<PAGE> 1
- - -----------------------------------------------------------------
- - -----------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
----------------------------------
FORM 10-Q
[ x ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1999.
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from:
------------------------------
Commission file number 0-29462
------------------------------
MEDICAL MANAGEMENT SYSTEMS, INC.
(Exact name of Registrant as specified in its charter.)
COLORADO 95-4121451
(State of other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
5459 South Iris Street
Littleton, Colorado 80123
(Address of principal executive offices, including zip code.)
(303) 932-9998
Registrant's telephone number, including area code.
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 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 [ ]
The number of shares outstanding of the Registrant's Common Stock, no
par value per share, at June 30, 1999 was 250,002 shares.
- - -----------------------------------------------------------------
- - -----------------------------------------------------------------
<PAGE> 2
PART I
ITEM 1. FINANCIAL STATEMENTS.
MEDICAL MANAGEMENT SYSTEMS, INC.
(A Development Stage Company)
BALANCE SHEET
June 30, 1999 (Unaudited)
<TABLE>
ASSETS
<S> <C>
Cash $ -
------------
Total Assets $ 0
============
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities
Accounts payable $ 3,058
Salaries & bonuses payable 300,000
Advances from related parties 7,978
------------
Total Liabilities 311,036
Stockholders' Equity
Preferred stock, 10,000,000 shares
authorized, no par value; none
issued and outstanding -
Common stock, 40,000,000 shares
authorized, no par value; 250,002
shares issued and outstanding 1,274,464
Accumulated deficit (1,585,500)
------------
Total Stockholders' Equity (311,036)
------------
Total Liabilities and Stockholders' Equity $ 0
============
</TABLE>
1
<PAGE> 3
MEDICAL MANAGEMENT SYSTEMS, INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
For the Three and Six Months Ended June 30, 1999 and 1998
and For the Period From Inception as a Development Stage
Company to June 30, 1999
<TABLE>
<CAPTION>
Three Months Three Months Six Months
1999 1998 1999
(Unaudited) (Unaudited) (Unaudited)
<S> <C> <C> <C>
CONTINUING OPERATIONS
Revenues $ - $ - $ -
General and administrative
expenses 300,552 1,432 307,840
---------- -------- ----------
Loss from continuing
operations (300,552) (1,432) (307,840)
DISCONTINUED OPERATIONS
Loss on disposal of \
business - - -
Gain from recovery of
bad debts - - -
---------- -------- ----------
Income (loss) from
discontinued operations - - -
---------- -------- ----------
INCOME (LOSS) BEFORE
EXTRAORDINARY ITEM (300,552) (1,432) (307,840)
EXTRAORDINARY ITEM
Relief of liabilities - - -
---------- -------- ----------
NET INCOME (LOSS) $ (300,552) $ (1,432) $ (307,840)
========== ======== ==========
</TABLE>
2-a
<PAGE> 4
MEDICAL MANAGEMENT SYSTEMS, INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
For the Three and Six Months Ended June 30, 1999 and 1998
and For the Period From Inception as a Development Stage
Company to June 30, 1999
<TABLE>
<CAPTION>
From Inception
Six Months Development Stage to
1998 June 30, 1998
(Unaudited) (Unaudited)
<S> <C> <C>
CONTINUING OPERATIONS
Revenues $ 90 $ 90
General and administrative
expenses 5,359 355,539
---------- ----------
Loss from continuing
operations (5,269) (355,449)
DISCONTINUED OPERATIONS
Loss on disposal of
business - (60,000)
Gain from recovery of
bad debts - 10,000
---------- ----------
Income (loss) from
discontinued operations - (50,000)
---------- ----------
INCOME (LOSS) BEFORE
EXTRAORDINARY ITEM (5,269) (405,448)
EXTRAORDINARY ITEM
Relief of liabilities - 6,358
---------- ----------
NET INCOME (LOSS) $ (5,269) $ (399,091)
========== ==========
</TABLE>
2-b<PAGE> 5
MEDICAL MANAGEMENT SYSTEMS, INC.
(A Development Stage Company)
STATEMENT OF CASH FLOWS
For the Six Months Ended June 30, 1999 and 1998
and For the Period From Inception as a Development Stage Company
to June 30, 1999
<TABLE>
<CAPTION>
From Inception
of Development
Stage Company
1999 1998 to 06/30/99
(Unaudited) (Unaudited) (Unaudited)
<S> <C> <C> <C>
CASH FLOWS FROM OPERATIONS
Net loss $ (307,840) $ (5,269) $ (399,091)
Adjustments to reconcile
net loss to net cash used
by operating activities:
(Gain) loss on disposal
of business - - 43,642
Changes in current assets
and liabilities 303,058 296 295,058
---------- -------- ----------
Net cash used by
operating activities (4,782) (4,973) (60,391)
CASH FLOWS FROM INVESTING
ACTIVITIES
Collection of note
receivable - 1,500 10,000
---------- -------- ----------
Net cash provided by
investing activities - 1,500 10,000
CASH FLOWS FROM FINANCING
ACTIVITIES
Advances from related
parties 4,770 3,526 41,427
---------- -------- ----------
Net cash provided by
financing activities 4,770 3,526 41,427
---------- -------- ----------
NET INCREASE (DECREASE)
IN CASH (12) 53 (8,964)
CASH, beginning
of period 12 451 8,964
---------- -------- ----------
CASH, end of period $ 0 $ 504 $ 0
========== ======== ==========
SUPPLEMENTAL DISCLOSURE
OF CASH FLOW INFORMATION
Settlement of account
payable $ - $ - $ 6,358
========== ======== ==========
Common stock issued to
retire notes payable and
accrued liabilities $ - $ - $ 235,000
========== ======== ==========
</TABLE>
<PAGE> 6
MEDICAL MANAGEMENT SYSTEMS, INC.
NOTES TO FINANCIAL STATEMENTS
1. ORGANIZATION
Medical Management Systems, Inc. (the "Company") was incorporated as
Apache Investments, Inc. in 1987 under the laws of the State of
Colorado. In February 1992, the Company commenced its initial principal
operations of owning and operating a pet school and kennel in Grand
Prairie, Texas. In September 1991, the name of the Company was changed
to Dog World, Inc. In June 1993, the Company acquired a veterinary
practice in Irving, Texas. In April 1995, substantially all the
Company's assets and business operations were sold. The Company
subsequently changed its name to Medical Management Systems, Inc. and
has been in the development stage since the sale.
The Company currently has no business operations and intends to
actively seek, locate, evaluate, structure and complete mergers or
acquisitions of private companies, partnerships or sole
proprietorships.
2. OTHER INCOME AND NOTE RECEIVABLE
On May 7, 1997, the Company reached an agreement with a director of the
Company whereby the director agreed to pay $8,500 in cash along with a
promissory note for $1,500 in settlement of a dispute involving the
sale of Company assets in April 1995. In addition, the director agreed
to surrender options granted him to acquire 985,333 shared of the
Company's common stock, execute a Consent of Directors previously
executed by all other directors, transfer 25,000 shares of common stock
to another officer and director and release the Company from all
claims, demands and obligations. The Company accepted the cash and note
in satisfaction of a $60,000 note due from the director which had been
written off and recorded as a loss in its financial statements for the
year ended December 31, 1996.
The Company used $8,000 of the cash received to settle an outstanding
trade payable. The difference between the amount that had been due,
$14,358, and the amount paid has been recognized as income from relief
of indebtness.
The $1,500 note, along with interest accrued at 12%, was paid in full
in February 1998.
3. RELATED PARTY TRANSACTION
On October 15, 1998 the Company issued 3,344,934 shares of its common
stock to each of two stockholders and directors of the Company in
consideration of cash advances made to the Company prior to that date.
Total shares issued amounted to 6,689,868 shares at $.005 per share for
the advances of $33,449.
The Company is obligated to the two stockholders and directors of the
Company for payments they have made from personal funds subsequent to
October 15, 1998 for Company expenses. The amount due to the
stockholders totaled $7,978 at June 30, 1999.
<PAGE> 7
MEDICAL MANAGEMENT SYSTEMS, INC.
NOTES TO FINANCIAL STATEMENTS
3. RELATED PARTY TRANSACTION
On April 9, 1999, the Board of Directors agreed to award bonuses to its
officers for services rendered to the Company totaling $300,000 and the
Company has accrued the liability at June 30, 1999.
4. REVERSE STOCK SPLIT
In January 1999, the Company's stockholders approved a 100 to 1 reverse
stock split. The Company's authorized shares and stated capital remain
unchanged.
5. SUBSEQUENT EVENT
In July 1999 the Board of Directors agreed to issue restricted shares
of its common stock to the two stockholders it owed as discussed in
Note 3. With the two individuals paying the accounts payable of
$3,058, the amount owed totaled $11,036 and the Company issued 11,036
shares at $1.00 per share in satisfaction of the debt.
<PAGE> 8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Results of Operations - Through June 30, 1999.
There have been no operations since April 1995 when the Company
sold substantially all of its assets in pet care and veterinary
services. Since April 1995, the Company has been basically dormant;
except the Company incurred $14,262 of expenses in 1998 for legal and
accounting costs and $24,473 of expenses in 1997, primarily for legal
and accounting costs associated with filing its Form 10; $8,964 in 1996
for various administrative expenses and $102,098 in 1995 for costs
incurred subsequent to the disposal of the business in an initial
effort to enter other business ventures. The Company's expenses in
1997 and 1998 were funded by advanced from shareholders.
The Company expenses in 1998 were funded by advances from
shareholders. During October 1998, 6,689,868 shares of Common Stock
were issued to two shareholders in consideration of $33,449 of the
advances. The balance, $3,208 at December 31, 1998 is payable without
interest when the Company has funds available. On January 19, 1999,
the Company reverse split its shares on a one-for-one hundred basis,
which is not reflected herein.
On May 7, 1997, the Company reached an agreement with a former
director of the Company whereby the former director agreed to pay
$8,500 in cash along with a promissory note for $1,500 in settlement of
a dispute involved in the sale of Company assets in April 1995. In
addition, the former director agreed to surrender options granted him
to acquire 985,333 shares of the Company's common stock and release the
Company from all claims, demands and obligations. The Company accepted
the cash and note in satisfaction of a $60,000 note due from the former
director which had been written off and recorded as a loss in its
financial statements for the year ended December 31, 1996. The
promissory note carries interest at 12%, is unsecured and is due with
accrued interest six months from the agreement date. The promissory
note was repaid in February 1998.
The Company used $8,000 of the cash received to settle an
outstanding trade payable. The difference between the amount that had
been due, $14,358, and the amount paid has been recorded with gain on
disposal of business, along with the $10,000 settlement referred to
above.
In August 1995, the Company changed its business purpose to a
blank check company.
The Company is obligated to the two stockholders and directors of
the Company for payments they have made from personal funds subsequent
to October 15, 1998 for Company expenses. The amount, $7,978 at June
30. 1999 is payable without interest when the Company has the funds
available.
<PAGE> 9
Liquidity and Capital Resources.
On January 19, 1999, the Company's stockholders approved a 100-
for-1 reverse stock split. The Company's authorized shares and stated
capital remain unchanged. The Company has no current operating history
and no material assets. The Company has $-0- in cash as of June 30,
1999.
For the three months ended June 30, 1999 losses increased $299,120
to $(300,552) from $(1,432) as compared to the same period ended June
30, 1998. For the six months ended June 30, 1999 losses increased
$302,571 to $(307,840) from $(5,269) as compared to the same period
ended June 30, 1998. For both the three and six month period ended
June 30, 1999 the increase in losses is directly attributed to $300,00
in bonuses, awarded to its officers for services rendered. Currently,
the Company does not have the funds to pay the bonuses and has accrued
the liability at June 30, 1999.
PART II.
Item 1. Legal Proceedings.
There are no material legal proceedings commenced or maintained
by, or against, the Registrant.
Item 2. Changes in Securities.
There are no material legal proceedings commenced or maintained
by, or against, the Registrant.
Item 3. Defaults Upon Senior Securities.
The Registrants has no debt securities outstanding.
Item 4. Submission of Matters to a Vote of Security Holders.
In January 1999, the Company's stockholders approved a 100 to 1
reverse stock split. The Company's authorized shares and stated capital
remain unchanged.
Item 5. Other Information.
There is no other material information.
Item 6. Exhibits and Reports on Form 8-K.
(a) Reports on Form 8-K
No reports were filed on Form 8-K during the quarter ended March
31, 1999.
<PAGE> 10
(b) Exhibits.
EXHIBIT INDEX
Exhibit
No. Description.
27 Financial Data Schedule
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.
Dated this 11th day of August, 1999.
MEDICAL MANAGEMENT SYSTEMS, INC.
(the "Registrant")
BY: /s/ Philip J. Davis
Philip J. Davis
President, Treasurer and member of
the Board of Directors
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
Consolidated Statement of Financial Condition at June 30, 1999 (Unaudited) and
the Consolidated Statement of Income for the six months ended June 30, 1999
(Unaudited) and is qualified in its entirety by reference to such financial
statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> JUN-30-1999
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 311,036
<BONDS> 0
0
0
<COMMON> 1,274,464
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 307,840
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (307,840)
<EPS-BASIC> (1.23)
<EPS-DILUTED> (1.23)
</TABLE>
