-----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, HF1Yf3cXoKb/uNxWRK35LHl9KO3EXCY4wRvO2yd60Y1YDHTTRPdD/ULLL5TkvSbb DJFp1YfXDjckA1fwaQr5Ig== /in/edgar/work/20000814/0000789318-00-000007/0000789318-00-000007.txt : 20000921 0000789318-00-000007.hdr.sgml : 20000921 ACCESSION NUMBER: 0000789318-00-000007 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000630 FILED AS OF DATE: 20000814 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CLANCY SYSTEMS INTERNATIONAL INC /CO/ CENTRAL INDEX KEY: 0000789318 STANDARD INDUSTRIAL CLASSIFICATION: [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: 698998 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 0001.txt 10QMAR00 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 June 30, 2000 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: 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) N/A (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 classes of common stock, as of August 9, 2000 is 344,128,623 shares, $.0001 par value. CLANCY SYSTEMS INTERNATIONAL, INC. INDEX Page No. -------- PART I. FINANCIAL INFORMATION Balance Sheet - September 30, 1999 and June 30, 2000 (unaudited) 2 and 3 Statement of Operations - For the Three Months Ended June 30, 1999 and 2000 (unaudited) 4 Statement of Operations - For the Nine Months Ended June 30, 1999 and 2000 (unaudited) 5 Statement of Stockholders' Equity - For the Nine Months Ended June 30, 2000 (unaudited) 6 Statement of Cash Flows - For the Nine Months Ended June 30, 1999 and 2000 (unaudited) 7 Notes to Unaudited Financial Statements 8 Management's Discussion and Analysis of Financial Condition and Results of Operations 10 PART II. OTHER INFORMATION 11 1 CLANCY SYSTEMS INTERNATIONAL, INC. BALANCE SHEET September 30, 1999 and June 30, 2000 (Unaudited) ASSETS September June --------- ---- Current assets: Cash and cash equivalents $ 315,579 $ 393,402 Accounts receivable 277,155 340,851 Inventories (Note 2) 160,582 158,080 Prepaid expenses 9,167 - --------- --------- Total current assets 762,483 892,333 urniture and equipment, at cost: Office furniture and equipment 153,085 154,285 Equipment under service contracts 1,167,393 1,247,287 --------- --------- 1,320,478 1,401,572 Less accumulated depreciation 926,987 1,060,122 --------- --------- Net furniture and equipment 393,491 341,450 Other assets: Investment in partnership 435,535 480,256 Note receivable - employee - 10,638 Deposits and other 17,058 19,646 Software development costs 143,195 135,259 --------- --------- Total other assets 595,788 645,799 --------- --------- $1,751,762 $1,879,582 ========== ========== See accompanying notes. 2 CLANCY SYSTEMS INTERNATIONAL, INC. BALANCE SHEET September 30, 1999 and June 30, 2000 (Unaudited) LIABILITIES AND STOCKHOLDERS' EQUITY September June --------- ---- Current liabilities: Notes payable - related party (Note 4) $ 120,000 $ 45,000 Note payable - bank (Note 4) 240,000 140,000 Accounts payable 12,537 1,292 Income taxes payable 7,300 85,361 Deferred revenue 97,765 90,879 --------- --------- Total current liabilities 477,602 362,532 Deferred tax liability (Note 3 6,000 10,050 Stockholders' equity (Note 5): 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 in September 1999 and 344,128,623 shares issued and outstanding in June 2000. 33,689 34,413 Additional paid-in capital 1,030,674 1,045,175 Retained earnings 203,797 427,412 --------- --------- Total stockholders' equity 1,268,160 1,507,000 ---------- --------- $1,751,762 $1,879,582 ========== ========== See accompanying notes. 3 CLANCY SYSTEMS INTERNATIONAL, INC. INCOME STATEMENT For the Three Months Ended June 30, 1999 and 2000 (Unaudited) 1999 2000 ---- ---- Revenues: Sales $ 49,331 $ 70,291 Service contract income 268,980 312,438 Parking ticket collections 216,978 201,237 -------- -------- Total revenues 535,289 583,966 Costs and expenses: Cost of sales 38,668 24,178 Cost of services 168,638 137,661 Cost of parking ticket collections 70,041 19,451 General and administrative 158,309 154,934 Stock compensation - 875 Research and development 14,443 15,558 -------- -------- Total costs and expenses 450,099 352,657 -------- -------- Income from operations 85,190 231,309 Other income (expense): Interest income 565 3,620 Interest expense (10,108) (5,241) -------- -------- Total other income (expense) (9,543) (1,621) -------- -------- Income before provision for income taxes and gain (loss) in equity-basis partnership 75,647 229,688 Provision for income taxes (19,000) (75,127) Gain (loss) in equity basis partnership (net of tax benefit of $4,200 -1999 and tax expense of $12,041 -2000) 7,300 21,406 -------- --------- Net income $ 63,947 $ 175,967 ======== ========= Basic net income per common share $ * $ * ======== ========= Weighted average number of shares outstanding 336,900,000 340,200,000 =========== =========== * Less than $.01 per share See accompanying notes. 4 CLANCY SYSTEMS INTERNATIONAL, INC. INCOME STATEMENT For the Nine Months Ended June 30, 1999 and 2000 (Unaudited) 1999 2000 ---- ---- Revenues: Sales $ 196,323 $ 127,090 Service contract income 843,621 912,917 Parking ticket collections 380,308 297,239 --------- --------- Total revenues 1,420,252 1,337,246 Costs and expenses: Cost of sales 77,242 66,555 Cost of services 441,397 382,550 Cost of parking ticket collections 231,310 84,424 General and administrative 409,847 439,071 Stock compensation - 15,225 Research and development 37,816 45,060 --------- --------- Total costs and expenses 1,197,612 1,032,885 --------- --------- Income from operations 222,640 304,361 Other income (expense); Interest income 1,525 4,906 Interest expense (25,116) (17,921) --------- --------- Total other income (expense) (23,591) (13,015) --------- --------- Income before provision for income taxes and gain (loss) in equity-basis partnership 199,049 291,346 Provision for income taxes (63,500) (96,352) Gain (loss) in equity basis partnership (net of tax benefit of $9,500 -1999 and tax expense of $16,100 -2000) (20,380) 28,621 --------- --------- Net income $ 115,169 $ 223,615 ========= ========= Basic net income per common share $ * $ * ========= ========= Weighted average number of shares outstanding 336,900,000 339,100,000 =========== =========== * Less than $.01 per share See accompanying notes. 5 CLANCY SYSTEMS INTERNATIONAL, INC. STATEMENT OF STOCKHOLDERS' EQUITY For the Nine Months Ended June 30, 2000 (Unaudited)
Additional Common stock paid-in Retained Shares Amount capital earnings ------ ------ ---------- --------- Balance, September 30, 1999 336,889,149 $ 33,689 $1,030,674 $203,797 Issuance of stock for services 4,350,000 435 14,790 - Net income for the nine months ended June 30, 2000 - - - 223,615 Exercise of stock options by exchange of mature shares previously held by director 2,889,474 289 (289) - ----------- -------- ---------- -------- Balance, June 30, 2000 344,128,623 $ 34,413 $1,045,175 $427,412 =========== ======== ========== ========
See accompanying notes. 6 CLANCY SYSTEMS INTERNATIONAL, INC. STATEMENT OF CASH FLOWS For the Nine Months Ended June 30, 1999 and 2000 (Unaudited) 1999 2000 ---- ---- Cash flows from operating activities: Net income $ 115,169 $ 223,615 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 207,158 179,188 Deferred income tax expense 5,000 4,050 Issuance of common stock for services - 15,225 Increase in accounts receivable (147,718) (63,696) Increase in notes receivable - (10,638) Decrease in inventories 6,169 2,502 Decrease in prepaid expenses - 9,167 Loss (gain) in equity basis partnership 29,880 (44,721) Decrease in accounts payable (37,999) (11,245) Decrease in income taxes refundable 16,000 - Increase in income taxes payable 33,000 78,061 Increase (drease) in deferred revenue 46,872 (6,886) --------- --------- Total adjustments 158,362 151,007 --------- --------- Net cash provided by operating activities 273,531 374,622 Cash flows from investing activities: Acquisition of furniture and equipment - net (91,789) (81,095) Increase in deposits and other - (2,875) Increase in software development costs (32,071) (37,829) Investment in partnership (135,500) - --------- -------- Net cash used in investing activities (259,360) (121,799) Cash flows from financing activities: Payments on note payable - bank (25,000) (100,000) Proceeds from note payable - related party 120,000 - Payments on note payable - related party - (75,000) --------- --------- Net cash provided by (used in) financing activities 95,000 (175,000) --------- --------- Increase in cash and cash equivalents 109,171 77,823 Cash and cash equivalents at beginning of period 91,432 315,579 --------- --------- Cash and cash equivalents at end of period $ 200,603 $ 393,402 ========= ========= See accompanying notes. 7 CLANCY SYSTEMS INTERNATIONAL, INC. NOTES TO UNAUDITED FINANCIAL STATEMENTS June 30, 2000 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, 1999 and June 30, 2000, and the results of operations and cash flows for the periods ended June 30, 1999 and 2000. 2. Inventories Inventories consist of the following at: September June 30, 30, 1999 2000 -------- ---- Finished goods $ 7,160 $ 7,904 Work in process 1,052 71,136 Purchased parts and supplies 152,370 79,040 --------- -------- $ 160,582 $ 158,080 ========= ========= 3. Income taxes The provision for income taxes for the three months ended June 30, 1999 and 2000 is based on the expected tax rate for the year. As of September 30, 1999 and June 30, 2000, total deferred tax assets and liabilities are as follows: September June 30, 30, 1999 2000 --------- ---- Deferred tax assets $ 60,000 $ 71,700 Deferred tax liabilities (66,000) (81,750) -------- -------- $ (6,000) $ (10,050) ======== ========= 4. Notes payable Related party: During the year ended September 30, 1999, the Company executed five notes payable from a major shareholder of the Company for a total of $120,000. The notes bear interest at 8 and 9% annually, and mature through August 31, 2000. The remaining balance at June 30, 2000 is $45,000. 8 CLANCY SYSTEMS INTERNATIONAL, INC. NOTES TO UNAUDITED FINANCIAL STATEMENTS June 30, 2000 4. Notes payable (continued) Bank: In October 1999, the Company extended the due date of its note payable - bank to October 15, 2000. The note bears interest at 9%, with interest payable monthly and is secured by a certificate of deposit in the name of two officers of the Company. 5. Letter of intent In November 1999, the Company entered into a letter of intent to acquire two website related businesses owned and developed by the Company's president and major shareholder for 80,703,013 shares of the Company's common stock. The businesses will be recorded by the Company at the president's historical cost basis in those assets. This transaction is expected to be consummated by September 30, 2000. 6. Stockholders' equity During January 2000, the Company issued to a director, options to purchase 3,000,000 shares of the Company's common stock. The options are exercisable at $.0035 per share. During May 2000, the director exercised these options by providing the Company with 110,526 shares of common stock previously held in payment of the purchase price of the stock. During the six months ended June 30, 2000,the Company issued 3,100,000 shares of common stock to a director of the Company and 1,250,000 shares of common stock to two employees of the Company for services performed valued at $15,225 ($.0035 per share). 9 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Material Changes in Financial Condition At June 30, 2000, the Company had working capital of $529,801 derived primarily from contract sales, as compared to working capital of $284,881 at September 30, 1999. 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 June 30, 2000, the Company generated revenues from contract sales from its professional services contracts, sales, and privatization contracts. Berkeley, CA and Oklahoma City, OK each generated revenues in excess of 5% of total revenues. New contracts added during the quarter include ACE Parking, Allright Binghampton, LaCrosse WI, and Utah State University. Revenues during the quarter were lower than the prior year's quarter by 9% which is primarily due to the completion of the Maywood ticket issuance contract which expired on September 30, 1999. Expenses decreased by 22% under the prior year's quarter due to elimination of expenses related to the Maywood contract. The Company reported a profit of $175,967 for the 2000 quarter as compared to a net profit of $63,947 for the prior year's quarter. Forward Looking Information Statements of the Company's or management's intentions, beliefs, anticipations, expectations and similar expressions concerning future events contained in this document constitute "forward looking statements" as defined in the Private Securities Litigation Reform Act of 1995. As with any future event, there can be no assurance that the events described in the forward looking statements made in this report will occur or that the results of future events will not vary materially from those described in the forward looking statements in this document. Important factors that could cause the Company's actual performance and operating results to differ materially from the forward looking statements include, but are not limited to, (i) the ability of the Company to obtain new customers, (ii) the ability of the Company to obtain sufficient financing for business opportunities, (iii) the ability of the Company to reduce costs and thereby maintain adequate profit margins. Chat Room Disclaimer This forum of exposure to publicly traded companies presents a venue for the public to inquire about companies from other individuals as well as post opinions. The Company has no way to regulate postings nor monitor information posed on these boards. Management can only provide accurate information to shareholders and potential shareholders when contacted directly and such information can only be provided when it is based on fact and has been filed as required by law with the Securities and Exchange Commission and other regulatory agencies. 10 PART II - OTHER INFORMATION Item 1. Legal Proceedings None Item 2. Changes in Securities and Use of Proceeds During January 2000, the Company issued to a director, options to purchase 3,000,000 shares of the Company's common stock. The options are exercisable at $.0035 per share. During May 2000, the director exercised these options by providing the Company with 110,526 shares of common stock previously held in payment of the purchase price of the stock. During the six months ended June 30, 2000, the Company issued 3,100,000 shares of common stock to a director of the Company and 1,250,000 shares of common stock to two employees of the Company for services performed valued at $15,225 ($.0035 per share). Item 6. Exhibits and Reports on Form 8-K (a) Exhibits 27.1 Financial Data Schedule (1) (b) During the quarter ended June 30, 2000, the Registrant has filed no reports on Form 8-K (1) Filed herewith 11 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: August 14, 2000 CLANCY SYSTEMS INTERNATIONAL, INC. (Registrant) By: /s/ Stanley J. Wolfson Stanley J. Wolfson, President and Chief Executive Officer EX-27 2 0002.txt FDS600
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM FORM 10-QSB FOR PERIOD ENDED JUNE 30, 2000 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FORM 10-QSB FOR THE PERIOD ENDED JUNE 30, 2000. 9-MOS SEP-30-2000 JUN-30-2000 393,402 0 340,851 0 158,080 892,333 1,401,572 1,060,122 1,879,582 362,532 0 0 0 34,413 1,472,587 1,879,582 127,090 1,342,152 66,555 966,330 0 0 17,921 291,346 96,352 223,615 0 0 0 223,615 0 0
-----END PRIVACY-ENHANCED MESSAGE-----