-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, SQugLU+qBsx1azI8dgcznDbNujIPbHyAfRMnQquJSgsUMWdvg7pxYZr7uexe3/U9 0TVPHcVAVyYkxJz7U8RAJQ== 0001005477-97-002768.txt : 19971217 0001005477-97-002768.hdr.sgml : 19971217 ACCESSION NUMBER: 0001005477-97-002768 CONFORMED SUBMISSION TYPE: 10-Q/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19970630 FILED AS OF DATE: 19971216 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: COMPLETE MANAGEMENT INC CENTRAL INDEX KEY: 0001002063 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MANAGEMENT CONSULTING SERVICES [8742] IRS NUMBER: 113149119 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q/A SEC ACT: SEC FILE NUMBER: 001-14356 FILM NUMBER: 97738890 BUSINESS ADDRESS: STREET 1: 254 W 31ST ST CITY: NEW YORK STATE: NY ZIP: 10004 BUSINESS PHONE: 2128681188 MAIL ADDRESS: STREET 1: 254 WEST 31ST STREET CITY: NEW YORK STATE: NY ZIP: 10001-2813 10-Q/A 1 FORM 10-Q/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A-2 (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, 1997 or |_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From ________________ to __________________ Commission File Number: 0-27260 COMPLETE MANAGEMENT, INC. (Exact name of registrant as specified in its charter) New York 11-3149119 - ---------------------------------------- ------------------------------------ (State or other Jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 254 West 31st Street, New York, NY 10001-2813 - ---------------------------------------- ------------------------------------ (Address of principal executive offices) (Zip Code) (212) 868-1188 -------------- (Registrant's telephone number, including area code) Not applicable -------------- (Former name, former address and former fiscal year, if changed since last report) 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. Yes X No As of August 13, 1997 the registrant had a total of 10,441,667 shares of Common Stock outstanding. There was no Preferred Stock outstanding. COMPLETE MANAGEMENT, INC. Index to Form 10-Q/A-2 June 30, 1997 PART I. FINANCIAL INFORMATION Item 1. Condensed Consolidated Financial Statements (unaudited) Condensed Consolidated Balance Sheets at December 31, 1996 and June 30, 1997................................................3 Condensed Consolidated Statements of Income for the three and six months ended June 30, 1996 and 1997..........................4 Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 1996 and 1997..............................5 Notes to Condensed Consolidated Financial Statements.............6-8 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations................................................9-11 PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K.................................11 SIGNATURES..................................................................12 2 Part I. Financial Information Item 1. Condensed Consolidated Financial Statements COMPLETE MANAGEMENT, INC. Condensed Consolidated Balance Sheets
December 31, June 30, Assets 1996 1997 ------------ --------- (in thousands) Current assets: Cash and cash equivalents $ 40,138 $ 20,341 Marketable securities 32,467 15,022 Notes receivable from a related party 1,987 1,914 Accounts receivable, net of $489 and $1,941, respectively 26,182 51,460 Short term investments 1,811 1,411 Prepaid expenses and other current assets 974 1,829 --------- --------- Total current assets 103,559 91,977 Long-term portion of notes receivable from a related party 171 196 Long-term portion of accounts receivable from a related party, net of $1,605 and $1,373, respectively 26,327 31,727 Property and equipment, net of $2,936 and $4,251, respectively 7,093 13,302 Intangible assets, net of $567 and $1,036, respectively 21,610 32,350 Debt issuance cost 7,219 6,932 Other assets 370 7,075 --------- --------- Total assets $ 166,349 $ 183,559 ========= ========= Liabilities and Shareholders' Equity Current liabilities: Accounts payable and accrued expenses $ 4,256 $ 5,419 Income taxes payable 3,804 2,986 Deferred income taxes -- current 1,165 -- Current portion of capital lease obligations 672 898 Current portion of long-term debt 535 10,238 --------- --------- Total current liabilities 10,432 19,541 Deferred income taxes 9,292 9,478 Deferred rent 149 143 Capital leases 1,717 1,489 Long-term debt 255 172 Convertible subordinated debentures 74,000 74,000 Shareholders' equity: Preferred shares, $.001 par value: Authorized 2,000,000 shares, issued and outstanding, none -- -- Common stock $.001 par value: Authorized, 20,000,000 shares, issued and outstanding, 10,046,471 and 10,426,667, respectively 10 10 Paid-in capital 58,270 62,882 Retained earnings 12,491 16,294 Unrealized loss on marketable securities available for sale (267) (450) --------- --------- Total shareholders' equity 70,504 78,736 --------- --------- Total liabilities and shareholders' equity $ 166,349 $ 183,559 ========= =========
The accompanying notes are an integral part of the condensed consolidated financial statements. 3 COMPLETE MANAGEMENT, INC. Condensed Consolidated Statements of Income
Six months ended June 30, Three months ended June 30, ------------------------- --------------------------- 1996 1997 1996 1997 -------- -------- -------- -------- (in thousands, except per share data) Revenues: Non-related parties $ 343 $ 20,647 $ 200 $ 12,138 Related party 10,920 12,496 5,863 5,622 -------- -------- -------- -------- Total 11,263 33,143 6,063 17,760 Interest discount (1,056) (1,549) (541) (697) -------- -------- -------- -------- Net revenues 10,207 31,594 5,522 17,063 Cost of revenues 3,725 15,116 2,000 9,384 General and administrative expenses 2,731 10,430 1,408 4,615 -------- -------- -------- -------- 6,456 25,546 3,408 13,999 Income from operations 3,751 6,048 2,114 3,064 Other income (expense): Interest discount included in income 1,236 1,129 649 556 Interest expense (596) (3,193) (447) (1,659) Interest and dividend income 239 1,790 123 1,007 Other income (expense) -- 445 -- 436 -------- -------- -------- -------- Total other income (expense) 879 171 325 340 Income before provision for taxes 4,630 6,219 2,439 3,404 Provision for income taxes 2,191 2,416 1,110 1,313 ======== ======== ======== ======== Net income $ 2,439 $ 3,803 $ 1,329 $ 2,091 ======== ======== ======== ======== Primary net income per share $ 0.32 $ 0.37 $ 0.17 $ 0.20 Weighted average number of shares outstanding 7,617 10,405 7,796 10,437 Fully diluted net income per share $ 0.29 $ 0.35 $ 0.17 $ 0.19 Weighted average number of shares outstanding 8,273 15,735 8,050 15,772
The accompanying notes are an integral part of the condensed consolidated financial statements. 4 COMPLETE MANAGEMENT, INC. Condensed Consolidated Statements of Cash Flows
Six months ended June 30, --------------------------- 1996 1997 -------- -------- Operating activities (in thousands) Net income $ 2,439 $ 3,803 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Depreciation and amortization 655 2,185 Discount of accounts receivable, net of amortization (180) 421 Provision for deferred income taxes 1,867 -- Gain on sale of marketable securities -- (361) Write-off of original issue discount 238 -- Changes in operating assets and liabilities: Notes receivable from a related party (1,392) 33 Accounts receivable (8,256) (25,755) Prepaid expenses and other current assets (455) (728) Accounts payable and accrued expenses (964) 799 Other assets (153) 232 Income taxes payable 185 (1,609) -------- -------- Net cash used in operating activities (6,016) (20,980) Investing activities Purchase of property and equipment (1,933) (6,080) Businesses acquired -- (9,815) Loans advanced to acquire businesses -- (12,873) Proceeds from short-term investments -- 400 Purchase of marketable securities (43,344) (50,648) Proceeds from sale of marketable securities 20,822 70,625 -------- -------- Net cash used in investing activities (24,455) (8,391) Financing activities Proceeds from issuance of common shares, net of underwriters' commission and expenses 16,380 -- Proceeds from exercise of options and warrants -- 127 Payments of registration costs of common shares (2,543) (279) Proceeds from issuance of subordinated debentures and notes, net of underwriters' commission and expenses 38,144 -- Deferred note issuance costs (575) (275) Payments of long-term debt, net (11) (325) Proceeds from (payments of) capital lease obligations 490 (306) Proceeds from bank line of credit -- 10,132 Cash acquired in merger 104 500 Repayment of notes payable (1,000) -- -------- -------- Net cash provided by financing activities 50,989 9,574 -------- -------- Net increase (decrease) in cash and cash equivalents 20,518 (19,797) Cash and cash equivalents, beginning of period -- 40,138 -------- -------- Cash and cash equivalents, end of period $ 20,518 $ 20,341 ======== ======== Supplemental disclosures of cash flow information Cash paid during the period for: Interest $ 413 $ 3,159 Taxes 138 3,921 Non-cash financing activities: Capital stock issued for acquisitions $ 15,267 $ 4,765
The accompanying notes are an integral part of the condensed consolidated financial statements. 5 COMPLETE MANAGEMENT, INC. Notes to Condensed Consolidated Financial Statements June 30, 1997 BASIS OF PRESENTATION AND OPERATIONS The accompanying consolidated financial statements are unaudited and in the opinion of management, reflect all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation. Operating results for the six month period ended June 30, 1997 are not necessarily indicative of the results that may be expected for the year ended December 31, 1997. For further information, refer to the financial statements and footnotes thereto included in the Complete Management, Inc. ("CMI" or the "Company") audited financial statements for the year ended December 31, 1996. The Company's primary client, Greater Metropolitan Medical Services ("GMMS") is a multi-specialty medical practice group which provides evaluations, diagnosis and treatment in the New York metropolitan area. Currently, the practice's primary medical focus is treating patients with injury-related conditions who carry insurance with various insurance carriers under the Workers' Compensation and No-fault guidelines. The percentage of CMI's revenue generated from GMMS for the years ending December 31, 1995 and 1996 was 100% and 65%, respectively. For the three month periods ended March 31, 1997 and June 30, 1997, the percentages were 45% and 32%, respectively. The following unaudited tabulation sets forth the operating results of GMMS for the three and six months ended June 30, 1996 and of GMMS and other client practices for the six months ended June 30, 1997. GMMS and the other client practices are entities separate from the Company and the amounts reflected below are not included in the consolidated results of operations of the Company or its subsidiaries except for the management fees related to general medical services and diagnostic imaging. (In thousands) Six months ended June 30, ------------------------- 1996 1997 -------- -------- (Unaudited) Services rendered $ 13,858 $ 45,005 Contractual allowances (963) (8,225) -------- -------- Net medical service fees 12,895 36,780 Less expenses: Management fees 10,919 24,842 Medical personnel payroll 1,736 8,395 Other 493 4,141 -------- -------- Total expenses 13,148 37,378 -------- -------- Net income $ (253) $ (598) ======== ======== Fees to related party $ 10,919 $ 12,495 Fees to non-related parties -- 12,347 -------- -------- Total management fees $ 10,919 $ 24,842 ======== ======== 6 COMPLETE MANAGEMENT, INC. Notes to Condensed Consolidated Financial Statements June 30, 1997 General The practices' operations are limited to the following activities: 1. Rendering services to patients; 2. Payment of compensation to both owner physician and other medical personnel; and 3. Payment of miscellaneous expenses directly related to the rendering of the medical service. As more fully discussed below, the Company's operations as they relate to the practices include the following activities: 1. Patient scheduling, record transcription, non-clinical intake examination, and insurance verification; 2. Billing and collection for all patient medical and diagnostic imaging services rendered; 3. Any other business activity necessary to ensure the proper business operation of the practices; and 4. Assisting and/or advising as to the marketing and expansion of the medical practices. Economics Because the activities of the practices are limited to the rendering of medical and diagnostic imaging services, their principal asset is the accounts receivable due from third party payors and/or patients (minimal services are paid for by the patient at the time service is rendered). Further, substantially all of the non-clinical activities, as defined by the management agreements, of the practices are performed by the Company (which activities are discussed above and elsewhere in this document) and their principal liability is the amount due owner physicians and other medical personnel for their services and the fee due under the management agreements. The tabulation above reflects those dynamics in the revenue generated by GMMS in 1996 and by GMMS and the other practices in 1997 in the amount of $13,858,000 and $45,005,000 for the six months ended June 30, 1996 and 1997, respectively, and has been allocated to the owner physicians and medical personnel payrolls and management fees due to the Company. Finally, due to the fact that CMI's management fee is paid by the practice, through an assignment of their accounts receivable, and the doctors' compensation is paid currently, the practices' cash flows are principally a pass through of cash received for the delivery of services rendered and cost of those services. Notes receivable from a related party included in the accompanying balance sheets, represent working capital and acquisition advances made to GMMS which are due on demand. ACCOUNTS RECEIVABLE The Company's accounts receivables are generated from its clients (the "Clients") under management contracts whereby the Company is entitled to management fees for practice management services it performed or an agreed-upon fee for each medical procedure performed. As collateral for its fee revenue receivable from its Clients, he Company has a security interest in all the client patient receivables. Management has determined, based on actual results and industry factors, that CMI's and its wholly owned subsidiary Medical Management, Inc.'s ("MMI") receivables have collection cycles of approximately four years and three years, respectively, and accordingly, have been reflected in the accompanying financial statements on a discounted basis (7.25% per annum in 1997 and 8% per annum in 7 COMPLETE MANAGEMENT, INC. Notes to Condensed Consolidated Financial Statements (Continued) June 30, 1997 1996). Management believes that its experience and that of the Company is a good indication of the timing of the collection process. Because numerous factors affect the timing and the manner in which their receivables are collected (i.e., government regulations, etc.), it is the Company's policy to periodically assess the collection of its receivables. As a result, the Company's estimate of its incremental borrowing rate and collection period may change. NET INCOME PER SHARE Net income per common share has been computed by dividing net income by the weighted average number of common shares outstanding during the periods. In February 1997, the FASB issued SFAS No. 128, "Earnings per Share". Under SFAS No. 128, the presentation of Primary and Fully Diluted Earnings Per Share will be replaced by Basic and Diluted Earnings Per Share. Adoption of SFAS No. 128 is required for periods ending after December 15, 1997, at which time restatement for prior periods will be necessary. Early adoption of SFAS No. 128 is prohibited. Had the provisions of SFAS No. 128 been in effect as of June 30, 1997, the Company would have reported the following earnings per share information: 1996 1997 ------ ------ Net income per share: Basic $ 0.33 $ 0.38 Diluted $ 0.29 $ 0.35 8 Part I. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations The following discussion of the results of the operations and financial condition of CMI should be read in conjunction with CMI's Unaudited Condensed Consolidated Financial Statements and Notes thereto included elsewhere in this Quarterly Report. Results of Operations Comparison of the Six Months Ended June 30, 1997 and 1996 Revenues in 1997 was $33,143,000 as compared to $11,263,000 in 1996, an increase of $21,880,000. The primary reasons for the increase was the acquisitions of the medical billing companies which added $3,187,000, the physician practice management companies which added $10,831,000 and $3,909,000 from the additional practices under management. In addition, management services rendered by the Company to GMMS increased by $1,405,000 as a result of an increase in the number of patient procedures performed by GMMS. Also, an increase in the volume of diagnostic imaging scans in 1997 provided both to GMMS as well as to several New York metropolitan area hospital clients resulted in an incremental $1,699,000 during 1997. Cost of revenues increased to $15,116,000 from $3,725,000 in 1996, an increase of $11,391,000. Cost of revenues include personnel who directly support the medical practices in rendering patient care and who directly support its billing and collection process. The support services include patient scheduling and assisting patients in producing background and medical coverage information necessary for physicians to properly diagnose, test and bill for services rendered by the medical practices. The Company charges fees to its clients for the services rendered by these individuals under the terms of its Practice Management Services Agreements with the medical practices. The fees are predicated upon the costs associated with rendering this service. The increase was primarily due to an additional $6,844,000 of costs from the acquisitions of the medical billing companies, and the physician practice management companies and $917,000, primarily attributable to the additional practices under management. An additional $3,630,000 increase was from the Company's continued strategy to hire management and support personnel in order to properly service the expanding medical practices. General and administrative expenses increased to $10,430,000 in 1997 from $2,731,000 in 1996, an increase of $7,699,000. General and administrative costs represent overhead and administrative expenses, excluding costs directly related to operations and generation of revenues such as space costs, office supplies costs of the Company, including corporate management and professional fees. A major component of this increase was $3,120,000 from the acquisitions of the medical billing companies in July 1996 and the physician practice management companies. Corporate expenses also increased due to the hiring of highly qualified management personnel in order to prepare for the Company's continuing growth through acquisitions and the amortization of goodwill related to the acquisitions completed in 1996 and 1997. These costs increased $4,099,000 over 1996 levels. The Company's philosophy has been to significantly upgrade and increase its infrastructure to ensure its ability to adequately service additional clients and anticipated acquisitions while continuing to provide a comprehensive range of management services to the client practices. Interest expense increased to $3,193,000 in 1997 from $587,000 in 1996 due mainly to interest on the (a) $2,000,000 principal amount of Convertible Subordinated Notes issued on March 20, 1996, (b) First Series Debentures issued on June 5, 1996, in the principal amount of $40,250,000 (c) $3,000,000 principal amount of Convertible Subordinated Notes issued on July 5, 1996 (d) Second Series Debentures issued on December 5, 1996, in the principal amount of $28,750.000 and (e) $10,000,000 of borrowings under a line of credit. 9 Comparison of the Three Months Ended June 30, 1997 and 1996 Revenues in the current quarter were $17,760,000 as compared to $6,063,000 in 1996, an increase of $11,697,000. The primary reasons for the increase were the acquisitions of two medical billing companies which added $1,733,000, the physician practice management companies, which added $5,690,000, the preferred provider organization added $553,000 and $2,905,000 from the additional practices under management. In addition, an increase in management services rendered by the Company to GMMS as well as an increase in the use of diagnostic imaging equipment and other services provided resulted in an incremental $816,000 during the period. Cost of revenues increased to $9,384,000 from $2,000,000 in 1996, an increase of $7,384,000. Cost of revenues include personnel who directly support the medical practices in rendering patient care and who directly support its billing and collection process. The support services include patient scheduling and assisting patients in producing background and medical coverage information necessary for physicians to properly diagnose, test and bill for services rendered by the medical practices. The increase was primarily due to an additional $1,132,000 of costs from the acquisitions of two medical billing companies, $3,709,000 from the acquisition of physician practice management companies and $612,000, primarily attributable to the additional practices under management. An additional $1,931,000 increase was from the Company's continued strategy to hire management and support personnel in order to properly service the expanding medical practices. General and administrative expenses increased to $4,615,000 in 1997 from $1,408,000 in 1996, an increase of $3,207,000. General and administrative costs represent overhead and administrative expenses, excluding costs directly related to operations and generation of revenues such as space costs, office supplies costs of the Company, including corporate management and professional fees. A major component of this increase was $337,000 from the acquisitions of two medical billing companies, $267,000 from the acquisition of the physician practice management companies and $132,000 from acquisition of a preferred provider organization. Corporate expenses also increased due to the hiring of highly qualified management personnel in order to prepare for the Company's continuing growth through acquisitions and the amortization of goodwill related to the acquisitions completed in 1996 and 1997. These costs increased $2,471,000 over 1996 levels. The Company's philosophy has been to significantly upgrade and increase its infrastructure to ensure its ability to adequately service additional clients and anticipated acquisitions while continuing to provide a comprehensive range of management services to the client practices. Interest expense increased to $1,659,000 in 1997 from $447,000 in 1996 due mainly to interest on the (a) First Series Debentures issued on June 5, 1996, in the principal amount of $40,250,000 (b) $3,000,000 principal amount of Convertible Subordinated Notes issued on July 5, 1996 (c) Second Series Debentures issued on December 5, 1996, in the principal amount of $28,750.000 and (d) $10,000,000 of borrowings under a line of credit. Liquidity and Capital Resources To date, the Company has primarily used its cash to support operating activities, including higher levels of receivables generated by increased management fees, to fund acquisitions and for capital expenditures. The Company's primary sources of cash have been from the proceeds from the IPO, the First Series Debenture Offering, the Second Series Debenture and common shares offering, Convertible Subordinated Notes and a Line of Credit. At June 30, 1997, the Company had working capital of $72,436,000. Net cash used for operating activities in 1997 was $20,980,000, principally due to an increase in Accounts Receivable of $25,755,000. Clients are liable for payment of the Company's management fees. Nonetheless, the Company has embarked on a program to accelerate collections of receivables of the various client practices, which in general provide the funding to pay the management fees outstanding to the Company. This program includes earlier referrals to legal processes in the case of workmen's compensation and no fault claims for GMMS as well as increased manpower and other resources devoted to collection efforts for GMMS and other 10 client practices. It is anticipated that these measures will begin to demonstrate their effectiveness within the next two quarters. The ability of GMMS, one of the Company's major customers, to pay the management fees which it owes to the Company is dependent upon GMMS' ability to collect its accounts receivable from insurance carriers, primarily no-fault and workers' compensation carriers, though GMMS is obligated to pay such fees regardless of its collections. Receipts from these sources generally have long collection cycles. These claims can be subjected to dispute and are often referred to arbitration. Many third-party payors, particularly insurance carriers covering automobile no-fault and workers' compensation claims refuse, as matter of business practice, to pay claims unless submitted to arbitration. It is the Company's experience that the insurance carriers from which it seeks reimbursement for its clients delay payment of claims until just prior to the arbitration hearing. Management has determined, based on actual results, industry factors, and GMMS' historical collection experience prior to its association with the Company, that this entire collection process generally spans a period averaging approximately 3 years. The Company believes that its experience to date is a good indication of the timing of the collection process in the future. Therefore, CMI requires more capital to finance its receivables than businesses with a shorter receivable collection cycle. In the event that the laws and regulations establishing these third-party payors are amended, rescinded or overturned with the effect of eliminating this system of payment reimbursement for injured parties, the ability of the Company to market its management services could be affected. The Company takes ownership on a recourse basis of GMMS' receivables with a net collectible value equal to the then current management fee owed to the Company. The collection cycle for these receivables are generally in excess of one year and as a result of such delayed payment the financial statements include an imputed interest discount against gross revenues. This discount is recaptured over the anticipated collection cycle and is accounted for as reversal of interest discount in the financial statements. In keeping with the Company's goal of growth through acquisition, throughout the quarter the Company has assisted its clients in completing several acquisitions or made acquisitions directly through wholly owned subsidiaries. Additional client related acquisitions totaled $4,161,000 of which $3,396,000 was paid in cash and the balance in CMI stock. The Company acquired Consumer Health Network ("CHN"), a Preferred Provider Organization ("PPO") on June 17th for $10,433,000 of which $6,433,000 was paid in cash with the balance in stock. Additionally, in June 1997, the Company entered into a management agreement with a board certified pain management practice. Subsequent to this agreement, in July 1997, the Company assisted one of its existing clients in completing the acquisition of this practice for $9,000,000 of which $5,600,000 was paid in cash and the balance in CMI stock. The Company expects cash, cash equivalents, short-term investments, cash generated from operations and short-term borrowings to be sufficient to meet its current working capital requirements over the near term and at least through the balance of the current year. Part II. Other Information June 30, 1997 Item 6. Exhibits and reports on Form 8-K. (a) Exhibits None. (b) Reports on Form 8-K: The Company filed the following reports on Form 8-K during the quarter ended June 30, 1997. Date Item Reported ---- ------------- June 17 Item 2. Acquisition or Disposition of Assets 11 COMPLETE MANAGEMENT, INC. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. COMPLETE MANAGEMENT, INC. -------------------------------------------------- (Registrant) Date: December 16, 1997 /s/ STEVEN RABINOVICI --------------------- -------------------------------------------------- Steven Rabinovici Chief Executive Officer and Director Date: December 16, 1997 /s/ ARTHUR GOLDBERG --------------------- -------------------------------------------------- Arthur Goldberg Senior Executive Vice President, Chief Financial Officer and Director Date: December 16, 1997 /s/ ALAN GOLDSTEIN --------------------- -------------------------------------------------- Alan Goldstein Chief Accounting Officer and Controller 12 -----END PRIVACY-ENHANCED MESSAGE-----