-----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, OSrKhDjjn7k+Mf8HVG+d6MMFHaXgP02ohtJzFk7nw6CY0vjas1NTd22PPw1iebU1 9RtPzWX64nSN+W4BdKI6fA== 0000889812-98-002558.txt : 19981102 0000889812-98-002558.hdr.sgml : 19981102 ACCESSION NUMBER: 0000889812-98-002558 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980930 FILED AS OF DATE: 19981030 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: 98733988 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 September 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 October 26, 1998 AMERICAN CLAIMS EVALUATION, INC. INDEX Page No. -------- PART I - FINANCIAL INFORMATION Item 1. Consolidated Financial Statements Consolidated Balance Sheets as of September 30, 1998 and March 31, 1998 3 Consolidated Statements of Operations for the Six Months and Three Months ended September 30, 1998 and 1997 4 Consolidated Statements of Cash Flows for the Six Months ended September 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 Exhibit8 and Reports on Form 8-K SIGNATURES 9 2 PART I. FINANCIAL INFORMATION Item 1 - Consolidated Financial Statements AMERICAN CLAIMS EVALUATION, INC. AND SUBSIDIARY Consolidated Balance Sheets
Sep.30,1998 Mar.31,1998 ---------- ---------- (Unaudited) Assets Current Assets: Cash and cash equivalents $8,161,868 8,105,960 Accounts receivable, net 74,205 90,478 Prepaid expenses 20,473 27,748 ---------- ---------- Total current assets 8,256,546 8,224,186 Property and equipment, net 65,101 94,056 Excess cost over fair value of net assets acquired, net 485,024 501,236 ---------- ---------- $8,806,671 8,819,478 ========== ========== Liabilities and Stockholders' Equity Current liabilities: Accounts payable 42,760 42,775 Accrued expenses 125,486 101,032 Current liabilities of discontinued operations -- 86,204 Income taxes payable 10,651 2,730 Deferred income taxes 2,473 2,473 ---------- ---------- Total current liabilities 181,370 235,214 ---------- ---------- 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 5,363,319 5,322,282 ---------- ---------- 8,923,518 8,882,481 Less treasury shares, at cost, 176,500 shares (298,217) (298,217) ---------- ---------- Total stockholders' equity 8,625,301 8,584,264 ---------- ---------- $8,806,671 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 Six months ended ---------------------------------------------------------------- Sep. 30, 1998 Sep. 30, 1997 Sep. 30, 1998 Sep. 30, 1997 ------------- ------------- ------------- ------------- Revenues $ 300,074 331,890 601,226 656,130 Cost of services 130,793 146,308 265,873 292,057 ----------- ----------- ----------- ----------- Gross margin 169,281 185,582 335,353 364,073 Selling, general and administrative expenses 292,285 300,485 578,649 633,783 ----------- ----------- ----------- ----------- Operating loss (123,004) (114,903) (243,296) (269,710) Other income: Interest income 115,176 115,785 230,407 226,445 Miscellaneous income 38,613 10,336 63,926 17,667 ----------- ----------- ----------- ----------- Earnings (loss) before provision for (benefit from) income taxes 30,785 11,218 51,037 (25,598) Provision for (benefit from) income taxes 5,000 3,000 10,000 (7,000) ----------- ----------- ----------- ----------- Net earnings (loss) $ 25,785 8,218 41,037 (18,598) =========== =========== =========== =========== Net earnings per share: Basic $ .01 .00 .01 .00 =========== =========== =========== =========== Diluted $ .01 .00 .01 .00 =========== =========== =========== =========== Weighted average common shares outstanding: Basic 4,273,500 4,273,500 4,273,500 4,173,500 =========== =========== =========== =========== Diluted 4,406,490 4,383,559 4,386,561 4,228,529 =========== =========== =========== ===========
4 AMERICAN CLAIMS EVALUATION, INC. AND SUBSIDIARY Consolidated Statements of Cash Flows (Unaudited)
Six months ended ---------------- Sep.30,1998 Sep.30,1997 ----------- ----------- Cash flows from operating activities: Net earnings (loss) from continuing operations $ 41,037 (18,598) ----------- ----------- Adjustments to reconcile net earnings (loss) to net cash provided by operating activities: Depreciation and amortization 45,167 90,861 Changes in assets and liabilities: Accounts receivable 16,273 48,340 Prepaid expenses 7,275 (13) Accounts payable (15) (6,565) Accrued expenses 24,454 (4,666) Income taxes payable 7,921 721 ----------- ----------- Total adjustments 101,075 128,678 ----------- ----------- Net cash provided by operating activities of continuing operations 142,112 110,080 ----------- ----------- Net cash flows provided by (used in) discontinued operations (86,204) 81,799 ----------- ----------- Cash flows from investing activities: Capital expenditures -- (39,463) ----------- ----------- Cash flows from financing activities: Proceeds from issuance of common stock -- 250,000 ----------- ----------- Net increase in cash and cash equivalents 55,908 402,416 Cash and cash equivalents at beginning of period 8,105,960 7,648,617 ----------- ----------- Cash and cash equivalents at end of period $ 8,161,868 8,051,033 =========== =========== 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 - Six Months ended September 30, 1998 and 1997 Revenues for the six months ended September 30, 1998 totaled $601,226 as compared with the $656,130 reported for the corresponding period ended September 30, 1997. This represents a decrease of approximately 8.4%. The related cost of services decreased to 44.2% of revenues for the three months ended September 30, 1998, as compared to 44.5% of related revenues in the same period last year. Selling, general and administrative expenses for the six months ended September 30, 1998 amounted to $578,649, a decrease of $55,134 from the comparable period ended September 30, 1997. Although management has been successful in its efforts to reduce corporate overhead, certain expenditures related to its search for acquisition candidates have increased. Liquidity and Capital Resources At September 30, 1998, the Company had working capital of $8,075,176 as compared to working capital of $7,988,972 at March 31, 1997. The Company believes that it has sufficient cash resources and working capital to meet its present cash requirements. During the six months ended September 30, 1997, net cash provided by financing activities consisted of $250,000 received from the issuance of common stock. The Company continues its review of strategic alternatives for maximizing shareholder value. Potential acquisitions will be evaluated based on their merits within its remaining line of business, as well as other fields. Year 2000 The Company is working to resolve the potential impact of the year 2000 on the ability of the Company's computerized information systems to accurately process information that may be date-sensitive. Any of the Company's programs that recognize a date using "00" as the year 1900 rather than the year 2000 could result in errors or system failures. Assessment of both Company and client information systems has not been completed, but management expects that there will be no material adverse effects on operations and that future costs to be incurred will not be material. There is no guarantee, however, that all problems will be foreseen and corrected. 7 PART II. OTHER INFORMATION Item 4 - Submission of Matters to a Vote of Security Holders The Annual Meeting of Shareholders of American Claims Evaluation, Inc. was held on October 6, 1998. One proposal, subject to shareholder approval, was approved at the Annual Meeting by a vote of shareholders. Under this proposal, management nominees for election to the Board of Directors, Messrs. Gelman, Elkin and Gutmann, were reelected as directors of the Company to serve until their respective successors are duly elected and qualified. 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: October 26, 1998 By: /s/ Gary Gelman ------------------------------ Gary Gelman Chairman of the Board, President and Chief Executive Officer (Principal Executive Officer) Date: October 26, 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 6-MOS MAR-31-1999 SEP-30-1998 8,161,868 0 75,205 1,000 0 8,256,546 500,278 435,177 8,806,671 181,370 0 44,500 0 0 3,515,699 8,806,671 601,226 601,226 265,873 265,873 578,649 0 0 51,037 10,000 41,037 0 0 0 41,037 0.01 0.01
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