UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark one)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended AUGUST 31, 1995
or
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ___________________ to ___________________
Commission File Number: 0-16206
OAK TREE MEDICAL SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 02-0401674
(State or other jurisdiction (IRS employer
of Incorporation or organization) Identification No.)
16504 STONEHAVEN ROAD, MIAMI LAKES, FL 33014
(Address of principal executive offices) (Zip Code)
(305)822-8889
(Registrant's telephone number, including area code)
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether 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 (X)Yes ( )No
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.
(X)Yes ( )No
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares of each of the issuer's classes of common stock,
as of the latest practicable date.
2,460,000 $.01 par value as of JANUARY 31, 1996
<PAGE>
OAK TREE MEDICAL SYSTEMS, INC.
CONSOLIDATED BALANCE SHEETS
AS AT THE DATES INDICATED
(UNAUDITED)
ASSETS
AUGUST 31,
----------
1995 1994
---- ----
Current assets:
Cash $ 62,927 $ 24,277
Patient care receivables, less
allowance for possible losses 1,763,763 -
Prepaids and other 80,018 -
---------- ----------
Total current assets 1,906,708 24,277
Investments 5,000,000 5,000,000
Property and equipment (net) 304,735 -
Deposits and other 51,340 -
Excess of cost over fair value of
net assets acquired less
accumulated amortization 1,345,505 -
---------- ----------
Total assets $8,608,288 $5,024,277
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued expenses $ 831,422 $ 280,985
Note payable 100,000 -
Current maturity of long-term debt 358,283 69,613
Income taxes payable 402,338 -
---------- ----------
Total current liabilities 1,692,043 350,598
Deferred income tax 22,662 -
Long-term debt, less current maturities 147,957 -
Obligations to issue shares of
common stock 1,406,765 -
---------- ----------
Total liabilities 3,269,427 350,598
---------- ----------
Stockholders' equity:
Common stock, $.01 par value,
25,000,000 shares authorized,
2,046,969 shares issued and
outstanding at August 31, 1995 and
1,942,219 at August 31, 1994 20,470 19,422
Additional paid in capital 8,035,371 7,913,506
Retained earnings (deficit) (2,716,980) (3,259,249)
---------- ----------
Total stockholders' equity 5,338,861 4,673,679
---------- ----------
Total liabilities and
stockholders' equity $8,608,288 $5,024,277
========== ==========
The accompanying notes are an integral part of these financial statements.
<PAGE>
OAK TREE MEDICAL SYSTEMS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED AUGUST 31, 1995 AND 1994
(UNAUDITED)
1995 1994
---- ----
Revenues:
Net patient services $1,070,935 $ -
---------- -------
Expenses:
Selling, general and administrative 736,424 70,801
Interest 2,000 -
---------- -------
Total expenses 738,424 70,801
---------- -------
Income (loss) before income taxes 332,511 (70,801)
Provision for income taxes 122,000 -
---------- -------
Net income (loss) $ 210,511 ($70,801)
========== =======
Income (loss) per common share $.081 ($.04)
===== ====
The accompanying notes are an integral part of these financial statements.
<PAGE>
OAK TREE MEDICAL SYSTEMS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED AUGUST 31, 1995 AND 1994
(UNAUDITED)
1995 1994
---- ----
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $210,511 ($70,801)
Adjustments to reconcile net income
(loss) to net cash used in/provided by
operating activities:
Depreciation and amortization 46,250 -
Increase/decrease in patient care
receivables (5,488) -
Increase/decrease in prepaid and
other assets (3,032) -
Increase/decrease in accounts payable
and accrued expenses (527,293) 63,625
Increase/decrease in income taxes
payable 122,000 -
-------- -------
Net cash used in operating activities (157,052) (7,176)
-------- -------
CASH FLOWS FROM FINANCING ACTIVITIES:
Principal payments on borrowings (26,967) -
Increase in borrowings 108,750 20,000
-------- -------
Net cash provided by financing activities 81,783 20,000
-------- -------
Net increase/decrease in cash (75,269) 12,824
Cash at beginning of year 138,196 11,453
-------- -------
Cash at end of period $ 62,927 $24,277
======== =======
The accompanying notes are an integral part of these financial statements.
<PAGE>
OAK TREE MEDICAL SYSTEMS, INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
FOR THE PERIODS INDICATED
(UNAUDITED)
ADDITIONAL RETAINED TOTAL
COMMON STOCK PAID IN EARNINGS STOCKHOLDERS'
SHARES AMOUNT CAPITAL DEFICIT EQUITY
------ ------ ------- ------- ------
Balance -
5/31/94 1,248,469 $ 12,485 $7,920,443 ($3,188,448) $4,744,480
Shares issued
in completion
of acquisition
of gold ore
reserves 693,750 6,938 (6,938) - -
Issuance of
shares of
common stock 104,750 1,047 121,866 - 122,913
Net income - - - 260,957 260,957
--------- -------- ---------- ---------- ----------
Balance,
5/31/95 2,046,969 20,470 8,035,371 (2,927,491) 5,128,350
Net income - - - 210,511 210,511
--------- -------- ---------- ---------- ---------
Balance,
8/31/95 2,046,969 $ 20,470 $8,035,371 ($2,716,980) $5,338,861
========= ======== ========== ========== ==========
The accompanying notes are an integral part of these financial statements.
<PAGE>
OAK TREE MEDICAL SYSTEMS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
AS AT AUGUST 31, 1995 AND 1994
(UNAUDITED)
NOTE 1 - PRESENTATION OF FINANCIAL STATEMENTS:
The accompanying consolidated financial statements are unaudited for the
reported interim period but include all adjustments which management considers
necessary for the fair presentation of results for the three month periods ended
August 31, 1995 and 1994.
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITIONS AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
On May 28, 1993 the company acquired $5,000,000.00 in gold ore reserves. On June
21, 1995 the company exchanged this property for 6,000,000 shares of Accord
Futronics, Inc., representing 30% of the common stock of this private gold
processing company, which has a certified net worth of $45,000,000. For the
three month period ending August 31, 1995 the total assets of the company
increased from $5,024,277 on August 31, 1994 to $8,608,288 in 1995, a 71%
increase, of which its cash position was $62,927.
Current liabilities of the company have increased from $350,598 for the three
month period ending August 31, 1994 to $1,692,043 for the same period in 1995,
which is a 5-fold increase. Of this amount accounts payable in 1994 of $280,985
increased 3-fold in 1995 to $831,422 and debt increased 9-fold from $69,613 in
1994 to $606,240 in 1995.
For the same comparable period additional paid in capital increased $121,865.
Accumulated deficits in 1994 of $3,259,249 as compared with $2,716,980 in 1995
reflected a decrease of $542,269. Shareholder equity in 1994 was $4,673,679
whereas 1995 indicates $5,338,861, for an increase of $665,182.
The company has had revenues of $1,070,935 in this quarter as compared with no
revenues for the same quarter in 1994. General and administrative expenses have
increased $665,623 for a 1994 total of $70,801, to $736,424 in 1995 as a result
of increased acquisition related activity. The net income for the period was
$210,511 as opposed to a loss for the comparable period of $70,801. The income
per common share was $.081 as opposed to a loss for the same period of $.04 in
1994.
LIQUIDITY AND CAPITAL RESOURCES
The company currently has no sources of financing and, although it is exploring
funding opportunities, there can be no assurance that it will be successful. The
company owns stock in a gold ore processing company and has a royalty
arrangement when its formerly owned gold ore reserve is processed, but there is
no assurance that this asset will be marketable or that royalties will be
derived.
ACQUISITIONS
On January 17, 1995 the company signed an agreement to acquire the assets of
First Coast Physical Medicine Associates, Inc., a five office physical therapy
practice and the attendant medical practice in Jacksonville, Florida.
<PAGE>
SIGNATURES
Pursuant to the Requirements of Section 13 or 15 (d) 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.
OAK TREE MEDICAL SYSTEMS, INC.
January 26, 1996
By:/s/IRWIN BOSH STACK
-------------------------------
Chairman/Secretary
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAY-31-1996
<PERIOD-START> JUN-01-1995
<PERIOD-END> AUG-31-1995
<CASH> 62,927
<SECURITIES> 0
<RECEIVABLES> 1,861,763
<ALLOWANCES> 98,000
<INVENTORY> 0
<CURRENT-ASSETS> 1,906,708
<PP&E> 381,966
<DEPRECIATION> 77,231
<TOTAL-ASSETS> 8,608,288
<CURRENT-LIABILITIES> 1,692,043
<BONDS> 0
0
0
<COMMON> 20,470
<OTHER-SE> 5,318,391
<TOTAL-LIABILITY-AND-EQUITY> 8,608,288
<SALES> 1,070,935
<TOTAL-REVENUES> 1,070,935
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 736,424
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,000
<INCOME-PRETAX> 332,511
<INCOME-TAX> 122,000
<INCOME-CONTINUING> 210,511
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 210,511
<EPS-PRIMARY> .081
<EPS-DILUTED> .081
</TABLE>
