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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended March 31, 2001
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from _______ to __________
Commission file number _________________________
PROGRESSIVE ASSET MANAGEMENT, INC.
(Exact name of small business issuer as specified in its charter)
CALIFORNIA 90-804853
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
1010 Oak Grove Road, Concord, CA 94518
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(Address of principal executive offices)
800-786-2998
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(Issuer's telephone number)
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(Former name, former address and former fiscal year, if changed since
last report)
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports required to be
filed by Section l2, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court.
Yes [ ] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 1,520,604shares of Common Stock as of
March 1, 2001.
Transitional Small Business Disclosure Format (Check one): Yes [X] No [ ]
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PART I-FINANCIAL INFORMATION
Item 1. Financial Statements.
PROGRESSIVE ASSET MANAGEMENT, INC.
Condensed Consolidated Statement of Financial Condition
March 30, March 30,
2001 2000
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Assets
Current assets
Cash and cash equivalents $ 505,862 $468,065
Commissions and other receivables 69,904 57,617
Other current assets 46,558 23,140
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Total current assets 622,324 548,822
Property and equipment, net 12,869 13,106
Other assets 40,273 34,380
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Total assets $ 675,466 $596,308
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Liabilities and Stockholders' Equity
Current liabilities
Accounts payable and accrued liabilities $14,531 $51,698
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Total current liabilities 14,531 51,698
Other liabilities 78,074 119,000
Preferred stock, Series A 8,184 58,366
Stockholders' equity
Preferred stock, Series B 25,000 25,000
Common stock, no par value 1,443,126 1,479,250
Retained earnings (accumulated deficit) (893,449) (1,137,006)
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Total stockholders' equity 574,677 367,244
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Total liabilities and stockholders' equity $ 675,466 $596,308
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PROGRESSIVE ASSET MANAGEMENT, INC.
Condensed Consolidated Statement of Operations
Three months ended Three months ended
March 30, March 30,
2001 2000
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Total revenues $ 128,938 $ 162,139
Costs and expenses
Employee compensation and benefits 43,555 101,854
Other costs and expenses 44,402 13,928
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Total costs and expenses 87,957 115,782
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Income before income taxes 40,981 46,357
Taxes on income 0 0
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Net income (loss) $ 40,981 $ 46,357
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Net income (loss) per share
Basic $ 0.03 $ 0.03
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Fully diluted $ 0.02 $ 0.02
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Shares used to compute per share amounts
Basic 1,537,667 1,583,557
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Fully diluted 2,711,986 2,757,876
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PROGRESSIVE ASSET MANAGEMENT, INC.
Condensed Consolidated Statement of Cash Flows
Three months ended Three months ended
March 30, March 30,
2001 2000
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Cash flows from operating activities
Net income (loss) $40,981 $46,357
Adjustments to reconcile net income (loss) to
net cash provided (used) by operating
activities
(26,378) 2,915
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Net cash provided (used) by operating 14,603 49,272
activities
Net cash provided (used) by investing activities 0 0
Net cash provided (used) by financing activities (37,424) 0
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Net change in cash and cash equivalents (22,821) 49,272
Cash and cash equivalents,
Beginning of period 528,683 418,793
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End of period $505,862 $468,065
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Item 2. Management's Discussion and Analysis or Plan of Operation.
Results of Second Quarter. The results of PAM's Second Quarter is described in
the "REPORT TO SHAREHOLDERS" dated May 4, 2001. A copy is included as Exhibit 19
to this Form 10-QSB and is incorporated by reference as part of this Item 2.
Forward-Looking Statements. Any statements contained in this Quarterly Report
that relate to future plans, events, or performance are forward-looking
statements that involve risks and uncertainties. These include: but are not
limited to, changes in general economic conditions, particularly the recent
down-turn in the economy, intense competition for customers, pressures on
brokerage, other fees charged, most notably the competition among firms offering
brokerage services on-line, the mood of the investing public and the changes in
political attitude toward socially responsible investments. PAM cautions that
the foregoing list of important factors is not exclusive. Developments in any of
these areas could cause PAM's results to differ materially from results that
have been or may be projected by or on behalf of PAM. Readers are cautioned not
to place undue reliance on these forward-looking statements, which speak only as
of the date of this statement. PAM does not undertake to update any
forward-looking statements that may be made from time to time by or on behalf of
PAM.
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PART II-OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits required by Item 601 of Regulation S-B.
Exhibit 2 (a) Restated Articles of Incorporation(1)
(b) Bylaws(1)
Exhibit 6 (a) Stock Option Plan(1)
(b) Standstill Agreement between PAM and Paradox Holdings(1)
(c) Agreement between PAM and Sustainable Systems, Inc.(2)
Exhibit 12 (a) Purchase Agreement Among Paradox Holdings, PAM and FWG(1)
Exhibit 19 Report to Shareholders, dated May 4, 2001
Footnotes: (1) Incorporated by reference to the Company's Registration Statement
on Form 10-SB, Amendment 2, filed August 9, 2000. (2) Incorporated by reference
to the Company's Form 10-KSB, filed on September 28, 2000.
(b) Reports on Form 8-K. No Forms 8-K were filed during the quarter for which
this report is filed, listing the items reported, any financial statements filed
and the dates of such reports.
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned thereunto duly
authorized.
PROGRESSIVE ASSET MANAGEMENT, INC.
Date: May 4, 2001 By: /s/ Eric Leenson
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Eric Leenson, President and
Chief Executive Officer
Date: May 4, 2001 By: /s/ Catherine Cartier
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Catherine Cartier, Secretary
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