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FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2000
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE
ACT
For the transition period from _______ to __________
Commission file number _________________________
PROGRESSIVE ASSET MANAGEMENT, INC.
(Exact name of small business issuer as specified in its charter)
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CALIFORNIA 90-804853
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
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1814 Franklin Street, Suite 710, Oakland, CA 94612
(Address of principal executive offices)
(510) 834-3722
(Issuer's telephone number)
--------------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed
since last report)
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. Yes [ ] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 1,631,626 shares of Common Stock as
of September 30, 2000.
Transitional Small Business Disclosure Format (Check one): Yes [X] No [ ]
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PART I-FINANCIAL INFORMATION
Item 1. Financial Statements.
PROGRESSIVE ASSET MANAGEMENT, INC.
Condensed Consolidated Statement of Financial Condition
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September 30, September 30,
2000 1999
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Assets
Current assets
Cash and cash equivalents $ 537,167 $ 407,605
Short-term investment, at
fair value 0 0
Commissions and other
receivables 67,570 54,819
Other current assets 25,538 64,845
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Total current assets 630,275 527,269
Property and equipment, net 14,729 13,631
Other assets 22,128 21,332
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Total assets $ 667,132 $ 562,232
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Liabilities and Stockholders' Equity
Current liabilities
Accounts payable and
accrued liabilities $ 44,744 $ 34,590
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Total current liabilities 44,744 34,590
Other liabilities 78,074 119,000
Preferred stock, Series A 59,160 64,510
Stockholders' equity
Preferred stock, Series B 25,000 25,000
Common stock, no par value 1,468,657 1,479,250
Retained earnings
(accumulated deficit) (1,008,503) (1,160,118)
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Total stockholders' equity 485,154 344,132
Total liabilities
and stockholders' equity $ 667,132 $ 562,232
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PROGRESSIVE ASSET MANAGEMENT, INC.
Condensed Consolidated Statement of Operations
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Three months Three months
ended ended
September 30, September 30,
2000 1999
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Total revenues $ 140,558 $ 121,508
Costs and expenses
Employee compensation
and benefits 61,663 47,800
Other costs and expenses 39,720 61,712
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Total costs and expenses 101,383 109,512
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Income before income taxes 39,175 11,996
Taxes on income 0 0
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Net income (loss) $ 39,175 $ 11,996
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Net income (loss) per share
Basic $ 0.02 $ 0.01
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Fully diluted $ 0.01 $ 0.00
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Shares used to compute
per share amounts
Basic 1,600,620 1,656,048
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Fully diluted 2,774,939 2,810,793
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PROGRESSIVE ASSET MANAGEMENT, INC.
Condensed Consolidated Statement of Cash Flows
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Three months Three months
ended ended
September 30, September 30,
2000 1999
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Cash flows from
operating activities
Net income (loss) $ 39,175 $ 11,996
Adjustments to reconcile
net income (loss) to
net cash provided (used)
by operating activities (8,133) (51,745)
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Net cash provided (used)
by operating activities 31,042 (39,749)
Net cash provided (used)
by investing activities 0 0
Net cash provided (used)
by financing activities 0 25,000
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Net change in cash
and cash equivalents 31,042 (14,749)
Cash and cash
equivalents,
Beginning of period 506,125 422,354
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End of period $ 537,167 $ 407,605
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Item 2. Management's Discussion and Analysis or Plan of Operation.
(A) Financial Results of the First Quarter, Fiscal Year 2001. During the quarter
that ended September 30, 2000, Progressive Asset Management, Inc. ("PAM")
continued to produce positive financial results. PAM generated total revenues of
$140,558 in relation to expenses of $101,383. This means that PAM had net income
of $39,175 for the quarter--with earnings of 0.02 cents per share (0.01 cents
per share, fully diluted. In comparison, for the same quarter in the previous
fiscal year PAM earned total revenues of $121,508 in relation to $109,502 in
expenses, yielding $ 11,996 in net profit.
As we have discussed in past reports, under the new strategic alliance with
Financial West Group ("FWG"), FWG executes securities transactions and receives
the commissions for registered representatives who are members of the PAM
Network. Then FWG distributes the preponderance of the commissions to the
registered representatives, retaining a portion which is shared with PAM.
The financial results for the fifth quarter under this new system provide
continuing positive confirmation of PAM's new business plan.
(B) National Office Move. PAM's national office is in the process of moving to
1010 Oak Grove Road, Concord, CA 94518. The phone number will remain
800-786-2898, and the email address will remain [email protected]. The
move will be made the end of calendar year 2000.
(C) Bottom Line 2001 Conference. PAM is joining with the
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E-Education Advisors to co-convene a new conference, Bottom Line 2001: The
Future of Fiduciary Responsibility. The Conference will take place at The Mark
Hopkins Hotel in San Francisco, California, April 18 through April 20, 2001.
Bottom Line 2001 will be the inaugural, educational conference for fiduciaries
designed to explore and debate the growing inclusion of social and environmental
factors within the context of public and private fiduciary responsibility. The
conference will invite elected officials public fiduciaries, trustees, and staff
from pension funds, foundations, religious organizations, labor unions, family
trust offices, colleges and universities to examine these issues in an
educational environment.
PAM and E-Education Advisors have developed a high-quality program for Bottom
Line 2001. A wide range of investment organizations have agreed to cosponsor the
conference. Invitations have been sent out and early interest on the pail of the
institutional investment community is high.
(D) ProgressiveTrade. In September 2000, and as reported in PAM's Annual Report,
PAM agreed to move forward in a strategic alliance with Sustainable Systems,
Inc., to establish ProgressiveTrade as a new company to offer
socially-responsible investing to on-line investors. PAM will own 70% of the
initial stock of ProgressiveTrade and Sustainable Systems will own 30%.
The purpose of ProgressiveTrade is to design and build an on-line social
screening system that offers investors a way to create and apply their own
social and environmental screens to evaluate investments and then execute trades
in those investments through one or more affiliated on-line brokerages.
ProgressiveTrade is being formed as a new corporation with offices in the
Communication Technology Cluster business incubator in downtown Oakland. A full
business plan is being completed and initial capital is being raised. At
present, PAM's maximum financial commitment to this endeavor is $100,000.
(D) Conclusion. Management is pleased that PAM's new business model is working,
the financial results of the first three-quarters are favorable, and the PAM
Network is growing. We continue to appreciate the support of our shareholders as
PAM offers investors the opportunity to invest for financial return and social
progress.
Any statements contained in this Annual Report that relate to future plans,
events, or performance are forward-looking statements that involve risks and
uncertainties, including, but not limited to, changes in general economic
conditions, intense competition for customers and pressure on brokerage and
other fees charged, the mood of the investing public, changes in
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political attitude towards socially-responsible investments. PAM cautions that
the foregoing list of important factors is not exclusive. Developments in any of
these areas could cause PAM's results to differ materially from results that
have been or may be projected by or on behalf of PAM. Readers are cautioned not
to place undue reliance on these forward-looking statements, which speak only as
the date of this statement. PAM does not undertake to update any forward-looking
statement that may be made from time-to-time by or on behalf of PAM.
PART II-OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
(a) Furnish the exhibits required by Item 601 of Regulation S-B.
Exhibit 2 (a) Restated Articles of Incorporation(1)
(b) Bylaws(1)
Exhibit 6 (a) Stock Option Plan(1)
(b) Standstill Agreement between PAM and Paradox
Holdings(1)
(c) Agreement between PAM and Sustainable Systems, Inc.(2)
Exhibit 12 (a) Purchase Agreement Among Paradox Holdings,
PAM and FWG(1)
Exhibit 27 Financial Data Schedule
Footnotes: (1) Incorporated by reference to the Company's Registration Statement
on Form 10SB, Amendment 2, filed August 9, 2000. (2) Incorporated by reference
to the Company's Form 10-KSB filed on September 28, 2000.
(b) Reports on Form 8-K. No Forms 8-K were filed during the quarter for which
this report is filed, listing the items reported, any financial statements filed
and the dates of such reports.
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned thereunto duly
authorized.
PROGRESSIVE ASSET MANAGEMENT, INC.
Date: November 14, 2000 /s/
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Eric Leenson, President and Chief
Financial Officer
Date: November 14, 2000 /s/
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Catherine Cartier, Secretary
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EXHIBIT INDEX
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EXHIBIT
NUMBER DESCRIPTION
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Exhibit 2 (a) Restated Articles of Incorporation(1)
(b) Bylaws(1)
Exhibit 6 (a) Stock Option Plan(1)
(b) Standstill Agreement between PAM and Paradox
Holdings(1)
(c) Agreement between PAM and Sustainable Systems, Inc.(2)
Exhibit 12 (a) Purchase Agreement Among Paradox Holdings,
PAM and FWG(1)
Exhibit 27 Financial Data Schedule
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