-----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, LJC1bY7DimfytU22ySa0MCbaQJBv07lfZZ2LT/5nReMnulrQKxnweR5QjWrZzBgG qfzNBXHIp/XW/s7NSOPgMw== 0001010549-00-000326.txt : 20000522 0001010549-00-000326.hdr.sgml : 20000522 ACCESSION NUMBER: 0001010549-00-000326 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20000331 FILED AS OF DATE: 20000519 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MB SOFTWARE CORP CENTRAL INDEX KEY: 0000714256 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HEALTH SERVICES [8000] IRS NUMBER: 592219994 STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: SEC FILE NUMBER: 000-11808 FILM NUMBER: 640220 BUSINESS ADDRESS: STREET 1: 2225 E RANDOL MILL RD STREET 2: STE 305 CITY: ARLINGTON STATE: TX ZIP: 76011 BUSINESS PHONE: 8177928872 MAIL ADDRESS: STREET 1: 2225 EAST RANDOL MILL RD STREET 2: SUITE 305 CITY: ARLINGTON STATE: TX ZIP: 76011 FORMER COMPANY: FORMER CONFORMED NAME: INAV TRAVEL CORPORATION DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: TWISTEE TREAT CORP DATE OF NAME CHANGE: 19910220 FORMER COMPANY: FORMER CONFORMED NAME: TWISTEE FREEZ CORP DATE OF NAME CHANGE: 19840917 10QSB 1 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2000 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT Commission File No. 0-11808 MB SOFTWARE CORPORATION Colorado 59-2219994 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 2225 E. Randol Mill Road - Suite 305 Arlington, Texas 76011-6306 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (817) 633-9400 Securities registered pursuant to Section 12(b) of the Act: Common Stock $.001 par value ---------------------------- (Title of Class) Name of each Exchange Title of Each Class on Which Registered ------------------- --------------------------- Common NASDAQ - OTC BULLETIN BOARD Check whether the Issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 12 months (or for 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 [ ] Check whether the registrant filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court. Yes [ X ] No [ ] As of December 31, 1999, 69,200,000 shares of the Issuer's $.001 par value common stock were outstanding. Transitional Small Business Disclosure Format Yes [ ] No [ X ]
MB SOFTWARE CORPORATION Form 10-QSB Quarter Ended March 31, 2000 INDEX PART I - FINANCIAL INFORMATION PAGE NUMBER Item 1 - Financial Statements Consolidated Balance Sheet March 31, 2000 (Unaudited) and December 31, 1999 (Audited) F-1-F-2 Consolidated Statements of Operations - for the Three Months ended March 31, 2000 (Unaudited) and March 31, 1999 (Unaudited) F-3 Consolidated Statements of Cash Flows for the Three Months ended March 31, 2000 (Unaudited) March 31, 1999 (Unaudited) Notes to Consolidated Financial Statements 5 Item 2 - Management's Discussion and Analysis of Financial Condition and Results of Operations 5 PART II - OTHER INFORMATION Item 5 - Other Information 6 Item 6 - Exhibits, Financial Statement Schedules and Reports on Form 8-K 6 SIGNATURES 7
MB SOFTWARE CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEET ASSETS ------ March 31, December 31, 2000 1999 ------------------ -------------------- (Unaudited) (Audited) ----------- --------- CURRENT ASSETS Cash $ - $ 26,078 Medical receivables, net of allowance 860,594 713,625 for doubtful accounts and contactual allowances of $847,408 and $822,692 in 2000 and 1999, respectively Notes receivable 167,634 177,721 Prepaid expenses 4,132 4,131 ------------------ -------------------- Total current assets 1,032,360 921,555 ------------------ -------------------- PROPERTY AND EQUIPMENT, NET 164,819 178,525 ------------------ -------------------- Note receivable - shareholder 350,000 350,000 ------------------ -------------------- Total assets $ 1,547,179 $ 1,450,080 ================== ====================
F1
MB SOFTWARE CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEET LIABILITIES AND SHAREHOLDERS' DEFICIT ------------------------------------- March 31, December 31, 2000 1999 ---------------- -------------- (Unaudited) (Audited) CURRENT LIABILITIES Outstanding checks in excess of bank balances $ 101,860 $ - Current maturities of notes payable 1,181,925 1,057,925 Current maturities of capital leases 6,636 17,434 Accounts payable 325,546 402,410 Accrued liabilities 334,603 346,639 ---------------- -------------- Total current liabilities 1,950,570 1,824,408 LONG TERM DEBTS Capital leases - 3,050 ---------------- -------------- Total long term liabilities - 3,050 ---------------- -------------- TOTAL LIABILITIES 1,950,570 1,827,458 SHAREHOLDERS' DEFICIT Series A senior cumulative convertible particpating preferred stock; $10 par value; 340,000 shares issued and outstanding in 2000 and 1999; dividends in arrears 2000 $470,644, and 3,400,000 3,400,000 1999, $385,644 Undesignated preferred stock; $10 par value; 660,000 shares authorized; none issued - - Common stock .001 par value;150,000,000 shares authorized; 69,200,000 shares issued in 2000 and 1999 69,200 69,200 Additional paid-in capital 1,103,005 1,103,005 Accumulated deficit (4,963,557) (4,937,544) Treasury stock, at cost; 408,029 shares (12,039) (12,039) ---------------- -------------- Total shareholders' deficit (403,391) (377,378) ---------------- -------------- $ 1,547,179 $ 1,450,080 ================ ==============
F2
MB SOFTWARE CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) Three Months Ended March 31, 2000 March 31, 1999 REVENUES Medical income - net of contractual Adjustments of $361,822 and $310,614 in 2000 and 1999, respectively $ 688,926 $ 507,462 Service fees 136 81,239 ---------------------- ---------------------- Total revenues 689,062 588,701 COST OF REVENUES Cost of medical services 392,692 488,217 ---------------------- ---------------------- Total cost of revenues 392,692 488,217 ---------------------- ---------------------- GROSS PROFIT 296,370 100,484 OPERATING EXPENSES Selling, general & administrative 287,402 368,860 Depreciation and amortization 13,705 13,848 ---------------------- ---------------------- Total operating expenses 301,107 382,708 ---------------------- ---------------------- LOSS FROM OPERATIONS (4,737) (282,224) OTHER INCOME (EXPENSE) Interest income and other - 208,360 Other expense 9,644 - Interest Expense (30,920) (43,943) ---------------------- ---------------------- Total other income (expense) (21,276) 164,417 ---------------------- ---------------------- LOSS FROM CONTINUING OPERATIONS (26,013) (117,808) DISCONTINUTED OPERATIONS Income from operations of discontinued subsidiary - (17,257) ---------------------- ---------------------- NET LOSS $ (26,013) $ (135,065) ====================== ====================== Loss from continuing operations $ (26,013) $ (117,808) ---------------------- ---------------------- Plus: Cumulative preferred stock dividends (85,000) - ---------------------- ---------------------- Loss available to common shareholders $ (111,013) $ (117,808) ====================== ====================== BASIC AND DILUTED EARNINGS (L0SS) PER SHARE Continuing Operations $ - $ - Discontinued Operations - - ---------------------- ---------------------- Weighted-average common shares outstanding 69,200,000 69,100,000 ====================== ======================
F3
MB SOFTWARE CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) THREE MONTHS THREE MONTHS ENDED 03/31/00 ENDED 03/31/99 2000 1999 ---- ---- CASH FLOWS FROM OPERATING ACTIVITIES Net loss from continuing operations $ (26,013) $ (117,808) Adjustments to reconcile net loss from continuing operations to cash used by operating activities: Depreciation 13,706 18,097 Gain on sale of assets (1,338) Change in allowance for doubtfull accounts 24,716 (340,081) Changes in assets and liabilities: Accounts receivable (171,684) 434,243 Accounts payable (76,864) (23,509) Accrued liabilities (12,038) (4,278) Outstanding checks in excess of bank balances 101,860 Other liabilities 38,057 Prepaid expenses - (200) --------------------- -------------------- Net cash used in continuing operations (146,317) 3,183 Net cash used in discontinued operations - (25,684) --------------------- -------------------- Net cash used in operating activities (146,317) (22,501) --------------------- -------------------- CASH FLOWS FROM INVESTING ACTIVITIES Proceeds from sale of assets - 28,817 --------------------- -------------------- Net cash provided by investing activities - 28,817 CASH FLOWS FROM FINANCING ACTIVITIES Payments on capital leases (13,848) (56,383) Payments on notes payable - (31,612) Borrowing (payments) on note receivables 10,087 (31,945) Proceeds from new borrowings 79,000 21,500 Proceeds from notes payable related parties 45,000 - --------------------- -------------------- Net cash provided by (used in) financing activities 120,239 (98,440) --------------------- -------------------- NET DECREASE IN CASH (26,078) (92,124) Cash at beginning of period 26,078 203,977 --------------------- -------------------- Cash at end of period $ - $ 111,853 ===================== ==================== SUPPLEMENTAL INFORMATION Cash paid during the period for interest to related party $ - $ 24,225 Cash paid during the period for interest to others 30,920 49,427 --------------------- -------------------- $ 30,920 $ 73,652 ===================== ====================
F4 NOTE 1: BASIS OF PRESENTATION The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB and Rule 10-01 of Regulations S-X. They do not include all information and notes required by generally accepted accounting principles for complete financial statements. However, except as disclosed, there has been no material change in the information disclosed in the notes to consolidated financial statements included in the Annual Report on Form 10-KSB of MB Software Corporation for the year ended December 31, 1999. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included in the Operating results for the three month period ended March 31, 2000, and are not necessarily indicative of the results that may be expected for the year ending December 31, 2000. NOTE 2: ORGANIZATION AND NATURE OF OPERATIONS The financial statements have been prepared on a going concern basis, which contemplates realization of assets and liquidation of liabilities in the ordinary course of business. The Company has continuously incurred losses from operations and has a working capital deficit. The appropriateness of using the going concern basis is dependent upon the Company's ability to obtain additional financing or equity capital and, ultimately, to achieve profitable operations. These conditions raise substantial doubt about its ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. Management plans to raise capital by obtaining financing through debt private placement or conversion of Series A preferred stock. The Company believes that these actions will enable the Company to continue until its operations become profitable. NOTE 3: RELATED PARTIES Included in notes payable is related party payables of $224,000 and $889,000 for 2000 and 1999, respectively. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS General In the first quarter of 2000, the Company continued to focus on the operations of its healthcare clinics. The Company's clinics include four Company-owned physician practices in Florida. Florida law, as opposed to the law of many other states, permits the corporate practice of medicine of the type engaged in by the Company. These Florida practices primarily focus on pain management. Additionally, the Company has developed a healthcare Internet site, HealthcareInnovations.net, which is dedicated to pain management and pain management programs for patients. In the year ending December 31, 1999, MB Software Corporation (the "Company") divested itself of MB Software Solutions, Inc. ("MBSSI"), the software division. Traditionally, the healthcare clinics have generated approximately ninety percent of the Company revenues. In the year ending December 31, 1999, the Company also sold Mr. Mulligan, L.L.C. d/b/a Nevada Multicare ("Nevada Multicare"). There were no changes in the legal proceedings from the status set forth in the Form 10 - KSB for the year ending December 31, 1999. Three Months Ended March 31, 2000 Compared to Three Months Ended March 31, 1999 Net medical revenues increased to $688,926 for the three months ended March 31, 2000 as compared to $507,462 for the three months ended March 31,1999. This increase is primarily attributable to an increase in patient volumes at the Jacksonville, Florida clinics. The Lauderhill, Florida clinic also experienced an increase in patient volume, albeit not as significant as the increase at the Jacksonville, Florida clinics. 5 The contractual allowance adjustment increased to $361,822 for the first quarter of 2000 compared with $310,614 for the three months ended March 31, 1999. The contractual allowance adjustment reflects a reduction in revenue resulting from uncollectible accounts together with contractual allowances for reductions, due to the source of payments. The increase in the contractual allowance adjustment reflects, and is directly related to, the increase in gross medical revenues. The cost of medical revenues decreased to $392,692 for the three months ended March 31, 2000 compared to $488,217 for the three months ended March 31, 1999. The gross profit from medical activities increased to $296,370 for the three months ended March 31, 2000 as compared to $192,245 for the three months ended March 31, 1999. The increase in gross profit from medical activities directly reflects the increase in gross medical revenues. In addition, the gross profit increase correlates with the decreased cost of revenue for medical activities for the three months ended March 31, 2000. It is noteworthy that the quarter ending March 31, 1999 reflects the termination of all practice management agreements. As a result, the service fees associated with the agreements have been discontinued. The Company's gross profit for the first quarter ending March 31, 2000 increased to $296,370 from $100,484 for the first quarter ending March 31, 1999. As set forth above, the increase in gross profit reflects the decrease in the total cost of revenue for the quarter ending March 31, 2000. The total cost of revenue for the three months ended March 31, 2000 was $392,692 compared to $488,217 for the same quarter of 1999. The selling, general and administrative expenses decreased by 20% to $287,402 for the three-month period ended March 31, 2000 as compared to $368,860 for the three-month period ended March 31, 1999. The net loss from continuing operations decreased to $4,737 for the three-month period ended March 31, 2000, as compared to a loss from continuing operations of $282,224 for the three months ended March 31, 1999. The reduction in loss is commensurate with the Company's increase in total revenues. Liquidity and Capital Resources The Company's operations used $146,317 of cash during the three months ended March 31, 2000 compared to cash provided by operations of $3,183 for the quarter ended March 31,1999. As of March 31, 2000, the Company had working capital deficits of $918,210. The working capital as of March 31, 1999 was $902,853. At March 31, 2000, the Company had outstanding checks in excess of bank balances of $101,860. The increase in the working capital deficit is directly related to the reclassification in the fourth quarter of 1999, of certain debt from long-term to classification as a current liability. To increase working capital, the Company is concentrating its efforts to increase patient volume in the Florida clinics. The Company will continue to stream line its operations and increase revenue as the volume at each clinic continues to grow. In the three months ended March 31, 2000, the Company had no expenditures for the purchase of equipment. The Company does not anticipate any major purchase of equipment for the remaining nine (9) months of 2000. PART II - OTHER INFORMATION ITEM 5. OTHER INFORMATION None ITEM 6. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K Exhibits - All exhibits are incorporated by reference from prior filings with the Commission. 6 Financial Statements - See Item 1 for financial statements filed with this report. Reports on Form 8-K - Change in Independent Auditors - Filed February 25, 2000 SIGNATURES In accordance with the requirements of the Securities Exchange Act, the registrant has caused this report to be signed on its behalf by the undersigned thereunto duly authorized. MB SOFTWARE CORPORATION Date: May 19, 2000 /s/ Scott A. Haire -------------- Scott A. Haire, Chairman of the Board, Chief Executive Officer and President (Principal Financial Officer) 7 -----END PRIVACY-ENHANCED MESSAGE-----