<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1998
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 for the transition period from
_________________ to _______________
Commission File Number 0-23514
ROCKPORT HEALTHCARE GROUP, INC.
- -------------------------------------------------------------------------------
(Exact Name of Registrant as specified in its Charter)
Delaware 33-0611497
- -------------------------------------- --------------------
State or other Jurisdiction of I.R.S. Employer
Incorporation or Organization Identification No.
50 Briar Hollow Lane, Suite 515W, Houston, Texas 77027
- -------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
(713) 621-9424
- -------------------------------------------------------------------------------
(Registrant's Telephone Number, including Area Code)
Indicate by check mark whether the Registrant (i) 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 (ii) has been subject to
such filing requirements for the past 90 days.
Yes X No
----- -----
Indicate the number of shares outstanding of each of the issuer's
classes of Common Stock, as of the latest practical date.
Common Stock, $.001 par value 3,936,722
- ------------------------------- ----------------------------
Title of Class Number of Shares outstanding
at September 30, 1998
One exhibit included.
1
<PAGE>
ROCKPORT HEALTHCARE GROUP, INC.
(COMPANIES IN THE DEVELOPMENT STAGE)
CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
<TABLE>
<CAPTION>
MARCH 31, SEPT. 30,
1998 1998
--------- ----------
ASSETS
<S> <C> <C>
Current:
Cash $ 1,398 $ 60,702
Receivables:
Trade 7,532
Due from employee 100 47
Stock subscriptions receivable (Notes 2 and 13) 971,000
Prepaid expenses 7,449 1,707
--------- ----------
Total Current Assets 8,947 1,040,987
--------- ----------
Property, Plant and Equipment (Note 1)
Office furniture and equipment 25,317 26,179
Computer equipment and software 39,450 39,450
Telephone equipment 12,617 12,617
--------- ----------
77,384 78,246
Less accumulated depreciation 5,724 12,601
--------- ----------
Net Property, Plant and Equipment 71,660 65,645
--------- ----------
Other
Deposits 12,071 10,015
Organization cost, net of amortization 1,785 1,815
Note receivable 20,000 20,000
Notes receivable - employee stock loans (Note 13) 135,000
Capitalized loan costs (Note 5) 191,667
Investment in Key Card contract 3,325
Goodwill (Note 8) 100,000
--------- ----------
Total Other Assets 33,856 461,821
--------- ----------
TOTAL ASSETS $114,463 $1,568,454
--------- ----------
--------- ----------
</TABLE>
2
<PAGE>
ROCKPORT HEALTHCARE GROUP, INC.
(COMPANIES IN THE DEVELOPMENT STAGE)
CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
<TABLE>
<CAPTION>
MARCH 31, SEPT. 30,
1998 1998
--------- ----------
LIABILITIES AND SHAREHOLDERS' EQUITY
<S> <C> <C>
Current Liabilities:
Advances payable $ 25,000 $
Accounts payable (Note 3) 30,112 49,705
Payroll taxes payable 13,662 40,227
Accrued payroll and related taxes 15,417 27,086
Accrued interest payable 4,340 7,213
Due to shareholders, directors, officers,
and employee (Note 4) 174,983 298,210
--------- ----------
Total Current Liabilities 263,514 422,440
--------- ----------
Long-Term Debt:
Notes payable (Note 5) 75,000 275,000
--------- ----------
Total Liabilities 338,514 697,440
--------- ----------
Commitments and Contingencies (Notes 5, 7 and 8)
Shareholders' Equity:
Preferred stock, $.001 par value, 1,000,000
authorized, no shares issued and outstanding
Common stock, no par value, 20,000,000 shares
authorized, 3,936,722 shares issued and
outstanding 2,462 3,937
Additional paid in capital 84,298 1,824,824
Retained Earnings (310,811) (957,747)
--------- ----------
Total Shareholders' Equity (224,051) 871,014
--------- ----------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $114,463 $1,568,454
--------- ----------
--------- ----------
</TABLE>
See accompanying notes to financial statements.
3
<PAGE>
ROCKPORT HEALTHCARE GROUP, INC.
(COMPANIES IN THE DEVELOPMENT STAGE)
CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
FOR THE SIX MONTHS FOR THE THREE MONTHS
ENDED ENDED
SEPTEMBER 30, SEPTEMBER 30,
1998 1997 1998 1997
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Income:
Network fees $ 19,805 $ -0- $ 19,805 $
Cost Of Sales:
Network access fees 3,043 3,043
---------- ---------- ---------- ----------
Gross Profit 16,762 16,762
Operating Expenses:
General and administrative 644,763 30 348,046 15
Depreciation and amortization 15,390 28 11,866
---------- ---------- ---------- ----------
660,153 58 359,912 15
---------- ---------- ---------- ----------
Net Loss Before Other Income (Expense)
and Income Taxes (643,391) (58) (343,150) (15)
Other Income (Expense)
Interest expense (3,545) (1,251)
---------- ---------- ---------- ----------
Net Loss Before Income Taxes (646,936) (58) 344,401 (15)
Income taxes 0 0
---------- ---------- ---------- ----------
Net Loss $ (646,936) $ (58) $ 344,401 $ (15)
---------- ---------- ---------- ----------
Net Loss per share $ (0.21) $ (Nil) $ (0.10) $ (Nil)
---------- ---------- ---------- ----------
Weighted Average Number of Shares
Outstanding 3,032,399 1,273,800 3,398,352 1,273,800
</TABLE>
See accompanying notes to financial statements.
4
<PAGE>
ROCKPORT HEALTHCARE GROUP, INC.
CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY
FOR THE SIX MONTHS ENDED SEPTEMBER 30, 1998
(Unaudited)
<TABLE>
<CAPTION>
ADDITIONAL TOTAL
PREFERRED COMMON PAID IN RETAINED SHAREHOLDERS'
STOCK STOCK CAPITAL EARNINGS EQUITY
--------- ------ ---------- -------- -------------
<S> <C> <C> <C> <C> <C>
Beginning 3-31-98 $ 0 2,462 84,298 (310,811) $ (224,051)
Stock Issued 1,475 1,740,526 1,742,001
Net Loss (646,936) (646,936)
--------- ------ ---------- -------- -------------
Balance, End of Period $ 0 3,937 1,824,824 (957,747) $ (871,014)
--------- ------ ---------- -------- -------------
--------- ------ ---------- -------- -------------
</TABLE>
See accompanying notes to financial statements.
5
<PAGE>
ROCKPORT HEALTHCARE GROUP, INC.
(COMPANIES IN THE DEVELOPMENT STAGE)
CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
FOR THE SIX MONTHS FOR THE THREE MONTHS
ENDED ENDED
SEPTEMBER 30, SEPTEMBER 30,
1998 1997 1998 1997
--------- ---- --------- ----
<S> <C> <C> <C> <C>
Operating Activities:
Net loss $(646,936) $(35) $(344,401) $(15)
Adjustments to reconcile net loss to
cash flow for operating activities:
Depreciation 6,877 3,443
Amortization of organization costs 180 5 90 15
Amortization of loan costs 8,333 8,333
Stock issued for services 25,000 25,000
Changes in assets and liabilities:
Accounts payable 19,593 11,526
Payroll taxes payable 26,565 (15,245)
Accrued payroll 10,141 5,500
Accrued payroll taxes 1,518 1,528
Accrued management fees 57,000 22,000
Accrued interest payable 2,873 873
Accounts receivable - trade (7,532) (7,532)
Prepaid expenses 5,742 2,871
--------- ---- --------- ----
Cash For Operating Activities (490,637) 30 (286,015)
--------- ---- --------- ----
Financing Activities:
Proceeds from sale of stock 286,000 104,000
Proceeds from notes payable 200,000 200,000
Loans from shareholders 66,229 14,466
Deposit refunds 2,056 2,055
--------- ---- --------- ----
Cash from Financing Activities 554,285 320,521
--------- ---- --------- ----
Investing Activities:
Purchase of fixed assets (862) (862)
Investment in Key Card contract (3,325) (3,325)
Organization costs (210) (210)
Employee advances, net 53 (47)
--------- ---- --------- ----
Cash Used in Investing Activities (4,344) (4,444)
--------- ---- --------- ----
Net Increase in Cash 59,304 30,062
Cash and Cash Equivalents, beginning 1,398 30,639
--------- ---- --------- ----
Cash and Cash Equivalents, end of period $ 60,702 $ 0 $ 60,702 $ 0
--------- ---- --------- ----
--------- ---- --------- ----
</TABLE>
See accompanying notes to financial statements.
6
<PAGE>
ROCKPORT HEALTHCARE GROUP, INC.
(COMPANIES IN THE DEVELOPMENT STAGE)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 1998
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BUSINESS
The company was incorporated under the laws of the State of Delaware on May
4, 1992. On December 17, 1997, the Company purchased Rockport Group of
Texas, Inc. through the issuance of 1,442,432 shares of common stock, and the
surrender, redemption, and retirement of 254,760 of Treasury common stock
shares. These financial statements have been consolidated effective December
17, 1997.
In connection with the Company's purchase of its subsidiary, Rockport Group
of Texas, Inc., the then management of the company resigned and was replaced
by the management of Rockport Group of Texas, Inc.
Effective January 16, 1998, the Company filed and has been approved by the
State of Delaware to change its name to Rockport Healthcare Group, Inc. The
Company is in the process of notifying and effectuating this name change with
the Securities and Exchange Commission.
In addition to Rockport Group of Texas, Inc., as of September 30, 1998, the
following wholly owned subsidiaries had been formed or acquired:
Rockport Occupational Network, Inc.
Rockport Advanced Care, Inc.
Rockport Community Network, Inc.
Newton Healthcare Network, LLC
As of September 14, 1998, the Rockport Community Network, Inc. acquired
all of the issued and outstanding stock of Newton Healthcare Network, LLC, a
Texas preferred healthcare provider network for 100,000 shares of stock of
Rockport Healthcare Group, Inc..
CASH AND CASH EQUIVALENTS
Cash and cash equivalents consist of cash on hand and held in bank in
unrestricted accounts.
PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment are stated at cost. Expenditures for renewals
and betterment's are capitalized and maintenance and repairs are expensed as
incurred. Depreciation and amortization are computed by the straight-line
method over the estimated useful lives of the assets as follows:
<TABLE>
<S> <C>
Office furniture and equipment ............7 years
Computer equipment and software............3 to 5 years
Telephone equipment ...................... 7 years
</TABLE>
7
<PAGE>
ORGANIZATION COSTS
Prior to the acquisition of Rockport Group of Texas, Inc., the Company's
activities had been limited to organizational matters. The Company's
organization costs of $271 have been amortized on a straight-line basis over
a period of five years. As of March 31, 1997, all but $5 had been expensed,
with this $5 expensed during this reporting period. Organization costs for
subsidiaries are amortized on the straight-line basis over a period of five
years.
INCOME TAXES
The Company has adopted the liability method of accounting for income taxes
in accordance with SFAS No. 109, ACCOUNTING FOR INCOME TAXES. Under the new
accounting standard, the Company provides deferred income taxes based on
enacted income tax rates in effect on the dates temporary differences between
financial reporting and tax bases of assets and liabilities reverse. The
effect on deferred tax assets and liabilities of a change in income tax rates
is recognized in the period that includes the enactment date.
The Company will file its initial income tax return using the cash basis of
accounting. Since the utilization of net operating loss carryforwards are
not assured, no benefit for future offset of taxable income has been
recognized.
REVENUE RECOGNITION
Revenue will be recognized as products and services are delivered and earned.
Losses are recognized when reasonable estimates of the amount of the loss can
be made.
NOTE 2 SUBSCRIPTIONS RECEIVABLE
The Company has two Stock Subscription Receivables for 1,175,000 shares, both
due from third parties. Of the original amount due, $104,000 has been
collected during the current fiscal year through September 30, 1998, and
$31,000 collected in October. The balance is expected to be collected during
the fourth calendar quarter.
NOTE 3: PRIOR PERIOD ADJUSTMENT
The Company's prior president and controlling shareholder, Jehu Hand had
advanced $1,198 to fund operations; $1,168 had been expensed in prior
periods, with $30 having been expensed during the first six months of this
reporting period. In connection with the purchase of the Company's
subsidiary, Mr. Hand released the Company of this liability, such that the
$1,168 expensed in previous years has been reported as an adjustment of prior
periods.
NOTE 4: DUE TO SHAREHOLDER, DIRECTOR, OFFICER, EMPLOYEE
Shareholders who are also directors and officers of the Company and an
employee of the Company's subsidiary have advanced funds to the Company's
subsidiary for operations, and have deferred receipt of a portion of
remuneration owed during this reporting period, the balance of which remains
in the amount of $298,210, $110,500 of which is represented by deferred
management fees, as of September 30, 1998. These monies are to be repaid as
funds become available.
The Company has expensed management fees in the consolidated income statement
of $150,000 of which $57,000 has been accrued and reported as due to the
shareholders or the employees of the Company as of September 30, 1998.
Prior to its acquisition, the Company's subsidiary had expensed management
fees of $36,667.
8
<PAGE>
NOTE 5. NOTES PAYABLE
The subsidiary's preferred stock shareholder who is also a director of both
the Company and it's subsidiaries has loaned the Company's subsidiary
$100,000 for an 8% note payable due over a one year period, commencing upon
the Company first obtaining a positive cash flow. This note payable has been
reduced by $25,000, as a result of the payment made by the Company to the
prior controlling shareholder on behalf of this shareholder to effectuate the
transfer of control of the Company. Additional loans in the amount of
$57,000.00 were advanced by this shareholder during the six months ended
September 30, 1998.
On September 14, 1998, Bannon Energy Corporation loaned the Company $200,000
for a one year, 8% note payable in the same amount plus 200,000 shares of
Rockport Healthcare Group, Inc.. The stock, valued at $1.00 per share has
been recorded as a loan cost and is being amortized over the period of the
loan, one year.
NOTE 6: LEASES
The Company's subsidiary has assumed leases for office space and office
equipment under operating leases expiring at various dates through 2002.
Management expects that in the normal course of business, leases will be
renewed or replaced by similar leases. Future minimum lease payments for
each year in the five-year period ending March 31, 2002 are as follows:
<TABLE>
<S> <C>
1998 $58,764
1999 68,558
2000 36,109
2001 3,660
2002 1,830
</TABLE>
NOTE 7: LEGAL PROCEEDINGS
There are no legal proceedings against the Company.
NOTE 8: ACQUISITION
As of December 12, 1997, the Company entered into an agreement with Rockport
Group of Texas, Inc. ("RGT"), a Nevada corporation, for the shareholders of
the Company to exchange 80% of the Company's issued and outstanding common
stock for all of the issued and outstanding stock of RGT. Effective December
17, 1997, the exchange of stock occurred, making the RGT a wholly owned
subsidiary of the Company.
The Company's subsidiary has remitted to Jehu Hand, the controlling
shareholder prior to this acquisition, $5,000 for legal fees in connection
with effectuating this acquisition and change in control.
The Company changed its name to Rockport Healthcare Group, Inc. effective
January 16, 1998.
On September 14, 1998, Rockport Community Network, Inc. acquired all of the
issued and outstanding stock of Newton Healthcare Network, LLC in exchange
for 100,000 shares of stock of Rockport Healthcare Group, Inc. Goodwill has
been recorded in the amount of $100,000 and will be amortized over a 20 year
period.
NOTE 9: CONTINGENT LIABILITIES
9
<PAGE>
The Company's subsidiary has issued 1,000 shares of its 8%, cumulative,
non-participating preferred stock. The stock is redeemable at $200 per share
and is expected to be redeemed out of the future cash flow of the Company.
NOTE 10: RELATED PARTY TRANSACTION
In connection with the acquisition by the Company of RGT, RGT remitted on
behalf of the then three common stock shareholders $75,000 ($25,000 for each)
to the controlling shareholder of the Company, Jehu Hand, for the right to
exchange the common stock of RGT for that of stock of the Company. The
Company's subsidiary has reflected in their consolidated financial statements
this remittance made on behalf of its then shareholders as a $25,000
reduction in the prior advances and/or the note payable made by each of these
shareholders/directors.
NOTE 11: PROSPECTIVE SUBSEQUENT EVENTS/GOING CONCERN
The Company has proposed through the sale of additional common stock to raise
additional funding which will allow and provide for on-going operations, as
well as future potential acquisitions and the ability for the Company to meet
its financial responsibilities and commitments. Should the proposed funding
not materialize, the Company would not be able to proceed prospectively, and
therefore, would no longer anticipate being a going concern.
NOTE 12: INCOME TAXES
The fiscal year end of the Company is March 31. As of March 31, 1997, the
Company would have had a net operating loss carryforward of $3,258 that would
begin expiring in the year 2010; however, due to the effects of the prior
period adjustment (Note 2), this net operating loss carryforward will be
adjusted to $2,090. The consolidated tax return filed for the March 31, 1998
fiscal year reflects a loss of $232,886, which will increase the carryover
loss. This component would expire in the year 2013.
NOTE 13: STOCK OPTION PLAN AND OTHER STOCK TRANSACTIONS
The Company had stock option plans for directors, officers, employees,
advisors, and employees of companies that do business with the Company, which
provide for non-qualified stock options. The Stock Option Committee of the
Board determined the option price which can not be less than the fair market
value at the date of the grant of 110% of the fair market value if the
Optionee holds 10% or more of the Company's common stock. The price per
share of shares subject to a Non-Qualified Option shall not be less than 85%
of the fair market value at the date of the grant. Options generally expire
either three months after termination of employment, or ten years after date
of grant (five years if the Opitonee holds 10% or more of the Company's
common stock at the time of grant).
On May 4, 1997, all outstanding stock option agreements had expired, and
there were no extensions or renewals.
During the current period, the Company sold 135,000 shares of its stock to
certain key officers and employees at the price of $1.00 per share. The
Company received non-recourse notes receivable secured by the stock in
exchange. The notes are due and payable in one year from the issuance of the
stock.
The Company entered into a funding arrangement with Primex Capital of
Houston, Texas whereby the Company issued 500,000 shares of its stock in
exchange for $1,000,000 payable in increments with funding to be completed by
December 31, 1998. The Company collected $74,000 during the current period.
The balance has been reflected as a Subscription Receivable as of September
30, 1998.
10
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF
OPERATIONS AND FINANCIAL CONDITION
The Company is seeking capital to fully commence operations and
implement its business plan. Sales of the Company's common stock, as well as
loans and advances from shareholders and officers have funded organizational
activities to date.
The goal of the Company is to deliver, through various subsidiaries,
comprehensive, integrated services and/or products to defined healthcare
populations. The companies will be a managed care organization comprised of
doctors, hospitals, clinics, chiropractors, dentists, prescription drug,
hearing and vision care providers, focused to address three health care
markets: Workers' Compensation; Catastrophic diseases and injuries; and the
nearly 110 million Americans who are uninsured, non-insurable and
underinsured.
Healthcare is a massive and dynamic industry in which significant niche
opportunities exist. The Company has targeted a number of these inadequately
served niche markets believed to afford the prospect of a high rate of return
for stockholders. The Company will employ innovative and cost effective
techniques and procedures for the delivery of these services. The strategy
for accomplishing responsible but rapid growth and obtaining the competitive
edge includes entry into strategic alliances and acquisition of compatible
quality networks and health care service companies.
Substantial resources has been invested in developing the infrastructure
to include core management functions, such as customer service, provider
relations and finance, designed to support each of the Company's product
lines. This will reduce the cost of operating each separate subsidiary and
will improve the quality of services rendered.
The Rockport Healthcare Group, Inc. subsidiaries include:
Rockport Community Network, Inc. is a preferred provider
organization (PPO) dedicated to developing national networks of
high quality doctors, hospitals, dentists, chiropractors,
prescription drug, hearing, vision care providers and other
healthcare providers of goods and services to serve the workers'
compensation and accident and health markets.
Rockport Occupational Network, Inc. is an equity model exclusive
provider organization (EPO) designed specifically to align the
incentives among the stakeholders: employees, payors, providers and
the network and offers highly managed workers' compensation health
services.
Rockport Advanced Care, Inc. is a comprehensive and integrated
catastrophic disease and injury network organization comprised of
nationally recognized providers of disease/illness/injury specific
tertiary and quartinary care including: trauma; burns; transplants;
hearts; high risk maternal; perinatal and neonatal; cancer; gamma
knife; neurological and gastrointestinal disease.
11
<PAGE>
Rockport Group of Texas, Inc. provides consulting services to the
managed care industry and houses the core management functions of
the Company.
Newton Healthcare Network, LLC is a state-wide preferred provider
organization in Texas which will serve the accident and health,
workers' compensation, and medical savings card markets.
The Company is also in the process of establishing or acquiring a company to
market a medical access savings card. This savings card will be marketed to
the uninsured, non-insurable and under-insured populations. The initial
marketing of the card will be in Texas and Louisiana. An agreement in
principle has been reached with a Hispanic owned marketing company located in
Houston, Texas to market the card to the Hispanic population initially in
Texas. The medical access savings card not only provides for savings on
healthcare products and services, it also assists, through the toll free
provider referral telephone number, those individuals not knowledgeable in
healthcare specialties to locate and use the proper type of healthcare
provider .
The following activities, acquisitions and investments are required to
begin operations and generate revenue:
Rockport Community Network - Network access agreements have been
executed with a national preferred provider organization and preferred
provider organizations in Louisiana, Ohio, and Indiana. Several payor
contracts have been signed which began generating revenue in July, 1998.
Rockport Community Network acquired Newton Healthcare Network on September
14, 1998. Newton is a state-wide preferred provider organization in Texas.
The Company has received a letter of intent from a large Houston employer
with over 30,000 employees to utilize the services of Rockport Community
Network beginning in November, 1998.
Rockport Occupational Network, Inc. - the equity structure has been
determined and the legal opinion that the structure does not violate any
Federal or state regulations, is in the process of being completed. Primary
care physicians in the Houston market have been identified and contacted. It
is anticipated that the legal review will be completed, providers in the
Houston market will be contracted, initial payor agreements signed and
revenue will begin in January, 1998. Costs for these legal work are estimated
to amount to $10,000.00.
Rockport Advanced Care, Inc. will begin development of its specialty
networks for catastrophic diseases and injuries in early 1999 and will not
begin to produce revenue until the last quarter of 1999.
Rockport has signed an agreement to process and administer the current
accounts of Key Card Company. Development of the Company's Medical Passport
Card has begun and Card sales are scheduled to begin in January, 1998.
Acquisition and installation of the systems necessary to process the Card
will cost approximately $100,000.00.
Current funds of the Company are currently inadequate to accomplish the
tasks and acquisitions above and to fund the negative cash flow from
operations, the total of which is expected to amount to approximately
$800,000.00. This amount is anticipated to be raised from the sale of the
Company's stock and borrowings.
12
<PAGE>
For several years, the Federal government has proposed various forms of
national health insurance. Should a comprehensive national health insurance
program be enacted, the Company would have to modify its business plan
accordingly.
The Company employed fifteen full time staff as of September 30, 1998.
As the Company implements its business plan, more employees will be added as
required by the Company's operations.
PART II. OTHER INFORMATION
Item 1. LEGAL PROCEEDINGS - None
Item 2. CHANGES IN SECURITIES - None
Item 3. DEFAULTS UPON SENIOR SECURITIES - None
Item 4. SUBMISSION OF MATTER TO A VOTE OF SECURITY HOLDERS - None
Item 5. OTHER INFORMATION - None
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
Ex. 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.
ROCKPORT HEALTHCARE GROUP, INC.
(Registrant)
----------------------------------------
November 15, 1998 Larry K. Hinson
Chief Financial and Accounting Officer
(duly authorized officer)
13
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> MAR-31-1999
<PERIOD-START> APR-01-1998
<PERIOD-END> SEP-30-1998
<CASH> 60,702
<SECURITIES> 0
<RECEIVABLES> 7,532
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 1,040,987
<PP&E> 78,246
<DEPRECIATION> 12,601
<TOTAL-ASSETS> 1,568,454
<CURRENT-LIABILITIES> 422,440
<BONDS> 0
0
0
<COMMON> 3,937
<OTHER-SE> 867,014
<TOTAL-LIABILITY-AND-EQUITY> 1,568,454
<SALES> 19,805
<TOTAL-REVENUES> 19,805
<CGS> 3,043
<TOTAL-COSTS> 660,153
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 3,545
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> (646,936)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (646,936)
<EPS-PRIMARY> (.21)
<EPS-DILUTED> (.21)
</TABLE>