-----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, QHZiQSQ+KO453yiWbAHGMlfVG15X9eWMddP4W6O9X05oex/R9E3ddfcIm4sJQdUe /6f5Iz4zjubX0Um+GYwCog== 0000889812-99-000271.txt : 19990201 0000889812-99-000271.hdr.sgml : 19990201 ACCESSION NUMBER: 0000889812-99-000271 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19981231 FILED AS OF DATE: 19990129 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: 99516530 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 December 31, 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 January 20, 1999 AMERICAN CLAIMS EVALUATION, INC. INDEX
Page No. -------- PART I - FINANCIAL INFORMATION Item 1. Consolidated Financial Statements Consolidated Balance Sheets as of December 31, 1998 and March 31, 1998 3 Consolidated Statements of Operations for the Nine Months and Three Months ended December 31, 1998 and 1997 4 Consolidated Statements of Cash Flows for the Nine months ended December 31, 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
Dec.31,1998 Mar.31,1998 ----------- ----------- (Unaudited) Assets ------ Current Assets: Cash and cash equivalents $8,186,687 8,105,960 Accounts receivable, net 92,799 90,478 Prepaid expenses 18,206 27,748 ----------- ----------- Total current assets 8,297,692 8,224,186 Property and equipment, net 61,015 94,056 Excess cost over fair value of net assets acquired, net 476,918 501,236 ----------- ---------- $8,835,625 8,819,478 =========== ========== Liabilities and Stockholders' Equity ------------------------------------ Current liabilities: Accounts payable 24,596 42,775 Accrued expenses 112,053 101,032 Current liabilities of discontinued operations - 86,204 Income taxes payable 53,275 2,730 Deferred income taxes 2,473 2,473 ----------- ---------- Total current liabilities 192,397 235,214 ----------- ---------- 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 5,381,246 5,322,282 ----------- ---------- 8,941,445 8,882,481 Less treasury shares, at cost, 176,500 shares (298,217) (298,217) ----------- ---------- Total stockholders' equity 8,643,228 8,584,264 ----------- ---------- $8,835,625 8,819,478 =========== ==========
See accompanying notes. 3 AMERICAN CLAIMS EVALUATION, INC. AND SUBSIDIARY Consolidated Statements of Operations (Unaudited)
Three months ended Nine months ended ------------------------------------------------------------------ Dec. 31, 1998 Dec. 31, 1997 Dec. 31, 1998 Dec. 31, 1997 ------------- ------------- ------------- ------------- Revenues $281,755 311,974 882,981 968,104 Cost of services 124,592 135,267 390,465 427,324 ------- ------- ------- ------- Gross margin 157,163 176,707 492,516 540,780 Selling, general and administrative expenses 268,599 300,689 847,248 934,472 ------- ------- ------- ------- Operating loss (111,436) (123,982) (354,732) (393,692) Other income: Interest income 117,421 119,338 347,828 345,783 Miscellaneous income 33,942 21,835 97,868 39,502 -------- -------- -------- -------- Earnings (loss) before provision for (benefit from) income taxes 39,927 17,191 90,964 (8,407) Provision for (benefit from) income taxes 22,000 6,000 32,000 (1,000) --------- --------- -------- -------- Net earnings (loss) $ 17,927 11,191 58,964 (7,407) ======== ========= ======== ======== Net earnings per share: Basic $ .00 .00 .01 .00 ======== ========= ======== ======== Diluted $ .00 .00 .01 .00 ======== ========= ======== ======== Weighted average common shares outstanding: Basic 4,273,500 4,273,500 4,273,500 4,206,833 ========= ========= ========= ========= Diluted 4,380,242 4,393,413 4,384,455 4,206,833 ========= ========= ========= =========
See accompanying notes. 4 AMERICAN CLAIMS EVALUATION, INC. AND SUBSIDIARY Consolidated Statements of Cash Flows (Unaudited)
Nine months ended ------------------------------- Dec.31,1998 Dec.31,1997 ----------- ----------- Cash flows from operating activities: Net earnings (loss) from continuing operations $ 58,964 (7,407) ----------- ----------- Adjustments to reconcile net earnings (loss) to net cash provided by operating activities: Depreciation and amortization 59,973 77,328 Loss on disposition of fixed assets - 48,753 Deferred income taxes - 39,000 Changes in assets and liabilities: Accounts receivable (2,321) 19,485 Prepaid expenses 9,542 12,482 Prepaid income taxes - (18,270) Accounts payable (18,179) 23,006 Accrued expenses 11,021 3,193 Income taxes payable 50,545 (11,004) ----------- ---------- Total adjustments 110,581 193,973 ---------- ---------- Net cash provided by operating activities of continuing operations 169,545 186,566 ----------- ---------- Net cash flows provided by (used in) discontinued operations (86,204) 32,639 ----------- ---------- Cash flows from investing activities: Purchase of marketable securities - (10,116) Proceeds on sales of fixed assets - 10,182 Capital expenditures (2,614) (42,296) ----------- ---------- Net cash used in investing activities (2,614) (42,230) ----------- ---------- Cash flows from financing activities: Proceeds from issuance of common stock - 250,000 ----------- ---------- Net increase in cash and cash equivalents 80,727 426,975 Cash and cash equivalents at beginning of period 8,105,960 7,648,617 ----------- ---------- Cash and cash equivalents at end of period $8,186,687 8,075,592 =========== ========== Supplemental Disclosure of Cash Flow Information: Income taxes paid $ 2,079 - =========== ==========
See accompanying notes. 5 AMERICAN CLAIMS EVALUATION, INC. AND SUBSIDIARY Notes to Consolidated Financial Statements (Unaudited) General The accompanying unaudited consolidated financial statements and footnotes have been condensed and therefore do not contain all disclosures required by generally accepted accounting principles for complete financial statements. The balance sheet at March 31, 1998 has been derived from the audited financial statements at that date. 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 of and for the periods shown. For further information, reference should be made to the Company's Annual Report filed on Form 10-K with the Securities and Exchange Commission for the year ended March 31, 1998. 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 - Nine Months ended December 31, 1998 and 1997 Revenues for the nine months ended December 31, 1998 totaled $882,981 as compared with the $968,104 reported for the corresponding period ended December 31, 1997. This represents a decrease of approximately 8.8%. The related cost of services remained consistent at 44.2% of revenues for the nine months ended December 31, 1998, as compared to 44.1% of related revenues in the same period last year. Selling, general and administrative expenses for the nine months ended December 31, 1998 amounted to $847,248, a decrease of $87,224 from the comparable period ended December 31, 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 December 31, 1998, the Company had working capital of $8,105,295 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. During the nine months ended December 31, 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. The Company's most likely potential risk is the temporary inability of its vocational rehabilitation clients to provide case referrals and payments on a timely basis. 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 None 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: January 26, 1999 By: /s/ Gary Gelman ---------------------------------------- Gary Gelman Chairman of the Board, President and Chief Executive Officer (Principal Executive Officer) Date: January 26, 1999 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. 9-MOS MAR-31-1999 DEC-31-1998 8,186,687 0 93,799 1,000 0 8,297,692 502,892 441,877 8,835,625 192,397 0 0 44,500 3,515,699 0 8,835,625 882,981 882,981 390,465 390,465 847,248 0 0 90,964 32,000 58,964 0 0 0 58,964 0.01 0.01
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