INDEX
PART I FINANCIAL INFORMATION
Item 1 FINANCIAL STATEMENTS:
UNAUDITED CONSOLIDATED CONDENSED
BALANCE SHEETS as of November 30, 1995
and AUDITED CONSOLIDATED CONDENSED
BALANCE SHEETS as of May 31, 1995
UNAUDITED CONSOLIDATED CONDENSED
STATEMENTS OF OPERATIONS for the three
and six months ended November 30, 1995 and
November 30, 1994
UNAUDITED CONSOLIDATED CONDENSED
STATEMENTS OF CASH FLOWS for the six
months ended November 30, 1995 and
November 30, 1994
NOTES TO CONSOLIDATED CONDENSED
FINANCIAL STATEMENTS
Item 2 MANAGEMENT'S DISCUSSION AND
ANALYSIS OR PLAN OF OPERATION
PART II OTHER INFORMATION
Item 1 - LEGAL PROCEEDINGS
Item 2 - CHANGES IN SECURITIES
Item 3 - DEFAULTS UPON SENIOR SECURITIES
Item 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Item 5 - OTHER INFORMATION
Item 6 - EXHIBITS AND REPORTS ON FORM 8-K
PART I - FINANCIAL INFORMATION
Item 1- FINANCIAL STATEMENTS
SANDATA, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
UNAUDITED AUDITED
November 30, May 31,
1995 1995
------------ ---------
ASSETS:
CURRENT ASSETS
Cash and cash equivalents $ 117,678 $ 102,613
Accounts receivable - net of allowance for
doubtful accounts of $284,000 and $304,000,
respectively 997,341 784,808
Receivables from affiliates 440,718 1,058,757
Receivable from former affiliate 73,485 77,459
Note receivable from former affiliate -
net of allowance for doubtful accounts
of $119,000 and $-0-, respectively 149,829 240,000
Note receivable - officer (Note 2) 21,000 150,000
Inventories 10,388 26,222
Income taxes receivable 24,715 66,000
Prepaid expenses and other current assets 158,915 88,153
--------- ---------
TOTAL CURRENT ASSETS 1,994,069 2,594,012
FIXED ASSETS, NET 8,877,441 3,564,208
OTHER ASSETS
Note receivable from former affiliate -
net of allowance for doubtful accounts
of $-0- and $119,000, respectively -0- 58,199
Advances to affiliates 61,000 61,000
Notes receivable - officers 102,867 102,867
Cash surrender value of officer's life
insurance, security deposits and other 339,757 327,766
----------- -----------
TOTAL ASSETS $11,375,134 $ 6,708,052
----------- -----------
----------- -----------
See notes to consolidated condensed financial statements
SANDATA, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
UNAUDITED AUDITED
November 30, May 31,
1995 1995
------------ ---------
LIABILITIES AND SHAREHOLDERS' EQUITY:
CURRENT LIABILITIES
Accounts payable and accrued expenses $ 839,893 $ 601,106
Current portion of long-term debt 728,690 250,000
Deferred/unearned revenue 19,013 34,751
Due to affiliate 13,000 -
Deferred income 217,927 143,821
--------- ---------
TOTAL CURRENT LIABILITIES 1,818,523 1,029,678
LONG-TERM DEBT 5,446,214 1,679,166
DEFERRED INCOME 300,284 205,642
DEFERRED INCOME TAXES 99,911 140,444
--------- ---------
TOTAL LIABILITIES 7,664,932 3,054,930
-------- ----------
SHAREHOLDERS' EQUITY
Common stock 816 816
Additional paid in capital 1,279,710 1,279,710
Retained earnings 2,566,562 2,509,482
Treasury stock (136,886) (136,886)
--------- ---------
TOTAL SHAREHOLDERS' EQUITY 3,710,202 3,653,122
--------- ---------
TOTAL LIABILITIES AND SHAREHOLDERS'
EQUITY $11,375,134 $6,708,052
---------- ---------
---------- ---------
See notes to consolidated condensed financial statements
SANDATA, INC. AND SUBSIDIARIES
UNAUDITED CONSOLIDATED CONDENSED STATEMENTS OF
OPERATIONS
THREE MONTHS ENDED SIX MONTHS ENDED
NOVEMBER 30, NOVEMBER 30,
1995 1994 1995 1994
--------- --------- --------- ---------
REVENUES:
Service fees $2,162,135 $1,760,666 $4,236,135 $3,380,796
Real estate rental income 81,897 -- 118,939 --
Other Income 66,104 6,480 118,091 12,960
Interest income from officer 5,555 19,424 19,697 38,858
--------- --------- --------- ---------
2,315,691 1,786,570 4,492,862 3,432,614
--------- --------- --------- ---------
COSTS AND EXPENSES:
Service Fees:
Operating 1,155,888 1,095,865 2,376,532 2,139,670
Selling, general and
administrative 557,019 457,735 1,086,938 888,975
Depreciation and
amortization 239,953 155,485 460,426 270,590
Interest expense 51,503 40,666 103,800 72,256
--------- --------- --------- ---------
2,004,363 1,749,751 4,027,696 3,371,491
--------- --------- --------- ---------
Real Estate:
Operating 204,077 -- 242,985 --
Depreciation and amortization 13,064 -- 17,584 --
Interest expense 77,024 -- 107,655 --
Real estate taxes 33,000 -- 43,000 --
--------- --------- --------- ---------
327,165 -- 411,224 --
--------- --------- --------- ---------
TOTAL COSTS AND EXPENSES 2,331,528 1,749,751 4,438,920 3,371,491
--------- --------- --------- ---------
Earnings (loss) from continued
operations before income taxes (15,837) 36,819 53,942 61,123
Income tax expense (benefit) (31,050) 16,000 (3,138) 25,000
--------- --------- --------- ---------
NET EARNINGS $ 15,213 $ 20,819 $ 57,080 $ 36,123
--------- --------- --------- ---------
--------- --------- --------- ---------
EARNINGS PER COMMON SHARE $ 0.02 $ 0.02 $ 0.07 $ 0.04
--------- --------- --------- ---------
Weighted average common shares
outstanding 763,955 1,007,757 763,955 1,007,757
--------- --------- --------- ---------
--------- --------- --------- ---------
See notes to consolidated condensed financial statements
SANDATA, INC. AND SUBSIDIARIES
UNAUDITED CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
SIX MONTHS ENDED
NOVEMBER 30,
1995 1994
-------- --------
OPERATING ACTIVITIES:
Net earnings $ 57,080 $ 36,123
Adjustments to reconcile net earnings to net cash
provided by (used in) operating activities:
Depreciation and amortization 478,010 270,590
Provision for losses on accounts receivable -- 3,000
Decrease in allowance for doubtful accounts
receivable (20,000) --
Increase (decrease) in deferred income 153,010 (102,012)
Change in operating assets and liabilities:
Increase (decrease) in operating assets 400,869 (79,528)
Increase (decrease) in operating liabilities 198,254 (231,729)
--------- ---------
Net cash provided by (used in) operating
activities 1,267,223 (103,556)
--------- ---------
INVESTING ACTIVITIES:
Payments received on note receivable
from officer 129,000 240,000
Purchases of fixed assets (1,648,098) (707,676)
Increases in advances to affiliates 13,000 101,305
Collections of note receivable-former affiliates 148,370 145,905
--------- ---------
Net cash used in investing activities (1,357,728) (220,466)
--------- ---------
FINANCING ACTIVITIES:
Proceeds from term loan 750,000 --
Payments on term loans (999,430) --
Proceeds from line of credit 1,390,000 725,000
Principal payments on line of credit (1,035,000) (550,000)
--------- ---------
Net cash provided by financing activities 105,570 175,000
--------- ---------
Increase (decrease) in cash and cash
equivalents 15,065 (149,022)
Cash and cash equivalents at beginning
of period 102,613 271,595
Cash and cash equivalents at end of period $ 117,678 $ 122,573
--------- ---------
See notes to consolidated condensed financial statements
SANDATA, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
(Unaudited)
1. CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
The Consolidated Condensed Balance Sheet as of November 30, 1995, the
Consolidated Condensed Statements of Operations for the three and six-month
periods ended November 30, 1995 and 1994 and the Consolidated Condensed
Statement of Cash Flows for the six-month periods ended November 30, 1995 and
1994 have been prepared by Sandata, Inc. and Subsidiaries (the "Company")
without audit. In the opinion of Management, all adjustments (which include
only normal, recurring adjustments) necessary to present fairly the financial
position as of November 30, 1995 and for all periods presented have been made.
For information concerning the Company's significant accounting policies,
reference is made to the Company's Annual Report on Form 10-KSB for the year
ended May 31, 1995. Results of Operations for the period ended November 30,
1995 are not necessarily indicative of the operating results expected for the
full year.
2. RELATED PARTY TRANSACTIONS
A) On July 1, 1992, the Company loaned $1,000,000 to the Company's Chairman,
bearing interest at the prime rate plus 1-1/4% and was due July 1, 1995. On
September 1, 1993, the Company issued a new note for the then outstanding
balance of $490,000, bearing interest at prime plus 1-1/4% and was due April
30, 1994. On May 1, 1994, the Company extended the due date of the note to the
earlier of April 30, 1995 or as the Company may demand at any time after the
effective date of the then proposed privatization transaction. The Chairman
paid $340,000 of the outstanding loan to the Company during the year ended May
31, 1995. On May 1, 1995, the Company extended the due date of the note to
October 31, 1995. On July 31, 1995, the Chairman, as a result of the
assignment of the lease with the Nassau County Industrial Development Agency
("NCIDA") from BFS Sibling Realty Inc., formerly known as Brodsky Sibling
Realty Inc. ("BFS"), an affiliate substantially owned by the Company's
Chairman, to Sandata, Inc., repaid $129,000. Accordingly, the note receivable,
in the amount of $21,000 has been classified as a current asset in the
accompanying consolidated balance sheet as of November 30, 1995. Subsequent to
the end of the quarter ending November 30, 1995, the remaining balance of the
note was repaid by the Chairman.
B) On June 1, 1994, BFS, an affiliate substantially owned by the Company's
Chairman, borrowed $3,350,000 in the form of Industrial Development Revenue
Bonds ("Bonds") to finance costs incurred in connection with the acquisition,
renovation and equipping of the Company's new office space located at 26
Harbor Park Drive, Port Washington, New York (the "Facility" or the
"Building") from the NCIDA. These Bonds were subsequently purchased by a bank
(the "Bank"). The aggregate cost incurred by BFS in conjunction with such
acquisition, renovation and equipping was approximately $4,376,405. In
addition, the Company expended approximately $499,848 in connection with
additional capital improvements. The Bonds bore interest at prime plus 3/4 of
1% until August 11, 1995, at which time the interest rate became fixed at 9%
for a five-year term through September 1, 2000. At that time, the interest
rate will be adjusted (at the Company's option) to a rate of either prime plus
3/4 of 1%, or the applicable fixed rate if offered by the Bank. Commencing
October 1, 1995, principal, together with interest, is being repaid in equal
monthly installments over a 15 year amortization period, with the balance of
unpaid principal due September 1, 2005.
C) On June 21, 1994 (as of June 1, 1994), the Company and its Chairman
guaranteed the full and prompt payment of principal and interest of the Bonds
and the Company granted the Bank a security interest and lien on all the
assets of the Company. In connection with the issuance and sale of the Bonds,
the Company entered into a lease agreement (the "Sublease") with BFS, whereby
the Company leased the Facility for the conduct of its business and, in
consideration therefor, was obligated to make lease payments that at least
equal amounts due to satisfy the underlying Bond obligations.
D) As of July 1, 1995, by an Assignment and Assumption and First Amendment
to Lease between the Company and BFS, the Company became the beneficial owner
of and leases the Facility from the NCIDA (collectively the "Assignment
Transaction"). In connection with the Assignment Transaction, the Sublease was
terminated. The Company currently pays rent for the Facility to the NCIDA in
the amount of $48,600 per month, subject to adjustment based upon the then
effective interest rate, among other things, for a term expiring in September,
2005. The expiration of the lease term coincides with the maturity date of the
existing Bond financing through the NCIDA. Upon the expiration of such term,
the Company currently intends to exercise its rights to become record owner of
the Facility. The Company's facilities are adequate for current purposes. In
connection with the Assignment Transaction, the Company assumed certain
indebtedness owed by affiliates of the Company's Chairman as follows: (i) the
$364,570 remaining balance of a 48-month term loan bearing interest at 8.7%
per annum, and (ii) the $428,570 remaining balance of a 42-month term loan at
8.91%. Each of the foregoing loans were incurred in connection with the
construction of improvements to the Building and are collateralized by the
assets of the primary obligor and are guaranteed by the Company's Chairman.
E) On August 11, 1995, the Company entered into a $750,000 loan agreement
with the Long Island Development Corporation, under a guarantee by the U.S.
Small Business Administration ("SBA"). The entire $750,000 proceeds have been
used to repay a portion of the Bond indebtedness to the Bank. The Company
entered into the Assignment Transaction primarily to satisfy certain
requirements of the SBA.
3. NET EARNINGS PER COMMON SHARE
The effect of outstanding options and warrants was antidilutive for the three
and six-months ended November 30, 1995. Accordingly, the outstanding options
and warrants were not included in the calculation of earnings per share for
the three and six months ended November 30, 1995. Earnings per share for the
three and six months ended November 30, 1994 include the dilutive effect of
outstanding stock options and warrants. The number of common stock
equivalents determined by applying the treasury stock method included in the
calculation of earnings per share for the three and six months ended November
30, 1994 was 243,802.
4. SALE/LEASEBACK TRANSACTION
In June 1995, the Company consummated a sale/leaseback of certain fixed assets
(principally furniture, fixtures, computer hardware and software and
equipment). The fixed assets, which had a net book value of approximately
$332,000, were sold for $475,000. The resulting gain of approximately
$143,000 was recorded as deferred income and is being recognized over the life
of the lease, which is thirty-eight (38) months. Approximately $18,800 and
$27,700 of deferred gain was recognized for the three and six months ended
November 30, 1995.
In September 1995, the Company consummated a sale/leaseback of certain fixed
assets (principally computer hardware). The fixed assets, which had a net
book value of approximately $193,000, were sold for approximately $326,000.
The resulting gain of approximately $133,000 was recorded as deferred income
and is being recognized over the life of the lease which is sixty (60)
months. Approximately $8,900 of deferred gain was recognized for the three
and six months ended November 30, 1995.
Item 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF
OPERATION
Management's Discussion and Analysis of Financial Condition and Results of
Operations
Results of Operations
Revenues from continuing operations were $2,315,691 and $4,492,862 for the
three and six months ended November 30, 1995 as compared to $1,786,570 and
$3,432,614 for the three and six months ended November 30, 1994, increasing
$529,121 and $1,060,248, respectively.
Service fee revenue for the three and six months ended November 30, 1995 was
$2,162,135 and $4,236,135, an increase of $401,469 and $855,339, which is
partially attributable to revenue derived from a new product called TimeTrax.
Real estate rental income of $81,897 and $118,939 for the three and six months
ended November 30, 1995 is derived from the rental of space to companies
affiliated with the Company's Chairman.
Other income for the three and six-month period ended November 30, 1995 was
$66,104 and $118,091, respectively as compared to $6,480 and $12,960 for the
three and six month-period ending November 30, 1994. This increase is
partially due from the gain realized upon the sale of assets in connection
with the following sale/leaseback transaction.
In June 1995, the Company consummated a sale/leaseback of certain fixed assets
(principally furniture, fixtures, computer hardware and software and
equipment). The fixed assets, which had a net book value of approximately
$332,000, were sold for $475,000. The resulting gain of approximately
$143,000 was recorded as deferred income and is being recognized over the life
of the lease, which is thirty-eight (38) months. Approximately $18,800 and
$27,700 of deferred gain was recognized for the three and six months ended
November 30, 1995.
In September 1995, the Company consummated a sale/leaseback of certain fixed
assets (principally computer hardware). The fixed assets, which had a net
book value of approximately $193,000, were sold for approximately $326,000.
The resulting gain of approximately $133,000 was recorded as deferred income
and is being recognized over the life of the lease which is sixty (60)
months. Approximately $8,900 of deferred gain was recognized for the three
and six months ended November 30, 1995.
Expenses Related to Services
Operating expenses increased $60,023 or 5% and $236,862 or 11% for the three
and six months ended November 30, 1995 as compared to the three and six months
ended November 30, 1994. Programming costs relating to existing applications
including TimeTrax and the expenses related to equipment used for TimeTrax,
were the primary causes for the increase in operating expenses. There was an
increase in selling, general and administrative expenses to $557,019 and
$1,086,938 for the three and six months ended November 30, 1995, compared to
$457,735 and $888,975 for the three and six months ended November 30, 1994, an
increase of $99,284 and $197,963, respectively. The increase is partially due
to costs related to TimeTrax of approximately $69,000 and $126,000 for the
three and six months ended November 30, 1995, respectively. The increase was
partially offset by decreased selling expenses of approximately $90,000 and
$121,000 due to the granting of an exclusive license to an unaffiliated third
party to market its Home Health(Pro system.
Depreciation and amortization expense increased $84,468 and $189,836 to
$239,953 and $460,426 for the three and six months ended November 30, 1995 as
compared to $155,485 and $270,590 for the three and six months ended November
30, 1994. The increase was primarily attributable to fixed asset additions,
including software capitalization costs.
Interest expense was $51,503 and $103,800 for the three and six months ended
November 30, 1995 as compared to $40,666 and $72,256 for the three and six
months ended November 30, 1994. The increases are attributable to additional
borrowing against the Company's revolving credit agreement and commensurate
interest expense increases.
Expenses Related to Real Estate Operations
Expenses include all expenses related to the operation of the Facility,
including real estate taxes, depreciation expense and interest expense.
Income tax benefit for the three and six months ended November 30, 1995 was
$31,050 and $3,138, respectively. For the three and six months ended
November 30, 1994, the Company incurred tax expense of $16,000 and $25,000,
respectively. The tax benefit arose from the filing of amended tax returns for
prior years which has resulted in a refund of an overpayment.
Liquidity and Capital Resources
Working capital as of November 30, 1995 was $175,546, a decrease from May 31,
1995 of $1,388,788 or 89%. The decrease is partially attributable to the
Company becoming the direct tenant of its Facility. In addition, the Company
has benefited from increasing its efforts in collecting outstanding
receivables, including those owed by affiliated companies. The Company has
also experienced an increase in its accounts payable due in part to its
increased expenses in connection with its revenue growth.
On July 1, 1992, the Company loaned $1,000,000 to the Company's Chairman,
bearing interest at the prime rate plus 1-1/4% and was due July 1, 1995. On
September 1, 1993, the Company issued a new note for the then outstanding
balance of $490,000, bearing interest at prime plus 1 1/4% and was due April
30, 1994. On May 1, 1994, the Company extended the due date of the note to the
earlier of April 30, 1995 or as the Company may demand at any time after the
effective date of the then proposed privatization transaction. The Chairman
paid $340,000 of the outstanding loan to the Company during the year ended May
31, 1995. On May 1, 1995, the Company extended the due date of the note to
October 31, 1995. On July 31, 1995, the Chairman, as a result of the
assignment of the lease with the Nassau County Industrial Development Agency
("NCIDA") from BFS Sibling Realty Inc., formerly known as Brodsky Sibling
Realty Inc. ("BFS"), an affiliate substantially owned by the Company's
Chairman, to Sandata, Inc., repaid $129,000. Accordingly, the note receivable,
in the amount of $21,000 has been classified as a current asset in the
accompanying consolidated balance sheet as of November 30, 1995. Subsequent
to the end of the quarter ending November 30, 1995, the remaining balance of
the note was repaid by the Chairman.
On July 31, 1993, the Company received a promissory note from Compuflight,
Inc. ("Compuflight"), a former affiliate (the Company's Chairman was a
principal stockholder and Chairman of Compuflight through December 1, 1993) to
evidence the Company's accounts receivable from Compuflight. The note was
payable in increments of $20,000 per month including interest at the rate of
one percent above prime on the unpaid balance and was due April 1, 1994. On
November 1, 1993, the note was amended. The amended note is payable in
minimum increments of $20,000 per month with interest at ten percent (10%) per
annum and contains provisions for accelerated payments based upon Compuflight
achieving certain results. Payments commenced on February 28, 1994 and are to
continue until such time as the indebtedness and any accrued interest are paid
in full. In connection with the promissory note, the Company received a
security interest in substantially all the then existing assets of
Compuflight, which has been assigned to the Bank as collateral for the
Company's Credit Agreement with the Bank. At the present time, Compuflight is
indebted to the Company in the amount of $196,089, of which $155,652
represents the balance due on the note and $40,437 represents accounts
receivable.
On June 1, 1994, BFS borrowed $3,350,000 in the form of Industrial Development
Revenue Bonds ("Bonds") to finance costs incurred in connection with the
acquisition, renovation and equipping of the Company's new office space
located at 26 Harbor Park Drive, Port Washington, New York (the "Facility" or
the "Building") from the NCIDA. These Bonds were subsequently purchased by a
bank (the "Bank"). The aggregate cost incurred by BFS in conjunction with
such acquisition, renovation and equipping was approximately $4,376,405. In
addition, the Company incurred approximately $499,848 in connection with
additional capital improvements. The Bonds bore interest at prime plus 3/4 of
1% until August 11, 1995, at which time the interest rate became fixed at 9%
for a five-year term through September 1, 2000. At that time, the interest
rate will be adjusted (at the Company's option) to a rate of either prime plus
3/4 of 1%, or the applicable fixed rate if offered by the Bank. Commencing
October 1, 1995, principal, together with interest, is being repaid in equal
monthly installments over a 15 year amortization period, with the balance of
unpaid principal due September 1, 2005.
On June 21, 1994 (as of June 1, 1994), the Company and its Chairman guaranteed
the full and prompt payment of principal and interest of the Bonds and the
Company granted the Bank a security interest and lien on all the assets of the
Company. In connection with the issuance and sale of the Bonds, the Company
entered into a lease agreement (the "Sublease") with BFS, whereby the Company
leased the Facility for the conduct of its business and, in consideration
therefor, was obligated to make lease payments that at least equal amounts due
to satisfy the underlying Bond obligations.
As of July 31, 1995, by an Assignment and Assumption and First Amendment to
Lease between the Company and BFS, the Company became the beneficial owner of
and leases the Facility from the NCIDA (collectively the "Assignment
Transaction"). In connection with the Assignment Transaction, the Sublease was
terminated. The Company currently pays rent for the Facility to the NCIDA in
the amount of $48,600 per month, subject to adjustment based upon the then
effective interest rate, among other things, for a term expiring in September,
2005. The expiration of the lease term coincides with the maturity date of the
existing Bond financing through the NCIDA. Upon the expiration of such term,
the Company currently intends to exercise its rights to become record owner of
the Facility. The Company's facilities are adequate for current purposes. In
connection with the Assignment Transaction, the Company assumed certain
indebtedness owed by affiliates of the Company's Chairman as follows: (i) the
$364,570 remaining balance of a 48-month term loan bearing interest at 8.7%
per annum, and (ii) the $428,570 remaining balance of a 42-month term loan at
8.91%. Each of the foregoing loans were incurred in connection with the
construction of improvements to the Building and are collateralized by the
assets of the primary obligor and are guaranteed by the Company's Chairman.
On August 11, 1995, the Company entered into a $750,000 loan agreement with
the Long Island Development Corporation ("LIDC"), under a guarantee by the
U.S. Small Business Administration ("SBA"). The entire $750,000 proceeds have
been used to repay a portion of the Bond indebtedness to the Bank. The
Company entered into the Assignment Transaction primarily to satisfy certain
requirements of the SBA.
The Company has a line of credit to borrow up to $2,000,000 and a two-year
term loan in the amount of $500,000 with the Bank. As of November 30, 1995
there is a balance of $1,625,000 remaining on the line of credit and $354,162
remaining on the term loan, respectively. The Company believes the results of
its continued operations, together with the available line of credit, term
loan and financings from the IDA and SBA should be adequate for the Company's
presently foreseeable working capital requirements.
SANDATA, INC.
AND SUBSIDIARIES
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 MATTERS TO A VOTE OF SECURITY HOLDERS:
A. The Registrant held its Annual Meeting of Stockholders on December
7, 1995.
B. Three directors were elected at the Annual Meeting to serve until
the Annual Meeting of Stockholders in 1996. The names of these directors and
votes cast in favor of their election and shares withheld are as follows:
Name Votes For Votes Withheld
Bert E. Brodsky 612,888 311
Hugh Freund 613,199 0
Gary Stoller 613,088 111
Item 5 - OTHER INFORMATION:
None
Item 6 - EXHIBITS AND REPORTS ON 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.
SANDATA, INC.
(Registrant)
By:
Date: January 19, 1996 Bert E. Brodsky
Chairman of the Board
President, Chief Executive Officer,
Chief Financial Officer
January 19, 1996
Securities and Exchange Commission
450 5th Street, N.W.
Washington, D.C. 20549
Re: Sandata, Inc., File No. 0-14401
Dear Sir or Madam,
Transmitted herewith through the EDGAR system is Form 10-QSB for the quarter
ending November 30, 1995 for Sandata Inc. If you have any questions or
comments, please contact me at (516)484-4400, extension 215.
Very truly yours,
Linda Scarpantonio
Legal Coordinator