-----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, FFgTaSCxJgN0AHcirlYHissAe9lwLlOJhjutyjaRNBtr8psh/acQxfqDJ1c5VARo d4wDtROxtSF230Dg22D/Vw== 0000930413-01-500984.txt : 20010815 0000930413-01-500984.hdr.sgml : 20010815 ACCESSION NUMBER: 0000930413-01-500984 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20010630 FILED AS OF DATE: 20010814 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN CLAIMS EVALUATION INC CENTRAL INDEX KEY: 0000774517 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-SOCIAL SERVICES [8300] IRS NUMBER: 112601199 STATE OF INCORPORATION: NY FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-14807 FILM NUMBER: 1711067 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 10QSB 1 c21599-10qsb.txt FORM 10QSB U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB {X} QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended JUNE 30, 2001 ------------- { } TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE EXCHANGE ACT For the transition period from _______ to _______ Commission File Number: 0-14807 AMERICAN CLAIMS EVALUATION, INC. (Exact name of small business issuer as specified in its charter) New York 11-2601199 - ------------------------------- ------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) One Jericho Plaza, Jericho New York 11753 ------------------------------------------ (Address of principal executive offices) (Zip Code) (516) 938-8000 -------------------------------------------------- (Issuer's telephone number) NOT APPLICABLE - -------------------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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: The number of shares outstanding of the issuer's common stock, par value $.01, was 4,273,500 as of July 31, 2001. Transitional Small Business Disclosure Format (check one): Yes No X --- --- AMERICAN CLAIMS EVALUATION, INC. INDEX Page No. ------- PART I - FINANCIAL INFORMATION Item 1. Consolidated Financial Statements Consolidated Balance Sheets as of June 30, 2001 (unaudited) and March 31, 2001 3 Consolidated Statements of Operations for the Three Months ended June 30, 2001 and 2000 (unaudited) 4 Consolidated Statements of Cash Flows for the Three Months ended June 30, 2001 and 2000 (unaudited) 5 Notes to Consolidated Financial Statements 6 Item 2. Management's Discussion and Analysis or Plan of Operation 8 - 9 PART II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K 10 SIGNATURES 11 2 PART I. FINANCIAL INFORMATION ITEM 1 - CONSOLIDATED FINANCIAL STATEMENTS AMERICAN CLAIMS EVALUATION, INC. AND SUBSIDIARY Consolidated Balance Sheets
JUN.30,2001 MAR.31,2001 ----------- ----------- (Unaudited) ASSETS ------ Current Assets: Cash and cash equivalents $6,889,947 6,890,390 Marketable securities 240,069 225,064 Accounts receivable, net 91,936 99,078 Prepaid expenses 29,748 29,454 Deferred tax asset 5,527 5,527 ---------- ------------ Total current assets 7,257,227 7,249,513 Property and equipment, net 115,504 122,265 Excess cost over fair value of net assets acquired, net 395,855 403,961 ---------- ---------- $7,768,586 7,775,739 ========== ========== LIABILITIES AND STOCKHOLDERS' EQUITY ------------------------------------ Current liabilities: Accounts payable $ 32,203 26,806 Accrued expenses 91,085 81,199 Income taxes payable 36,866 40,866 ---------- ---------- Total current liabilities 160,154 148,871 ---------- ---------- Stockholders' equity: Common stock, $.01 par value; 10,000,000 shares authorized; 4,450,000 shares issued; 4,273,500 shares outstanding 44,500 44,500 Additional paid-in capital 3,515,699 3,515,699 Accumulated other comprehensive loss (60,017) (75,022) Retained earnings 4,406,467 4,439,908 ---------- ---------- 7,906,649 7,925,085 Treasury shares, at cost, 176,500 shares (298,217) (298,217) ---------- ---------- Total stockholders' equity 7,608,432 7,626,868 ---------- ---------- $7,768,586 7,775,739 ========== ==========
See accompanying notes to consolidated financial statements. 3 AMERICAN CLAIMS EVALUATION, INC. AND SUBSIDIARY Consolidated Statements of Operations (Unaudited)
THREE MONTHS ENDED ------------------ JUN. 30, 2001 JUN. 30, 2000 ------------- ------------- Revenues $324,589 270,342 Cost of services 156,126 127,457 -------- ------- Gross margin 168,463 142,885 Selling, general and administrative expenses 301,382 262,208 -------- ------- Operating loss (132,919) (119,323) Other income: Interest income 95,478 122,152 Miscellaneous income - 1,000 -------- ------- Earnings (loss) before provision for (benefit from) income taxes (37,441) 3,829 Provision for (benefit from) income taxes (4,000) 2,000 -------- ------- Net earnings (loss) $(33,441) 1,829 ======== ======= Net earnings (loss) per share: Basic $ (.01) .00 ======== ======= Diluted $ (.01) .00 ======== ======= Weighted average common shares outstanding: Basic 4,273,500 4,273,500 ========= ========= Diluted 4,273,500 4,423,134 ========= =========
See accompanying notes to consolidated financial statements. 4 AMERICAN CLAIMS EVALUATION, INC. AND SUBSIDIARY Consolidated Statements of Cash Flows (Unaudited)
THREE MONTHS ENDED ------------------ JUN.30,2001 JUN.30,2000 ----------- ----------- Cash flows from operating activities: Net earnings (loss) $ (33,441) 1,829 ----------- --------- Adjustments to reconcile net earnings (loss) to net cash provided by (used in) operating activities: Depreciation and amortization 14,867 11,875 Changes in assets and liabilities: Accounts receivable 7,142 (5,100) Prepaid expenses (294) (313) Accounts payable 5,397 402 Accrued expenses 9,886 1,983 Income taxes payable (4,000) 924 ----------- --------- 32,998 9,771 ----------- --------- Net cash provided by (used in) operating activities (443) 11,600 ----------- --------- Cash flows from investing activities: Purchases of marketable securities - (70,791) ----------- --------- Net decrease in cash and cash equivalents (443) (59,191) Cash and cash equivalents at beginning of period 6,890,390 7,452,395 ----------- --------- Cash and cash equivalents at end of period $6,889,947 7,393,204 ========== ========= Supplemental disclosure of cash flow information: Income taxes paid $ - 1,076 =========== =========
See accompanying notes to consolidated financial statements. 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. Reference should be made to the Company's Annual Report to Shareholders for the year ended March 31, 2001. 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. EARNINGS (LOSS) PER SHARE The following table sets forth the computation of basic and diluted net earnings (loss) per share for the three months ended June 30, 2001 and 2000:
Three Months Three Months Ended 06/30/01 Ended 06/30/00 -------------- -------------- Numerator: Net earnings (loss) $ (33,441) 1,829 =========== ========= Denominator: Denominator for basic earnings (loss) per share - weighted average shares 4,273,500 4,273,500 Effect of dilutive securities: Stock options - 149,634 ----------- --------- Denominator for diluted earnings (loss) per share 4,273,500 4,423,134 =========== ========= Basic earnings (loss) per share $ (.01) $ .00 =========== ========= Diluted earnings (loss) per share $ (.01) $ .00 =========== =========
Employee stock options totaling 920,500 and 229,000 for the three months ended June 30, 2001 and 2000, respectively, were not included in the net earnings (loss) per share calculations because their effect would have been anti-dilutive. 6 MARKETABLE SECURITIES Marketable securities at June 30, 2001 consist of equity securities which have been classified as available for sale securities. As a result, they are recorded at fair value which is determined based on quoted market prices. Unrealized losses are reported as accumulated other comprehensive loss as a separate component of stockholders' equity. A valuation allowance has been recorded at June 30, 2001 and March 31, 2001, respectively, for the entire amount of the deferred tax asset attributable to the unrealized losses as the Company believes that it is more likely than not that the benefit of the deferred tax asset will not be realized. COMPREHENSIVE LOSS Statement of Financial Accounting Standards (SFAS) No. 130, REPORTING COMPREHENSIVE INCOME, establishes standards for reporting and presentation of comprehensive income and its components. SFAS No. 130 requires unrealized losses on the Company's available for sale marketable securities to be included in other comprehensive loss. Comprehensive loss for the three months ended June 30, 2001 and 2000 was $18,436 and $191,171, respectively. 7 ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS RESULTS OF OPERATIONS - THREE MONTHS ENDED JUNE 30, 2001 AND 2000 Revenues for the three months ended June 30, 2001 totaled $324,589 as compared with the $270,342 reported for the corresponding period ended June 30, 2000 representing an increase of approximately 20.1%. This increase was primarily caused by a general increase in the volume of cases referred to the Company by its existing clients during the period and the addition of nurse case management services to the Company's service offerings. Cost of services was 48.1% of revenues for the three months ended June 30, 2001 as compared to 47.1% of revenues in the same period last year. Selling, general and administrative expenses for the quarter ended June 30, 2001 increased from $262,208 to $301,382 for the three months ended June 30, 2000. Although the Company incurred expenses related to its unsuccessful attempt to acquire an entity in the occupational health care staffing and services industry, the percentage of selling, general and administrative expenses as a percentage of revenues decreased from 97.0% of revenues during the three months ended June 30, 2000 to 92.9% as a percentage of revenues in the current three month period ended June 30, 2001. LIQUIDITY AND CAPITAL RESOURCES At June 30, 2001, the Company had working capital of $7,097,073 as compared to working capital of $7,100,642 at March 31, 2001. 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. IMPACT OF RECENTLY ISSUED ACCOUNTING STANDARDS In June 2001, the Financial Accounting Standards Board issued SFAS No. 141, "BUSINESS COMBINATIONS", and SFAS No. 142, "GOODWILL AND OTHER INTANGIBLE ASSETS". SFAS 141 addresses the accounting for acquisitions of businesses and is effective for acquisitions occurring on or after July 1, 2001. SFAS 142 addresses the method of identifying and measuring goodwill and other intangible assets, eliminates further amortization of goodwill, and requires periodic evaluations of impairment of goodwill balances. Statement 142 will also require that intangible assets with definite useful lives be amortized over their respective estimated useful lives to their estimated residual values, and reviewed for impairment in accordance with SFAS No. 121, "ACCOUNTING FOR THE IMPAIRMENT OF LONG-LIVED ASSETS AND FOR LONG-LIVED ASSETS TO BE DISPOSED OF." With respect to goodwill and intangible assets acquired prior to July 1, 2001, companies are required to adopt the pronouncement in their fiscal year beginning after December 15, 2001. The Company is currently assessing the impacts of the adoption of SFAS 141 and 142. 8 FORWARD LOOKING STATEMENTS Except for the historical information contained herein, the matters discussed in this report on Form 10-QSB may contain forward-looking statements that involve risks and uncertainties. The Company's actual results may differ materially from the results discussed in the forward-looking statements. Factors that might cause such a difference include, but are not limited to, general economic and market conditions, the potential loss or termination of existing clients and contracts and the ability of the Company to successfully identify and thereafter consummate one or more acquisitions. 9 PART II. OTHER INFORMATION ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K (a) None (b) None. 10 SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. AMERICAN CLAIMS EVALUATION, INC. Date: July 31, 2001 By: /s/ GARY GELMAN ----------------------------------------- Gary Gelman Chairman of the Board, President and Chief Executive Officer (Principal Executive Officer) Date: July 31, 2001 By: /s/ GARY J. KNAUER ----------------------------------------- Gary J. Knauer Chief Financial Officer, Treasurer (Principal Financial and Accounting Officer) and Secretary -----END PRIVACY-ENHANCED MESSAGE-----