SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1999
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM _April 1, 1999_ TO _June 30, 1999_
INSTITUTIONAL EQUITY HOLDINGS, INC.
(FORMERLY EUROMED, INC.)
(Exact name of registrant as specified in its charter)
COMMISSION FILE NUMBER 0-27720
NEVADA 88-0317700
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
8214 WESTCHESTER, SUITE 500
DALLAS, TX 75225
(Address of principal executive offices) (Zip Code)
(214) 692-3544
(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 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 No X
As of August 18, 1999, there were 2,542,000 shares outstanding of the
registrant's common stock, $0.01 par value.
- -
INDEX
PART I. FINANCIAL INFORMATION
<TABLE>
<CAPTION>
PAGE NO.
--------------
<S> <C>
ITEM 1. FINANCIAL STATEMENTS (UNAUDITED):
Balance Sheets -
December 31, 1998 and June 30, 1999 3
Statements of Operations -
Three months and six months ended June 30, 1998 and 1999 4
Statement of Stockholders' Equity
Year ended December 31, 1998 and six months ended June 30, 1999 5
Statements of Cash Flows -
Six months ended June 30, 1998 and 1999 6
Notes to Financial Statements 8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS 11
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS 14
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K 14
</TABLE>
ITEM 1 INSTITUTIONAL EQUITY HOLDINGS, INC.
<TABLE>
<CAPTION>
(FORMERLY EUROMED, INC.)
CONSOLIDATED BALANCE SHEETS
ASSETS
June 30, December 31,
1999 1998
-----------------------
(Unaudited)
<S> <C> <C>
Current Assets
Cash $ 135,756 $ 118,130
Investments, at market 1,152,468 464,034
Receivables
Commissions 162,765 465,178
Good faith deposits 100,000 100,000
Other 157,378 156,555
Prepaid expenses 2,840 30,469
---------- -----------
Total Current Assets 1,711,207 1,334,366
Furniture and Equipment, net
of accumulated depreciation 131,528 119,231
Restricted investments, at market 1,623,125 -
Other Assets 46,727 12,157
----------- -----------
Total Assets $ 3,512,587 $1,465,754
=========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Notes Payable $ 300,770 $ -
Due to brokers 1,419 86,586
Securities sold, not yet purchased 52,420 11,667
Accounts payable and accrued liabilities 420,324 495,050
------------ -----------
Total Current Liabilities 774,933 593,303
Loans Subordinated to Claims of
General Creditors
Officers 470,000 270,000
Others 245,000 245,000
Restricted investments 1,623,125 -
Minority Interest in Subsidiary 16,511 -
----------- --------------
Total Liabilities 3,129,569 1,108,303
---------- ----------
Stockholders' Equity
Preferred Stock, par value $.01 per share;
1,000,000 shares authorized;
190,000 shares issued and outstanding 1,900 -
Common stock, par value $.01 per share;
20,000,000 shares authorized; 2,530,000
shares issued and outstanding 25,300 25,300
Additional paid-in-capital 1,178,228 795,987
Retained (deficit) (690,160) (331,586)
----------- -----------
515,268 489,701
Less treasury shares (132,250) (132,250)
----------- -----------
Total Shareholders' Equity 383,018 357,451
----------- -----------
Total Liabilities and Shareholders' Equity $ 3,512,587 $1,465,754
=========== ==========
</TABLE>
INSTITUTIONAL EQUITY HOLDINGS, INC.
(FORMERLY EUROMED, INC.)
CONSOLIDATED STATEMENT OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
For the Three Months Ended For the Six Months Ended
June 30, June 30,
1999 1998 1999 1998
--------------------------------- ------------- --------
<S> <C> <C> <C> <C>
Revenues
Commissions $ 2,090,666 $ 717,136 $ 3,616,669 $ 1,374,899
Gain on firm securities accounts 416,534 559,241 655,972 1,299,518
Underwriting and syndicate income 121,506 135,613 200,010 271,472
------------ ----------- ---------- ---------
Total Revenue 2,628,706 1,411,990 4,472,651 2,945,889
Costs and expenses
Commissions paid to other broker-dealers 1,040,683 93,250 1,446,904 397,986
Employee compensation 954,524 632,190 2,041,744 1,176,446
Other general and administrative expenses 748,198 525,112 1,274,807 1,103,150
----------- ---------- ---------- ---------
Operating Income (Loss) (114,699) 161,438 (290,804) 268,307
Other income (expense)
Interest income 414 2,240 414 4,972
Interest expense (40,791) (24,747) (61,492) (49,935)
------------ --------------------------------------------
Net Income (Loss) From Continuing
Operations Before Preferred Stock
Dividend and Minority Interest (155,076) 138,931 (351,882) 223,344
Preferred Stock Dividend (5,229) (5,229) -
Minority interest in operating income
of subsidiary (12,329) - (16,510) -
---------- ------------- -----------------------
Net Income (Loss) From Continuing
Operations (172,634) 138,931 (373,621) 223,344
Discontinued operations
Operating (loss) - - - -
Gain (loss) on sale - - 15,047 -
----------- ------------- ----------- ----------
Net Income (Loss) $ (172,634) $ 138,931 $(358,574) $ 223,344
============================= =======================
Net (loss) Income per share
Continuing operations $ (.07) .12 $ (.15) $ .20
Discontinued operations
Gain on sale of discontinued operations - - - -
------------ ------------- ----------- -----------
$ (.07) $ .12 $ (.15) $ .20
=============================================================
Pro forma weighted average number
of shares of common stock outstanding 2,542,000 1,100,000 2,542,000 1,100,000
========== =================================================
</TABLE>
<PAGE>
INSTITUTIONAL EQUITY HOLDINGS, INC.
(FORMERLY EUROMED, INC.)
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
FOR THE YEAR ENDED DECEMBER 31, 1998 AND
THE SIX MONTHS ENDED JUNE 30, 1999
(UNAUDITED)
<TABLE>
<CAPTION>
Retained
Preferred Stock Common Stock Additional Earnings Treasury
Number Par Value Number Par ValuePaid-In-Capital (Deficit) Shares Total
------ --------- ----------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Balance, December 31, 1998 - - 105 $ 1 $ 71,029 $ 299,675 $(24,000) $346,705
Retirement of treasury stock - - - - (24,000) - 24,000 -
Net loss 1998 - - - - - (631,261) - (631,261)
----------- ------------ ------------ ---------- ----------- ---------------- ---
Balance, December 31, 1998 105 1 47,029 (331,586) - (284,556)
Acquisition of parent
February 16, 1999 - Note 2 - - 2,564,895 25,299 748,958 - (132,250) 642,007
----------- ------------ --------- ------- -------- ---------- ------- -----
Restated, December 31, 1998 - - 2,565,000 25,300 795,987 (331,586) (132,250) 357,451
Issuance of warrant to purchase
414,062 shares of common
stock - - 4,141 - - 4,141
Sale of Preferred Stock 190,000 1,900 - - 378,100 - - 380,000
Net Loss - - - - - (358,574) - (358,574)
------------ ------------ --------------- ------------- ------------- ---------------------
Balance, June 30, 1999
(Unaudited) 190,000 $ 1,900 2,565,000 $25,300 $1,178,228 $(690,160) $(132,250) $383,018
========= ========= ========= ======= ========== ========= ========= ========
</TABLE>
INSTITUTIONAL EQUITY HOLDINGS, INC.
(FORMERLY EUROMED, INC.)
CONSOLIDATED STATEMENT OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
Six Months Ended
June 30,
1999 1998
-----------------------------------
<S> <C> <C>
Cash Flow from Operating Activities
Net (loss) income $ (358,574) $ 223,344
Adjustment to reconcile net income (loss)
to net cash from operating activities
Depreciation 9,000 24,000
Minority interest in income of subsidiary 16,511 -
Issuance of stock warrants 4,141 -
Changes in assets and liabilities
Increase in investments (688,434) (211,773)
(Increase) decrease in receivables 301,590 (157,151)
Decrease in prepaid expenses 27,629 25,590
Increase in other assets (34,570) (46,987)
Decrease in due to brokers (85,167) (260,904)
Increase in securities sold,
not yet purchased 40,753 558,307
Decrease in accounts payable
and accrued liabilities (74,726) (113,410)
----------- ----------
Net Cash Flow (Used) Provided By
Operating Activities (841,847) 41,016
----------- ---------
Cash Flow from Investing Activities
Equipment Purchases (21,297) (429)
----------- ----------
Cash Flow from Financing Activities
Acquisition of restricted investments (1,623,125) -
Increase in loans subordinated to claims
of creditors 1,823,125 -
Increase (Decrease) in note payable 300,770 (16,666)
Sale of Preferred Stock 380,000 -
----------- ------------
Net Cash Flow Provided (Used)
By Financing Activities 880,770 (16,666)
----------- ----------
Net Increase (Decrease) In Cash 17,626 23,921
Cash at the Beginning of the Period 118,130 8,335
------------ ---------
Cash at the End of the Period $ 135,756 $ 32,256
============ =========
</TABLE>
(Continued)
<PAGE>
INSTITUTIONAL EQUITY HOLDINGS, INC.
(FORMERLY EUROMED, INC.)
CONSOLIDATED STATEMENT OF CASH FLOWS
(UNAUDITED)
(CONTINUED)
Three Months Ended
June 30,
1999 1998
---------------------
Supplemental Disclosures of Cash
Flow Information
Cash paid during the period for:
Interest $ 61,492 $ 49,935
======== ========
Income taxes $ - $ -
=========== ===========
<PAGE>
INSTITUTIONAL EQUITY HOLDINGS, INC.
(FORMERLY EUROMED, INC.)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
JUNE 30, 1999
NOTE 1: ACQUISITION OF REDSTONE SECURITIES, INC.
In 1998 Institutional Equity Holdings, Inc. (formerly Euromed, Inc.)
advanced monies to Redstone Securities, Inc. as follows:
Date Amount Description
August 1998 $ 300,000 Subordinate Loan
November 1998 210,000 Subordinate Loan
December 1998 8,500 January 1999 Rent
------------
$ 518,500
The $510,000 of subordinated loans were subject to certain National Association
Securities Dealers (NASD) subordination restrictions and could not be repaid to
the Company without prior written approval of the NASD. In February 1999, the
$510,000 of subordinated loans, plus accrued interest, were converted to equity
in Redstone Securities, Inc.
On November 6, 1998, the "Agreement and Plan of Reorganization" by and among the
Company, Redstone Acquisition Corp. and Redstone Securities, Inc. was executed.
As of February 16, 1999, the Company acquire one hundred percentd (100%)
ownership interest in Redstone Acquisition Corp. (which owns ninety-six percent
(96%) of the outstanding common shares of Redstone Securities, Inc.) by issuing
one million, one hundred thousand (1,100,000) shares of its common stock for
nine hundred and sixty (960) shares of Redstone Acquisition Corp's common stock.
Five hundred thousand (500,000) of the acquisition shares were issued subject to
certain vesting restrictions.
These restricted shares will vest as follows:
o Shares will vest if the Company's stock trades for twenty consecutive
trading days as follows:
Vesting
Number of Trading
Shares Value
166,667 $2.25
166,667 $3.75
166,666 $5.25
o All shares will vest if the Company achieves the following earnings level:
Net Year Ending
Income December 31,
$200,000 1999
$350,000 2000
$525,000 2001
o Any remaining restricted shares will vest in their entirety on the third
anniversary of the closing date of the merger transaction.
(Continued)
<PAGE>
INSTITUTIONAL EQUITY HOLDINGS, INC.
(FORMERLY EUROMED, INC.)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
(CONTINUED)
JUNE 30, 1999
NOTE 1: ACQUISITION OF REDSTONE SECURITIES, INC. (CONTINUED)
Pro forma consolidating financial statements were presented in the Company Form
10-K for the year ended December 31, 1998 filed in April 1999.
The consolidated financial statements included therein are as follows:
o December 31, 1998 Consolidated Balance Sheet - Amounts represent the
consolidated totals for the individual companies' balance sheets,
with all intercompany balances having been eliminated.
o Consolidated Statements of Operations and Cash Flows for the three
months and six months ended June 30, 1999 - Represents the
consolidated operations of Institutional Equity Holdings, Inc. and
its subsidiary Redstone Acquisition Corp. as if the acquisition had
occurred on January 1, 1999. All intercompany balances and
transactions have been eliminated in consolidation.
o Statements of Operations and Cash Flows for the three months and
six months ended June 30, 1998 - Represents the operations and cash
flows for Redstone Securities, Inc, only.
NOTE 2: RESTRICTED INVESTMENTS
On March 18, 1999, the Company entered into an agreement with an individual for
the delivery to the Company of a certificate representing 66,250 shares of
common stock of Westower Corporation. The agreement included the following
terms:
o The individual will receive compensation equal to five percent (5%)
of the average daily closing sales price of the common stock on the
American Stock Exchange, calculated for each fiscal quarter.
o The Company agrees not to transfer or assign the shares without the
individual's prior written consent during the term of the agreement.
o The Company will issue to the individual a five year stock purchase
warrant for 414,062 shares of common stock of the Company at an
exercise price of $2.00 per share. The Company has the right to call
the warrant if the trading price of the Company's common stock has
equaled or exceeded $4.00 per share for ten consecutive days.
o Agreement can be terminated upon sixty (60) days' notice by either
party.
INSTITUTIONAL EQUITY HOLDINGS, INC.
(FORMERLY EUROMED, INC.)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
(CONTINUED)
JUNE 30, 1999
NOTE 3: WEIGHTED AVERAGE OUTSTANDING
For the three month and six month periods ended June 30, 1999, the weighted
average outstanding common shares is as follows:
Shares outstanding, December 31, 1998 1,430,000
Shares issued in acquisition of Redstone
Securities, Inc. 1,100,000
Shares to be issued for service rendered in 1998 35,000
-------
2,565,000
Less Treasury Shares (23,000)
2,542,000
All common shares were considered to be outstanding from January 1, 1999.
Diluted (loss) per common share is not disclosed because the effect of the
exercise of the common stock warrants would be anti-dilutive.
NOTE 4: BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principals for
interim financial information and with the instructions to Form 10-Q and Rule
10-01 of Regulations S-X. They do not include all information and notes
required by generally accepted accounting principals for complete financial
statements. However, except as disclosed, there has been no material change
in the information disclosed in the notes to consolidated financial
statements included in the Annual Report on Form 10-K of Institutional Equity
Holdings, Inc. (formerly Euromed, Inc.) for the year ended December 31, 1998.
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 three months and six months ended June 30, 1999,
are not necessarily indicative of the results that may be expected for the
year ending December 31, 1999.
ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
GENERAL
Swiss Nassau Corporation was incorporated on May 17, 1994 in the state of
Nevada, United States of America, with authorized and issued share capital of
1,000 shares of common stock with no par value (the "Common Stock"). On June 15,
1994, computer equipment with estimated value of $4,998 was contributed in
exchange for all of the shares of Swiss Nassau Corporation. On October 20, 1995,
Swiss Nassau Corporation changed its name into EuroMed, Inc. ("EuroMed" or the
"Company") and increased its authorized shares to 20,000,000 shares of Common
Stock with a new par value of $0.01 per share, and 5,000,000 preferred shares
with a par value of $0.01 per share. On October 20, 1995, EuroMed, Inc. effected
a 150 for 1 stock split of its Common Stock.
On November 17, 1995, all of the shares of Galenica B.V. ("Galenica") and
Confedera B.V. ("Confedera"), both based in Oosterhout, the Netherlands, were
exchanged by the ultimate shareholder of both companies for all of the shares of
a newly-formed company, EuroMed Europe B.V. ("EuroMed Europe"). Prior to this
transaction Galenica and Confedera were owned by B.V. Wisteria ("Wisteria"), a
Netherlands limited liability company, which is owned by Pantapharma B.V., which
is owned by A. Francois Hinnen. All of the shares of EuroMed Europe were then
exchanged for 1,850,000 shares of Common Stock. Neither EuroMed Europe nor the
Company had any operations, and these transactions were completed in
contemplation of an intitial public offering ("IPO") of shares of EuroMed. In
March 1996 EuroMed completed its IPO by selling 1,150,000 shares of its common
stock at $6.50 per share. The proceeds of the IPO and 850,000 shares of its
common stock were used to acquire Mutarestes B.V. and Subsidiary ("Mutarestes")
in July 1996 (estimated acquisition price of $11,729,500). Almost immediately,
upon completion of the acquisition of Mutarestes, differences developed between
various officers, directors and shareholders. Mutarestes was subsequently sold
in July 1997 with a significant loss being recognized and the 850,000 shares of
common stock being returned to the Company. In addition, A. Francois Hinnen
returned 850,000 shares of common stock to the Company to mitigate the effect of
the loss on the Mutarestes transactions.
As a result of the failed acquisition of Mutarestes and a significant change in
the Dutch law as it related to the wholesale price of pharmaceuticals, the Board
of Directors concluded that it was in the best interest of EuroMed to divest
itself of its remaining Dutch pharmaceutical operations. In November 1997,
EuroMed Europe and its subsidiaries were sold. EuroMed recognized a substantial
loss on the disposal of EuroMed Europe; therefore, the Board of Directors
negotiated with A. Francois Hinnen the return of 1,000,000 shares of EuroMed's
common stock to lessen the effects of the loss on disposal for the remaining
shareholders.
Effective February 16, 1999, Redstone Securities, Inc. ("Redstone") was merged
into a newly organized subsidiary of the Company with Redstone as the survivor
(the "Redstone Merger"). The Company issued 1,100,000 shares of its Common Stock
to the three principals of Redstone, Thomas Laundrie, Gary Purcell, and Richard
Belz; however, 500,000 of these shares are restricted until the market price of
the Company's Common Stock reaches certain price levels or the Company reporting
certain levels of net income. Notwithstanding the price levels of the Common
Stock or net income performance levels, the restricted shares will fully vest on
February 16, 2002. The 500,000 restricted shares are considered outstanding and
are included in computations in the Form 10Q. Redstone has been a registered
broker dealer since 1988 and has 70 retail brokers. Redstone has offices in
Plainview, New York, New York, New York, and Boca Raton, Florida.
Effective April 23, 1999, EuroMed, Inc. changed its name into Institutional
Equity Holdings, Inc. ("IEQC").
RESULTS OF OPERATIONS
Three Months Ended June 30, 1999 Compared to Three Months Ended June 30, 1998
Revenues for the three months ended June 30, 1999, increased 86% to $2,628,706
compared to $1,411,990 for the three months ended June 30, 1998. In 1998, the
Company had two offices in the state of New York and one office in the state of
Florida. In 1999, the Company added offices in Dallas and Austin, Texas and West
Patterson, New Jersey. It was the addition of these offices that caused the
increase in the revenues.
Cost and expenses for the three months ended June 30, 1999, increased 119% to
$2,743,405 compared to $1,250,552 for the three months ended June 30, 1998. The
primary cause of the increase in cost and expenses was due to increased employee
and nonemployee compensation related to the new offices.
For the three months ended June 30, 1999, the Company reported an operating loss
of $172,634 from continuing operations as compared to an operating profit of
$138,931 for the three months ended June 30, 1998. The loss was a result of the
growth in employee and nonemployee compensation which could not be offset by the
increased revenues.
Six Months Ended June 30, 1999 Compared to Six Months Ended June 30, 1998
Revenues for the six months ended June 30, 1999 increased 52% to $4,472,651
compared to $2,945,889 for the six months ended June 30, 1998. In 1998, the
Company had two offices in the state of New York and one office in the state of
Florida. In 1999, the Company added offices in Dallas and Austin, Texas and West
Patterson, New Jersey. It was the addition of these offices that caused the
increase in the revenues.
Cost and expenses for the six months ended June 30, 1999 increased 78% to
$4,763,455 compared to $2,677,582 for the six months ended June 30, 1998. The
primary cause of the increase in cost and expense was due to increased employee
and nonemployee compensation related to the new offices.
For the six months ended June 30, 1999, the Company reported an operating loss
of $373,621 from continuing operations as compared to a profit of $223,344 for
the six months ended June 30, 1998. The loss was a result of the growth in
employee and nonemployee compensation which could not be offset by the increased
revenues.
LIQUIDITY AND CAPITAL RESOURCES
Cash used in operations was $841,847 for the six months ended June 30, 1999
compared with $41,016 provided by operations for the six months ended June 30,
1998. The Company's management believe that in the future quarters the Company
will generate positive cash flows from operations, based upon expected revenues.
This cash flow generated should be sufficient to provide the Company with
adequate working capital. In 1999 the Company sold 190,000 shares of its
perferred stock for $380,000, which was used to finance the operating losses
experienced in 1999.
In the six months of 1999 the Company expended $21,297 for the purchase of
equipment.
On March 18, 1999, the Company entered into agreement whereby 66,250 common
shares of Westower Corporation were transferred by a third party to the Company
for its use, in exchange for an interest fee based upon the market value of the
stock, plus the issuance of a stock purchase warrant. At June 30, 1999, the
Company had recognized interest expenses of $24,820 related to this transaction.
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
Forward-looking statements of this report, including without limitation,
statements relating to the Company's plans, strategies, objectives,
expectations, intentions and adequacy of resources, are made pursuant to the
Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995.
Investors are cautioned that such forward-looking statements involve risks and
uncertainties including without limitation the following: (i) the company's
plans, strategies, objectives, expectations and intentions are subject to change
at any time at the discretion of the company, (ii) the company's plans and
results of operations will be affected by the company's ability to manage its
growth, accounts receivable and inventory, and (iii) other risks and
uncertainties as indicated from time to time in the company's filings with the
Securities and Exchange Commission.
PART II
ITEM 1. LEGAL PROCEEDINGS
The Company is still involved in three legal proceedings, two in Nevada State
Court and one in the United States District Court for the Northern District of
Texas. There has been no substantive activity in the past six months in the
first Nevada suit filed by the Company against former directors Gregory Alan
Gaylor and Robert Jansonius.
The second legal proceeding is a lawsuit filed by the Company in the United
States District Court for the Northern District of Texas against Gaylor in which
a Final Judgment in the total amount of approximately $16 million was awarded in
favor of the Company against Gaylor. Gaylor has not tendered any payments under
the Final Judgment and it remains wholly unsatisfied.
The third legal proceeding is a Nevada lawsuit filed by Gaylor and Jan Bouwman
(another former director), on behalf of themselves and the Company's minority
shareholders, against the Company. A special master was appointed, with the
Company's agreement, to investigate Gaylor and Bouwman's allegations against the
Company. The special master conducted hearings in December 1997, and issued his
report dated July 30, 1998, in which he reached the conclusion that: (i) the
current board of directors has restructured the Company with competent
management, new objectives and adequate capital to maximize the Company's value
and the shareholders' return on investment, (ii) further interference by
shareholders, former officers, third parties and the court is not warranted, and
(iii) the Company should promptly complete all SEC filings and bring all SEC and
shareholder reports current. The Company completed and filed all such delinquent
reports in December 1998.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
Number and Description of Exhibit
Number Exhibit Description
27.1 Financial Data Schedule.(*)
* Filed herewith.
(b) Reports of Form 8-K:
None
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.
Institutional Equity Holdings, Inc.
Dated: August 18, 1999
Signature Title
/s/: Robert A. Shuey, III
Chief Executive Officer
Robert A. Shuey, III & Managing Director
/s/: Anthony F. Vaccaro
Senior Vice President
Anthony F. Vaccaro and Secretary
Exhibit Index
Exhibit No. Description
27.1 Financial Data Schedule.(*)
(*) Filed herewith
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
(Replace this text with the legend)
</LEGEND>
<CIK> 0000852447
<NAME> Institutional Equity Holdings
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> APR-1-1999
<PERIOD-END> JUN-30-1999
<EXCHANGE-RATE> 1
<CASH> 135,756
<SECURITIES> 1,152,468
<RECEIVABLES> 420,143
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,711,207
<PP&E> 438,176
<DEPRECIATION> 306,648
<TOTAL-ASSETS> 3,512,587
<CURRENT-LIABILITIES> 774,933
<BONDS> 0
0
1,900
<COMMON> 25,300
<OTHER-SE> 355,818
<TOTAL-LIABILITY-AND-EQUITY> 3,512,587
<SALES> 4,472,651
<TOTAL-REVENUES> 4,473,065
<CGS> 0
<TOTAL-COSTS> 4,763,455
<OTHER-EXPENSES> 21,739
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 61,492
<INCOME-PRETAX> (373,621)
<INCOME-TAX> 0
<INCOME-CONTINUING> (373,621
<DISCONTINUED> 15,047
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (358,621)
<EPS-BASIC> (0.15)
<EPS-DILUTED> (0.15)
</TABLE>
