| D.G. Jewelry of Canada Ltd. | |||
| Ticker: | DGJLF | 1001 Petrolia Road | |
| Exchange: | NASDAQ-National Market | North York, CANAD M3J2X7 | |
| Industry: | Manufacturing (SIC Code 3961) | 4166658844 | |
| # of Employees: | 95 | ||
| Type of Shares: | Common Shares | Filing Date: | 12/24/96 | |
| U.S. Shares: | 1,100,000 | Offer Date: | 4/17/97 | |
| Non-U.S. Shares: | 0 | Filing Range: | $5.50 - $6.50 | |
| Primary Shares: | 1,100,000 | Offer Price: | $6.00 | |
| Secondary Shares: | 0 | Gross Spread: | $0.60 | |
| Offering Amount: | $6,600,000 | Selling: | $0.30 | |
| Expenses: | $201,300 | Reallowance: | $0.15 | |
| Shares Out After: | 5,000,000 |
| Manager | Tier | Phone |
| Joseph Dillon & Company, Inc. | Lead Manager | (516) 829-3111 |
| Financial Atlantic Securities | Co-manager | (561) 745-9800 |
| Issuer's Law Firm: | Grubner, Krauss, Barristers & Solicitors |
| Bank's Law Firm: | Singe Zamansky LLP |
| Auditor: | Schwartz Levitsky Feldman |
| Registrar/Transfer Agent: | American Stock Transfer & Trust Co |
Dollar amounts in U.S. millions except for per share data | |||||
| 9 Month Ending Financials | |||||
| Full Year Audited Income | Latest Unaudited Income | Prior Unaudited Income | Balance Sheet | ||
| 1/31/95 | 9/30/96 | 10/31/95 | 9/30/96 | ||
| Revenue: | $15.55 | $8.71 | $7.70 | Assets: | $14.90 |
| Net Income: | $0.50 | $0.25 | $0.06 | Curr Assets: | $13.93 |
| EPS: | $0.13 | $0.06 | $0.02 | Liabilities: | $11.95 |
| Prior EPS: | $0.06 | -$1.42 | -$4.14 | Curr Liabilities: | $9.83 |
| Cash Flow/Oper: | -$1.93 | $1.47 | $4.31 | Equity: | $2.95 |
| Cash Flow/Fin: | $2.64 | -$0.20 | -$0.14 | Cash: | $0.06 |
| Cash Flow/Inv: | -$0.39 | -$0.20 | Working Cap: | $4.10 | |
| Business Description |
| The company is engaged in the design, manufacture, merchandising and wholesale distribution of stone-set jewelry for mass merchants, department stores, catalogue showrooms, shopping networks and other high volume retailers and major discounters. The company's product line includes rings, earrings, pendants and bracelets, with the principal product being rings which account for approximately 90% of the company's sales based on dollars and units. The jewelry produced by the company is made of gold, silver or other metals and consists of one or more of diamonds and/or other precious and/or semi-precious stones and either pearls, cubic zirconia or other synthetic stones. The average wholesale price of its jewelry is approximately $50.00 with retail prices reflecting its basic business ranging from $20.00 to $400.00 with certain items retailing as high as $1,000. The company has been consistently profitable over the last 26 years and has grown steadily. |
| Competition |
| The jewelry manufacturing industry is highly competitive, and the company's competitors include domestic and foreign jewelry manufacturers, wholesalers and importers who may operate on a national, regional and local scale. The company's competitive strategy is to provide low-cost, high-quality products to the mass merchandise retail jewelry market. According to management, competition is based on pricing, quality, service and established customer relationships. The company believes that it has positioned itself as the low cost producer to mass merchandisers without compromising its quality and that dollar and unit sales per employee are significantly greater than those of its competitors. The company believes that few competitors have the capacity or manufacturing skill to be effective competitors. In Canada, management believes it has only two significant competitors, both larger than the company. In the United States, the market, although highly fragmented, does contain a number of major competitors many of whom import much of their product from the Far East and many of whom sell higher priced items. The key United States competitors include Town & Country Fine Jewelry Group, M. Fabrikant & Sons, Inc., Samual Aaron In., Simon Golub, PAJ, Inc., Nissko Jewellery Trading, World Pacific Products, Andel, Andin International Inc., Oroamerica, Inc., Dalow Industries and Michael Anthony Jewelers Inc. Most of these manufacturers/wholesalers have been successful vendors for many years and enjoy good relations with their clients. It is difficult for a newcomer to break into established relationships. However, the company has already made inroads in the United States jewelry market and it believes it can be competitive based on its special low-cost, high-volume and consistency of product quality manufacturing process. |
| Business Plan |
| The company's business strategy is to increase its market share of moderately priced high-quality stone-set jewelry by capitalizing on its unique manufacturing processes to produce high volume, high-quality, but very competitively priced products. The company also intends to further develop its existing customer relationships with its specialized services and to aggressively expand into new mass distribution channels, particularly in the United States. |
| Use of Proceeds |
| The proceeds from the proposed offering will be used to repay a loan from Laurbrad, increase inventory, open offices and showrooms, purchase new manufacturing equipment, initiate new sample lines, hire additional sales personnel, research and development and working capital. |
| Name of Shareholder | % Owned Before | % Owned After |
| Jack Berkovits | 66.90% | 52.20% |
| The Berkovits Family Trust | 10.90% | 8.50% |
| Sheba Berkovits | 10.00% | 7.80% |
| Daniel P. Berkovits | 5.00% | 3.90% |
| Ben Tzion D. Berkovits | 5.00% | 3.90% |
| Officer Name | Title | Age |
| Jack Berkovits | Chairman of the Board, CEO and President | 44 |
| Gary Davis | Vice President-Finance Chief Fin. Off., Controller, Treasurer, Secretary | 49 |
| Leonard Fasullo | Vice President-Production | 55 |
| Drew Bricker | Vice President-Sales and Marketing | 45 |
| Charles Winston | Vice President-U.S. Operations | 39 |
| Additional Underwriter Compensation |
| Additional compensation of $201,300. |
| Warrant to purchase 110,000 shares/units at a nominal price. |
| Exercise price of $9.90 for 4 year(s), 1 year(s) from 4/17/97. |
| $108,000.00 consulting agreement for 3 year(s). |