<PAGE> 1
FORM 10-QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended October 31, 1996
-----------------------------------
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(D) OR THE SECURITIES EXCHANGE
ACT OF 1934
Commission File Number 000-21825
Streicher Mobile Fueling, Inc.
- --------------------------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
Florida 65-0707824
- --------------------------------------------------------------------------------
(State or other jurisdiction of (IRS Employer
incorporation or jurisdiction Identification Number)
2720 NW 55th Court. Fort Lauderdale, FL, 33309
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(954) 739-3880
- --------------------------------------------------------------------------------
(Issuer's telephone number, including area code)
Check whether the issuer 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 that the registrant was required requirements for the past 90
days. Yes X . No .
--- ---
As of October 31, 1996, 1,500,000 shares of the issuer's common stock were
outstanding.
This report contains 12 pages. There are no exhibits.
X Traditional Small Business Disclosure Format
---
<PAGE> 2
STREICHER MOBILE FUELING, INC.
FORM 10-QSB
INDEX
10-QSB Part and Item No.
<TABLE>
<S> <C> <C> <C>
Part I-Financial Information
Item 1. Financial Statements (Unaudited)
Condensed Balance Sheets as of
October 31, 1996 and January 31, 1996...................3
Condensed Statements of Operations for
the three month and nine month periods
ended October 31, 1996 and 1995.........................4
Condensed Statements of Cash Flows for the nine
month periods ended October 31, 1996 and 1995...........5
Notes to condensed financial statements.................6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations.....................8
Part II-Other Information
Item 1. Legal Proceedings......................................10
Item 2. Changes in Securities..................................10
Item 3. Defaults Upon Senior Securities........................10
Item 4. Submission of Matters to a Vote of Security Holders....10
Item 5. Other Information......................................10
Item 6. Exhibits and Reports on Form 8-K.......................10
Signatures...............................................................11
</TABLE>
<PAGE> 3
STREICHER MOBILE FUELING, INC.
CONDENSED BALANCE SHEETS
OCTOBER 31, 1996 (UNAUDITED) AND JANUARY 31, 1996
<TABLE>
<CAPTION>
October 31, January 31
1996 1996
---- ----
(Unaudited)
<S> <C> <C>
ASSETS
CURRENT ASSETS:
Cash and cash equivalents..................................... $ 55,896 $ 189,508
Investments (restricted $65,000 and $63,000, respectively).... 95,023 203,743
Accounts receivable, net of allowance for doubtful
accounts of $40,000 and $28,000 respectively .............. 4,207,959 2,592,559
Inventories................................................... 69,620 65,193
Prepaid expenses and other.................................... 118,150 100,790
----------- -----------
Total current assets.................................. 4,546,648 3,151,793
PROPERTY AND EQUIPMENT, net of accumulated depreciation.........
of $876,574 and $598,060 respectively...................... 3,306,717 3,136,665
DUE FROM RELATED PARTIES........................................ 94,309 32,298
OTHER ASSETS.................................................... 413,441 37,180
----------- -----------
Total assets.......................................... $8,361,115 $ 6,357,936
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Current portion of long-term debt............................. $ 818,201 $ 471,404
Current portion of capital lease obligations.................. 106,560 131,766
Accounts payable.............................................. 2,241,914 1,322,126
Accrued expenses.............................................. 321,200 318,931
Customer deposits............................................. 159,874 163,844
Due to related parties........................................ 25,054 18,303
Line of credit borrowings..................................... 2,700,000 --
----------- -----------
Total current liabilities............................. 6,372,803 2,426,374
----------- -----------
LONG-TERM LIABILITIES:
Line of credit borrowings..................................... -- 1,802,795
Long-term debt, excluding current portion..................... 1,162,675 1,116,701
Capital lease obligations, excluding current portion.......... 144,112 253,241
Deferred income taxes......................................... 373,759 373,759
----------- ----------
Total long-term liabilities........................... 1,680,546 3,546,496
----------- ----------
Total liabilities..................................... 8,053,349 5,972,870
----------- ----------
COMMITMENTS AND CONTINGENCIES: (Notes 5 and 6)
SHAREHOLDERS' EQUITY:
Preferred stock, $.01 par value, 1,000,000 shares authorized,
none issued and outstanding................................ -- --
Common stock, $.01 par value, 20,000,000 shares authorized,
1,500,000 shares issued and outstanding.................... 15,000 15,000
Additional paid-in capital.................................... 238,588 238,588
Unrealized gain on investment................................. 7,072 7,072
Retained earnings ............................................ 47,106 124,406
----------- ----------
Total shareholders' equity............................ 307,766 385,066
----------- ----------
Total liabilities and shareholders' equity............ $ 8,361,115 $6,357,936
=========== ==========
</TABLE>
The accompanying notes to financial statements are an integral part of these
balance sheets.
3
<PAGE> 4
STREICHER MOBILE FUELING, INC.
CONDENSED STATEMENTS OF OPERATIONS
THE THREE MONTH AND NINE MONTH PERIODS ENDED
OCTOBER 31, 1996 AND 1995 (UNAUDITED)
<TABLE>
<CAPTION>
Three Month Periods Nine Month Periods
Ended October 31, Ended October 31,
--------------------- --------------------
1996 1995 1996 1995
---- ---- ---- ----
(Unaudited) (Unaudited)
<S> <C> <C> <C> <C>
REVENUE, including fuel taxes of
$2,724,000, $2,257,000, $6,290,000
and $6,059,000, respectively........... $ 7,191,906 $ 5,760,007 $21,079,761 $16,536,477
COST OF SALES............................ 6,301,526 5,101,978 19,062,455 15,049,212
----------- ----------- ----------- -----------
Gross profit........................ 890,380 658,029 2,017,306 1,487,265
OPERATING EXPENSES....................... 548,689 433,286 1,793,082 1,288,777
----------- ----------- ----------- -----------
Income from operations............. 341,691 224,743 224,224 198,488
INTEREST EXPENSE......................... (93,584) (90,808) (353,836) (244,870)
OTHER INCOME (EXPENSE)................... 2,357 (5,116) 8,744 14,090
----------- ------------ ----------- -----------
Income (loss) before (provision)
benefit for income taxes.......... 250,464 128,819 (120,868) (32,292)
(PROVISION) BENEFIT FOR INCOME
TAXES.................................. (90,283) (45,350) 43,568 11,370
------------ ----------- ----------- -----------
Net income (loss)................... $ 160,181 $ 83,469 $ (77,300) $ (20,922)
=========== =========== ============ ===========
NET INCOME (LOSS) PER SHARE.............. $ .11 $ .06 $ (.05) $ (.01)
=========== =========== =========== ===========
WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING....................... 1,500,000 1,500,000 1,500,000 1,500,000
=========== =========== =========== ===========
</TABLE>
The accompanying notes to financial statements are an integral part of these
statements.
4
<PAGE> 5
STREICHER MOBILE FUELING, INC.
CONDENSED STATEMENTS OF CASH FLOWS
THE NINE MONTH PERIODS ENDED
OCTOBER 31, 1996 AND 1995 (UNAUDITED)
<TABLE>
<CAPTION>
Nine Month Periods
Ended October 31,
--------------------------
1996 1995
---- ----
(Unaudited) (Unaudited)
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss................................................... $ (77,300) $ (20,922)
Adjustments to reconcile net loss to
net cash used in operating activities--
Depreciation and amortization............................ 293,621 215,749
Changes in operating assets and liabilities:
Accounts receivable.................................... (1,615,400) (1,142,712)
Inventories............................................ (4,427) (7,483)
Prepaid expenses and other............................. (17,360) (35,867)
Due from related parties............................... (55,260) 80,022
Other assets........................................... (376,261) (75,734)
Accounts payable....................................... 919,788 535,277
Accrued expenses....................................... 2,269 52,435
Customer deposits...................................... (3,970) (1,380)
---------- ----------
Net cash used in operating activities............... (934,300) (400,615)
---------- ----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Investment purchases (sales proceeds)...................... 108,720 (64,408)
Purchases of property and equipment........................ (524,358) (864,278)
Other...................................................... 5,928 --
Insurance proceeds on equipment............................ 54,757 --
---------- ----------
Net cash used in investing activities............... (354,953) (928,686)
---------- ----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net borrowings under line of credit........................ 897,205 656,839
Borrowings under long-term debt............................ 1,448,720 853,903
Principal payments on long-term debt....................... (1,055,949) (206,552)
Principal payments on capital lease
obligations.............................................. (134,335) (128,219)
---------- ----------
Net cash provided by financing
activities........................................ 1,155,641 1,175,971
---------- ----------
DECREASE IN CASH AND CASH EQUIVALENTS........................ (133,612) (153,330)
CASH AND CASH EQUIVALENTS, beginning of period............... 189,508 258,142
---------- ----------
CASH AND CASH EQUIVALENTS, end of period..................... $ 55,896 $ 104,812
========== ==========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the period for --
Interest................................................. $ 363,710 $ 227,760
========== ==========
Income taxes............................................. $ -- $ 35,000
========== ==========
SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING AND
FINANCING ACTIVITIES:
Capital lease obligations.................................. $ -- $ 96,323
========== ==========
Unrealized gain on equity investment....................... $ -- $ 4,024
========== ==========
</TABLE>
The accompanying notes to financial statements are an integral part of these
statements.
5
<PAGE> 6
STREICHER MOBILE FUELING, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
OCTOBER 31, 1995 AND 1996
(unaudited)
(1) NATURE OF OPERATIONS:
Streicher Mobile Fueling, Inc. (the"Company") was incorporated in October
1996. Streicher Enterprises, Inc. ("Enterprises") will complete a corporate
reorganization immediately prior to the closing an initial public offering of
common stock and share purchase warrants of the Company which will result in the
transfer of the assets, liabilities and operations of Enterprises' Mobile
Fueling Division to the Company. Enterprises' Mobile Fueling Division began
operations in 1983. The Mobile Fueling Division delivers mechanized mobile fleet
fueling and electronic fuel management primarily to customers which operate
large fleets of vehicles (such as national courier services, major trucking
lines, hauling and delivery services, utilities and governmental agencies) and
has operations in Florida, Georgia, Tennessee, Southern California and Texas.
The aforementioned reorganization was completed prior to and the initial public
offering of securities of the Company became effective on December 11, 1996.
(2) BASIS OF PRESENTATION:
The accompanying financial statements include the assets, liabilities and
operations of the Mobile Fueling Division of Enterprises on a retroactive basis
as if such transfer had occurred at inception of the Mobile Fueling Division.
Retained earnings represents the cumulative results of the Mobile Fueling
Division.
In the opinion of management, the accompanying unaudited condensed
financial statements contain all adjustments, which are of a normal recurring
nature, necessary for a fair presentation of the Company's financial position
and results of operations for the periods presented. The financial statements
have been prepared by the Company pursuant to the rules and regulations of the
Securities and Exchange Commission. Accordingly, they do not include all the
information and footnotes required for annual financial statements. The
financial statements included herein should be read in conjunction with the
audited financial statements contained in the Company's Prospectus. Certain
amounts have been reclassified to conform with current quarter presentation.
(3) INCOME TAXES:
The Company provides federal and state income taxes at its estimated annual
effective income tax rate giving effect to applicable federal and state
statutory rates. Deferred income taxes are recorded to reflect the tax
consequences on future years of differences between the tax bases of assets and
liabilities and the amounts recorded for financial reporting purposes. Income
taxes are provided as if the Company had been a separate taxable entity since
inception of the Mobile Fueling Division.
(4) LINE OF CREDIT:
As of October 31, 1996, Enterprises was fully drawn under a $2,700,000 line
of credit agreement with a bank. As the line of credit is collateralized by
assets of the Company and repayment will result from the assets and operations
of the Company, such line of credit has been fully allocated to the Company and
reflected in the accompanying balance sheets. Interest is payable monthly at
1.5% over the prime rate ( 9.75% as of October 31, 1996). Subsequent to January
31, 1996, the maturity of the line of credit was extended from May 1, 1997 to
August 1, 1997 and, accordingly, the line of credit borrowings as of October 31,
1996, and January 31, 1996, have been reflected as a current obligation and long
term obligation, respectively, in the accompanying condensed balance sheets.
6
<PAGE> 7
Borrowings under the line of credit are secured by substantially all of the
assets of Enterprises and are personally guaranteed by the sole shareholder of
Enterprises. Under the terms of the credit agreement, Enterprises is required to
comply with certain financial covenants and restrictions, including maintaining
a minimum tangible net worth of $375,000 on a consolidated basis. As of January
31, 1996, Enterprises' consolidated tangible net worth exceeded the minimum
required, and Enterprises was in compliance with these financial covenants and
restrictions. Subsequent to January 31, 1996, Enterprises was not in compliance
with the tangible net worth covenant of its line of credit agreement and
obtained a waiver from the bank of such covenant through August 1, 1997. Upon
completion of its initial public offering in December 1996, the Company far
exceeded the minimum required financial covenants.
(5) RELATED PARTY TRANSACTIONS:
The Company engages in certain transactions with Enterprises, certain of
Enterprises' other subsidiaries and Enterprises' shareholder. Amounts due to the
Company from Enterprises and certain of Enterprises' subsidiaries totaled
$32,298 as of January 31, 1996 and $94,309 as of October 31, 1996. Amounts due
to another subsidiary of Enterprises totaled $18,303 as of January 31, 1996 and
$25,054 as of October 31, 1996. Rent expense paid to the shareholder of
Enterprise totaled $47,500 for the nine months ended October 31, 1995 and
$47,700 for the nine months ended October 31, 1996.
The Company has operating leases with Enterprises that expire in July 2014
and August 2015. Total rent expense for these properties will be approximately
$64,000 for each of the next five years and approximately $821,000 thereafter.
(6) COMMITMENTS AND CONTINGENCIES:
In addition to the operating leases for property owned by the shareholder
of Enterprises, the Company has other operating leases that expire in January
and June 1997. Rent expense under these operating leases was $95,000 and $79,000
for nine months ended October 31, 1996 and 1995, respectively. Remaining
payments relating to these properties at that time were approximately $6,800.
The Company's operations are affected by numerous federal, state and local
laws, including those relating to protection of the environment and worker
safety. The transportation of gasoline and diesel fuel is subject to regulation
by various federal, state and local agencies, including the U.S. Department of
Transportation. These regulatory authorities have broad powers, and the Company
is subject to regulatory and legislative changes that can affect the economics
of the industry by requiring changes in operating practices or influencing the
demand for, and the cost of providing, its services. The Company is also subject
to the rules and regulations of the Hazardous Materials Transportation Act. In
addition, the Company depends on the supply of gasoline and diesel fuel from the
oil and gas industry and, therefore, is affected by changing taxes, price
controls and other laws and regulations relating to the oil and gas industry
generally. The Company cannot determine the extent to which its future
operations and earnings may be affected by new legislation, new regulations or
changes in existing regulations.
The technical requirements of these laws and regulations are becoming
increasingly expensive, complex and stringent. These laws may impose penalties
or sanctions for damages to natural resources or threats to public health and
safety. Such laws and regulations may also expose the Company to liability for
the conduct of or conditions caused by others, or for acts of the Company that
were in compliance with all applicable laws at the time such acts were
performed. Sanctions for noncompliance may include revocation of permits,
corrective action orders, administrative or civil penalties and criminal
prosecution. Certain environmental laws provide for joint and several liability
for remediation of spills and releases of hazardous substances. In addition,
companies may be subject to claims alleging personal injury or property damage
as a result of alleged exposure to hazardous substances, as well as damage to
natural resources.
Although the Company believes that it is in substantial compliance with
existing laws and regulations, there can be no assurance that substantial costs
for compliance will not be incurred in the future. Moreover, it is possible that
other developments, such as stricter environmental laws, regulations and
enforcement policies thereunder, could result in additional, presently
unquantifiable, costs or liabilities to the Company.
7
<PAGE> 8
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following analysis of the Company's financial condition as of October
31, 1996 and the Company's results of operations for the three and nine month
periods ended October 31, 1996 and 1995 should be read in conjunction with the
Company's financial statements and notes thereto included elsewhere in this Form
10-QSB. This Form 10-QSB contains certain statements of a forward-looking nature
relating to future events or the future financial performance of the company.
Such statements should specifically be considered in light of the various
factors identified in this Form 10-QSB, including the matters set forth below,
which could cause actual results to differ materially from those indicated by
such forward-looking statements.
OVERVIEW
The Company derives all of its revenue from providing mobile fueling
services. Revenue is comprised principally of sales of gasoline and diesel fuel
and related service charges. Cost of sales is comprised principally of the cost
of fuel and transportation costs (primarily payroll). Included in both revenue
and cost of sales is federal and state excise taxes on fuel, which are collected
by the Company from its customers, when required, and remitted to the
appropriate taxing authority.
RESULTS OF OPERATIONS
Three Months Ended October 31, 1996 Compared to Three Months Ended October
31, 1995
Revenue increased $1,432,000, or 24.9%, in the third quarter of fiscal 1997
compared to the same period in fiscal 1996. Excluding fuel taxes, revenue
increased $965,000, or 27.5%. This increase in revenue resulted from a higher
volume of fuel sales due to increased services to existing customers,
acquisition of new customers in existing locations and the introduction of
mobile fueling operations into additional metropolitan areas. Third quarter
revenue did not increase as compared with the first two quarters of fiscal 1997
due to the elimination of unprofitable customers and services during the
quarter.
Gross profit increased $232,000, or 35.3%, in the third quarter of fiscal
1997 compared to the third quarter of fiscal 1996. As a percentage of revenue,
gross profit increased from 11.4% in the third quarter of fiscal 1996 to 12.4%
in the corresponding period of fiscal 1997. The Company increased the pricing of
its fuel sales and service charges in the second half of fiscal 1996.
Operating expenses increased $115,000, or 26.6%, in the third quarter of
fiscal 1997 compared to the same period in fiscal 1996. As a percentage of
revenue, operating expenses increased slightly from 7.5% in the third quarter
1996 to 7.6% in the corresponding period of fiscal 1997.
Interest expense increased $3,000, or 3.1%, in the third quarter of fiscal
1997 compared with the corresponding period in fiscal 1996 as a result of an
increase in borrowings to fund the Company's acquisition of new trucks,
primarily for existing locations.
The Company recorded an income tax provision of $45,000 in the third
quarter of fiscal 1996 and $90,000 in the third quarter of fiscal 1997.
The Company had a net income $83,000, or $.06 per share, for the third
quarter of fiscal 1996 and $160,000, or $.11 per share, for the third quarter of
fiscal 1997.
Nine Months Ended October 31, 1996 compared to Nine months Ended October
31, 1995
Revenue increased $4,543,000 or 27.5%, for the nine months ended October
31, 1996 compared to the nine months ended October 31, 1995. Excluding fuel
taxes, revenue increased $4,312,000 or 41.2%. The increase
8
<PAGE> 9
in revenue resulted from a higher volume of fuel sales due to increased services
to existing customers, acquisition of new customers in existing locations and
the introduction of mobile fueling operations into additional metropolitan
areas.
Gross profit increased $530,000, or 35.6%, in the nine months ended October
31, 1996 compared to the same period in fiscal 1996, primarily as a result of
the increase in revenue. As a percentage of revenue, gross profit increased from
9.0% in the first nine months of fiscal 1996 to 9.6% in the first nine months of
fiscal 1997, primarily as a result of increased route efficiency due to expanded
operations and increased pricing of the Company's fuel and service charges.
Operating expenses increased $504,000, or 39.1%, in the first nine months
of fiscal 1997 compared to the first nine months of fiscal 1996. As a percentage
of revenue, operating expenses increased from 7.8% in the first nine months of
fiscal 1996 to 8.5% in the first nine months of fiscal 1997. The increase in
operating expenses resulted from the continued expansion of existing locations,
additional expenses incurred at recently opened locations and an overall
increase in insurance expense in the first and second quarters of fiscal 1997.
Interest expense increased $109,000, or 44.5%, in the nine months ended
October 31, 1996 compared to the corresponding period in fiscal 1996 as a result
of increased borrowings to fund the Company's expansion into new markets and to
acquire new custom fuel trucks for existing and new locations.
The Company recorded an income tax benefit of $44,000 and 11,000 for the
nine months ended October 31, 1996 and October 31, 1995, respectively.
The Company had a net loss of $21,000, or $.01 per share, in the first nine
months of fiscal 1996 and a net loss of $77,000, or $.05 per share, in the first
nine months of fiscal 1997.
LIQUIDITY AND CAPITAL RESOURCES
The Company had working capital of $725,000 as of January 31, 1996 and
($1,826,000) as of October 31, 1996. The negative working capital resulted
primarily from recording the company's $2.7 million line of credit as a current
liability as of October 31, 1996. The Company's primary long-term and working
capital requirements have been to fund capital expenditures for custom fuel
trucks and related equipment and working capital for its inventory requirements
and the financing of customer accounts receivable. The Company's expansion over
the past several years and its negative cash flows from operating activities
have been financed by additional bank borrows and lease financing. In the past,
the Company has financed approximately between 85% and 95% of the purchase price
of fuel trucks. Presently, the Company is unable to estimate the amount of cash
required for the purchase of fuel trucks because such amount will be dependent
upon the terms and conditions of financing, if any, available to the Company at
the time of purchase. The Company's cash and unrestricted investments totaled
$86,000 as of October 31, 1996.
The Company has a credit facility with BankAtlantic providing for a $2.7
million revolving line of credit which the Company utilizes to purchase custom
fuel trucks and for working capital. Borrowings are subject to a borrowing base
determined by eligible accounts receivable and bear interest at 1.5% per annum
over the prime rate. The facility is secured by substantially all of the
Company's assets (including accounts receivable). The credit facility contains
covenants that, among other things, include the maintenance of a minimum
tangible net worth of $375,000, restrict mergers, dispositions of assets and
certain business acquisitions. As a result of the Company's losses, the Company
was not in compliance with the minimum tangible net worth covenant included in
the bank's line of credit agreement. The Company has obtained a written waiver
of such covenant from the bank through August 1, 1997. After giving effect to
the initial public offering (see Subsequent Events) and the receipt of proceeds
therefrom, the Company will be in compliance with the terms of its credit
facility.
Cash flows used in operating activities totaled $401,000 for the nine
months ended October 31, 1995 and $934,000 for the nine months ended October 31,
1996. Cash flows from operating activities have been adversely affected by the
Company's net losses as well as the funding of continually increasing number of
accounts receivable resulting from the Company's expansion. The Company has
experienced an increase of approximately 13 days in the average period of time
for accounts receivable collection from 39 days at fiscal year end January
9
<PAGE> 10
31, 1996 to 52 days at October 31, 1996. The increase in number of days
outstanding is unfavorably influenced by the increase in fuel costs and fuel
taxes. However, the Company recently has taken steps to improve its cash flows
from operating activities, including improving accounts receivable collection
methods; increasing the prices of certain of the Company's services; introducing
a new daytime delivery service at an hourly rate; eliminating certain
unprofitable services; and revising certain routes to increase truck
utilization.
Cash flows used in investing activities totaled $929,000 for the nine
months ended October 31, 1995, and $355,000 for the nine months ended October
31, 1996. Cash flows used in investing activities in all periods principally
represents expenditures for the purchase of custom fuel trucks and related
equipment. In the past, the Company has financed approximately between 85% and
95% of the purchase price of fuel trucks.
Cash flows from financing activities totaled $1,176,000 for the nine months
ended October 31, 1995 and $1,156,000 for the nine months ended October, 1996.
Cash flows from investing activities in each period principally represent the
increase in net borrowings under the Company's line of credit and the repayment
of obligations for equipment under capital leases.
SUBSEQUENT EVENTS
On December 11, 1996 the Company successfully completed an initial public
offering of securities of the Company, including 1,000,000 shares of common
stock and 1,000,000 redeemable common stock purchase warrants (1,075,000 shares
of common stock and 1,150,000 warrants including the over-allotment), as
described in the Prospectus (the Offering), providing net proceeds to the
Company of approximately $5,900,000.
As a result of the completion of the Offering, the Company's annual
operating expenses will increase by approximately $125,000 as a result of
compensation payable to Mr. Streicher pursuant to his employment agreement. See
the Company's Prospectus for further discussion. Pursuant to the employment to
be entered into between the Company and Mr. Streicher, the Company will grant
Mr. Streicher stock options to acquire up to an aggregate of 1,000,000 shares of
Common Stock at the initial public offering price of $6.00 with the timing of
exercise thereof contingent upon the Company's achievement of certain
performance thresholds.
PART II-OTHER INFORMATION
<TABLE>
<S> <C>
ITEM 1. LEGAL PROCEEDINGS
None.
ITEM 2. CHANGES IN SECURITIES
None.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE SECURITY HOLDERS
None.
ITEM 5. OTHER INFORMATION
None.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
Exhibit 27.1 Financial Data Schedule - Nine Months
(for SEC use only).
Exhibit 27.2 Financial Data Schedule - Three Months
(for SEC use only).
</TABLE>
10
<PAGE> 11
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 hereunto duly authorized.
STREICHER MOBILE FUELING, INC.
By: /s/ Stanley H. Streicher
----------------------------
Stanley H. Streicher
Chief Executive Officer
(Duly Authorized Director & Officer of the
Registrant)
Dated: January 27, 1997
11
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE BALANCE
SHEETS OF STREICHER MOBILE FUELING, INC. AS OF JANUARY 31, 1996 AND OCTOBER 31,
1996 (UNAUDITED), AND THE RELATED STATEMENTS OF OPERATIONS, SHAREHOLDERS' EQUITY
AND CASH FLOWS FOR EACH OF THE THREE MONTHS AND THE NINE MONTHS ENDED OCTOBER
31, 1995 AND 1996 (UNAUDITED) AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO
SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JAN-31-1997
<PERIOD-START> FEB-01-1996
<PERIOD-END> OCT-31-1996
<CASH> 55,896
<SECURITIES> 95,023
<RECEIVABLES> 4,247,959
<ALLOWANCES> 40,000
<INVENTORY> 69,620
<CURRENT-ASSETS> 4,546,648
<PP&E> 4,183,291
<DEPRECIATION> 876,574
<TOTAL-ASSETS> 8,361,115
<CURRENT-LIABILITIES> 6,372,803
<BONDS> 0
0
0
<COMMON> 15,000
<OTHER-SE> 292,766
<TOTAL-LIABILITY-AND-EQUITY> 8,361,115
<SALES> 21,079,761
<TOTAL-REVENUES> 21,079,761
<CGS> 19,062,455
<TOTAL-COSTS> 19,062,455
<OTHER-EXPENSES> 1,793,082
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 353,836
<INCOME-PRETAX> (120,868)
<INCOME-TAX> 43,568
<INCOME-CONTINUING> (77,300)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (77,300)
<EPS-PRIMARY> (.05)
<EPS-DILUTED> (.05)
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE BALANCE
SHEETS OF THE STREICHER MOBILE FUELING, INC. AS OF JANUARY 31, 1996 AND OCTOBER
31, 1996 (UNAUDITED) AND THE RELATED STATEMENTS OF OPERATIONS, SHAREHOLDERS'
EQUITY AND CASH FLOWS FOR EACH OF THE THREE MONTHS AND THE NINE MONTHS ENDED
OCTOBER 31, 1995 AND 1996 (UNAUDITED) AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS..
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JAN-31-1997
<PERIOD-START> AUG-01-1996
<PERIOD-END> OCT-31-1996
<CASH> 55,896
<SECURITIES> 95,023
<RECEIVABLES> 4,247,959
<ALLOWANCES> 40,000
<INVENTORY> 69,620
<CURRENT-ASSETS> 4,546,648
<PP&E> 4,183,291
<DEPRECIATION> 876,574
<TOTAL-ASSETS> 8,361,115
<CURRENT-LIABILITIES> 6,372,803
<BONDS> 0
0
0
<COMMON> 15,000
<OTHER-SE> 292,766
<TOTAL-LIABILITY-AND-EQUITY> 8,361,115
<SALES> 7,191,906
<TOTAL-REVENUES> 7,191,906
<CGS> 6,301,526
<TOTAL-COSTS> 6,301,526
<OTHER-EXPENSES> 548,689
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 93,584
<INCOME-PRETAX> 250,464
<INCOME-TAX> (93,283)
<INCOME-CONTINUING> 160,181
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 160,181
<EPS-PRIMARY> .11
<EPS-DILUTED> .11
</TABLE>
