-----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, DfWIotr2aDdnwqV24d2m1edaQLloQlQ+35z3GutCduzMBezTzKE4B4wW/AhMuTSh SEPjo4ibO5hdzxHkxFoDDA== 0000889812-98-001853.txt : 19980803 0000889812-98-001853.hdr.sgml : 19980803 ACCESSION NUMBER: 0000889812-98-001853 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980630 FILED AS OF DATE: 19980731 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN CLAIMS EVALUATION INC CENTRAL INDEX KEY: 0000774517 STANDARD INDUSTRIAL CLASSIFICATION: INSURANCE AGENTS BROKERS & SERVICES [6411] IRS NUMBER: 112601199 STATE OF INCORPORATION: NY FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-14807 FILM NUMBER: 98675193 BUSINESS ADDRESS: STREET 1: 375 N BROADWAY STREET 2: ONE JERICHO PLAZA CITY: JERICHO STATE: NY ZIP: 11753 BUSINESS PHONE: 5169388000 MAIL ADDRESS: STREET 1: ONE JERICHO PLAZA CITY: JERICHO STATE: NY ZIP: 11753 10-Q 1 QUARTERLY REPORT 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 For the quarterly period ended June 30, 1998 or { } TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____ to _____ Commission File Number: 0-14807 AMERICAN CLAIMS EVALUATION, INC. ------------------------------------------------------ (Exact name of Registrant as specified in its charter) New York 11-2601199 ------------------------------- ------------------- (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) One Jericho Plaza, Jericho New York 11753 --------------------------------------------------------- (Address of principal executive offices) (Zip Code) (516) 938-8000 ---------------------------------------------------- (Registrant's telephone number, including area code) Not applicable - ------------------------------------------------------------------------------ (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for 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 ---------- ---------- APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Common Stock, par value $.01 per share 4,273,500 shares outstanding at July 28, 1998 AMERICAN CLAIMS EVALUATION, INC. INDEX Page No. -------- PART I - FINANCIAL INFORMATION Item 1. Consolidated Financial Statements Consolidated Balance Sheets as of June 30, 1998 and March 31, 1998 3 Consolidated Statements of Operations for the Three Months ended June 30, 1998 and 1997 4 Consolidated Statements of Cash Flows for the Three Months ended June 30, 1998 and 1997 5 Notes to Consolidated Financial Statements 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 7 PART II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K 8 SIGNATURES 9 2 PART I. FINANCIAL INFORMATION Item 1 - Consolidated Financial Statements AMERICAN CLAIMS EVALUATION, INC. AND SUBSIDIARY Consolidated Balance Sheets
Jun. 30, 1998 Mar. 31, 1998 ------------- ------------- (Unaudited) Assets Current Assets: Cash and cash equivalents $ 8,106,954 8,105,960 Accounts receivable, net 84,936 90,478 Prepaid expenses 29,690 27,748 ----------- ----------- Total current assets 8,221,580 8,224,186 Property and equipment, net 79,448 94,056 Excess cost over fair value of net assets acquired, net 493,130 501,236 ----------- ----------- $ 8,794,158 8,819,478 =========== =========== Liabilities and Stockholders' Equity Current liabilities: Accounts payable 63,232 42,775 Accrued expenses 123,286 101,032 Current liabilities of discontinued operations - 86,204 Income taxes payable 5,651 2,730 Deferred income taxes 2,473 2,473 ----------- ----------- Total current liabilities 194,642 235,214 ----------- ----------- Stockholders' equity: Common stock, $.01 par value; authorized 10,000,000 shares; 4,450,000 shares issued and outstanding 44,500 44,500 Additional paid-in capital 3,515,699 3,515,699 Retained earnings 5,337,534 5,322,282 ----------- ----------- 8,897,733 8,882,481 Less treasury shares, at cost, 176,500 shares (298,217) (298,217) ----------- ----------- Total stockholders' equity 8,599,516 8,584,264 ----------- ----------- $ 8,794,158 8,819,478 =========== ===========
Note: The balance sheet at March 31, 1998 has been derived from the audited financial statements at that date. 3 AMERICAN CLAIMS EVALUATION, INC. AND SUBSIDIARY Consolidated Statements of Operations (Unaudited)
Three months ended ------------------------------------- Jun. 30, 1998 Jun. 30, 1997 ------------- ------------- Revenues $ 301,152 324,240 Cost of services 135,080 145,749 ----------- ----------- Gross margin 166,072 178,491 Selling, general and administrative expenses 286,364 333,298 ----------- ----------- Operating loss (120,292) (154,807) Other income: Interest income 115,231 110,660 Miscellaneous income 25,313 7,331 ----------- ----------- Earnings (loss) before provision for (benefit from) income taxes 20,252 (36,816) Provision for (benefit from) income taxes 5,000 (10,000) ----------- ----------- Net earnings (loss) $ 15,252 (26,816) =========== =========== Net earnings (loss) per share: Basic $ .00 (.01) =========== =========== Diluted $ .00 (.01) =========== =========== Weighted average common shares outstanding: Basic 4,273,500 4,073,500 =========== =========== Diluted 4,366,632 4,073,500 =========== ===========
4 AMERICAN CLAIMS EVALUATION, INC. AND SUBSIDIARY Consolidated Statements of Cash Flows (Unaudited)
Three months ended ------------------------------------- Jun. 30, 1998 Jun. 30, 1997 ------------- ------------- Cash flows from operating activities: Net earnings (loss) continuing activities $ 15,252 (26,816) ----------- ----------- Adjustments to reconcile net earnings (loss) to net cash provided by operating activities: Depreciation and amortization 22,714 29,712 Changes in assets and liabilities: Accounts receivable 5,542 25,649 Prepaid expenses (1,942) (12,366) Prepaid income taxes - (9,668) Accounts payable 20,457 12,456 Accrued expenses 22,254 (6,865) Income taxes payable 2,921 (11,004) ----------- ----------- Total adjustments 71,946 27,914 ----------- ----------- Net cash provided by operating activities of continuing operations 87,198 1,098 ----------- ----------- Net cash flows provided by (used in) discontinued operations (86,204) 90,632 ----------- ----------- Cash flows from investing activities: Capital expenditures - (39,463) ----------- ----------- Net increase in cash and cash equivalents 994 52,267 Cash and cash equivalents at beginning of period 8,105,960 7,648,617 ----------- ----------- Cash and cash equivalents at end of period $ 8,106,954 7,700,884 =========== =========== Supplemental Disclosure of Cash Flow Information: Income taxes paid $ 2,079 10,672 =========== ===========
5 AMERICAN CLAIMS EVALUATION, INC. AND SUBSIDIARY Notes to Consolidated Financial Statements (Unaudited) General The accompanying unaudited financial statements and footnotes have been condensed and therefore do not contain all disclosures required by generally accepted accounting principles. Reference should be made to the Company's Annual Report to Shareholders for the year ended March 31, 1998. In the opinion of management, all adjustments (consisting of normal recurring accruals) have been made to present fairly the financial position, results of operations and cash flows as at and for the periods shown. Earnings Per Share The Company has adopted Statement of Financial Accounting Standards No. 128, Earnings per Share, which requires presentation of two calculations per share. Basic earnings per share equals net earnings divided by weighted average common shares outstanding during the period. Diluted earnings per share equals net earnings divided by the sum of weighted average common shares outstanding during the period plus common stock equivalents. Common stock equivalents are assumed to be issued if outstanding stock options were exercised. The Company has restated all prior period amounts to reflect these calculations. 6 Item 2 - Management's Discussion and Analysis of Financial Condition and Results of Operations Results of Operations - Three Months ended June 30, 1998 and 1997 Revenues for the three months ended June 30, 1998 totaled $301,152 as compared with the $324,240 reported for the corresponding period ended June 30, 1997. This represents a decrease of approximately 7.1%. The related cost of services remained relatively consistent at 44.9% as a percentage of related revenues for the three months ended June 30, 1998, as compared to 45.0% of related revenues in the same period last year. Selling, general and administrative expenses for the quarter ended June 30, 1998 decreased to $286,364 from $333,298 for the three months ended June 30, 1997. Although management is always exploring various alternatives to decrease corporate overhead, it anticipates that certain expenditures related to its search for acquisition candidates will increase. Liquidity and Capital Resources At June 30, 1998, the Company had working capital of $8,026,938 as compared to working capital of $7,988,972 at March 31, 1998. The Company believes that it has sufficient cash resources and working capital to meet its present cash requirements. The Company continues its review of strategic alternatives for maximizing shareholder value. Potential acquisitions will be evaluated based on their merits within its current line of business, as well as other fields. 7 PART II. OTHER INFORMATION Item 6 - Exhibits and Reports on Form 8-K (a) The following exhibits are filed with this Quarterly Report on Form 10-Q. 27 Financial Data Schedule (filed with electronically filed copy only). (b) None. 8 SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereto duly authorized. AMERICAN CLAIMS EVALUATION, INC. Date: July 28, 1998 By: /s/ Gary Gelman ---------------------------------------- Gary Gelman Chairman of the Board, President and Chief Executive Officer (Principal Executive Officer) Date: July 28, 1998 By: /s/ Gary J. Knauer ---------------------------------------- Gary J. Knauer Chief Financial Officer and Treasurer (Principal Financial Officer) 9 EX-27 2 FINANCIAL DATA SCHEDULE
5 The schedule contains summary financial information extracted from the consolidated financial statements and is qualified in its entirety by reference to such financial statements. 1 3-MOS MAR-31-1999 JUN-30-1998 8,106,954 0 85,936 1,000 0 8,221,580 500,278 420,830 8,794,158 194,642 0 44,500 0 0 3,515,699 8,794,158 301,152 301,152 135,080 135,080 286,364 0 0 20,252 5,000 15,252 0 0 0 15,252 0.00 0.00
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