FORM 10-Q
|X| Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 For the Quarterly Period Ended September 30, 2002
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 Number 0-22153
AMERITRANS CAPITAL CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 52-2102424
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
747 Third Avenue
Fourth Floor
New York, New York 10017
(Address of Registrant's (Zip Code)
principal executive office)
Registrant's telephone number, including area code: (800) 214-1047
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 such filing
requirements for the past 90 days.
Yes |X| No |_|
The number of shares of Common Stock, par value $.0001 per share,
outstanding as of November 13, 2002: 2,035,600
AMERITRANS CAPITAL CORPORATION
FORM 10-Q
Table of Contents
PART I. FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements
Consolidated Balance Sheets as of September 30, 2002
(unaudited) and June 30, 2002 ................................. 1
Consolidated Statements of Operations -- For the Three Months
Ended September 30, 2002 and 2001 (unaudited) ................. 3
Consolidated Statements of Cash Flows -- For the Three
Months Ended September 30, 2002 and 2001 (unaudited) .......... 4
Notes to Consolidated Financial Statements ...................... 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations ............................. 10
Item 3. Quantitative and Qualitative Disclosure about Market Risk ........ 11
Item 4. Controls and Procedures .......................................... 12
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K ................................. 13
Signatures ....................................................... 14
-ii-
AMERITRANS CAPITAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
September 30, 2002 (Unaudited) and June 30, 2002
ASSETS
September 30, 2002 June 30, 2002
------------------ -------------
Loans receivable $ 56,219,129 $ 55,029,831
Less: unrealized depreciation on
loans receivable (238,500) (238,500)
------------ ------------
55,980,629 54,791,331
Cash and cash equivalents 701,789 774,062
Accrued interest receivable, net of
unrealized depreciation of $161,300
and $206,272 respectively 1,443,155 1,197,075
Assets acquired in satisfaction of loans 1,103,588 1,108,088
Receivables from debtors on sales of assets
acquired in satisfaction of loans 367,271 367,271
Equity securities 616,327 443,327
Furniture, fixtures and leasehold
improvements, net 111,104 107,757
Prepaid expenses and other assets 294,877 219,305
------------ ------------
TOTAL ASSETS $ 60,618,740 $ 59,008,216
============ ============
The accompanying notes are an integral part of these financial statements.
-1-
AMERITRANS CAPITAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
September 30, 2002 (Unaudited) and June 30, 2002
LIABILITIES AND STOCKHOLDERS' EQUITY
September 30, 2002 June 30, 2002
------------------ -------------
LIABILITIES
Debentures payable to SBA $ 7,220,000 $ 7,860,000
Notes payable, banks 35,590,000 33,720,000
Accrued expenses and other liabilities 697,582 434,339
Accrued interest payable 137,340 258,358
Dividends payable 432,127 68,438
------------ ------------
TOTAL LIABILITIES 44,077,049 42,341,135
------------ ------------
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY
Preferred stock 500,000 and 1,000,000
shares authorized respectively,
none outstanding -- --
9 3/8% Cumulative participating
preferred stock $.01 par value,
$12.00 face value, 500,000 shares
authorized; 300,000 shares issued
and outstanding 3,600,000 3,600,000
Common stock, $.0001 par value:
5,000,000 shares authorized;
2,045,600 shares issued and
2,035,600 shares outstanding 205 205
Additional paid-in-capital 13,869,545 13,869,545
Accumulated deficit (828,517) (703,127)
Accumulated other comprehensive loss (29,542) (29,542)
------------ ------------
TOTAL STOCKHOLDERS' EQUITY 16,611,691 16,737,081
------------ ------------
Treasury stock, at cost, 10,000
shares common stock (70,000) (70,000)
------------ ------------
NET STOCKHOLDERS' EQUITY 16,541,691 16,667,081
------------ ------------
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $ 60,618,740 $ 59,008,216
============ ============
The accompanying notes are an integral part of these financial statements.
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AMERITRANS CAPITAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
For the Three Months Ended September 30, 2002 and 2001
(UNAUDITED)
Three Months Ended Three Months Ended
September 30, 2002 September 30, 2001
------------------ ------------------
INVESTMENT INCOME
Interest on loans receivable $ 1,551,000 $1,479,631
Fees and other income 57,233 45,700
----------- ----------
TOTAL INVESTMENT INCOME 1,608,233 1,525,331
----------- ----------
OPERATING EXPENSES
Interest 540,686 740,934
Salaries and employee benefits 219,913 155,581
Legal fees 61,927 46,088
Miscellaneous administrative
expenses 371,291 200,589
Loss on assets acquired in
satisfaction of loans, net 9,724 37,445
Directors' fees 13,250 3,750
Write off and depreciation of
interest and loans receivable 73,228 18,322
----------- ----------
TOTAL OPERATING EXPENSES 1,290,019 1,202,709
----------- ----------
OPERATING INCOME 318,214 322,622
INCOME BEFORE INCOME TAXES 318,214 322,622
INCOME TAXES 11,483 1,070
----------- ----------
NET INCOME 306,731 321,552
=========== ==========
DIVIDENDS ON PREFERRED STOCK (84,375) --
=========== ==========
NET INCOME AVAILABLE TO COMMON
SHAREHOLDERS $ 222,356 $ 321,552
=========== ==========
WEIGHTED AVERAGE SHARES OUTSTANDING
Basic 2,035,600 1,745,600
=========== ==========
Diluted 2,035,600 1,745,600
=========== ==========
NET INCOME PER COMMON SHARE
Basic $ .1092 $ .1842
=========== ==========
Diluted $ .1092 $ .1842
=========== ==========
The accompanying notes are an integral part of these financial statements
-3-
AMERITRANS CAPITAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Three Months Ended September 30, 2002 and 2001
(UNAUDITED)
September 30, 2002 September 30, 2001
------------------ ------------------
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 306,731 $ 321,552
----------- ---------
Adjustments to reconcile net
income to net cash provided by
(used in) operating activities:
Depreciation and amortization 6,654 8,600
Changes in assets and liabilities
Accrued interest receivable (246,079) (172,321)
Prepaid expenses and other assets (75,572) (300,290)
Accrued expenses and other
liabilities 263,247 1,238
Accrued interest payable (121,018) (71,507)
----------- ---------
TOTAL ADJUSTMENTS (172,768) (534,280)
----------- ---------
NET CASH PROVIDED BY (USED IN)
OPERATING ACTIVITIES 133,963 (212,728)
----------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES
Net change in loans receivable,
assets acquired in
satisfaction of loans and
receivables from debtors
on sales of assets acquired
in satisfaction of loans (1,184,798) 970,283
Purchases of equity securities (173,000) (52,525)
Acquisition of furniture,
fixtures and leasehold
improvements (10,000) (8,378)
----------- ---------
NET CASH (USED IN) PROVIDED
BY INVESTING ACTIVITIES (1,367,798) 909,380
----------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds (repayments) from notes
payable, banks, net 1,870,000 (550,000)
Repayments of notes
payable, SBA, net (640,000) --
Dividends paid (68,438) --
----------- ---------
NET CASH PROVIDED BY (USED
IN) FINANCING ACTIVITIES 1,161,562 (550,000)
----------- ---------
The accompanying notes are an integral part of these financial statements.
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AMERITRANS CAPITAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED), Continued
For the Three Months Ended September 30, 2002 and 2001
September 30, 2002 September 30, 2001
------------------ ------------------
NET (DECREASE) INCREASE IN CASH AND
CASH EQUIVALENTS $ (72,273) $146,652
CASH AND CASH EQUIVALENTS - Beginning 774,062 575,229
--------- --------
CASH AND CASH EQUIVALENTS - Ending $ 701,789 $721,881
========= ========
Supplemental noncash financing activity:
During the three months ended September 30, 2002, the Company accrued a
preferred stock cash dividend of $84,375 and a common stock cash dividend of
$347,752, which is comprised of $0.06 per share for the quarter ended June 30,
2002 and an estimated dividend of $0.11 per share for the quarter ended
September 30, 2002.
The accompanying notes are an integral part of these financial statements.
-5-
AMERITRANS CAPITAL CORPORATION AND SUBSIDIARIES
Notes to Consolidated Financial Statements
NOTE 1 -- Organization and Summary of Significant Accounting Policies
Financial Statements
The consolidated balance sheet of Ameritrans Capital Corporation ("Ameritrans"
or the "Company") as of September 30, 2002, the related statements of
operations, and cash flows for the three months ended September 30, 2002 and
September 30, 2001 included in Item 1 have been prepared by the Company, without
audit, pursuant to the rules and regulations of the Commission. Certain
information and footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles have been
condensed or omitted pursuant to such rules and regulations. In the opinion of
management, the accompanying consolidated financial statements include all
adjustments (consisting of normal, recurring adjustments) necessary to summarize
fairly the Company's financial position and results of operations. The results
of operations for the three months ended September 30, 2002 are not necessarily
indicative of the results of operations for the full year or any other interim
period. These financial statements should be read in conjunction with the
audited financial statements and notes thereto included in the Company's Annual
Report on Form 10-K for the fiscal year ended June 30, 2002 as filed with the
Commission.
Organization and Principal Business Activity
Ameritrans, a Delaware corporation, acquired all of the outstanding shares
of Elk Associates Funding Corporation ("Elk") on December 16, 1999 in a share
for share exchange. Prior to the acquisition, Elk had been operating
independently and Ameritrans had no operations. The historical financial
statements prior to December 16, 1999 were those of Elk.
Elk, a New York corporation, is licensed by the Small Business Administration
("SBA") to operate as a small Business Investment Company ("SBIC") under the
Small Business Investment Act of 1958, as amended. Elk has also registered as an
investment company under the Investment Company Act of 1940 to make business
loans.
Ameritrans is a specialty finance company that through its subsidiary, Elk,
makes loans to taxi owners to finance the acquisition and operation of the
medallion taxi businesses and related assets, and to other small businesses in
the New York City, Chicago, Miami, and Boston markets. From inception through
April 2002, Ameritrans' only activities have been the operations of Elk. In May
2002, Ameritrans made its first loans to businesses using the proceeds raised
from the public offering which was completed in April 2002.
Basis of Consolidation
The consolidated financial statements include the accounts of Ameritrans, Elk
and EAF Holding Corporation ("EAF"), a wholly owned subsidiary of Elk,
collectively referred to as the "Company". All significant inter-company
transactions have been eliminated in consolidation.
-6-
Basis of Consolidation (cont.)
EAF was formed in June 1992 and began operations in December 1993. The purpose
of EAF is to own and operate certain real estate assets acquired in satisfaction
of loans by Elk.
Ameritrans organized another subsidiary on June 8, 1998, Elk Capital Corporation
("Elk Capital"), which may engage in similar lending and investment activities.
Since inception, Elk Capital has had no operations or activities.
Reclassifications
Certain amounts in the prior financial statements have been reclassified for
comparative purposes to conform with the presentation in the financial
statements for the three months ended September 30, 2002. These
reclassifications have no effect on previously reported net income.
Income Taxes
The Company has elected to be taxed as a Regulated Investment Company under the
Internal Revenue Code. A Regulated Investment Company will generally not be
taxed at the corporate level to the extent its income is distributed to its
stockholders. In order to be taxed as a Regulated Investment Company, the
Company must pay at least 90 percent of its net investment company taxable
income to its stockholders as well as meet other requirements under the Code. In
order to preserve this election for fiscal 2002, the Company intends to make the
required distributions to its stockholders in accordance with applicable tax
rules.
Net Income per Share
During the year ended June 30, 1998, the Company adopted the provision of
Statements of Financial Accounting Standards No. 128 "Earnings per Share" ("SFAS
No. 128"). SFAS No. 128 eliminates the presentation of primary and fully
dilutive earnings per share ("EPS") and requires presentation of basic and
diluted EPS. Basic EPS is computed by dividing income (loss) available to common
stockholders by the weighted-average number of common shares outstanding for the
period. Diluted EPS is based on the weighted-average number of shares of common
stock and common stock equivalents outstanding for the period. Common stock
equivalents have been excluded from the weighted-average shares for 2002 and
2001 as inclusion is anti-dilutive. At September 30, 2002 the Company had
122,224 options outstanding.
Loan Valuations
The Company's loans are recorded at fair value. Loans are valued at cost less
unrealized depreciation. Since no ready market exists for these loans, the fair
value is determined in good faith by the Board of Directors. In determining the
fair value, the Company and Board of Directors consider factors such as the
financial condition of the borrower, the adequacy of the collateral, individual
credit risks, historical loss experience and the relationships between current
and projected market rates and portfolio rates of interest and maturities. To
date, the fair value of the loans has been determined to approximate cost less
unrealized depreciation and no loans have been recorded above cost.
-7-
Use of Estimates in the Financial Statements
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities at the date of the
financial statements and the reported amounts of revenues and expenses during
the reporting period. Actual results could differ from those estimates.
Estimates that are particularly susceptible to change relate to the
determination of the fair value of financial instruments.
NOTE 2 -- Debentures Payable to SBA
At September 30, 2002 and June 30, 2002 debentures payable to the SBA consist of
subordinated debentures with interest payable semiannually, as follows:
Current 9/30/02 6/30/02
Effective Principal Principal
Issue Date Due Date Interest Rate Amount Amount
---------- -------- ------------- ------ ------
September 1993 September 2003 6.12(1) $1,500,000 $1,500,000
September 1993 September 2003 6.12 2,220,000 2,220,000
September 1994 September 2004 8.20(4) -- 2,690,000
June 1996 June 2006 7.71 1,020,000 1,020,000
March 1997 March 2007 7.38(2) 430,000 430,000
July 2002 September 2012 4.67(3) 2,050,000 --
---------- ----------
$7,220,000 $7,860,000
========== ==========
(1) Interest rate was 3.12% from inception through September 1998.
(2) Elk is also required to pay an additional annual user fee of 1% on this
debenture.
(3) Elk is also required to pay an additional annual user fee of 0.88% on this
debenture.
(4) The loan was prepaid in full during September 2002.
Under the terms of the subordinated debentures, Elk may not repurchase or retire
any of its capital stock or make any distributions to its stockholders other
than dividends out of retained earnings (as computed in accordance with SBA
regulations) without the prior written approval of the SBA.
SBA Commitment
During January 2002 Elk and the SBA entered into an agreement whereby the SBA
committed to reserve debentures in the amount of $12,000,000 to be issued by Elk
on or prior to September 30, 2006. A 2.5% leverage fee will be deducted pro rata
as the commitment proceeds are drawn down. A $120,000 non-refundable fee was
paid by Elk at the time of obtaining the $12,000,000 commitment.
-8-
SBA Commitment (cont.)
During July 2002, a new debenture payable to SBA was drawn from the reserve
pool of $12,000,000 in the amount of $2,050,000 with an interim interest rate of
2.351%. The fixed rate of 4.67% was determined on the pooling date of September
25, 2002. In addition to the fixed rate, there is an additional annual SBA user
fee of 0.88% per annum that will also be charged making the rate 5.55% before
applicable amortization of points and fees.
NOTE 3 -- Notes Payable to Banks
At September 30, 2002 and June 30, 2002 Elk had loan agreements with three (3)
banks for lines of credit aggregating $40,000,000. At September 30, 2002 and
June 30, 2002, Elk had $35,590,000 and $33,720,000 respectively, outstanding
under these lines. The loans, which mature through November 30, 2002, bear
interest based on Elk's choice of the lower of either the reserve adjusted LIBOR
rate plus 150 basis points or the banks' prime rates minus 1/2% plus certain
fees. Upon maturity, Elk anticipates extending the lines of credit for another
year, as has been the practice in previous years. Pursuant to the terms of the
agreements Elk is required to comply with certain terms, covenants and
conditions. Elk pledged its loans receivable and other assets as collateral for
the above lines of credit.
NOTE 4 -- Commitments and Contingencies
Interest Rate Swap
On January 10, 2000 Elk entered into a $5,000,000 interest rate Swap transaction
with a bank expiring on October 8, 2001. On June 11, 2001 Elk entered into an
additional interest rate Swap transaction with the same bank for $10,000,000
expiring on June 11, 2002. On June 11, 2001 Elk entered into another interest
rate Swap transaction for $15,000,000 with this bank expiring June 11, 2003.
These Swap transactions were entered into to protect Elk from an upward movement
in interest rates relating to outstanding bank debt (see Note 3 for terms and
effective interest rates). These Swap transactions call for a fixed rate of
4.95%, 4.35% and 4.95%, respectively, (plus 150 basis points) for Elk and if the
floating one month LIBOR rate is below the fixed rate then Elk is obligated to
pay the bank for the difference in rates. When the one-month LIBOR rate is above
the fixed rate then the bank is obligated to pay Elk for the differences in
rates. The effective fixed costs on the debt that was swapped, including the 150
basis points, is 6.45%, 5.85% and 6.45% respectively.
Loan Commitments
At September 30, 2002 and June 30, 2002 the Company had commitments to make
loans totaling approximately $2,049,446 and $1,515,297, respectively, at
interest rates ranging from 9% to 17.5%.
-9-
NOTE 5 -- Other Matters
Quarterly Dividend
The Company's Board of Directors declared a dividend of $0.28125 per share or
$84,375 on September 20, 2002 on the Company's 9 3/8% Participating Preferred
Stock (the "Participating Preferred Stock") for the period July 1, 2002 through
September 30, 2002, which was paid on October 7, 2002 to all holders of the
Participating Preferred Stock of record as of September 30, 2002.
On September 26, 2002 the Company's Board of Directors declared a dividend of
$0.06 per share of Common Stock for the period April 1, 2002 through June 30,
2002, and a dividend based on estimated earnings for the period July 1, 2002
through September 30, 2002 of $0.11 per share of Common Stock or an aggregate of
$0.17 per share. The dividend was paid on October 16, 2002 to stockholders of
record as of October 7, 2002.
Note 6 - Subsequent Event
During October 2002 Elk submitted an application to the SBA for an additional
$3,000,000 draw down from the $12,000,000 SBA commitment (see Note 2.) This
application is pending approval from the SBA.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
The information contained in this section should be used in conjunction with the
consolidated Financial Statements and Notes therewith appearing in this report
Form 10-Q and the Company's Annual Report on Form 10-K for the year ended June
30, 2002.
General
Ameritrans acquired Elk on December 16, 1999 in a share for share exchange. Elk
is licensed by the Small Business Administration (SBA) to operate as a Small
Business Investment Company (SBIC) under the Small Business Investment Act of
1958, as amended. Both Ameritrans and Elk are registered as an investment
company under the Investment Company Act of 1940.
Elk primarily makes loans and investments to persons who qualify under SBA
regulation as socially or economically disadvantaged and loans and investments
to entities which are at least 50% owned by such persons. Elk also makes loans
and investments to persons who qualify under SBA regulation as
"non-disadvanged". Elks's primary lending activity is to originate and service
loans collateralized by New York City, Boston, Chicago and Miami taxicab
medallions. Elk also makes loans and investments in other diversified
businesses. At September 30, 2002, 76.04% of Elk's portfolio was invested in
loans secured by taxi medallions and 23.96% of Elk's loans were to other
diversified businesses.
From inception through April 2002, Ameritrans' only activities have been the
operations of Elk. In May 2002, Ameritrans made its first loans to businesses
using the proceeds raised from the public offering which was completed in April
2002.
-10-
Results of Operations For the Three Months Ended September 30, 2002 and 2001.
Total Investment Income
The Company's investment income for the three months ended September 30, 2002
increased $82,902 or 5.4% as compared with the three month period in the prior
fiscal year. This increase was mainly due to the Backup Services Fee the Company
received ($22,500) as a result of executing an agreement with Medallion
Financial Corp and Merrill Lynch to be a standby backup loan servicing agent,
combined with income earned by Ameritrans ($31,000) on investments made from the
proceeds of the Company's public offering. As a back-up servicer, the Company
will earn an annual standby fee. If the agreement is activated by Merrill Lynch,
the Company will become the primary servicer, which will create an additional
revenue source. The Company's Loan Portfolio increased from $53,785,894 as of
September 30, 2001 to $56,219,129 at September 30, 2002.
Operating Expenses
Operating Expenses increased $60,125 for the three months ended September 30,
2002 when compared with the similar period ended September 30, 2001. This
increase was due to increase payroll costs of $64,332 and other administrative
expenses of $170,702 incurred during the current year reflecting the Company's
increased activity due to its public offering in April, 2002, offset by a
decrease in interest costs ($200,248) which reflects lower interest charged on
the Company's bank debt combined with the refinancing of its SBA Debentures.
Write offs and losses on assets acquired for the quarter increased $27,185 when
compared with the quarter ended September 30, 2001 as the Company continues to
correct the increase on the Chicago Loan Portfolio delinquency and defaults.
This increase was attributable to the economic slowdown in the past year, and
the effects on the Chicago taxi industry subsequent to the events of September
11, 2001.
Balance Sheet and Reserves
Total assets increased by $1,610,524 as of September 30, 2002 when compared to
total assets as of June 30, 2002. This increase was due to the Elk's successful
sale to the SBA of a debenture in the amount of $2,050,000. During January 2002
Elk and the SBA entered into an agreement where the SBA committed to reserve
debentures in the amount of $12,000,000 to be issued by Elk prior to September
30, 2006. In July 2002 a new debenture payable to the SBA for $2,050,000 was
drawn from the reserve pool of $12,000,000. In September 2002 Elk paid off a
SBA debenture in the amount of $2,690,000 in order to reduce costs. In addition
Elk drew down an additional $1,870,000 on its bank borrowings in order to
finance expansion.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
Pursuant to the general instructions to Rule 305 of Regulation S-K, the
qualitative and quantitative disclosures called for by this Item 3 and by Rule
305 of Regulation S-K are inapplicable to the Company at this time.
-11-
ITEM 4. CONTROLS AND PROCEDURES
(a) Evaluation of Disclosure Controls and Procedures
Based on their evaluation of our disclosure controls and procedures conducted
within 90 days of the date of filing this report on Form 10-Q, our Chief
Executive Officer and the Chief Financial Officer has concluded that our
disclosure controls and procedures (as defined in Rules 13a - 14(c) and 15d -
14(c) promulgated under the Securities Exchange Act of 1934) are effective.
(b) Changes in Internal Controls
There were no significant changes in our internal controls or in other factors
that could significantly affect these controls subsequent to the date of their
evaluation.
-12-
PART II. OTHER INFORMATION
ITEM 6 -- Exhibits and Reports on Form 8-K
(a) Exhibits
99.1 Certification of the Chief Executive and Chief Financial Officer of the
Company pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
(b) Reports on Form 8-K
There were no reports filed on Form 8-K for the period ending September 30,
2002.
-13-
AMERITRANS CAPITAL CORPORATION
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.
AMERITRANS CAPITAL CORPORATION
Date: November 14, 2002 By: /s/ Gary C. Granoff
--------------------------------
Gary C. Granoff
Chief Financial Officer
(Principal Financial Officer and
Chief Accounting Officer)
-14-
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Gary C. Granoff, President, Chief Executive Officer, and Chief
Financial Officer of Ameritrans Capital Corporation certify that:
1. I have reviewed this quarterly report on Form 10-Q for the
Ameritrans Capital Corporation;
2. Based on my knowledge, this quarterly report does not contain any
untrue statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances
under which such statements were made, not misleading with respect
to the period covered by this quarterly report.
3. Based on my knowledge, the financial statements and other financial
information included in this quarterly report, fairly present in all
material respects the financial condition, results of operation, and
cash flows of the registrant as of, and for, the periods presented
in this quarterly report.
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant
and we have:
(a) designed such disclosure controls and procedures to ensure
that material information relating to the registrant,
including its consolidated subsidiaries, is made known to us
by others within those entities, particularly during the
period in which this quarterly report is being prepared;
(b) evaluated the effectiveness of the registrant's disclosure
controls and procedures as of a date within 90 days prior to
the filing date of this quarterly report (the "Evaluation
Date"); and
(c) presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based
on our evaluation as of the Evaluation Date.
5. The registrant's other certifying officers and I have disclosed,
based on our most recent evaluation, to the registrant's auditors
and the audit committee of the registrant's board of directors (or
persons performing the equivalent function):
(a) all significant deficiencies in the design or operation of
internal controls which could adversely affect the
registrant's ability to record, process, summarize, and report
-15-
financial data and have identified for the registrant's
auditors any material weaknesses in internal controls; and
(b) any fraud, whether or not material, that involves management
or other employees who have a significant role in the
registrant's internal controls.
6. The registrant's other certifying officers and I have indicated in
this quarterly report whether or not there were significant changes
in internal controls or in other factors that could significantly
affect internal controls subsequent to the date of our most recent
evaluation, including any corrective actions with regard to
significant deficiencies and material weaknesses.
/s/ Gary C. Granoff
- -------------------
Gary C. Granoff
President, Chief Executive Officer, and Chief Financial Officer
November 14, 2002
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