-----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, BrhBrIqg1fXBtjhuHd4SUXsG18+kjmlb4faygH2olfjzsIN14gTUbbEi3IIWPhUz ls16YuPVtJvfrXbynBlFWA== 0000855663-98-000006.txt : 19980812 0000855663-98-000006.hdr.sgml : 19980812 ACCESSION NUMBER: 0000855663-98-000006 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980630 FILED AS OF DATE: 19980811 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: JORDAN AMERICAN HOLDINGS INC CENTRAL INDEX KEY: 0000855663 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] IRS NUMBER: 650142815 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: SEC FILE NUMBER: 000-18974 FILM NUMBER: 98682103 BUSINESS ADDRESS: STREET 1: 1875 SKI TIME SQUARE DRIVE STREET 2: SUITE ONE CITY: STEAMBOAT SPRINGS STATE: CO ZIP: 80487-9015 BUSINESS PHONE: (970) 879- MAIL ADDRESS: STREET 1: 1875 SKI TIME SQUARE STREET 2: SUITE ONE CITY: STEAMBOAT SPRINGS STATE: CO ZIP: 80487-9015 FORMER COMPANY: FORMER CONFORMED NAME: CHRISTIAN PURCHASING NETWORK INC DATE OF NAME CHANGE: 19920703 10QSB 1 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, 1998 OR [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From __________ to __________ Commission File Number 0-18974 Jordan American Holdings, Inc. (Exact name of registrant as specified in its charter) Florida 65-0142815 ------- ---------- (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification Number) 1875 Ski Time Square, Suite One, Steamboat Springs, CO 80487 ------------------------------------------------------------- (Address of principal executive offices) (970) 879-1189 -------------- SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT: Title of Each Class Name of Each Exchange on Which Registered None None ---- ---- Securities Registered Pursuant to Section 12(g) of the Act: Common Stock, $.001 Par Value ----------------------------- (Title of Class) 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 filing requirements for the past 90 days. Yes X No --- --- As of July 31, 1998, 10,408,876 shares of the registrant's common stock were issued and outstanding. JORDAN AMERICAN HOLDINGS, INC. AND SUBSIDIARIES Table Of Contents PART I ITEM 1 Financial Information Consolidated Balance Sheets 3 Consolidated Statements of Operations 4 Consolidated Statements of Cash Flows 5 Notes to Consolidated Financial Statements 6 ITEM 2 Management's Discussion and Analysis Operational Notes 8 Risk Factors, Trends & Uncertainties 9 Results of Operations 11 Liquidity and Capital Resources 12 2 PART I. ITEM 1. FINANCIAL INFORMATION JORDAN AMERICAN HOLDINGS, INC. AND SUBSIDIARIES Consolidated Balance Sheets
(unaudited) June 30, December 31, 1998 1997 ASSETS Cash and cash equivalents $ 175,825 $ 51,286 Marketable securities 535,246 783,500 Investment advisory fees receivable, net 87,570 99,178 Receivable from clearing broker 96,072 97,080 Deposit with clearing broker 25,000 25,000 Prepaid expenses and other current assets 78,799 97,635 Receivable from affiliates and officer 46,256 15,000 Limited partnership investments 50,000 0 Notes receivable 926,120 935,000 Property and equipment, net 85,542 220,575 ----------- ----------- Total Assets $2,106,430 $2,324,254 =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY Accounts payable and accrued expenses $ 227,695 $ 179,360 Deferred investment advisory fees 98,388 153,472 Preferred stock dividend payable 120,000 0 ----------- ----------- Total Liabilities $ 446,083 $ 332,832 Stockholders' equity: 8% cumulative, convertible, non-voting preferred stock, $0.01 par value; authorized 5,000,000 shares; 3,000,000 shares issued and outstanding 30,000 30,000 Common stock, $0.001 par value; authorized 20,000,000 shares; 10,408,876 shares issued and outstanding at June 30, 1998, and December 31, 1997 10,409 10,409 Additional paid-in capital 4,502,853 4,622,853 Accumulated deficit (2,882,915) (2,671,840) ----------- ----------- Total Stockholders' Equity $1,660,347 $1,991,422 ----------- ----------- Total Liabilities and Stockholders' Equity $2,106,430 $2,324,254 =========== ===========
See accompanying notes to consolidated financial statements. 3 JORDAN AMERICAN HOLDINGS, INC. AND SUBSIDIARIES Consolidated Statements of Operations (Unaudited)
Three Months Six Months Ended June 30, Ended June 30, 1998 1997 1998 1997 REVENUES Investment advisory fees $214,907 $149,741 $385,275 $343,462 Commission income 125,936 61,084 237,556 180,537 ---------- ---------- ---------- ---------- Total Revenues $340,843 $210,825 $622,831 $523,999 Selling, general and administrative expenses 507,416 507,141 985,609 915,928 ---------- ---------- ---------- ---------- Operating Income (Loss) ($166,573) ($296,316) ($362,778) ($391,929) OTHER INCOME (LOSS) Interest and dividend income 38,965 35,930 60,852 77,656 Realized gain (loss) from investing and trading (80,126) (19,517) (66,400) (34,311) Unrealized gain (loss) from investing and trading 79,922 (90,323) 101,996 19,608 Gain on disposal of building 55,256 -- 55,256 -- ---------- ---------- ---------- ---------- Total Other Income (Loss), Net $94,017 ($73,910) $151,704 $62,953 ---------- ---------- ---------- ---------- Net Income (Loss) ($72,556) ($370,226) ($211,074) ($328,976) Dividends on preferred stock 60,000 60,000 120,000 120,000 ---------- ---------- ---------- ---------- Net Income (Loss) Attributable to Common Stock ($132,556) ($430,226) ($331,074) ($448,976) ========== ========== ========== ========== Basic earnings (loss) per common share ($0.01) ($0.04) ($0.03) ($0.04) ---------- ---------- ---------- ---------- Diluted earnings (loss) per common share ($0.01) ($0.04) ($0.03) ($0.04) ---------- ---------- ---------- ---------- Weighted-average number of common shares outstanding: Basic 10,408,876 10,600,903 10,408,876 10,637,105 Diluted 10,408,876 10,600,903 10,408,876 10,637,105
See accompanying notes to consolidated financial statements. 4 JORDAN AMERICAN HOLDINGS, INC. AND SUBSIDIARIES Consolidated Statements of Cash Flows (Unaudited)
Six Months Ended June 30, 1998 1997 Cash flows--operating activities Net income (loss) $ (211,074) $ (328,976) Adjustments to reconcile net income (loss) to cash provided by (used in) operating activities: Depreciation 13,351 11,922 Realized (gain) loss from investing and trading 66,400 34,311 Unrealized (gain) loss from investing and trading (101,996) (19,608) Gain on disposal of building (55,256) -- Changes in operating assets and liabilities: Investment advisory fees receivable 11,608 32,495 Trading marketable securities 283,850 89,285 Prepaid expenses and other current assets (12,420) (12,673) Accounts payable and accrued expenses 48,335 (144,263) Deferred investment advisory fees (55,084) (89,306) Other receivables 1,008 (15,925) ----------- ----------- Net Cash Provided By (Used In) Operating Activities $ (11,278) $ (442,738) Cash flows--investing activities Investment in limited partnership (50,000) -- Principal received on notes receivable 8,880 5,176 Proceeds from sale of building 195,483 -- Capital expenditures (18,546) (1,519) ----------- ----------- Net Cash Provided By (Used In) Investing Activities $ 135,817 $ 3,657 Cash flows--financing activities Repurchase of common stock -- (107,751) ----------- ----------- Net Cash Provided By (Used In) Financing Activities $ 0 $ (107,751) ----------- ----------- Net Increase (Decrease) in Cash and Cash Equivalents $ 124,539 $ (546,832) Cash and cash equivalents, beginning of period 51,286 1,725,056 ----------- ----------- Cash and cash equivalents, end of period $ 175,825 $1,178,224 =========== =========== Supplemental disclosure: Interest paid $ 6,180 $ 362
See accompanying notes to consolidated financial statements. 5 Notes to Consolidated Financial Statements (Unaudited) - ------------------------------------------------------ In the opinion of management, the accompanying consolidated financial statements contain all adjustments, consisting only of normal recurring adjustments, necessary to present fairly the balance sheets of Jordan American Holdings, Inc. ("Company" or "JAHI") and its subsidiaries as of June 30, 1998, and December 31, 1997, and the results of operations for the three months and six months ended June 30, 1998, and 1997, and the results of cash flows for the six months ended June 30, 1998, and 1997, in accordance with generally accepted accounting principles. The results for interim periods are not necessarily indicative of results for a full year. (Please see "Management's Discussion and Analysis" below.) Percentage of assets investment advisory fees, for which refunds may be due to clients, are billed in advance and are deferred and amortized into income over the period in which services are performed. Investment advisory fees based on a percentage of the annual increase (performance, or incentive, fees) in the market value of a client's portfolio, including interest and dividends, are fully recognized when billed after the period of management, which is usually twelve months after account inception and annually thereafter. During the third quarter of 1997, JAHI began serving as investment advisor to the Impact Management Growth Portfolio ("Portfolio"), an open-end investment company registered with the Securities and Exchange Commission. Fees for management of the Portfolio are paid to JAHI on a monthly basis. Fee compensation which is due to sales representatives is accrued monthly and is paid to sales representatives quarterly. Asset management contracts are generally terminable upon written notice from the client(s) or the Company, and percentage of assets management fees billed in advance are refundable on a pro-rata basis. For additional information regarding the Company's advisory business operations and policies, a copy of disclosure document Form ADV, Part II is available without charge upon written request to the Company. The Company develops prospective investment advisory clients and investors through seminars, money shows, occasional television and radio appearances, direct contact, its web site (www.jahi.com or www.equityassets.com), sales representatives, and referrals from clients, securities broker-dealers and other sources. Prospective advisory clients receive Form ADV, Part II, as the Company's disclosure document and provide information about themselves, their investment experience, and their net worth through various new account forms and other methods. Approximately 93% of JAHI's clients execute brokerage transactions through IMPACT Financial Network, Inc. ("IFNI"), a wholly-owned broker-dealer subsidiary of JAHI and a member of the National Association of Securities Dealers, Inc. ("NASD") and the Securities Investor Protection Corporation ("SIPC"). IFNI is compensated for securities transactions on behalf of the Company's managed accounts by receipt of commissions. IFNI does not hold funds or securities for clients and does not have custody of accounts for clients of the Company. IFNI currently executes securities transactions through Pershing & Co., a division of Donaldson, Lufkin, & Jenrette, a securities corporation. Pershing, a member of the SIPC, acts as clearing house and custodian for accounts and processes all confirmations and monthly statements for JAHI advisory clients who choose to maintain their accounts 6 with IFNI. Commission income is recognized on a settlement date basis, which does not differ materially from the trade date basis of accounting. The Company's wholly-owned subsidiary, IMPACT Administrative Services, Inc. ("IASI"), an investment company services entity, is expected to receive revenues of $165 per account from clients of the Portfolio and may provide similar services to other mutual funds in the future. Marketable securities consist primarily of corporate stocks and other securities held in Company investment accounts. Realized and unrealized gains or losses result from the trading of securities and stock index futures contracts in Company investment accounts. Basic and diluted earnings per share and share equivalent are based upon the weighted average number of share and/or share equivalents outstanding during the period. The calculations ignore common stock equivalent shares when their inclusion in such calculations would have been anti-dilutive. In February 1993, JAHI completed a $3 million private placement of 750,000 units. Each unit is comprised of four shares of 8% cumulative convertible non-voting preferred stock (the "Preferred Stock") and one share of Common Stock. The Preferred Stock is convertible at the rate of one share of Common stock for each $3.50 in face amount of Preferred Stock converted. The face amount equals the initial offering price of $1.00 per share. If at any time the closing bid price of JAHI Common Stock exceeds $5.25 per share for a period of thirty consecutive trading days, the Company may, upon thirty days' written notice, convert the Preferred Stock to Common Stock using the above conversion rate. Preferred stock dividends are normally paid semi-annually as of June 30 and December 31 of each year. At the request of the holder of the Preferred Stock, the Company agreed to pay the first semi-annual dividend of $120,000 on July 31 of each year and the second semi-annual dividend of $120,000 on November 30. This arrangement was agreed to by both parties to assist the holder of the Preferred Stock in its cash flow needs related to its charitable giving as a private foundation. This special arrangement has no material impact on the annual operations and/or earnings of the Company. In the third quarter of 1994, Wallace Neal Jordan established Jordan Assets, Ltd. For providing administrative services, the Company receives 100% of the net income resulting from the collection of incentive and/or management fees, if any, collected by Jordan Assets, Ltd., a privately held affiliate which manages the Jordan Index Fund, L.P., (the "Index"), a limited partnership with current assets of approximately $6.6 million. The Index invests in stock index futures contracts and other securities and receives as its fee 20% of the Index's trading profits, if any. Fees for this Index are accounted for as deferred revenue until the annual billing date of the Index, which is July 31 of each year. Fees to JAHI from the Index were approximately $90,000 in 1995 as compared to no revenues from the Index in 1996 and 1997. No fees are expected from the Index for July of 1998. Additionally, potential investors in the Company's common stock or warrants should understand that there is no guarantee that the Index will continue to exist as a potential revenue source for the Company. 7 The Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 123, "Accounting for Stock Based Compensation" (SFAS 123), which is effective for fiscal years beginning after December 15, 1995. SFAS recommends, but does not require, measuring compensation cost of stock options at the grant date and recognizing the expense over the service period. If the Company does not change its accounting method, SFAS 123 requires, at a minimum, disclosure of the pro forma impact on net income and net earnings per share. The Company has determined that it will not change from its current method of accounting but will continue to make the disclosures required by SFAS 123, which can be found in the Company's 1997 10-KSB. These interim period consolidated financial statements, including the notes thereto, are condensed and do not include all disclosures required by generally accepted accounting principles. Such interim period consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements which are included in the Company's 1997 Form 10-KSB which is contained in the Company's 1997 Annual Report to shareholders and is available without charge upon request to JAHI Investor Relations, 1875 Ski Time Square, Suite One, Steamboat Springs, Colorado, 80487, (970) 879-1189; Fax: (970) 879-1272; E-mail: info@jahi.com PART I, ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS JORDAN AMERICAN HOLDINGS, INC. AND SUBSIDIARIES Safe Harbor for Forward-Looking Statements - ------------------------------------------ Information found in this report contains forward-looking implications which may differ materially from actual results due to the success, or lack thereof, of JAHI's management decisions, marketing and sales effectiveness, investment decisions, and the management of clients' stock portfolios and pooled investments as influenced by market conditions, Federal Reserve Board policy, economic trends, political developments, domestic and international events and other factors. There can be no guarantee that any forward-looking implications discussed and/or referenced in this report will have any impact, positive or negative, upon the earnings, value and/or operations of the Company. Operational Notes - ----------------- The Company plans to continue expenditures for marketing and related sales and is pursuing business plans for asset gathering, business development and creating exposure of the Company's common stock and warrants through seminars, national investment shows, advertising, marketing materials, joint ventures with other financial services professionals and other means. The Company managed approximately $54 million in individually held fee-paying equity portfolios at June 30, 1998. During the six months ended June 30, 1998, the Company experienced a net loss in total equity portfolio assets (fee and non-fee) of approximately $9 million. During 1997 the Company began serving as 8 investment advisor to the Impact Management Growth Portfolio ("Portfolio"), an open-end investment company formed under the Impact Management Investment Trust. At June 30, 1998, the Portfolio had assets of approximately $4.4 million from which JAHI and IFNI receives management fees and brokerage commissions, respectively. At June 30, 1998, the Company and a privately held affiliate were the advisor to approximately $66 million in fee-paying assets in individually managed equity portfolios, the Portfolio and the Fund, mentioned above. Exceptional performance in percentage of profit (incentive) accounts may result in substantial revenues for the Company while poor performance in the same accounts may yield no revenues for the Company from approximately 56% of the Company's total assets under management. Additionally, because percentage of profit accounts are billed on an annual basis for each respective client, there may be a delay in billing revenue as long as eleven months from the time when actual account performance was achieved. Thus, exceptional performance in percentage of profit accounts may benefit the revenues of the Company for nearly one year after such performance was achieved as dependent on the billing cycle of respective clients and other investment results in the respective accounts. Other than the dividend for the Company's Preferred Stock, there is no short or long term plan for the Company to pay any dividends. Risk Factors, Trends & Uncertainties - ------------------------------------ Total assets under management and corporate earnings may substantially increase or decrease due to stock market conditions, including the onset of a long-term declining, or bear, market, performance returns as influenced by the Company's investment advisory decisions, expense and related effectiveness of marketing efforts, competition from mutual funds, other investment advisory companies and insurance companies, interest rate changes and other actions taken by the Federal Reserve Board, domestic and international economic and political conditions, high inflation and/or recession, trends in business and finance, international events, acts of terrorism and other factors. The securities and commodities industries are subject to various risks and intense regulation from the SEC, the NASD, the National Futures Association, and the Commodity Futures Trading Commission. Investment advisors, broker- dealers, and commodity trading advisors are highly regulated by both federal and state authorities and by other self-regulatory organizations. Such regulations may restrict both the types of investments and amount of investments that JAHI may employ for its clients and itself. The NASD, for instance, has strict requirements for the maintenance of net capital requirements by broker-dealers such as IFNI. There can be no assurance that any changes to existing laws, regulations or rulings promulgated by government entities having jurisdiction over the Company's investment advisory, broker- dealer, investment company-related and commodities trading business will not have an adverse effect upon the business of the Company, or that, despite its best efforts, the Company currently operates in full compliance with all applicable law and regulations or will be able to remain in compliance with all applicable law and regulations. If the Company fails to maintain 9 compliance with all applicable regulations, JAHI and/or its subsidiaries may be subject to various and significant fines, censures and other considerations and penalties. By law, investment advisors, broker-dealers, and investment companies are fiduciaries and are required to serve their clients' interests with undivided loyalty. The affiliation between the Company and IFNI may continue to be scrutinized by the regulatory authorities because of the potential conflict of interest created by related-party transactions and may be subject to various regulations which may affect the fees and charges of IFNI. Additionally, as the brokerage industry continues to become more competitive, fees for such services may decline which result in a similar reduction in revenues from trading transactions. Findings contrary to industry regulations by one or more regulatory entities may subject the Company to censures, fines and/or other liabilities, or cause the Company to change its method of doing business. The SEC requires that business be conducted in the best interests of the clients and that such arrangements be disclosed to them. While the Company believes that its existing policies, procedures and proposed relationships are in compliance with applicable laws and regulations, findings to the contrary may have a material adverse effect upon the Company. Many aspects of the financial services industry involve substantial liability risks, including but not limited to exposure under federal and state securities laws in connection with the distribution of securities, brokerage transactions, suitability and investment advisor activities. Although the Company currently maintains errors and omission insurance and other insurance to protect against these types of liabilities, there can be no guarantee that this coverage will necessarily protect the Company and its shareholders from potential claims. The Company operates in a highly competitive industry with competition from other investment advisors, commodity trading advisors, broker-dealers, and mutual fund managers in addition to investment alternatives offered by insurance companies, banks, securities dealers and other financial institutions. Many of these institutions are able to engage in more extensive advertising and may offer accounts insured by federal corporations such as the Federal Deposit Insurance Corporation. JAHI believes its investment strategy, which centers around attempting to understand the general trend of the market as assisted by certain proprietary analyses, coupled with its long-term track record, make it an attractive alternative to traditional mutual funds and other money managers, but there can be no guarantee that this is necessarily the case. Management fees for the second quarter increased from the same period in 1997 due to improved performance in clients' managed accounts. Despite this increase in management fee revenue, unless account performance continues to improve and/or asset gathering in general increases, or trading activity improves or increases, the Company may continue to experience net losses on a quarterly and annual basis. Market conditions and other factors mentioned above may materially impact this trend, either positively or negatively. Long-term trends in retention of client assets since fiscal year-end 1995 show that the Company has had a net loss in assets under management, i.e., more assets in client accounts have departed from the Company's management than were brought in as new managed assets. This declining trend in total assets 10 under management may continue to have a direct negative impact upon the Company's investment advisory revenues and related brokerage commissions. It is likely that future net income/loss of the Company will be substantially impacted by the amount of assets under management, investment management decisions and general stock market conditions, among other factors listed in this report. During 1997, the Nasdaq Stock Market formalized new standards for continued listing of securities on the Nasdaq Small Cap Market. There can be no guarantee that the Company will be able to meet or maintain these standards, which include but are not limited to a minimum share price of $1.00 or greater for common stock for small-capitalization companies such as Jordan American Holdings, Inc. Should the Company not be able to meet or maintain the listing standards, the Company's common stock may be de-listed and be traded on the OTC Bulletin Board or OTC Pink Sheets. Such an event, if it occurs, may adversely effect the trading and liquidity of the Company's common stock. Additionally, if the Company's securities are de-listed, proposed re-entry standards may be much more difficult for the Company to achieve in order to gain re-listing on the Nasdaq Small Cap Market. The Company's common stock currently does not meet the minimum bid price requirement for continued listing on the Nasdaq Small Cap Market. The potential de-listing of JAHI common stock by Nasdaq has been petitioned by the Company and is currently undergoing further review by Nasdaq. The SEC recently completed an examination of the Company. As a result of this examination, certain issues arose regarding possible violations of the Securities Act of 1933, the Securities Exchange Act of 1934 and the Investment Advisers Act of 1940 relating to the contingent "best efforts" private placement offering for Boston Restaurants Associates, Inc. The SEC has initiated discussions with the Company's legal counsel with regard to these issues and may be considering formal action against the Company. Management and legal counsel to the Company cannot, at this time, predict with any certainty the outcome of the SEC's examination or whether the resolution will have a material effect on JAHI's operations or financial statements. It is anticipated that this matter will be resolved or settled with the SEC within the year ended December 31, 1998. Other than the foregoing, the Company is not a party in any material litigation, and management has no knowledge of any threatened material litigation against the Company. Results of Operations - --------------------- The Company had a net loss for the three months ended June 30, 1998, of ($132,556) or ($0.01) per basic and diluted common share compared to a net loss of ($430,226) or ($0.04) per basic and diluted common share for the same period in 1997. The improvement compared to the same period last year stems from higher revenues from performance fee based managed accounts, higher commission revenues and a significant improvement in other income, discussed in more detail below. For the three months ended June 30, 1998, revenues from investment advisory fees totaled $214,907 compared to revenues from investment advisory fees of $149,741 for the same period in 1997, an increase of approximately 44% due 11 primarily to higher revenues from performance fee based managed accounts during the second quarter of fiscal 1998. Commission income increased for the three months ended June 30, 1998, to $125,936 compared to $61,084 for the same period in 1997, an increase of approximately 106% due to increased securities transactions resulting from the amount of securities being purchased and sold in client accounts as incidental to management's investment advisory decisions based on technical and fundamental considerations of individual securities, market conditions and other factors. Total other income was $94,017 for the three months ended June 30, 1998, compared to ($73,910) for the same period in 1997. This increase was primarily due to increased trading income in Company investment accounts and a gain of approximately $55,000 from the sale of the Company's condominium in Steamboat Springs, Colorado. Selling, general, and administrative ("SG&A") expenses of $507,416 were incurred during the three month period ended June 30, 1998, compared to similar SG&A expenses of $507,141 for the same period in 1997. Liquidity and Capital Resources - ------------------------------- At June 30, 1998, the Company had cash and cash equivalents of $175,825 versus $51,286 at December 31, 1997, an increase of approximately 243%. This increase is primarily due to the sale of certain marketable securities held at December 31, 1997, proceeds from the sale of the Company's condominium, mentioned above, and increased revenues from performance account billings and commissions from securities transactions resulting from investment advisory decisions. Accounts payable and accrued expenses were $227,695 at June 30, 1998, compared to $179,360 at December 31, 1997, an increase of approximately 27%. Accruals are based upon expenses as determined by management's estimate. Cash flows provided by (used in) operating activities for the six months ended June 30, 1998, were ($11,278) compared to ($442,738) for the same period in 1997. Cash flows provided by (used in) investing activities for the six months ended June 30, 1998, were $135,817 compared to $3,657 for the same period in 1997. Cash flows provided by (used in) financing activities were $0 for the six month period ended June 30, 1998, compared to ($107,751) for the same period in 1997. Current cash needs may not continue to be met during the next six months to one year unless revenues from investment advisory fees and brokerage transactions or other sources increase, or unless the Company liquidates its marketable securities and/or other investments, or reduces SG&A significantly. 12 SIGNATURES In accordance with 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. JORDAN AMERICAN HOLDINGS, INC. Dated: August 10, 1998 By: /s/ Charles R. Clark -------------------- Charles R. Clark Chief Executive Officer Dated: August 10, 1998 By: /s/ Frederick A. Whittlesey --------------------------- Frederick A. Whittlesey Chief Financial Officer 13 EX-27 2
5 Jordan American Holdings, Inc. 2nd quarter 10-QSB 6-MOS DEC-31-1998 JUN-30-1998 175,825 535,246 100,530 12,960 0 998,512 201,855 116,313 2,106,430 446,083 0 0 30,000 10,409 1,619,938 2,106,430 0 622,831 0 0 0 0 6,180 (211,074) 0 (211,074) 0 0 0 (211,074) (0.03) (0.03)
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