<PAGE>
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549-1004
FORM 11-K
______ANNUAL REPORT PURSUANT TO SECTION 15(D) OF
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1998
-----------------
x TRANSITION REPORT PURSUANT TO SECTION 15(D) OF THE
----- SECURITIES EXCHANGE ACT OF 1934
For the transition period from (Inception) January 1, 1998 to December 31,1998
--------------- ----------------
Commission file number 0-24640
-------
Community Medical Transport 401(k) Retirement Savings Plan
---------------------------------------------------
(Full title of the plan)
Community Medical Transport, Inc.
4 Gannett Drive, White Plains, New York 10604
----------------------------------------------------
(Name of issuer of the securities held pursuant to
the plan and the address of its principal
executive office)
Registrant's telephone number, including area code (914) 697-9233
Notices and communications from the Securities and Exchange
Commission relative to this report should be forwarded to:
Dean L. Sloane
President and Chief Executive Officer
Community Medical Transport, Inc.
4 Gannett Drive
White Plains, NY 10604
<PAGE>
COMMUNITY MEDICAL TRANSPORT 401 (k) RETIREMENT SAVINGS PLAN
INDEX TO FINANCIAL STATEMENTS
(a) FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES
Independent Auditor's Report........................................... 3
Statement of Net Assets Available for Benefits, as of
December 31, 1998 and December 31,1997 ....................... 4
Statement of Net Assets Available for Benefits with Fund Information
As of December 31, 1998....................................... 5
Statement of Changes in Net Assets Available for Benefits
With Fund Information for the year ended
December 31, 1998 and December 31,1997........................ 6
Notes to Financial Statements.......................................... 7-10
Supplemental Schedules:
Line 27a - Schedule of Assets held for Investment
Purposes as of December 31, 1998 ............................. 11
Line 27d - Schedule of Reportable Transactions for the
year months ended December 31, 1998........................... 12
Supplemental schedules not listed above are omitted due to the absence of the
conditions under which they are required.
<PAGE>
Independent Auditor's Report
Community Medical Transport
401(k) Retirement Savings Plan
We have audited the accompanying statements of net assets available for benefits
of Community Medical Transport, 401 (k) Retirement Savings Plan (The "Plan") as
of December 31, 1998 and 1997 and the related statement of changes in net assets
available for benefits for the years then ended. These financial statements are
the responsibility of the Plan's management. Our responsibility is to express an
opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the Net Assets Available for Benefits of the Plan as of
December 31, 1998 and 1997, and the Changes in Net Assets Available for Benefits
for the years then ended in conformity with generally accepted accounting
principles.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of (1) assets
held for investment purposes as of December 31, 1998 and (2) reportable
transactions for the year ended December 31, 1998, are presented for the purpose
of additional analysis and are not a required part of the basic financial
statements, but are supplementary information required by the Department of
Labor's rules an Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974. These schedules are the responsibility
of the Plan's management. Such schedules have been subjected to the auditing
procedures applied in our audit of the basic 1998 financial statements and, in
our opinion, are fairly stated in all material respects when considered in
relation to the basic financial statements taken as a whole.
/s/ Puglisi, Midler & Co., LLP
- -------------------------------
Puglisi, Midler & Co., LLP
Hartsdale, New York
June 5, 1999
<PAGE>
COMMUNITY MEDICAL TRANSPORT
401 (k) RETIREMENT SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
December 31, 1998
ASSETS 1998 1997
-------- --------
Investments at Fair Value (Note B):
Shares of registered investment companies:
Merrill Lynch Basic Value Fund .............. $ 24,978 $ 13,267
Merrill Lynch Capital Fund .................. 26,244 14,454
Merrill Lynch Global Allocation Fund ........ 30,059 18,230
Aim Equity Constellation Fund ............... 34,347 16,569
Davis New York Venture Fund ................. 83,990 44,972
-------- --------
199,618 107,492
Merrill Lynch Retirement Preservation Trust .......... 60,927 27,886
Community Medical Transport Inc. Company Stock ...... 12,163 7,085
Accrued Income ....................................... 602 15,298
Participants' Loans .................................. 1,300 0
-------- --------
Total Investments .................................... 274,610 142,463
-------- --------
Receivables
Total Receivables ........................... 6,004 27,793
-------- --------
Total Assets Available for Benefits ......... 280,614 170,256
-------- --------
LIABILITIES
Refund to Highly Compensated Employee ....... 0 1,624
-------- --------
Total Liabilities ........................... 0 1,624
-------- --------
Net Assets Available for Benefits .................... $280,614 $168,632
======== ========
Page 4
<PAGE>
COMMUNITY MEDICAL TRANSPORT
401 (k) RETIREMENT SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
AS OF December 31, 1998
<TABLE>
<CAPTION>
PARTICIPANT - DIRECTED
ML
CMTI RETIREMENT ML BASIC ML ML GLOBAL
COMPANY PRESERVATION VALUE CAPITAL ALLOCATION
STOCK TRUST FUND FUND FUND
------- ------------ -------- ------- ----------
ASSETS
<S> <C> <C> <C> <C> <C>
Investment, at fair value (note B): .................... $12,163 $ -- $ -- $ -- $ --
CMTI Company Stock
ML Retirements Preservation Trust ...................... -- 60,927 -- -- --
Shares of Registered Investment Companies
ML Basic Value Fund .................................... -- -- 24,978 -- --
ML Capital Fund ............................... -- -- -- 26,244 --
ML Global Allocation Fund ..................... -- -- -- -- 30,059
Equity Constellation Fund ..................... -- -- -- -- --
Davis NY Venture Fund ......................... -- -- -- -- --
------- ------- ------- ------- -------
Total Investments .. 12,163 60,927 24,978 26,244 30,059
------- ------- ------- ------- -------
Receivables
Participants' contributions ................... 582 2,168 413 403
421
Participants' loans ........................... -- -- -- -- --
Accrued Income ................................ -- -- -- -- --
------- ------- ------- ------- -------
Total Receivables ............................. 582 2,168 413 403 421
------- ------- ------- ------- -------
Total Assets 12,745 63,095 25,391 26,647 30,480
------- ------- ------- ------- -------
Net Assets Available for Benefits ...................... $12,745 $63,095 $25,391 $26,647 $30,480
======= ======= ======= ======= =======
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
NON-PARTICIPANT
PARTICIPANT - DIRECTED DIRECTED
------------------------- ---------------
AIM EQUITY DAVIS NY
CONSTELLATION VENTURE
FUND FUND OTHER TOTAL
------------- --------- ----- -----
ASSETS
<S> .................................................... <C> <C> <C> <C>
Investment, at fair value (note B):
CMTI Company Stock ..................................... $ -- $ -- $ -- $ 12,163
ML Retirements Preservation Trust ...................... -- -- -- 60,927
Shares of Registered Investment Companies
ML Basic Value Fund ........................... -- -- -- 24,978
ML Capital Fund ............................... -- -- -- 26,244
ML Global Allocation Fund ..................... -- -- -- 30,059
Equity Constellation Fund ..................... 34,347 -- -- 34,347
Davis NY Venture Fund ......................... 0 83,990 -- 83,990
Participants' loans ........................... 638 662 -- 1300
Accrued Income ................................ -- -- 602 602
-------- -------- -------- --------
Total Investments .. 34,347 83,990 __ ____ 274,610
-------- -------- -------- --------
Receivables
Participants' contributions ................... 647 1,370 --
-------- -------- --------
6004
Total Receivables ............................. 647 1,370 602 6004
-------- -------- -------- --------
Total Assets 35,632 86,022 602 280,614
-------- -------- -------- --------
Net Assets Available for Benefits ...................... $ 35,632 $ 86,022 $ 602 $280,614
======== ======== ======== ========
</TABLE>
The accompanying notes are an integral part of these financial statements.
Page 5
<PAGE>
COMMUNITY MEDICAL TRANSPORT
401 (k) RETIREMENT SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
For the years ended December 31, 1998 and 1997
1998 1997
--------- ---------
ADDITIONS:
Investment Income:
Net (Depreciation) in fair
value of mutual fund investments $ (13,126) $ (10,823)
Dividends ....................... 12,033 6,569
--------- ---------
Total investment (loss) ..... (1,093) (4,254)
--------- ---------
Contributions:
Employer ........................ 0 12,495
Participants .................... 137,970 162,573
--------- ---------
Total Contributions ......... 137,970 175,068
--------- ---------
Total additions ................. 136,877 170,814
DEDUCTIONS - DISTRIBUTIONS TO PARTICIPANTS (24,797) (2,182)
INTERFUND TRANSFERS .... (98) 0
--------- ---------
NET INCREASE ............................. 111,982 168,632
Net Assets Available for Benefits
Beginning of year ............... 168,632 0
--------- ---------
End of year ..................... $ 280,614 $ 168,632
========= =========
Reference should be made to the Notes to Financial Statements.
Page 6
<PAGE>
COMMUNITY MEDICAL TRANSPORT
401 (k) RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
A Description of Plan
The following description of Community Medical Transport 401 (k) Retirement
Savings Plan (The "Plan") provides only general information. Participants should
refer to the Plan agreement for a more complete description of the Plan's
provisions.
1. General. The plan is a defined contribution plan covering all
full-time employees of the Company who have one year of
service (at least 1000 hours) and are age twenty-one or older
and who are not covered by a collective bargaining agreement.
It is subject to the provisions of the Employee Retirement
Income Security Act of 1974 (ERISA).
2. Contributions. Each year, participants may contribute up to
15% of pretax annual compensation, as defined in the Plan.
Participants may also contribute amounts representing
distributions from other qualified defined benefit or
contribution plans. The Company's contribution is
discretionary, subject to a maximum amount of 6% of each
participant's compensation, and may vary from year to year at
the option of the board of directors. For the Plan period
ended December 31, 1998, The Company decided not to contribute
to the plan. All employer contributions are invested in
Community Medical Transport, Inc. common stock. Contributions
are subject to certain limitations.
3. Participant Accounts. Each participant's account is credited
with the participant's contribution and allocations of (a) the
Company's contribution and, (b) Plan earnings. Allocations are
based on participant's earnings or account balances, as
defined. Forfeited balances of terminated participants'
non-vested accounts are used to reduce future company
contributions. The benefit to which a participant is entitled
to is the benefit that can be provided from the participant's
vested account.
4. Vesting. Participants are immediately vested in their
contributions plus actual earnings thereon. Vesting in the
Company's discretionary contribution portion of their accounts
plus actual earnings thereon is based on years of continuous
service. A participant is 100 percent vested after six years
of credited service.
Investment Options. Upon enrollment in the Plan, a participant may direct
employee contributions in 10% increments into any of seven investment options. A
description of each investment option offered under the plan as follows:
Merrill Lynch Retirement Preservation Trust - funds are
invested primarily in a broadly diversified portfolio of
guaranteed investments contracts and in obligations of U.S.
government and government - agency securities.
Merrill Lynch Capital Fund Inc.- funds are invested in high
quality stocks, corporate bonds and cash equivalents.
Page 7
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Merrill Lynch Global Allocation Fund - funds are invested in
U.S. and foreign equity, debt and money market securities.
Davis NY Venture Fund - funds are invested in shares of a
registered investment company that invests primarily in common
stock.
Aim Constellation Fund - funds are invested in shares of a
registered investment company that invests primarily in common
stocks.
Merrill Lynch Basic Value Funds - funds are invested in
primarily common stocks.
Community Medical Transport company stock - funds are invested
in the common stock of Community Medical Transport, Inc.
B. Summary of Accounting Policies
Basis of Accounting
The financial statements of the Plan are prepared under the accrual
method of accounting.
Use of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates
and assumptions that effect the reported amounts of assets,
liabilities, disclosure of contingent assets and liabilities at the
date of the financial statements, and the reported amounts of revenues
and expenses during the reporting period. Actual results could differ
from those estimates.
Investment Valuation and Income Recognition
The Plan's investments are stated at fair market value. Shares of
registered investment companies are valued at quoted market prices,
which represent the net asset value of shares held by the Plan at
year-end. The Company stock is valued at its quoted market price.
Participant notes receivable are valued at cost which approximates fair
value.
Purchases and Sales of Securities are recorded on a trade date basis.
Interest income is recorded on the accrual basis. Dividends are
recorded on the ex-dividend date.
Payment of Benefits
Benefits are recorded when paid.
C. Related Party Transactions
Certain Plan investments are shares of mutual funds managed by Merrill
Lynch.
Page 8
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Merrill Lynch is the trustee as defined by the Plan and, therefore,
these transactions qualify as party-in-interest. Certain costs of plan
administration are paid by Community Medical Transport, Inc.
D. Plan Termination
Although it has not expressed any intent to do so, the Company has the
right under the Plan to discontinue its contributions or to terminate
the Plan at any time subject to the provisions of ERISA. In the event
of Plan termination, participants will become 100 percent vested in
their accounts.
E. Reconciliation of Financial Statements to Form 5500
The following is a reconciliation of net assets available for benefits
per the financial statements to the Form 5500:
December 31, 1998
Net assets available for benefits per the
Financial statements .............................. $280,614
Participants' Contributions........................ (6,004)
-----------
Net assets available for benefits per form 5500.... 274,610
=========
The following is a reconciliation of benefits paid to participants per the
financial statements to Form 5500:
Year Ended
December 31,1998
Withdrawal Payments paid to participants per the
Financial statements............................. $24,797
-------
Benefits paid to participants per the Form 5500.. $24,797
=======
F Tax Status
The Internal Revenue Service has determined and informed the Company by
a letter dated May 29, 1997 that the Plan and related trust are
designed in accordance with applicable sections of the Internal Revenue
Code ("IRC"). The Plan's fiduciary and tax council believe that the
Plan is designed and currently being operated in compliance with the
applicable requirements of the IRC, and therefore no provision for
income taxes have been included in the Plan's financial statements.
Page 9
<PAGE>
G. Participant Unit Data
For the Year ended December 31, 1998
Plan Number Net Assets
of units Value per
Description of Investments Outstanding Unit
Community Medical Transport Inc.
Common Stock.................................. 4,638.70 $ 2.62
Merrill Lynch Retirement Preservation Trust...... 60,926 $ 1.00
Merrill Lynch Basic Value Fund Class D .......... 638.53 $ 37.93
Merrill Lynch Capital Fund Class D .............. 763.80 $ 34.36
Merrill Lynch Global Allocation Fund Class D..... 2,385.67 $ 12.60
Aim Equity Constellation Fund ................... 1,125.40 $ 30.52
Davis New York Venture Fund Inc. ................ 3,358.24 $ 25.01
Page 10
<PAGE>
Supplemental Schedule 1
COMMUNITY MEDICAL TRANSPORT 401 (k) RETIREMENT SAVINGS PLAN
Line 27-A SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1998
Current
Description of Investment Value Cost
-------- --------
Community Medical Transport Inc. Common Stock $ 12,163 $ 38,601
-------- --------
Merrill Lynch Retirement Preservation Trust . 60,927 60,927
-------- --------
Merrill Lynch Basic Value Fund Class D ...... 24,978 24,865
Merrill Lynch Capital Fund Class D .......... 26,244 26,557
Merrill Lynch Global Allocation Fund Class D 30,059 35,164
AIM Equity Constellation Fund ............... 34,347 31,702
Davis New York Venture Fund Inc. ............ 83,990 76,510
-------- --------
Total Mutual Funds .......................... 199,618 194,798
-------- --------
Accrued Income .............................. 602 0
-------- --------
Participants Loan ........................... 1300 0
-------- --------
Total Investments ..................... $274,610 $294,326
======== ========
Page 11
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Supplemental Schedule 2
COMMUNITY MEDICAL TRANSPORT 401 (k) RETIREMENT SAVINGS PLAN
Line 27-d SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1998
Identity of Description of Assets Purchase
Party/Broker ----------------------------------- ------------
SERIES REPORTABLE TRANSACTION Purchase
Price
----------------------------------- ------------
Merrill Lynch Davis New York
Venture Fund Inc.
(14 Purchases and 8 sales) $ 39,231
Merrill Lynch Community Medical Transport Inc.
Common Stock
(24 Purchases and 15 Sales) 13,446
Merrill Lynch Aim Equity Constellation
Fund
(16 Purchases and 6 Sales) 14,214
Merrill Lynch Merrill Lynch Capital Fund
Class D
(14 Purchases and 5 Sales) 12,417
Merrill Lynch Merrill Lynch Global Allocation
Fund Class D
(15 Purchases and 4 Sales) 14,354
Merrill Lynch Merrill Lynch Retirement
Preservations Trusts
(44 Purchases and 9 Sales) 31,364
Merrill Lynch Merrill Lynch Basic Value
Fund Class D
(14 Purchases and 5 Sales) 11,319
------------
Total $136,345
Page 12
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Board of Directors of Community Medical Transport Inc. has duly caused this
annual report to be signed on its behalf by the undersigned, thereunto duly
authorized on the 10th day of June 1999.
Community Medical Transport, 401(k) Retirement Savings Plan
-----------------------------------------------------------
(Name of Plan)
/s/ Dean L. Sloane
---------------------------------
Dean L. Sloane
President and Chief Executive Officer
