1 - - ----------------------------------------------------------------- - - ----------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 ---------------------------------- FORM 10-Q/A-1 [ x ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1999. [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: ------------------------------ Commission file number 0-29462 ------------------------------ MEDICAL MANAGEMENT SYSTEMS, INC. (Exact name of Registrant as specified in its charter.) COLORADO 95-4121451 (State of other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 5459 South Iris Street Littleton, Colorado 80123 (Address of principal executive offices, including zip code.) (303) 932-9998 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 Act of 1934 during the preceding 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 [ ] The number of shares outstanding of the Registrant's Common Stock, no par value per share, at September 30, 1999 was 263,256 shares. - - ----------------------------------------------------------------- - - ----------------------------------------------------------------- 2 PART I ITEM 1. FINANCIAL STATEMENTS. Medical Management Systems, Inc. (A Development Stage Company) BALANCE SHEET September 30, 1999 (Unaudited) ASSETS Cash $ - ----------- Total Assets $ - =========== LIABILITIES AND STOCKHOLDERS' EQUITY Liabilities Accounts payable $ - Salaries & bonuses payable 300,000 Advances from related parties - ----------- Total Liabilities 300,000 Stockholders' Equity Preferred stock, 10,000,000 shares authorized, no par value; none issued and outstanding - Common stock, 40,000,000 shares authorized, no par value; 263,256 shares issued and outstanding 1,287,718 Accumulated deficit (1,587,718) ----------- Total Stockholders' Equity $ (300,000) ----------- Total Liabilities and Stockholders' Equity $ - =========== 1 3 Medical Management Systems, Inc. (A Development Stage Company) STATEMENTS OF OPERATIONS For the Three and Nine Months Ended September 30, 1999 and 1998 and For the Period From Inception as a Development Stage Company to September 30, 1999 From Inception of Three Three Nine Nine Development Months Months Months Months Stage to 1999 1998 1999 1998 09/30/99 (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Unaudited) CONTINUING OPERATIONS Revenues $ - $ - $ - $ 90 $ 90 General and administrative expenses 2,218 5,350 310,058 10,709 357,757 ------- ------- --------- -------- --------- Loss from continuing operations (2,218) (5,350) (310,058) (10,619) (357,667) DISCONTINUED OPERATIONS Loss on disposal of business - - - - (60,000) Gain from recovery of bad debts - - - - 10,000 ------- ------- --------- -------- --------- Income (loss) from discontinued operations - - - - (50,000) ------- ------- --------- -------- --------- INCOME (LOSS) BEFORE EXTRAORDINARY ITEM (2,218) (5,350) (310,058) (10,619) (407,667) EXTRAORDINARY ITEM Relief of liabilities - - - - 6,358 ------- ------- --------- -------- --------- NET INCOME (LOSS) $(2,218) $(5,350) $(310,058) $(10,619) $(401,309) ======= ======= ========= ======== ========= 2 4 Medical Management Systems, Inc. (A Development Stage Company) STATEMENT OF CASH FLOWS For the Nine Months Ended September 30, 1999 and 1998 and For the Period From Inception as a Development Stage Company to September 30, 1999 From Inception of Development Stage Company to September 1999 1998 30, 1999 (Unaudited) (Unaudited) (Unaudited) CASH FLOWS FROM OPERATIONS Net loss $ (2,218) $ (10,619) $ (401,309) Adjustments to reconcile net loss to net cash used by operating activities: (Gain) loss on disposal of business - - 43,642 Changes in current assets and liabilities (11,036) (989) 284,022 --------- ---------- ----------- Net cash used by operating activities (13,254) (11,608) (73,645) CASH FLOWS FROM INVESTING ACTIVITIES Collection of note receivable - 1,500 10,000 --------- ---------- ---------- Net cash provided by investing activities - 1,500 10,000 CASH FLOWS FROM FINANCING ACTIVITIES Advances from related parties - 10,140 41,427 Issue of common stock 13,254 13,254 --------- ---------- ---------- Net cash provided by financing activities 13,254 10,140 54,681 --------- ---------- ---------- NET INCREASE (DECREASE) IN CASH - 32 (8,964) CASH, beginning of period - 451 8,964 --------- ---------- ---------- CASH, end of period $ - $ 483 $ - ========= ========== ========== SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION Settlement of account payable $ - $ - $ 6,358 ========= ========== ========== Common stock issued to retire notes payable and accrued liabilities $ - $ - $ 235,000 ========= ========= ========== 3 5 Medical Management Systems, Inc. NOTES TO FINANCIAL STATEMENTS 1. ORGANIZATION Medical Management Systems, Inc. (the "Company") was incorporated as Apache Investments, Inc. in 1987 under the laws of the State of Colorado. In February 1992, the Company commenced its initial principal operations of owning and operating a pet school and kennel in Grand Prairie, Texas. In September 1991, the name of the Company was changed to Dog World, Inc. In June 1993, the Company acquired a veterinary practice in Irving, Texas. In April 1995, substantially all the Company's assets and business operations were sold. The Company subsequently changed its name to Medical Management Systems, Inc. and has been in the development stage since the sale. The Company currently has no business operations and intends to actively seek, locate, evaluate, structure and complete mergers or acquisitions of private companies, partnerships or sole proprietorships. 2. OTHER INCOME AND NOTE RECEIVABLE On May 7, 1997, the Company reached an agreement with a director of the Company whereby the director agreed to pay $8,500 in cash along with a promissory note for $1,500 in settlement of a dispute involving the sale of Company assets in April 1995. In addition, the director agreed to surrender options granted him to acquire 985,333 shared of the Company's common stock, execute a Consent of Directors previously executed by all other directors, transfer 25,000 shares of common stock to another officer and director and release the Company from all claims, demands and obligations. The Company accepted the cash and note in satisfaction of a $60,000 note due from the director which had been written off and recorded as a loss in its financial statements for the year ended December 31, 1996. The Company used $8,000 of the cash received to settle an outstanding trade payable. The difference between the amount that had been due, $14,358, and the amount paid has been recognized as income from relief of indebtness. The $1,500 note, along with interest accrued at 12%, was paid in full in February 1998. 3. RELATED PARTY TRANSACTION On October 15, 1998 the Company issued 3,344,934 shares of its common stock to each of two stockholders and directors of the Company in consideration of cash advances made to the Company prior to that date. Total shares issued amounted to 6,689,868 shares at $.0005 per share for the advances of $33,449. On April 9, 1999, the Board of Directors agreed to award bonuses to its officers for services rendered to the Company totaling $300,000 and the Company has accrued the liability at June 30, 1999. 4 6 Medical Management Systems, Inc. NOTES TO FINANCIAL STATEMENTS 3. RELATED PARTY TRANSACTIONS (continued) In July 1999 the Board of Directors agreed to issue 11,036 restricted shares of its common stock to two shareholders in satisfaction of $11,036 owed to them for payments made from personal funds for Company expenses. In September 1999 the Board agreed to issue an additional 2,218 shares of its restricted common stock to the two shareholders in satisfaction of an additional $2,218 paid by them from personal funds. 4. REVERSE STOCK SPLIT In January 1999, the Company's stockholders approved a 100 to 1 reverse stock split. The Company's authorized shares and stated capital remain unchanged. 5 8 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Results of Operations - Through September 30, 1999. There have been no operations since April 1995 when the Company sold substantially all of its assets in pet care and veterinary services. Since April 1995, the Company has been basically dormant; except the Company incurred $14,262 of expenses in 1998 for legal and accounting costs and $24,473 of expenses in 1997, primarily for legal and accounting costs associated with filing its Form 10; $8,964 in 1996 for various administrative expenses and $102,098 in 1995 for costs incurred subsequent to the disposal of the business in an initial effort to enter other business ventures. The Company's expenses in 1997 and 1998 were funded by advanced from shareholders. The Company expenses in 1998 were funded by advances from shareholders. During October 1998, 6,689,868 shares of Common Stock were issued to two shareholders in consideration of $33,449 of the advances. The balance, $3,208 at December 31, 1998 is payable without interest when the Company has funds available. On January 19, 1999, the Company reverse split its shares on a one-for-one hundred basis, which is not reflected herein. On May 7, 1997, the Company reached an agreement with a former director of the Company whereby the former director agreed to pay $8,500 in cash along with a promissory note for $1,500 in settlement of a dispute involved in the sale of Company assets in April 1995. In addition, the former director agreed to surrender options granted him to acquire 985,333 shares of the Company's common stock and release the Company from all claims, demands and obligations. The Company accepted the cash and note in satisfaction of a $60,000 note due from the former director which had been written off and recorded as a loss in its financial statements for the year ended December 31, 1996. The promissory note carries interest at 12%, is unsecured and is due with accrued interest six months from the agreement date. The promissory note was repaid in February 1998. The Company used $8,000 of the cash received to settle an outstanding trade payable. The difference between the amount that had been due, $14,358, and the amount paid has been recorded with gain on disposal of business, along with the $10,000 settlement referred to above. In August 1995, the Company changed its business purpose to a blank check company. In July 1999, the Board of Directors agreed to issue 11,036 restricted shares of its common stock to two shareholders in satisfaction of $11,036 owed to them for payments made from personal funds for Company expenses. In September 1999 the Board agreed to issue an additional 2,218 shares of its restricted common stock to the two shareholders in satisfaction of an additional $2,218 paid by them from personal funds. 8 Liquidity and Capital Resources. For the three months ended September 30, 1999 losses decreased $3,132 to $(2,218) from $(5,350) as compared to the same period ended 1998. For the nine months ended September 30, 1999 losses increased $299,439 to $(310,058) from $(10,619) as compared to the same period in 1998. For the nine month period ended September 30, 1999 the increase in losses is directly attributed to $300,000 in bonuses, awarded to its officers for services rendered. Currently, the Company does not have the funds to pay the bonuses. PART II. Item 1. Legal Proceedings. There are no material legal proceedings commenced or maintained by, or against, the Registrant. Item 2. Changes in Securities. There are no material legal proceedings commenced or maintained by, or against, the Registrant. Item 3. Defaults Upon Senior Securities. The Registrants has no debt securities outstanding. Item 4. Submission of Matters to a Vote of Security Holders. There were no matters submitted for a vote of the security holders. Item 5. Other Information. There is no other material information. Item 6. Exhibits and Reports on Form 8-K. (a) Reports on Form 8-K No reports were filed on Form 8-K during the quarter ended September 30, 1999. (b) Exhibits. EXHIBIT INDEX Exhibit No. Description. 27 Financial Data Schedule 9 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. Dated this 15th day of November, 1999. MEDICAL MANAGEMENT SYSTEMS, INC. (the "Registrant") BY: /s/ Philip J. Davis Philip J. Davis President, Treasurer and member of the Board of Directors