JANEL CORP - Quarter Report: 2006 June (Form 10-Q)
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
10-Q
(Mark
One)
x
|
QUARTERLY
REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE
ACT OF
1934
|
For
the
quarterly period ended:
June 30, 2006
o |
TRANSITION
REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES
EXCHANGE
ACT OF
1934
|
Commission
File No. 333-60608
JANEL
WORLD TRADE, LTD.
(Exact
name of registrant as specified in its charter)
NEVADA
|
86-1005291
|
(State
of incorporation)
|
(I.R.S.
Employer Identification Number)
|
150-14
132nd
Avenue, Jamaica, NY
|
11434
|
(Address
of principal executive offices)
|
(Zip
Code)
|
(718) 527-3800
(Registrant's
telephone number, including area code)
Indicate
by check mark whether the registrant (1) has filed all reports required to
be
filed by Section 13 or 15(d) of the Exchange Act 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
Noo
Indicate
by check mark whether the registrant is an accelerated filer (as defined in
Rule
12-2 of the Exchange Act). Yes o No
x
State
the
number of shares outstanding of each of the issuer's classes of common stock,
as
of the latest practicable date: 17,043,000
PART
I - FINANCIAL INFORMATION
Item
1.
Financial Statements.
(a)
Janel’s unaudited, interim financial statements for its third fiscal quarter
(the three and nine months ended June 30, 2006) have been set forth
below. Management’s
discussion and analysis of the company’s financial condition and the results of
operations for the third quarter will be found at Item 2, following the
financial statements.
JANEL
WORLD TRADE LTD. AND SUBSIDIARIES
CONSOLIDATED
BALANCE
SHEETS
|
JUNE
30, 2006
(Unaudited)
|
SEPTEMBER
30, 2005
(Audited)
|
||||||
ASSETS
|
|||||||
CURRENT
ASSETS:
|
|||||||
Cash
and cash equivalents
|
$
|
983,556
|
$
|
793,238
|
|||
Accounts
receivable, net of allowance for doubtful
|
|||||||
accounts
of $23,850 at June 30, 2006 and
|
|||||||
$26,067
at September 30, 2005
|
5,138,147
|
5,334,314
|
|||||
Marketable
securities
|
57,617
|
55,742
|
|||||
Loans
receivable - officers
|
148,694
|
146,192
|
|||||
-
other
|
37,470
|
33,835
|
|||||
Prepaid
expenses and sundry current assets
|
117,444
|
76,120
|
|||||
Deferred
compensation
|
113,090
|
-
|
|||||
TOTAL
CURRENT ASSETS
|
6,596,018
|
6,439,441
|
|||||
PROPERTY
AND EQUIPMENT, NET
|
202,227
|
242,270
|
|||||
SECURITY
DEPOSITS
|
49,418
|
49,418
|
|||||
TOTAL
ASSETS
|
$
|
6,847,663
|
$
|
6,731,129
|
|||
LIABILITIES
AND STOCKHOLDERS’ EQUITY
|
|||||||
CURRENT
LIABILITIES:
|
|||||||
Accounts
payable
|
$
|
2,965,173
|
$
|
3,192,944
|
|||
Accrued
expenses and taxes payable
|
66,625
|
196,861
|
|||||
Current
portion of long-term debt
|
8,692
|
8,393
|
|||||
TOTAL
CURRENT LIABILITIES
|
3,040,490
|
3,398,198
|
|||||
OTHER
LIABILITIES:
|
|||||||
Long-term
debt
|
7,284
|
13,572
|
|||||
Deferred
compensation
|
78,568
|
78,568
|
|||||
TOTAL
OTHER LIABILITIES
|
85,852
|
92,140
|
|||||
STOCKHOLDERS’
EQUITY:
|
|||||||
Common
stock, $.001 par value
|
|||||||
225,000,000
shares authorized
|
|||||||
17,043,000
and 16,843,000 shares issued and outstanding
|
|||||||
at
June 30, 2006 and September 30, 2005, respectively
|
17,043
|
16,843
|
|||||
Additional
paid-in capital
|
953,163
|
501,003
|
|||||
Retained
earnings
|
2,751,115
|
2,722,945
|
|||||
TOTAL
STOCKHOLDERS’ EQUITY
|
3,721,321
|
3,240,791
|
|||||
TOTAL
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
$
|
6,847,663
|
$
|
6,731,129
|
|||
JANEL
WORLD TRADE LTD. AND SUBSIDIARIES
CONSOLIDATED
STATEMENTS OF INCOME
(Unaudited)
NINE
MONTHS ENDED JUNE 30,
|
THREE MONTHS
ENDED JUNE 30,
|
||||||||||||
2006
|
2005
|
2006
|
2005
|
||||||||||
REVENUE
|
$
|
57,107,454
|
$
|
49,920,029
|
$
|
19,534,537
|
$
|
19,946,342
|
|||||
COSTS
AND EXPENSES:
|
|||||||||||||
Forwarding
expenses
|
51,140,538
|
44,716,595
|
17,380,945
|
18,012,055
|
|||||||||
Selling,
general and administrative
|
5,477,730
|
4,852,794
|
1,852,574
|
1,665,201
|
|||||||||
Stock
based compensation
|
339,270
|
-
|
113,090
|
-
|
|||||||||
TOTAL
COSTS AND EXPENSES
|
56,957,538
|
49,569,389
|
19,346,609
|
19,677,256
|
|||||||||
INCOME
FROM OPERATIONS
|
149,916
|
350,640
|
187,928
|
269,086
|
|||||||||
OTHER
ITEMS:
|
|||||||||||||
Interest
and dividend income
|
16,617
|
11,847
|
9,769
|
2,878
|
|||||||||
Interest
expense
|
(918
|
)
|
(21,059
|
)
|
(261
|
)
|
(1,183
|
)
|
|||||
TOTAL
OTHER ITEMS
|
15,699
|
(9,212
|
)
|
9,508
|
1,695
|
||||||||
|
|||||||||||||
INCOME
BEFORE INCOME TAXES
|
165,615
|
341,428
|
197,436
|
270,781
|
|||||||||
Income
taxes
|
137,004
|
147,000
|
97,290
|
116,600
|
|||||||||
NET
INCOME
|
$
|
28,611
|
$
|
194,428
|
$
|
100,146
|
$
|
154,181
|
|||||
OTHER
COMPREHENSIVE INCOME
|
|||||||||||||
NET
OF TAX:
|
|||||||||||||
Unrealized
gain (loss) from available
|
|||||||||||||
for
sale securities
|
$
|
441
|
$
|
6,268
|
$
|
(3,120
|
)
|
$
|
1,831
|
||||
Basic
earnings per share
|
$
|
.00169
|
$
|
.01154
|
$
|
.00588
|
$
|
.00915
|
|||||
Fully
diluted earnings per share
|
$
|
.00167
|
$
|
.01154
|
$
|
.00574
|
$
|
.00915
|
|||||
Weighted
number of shares outstanding
|
16,925,784
|
16,843,000
|
17,043,000
|
16,843,000
|
|||||||||
Fully
diluted number of shares outstanding
|
17,091,352
|
16,843,000
|
17,443,000
|
16,843,000
|
JANEL
WORLD TRADE, LTD. AND SUBSIDIARIES
CONSOLIDATED
STATEMENTS OF CASH FLOWS
(Unaudited)
NINE
MONTHS ENDED JUNE 30,
|
|||||||
2006
|
2005
|
||||||
OPERATING
ACTIVITIES:
|
|||||||
Net
income
|
$
|
28,611
|
$
|
194,428
|
|||
Adjustments
to reconcile net income to net
|
|||||||
cash
provided by operating activities:
|
|||||||
Depreciation
and amortization
|
78,989
|
64,859
|
|||||
Stock
issued in lieu of compensation
|
452,360
|
-
|
|||||
Changes
in operating assets and liabilities:
|
|||||||
Accounts
receivable
|
196,167
|
120,745
|
|||||
Prepaid
expenses and sundry current assets
|
(41,324
|
)
|
(35,216
|
)
|
|||
Security
deposits
|
-
|
110
|
|||||
Accounts
payable and accrued expenses
|
(358,007
|
)
|
226,931
|
||||
Deferred
compensation
|
(113,090
|
)
|
-
|
||||
NET
CASH PROVIDED BY OPERATING ACTIVITIES
|
243,706
|
571,857
|
|||||
INVESTING
ACTIVITIES:
|
|||||||
Acquisition
of property and equipment, net
|
(38,946
|
)
|
(194,265
|
)
|
|||
Purchase
of marketable securities
|
(2,316
|
)
|
(1,736
|
)
|
|||
NET
CASH USED IN INVESTING ACTIVITIES
|
(41,262
|
)
|
(196,001
|
)
|
|||
FINANCING
ACTIVITIES:
|
|||||||
Increase
in loans receivable
|
(6,137
|
)
|
(11,061
|
)
|
|||
Repayment
of long-term debt, net
|
(5,989
|
)
|
(6,294
|
)
|
|||
Repayment
of (increase in ) bank borrowings
|
-
|
(800,000
|
)
|
||||
NET
CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES
|
(12,126
|
)
|
(817,355
|
)
|
|||
INCREASE
(DECREASE) IN CASH
|
190,318
|
(441,499
|
)
|
||||
CASH
- BEGINNING OF PERIOD
|
793,238
|
1,287,507
|
|||||
CASH
- END OF PERIOD
|
$
|
983,556
|
$
|
846,008
|
|||
SUPPLEMENTAL
DISCLOSURES OF CASH
|
|||||||
FLOW
INFORMATION:
|
|||||||
Cash
paid during the period for:
|
|||||||
Interest
|
$
|
918
|
$
|
21,059
|
|||
Income
taxes
|
$
|
241,653
|
$
|
229,694
|
|||
Non-cash
investing activities:
|
|||||||
Unrealized
gain on marketable securities
|
$
|
441
|
$
|
6,268
|
|||
JANEL
WORLD TRADE, LTD. AND SUBSIDIARIES
NOTES
TO
CONSOLIDATED FINANCIAL STATEMENTS
JUNE
30,
2006
(Unaudited)
1 |
BASIS
OF PRESENTATION
|
The
attached consolidated financial statements have been prepared pursuant to the
rules and regulations of the Securities and Exchange Commission. As a result,
certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been condensed or omitted. The Company believes that the disclosures made
are adequate to make the information presented not misleading. The consolidated
financial statements reflect all adjustments which are, in the opinion of
management, necessary to a fair statement of the results for the interim periods
presented. These consolidated financial statements should be read in conjunction
with the audited consolidated financial statements and related notes included
in
the Company=s
Form
10-K as filed with the Securities and Exchange Commission on or about January
12, 2006.
2
|
UNREGISTERED
SALE OF EQUITY SECURITIES
|
On
March
10, 2006, Janel World Trade, Ltd. (“Janel”) signed a Financial Public &
Investor Relations Agreement with Strategic Growth International, Inc. (“SGI”)
with respect to the provision of consulting services with regard to financial
and investor relations for a term beginning October 3, 2005 and ending October
2, 2006.
Janel
agreed to pay SGI compensation consisting of a $6,000 per month retainer fee,
the issuance of 200,000 unregistered shares of Janel’s $.001 par value common
stock valued at $1.02 per share, and a warrant to purchase 400,000 shares of
Janel common stock exercisable from February 1, 2007 to October 2, 2010 at
an
exercise price of $1.02 per share (the fair market value of the shares on the
date of issuance). The 200,000 Janel shares have limited registration rights,
and are subject to a lock-up agreement. The 400,000 Janel shares issuable upon
exercise of the warrants are subject to antidilution provisions and also have
registration rights.
The
registration rights of the 200,000 Janel shares provide the holders with the
right to have their shares included in the next securities registration
statement (except for a registration statement on Forms S-4 of S-8) filed by
Janel with the Securities and Exchange Commission prior to October 2, 2006.
The
lock-up provisions require the holders to refrain from selling, transferring,
hypothecating or otherwise disposing of their Janel shares until February 1,
2007.
The
registration rights of the 400,000 Janel shares issuable upon exercise of the
warrant provide the holders with the right to have their shares included in
the
next securities registration statement (except for a registration statement
on
Forms S-4 of S-8) filed by Janel with the Securities and Exchange commission
during the entire term of the warrant.
3 |
INCOME
TAXES
|
The
provision for income taxes differs from normal statutory rates due to certain
items included in the unregistered sale of equity securities referred to in
Note
2, which are non-deductible for income tax purposes.
Item
2.
Management's
Discussion and Analysis of Financial Condition and Results of
Operations.
Forward
Looking Statements
The
statements contained in all parts of this document that are not historical
facts
are, or may be deemed to be, “forward-looking statements” within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. Such forward-looking statements include, but are not
limited to, those relating to the following: the effect and benefits of the
company’s reverse merger transaction; Janel’s plans to reduce costs (including
the scope, timing, impact and effects thereof); potential annualized cost
savings; plans for direct entry into the trucking and warehouse distribution
business (including the scope, timing, impact and effects thereof); the
company's ability to improve its cost structure; plans for opening additional
domestic and foreign branch offices (including the scope, timing, impact and
effects thereof); the sensitivity of demand for the company's services to
domestic and global economic and political conditions; expected growth; future
operating expenses; future margins; fluctuations in currency valuations;
fluctuations in interest rates; future acquisitions and any effects, benefits,
results, terms or other aspects of such acquisitions; ability to continue growth
and implement growth and business strategy; the ability of expected sources
of
liquidity to support working capital and capital expenditure requirements;
future expectations and outlook and any other statements regarding future
growth, cash needs, operations, business plans and financial results and any
other statements that are not historical facts.
When
used
in this document, the words "anticipate," "estimate," "expect," "may," "plans,"
"project," and similar expressions are intended to be among the statements
that
identify forward-looking statements. Janel’s results may differ significantly
from the results discussed in the forward-looking statements. Such statements
involve risks and uncertainties, including, but not limited to, those relating
to costs, delays and difficulties related to the company's dependence on its
ability to attract and retain skilled managers and other personnel; the intense
competition within the freight industry; the uncertainty of the company's
ability to manage and continue its growth and implement its business strategy;
the company's dependence on the availability of cargo space to serve its
customers; effects of regulation; its vulnerability to general economic
conditions and dependence on its principal customers; accuracy of accounting
and
other estimates; risk of international operations; risks relating to
acquisitions; the company's future financial and operating results, cash needs
and demand for its services; and the company's ability to maintain and comply
with permits and licenses; as well as other risk factors described in Janel’s
Annual Report on Form 10-K filed with the SEC on January 11, 2006. Should one
or
more of these risks or uncertainties materialize, or should underlying
assumptions prove incorrect, actual outcomes may vary materially from those
projected.
Overview
The
following discussion and analysis addresses the results of operations for the
three months ended June 30, 2006, as compared to the results of operations
for
the three months ended June 30, 2005, and for the nine months ended June 30,
2006, as compared to the nine months ended June 30, 2005. The discussion and
analysis then addresses the liquidity and financial condition of the company,
and other matters.
Results
of Operations
Janel
operates its business as a single segment comprised of full-service cargo
transportation
logistics management, including freight forwarding - via air, ocean and
land-based carriers - customs brokerage services, warehousing and distribution
services, and other value-added logistics services.
Three
Months Ended June 30, 2006 Compared to Three Months Ended June 30,
2005
Revenue.
Revenue
for the third quarter of fiscal 2006 was $19,534,537, as compared to $19,946,342
for the same period of fiscal 2005, a year-over-year decrease of $411,805,
or
2.1%. The lower level of revenue resulted principally from a marginally
decreased level of overall shipping activity by existing customers.
Forwarding
Expense. Forwarding
expense is primarily comprised of the fees paid by Janel directly to cargo
carriers to handle and transport its actual freight shipments on behalf of
its
customers between initial and final terminal points. Forwarding expense also
includes any duties and/or trucking charges related to the shipments. As a
general rule, revenue received by the company for shipments via ocean freight
are marked up at a lower percentage versus their related forwarding expense
than
are shipments via airfreight, i.e., forwarding expense as a percentage of
revenue is generally higher (and the company earns less) for ocean freight
than
for airfreight.
For
the
third quarter of fiscal 2006, forwarding expense decreased by $631,110, or
3.5%,
to $17,380,945, as compared to $18,012,055 for the third quarter of fiscal
2005.
The percentage decrease in forwarding expense slightly exceeded the percentage
decrease in revenue year-over-year, yielding a favorable decline of 1.3
percentage points in the measure of forwarding expense as a percentage of
revenue to 89.0% in the third quarter of fiscal 2006, from 90.3% for the third
fiscal quarter of 2005. The more favorable percentage is principally the result
of both a slightly higher proportion of ocean freight shipments in the third
quarter of fiscal 2006, as compared to the comparable prior-year period as
well
as slightly higher margins earned on ocean freight in the 2006 quarter as
compared to 2005.
Selling,
General and Administrative Expense.
Selling,
general and administrative expense in third
quarter of fiscal 2006
increased by $187,373 (11.3%) to $1,852,574 as compared to $1,665,201 in the
third quarter of fiscal 2005. The year-over-year dollar increase in SG&A
resulted from general year-over-year increases in accounting, legal and investor
relations expenses, and an aggregate increase in the number of
administrative-related personnel on the payroll in the third quarter of fiscal
2006 as compared to the third quarter of fiscal 2005. SG&A as a percentage
of revenue increased by 113 basis points from 8.35% in the third quarter of
fiscal 2005, to 9.48% in the third quarter of fiscal 2006.
Income
Before Taxes. Janel’s
results for the third quarter of fiscal 2006 declined from an income before
taxes of $270,781 in the third quarter of fiscal 2005 to an income before taxes
of $197,436 in the third quarter of fiscal 2006. The principal reasons for
the
decline in income before taxes were the inclusion of stock-based compensation
paid for investor relations services in the amount of $113,090 (see Note 2
to
financial statements), combined with the operational dollar increase in SG&A
expense.
Income
Taxes. The
effective income tax rate in both the 2006 and 2005 periods reflects the U.S.
federal statutory rate and applicable state income taxes.
Net
Income. Net
income for the third quarter of fiscal 2006 was $100,146, or $0.00574 per
diluted share, as compared to net income of $154,181, or $0.00915 per diluted
share, in the third quarter of fiscal 2005.
Nine
Months Ended June 30, 2006 Compared to Nine Months Ended June 30,
2005
Revenue.
Revenue
for the nine months ended June 30, 2006 was $57,107,454, as compared to
$49,920,029 for the same period of fiscal 2005, a year-over-year increase of
$7,187,425, or 14.4%. The higher level of revenue resulted primarily from a
general year-over-year increase in the level of shipping activity by existing
customers.
Forwarding
Expense. For
the
nine months ended June 30, 2006, forwarding expense was $51,140,538, as compared
to $44,716,595 for the same period of fiscal 2005, a year-over-year increase
of
$6,423,943, or 14.4%. The percentage increase equaled the increase in revenue
for the nine months ended June 30, 2006 as compared to 2005, resulting in
forwarding expense as a percentage of revenue remaining the same during the
two
periods at 89.6%.
Selling,
General and Administrative Expense. For
the
nine-month periods ended June 30, 2006
and
2005, selling, general and administrative expenses were $5,477,730 and
$4,852,794, respectively. This represents a year-over-year increase of $624,936,
or 12.9%. The year-over-year dollar increase in SG&A resulted from higher
commissions payable on the increased level of revenue year-over-year, a general
increase in accounting, legal and investor relations expenses, and the hiring
of
several additional administrative-related personnel and their related expenses
in the first nine months of fiscal 2006 as compared to the same period of fiscal
2005. Despite the dollar increase, SG&A as a percentage of revenue decreased
by 13 basis points from 9.72% in the first nine months of 2005 to 9.59% in
the
first nine months of 2006.
Income
Before Taxes. Janel
reported income before taxes of $165,615 for the nine months ended June 30,
2006
as compared to income before taxes of $341,428 for the nine months ended June
30, 2005, a decline of $175,813, or 51.5%, year-over-year. The level of
stock-based compensation expense included in the first nine months of fiscal
2006 ($339,270) accounted for substantially more than the total year-over-year
dollar decline in income from operations and pretax profitability.
Income
Taxes. The
effective income tax rate in both the 2006 and 2005 periods reflects the U.S.
federal statutory rate and applicable state income taxes.
Net
Income. Janel
reported net income for the nine months ended June 30, 2006 of $28,611, or
$0.00167 per diluted share, down $165,817 as compared to net income of $194,428,
or $0.01154 per diluted share, for the nine months ended June 30, 2005.
Liquidity
and Capital Resources
Janel’s
ability to meet its liquidity requirements, which include satisfying its debt
obligations and funding working capital, day-to-day operating expenses and
capital expenditures depends upon its future performance, and is subject to
general economic conditions and other factors, some of which are beyond its
control.
During
the nine months ended June 30, 2006, Janel’s net working capital (current assets
minus current liabilities) increased by approximately $514,000, reflecting
increases in cash and deferred compensation of approximately $190,000 and
$113,000, respectively, plus a net positive swing of approximately $203,000
in
accounts receivable and prepaid expenses as compared to accounts payable and
accrued expenses. Janel’s past cash flow performance is generally indicative of
future cash flow performance.
.
In
July
2005, Janel decreased its line of credit from $3,000,000 to $1,500,000, because
cash flow had become adequate for financing its receivables, and because it
obtained a reduced interest rate. At June 30, 2006, Janel had $1,500,000 of
available borrowing under its line of credit, bearing interest at prime less
one-half of one percent (0.5%) per annum, collateralized by substantially all
the assets of Janel and personal guarantees by certain shareholders of the
company.
Management
believes that anticipated cash flow, and the cash availability under its
existing line of credit are sufficient to meet its current working capital
and
operating needs. However, the company is also proceeding with its comprehensive
growth strategy for fiscal 2006 and beyond, which encompasses a number of
potential elements, as discussed below under “Current Outlook.” To successfully
execute various of these growth strategy elements in the coming months, the
company will need to secure additional financing estimated at up to $10,000,000.
There is no assurance that such additional capital as necessary to execute
the
company’s business plan and intended growth strategy will be available or, if
available, will be extended to the company at mutually acceptable
terms.
Current
Outlook
Janel
is
primarily engaged in the business of providing full-service cargo transportation
logistics management, including freight forwarding via air, ocean and land-based
carriers, customs brokerage services, warehousing and distribution services,
and
other value-added logistics services. Its results of operations are affected
by
the general economic cycle, particularly as it influences global trade levels
and specifically the import and export activities of Janel’s various current and
prospective customers.
Historically,
the company’s quarterly results of operations have been subject to seasonal
trends which have been the result of, or influenced by, numerous factors
including climate, national holidays, consumer demand, economic conditions,
the
growth and diversification of its international network and service offerings,
and other similar and subtle forces.
Management
has been engaged in reviewing the profitability of various customer accounts
with a view toward eliminating accounts which are only marginally profitable,
and focusing on accounts that are more profitable, with a view to increasing
its
overall profit margin. Based upon the results for the nine months ended June
30,
2006, and its current expectations for the remainder of fiscal 2006, Janel
currently projects that revenue for its fiscal year ending September 30, 2006,
exclusive of any potential acquisition activity or other extraordinary events,
will increase by approximately 3-5% over the approximately $73.5 million
reported in fiscal 2005.
Janel
is
continuing to implement its business plan and strategy to increase revenue
and
profitability through its fiscal year ending September 30, 2006 and beyond.
The
company’s strategy, some of which has been implemented, includes plans to: open
additional branch offices both domestically and in Southeast Asia; increase
profit margins by avoiding low-margin business; introduce additional revenue
streams for its existing headquarters and branch locations; proceed with
negotiations and due diligence with privately held transportation-related firms
which may ultimately lead to their acquisition by the company; expand its
existing sales force by hiring additional commission-only sales representatives
with established customer bases; increase its focus on growing revenue related
to export activities; evaluate direct entry into the trucking and warehouse
distribution business as a complement to the services already provided to
existing customers; and continue its efforts to reduce current and prospective
overhead and operating expenses, particularly with regard to the efficient
integration of any additional offices or acquisitions.
Certain
elements of the company’s growth strategy, principally proposals for
acquisition, are contingent upon the availability of adequate financing at
terms
acceptable to the company. The company is continuing in its efforts to secure
long-term financing, but has to date been unable to complete any such financing
transactions at terms it deems acceptable, and cannot presently anticipate
when
or if financing on acceptable terms will become available. Therefore, the
implementation of significant aspects of the company’s strategic growth plan may
be deferred beyond the originally anticipated timing.
Critical
Accounting Policies and Estimates
Management’s
Discussion and Analysis of Financial Condition and Results of Operations
discusses the Company’s consolidated financial statements, which have been
prepared in accordance with accounting principles generally accepted in the
United States of America. The preparation of these financial statements requires
management to make estimates and assumptions about future events that affect
the
amounts reported in the financial statements and accompanying notes. Since
future events and their effects cannot be determined with absolute certainty,
the determination of estimates requires the exercise of judgment. Actual results
could differ from those estimates, and such difference may be material to the
financial statements. The most significant accounting estimates inherent in
the
preparation of our financial statements include estimates as to the appropriate
carrying value of certain assets and liabilities which are not readily apparent
from other sources, primarily allowance for doubtful accounts, accruals for
transportation and other direct costs, and accruals for cargo insurance.
Management bases its estimates on historical experience and on various
assumptions which are believed to be reasonable under the circumstances. We
reevaluate these significant factors as facts and circumstances change.
Historically, actual results have not differed significantly from our estimates.
These accounting policies are described at relevant sections in this discussion
and analysis and in the notes to the consolidated financial statements included
in our Annual Report on Form 10-K for the fiscal year ended September 30,
2005.
Management
believes that the nature of the Company’s business is such that there are few,
if any, complex challenges in accounting for operations. Revenue recognition
is
considered the critical accounting policy due to the complexity of arranging
and
managing global logistics and supply-chain management transactions.
Revenue
Recognition
Revenues
are derived from airfreight, ocean freight and custom brokerage services. The
company is a non-asset-based carrier and accordingly does not own transportation
assets. The company generates the major portion of its air and ocean freight
revenues by purchasing transportation services from direct carriers (airlines,
steam ship lines, etc.) and reselling those services to its customers. By
consolidating shipments from multiple customers and availing itself of its
buying power, the company is able to negotiate favorable rates from the direct
carriers, while offering to its customers lower rates than the customers could
obtain themselves.
Airfreight
revenues include the charges for carrying the shipments when the company acts
as
a freight consolidator. Ocean freight revenues include the charges for carrying
the shipments when the company acts as a Non-Vessel Operating Common Carrier
(NVOCC). In each case, the company is acting as an indirect carrier. When acting
as an indirect carrier, the company will issue a House Airway Bill (HAWB) or
a
House Ocean Bill of Lading (HOBL) to customers as the contract of carriage.
In
turn, when the freight is physically tendered to a direct carrier, the company
receives a contract of carriage known as a Master Airway Bill for airfreight
shipments and a Master Ocean Bill of Lading for ocean shipments. At this point
the risk of loss passes to the carrier, however, in order to claim for any
such
loss, the customer is first obligated to pay the freight
charges.
Based
upon the terms in the contract of carriage, revenues related to shipments where
the company issues a HAWB or a HOBL are recognized at the time the freight
is
tendered to the direct carrier. Costs related to the shipments are recognized
at
the same time.
Revenues
realized when the company acts as an agent for the shipper and does not issue
a
HAWB or a HOBL include only the commission and fees earned for the services
performed. These revenues are recognized upon completion of the
services.
Customs
brokerage and other services involves provide multiple services at destination
including clearing shipments through customs by preparing required
documentation, calculating and providing for payment of duties and other charges
on behalf of the customers, arranging for any required inspections, and
arranging for final delivery. These revenues are recognized upon completion
of
the services.
The
movement of freight may require multiple services. In most instances the company
may perform multiple services including destination breakbulk and value added
services such as local transportation, distribution services and logistics
management. Each of these services has separate fee that is recognized as
revenue upon completion of the service.
Customers
will frequently request an all-inclusive rate for a set of services that is
known in the industry as “door-to-door services.” In these cases, the customer
is billed a single rate for all services from pickup at origin to delivery.
The
allocation of revenue and expense among the components of services when provided
under an all inclusive rate are done in an objective manner on a fair value
basis in accordance with Emerging Issues Task Force (EITF) 00-21, “Revenue
Arrangements with Multiple Deliverables.”
Estimates
While
judgments and estimates are a necessary component of any system of accounting,
the company’s use of estimates is limited primarily to the following areas that
in the aggregate are not a major component of the company’s consolidated
statements of income:
a.
|
accounts
receivable valuation;
|
b.
|
the
useful lives of long-term assets;
|
c.
|
the
accrual of costs related to ancillary services the company provides;
and
|
d.
|
accrual
of tax expense on an interim
basis.
|
Management
believes that the methods utilized in all of these areas are non-aggressive
in
approach and consistent in application. Management believes that there are
limited, if any, alternative accounting principles or methods which could be
applied to the company’s transactions. While the use of estimates means that
actual future results may be different from those contemplated by the estimates,
the company believes that alternative principles and methods used for making
such estimates would not produce materially different results than those
reported.
Item
3 Quantitative and Qualitative Disclosures About Market
Risk.
Not
applicable.
Item
4. Controls and Procedures.
We
maintain a system of disclosure controls and procedures that is designed to
provide reasonable assurance that information, which is required to be disclosed
by the Company in the reports that it files or submits under the Securities
and
Exchange Act of 1934, as amended, is recorded, processed, summarized and
reported within the time periods specified in the rules and forms of the
Securities and Exchange Commission, and is accumulated and communicated to
management in a timely manner. Our Chief Executive Officer and Chief Financial
Officer have evaluated this system of disclosure controls and procedures as
of
the end of the period covered by this quarterly report, and believe that the
system is effective. There have been no changes in our internal control over
financial reporting during the most recent fiscal quarter that have materially
affected, or are reasonably likely to materially affect, the Company’s internal
control over financial reporting.
PART
II -
OTHER INFORMATION
Item
1. Legal Proceedings.
Not
applicable.
Item
2. Changes in Securities and Use of Proceeds.
Not
applicable.
Item
3. Defaults Upon Senior Securities.
Not
applicable.
Item
4.
Submission of Matters to a Vote of Security Holders.
There
were no matters submitted to a vote of shareholders during the third fiscal
quarter
ended June 30, 2006.
Item
5. Other Information.
Not
applicable.
Item
6.
Exhibits And Reports on Form 8-K.
(a)
Exhibits required by item 601 of Regulation S-K.
Exhibit
|
||
Number
|
Description
of Exhibit
|
|
31
|
Rule
13(a)-14(a)/15(d)-14(a) Certifications.
|
|
32
|
Section
1350 Certification.
|
(b) Reports
on Form 8-K.
The
company did not file any reports on Form 8-K during the third fiscal quarter
ended June, 30, 2006.
SIGNATURES
Pursuant
to the requirements of Section 13 or 15(d) 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.
August
15, 2006
|
|
JANEL
WORLD TRADE, LTD.
|
|
By:
/s/
James N. Jannello
|
|
James
N. Jannello
|
|
Chief
Executive Officer
|