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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C 20459
FORM 10Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended: June 30, 2000
Commission File Number: 0-11419
Family Health Systems, Inc.
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(Exact Name of Registrant as specified in its Charter)
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<S> <C>
Delaware 22-2435595
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(State or other jurisdiction of incorporation or (I.R.S. Employer Identification No.)
organization)
Post Office Box 21238, St. Simons Island, Georgia 31522-0738
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Address of Principal executive offices of Zip Code
Incorporation or organization
912-634-2584
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Registrants telephone number, including area code
</TABLE>
Indicate by check mark 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 (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 last 90 days.
YES NO X
--- ---
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as to the latest practical date.
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<CAPTION>
CLASS No. of shares Outstanding on
March 31, 2000
<S> <C>
Common Stock 3,024,757
Par Value $.00167
Per share
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PART I
FINANCIAL INFORMATION
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Item 1. Financial Statements
FAMILY HEALTH SYSTEMS, INC.
BALANCE SHEET
June 30, 2000
(Unaudited)
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<S> <C>
ASSETS
Cash $ 1,935
Marketable securities 10,808
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Total current assets 12,743
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Other receivables 71,512
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Investment in closely-held company 34,745
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Total assets $ 119,000
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LIABILITIES AND STOCKHOLDER'S EQUITY (DEFICIT)
Cash (Overdraft) - Investment margin account $ 8,505
Accounts payable 10,881
Advance payable - E. Carman 8,000
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27,386
Common Stock 5,051
Paid in capital 2,702,005
Retained earnings (deficit) (2,615,442)
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91,614
Total liabilities and stockholder's equity (deficit) $ 119,000
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See Notes to Interim Financial Statements.
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FAMILY HEALTH SYSTEMS, INC.
STATEMENT OF INCOME
Six Months Ended June 30, 2000
(Unaudited)
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<S> <C>
Revenues $ Nil
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Expenses
Auto expense 1,374
Salaries and compensation 10,000
Miscellaneous 1,032
Office Supplies 176
Postage 246
Professional fees 11,886
Publications 4,061
Telephone 100
Travel 1,162
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30,037
Other income (expense)
Capital gains (losses) on available-for-sale securities (72,905)
Interest and dividends 133
Miscellaneous income 1.602
Interest expense (665)
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Net Income (loss) (101,872)
Retained earnings (deficit), beginning (2,513,570)
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Retained earnings (deficit), ending $(2,615,442)
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</TABLE>
See Notes to Interim Financial Statements.
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FAMILY HEALTH SYSTEMS, INC.
STATEMENT OF STOCKHOLDERS' EARNINGS (DEFICIT)
Six months Ended June 30, 2000
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<CAPTION>
Additional Retained
Common Paid-in Earnings
Stock Capital (Deficit) Total
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<S> <C> <C> <C> <C>
Balance, December 31, 1999
3,381 2,693,675 (2,513,570) 183,486
Issuance of 1,000,000 shares of common stock 1,670 8,330 10,000
Net income (loss) for six months ended
June 30, 2000 -- -- (101,872) (101,872)
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Balance, June 30, 2000 $ 5,051 $ 2,702,005 $(2,615,442) $ 91,614
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See Notes to Interim Financial Statements.
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FAMILY HEALTH SYSTEMS, INC.
STATEMENTS OF CASH FLOWS
For the Six Months Ended June 30, 2000
(Unaudited)
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<CAPTION>
June 30, 2000
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<S> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
PROVIDED BY (USED IN) OPERATING ACTIVITIES
Net income (loss) $(101,871)
Adjustments to reconcile net income (loss) to
(Gain) loss on sale of investments 72,905
Compensaton stock issued 10,000
Change in working capital components
(Increase) decrease in other receivables (6,000)
Increase (decrease) in accounts payable (3,019)
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Net cash (used in) operating activities $ (27,985)
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CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from sale of investments 236,148
Purchase of investments (242,028)
Transfer to operating cash 8,871
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Net cash provided by investing activities 2,991
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CASH FLOWS FROM FINANCING ACTIVITIES
Advance received from an individual 8,000
Principal payment on Notes payable (5,000)
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Net cash used in financing activities 3,000
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Net increase in cash and cash equivalents (24,994)
Cash and cash equivalents
Beginning 18,424
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Ending $ (6,570)
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Cash and cash equivalents:
Operating cash $ 1,935
Cash (overdraft) - Investment margin account (8,505)
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$ (6,570)
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See Notes to Interim Financial Statements
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FAMILY HEALTH SYSTEMS, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS
Six Months Ended June 30, 2000
1. BASIS OF PRESENTATION
The accompanying unaudited condensed financial statements have been
prepared in accordance with generally accepted accounting principles
for interim financial information and wit the instructions to Form 10-Q
and Rule 10-01 of Regulations S-X. Accordingly, they do not include all
of the information and footnotes required by generally accepted
accounting principles for complete financial statements. In the opinion
of management, all adjustments considered necessary for a fair
presentation of the operating results for the second quarter of the
fiscal year 2000 have been included. Operating results for the quarter
ended June 30, 2000 are not necessarily indicative of the results that
may be expected for the fiscal year ending December 31, 2000.
2. CONDENSED PRESENTATION
The Condensed balance sheet and income statement was derived form the
balance sheet and statement of income for that date.
Item 2. Management's Discussion and Analysis of Financial Condition and results
of operation
(A) General Development of Business.
Family Health Systems, Inc. (FHS or REGISTRANT), a Delaware
corporation, was incorporated on January 20, 1983. The
Registrant was formed to provide comprehensive business
services to physicians, dentists and professional corporations
operating full service dental centers and emergency/industrial
medical centers. FHS found this activity to be unprofitable
and it exited the business service activity in fiscal year
1987 and became engaged in the formation, registration,
distribution and sale of developmental stage companies. FHS
has no activities other than investment portfolio management
at this time.
(B) Description of business:
The Registrant is currently inactive in the formation of
subsidiaries, by registration of those stocks through filing
with the SEC, and is seeking a merger or business combination
for itself.
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(C) Market risk and Investment Risk:
The assets of the Company consist primarily of common stock of
publicly traded companies. As such, the value of the assets of
the Company may be more or less than historical cost. Any
significant declines in market value of investments will
results in a write-down to market value in accordance with
accounting for investments at lower of cost or market.
(D) Issuance of common stock
The Company issued 1,000,000 shares of common stock to the
majority stockholder and the President in recognition of
previous services rendered to the Company. Management
represents the value of the shares to be .01 per share. This
valuation results in compensation recorded in the current
period of $10,000 reflected in the accompanying interim
financial statements. The par value of $1,670 and paid in
capital over par of $8,330 has also been reflected in the
accompanying financial statements.
(E) Letter of intent
The Company has received a letter of intent to purchase all of
the outstanding common stock shares of the Company. As of the
date of this filing, no purchase agreement has been executed.
If not executed, the letter of intent will expire on September
5, 2000.
Item 3. Legal Proceedings
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:
Exhibit 27 - Financial Data Schedule (for SEC use only)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, Registrant
has duly caused this report to be signed on its behalf by the undersigned
thereto duly authorized.
FAMILY HEALTH SYSTEMS, INC.
August 29, 2000 /s/ William S. Bryant
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William S. Bryant, President
Chief Financial Officer
