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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q/A
AMENDMENT 2
X Quarterly Report Under Section 13 or 15 (d) of the Securities
- ----- Exchange Act of 1934
For Quarter Ended June 30, 1994 Commission File No. 1-10594
H. W. KAUFMAN FINANCIAL GROUP, INC.
(exact name of registrant as specified in its charter)
Michigan 38-1903339
(State of Incorporation) (I.R.S. Employer
Identification No.)
30833 NORTHWESTERN HIGHWAY
SUITE 220
FARMINGTON HILLS, MI 48334
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (810) 932-9000
Indicated by a check mark whether the registrant (1) has filed all reports
required by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during
the preceding 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 ___
As of August 3, 1994 there were 3,115,417 shares of Common Stock outstanding.
The aggregate market value of the voting stock held by non-affiliates (589,918
shares) based upon the closing price of such stock on the American Stock
Exchange on August 3, 1994 was approximately $2,507,152.
As of June 30, 1994 there were 3,115,417 shares of Common Stock at a par value
of $.0025 per share issued and outstanding.
Documents Incorporated by Reference
NONE
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DESCRIPTION OF AMENDMENT
On April 5, 1994, the Board of Directors declared a 10% stock dividend to
shareholders of record as of April 19, 1994, payable on May 5, 1994 resulting
in 283,093 additional shares issued.
This amendment is to value the transaction based on the market value of the
additional shares of Common Stock issued. Retained Earnings was charged for
$1,451,560 and, accordingly, credited to Additional Paid-in Capital.
In addition, the number of shares held by non-affiliates (p. 1) is being
amended to read "...(589,918 shares) with a closing price of such stock on the
American Stock Exchange on August 5, 1994 was approximately $2,507,152."
On page 5, the number of Common Stock outstanding in 1993 is being amended
to read 2,830,230, and the column dated December 31, 1994 is being amended to
read December 31, 1993.
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H. W. KAUFMAN FINANCIAL GROUP, INC.
AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
June 30, December 31,*
LIABILITIES AND STOCKHOLDERS' EQUITY 1994 1993
- ------------------------------------ ----------- -------------
<S> <C> <C>
CURRENT LIABILITIES:
Accounts payable:
Insurance companies $34,020,413 $27,998,807
Customer advance payments 1,326,061 1,430,111
Other 393,237 574,174
Accruals:
Taxes, other than on income 2,006,210 2,408,403
Compensation 1,442,126 1,770,699
Other 376,565 616,823
Current portion of long-term obligation 425,000 --
---------- -----------
TOTAL CURRENT LIABILITIES 39,989,612 34,799,017
NOTE PAYABLE - LONG TERM 425,000 --
DEFERRED REVENUE 2,013,945 898,813
----------- -----------
TOTAL LIABILITIES 42,428,557 35,697,830
----------- -----------
STOCKHOLDERS' EQUITY:
Common stock, $.0025 par - 7,500,000
shares authorized; Outstanding
3,115,417 1994 and 2,830,230 1993 7,789 7,075
Additional paid-in capital 1,917,384** 459,329
Retained earnings 3,664,903** 5,101,383
Securities valuation 15,637 --
----------- -----------
TOTAL STOCKHOLDERS' EQUITY 5,605,713 5,567,787
----------- -----------
$48,034,270 $41,265,617
=========== ===========
</TABLE>
* Condensed from 1993 Audited Financial Statements
** Additional paid-in capital and Retained earnings have been adjusted to
reflect the 10% stock dividend distributed on May 5, 1994.
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PART I - FINANCIAL INFORMATION
Item 2 - Management's Discussion and Analysis of Financial Condition
and Consolidated Results of Operations
Liquidity and Capital Resources
On June 30, 1994, the Company's Financial condition reflected working
capital of $1,539,989, a tangible net worth of $1,916,059 and stockholders'
equity of $5,605,713. This compares to working capital of $328,954, a tangible
net worth of $1,095,072, and stockholders' equity of $4,589,543 at June 30,
1993. The improvement in working capital and tangible net worth reflects the
continued profitability of the Company over the last year, and the $1,115,000
addition to Deferred Revenue during the 1st quarter of 1994. Financial
highlights from the June 30, 1994 and 1993 financials are presented below:
<TABLE>
<CAPTION>
JUNE 30,
Description 1994 1993
--------------------------- ----------- -----------
<S> <C> <C>
Total Current Assets $41,529,602 $34,921,365
Total Assets 48,034,270 40,185,088
Total Current Liabilities 39,989,612 34,592,411
Total Liabilities 42,428,557 35,595,545
Retained Earnings 3,664,903(1) 4,126,392
Total Stockholders' Equity 5,605,713 4,589,543
Gross Profit 14,445,135 11,914,794
Net Income before Taxes 1,117,160 708,310
Net Income after Taxes 525,965 330,710
Net Income per Share $.17 $.11
</TABLE>
Note (1): On April 5, 1994, the Board of Directors declared a 10% stock
dividend payable to shareholders of record as of April 19, 1994. 283,093
additional shares of Common Stock were issued on May 5, 1994. The
transaction was treated for accounting purposes as a stock split effected in
the form of a dividend. Retained Earnings was charged $1,451,560 and,
accordingly, credited to Additional Paid-in Capital, resulting, however in
no change from such transfer to Total Stockholders' Equity or Net Income.
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H. W. KAUFMAN FINANCIAL GROUP, INC.
AND ITS CONSOLIDATED SUBSIDIARIES
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
H. W. Kaufman Financial Group, Inc.
Registrant
Date August 29, 1995 /s/ Herbert W. Kaufman
--------------------------
Herbert W. Kaufman
President
Date August 29, 1995 /s/ Gerald F. Wesolowski
------------------------------
Gerald F. Wesolowski
Chief Financial Officer
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