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, 2000
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM APRIL 01, 2000 TO JUNE 30, 2000
INSTITUTIONAL EQUITY HOLDINGS, INC.
(FORMERLY EUROMED, INC.)
(Exact name of registrant as specified in its charter)
COMMISSION FILE NUMBER 0-27720
<TABLE>
<S> <C> <C>
NEVADA 88-0317700
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
5910 North Central Expressway, Suite 1480
DALLAS, TX 75206
(Address of principal executive offices) (Zip Code)
</TABLE>
(214) 237-3223
(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 past 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
----- --------------
2,359,000 shares of Common Stock, par value $.01 per share, were outstanding at
August 18, 2000
<PAGE>
FORM 10-QSB
INDEX
<TABLE>
<S> <C>
PAGE NO.
PART I. FINANCIAL INFORMATION --------------
ITEM 1. FINANCIAL STATEMENTS (UNAUDITED):
Balance Sheets -
June 30, 2000 (unaudited) and December 31, 1999 3
Statements of Operations -
Three months and six months ended June 30, 2000 and 1999(unaudited) 4
Statements of Cash Flows -
Six months ended June 30, 2000 and 1999(unaudited) 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 3. CHANGES IN SECURITIES AND USE OF PROCEEDS 14
ITEM 4. OTHER INFORMATION 14
ITEM 5. EXHIBITS AND REPORTS ON FORM 8-K 14
SIGNATURES
</TABLE>
<PAGE>
PART 1 - FINANCIAL INFORMATION
INSTITUTIONAL EQUITY HOLDINGS, INC.
(FORMERLY EUROMED, INC.)
CONSOLIDATED BALANCE SHEETS
ASSETS
<TABLE>
<S> <C> <C>
June 30, December 31,
2000 1999
(Unaudited)
Current Assets
Cash $ 9,157 $ 315,904
Trading Securities, at market 513,372 548,736
Receivables
Commissions 109,550 516,762
Good Faith Deposits 438,267 150,000
Other, net of allowance for
doubtful accounts of $190,000
and $25,000 in 2000 and 1999,
respectively 33,329 56,623
Prepaid Expenses 56,845 301,413
----------- ----------
Total Current Assets 1,160,520 1,889,438
Furniture and Equipment, net
of accumulated depreciation of $359,023
and $333,543, respectively 343,321 382,409
Restricted Investment, at market - 1,304,043
Other Assets 49,806 259,185
----------- ----------
Total Assets $1,553,647 $3,835,075
========== ==========
</TABLE>
<PAGE>
INSTITUTIONAL EQUITY HOLDINGS, INC.
(FORMERLY EUROMED, INC.)
CONSOLIDATED BALANCE SHEETS
LIABILITIES AND STOCKHOLDERS' EQUITY
<TABLE>
<S> <C> <C>
June 30, December 31,
2000 1999
(Unaudited)
Current Liabilities
Cash Overdraft $ 7,131 $ 31,649
Loans Payable 100,000 527,170
Due to Broker 340,617 96,594
Securities Sold, not yet purchased 6,540 25,034
Accounts Payable and Accrued Liabilities 1,538,813 1,106,333
---------- ----------
Total Current Liabilities 1,993,101 1,786,780
Loan Subordinated to Claims of
General Creditors 100,000 150,000
Restricted Investment Loan 1,522,659 1,304,043
Due to Related Party 245,000 245,000
---------- --------
Total Liabilities 3,860,760 3,485,823
---------- ----------
Stockholders' Equity
Undesignated Preferred Stock, par value
$.01 per share; 3,190,000 shares authorized,
none outstanding - -
10% Designated Series A Preferred Stock,
par value $.01 per share; 1,060,000 shares
authorized, issued and outstanding 10,600 10,600
10% Designated Series B Preferred Stock,
par value $.01 per share; 750,000 shares
authorized; 75,000 and 37,500 shares issued
and outstanding in 2000 and 1999, respectively 750 375
Common Stock, par value
$.01 per share; 20,000,000 shares authorized;
2,382,000 and 2,312,000 issued and
outstanding, respectively 23,820 23,120
Additional paid-in capital 3,922,159 3,778,234
Retained (deficit) (6,132,192) (3,330,827)
----------- -----------
(2,174,863) 481,502
Less Treasury Shares, at cost (132,250) (132,250)
----------- ----------
Total Shareholders' Equity (2,307,113) 349,252
----------- ----------
Total Liabilities and
Shareholders' Equity $1,553,647 $3,835,075
========== ==========
</TABLE>
<PAGE>
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,
----------------------------------------
2000 1999 2000 1999
--------------- ------------ --------------- ----
<S> <C> <C> <C> <C>
Revenues
Commissions $ 738,936 $ 2,090,666 $ 3,179,288 $ 3,616,669
Gain (loss) on firm securities accounts (907,614) 416,534 (675,256) 655,972
Underwriting and syndicate income 186,567 121,506 935,616 200,010
Other income - - 97,893 -
Interest income 34,748 414 45,891 414
------------- ------ ------------- -------
Total Revenue 52,637 2,629,120 3,583,432 4,473,065
Costs and expenses
Commissions paid to other broker-dealers 127,426 1,040,683 387,138 1,446,904
Employee compensation 1,377,563 954,524 4,013,180 2,041,744
General and administrative expenses 1,018,763 760,527 1,751,255 1,291,317
Interest expense 46,365 40,791 119,654 632,898
------------ ------------ ----------- ------------
(Loss) From Continuing
Operations Before Preferred
Stock Dividend (2,517,480) (167,405) (2,687,795) (939,798)
Preferred Stock Dividend (58,570) (5,229) (113,570) (5,229)
Federal income tax expense - -
----- -------- --- ------
Net (Loss) From Continuing
Operations (2,576,050) (172,634) (2,801,365) (945,027)
Discontinued operations
Operating (loss) - - - -
Gain (loss) on sale - - - 15,047
------- -------------- ------- ------------
Net (Loss) $(2,576,050) $ (172,634) $(2,801,365) $ (929,980)
=========== =========== =========== ===========
Net (Loss) per share
Continuing operations $ (1.08) $ (.07) $ (1.19) $ (.37)
Discontinued operations
Gain on sale of discontinued operations - - - -
--------------------- ------ ---------------- -
$ (1.08) $ (.07) $ (1.19) $ (.37)
============= ============= ============= =============
Pro forma weighted average number
of shares of common stock outstanding 2,382,000 2,542,000 2,362,000 2,542,000
========== =========== ============= ===========
</TABLE>
<PAGE>
INSTITUTIONAL EQUITY HOLDINGS, INC.
(FORMERLY EUROMED, INC.)
CONSOLIDATED STATEMENT OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
Six Months Ended June 30,
----------------------------------
2000 1999
-------------- --------------
<S> <C> <C>
Cash Flow from Operating Activities
Net (loss) $ (2,801,365) $(929,980)
Adjustment to reconcile net income (loss)
to net cash from operating activities
Depreciation 43,789 9,000
Change in restricted investment loan 218,616 -
Loss on sale of assets 25,601 -
Issuance of stock warrants - 575,547
Changes in assets and liabilities
Investments 35,364 (688,434)
Receivables 142,239 301,590
Prepaid expenses 244,568 27,629
Other assets 209,378 (34,570)
Cash overdraft (24,518) -
Due to brokers 244,023 (85,167)
Securities sold, not yet purchased (18,494) 40,753
Accounts payable and accrued liabilities 432,481 (58,215)
------------ ---------
Net Cash Flow (Used) By
Operating Activities (1,248,318) (841,847)
----------- ---------
Cash Flow from Investing Activities
Equipment purchases (103,402) (21,297)
Proceeds from sale of assets 73,100 -
------------ ----
Net Cash Flow (Used) By
Investing Activities (30,302) (21,297)
------------ --------
Cash Flow from Financing Activities
Sale of restricted investment 1,304,043 -
Notes payable payments (527,170) -
Proceeds from loans 100,000 500,770
Repayment of subordinated loans (50,000) -
Sale of common stock 70,000 -
Sale of preferred tock 75,000 380,000
------------- --------
Net Cash Flow Provided
By Financing Activities 971,873 880,770
------------- ---------
Net Increase (Decrease) In Cash (306,747) 17,626
(Continued)
</TABLE>
<PAGE>
INSTITUTIONAL EQUITY HOLDINGS, INC.
(FORMERLY EUROMED, INC.)
CONSOLIDATED STATEMENT OF CASH FLOWS
(UNAUDITED)
(CONTINUED)
<TABLE>
<S> <C> <C>
Six Months Ended June 30,
----------------------------------
2000 1999
-------------- --------------
Cash at the Beginning of the Period 315,904 118,130
------------ ---------
Cash at the End of the Period $ 9,157 $135,756
============== ========
Cash Paid During the Year:
Interest $ 119,386 $ 73,289
=========== =========
Income Taxes $ - $ -
=============== ============
</TABLE>
<PAGE>
INSTITUTIONAL EQUITY HOLDINGS, INC.
(FORMERLY EUROMED, INC.)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
June 30, 2000
NOTE 1: BUSINESS
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") and on June
15,1994, all authorized shares of Swiss Nassau Corporation were issued. On
October 20, 1995, Swiss Nassau Corporation changed its name into EuroMed, Inc.
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 April 23, 1999, EuroMed, Inc. changed its
name to Institutional Equity Holdings, Inc. (the "Company" or "IEH").
In November 1995, the Company began acquiring pharmaceutical companies operating
exclusively in Europe. The Company completed the acquisitions using the net
proceeds from the sale of 1,150,000 shares of its common stock (issue price was
$6.50 per share) in March 1996 and the issuance of 2,700,000 shares of its
common stock. Subsequent to the acquisitions, laws relating to the pricing of
pharmaceuticals in Europe were changed and as a result the operations of the
pharmaceutical companies owned by the Company were severely impacted, resulting
in significant operating losses. The Company realized approximately $1,146,000
in cash and cancelled 2,700,000 shares of its common stock upon sale of its
European subsidiaries in 1997.
The Company had no business activities in the calendar year of 1998, except that
on November 6, 1998, the Company's Board of Directors approved and executed the
"Agreement and Plan of Reorganization" by and among the Company, Institutional
Equity Corporation ("IEC", a wholly owned subsidiary of the Company and formerly
known as Redstone Acquisition Corp.) and Redstone Securities, Inc. ("Redstone"),
a licensed broker and dealer of securities.
Effective February 16, 1999, Redstone was merged into the newly organized
subsidiary IEC. The Company issued 600,000 shares of its Common Stock to the
three principals of Redstone, Thomas Laundrie, Gary Prucell, and Richard Belz
(collectively referred to as the "Redstone Shareholders") and was obligated to
issue an additional 500,000 shares (the "Restricted Shares") upon the market
price of the Company's Common Stock reaching certain price levels or IEC
reporting certain levels of net income. Notwithstanding the price levels of the
Common Stock or net income performance levels, the Restricted Shares fully vest
on February 16, 2002. Redstone has been a registered broker dealer since 1988.
The Redstone Shareholders agreed to terminate their relationship with the
Company in February 2000 subject to certain compensation payments, to forgo the
collections of the Company's subordinated notes due the Redstone Shareholders,
to assume an investment in a certain security at its book value and to modify
the number of shares of the Company's common stock from 1,100,000 to 500,000
shares of fully vested common stock. The Company has a right to repurchase these
shares of its common stock at a price of $2.00 per share as follows:
(Continued)
<TABLE>
<S> <C> <C>
Number of Redemption
Shares Period
------------- ---------------------
100,000 Calendar year 2000
100,000 Calendar year 2001
300,000 On or before February 16, 2002
</TABLE>
<PAGE>
INSTITUTIONAL EQUITY HOLDINGS, INC.
(FORMERLY EUROMED, INC.)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
JUNE 30, 2000
NOTE 1: BUSINESS (CONTINUED)
The termination of the relationship with the Redstone Shareholders is reflected
in the consolidated financial statement for the year ended December 31, 1999.
IEH is a holding company whose only operating subsidiary is IEC a full service
brokerage firm engaged in the purchase and sale of securities from and to the
public and for its own account and investment banking activities. The Company
operates in one industry segment, the financial services industry.
NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
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-Q and Article 10 regulations S-X.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
In the opinion of management, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation of the results of
operations for the periods presented have been included.
The financial data at December 31, 1999 is derived from audited financial
statements, which are included in the Company's Form 10-KSB and should be read
in conjunction with the audited financial statements and notes thereto. Interim
results are not necessarily indicative of results for the full year.
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the amounts reported in the financial statements and accompanying notes.
Actual results could differ from those estimates.
NOTE 3: NET LOSS PER COMMON SHARE
Basic (loss) per common share has been calculated using the weighted average
number of shares of common stock outstanding during the periods. Diluted (loss)
per common share is not disclosed because the effect of the exercise of the
common stock warrants and options would be anti-dilutive.
NOTE 4: NET CAPITAL REQUIREMENTS
The NASD's net capital rule requires that broker/dealers maintain a designated
minimum level of financial capital. The net capital rule places limits on
certain of the Company's operations such as underwriting activities,
market-making and other principal trading activities. If the Company falls below
the minimum net capital required, the Company could be forced to suspend
activities until additional capital is obtained. On June 26, 2000, the Company
notified the NASD of its violation of the net capital requirements. The stated
basis for this action was the failure by the Company to comply with certain NASD
rules regarding the net capital requirements of a $100,000 for a broker dealer.
In response, the Company has since re-capitalized its position and the Company
notified the NASD that it was in compliance with the NASD net capital
requirements as of August 11, 2000.
<PAGE>
ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
THREE MONTHS ENDED JUNE 30, 2000 COMPARED TO THREE MONTHS ENDED JUNE 30, 1999
Revenues for the three months ended June 30, 2000, declined 98% to $52,637
compared to $2,629,120 for the three months ended June 30, 1999. On Monday June
26, 2000, the Company notified the NASD that it did not meet the minimum net
capital requirement of a broker dealer. At that date the Company voluntarily
ceased its brokerage operations, except for executing sale orders for its
customers. The severe reduction in brokerage commissions (65 % in the three
month period ended June 30, 2000, as compared to the same three month period in
1999) was attributable to the volatility of the stock market in April and early
May 2000, the closing of three offices in the three month period ended June 30,
2000 and the ceasing of brokerage operations on June 26, 2000. The Company
realized a $907,614 loss on security trading in the three months ended June 30,
2000 compared to a $416,534 gain in the three months ended June 30, 1999,
primarily due to losses on stocks initially taken public by the Company, and
which were being held in its investment portfolio.
Expenses for the three months ended June 30, 2000, declined 8% to $2,570,117
compared to $2,796,525 for the three months ended March 31, 1999. The following
summarizes the changes in expenses:
<TABLE>
<CAPTION>
Percentage
Percentage of Total Expenses Increase (Decrease)
Three Months Ended June 30, In Expenses
----------------------------- --------------------
2000 1999 2000
---------- ------
<S> <C> <C> <C>
Employee Compensation 54% 34% 44%
Commissions Paid to
Other Broker-Dealers 5 37 (88)%
-- ---
Total Compensation
Expense 59 71 (25)%
General And
Administrative Expenses 39 27 34%
Interest Expense 2 2 14%
--------- -----
Total Expenses 100% 100% (8)%
==== ====
</TABLE>
Overall expenses decreased 8% in 2000, as compared to 1999. The most significant
decrease in expenses were the 25% decrease in employee compensation and
commissions paid to other brokers to $1,504,989 for the three months ended June
30, 2000, compared to $1,995,207 for the three months ended June 30, 1999. These
expenses are directly related to commission revenue, which reflected a 65%
decline for the three months ended June 30, 2000. The employee and broker
compensation did not decline as much as revenue since the Company's management
and certain brokers are paid salaries. General and administrative expenses
increased due to increased office rents applicable to newly leased office space
and an increase in the number of offices as compared to 1999 and an increase in
professional fees. For the three months ended June 30, 2000, the Company
reported a net loss of $2,576,050 compared to a loss of $172,634 for the three
months ended June 30, 1999. The increase in the loss was the result of the
reduction in revenues by 98% and only a 8% decline in expenses for the three
months ended June 30, 2000 as compared to the three months ended June 30, 1999.
SIX MONTHS ENDED JUNE 30, 2000 COMPARED TO SIX MONTHS ENDED JUNE 30, 1999
Revenues for the six months ended June 30, 2000, decreased 20% to $3,583,432
compared to $4,473,065 for the six months ended June 30, 1999. On June 26, 2000,
the Company notified the NASD that it did not meet the minimum net capital
requirement of a broker dealer. At that date the Company voluntarily ceased its
brokerage operations, except for executing sale orders for its customers. The
reduction in brokerage commissions was attributable to the volatility of the
stock market in April and early May 2000, the closing of three offices in the
period ended June 30, 2000 and the ceasing of brokerage operations on June 26,
2000. The Company realized a $675,256 loss on security trading in the six months
ended June 30, 2000 compared to a $655,972 gain in the six months ended June 30,
1999, primarily due to losses on stocks initially taken public by the Company
and which were being held in its investment portfolio.
Expenses for the six months ended June 30, 2000, increased 16% to $6,271,227
compared to $5,412,863 for the six months ended June 30, 1999. The following
summarizes the changes in expenses:
<TABLE>
<CAPTION>
Percentage
Percentage of Total Expenses Increase (Decrease)
Six Months Ended June 30, In Expenses
----------------------------- --------------------
2000 1999 2000
---------- ------
<S> <C> <C> <C>
Employee Compensation 64% 38% 96%
Commissions Paid to
Other Broker-Dealers 6 27 (73)%
-- ---
Total Compensation
Expense 70 65 26%
General And
Administrative Expenses 28 24 36%
Interest Expense 2 11 (81)%
-- -----
Total Expenses 100% 100% 16%
==== ====
Total Expenses as a Per-
Centage of Revenues 175% 121%
==== ====
</TABLE>
Overall expenses increased 16% in 2000, as compared to 1999. The most
significant increase in expenses was the 26% increase in employee compensation
and commissions paid to other brokers to $4,400,318 for the six months ended
June 30, 2000, compared to $3,488,648 for the six months ended June 30, 1999.
The employee compensation and commissions paid to other brokers increase is
attributable to the increased number of brokers and other support staff in the
new offices and the increased compensation related to the underwriting activity.
The brokers and officers generally received approximately sixty percent (60%) of
the revenues derived from the underwritings plus an allocation of the
underwriter's warrants. General and administrative expenses increased due to
increased office rent on newly leased office space and an increase in the number
of offices as compared to 1999 and an increase in professional fees.
In March 1999, the Company entered into an agreement with an individual for
delivery to the Company of a stock certificate representing 66,250 shares of
common stock of Westower Corporation (which has subsequently converted into
119,912 shares of Spectrasite Holdings, Inc.). The agreement included a
provision that the individual was to receive compensation equal to five percent
(5%) of the average daily closing sales price of the common stock and warrants
to purchase 414,062 shares of the Company's common stock at an exercise price of
$2.00 per share (estimated fair value of the warrants at date of issue was
($571,406). The $571,406 of compensation to the individual was included in
interest expense for the six months ended June 30, 1999.
For the six months ended June 30, 2000, the Company reported a net loss of
$2,801,365 compared to a loss of $929,980 for the six months ended June 30,
1999. The increase in the loss is attributable to the 20% decline in revenues in
2000 and the 16% increase in operating expense in 2000.
LIQUIDITY AND CAPITAL RESOURCES
Cash used in operations was $1,248,318 for the six months ended June 30, 2000,
compared with cash used in operations of $841,847 for the six months ended June
30, 1999.
To finance the operating losses, the Company sold 53,000 shares of Spectrasite
Holdings, Inc.'s common stock for an aggregate value of approximately
$1,092,000. The proceeds from the sale of these shares were used to repay a
$407,170 loan from a brokerage firm and to finance current operations. The
shares of Spectrasite Holdings, Inc. are owned by an individual and were loaned
to the Company. The Company must return these shares to the individual;
therefore, the Company will be required to purchase 53,000 shares of Spectrasite
Holdings, Inc. in the public market. The trading price of these shares has
ranged from a high of $28.75 (June 30, 2000) to a low of $11.06 (January 3,
2000) with a trading price of $23.00 on August 14, 2000. The Company also sold
70,000 shares of its common stock for $1.00 per share and 37,500 shares of its
Series B Preferred Stock for $2.00 per share.
On June 26,2000, the Company voluntarily notified NASD that it did not meet the
minimum net capital requirements of a broker dealer. At that time the Company
ceased its brokerage operations, except for executing sale orders for its
customers. The management of the Company immediately began to develop and
implement a plan to raise sufficient capital to allow the Company to resume its
normal business activities and to be in compliance with the NASD net capital
requirements. Subsequent to June 30, 2000, the Company exchanged 221,247 shares
of its common stock for 368,908 shares of common stock in publicly traded
companies with a fair value of approximate $1,030,000. Subsequent to obtaining
the $1,030,000 in publicly traded common stocks the Company notified the NASD
that it was in compliance with the NASD net capital requirements as of August
11, 2000. The Company's management is currently attempting to extend this
exchange program to other publicly traded companies to raise additional capital.
Also the Company has authorized the sale of up to 1,500,000 shares of its Series
C Preferred Stock for $2.00 per share.
For the six months ended June 30, 2000, the Company expended $103,482 for the
purchase of furniture and equipment. The Company requires additional capital to
continue its business operations. There is no guarantee that the Company will be
successful in obtaining sufficient capital to continue operations.
SAFE HARBOR STATEMENT
Certain statements in this Form 10-QSB, including information set forth under
Item 2 Management's Discussion and Analysis of Financial Condition and
Results of Operations constitute "forward-looking statements" within
the meaning of the Private Securities Litigation Reform Act of 1955 (the Act).
The Company desires to avail itself of certain "safe harbor" provisions of the
Act and is therefore including this special note to enable the Company to do so.
Forward-looking statements in this Form 10-QSB or hereafter included in other
publicly available statements issued or released by the Company involve known
and unknown risks, uncertainties and other
factors which could cause the Company's actual results, performance (financial
or operating) or achievements to differ from the future results, performance
(financial or operating) or achievements expressed or implied by such
forward-looking statements. Such future results are based upon management's best
estimates based upon current conditions and the most recent results of
operations.
YEAR 2000 EFFORTS
In 1999 and 2000, the Company took various steps to address the issue of
computer programs and embedded computer chips being unable to distinguish
between the year 1900 and the year 2000 (the "Y2K" issue). The Company has no
proprietary operating system or applications software, nor do any of its
operations use main frame or mini-computer systems. Therefore, the company's
focus with respect to the Y2K issue was: (1) its PC hardware and software
purchased from third parties; and (2) external suppliers and service providers.
While there is no assurance that associated problems may not arise in the
future, to date the Company has not experienced any material problems relating
to the Y2K issue.
<PAGE>
PART II - OTHER INFORMATION
ITEM 3: CHANGES IN SECURITIES AND USE OF PROCEEDS
In March 2000, the Company sold 70,000 shares of its common stock to an
individual for $1.00 per share. In April 2000, the Company sold 37,500 shares of
its Series B Preferred Stock for $2.00 per share. The proceeds have been used to
fund operations of the Company.
ITEM 4: OTHER INFORMATION
None
ITEM 5: EXHIBITS AND REPORTS ON FORM 8-K
(a) Number Exhibit Description
27.1 Financial Data Schedule.(*)
* Filed herewith.
(b) Reports of Form 8-K:
None
<PAGE>
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:
Signature Title
/s/ Robert A. Shuey, III President and
----------------------------------------------
Robert A. Shuey, III Chief Executive Officer
Michael E. Vinez Chief Financial Officer
----------------------------------------------------
Michael E. Vinez
<PAGE>
Exhibit Index
Exhibit No. Description
27.1 Financial Data Schedule.(*)
(*) Filed herewith