-----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, NiVjD/FevOJ46mnJTSrKMBfh/BdpImLDitCiz3oN0LffUc7T0W0LTFMs6xOXQLB9 dGjGx+/ZzVwnoNgSNB/Qxg== 0001015402-02-000362.txt : 20020414 0001015402-02-000362.hdr.sgml : 20020414 ACCESSION NUMBER: 0001015402-02-000362 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020125 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020208 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ELECTRONIC CLEARING HOUSE INC CENTRAL INDEX KEY: 0000721773 STANDARD INDUSTRIAL CLASSIFICATION: FUNCTIONS RELATED TO DEPOSITORY BANKING, NEC [6099] IRS NUMBER: 930946274 STATE OF INCORPORATION: NV FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-15245 FILM NUMBER: 02531145 BUSINESS ADDRESS: STREET 1: 28001 DOROTHY DR CITY: AGOURA HILLS STATE: CA ZIP: 91301-2697 BUSINESS PHONE: 8187068999 MAIL ADDRESS: STREET 1: 28001 DOROTHY DRIVE CITY: AGOURA HILLS STATE: CA ZIP: 91301 FORMER COMPANY: FORMER CONFORMED NAME: BIO RECOVERY TECHNOLOGY INC DATE OF NAME CHANGE: 19860122 8-K 1 doc1.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 25, 2002 ELECTRONIC CLEARING HOUSE, INC. ------------------------------- (Exact name of registrant as specified in its charter) NEVADA 0-15245 93-0946274 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 28001 Dorothy Drive, Agoura Hills, California 91301 ----------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (818) 706-8999 ------------------------------------------------------------------- (Former name or former address, if changes since last report) ITEM 5. OTHER EVENTS On February 7, 2002, Electronic Clearing House, Inc. issued a press release announcing its earnings for the first quarter of fiscal 2002 ended December 31, 2001 and additional information relating to its litigation with Premier Lifestyles International Corporation. A copy of such press release is attached hereto as an exhibit. ITEM 7. EXHIBITS Exhibit Number Description of Document - ------ ------------------------- 99.1 Press release issued and dated February 7, 2002. 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 hereunto duly authorized. ELECTRONIC CLEARING HOUSE, INC. (Registrant) By: \s\ AliceCheung ------------------------------ Alice L. Cheung, Treasurer & Chief Financial Officer Dated: February 7, 2002 EX-99.1 3 doc2.txt EXHIBIT 99.1 [GRAPHIC OMITTED] ECHO FOR IMMEDIATE RELEASE - --------------------- ELECTRONIC CLEARING HOUSE (ECHO) ANNOUNCES FIRST QUARTER FY 2002 RESULTS - Revenue increases 13.5% to $7.9 million AGOURA HILLS CALIF., FEBRUARY 7, 2002 - Electronic Clearing House, Inc. (NASDAQ:ECHO) reported revenue of $7,921,000 in the first quarter of fiscal 2002, an increase of 13.5% as compared to $6,979,000 in the prior year quarter. The Company reported a net loss for the quarter of $93,000, or $0.02 per diluted share, as compared to net earnings of $22,000, or $0.00 per share, for the same period last year. The loss reflected a high level of product development and program management expense in support of the Company's Visa POS check service program during the quarter, as well as over $300,000 in litigation expense related to the Premier Lifestyle International Corporation lawsuit as disclosed in previous filings. Total processing and transaction revenue for this fiscal quarter increased 15.7%, from $6,780,000 in fiscal 2001 to $7,846,000 in fiscal 2002. Bankcard processing and transaction revenue increased 8.9% to $6,595,000 for this fiscal quarter, from $6,056,000 in the first fiscal quarter 2001. This increase was mainly attributable to an 8.8% increase in bankcard processing volume as a result of the Company's merchant growth despite a decrease in overall consumer spending in this quarter. Check-related revenues increased 61.3% to $1,326,000, from $822,000 for the three months ended December 31, 2000. Terminal sales and lease revenue for the three months ended December 31, 2001 was $75,000, which represents a 23.5% decrease from $98,000 for the same fiscal quarter last year. As a result of the changing revenue mix, the Company's gross margin improved to 35.6% in the quarter, as compared to 31.9% in the first quarter of fiscal 2001. (more) "During the quarter, ECHO continued to make excellent progress in implementing our relationship with VISA to complete development and testing of their POS check service. Pilot programs with several member banks are moving forward as planned. We continue to demonstrate the security and scalability of our third-party check verification and ACH backbone. And we expect the program will be ready for broader roll out early in the third calendar quarter of 2002," said Joel M. Barry, Chairman and CEO of Electronic Clearing House, Inc. "The continued rapid growth in our check-related services and 3.7% improvement in gross margin confirm that we are on track with our business strategy. The Company generated $496,000 of positive cash flow from operations in the first fiscal quarter. We anticipate that ECHO will continue to experience solid top-line growth and a high level of development expense in the second fiscal quarter, as we continue to invest in new services that are the key to our future growth." Mr. Barry noted that the Company's balance sheet continues to be strong, with $4.2 million in cash, $15.7 million in stockholders' equity, and $733,000 in long-term debt as of December 31, 2001. Inventories and receivables both declined in the quarter despite the increased revenue base. On January 25, 2002, closing arguments in Premier Lifestyle International Corporation v. Electronic Clearing House, Inc. concluded and the case was submitted to the judge for deliberations. The judge strongly encouraged the parties to enter into settlement negotiations during her deliberation. Although management, based upon the advice of legal counsel, believes that the Company has meritorious defenses to this lawsuit, there is no assurance that the ultimate resolution of these claims will not result in material liability to the Company. About ECHO: - ---------- Electronic Clearing House, Inc. provides a complete solution to the payment processing needs of merchants, banks and collection agencies. ECHO's services include debit and credit card processing, check guarantee, check verification, check conversion, check re-presentment, check collection, and inventory tracking. Customers include over 60,000 retail merchants and U-Haul dealers across the nation. Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995: Any statements set forth above that are not historical facts re forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Potential risks and uncertainties include, but are not limited to, such factors as fluctuations in demand for the Company's products and services, the introduction of new products and services, the Company's ability to maintain customer and strategic business relationships, technological advancements, impact of competitive products and services and pricing, growth in targeted markets, the adequacy of the Company's liquidity and financial strength to support its growth, and other information detailed from time to time in the Company's filings with the United States Securities and Exchange Commission. (FINANCIAL TABLES FOLLOW)
ELECTRONIC CLEARING HOUSE, INC. CONSOLIDATED BALANCE SHEET (UNAUDITED) ASSETS DECEMBER 31, SEPTEMBER 30, -------------- --------------- 2001 2001 -------------- --------------- Current assets: Cash and cash equivalents $ 4,165,000 $ 4,147,000 Restricted cash 1,304,000 1,410,000 Accounts receivable less allowance of $460,000 and $313,000 1,774,000 1,864,000 Inventory, net 560,000 573,000 Prepaid expenses and other assets 177,000 137,000 -------------- --------------- Total current assets 7,980,000 8,131,000 Noncurrent assets: Long term receivables 16,000 21,000 Property and equipment, net 3,985,000 3,754,000 Real estate held for investment, net 252,000 252,000 Deferred tax assets 758,000 778,000 Other assets 803,000 800,000 Goodwill, net 5,059,000 5,185,000 -------------- --------------- Total assets $ 18,853,000 $ 18,921,000 ============== =============== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Short-term borrowings and current portion of long-term debt $ 254,000 $ 240,000 Accounts payable 169,000 135,000 Settlement payable to merchants 695,000 618,000 Accrued expenses 1,296,000 1,395,000 Deferred income 50,000 50,000 -------------- --------------- Total current liabilities 2,464,000 2,438,000 Long-term debt 733,000 744,000 -------------- --------------- Total liabilities 3,197,000 3,182,000 -------------- --------------- Stockholders' equity: Convertible preferred stock, $.01 par value, 5,000,000 shares authorized: Series "K", 25,000 and 25,000 shares issued and outstanding -0- -0- Common stock, $.01 par value, 36,000,000 authorized: 5,814,621 and 5,809,121 shares issued; 5,775,373 and 5,769,873 shares outstanding 58,000 58,000 Additional paid-in capital 21,271,000 21,260,000 Accumulated deficit (5,204,000) (5,110,000) Less treasury stock at cost, 39,248 common shares (469,000) (469,000) -------------- --------------- Total stockholders' equity 15,656,000 15,739,000 -------------- --------------- Total liabilities and stockholders' equity $ 18,853,000 $ 18,921,000 ============== ===============
ELECTRONIC CLEARING HOUSE, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) THREE MONTHS ENDED DECEMBER 31, ------------------------ 2001 2000 ----------- ----------- REVENUES: Processing revenue $3,807,000 $3,588,000 Transaction revenue 4,039,000 3,192,000 Terminal sales 75,000 98,000 Other revenue -0- 101,000 ----------- ----------- 7,921,000 6,979,000 ----------- ----------- COSTS AND EXPENSES: Processing and transaction expense 5,049,000 4,617,000 Cost of terminals sold 76,000 96,000 Other operating costs 1,005,000 856,000 Selling, general and administrative expenses 1,739,000 1,245,000 Amortization expense - goodwill 128,000 102,000 ----------- ----------- 7,997,000 6,916,000 ----------- ----------- (Loss) income from operations (76,000) 63,000 Interest income 22,000 63,000 Interest expense (14,000) (22,000) ----------- ----------- (Loss) income before provision for income taxes (68,000) 104,000 Provision for income taxes (25,000) (82,000) ----------- ----------- NET (LOSS) INCOME $ (93,000) $ 22,000 =========== =========== (Loss) earnings per share - Basic $ (0.02) $ 0.00 =========== =========== (Loss) earnings per share - Diluted $ (0.02) $ 0.00 =========== =========== Shares used in computing basic (loss) earnings per share 5,769,933 5,432,733 =========== =========== Shares used in computing diluted (loss) earnings per share 5,769,933 5,629,325 =========== ===========
MEDIA CONTACT: - -------------- Donna Rehman, Corporate Secretary Crocker Coulson, Partner 818-706-8999, ext. 3033 Coffin Communications Group Electronic Clearing House, Inc. 818-789-0100 Agoura Hills, Calif. E-MAIL: crocker.coulson@coffincg.com ---------------------------- URL:http://www.echo-inc.com - --------------------------- E-MAIL: corp@ECHO-inc.com -----------------
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