-----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, I4NSvJXLTYSqhrOGmGd96s/CPzkECQB4xQuQiwDJxZXYlyk6avD9MTAfUZ/QHphY NfcZdX9xI+Exs2inB6s7oQ== 0000943440-97-000023.txt : 19970401 0000943440-97-000023.hdr.sgml : 19970401 ACCESSION NUMBER: 0000943440-97-000023 CONFORMED SUBMISSION TYPE: 10-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19961231 FILED AS OF DATE: 19970331 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: VANDERBILT SQUARE CORP CENTRAL INDEX KEY: 0000764773 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MANAGEMENT SERVICES [8741] IRS NUMBER: 592483405 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K SEC ACT: 1934 Act SEC FILE NUMBER: 002-96366-A FILM NUMBER: 97569546 BUSINESS ADDRESS: STREET 1: 3040 E COMMERCIAL BLVD CITY: FT LAUDERDALE STATE: FL ZIP: 33308 BUSINESS PHONE: 3057760902 MAIL ADDRESS: STREET 1: 3040 E COMMERCIAL BLVD CITY: FT LAUDERDALE STATE: FL ZIP: 33308 10-K 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended Commission File Number 2-96366-A VANDERBILT SQUARE CORPORATION (Exact Name of Registrant as Specified in Its Charter) Florida 59-2483405 (State or Other Jurisdiction(IRS Employer of Incorporation) Identification Number) 3040 East Commercial Blvd., Ft. Lauderdale, Florida, 33308 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (954) 776-0902 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: None Indicate by check mark whether the registrant (1) has filed all reports 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 Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained heDecember 31, 1996rein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. (x) The aggregate market value of the voting stock held by non- affiliates of the Registrant as of March 24, 1997 was $1,631,560. The number of shares of Registrant's Common Stock issued as of March 24, 1997, was 16,490,756, of which a total of 92,400 shares were held by the Company in treasury. INDEX Item Page Part I 1. Business 3 2. Properties 3 3. Legal Proceedings 3 4. Submission of Matters to a Vote of Security Holders 4 Part II 5. Market for Registrant's Common Equity and Related Stockholder Matters 4 6. Selected Financial Data 5 7. Management's Discussion and Analysis of Financial Condition and Results of Operations 5 8. Financial Statements and Supplementary Data 7 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 7 Part III 10. Directors and Executive Officers of the Registrant 7 11. Executive Compensation 8 12. Security Ownership of Certain Beneficial Owners and Management 8 13. Certain Relationships and Related Transactions 9 Part IV 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K 11 PART I ITEM 1. Business Vanderbilt Square Corporation (the "Registrant" or "Company") was organized under the laws of the state of Florida on January 16, 1985. The Company is engaged in (a) leasing equipment to customers through its wholly-owned subsidiary, Hi-Tech Leasing, Inc., ("Hi- Tech"); (b) deriving revenues from investments in marketable securities; and (c) rendering consulting advice and administrative and office management services to Corrections Services, Inc. ("CSI") on an "as needed" basis. CSI, a public company, is engaged in developing and marketing electronic monitoring systems to law enforcement agencies and facilities. The system consists of a computer-controlled electronic signalling system which permits continuous monitoring of a person's presence or absence from their residence. The Company currently owns approximately twenty-eight percent (28%) of the issued and outstanding CSI Common Stock, and the Company's President and Secretary are also officers and directors of CSI. Through Hi-Tech, the Company enters into equipment leasing with customers pursuant to which the Company retains title and ultimate ownership of the leased equipment. The customer, or lessee, is entitled to possession and use of the equipment for the purposes for which the equipment is intended so long as the customer continues to make the scheduled lease payments and so long as all other performance obligations incumbent upon the customer under the lease agreement are performed and satisfied. The Company establishes its payment schedule and lease term under each and every lease on a case-by-case basis in keeping with its view of commercial risk, inflationary prospects, customer's financial data and prevailing terms in the equipment leasing industry. The lease payment schedules vary from twelve (12) months to sixty (60) months, terms which are customary in the equipment leasing industry. ITEM 2. Properties The Company does not own or lease real property. The Company maintains its executive offices pursuant to an oral month-to-month tenancy from an affiliate at a cost of $1,350 per month. ITEM 3. Legal Proceedings No legal proceedings are currently pending or, to the knowledge of management, threatened against the Company. ITEM 4. Submission Of Matters To A Vote Of Security Holders No matters were submitted to a vote of security holders, through a solicitation of proxies or otherwise, during the fourth quarter of the fiscal year covered by this report. PART II ITEM 5. Market For Registrant's Common Equity And Related Stockholder Matters The Company's Common Stock is traded in the over-the-counter market on the National Association of Securities Dealers, Inc. OTC Bulletin Board under the symbol "VNSR". Set forth below is the range of high and low bid and asked information for the Company's Common Stock for the two most recent fiscal years. This information represents prices between dealers and does not reflect retail mark-up or mark-down or commissions, and does not necessarily represent actual market transactions. During the period between January 1, 1995 and December 31, 1996, the range of the reported high and low bid and asked quotations for the Company's Common Stock was as follows: PERIOD BID PRICE ASKED PRICE HIGH LOW HIGH LOW First Quarter - 1995 $ .07 $ .0625 $ .125 $ .10 Second Quarter - 1995 $ .07 $ .0625 $ .125 $ .10 Third Quarter - 1995 $ .08 $ .0625 $ .125 $ .10 Fourth Quarter - Ending December 31, 1995 $ .08 $ .0625 $ .125 $ .10 First Quarter - 1996 $ .375 $ .25 $ .50 $.375 Second Quarter - 1996 $ .375 $ .25 $ .50 $.375 Third Quarter - 1996 $ .40 $ .18 $ .40 $ .25 Fourth Quarter - Ending December 31, 1996 $ .375 $ .18 $ .40 $ .25 As of March 24, 1997, there were approximately 185 record holders of the Registrant's outstanding Common Stock. Moreover, additional shares of the Company's Common Stock are held for additional stockholders at brokerage firms and/or clearing houses. The Company, therefore, was unable to determine the precise number of beneficial owners of its Common Stock as of March 24, 1997. The Company has never paid any cash dividends on its Common Stock and does not anticipate paying cash dividends in the foreseeable future, but rather intends to retain earnings, if any, for future growth and expansion opportunities. Payment of cash dividends in the future will be dependent upon the Company's earnings, financial condition, capital requirements and other factors determined to be relevant by the Board of Directors. ITEM 6. Selected Financial Data
Years Ended December 31, 1996 1995 1994 1993 1992 Revenues $ 227,902 $ 99,710 $ 108,928 $ 172,354 $ 144,670 Operating Expenses $ 169,509 $ 91,595 $ 110,129 $ 153,895 $ 152,227 Net Income (loss) $ 59,443 $ 1,498 $ 6,642 $ 254,483 $ (277,593) Weighted number of shares outstanding 14,847,281 14,224,096 14,515,066 12,779,737 12,291,903 Net income (loss) per share of Common Stock outstanding $ -0- $ -0- $ -0- $ .02 $ (.023) Total Assets $1,063,919 $ 920,910 $1,004,085 $1,011,870 $ 631,361 Total Liabilities $ 51,673 $ 40,810 $ 78,987 $ 76,818 $ 288,911 Cash Dividends $ -0- $ -0- $ -0- $ -0- $ -0-
See Financial Statements and Notes to Financial Statements ITEM 7. Management Discussion And Analysis Of Financial Condition And Results Of Operations This analysis of the Company's financial condition, liquidity, capital resources and results of operations should be viewed in conjunction with the accompanying financial statements, including the notes thereto. Financial Condition At December 31, 1996, the Company had current assets of $763,977 as compared to $667,371 at December 31, 1995, total assets of $1,063,919 at December 31, 1996 as compared to $920,910 at December 31, 1995, current liabilities of $48,447 at December 31, 1996, as compared to $40,810 at December 31, 1995, total liabilities of $51,673 at December 31, 1996, as compared to $40,810 at December 31, 1995, and a net worth of $1,012,246 at December 31, 1996, as compared to $880,100 at December 31, 1995. (See "Financial Statements"). The increase in assets was principally due to the increases in cash and cash equivalents and marketable trading securities. The increase in liabilities was principally due to the increase in accounts payable and accrued expenses. Liquidity During the year ended December 31, 1996, the Company had an increase in cash and cash equivalents and marketable securities to $693,276. The Company's increase in cash was principally due to the sale of its investment in its unconsolidated subsidiary, Americas Gaming in 1995. The Company has limited liabilities, and no present commitments that are reasonably likely to result in its liquidity increasing or decreasing in any material way. The Company, therefore, believes that it has sufficient funds to meet any current liquidity needs. In addition, the Registrant knows of no trend, additional demand, event or uncertainties that will result in, or that are reasonably likely to result in, its liquidity increasing or decreasing in any material way. Capital Resources The Company has no outstanding credit lines or credit commitments in place and has no current need for financial credit. In the event of future need, the Company believes that it will be able to meet any financial needs with its current cash position, or borrow at prevailing terms and through loans collateralized, if necessary, by its assets. The Company has no material commitments for capital expenditures. The Company knows of no material trends, favorable or unfavorable, in the Registrant's capital resources. Results of Operations The Company's revenues for the year ended December 31, 1996, was $227,902 as compared to $99,710 for the year ended December 31, 1995, and $108,928 for the year ended December 31, 1994. The principal reason for the increase in revenues was the increase in income from sales of marketable trading securities. Operating expenses increased to $169,509 for the year ended December 31, 1996 as compared to $91,595 at December 31, 1995 and $110,129 at December 31, 1994. The difference between operating expenses at December 31, 1996 and December 31, 1995, was $77,914. The difference in operating expenses at December 31, 1995 and December 31, 1994 was $18,534. The principal reasons for the differences was an increase in provision for uncollectable accounts between December 31, 1996 and 1995, and a decrease in professional and consulting fees between December 31, 1995 and 1994. Income before provision for income taxes for the year ended December 31, 1996, was $86,846 as compared to a loss of ($480) for the year ended December 31, 1995 and income of $10,130 for the year ended December 31, 1994. The increase in income of $87,326 for the year ended December 31, 1996 as compared to December 31, 1995, was principally due to an increase in earnings from the sale of marketable trading securities. The decrease in income of $10,610 for the year ended December 31, 1995 as compared to December 31, 1994 was principally due to a decrease in earnings of an unconsolidated subsidiary. Registrant knows of no other trends or uncertainties that have had, or that the Company reasonably expects will have, a materially favorable or unfavorable impact on the Company's capital resources, net sales, revenues or income from continuing operations. Moreover, Registrant knows of no other events that will cause a material change in the relationship between its costs and revenues. ITEM 8. Financial Statements And Supplementary Data Financial information pursuant to this Item appears elsewhere in this Report. See Item 14. ITEM 9. Disagreements On Accounting And Financial Disclosure No change in Accountants took place with respect to the preparation of the Company's financial statements for the two (2) most recent fiscal years contained in this report, namely the fiscal years ended December 31, 1996 and December 31, 1995. PART III ITEM 10. Directors And Executive Officers Of The Registrant The directors and executive officers of the Company, as of the date of this Report were as follows: Name Age Offices Held Norman H. Becker 59 President and Director Glenn Shaffren 42 Vice President and Director Diane Aquino 49 Secretary/Treasurer and Director Norman H. Becker, prior to his appointment as the Company's President and Chief Executive Officer during February 1987, was Secretary/Treasurer and a Director of the Company since its inception, January 16, 1985. Since January, 1993, Mr. Becker has also been President of CSI, an affiliate of the Company. (See "Business" and "Financial Statements" and accompanying notes). Additionally, since January 1985, Mr. Becker has been self-employed in the practice of public accounting. Mr. Becker is a graduate of City College of New York (Bernard Baruch School of Business) and is a member of a number of professional accounting associations including the American Institute of Certified Public Accountants, the Florida Institute of Certified Public Accountants, and the Dade County Chapter of the Florida Institute of Certified Public Accountants. Glenn Shaffren became Vice President and a Director of the Company in November, 1996. Since 1994, Mr. Shaffren has been an officer and director of Digitel Network Services, Inc., a private Georgia corporation, and its Chief Executive Officer and Chief Financial Officer since March, 1995. He has been involved in cable television since 1979 and has owned, operated and sold two outside plant construction and installation companies specializing in fiber optic cable and coaxial cable, aerial and underground construction, splicing and activation. In 1992, Mr. Shaffren was Vice President of Operations for American Fiber Optics. Mr. Shaffren resigned as an officer and director of the Company on January 29, 1997. Diane Aquino has been Secretary/Treasurer and a Director of the Company since February 15, 1989. Since January 1993, Ms. Aquino has been Secretary and Treasurer of CSI, an affiliate of the Company. Ronald A. Martini was a director of the Company since April 1986, and was Vice-President since February 27, 1987. On April 24, 1990, Mr. Martini entered a guilty plea in the United States District Court for the District of New Jersey to violations of federal conspiracy, mail fraud and securities laws in connection with transactions in securities of public companies unrelated to the Company during a fifteen (15) month period in 1988 and 1989. On October 30, 1996, the Company accepted the resignation of Mr. Martini as an officer and director of the Company. Mr. Martini and Ms. Aquino are married to each other. ITEM 11. Executive Compensation
SUMMARY COMPENSATION TABLE Annual Compensation Long Term Compensation Awards Payments Restricted Securities Name of Individual Other Annual Stock Underlying/ LTIP All Other and Principal Position Year Salary Bonus Compensation Award(s) Options/SARs Payouts Compensation Norman H. Becker 1996 $ 4,000 -0- $1,163 -0- -0- -0- -0- President Glenn Shaffren 1996 -0- -0- -0- -0- -0- -0- -0- Vice President Diane Aquino 1996 $7,500 -0- -0- -0- -0- -0- -0- Secretary/Treasurer
During the 1996 fiscal year, the Company did not issue any stock options, stock appreciation rights, restricted stock awards, LTIP awards, or similar compensation to any person or entity. In addition, none of the Company's officers and directors had employment agreements or similar arrangements with the Company. ITEM 12. Security Ownership Of Certain Beneficial Owners And Management The following table sets forth, as of the date of this Report, certain information concerning beneficial ownership of the Company's Common Stock, by (i) each person known to the Company to own five percent (5%) or more of the Company's outstanding Common Stock, (ii) all directors of the Company, naming them and (iii) all directors and officers of the Company as a group, without naming them.
Amount and Nature of Percent Name and Address Beneficial Ownership (1) of Class (1)(4) Norman H. Becker (2) 1,157,200 7.0% Diane Aquino (2)(3) 1,138,500 6.9% Ronald A. Martini (2)(3) 4,131,945 25.1% Glenn Shaffren (2) 6,600 .1% Peter Isaacs 900,000 5.5% 13387 Double Tree Circle West Palm Beach, FL 33414 All Officers and Directors as a Group (3 persons) 2,302,300 14.0%
(1) As used herein, the term beneficial ownership with respect to a security is defined by Rule 13d-3 under the Securities Exchange Act of 1934 as consisting of sole or shared voting power (including the power to vote or direct the vote) and/or sole or shared investment power (including the power to dispose or direct the disposition of) with respect to the security through any contract, arrangement, understanding, relationship or otherwise, including a right to acquire such power(s) during the next 60 days. Unless otherwise noted, beneficial ownership consists of sole ownership, voting and investment rights. (2) The address for each person is c/o Vanderbilt Square Corporation, 3040 East Commercial Blvd., Ft. Lauderdale, Florida 33308. (3) Ms. Aquino and Mr. Martini are married to each other. (4) Calculations are based upon 16,490,756 issued shares of the Company's Common Stock of which 92,400 shares were held by the Company in treasury. ITEM 13. Certain Relationships And Related Transactions During the fiscal year ended December 31, 1996, there were no material transactions between the Company and any of its officers and/or Directors which involved $60,000 or more. On August 6, 1996, the Board of Directors of the Company declared a 10% stock dividend of the outstanding Common Stock of the Company. The stock dividend was paid on September 24, 1996 to all stockholders of record at the close of business on August 23, 1996. On October 30, 1996, the Company accepted the resignation of Ronald A. Martini as an officer and director of the Company. In addition, the Board of Directors of the Company appointed Glenn Shaffren to the vacancy on its Board of Directors and elected Mr. Shaffren as Vice President and a Director of the Company, effective on November 1, 1996. On January 29, 1997, the Company accepted the resignation of Mr. Shaffren as an officer and director of the Company. PART IV ITEM 14. Exhibits, Financial Statements, Schedules And Reports On Form 8-K (a) 1. Financial Statements: (i) Report of Independent Certified Public Accountant; (ii) Consolidated Balance Sheet - December 31, 1996 and December 31, 1995; (iii) Consolidated Statement of Operations - Three years ended December 31, 1996; (iv) Consolidated Statement of Shareholders' Equity - Three years ended December 31, 1996; (v) Consolidated Statement of Cash Flows - Three years ended December 31, 1996; (vi) Notes to Consolidated Financial Statements (a) 2. Financial Statement Schedules: Schedule I - Marketable Securities - Other Investments - December 31, 1996; Marketable Securities - Other Investments - December 31, 1995; Schedule II - Amounts Receivable From Related Parties - December 31, 1996; Amounts Receivable From Related Parties - December 31, 1995; Amounts Receivable From Related Parties - December 31, 1994; Schedule XIII - Other Investments - Unconsolidated Subsidiary - December 31, 1996 December 31, 1995 All other financial statements and schedules not listed have been omitted since they are neither applicable nor required, or because the required information is not material or is included in the financial statements or the notes thereto. (a) (3) Exhibits None (b) Reports of Form 8-K The Registrant filed no reports on Form 8-K during the fourth quarter of 1996. SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized. VANDERBILT SQUARE CORP. Dated: March 24, 1997 By:/s/ Norman H. Becker Norman H. Becker, President Pursuant to the requirements of the Securities Exchange Act of 1934, this report have been signed below by the following persons on behalf of the Registrant in the capacities and on the dates indicated. Signatures Title Date (i) Principal Executive Officer /s/ Norman H. Becker Chief Executive March 24, 1997 Norman H. Becker Officer (ii) Principal Financial and Accounting Officer /s/ Diane Aquino Treasurer March 24, 1997 Diane Aquino (iii) A Majority of the Board of Directors /s/ Norman H. Becker Director March 24, 1997 Norman H. Becker Director March 24, 1997 Glenn Shaffren /s/ Diane Aquino Director March 24, 1997 Diane Aquino VANDERBILT SQUARE CORP. AND SUBSIDIARIES REPORT ON EXAMINATION OF CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31, 1996 AND 1995 CONTENTS PAGE INDEPENDENT AUDITOR'S REPORT 1 CONSOLIDATED BALANCE SHEET 2 CONSOLIDATED STATEMENT OF OPERATIONS 3 CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY 4 CONSOLIDATED STATEMENT OF CASH FLOWS 5 NOTES TO FINANCIAL STATEMENTS 6 - 13 Board of Directors and Shareholders Vanderbilt Square Corp. and Subsidiaries Fort Lauderdale, Florida INDEPENDENT AUDITOR'S REPORT I have audited the accompanying balance sheet of Vanderbilt Square Corp. and subsidiaries as of December 31, 1996 and 1995, and the related consolidated statements of operations and shareholders' equity and cash flows for each of the three years ended December 31, 1996. These financial statements are the responsibility of the Company's management. My responsibility is to express an opinion on these financial statements based on my audits. I conducted my audits in accordance with generally accepted auditing standards. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. I believe that my audits provide a reasonable basis for my opinion. In my opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Vanderbilt Square Corp. as of December 31, 1996 and 1995, and the results of its operations and its cash flows for the three years ended December 31, 1996, in conformity with generally accepted accounting principles. /s/Thomas W. Klash Thomas W. Klash Certified Public Accountant Hollywood, Florida January 30, 1997
VANDERBILT SQUARE CORP. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEET DECEMBER 31, 1996 AND 1995 ASSETS 1996 1995 Current Assets: Cash and cash equivalents $ 250,209 $ 197,182 Notes receivable - current: Affiliate 38,478 14,298 Other 20,544 98,695 Accounts receivable: Other 4,334 26,297 Investment in marketable trading securities - at market 443,067 320,920 Accrued interest receivable 143 1,037 Net investment in direct financing leases - current 3,453 3,976 Deferred income taxes - current - 4,966 Prepaid income taxes 3,749 - TOTAL CURRENT ASSETS 763,977 667,371 INVESTMENT IN UNCONSOLIDATED SUBSIDIARY 250,008 214,316 PROPERTY AND EQUIPMENT - at cost - Net of accumulated depreciation of $3,920 in 1996 and 1995 - - NOTES RECEIVABLE - NONCURRENT Affiliate 34,347 179 Other 6,733 25,561 NET INVESTMENT IN DIRECT FINANCING LEASES - noncurrent 8,854 4,610 DEFERRED INCOME TAXES - noncurrent - 8,873 $1,063,919 $ 920,910
See accompanying notes to consolidated financial statements. -2(a)-
VANDERBILT SQUARE CORP. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEET DECEMBER 31, 1996 AND 1995 LIABILITIES AND SHAREHOLDERS' EQUITY 1996 1995 CURRENT LIABILITIES: Accounts payable and accrued expenses $ 40,109 $ 34,818 Income taxes payable - 5,992 Deferred income taxes - current 8,338 - TOTAL CURRENT LIABILITIES 48,447 40,810 DEFERRED INCOME TAXES - NON CURRENT 3,226 - 51,673 40,810 SHAREHOLDERS' EQUITY Common stock $.0001 par value, authorized 50,000,000 shares, issued 16,490,756 shares in 1996, and 14,991,600 shares in 1995; outstanding 16,398,356 in 1996 and 13,935,850 shares in 1995 1,649 1,499 Additional paid-in capital 1,137,363 970,557 Retained earnings (deficiency) (116,734) (9,221) 1,022,278 962,835 Less treasury stock - 92,400 in 1996; and 1,055,750 shares in 1995 10,032 82,735 1,012,246 880,100 $1,063,919 $ 920,910
See accompanying notes to consolidated financial statements. -2(b)-
VANDERBILT SQUARE CORP. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF OPERATIONS THREE YEARS ENDED DECEMBER 31, 1996 1996 1995 1994 REVENUES: Interest and dividend income $ 39,424 $ 33,448 $ 20,228 Income realized from sale of marketable equity securities 187,493 47,317 29,176 Consulting fees - 18,000 57,940 Direct finance lease income 985 945 1,584 227,902 99,710 108,928 OPERATING EXPENSES: Selling, general and administrative expenses 225,097 85,046 99,934 Provision for loss on market decline of marketable trading securities (55,588) 6,549 10,195 169,509 91,595 110,129 INCOME (LOSS) FROM OPERATIONS 58,393 8,115 (1,201) OTHER INCOME (EXPENSE) Equity in earnings (loss) of unconsolidated subsidiary 26,453 8,595 11,331 INCOME (LOSS) BEFORE INCOME TAXES 86,846 (480) 10,130 PROVISION FOR INCOME TAXES - CURRENT - - 1,741 PROVISION (CREDIT) FOR INCOME TAXES - DEFERRED 25,403 (1,978) 1,747 25,403 (1,978) 3,488 NET INCOME (LOSS) $ 59,443 $ 1,498 $ 6,642 WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING 14,847,281 14,224,096 14,515,066 NET INCOME (LOSS) PER COMMON SHARES $ - $ - $ -
See accompanying notes to consolidated financial statements. -3-
VANDERBILT SQUARE CORP. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY THREE YEARS ENDED DECEMBER 31, 1996 Common Stock $.0001 Par Value Additional Retained Authorized 50,000,000 Shares Paid-In Earnings Treasury Shares Amount Capital (Deficit) Stock Total Balance - December 31, 1993 14,633,750 1,499 970,557 (17,361) (19,643) 935,052 Purchase of Treasury Shares (204,000) - - - (16,596) (16,596) Net income for the period - - - 6,642 - 6,642 Balance - December 31, 1994 14,429,750 1,499 970,557 (10,719) (36,239) 925,098 Purchase of Treasury Stock (826,900) - - - (71,477) (71,477) Sale of Treasury Stock 333,000 - - - 24,981 24,981 Net income for the period - - - 1,498 - 1,498 Balance - December 31, 1995 13,935,850 1,499 970,557 (9,221) (82,735) 880,100 10% Stock Dividend 1,499,156 150 166,806 (166,956) - - Purchase of Treasury Stock (249,100) - - - (33,070) (33,070) Sale of Treasury Stock 1,212,450 - - - 105,773 105,773 Net income for the period - - - 59,443 - 59,443 Balance December 31, 1996(a) 16,398,356 $ 1,649 $1,137,363 $(116,734) $ (10,032) $1,012,246
(a) Reflected on the accompanying balance sheet as: Issued: 16,490,756 Treasury Shares: 92,400 16,398,356 See accompanying notes to financial statements. -4-
VANDERBILT SQUARE CORP. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF CASH FLOWS THREE YEARS ENDED DECEMBER 31, 1996 INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 1996 1995* 1994* CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 59,443 $ 1,498 $ 6,642 Adjustments to reconcile net income to net cash provided by (used in) operating activities: (Gain) on sale of marketable securities (187,493) (47,317) 29,177) Amortization of deferred revenue - - (3,940) Equity in (earnings) loss of unconsolidated subsidiary (26,453) 8,595 (11,331) Allowance for market decline of securities (55,588) 6,549 10,195 Write off of uncollectible notes 74,000 10,000 - Changes in operating assets and liabilities: Increase in accounts payable and accrued expenses 5,291 (42,797) 4,511 (Increase) decrease in accrued interest receivable 894 (334) (450) Decrease (increase) in deferred income taxes 25,403 (1,978) 1,747 (Increase) decrease in accounts receivable - other 22,331 (6,456) 3,581 (Decrease) increase in income taxes payable (9,741) 326 1,598 Proceeds from sale of marketable securities 728,716 236,496 141,260 Purchase of marketable securities (531,320) (596,177) (129,952) NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES 105,483 (431,595) (5,316)
Continued on next page -5(a)
VANDERBILT SQUARE CORP. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF CASH FLOWS THREE YEARS ENDED DECEMBER 31, 1996 INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 1996 1995* 1994* CASH FLOWS FROM INVESTING ACTIVITIES: Loan advance to affiliates (74,043) (3,000) (30,000) Principal collections of loans to affiliates 15,695 30,741 24,260 Advances paid on notes receivable - other (9,250) (68,500) (272,000) Principal collections of notes receivable - other 32,229 186,144 82,041 Principal collections on direct financing leases 3,379 5,769 6,226 Purchase of equipment for lease (7,100) - - Proceeds from sale of investments in unconsolidated subsidiaries 4,753 469,255 81,054 Investment in unconsolidated subsidiaries (18,119) (19,628) (54,053) NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES (52,456) 600,781 (162,472) NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 53,027 169,186 (167,788) CASH AND CASH EQUIVALENTS - Beginning of year 197,182 27,996 195,784 CASH AND CASH EQUIVALENTS - End of Year $ 250,209 $ 197,182 $ 27,996
See accompanying notes to financial statements. * Reclassified for comparative purposes -5(b)- VANDERBILT SQUARE CORP. AND SUBSIDIARIES NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1996 AND 1995 NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation - The consolidated financial statements include the accounts of the Company, and its wholly-owned subsidiaries, Hi-Tech Leasing, inc., and Professional Programmers, Inc. All significant intercompany accounts and transactions have been eliminated. The financial statements of Hi-Tech Leasing, Inc., are included in consolidation for its year ended November 30, in order to expedite preparation of financial statements and to coincide with the taxable year of the Company. Revenue Recognition - The Company leases equipment under agreements accounted for as direct financing leases. Under this accounting method, the gross investment in the leases is recorded as the total of the minimum lease payments plus the unguaranteed residual salvage value of the property. The excess of the gross investment over the cost of the property represents unearned income, and this is deducted from the gross investment to arrive at the net investment in the direct financing leases. The unearned interest income is amortized to income over the term of the leases using the "interest method" so as to produce a constant periodic rate of return on the net investment in the leases. Investments in Marketable Trading Securities - The Company's investment in marketable trading securities consists of trading securities as defined in FASB Statement No. 115. Trading securities are carried at market value in the accompanying balance sheets. Unrealized gains and losses resulting from fluctuations in the market price of the related securities are currently reflected in the statement of operations. Net Income (Loss) Per Common Share - Net income (loss) per common share was computed by dividing the net income (loss) for each period by the weighted average number of common shares outstanding during each period. Cash and Cash Equivalents - For purposes of the balance sheet and statement of cash flows, the Company considers all highly liquid debt instruments purchased with a maturity of three months or less to be cash equivalents. -6- VANDERBILT SQUARE CORP. AND SUBSIDIARIES NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1996 AND 1995 NOTE B - NOTES RECEIVABLE - AFFILIATES
1996 1995 10% Note Receivable - Unsecured - Due from a company whose shareholder is an officer and director of an affiliated company. $ - $ 12,211 10% Note Receivable - Due from a company whose shareholder is an officer and director of the Company - unsecured and due on demand 25,000 - 8% Note Receivable - Due from an individual who is an officer and director of the Company - collateralized by transportation equipment - payable in monthly installments of $488, including interest, thru November 15, 2000 20,000 - 10% Note Receivable - Due from a company whose shareholder is an officer and director of the Company - collaterized by transportation equipment - payable in monthly installments of $937, including interest, through September 15, 1999 27,647 - 7% Note Receivable - Due from an officer of the Company - payable in monthly installments of $575, including interest through March 23, 1996 - 2,266 Other 178 - 72,825 14,477 Deduct noncurrent portion 34,347 179 $ 38,478 $ 14,298
Interest income relating to notes from related parties amounts to $1,334 in 1996 and $2,207 in 1995. -7- VANDERBILT SQUARE CORP. AND SUBSIDIARIES NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1996 AND 1995 NOTE C - NOTES RECEIVABLE - OTHER Notes receivable - other - consist of the following:
1996 1995 8% - 12% Notes Receivable - Collateralized by transportation and other equipment. Payments are due in various monthly installments through November 15, 1998 $ 23,797 $ 44,377 10% Note Receivable - Collateralized by common stock of publicly traded companies and due on demand - 10,000 10% Notes Receivable - Collateralized by equipment having fair market value exceeding the principal balance of the respective note. The notes are due in various monthly installments of through October 1, 1997 3,480 - 6% - 10% Notes Receivable - Due from various individuals - on demand and unsecured - 69,879 27,277 124,256 Deduct noncurrent portion 6,733 25,561 $ 20,544 $ 98,695
Interest earned on the above notes amounts to $9,644 in 1996 and $22,382 in 1995. NOTE D - INVESTMENT IN MARKETABLE TRADING SECURITIES At December 31, 1996, the Company's investment in marketable trading securities consisted entirely of trading securities as follows: Cost Market Value Investment in corporate trading securities $420,584 $443,067 -8- VANDERBILT SQUARE CORP. AND SUBSIDIARIES NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1996 AND 1995 NOTE D - INVESTMENT IN MARKETABLE TRADING SECURITIES (Cont'd) Unrealized gains (losses) on changes in market values of marketable trading securities amounted to $55,588 in 1996 and ($6,549) in 1995. NOTE E - NET INVESTMENT IN DIRECT FINANCING LEASES The Company's operations include leasing various types of equipment which are classified as direct financing leases. These leases are summarized as follows at December 31, 1996 and 1995:
1996 1995 Total minimum lease payment to be received (a) $ 14,017 $ 6,778 Add: unguaranteed residuals - 2,500 Gross investment in leases 14,017 9,278 Deduct: unearned interest income 1,710 692 Net investment in direct financing leases 12,307 8,586 Deduct: current portion 3,453 3,976 Noncurrent portion $ 8,854 $ 4,610
(a) The minimum leases payments due at December 31, 1996, for each of the remaining years on the leases are as follows: 1997 $ 4,313 1998 4,313 1999 4,313 2000 1,078 $14,017 -9- VANDERBILT SQUARE CORP. AND SUBSIDIARIES NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1996 AND 1995 NOTE F - INVESTMENT IN UNCONSOLIDATED SUBSIDIARY The Company's investment in Corrections Services, Inc. ("CSI") consists of 1,417,800 shares of common stock, which represents 27.7% of the investee's outstanding common stock at December 31, 1996. This investment is accounted for using the equity method for recognizing income or loss of the investee. During 1996, the Company increased its equity in the investee by $26,453 as a result of the investees net profit of $113,003 and the net purchase of 47,800 additional common shares. The condensed financial statements of CSI are as follows:
Total Assets $1,205,096 $1,087,236 $1,101,968 Total Shareholders' Equity 1,070,006 957,003 979,720 Total Revenues 552,441 533,269 890,094 Net Income (Loss) 113,003 (22,717) 61,412
The quoted market value of CSI Common Stock owned by the Company at December 31, 1996 was $171,466. NOTE G - INVESTMENT IN UNCONSOLIDATED SUBSIDIARY - AT COST During the year ended December 31, 1995, the Company sold 907,500 shares of Americas Gaming International, Inc. f/k/a Oxford Capital Corp. ("Americas Gaming") Common Stock that it held for investment purposes. Moreover, the Company bought and sold additional Americas Gaming stock during the year, which resulted in a gain in the amount of $36,775. The quoted market value of Americas Gaming Common Stock owned by the Company at December 31, 1995 was $15,183. During 1995, the Company sold Americas Gaming Common Stock to certain Vanderbilt shareholders and another related entity at prevailing market prices at the time of sale. The transactions resulted in a loss of $8,967. -10- VANDERBILT SQUARE CORP. AND SUBSIDIARIES NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1996 AND 1995 NOTE H - RELATED PARTY TRANSACTIONS Consulting and Professional Fees - The Company paid consulting and professional fees of $43,525 in 1996, $6,139 in 1995, and $10,663 in 1994, to various firms and individuals affiliated by virtue of common management or stock ownership. Office Management and Expenses - The Company paid office management expenses of $15,300 in 1996, and $14,875 in 1995 and 1994. Consulting Revenues - The Company received consulting fees from various affiliated entities amounting to $-0- in 1996, $18,000 in 1995, and $57,940 in 1994. Rent Expense - The Company paid total rent expense of $16,200 in 1996, and $15,750 in 1995 and 1994, to an entity affiliated by common principal stockholders and management. Sale of Investments - During 1994, the Company sold certain marketable securities of affiliated companies, at market value which resulted in a gain of $43,028. NOTE I - CONSULTING AGREEMENT On February 23, 1989, the Company entered into an agreement with CSI. The agreement provided that the Company will render consulting services to CSI for a period of five years. The consulting services include marketing, financial and administrative services. In accordance with the contract, the Company received 1,000,000 shares of CSI common stock valued at $233,333. CSI has certain officers, directors and principal shareholders in common with the Company. Revenues relating to the agreement are considered earned proratably over five years, accordingly, operating revenues include consulting fees of $3,940 in 1994, $46,656 in 1993. The Company received a total of $-0- in 1996 and $18,000 for services during 1995 on an as-needed basis. -11- VANDERBILT SQUARE CORP. AND SUBSIDIARIES NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1996 AND 1995 NOTE J - INCOME TAXES The components of the provision for income taxes are as follows for the three years ended December 31, 1996:
1996 1995 1994 Federal $ 24,078 $ 1,978 $ 3,211 State 1,325 - 277 $ 25,403 $ 1,978 $ 3,488
Significant components of deferred tax expense are as follows:
Current Assets and Liabilities: Allowance for market appreciation of securities $ - $ 8,338 Total Current - 8,338 Noncurrent Assets and Liabilities: Investment in unconsolidated subsidiaries - equity in earnings or loss - 3,968 Net operating loss carryforward 742 - Total Noncurrent 742 3,968 Total Current and Noncurrent $ 742 $ 12,306 NET DEFERRED TAX LIABILITY $ 11,564
NOTE K - SEGMENT INFORMATION The Company operates principally in three businesses, namely, equipment leasing, consulting, and deriving income from investments. Equipment leasing operations involve the purchase of tangible personal property in connection with a financing arrangement for certain property for a specific customer. Investment operations principally relate to the purchase and sale of marketable equity securities. Operations in the consulting industry include financial consulting and office management. Total revenue by industry includes both sales to unaffiliated customers and sales to affiliates, as reported in the Company's consolidated statement of operations. Operating profit is total revenue less operating expenses. In computing operating profit, none of the following items has been added or deducted; general corporate expenses, interest expenses, income taxes and extraordinary items. -12- VANDERBILT SQUARE CORP. AND SUBSIDIARIES NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1996 AND 1995 NOTE K - SEGMENT INFORMATION (Cont'd) Identifiable assets by industry are those assets that are used in the Company's operations in each industry. Corporate assets are principally cash and notes receivable.
Revenues $ 985 $ 282,505 $ -0- $ 283,490 Operating Profit (loss) $ 517 $ 74,273 $ -0- $ 74,790 General Corporate Expenses $ 15,829 Net Operating Income $ 58,961 Identifiable assets at December 31, 1996 $12,307 $1,047,863 $ - $1,060,170 Total assets at December 31, 1996 $1,078,326
NOTE L - OTHER INFORMATION On August 6, 1996, the Board of Directors of the Company declared a 10% stock dividend of the outstanding Common Stock of the Company. The stock dividend was paid on September 24, 1996 to all stockholders of record at the close of business on August 23, 1996. On October 30, 1996, the Company accepted the resignation of Ronald A. Martini as an officer and director of the Company. In addition, the Board of Directors of the Company appointed Glenn Shaffren to the vacancy on its Board of Directors and elected Mr. Shaffren as Vice President and a Director of the Company, effective on November 1, 1996. On January 29, 1997, the Company accepted the resignation of Glenn Shaffren as an officer and director of the Company. -13- VANDERBILT SQUARE CORP. AND SUBSIDIARIES NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1996 AND 1995 NOTE M - CONCENTRATIONS OF CREDIT RISK Financial instruments which potentially subject the Company to concentrations of credit risk consist primarily of temporary cash investments, investments in marketable securities, and notes receivable. The Company places its cash investments and investments in marketable securities with high quality institutions and limits the amount of credit exposure to any one institution or investee. Concentrations of credit risk with respect to notes receivable are limited, due to the relatively small average balance per debtor. NOTE N - FAIR VALUE OF FINANCIAL INSTRUMENTS The following notes summarize the major methods and assumptions used in estimating the fair value of financial instruments. Cash and cash equivalents - The carrying amount approximates fair value due to the liquidity of thse financial instruments. Investments - The fair value of investments are based upon quoted market prices for those investments. Notes Receivable - The fair value of notes receivable is based upon net realizable value. -14- INDEPENDENT AUDITOR'S REPORT ON FINANCIAL STATEMENTS SCHEDULES Board of Directors and Shareholders Vanderbilt Square Corp. and Subsidiaries Fort Lauderdale, Florida I have audited the consolidated financial statements of Vanderbilt Square Corp. and subsidiaries as of December 31, 1996 and 1995 and for each of the three years ended December 31, 1996 and have issued my report thereon dated January 30, 1997. In connection with my examination, I have also examined the financial statement schedules listed in Item 14(a)(2). In my opinion, these schedules, when considered in relation to the basic financial statements, present fairly in all material aspects the information set forth therein. Thomas W. Klash Certified Public Accountant Hollywood, Florida January 30, 1997
VANDERBILT SQUARE CORP. AND SUBSIDIARIES MARKETABLE SECURITIES - OTHER INVESTMENTS DECEMBER 31, 1996 SCHEDULE I Amount At Which Each Number of Shares or Portfolio of Equity Name of Issuer and Units - Principal Cost of Market Value Security Issued Carried Title of Each Issue Amount of Bonds Each Issue of Each Issue In the Balance Sheet Time Warner 1,000 $ 25,000 $ 25,125 $25,125 Dyneco Corp. 12,500 25,000 10,938 10,938 Kenilworth System Common 20,000 - - - Mission Cap 2,000 50,000 51,000 51,000 Parallel Technologies Common 13,000 14,416 130 130 Ohio Edison 2,000 50,000 51,625 51,625 ABE Industrial Holdings Common 5,000 - - - Utilicorp 2,000 50,000 52,250 52,250 Republic Industries, Inc. 2,500 41,979 83,438 83,438 Renaissance Enterprises Common 349,475 - - - Americas Gaming Intl. Inc. 1,000 1,458 1,125 1,125 Atlantic Cap 1,000 25,000 24,875 24,875 Guardian Int'l. Inc. 1,000 4,428 3,000 3,000 Extended Stay America 500 6,886 10,375 10,375 Gulfstar Ind. 20,000 9,044 7,500 7,500 Pacificorp 1,000 25,000 25,625 25,625 PSE&G Cap 1,000 25,000 25,750 25,750 Republic Ind. Inc. (Calls) 10 2,769 3,875 3,875 RJR Nabisco 1,000 24,877 25,500 25,500 US West Fin. 1,000 25,000 25,125 25,125 Western Resources 500 14,727 15,811 15,811 $420,584 $443,067 $443,067
VANDERBILT SQUARE CORP. AND SUBSIDIARIES MARKETABLE SECURITIES - OTHER INVESTMENTS DECEMBER 31, 1995 SCHEDULE I Amount At Which Each Number of Shares or Portfolio of Equity Name of Issuer and Units - Principal Cost of Market Value Security Issued Carried Title of Each Issue Amount of Bonds Each Issue of Each Issue In the Balance Sheet Cashtek Corp. 20,000 $ 5,978 $ 1,000 $ 1,000 Time Warner 1,000 25,000 25,500 25,500 Dyneco Corp. 12,500 25,000 25,000 25,000 Xavier Mines 25,000 36,128 26,600 26,600 Little Switzerland 4,000 20,508 14,500 14,500 Kenilworth System Common 20,000 2,805 - - Mission Cap 2,000 50,000 51,000 51,000 Parallel Technologies Common 104,500 45,914 16,962 16,962 Ohio Edison 2,000 50,000 51,875 51,875 ABE Industrial Holdings Common 5,000 3,284 - - Utilicorp 2,000 50,000 52,500 52,500 Republic Waste 1,000 10,497 26,875 26,875 Rothchild Companies, Inc. 78,500 3,811 3,925 3,925 American Waste 2,000 9,105 5,000 5,000 Enzo Biochem (Calls) 2,000 3,605 5,000 5,000 Americas Gaming Intl. Inc. 9,000 12,290 15,183 15,183 Renaissance Enterprises Common 349,475 100 - - $ 354,025 $320,920 $320,920
VANDERBILT SQUARE CORP. AND SUBSIDIARIES SCHEDULE II - AMOUNTS RECEIVABLE FROM RELATED PARTIES DECEMBER 31, 1996 SCHEDULE II Column A Column B Column C Column D Column E Balance at Balance Deductions End of Period Beginning of Amounts Amounts Not Name of Debtor Period Additions Collected Other Written Off Current Current Digitel Network Services, Inc. $ - $ 54,043 $ 1,396 $ - $ - $33,881 $ 18,766 Ronald A. Martini 2,266 20,000 2,266 - - 4,419 15,581 Specialty Device Installers 10,000 - 10,000 - - - - Frank Bauer 2,211 - 2,033 - - 178 - $ 14,477 $ 74,043 $ 15,695 $ - $ - $38,478 $ 34,347
VANDERBILT SQUARE CORP. AND SUBSIDIARIES SCHEDULE II - AMOUNTS RECEIVABLE FROM RELATED PARTIES DECEMBER 31, 1995 SCHEDULE II Column A Column B Column C Column D Column E Balance at Balance Deductions End of Period Beginning of Amounts Amounts Not Name of Debtor Period Additions Collected Other Written Off Current Current Ronald A. Martini $ 8,755 $ - $ 6,489 $ - $ - $ 2,266 $ - Specialty Device Installers 24,741 - 14,741 - - 10,000 - Frank Bauer 8,722 3,000 9,511 - - 2,032 179 $ 42,218 $ 3,000 $ 30,741 $ - $ - $14,298 $ 179
VANDERBILT SQUARE CORP. AND SUBSIDIARIES SCHEDULE II - AMOUNTS RECEIVABLE FROM RELATED PARTIES DECEMBER 31, 1994 SCHEDULE II Column A Column B Column C Column D Column E Balance at Balance Deductions End of Period Beginning of Amounts Amounts Not Name of Debtor Period Additions Collected Other Written Off Current Current Corrections Services, Inc. $ 3,219 $ - $ 3,219 $ - $ - $ - $ - Ronald A. Martini 14,807 - 6,052 - - 6,489 2,266 Specialty Device Installers - 30,000 5,259 - - 23,550 1,191 Frank Bauer 18,452 - 9,730 - - 8,722 - $ 36,478 $ 30,000 $ 24,260 $ - $ - $38,761 $ 3,457
VANDERBILT SQUARE CORP. AND SUBSIDIARIES MARKETABLE SECURITIES - OTHER INVESTMENTS DECEMBER 31, 1996 SCHEDULE XIII Amount At Which Each Number of Shares or Equity in Portfolio of Equity Name of Issuer and Units - Principal Cost of Earnings or Security Issued Carried Title of Each Issue Amount of Bonds Each Issue (Loss) Issuer In the Balance Sheet Corrections Services, Inc. Common 1,417,800 $299,898 $(49,890) $250,008 Cumulative
VANDERBILT SQUARE CORP. AND SUBSIDIARIES MARKETABLE SECURITIES - OTHER INVESTMENTS DECEMBER 31, 1995 SCHEDULE XIII Amount At Which Each Number of Shares or Equity in Portfolio of Equity Name of Issuer and Units - Principal Cost of Earnings or Security Issued Carried Title of Each Issue Amount of Bonds Each Issue (Loss) Issuer In the Balance Sheet Corrections Services, Inc. Common 1,370,000 $290,659 $(76,343) $214,316 Cumulative
EX-27 2
5 This schedule containst summary financial information extracted from Balance Sheet, Statement of Operations, Statements of Cash Flows and Notes thereto incorporated in Part II, Item 8. of this Form 10-K and is qualified in its entirety by reference to such financial statements. YEAR DEC-31-1996 DEC-31-1996 250,209 443,067 66,952 0 0 763,977 3,920 3,920 1,063,919 48,447 0 0 0 1,649 1,010,597 1,063,919 0 227,902 0 225,097 0 0 0 86,846 25,403 59,443 0 0 0 59,443 0 0
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