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 September 30, 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: 1,406,654 shares of Common Stock as
of October 31, 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 Operations
Three months ended Three months ended
September 30, September 30
2001 2000
---- ----
Total revenues ............................ $ 122,790 $ 140,558
Costs and expenses
Employee compensation and benefits 55,922 61,663
Other costs and expenses ......... 46,106 39,720
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Total costs and expenses ......... 102,028 101,383
---------- ----------
Income before income taxes ................ 20,762 39,175
Taxes on income ........................... 0 0
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Net income (loss) ......................... $ 20,762 $ 39,175
========== ==========
Net income (loss) per share
Basic ............................ $ 0.01 $ 0.02
========== ==========
Fully diluted .................... $ 0.01 $ 0.01
========== ==========
Shares used to compute per share amounts
Basic ............................ 1,537,667 1,600,620
========== ==========
Fully diluted .................... 2,711,986 2,774,939
========== ==========
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PROGRESSIVE ASSET MANAGEMENT, INC.
Condensed Consolidated Statement of Cash Flows
Three months ended Three months ended
September 30, September 30,
2001 2000
---- ----
Cash flows from operating activities
Net income (loss) ........................ $ 20,762 $ 39,175
Adjustments to reconcile net income (loss)
to net cash provided (used) by operating
activities ............................... 31,213 (8,133)
--------- ---------
Net cash provided (used) by operating
activities ............................... 51,975 31,042
Net cash provided (used) by investing
activities ........................................ (2,493) 0
Net cash provided (used) by financing
activities ........................................ (69,612) 0
--------- ---------
Net change in cash and cash equivalents ........... (20,130) 31,042
Cash and cash equivalents,
Beginning of period ............................... 479,383 506,125
--------- ---------
End of period ..................................... $ 459,253 $ 537,167
========= =========
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PROGRESSIVE ASSET MANAGEMENT, INC.
Condensed Consolidated Statement of Financial Condition
September 30, September 30,
2001 2000
---- ----
Assets
Current assets
Cash and cash equivalents .............. $ 459,253 $ 537,167
Commissions and other receivables ...... 31,748 67,570
Other current assets ................... 124,156 25,538
----------- -----------
Total current assets ................... 615,157 630,275
Property and equipment, net ..................... 12,152 14,729
Other assets .................................... 43,479 22,128
----------- -----------
Total assets .................................... $ 670,788 $ 667,132
=========== ===========
Liabilities and Stockholders' Equity
Current liabilities
Accounts payable and accrued liabilities $ 33,104 $ 44,744
----------- -----------
Total current liabilities .............. 33,104 44,744
Other liabilities ............................... 33,849 78,084
Preferred stock, Series A ....................... 55,069 59,160
Stockholders' equity
Preferred stock, Series B .............. 25,000 25,000
Common stock, no par value ............. 1,392,800 1,468,657
Retained earnings (accumulated deficit) (869,034) (1,008,503)
----------- -----------
Total stockholders' equity ............. 548,766 485,154
----------- -----------
Total liabilities and stockholders' equity ...... $ 670,788 $ 667,132
=========== ===========
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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 November 14, 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, the war on terrorism, 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.
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 and Restrictions on Transfer Agreement
Between and among Progressive Asset Management,
Paradox Holdings Inc., and Financial West Group(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 November 14, 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.
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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: November 14, 2001 /s/
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Eric Leenson, President and
Chief Executive Officer
Date: November 14, 2001 /s/
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Catherine Cartier, Secretary
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