10QSB 1 f77204e10qsb.txt QUARTER REPORT - SMALL BUSINESS 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 September 30, 2001 [ ] 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: 1,406,654 shares of Common Stock as of October 31, 2001. Transitional Small Business Disclosure Format (Check one): Yes [X] No [ ] 1 PART I-FINANCIAL INFORMATION Item 1. Financial Statements. PROGRESSIVE ASSET MANAGEMENT, INC. Condensed Consolidated Statement of Operations
Three months ended Three months ended September 30, September 30 2001 2000 ---- ---- Total revenues ............................ $ 122,790 $ 140,558 Costs and expenses Employee compensation and benefits 55,922 61,663 Other costs and expenses ......... 46,106 39,720 ---------- ---------- Total costs and expenses ......... 102,028 101,383 ---------- ---------- Income before income taxes ................ 20,762 39,175 Taxes on income ........................... 0 0 ---------- ---------- Net income (loss) ......................... $ 20,762 $ 39,175 ========== ========== Net income (loss) per share Basic ............................ $ 0.01 $ 0.02 ========== ========== Fully diluted .................... $ 0.01 $ 0.01 ========== ========== Shares used to compute per share amounts Basic ............................ 1,537,667 1,600,620 ========== ========== Fully diluted .................... 2,711,986 2,774,939 ========== ==========
2 PROGRESSIVE ASSET MANAGEMENT, INC. Condensed Consolidated Statement of Cash Flows
Three months ended Three months ended September 30, September 30, 2001 2000 ---- ---- Cash flows from operating activities Net income (loss) ........................ $ 20,762 $ 39,175 Adjustments to reconcile net income (loss) to net cash provided (used) by operating activities ............................... 31,213 (8,133) --------- --------- Net cash provided (used) by operating activities ............................... 51,975 31,042 Net cash provided (used) by investing activities ........................................ (2,493) 0 Net cash provided (used) by financing activities ........................................ (69,612) 0 --------- --------- Net change in cash and cash equivalents ........... (20,130) 31,042 Cash and cash equivalents, Beginning of period ............................... 479,383 506,125 --------- --------- End of period ..................................... $ 459,253 $ 537,167 ========= =========
3 PROGRESSIVE ASSET MANAGEMENT, INC. Condensed Consolidated Statement of Financial Condition
September 30, September 30, 2001 2000 ---- ---- Assets Current assets Cash and cash equivalents .............. $ 459,253 $ 537,167 Commissions and other receivables ...... 31,748 67,570 Other current assets ................... 124,156 25,538 ----------- ----------- Total current assets ................... 615,157 630,275 Property and equipment, net ..................... 12,152 14,729 Other assets .................................... 43,479 22,128 ----------- ----------- Total assets .................................... $ 670,788 $ 667,132 =========== =========== Liabilities and Stockholders' Equity Current liabilities Accounts payable and accrued liabilities $ 33,104 $ 44,744 ----------- ----------- Total current liabilities .............. 33,104 44,744 Other liabilities ............................... 33,849 78,084 Preferred stock, Series A ....................... 55,069 59,160 Stockholders' equity Preferred stock, Series B .............. 25,000 25,000 Common stock, no par value ............. 1,392,800 1,468,657 Retained earnings (accumulated deficit) (869,034) (1,008,503) ----------- ----------- Total stockholders' equity ............. 548,766 485,154 ----------- ----------- Total liabilities and stockholders' equity ...... $ 670,788 $ 667,132 =========== ===========
4 Item 2. Management's Discussion and Analysis or Plan of Operation. Results of Second Quarter. The results of PAM's Second Quarter is described in the "REPORT TO SHAREHOLDERS" dated November 14, 2001. A copy is included as Exhibit 19 to this Form 10-QSB and is incorporated by reference as part of this Item 2. Forward-Looking Statements. 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, the war on terrorism, 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. 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 and Restrictions on Transfer Agreement Between and among Progressive Asset Management, Paradox Holdings Inc., and Financial West Group(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 November 14, 2001
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. 5 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: November 14, 2001 /s/ ------------------------------- Eric Leenson, President and Chief Executive Officer Date: November 14, 2001 /s/ ------------------------------- Catherine Cartier, Secretary 6