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Alliance Distributors Holding Inc. Reports December 31, 2010 Financial Results and Investor Conference Call

NEW YORK Feb. 15, 2011 December 31, 2010

December 31, 2010 $19.4 million $24.6 million December 31, 2009 December 31, 2010 $266,000 $328,000

December 31, 2010 $30.6 million $40.0 million December 31, 2009 December 31, 2010 $270,000 $443,000

December 31 Jay Gelman

Matt Sughrue October 2009 $500,000

Timing of Conference Call with Q&A

3:00 PM ET Thursday, February 24, 2011

The call-in number for the conference call is:

888-724-9513  (Pass code:  6185030)

About Alliance Distributors Holding Inc.

www.alliancedistributors.com www.metaversalstudios.com

Safe Harbor

Certain statements contained in this press release contain forward-looking statements including without limitation, statements concerning our operations, economic performance, and financial condition.  The words "estimate," "believe," "expect," "should" and "anticipate" and other similar expressions generally identify forward-looking statements, which speak only as of their dates.

Investors are cautioned that all forward-looking statements, which are based largely on our current expectations, involve risks and uncertainty. Actual results, events and circumstances (including future performance, results and trends) could differ materially from those set forth in such statements due to various factors, risks and uncertainties, including without limitation, risks associated with technological change, competitive factors and general economic conditions, including the related impact on discretionary consumer spending, changes in marketing and distribution strategies by manufacturers, continued shortages of new platform systems, timely development and release of video game products we produce, potential cost overruns in our development of video games, ability to protect our intellectual property rights, potential claims that we have infringed the intellectual property rights of others, market acceptance of games we develop, ability to realize anticipated benefits of acquisitions, potential undiscovered liabilities of companies that we acquire, changes in our business or growth strategy, the emergence of new or growing competitors, various other competitive and technological factors. There can be no assurance that the results referred to in the forward-looking statements contained in this release will occur. The Company has no duty and undertakes no obligation to update any forward-looking information, whether as a result of new information, future developments or otherwise.

ALLIANCE DISTRIBUTORS HOLDING INC. AND SUBSIDIARY

CONSOLIDATED INCOME STATEMENTS

(In thousands, exc ept per share amounts)

(unaudited)

Three Months ended

Six Months ended

December 31,

December 31,

2010

2009

2010

2009

NET SALES

$19,415

$24,601

$30,626

$39,957

COST OF GOODS SOLD

17,016

21,635

26,685

35,032

GROSS PROFIT

2,399

2, 966

3,941

4,925

OPERATING COSTS AND EXPENSES

1,797

2,317

3,246

4,012

INCOME FROM OPERATIONS

602

649

695

913

Interest expense

156

114

245

203

INCOME BEFORE PROVISION FOR

 INCOME TAXES

446

535

450

710

Provision for income taxes

180

207

180

267

NET INCOME

$   266

$   328

$    270

$    443

Net income per share:

  Basic and diluted

$ 0.01

$  0.01

$ 0.01

$ 0.01

Weighted average common shares outstanding:

  Basic and Diluted

52,883

52,883

52,883

52,883

ALLIANCE DISTRIBUTORS HOLDING INC. AND SUBSIDIARY

CONDENSED CONSOLIDATED BALANCE SHEETS

December 31, 2010 and 2009

(in thousands)

December 31,

2010

2009

Unaudited

Derived from

audited financial

ASSETS

statements

CURRENT ASSETS:

Cash and equivalents

$     183

$   1,002

Accounts receivable-net

5,444

7,007

Inventory

10,223

6,154

Advances to suppliers

286

366

Prepaid expenses and other current assets

135

221

Deferred income taxes

287

260

Total current assets

16,558

15,010

PROPERTY AND EQUIPMENT – NET

212

352

DEFERRED INCOME TAXES

185

181

OTHER ASSETS

80

119

TOTAL

$17,035

$15,662

LIABILITIES AND STOCKHOLDERS’ EQUITY

CURRENT LIABILITIES:

Notes payable – bank

$  7,925

$  5,577

Accounts payable

4,288

5,364

Accrued expenses and other current liabilities

288

761

Total current liabilities

12,501

11,702

DEFERRED LEASE OBLIGATIONS

12

37

LONG TERM OBLIGATIONS

5

STOCKHOLDERS’ EQUITY

4,522

3,918

TOTAL

$17,035

$15,662

COMMON SHARES OUTSTANDING

52,883

52,883

ALLIANCE DISTRIBUTORS HOLDING INC. AND SUBSIDIARY

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

SIX MONTHS ENDED DECEMBER 31, 2010 AND 2009

(unaudited, in thousands)

2010

2009

OPERATING ACTIVITIES:

Net income

$    270

$    443

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization

129

111

Provision for doubtful accounts

10

90

Equity compensation  expense

18

29

Deferred income taxes

192

Other

(16)

9

Changes in operating assets and liabilities-net

(3,908)

(1,361)

Net cash used in operating activities

(3,497)

(487)

INVESTING ACTIVITIES:

Purchase of property and equipment

(5)

(50)

Acquisition of assets of Metaversal Studios

(25)

Note Receivable in connection with acquisition

 –

(30)

Net cash used in investing activities

(5)

(105)

FINANCING ACTIVITIES:

Proceeds from note payable, net of repayments – bank

2,794

769

Payment of long-term obligations

(15)

(5)

Net cash provided by financing activities

2,779

764

(DECREASE) INCREASE IN CASH AND EQUIVALENTS

(723)

172

CASH AND EQUIVALENTS, BEGINNING OF PERIOD

906

830

CASH AND EQUIVALENTS, END OF PERIOD

$   183

$ 1,002

SOURCE Alliance Distributors Holding Inc.

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