FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 (X) QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarterly Period Ended March 31, 1996 OR ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 0-17757 W-W CAPITAL CORPORATION (exact name of Registrant as specified in its charter) Nevada 93-0967457 (State or other jurisdiction of (IRS Employer Identi- incorporation or organization) fication Number) 11990 Grant Street, Suite 400, Northglenn, CO 80233 (Address of principal executive offices, including zip code) (303) 452-5000 (Registrant's telephone number, including area code) Not Applicable (Former name, address and former fiscal year, if changed since last report) 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 Exchange 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 the filing requirements for the past 90 days. Yes X No APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS: Indicate by check mark whether Registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15 (d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes No NOT APPLICABLE x APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Title of Each Class Number of Shares Outstanding Common stock at May 16, 1996 $0.01 Par Value 5,530,661 W-W CAPITAL CORPORATION Index PART I FINANCIAL INFORMATION PAGE NO. Item 1 Balance Sheets March 31, 1996 and June 30, 1995 1 Statements of Operations Three and Nine Months Ended March 31, 1996 and 1995 3 Statements of Cash Flows Nine Months Ended March 31, 1996 and 1995 4 Notes to Financial Statements 6 Item 2 Management's Discussion and Analysis of Financial Condition and Results of Operations 7 PART II OTHER INFORMATION Item 1 LEGAL PROCEEDINGS 12 Item 2 CHANGES IN SECURITIES 12 Item 3 DEFAULTS UPON SENIOR SECURITIES 12 Item 4 SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS 12 Item 5 OTHER INFORMATION 12 Item 6 EXHIBITS AND REPORT ON FORM 8-K 12 SIGNATURES 13 EXHIBIT 27 14 Part 1-FINANCIAL INFORMATION ITEM 1 - FINANCIAL STATEMENTS W-W CAPITAL CORPORATION Balance Sheet March 31, June 30, 1996 1995 (Unaudited) Assets Current assets: Cash $ 73,087 $ 124,458 Trade accounts receivable 2,035,200 1,913,949 Less allowance for doubtful accounts ( 142,008) ( 197,008) Net accounts receivable 1,893,192 1,716,941 Accounts receivable, other 12,215 18,574 Accounts receivable, employee 6,050 6,946 Accounts receivable, related party 130,295 100,114 Inventories: Raw materials 388,151 417,094 Work-in-process 158,706 206,817 Finished goods 2,777,776 2,827,991 Total inventories 3,324,633 3,451,902 Deferred taxes 119,303 118,350 Prepaid expenses 35,962 72,961 Current portion of notes receivable 166,767 48,310 Total current assets 5,761,504 5,658,556 Property and equipment, at cost 4,459,230 4,327,267 Less accumulated depreciation and amortization ( 1,832,257) ( 1,525,737) Net property and equipment 2,626,973 2,801,530 Other Assets: Long-term notes receivable from stockholders, net of current portion 18,126 34,869 Long-term notes receivable from affiliated entities, net of current portion 23,374 23,027 Real Estate held for resale 379,094 373,960 Accounts and notes receivable, other 19,642 539,151 Covenant not to compete, net of accumulated amortization 14,790 35,268 Other assets 85,980 81,156 Total other assets 541,006 1,087,431 TOTAL ASSETS $ 8,929,483 $ 9,547,517 Continued on following page See accompanying notes to financial statements. W-W CAPITAL CORPORATION Balance Sheet, Continued March 31, June 30, 1996 1995 (Unaudited) Liabilities Current Liabilities: Accounts Payable $ 2,218,918 $ 2,143,658 Revolving credit note payable to Bank 1,680,000 1,662,613 Accrued property taxes 31,337 31,892 Accrued payroll and related taxes 129,792 128,317 Accrued interest payable 25,579 30,656 Accrued commissions 166,240 165,327 Current portion of long-term payables 292,567 354,710 Current portion of notes payable to related parties 33,732 35,125 Other current liabilities 17,906 22,450 Total current liabilities 4,596,071 4,574,748 Other Liabilities: Long-term note payable to financial institutions net of current portion 1,564,634 1,692,624 Deferred taxes 76,007 102,585 Other Long-term liabilities 14,896 35,521 Total other Liabilities 1,655,537 1,830,730 TOTAL LIABILITIES 6,251,608 6,405,478 Stockholders' Equity Common stock: $.01 par value 15,000,000 shares authorized 5,530,661 shares issued and outstanding at March 31, 1996, and June 30, 1995, respectively 55,306 55,306 Capital in excess of par value 3,304,099 3,304,099 Accumulated Deficit ( 662,624) ( 198,460) 2,696,781 3,160,945 Less 20,264 shares of treasury stock at cost ( 18,906) ( 18,906) TOTAL STOCKHOLDERS' EQUITY 2,677,875 3,142,039 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 8,929,483 $ 9,547,517 See accompanying notes to financial statements. W-W CAPITAL CORPORATION Statements of Operations (Unaudited) Three Months Ended Nine Months Ended March 31, March 31, 1996 1995 1996 1995 Net Sales $ 3,362,289 $ 3,770,827 $ 10,956,015 $ 12,036,624 Cost of goods sold 2,938,830 3,120,335 9,123,620 9,755,006 Gross profit 423,459 650,492 1,832,395 2,281,618 Operating expenses: Selling expenses 326,062 330,547 1,021,299 937,069 General and adminis- trative expenses 322,855 397,749 1,097,415 1,170,239 Total operating expenses 648,947 728,296 2,118,714 2,107,308 Operating earnings (loss) ( 225,488) ( 77,804) ( 286,319) 174,310 Other income (expense): Interest income 15,119 41,357 83,552 97,015 Interest expense ( 95,871) (91,090) (301,675) (279,922) Gain on sale of assets - (1,213) 1,000 1,787 (Loss) on sale of real estate held for sale - - - ( 195,598) Other income (expense), net 5,172 49,390 14,350 81,443 Total other income (expense) ( 75,580) ( 1,556) ( 202,773) ( 295,275) Earnings (Loss) before income taxes ( 301,068) ( 79,360) ( 489,092) ( 120,965) Provision for deferred income taxes - 8,155 ( 24,928) ( 14,473) Net earnings (loss) ( 301,068) ( 71,205) ( 464,164) ( 135,438) Earnings (Loss) per common share: ( .05) ( .01) ( .08) ( .02) Weighted average number of common shares outstanding 5,530,661 5,446,224 5,530,661 5,432,596 See accompanying notes to financial statements. W-W CAPITAL CORPORATION Statement of Cash Flows (Unaudited) Nine Months Ended March 31, ________________________________________________ 1996 1995 Cash flows from operating activities: Net (loss) earnings $ ( 464,164 ) $ ( 135,438 ) Adjustments to reconcile net earnings to net cash provided by (used in) operating activities: Depreciation and amortization 322,132 313,804 Loss (Gain) on property and equipment 1,000 193,811 Provisions for loss on accounts and notes receivable ( 55,000 ) 35,350 Interest income added to notes receivable - affiliates ( 347 ) - Deferred income taxes ( 24,626 ) 22,628 Changes in assets and liabilities: Accounts receivable ( 223,031 ) ( 243,531 ) Inventories 127,269 ( 149,699 ) Other current and non-current assets 11,699 ( 10,088 ) Accounts payable 75,260 ( 84,262 ) Accrued expenses and other current liabilities ( 7,789 ) ( 141,052 ) Net cash (used in) provided by operating activities ( 237,597 ) ( 29,953 ) Cash flows from investing activities: Proceeds from sale of property and equipment 1,000 - Increase in real estate held for sale ( 5,134 ) 374,606 Purchase of property and equipment ( 130,935 ) ( 685,625 ) Increase in other notes receivable - ( 35,497 ) Proceeds from other notes receivable 479,704 4,660 Proceeds from stockholders' notes receivable 15,790 14,227 Net cash (used in) provided by investing activities 360,425 ( 327,629 ) (Continued on following page) W-W CAPITAL CORPORATION Statement of Cash Flows, Continued (Unaudited) Nine Months Ended March 31, 1996 1995 Cash flows from financing activities: Proceeds from lines of credit $ 349,000 $ 30,000 Payments on notes payable to financial institutions and government entities ( 621,170 ) ( 231,632 ) Payments on notes payable to affiliates ( 1,393 ) ( 7,266 ) Proceeds from notes payable 99,364 638,544 Net cash provided by (used in) financing activities ( 174,199 ) 429,646 Net (decrease) increase in cash ( 51,371 ) 72,064 Cash at beginning of period 124,458 52,944 Cash at end of period $ 73,087 $ 125,008 Supplement schedule of non cash investing and financing activities Converted accounts receivable and related note receivable into new secured note $ 150,000 $ - Sold investment in real estate held for sale: Pay-off of Bank Debt $ - $ 241,170 Mortgage receivable $ - $ 440,219 Supplemental disclosures of cash flow information: Cash paid during the period for interest $ 306,752 $ 279,922 See accompanying notes to financial statements. W-W CAPITAL CORPORATION NOTES TO FINANCIAL STATEMENTS NOTE 1 - BASIS OF PRESENTATION The accompanying unaudited financial statements include the accounts of W W Capital Corporation (the Company) and its three wholly-owned subsidiaries W-W Manufacturing Co., Inc., Titan Industries, Inc., and Eagle Enterprises, Inc. All significant intercompany accounts and transactions have been eliminated. The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. They do not include all information and footnotes necessary for a fair presentation of financial position, results of operations and changes in cash flows in conformity with generally accepted accounting principles for full-year financial statements. However, except as disclosed herein, there has been no material change in the information disclosed in the notes to W W Capital Corporation's financial statements included in its Annual Report on Form 10-K for the year ended June 30, 1995. In the opinion of management, all adjustments (consisting of normal recurring accrual basis adjustments) considered necessary for a fair presentation have been reflected in the accompanying financial statements. Operating results for the three and nine month period ended March 31, 1996, are not necessarily indicative of the result that may be expected for the year ended June 30, 1996. NOTE 2 - NET EARNINGS PER SHARE The net earnings (loss) per share amount included in the accompanying statement of operations have been computed using the weighted average number of shares of common stock outstanding and the dilutive effect, if any, of common stock equivalents existing during the applicable three and nine month periods. NOTE 3 - RELATED PARTY TRANSACTION The Company has a number of related party transactions. See the footnotes to W W Capital Corporation financial statements for the year ended June 30, 1995, included in its Annual Report on Form 10-K for the nature and type of related party transactions. The related party transactions include sales commission paid to Agri-Sales Associates which had entered into a sales and marketing agreement with the Company. The former owner of Eagle Enterprises is also the principal owner of Agri-Sales and holder of the Company's restricted common stock, as more fully discussed in the Annual Report on Form 10-K for the year ended June 30, 1995. A summary of the related party transactions that effect the Company's statement of operations for the three and nine months ended March 31, 1996, and 1995, respectively, is as follows: Three Months Ended Nine Months Ended March 31, March 31, Transactions with Related Parties 1996 1995 1996 1995 Rent expense 15,000 15,000 45,000 45,000 Interest income 1,009 2,073 3,948 6,476 Interest expense 707 1,855 2,466 5,474 Commission expense - - 234,886 234,886 ITEM 2.Management's Discussion and Analysis of Financial Condition and Results of Operations. The business of the Company is carried on within two segments by a number of operating units. The livestock handling equipment segment is composed of W-W Manufacturing (W-W Manufacturing) and Eagle Enterprises (Eagle), and the water and environmental product segment is represented by Titan Industries (Titan). (A) Analysis of Results of Operations The Company incurred net losses of $301,068 and $464,164, for the three and nine month period ended March 31, 1996, as compared to net losses of $71,205 and $135,438 in 1995. Net sales decreased to $10,956,015 for the nine months ended March 31, 1996, compared to $12,036,624 for 1995. The following table represents actual sales by segment group. Sales by segment group:Three Months Ended Nine Months Ended March 31 March 31 1996 1995 1996 1995 Livestock Handling Equipment 1,854,485 2,311,705 6,073,437 6,940,480 Water and Environmental Products 1,507,804 1,459,122 4,882,578 5,096,144 Total Sales 3,362,289 3,770,827 10,956,015 12,036,624 The sales in the water and environmental product segment increased $48,682 or 3.3% during the quarter ended March 31, 1996 as compared to corresponding quarter in 1995, while showing a decrease of $213,566 for the entire nine month period in 1996 as compared to the nine month period in 1995. This decrease can be attributed to the Governmental Agencies cutting back funds for ground water monitoring and remediation. This has impacted the sale of various environmental products produced by the Company. While the unit sales in PVC pipe remain at similar levels to 1994, a decrease in plastic commodity prices of 8% to 10% during the first six months of the current year has contributed to the lower sales levels. In March, plastic commodity prices increased approximately 5%. In addition, weather conditions in some market areas, specifically Oklahoma, had an adverse effect on the sales of water well supplies. While these factors contributed to a decline in sales the Company has taken steps to gain market share and increase sales. The Company has and will continue to introduce new products to the market place. The most recent introduction is high density polyethylene slotted screen (HDPE). This product has gained strong acceptance in applications such as land fills, mines, environmental remediation, industrial screening and leachate collection systems. This product has many advantages over more traditional piping. The most notable being its ability to withstand soil loading and resistance to cracking under high pressure The Company is anticipating strong sales with this product as it continues to grow in acceptance and other applications are found for it. The Company continues its efforts to establish new distributors and manufacturer's representatives on both the east and west coasts to expand its market area so that weather and economics in a certain area will not have a major impact on sales. Based upon April 1996 sales of approximately $725,000 as compared to $456,000 in April 1995, it is anticipated that sales during the fourth quarter will be strong and sales for the entire year in this segment will equal last years sales or show a slight increase. During the nine months ended March 31, 1996, sales in the livestock handling equipment segment declined $867,043 or 12.5%. The decline in sales are due to a concern in the cattle industry about beef prices, and the extreme hot weather experienced all across the United States in the late summer and fall, thereby, creating a weaker demand for the traditional W-W Manufacturing equipment. A decline in sales was felt most strongly in July and August of 1995, but improved slightly as the Company moved into its fall and winter selling season, with a normal drop during the holiday season. The Company has experienced a significant decline in sales in the southeast part of the United States. Product for this area is primarily produced by Eagle. Eagle's sales declined during the quarter ended March 31, 1996 from $671,500 in 1995 to $374,000 in 1996, a decrease of $297,500, while experiencing overall decline of $689,200 during the nine month period ended March 31, 1996, as compared to 1995. While traditional lines of cattle livestock systems remains sluggish, the special horse stall, versa stall and rodeo sales division remain strong. During the quarter ended September 30, 1995, W-W Manufacturing had a special order which accounted for approximately $533,000 of the total sales in this segment and had additional specials through the balance of the nine month period. While these special sales helped offset the lower demand for the standard line of product, the production cost on these sales are higher therefore, reducing gross profit and net profit margins. The Company expects sales in the livestock handling equipment to remain soft as long as beef prices remain low and some experts in the cattle industry predict beef prices to remain low for the next twelve to eighteen months. However, during this period the Company is taking steps to maintain and gain market share by expanding its sales and marketing efforts to the upper midwest and western United States areas that have not been traditionally strong markets for the Company in the past. Historically, W-W Manufacturing has sold its equipment to the larger ranchers and not to smaller operators because along with higher quality and durability comes higher prices. Therefore, smaller operators opted for lower priced equipment because the size of their herd, they could not justify the price for W-W Manufacturing equipment. In order to meet the needs of the smaller price conscious operator, the Company has designed a new line of quality equipment which will be priced lower than the traditional equipment. Additionally, the Company reintroduced a line of feed equipment and gates in January 1996. This line of equipment will enable the Company to enter the high volume aspect of the gate and panel market. These products will not only increase sales levels, but will give the Company a lead-in- product to open markets to new customers, who have not handled W- W Manufacturing livestock systems. The Company used the late winter and spring months to introduce these new products not only to its traditional market but to distributors and dealers being in new market areas discussed previously. The Company does not expect significant sales from these new products until the fall market after customers have had a chance to test the products and see acceptance by the end users. Early indications from trade shows and dealers is that the Company can anticipate increases in sales levels and market share from these new and reintroduced products. Gross profit margins decreased from 18.96% in 1995 to 16.73% in 1996 on an overall Company basis. The gross profit margin in the livestock handling equipment decreased from 20.45% in 1995 to 17.15% in 1996. As discussed earlier this decline is principally a result of lower gross profit margin on "specials" which accounted for approximately more than 10% of total sales in the livestock handling equipment segment during the period. Eagle had showed improvement in its operating results. Eagle had a operating loss of $140,047 during the six months ended December 31, 1995, as compared to an operating loss of $252,287 in corresponding period. Eagle incurred an operating loss of $110,598 during the third quarter of 1996 as compared to operating profit of $9,944 in 1995. Product sales shipped out of the Eagle manufacturing facility totaled $1,430,956 in 1996 or an average of $160,606 per month. Management has estimated Eagle's breakeven point to be approximately $200,000 in shipments per month. It is anticipated that Eagle's shipments will increase as orders for the reintroduced feed equipment, gates and new lower priced cattle handling equipment start. The Company believes as these new products gain an acceptance in the market place, that by the 1996 fall season, Eagle product sales will increase. The Company expects the livestock handling equipment segment operating results to remain down until beef prices improve. Gross profit margins in the water and environmental product segment decreased from 17.49% in 1995 to 16.21% in 1996. This decline corresponds to higher depreciation and other costs associated with the new manufacturing facility which was completed in December 1994 and competition which has depressed margins. Presently, this facility is not being utilized to its fullest capacity due to sluggish sales. Selling expenses as a percent of sales increased to 9.33% in 1996 as compared to 7.79% in 1995. This increase is a function of the cost of the establishing sales force in the livestock handling equipment segment, while sales have declined. During December and January, the Company restructured its salesmen responsibility and eliminated two salesmen. The cost saving resulting from the restructuring has been offset by additional costs incurred in developing a new sales catalog and the costs associated with inducing the new product line to new and existing dealers. The Company has been successful in new establishing new dealers and distributors in areas where the Company has not had a strong presence. It is anticipated that as cattle prices improve and the new dealers and distributors reduce their present inventories, that they will start ordering W-W livestock handling equipment. The results of the marketing efforts during the last several months will not be known until the Company receives its fall booking during June and July of 1996. On April 29, 1996, the Company hired a new national sales manager. The new sales manager has extensive experience in the livestock handling business, serving as sales manager for other livestock handling equipment manufacturers. General and administrative expenses declined $72,824 during the nine months in 1996 as compared to 1995. This decrease primarily relates to the drop in legal expenses and reduction in administrative staff during the quarter ended March 31, 1996, as compared to the corresponding 1995 quarter and reversal of $55,000 of bad debt reserve which is included in general and administrative expenses. By centralizing accounting and other administrative functions at the corporate headquarters enabled the Company to eliminate the former controller in Dodge City. There are depositions scheduled in the Agri-Sales/Bellar lawsuit in May and June 1996, therefore it is anticipated that legal expense will increase during that quarter. Interest expense increased $21,753 during the nine months ended March 31, 1996, as compared to the corresponding quarter in the prior year. This increase can be attributed to increase in borrowing on the lines of credit, equipment lines during the period and on funds borrowed to finance Titan's new facility, even though the Company applied approximately $287,000 of note receivable proceeds collected to reduce Eagle's and W W Capital's debt which was paid in December 1995, and February 1996. With the net reduction of debt in the amount of $180,571, along with reduction in interest rates should reduce the Company's interest expense during the fourth quarter. Inflation has not had a significant effect on operations in the recent years because of the relatively modest rate of price increases in the United States. (B) Liquidity and Capital Resources The Company used $237,597 cash in operating activities in 1996 as compared to using $29,953 in operations in 1995. The Company has reduced inventory levels by $127,269 since June 30, 1995, and used these funds to fund increase accounts receivable. Management anticipates that overall inventory levels to remain constant, while reductions in its current inventory will be offset by increases in inventory of the new feed equipment and gates. As referred to above, the Company received $323,412 on February 12, 1996, which paid the entire outstanding balance of its note receivable net of a prepaid discount of $11,000. The funds will be used to reduce the Company's debt by $225,000 and remaining funds will be used in operations. The Company renewed its banking arrangements with its primary lender on terms similar to which is presently in effect in December 1995, except Eagle's line of credit was reduced from $450,000 to $250,000. Currently, Eagle is in violation of certain loan covenants with both First American National Bank and Bank IV, Kansas due to prior net operating losses, even though the reduction in the outstanding balance of the line of credit cured certain other violations. Management has discussed these violations with the Banks and neither Bank indicated that they would accelerate payment of the respective loans. During the nine months ended March 31, 1996, the Company made capital additions of $130,935 down from $685,625 in 1995. W-W Manufacturing is currently in discussions with the City of Dodge City, Kansas regarding the issuance of $1,400,000 of Industrial Revenue Bonds. Said proceeds would be used to acquire the Dodge City Manufacturing facility and provide funds for additions, improvements and remodeling. These facility improvements will allow the Company to consolidate operations, and improve production efficiencies and the paint quality with a new paint system. Under the terms of the indenture, W-W Manufacturing would lease the facility from the City of Dodge City for monthly pro-rata amounts sufficient to pay all principal and interest due on said bonds. W-W Manufacturing has an option to purchase property at any time for an amount equal to full amount required to pay-in-full or redeem all outstanding bonds plus $10.00. W-W Manufacturing has applied for $175,000 in City Revolving Loan funds from Dodge City. The loan requirements include retention and creation of new jobs. The Company believes with the production of the new gate and panel line, feeding equipment and moving the hydraulic operations to Dodge City that this requirement can be met. The ten year loan bears interest at 2.5% below the prime rate, and will be used for working capital to launch the new panel and gate line, purchase equipment necessary to manufacture the feeding equipment in Dodge City, and provide funds to implement a new washing system for the paint line. The Company has listed its property located in Johnson County, Texas for $400,000. The Company has received an offer of $360,000 to sell the property, of which no decision has been made at this time. The net losses incurred and the costs associated with the new cattle handling equipment and feed lines had placed demand on cash, but management believes the unused $170,000 available on the lines of credit, the possible funds available from the sale of the Company's Texas property, and it's ability to obtain additional long-term financing, the Company will have adequate resources to meet its obligations. PART II OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS Not Applicable ITEM 2. CHANGES IN SECURITIES Not Applicable ITEM 3. DEFAULTS UPON SENIOR SECURITIES Not Applicable ITEM 4. SUBMISSION OF MATTER TO A VOTE OF SECURITY HOLDERS Not Applicable ITEM 5. OTHER INFORMATION Not Applicable ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K Exhibit 27 Financial Data Schedule Pursuant to the requirements of the Securities and ExchangeAct of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. W W CAPITAL CORPORATION (Registrant) Dated: May 16, 1996 By:________________________________ Robert W. Claar, Chief Financial Officer Dated: May 16, 1996 By:________________________________ Steve D. Zamzow, President & CEO Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. W W CAPITAL CORPORATION (Registrant) Dated: May 16, 1996 By: /s/ Robert W. Claar Robert W. Claar, Chief Financial Officer Dated: May 16, 1996 By: /s/ Steve D. Zamzow Steve D. Zamzow, President & CEO