<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 six months ended February
28, 1999 and is qualified in its entirety by reference to such financial
statements.
</LEGEND>
<CIK> 0000319016
<NAME> AMERICAN METALS SERVICE, INC.
<MULTIPLIER> 1000
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<PERIOD-START> SEP-01-1998
<PERIOD-END> FEB-28-1999
<CASH> 2,144
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0
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<TOTAL-REVENUES> 45
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</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: February 28, 1999
-----------------
[ ] 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 February 28, 1999, the
issuer had 1,949,622 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)
February 28,
1999
-------------
($000 Omitted)
ASSETS
Current assets:
Cash and cash equivalents, including
U.S. treasury bills of $2,035,000 $2,144
------
Total current assets $2,144
======
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued liabilities $ 3
------
Total current liabilities 3
------
Stockholders' equity:
Common stock, $.01 par value, 6,000,000
shares authorized, 1,949,622
shares outstanding 19
Additional capital in excess of par value 3,050
Accumulated deficit ( 928)
------
Total stockholders' equity 2,141
------
Total liabilities and stockholders'
equity $2,144
======
See accompanying notes to financial statements.
<PAGE>
AMERICAN METALS SERVICE, INC.
STATEMENTS OF OPERATIONS
(Unaudited)
For the three months
ended February 28,
--------------------
1999 1998
-------- -------
($000 Omitted,
Except Per Share Data)
Interest income $ 21 $ 26
General and administrative expenses 15 16
------ ------
Income before income taxes 6 10
Provision for income taxes - -
------ ------
Net income $ 6 $ 10
====== ======
Basic and diluted net income per share $ - $ .01
====== ======
Weighted average number of shares
outstanding (in 000's) 1,958 1,957
====== ======
See accompanying notes to financial statements.
<PAGE>
AMERICAN METALS SERVICE, INC.
STATEMENTS OF OPERATIONS
(Unaudited)
For the six months ended
February 28,
------------------------
1999 1998
-------- --------
($000 Omitted,
Except Per Share Data)
Interest income $ 45 $ 53
General and administrative expenses 31 32
------ ------
Income before income taxes 14 21
Provision for income taxes - -
------ ------
Net income $ 14 $ 21
====== ======
Basic and diluted net income per share $ .01 $ .01
====== ======
Weighted average number of shares
outstanding (in 000's) 1,963 1,957
====== ======
See accompanying notes to financial statements.
<PAGE>
AMERICAN METALS SERVICE, INC.
STATEMENTS OF CASH FLOWS
(Unaudited)
For the six months
ended February 28,
-----------------------
1999 1998
-------- --------
($000 Omitted)
Cash flows from operating activities:
Net cash provided by
operating activities $ 14 $ 18
Cash flows from financing activities:
Issuance of common stock upon
exercise of stock options - 16
Purchase of common stock ( 21) -
------ ------
Net cash provided by (used in)
financing activities ( 21) 16
------ ------
Net increase (decrease) in cash and cash
equivalents ( 7) 34
Cash and cash equivalents at beginning
of the period 2,151 2,111
------ ------
Cash and cash equivalents at end of
the period $2,144 $2,145
====== ======
Reconciliation of net income
to net cash provided by
operating activities:
Net income $ 14 $ 21
Adjustments to reconcile net income
to net cash provided by
operating activities:
Change in accounts payable
and accrued liabilities - ( 3)
------ ------
Net cash provided by operating
activities $ 14 $ 18
====== ======
See accompanying notes to financial statements.
<PAGE>
AMERICAN METALS SERVICE, INC.
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
1. Basis of Presentation
---------------------
The accompanying unaudited financial statements of American Metals Service, Inc.
(the "Company") as of February 28, 1999 and for the quarters and six month
periods ended February 28, 1999 and 1998 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,
1998, as filed with the Securities and Exchange Commission.
The results of operations for the three and six month periods ended February 28,
1999 are not necessarily indicative of the results to be expected for the entire
fiscal year or for any other period.
2. Income Per Share
----------------
Income per common share is calculated in accordance with Statement of Financial
Accounting Standards No.128 "Earnings Per Share" ("SFAS No. 128") and is based
on the weighted average number of shares outstanding. Diluted earnings per share
includes the assumed conversion of shares issuable upon exercise of options
where appropriate. Prior years' earnings per share information has been restated
to comply with the requirements of SFAS No. 128.
<PAGE>
Item 2. - Management's Discussion and Analysis or Plan of
-----------------------------------------------
Operations
----------
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 February 28, 1999, was approximately $21,000, compared to
$26,000 in the comparable quarter of the prior fiscal year. For the six month
period ended February 28, 1999, interest income was $45,000 compared to $53,000
for the comparable period of the prior fiscal year. The decrease in interest
income during the current fiscal year compared to the prior fiscal year was due
to lower available interest rates on the Company's cash equivalents.
General and administrative expenses were $15,000 and $16,000 for the quarters
ended February 28, 1999 and 1998, respectively, and $31,000 and $32,000 for the
six month periods ended February 28, 1999 and 1998, respectively. A management
fee of $12,500 per quarter is paid to an affiliated company for accounting,
financial and administrative management. This fee is based on the affiliate's
estimated costs, and management believes that the allocation method is
reasonable. The remaining general and administrative expenses for the three
month and six month periods ended February 28, 1999 and 1998 consist of
stockholder, insurance and other miscellaneous expenses.
Liquidity and Capital Resources
- -------------------------------
At February 28, 1999, cash and cash equivalents and net working capital were
approximately $2,144,000 and $2,141,000, respectively. U.S. Treasury securities
of approximately $2,035,000 mature at various dates through May 13,1999 and bear
interest rates ranging from 4.43% to 4.53%. 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 February 28, 1999 is
approximately $1.10 per share.
Year 2000 Matters
- -----------------
The Year 2000 Issue is the result of computer programs being written using two
digits rather than four to define the applicable year. Any of the Company's
computer programs that have time- sensitive software may recognize a date using
"00" as the year 1900 rather than the year 2000. Miscalculations could cause
<PAGE>
disruptions of operations, including, among other things, a temporary inability
to process transactions or engage in similar normal business activities.
Management has determined that the Year 2000 Issue will not pose significant
operational problems for its internal computer systems. The Company uses "off
the shelf" accounting software to maintain its accounting system. All of these
software applications are already Year 2000 compliant. The cost of being Year
2000 compliant was nominal. All costs associated with this conversion have been
expensed as incurred.
<PAGE>
PART II - OTHER INFORMATION
- ------- -----------------
Item 6. - Exhibits and Reports on Form 8-K
- ------- --------------------------------
(a) Exhibits
--------
(27). Financial Data Schedule for the six months ended
February 28, 1999.
(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.
AMERICAN METALS SERVICE, INC.
Dated: April 12, 1999 By: /s/ Mark Koscinski
--------------------------
Mark Koscinski
Vice President and Secretary
