<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------------------------
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
------------------------------
For Quarter Ended March 31, 1997 Commission file number 0-11656
THE WENDT-BRISTOL HEALTH SERVICES CORPORATION
A Delaware Corporation I.R.S. No. 22-1807533
Two Nationwide Plaza, Suite 760, Columbus, Ohio 43215
Registrant's Telephone No. (614) 221-6000
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 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 [ ]
Indicate the number of shares outstanding of each of the issuer's
classes of Common Stock, as of the latest practicable date.
EACH OF THE FOLLOWING CLASSES ARE REGISTERED ON THE AMERICAN STOCK
EXCHANGE.
Class Outstanding at April 30, 1997
----- -----------------------------
Common Stock, par value 6,247,326
$.01 per share
Common Stock Purchase Warrants 414,538(1)
(1) Upon exercise, represents 1,139,980 shares of The
Wendt-Bristol Health Services Corporation.
<PAGE> 2
THE WENDT-BRISTOL HEALTH SERVICES CORPORATION
---------------------------------------------
FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 1997
--------- ------------------------------------
THE WENDT-BRISTOL HEALTH SERVICES CORPORATION
---------------------------------------------
AND SUBSIDIARIES
----------------
I N D E X
Part I Page No.
- ------ --------
Financial Statements:
Consolidated Balance Sheets - December 31, 1996 and
March 31, 1997 (Unaudited) 3-4
Consolidated Statements of Operations (Unaudited)
Three Months Ended March 31, 1997 and 1996 5
Consolidated Statements of Cash Flow (Unaudited)
Three Months Ended March 31, 1997 and 1996 6-7
Notes to Consolidated Financial Statements 8-11
Management's Discussion and Analysis of Financial Condition
and Results of Operations 12-13
Part II
- -------
Signatures 14
Exhibits:
Exhibit 27 EDGAR Financial Data Schedule 15
2
<PAGE> 3
THE WENDT-BRISTOL HEALTH SERVICES CORPORATION
---------------------------------------------
FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 1997
--------- ------------------------------------
THE WENDT-BRISTOL HEALTH SERVICES CORPORATION
AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
AS AT MARCH 31, 1997 AND DECEMBER 31, 1996
ASSETS
<TABLE>
<CAPTION>
March 31 December 31
1997 1996
------------ -------------
(Unaudited)
<S> <C> <C>
Current assets:
Cash $ 1,144,581 $ 890,670
------------ ------------
Restricted cash 509,395 381,025
------------ ------------
Receivables:
Trade, net of allowance for doubtful
accounts of $175,000 (March)
and $190,000 (December) 3,068,704 2,014,403
Notes receivable 127,030 120,613
Miscellaneous 857,436 890,655
------------ ------------
4,053,170 3,025,671
------------ ------------
Inventories 491,504 482,930
Prepaid expenses and other 298,569 250,947
------------ ------------
Total current assets 6,497,219 5,031,243
------------ ------------
Property, plant and equipment, at cost 20,994,764 20,880,293
Less: Accumulated depreciation and
amortization (6,368,665) (6,135,704)
------------ ------------
14,626,099 14,744,589
------------ ------------
Investments and other assets:
Notes and other receivables, net of current portion 350,203 359,007
Notes receivable from officers, employees and
related parties, net of amounts payable 974,302 993,580
Life insurance premiums receivable 895,970 865,299
Investment in unconsolidated affiliates 532,558 --
Excess of cost over assets of businesses
and subsidiaries acquired, less amortization 616,153 621,629
Deferred charges 996,951 956,795
Other assets 353,424 345,963
------------ ------------
Total investments and other assets 4,719,561 4,142,273
------------ ------------
$ 25,842,879 $ 23,918,105
============ ============
</TABLE>
(Continued)
The accompanying notes are an integral part of the financial statements.
3
<PAGE> 4
THE WENDT-BRISTOL HEALTH SERVICES CORPORATION
---------------------------------------------
FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 1997
--------- ------------------------------------
THE WENDT-BRISTOL HEALTH SERVICES CORPORATION
AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (Continued)
AS AT MARCH 31, 1997 AND DECEMBER 31, 1996
LIABILITIES AND STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
March 31 December 31
1997 1996
------------ ------------
(Unaudited)
<S> <C> <C>
Current liabilities:
Notes payable - officer $ 75,000 $ 55,000
Securitization program advances -- 392,287
Accounts payable 2,878,321 2,729,021
Accrued expenses and other liabilities:
Salaries and wages 425,259 482,134
Workers' compensation 164,966 380,502
Taxes, other than federal income taxes 706,965 726,106
Interest 73,395 118,640
Stock purchase agreement payable -- 325,000
Other 596,478 841,643
Long-term obligations classified as current 713,238 750,758
------------ ------------
Total current liabilities 5,633,622 6,801,091
------------ ------------
Long-term obligations, less amounts classified
as current 15,204,576 12,080,856
------------ ------------
Total liabilities 20,838,198 18,881,947
------------ ------------
Minority interests 201,615 294,128
------------ ------------
Stockholders' equity:
Common stock: $.01 par;
authorized: 12,000,000 shares
issued: 8,243,480 shares 82,435 82,435
Capital in excess of par 10,240,480 10,238,750
Retained earnings (deficit) (3,067,518) (3,119,096)
------------ ------------
7,255,397 7,202,089
Treasury stock, at cost, 2,001,154 (March)
and 2,007,460 shares (December) (2,452,331) (2,460,059)
------------ ------------
Total stockholders' equity 4,803,066 4,742,030
------------ ------------
$ 25,842,879 $ 23,918,105
============ ============
</TABLE>
The accompanying notes are an integral part of the financial statements.
4
<PAGE> 5
THE WENDT-BRISTOL HEALTH SERVICES CORPORATION
---------------------------------------------
FORM 10-Q THE-QUARTER ENDED MARCH 31, 1997
------------------------------------------
THE WENDT-BRISTOL HEALTH SERVICES CORPORATION
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 1997 AND 1996
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended March 31
-----------------------------
1997 1996
------------ -----------
Revenues:
<S> <C> <C>
Net sales $ 683,979 $ 707,977
Service income 4,511,550 4,613,177
----------- -----------
5,195,529 5,321,154
----------- -----------
Costs and expenses:
Cost of sales 503,134 495,679
Selling, general and administrative
expenses, net 4,140,943 4,298,241
----------- -----------
4,644,077 4,793,920
----------- -----------
Operating income before depreciation 551,452 527,234
Depreciation 232,961 229,812
----------- -----------
Operating income 318,491 297,422
----------- -----------
Other income (expense):
Minority interests in earnings of consolidated
affiliates, net of tax (51,329) (25,052)
Equity in earnings of unconsolidated affiliates 87,558 --
Interest expense (314,046) (212,209)
Other, net 17,304 29,355
----------- -----------
(260,513) (207,906)
----------- -----------
Income before income taxes 57,978 89,516
Income tax expense (6,400) (6,414)
----------- -----------
Net income $ 51,578 $ 83,102
=========== ===========
Income per common share $ 0.01 $ 0.01
=========== ===========
Weighted average shares outstanding 6,236,510 5,720,830
=========== ===========
</TABLE>
The accompanying notes are an integral part of the financial statements.
5
<PAGE> 6
THE WENDT-BRISTOL HEALTH SERVICES CORPORATION
---------------------------------------------
FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 1997
--------- -------------------------------------
THE WENDT-BRISTOL HEALTH SERVICES CORPORATION
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1997 AND 1996
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended March 31
----------------------------
1997 1996
----------- -----------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 51,578 $ 83,102
----------- -----------
Adjustments required to reconcile net income
to net cash provided by operating activities:
Amortization, depreciation and other, net 238,437 235,216
Provision for losses on notes and accounts receivable 34,734 19,228
Minority interest in earnings of consolidated affiliates 51,329 25,052
Equity in net earnings of unconsolidated affiliates (87,558) --
Changes in assets and liabilities:
Receivables
Sale (purchase) of receivables (607,229) --
Other changes (448,587) 183,441
Merchandise inventories (8,574) (20,541)
Prepaid expenses and other current assets (38,164) 18,744
Accounts payable 149,300 (162,966)
Accrued expenses and other liabilities (906,962) (702,052)
Federal income taxes payable -- (22,609)
Deferred charges and other (47,617) (35,946)
----------- -----------
Total adjustments (1,670,891) (462,433)
----------- -----------
Net cash used in operating activities (1,619,313) (379,331)
----------- -----------
Cash flows from investing activities:
(Increase) decrease in notes receivable 2,387 (25,958)
Investment in unconsolidated affiliates (445,000) --
Disbursements to related parties
and former affiliates, net (11,393) (69,898)
Deposits to restricted cash (128,370) (1,945)
Capital expenditures (64,971) (68,604)
----------- -----------
Net cash used in investing activities (647,347) (166,405)
----------- -----------
Cash flows from financing activities:
Distributions to limited partners, net (143,842) --
Proceeds from officer obligation 90,000 --
Principal payments of officer obligation (70,000) --
Principal payments of long-term obligations (518,234) (326,488)
Proceeds from long-term obligations 3,554,934 1,044,238
Net payments to securitization program (392,287) --
----------- -----------
Net cash provided by financing activities 2,520,571 717,750
----------- -----------
Net increase in cash 253,911 172,014
Cash at beginning of period 890,670 35,825
----------- -----------
Cash at end of period $ 1,144,581 $ 207,839
=========== ===========
</TABLE>
(Continued)
The accompanying notes are an integral part of the financial statements.
6
<PAGE> 7
THE WENDT-BRISTOL HEALTH SERVICES CORPORATION
---------------------------------------------
FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 1997
--------- -------------------------------------
THE WENDT-BRISTOL HEALTH SERVICES CORPORATION
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1997 AND 1996
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended March 31
----------------------------
1997 1996
---------- ------------
<S> <C> <C>
Cash paid during the three months for:
Interest, net of interest income $359,291 $224,747
Income taxes $ -0- $ 28,000
Supplemental disclosures of noncash
investing and financing activity:
A partnership, of which the Company is the managing general
partner purchased equipment which was financed by entering
into installment finance agreements
Increase in equipment cost, net $ 49,500 $ 69,509
Increase in long-term obligations (49,500) (69,509)
</TABLE>
The accompanying notes are an integral part of the financial statements.
7
<PAGE> 8
THE WENDT-BRISTOL HEALTH SERVICES CORPORATION
---------------------------------------------
FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 1997
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THE WENDT-BRISTOL HEALTH SERVICES CORPORATION
---------------------------------------------
AND SUBSIDIARIES
----------------
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. MANAGEMENT'S REPRESENTATION
In the opinion of management, the accompanying unaudited consolidated
financial statements contain all adjustments (consisting only of normal
adjustments and recurring accruals) necessary to present fairly The
Wendt-Bristol Health Services Corporation ("Wendt-Bristol" or
"Company") and subsidiaries consolidated financial position as at March
31, 1997 and December 31, 1996 and the consolidated results of its
operations for the three months ended March 31, 1997 and 1996 as well
as the cash flows for the respective three months. The results of
operations for any interim period are not necessarily indicative of
results for the full year. THESE FINANCIAL STATEMENTS SHOULD BE READ IN
CONJUNCTION WITH THE FINANCIAL STATEMENTS AND NOTES THERETO CONTAINED
IN THE WENDT-BRISTOL ANNUAL REPORT FILED AS FORM 10-K FOR THE YEAR
ENDED DECEMBER 31, 1996, WHICH IS HEREBY INCORPORATED BY REFERENCE.
2. INCOME TAXES
The Company utilizes the provisions of SFAS No. 109, which requires the
use of the liability method of accounting for deferred income taxes. As
a result, the Company has recognized a deferred tax liability, a
deferred tax asset and a valuation allowance against the deferred tax
assets. A summary of the December 31, 1996 attributes is as follows:
<TABLE>
<S> <C>
Deferred tax assets $1,953,000
Less: valuation allowance 200,000
----------
1,753,000
Deferred tax liabilities 1,499,300
----------
Net deferred tax asset $253,700
==========
</TABLE>
During 1997, the Company does not expect to incur any current Federal
tax liability since it will be able to utilize net operating loss carry
forwards to reduce taxable income to zero.
(Continued)
8
<PAGE> 9
THE WENDT-BRISTOL HEALTH SERVICES CORPORATION
---------------------------------------------
FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 1997
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THE WENDT-BRISTOL HEALTH SERVICES CORPORATION
---------------------------------------------
AND SUBSIDIARIES
----------------
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
2. INCOME TAXES (CONTINUED)
State and local taxes are summarized as follows:
<TABLE>
<CAPTION>
Three months ended March 31,
----------------------------
1997 1996
---- ----
<S> <C> <C>
State and local taxes:
Current expense $6,400 $6,414
====== ======
</TABLE>
3. STOCKHOLDERS' EQUITY
At March 31, 1997 there were 414,538 Common Stock purchase warrants
outstanding, exercisable at $3.75 per warrant. Each warrant, upon
exercise, provides two and three quarters (2 3/4) shares of the
Company's common stock and a Series II warrant (issuable upon
completion of appropriate Securities and Exchange Commission filings)
exercisable for two shares at $3.00/share. The Warrants' expiration
dates, as amended by the Board of Directors in April 1997, are May 1,
1998 for the initial Warrant and May 1, 1999 for the Series II
Warrants. See Note 5A. concerning warrants issued pursuant to
Regulation S of the Securities Act of 1933. There were no warrants
exercised during the three months ended March 31, 1997.
Earnings per share were computed using the weighted average number of
shares outstanding (net of Treasury shares) during each period. The
common stock equivalents (warrants and options) are anti-dilutive,
thereby yielding similar primary and fully diluted per share amounts.
In February 1997, Statement of Financial Accounting Standards (SFAS)
No. 128 "Earnings per Share" was issued, which changes the methodology
for calculating earnings per share. Implementation of SFAS 128 is
required for financial statements issued for periods ending after
December 15, 1997, including interim periods; earlier adoption is not
permitted. Early adoption of SFAS 128 would have had no effect on
earnings per share for the three months ended March 31, 1997.
9
<PAGE> 10
THE WENDT-BRISTOL HEALTH SERVICES CORPORATION
---------------------------------------------
FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 1997
--------- ------------------------------------
THE WENDT-BRISTOL HEALTH SERVICES CORPORATION
---------------------------------------------
AND SUBSIDIARIES
----------------
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
4. NEW VENTURE
During December, 1996, an 83.3% owned subsidiary of the Company formed
an Ohio limited liability company. The subsidiary acquired a 50%
interest through a capital contribution of $325,000 in January 1997.
The new entity closed, in January 1997, on the acquisition of operating
assets, including an open field magnetic resonance imaging device.
Operations began in January, 1997 and the operating results are
included in the statement of operations under the caption "Equity in
earnings of unconsolidated affiliates". The Company is managing the
facility.
As a result of limited liability companies being taxed as partnerships
for Federal income tax purposes, there is no tax provided for its
earnings. See Note 2. Income Taxes.
5. FINANCING TRANSACTIONS
A. On February 14, 1997, the Company issued thirty-three (33) bonds,
designated as Series No. 1 Bonds, totaling five million Swiss francs,
due February 14, 2002, to European investors. The Company received
$3,416,934 for the conversion of the proceeds of these Bonds. The Bonds
provide for quarterly interest payments which commenced on March 31,
1997 at a rate of 5% per annum. The Bonds and interest are payable in
Swiss francs, and as a result, the Company is hedging the currency risk
by entering into future contracts. The Bond holders were issued Series
No. 1 warrants to purchase an aggregate of 300,000 shares of common
stock of the Company at $2.00 per share exercisable after March 25,
1997 and before February 15, 2002 to warrant holders outside the U.S.
Both the Series No. 1 Bonds and the Series No. 1 Warrants were issued
pursuant to Regulation S of the Securities Act of 1933. Proceeds have
been used to liquidate its accounts receivable securitization program,
expansion in the diagnostic and radiology ventures and general working
capital requirements.
B. On March 14, 1997, the Company terminated its accounts receivable
securitization program and repaid advances which totaled $1,461,633.
(Continued)
10
<PAGE> 11
THE WENDT-BRISTOL HEALTH SERVICES CORPORATION
---------------------------------------------
FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 1997
--------- ------------------------------------
THE WENDT-BRISTOL HEALTH SERVICES CORPORATION
---------------------------------------------
AND SUBSIDIARIES
----------------
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
6. SUBSEQUENT EVENTS
A. In April, 1997, an 83.3% owned subsidiary of the Company acquired a
22.5% interest in an Ohio limited liability company which will operate
a radiation therapy practice. The new venture has entered into a two
year lease agreement which includes a mandatory purchase of the
building for $1,400,000. The Company will manage the facility.
B. Effective mid April 1997, management decided to cease operations of a
significant portion of its home health care agency in order to
eliminate unprofitable portions of the business. Management anticipates
a positive impact to the full year 1997 operating results as a result
of the second quarter implementation of this decision.
11
<PAGE> 12
THE WENDT-BRISTOL HEALTH SERVICES CORPORATION
---------------------------------------------
FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 1997
--------- ------------------------------------
THE WENDT-BRISTOL HEALTH SERVICES CORPORATION
---------------------------------------------
AND SUBSIDIARIES
----------------
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
NOTE: REFERENCE SHOULD BE MADE TO THE NOTES TO CONSOLIDATED
FINANCIAL STATEMENTS HEREIN.
FINANCIAL CONDITION
Management believes that 1997 will produce more favorable results than 1996 due
to the elimination of a significant portion of the unprofitable home health care
agency as well as increases in census and rates achieved in its skilled nursing
facilities and other significant non-continuing costs. Furthermore, the issuance
of stock in late 1996 along with the issuance of long-term bonds in the first
quarter of 1997 will allow the Company to reduce its costs of borrowing and
achieve cost savings through an improved availability of funds for operations.
The financing also allows the Company to expand its profitable operations
through selective ventures with non-related third parties, such as the
newly-formed limited liability companies.
Working capital increased approximately $2,633,000 during the three months ended
March 31, 1997, due mostly from the issuance of $3,417,000 of long-term bonds
(see Note 5A herein). Current assets increased approximately $1,466,000, due
mostly from increases in cash ($254,000), restricted cash ($128,000), and
accounts receivable ($1,054,000). The increase in cash is attributable to the
funds from the issuance of the long-term bonds while the increase in restricted
cash is mostly due to funds on deposit in a margin account related to a currency
hedging strategy employed by the Company. The increase in accounts receivable is
a direct result of the company terminating its accounts receivable
securitization program in March, 1997 and buying back all of the accounts
receivable that were previously sold. Current liabilities decreased
approximately $1,167,000, due primarily from reductions in securitization
program advances ($392,000), accrued workers' compensation ($216,000), stock
purchase agreement payable ($325,000), and accrued expenses other ($245,000)
offset by an increase in accounts payable ($149,000). The issuance of the
long-term bonds allowed the Company to terminate the accounts receivable
securitization program and significantly reduce the amount of current
liabilities, while also allowing for the investments in the newly-formed limited
liability companies.
LIQUIDITY AND CAPITAL RESOURCES
The Company continued to improve its liquidity position in the first quarter by
issuing long-term 5% bonds pursuant to Regulation S of the Securities Act of
1933 to a group of European investors (see Note 5A herein). The Company received
approximately $3,417,000, of which approximately $1,462,000 was used to repay
advances from the higher interest cost accounts receivable securitization
program. The remaining funds will be used for general working capital
requirements and expansion into new ventures in the diagnostic and radiology
fields (see Notes 4 and 6).
(Continued)
12
<PAGE> 13
THE WENDT-BRISTOL HEALTH SERVICES CORPORATION
---------------------------------------------
FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 1997
--------- ------------------------------------
THE WENDT-BRISTOL HEALTH SERVICES CORPORATION
---------------------------------------------
AND SUBSIDIARIES
----------------
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
LIQUIDITY AND CAPITAL RESOURCES (CONTINUED)
The Company and its subsidiaries, limited partnership, and newly-formed limited
liability companies, have committed to certain equipment upgrades or
acquisitions that will be financed either through the current equipment
financing relationship or through vendor programs. The cost of such equipment
currently on order is approximately $1,000,000.
Management further believes the present resources available and anticipated
through profitable operations will meet anticipated requirements for financing
the operations and growth of the business. There are no further material
commitments for capital expenditures.
RESULTS OF OPERATIONS 1997 - 1996
Consolidated revenues from operations for the three months ended March 31, 1997
decreased approximately $126,000 or 2.4% from the same period in 1996. Net sales
decreased $24,000 or 3.4% while service revenues declined $102,000 or 2.2%. Most
of the decline in service revenues was attributable to a decreased number of
visits in the home health care agency and lower patient census at the nursing
homes.
Cost of sales increased approximately $7,000 for the three months ended March
31, 1997 over the same period in 1996. Gross margin declined to 26.4% in 1997
from 30.0% in 1996 primarily due to increased competition in the retail pharmacy
division.
Selling, general and administrative expenses decreased approximately $157,000 or
3.7% for the quarter ended March 31, 1997 as compared to the same period in
1996. The decrease is mostly due to decreased visits in the home health agency
and lower costs in the nursing homes due to lower occupancy levels.
Operating income increased approximately $21,000 or 7.1% for the first quarter
of 1997 as compared to the same period in 1996. Declines in revenues in the
first quarter of 1997 were more than offset by corresponding decreases in
selling, general and administrative expenses.
Interest expense for the three months ended March 31, 1997 increased
approximately $102,000 over the same period in 1996. In 1996, the Company did
not have a working capital line of credit in place and therefore interest
expense was related to equipment and mortgages. The 1997 amount includes the
accounts receivable securitization program interest through the middle of March
and the interest attributable to the convertible subordinated and Series 1
bonds.
The equity in earnings of unconsolidated affiliates was approximately $88,000 in
1997. This represents the Company's portion of its earnings in the limited
liability entity which commenced operations in January, 1997 (see Note 4).
13
<PAGE> 14
THE WENDT-BRISTOL HEALTH SERVICES CORPORATION
---------------------------------------------
FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 1997
--------- ------------------------------------
PART II OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
27 - EDGAR Financial Data Schedule
(b) Reports on Form 8-K
Report dated February 14, 1997, relating to the sale of bonds
and warrants, pursuant to Regulation S of the Securities Act
of 1933.
--------------------------------
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
THE WENDT-BRISTOL HEALTH SERVICES CORPORATION
---------------------------------------------
(Registrant)
May 19, 1997 By: /s/ Sheldon A. Gold
--------------------
Sheldon A. Gold
President
(Principal Executive Officer)
May 19, 1997 By: /s/ Charles R. Cicerchi
------------------------
Charles R. Cicerchi
Vice-President, Finance
(Principal Financial and
Accounting Officer)
14
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<CASH> 1,653,976
<SECURITIES> 0
<RECEIVABLES> 3,499,992
<ALLOWANCES> 175,000
<INVENTORY> 491,504
<CURRENT-ASSETS> 6,753,507
<PP&E> 20,994,764
<DEPRECIATION> 6,368,665
<TOTAL-ASSETS> 26,099,167
<CURRENT-LIABILITIES> 5,889,910
<BONDS> 15,204,576
<COMMON> 82,435
0
0
<OTHER-SE> 4,720,631
<TOTAL-LIABILITY-AND-EQUITY> 26,099,167
<SALES> 683,979
<TOTAL-REVENUES> 5,195,529
<CGS> 503,134
<TOTAL-COSTS> 503,134
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 314,046
<INCOME-PRETAX> 57,978
<INCOME-TAX> 6,400
<INCOME-CONTINUING> 51,578
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 51,578
<EPS-PRIMARY> .01
<EPS-DILUTED> .01
</TABLE>
