-----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, I3850TgSfcAvKeqZxTJyjgwFKXoP68ZzDrFC+5VNBgP5ejpvnWaE6N1Ym74Yr29/ 4wCNC08l0TODy9tbXKDhwA== 0000927016-97-002613.txt : 19971008 0000927016-97-002613.hdr.sgml : 19971008 ACCESSION NUMBER: 0000927016-97-002613 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960331 FILED AS OF DATE: 19971007 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIRST MUTUAL INC CENTRAL INDEX KEY: 0000069280 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-SOCIAL SERVICES [8300] IRS NUMBER: 042434444 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-04328 FILM NUMBER: 97691803 BUSINESS ADDRESS: STREET 1: 120 BOYLSTON ST STREET 2: 9TH FL CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 6174264020 MAIL ADDRESS: STREET 1: 120 BOYLSTON ST STREET 2: 9TH FL CITY: BOSTON STATE: MA ZIP: 02116 FORMER COMPANY: FORMER CONFORMED NAME: MUTUAL ENTERPRISES INC DATE OF NAME CHANGE: 19880218 FORMER COMPANY: FORMER CONFORMED NAME: MUTUAL FRANCHISE CORP DATE OF NAME CHANGE: 19700723 10-Q 1 QUARTERLY REPORT SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10 Q Quarterly Report Under Section 13 or 15 (d) of the Securities Exchange Act Of 1934 For the Quarter Ended March 31, 1996 Commission File Number 0-4328 FIRST MUTUAL, INC. (formerly MUTUAL ENTERPRISES, INC.) STATE OF INCORPORATION: DELAWARE IRS EMPLOYER IDENTIFICATION NUMBER: 04-2434444 120 BOYLSTON STREET BOSTON, MA 02116 TELEPHONE: (617) 426-4020 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 and (2) has been subject to such filing requirements for the past 90 days. Yes [_] No [X] As of March 31, 1996 there were 910,209 shares of common stock (par value $.10 per share) of the Company issued including 63,951 shares in the treasury of the Company. 1 Part I. Financial Information Item I. Condensed Consolidated Financial Statements First Mutual, Inc. Consolidated Balance Sheets (unaudited)
ASSETS March 31, September 30, 1996 1995 Current assets: Cash (9,284) 49,419 Accounts receivable 234,341 125,099 Prepaid expenses 2,276 -0- -------- -------- Total current assets 227,333 174,518 Property and equipment: Furniture, fixtures & equipment 76,846 76,846 Leasehold improvements 31,660 31,660 -------- -------- Total property and equipment 108,506 108,506 Less accumulated depreciation (108,506) (108,506) -------- -------- Net property and equipment 0 0 Other assets 16,383 16,183 -------- -------- Total assets 243,716 190,701 ======== ========
See accompanying notes to consolidated financial statements 2 First Mutual, Inc. Consolidated Balance Sheets (unaudited)
LIABILITIES AND STOCKHOLDERS' March 31, September 30, EQUITY 1996 1995 Current liabilities: Current portion of long-term debt 30,000 30,000 Demand loans from officer 66,176 150,000 Accounts payable and accrued expenses 698,305 614,326 ---------- ---------- Total current liabilities 794,481 794,326 Demand loans from officer 0 104,902 Long-term debt, net of current portion 528,092 538,496 ---------- ---------- Total liabilities 1,322,573 1,437,724 ---------- ---------- Net capital deficiency: Common stock, $.10 par value per share authorized 2,000,000 shares issued 910,209, outstanding 846,248 91,021 91,021 Additional paid-in capital 3,644,837 3,644,837 Accumulated deficit (4,778,261) (4,946,427) Treasury stock, 63,951 shares of common stock at cost (36,454) (36,454) ---------- ---------- Total net capital deficiency (1,078,857) (1,247,023) ---------- ---------- Total liabilities and stockholders' equity 243,716 190,701 ========== ==========
See accompanying notes to consolidated financial statements 3 First Mutual, Inc. Statement of Income (unaudited)
Three months ended Six months ended March 31, March 31, 1996 1995 1996 1995 ------- ------- --------- --------- Revenue: Health care services 887,828 865,659 1,664,486 1,652,674 ------- ------- --------- --------- Total revenue 887,828 865,659 1,664,486 1,652,674 ------- ------- --------- --------- Costs and expenses: Cost of health care services 783,658 688,391 1,394,112 1,276,315 Selling, general and admin 21,170 76,531 71,175 144,276 ------- ------- --------- --------- Total costs: 804,828 764,922 1,465,287 1,420,591 Income from operations 83,000 100,737 199,199 232,083 Interest expense, net 14,722 20,818 31,033 37,650 ------- ------- --------- --------- Net income/(loss) 68,278 79,919 168,166 194,433 ======= ======= ========= ========= Income/(loss) per share 0.08 0.09 0.20 0.23 Weighted average number of shares 846,258 846,258 846,258 846,258
See accompanying notes to consolidated financial statements 4 First Mutual, Inc Statement of Cash Flows (unaudited)
Six Months Ended March 31, 1996 March 31, 1995 -------------- -------------- Cash flows from operating activities: Net income 168,166 194,433 Items not affecting cash: Depreciation 0 0 (Increase) decrease in accounts receivable (109,242) (45,277) (Increase) decrease in prepaid and other current assets (2,276) (21,088) Increase (decrease) in accounts payable and accrued expenses 83,979 107,496 -------- -------- Net cash provided by operating activities 140,627 235,564 -------- -------- Cash flows from financing activities: Payment on note payable (199,330) (218,507) -------- -------- Net cash used for financing activities (199,330) (218,507) -------- -------- Net change in cash (58,703) 17,057 Cash, beginning of period 49,419 73,908 -------- -------- Cash, end of period (9,284) 90,965 ======== ========
See accompanying notes to consolidated financial statements. 5 FIRST MUTUAL, INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited) 1. BASIS OF PRESENTATION The accompanying unaudited condensed financial statements have been prepared by First Mutual, Inc. (the Company) pursuant to the rules and regulations of the Securities and Exchange Commission regarding interim financial reporting. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principals for complete financial statements and should be read in conjunction with the audited financial statements included in the Company's Annual Report and Form 10-K for the fiscal year ended September 30, 1995. In the opinion of the management the accompanying unaudited condensed consolidated financial statements have been prepared on the same basis as the audited financial statements, and include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the results of the interim periods presented. The operating results for the interim periods presented are not necessarily indicative of the results expected for the full fiscal year. 2. INCOME (LOSS) PER SHARE Earning per share of common stock is computed based on the weighted average number of shares of common stock and common stock equivalents outstanding. For purposes of computing weighted average common stock equivalents outstanding, the warrants outstanding are not included because the effects would have been antidilutive. 3. INCOME TAXES The Company and its subsidiaries file a consolidated Federal income tax return. The benefits attributable to investment tax credits and net operating losses can be applied to future years. No provision is made for current income taxes due to use of the net operating loss. ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Results of Operations: Consolidated revenues for the quarter ended March 31, 1996 were $887,828 resulting in net income for the quarter of $68,278. For the quarter ended March 31, 1996, Community Group, Inc. had income from operations of $102,949. The Community Group receives funding from the Commonwealth of Massachusetts that has enabled Community Group to meet its obligations. ABC Mobile Systems had no activity during the quarter ended March 31, 1996. 6 Liquidity and Capital Resources: The Company had a negative cash balance of $9,284 and an accounts receivable balance of $234,341 at March 31, 1996 since the payment Community Group normally receives at the end of each month was received at the beginning of April Instead of the end of March. Cash flows in the quarter ended March 31, 1996 as in the fiscal year ended September 30, 1995 were relatively stable. In prior years the Company experienced a large cash shortfall which was met by: (1) cash advances to the Company and/or subsidiaries due on demand but presently being amortized on a ten year basis, by David Slater, Chairman of the Company, and his wife Barbara W. Slater. (2) restructured bank financing totaling $680,000, payable in 10 years with monthly installments based on a twenty year amortization schedule. David and Barbara Slater personally have guaranteed and collateralized $227,000 of this loan. In return for David and Barbara Slater's personal guarantee and collateralization of $227,000 of the company's bank loan, the Company has granted each of them a 10 year option on 450,000 shares of its authorized but not issued shares, at $.10 per share. In addition, in return for forgiving $243,743 of debt due from BSDJ, Inc. and BSNJ, Inc. the company has granted David and Barbara Slater each a ten year option on 304,679 shares of its authorized, but not issued shares at $.10 per share. If all these options are ever exercised for all 1,509,358 shares represented thereby, the total shares owned by David Slater and his family will increase from the 455,450 shares representing 53.8% of the currently outstanding shares of the Company to a total of 1,964,808 shares representing 83.4% of what would then be the outstanding shares of the Company. In view of the above debt repayment requirements the Registrant will generate no surplus cash and/or liquidity. There are no unused sources of liquidity. Loans from officers and stockholders are demand notes with interest at 2% over the bank rate. In the future, management seeks to cut costs in Community Group, Inc., expand to new similar programs and negotiate future increases in rates under state contracts. ABC Mobile Brake has essentially ceased operations. BWS Group, Inc. has discontinued all retail operations permanently. First Mutual, Inc., continues to seek business opportunities it can participate in without capital requirement, utilizing its franchising, management and health services expertise. PART II. OTHER INFORMATION See Part II of Form 10-K for the year ended September 30, 1995. No significant changes have occurred since that report and no reports on Form 8-K were filed during the quarter ended March 31, 1996 7 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. FIRST MUTUAL, INC. (Formerly Mutual Enterprises, Incorporated) (Registrant) DATE: September 23, 1997 David B. Slater Director and Principal Executive Officer DATE: September 23, 1997 Diane M. Fleming Clerk and Director 8 EX-27 2 FINANCIAL DATA SCHEDULE
5 6-MOS SEP-30-1995 OCT-01-1995 MAR-31-1996 (9,284) 0 234,341 0 0 227,333 108,506 108,506 243,716 794,481 528,092 0 0 91,021 (1,169,878) 243,716 1,664,486 1,664,486 0 1,394,112 71,175 0 31,033 168,166 0 168,166 0 0 0 168,166 .20 .20
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