U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1996
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934 For the transition period from
to
Commission file number: 33-28562
PHYSICIANS INFORMATION EXCHANGE, INC.
(Exact name of registrant as specified in its charter)
TEXAS 72-1315594
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1401 HUDSON LANE
SUITE 202
MONROE, LOUISIANA 71201
(Address of principal executive offices)
(318) 323-5000
(Registrants's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Exchange Act during the past
12 months (or for such shorter period 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 the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date:
Common Stock: Class A, $0.001 par value: 130,000 Shares Outstanding at
November 7, 1996
Class B, $0.001 par value: 75,665,350 Shares Outstanding at
November 7, 1996
Transitional Small Business Disclosure Format. Yes No X
CORPDAL:57677.1 29375-00002
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PHYSICIANS INFORMATION EXCHANGE, INC.
INDEX TO FORM 10-QSB
Part I.
FINANCIAL INFORMATION
Item 1. Financial Statements Page
Balance Sheets as of December 31,
1995 and September 30, 1996............................... 3
Statements of Operations for the Three Months and Nine Months
Ended September 30, 1996 and the Period from November 10,
1995 (Date of Inception) to September 30, 1996............ 4
Statements of Cash Flows for the Nine Months
Ended September 30, 1996 and the Period from
November 10, 1995 (Date of Inception) to
September 30, 1996......................................... 5
Notes to Financial Statements.............................. 6
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations............ 7
Part II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K........................... 7
SIGNATURE .................................................. 8
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PHYSICIANS INFORMATION EXCHANGE, INC.
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEETS
ASSETS
<TABLE>
<CAPTION>
SEPTEMBER 30, DECEMBER 31,
1996 1995
--------------- ----------------
UNAUDITED) (AUDITED)
<S> <C> <C>
Current assets:........................................................... $ 193,939 $ 100,000
Cash............................................................. 16,233 --
------------- ----------------
Prepaid insurance................................................ 210,172 100,000
Total current assets.................................... -- 18,933
Deferred offering costs................................................... 850 1,000
--------------- --------------
Organization costs........................................................ $ 211,022 $ 119,933
=========== ==========
</TABLE>
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
<TABLE>
<CAPTION>
JUNE 30, DECEMBER 31,
1996 1995
-------------------- ------------
Current liabilities:
<S> <C> <C>
Accounts payable - stockholder................................... $ 620,013 $ 189,358
----------- -----------
Commitments and contingencies............................................. -- --
Stockholders' equity (deficit):
Preferred stock, $.001 par; 5,000,000 shares authorized;
none issued.................................................... -- --
Common stock:
Class A $.001 par; 250,000,000 shares authorized;
130,000 and 10,000 shares issued and outstanding........ 130 10
Class B, $.001 par; 250,000,000 shares authorized;
75,665,350 and 75,240,000 shares issued and
outstanding............................................. 75,665 75,240
Additional paid-in capital....................................... 622,813 249,750
Stock subscriptions receivable................................... -- (25,000)
Deficit accumulated during the development stage................. (1,107,599) (369,425)
------------- -----------
Total stockholders' equity (deficit)........... (408,991) (69,425)
----------- ------------
$ 211,022 $ 119,933
=========== ===========
</TABLE>
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.
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<PAGE>
PHYSICIANS INFORMATION EXCHANGE, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
PERIOD FROM
NOVEMBER 10, 1995
NINE MONTHS ENDED THREE MONTHS ENDED (DATE OF INCEPTION) TO
SEPTEMBER 30, 1996 SEPTEMBER 30, 1996 SEPTEMBER 30, 1996
------------------------- ------------------------- ---------------------
(UNAUDITED) (UNAUDITED) (UNAUDITED)
<S> <C> <C> <C>
General and administrative $ 738,174 $ 341,206 $ 1,107,599
============= ============== ================
expenses................................
Net loss................................ $ (738,174) $ (341,206) $ (1,107,599)
============ ============= ==============
Net loss per common share............... $ (0.01) $ (0.00)
============= ==============
Weighted average shares 75,328,372 75,445,117
============ ============
outstanding.............................
</TABLE>
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.
CORPDAL:57677.1 29375-00002
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<PAGE>
PHYSICIANS INFORMATION EXCHANGE, INC.
(A DEVELOPMENT STAGE COMPANY)
STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
PERIOD FROM
NOVEMBER 10, 1995
NINE MONTHS ENDED (DATE OF INCEPTION) TO
SEPTEMBER 30, 1996 SEPTEMBER 30, 1996
------------------------- --------------------
(UNAUDITED) (UNAUDITED)
Cash flows from developmental activities:
<S> <C> <C>
Net loss............................................... $ (738,174) $(1,107,599)
Adjustments to reconcile net loss to net cash
used in
developmental activities:
Amortization........................................... 150 150
Common stock issued for services....................... -- 125,000
Common stock issued for payment of costs............... -- 75,000
Changes in assets and liabilities:
Prepaid insurance............................. (16,233) (16,233)
Organization costs............................ -- (1,000)
-------------- ------------
Net cash used in developmental
activities.................................... (754,257) (924,682)
---------- ----------
Cash flows from financing activities:
Sale of common stock................................... 560,350 660,350
Deferred offering costs................................ (142,809) (161,742)
Accounts payable - stockholder......................... 430,655 620,013
---------- ------------
Net cash provided by financing
activities.................................... 848,196 1,118,621
---------- -----------
Net change in cash and cash equivalents......................... 93,939 193,939
Cash and cash equivalents:
Beginning of period.................................... 100,000 --
---------- -------------
End of period.......................................... $ 193,939 $ 193,939
=========== ===========
</TABLE>
CORPDAL:57677.1 29375-00002
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<PAGE>
SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS.
CORPDAL:57677.1 29375-00002
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<PAGE>
PHYSICIANS INFORMATION EXCHANGE, INC.
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 1996
1. DESCRIPTION OF BUSINESS
Physicians Information Exchange, Inc. ("the Company" or "PIE") was
formed November 10, 1995. The Company was formed to introduce a new
technology service that saves the physician time while collecting
clinical information at the "point of care". This clinical information
will provide structured outcomes and clinical data necessary to improve
quality care and lower treatment cost. This technology service
integrates the latest pen-based, handheld, data collection and wireless
data transfer technologies with a robust knowledge database.
The preparation of financial statements in conformity with generally
accepted accounting principles requires the use of estimates based on
management's knowledge and experience. Due to their prospective nature,
actual results could differ from those estimates.
The Company filed a Form SB-2 registration statement with the
Securities and Exchange Commission which became effective July 17,
1996.
2. BASIS OF PRESENTATION
The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-QSB of
Regulation S-B. They do not include all information and footnotes
required by generally accepted accounting principles for complete
financial statements. However, except as disclosed herein, there has
been no material change in the information disclosed in the notes to
the financial statements for the period ended December 31, 1995
included in the Company's Form SB-2 filed with the Securities and
Exchange Commission. The interim unaudited financial statements should
be read in conjunction with those financial statements included in the
Form SB-2. In the opinion of Management, all adjustments considered
necessary for a fair presentation, consisting solely of normal
recurring adjustments, have been made. Operating results for the nine
month period ended September 30, 1996 are not necessarily indicative of
the results that may be expected for the year ending December 31, 1996.
CORPDAL:57677.1 29375-00002
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<PAGE>
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
The following is management's discussion and analysis of certain significant
factors which have affected the Company's financial condition and operating
results for the period included in the accompanying financial statements.
RESULTS OF OPERATIONS
Three Months Ended September 30, 1996
The Company's general and administrative expenses amounted to $341,206 for
the three months ended September 30, 1996 compared to $188,153 during the
three months ended June 30, 1996. The expenses incurred (approximately
$275,000) were principally related to payments to consultants for
development of the Company's business plan and software products.
Nine Months Ended September 30, 1996
The Company's general and administrative expenses amounted to $738,174 for
the nine months ended September 30, 1996. Of this amount, approximately
$643,000 related to payments to consultants for development of the
Company's business plan and software products.
LIQUIDITY AND CAPITAL RESOURCES
The Company has funded its development activities through September 30,
1996 principally through sales of stock and borrowings from its principal
shareholder. The Company has raised $595,000 from these sources through
September 30, 1996, and management believes that such funds and future
funds that the Company anticipates raising will be adequate to fund the
Company's operations in the near to mid-term future. However, there can be
no assurance that the Company will be able to raise additional funds in the
future, which could have a material adverse effect on the operations and
financial condition of the Company.
PART II. OTHER INFORMATION
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
(A) Exhibits:
27 Financial Data Schedule.
(B) Reports on Form 8-K
No Current Reports on Form 8-K were filed by the Company
during this reporting period.
CORPDAL:57677.1 29375-00002
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<PAGE>
SIGNATURE
In accordance with the requirements of the Exchange Act, the registrant
caused this amended report to be signed on its behalf by the undersigned,
thereunto duly authorized.
PHYSICIANS INFORMATION EXCHANGE, INC.
(REGISTRANT)
Date: November 14, 1996 By: /s/ W. Ernest Rutherford
------------------------
W. Ernest Rutherford
(Principal Financial Officer and
Duly Authorized Officer)
CORPDAL:57677.1 29375-00002
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<PAGE>
INDEX TO EXHIBITS
Exhibits Exhibit Item
27 Financial Data Schedule
CORPDAL:57677.1 29375-00002
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<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
</LEGEND>
<CIK> 0001012366
<NAME> Physician's Information Exchange, Inc.
<S> <C>
<PERIOD-TYPE> 9-mos
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1996
<PERIOD-END> SEP-30-1996
<CASH> 193,939
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 210,172
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 211,172
<CURRENT-LIABILITIES> 620,013
<BONDS> 0
0
0
<COMMON> 75,665
<OTHER-SE> (484,656)
<TOTAL-LIABILITY-AND-EQUITY> 211,022
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 738,174
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (738,174)
<INCOME-TAX> 0
<INCOME-CONTINUING> (738,174)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (738,174)
<EPS-PRIMARY> (.01)
<EPS-DILUTED> (.01)
</TABLE>
