SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15 (D) OF
THE SECURITIES AND EXCHANGE ACT OF 1934
For Quarter Ended September 30, 1996
Commission File Number 0-2734
American Midland Corporation
New York 13-1919009
(State or other jurisdiction of I.R.S. employer
incorporated or organization) identification
number
302 Fifth Avenue, New York, New York 10001
(Exact address of principal executive offices)
(212) 279-5612
(Registrant's telephone number, including area code)
Indicate by (X) whether the registrant (1) has filed all reports required to
be filed by section 13 or 15 (d) of the Securities and Exchange Act of 1934
during the preceding 12 months, and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
Common stock, $.01 par value: 5,696,000 shares outstanding as of September
30, 1996
<PAGE>
PART 1 - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
The accompanying condensed financial statements
of American Midland Corporation ("American") at and
for the periods indicated do not include all
footnotes and certain financial statement disclosure
normally required under generally accepted
accounting principles; they should be read in
conjunction with the consolidated financial
statements of American included in its annual report
on Form 10-K to the Securities and Exchange
Commission for the year ended December 31, 1995.
The interim condensed consolidated financial
statements included herein are unaudited, but
include all adjustments consisting of normal
recurring accruals which American considers
necessary for a fair presentation of its
consolidated financial position and results of
operations at and for the respective periods. The
results of operations for the nine months ended
September 30, 1996 are not necessarily indicative of
the results of operations for the year ending
December 31, 1995.
<PAGE>
<TABLE>
<CAPTION>
AMERICAN MIDLAND CORP.
CONSOLIDATED BALANCE SHEET
(unaudited)
September 30, December 31,
1996 1995
<S> <C> <C>
ASSETS
Current Assets
Cash $8,000 $13,000
Mortgage Receivable (Current
Portion) 1,000 65,000
Total Current Assets $9,000 $79,000
Fixed Assets, at cost
(Less accumulated depreciation) 2,000 3,000
Investments in and advances to 3,525,000 3,525,000
unconsolidated subsidiary, at
equity (note 1)
Mortgage Receivable
(long term portion) 36,000 36,000
Total Assets $3,572,000 $3,642,000
LIABILITIES
Current Liabilities
Accounts Payable
and accrued expenses $150,000 $2,655,000
Notes Payable 304,000 304,000
Loans Payable 46,000
Total Current Liabilities 500,000 2,959,000
Excess of losses and distributions over
investments and advances to real estate
and joint ventures, at equity. 846,000 871,000
STOCKHOLDERS' EQUITY
Common Stock 57,000 57,000
Capital in excess of par value 24,785,000 24,785,000
Deficit (22,616,000) (25,030,000)
Total $3,572,000 $3,642,000
</TABLE>
The accompanying notes are an integral part of these financial
statements.
<PAGE>
<TABLE>
<CAPTION>
AMERICAN MIDLAND CORP.
CONSOLIDATED RESULTS OF OPERATIONS
(Unaudited)
Nine months ended Septmber 30,
1996 1995
<S> <C> <C>
Income from continuing operations.
Revenues: $ $
Interest and other Income 3,000 3,000
Gross Revenues $3,000 $3,000
Expenses
Selling and Administrative Expenses 8,000 15,000
Depreciation and Amortization 1,000 3,000
Total Expenses 9,000 18,000
Net Loss from continuing operations $(6,000) $(15,000)
Net Loss per Share 0 0
Weighted average number of common
shares outstanding. 5,696,000 5,696,000
</TABLE>
The accompanying notes are an integral part of these financial
statements.
<PAGE>
<TABLE>
<CAPTION>
AMERICAN MIDLAND CORPORATION
CONSOLIDATED RESULTS OF OPERATIONS
(Unaudited)
Three months ended September 30,
1996 1995
<S> <C> <C>
Income from continuing operations
Revenues:
Interest and other Income $1,000 $1,000
Gross Revenues $1,000 $1,000
Expenses
Selling and Administrative Expenses 3,000 5,000
Depreciation and Amortization 1,000 1,000
Loss In Unconsolidated subsidiary (2,000)
Total Expenses $4,000 $4,000
Net Loss from continuing operations $(3,000) $(3,000)
Net Loss per Share 0 0
Weighted average number of common
shares outstanding 5,696,000 5,696,000
</TABLE>
The accaompanying notes are an integral part of these financial
statements.
<PAGE>
<TABLE>
<CAPTION>
AMERICAN MIDLAND CORPORATION
CONSOLIDATED STATEMENT OF CASH FLOW
(Unaudited)
Nine months ended September 30,
1996 1995
<S> <C> <C>
Cash Flow from Operating Activities:
Net Income (Loss) $(6,000) $(15,000)
Adjustments to reconcile net Income (Loss)
to cash provided by (used in ) operating
activities
Receivables 64,000
Loans by Officers 46,000
Depreciation 1,000 3,000
Accounts payable and accrued expenses (2,530,000) (33,000)
Adjustments to retained earnings 2,420,000
Cash Provided by ( Used in ) Operations (5000) 45,000
Cash at beginning of period 13,000 59,000
Cash at end of period $8,000 $14,000
</TABLE>
The accompanying notes are an integral part of these financial
statements.
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
RESULTS OF OPERATIONS FOR THE NINE MONTHS ENDED
SEPTEMBER 30,1996 vs 1995
American had a loss of $6,000 for the nine months ended
September 30,1996 compared to a loss of $15,000 for the same period of
1995. The losses from continuing operations for 1996 and 1995 were
primarily due to the inability to generate sufficient income to cover its
overhead. American is currently inactive and does not conduct any
operations except through it's forty five percent owned subsidiary
Talmana which conducts a shrimp fishing and processing operation in
Costa Rica. The shrimp processed by Talmana are caught in company
owned and operated fishing vessels and purchased from independent
fishermen. Talmana's products are sold locally and exported to Europe,
Japan and the United States. Talmana does not report earnings on a
quarterly basis and its earning have not been taken into consideration in
this report.
The demand and pricing of Talmana's products vary from season to
season depending on availability of product worldwide. The first quarter
of the year is usually the weakest due to the shortage of product as a
result of adverse weather conditions off the west coast of Costa Rica.
Inflation and competition do not have any significant effect on Talmana's
operation.
RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED
SEPTEMBER 30, 1996 vs 1995.
Management's discussion and analysis of financial condition and results
of operations for the nine months ended September 30, 1996 also pertain
to the corresponding three month period.
LIQUIDITY AND CAPITAL RESOURCE
American does not have adequate liquidity to maintain its current
operation and has closed its office in New Jersey. Its officers and
directors loaned $46,000 to American, with an option to convert $30,000
of loans to 3,000 shares of Americans common stock.They have
indicated a willingness to loan any additonal funds that might be required
to meeet American's ongoing obligations. American paid the FDIC
$100,000 and Nations Bank $5,000 in full settlement of their judgments.
It has agreed to pay Steven Bernstein a former officer of the company
$36,000 in full settlement of American's obligation to him. Eight
thousand ($8,000 ) has been paid to him through the end of September.
American intends to raise additonal funds through the private sale of its
stock to potential investors, however it has been unsuccessful to date.
<PAGE>
AMERICAN MIDLAND CORPORATION
NOTES TO CONSOLIDATED STATEMENTS
September 30, 1996
NOTE 1-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Principles of Consolidation
The consolidated financial statements include the accounts of American
Midland Corporation ("American) and its wholly owned subsidiaries.
American owns a forty five percent interest in a Costa Rican shrimp
fishing and processing company ("Talmana"). Talmana does not report
earnings on a quarterly basis and its results have not been taken into
consideration in this report. American reports this investment as an
investment in an unconsolidated subsidiary on the equity method, adjusted
annually. All significant intercompany accounts have been eliminated.
Going Concern
American has suffered recurring losses from operation and its current
obligations exceed its current assets. It has recently settled substantial
obligations and funded said settlements by loans, with an option to
convert $30,000 of said loans into 3,000,000 shares of common stock
from its officers and directors. It is continuing to attempt to raise
additonal funds to pay its current outstanding obligations and for future
operations. These matters raise substantial concern about American's
ability to continue as a going concern.
Per Share Calculation
The computation of per share amounts is based on the weighted average
number of common shares outstanding in each period. Common stock
equivalents, which include stock options are either insignificant or anti-
dilutive.
Investments
Americans's ownership of a $3,000,000 10 year 6% redeemable preferred
stock due December 31, 2002 and it's ownership of forty five percent of
the outstanding common shares of Talmana S.A. is carried on its books as
an investment in an unconsolidated subsidiary. Dividends on the
preferred stock may be paid in any year in which Talmana has after tax
earnings in excess of $1,500,000 if declared by the board of directors of
Talmana. Dividends not paid are accrued and payable on the Redemption
Date. No dividends have been paid. American's investment is carried on
the equity method and no accruals have been made for earned but unpaid
dividends.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned who are duly authorized to do so.
Dated October 28, 1996 AMERICAN MIDLAND CORP.
BY: /s/ Irwin S. Lampert
IRWIN S. LAMPERT
SENIOR VICE PRESIDENT
AND TREASURER
(PRINCIPAL FINANCIAL OFFICER)
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
See Registrant's Annual Report on Form 10-K for the year ended
December 31, 1995. As of September 30, 1996, there was no material
change in the status of the matters described in Item 3 of the Annual
Report.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
none
(b) Reports on Form 8-K
There were no reports on Form 8-K filed by the Registrant during the
three months ended September 30, 1996.
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<ARTICLE> 5
<LEGEND>
This sceudule contains summary financial information extracted from the
condensed consolidated financial statements for the nine months ended September
30, 1996 and is qualified in its entirety by reference to such statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> SEP-30-1996
<CASH> 8,000
<SECURITIES> 0
<RECEIVABLES> 37,000
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 9,000
<PP&E> 2,000
<DEPRECIATION> 1,000
<TOTAL-ASSETS> 3,572,000
<CURRENT-LIABILITIES> 500,000
<BONDS> 0
0
0
<COMMON> 57,000
<OTHER-SE> 2,169,000
<TOTAL-LIABILITY-AND-EQUITY> 3,572,000
<SALES> 0
<TOTAL-REVENUES> 3,000
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (6,000)
<INCOME-TAX> 0
<INCOME-CONTINUING> (6,000)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (6,000)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
