SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 8-K/A
Amendment No. 1
Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 10, 2001
Netsmart Technologies, Inc.
(Exact name of Registrant as Specified in its Charter)
Delaware 0-21177 13-3680154
(State or other jurisdiction (Commission (IRS Employer
of incorporation File No.) identification No.)
146 Nassau Avenue, Islip, New York 11751
(Address of Principal Executive Office)
Registrant's telephone number, including area code: (516) 968-2000.
Item 2. Acquisition or Disposition of Assets.
On May 10, 2001, as previously reported, Netsmart Technologies, Inc.
("Netsmart") acquired the intellectual property, customer contracts and
certain other assets of Advanced Institutional Management Systems ("AIMS"),
pursuant to an asset purchase agreement dated April 27, 2001, among us, Creative
Socio-Medics Corp., our wholly-owned subsidiary, AIMS and Morris Moliver, the
chief executive officer and principal stockholder of AIMS. This amendment is
being filed to provide AIMS' financial statements and pro forma financial
information.
Item 7. Financial Statements, Pro Forma Financial Statements and Exhibits.
(a) Financial Statements of AIMS.
Balance sheet at September 30, 2000 and 1999 and March 31, 2001
(unaudited). Statements of operations for the fiscal years ended
September 30, 2000 and 1999 and the six months ended March 31, 2001 and
2000 (unaudited) Statements of cash flows for the fiscal years ended
September 30, 2000 and 1999 and the six months ended March 31, 2001 Notes
to financial statements
(b) Pro Forma Financial Information.
Unaudited pro forma condensed balance sheet at March 31, 2001
Unaudited pro forma condensed consolidated statements of income for the
three months ended March 31, 2001 Unaudited pro forma condensed
consolidated statements of income for the year ended December 31, 2000
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION
The following unaudited pro forma condensed consolidated financial
statements give effect to the acquisition of the intellectual property,
customer contracts, and certain other assets of AIMS by Netsmart, which
occurred on May 10, 2001. The acquisition was accounted for under the
purchase method of accounting in accordance with APB Opinion No.16.
The unaudited pro forma condensed consolidated balance sheet has been
prepared to reflect the acquisition as if it occurred on March 31, 2001.
The unaudited pro forma condensed consolidated statements of operations
reflect the results of operations of Netsmart and AIMS for the three
months ended March 31, 2001 and, for the year ended December 31, 2000,
the results of operations of Netsmart for the year ended December 31,
2000 and the results of operations of AIMS for the year ended September
30, 2000 as if the acquisition occurred on January 1, 2001 and January 1,
2000, respectively.
The unaudited pro forma condensed consolidated financial statements are
presented for illustrative purposes only and are not necessarily
indicative of the consolidated financial position or results of
operations in future periods or the results that actually would have been
realized if the acquisition occurred during the specified periods. In the
opinion of management, all adjustments necessary to present fairly such
pro forma financial information have been made to the financial
statements, and are reflected in the accompanying notes. The
unaudited pro forma condensed consolidated financial statements,
including the notes thereto, are qualified in their entirety by reference
to, and should be read in conjunction with, historical consolidated
financial statements and the related notes thereto of Netsmart included
in its Form 10-K for the year ended December 31, 2000 and its Form 10-Q
for the three months ended March 31, 2001, which are on file with the
SEC, and the audited financial statements of AIMS included in this
filing.
NETSMART TECHNOLOGIES INC. AND SUBSIDIARIES
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET
MARCH 31, 2001
(In thousands)
Historical Historical Pro Forma Adjusted
Netsmart AIMS Adjustments Pro forma
---------- ---------- ----------- ---------
ASSETS
Current Assets
Cash and cash equivalents $ 1,687 $ - (A1) $ (585) $ 1,102
Accounts Receivable, net 4,563 151 (A2) (151) 4,563
Unbilled accounts receivable 4,404 1 (A2) (1) 4,404
Prepaid expenses and other
current assets 672 67 (A2) (67) 672
------ ------- ------ --------
Total current assets 11,326 219 (804) 10,741
Fixed assets, net 535 56 (A2) (56) 535
Software development costs, net 742 75 (A2), (A3) 92 909
Customer lists, net 1,982 - (A2), (A4) 989 2,971
Other assets 84 12 (A2) (12) 84
------ ------- ------ --------
Total assets $ 14,669 $ 362 $ 209 $ 15,240
====== ======= ====== ========
LIABILITIES AND STOCKHOLDERS EQUITY (DEFICIT)
Current liabilities:
Bank overdraft $ - $ 32 (A2) $ (32) $ -
Current portion of long term debt 37 141 (A2) (141) 37
Accounts payable 927 351 (A2) (351) 927
Accrued expenses 982 331 (A2) (331) 982
Loans and exchanges - 1,965 (A2) (1,965) -
Deferred revenue 3,316 264 (A2, (A5) (69) 3,511
------ ------- ------ --------
Total current liabilities 5,262 3,084 (2,889) 5,457
Long term debt 31 1,065 (A2) (1,065) 31
Due to related parties - 650 (A2) (650) -
------ ------- ------ --------
Total Liabilities 5,293 4,799 (4,604) 5,488
------ ------- ------ --------
Stockholders' equity (deficit)
Common stock 35 26 (A2), (A6) (24) 37
Treasury stock, at cost (300) (300)
Paid in capital 20,463 1,950 (A2), (A7) (1,576) 20,837
Accumulated deficit (10,822) (6,413) (A2) 6,413 (10,822)
------ ------- ----- ------
Total stockholders' equity
(deficit) 9,376 (4,437) 4,813 9,752
------ ------- ----- ------
Total liabilities and
Stockholders equity $ 14,669 $ 362 $ 209 $ 15,240
====== ======= ===== =======
See accompanying notes to unaudited pro forma
Condensed consolidated financial statements
NETSMART TECHNOLOGIES INC. AND SUBSIDIARIES
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED STATEMENTS OF INCOME
FOR THE YEAR ENDED DECEMBER 31, 2000 (In
thousands except per share details)
Historical Historical Pro Forma Adjusted
Netsmart AIMS Adjustments Pro Forma
---------- ---------- ----------- ---------
Revenue $ 20,171 $ 1,874 $ 22,045
Cost of sales 11,955 1,617 (B1) $ (475) 13,097
--------- ------- -------- --------
Gross profit 8,216 257 475 8,948
Operating expenses:
Selling, general and administrative 4,533 1,388 (B2) (882) 5,039
Cost of warrants 181 - - 181
Research and development 1,361 - - 1,361
--------- ------- -------- --------
Total operating expenses 6,075 1,388 (882) 6,581
Income (loss) from operations 2,141 (1,131) 1,357 2,367
Other (income) expenses
Interest (income) expense 161 210 (B3) (210) 161
--------- ------- -------- --------
Income (loss) from continuing
Operations before taxes 1,980 (1,341) 1,567 2,206
Provision for income taxes (337) 24 (B4) (24) (337)
--------- ------ -------- --------
Net income from continuing operations 2,317 (1,365) 1,591 2,543
Income from discontinued operations 70 - - 70
--------- ------ -------- --------
Net income $ 2,387 $(1,365) $ 1,591 $ 2,613
========= ====== ======== ========
Earnings per share of common stock:
Basic
Income from continuing operations $ .69 $ .72
Income from discontinued operations .02 .02
------ -----
Net income $ .71 $ .74
====== =====
Weighted average number of common
shares outstanding 3,367,005 (B5) 180,000 3,547,005
========= ======= =========
Diluted
Income from continuing operations $ .61 $ .64
Income from discontinued operations .02 .02
------ -----
Net income $ .63 $ .66
====== =====
Weighted average number of common
shares outstanding 3,770,992 (B5) 180,000 3,950,992
========= ======= =========
See accompanying notes to unaudited pro forma
Condensed consolidated financial statements
NETSMART TECHNOLOGIES INC. AND SUBSIDIARIES
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED STATEMENTS OF INCOME
FOR THE THREE MONTHS ENDED MARCH 31, 2001 (In
thousands except per share details)
Historical Historical Pro Forma Adjusted
Netsmart AIMS Adjustments Pro forma
---------- ---------- ----------- ---------
Revenue $ 4,575 $ 342 - $ 4,917
Cost of sales 3,093 317 (B1) (106) 3,304
--------- ----- -------- --------
Gross profit 1,482 25 106 1,613
Operating expenses:
Selling, general and administrative 1,104 211 (B2) (89) 1,226
Research and development 285 - - 285
--------- ----- -------- --------
Total operating expenses 1,389 211 (89) 1,511
Income (loss) from operations 93 (186) 195 102
Other (income) expenses
Interest (income) expense 23 18 (B3) (18) 23
--------- ----- -------- --------
Income (loss) from continuing
Operations before taxes 70 204 213 79
Provision for income taxes 5 - 1 6
-------- ----- -------- --------
Net income $ 65 $ (204) $ 212 $ 73
======== ===== ======== ========
Earnings per share of common stock:
Basic
Net income $ .02 $ .02
====== ======
Weighted average number of common
shares outstanding 3,499,126 (B5) 180,000 3,679,126
========= ======= =========
Diluted
Net income $ .02 $ .02
====== ======
Weighted average number of common
shares outstanding 3,798,553 (B5) 180,000 3,978,553
========= ======= =========
See accompanying notes to unaudited pro forma
Condensed consolidated financial statements
NETSMART TECHNOLOGIES INC. AND SUBSIDIARIES
NOTES TO UNAUDITED PRO FORMA CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
1. BASIS OF PRESENTATION
Pursuant to the asset purchase agreement dated April 27, 2001,
Netsmart Technologies Inc. ("Netsmart") acquired the rights to the
Correctional and Public Health Systems and customer base of Advanced
Institutional Management, Inc. ("AIMS"). The purchase price consisted
of 180,000 shares of Netsmart common stock, of which 18,000 shares are
held in escrow, and $500,000 cash. The market value of the stock
issued at the date of the asset purchase agreement was $376,200. The
purchase has been accounted for under the purchase method of
accounting in accordance with APB Opinion No.16 by which the acquiring
company records at its cost the acquired assets less liabilities
assumed.
AIMS fiscal year end is September 30. For pro forma income statement
purposes, the AIMS year end of September 30, 2000 was consolidated
with the Netsmart fiscal year end December 31, 2000.
As of the date of the agreement, AIMS had collected revenue from
clients in advance of performance of work contracted for. Netsmart has
assumed the obligation to perform on these contracts and has chosen to
make a purchase price adjustment of $194,986 which is the value of the
liability assumed on these contracts. This amount is referred to as
"assumed contract obligations" below.
2. PRO FORMA ADJUSTMENTS
Netsmart only acquired intellectual property rights, including
customer lists, and certain contract rights, none of which has a value
on AIMS' balance sheet. Netsmart did not purchase any of the assets on
the AIMS balance sheet nor did it assume any of the AIMS balance sheet
liabilities, although it did assume certain contract obligations as
discussed in Note 1. As a result, all AIMS' assets and liabilities
have been eliminated and the only resulting effect on the consolidated
balance sheet of Netsmart is the allocation of the purchase price,
related acquisition costs, and the purchase price adjustment for
assumed contract obligations. These amounts were as follows:
Cash paid $ 500,000
Market value of stock issued 376,200
Legal fees and other costs 84,714
Assumed contract obligations 194,986
--------
Total acquisition cost $ 1,155,900
===========
The total cost of acquisition was allocated as follows:
Customer lists $ 988,900 (to be amortized over 7 years)
Software purchased 167,000 (to be amortized over 3 years)
--------
Total acquisition allocation $1,155,900
Pro forma adjustments were made to the statements of income for the
three months ended March 31, 2001 and the year ended December 31, 2000
to reflect synergies that resulted from the acquisition. There were
numerous redundancies, particularly in costs related to personnel and
office expenses. Adjustments have been made to selling, general and
administrative expenses to reflect the amortization of the acquisition
costs, which were $ 49,235 for the three months ended March 31, 2001
and $ 196,938 for the year ended December 31, 2000.
The following are the notes explaining pro forma adjustments to the
unaudited condensed consolidated balance sheet as of March 31, 2001:
(A1) The adjustment to cash represents the cash paid related to the
purchase price of AIMS ($500k)and the legal fees and other costs
paid ($85k) related to the acquisition.
(A2) Netsmart did not purchase any of the assets on the AIMS balance
sheet nor did it assume any of the AIMS balance sheet
liabilities. The entire balance sheet of AIMS has been eliminated
to reflect this.
(A3) The amount of the acquisition cost allocated to software was $167k.
(A4) The amount of the acquisition cost allocated to customer lists was
$989k.
(A5) As of the date of the agreement, Netsmart has chosen to make a
purchase price adjustment of $195k which is the value of the
liability for performance of work assumed on contracts that were
paid to AIMS prior to the acquisition.
(A6) The par value of common stock issued is approximately $2k
(180,000 shares at $0.01 per share).
(A7) The additional paid in capital related to the issuance of stock
is approximately $374k.
The following are the notes explaining pro forma adjustments to the
unaudited condensed consolidated income statement for the year ended
December 31, 2000 and the three months ended March 31, 2001.:
(B1) The adjustment decreasing cost of sales is a direct result of
technical staff reductions due to redundancies.
(B2) The adjustment decreasing selling, general and administrative
expenses by is a result of elimination of redundancies, mainly in
the marketing area.
(B3) The adjustment eliminating AIMS interest expense is a result of
the ability of Netsmart to carry the AIMS acquisition and not
incur any debt related to the acquisition. Netsmart did not
assume any of the debt of AIMS.
(B4) The elimination of the AIMS tax provision is due to the existing
Netsmart net operating loss carry forward that will offset, on a
consolidated basis, any tax provision formerly required by AIMS.
(B5) The pro forma adjustment to the number of common shares
outstanding is a direct result of the 180,000 shares issued as
part of the price of the acquisition of AIMS.
3. PRO FORMA EARNINGS PER SHARE
The pro forma condensed consolidated net income per common share of
stock, basic and diluted, is based upon the pro forma consolidated net
income and divided by the weighted average number of common shares of
Netsmart adjusted for the 180,000 shares issued as part of the
purchase price of AIMS.
SIGNATURE
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 hereunto duly authorized.
Netsmart Technologies, Inc.
/s/James L. Conway President, Chief Executive July 23, 2001
- ------------------ Officer and Director (Principal
James L. Conway Executive Officer)
/s/Anthony F. Grisanti Chief Financial Officer July 23, 2001
- ---------------------- (Principal Financial and
Anthony F. Grisanti Accounting Officer)
ADVANCED INSTITUTIONAL MANAGEMENT SOFTWARE, INC.
INDEPENDENT AUDITORS' REPORT
Advanced Institutional Management Software, Inc.
c/o Alan Ederer, Esquire600 Old Country Road - Suite 500
Garden City, NY 11530
Independent Auditors' Report
To the Shareholders of
Advanced Institutional Management Software, Inc.:
We have audited the accompanying balance sheets of Advanced Institutional
Management Software, Inc. as of September 30, 2000 and September 30, 1999, and
the related statements of income, retained earnings and cash flows for the years
then ended. These financial statements are the responsibility of the company's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.
We conducted our audits in accordance with generally accepted auditing standards
and accordingly included such tests of the accounting records and other such
auditing procedures as we considered necessary in the circumstances.
In our opinion, the financial statements referred to above present fairly the
financial position of Advanced Institutional Management Software, Inc. at
September 30, 2000 and September 30, 1999 and the results of operations and cash
flows for the years then ended in conformity with generally accepted accounting
principles.
Sincerely,
Ronnie Millman Zolin
Certified Public Accountant
ADVANCED INSTITUTIONAL MANAGEMENT SOFTWARE INC.
BALANCE SHEET
AS AT MARCH 31, 2001 (UNAUDITED) AND SEPTEMBER 30, 2000 AND 1999 (AUDITED)
ASSETS March 31 September 30,
2001 -------------
-------- 2000 1999
---- ----
CURRENT ASSETS
Cash and Equivalent $ - $ - $ 159,564
Accounts Receivable 170,275 377,666 448,896
Allowance for Doubtful Accounts (19,016) (36,446) (41,804)
Prepaid Expenses 67,339 4,210 23,343
Loans and Exchanges - - 5,529
---------- ---------- ----------
TOTAL CURRENT ASSETS 218,598 345,430 595,528
---------- ---------- ----------
PROPERTY & EQUIPMENT
Property & Equipment 2,975,849 2,975,849 2,975,849
Less: Accumulated Depreciation 2,844,356 2,848,964 2,820,169
---------- ---------- ----------
TOTAL PROPERTY & EQUIPMENT 131,493 126,885 155,680
OTHER ASSETS
Security Deposits 12,523 12,523 12,523
---------- ---------- ----------
TOTAL ASSETS $ 362,614 $ 484,838 $ 763,731
========== ========== ==========
LIABILITIES
CURRENT LIABILITIES
Cash Overdraft $ 32,495 $ 23,795 $ -
Accounts Payable 350.664 315,586 270,505
Accrued Expenses & Taxes Payable 330,454 349,985 439,059
Loan Payable - Key Bank 1,206,239 1,206,239 1,206,239
Deferred Income 264,194 270,494 267,823
---------- ---------- ----------
TOTAL CURRENT LIABILITIES 2,184,046 2,166,099 2,183,626
LONG-TERM LIABILITIES
Due Shareholder 649,337 649,337 649,632
Loans Payable - Related Parties 1,965,420 1,573,068 468,898
---------- ---------- ----------
TOTAL LONG-TERM LIABILITIES 2,614,757 2,222,405 1,118,530
---------- ---------- ----------
TOTAL LIABILITIES 4,798,803 4,388,504 3,302,156
---------- ---------- ----------
SHAREHOLDERS EQUITY
Common Stock 25,939 25,939 25,939
Additional Paid in Capital 1,950,477 1,950,477 1,950,477
Retained Earnings
Opening Balance Beginning of Period (5,880,082) (4,514,841) (4,527,708)
Net Loss for Period (532,523) (1,365,241 12,867
---------- ---------- ----------
Closing Balance End of Period (6,412,605) (5,880,082) (4,514,841)
---------- ---------- ----------
TOTAL SHAREHOLDERS' EQUITY (Deficit) (4,436,189) (3,903,666) (2,538,425)
---------- ---------- ----------
TOTAL LIABILITIES & SHAREHOLDERS' EQUITY $ 362,614 $ 484,838 $ 763,731
========== ========== ==========
ADVANCED INSTITUTIONAL MANAGEMENT SOFTWARE INC.
COMPARATIVE INCOME STATEMENTS
FOR THE SIX MONTHS ENDED MARCH 31, 2001 AND 2000 (UNAUDITED)
AND THE FISCAL YEARS ENDED SEPTEMBER 30, 2000 & SEPTEMBER 30, 1999 (AUDITED)
SIX MONTHS ENDED YEAR ENDED
MARCH 31, SEPTEMBER 30,
---------------- -------------
2001 2000 2000 1999
---- ---- ---- ----
SALES $ 689,248 $ 905,740 $ 1,874,485 $ 3,046,857
COST OF SALES
Direct Costs 67,818 93,203 234,928 358,705
Direct Labor & Benefits 624,825 669,194 1,382,313 1,231,983
--------- --------- ---------- ----------
TOTAL COST OF SALES 692,643 762,397 1,617,241 1,590,688
--------- --------- ---------- ----------
GROSS PROFIT (3,393) 143,343 257,244 1,456,169
GENERAL & ADMINISTRATIVE EXPENSES
Salaries - Administrative 159,264 187,266 360,470 327,937
- Selling 163,228 165,208 348,260 281,985
Payroll Taxes & Benefits 50,109 55,512 99,871 152,322
Bad Debt Expense - 74,432 48,625 84,882
Depreciation & Amortization - 62,237 28,795 42,550
Selling Expenses 11,448 36,764 83,281 140,548
General Expenses 124,374 231,842 419,109 365,325
--------- --------- ---------- ----------
TOTAL GENERAL & ADMINISTRATIVE
EXPENSES 508,423 813,261 1,388,411 1,395,549
--------- --------- ---------- ----------
NET OPERATING PROFIT(LOSS) (511,816) (669,918) (1,131,167) 60,620
Other Income 63 100
Other Expenses - Interest (20,327) (32,166) (210,285) (38,927)
- Taxes ( 380) (1,091) (23,852) (8,926)
--------- --------- ---------- ----------
NET PROFIT/LOSS FOR THE FISCAL YEARS
ENDED SEPTEMBER 30, 2000 & 1999 $ (532,523) $ (703,175) $(1,365,241) $ 12,867
========= ========= ========== ==========
ADVANCED INSTITUTIONAL MANAGEMENT SOFTWARE INC.
STATEMENT OF CASH FLOWS
FOR THE SIX MONTHS ENDED MARCH 31, 2001 (UNAUDITED) AND
THE FISCAL YEAR ENDED SEPTEMBER 30, 2000 AND 1999 (AUDITED)
SIX MONTHS ENDED YEAR ENDED
MARCH 31 SEPTEMBER 30,
---------------- -------------
CASH FLOWS FROM OPERATING ACTIVITIES 2001 2000 2000 1999
---- ---- ---- ----
Net (Loss) Profit $(532,523) $(703,175) $(1,365,241) $ 12,867
------- ------- --------- --------
Adjustments to Reconcile Net Income to
Net Cash Used in Operating Activities:
Depreciation & Amortization - 62,237 28,795 42,550
Net Decrease in Receivables & Prepaid Expenses 126,832 163,981 90,534 363,416
Net (Decrease) Increase in Payables & Accrued Expenses 15,547 1,491 (43,993) (106,588)
Increase (Decrease) in Deferred Income (6,300) (29,983) 2,671 (154,112)
------- ------- --------- --------
Total Adjustments 136,079 197,726 78,007 145,266
------- ------- --------- --------
NET CASH (USED IN) PROVIDED
BY OPERATING ACTIVITIES (396,444) (505,449) (1,287,234) 158,133
------- ------- --------- --------
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of Equipment (4,608) (38,050) - (3,884)
Purchase of Software - - - (90,000)
------- ------- --------- --------
NET CASH USED BY INVESTING ACTIVITIES (4,608) (38,050) - (93,884)
------- ------- --------- --------
CASH FLOWS FROM FINANCING ACTIVITIES
Repayment of Debt - Key Bank - - - (11,701)
Increase in Loans Payable 392,352 393,184 1,103,875 65,838
------- ------- --------- --------
NET CASH PROVIDED BY FINANCING ACTIVITIES 392,352 393,184 1,103,875 54,137
------- ------- --------- --------
NET (DECREASE) INCREASE IN CASH (8,700) (150,315) (183,359) 118,386
CASH AT BEGINNING OF PERIOD (23,795) 159,564 159,564 41,178
------- ------- --------- --------
CASH AT END OF PERIOD $ (32,495) $ 9,249 $ (23,795) $ 159,564
======== ======= ========= ========
Advanced Institutional Management Software, Inc.
Notes to Financial Statements
Note 1 - Summary of Significant Accounting Policies
- ---------------------------------------------------
Business Description:
The company is engaged in the business of software development and
training.
Property and Equipment:
Property and equipment are stated at cost. Depreciation is computed on
the straight-line method of the estimated useful lives of the assets.
Capitalized software costs are amortized over sixty months.
Note 2 - Cash
- -------------
Cash consists of the following:
HSBC Operating Account ($24,233)
HSBC Payroll Account (3,045)
HSBC Money Market 685
HSBC Special 1,366
Citibank 932
Petty Cash 500
-------
TOTAL ($23,795)
======
Note 3 - Property & Equipment
- -----------------------------
Property & Equipment consists of the following:
Machinery & Equipment $1,141,611
Furniture & Fixtures 223,636
Leasehold Improvements 76,532
Capitalized Software 1,534,070
---------
TOTAL $2,975,849
---------
Note 4 - Debt
- -------------
The company has a loan on the books due Key Bank in the amount of
$1,206,239 which is in default.
Note 5 - Loans Payable, Related Parties
- ---------------------------------------
The loans payable to family members have no specific due date. Interest
has been accrued at 8% per year, but has not been paid. The balances as
of September 30, 2000 and September 30, 1999 respectively are $1,573,068
and $468,898.
Note 6 - Retirement Plans
- -------------------------
The company maintains a 401K retirement plan. The plan is funded solely
by employee contributions.
Note 7 - Subsequent Events
- --------------------------
On April 27, 2001 an asset purchase agreement was signed transferring
Advanced Institutional Management Software, Inc's intellectual property
rights to Creative Socio-Medics Corp. The parties to this agreement
were Netsmart Technologies, Inc, Creative Socio-Medics, Advanced
Institutional Management Software Inc. and Morris Moliver. In addition,
Netsmart Technologies, Inc. agreed to pay Key Bank $300,000 in exchange
for releasing its security interest in all assets of Advanced
Institutional Management Software, Inc. and allowing the sale of assets
to proceed.