring,
management and industry specialists.
The
consolidated financial statements do not include any adjustments to reflect the
possible future effects on the recoverability and classification of assets or
the amounts and classification of liabilities that may result from the possible
inability of the Company to continue as a going concern.
2. BASIS
OF PRESENTATION
The
accompanying interim unaudited financial information has been prepared pursuant
to the rules and regulations of the Securities and Exchange Commission. 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, although management believes that the disclosures are adequate
to make the information presented not misleading. 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 January 31, 2008 as filed with the SEC.
In the opinion of management, all adjustments, consisting only of normal
recurring adjustments, are necessary to present fairly the financial position of
the Company as of April 30, 2008 and the related operating results and cash
flows for the interim period presented have been made. The results of operations
of such interim period are not necessarily indicative of the results of the full
year.
KMA
GLOBAL SOLUTIONS INTERNATIONAL, INC.
Page 6
NOTES
TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
APRIL 30,
2008
(unaudited)
(expressed
in U.S. dollars)
3. INVENTORIES
|
|
April
30,
2008
$
|
|
|
January
31,
2008
$
|
|
Finished
goods
|
|
|
67,358
|
|
|
|
111,683
|
|
Raw
materials
|
|
|
172,627
|
|
|
|
191,251
|
|
|
|
|
239,985
|
|
|
|
302,934
|
|
4. EQUIPMENT
AND PATENTS
|
|
Cost
$
|
|
|
Accumulated
Amortization
$
|
|
|
April
30,
2008
Net
$
|
|
Equipment
|
|
|
1,730,069
|
|
|
|
802,446
|
|
|
|
927,623
|
|
Patents
|
|
|
140,265
|
|
|
|
29,913
|
|
|
|
110,352
|
|
Computer
equipment
|
|
|
76,648
|
|
|
|
38,366
|
|
|
|
38,282
|
|
Leasehold
improvements
|
|
|
75,339
|
|
|
|
24,374
|
|
|
|
50,965
|
|
Office
furniture
|
|
|
20,576
|
|
|
|
6,991
|
|
|
|
13,585
|
|
|
|
|
2,042,897
|
|
|
|
902,090
|
|
|
|
1,140,807
|
|
|
|
Cost
$
|
|
|
Accumulated
Amortization
$
|
|
|
January
31,
2008
Net
$
|
|
Equipment
|
|
|
1,591,033
|
|
|
|
846,725
|
|
|
|
744,308
|
|
Patents
|
|
|
95,170
|
|
|
|
27,931
|
|
|
|
67,239
|
|
Computer
equipment
|
|
|
76,805
|
|
|
|
35,631
|
|
|
|
41,174
|
|
Leasehold
improvements
|
|
|
75,339
|
|
|
|
17,726
|
|
|
|
57,613
|
|
Office
furniture
|
|
|
20,595
|
|
|
|
5,688
|
|
|
|
14,907
|
|
|
|
|
1,858,942
|
|
|
|
933,701
|
|
|
|
925,241
|
|
KMA
GLOBAL SOLUTIONS INTERNATIONAL, INC.
Page 7
NOTES
TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
APRIL 30,
2008
(unaudited)
(expressed
in U.S. dollars)
5. INCOME
TAXES
The
reconciliation of the income tax provision, calculated using the combined
Canadian federal and provincial statutory income tax rate with the income tax
provision in the interim consolidated financial statements, is as
follows:
|
|
April
30,
2008
$
|
|
|
April
30,
2007
$
|
|
Income
tax provision at a combined Canadian federal
and
provincial statutory rate of 36.12% (2007-36.12%)
|
|
|
(71,124
|
)
|
|
|
(141,390
|
)
|
Decrease
due to:
|
|
|
|
|
|
|
|
|
Other
|
|
|
-
|
|
|
|
9,214
|
|
Valuation
allowance
|
|
|
71,124
|
|
|
|
-
|
|
|
|
|
-
|
|
|
|
(132,176
|
)
|
|
Significant
components of the Company’s future income tax assets and liabilities are
as follows:
|
|
|
April
30,
2008
$
|
|
|
January
31,
2008
$
|
|
Future
income tax assets:
Losses carried
forward
|
|
|
1,225,051
|
|
|
|
1,134,131
|
|
Future
income tax liabilities:
Equipment and
patents
|
|
|
137,136
|
|
|
|
72,398
|
|
Valuation
allowance
|
|
|
(969,592
|
)
|
|
|
(812,604
|
)
|
Future
tax asset
|
|
|
392,595
|
|
|
|
393,925
|
|
6. ADVANCES
FROM SHAREHOLDER
Advances
from shareholder are non-interest bearing, are unsecured and have no fixed terms
of repayment.
KMA
GLOBAL SOLUTIONS INTERNATIONAL, INC.
Page
8
NOTES
TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
APRIL 30,
2008
(unaudited)
(expressed
in U.S. dollars)
Continuity
of Shareholders’ Equity
|
|
Common
Shares
$
|
|
|
Par
Value
$
|
|
|
Additional
Paid-in
Capital
$
|
|
|
Subscriptions
Receivable
$
|
|
|
Comp.
Income
$
|
|
|
Accumulated
losses
$
|
|
Opening
Balance, January 31,
2007
|
|
|
42,065,991
|
|
|
|
42,066
|
|
|
|
729,098
|
|
|
|
-
|
|
|
|
51,031
|
|
|
|
(653,421
|
)
|
Issuance
of shares for
financing, net (a)
|
|
|
10,000,000
|
|
|
|
10,000
|
|
|
|
965,000
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Warrant
valuation allocation(a)
|
|
|
-
|
|
|
|
-
|
|
|
|
(346,000
|
)
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Issuance
of shares for
agent fees (a)
|
|
|
1,000,000
|
|
|
|
1,000
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Issuance
of agent warrants
on financing (a)
|
|
|
-
|
|
|
|
-
|
|
|
|
(90,000
|
)
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Issuance
of shares for
consulting
services
|
|
|
1,867,328
|
|
|
|
1,867
|
|
|
|
337,183
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Warrants
exercised, net (d)
|
|
|
11,000,000
|
|
|
|
11,000
|
|
|
|
2,134,000
|
|
|
|
(930,000
|
)
|
|
|
-
|
|
|
|
-
|
|
Warrant
valuation allocation
on
exercise
|
|
|
-
|
|
|
|
-
|
|
|
|
436,000
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Issuance
of shares, net (e)
|
|
|
8,000,000
|
|
|
|
8,000
|
|
|
|
1,942,000
|
|
|
|
(1,800,000
|
)
|
|
|
-
|
|
|
|
-
|
|
Warrant
valuation allocation
(Note
8)
|
|
|
-
|
|
|
|
-
|
|
|
|
(771,000
|
)
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Issuance
of shares for
agent fees and
warrant
valuation
(e)
|
|
|
1,400,000
|
|
|
|
1,400
|
|
|
|
(378,000
|
)
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Share
issue costs
|
|
|
-
|
|
|
|
-
|
|
|
|
(113,252
|
)
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Currency
translation
adjustment
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(62,261
|
)
|
|
|
-
|
|
Net
loss January 31, 2008
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(1,856,399
|
)
|
January
31, 2008
|
|
|
75,333,319
|
|
|
|
75,333
|
|
|
|
4,845,029
|
|
|
|
(2,730,000
|
)
|
|
|
(11,230
|
)
|
|
|
(2,509,820
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares
held for cancellation
|
|
|
(8,000,000
|
)
|
|
|
(8,000
|
)
|
|
|
(1,992,000
|
)
|
|
|
1,800,000
|
|
|
|
-
|
|
|
|
-
|
|
Warrants
rescinded –
valuation
allocation
|
|
|
-
|
|
|
|
-
|
|
|
|
771,000
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
Currency
translation adjustment
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
2,824
|
|
|
|
-
|
|
Net
loss April 30, 2008
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(196,909
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
April
30, 2008
|
|
|
67,333,319
|
|
|
|
67,333
|
|
|
|
3,624,029
|
|
|
|
(930,000
|
)
|
|
|
(8,406
|
)
|
|
|
(2,706,729
|
)
|
|
(a)
|
On
January 15, 2007, a group of investors agreed to purchase 10,000,000
shares of the Company’s common stock at a price of USD $0.10 per
share. The total purchase price of $1,000,000 was
paid to KMA International as follows: (i) $500,000 payable upon closing
and (ii) $500,000 payable within 30 days of the effective date of the
Registration Statement. The agreement includes 10,000,000 Warrants issued
to the investors (exercised), which shall be exercisable only within 2
years of the effective date of the Registration Statement, at an exercise
price of $0.20 per share. Upon closing, the Agent was paid a fee of 10% of
the gross value received or 1,000,000 common shares which was charged to
share issue costs, together with Warrants exercisable within 2 years of
the effective date of the Registration Statement, at an exercise price
of $0.20 per share (exercised). The shares of common
stock were registered on March 12, 2007. Deferred share issue
costs of $25,000 were charged to additional paid-in capital on this
transaction.
The fair value of
these warrants was estimated using the Black-Scholes option model with the
following assumptions: dividend yield 0%, expected volatility of 100%,
risk-free interest rate of 4.1% and an expected life of two
years. The fair value assigned to these warrants was $436,000,
which was allocated as $346,000 to additional paid-in capital and $90,000
to share issue costs.
|
KMA
GLOBAL SOLUTIONS INTERNATIONAL, INC.
Page 9
NOTES
TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
APRIL 30,
2008
(unaudited)
(expressed
in U.S. dollars)
|
(b)
|
On
January 19, 2007, KMA International agreed to issue 1,000,000 common
shares at $0.20 per share with piggyback registration rights in
exchange for consulting services.
|
|
(c)
|
On
January 31, 2007, KMA International issued 207,328 common shares for
consulting services. The shares were valued as follows; 71,429
common shares at $0.14 per share, 59,701 common shares at $0.17 per share,
57,471 common shares at $0.17 per share and 18,727 common shares at $0.53
per share.
|
|
(d)
|
During
the year ended January 31, 2008, KMA International issued 11,000,000
common shares pursuant to the exercise of warrants at an exercise price of
$0.20 per share. The company received $1,270,000 and $930,000
has been recorded as a subscription receivable. Deferred share
issue costs of $55,000 were charged to additional paid-in capital on this
transaction.
|
|
(e)
|
On
September 21, 2007, KMA International agreed to issue 8,000,000 shares of
common stock at $0.25 per share in connection with a private offering. The
purchase price of the shares is $2,000,000 which will be paid as follows:
(i) $200,000 shall be due upon the filing of the registration statement;
(ii) a payment of $600,000 shall be due 60 days after the
effective date of the registration statement; (iii) an additional payment
of $600,000 shall be due 90 days after the effective date of the
registration statement; and (iv) a final payment is due 120 days after the
effective date of the registration statement. As at January 31, 2008, the
company received $200,000 and recorded $1,800,000 as a subscription
receivable. The purchasers of the shares also received warrants
to acquire an additional 8,000,000 shares of common stock at an exercise
price of $0.30 per share for a period of 2 years. The agent for
the investors received a fee of 1,400,000 shares of common stock at $0.43
per share and warrants to acquire 1,400,000 of common stock at an exercise
price of $0.30 per share for a period of 2 years. Deferred share issue
costs of $50,000 were charged to additional paid-in capital on this
transaction.
|
On March
21, 2008, the Company and the purchasers involved in the stock purchase
transaction agreed to rescind the stock purchase transaction. As a
result, the Company issued a promissory note to the purchasers for $200,000 for
the proceeds received on the transaction and the common share and warrant
certificates were returned to the Company's legal
counsel. The promissory note was due March 31,
2008. The note bears interest from the date of April 1, 2008 on the
unpaid balance at a rate of six percent per annum.
The
Company has adopted an Equity Compensation Plan to attract and retain high
quality personnel. The adequacy of this plan is evaluated annually by Company
management. The plan allows for up to 1,500,000 securities to
be issued under the equity compensation plan. The plan has not been
approved by security holders. As at April 30, 2008, no stock or
options had been issued under this plan.
KMA
GLOBAL SOLUTIONS INTERNATIONAL, INC.
Page 10
NOTES
TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
APRIL 30,
2008
(unaudited)
(expressed
in U.S. dollars)
8. WARRANTS
Warrant
transactions during the periods were as follows:
|
|
April
30, 2008
|
|
|
January
31, 2008
|
|
|
|
Number
of warrants
|
|
|
Weighted
Average
Exercise
Price
$
|
|
|
Number
of warrants
|
|
|
Weighted
Average
Exercise
Price
$
|
|
Balance,
beginning of period
|
|
|
9,400,000
|
|
|
|
0.30
|
|
|
|
-
|
|
|
|
-
|
|
Granted, private
placement
|
|
|
-
|
|
|
|
-
|
|
|
|
10,000,000
|
|
|
|
0.20
|
|
Granted, agent warrants
as
share issue
costs
|
|
|
-
|
|
|
|
-
|
|
|
|
1,000,000
|
|
|
|
0.20
|
|
Warrants
exercised
|
|
|
-
|
|
|
|
-
|
|
|
|
(11,000,000
|
)
|
|
|
0.20
|
|
Granted, private
placement
|
|
|
-
|
|
|
|
-
|
|
|
|
8,000,000
|
|
|
|
0.30
|
|
Granted, agent warrants
as
share issue
costs
|
|
|
-
|
|
|
|
-
|
|
|
|
1,400,000
|
|
|
|
0.30
|
|
Warrants
rescinded
|
|
|
(8,000,000
|
)
|
|
|
0.30
|
|
|
|
-
|
|
|
|
-
|
|
Balance,
end of period
|
|
|
1,400,000
|
|
|
|
0.30
|
|
|
|
9,400,000
|
|
|
|
0.30
|
|
At April
30, 2008, outstanding and exercisable warrants to acquire common shares of the
Company were as follows:
Number
of
Warrants
|
Exercise
Price
|
Expiry
Date
|
Fair
Value
|
$
|
$
|
1,400,000
|
0.30
|
September
21, 2009
|
378,000
|
The fair
value of these warrants was estimated using the Black-Scholes option model with
the following assumptions: dividend yield 0%, expected volatility of 100%,
risk-free interest rate of 4.1% and an expected life of two
years. The fair value assigned to these warrants during the period
was $378,000. As at April 30, 2008, the intrinsic value of
the warrants was $0.00 per share.
9. COMMITMENTS
(a)
|
The
Company is committed to minimum annual rentals under long-term leases for
premises with various expiry dates to March 14, 2010. Minimum
rental commitments remaining under these leases approximate $267,600
including $151,900 due within one year, $81,700 due in 2010 and $34,000
due in 2011.
|
The Company is also responsible for
common area costs.
(b)
|
The
Company has entered into various vehicle leases and has accounted for them
as operating leases. Obligations due approximate $20,600
including $18,100 within one year and $2,500 due in
2010.
|
KMA
GLOBAL SOLUTIONS INTERNATIONAL, INC.
Page 11
NOTES
TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
APRIL 30,
2008
(unaudited)
(expressed
in U.S. dollars)
10. FINANCIAL
INSTRUMENTS
Fair
Value
Generally
accepted accounting principles in the United States require that the Company
disclose information about the fair value of its financial assets and
liabilities. Fair value estimates are made at the balance sheet date,
based on relevant market information and information about the financial
instrument. These estimates are subjective in nature and involve
uncertainties in significant matters of judgment and therefore cannot be
determined with precision. Changes in assumptions could significantly
affect these estimates.
The
carrying amounts for cash, accounts receivable, accounts payable and advances
from shareholder on the balance sheet approximate fair value because of the
limited term of these instruments.
Foreign
Exchange Risk
Certain
of the Company's sales and expenses are incurred in Canadian and Hong Kong
currencies and are therefore subject to gains and losses due to fluctuations in
those currencies.
Credit
Risk
The
Company is exposed, in its normal course of business, to credit risk from its
customers. No one single party accounts for a significant balance of accounts
receivable.
Interest
Rate Risk
The
Company has interest-bearing borrowings for which general rate fluctuations
apply.
|
|
April
30, 2008
|
|
|
|
Canada
$
|
|
|
Hong
Kong
$
|
|
|
U.S.
$
|
|
|
Total
$
|
|
Assets
|
|
|
1,629,783
|
|
|
|
530,054
|
|
|
|
10,114
|
|
|
|
2,169,951
|
|
Liabilities
|
|
|
1,407,962
|
|
|
|
130,762
|
|
|
|
207,000
|
|
|
|
1,745,724
|
|
Sales
|
|
|
411,301
|
|
|
|
712,590
|
|
|
|
-
|
|
|
|
1,123,891
|
|
Selling,
general and
administrative
expenses
|
|
|
356,080
|
|
|
|
101,059
|
|
|
|
42,823
|
|
|
|
499,962
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CAUTIONARY
STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
Unless
otherwise indicated or the context otherwise requires, all references to the
"Company," "we," "us" or "our" and similar terms refer to KMA Global Solutions
International, Inc. and its subsidiaries.
The
information contained in this report on Form 10-Q and in other public statements
by the Company and Company officers or directors includes or may contain certain
"forward-looking statements" within the meaning of Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934,
as amended. All statements other than statements of historical facts included or
incorporated by reference in this report, including, without limitation,
statements regarding our future financial position, business strategy, budgets,
projected revenues, projected costs and plans and objective of management for
future operations, are forward-looking statements. Forward-looking statements
generally can be identified by the use of forward-looking terminology such as
"may," "will," "expect," "intend," "project," "estimate," "anticipate," or
"believe" or the negative thereof or any variation thereon or similar
terminology.
Such
forward-looking statements are made based on management's beliefs, as well as
assumptions made by, and information currently available to, management pursuant
to the "safe-harbor" provisions of the Private Securities Litigation Reform Act
of 1995. Although we believe that the expectations reflected in such
forward-looking statements are reasonable, we can give no assurance that such
expectations will prove to have been correct. Such statements are not guarantees
of future performance or events and are subject to known and unknown risks and
uncertainties that could cause the Company's actual results, events or financial
positions to differ materially from those included within the forward-looking
statements. Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date made. All subsequent
written and oral forward-looking statements attributable to us, or persons
acting on our behalf, are expressly qualified in their entirety by these
cautionary statements. Except as required by law, we undertake no obligation to
disclose any revision to these forward-looking statements to reflect events or
circumstances after the date made, changes in internal estimates or
expectations, or the occurrence of unanticipated events.
Item
2. MANAGEMENT'S DISCUSSION AND ANALYSIS
The
following Management's Discussion and Analysis is intended to help the reader
understand our results of operations and financial condition. Management's
Discussion and Analysis is provided as a supplement to, and should be read in
conjunction with, our financial statements and the accompanying notes thereto.
The revenue and operating income (loss) amounts in this Management's Discussion
and Analysis are presented in accordance with United States generally accepted
accounting principles.
OVERVIEW
KMA
Global Solutions International, Inc., which was formed on March 9, 2006
under the laws of the State of Nevada, through our operating subsidiaries, KMA
Global Solutions Inc. ("KMA (Canada)") and KMA Global Solutions (Hong Kong)
Ltd., is an innovator and internationally recognized leader in the Electronic
Article Surveillance ("EAS") market. We serve a diverse and geographically
dispersed customer base consisting predominantly of suppliers to retail stores,
branded apparel, multimedia, pharmaceutical companies and contract
manufacturers, providing low cost and customized solutions to protect against
retail merchandise theft. The retail industry generally refers to
these losses as “inventory shrinkage” or “shrink”. On average, shrink
represents nearly 2% of a retailer's revenue and can often be much
more. Worldwide, retail losses due to shrinkage are a problem now
exceeding $108 Billion USD including prevention costs. We have developed a suite
of proprietary EAS products to address the specific needs of a changing
marketplace, using patented processes to manufacture source-tagging products at
high speeds and deliver goods on a just in time basis. Our EAS solutions are
designed to fit the needs of major suppliers to multinational retailers in the
apparel, multimedia, sporting goods, food and over-the-counter (OTC)
pharmaceutical and health supplement industries.
The
Company is engaged in the supply of EAS solutions (including the Company's
patented NEXTag™ and DUAL Tag™ products), with a focus on customized solutions
in the apparel, shoe, houseware, multi media, electronics, sporting goods, food
and pharmaceutical industries. We will grow by executing a strategy as a global
operating company, while maintaining a continued focus on providing customers
with innovative products and solutions, outstanding service, consistent quality,
on-time delivery and competitively priced products. Together with continuing
investments in new product development, state-of-the-art manufacturing
equipment, and innovative sales and marketing initiatives, management believes
the Company is well-positioned to compete successfully as a provider of EAS
tagging solutions to the retail apparel, multimedia and pharmaceutical
industries, worldwide. The capital needed to fund our growth has been generated
to date through investment by the founding shareholders and through reinvestment
of profits and private placements of securities.
The use
of EAS systems in the retail environment continues to generate significant cost
savings for retailers. Our management believes that the extremely competitive
retail environment, and the Company's low cost solutions relative to other EAS
suppliers, places us in a favorable position for the future. The addition of new
high-speed high capacity equipment is expected to drive costs of production
lower and may enable the Company to capture a larger share of the EAS
market.
With the
implementation of new production equipment now completed, our plans for
relocating our manufacturing operations from our Canadian facilities are well
underway. Our first international production facility in Hong Kong is
now operational and handles the vast majority of orders for our patented NEXTag™
apparel label to the large Asian market. Further expansion plans
include relocating our Canadian production facility to the US, and expanding our
sales operation to include Europe. While still early in the process,
these changes have already come to fruition by shortening supply lines on raw
materials, and reducing operating costs through efficiencies, and shipping costs
for finished goods. We anticipate increased demand for our products in
international as well as North American markets. Management's ongoing strategy
includes implementing process improvements to reduce costs in all of our
manufacturing facilities, re-deploying assets to balance production capacity
with customer demand, and seeking to expand our production in new and emerging
markets to minimize labor costs and maximize operating performance
efficiencies.
RESULTS
OF OPERATIONS
The
Company’s results of operations for the three months ended April 30, 2008 and
2007 in dollars and as a percent of sales, are presented
below:
|
|
Fiscal
Years
|
|
|
|
Three
Months ended April 30
|
|
|
|
2008
|
|
|
2007
|
|
Sales
|
|
|
1,123,891
|
|
|
|
100
|
%
|
|
|
1,199,676
|
|
|
|
100
|
%
|
Cost
of Sales
|
|
|
820,838
|
|
|
|
73.0
|
%
|
|
|
899,080
|
|
|
|
74.9
|
%
|
Gross
Profit
|
|
|
303,053
|
|
|
|
27.0
|
%
|
|
|
300,596
|
|
|
|
25.1
|
%
|
Selling
General & Administrative
Expenses
|
|
|
499,962
|
|
|
|
44.5
|
%
|
|
|
692,042
|
|
|
|
57.7
|
%
|
Loss
Before Income Taxes
|
|
|
(196,909
|
)
|
|
|
(17.5
|
%)
|
|
|
(391,446
|
)
|
|
|
(32.6
|
)%
|
Net
Loss
|
|
|
(196,909
|
)
|
|
|
(17.5
|
%)
|
|
|
(259,270
|
)
|
|
|
(21.6
|
%)
|
Sales
The
Company's sales decreased slightly by $75,785 or 6.3% to $1,123,891, for the
three months ended April 30, 2008, compared to $1,199,676 for the three months
ended April 30, 2007, as the ongoing weakness in the North American retail
sector resulted in smaller orders from the retail suppliers. We
opened a number of exciting new accounts however, our ability to realize the
potential from those gains were hampered by delays in the receipt of actual
orders and extended test cycles.
Although sales results are lower than anticipated, the trend near the end of the
quarter and the outlook for the remainder of the fiscal year, appear to be
significantly stronger. Therefore, we expect positive sales growth to
return.
We have
introduced a number of new feature sets to the NEXTag™ product line, including
the use of new materials, greater printing capability, and precisely matching
material and ink colors in order to faithfully recreate brand images and logos,
all of which has been well received. We believe these added value
items will eventually permit us to secure additional business, particularly from
international accounts, as more and more specialty retailers and design groups
throughout the world have demonstrated interest in initiating EAS source tagging
programs using custom branded solutions.
Although
largely driven by North American retail accounts to date, a significant portion
of our current NEXTag™ activity involves offshore fulfillment, as the majority
of apparel manufacturing now takes place in overseas markets. In an
effort to better serve these markets, we have completed an important step in our
strategic plan by opening our own sales office and manufacturing facility in
Hong Kong, placing KMA in the heart of the Asian apparel manufacturing
region. For a number of years we maintained a local agency
relationship in both Hong Kong and in Taiwan, while manufacturing the majority
of its products in Canada, however increasing freight costs, lengthy supply
lines and a lack of direct involvement with the actual manufacturers hampered
our growth in this important market. We believe that by locating in
Hong Kong and cultivating direct relationships with the apparel manufacturers
that are supplying goods to our North American retail customer base, will prove
to be an excellent strategic move positioning KMA to take advantage of current
and upcoming opportunities.
Now that
our new Hong Kong facility is fully operational, we plan to turn our attention
to another key apparel market, and evaluate to possibility of establishing a
similar production facility in one of the principal garment manufacturing
centers in India. If our evaluation proves positive, our plan would
be to secure a site and bring a new Indian facility on line during the spring of
2009. When fully operational, these two Asian facilities will allow
us to benefit from a number of economies, by not only physically locating
production in the geographical centers where most of our finished goods are
used, but will permit significant savings in raw materials, freight and labor
costs, by positioning our NEXTag™ product much more competitively. In
addition, we plan to add additional local sales representation in these
international locations to directly interact with the many apparel factories
located in these regions, which will improve our ability to take advantage of
opportunities as they become available.
Our
DualTag™ involves supplying the only patented, dual-technology, label in the
industry, containing the base elements of the two most popular EAS technologies
in use today. By providing both technologies on a single adhesive
label or non-adhesive, insertable card, we enable manufacturers of a variety of
consumer packaged goods, to tag their entire production with a single device,
permitting them to maintain a single inventory of each product, regardless of
what EAS technology is in use at the store to which the product unit is
eventually shipped. Without DualTag™, manufacturers traditionally
find it necessary to maintain multiple inventories of their products, differing
only by label technology in order to comply with their retail customers’
requirements. We have also completed the necessary advance planning that will
allow the incorporation of RFID into the DualTag™ product as specialty retailers
begin to incorporate item-level RFID into their operations and begin to demand
its inclusion in their suppliers products.
Introduced
late last year, our insertable DualTag™, suitable for such products as CD and
DVD discs, or boxed products such as pharmaceuticals has received an
enthusiastic initial response from a number of accounts, with a number of new
opportunities pending. Although we anticipated bringing our new
DualTag™ production equipment fully online earlier this year, we continue to be
hampered by a number of supplier delays, which prevented us from benefiting from
the increased capacity we anticipated, thereby affecting our ability to take
advantage of certain DualTag™ opportunities that became available to
us. Although this resulted in lost sales during the period, we do not
expect it to negatively impact our relationship with the involved accounts and
believe that we will benefit from future orders from these same
clients.
Gross
Profit
Gross
profit was $303,053 or 27.0% of sales for the three months ended April 30, 2008,
compared with $300,596 or 25.1% for the three months ended April 30,
2007. Despite experiencing lower sales revenues, the gross profit for
the three months ended April 30, 2008, as compared to the previous
year, was higher both in dollars and as a percentage of sales, primarily due to
shifting production of our NEXTag™ product line to our new Asian factory, and by
moving our DualTag™ production from an outsource to a new,
high-speed/high-capacity in-house production line, realizing the benefits
derived from a number of improvements to our production methods, an aggressive
focus on raw material sourcing, and reduction in waste as a result of an
increased focus on product quality.
Management's
ongoing strategy to achieve and improve profitability continues to include
implementing process and purchasing improvements to reduce the fundamental costs
in manufacturing and transferring more of our existing manufacturing capacity
from our Canadian operations to other areas in order to minimize costs
associated with labor, raw materials, and freight.
Selling,
General and Administrative (SG&A) Expenses
SG&A
expenses were $499,962 or 44.5% of sales for the three months ended April 30,
2008, compared with $692,042 or 57.7% of sales for the three months ended April
30, 2007. The decrease in S&A for the quarter reflects in large part, the
decision of the senior management to forgive their salaries for the first
quarter in order to ensure maximum funds remained in the business. The senior
management are currently renegotiating their remuneration packages to better
reflect the future success of the Company. In addition, the overall drop in the
SG&A expenses were aided by lower outside service and travel expenses,
offset by higher occupancy costs as a result of the addition of our Hong Kong
facility.
Operating
Income (Loss)
Operating
loss before taxes was $196,909 or 17.5% for the three months ended April 30,
2008, as compared with an operating loss before taxes of $391,446 (Net loss was
$259,270 after the provision of recovery of future income taxes in the amount of
$132,176) or 32.6% for the three months ended April 30, 2007.
Taxes
on Income
Due to
the continued losses of the Company no future tax benefits were recognized in
the three months ended April 30, 2008, however, the Company recognized a future
tax benefit of $132,176 for the three months ended April 30,
2007. The effective income tax rates of the future tax benefit for
the three months ended April 30, 2008 and 2007 was 0% and 34%
respectively. The statutory income tax rate going forward
for the Company, for its operating activities taxed in Canada, is
approximately 36% as a result of applicable combined federal and provincial tax
rates and 17.5% for its operating activities taxed in Hong Kong.
Liquidity
and Capital Resources
The table
below represents summary cash flow information for the three months ended April
30, 2008, and 2007.
|
|
Three
Months ended April 30,
|
|
|
|
2008
|
|
|
2007
|
|
|
|
|
$
|
|
|
|
$
|
|
Net
cash from operating activities
|
|
|
(296,624
|
)
|
|
|
(260,428
|
)
|
Net
cash from investing activities
|
|
|
(45,832
|
)
|
|
|
(12,316
|
)
|
Net
cash from financing activities
|
|
|
318,039
|
|
|
|
307,291
|
|
Effect
of currency translation adjustments
|
|
|
4,965
|
|
|
|
(37,729
|
)
|
Total
change in cash and cash equivalents
|
|
|
(19,452
|
)
|
|
|
(3,182
|
)
|
Overview
.
The Company had, as of the end of April 30, 2008, current liabilities of
$1,517,929 and current assets of $580,488. Management believes that we will
generate sufficient cash from its operating activities for the foreseeable
future, supplemented by the contracted infusion of capital, to fund its working
capital needs, strengthen its balance sheet and support its growth strategy of
expanding its geographic distribution and product offerings.
Operating
Activities
. Cash flow from operating activities for the three months
ended April 30, 2008 resulted in a negative cash flow of $296,624 as compared to
the three-month period ended April 30, 2007, which saw a negative cash flow of
$260,428. The variances in cash flow from operations between the three
months ended April 30, 2008 and April 30, 2007 are primarily the result of a net
loss, a decrease in future income taxes and a decrease in accounts payable,
which was offset to some degree by a decrease in accounts receivable and
decrease in prepaid expenses.
Financing
Activities
. The Company's cash flow from financing activities for the
three months ended April 30, 2008 amounted to $318,039, as a result of an
issuance of short term loans in the amount of $226,080 and an increase in
shareholder advances of $91,959. By comparison, in the three months
ended April 30, 2007 the Company issued $500,000 of common stock and experienced
a decrease in capital lease obligations of $12,893 and a repayment of
shareholder advances of $179,816, resulting in a net cash flow from financing
activities of $307,291.
Investing
Activities
. In the three months ended April 30, 2008, the Company
experienced a decrease in cash flow from investing activities of $45,832. This
was due to an increase in purchase of equipment and patents of $36,393 and an
increase in deposits on equipment and patents of $9,439. By
comparison in the three months ended April 30, 2007, the Company experienced an
increase in cash flow from investing activities of $12,316, due to an increase
in purchase of equipment and patents of $7,679, an increase in deposits on
equipment and patents that amounted to $4,637.
Off-Balance Sheet
Arrangements
. The Company has no material transactions, arrangements,
obligations (including contingent obligations), or other relationships with
unconsolidated entities or other persons that have or are reasonably likely to
have a material current or future impact on its financial condition, changes in
financial condition, results of operations, liquidity, capital expenditures,
capital resources, or significant components of revenues or
expenses.
Market
Risk
. In the normal course of its business, the Company is exposed to
foreign currency exchange rate and interest rate risks that could impact its
results of operations.
We sell
our products worldwide, and a substantial portion of our net sales, cost of
sales and operating expenses are denominated in foreign currencies. This exposes
the Company to risks associated with changes in foreign currency exchange rates
that can adversely impact revenues, net income and cash flow. In addition, the
Company is potentially subject to concentrations of credit risk, principally in
accounts receivable. The Company performs ongoing credit evaluations of its
customers and generally does not require collateral. Our major customers are
retailers, branded apparel companies and contract manufacturers that have
historically paid their balances with the Company.
There
were no significant changes in the Company's exposure to market risk in the past
three years.
CRITICAL
ACCOUNTING POLICIES AND ESTIMATES
Management
has identified the following policies and estimates as critical to the Company's
business operations and the understanding of the Company's results of
operations. Note that the preparation of this Form 10-Q requires management to
make estimates and assumptions that affect the reported amounts of assets and
liabilities, disclosure of contingent assets and liabilities at the date of the
Company's financial statements, and the reported amounts of revenue and expenses
during the reporting period. Actual results could differ from those estimates,
and the differences could be material.
DESCRIPTION
OF THE BUSINESS AND GOING CONCERN
KMA
Global Solutions International, Inc. (“KMA International” or the “Company”) is
engaged in the supply of Electronic Article Surveillance (“EAS”) solutions,
focusing on providing customized solutions in the apparel, multi media, sporting
goods, food and pharmaceutical industries.
The
Company’s interim consolidated financial statements are presented on a going
concern basis, which contemplates the realization of assets and satisfaction of
liabilities in the normal course of business. For the period ended April 30,
2008, the Company had a net loss of $196,909 (2007 - $259,270). Certain
conditions noted below raise doubt about the Company’s ability to continue as a
going concern.
The
Company’s ability to continue as a going concern is contingent upon its ability
to secure additional debt or equity financing, grow sales of its products and
achieve profitable operations. Management’s plan is to secure
additional funds through future debt or equity financings. Such
financings may not be available or may not be available on reasonable terms to
the Company. The issuance of additional equity securities by the
Company could result in a significant dilution in the equity interests of the
current stockholders. Obtaining commercial loans, assuming those loans would be
available, will increase the liabilities and future cash
commitments.
The
Company has devoted substantially all of its efforts to establishing its current
business. Management developed its business model, business plans and strategic
marketing plans that included: organization of the Company and divisions;
identification of the Company’s sales channels and associated supply chain;
development of marketing strategic plans and sales execution strategies;
preparation of a financial plan, risk and capital structure planning models,
developing cash flow forecasts and an operating budget; identifying markets to
raise additional equity capital and debt financing; and recruiting and hiring,
management and industry specialists.
The
consolidated financial statements do not include any adjustments to reflect the
possible future effects on the recoverability and classification of assets or
the amounts and classification of liabilities that may result from the possible
inability of the Company to continue as a going concern.
Revenue
Recognition
SAB No.
104 requires that four basic criteria be met before revenue can be recognized:
(1) persuasive evidence of an arrangement exists; (2) delivery has occurred or
services have been rendered; (3) the fee is fixed or determinable; and (4)
collectibility is reasonably assured. Should changes in conditions cause
management to determine that these criteria are not met for certain future
transactions, revenue recognized for a reporting period could be adversely
affected.
Basis
of Consolidation
These
consolidated financial statements include the accounts of the Company, which is
incorporated in the United States, and its wholly owned subsidiaries, KMA Global
Solutions Inc., which is incorporated in Canada under the Ontario Business
Corporations Act and KMA Global Solutions (Hong Kong) Ltd., which is
incorporated in Hong Kong.
Sales
Returns and Allowances
Management
must make estimates of potential future product returns, billing adjustments and
allowances related to current period product revenues. In establishing a
provision for sales returns and allowances, management relies principally on the
Company's history of product return rates which is regularly analyzed.
Management also considers (1) current economic trends, (2) changes in customer
demand for the Company's products and (3) acceptance of the Company's products
in the marketplace when evaluating the adequacy of the Company's provision for
sales returns and allowances. Historically, the Company has not experienced a
significant change in its product return rates resulting from these factors. For
the three months ended April 30, 2008 and 2007, the provision for sales returns
and allowances accounted for as a reduction to gross sales was not
material.
Allowance
for Doubtful Accounts
Management
makes judgments, based on its established aging policy, historical experience
and future expectations, as to the ability to collect the Company's accounts
receivable. An allowance for doubtful accounts has been established. The
allowance for doubtful accounts is used to reduce gross trade receivables to
their estimated net realizable value. When evaluating the adequacy of the
allowance for doubtful accounts, management analyzes customer-specific
allowances, amounts based upon an aging schedule, historical bad debt
experience, customer concentrations, customer creditworthiness and current
trends. The Company's accounts receivable at April 30, 2008 was $195,264, net of
an allowance of $0.
Inventories
Inventories
are stated at the lower of cost or market value, and are categorized as raw
materials, work-in-process or finished goods. The value of inventories
determined using the first-in, first-out method at April 30, 2008 was $67,358
for finished goods and $172,627 for raw materials.
On an
ongoing basis, we evaluate the composition of its inventories and the adequacy
of our allowance for slow-turning and obsolete products. The market value of
aged inventory is determined based on historical sales trends, current market
conditions, changes in customer demand, acceptance of the Company's products,
and current sales activities for this type of inventory.
Goodwill
The
Company did not attribute any value to goodwill as at April 30,
2008.
Accounting
for Income Taxes
As part
of the process of preparing the consolidated financial statements, management is
required to estimate the income taxes in each jurisdiction in which the Company
operates. This process involves estimating the actual current tax liabilities,
together with assessing temporary differences resulting from the different
treatment of items for tax and accounting purposes. These differences result in
deferred tax assets and liabilities, which are included in the consolidated
balance sheet. Management must then assess the likelihood that the deferred tax
assets will be recovered and, to the extent that management believes that
recovery is not more than likely, the Company establishes a valuation allowance.
If a valuation allowance is established or increased during any period, the
Company records this amount as an expense within the tax provision in the
consolidated statement of income. Significant management judgment is required in
determining the Company's provision for income taxes, deferred tax assets and
liabilities, and any valuation allowance recognized against net deferred tax
assets. Valuation allowances are based on management's estimates of the taxable
income in the jurisdictions in which the Company operates and the period over
which the deferred tax assets will be recoverable.
Item
3. CONTROLS AND PROCEDURES
Evaluation
of Disclosure Controls and Procedures
The
management of the Company, including the Chief Executive Officer and Chief
Financial Officer, has conducted an evaluation of the effectiveness of the
Company’s disclosure controls and procedures pursuant to Exchange Act Rule
13a-15(b) as of the end of the period covered by this quarterly report. Based on
that evaluation, the Chief Executive Officer and Chief Financial Officer have
concluded that the Company’s disclosure controls and procedures
are effective in providing reasonable assurance that all material
information relating to the Company that is required to be included in the
reports that the Company files with the SEC is recorded, processed, summarized
and reported within the time periods specified in the SEC’s rules and
forms.
Changes
in Internal Controls
During
the three months ended April 30, 2008, there have been no changes in our
internal controls over financial reporting or in other factors identified in
connection with the evaluation that occurred during our last fiscal quarter that
have materially affected, or are reasonably likely to materially affect, our
internal controls over financial reporting.
PART
II
OTHER
INFORMATION
Item
1. LEGAL PROCEEDINGS
The
Company is unaware of any pending legal proceedings against it or any of its
directors, officers, affiliates or beneficial owners of more than five percent
(5%) of any class of voting securities.
Item
1A. RISK FACTORS
Not
applicable.
Item
2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF
PROCEEDS
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
Exhibit
No.
|
Exhibit
Description
|
31#
|
Certifications
of Chief Executive Officer and Chief Financial Officer under Exchange Act
Rule 13a-14(a)
|
32#
|
Certifications
of Chief Executive Officer and Chief Financial Officer under 18 U.S.C.
1350.
|
#
|
Filed
herewith.
|
SIGNATURES
In accordance with the requirements of
the Exchange Act, the registrant caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
KMA
GLOBAL SOLUTIONS INTERNATIONAL, INC.
June
16, 2007
|
By:
/s/
Jeffrey D. Reid
|
|
Name:
Jeffrey
D.
Reid
Title:
Chief
Executive Officer and
President
(Principal
Executive Officer and Principal Financial Officer)
KMA Global Solutions (CE) (USOTC:KMAG)
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