STREICHER MOBILE FUELING INC
10-Q, 1999-12-15
PETROLEUM & PETROLEUM PRODUCTS (NO BULK STATIONS)
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE
    ACT OF 1934

                 FOR THE QUARTERLY PERIOD ENDED OCTOBER 31, 1999

                                       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 registrant as specified in its charter)

        FLORIDA                                          65-0707824
(State of Incorporation)                    (IRS Employer Identification Number)

               2720 NW 55TH COURT, FORT LAUDERDALE, FLORIDA, 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 December 14, 1999, 2,690,300 shares of the issuer's common stock were
outstanding.

<PAGE>

                         STREICHER MOBILE FUELING, INC.

                                    FORM 10-Q

                                      INDEX

<TABLE>
<CAPTION>
FORM 10-Q PART AND ITEM NO.
- ---------------------------
<S>                                                                                                     <C>
         Part I-Financial Information

                  Item 1.           Unaudited Financial Statements

                                    Consolidated Balance Sheets as of
                                    October 31, 1999 and January 31, 1999 . . . . .......................3

                                    Consolidated Statements of Operations for the three
                                     and nine months ended October 31, 1999 and 1998.....................5

                                    Consolidated Statements of Cash Flows for the nine
                                    months ended October 31, 1999 and 1998...............................6

                                    Notes to Consolidated Financial Statements...........................7

                  Item 2.           Management's Discussion and Analysis of Financial
                                    Condition and Results of Operations..................................8

         Part II - Other Information

                  Items 1 - 6...........................................................................12

                  Signatures............................................................................14
</TABLE>

                                        2

<PAGE>

                 STREICHER MOBILE FUELING, INC. AND SUBSIDIARIES
                      UNAUDITED CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                               OCTOBER 31        JANUARY 31
                     ASSETS                                       1999              1999
                     ------                                   ------------      ------------
<S>                                                           <C>               <C>
Current Assets:
   Cash and cash equivalents                                  $    369,737      $    122,961
   Accounts receivable, net of allowance for doubtful
     accounts of $99,009 and $79,900 respectively                9,437,852         5,774,912
   Inventories                                                     219,628            81,336
   Prepaid expenses and other current assets                       217,601           246,538
                                                              ------------      ------------
         Total current assets                                   10,244,818         6,225,747

Property and Equipment:
   Land                                                            249,302           233,803
   Leasehold improvements                                          189,684           189,684
   Fuel trucks and automobiles                                  11,372,505        10,150,453
   Machinery and equipment                                         937,813           894,146
   Furniture and fixtures                                           79,157            69,779
   Construction in process                                         142,659           138,910
                                                              ------------      ------------
                                                                12,971,120        11,676,775
         Less accumulated depreciation and amortization         (2,810,136)       (2,186,515)
                                                              ------------      ------------
                                                                10,160,984         9,490,260

Note receivable from related party                                 471,422           445,956
Other assets                                                        58,667            32,186
                                                              ------------      ------------
         Total assets                                         $ 20,935,891      $ 16,194,149
                                                              ============      ============
</TABLE>

                                        3

<PAGE>

                 STREICHER MOBILE FUELING, INC. AND SUBSIDIARIES
                      UNAUDITED CONSOLIDATED BALANCE SHEETS
                                   (CONTINUED)

<TABLE>
<CAPTION>
                                                         OCTOBER 31        JANUARY 31
LIABILITIES AND SHAREHOLDERS' EQUITY                        1999              1999
- ------------------------------------                    ------------      ------------
<S>                                                     <C>               <C>
Current Liabilities:
   Bank line of credit payable                          $  7,057,719      $  4,570,789
   Current portion of long-term debt                       1,517,583         1,411,984
   Accounts payable                                        2,783,822         1,970,099
   Accrued expenses                                          506,982           477,475
   Customer deposits                                         119,895           119,895
                                                        ------------      ------------
         Total current liabilities                        11,986,001         8,550,242

Long-term Liabilities:
   Long-term debt, excluding current portion               4,522,175         4,284,271
                                                        ------------      ------------
         Total liabilities                                16,508,176        12,834,513
                                                        ------------      ------------

Shareholders' Equity:
   Preferred stock                                                --                --
   Common stock                                               26,745            25,750
   Additional paid-in capital                              5,427,548         5,195,758
   Accumulated deficit                                    (1,026,578)       (1,861,872)
                                                        ------------      ------------
         Total shareholders' equity                        4,427,715         3,359,636
                                                        ------------      ------------
         Total liabilities and shareholders' equity     $ 20,935,891      $ 16,194,149
                                                        ============      ============
</TABLE>

                                        4

<PAGE>

                 STREICHER MOBILE FUELING, INC. AND SUBSIDIARIES
                 UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
      FOR THE THREE AND NINE MONTH PERIODS ENDED OCTOBER 31, 1999 AND 1998

<TABLE>
<CAPTION>
                                           THREE MONTH PERIOD                   NINE MONTH PERIOD
                                            ENDED OCTOBER 31,                   ENDED OCTOBER 31,
                                     ------------------------------      ------------------------------
                                         1999              1998              1999              1998
                                     ------------      ------------      ------------      ------------
<S>                                  <C>               <C>               <C>               <C>
Fuel sales and service revenues      $ 14,356,610      $  8,009,233      $ 36,177,875      $ 22,453,591
Fuel taxes                              6,126,540         4,209,927        17,552,929        12,086,678
                                     ------------      ------------      ------------      ------------
     Total revenues                    20,483,150        12,219,160        53,730,804        34,540,269

Cost of fuel sales and service         12,686,249         7,098,372        31,610,674        19,731,330
Fuel taxes                              6,126,541         4,209,927        17,552,930        12,086,678
                                     ------------      ------------      ------------      ------------
     Total cost of sales               18,812,790        11,308,299        49,163,604        31,818,008

         Gross profit                   1,670,360           910,861         4,567,200         2,722,261

Operating expenses                      1,067,814           946,568         2,957,149         2,750,106
                                     ------------      ------------      ------------      ------------
         Operating income (loss)          602,546           (35,707)        1,610,051           (27,845)

Loss on disposal of assets                (12,012)           (6,877)          (15,397)           (6,877)
Interest expense                         (302,227)         (243,424)         (804,874)         (600,583)
Interest and other income                  16,097            12,454            45,514            58,234
                                     ------------      ------------      ------------      ------------
         Income (loss) before
            income taxes                  304,404          (273,554)          835,294          (577,071)

Income tax expense                             --                --                --                --
                                     ------------      ------------      ------------      ------------
         Net income (loss)           $    304,404      $   (273,554)     $    835,294      $   (577,071)
                                     ============      ============      ============      ============
Basic income (loss) per share        $       0.11      $      (0.10)     $       0.32      $      (0.22)
                                     ============      ============      ============      ============
Diluted income (loss)
   per share                         $       0.10      $      (0.10)     $       0.29      $      (0.22)
                                     ============      ============      ============      ============
Basic weighted average
   common shares outstanding            2,655,699         2,575,000         2,606,568         2,575,000
                                     ============      ============      ============      ============
Diluted weighted average
   common shares outstanding            3,177,739         2,575,000         2,841,469         2,575,000
                                     ============      ============      ============      ============
</TABLE>

                                        5

<PAGE>

                 STREICHER MOBILE FUELING, INC, AND SUBSIDIARIES
                 UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
           FOR THE NINE MONTH PERIODS ENDED OCTOBER 31, 1999 AND 1998

<TABLE>
<CAPTION>
                                                                                  1999             1998
                                                                              -----------      -----------
<S>                                                                           <C>              <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income (loss)                                                          $   835,294      $  (577,071)
   Adjustments to reconcile net loss to net cash
     used in operating activities:
       Loss on disposal of equipment                                               15,397            6,877
       Depreciation and amortization                                              790,255          590,228
       Provision for doubtful accounts                                             55,000           50,000
       Changes in operating assets and liabilities:
         (Increase) Decrease in accounts receivable                            (3,717,940)        (527,576)
         (Increase) Decrease in inventories                                      (138,292)         (47,430)
         (Increase) Decrease in prepaid expenses and other current assets         (74,969)         217,381
         (Increase) Decrease in other assets                                      (26,480)          15,191
         Increase (Decrease) in accounts payable and accrued expenses             827,684         (489,969)
                                                                              -----------      -----------
             Net cash used in operating activities                             (1,434,051)        (762,369)
                                                                              -----------      -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
   Proceeds from sale of investment                                                    --           69,227
   Purchases of property and equipment                                         (1,524,569)      (3,802,278)
   Proceeds from disposal of equipment                                             63,739           13,477
   Collection of advances on related party note                                   (25,466)          19,344
                                                                              -----------      -----------
       Net cash used in investing activities                                   (1,486,296)      (3,700,230)
                                                                              -----------      -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
   Net borrowings under line of credit                                          2,486,930          949,121
   Borrowings under long-term debt                                              4,434,675        3,087,908
   Principal payments on long-term debt                                        (4,091,172)        (861,757)
   Net proceeds from issuance of common stock                                     336,690               --
                                                                              -----------      -----------
           Net cash provided by financing activities                            3,167,123        3,175,272
                                                                              -----------      -----------
NET INCREASE (DECREASE) IN CASH AND
   CASH EQUIVALENTS                                                               246,776       (1,287,327)

CASH AND CASH EQUIVALENTS, beginning of period                                    122,961        1,411,134
                                                                              -----------      -----------
CASH AND CASH EQUIVALENTS, end of period                                      $   369,737      $   123,807
                                                                              ===========      ===========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW
   INFORMATION:
     Cash paid for-
       Interest                                                               $   774,403      $   570,774
                                                                              ===========      ===========
       Income taxes                                                           $        --      $        --
                                                                              ===========      ===========
</TABLE>

                                        6

<PAGE>

                         STREICHER MOBILE FUELING, INC.
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

(1) NATURE OF OPERATIONS

         The Company delivers mechanized mobile fleet fueling and electronic
fuel management primarily to customers that operate large fleets of vehicles
(such as governmental agencies, utilities, major trucking lines, hauling and
delivery services, and national courier services). At October 31, 1999, the
Company had operations in Florida, Georgia, Tennessee, California, Louisiana and
Texas.

(2) BASIS OF PRESENTATION

         The consolidated financial statements include the accounts of Streicher
Mobile Fueling, Inc. and its wholly owned subsidiaries, Streicher West, Inc.,
Streicher Realty, Inc. and Mobile Computer Systems, Inc. All significant
intercompany balances and transactions have been eliminated in consolidation.

         The unaudited consolidated financial statements included herein have
been prepared in accordance with the instructions to Form 10-Q and do not
include all the information and footnotes required by generally accepted
accounting principles; however, they do include all adjustments of a normal
recurring nature which, in the opinion of management, are necessary to present
fairly the results of operations of the Company for the interim periods
presented. Certain amounts have been reclassified to conform with current
quarter presentation. These interim financial statements should be read in
conjunction with the Company's audited financial statements and related notes
for the year ended January 31, 1999 included in the Company's Annual Report on
Form 10-K for the year ended January 31, 1999. The results of operations for the
interim periods presented are not necessarily indicative of the results to be
expected for the entire year.

(3) COMMITMENTS AND CONTINGENCIES

         At October 31, 1999, the Company had purchase commitments, exercisable
over the next ten months, for 12 custom fuel delivery vehicles costing
approximately $1.9 million.

(4) EARNINGS (LOSS) PER SHARE

         Basic earnings per share are computed by dividing income available to
common shareholders by the weighted-average number of common shares outstanding
during the period. Diluted earnings per share are computed by dividing income
available to common shareholders by the weighted-average number of common shares
outstanding during the period increased to include the number of additional
common shares that would have been outstanding if the dilutive potential common
shares had been issued. The dilutive effect of outstanding options is reflected
in diluted earnings per share by application of the treasury stock method. For
loss periods, weighted average common share equivalents are excluded from the
calculation as their effect would be antidilutive.

         Options and warrants to purchase 2,469,552 shares of common stock, at
prices ranging from $3.00 to $7.63 per share, were outstanding for the quarter
ended October 31, 1999 and were included in the computation of diluted earnings
per share because the option and warrant exercise prices were less than the
average market price of common shares for the quarter. Warrants to purchase
200,000 shares of common stock, at prices ranging from $9.30 to $9.49 per share,
were outstanding for the quarter ended October 31, 1999, but were not included
in the computation of diluted earnings per share because the option and warrant
exercise prices were greater than the average market prices of common shares for
the quarter.

                                        7

<PAGE>

MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

         This Form 10-Q contains "forward-looking statements" which involve
risks and uncertainties. The Company's actual results could differ materially
from those in the forward-looking statements as a result of certain factors,
including those set forth under the caption "Certain Factors Affecting Future
Operating Results" in Item 7 of the Company's Annual Report in Form 10-K for the
fiscal year ended January 31, 1999. The following Management's Discussion and
Analysis of Financial Condition and Results of Operations should be read in
conjunction with the Company's financial statements and notes thereto included
elsewhere in this Form 10-Q and the above described factors set forth in the
Company's Form 10-K.

GENERAL

         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 delivery charges. Cost of sales is comprised principally of the cost
of fuel and delivery costs (primarily payroll and equipment costs). Included in
both revenue and cost of sales are Federal and state fuel taxes, which are
generally paid by the Company when it pays for its fuel and are billed by the
Company to its customers upon billing for the related fuel and delivery charges.

RESULTS OF OPERATIONS

         THREE MONTHS ENDED OCTOBER 31, 1999 COMPARED TO THREE MONTHS ENDED
         OCTOBER 31, 1998

         REVENUES

         Revenues for the three months ended October 31, 1999 increased 68.03%
to $20.5 million, compared to $12.2 million for the same quarter a year ago.
This increase was due primarily to an increase in volume of fuel delivered and
increases in the average wholesale price per gallon of gasoline and diesel fuel.
For the three months ended October 31, 1999, the Company delivered 15.8 million
gallons of fuel compared to 10.5 million gallons for the same quarter of the
prior year, an increase of 50.48%. The increase in volume was attributable to an
increase in services to existing customers, acquisition of new customers in
existing locations and the introduction of mobile fueling operations into
additional metropolitan areas. The Company's revenue levels will fluctuate based
on the cost of fuel in a given period. The Company's sales price to its
customers is adjusted upward or downward for increases or decreases in fuel
costs each week. Significant changes in revenue levels between periods are
possible even if the volume of fuel delivered remains relatively stable.

         GROSS PROFIT

         Gross profit for the three months ended October 31, 1999 increased
83.32%, to $1.67 million, compared to $911,000 for the same quarter a year ago.
This increase is primarily due to the higher volume of fuel delivered and
revenue increases resulting from fuel price increases. The gross profit per
gallon on fuel sold in the three months ended October 31, 1999 was 10.57 cents
compared to a gross profit per gallon of 8.70 cents for the same period a year
ago. This improvement was due to greater efficiency in the purchasing of fuel,
improved utilization of equipment, increases in the fuel price markup and
certain changes in the mix of customers, offset by increases in payroll and
equipment ownership costs.

         OPERATING EXPENSES

         Operating expenses for the three months ended October 31, 1999
increased 12.78%, to $1,068,000, compared to $947,000 for the same quarter a
year ago. This increase is primarily attributable to increases in payroll and
related administrative costs, increases in insurance costs, additional marketing
related costs and increases in financial/public relations fees.

         INTEREST EXPENSE

         Interest expense for the three months ended October 31, 1999 increased
24.28%, to $302,000, compared to $243,000 for the same quarter a year ago. This
increase is a result of increases in the Company's outstanding borrowings for
the purchase of additional equipment and to provide funds necessary to support
increases in sales.

                                        8

<PAGE>

         INCOME TAXES

         The Company recognized no material income tax benefit or expense for
the three months ended October 31, 1999 or 1998. The Company has sufficient net
operating loss carryforwards to offset its current period earnings.

         NET INCOME (LOSS)

         Net income for the three months ended October 31, 1999 was $304,000 or
$0.11 per share, compared to a net loss of $274,000 or $.10 per share for the
three months ended October 31, 1998. The increase in net income is due to the
combination of factors discussed above.

         NINE MONTHS ENDED OCTOBER 31, 1999 COMPARED TO NINE MONTHS ENDED
         OCTOBER 31, 1998

         REVENUES

         Revenues for the nine months ended October 31, 1999 increased 55.65% to
$53.7 million, compared to $34.5 million for the same period a year ago. This
increase was due primarily to an increase in volume of fuel delivered and price
increases resulting from a rise in the average wholesale price per gallon of
gasoline and diesel fuel. For the nine months ended October 31, 1999, the
Company delivered 44.6 million gallons of fuel compared to 30.0 million gallons
for the same period of the prior year, an increase of 48.67%. The increase in
volume was attributable to an increase in services to existing customers,
acquisition of new customers in existing locations and the introduction of
mobile fueling operations into additional metropolitan areas. The Company's
revenue levels will fluctuate based on the cost of fuel in a given period. The
Company's sales price to its customers is adjusted upward or downward for
increases or decreases in fuel costs each week. Significant changes in revenue
levels between periods are possible even if the volume of fuel delivered remains
relatively stable.

         GROSS PROFIT

         Gross profit for the nine months ended October 31, 1999 increased
70.37%, to $4.6 million, compared to $2.7 million for the same period a year
ago. This increase is primarily due to the higher volume of fuel delivered. The
gross profit per gallon on fuel sold in the nine months ended October 31, 1999
was 10.24 cents compared to a gross profit per gallon of 9.09 cents for the same
period a year ago. This improvement was due to greater efficiency in the
purchasing of fuel, increases in the fuel price markup, improved utilization of
equipment and certain changes in the mix of customers, offset by increases in
payroll and equipment ownership costs.

         OPERATING EXPENSES

         Operating expenses for the nine months ended October 31, 1999 increased
7.14%, to $3.0 million, compared to $2.8 million for the same period a year ago.
This increase is primarily attributable to increases in payroll and related
administrative costs, increases in insurance costs, increases in marketing
expenses and other costs and increases in financial/public relations fees.

         INTEREST EXPENSE

         Interest expense for the nine months ended October 31, 1999 increased
33.94%, to $805,000, compared to $601,000 for the same period a year ago. This
increase is a result of increases in the Company's outstanding borrowings for
the purchase of additional equipment to support its expansion and to provide the
funds necessary to support increases in sales.

         INCOME TAXES

         The Company recognized no material income tax benefit or expense for
the nine months ended October 31, 1999 or 1998. The Company has sufficient net
operating loss carryforwards to offset its current period earnings.

                                        9

<PAGE>

         NET INCOME (LOSS)

         Net income for the nine months ended October 31, 1999 was $835,000 or
$0.32 per share, compared to a net loss of $577,000 or $0.22 per share for the
same period a year ago. The increase in net income is due to the combination of
factors discussed above.

LIQUIDITY AND CAPITAL RESOURCES

         The Company's business requires it to expend considerable amounts of
funds for fuel, labor and equipment costs before any payments are received from
the Company's customers. The fuel purchased by the Company for resale to its
customers must generally be paid for within 10 to 15 days of purchase, labor
costs and related taxes are funded bi-weekly and equipment related costs are
generally satisfied within 30 days. The Company bills its customers weekly and
generally collects the majority of its accounts within 35 to 40 days. Days sales
outstanding at October 31, 1999 totaled 41 days compared to 35 days sales
outstanding at October 31, 1998.

         During the past two years, the Company has relied on bank borrowings
and the proceeds of its December 1996 initial public offering to fund increases
in accounts receivable, provide the funds necessary to acquire additional custom
fuel delivery trucks and fund operating losses incurred through December 1998.
The Company has operated profitably since January 1999 and anticipates that its
cash reserves and line of credit availability will provide sufficient working
capital to operate for at least the next twelve months.

         The Company has outstanding borrowings of $7.1 million as of October
31, 1999 under its $7.5 million line of credit. This line permits the Company to
borrow up to 85% of the total amount of eligible accounts receivable. Based on
eligible receivables outstanding at October 31, 1999 the line has been fully
drawn as of that date. Interest is payable monthly at 1.0% over the prime rate
(9.0% as of October 31, 1999). The line of credit matures on April 30, 2001 and
is secured by substantially all of the Company's assets. The credit agreement
contains customary covenants such as the maintenance of certain financial ratios
and minimum net worth and working capital requirements. As of October 31, 1999,
the Company was in compliance with these requirements.

         Custom fuel trucks are ordered in advance of need and require a minimal
down payment with the balance due upon delivery. It is expected that this
balance will be funded through a combination of available cash and financing. In
the past, the Company has financed approximately 85% to 95% of the purchase
price of fuel trucks. The Company is unable to estimate the amount of cash
required for the acquisition of fuel trucks as such amount is dependent upon the
terms and conditions of financing available, if any, to the Company at the time
of delivery. At October 31, 1999, the Company had purchase commitments for 12
custom fuel delivery vehicle costing approximately $1.9 million. A significant
portion of the Company's outstanding debt bears interest at variable interest
rates. The Company's financial results will be impacted by significant increases
or decreases in interest rates.

YEAR 2000 ISSUE

         Historically, certain computer programs, as well as certain hardware
were designed to utilize a two-digit date field and consequently, they may not
be able to properly recognize dates in the Year 2000. This could result in
significant system failures. The Company relies on computer-based equipment in
conducting its normal business activities. Certain of these computer-based
programs and equipment may not have been designed to function properly with
respect to the application of dating systems relating to the Year 2000.

         In response, the Company has developed a "Year 2000" Plan and
established an internal group to identify and assess potential areas of risk and
to make any required modifications to its computer systems and equipment used in
its product supply and distribution activities. The Year 2000 Plan is comprised
of various phases, including assessment, remediation, testing and contingency
plan development. After the assessment phase has been completed and evaluated,
the remediation, testing and certification phases will be implemented to ensure
that business activities will continue to operate safely, reliably, and without
interruption after 1999. Based upon the results of these assessments contingency
plans will be developed to the extent deemed necessary.

                                       10

<PAGE>

         The Company is also monitoring the compliance efforts of significant
suppliers and other third parties with whom it does business to ensure that
operations will not be adversely affected by the Year 2000 compliance problems
of others. There is no assurance that there will not be an adverse effect on the
Company if vendors, suppliers, customers, state and federal governmental
authorities and other third parties do not convert their respective systems in a
timely manner and in a way that is compatible with the Company's information
systems. However, management believes that ongoing communication with and
assessment of the compliance efforts and status of these third parties will
minimize these risks.

         The Company believes that it can provide the resources necessary to
ensure Year 2000 compliance and expects to complete its Year 2000 Plan within a
time frame that will enable its computer-based programs and equipment to
function without significant disruption in the Year 2000. The assessment,
remediation and testing phases of the Company's Year 2000 Plan are now complete.
The Company has established a contingency plan for possible Year 2000 issues
based on its assessment of outside risks.

         At October 31, 1999, the Company has incurred third party costs of
approximately $10,000 related to Year 2000 compliance matters and estimates that
the total future third party software and equipment costs related to Year 2000
compliance activities, based upon information developed to date, will be
approximately $1,000, which will be expensed as incurred. These costs have been
and will continue to be funded through operating cash flows and are not deemed
material to the operations of the Company. The cost of the remediation
activities are based on management's best estimates.

         Although the Company anticipates minimal business disruption will occur
as a result of Year 2000, in the event the computer based programs and equipment
of the Company, or that owned and operated by third parties, should fail to
function properly, possible consequences include but are not limited to, loss of
communications links with field offices; loss of electric power; an inability to
timely process commercial transactions or engage in normal automated or
computerized business activities.

         The discussion of the Company's efforts, and management's expectations,
relating to Year 2000 compliance contains forward-looking statements. Presently,
the Company does not anticipate that the Year 2000 issues will have a material
adverse effect on the operations or financial performance of the Company.
However, there can be no assurance that the Year 2000 will not adversely affect
the Company and its business.

                                       11

<PAGE>

PART II. OTHER INFORMATION

ITEM 1

LEGAL PROCEEDINGS

None.

ITEM 2

CHANGES IN SECURITIES

In September 1999, the Company issued to Emerson Bennett & Associates, in
consideration of investment banking and advisory services, warrants to purchase
30,000 shares of common stock. The warrants were issued in reliance upon the
exemption set forth in Section 4(2) of the Securities Act of 1933, as amended,
on the basis that they were issued under circumstances not involving a public
offering.

ITEM 3

DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4

SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.

ITEM 5

OTHER INFORMATION

None.

ITEM 6

EXHIBITS AND REPORTS ON FORM 8-K

(a)  Exhibits:    Financial Data Schedule: Ex. 27

(b)  Reports on Form 8-K:    None

                                       12

<PAGE>

                                   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.

December 14, 1999            By:   /s/ STANLEY H. STREICHER
                                   --------------------------------
                             Stanley H. Streicher
                             Chief Executive Officer

December 14, 1999            By:   /s/ WALTER B. BARRETT
                                   --------------------------------
                             Walter B. Barrett
                             Vice President, Finance and Chief Financial Officer

                                       13

<PAGE>

                                 EXHIBIT INDEX

EXHIBIT               DESCRIPTION
- -------               -----------
  27                  Financial Data Schedule


<TABLE> <S> <C>

<ARTICLE> 5

<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          JAN-31-2000
<PERIOD-START>                             FEB-01-1999
<PERIOD-END>                               OCT-31-1999
<CASH>                                         369,737
<SECURITIES>                                         0
<RECEIVABLES>                                9,536,861
<ALLOWANCES>                                  (99,009)
<INVENTORY>                                    219,628
<CURRENT-ASSETS>                            10,244,818
<PP&E>                                      12,971,120
<DEPRECIATION>                             (2,810,136)
<TOTAL-ASSETS>                              20,935,891
<CURRENT-LIABILITIES>                       11,986,001
<BONDS>                                              0
                           26,745
                                          0
<COMMON>                                             0
<OTHER-SE>                                   4,427,715
<TOTAL-LIABILITY-AND-EQUITY>                20,935,891
<SALES>                                     53,730,805
<TOTAL-REVENUES>                            53,730,805
<CGS>                                       49,163,604
<TOTAL-COSTS>                               49,163,604
<OTHER-EXPENSES>                             2,957,149
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                             804,874
<INCOME-PRETAX>                                837,085
<INCOME-TAX>                                     1,791
<INCOME-CONTINUING>                            835,294
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   835,294
<EPS-BASIC>                                        .32
<EPS-DILUTED>                                      .29


</TABLE>


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