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[X]
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the Quarterly Period Ended
March 31, 2011
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[ ]
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the Transition Period From ________ to _________
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Utah
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87-0285238
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(State or other jurisdiction of
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(I.R.S. Employer
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incorporation or organization)
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Identification No.)
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1201 Dove Street, Suite 300
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Newport Beach, California
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92660
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(Address of principal executive offices)
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(Zip Code)
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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 any 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.
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Yes
x
No
o
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Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files.)
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Yes
o
No
o
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Large accelerated filer
o
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Accelerated filer
o
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Non-accelerated filer (Do not check if a smaller reporting company)
o
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Smaller reporting company
x
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Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.)
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Yes
o
No
x
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Page
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4
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5
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6
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7
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14
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14
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15
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15
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16
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ASSETS
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| March 31, 2011 | December 31, 2010 | |||||||
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(Unaudited)
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|||||||
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Current Assets
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||||||||
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Cash
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$ | 351,991 | $ | 349,552 | ||||
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Accounts receivable, net of allowance of $20,000
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264,569 | 239,205 | ||||||
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Deferred tax asset
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5,182 | 10,582 | ||||||
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Income tax receivable
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33,146 | 35,100 | ||||||
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Commission draw
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19,341 | 24,000 | ||||||
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Prepaid expenses
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39,121 | 70,112 | ||||||
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Total current assets
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713,350 | 728,551 | ||||||
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Property and equipment, net
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Computer equipment
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72,390 | 60,922 | ||||||
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Furniture & fixtures
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48,811 | 28,839 | ||||||
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Office equipment
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8,410 | - | ||||||
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Office equipment under capital lease
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25,543 | 25,543 | ||||||
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Total property & equipment
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155,154 | 115,304 | ||||||
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Less: accumulated depreciation
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(92,806 | ) | (92,009 | ) | ||||
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Net property & equipment
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62,348 | 23,295 | ||||||
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Other assets
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8,158 | 8,158 | ||||||
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Total assets
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$ | 783,856 | $ | 760,004 | ||||
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LIABILITIES AND STOCKHOLDERS' EQUITY
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||||||||
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Current Liabilities
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||||||||
| Accounts payable | $ | 15,496 | $ | 30,038 | ||||
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Accrued expenses
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99,923 | 100,392 | ||||||
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Income tax payable
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7,146 | 100 | ||||||
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Current obligations under capital lease
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6,256 | 6,148 | ||||||
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Deferred rent expense
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8,093 | - | ||||||
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Unearned revenue
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10,347 | 12,035 | ||||||
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Total current liabilities
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147,261 | 148,713 | ||||||
| Long term liabilities | ||||||||
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Noncurrent obligations under capital lease
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12,056 | 13,661 | ||||||
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Total liabilities
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159,317 | 162,374 | ||||||
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Commitments and Contingencies
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- | - | ||||||
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Shareholders’ Equity
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||||||||
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Preferred stock; 5,000,000 shares
authorized at $0.001 par value;
zero shares issued and outstanding
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- | - | ||||||
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Common stock; 50,000,000 shares
authorized at $ 0.001 par value;
802,424 shares issued and outstanding
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802 | 802 | ||||||
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Additional paid-in capital
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623,629 | 623,629 | ||||||
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Retained earnings (deficit)
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108 | (26,801 | ) | |||||
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Total stockholders' equity
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624,539 | 597,630 | ||||||
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Total liabilities and stockholders’ equity
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$ | 783,856 | $ | 760,004 | ||||
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For three months ended
March 31,
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2011
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2010
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Revenues:
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||||||||
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HCO fees
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$ | 173,256 | $ | 140,351 | ||||
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MPN fees
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137,307 | 146,333 | ||||||
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Other
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239,263 | 60,874 | ||||||
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Total revenues
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549,826 | 347,558 | ||||||
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Expenses:
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Depreciation
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2,106 | 6,531 | ||||||
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Consulting fees
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79,345 | 61,231 | ||||||
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Salaries & wages
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208,662 | 173,414 | ||||||
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Professional fees
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46,182 | 38,050 | ||||||
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Insurance
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28,969 | 31,709 | ||||||
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Outsource service fees
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32,661 | - | ||||||
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Data maintenance
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7,844 | 18,621 | ||||||
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General & administrative
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106,302 | 76,675 | ||||||
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Total expenses
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512,071 | 406,231 | ||||||
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Income (loss) from operations
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37,755 | (58,673 | ) | |||||
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Other income (expense)
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Interest income
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284 | 620 | ||||||
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Interest (expense)
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(338 | ) | (439 | ) | ||||
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Loss on disposal of assets
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(1,564 | ) | - | |||||
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Total other income (expense)
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(1,618 | ) | 181 | |||||
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Income (loss) before taxes
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36,137 | (58,492 | ) | |||||
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Income tax provision
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(9,228 | ) | (625 | ) | ||||
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Net income (loss)
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$ | 26,909 | $ | (59,117 | ) | |||
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Basic and fully diluted earnings per share:
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Earnings per share amount
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$ | .03 | $ | (.07 | ) | |||
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Weighted average common shares outstanding
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802,424 | 802,424 | ||||||
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Three Months Ended March 31,
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2011
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2010
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Cash flows from operating activities:
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Net income (loss)
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$ | 26,909 | $ | (59,117 | ) | |||
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Adjustments to reconcile net income to net cash:
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Depreciation
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2,106 | 6,531 | ||||||
| Loss on disposition of assets | 1,564 | - | ||||||
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Changes in operating assets & liabilities
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(Increase) in accounts receivable
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(25,364 | ) | (22,612 | ) | ||||
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Decrease in deferred tax asset
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5,400 | - | ||||||
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Decrease in income tax receivable
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1,954 | - | ||||||
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Decrease in commission draw
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4,659 | - | ||||||
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Decrease in prepaid expenses
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30,991 | 29,125 | ||||||
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Increase (decrease) in accounts payable
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(14,542 | ) | 17,802 | |||||
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Increase in deferred rent expense
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8,093 | - | ||||||
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(Decrease) in accrued expenses
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(469 | ) | (101,615 | ) | ||||
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Increase in tax payable
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7,046 | 525 | ||||||
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(Decrease) in unearned revenue
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(1,688 | ) | (9,206 | ) | ||||
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Net cash provided by (used in) operating activities
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46,659 | (138,567 | ) | |||||
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Cash Flows from investing activities
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Purchase of furniture and office equipment
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(42,723 | ) | - | |||||
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Purchase of office equipment under capital lease
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- | (25,543 | ) | |||||
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Net cash used in investing activities
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(42,723 | ) | (25,543 | ) | ||||
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Cash Flows from financing activities
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Increase in obligations under capital lease
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- | 25,543 | ||||||
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Payment of obligation under capital lease
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(1,497 | ) | (1,397 | ) | ||||
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Net cash provided by (used in) financing activities
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(1,497 | ) | 24,146 | |||||
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Increase (decrease) in cash
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2,439 | (139,964 | ) | |||||
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Cash at beginning of period
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349,552 | 604,022 | ||||||
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Cash at end of period
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$ | 351,991 | $ | 464,058 | ||||
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Supplemental cash flow information
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Cash paid for:
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Interest
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$ | 347 | $ | 149 | ||||
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Income taxes paid (refunded)
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$ | (5,172 | ) | $ | 100 | |||
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Pacific Health Care Organization, Inc.
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Notes to Condensed Consolidated Financial Statements
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For the Three Months Ended March 31, 2011
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The accompanying unaudited condensed consolidated financial statements have been prepared by Pacific Health Care Organization, Inc. (the Company) pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted in accordance with such rules and regulations. The information furnished in the interim condensed financial statements includes normal recurring adjustments and reflects all adjustments, which, in the opinion of management, are necessary for a fair presentation of such financial statements. Although management believes the disclosures and information presented are adequate to make the information not misleading, it is suggested that these interim condensed consolidated financial statements be read in conjunction with the Company’s audited financial statements and notes thereto included in its December 31, 2010 Annual Report on Form 10-K. Operating results for the three-months ended March 31, 2011 are not necessarily indicative of the results to be expected for year ending December 31, 2011.
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For the three months ended March 31,
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||||||||
| 2011 | 2010 | |||||||
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(unaudited)
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(unaudited)
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|||||||
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Net cash provided by (used in) operating activities
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$ | 46,659 | $ | (138,567 | ) | |||
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Net cash used in investing activities
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(42,723 | ) | (25,543 | ) | ||||
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Net cash provided by (used in) financing activities
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(1,497 | ) | (24,146 | ) | ||||
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Net increase (decrease) in cash
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$ | 2,439 | $ | (139,964 | ) | |||
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Payments Due By Period
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||||||||||||||||||||
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Contractual obligations
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Total
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Less than 1 year
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1-3 years
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3-5 years
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More than
5 years
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|||||||||||||||
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Equipment Leases
(1)
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$ | 28,576 | $ | 7,564 | $ | 21,012 | $ | - | $ | - | ||||||||||
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Office Leases
(2)
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516,639 | 66,977 | 209,043 | 240,619 | - | |||||||||||||||
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Total
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$ | 545,215 | $ | 74,541 | $ | 230,055 | $ | 240,619 | $ | - | ||||||||||
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(1)
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In January 2010 we entered into a capital lease arrangement whereby we leased an office copy machine for $25,543. The asset was recorded on our balance sheet under office equipment under capital lease and our liability incurred under the lease was recorded as current and noncurrent obligations under capital lease. The lease arrangement is for a term of 48 months at level operating rents with capital interest rate at 7%.
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(2)
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On March 1, 2011 we commenced a new office lease agreement that runs to February 29, 2016. Unlike our previous arrangements, the new office space is sufficient for PHCO and each of our subsidiaries. Following is our annual base rent for the new office space throughout the term of the lease:
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| Rent Period | Annual Rent Payments | |||
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Mar. 1 to Dec. 31, 2011
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$ | 66,977 | ||
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Jan. 1 to Dec. 31, 2012
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$ | 102,977 | ||
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Jan. 1 to Dec. 31, 2013
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$ | 106,066 | ||
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Jan. 1 to Dec. 31, 2014
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$ | 109,246 | ||
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Jan. 1 to Dec. 31, 2015
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$ | 112,526 | ||
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Jan. 1 to Feb. 29, 2016
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$ | 18,847 | ||
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Total
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$ | 516,639 | ||
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•
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Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company;
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•
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provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and
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•
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provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the financial statements.
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Exhibit Number
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Title of Document
|
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Certification of Principal Executive Officer Pursuant to
|
||
|
Section 302 of the Sarbanes Oxley Act of 2002
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||
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Certification of Principal Financial Officer Pursuant to
|
||
|
Section 302 of the Sarbanes-Oxley Act of 2002
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||
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Certification Pursuant to Section 906 of the Sarbanes-
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||
|
Oxley Act of 2002.
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Certification Pursuant to Section 906 of the Sarbanes-
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||
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Oxley Act of 2002.
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PACIFIC HEALTH CARE ORGANIZATION, INC.
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Date:
May 16, 2011
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By:
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/s/ Tom Kubota | |
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Tom Kubota
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|||
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Chief Executive Officer
(Principal Executive Officer)
|
|||
| By: | /s/ Fred Odaka | ||
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Date:
May 16, 2011
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Fred Odaka | ||
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Chief Financial Officer
(Principal Financial Offier)
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|||
No information found
* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
| FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
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| DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
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No information found
No Customers Found
No Suppliers Found
Price
Yield
| Owner | Position | Direct Shares | Indirect Shares |
|---|