ENVIRONMENTAL MONITORING & TESTING CORPORATION
10QSB, 2000-07-13
CONSTRUCTION - SPECIAL TRADE CONTRACTORS
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U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



FORM 10-QSB



QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)

OF THE SECURITIES EXCHANGE ACT OF 1934



For the quarterly period ended: June 30, 2000

Commission File Number 0-18296



(Exact name of registrant as specified in its charter)



ENVIRONMENTAL MONITORING & TESTING CORPORATION





Delaware 62-1265486

---------------------- ------------------

(State of Incorporation) (I.R.S. Employer

Identification No.)



825 Main Street South, New Ellenton, SC 29809

(Address of principal executive offices)



Registrant's telephone number, including area code: (803) 652-2718



Check whether the issuer (1) 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





Title of each class Outstanding at June 30, 2000

Common stock, 3,795,183

par value $0.01



Transitional Small Business Disclosure Format (Check one)

Yes No X

PART I. FINANCIAL INFORMATION



Item 1. Financial Statements



Unaudited financial statements for the quarter ended June 30, 2000 are provided on the following pages.







INDEX



Balance Sheet Page 3



Statements of Operations and Retained Earnings (Deficit) Page 4



Statements of Cash Flows Page 5



Notes to Financial Statements Page 6



ENVIRONMENTAL MONITORING & TESTING CORPORATION

BALANCE SHEET

(UNAUDITED)



ASSETS June 30, 2000
Current Assets:
Cash $ 5,755
Restricted cash, current portion 12,901
Accounts Receivable 150,937
Inventories 6,500
Other Current Assets 7,581
Total Current Assets 183,674
Property, Plant, & Equipment, net 331,580
Restricted cash, long-term portion 154,611
Note receivable from shareholder 168,640
$ 838,505

LIABILITIES & STOCKHOLDERS EQUITY

Current Liabilities:
Note payable, current portion $ 12,901
Accounts Payable 103,028
Accrued Expenses 19,988
Advances from officers and directors 38,548
Total Current Liabilities 174,465
Note payable, long-term portion 154,611
Stockholders' Equity:
Preferred Stock - $.01 Par Value - 1,000,000 shares authorized, and none issued



---
Common Stock - $.01 Par Value - 30,000,000 and 10,000,000 shares authorized and 6,184,000 shares issued

61,840
Capital-In-Excess of Par 1,978,482
Retained Earnings (Deficit) (1,310,088)
730,234
Less: Cost of Treasury Stock - 2,388,817 shares held on June 30, 2000 (220,805)
Total Shareholders' Equity 509,429
$ 838,505


See Accompanying Notes

ENVIRONMENTAL MONITORING & TESTING CORPORATION

STATEMENTS OF OPERATIONS AND RETAINED EARNINGS

(UNAUDITED)



Three Months Ended

June 30,

Nine Months Ended

June 30,

2000 1999 2000 1999
Contract revenue $ 191,668 $ 38,089 $ 403,246 $ 564,323
Contract costs and expenses:
Direct contract cost 76,241 50,574 191,167 317,709
Indirect contract cost 29,313 34,832 111,460 117,193
Selling, general and administrative expenses 62,142 41,612 170,244 146,586
Depreciation 5,967 5,967 17,901 19,166
Total contract costs and expenses 173,663 132,985 490,772 600,654
Income (Loss) from operations 18,005 (94,896) (87,526) (36,331)
Other income (expenses):
Interest income (expense), net 1,086 3,761 4,118 9,131
Other, net 3,965 39 4,236 221
Total other income 5,051 3,800 8,354 9,352
Net Income (loss) $ 23,056 $ (91,096) $ (79,172) $ (26,979)
Retained Deficit, Beginning of Period (1,333,144) (1,082,191) (1,230,916) (1,146,308)
Retained Deficit, End of Period $ (1,310,088) $ (1,173,287) $ (1,310,088) $ (1,173,287)
Net income per share information: (Note 3)
Basic:
Net income (loss) per share .01 (0.02) (0.02) (0.01)
Weighted average number of common shares 3,800,128

3,810,183

3,806,844

3,819,110

Diluted:
Net income (loss) per share $ .01 $ (0.02) $ (0.02) $ (0.01)
Weighted average number of common shares 3,800,128 3,810,183 3,806,844 3,819,110



See Accompanying Notes

ENVIRONMENTAL MONITORING & TESTING CORPORATION

STATEMENTS OF CASH FLOWS

(UNAUDITED)



Nine Months Ended June 30,
2000 1999
Cash Flows from Operating Activities:
Net Loss $ (79,172) $ (26,979)
Adjustments to Reconcile Net Income (loss) to Net Cash
Provided by Operating Activities:
Depreciation 17,901 19,166
Issuance of Common Stock for Services --- 6,000
Changes in Certain Assets and Liabilities:
Accounts Receivable (85,658) 217,308
Accounts Receivable- Settlement --- 115,086
Other Current Assets 2,195 11,402
Accounts Payable 95,445 (69,069)
Other Current Liabilities (10,609) (9,536)
Net Cash Provided by (used in) Operating Activities (59,898) 263,378
Cash Flows from Investing Activities:
Purchase of Equipment --- (4,094)
Net Cash Provided by (used in ) Investing Activities --- (4,094)
Cash Flows from Financing Activities:
Increase in restricted cash (167,512) ---
Proceeds from borrowing of long-term debt 175,000 ---
Repayment of long-term debt (7,488) ---
Note receivable from shareholder (168,640) ---
Repayments of amounts due from related parties 45,048 ---
Proceeds from borrowing of current debt 35,000 ---
Repayment of current debt (35,000) ---
Purchase of Treasury Stock (4,543) (19,336)
Net Cash Provided by (used in) Financing Activities (128,135) (19,336)
Net Increase (Decrease) in Cash and Cash Equivalents (188,033) 239,948
Cash and Cash Equivalents, Beginning of period 193,788 68,819
Cash and Cash Equivalents, End of period $ 5,755 $ 308,767
Supplemental Disclosure of Cash Paid:
Interest $ 12,938 $ 0

See Accompanying Notes



ENVIRONMENTAL MONITORING & TESTING CORPORATION

NOTES TO FINANCIAL STATEMENTS



1. Basis of Presentation



The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the nine month period ended June 30, 2000 are not necessarily indicative of the results that may be expected for the year ending September 30, 2000. For further information, refer to the financial statements and footnotes thereto included in the Company's annual report on Form 10-KSB for the year ended September 30, 1999.



2. Sales to Major Customer



The Company derived approximately 85 percent and 95 percent of its revenue in the nine months ended June 30, 2000 and 1999, respectively, from a single customer, the Savannah River Site, a material processing facility operated for the United States Department of Energy by the Westinghouse Savannah River Company.



3. Net Income (Loss) Per Share



In 1998, the Company adopted SFAS No. 128, ("Earnings Per Share"), which requires the reporting of both basic and diluted earnings per share. Basic net loss per share is determined by dividing loss available to common shareholders by the weighted average number of common shares outstanding for the period. Diluted loss per share reflects the potential dilution that could occur if options or other contracts to issue common stock were exercised or converted into common stock, as long as the effect of their inclusion is not anti-dilutive.



4. Commitments and Contingencies



On November 12, 1999 the Company was named as a defendant in a breach of contract suit filed in the South Carolina Court of Common Pleas in Aiken County by a former officer and employee. The suit seeks actual, consequential, and incidental damages. The Company is aggressively defending this action and believes that this action is without merit.



5. Restricted Cash and Notes Receivable and Payable



On November 3, 1999 the majority shareholder of the Company sold a portion of his controlling interest in the Company to a then-unrelated third party to which he also transferred substantially all of his voting rights. In conjunction with this transaction the Company borrowed $175,000 from a bank and secured the loan by a certificate of deposit in the amount of $175,000. The proceeds of this loan were then loaned to the acquiring shareholder and used to purchase the stock from the former majority shareholder. The shareholder's loan is payable on the same basis as the Company's bank loan. The note receivable is collateralized by 1,000,000 shares of common stock of the Company.

Item 2. Management's Discussion and Analysis



Three months ended June 30, 2000 vs. 1999



Contract revenue for the three months ended June 30, 2000 increased approximately 500% over the same period of the prior fiscal year. The increase is a result of an increase in drilling services at its major customer, Westinghouse Savannah River Company. Management, in an effort to continue profitability, has reduced non-productive personnel and concentrated on marketing to other engineering firms. Indirect costs and selling, general and administrative costs decreased in relation to sales due to the significant increase in revenues. The net income for the three months ended June 30, 2000 was $23,056 as compared to a net loss of $91,096 incurred in the same period of the previous year.



Nine months ended June 30, 2000 vs. 1999



Contract revenue for the nine months ended June 30, 2000 decreased approximately 29% over the same period of the prior fiscal year. The decrease is a result of a decrease in drilling services at its major customer, Westinghouse Savannah River Company. Management, in an effort to continue profitability, has reduced non-productive personnel and concentrated on marketing to other engineering firms. Indirect costs and selling, general and administrative costs increased in relation to sales due to the significant decrease in revenues and relatively fixed nature of these expenses. The net loss for the nine months ended June 30, 2000 was $79,172 as compared to a net loss of $26,979 incurred in the same period of the previous year.



The Company has adopted FASB 109 Accounting for Income Taxes, and consequently is not required to record any tax expense due to its utilization of its net operating loss carry forwards. Therefore, no income tax expense or benefit is recorded in the three month and nine month periods ending June 30, 2000 and 1999.



Liquidity and Capital Resources



During the nine month period ended June 30, 2000 the Company generated its working capital requirements through operating activities and loans from officers, directors, and other short-term borrowings. On November 3, 1999 the majority shareholder of the Company sold a portion of his controlling interest in the Company together with substantially all of his voting rights to an unrelated third party. In conjunction with this transaction the Company borrowed $175,000 from a bank and secured the loan by a certificate of deposit in the amount of $175,000. The proceeds of this loan were then loaned to the acquiring shareholder and used to purchase the stock from the former majority shareholder. This transaction resulted in a reduction of the working capital of the Company. The acquiring shareholder is a partnership and the general partners have and will make payments to the Company on behalf of the partnership to reduce the loan from the Company to the partnership.



At June 30, 2000 the Company had insufficient working capital to meet its ongoing working capital requirements. The Company met certain of its working capital requirements during the nine months ended June 30, 2000 from loans made to it by its officers and directors, who have continued to make working capital loans to the Company in fiscal year 2000. However, there can be no assurance that the officers and directors will continue to make working capital loans to the Company; that the Company will be able to meet its working capital requirements from operations; or that working capital will be available to the Company from third-party lenders or equity investors.



The Company's capital expenditures are generally for the replacement of equipment and are being kept to a minimum. The Company continues to perform repairs and maintenance on equipment and therefore does not anticipate any replacement of equipment in the current fiscal year. At June 30, 2000 the Company had working capital of $9,209; a current ratio of 1:1; a debt to equity ratio of .65:1; and shareholders' equity of $509,429.



The Company has instituted ongoing programs to minimize any short term shortages of working capital, generate revenue, and to reduce operating costs to generate positive cash flow. These programs include the implementation of controls to reduce labor costs, and the implementation of strict controls over the acquisition of capital assets. All non-productive assets are being identified and evaluated and are being sold when feasible. In addition the Company may seek other sources of capital, however unfavorable operating results may impede the Company's ability to obtain bank financing to meet its working capital needs in the future.

Part II. OTHER INFORMATION



Item 1. Legal Proceedings



On November 12, 1999 the Company was named as a defendant in a breach of contract suit filed in the South Carolina Court of Common Pleas in Aiken County by a former officer and employee. The suit seeks actual, consequential, and incidental damages. The Company is aggressively defending this action and believes that this action is without merit.



On March 1, 2000 the Company sued Sidney Pump, a former officer and director of the Company, in Broward County, Florida Circuit Court. The suit seeks the return of Company documents which the Company believes are in Mr. Pump's possession and control. The Company believes that it will be successful in obtaining the return of all of the documents for which it has sued.





Item 2. Changes in Securities



None.





Item 3. Defaults Upon Senior Securities



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.





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.







Environmental Monitoring

& Testing Corporation

(Registrant)





Date: July 14, 2000 By /s/ Vincent A Ferri

Vincent A. Ferri, President and CEO

(Principal Executive Officer)



By /s/ Martin Jacoby

Martin Jacoby, Treasurer



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