-----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, VBsHRiDqEJaCwZIxZMIe7RF8gurSZa7dibmYJYRU6Oj5xJCDBqdLFc+NFLH+Tao6 akjS6qlYZxzIHH+r0GJ5/g== 0001144204-09-008832.txt : 20090217 0001144204-09-008832.hdr.sgml : 20090216 20090217144649 ACCESSION NUMBER: 0001144204-09-008832 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20081231 FILED AS OF DATE: 20090217 DATE AS OF CHANGE: 20090217 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RECEIVABLE ACQUISITION & MANAGEMENT CORP CENTRAL INDEX KEY: 0000733337 STANDARD INDUSTRIAL CLASSIFICATION: SHORT-TERM BUSINESS CREDIT INSTITUTIONS [6153] IRS NUMBER: 133186327 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-09370 FILM NUMBER: 09610756 BUSINESS ADDRESS: STREET 1: 140 BROADWAY STREET 2: 46TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10005 BUSINESS PHONE: 2128587590 MAIL ADDRESS: STREET 1: 140 BROADWAY STREET 2: 46TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10005 FORMER COMPANY: FORMER CONFORMED NAME: FEMINIQUE CORP DATE OF NAME CHANGE: 19990730 FORMER COMPANY: FORMER CONFORMED NAME: BIOPHARMACEUTICS INC// DATE OF NAME CHANGE: 19990730 FORMER COMPANY: FORMER CONFORMED NAME: INTEGRATED GENERICS INC /NV/ DATE OF NAME CHANGE: 19880824 10-Q 1 v139990_10q.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-Q

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

1-9370

(COMMISSION FILE NUMBER)

FOR THE QUARTERLY PERIOD DECEMBER 31, 2008

FOR

RECEIVABLE ACQUISITION & MANAGEMENT CORPORATION

(Exact Name of Registrant as Specified in the Charter)

DELAWARE
 
13-3186327
(State of Other Jurisdiction
 
(I.R.S. Employer
of Incorporation)
 
Identification Number)

2500 Plaza 5, Harborside Financial Center
Jersey City, NJ 07311
201-633-4725

Check whether the Registrant (1) has filed all reports required 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 February 15, 2009, there were 16,052,896 shares of the Registrant’s Common Stock, $0.001 par value per share, outstanding.

Transitional Small Business Disclosure Format Yes ¨ No x

 
 

 

RECEIVABLE ACQUISITION & MANAGEMENT CORPORATION

FOR THE QUARTERLY PERIOD ENDED DECEMBER 31, 2009

TABLE OF CONTENTS

PART I
FINANCIAL INFORMATION
 
     
ITEM 1.
FINANCIAL STATEMENTS
 
     
ITEM 2.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION & OPERATIONS
16
 
   
 
RISK FACTORS
 21
     
ITEM 3.
CONTROLS AND PROCEDURES
 21
     
PART II
OTHER INFORMATION
 22
     
ITEM 1.
LEGAL PROCEEDINGS
 22
     
ITEM 2.
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
 23
     
ITEM 3.
DEFAULTS UPON SENIOR SECURITIES
 23
     
ITEM 4.
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
 23
 
   
ITEM 5.
OTHER INFORMATION
 23
     
ITEM 6.
EXHIBITS
 23
 
   
SIGNATURES
 
 24

THIS REPORT CONTAINS FORWARD-LOOKING STATEMENTS THAT INVOLVE RISKS AND UNCERTAINTIES. SUCH STATEMENTS ARE BASED ON CURRENT EXPECTATIONS, ASSUMPTIONS, ESTIMATES AND PROJECTIONS ABOUT THE COMPANY AND ITS INDUSTRY.  FORWARD-LOOKING STATEMENTS ARE SUBJECT TO KNOWN AND UNKNOWN RISKS, UNCERTAINTIES AND OTHER FACTORS THAT MAY CAUSE ACTUAL RESULTS, LEVELS OF ACTIVITY, PERFORMANCE, ACHIEVEMENTS AND PROSPECTS TO BE MATERIALLY DIFFERENT FROM THOSE EXPRESSED OR  IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS.  THE COMPANY UNDERTAKES NO OBLIGATION TO UPDATE PUBLICLY ANY FORWARD-LOOKING STATEMENTS FOR ANY REASON EVEN IF NEW INFORMATION BECOMES AVAILABLE OR OTHER EVENTS OCCURRING IN THE FUTURE.

 

 
 
RECEIVABLE ACQUISITION AND MANAGEMENT
CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED
 FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED DECEMBER 31, 2008 AND 2007

 
 

 

RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2008 AND 2007 (UNAUDITED)

 
PAGE(S)
FINANCIAL STATEMENTS:
 
   
Condensed Consolidated Balance Sheets as of December 31, 2008 (Unaudited) and September 30, 2008 (Audited)
3
   
Condensed Consolidated Statements of Operations for the three months ended December 31, 2008 and 2007 (Unaudited)
4
   
Condensed Consolidated Statements of Cash Flows for the three months ended December 31, 2008 and 2007 (Unaudited)
5
   
Notes to Consolidated Financial Statements
6-17

 
 

 
RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
 
ASSETS
 
             
   
December 31,
   
September 30,
 
   
2008
   
2008
 
   
(Unaudited)
   
(Audited)
 
             
CURRENT ASSETS
           
  Cash
  $ 228,805     $ 233,450  
  Prepaid Expenses
    939       939  
  Finance receivables - short term
    72,316       79,457  
                 
          Total current assets
    302,060       313,846  
                 
OTHER ASSETS
               
  Finance receivables - long-term
    144,653       158,938  
                 
          Total other assets
    144,653       158,938  
                 
TOTAL ASSETS
  $ 446,713     $ 472,784  
                 
                 
LIABILITIES AND STOCKHOLDERS' EQUITY
 
                 
CURRENT LIABILITIES
               
   Accrued and other expenses
  $ 59,671     $ 37,497  
                 
          Total current liabilities
    59,671       37,497  
                 
                 
TOTAL LIABILITIES
    59,671       37,497  
                 
STOCKHOLDERS'  EQUITY
               
   Preferred stock, par value $10 per share;
               
       10,000,000 shares authorized in December 31, 2008 and September 30, 2008 and 0 shares
               
       issued and outstanding at December 31, 2008 and September 30, 2008 respectively
    -       -  
   Common stock, par value $.001 per share;
               
       325,000,000 shares authorized in December 31, 2008 and September 30, 2008
               
       and 16,052,896 and 17,122,896 shares issued and 16,052,896 and 16,052,896
               
       outstanding at December 31, 2008 and September 30, 2008, respectively
    16,053       17,123  
   Additional paid-in capital
    614,541       628,535  
   Retained earnings (accumulated deficit)
    (243,552 )     (195,332 )
      387,042       450,326  
                 
  Less: Cost of treasury stock, 0 and 1,070,000 shares at December 31, 2008 and
               
            September 30, 2008, respectively
    -       (15,039 )
                 
 Total stockholders' equity
    387,042       435,287  
                 
                 
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
  $ 446,713     $ 472,784  

The accompanying notes are an integral part of these condensed consolidated financial statements.
3

 
RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
 
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
 
FOR THE THREE MONTHS ENDED DECEMBER 31, 2008 AND 2007
 
             
   
2008
   
2007
 
             
             
REVENUES
           
    Financing income
  $ 77,951     $ 161,378  
    Gain on sales of finance receivable
    -       46,944  
    Service income and other
    8,785       16,202  
TOTAL INCOME
    86,736       224,524  
                 
COSTS AND EXPENSES
               
    Selling, general and administrative
    136,385       140,543  
Total costs and expenses
    136,385       140,543  
                 
INCOME (LOSS) BEFORE OTHER INCOME
    (49,649 )     83,981  
                 
OTHER INCOME (LOSS)
               
    Interest income
    1,429       1,550  
    Interest expense
    -       (6,964 )
        Total other income (Loss)
    1,429       (5,414 )
                 
INCOME INCOME (LOSS) BEFORE PROVISION FOR INCOME TAX
    (48,220 )     78,567  
                 
PROVISION FOR INCOME TAXES
    -       -  
                 
NET INCOME (LOSS) APPLICABLE TO COMMON STOCK
  $ (48,220 )   $ 78,567  
                 
BASIC INCOME (LOSS) PER COMMON SHARE
  $ (0.00 )   $ 0.00  
                 
DILUTED INCOME (LOSS) PER COMMON SHARE
  $ (0.00 )   $ 0.00  
                 
WEIGHTED AVERAGE OUTSTANDING SHARES
               
OF COMMON STOCK - BASIC
    16,052,896       17,078,852  
                 
WEIGHTED AVERAGE OUTSTANDING SHARES
               
OF COMMON STOCK - DILUTED
    16,052,896       18,974,852  
                 
 
The accompanying notes are an integral part of these condensed consolidated financial statements.
 
4

RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS  (UNAUDITED)
FOR THE THREE MONTHS ENDED DECEMBER 31, 2008 AND 2007
 
   
2008
   
2007
 
             
CASH FLOWS FROM OPERATING ACTIVITIES
           
  Net Income (Loss)
  $ (48,220 )   $ 78,567  
Adjustments to reconcile net income (loss) to
               
net cash (used in) operating activities:
               
                 
Changes in Certain Assets and Liabilities
               
Proceeds from sale of portfolio - net of gain
    -       177,545  
Acquisition of finance receivables, net of buybacks
    -       (201,982 )
Collections applied to principal on finance receivables
    21,426       52,122  
(Increase) Decrease in prepaid expenses
    -       (1,315 )
Increase (decrease) accrued expenses
    22,174       (18,079 )
                 
          Net cash (used in) operating activities
    (4,620 )     86,858  
                 
CASH FLOWS FROM FINANCING ACTIVITIES
               
Repurchase of  common stock
    (25 )     (151 )
Payments on notes payable
    -       (45,674 )
                 
          Net cash (used in) financing activities
    (25 )     (45,825 )
                 
NET INCREASE (DECREASE) IN CASH
    (4,645 )     41,033  
                 
CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD
    233,450       286,530  
                 
CASH AND CASH EQUIVALENTS - END OF PERIOD
  $ 228,805     $ 327,563  
                 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
               
                 
  CASH PAID DURING THE YEAR
               
       Interest expense
  $ -     $ 6,964  
       Income taxes
  $ -     $ -  
 
The accompanying notes are an integral part of these condensed consolidated financial statements.
 
5

 
 
NOTE 1-
NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

A.  
THE COMPANY AND PRESENTATION

The condensed consolidated unaudited interim financial statements included herein have been prepared by Receivable Acquisition and Management Corporation and Subsidiaries (the "Company"), formerly Feminique Corporation and Subsidiaries without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC"). Certain information and footnote disclosures normally included in the financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted as allowed by such rules and regulations, and the Company believes that the disclosures are adequate to make the information presented not misleading. It is suggested that these condensed consolidated financial statements be read in conjunction with the September 30, 2008 audited consolidated financial statements and the accompanying notes thereto. While management believes the procedures followed in preparing these condensed consolidated financial statements are reasonable, the accuracy of the amounts are in some respects dependent upon the facts that will exist, and procedures that will be accomplished by the Company later in the year.

The management of the Company believes that the accompanying unaudited condensed consolidated financial statements contain all adjustments (including normal recurring adjustments) necessary to present fairly the operations, changes in stockholders' equity (deficit), and cash flows for the periods presented.

On November 25, 2003, the Feminique Corporation incorporated a wholly-owned subsidiary Receivable Acquisition and Management Corp of New York. The Company purchases, manages and collects defaulted consumer receivables.

On April 21, 2004, Feminique Corporation amended its certificate of incorporation to increase its authorized number of shares of common stock from 75,000,000 shares to 325,000,000 shares.  This amendment was approved by Feminique Corporation’s shareholders at its April 20, 2004 annual meeting.  The shareholders also changed the name of Feminique Corporation to Receivable Acquisition and Management Corporation.

B.  
FINANCE RECEIVABLES

The Company accounts for its investment in finance receivables under the guidance of Statement of Position (“SOP”) 03-3, “Accounting for Loans or Certain Debt Securities Acquired in a Transfer.” This SOP limits the yield that may be accreted (accretable yield) to the excess of the Company’s estimate of undiscounted expected principal, interest and other cash flows (cash flows expected at the acquisition to be collected) over the Company’s initial investment in the finance receivables.  Subsequent increases in cash flows expected to be collected are recognized prospectively through adjustment of the finance receivables yield over its remaining life. Decreases in cash flows expected to be collected are recognized as impairment to the finance receivable portfolios. The Company’s proprietary collections model is designed to track and adjust the yield and carrying value of the finance receivables based on the actual cash flows received in relation to the expected cash flows.

6

 
NOTE 1-
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
             
B.  
FINANCE RECEIVABLES (CONTINUED)

During the quarter ended December 31, 2008, the Company neither acquired nor sold any finance receivables.

During the quarter ended December 31, 2007, the Company acquired total portfolios for $201,982. The Company will use for these portfolios the "Recovery Method" for revenue recognition under which no revenue is recognized until the investment amount of $201,982 has been recovered.

During the quarter ended December 31, 2007 the Company sold several portfolios for a total sales price of $224,489. The Company recognized a net gain of $46,944 on these sales. During the quarter ended June 30, 2008 the Company was required to refund to the purchaser of these portfolios $11,034. Therefore the gain was adjusted to $35,910 as of September 30, 2008.

In the event that cash collections would be inadequate to amortize the carrying balance, an impairment charge would be taken with a corresponding write-off of the receivable balance. Accordingly, the Company does not maintain an allowance for credit losses.

The agreements to purchase the aforementioned receivables include general representations and warranties from the sellers covering account holder death or bankruptcy, and accounts settled or disputed prior to sale. The representation and warranty period permitting the return of these accounts from the Company to the seller is typically 90 to 180 days. Any funds received from the seller of finance receivables as a return of purchase price are referred to as buybacks. Buyback funds are simply applied against the finance receivable balance received. They are not included in the Company’s cash collections from operations nor are they included in the Company’s cash collections applied to principal amount. Gains on sale of finance receivables, representing the difference between sales price and the unamortized value of the finance receivables, are recognized when finance receivables are sold.

7

 
NOTE 1-
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
             
B.  
FINANCE RECEIVABLES (CONTINUED)

Changes in finance receivables for the period ended December 31, 2008 were as follows:
 
   
2008
 
       
Balance at beginning of year October 1, 2008
  $ 238,394  
Acquisition of finance receivables - net
    -  
Cash collections applied to principal
    (21,425 )
Sale of portfolio - net of gain
    -  
Balance at the end of the year
  $ 216,969  
Estimated Remaining Collections ("ERC")*
  $ 435,657  
         
 
*Estimated remaining collection refers to the sum of all future projected cash collections from acquired portfolios. ERC is not a balance sheet item, however, it is provided for informational purposes. Income recognized on finance receivables was $77,951 and $161,378 for the periods ended December 31, 2008 and 2007, respectively.

Under SOP-03-3 debt security impairment is recognized only if the fair market value of the debt has declined below its amortized costs. Currently no amortized costs are below fair market value. Therefore, the Company has not recognized any impairment for the finance receivables.

C.  
PRINCIPLES OF CONSOLIDATION

The consolidated financial statements include the accounts of the Company and its subsidiaries.  All significant intercompany accounts and transactions have been eliminated in consolidation.

D.  
CASH AND CASH EQUIVALENTS

The Company considers all highly liquid debt instruments and other short-term investments with an initial maturity of three months or less to be cash or cash equivalents. There were no cash equivalents as of December 31, 2008 and September 30, 2008.

The Company maintains cash and cash equivalents balances at financial institutions that are insured by the Federal Deposit Insurance Corporation up to $250,000.  At December 31, 2008 and September 30, 2008, the Company’s uninsured cash balances total $0 and $186,000, respectively.

E.  INCOME TAXES

The Company has adopted the provisions of Statement of Financial Accounting Standards (“SFAS”) No. 109, Accounting for Income Taxes. The statement requires an asset and liability approach for financial accounting and reporting of income taxes, and the recognition of deferred tax assets and liabilities for the temporary differences between the financial reporting bases and tax bases of the Company’s assets and liabilities at enacted tax rates expected to be in effect when such amounts are realized or settled.

8

 
NOTE 1-
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
             
F.  USE OF ESTIMATES

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during this reported period. Actual results could differ from those estimates.

G.  SHARE-BASED PAYMENTS

Effective December 31, 2005, the Company adopted the provisions of Financial Accounting Standards Board Statement of Financial Accounting Standard ("SFAS") No. 123(R), "Share-Based Payments," which establishes the accounting for employee stock-based awards. Under the provisions of SFAS No.123(R), stock-based compensation is measured at the grant date, based on the calculated fair value of the award, and is recognized as an expense over the requisite employee service period (generally the vesting period of the grant). The Company adopted SFAS No. 123(R) using the modified prospective method and, as a result, periods prior to December 31, 2005 have not been restated. The Company recognized stock-based compensation for awards issued under the Company's stock option plans in other income/expenses included in the Consolidated Statement of Operations. Additionally, no modifications were made to outstanding stock options prior to the adoption of SFAS No. 123(R), and no cumulative adjustments were recorded in the Company's financial statements.
 
The Company measures compensation expense for its non-employee stock-based compensation under the Financial Accounting Standards Board (FASB) Emerging Issues Task Force (EITF) Issue No. 96-18, "Accounting for Equity Instruments that are Issued to Other Than Employees for Acquiring, or in Conjunction with Selling, Goods or Services". The fair value of the option issued is used to measure the transaction, as this is more reliable than the fair value of the services received.
 
The fair value is measured at the value of the Company's common stock on the date that the commitment for performance by the counterparty has been reached or the counterparty's performance is complete. The fair value of the equity instrument is charged directly to compensation expense and additional paid-in capital.

9

 
NOTE 1-
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
          
H.  
REVENUE RECOGNITION

Revenue is recognized based on AICPA Statement of Position 03-3, if the management is reasonably comfortable with expected cash flows. In the event, expected cash flows cannot be reasonably estimated, the Company will use the “Recovery Method” under which revenues are only recognized after the initial investment has been recovered.

I.  EARNINGS (LOSS) PER SHARE OF COMMON STOCK

Historical net income (loss) per common share is computed using the weighted average number of common shares outstanding. Diluted earnings per share (EPS) include additional dilution from common stock equivalents, such as stock issuable pursuant to the exercise of stock options and warrants. Common stock equivalents were not included in the computation of diluted earnings per share when the Company reported a loss because to do so would be anti-dilutive for periods presented.

The following is a reconciliation of the computation for basic and diluted EPS:

   
December 31,
   
December 31,
 
   
2008
   
2007
 
             
Net income (loss)
  $ (48,220 )   $ 78,567  
                 
Weighted-average common shares
               
Outstanding (Basic)
    16,052,896       17,078,852  
                 
Weighted-average common stock
               
Equivalents
               
  Stock options
    -       950,000  
  Warrants
    -       946,000  
                 
Weighted-average common shares
               
Outstanding (Diluted)
    16,052,896       18,974,852  
 
For the three month period ended December 31, 2008 options (950,000) and warrants (946,000) were not included in the computation of diluted EPS because inclusion would have been anti-dilutive.

10

 
NOTE 1-
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
    
J.      RECENT ACCOUNTING PRONOUNCEMENTS

In September 2006, the SEC staff issued Staff Accounting Bulletin No. 108, Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements (SAB 108). SAB 108 was issued in order to eliminate the diversity in practice surrounding how public companies quantify financial statement misstatements. SAB 108 requires that registrants quantify errors using both a balance sheet and income statement approach and evaluate whether either approach results in a misstated amount that, when all relevant quantitative and qualitative factors are considered, is material. SAB108 must be implemented by the end of the Company's first fiscal year ending after November 15, 2007. The adoption of SAB 108 did not have a material impact on the Company’s financial reporting or disclosures.
 
In March 2006, the FASB issued FASB Statement No. 156, Accounting for Servicing of Financial Assets - an amendment of FASB Statement No. 140. This Statement:
 
1. Requires an entity to recognize a servicing asset or servicing liability each time it undertakes an obligation to service a financial asset by entering into a servicing contract under certain situations.
 
2. Requires all separately recognized servicing assets and servicing liabilities to be initially measured at fair value, if practicable.
 
3. Permits an entity to choose either the amortization method or the fair value measurement method subsequent measurement methods for each class of separately recognized servicing assets and servicing liabilities.
 
4. At its initial adoption, permits a one-time reclassification of available-for-sale securities to trading securities by entities with recognized servicing rights, without calling into question the treatment of other available-for-sale securities under Statement 115, provided that the available-for-sale securities  are identified in some manner as offsetting the entity's exposure to changes in fair value of servicing assets or servicing liabilities that a servicer elects to subsequently measure at fair value.
 
5. Requires separate presentation of servicing assets and servicing liabilities subsequently measured at fair value in the statement of financial position and additional disclosures for all separately recognized servicing assets and servicing liabilities.
 
The adoption of FASB No. 156 did have did not have a material impact on the Company’s results of operations or financial statements.
 
In September 2006, the FASB issued FASB Statement No. 157, Fair Value Measurements. This Statement defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles (GAAP), and expands disclosures about fair value measurements.

11

 
NOTE 1-
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
             
J.       RECENT ACCOUNTING PRONOUNCEMENTS (CONTINUED)
 
This Statement applies under other accounting pronouncements that require or permit fair value measurements, the Board having previously concluded in those accounting pronouncements that fair value is the relevant measurement attribute. Accordingly, this Statement does not require any new fair value measurements. FASB Statement No. 157 will be effective for our financial statements issued for our fiscal year beginning October 1, 2008. The adoption of FASB Statement No. 157 did not have a material impact on the Company’s results of operations or financial statements.

In February 2008, FASB Staff Position ("FSP") FAS No. 157-2, "Effective Date of FASB Statement No. 157" ("FSP No. 157-2") was issued. FSP No. 157-2 defers the effective date of SFAS No. 157 to fiscal years beginning after December 15, 2008, and interim periods within those fiscal years, for all nonfinancial assets and liabilities, except those that are recognized or disclosed at fair value in the financial statements on a recurring basis (at least annually). Examples of items within the scope of FSP No. 157-2 are nonfinancial assets and nonfinancial liabilities initially measured at fair value in a business combination (but not measured at fair value in subsequent periods), and long-lived assets, such as property, plant and equipment and intangible assets measured at fair value for an impairment assessment under SFAS No. 144.
 
In June 2006, the Financial Accounting Standards Board ("FASB") issued FASB Interpretation No. 48, "Accounting for Uncertainty in Income Taxes - an interpretation of FASB Statement No. 109" (FIN 48), which prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. FIN 48 also provides guidance on recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. FIN 48 will be effective for our fiscal year beginning October 1, 2007.The adoption of FIN 48 did not have a material impact on our financial reporting and disclosure.
 
In September 2006, the Securities and Exchange Commission issued Staff Accounting Bulletin No. 108, “Quantifying Misstatements”. SAB 108 is effective for financial statements issued for fiscal years beginning after November 15, 2007.  The adoption of SAB 108 did not have a material impact on its results of operations or financial statements.
 
The FASB also issued in September 2006 Statement of Financial Accounting Standards No. 158, employers’ Accounting for Defined Benefit Pension and other Postretirement Plans effective for financial statements issued for fiscal years beginning after December 15, 2006. This Standard requires recognition of the funded status of a benefit plan in the statement of financial position. The adoption of FASB 158 did not have a material impact on its results of operations or financial statements.
 
In February 2007 the FASB issued Financial Accounting Standards No. 159, The Fair Value Option for Financial Assets and Financial Liabilities – including an amendment of FASB Statement No. 115 effective for financial statements issued for fiscal years beginning after November 15, 2007. This Statement permits entities to choose to measure many financial instruments and certain other items at fair value. The adoption of FASB 159 did not have a material impact on its results of operations or financial statements.

12

 
NOTE 1-
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
             
J.       RECENT ACCOUNTING PRONOUNCEMENTS (CONTINUED)
 
Also in February 2007 the FASB issued Financial Accounting Standards No. 160, Noncontrolling Interests in Consolidated Financial Statements- an amendment of ARB No. 51 effective for financial statements issued for fiscal years beginning after December 15, 2008. The Company does not expect FASB 160 to have a material impact on its results or financial statements.
 
In March 2008 the FASB issued Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities – an amendment of FASB No. 133 effective for financial statements issued for fiscal years beginning after November 15, 2007. This Statement requires enhanced disclosures about an entity’s derivatives and hedging activities and thereby improves the transparence of financial reporting. The adoption of FASB 161 did not have a material impact on its results of operations or financial statements.
 
NOTE 2-
NOTES PAYABLE

A.  
 The Company issued on October 30, 2006 a note payable for the value of $150,000 in exchange for the retirement of 2,000,000 shares of common stock for $200,000. The company paid $50,000 in cash and issued a note payable of $150,000 for the balance. The terms are as follows: The Company is currently paying $3,000 per month. The note had an outstanding balance of $102,899 as of December 31, 2007. During the month of January 2008 the note was repaid in full for a discounted value of $40,000. The amount of $62,899 was recognized as income.

B.  
The Company issued on January 8, 2007 a private note offering in the amount of $300,000. The Company intends to pay the holder of the note in 24 fixed monthly payments of $14,546 from the date of issuance of the note at a rate of 15% per annum on or before January 9, 2009 (the "Maturity Date”). The note was repaid in full during the year ended September 30, 2008.

13

 
NOTE 3-
STOCK OPTIONS

In April 2004, the Company adopted a stock option plan upon approval by the shareholders at the Annual General Meeting under which selected eligible key employees of the Company are granted the opportunity to purchase shares of the Company’s common stock. The plan provides that 37,500,000 shares of the Company’s authorized common stock be reserved for issuance under the plan as either incentive stock options or non-qualified options. Options are granted at prices not less than 100 percent of the fair market value at the end of the date of grant and are exercisable over a period of ten years or a long as that person continues to be employed or serve on the on the Board of Directors, whichever is shorter. At December 31, 2008 and September 30, 2008, the Company had 950,000 options outstanding under this plan.
 
NOTE 4-
WARRANTS
 
The Company issued warrants during the year 2004. At  December 31, 2008 and September 30, 2008, respectively.  The Company had 946,000 warrants outstanding exercisable at approximately $.01 per warrant per share.
 
NOTE 5-
INCOME TAXES
 
Income Taxes are provided for the tax effects of transactions reported in the financial statements and consist of taxes currently due.  Deferred taxes related to differences between the basis of assets and liabilities for financial and income tax reporting will either be taxable or deductible when the assets or liabilities are recovered or settled.  The difference between the basis of assets and liabilities for financial and income tax reporting are not material therefore, the provision for income taxes from operations consist of income taxes currently payable.

There was no provision for income tax for the years ended December 31, 2008 and 2007.

At December 31, 2008 and 2007 the Company had an accumulated deficit approximating $243,552 and $285,424 available to offset future taxable income through 2028.
 
   
December 31,
   
December 31,
 
   
2008
   
2007
 
             
Deferred tax assets
  $ (85,243 )   $ (99,898 )
Less: valuation
    85,243       99,898  
Totals
  $ -     $ -  
 
14

 
NOTE 6-
STOCK HOLDERS’ EQUITY
 
COMMON STOCK

There were 325,000,000 shares of common stock authorized, with 16,052,896 and 17,122,896 shares issued and 16,052,896 outstanding at December 31, 2008 and September 30, 2008, respectively.  The par value for the common stock is $.001 per share.

The following details the stock transactions for the period ended December 31, 2008 and 2007.

During the month ended December 31, 2007 the company cancelled 6,020 shares of common stock at $.025 per share for a total amount of $151.

During the quarter ended December 31, 2008 the Company retired the Treasury stock of 1,070,000 shares of common stock at a market price of approximately $ .014 per share. The total purchase price was $15,039.

PREFERRED STOCK

There were 10,000,000 shares of preferred stock authorized, no shares outstanding as of December 31, 2008 and September 30, 2008.
 
NOTE 7-
RELATED PARTY
 
The Company receives fees from Ramco Income Fund Limited. The Company manages Ramco Income Fund Limited a Bermuda entity. The servicing fees for the period ended December 31, 2008 and 2007 were $8,075 and $16,202, respectively.
 
15

ITEM 2.

MANAGEMENT’S DISCUSSION & ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

This “Management’s Discussion and Analysis of Financial Condition and Results of Operations” should be read in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Annual Report on Form 10KSB as of and for the year ended September 30, 2008 as filed with the Securities and Exchange Commission. Cautionary Statements Pursuant to Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995:

This report contains forward-looking statements within the meaning of the federal securities laws. These forward-looking statements involve risks, uncertainties and assumptions that, if they never materialize or prove incorrect, could cause the results of the Company to differ materially from those expressed or implied by such forward-looking statements. All statements, other than statements of historical fact, are forward-looking statements, including statements regarding overall trends, gross margin trends, operating cost trends, liquidity and capital needs and other statements of expectations, beliefs, future plans and strategies, anticipated events or trends, and similar expressions concerning matters that are not historical facts. The risks, uncertainties and assumptions referred to above may include the following:

 
§
changes in the business practices of credit originators in terms of selling defaulted consumer receivables   or outsourcing defaulted consumer receivables to third-party contingent fee collection agencies;

 
§
ability to acquire sufficient portfolios;

 
§
ability to recover sufficient amounts on acquired portfolios;

 
§
a decrease in collections if bankruptcy filings increase or if bankruptcy laws or other debt collection laws change;

 
§
changes in government regulations that affect the Company’s ability to collect sufficient amounts on its acquired or serviced receivables;

 
§
the Company’s ability to retain the services of recovery partners;

 
§
changes in the credit or capital markets, which affect the Company’s ability to borrow money or raise capital to purchase or service defaulted consumer receivables;

 
§
the degree and nature of the Company’s competition; and

 
§
our ability to respond to changes in technology and increased competition;

 
§
the risk factors listed from time to time in the Company’s filings with the Securities and Exchange Commission.

Overview

The Company is engaged in the purchase and recovery of defaulted consumer receivables. These receivables are acquired at deep discounts and outsourced for collections on a contingency basis. The Company also manages Ramco Income Fund, Ltd, a Bermuda domiciled mutual fund with circa $375,000 under management. The Company continues to seek additional capital to invest into additional portfolios but it cannot provide any assurances that it will be able to raise or generate such capital.

 
16

 

RESULTS OF OPERATIONS

Overview

The Company continues to execute its long term strategy. With several relationships in place with debt sellers, the Company is now in discussions with several lenders for a credit facility which will allow us to acquire larger portfolios although it cannot provide any guarantees that it will be successful in any obtaining any such credit facility or finalizing any such acquisition. The following table summarizes collections, revenues, operating expenses, income before taxes and fully diluted net income.

   
 
Three Months Ended December 31, 2008
 
    
2008
   
2007
   
$ Change
   
% Change
 
                         
Net Collections (excluding sale)
  $ 98,216     $ 199,409     $ (101,193 )     -51 %
                                 
Finance Income
  $ 77,951     $ 161,378     $ (83,427 )     -52 %
As a Percentage of Income
    79 %     81 %                
                                 
Servicing Income
  $ 8,785     $ 16,202     $ (7,417 )     -46 %
                                 
Operating Expenses
  $ 136,385     $ 140,543     $ (4,158 )     -3 %
                                 
Net Income (Loss)
  $ (48,220 )   $ 78,567     $ (126,787 )     -161 %
                                 
Fully Diluted EPS
    (0.00 )   $ (0.00 )   $ (0.00 )   $ (0.00 )

Revenue

During the quarter ended December 31, 2008, the Company had a net loss of ($48,220) versus net income of $78,657 during the quarter ended December 31, 2007. For the three months ended December 31, 2008 the Company had revenue of $86,736, versus revenue of $224,524 during the quarter ended December 31, 2007. Total revenue for the quarter ended December 31, 2008 included finance income of $77,951 and servicing income of $8,785 versus finance income of $161,378 and servicing income of $16,202 during the quarter ended December 31, 2007. Finance income declined by approximately 52% or $83,427 and servicing income declined by 46% or $7,417 during the quarter ended December 31, 2008 when compared to quarter ended December 31, 2007. Servicing income has been declining due to run-off of portfolios held in Ramco Income Fund. The company collected $98,216 during the quarter ended December 31, 2008 versus $199,409 during the quarter ended December 31, 2007. As a percentage of cash collection, recognized revenue (finance income) was approximately 79% during the quarter compared to 81% in the quarter ended December 31, 2007.

 
17

 

Operating Expenses

 Total operating expenses for the three month ended December 31, 2008 were $136,385 compared to $140,543 for the three month ended December 31, 2007. The Company continues to reduce operating expensed in light of declining recoveries and lack of investments in new portfolios.

 Rent and Occupancy

Rent and occupancy expenses were $9,410 for the three months ended December 31, 2008 versus $9,425 for the three months ended December 31, 2007.

Depreciation

The Company did not record any depreciation expense for the three months ended December 31, 2008.
  
Purchase of Defaulted Receivables

During the quarter ended December 31, 2008, the Company did not acquire any portfolios compared to acquisition of portfolios with aggregate face value amount of $5,779,237 with a purchase price of $201,982 during the quarter ended December 31, 2007. As a part of its strategy, the Company does not do any in-house collection, but outsources collection to carefully selected specialist debt collection agencies. The Company is currently working with several collection agencies on a contingency basis. The contingency fees averaged 28% during the quarter.

Portfolio Data

The following table shows the Company’s portfolio buying activity during the quarter, among other things, the purchase price, actual cash collections and estimated cash collection as of December 31, 2008.

Purchase Period
 
Purchase 
Price(1)
   
Actual Cash 
Collection (2)
   
Estimated (3)
 
12/31/2003
  $ 569,070     $ 1,768,854     $ 14,420  
4/11/2005
  $ 375,000     $ 453,635     $ 26,410  
7/25/2005
  $ 177,668     $ 256,280     $ 12,500  
3/9/2006
  $ 191,992     $ 213,676     $ 11,000  
4/7/2006
  $ 331,974     $ 344,172     $ 15,735  
12/31/04-12/20/06
  $ 780,875     $ 1,025,590     $ 120,493  
1/7/2007
  $ 324,248     $ 261,303     $ 122,972  
10/11/2007
  $ 201,982     $ 71,856     $ 110,125  

(1)           Purchase price refers to the cash paid to a seller to acquire defaulted receivables, plus certain capitalized expenses, less the purchase price refunded by the seller due to the return of non-compliant accounts (also defined as buybacks). Non-compliant refers to the contractual representations and warranties between the seller and the Company. These representations and warranties from the sellers generally cover account holders’ death or bankruptcy and accounts settled or disputed prior to sale. The seller can replace or repurchase these accounts.

(2)           Actual cash collections net of recovery cost or sale.

(3)
Total estimated collections refers to the actual cash collections, including cash sales, plus estimated remaining collections.   The Company will take an impairment charge if the actual recoveries fall short of expected recoveries.

 
18

 

When the Company acquires a portfolio of defaulted receivables, it estimates the expected recovery of the portfolio. A 60 month projection of cash collections is created for each portfolio. Only after the portfolio has established probable and estimable performance in excess of projections will the accretable yield be increased and recognized as revenue.  If actual cash collections are less than the original forecast, the Company will take an impairment charge. Collection activities commence within 30 days of purchase, which allows for adequate time to scrub the portfolio for deceased, settled, incarcerated and bankruptcy filed accounts. For modeling and revenue recognition purposes, the company uses 15 calendar days.

Recovery Partners

The Company outsources all its recovery activities to carefully selected debt collection agencies and network of collection attorneys with specific collection expertise. The company is currently using 6 collection agencies and several law firms in the U.S. and U.K. The average contingent collections fee is approximately 25% which is expected to rise during the later years of recovery.

Seasonality

Collections tend to be higher in the first and second quarters of the year and lower in the third and fourth quarter of the year, due to consumer payment patterns in connection with seasonal employment, income tax refunds and holiday spending habits.

Currency Risk

The Company currently holds one portfolio in the United Kingdom and such purchase may expose the company to adverse currency risks.

Liquidity and Capital Resources

As of December 31, 2008, the Company had a working capital of $242,389 versus working capital of $211,965 during the quarter ended December 31, 2007. The increase in working capital is largely due to reduction in expenses and repayment of note payables during the year ended September 30, 2008. The Company believes that funds generated from operations, resale of portfolios together with existing cash will be sufficient to finance its operations for the foreseeable future. For the three month ended December 31, 2008 the Company had net cash of $228,805 versus $327,563 at the end of quarter ended December 31, 2007. Net cash provided by operating activities was ($4,620) for the three months ended December 31, 2008 versus $86,858for the three months ended December 31, 2007. Net cash used by financing activities was ($25) during the quarter ended December 31, 2008 compared to ($45,825) during the quarter ended December 31, 2007. Our primary investing activity to date has been the purchase of charged-off consumer receivable portfolios. However, during the quarter, the Company did not invest in any portfolio compared to the quarter ended December 31, 2007 during which we invested $201,982 in portfolios with a face value of approximately $5,779,237.

Cash generated from operations is dependent upon the Company’s ability to collect on its defaulted consumer receivables. Many factors, including the economy, purchase price and the Company’s ability to retain the services of its recovery partners, are essential to generate cash flows. Fluctuations in these factors that cause a negative impact on the Company’s business could have a material negative impact on its expected future cash flows. During the quarter, the Company generated approximately $98,216 from collections and $8,785 from servicing compared to $199,409 from collections and $16,202 from servicing during the quarter ended December 31, 2007. Cash collections will continue to decline to difficult economic environment, lack of portfolio investments and impaired ability to resell portfolios in the secondary market.

 
19

 

The Company believes that funds generated from operations, together with existing cash will be sufficient to finance its operations for the foreseeable future The Company has begun strategic review of operations and exploring the possibility of non-strategic acquisition or merger with another operating company.

Income Taxes

We did not record any income tax provision for the three months ended December 31, 2008.

Contractual Obligation

The Company entered into a 12 month lease with H&Q Global Services at $2,500 per month plus variable expenses that include telecommunication, copier, postage and delivery charges. This lease expires on February 28, 2009 and the Company expects to stay on a month-to-month basis.

Market Outlook for Charged-off Receivables

Recently there has been a substantial inflow of capital into this business which has resulted in significant increase in prices paid. Prices have started to come down due to tighter credit environment and declining quality of consumer credit. Any pronounced correction will force many too sell their remaining portfolios and exit the market considering the payback periods have been stretched due to high prices paid.

Critical Accounting Policy & Estimates

Our Management’s Discussion and Analysis of Financial Condition and Results of Operations section discusses our condensed consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America as promulgated by the Public Company Accounting Oversight Board. The preparation of these financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. On an ongoing basis, management evaluates its estimates and judgments, including those related to revenue recognition, accrued expenses, financing operations, and contingencies and litigation. Management bases its estimates and judgments on historical experience and on various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions and conditions. 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. These accounting policies are described at relevant sections in this discussion and analysis and in the condensed consolidated financial statements included in this quarterly report.

The Company utilizes the interest method under guidance provided by the AICPA issued Statement of Position (“SOP”) 03-03 to determine income recognized on finance receivables. In October 2004, the American Institute of Certified Public Accountants issued Statement of Position (“SOP”) 03-03, “Accounting for Loans or Certain Securities Acquired in a Transfer.” This SOP proposes guidance on accounting for differences between contractual and expected cash flows from an investor’s initial investment in loans or debt securities acquired in a transfer if those differences are attributable, at least in part, to credit quality. This SOP is effective for loans acquired in fiscal years beginning after March 15, 2005. The SOP would limit the revenue that may be accrued to the excess of the estimate of expected future cash flows over a portfolio’s initial cost of accounts receivable acquired. The SOP would require that the excess of the contractual cash flows over expected cash flows not be recognized as an adjustment of revenue, expense, or on the balance sheet. The SOP would freeze the internal rate of return, referred to as IRR, originally estimated when the accounts receivable are purchased for subsequent impairment testing. Rather than lower the estimated IRR if the original collection estimates are not received, the carrying value of a portfolio would be written down to maintain the original IRR. Increases in expected future cash flows would be recognized prospectively through adjustment of the IRR over a portfolio’s remaining life. The SOP provides that previously issued annual financial statements would not need to be restated. Management is in the process of evaluating the application of this SOP.

 
20

 

OFF-BALANCE SHEET ARRANGEMENTS
 
The Company has no off-balance sheet arrangements

RISK FACTORS

IN ADDITION TO OTHER INFORMATION IN THIS REPORT, YOU SHOULD CONSIDER THE FOLLOWING RISK FACTORS CAREFULLY.  THESE RISKS MAY IMPAIR THE COMPANY'S OPERATING RESULTS AND BUSINESS PROSPECTS AS WELL AS THE MARKET PRICE OF THE COMPANY'S COMMON STOCK.

PENNY STOCK REGULATIONS AND REQUIREMENTS FOR LOW PRICED STOCK

The SEC adopted regulations which generally define a "penny stock" to be any non-Nasdaq equity security that has a market price of less than $5.00 per share, subject to certain exceptions.  Based upon the price of the Common Stock as currently traded on the NASDAQ Bulletin Board, the Company's Common Stock is subject to Rule 15g-9 under the Exchange Act which imposes additional sales practice requirements on broker-dealers which sell securities to persons other than established customers and "accredited investors."  For transactions covered by this rule, a broker-dealer must make a special suitability determination for the purchaser and have received a purchaser's written consent to the transaction prior to sale.  Consequently, this rule may have a negative effect on the ability of stockholders to sell common shares of the Company in the secondary market.

ITEM 3. 
CONTROLS AND PROCEDURES

                                Evaluation of disclosure controls and procedures

The term “ disclosure controls and procedures “ is defined in Rules 13(a)-15e and 15(d) - 15(e) of the Securities Exchange Act of 1934, as amended (the Exchange Act). Our principal executive officer and principal financial officer have evaluated the effectiveness of our disclosure controls and procedures as of December 31, 2008. They have concluded that, as of December 31, 2008 that our disclosures were effective to ensure that:
 
(1)  
That information required to be disclosed by the Company in reports that it files or submits under the act is recorded, processed, summarized and reported, within the time periods specified in the Commissions’ rules and forms, and
(2)  
Controls and procedures are designed by the Company to ensure that information required to be disclosed by Receivable Acquisition & Management Corporation Inc. in the reports it files or submits under the Act is accumulated and communicated to the issuer’s management including the principal executive and principal financial officers or persons performing similar functions, as appropriate to allow timely decisions regarding financial disclosure.


 
21

 

This term refers to the controls and procedures of a Company that are designed to ensure that information required to be disclosed by a Company in the reports that it files under the Exchange Act is recorded, processed, summarized and reported within the required time periods. Our principal executive officer and principal financial officer have evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this quarterly report. They have concluded that, as of December 31, 2008 our disclosure and procedures were effective in ensuring that required information will be disclosed on a timely basis in our reports filed under the exchange act.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

No changes in the Company’s internal control over financial reporting have come to management’s attention during the Company’s last fiscal quarter that have materially affected, or are likely to materially affect, the Company’s internal control over financial reporting.

PART II

OTHER INFORMATION

ITEM 1.
LEGAL PROCEEDINGS

The Company is not a party to any material pending legal proceedings or, to the best of its knowledge, a proceeding being contemplated by a governmental authority, nor is any of the Company’s property the subject of any pending legal proceedings or a proceeding being contemplated by a governmental authority except for the following:
 
 
·
On April 23, 2004, Reliant Industries, Inc., Michael Wong and Debbie Wong filed a complaint with the Supreme Court of the State of New York Suffolk County against Biopharmaceuticals, Inc. and Edward Fine.  Biopharmaceuticals, Inc. is the Company’s former name.  The plaintiffs allege that the Company together with the other defendant committed fraud, breach of contract and negligence.  The plaintiffs are seeking monetary payments for any loss that they may suffer as a result of the alleged fraud, breach of contract and negligence as well as legal fees, punitive damages and costs disbursements.  The Company denies all allegations and intends to defend this action vigorously.  The case was dismissed in the Company’s favor on February 7, 2007.
 
 
·
On June 29, 2005, Allied Surgical Centers Management, LLC, et al. (“Allied”) filed a complaint against the Company seeking declaratory and injunctive relief in connection with contracts entered in April 2005 between Allied and the Company pursuant to which the Company acquired various account receivables from Allied (the “Contracts”).  Such compliant was filed in the Superior Court of the State of California, For the County of Los Angeles, Central District.    Allied is seeking a declaratory judgment from the court which would exclude various account receivables (the “Disputed Account Receivables”) from the Contracts.  Allied is also seeking a temporary restraining order and preliminary injunction restricting the Company from attempting to seize or collecting the Disputed Account Receivables.  The Company filed a cross complaint on July 15, 2005.  In the cross complaint, the Company is seeking an accounting, a mandatory injunction for specific performance of the Contracts and damages in the amount of $21,000,000 in connection with Allied’s alleged breach of contract, fraud, intentional interference with prospective economic advantage, breach of good faith, breach of fiduciary duty, conversion and slander.  The Company and Allied have reached a settlement in connection with this matter. Allied has dropped all its claims and agreed to pay all funds received since the purchase of Allied’s portfolio in April 2005. The settlement agreement was executed on February 10, 2006 and the Company received the first settlement payment on March 1, 2006 and final settlement in January 2008.
 
 
·
On September 9, 2005, the Company filed a complaint with the Supreme Court of the State of New York – County of New York against Triton Capital, Inc., Southern Capital Associates, Inc., JMS Collections, LLC., Wendt Law Office, James Roscetti, and Dave Dwyer for breach of contract, conversion, deceptive business practices and unjust enrichment.  The Company is seeking an amount no less than $46,931. The Company reached a settlement with the Defendants and recovered $7,092 in July 2007.

 
22

 

ITEM 2.
UNREGISTERED SALE OF EQUITY SECURITIES AND USE OF PROCEEDS

The Company repurchased 1,070,000 shares at a price of $0.015 per share during the quarter ended December 31, 2008.  The total repurchase price was $15,000.

ITEM 3.
DEFAULTS UPON SENIOR SECURITIES

Not Applicable.

ITEM 4.
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

Not Applicable.

ITEM 5.
OTHER INFORMATION

Not Applicable

ITEM 6. 
EXHIBITS

Exhibits:
   
     
Exhibit
   
Number
 
Description
     
31.1
 
Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
     
32.1
 
Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 
23

 

SIGNATURES

In accordance with the requirements of the Exchange Act, the Company has caused this report to be signed by the undersigned, thereunto duly authorized.

    RECEIVABLE ACQUISITION & MANAGEMENT CORPORATION
     
Date:  February 17, 2009    
     
 
By:
/s/ Max Khan
   
Max Khan
   
Chief Executive Officer
   
Chief Financial Officer
   
Director

In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated:

/s/ Max Khan
By:  Max Khan
Chief Executive Officer,
Chief Financial Officer and Director
Date:  February 17, 2009

 
24

 
EX-31.1 2 v139990_ex31-1.htm
 
EXHIBIT 31.1

Certification Pursuant to Securities Exchange Act Rules 13a-14 and 15d-14 as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

I, Max Khan, the Chief Executive Officer and Chief Financial Officer of Receivable Acquisition & Management Corporation, certify that:

 
1.
I have reviewed this annual report on Form 10-Q of Receivable Acquisition & Management Corporation;

 
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the small business issuer as of, and for, the periods presented in this report;

 
4.
The small business issuer’s other certifying officer(s) and I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the small business issuer and have:

 
a.
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the small business issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this annual report is being prepared;

 
b.
Evaluated the effectiveness of the small business issuer’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 
c.
Disclosed in this report any changes in the small business issuer’s internal control over financial reporting that occurred during the small business issuer’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the small business issuer’s internal control over financial reporting; and materially affected, or is reasonably likely to materially affect, the small business issuer’s internal control over financial reporting; and

 
5.
The small business issuer’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the small business issuer’s auditors and the audit committee of small business issuer’s Board of Directors (or persons performing the equivalent function):

 
a.
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the small business issuer’s ability to record, process, summarize and report financial information; and

 
 

 

 
b.
Any fraud, whether or not material, that involves management or other employees who have a significant role in the small business issuer’s internal control over financial reporting.

Dated: February 17, 2009
/s/ Max Khan
 
By:  Max Khan
 
Chief Executive Officer,
 
Chief Financial Officer

 
 

 
EX-32.1 3 v139990_ex32-1.htm

EXHIBIT 32.1

Certification Pursuant to
18 U.S.C. Section 1350,
as adopted Pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.

In connection with the quarterly report of Receivable Acquisition & Management Corporation (the “COMPANY”) on Form 10-Q for the period ended December 31, 2008 as filed with the SEC on the date hereof (the “REPORT”), I hereby certify, in my capacity as an officer of the Company, for purposes of 18 U.S.C. ss. 1350, as adopted pursuant to ss. 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge:

 
(1)
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 
(2)
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

By:  Max Khan
Chief Executive Officer,
DATE:  February 17, 2009

 
 

 
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