-----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, WM8PNM50zPNoAHb5TBgvm47yRGn4cAMlucWNhG5Q6OXDYyA6pK6gbqe6vzAUhhzx YdS8YfAOCcfGghYZb8ob+g== 0000950149-01-000143.txt : 20010205 0000950149-01-000143.hdr.sgml : 20010205 ACCESSION NUMBER: 0000950149-01-000143 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20001231 FILED AS OF DATE: 20010202 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PROGRESSIVE ASSET MANAGEMENT INC CENTRAL INDEX KEY: 0000862801 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 943048535 STATE OF INCORPORATION: CA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 10QSB SEC ACT: SEC FILE NUMBER: 000-29731 FILM NUMBER: 1523072 BUSINESS ADDRESS: STREET 1: 1814 FRANKLIN STREET STREET 2: SUITE 700 CITY: OAKLAND STATE: CA ZIP: 94612 BUSINESS PHONE: 5108343722 MAIL ADDRESS: STREET 1: 1814 FRANKLIN STREET STREET 2: SUITE 700 CITY: OAKLAND STATE: CA ZIP: 94612 10QSB 1 f69063e10qsb.txt QUARTERLY REPORT 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2000 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from _______ to __________ Commission file number _________________________ PROGRESSIVE ASSET MANAGEMENT, INC. (Exact name of small business issuer as specified in its charter) CALIFORNIA 90-804853 (State or other jurisdiction of (IRS Employer Identification No.) incorporation or organization) 1010 Oak Grove Road, Concord, CA 94518 --------------------------------------------- (Address of principal executive offices) 800-786-2998 -------------------------------- (Issuer's telephone number) - ------------------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS Check whether the registrant filed all documents and reports required to be filed by Section l2, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court. Yes [ ] No [ ] APPLICABLE ONLY TO CORPORATE ISSUERS State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 1,520,604 shares of Common Stock as of December 31, 2000. Transitional Small Business Disclosure Format (Check one): Yes [X] No [ ] 1 2 PART I-FINANCIAL INFORMATION Item 1. Financial Statements. PROGRESSIVE ASSET MANAGEMENT, INC. Condensed Consolidated Statement of Financial Condition
December 31, December 31, 2000 1999 ========================== =========================== Assets Current assets Cash and cash equivalents $ 528,683 $ 418,793 Short-term investment, at fair value 0 0 Commissions and other receivables 86,665 48,416 Other current assets 23,339 33,790 --------------------------- Total current assets 638,687 500,999 Property and equipment, net 13,799 13,971 Other assets 40,273 34,350 -------------------------- --------------------------- Total assets $ 692,759 $ 562,232 ========================== =========================== Liabilities and Stockholders' Equity Current liabilities Accounts payable and accrued liabilities $ 35,381 $ 51,096 -------------------------- --------------------------- Total current liabilities 35,381 51,096 Other liabilities 78,074 119,000 Preferred stock, Series A 45,608 58,366 Stockholders' equity Preferred stock, Series B 25,000 25,000 Common stock, no par value 1,443,126 1,479,250 Retained earnings (accumulated deficit) (934,430) (1,183,362) --------------------------- Total stockholders' equity 485,154 344,132 Total liabilities and stockholders' equity $ 667,132 $ 562,232 ========================== ===========================
2 3 PROGRESSIVE ASSET MANAGEMENT, INC. Condensed Consolidated Statement of Operations
Three months ended Three months ended December 31, 2000 December 31, 1999 ============================ ========================== Total revenues $ 189,125 $ 129,488 Costs and expenses Employee compensation and benefits 47,436 44,329 Other costs and expenses 67,616 51,570 ----------------------------- -------------------------- Total costs and expenses 115,052 95,899 ----------------------------- -------------------------- Income before income taxes 74,073 33,589 Taxes on income 0 0 ----------------------------- -------------------------- Net income (loss) $ 74,073 $ 33,589 ============================= ========================== ============================= ========================== Net income (loss) per share Basic $ 0.05 $0.02 ============================= ========================== Fully diluted $ 0.03 $ 0.01 ============================= ========================== ============================= ========================== Shares used to compute per share amounts Basic 1,562,368 1,583,557 ============================= ========================== Fully diluted 2,736,687 2,757,876 ============================= ========================== ============================= ==========================
PROGRESSIVE ASSET MANAGEMENT, INC. Condensed Consolidated Statement of Cash Flows
Three Months Ended Three Months Ended December 31, 2000 December 31, 1999 ============================ ========================= Cash flows from operating activities Net income (loss) $74,073 $33,589 Adjustments to reconcile net income (loss) to net cash provided (used) by operating activities (25,329) 34,432 ---------------------------- -------------------------
3 4 Net cash provided (used) by operating activities 48,744 34,432 Net cash provided (used) by investing activities (18,145) 0 Net cash provided (used) by financing activities (39,083) (56,833) ---------------------------- ------------------------- Net change in cash and cash equivalents (8,484) 11,188 Cash and cash equivalents, Beginning of period 537,167 407,605 ---------------------------- ------------------------- End of period $528,683 $418,793 ============================ ========================= ============================ =========================
Item 2. Management's Discussion and Analysis or Plan of Operation. (A) Results of Second Quarter. The results of PAM's Second Quarter is described in the "REPORT TO SHAREHOLDERS" dated February 1, 2001. A copy is included as Exhibit 19 to this Form 10-QSB and is incorporated by reference as part of this Item 2. (B) National Office Move. PAM's national office has completed its move to 1010 Oak Grove Road, Concord, CA 94518. The phone number will remain 800-786-2898, and the email address will remain pam@progressive-asset.com. PAM recently entered into a lease with Mr. Camejo for the space now occupied as the principal offices of PAM. The term of the lease ends October 1, 2002. The office space is approximately 960 square feet. The rent, payable monthly, is $1,660.00, and includes utilities. PAM's management believes the terms of the lease are below market rate at the time the lease was entered into and was approved by a majority of the disinterested members of the Board of Directors. Any statements contained in this Quarterly Report that relate to future plans, events, or performance are forward-looking statements that involve risks and uncertainties. These include: but are not limited to, changes in general economic conditions, particularly the recent down-turn in the economy, intense competition for customers, pressures on brokerage, other fees charged, most notably the competition among firms offering brokerage services on-line, the mood of the investing public and the changes in political attitude toward socially responsible investments. PAM cautions that the foregoing list of important factors is not exclusive. Developments in any of these areas could cause PAM's results to differ materially from results that have been or may be projected by or on behalf of PAM. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this statement. PAM does not undertake to update any forward-looking statements that may be made from time to time by or on behalf of PAM. 4 5 PART II-OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K. (a) Exhibits required by Item 601 of Regulation S-B. Exhibit 2 (a) Restated Articles of Incorporation(1) (b) Bylaws(1) Exhibit 6 (a) Stock Option Plan(1) (b) Standstill Agreement between PAM and Paradox Holdings(1) (c) Agreement between PAM and Sustainable Systems, Inc.(2) Exhibit 12 (a) Purchase Agreement Among Paradox Holdings, PAM and FWG(1) Exhibit 19 Report to Shareholders, dated February 1, 2001 Exhibit 27 Financial Data Schedule Footnotes: (1) Incorporated by reference to the Company's Registration Statement on Form 10-SB, Amendment 2, filed August 9, 2000. (2) Incorporated by reference to the Company's Form 10-KSB, filed on September 28, 2000. (b) Reports on Form 8-K. No Forms 8-K were filed during the quarter for which this report is filed, listing the items reported, any financial statements filed and the dates of such reports. 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. PROGRESSIVE ASSET MANAGEMENT, INC. Date: February 1, 2001 /s/ Eric Leenson ---------------------------------- Eric Leenson, President and Chief Financial Officer Date: February 1, 2001 /s/ Catherine Cartier ---------------------------------- Catherine Cartier, Secretary 5 EX-19 2 f69063ex19.txt REPORT TO SHAREHOLDERS 1 EXHIBIT 19 EXHIBIT 19 REPORT TO SHAREHOLDERS I. FINANCIAL FOR THE QUARTER ENDING DECEMBER 31, 2000 During the quarter that ended December 31, 2000 Progressive Asset Management, Inc. (PAM) continued to achieve positive financial results. PAM generated total revenues of $189,125 while expending $115,052, thereby producing a net profit of $74,073 for the quarter. Basic earnings for the period were 0.05 cents per share, and fully diluted earnings were 0.03 cents per share. Such results compare favorably to earnings from the same quarter of the previous fiscal year when net income was $33,589. Total net earnings for the first six months of fiscal 2001, July 1-December 31, 2000, reached $113,248 These figures include all expenses related to the move of the national office to 1010 Oak Grove Road in Concord, California that has now been successfully completed. PAM has achieved its 6th consecutive quarter of profitability under the new strategic alliance with Financial West Group (FWG). II. RECRUITMENT Essential to the continued growth of PAM is recruitment of additional registered representatives to the PAM Network. Under this arrangement FWG executes securities transactions and receives the commissions for the representatives. Then FWG distributes the preponderance of the commissions to the representatives, retaining a portion that is shared with PAM. Thus each new "rep" brings a new revenue stream to PAM. PAM is very pleased to announce that in December 2000 a group of 10 reps under the leadership of Brian Laverty decided to join the PAM Network. The news is especially positive, because the group is highly experienced in socially responsible investing, and the members are based in locations where PAM did not have offices previously. The PAM Network has now added a presence to its national network in the states of Arizona, Kentucky, New Jersey, Ohio, Pennsylvania, and Wisconsin. The PAM Network is now at its largest size ever in terms of reps, with 40. The majority of these new reps began the switch over to FWG in early January 2001, and we believe that the switching over of the reps will be completed by the end of April 2001. Because of the normal time delays involved in the process of transferring accounts, there will be a lag time of several months before the full impact of the benefits of this network growth are recognized in PAM's revenue. III. SPECIAL PROGRAMS Progressive Trade Securities Inc., a socially screened online investment firm being created jointly by PAM and Sustainable, Inc. has been incorporated, and is in the process of registering with the NASD as a broker-dealer and completing its business plan. James Nixon, formerly the Vice President of Social Research and Network Services for PAM, left PAM to become the founding chair of the board and CEO of the new company. His previous job responsibilities are being handled by Neil Stallings, the new Director of Social Research, and PAM President Eric Leenson. A search is underway to fill the newly-created position of Director of Business Development whose duties will encompass broker recruitment and network services. Efforts to convene an innovative, educational two day conference for institutional investors proceeded smoothly during the quarter. Bottomline 2001: The Future of Fiduciary Responsibility will take place at the Mark Hopkins Hotel in San Francisco, California, April 18-20th 2001. The conference will host elected officials (public fiduciaries), trustees, and staff from pension funds, foundations, religious organizations, labor unions, family trust offices, colleges and universities to examine the growing inclusion of social and environmental factors within the context of public and private fiduciary responsibility. 6 2 IV. SHAREHOLDER MATTERS PAM is now a "reporting company" under the Securities Exchange Act of 1934. This means that PAM is required to file an annual report with the Securities and Exchange Commission (SEC), called a Form 10-KSB. PAM will also file for each of its first three quarters of each fiscal year a quarterly report called a Form 10-QSB. These forms are filed electronically with the SEC and are available immediately on the SEC's website. These forms will give current financial information about PAM as well as pertinent developments. PAM will also file several other reports with the SEC, some of which likewise are filed electronically. While these reports will be a financial burden on PAM, the annual cost is justified to allow its shareholders to continue to trade its common stock, and to provide its shareholders and the public with current information on PAM. At the Board Meeting held in November 2001 the Directors authorized the officers to spend up to $50,000 for the purpose of purchasing PAM common shares. In accord with that decision a small number of shares, less than 4% of those outstanding, were purchased by the company. V. OTC BULLETIN BOARD PAM'S common stock commenced being quoted on the National Association of Securities Dealers' (NASD) OTC Bulletin Board in 1997. The NASD changed its rules concerning the requirements for a company to have its stock quoted on the Bulletin Board. Under NASD's new requirements that were phased-in during 1999-2000, PAM had to become a "reporting company" under the Securities Exchange Act of 1934. PAM filed the application with the SEC to register its stock in February 2000. While the SEC reviewed PAM's application for registration, the NASD suspended the quotation of PAM's stock on the Bulletin Board, as required by the new rules of the NASD for all companies. The SEC finally accepted PAM's application for registration in late 2000. Under the NASD 's rules, PAM's stock can be quoted again on the Bulletin Board once a brokerage firm (other than PAM) applies to act as a "market-maker" of PAM's stock on the Bulletin Board. The application to resume the quoting of PAM's stock has been submitted, and we are hopeful that the common stock will resume being quoted on the Bulletin Board in the next several weeks. VI. LOOKING TO THE FUTURE Although there is certainly no assurance that the favorable results will continue, we are content with the results of our most recent quarter. Financial results were favorable, and the PAM Network grew substantially. We are off to a good start in 2001, with the addition of 10 reps as well as the leadership abilities demonstrated by Brian Laverty. In fact, he joins the ranks of office managers in Baltimore, Boston, Fairfield, Iowa, and New York City who hold significant promise for building the Network. We believe that the decision taken by this experienced group of 10 reps affirms the attractiveness of the PAM/FWG business model. It is gratifying to see these positive developments as we strive to increase value for shareholders while offering our clients the opportunity to invest for financial return and social progress. Peter Camejo Eric Leenson Chair, CEO President, CEO Any statements contained in this Quarterly Report that relate to future plans, events, or performance are forward-looking statements that involve risks and uncertainties. These include: but are not limited to, changes in general economic conditions, particularly the recent down-turn in the economy, intense competition for customers, pressures on brokerage, other fees charged, most notably the competition among firms offering brokerage services on-line, the mood of the investing public and the changes in political attitude toward socially responsible investments. PAM cautions that the foregoing list of important factors is not exclusive. Developments in any of these areas could cause PAM's results to differ materially from results that have been or may be projected by or on behalf of PAM. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this statement. PAM does not undertake to update nay forward-looking statements that may be made from time to time by or on behalf of PAM. 7 EX-27 3 f69063ex27.txt FDS WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE. EXHIBIT 27
5 1,000 U.S. DOLLARS YEAR YEAR JUN-30-2001 JUN-30-2000 OCT-01-2000 OCT-01-1999 DEC-31-2000 DEC-31-1999 1 1 528,683 418,793 0 0 86,665 48,416 0 0 0 0 638,687 500,999 31,114 32,000 0 0 692,759 549,350 35,381 51,096 0 0 45,608 58,366 25,000 25,000 1,443,126 1,479,250 0 0 692,759 549,350 0 0 189,125 129,488 0 0 0 0 115,052 95,899 0 0 0 0 74,073 33,589 0 0 74,073 33,589 0 0 0 0 0 0 74,073 74,073 .05 .02 .03 .01
-----END PRIVACY-ENHANCED MESSAGE-----