-----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, Am/zh6EOnRTIYeoIPda4CzIFzBdr6Hx8gIS6Q+TX37tS+46ZPNm9JSH3wuPt3lRc dqZT9vH5fk4RdVuSPe+s0g== 0000789318-98-000006.txt : 19980518 0000789318-98-000006.hdr.sgml : 19980518 ACCESSION NUMBER: 0000789318-98-000006 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980331 FILED AS OF DATE: 19980515 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CLANCY SYSTEMS INTERNATIONAL INC /CO/ CENTRAL INDEX KEY: 0000789318 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 841027964 STATE OF INCORPORATION: CO FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 10QSB SEC ACT: SEC FILE NUMBER: 033-04882-D FILM NUMBER: 98626352 BUSINESS ADDRESS: STREET 1: 2250 S ONEIDA STREET 2: STE 308 CITY: DENVER STATE: CO ZIP: 80224 BUSINESS PHONE: 3037530197 MAIL ADDRESS: STREET 1: 2250 S ONEIDA STREET 2: STE 3308 CITY: DENVER STATE: CO ZIP: 80224 FORMER COMPANY: FORMER CONFORMED NAME: OXFORD FINANCIAL INC DATE OF NAME CHANGE: 19600201 10QSB 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE - ---- SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 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: Act No. 33-4882-D CLANCY SYSTEMS INTERNATIONAL, INC. (Exact name of Registrant as specified in its charter) Colorado 84-1027964 (State or other jurisdiction of (IRS Employer Identification incorporation or organization) Number) 2250 S. Oneida #308, Denver, Colorado 80224 (Address of principal executive offices and Zip Code) (303) 753-0197 (Registrant's telephone number) (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 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 APPLICABLE ONLY TO CORPORATE ISSUERS: The number of shares outstanding of the issuer's common stock, as of May 13, 1998 is 336,889,149 shares, $.0001 par value. Transitional Small Business Disclosure Format: Yes ___No X CLANCY SYSTEMS INTERNATIONAL, INC. INDEX Page No. PART I. FINANCIAL INFORMATION Balance Sheet - September 30, 1997 and March 31, 1998 (unaudited) 2 and 3 Statement of Operations - For the Three Months Ended March 31, 1997 and 1998 (unaudited) 4 Statement of Operations - For the Six Months Ended March 31, 1997 and 1998 (unaudited) 5 Statement of Stockholders' Equity - For the Six Months Ended March 31, 1998 (unaudited) 6 Statement of Cash Flows - For the Six Months Ended March 31, 1997 and 1998 (unaudited) 7 Notes to Unaudited Financial Statements 8 Management's Discussion and Analysis of Financial Condition and Results of Operations 9 PART II. OTHER INFORMATION 9 1 CLANCY SYSTEMS INTERNATIONAL, INC. BALANCE SHEET September 30, 1997 and March 31, 1998 (Unaudited) ASSETS September March Current assets: Cash and cash equivalents $ 199,195 $ 133,536 Accounts receivable 196,646 249,219 Inventories (Note 2) 210,608 209,453 Income taxes refundable 1,970 1,970 Deferred tax asset (Note 3) 1,000 - ------ ------ Total current assets 609,419 594,178 Furniture and equipment, at cost: Office furniture and equipment 228,680 233,580 Equipment under service contracts 1,182,632 1,313,901 ------------------- 1,411,312 1,547,481 Less accumulated depreciation 994,732 1,088,989 ----------------- Net furniture and equipment 416,580 458,492 Other assets: Deposits and other 26,835 36,835 Software licenses 16,882 16,882 Software development costs 286,763 322,999 -------- ------- 330,480 376,716 Less accumulated amortization 167,415 194,498 -------- ------- Net other assets 163,065 182,218 -------- ------- $ 1,189,064$1,234,888 =========== ========== See accompanying notes. 2 CLANCY SYSTEMS INTERNATIONAL, INC. BALANCE SHEET September 30, 1997 and March 31, 1998 (Unaudited) LIABILITIES AND STOCKHOLDERS' EQUITY September March Current liabilities: Other accrued expenses $ 2,286 $ - Warranty reserve 400 - Income taxes payable - 6,000 Deferred revenue 52,026 80,765 ------- ------ Total current liabilities 54,712 86,765 Deferred tax liability (Note 3) 2,000 2,000 Stockholders' equity: Preferred stock, $.0001 par value; 100,000,000 shares authorized, none issued - - Common stock, $.0001 par value; 800,000,000 shares authorized, 336,889,149 shares issued and outstanding 33,689 33,689 Additional paid-in capital 1,030,674 1,030,674 Retained earnings 67,989 81,760 ------- ------ Total stockholders' equity 1,132,352 1,146,123 ---------- --------- $ 1,189,064 $ 1,234,888 ========== =========== See accompanying notes. 3 CLANCY SYSTEMS INTERNATIONAL, INC. STATEMENT OF OPERATIONS For the Three Months Ended March 31, 1997 and 1998 (Unaudited) 1997 1998 Revenues: Sales $ 53,740 $ 59,468 Service contract income 246,291 278,598 Parking ticket collections 25,985 59,035 ------- ------ Total revenues 326,016 397,101 Costs and expenses: Cost of sales 30,179 53,020 Cost of services 129,789 158,556 Cost of parking ticket collections 26,700 28,830 General and administrative 109,451 140,208 Research and development 13,008 11,190 ------- ------ Total costs and expenses 309,127 391,804 -------- ------- Income from operations 16,889 5,297 Other income (expense): Interest income 381 3,197 Interest expense (4,296) (8,507) ------- ------- Total other income (expense) (3,915) (5,310) ------- ------- Income (loss) before provision for income taxes 12,974 (13) Provision for income taxes 3,000 831 ------ --- Net income (loss) $ 9,974 $ (844) ======== ======= Net income (loss) per common share $ * $ * ======== ======= Weighted average number of shares outstanding 336,900,000 336,900,000 =========== =========== * Less than $.01 per share See accompanying notes. 4 CLANCY SYSTEMS INTERNATIONAL, INC. STATEMENT OF OPERATIONS For the Six Months Ended March 31, 1997 and 1998 (Unaudited) 1997 1998 Revenues: Sales $ 70,018 $ 142,471 Service contract income 534,878 508,826 Parking ticket collections 265,295 64,450 -------- ------ Total revenues 870,191 715,747 Costs and expenses: Cost of sales 45,566 89,397 Cost of services 265,455 284,782 Cost of parking ticket collections 282,385 49,549 General and administrative 208,041 241,667 Research and development 19,291 25,515 ------- ------ Total costs and expenses 820,738 690,910 -------- ------- Income from operations 49,453 24,837 Other income (expense): Interest income 810 5,272 Interest expense (12,432) (8,507) -------- ------- Total other income (expense) (11,622) (3,235) -------- ------- Income before provision for income taxes 37,831 21,602 Provision for income taxes 10,000 7,831 ------- ----- Net income $ 27,831 $ 13,771 ========= ======== Net income per common share $ * $ * ========= ======== Weighted average number of shares outstanding 336,900,000 336,900,000 =========== =========== * Less than $.01 per share See accompanying notes. 5 CLANCY SYSTEMS INTERNATIONAL, INC. STATEMENT OF STOCKHOLDERS' EQUITY For the Six Months Ended March 31, 1998 (Unaudited)
Additional Common stock paid-in Retained Shares Amount capital earnings Balance, September 30, 1997 336,889,149 $ 33,689 $ 1,030,674 $ 67,989 Net income for the six months ended March 31, 1998 - - - 13,771 -- -- -- ------ Balance, March 31, 1998 336,889,149 $ 33,689 $ 1,030,674 $ 81,760 ============ ======== ============ ========
See accompanying notes. 6 CLANCY SYSTEMS INTERNATIONAL, INC. STATEMENT OF CASH FLOWS For the Six Months Ended March 31, 1997 and 1998 (Unaudited) 1997 1998 Cash flows from operating activities: Net income $ 27,831 $ 13,771 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 330,254 121,340 Increase in accounts receivable (47,345) (52,573) Decrease (increase) in inventories (5,350) 1,155 Decrease in deferred tax asset 5,000 1,000 Decrease in accounts payable (15,046) - Decrease in accrued expenses - (2,286) Increase in income taxes payable - 6,000 Increase (decrease) in deferred revenue (21,468) 28,739 Decrease in warranty reserve (1,800) (400) ------- ----- Total adjustments 244,245 102,975 -------- ------- Net cash provided by operating activities 272,076 116,746 Cash flows from investing activities: Acquisition of furniture and equipment - net (82,604) (136,169) Increase in software development costs (43,808) (36,236) Recovery of investment in contract 185,484 - Decrease (increase) in deposits and other assets 21,605 (10,000) Net cash provided by (used in) investing activities 80,677 (182,405) Cash flows from financing activities: Proceeds from note payable - bank - 190,000 Payments on note payable - bank (298,000) (190,000) --------- --------- Net cash used in financing activities (298,000) - --------- --------- Increase (decrease) in cash and cash equivalents 54,753 (65,659) Cash and cash equivalents at beginning of year 90,510 199,195 ------- ------- Cash and cash equivalents at end of year $ 145,263 $ 133,536 ========== ========= See accompanying notes. 7 CLANCY SYSTEMS INTERNATIONAL, INC. NOTES TO UNAUDITED FINANCIAL STATEMENTS March 31, 1998 1. Basis of presentation The accompanying financial statements have been prepared by the Company, without audit. In the opinion of management, the accompanying unaudited financial statements contain all adjustments (consisting of only normal recurring accruals) necessary for a fair presentation of the financial position as of September 30, 1997 and March 31, 1998, and the results of operations and cash flows for the periods ended March 31, 1997 and 1998. 2. Inventories Inventories consist of the following at: September 30 March 31, 1997 1998 Finished goods $ - $ 10,473 Work in process 13,570 52,363 Purchased parts and supplies 197,038 146,617 -------- ------- $ 210,608 $ 209,453 ========== ========= 3. Income taxes The provision for income taxes for the three months and six months ended March 31, 1997 and 1998 is based on the expected tax rate for the year. As of September 30, 1997 and March 31, 1998, total deferred tax assets and liabilities are as follows: September March 31, 1997 1998 Deferred tax assets $ 1,000 $ - Deferred tax liabilities (2,000) (2,000) ------- ------- $ (1,000) $ (2,000) ========= ========= 8 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Material Changes in Financial Condition At March 31, 1998 the Company had working capital of $507,413 derived primarily from contract sales, as compared to working capital of $554,707 at September 30, 1997. The Company anticipates that working capital will be sufficient to meet its working capital requirements for the current year. Funds will continue to be used for general and administrative purposes, equipment purchases, equipment manufacturing, travel, marketing and research and development. Material Changes in Results of Operations During the quarter ended March 31, 1998 the Company generated revenues from contract sales from its professional services contracts, sales, and privatization. Berkeley, CA and Oklahoma City, OK each generated revenues in excess of 5% of total revenues. Orlando, Fl, was added as a new client during this quarter. Revenues for the 1998 quarter were higher than the prior year's quarter. Expenses for the 1998 quarter increased by 26% over the prior year's quarter due to the costs of the ramp-up for Maywood, IL privatization project and the capitalization of the Orlando project. The Company reported a loss of $844 for the 1998 quarter as compared to a net profit of $9,974 for the prior year's quarter. Parking ticket collection revenues for the six month period ended March 31, 1998 decreased by 76% or $200,845 which was attributable to the conclusion of the Cicero, IL contract. Also because of the conclusion of the Cicero, IL contract, the cost of parking ticket collections decreased by $232,836, or 82%, as compared to the prior year's six month period. PART II - OTHER INFORMATION Item 1. Legal Proceedings None. Item 6. Exhibits and Reports on Form 8-K (a) Exhibits 3.1 Articles of Incorporation filed with the Colorado Secretary of State on March 3, 1986. 3.1(a) Articles of Amendment to Articles of Incorporation 3.3 Bylaws 27.1 Financial Data Schedule (1) (b) During the quarter ended March 31, 1998, the Registrant has filed no reports on Form 8-K (1) Filed herewith 9 Signatures Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Date: May 13, 1998 Clancy Systems International, Inc. (Registrant) By: /s/ Stanley J. Wolfson Stanley J. Wolfson, President and Chief Executive Officer By: /s/ Lizabeth M. Wolfson Lizabeth M. Wolfson, Secretary-Treasurer and Chief Financial and Chief Accounting Officer 10 EX-27 2
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM FORM 10-QSB STATEMENTS FOR PERIOD ENDED 3/31/98 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FORM 10-QSB FOR PERIOD ENDED 3/31/98 6-MOS SEP-30-1998 MAR-31-1998 133,536 0 249,219 0 209,453 594,178 1,547,481 1,088,989 1,234,888 86,765 0 0 0 33,689 1,112,434 1,146,123 142,471 508,826 89,397 423,728 267,182 0 8,507 21,602 7,831 13,771 0 0 0 13,771 0 0
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