<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This Schedule contains summary financial information
extracted from the Form 10-QSB of American Metals
Service, Inc. for the nine months ended May 31, 1995,
and is qualified in its entirety by reference to such
financial statements ($000 omitted, except per share
data).
</LEGEND>
<CIK> 0000319016
<NAME> AMERICAN METALS SERVICE, INC.
<MULTIPLIER> 1,000
<CURRENCY> 0
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> AUG-31-1995
<PERIOD-START> SEP-01-1994
<PERIOD-END> MAY-31-1995
<EXCHANGE-RATE> 1,000
<CASH> 2,057
<SECURITIES> 0
<RECEIVABLES> 8
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 2,065
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 2,065
<CURRENT-LIABILITIES> 51
<BONDS> 0
<COMMON> 20
0
0
<OTHER-SE> 1,994
<TOTAL-LIABILITY-AND-EQUITY> 2,065
<SALES> 0
<TOTAL-REVENUES> 85
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 57
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 28
<INCOME-TAX> 0
<INCOME-CONTINUING> 28
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 28
<EPS-PRIMARY> .01
<EPS-DILUTED> 0
</TABLE>
FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: May 31, 1995
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission File No.: 0-10093
AMERICAN METALS SERVICE, INC.
(Exact name of small business issuer as specified in its charter)
Florida 59-1224913
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
376 Main Street, P.O. Box 74, Bedminster, New Jersey 07921
(Address of principal executive offices) (Zip Code)
(908) 234-0078
(Issuer's telephone number)
Not Applicable
(Former name, former address and former fiscal year, if
changed since last report)
Check whether the issuer (1) 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 to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.
Yes X No _____
State the number of shares outstanding of each of the issuer's classes of
common equity as of the latest practicable date: As of June 30, 1995, the issuer
had 1,959,600 shares of its common stock, par value $.01 per share, outstanding.
Transitional Small Business Disclosure Format (check one): Yes ____ No X
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1 - Financial Statements
- ------- --------------------
AMERICAN METALS SERVICE, INC.
BALANCE SHEET
(Unaudited)
<TABLE>
<CAPTION>
May 31,
1995
--------
($000 Omitted)
<S> <C>
ASSETS
Current assets:
Cash and cash equivalents, including
U.S. treasury bills of $ 2,016,000 $ 2,057
Interest receivable 8
--------
Total current assets $ 2,065
========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accrued liabilities $ 51
--------
Total current liabilities 51
--------
Stockholders' equity:
Common stock, $.01 par value, 6,000,000
shares authorized, 1,959,600 issued
and outstanding 20
Additional capital in excess of par value 3,062
Accumulated deficit ( 1,068)
--------
Total stockholders' equity 2,014
--------
Total liabilities and stockholders'
equity $ 2,065
========
</TABLE>
See accompanying note to financial statements.
<PAGE>
AMERICAN METALS SERVICE, INC.
STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
For the three months
ended May 31,
--------------------
1995 1994
---- ----
($000 Omitted,
Except Per Share Data)
<S> <C> <C>
Revenues:
Interest $ 29 $ 16
Other income 1 2
------ ------
30 18
------ ------
General and administrative expenses 17 15
------ ------
Income before income taxes 13 3
Provision for income taxes - -
------ ------
Net income $ 13 $ 3
====== ======
Net income per common share $ .01 $ -
====== ======
Weighted average number of shares
outstanding (in 000's) 1,960 1,960
====== ======
</TABLE>
See accompanying note to financial statements.
<PAGE>
AMERICAN METALS SERVICE, INC.
STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
For the nine months
ended May 31,
-------------------
1995 1994
------ ------
($000 Omitted,
Except Per Share Data)
<S> <C> <C>
Revenues:
Interest $ 77 $ 44
Other income 8 14
------ ------
85 58
------ ------
General and administrative expenses 57 72
------ ------
Income (loss) before income taxes 28 ( 14)
Provision for income taxes - -
------ ------
Net income (loss) $ 28 ($ 14)
====== ======
Net income (loss) per common share $ .01 ($ .01)
====== ======
Weighted average number of shares
outstanding (in 000's) 1,960 1,960
====== ======
</TABLE>
See accompanying note to financial statements.
<PAGE>
AMERICAN METALS SERVICE, INC.
STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
For the nine months
ended May 31,
-------------------
1995 1994
------- ------
($000 Omitted)
<S> <C> <C>
Cash flows from operating activities:
Net cash provided by
operating activities $ 49 $ 84
------ ------
Cash flows from investing activities:
Maturity of U.S. Treasury securities 1,580 -
------ ------
Net cash provided by investing
activies 1,580 -
------ ------
Net increase in cash and cash
equivalents 1,629 84
Cash and cash equivalents at beginning
of the period 428 1,930
------ ------
Cash and cash equivalents at end of
the period $2,057 $2,014
====== ======
Reconciliation of net income (loss)
to net cash provided by
operating activities:
Net income (loss) $ 28 ($ 14)
Adjustments to reconcile net
income (loss) to net cash
provided by operating activities:
(Increase) decrease in other
assets ( 3) 3
Collection of receivables - 51
Write-off of note receivable - 50
Increase (decrease) in accounts
payable and accrued liabilities 24 ( 6)
------ ------
Net cash provided by operating
activities $ 49 $ 84
====== ======
</TABLE>
See accompanying note to financial statements.
<PAGE>
AMERICAN METALS SERVICE, INC.
NOTE TO FINANCIAL STATEMENTS
(Unaudited)
The accompanying unaudited financial statements of American Metals Service,
Inc. (the "Company") as of May 31, 1995 and for the three and nine months ended
May 31, 1995 and 1994 reflect all material adjustments which, in the opinion of
management, are necessary for a fair presentation of results for the interim
periods. Certain information and footnote disclosures required under generally
accepted accounting principles have been condensed or omitted pursuant to the
rules and regulations of the Securities and Exchange Commission, although the
Company believes that the disclosures are adequate to make the information
presented not misleading. These financial statements should be read in
conjunction with the year-end financial statements and notes thereto included in
the Company's Annual Report on Form 10-KSB for the year ended August 31, 1994,
as filed with the Securities and Exchange Commission.
The results of operations for the three and nine months ended May 31, 1995
and 1994 are not necessarily indicative of the results to be expected for the
entire fiscal year or for any other period.
<PAGE>
Item 2 - Management's Discussion and Analysis or Plan of Operations
- ------ ----------------------------------------------------------
Recent Developments
- -------------------
On December 15, 1994, American Metals Service, Inc.'s (the "Company")
indirect parent, Kent Financial Services, Inc. ("Kent"), distributed to its
stockholders of record on December 12, 1994, approximately 1,100,000 shares of
the Company's Common Stock ("Shares"). At June 30, 1995 an indirect wholly-owned
subsidiary of Kent and certain of Kent's affiliates, including the Company's
chairman, owned 716,936 Shares or approximately 37% of the Company's outstanding
Shares. The purpose of the transaction was to make the Company a more attractive
acquisition candidate by further diversifying its ownership and increasing the
marketability of its Shares. The Company has been seeking to acquire or merge
with an operating business.
Results of Operations
- ---------------------
Until the fourth quarter of fiscal 1992, the Company was engaged in the
wholesale distribution of aluminum alloys, steel and other specialty metals. The
Company has liquidated the assets of its former business and is actively seeking
an acquisition with the goal of becoming an operating company. In the interim,
available cash is being invested in U.S. Treasury securities. Interest income
for the quarter ended May 31, 1995, was approximately $29,000 compared to
$16,000 in the comparable quarter of the prior year. In the nine months ended
May 31, 1995, interest income was $77,000 compared to $44,000 for the comparable
period of the prior year. Generally higher interest rates were the principal
reason for the increase in revenue. Collections of previously written-off
accounts receivable from the former business of the Company of $1,000 and $2,000
accounted for the other income in the quarters ended May 31, 1995 and 1994,
respectively. Other income was $8,000 and $14,000 for the nine months ended May
31, 1995 and 1994, respectively.
General and administrative expenses were $17,000 and $15,000 for the three
months ended May 31, 1995 and 1994, respectively, and $57,000 and $72,000 for
the nine months ended May 31, 1995 and 1994, respectively. The increase in
general and administrative expenses in the quarter ended May 31, 1995 was due to
the management fee expense (as discussed below), offset by decreases in
insurance and professional fees. The decrease in general and administrative
expenses in the nine months ended May 31, 1995 was due principally to the
write-off in February, 1994 of a note receivable of $50,000 to an unrelated,
privately-owned corporation. This decrease in expenses was partially offset by a
management fee of $12,500 a quarter charged to the Company by Kent. This fee was
for corporate governance, financial management and accounting services and was
based on Kent's estimated costs. Management believes the method of cost
allocation is reasonable under the circumstances. Additionally, the Company
incurred approximately $8,000 in professional fees and services associated with
the distribution of the Company's Shares to the Kent stockholders during the
quarter ended February 28, 1995.
<PAGE>
Liquidity and Capital Resources
- -------------------------------
At May, 1995, cash and cash equivalents and net working capital were
approximately $2,057,000 and $2,014,000, respectively. The U.S. Treasury bills
of approximately $2,016,000 mature at various dates through August, 1995.
Investing activities consisted of the maturity of U.S. Treasury bills with an
original maturity greater than three months. Management believes the Company's
cash and cash equivalents and net working capital are adequate for its remaining
business activities and for the costs of seeking an acquisition of an operating
business. The net book value of the Company at May 31, 1995 was $1.03 per share.
<PAGE>
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 reports on Form 8-K were filed during the quarter for which this
Form 10-QSB is filed.
<PAGE>
SIGNATURE
---------
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
Dated: July 13, 1995
AMERICAN METALS SERVICE, INC.
By: /s/ Mark Koscinski
Vice President, Secretary
and Principal Accounting
Officer
