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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2004, 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: 000-26585
MM COMPANIES, INC.
(Exact Name of Registrant as Specified in Its Charter)
DELAWARE 54-1811721
(State or Other Jurisdiction of Incorporation) (I.R.S. Employer Identification No.)
888 SEVENTH AVENUE, 17TH FLOOR,
NEW YORK, NY 10019
(Address of Principal Executive Office) (Zip Code)
Registrant's telephone number, including area code (212) 974-5730
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 the filing
requirements for the past 90 days. Yes [X] No [ ]
Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [X]
As of May 4, 2004, 3,297,363 shares of the issuer's common stock, par value
$0.01 per share, were outstanding.
Index
Page
PART I--FINANCIAL INFORMATION
Item 1 Financial Statements
Balance Sheets
as of March 31, 2004 (unaudited) and December 31, 2003.........................................3
Statements of Operations (unaudited)
for the three-month periods ended
March 31, 2004 and March 31, 2003...............................................................4
Statements of Cash Flows (unaudited)
for the three-month periods ended
March 31, 2004 and March 31, 2003...............................................................5
Notes to Financial Statements...................................................................6
Item 2 Management's Discussion and Analysis of
Financial Condition and Results of Operations...................................................9
Item 3 Quantitative and Qualitative Disclosures
About Market Risk..............................................................................11
Item 4 Controls and Procedures........................................................................11
PART II--OTHER INFORMATION
Item 1 Legal Proceedings..............................................................................12
Item 2 Changes in Securities, Use Of Proceeds and Issuer Purchases of Equity Securities...............12
Item 3 Defaults Upon Senior Securities................................................................12
Item 4 Submission of Matters to a Vote of Securities Holders..........................................12
Item 5 Other Information..............................................................................12
Item 6 Exhibits and Reports On Form 8-K...............................................................12
Signatures.....................................................................................13
2
PART I -- FINANCIAL INFORMATION
Item 1. Financial Statements
MM COMPANIES, INC.
BALANCE SHEETS
March 31 December 31,
2004 2003
(unaudited)
------------- -------------
ASSETS
Current assets:
Cash and cash equivalents $ 3,692,251 $ 3,811,826
Precious metals 687,170 687,170
Note receivable, current portion 115,218 95,652
Prepaid expenses and other current assets 85,662 162,273
------------- -------------
Total current assets 4,580,301 4,756,921
Note receivable, less current portion 134,782 154,348
Investment in available-for-sale securities 513,656 397,125
------------- -------------
Total assets $ 5,228,739 $ 5,308,394
============= =============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities, accounts payable and accrued expenses $ 41,753 $ 74,966
------------- -------------
Commitments and contingencies
Stockholders' equity:
Common stock, $0.01 par value, 25,000,000 shares authorized;
3,358,444 shares issued at March 31, 2004 and
December 31, 2003, and 3,289,006 shares outstanding
at March 31, 2004 and December 31, 2003 33,585 33,585
Additional paid-in capital 185,457,862 185,457,862
Accumulated other comprehensive income 306,047 189,516
Accumulated deficit (180,518,975) (180,356,002)
Treasury stock, 69,438 shares at cost (91,533) (91,533)
------------- -------------
Total stockholders' equity 5,186,986 5,233,428
------------- -------------
Total liabilities and stockholders' equity $ 5,228,739 $ 5,308,394
============= =============
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE STATEMENTS.
3
MM COMPANIES, INC.
STATEMENTS OF OPERATIONS
(UNAUDITED)
Three-months ended
March 31,
---------------------------
2004 2003
------------ -----------
Revenues
Interest and dividend income $ 14,864 $ 7,381
Dividend income from cash distribution --- 190,318
Gain on sale of precious metals --- 310,020
----------- -----------
14,864 507,719
Total revenues
General and administrative expenses 177,837 258,749
----------- -----------
Net income (loss) available to common stockholders $ (162,973) $ 248,970
=========== ===========
Basic and diluted net income (loss) per common
share $ (.05) $ .08
=========== ===========
Weighted average shares outstanding 3,289,006 3,280,614
=========== ===========
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE STATEMENTS.
4
MM COMPANIES INC.
STATEMENTS OF CASH FLOWS
(UNAUDITED)
Three-months ended
March 31,
------------------------------------
2004 2003
------------ ------------
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss) $ (162,973) $ 248,970
Adjustments to reconcile net income (loss) to net cash
provided by (used in) operating activities:
Changes in operating assets and liabilities:
Precious metals --- 2,372,660
Prepaid expenses and other current assets 76,611 995,378
Accounts payable and accrued expenses (33,213) (489,053)
Other current liabilities --- (1,915,535)
----------- -----------
Net cash provided by (used in) operating activities (119,575) 1,212,420
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES
Net cash provided by investing activities,
proceeds from return of investment --- 1,446,932
----------- -----------
Net increase (decrease) in cash and cash equivalents (119,575) 2,659,352
Cash and cash equivalents at beginning of period 3,811,826 575,454
----------- -----------
Cash and cash equivalents at end of period $ 3,692,251 $ 3,234,806
=========== ===========
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE STATEMENTS.
5
MM COMPANIES, INC.
NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)
1. ORGANIZATION AND GOING CONCERN CONSIDERATION
On January 3, 2001, the Board of Directors of MM Companies, Inc. (the
"Company"), as then constituted, voted unanimously to cease the operations of
its Internet-based custom CD-marketing business. The then-Board concluded at
that time that the business no longer represented a viable alternative to
provide maximum value to the Company's stockholders.
The accompanying financial statements as of March 31, 2004 and for the
three-month periods ended March 31, 2004 and 2003 have been prepared assuming
the Company will continue as a going concern, which contemplates the realization
of assets and the settlement of liabilities and commitments in the normal course
of business. At March 31, 2004, the Company had $3,692,251 in cash and cash
equivalents and $687,170 in precious metals (see note 3) compared to $3,811,826
and $687,170, at December 31, 2003. The Company expects to experience negative
cash flows for the foreseeable future. The Company has not generated any revenue
in the last two years. The Company has not yet settled on an operating plan, and
can give no assurance that the Company's existing cash and cash equivalents are
sufficient to fund the Company's current operations and satisfy its obligations.
The Company believes these obligations will primarily relate to costs associated
with the operation as a public company (legal, accounting, insurance, etc.), as
well as the expenses associated with any new business activities. These factors,
among others, indicate that the Company may be unable to continue operations as
a going concern. No adjustment has been made in the accompanying financial
statements to the amounts and classifications of assets and liabilities which
could result should the Company be unable to continue as a going concern. The
Company continues to consider future alternatives, including the possible
acquisition of other businesses or adopting a possible plan of liquidation.
However, the Company has not consummated any significant transactions to date
and the Company's business prospects remain uncertain. To the extent that
management of the Company moves forward on any alternative strategy, such
strategy may have an impact on the Company's liquidity.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The financial statements as of March 31, 2004 and for the three-month
periods ended March 31, 2004 and 2003 have been prepared by the Company pursuant
to the rules and regulations of the Securities and Exchange Commission (the
"SEC"). These financial statements are unaudited and, in the opinion of
management, include all adjustments (consisting of normal recurring adjustments
and accruals) necessary to present fairly, the results for the periods
presented. The balance sheet at December 31, 2003 has been derived from the
audited financial statements at that date. Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting principles have been omitted pursuant to
applicable SEC rules and regulations. Operating results for the three-month
periods ended March 31, 2004 and 2003 are not necessarily indicative of the
results that may be expected for the year ending December 31, 2004. The
financial statements included herein should be read in conjunction with the
financial statements and the notes thereto included in the Company's Annual
Report on Form 10-K for the year ended December 31, 2003. Certain prior period
balances have been reclassified to conform to the current period presentation.
Cash and Cash Equivalents
The Company considers all highly-liquid investments with an original
maturity date of three months or less when purchased to be cash equivalents. A
portion of the Company's cash balances is held in an account managed by
Barington Capital Group, L.P. ("Barington"). Barington and an affiliate are
members of BCG Strategic Investors LLC, which together with certain affiliates,
beneficially owns approximately 40% of the Company's common stock.
6
Investments
Securities classified for accounting purposes as available-for-sale
securities consist of marketable equity securities not classified as either
held-to-maturity or trading securities. Available-for-sale securities are stated
at fair value with unrealized holding gains and losses reported as a separate
component of stockholders' equity as accumulated other comprehensive income.
Dividends on marketable equity securities are recognized as income when
declared. Realized gains and losses and declines in value deemed to be
other-than-temporary are included in other income (expenses). The cost basis for
realized gains and losses is determined on the basis of the actual cost of the
securities sold.
As of March 31, 2004 and December 31, 2003, the Company had
available-for-sale securities with a fair market value of $513,656 and $397,125,
respectively, and a cost basis of approximately $207,609 for both periods. The
gross unrealized gains as of March 31, 2004 and December 31, 2003 of $306,047
and $189,516 have been recorded as a separate component of stockholders' equity
as accumulated other comprehensive income.
As of March 31, 2004 and December 31, 2003, the Company held the
following equity positions:
March 31, 2004 December 31, 2003
-------------- -----------------
Dynabazzar Inc. (NASDAQ: FAIM) 627,890 shares 627,890 shares
LQ Corporation, Inc. (OTC BB: LQID) 654,900 shares 654, 900 shares
All investments are held in an account managed by Barington.
Stock-Based Compensation
In December 2002, the FASB issued Statement of Financial Accounting
Standards ("SFAS") No. 148 "Accounting for Stock-Based Compensation, Transition
and Disclosure." SFAS No. 148 provides alternative methods of transition for a
voluntary change to the fair value based method of accounting for stock-based
employee compensation. SFAS No. 148 also requires that disclosures of the pro
forma effect of using the fair value method accounting for stock-based employee
compensation be displayed more prominently and in a tabular format.
Additionally, SFAS No. 148 requires disclosure of the pro forma effect on
interim financial statements. The transition and annual disclosure requirements
of SFAS No. 148 are effective for fiscal years ended after December 15, 2002.
The interim disclosure requirements are effective for interim periods ending
after December 15, 2002. The pro-forma effect of using the fair value method
accounting for stock-based employee compensation was not material for the
three-month periods ended March 31, 2004 and 2003.
Other Comprehensive Income (Loss)
The Company separately reports net income (loss) and comprehensive
income (loss) pursuant to SFAS No. 130, "Reporting Comprehensive Income."
Comprehensive income (loss) includes net income (loss) and other comprehensive
income (loss). Other comprehensive income (loss) includes accumulated unrealized
gain (loss) on investment in available-for-sale securities. The components of
comprehensive income (loss) are as follows:
Three-months Ended
March 31,
------------------------------
2004 2003
------------- ------------
Comprehensive income (loss):
Net income (loss)......................... $(162,973) $248,970
Unrealized gain (loss) on investment in
available-for-sale securities............. 116,531 45,426
--------- --------
Total comprehensive income (loss) $ (46,442) $294,396
========= ========
7
Net Income (Loss) Per Share
The Company complies with SFAS No. 128, "Earnings Per Share." SFAS No.
128 requires dual presentation of basic and diluted income (loss) per share for
all periods presented. Basic income (loss) per share excludes dilution and is
computed by dividing income (loss) available to common stockholders by the
weighted average number of common shares outstanding for the period. Diluted
income per share reflects the potential dilution that could occur if securities
or other contracts to issue common stock were exercised or converted into common
stock or resulted in the issuance of common stock that then share in the income
of the Company. Diluted net loss per share excludes common equivalent shares,
unexercised stock options and warrants, as the computation would be
anti-dilutive. Unexercised stock options to purchase shares of the Company's
common stock as of March 31, 2003, were excluded in the computation of diluted
earning per because the options' exercise price was greater than the average
market price of the Company's common stock. For the three-month period ended
March 31, 2004, since the effects of the outstanding options and warrants are
anti-dilutive, it has been excluded from the computation of net loss per common
share.
3. PRECIOUS METAL
In August 2002, the Company acquired 12,900 ounces of gold bullion for
a purchase price of $4,028,115. During 2003, the Company sold an aggregate of
10,700 ounces of gold bullion for approximately $3,887,000 with a cost basis of
$3,340,945. As of March 31, 2004, the Company owns 2,200 ounces of gold bullion.
4. NOTE RECEIVABLE
In connection with a royalty agreement signed on October 11, 1999, the
Company advanced $500,000 to an independent record label, in return for which
the Company received a note receivable that was due on April 11, 2000. In 2000,
the Company established a reserve for the entire receivable and pursued legal
action to collect the note. In January 2004 the parties agreed to a settlement
agreement whereby the Company would receive $50,000 due on each of May 1, 2004
and May 1, 2006 and $6,522 per month, for twenty-three months, commencing June
1, 2004 through May 1, 2006.
8
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Note Regarding Forward Looking Information
The statements contained in this quarterly report that are not
historical are forward-looking statements within the meaning of Section 27A of
the Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended, including statements regarding the
expectations, beliefs, intentions or strategies regarding the future. Without
limiting the foregoing, the words "anticipates," "believes," "expects,"
"intends," "may" and "plans" and similar expressions are intended to identify
forward-looking statements. The Company intends that all forward-looking
statements be subject to the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995. These forward-looking statements reflect the
Company's views as of the date they are made with respect to future events, but
are subject to many risks and uncertainties, which could cause the actual
results of the Company to differ materially from any future results expressed or
implied by such forward-looking statements. These statements speak only as of
the date hereof. We are under no duty to update, and do not undertake to update,
any of the forward-looking statements contained in this quarterly report to
conform them to actual results or to changes in our expectations. The following
discussion should be read in conjunction with the financial statements contained
in Item 1 of Part I of this Form 10-Q.
Overview
The Company was incorporated on April 23, 1996. On January 3, 2001, the
Board of Directors of the Company as then constituted voted unanimously to cease
its operations as a provider of customized music CD compilations and music
digital downloads. The Company had sold its products primarily over the Internet
through its website and through marketing partners, strategic alliances and
direct mail order promotions. The then-Board concluded at that time that this
business no longer represented a viable alternative to provide maximum value to
the Company's stockholders. In connection with the Company's cessation of its
Internet-based custom CD-marketing business, the Company sold all of the
Company's remaining furniture and equipment.
The Board then determined to review alternatives for the Company going
forward, which included, among other things, potential dispositions of assets,
the possibility of one or more cash distributions to stockholders, and the
potential continued operation of the Company as a public company which might
pursue other business opportunities as they arise, as well as other possible
steps intended to provide stockholder value, all subject to the ongoing review
and consideration of the Board, some of which would require stockholder
approval. On February 15, 2001, the Company announced that the Board of
Directors had approved a cash distribution in the amount of $3.00 per share to
the holders of record of Common Stock as of March 1, 2001, the record date,
pursuant to which the Company distributed $9,941,998 to its stockholders.
Thereafter, the Board determined to seek to pursue one or more
potential acquisitions of other publicly traded or privately held companies or
significant interests in such companies, with a view to refocusing the Company's
strategic direction. While the Company continues to actively examine certain
potential acquisition transactions and believes that attractive opportunities
exist, there can be no assurance whether, when, or on what terms the Company
will complete any such acquisition.
The Company's principal executive offices is in a space maintained by
Barington, a limited partnership whose general partner is a corporation of which
James Mitarotonda is Chairman, President and Chief Executive Officer. Barington
and an affiliate are members, and Mr. Mitarotonda is one of the managing
members, of BCG Strategic Investors LLC, which, together with certain
affiliates, beneficially owns approximately 40% of the Company's common stock.
Mr. Mitarotonda is also the President and Chief Executive Officer of the
Company. Barington has also made available to the Company the services of a
Barington employee to serve as the Chief Financial Officer and Secretary of the
Company, and began providing the Company with the assistance of certain other
Barington employees and certain administrative services.
On August 9, 2002, in connection with the review of the Company's
contested solicitation of proxies for the annual shareholders meeting of another
public company, the Company received a letter from the SEC's Division of
Investment Management inquiring as to the possible status of the Company as an
unregistered "investment company" within the meaning of the Investment Company
Act of 1940. The Company believes that, consistent with the discussion of
Investment Company Act matters in its Annual Report on Form 10-K for the year
ended December 31, 2003, the Company may have become an inadvertent investment
company during 2001. The Company has relied on the "transient investment
company" exemption from the applicable provisions of the Investment Company Act
contained in Rule 3a-2 thereunder, which provides for a one-year "safe harbor."
9
Accordingly, prior to the expiration of such one-year safe harbor
period, on August 29, 2002, the Company acquired ownership of gold bullion with
a purchase price of $4,028,115. The Company borrowed approximately $1.9 million
secured by that gold bullion, which has since been repaid from the proceeds of
the sale of some of the gold bullion. As a result, "investment securities" held
by the Company no longer exceed 40% of its total assets (excluding cash and
government securities), and the Company believes that it is no longer within the
relevant definition of "investment company" for purposes of the Investment
Company Act. Notwithstanding the fact that the Company has purchased gold
bullion, and "investment securities" held by the Company no longer exceed 40% of
its total assets (excluding cash and government securities), the Company could
be deemed to be an investment company under Section 3(a)(1)(A) of the Investment
Company Act, which covers companies that are engaged primarily in the business
of investing, reinvesting or trading in securities.
The Company believes that, at all relevant times prior to the date of
filing this quarterly report, it has either not been an investment company as
defined in the Investment Company Act, or it has been a "transient investment
company" exempt from the Investment Company Act. The Company believes that
because of the character of its assets it does not currently fall within the
definition of an investment company.
The Company intends to seek to acquire one or more operating businesses
in the near term, which the Company believes would, among other things,
eliminate any concern that it may be deemed to be primarily engaged in the
business of investing, reinvesting or trading in securities. A determination by
the SEC that the Company is in fact an unregistered investment company could
have a material adverse effect on the Company's business. An unregistered
investment company can be prohibited from, among other things, engaging in
interstate commerce.
The Company's financial statements of March 31, 2004, have been
prepared on a going concern basis, which contemplates the realization of assets
and the settlement of liabilities and commitments in the normal cost of
business. As of March 31, 2004, the Company had $3,692,250 in cash and cash
equivalents and $687,170 in precious metals. Substantially all of the Company's
remaining cash was provided by our initial public offering of common stock. The
Company expects to experience negative cash flows for the foreseeable future.
The Company has not generated any revenue in the last two years. The Company has
not yet settled on an operating plan, and can give no assurance that the
Company's existing cash and cash equivalents are sufficient to fund the
Company's current operations and satisfy its obligations. The Company believes
these obligations will primarily relate to costs associated with the operation
as a public company (legal, accounting, insurance, etc.), as well as the
expenses associated with any new business activities. These factors, among
others, indicate that the Company may be unable to continue operations as a
going concern. No adjustment has been made in the accompanying financial
statements to the amounts and classifications of assets and liabilities which
could result should the Company be unable to continue as a going concern. The
Company continues to consider future alternatives, including the possible
acquisition of other businesses or adopting a possible plan of liquidation.
However, the Company has not consummated any significant transactions to date
and the Company's business prospects remain uncertain. To the extent that
management of the Company moves forward on any alternative strategy, such
strategy may have an impact on the Company's liquidity.
Results of Operations
REVENUE Revenue principally consisted of interest and dividend income.
Interest income was $14,864 for the three-month period ended March 31, 2004,
compared to $7,381 for the three-month period ended March 31, 2003. Revenue for
the three-month period ended March 31, 2004 was $14,864 compared to $507,719 for
the three-month period ended March 31, 2003. In addition to interest and
dividend income, revenue for the three-month period ended March 31, 2003
included $190,318 of dividend income, which related to the cash distribution
from the Company's investment in LQ Corporation, Inc. ("LQ") and $310,020 of
gain on the sale of precious metals, which related to the sale of 7,600 ounces
of the Company's gold bullion.
10
GENERAL AND ADMINISTRATIVE EXPENSES During the three-month period ended
March 31, 2004, general and administrative expenses primarily consisted of
professional fees, the payment of insurance premiums for the Directors and
Officers liability policy and other general corporate expenses. General and
administrative expenses were $177,837 for the three-month period ended March 31,
2004, compared to $258,749 for the three-month period ended March 31, 2003.
Liquidity and Capital Resources
Net cash provided by (used in) operating activities was ($119,575) for
the three-months ended March 31, 2004, compared to net cash provided of
$1,212,420 for the three-months ended March 31, 2003. Net cash used in operating
activities for the period ended March 31, 2004, primarily reflects the Company's
net loss for the period of ($162,973). During the three-months ended March 31,
2003, cash provided of $2,372,660 was from the Company's sale of 7,600 ounces of
gold bullion and the receipt of $929,000 for reimbursed legal expenses in the
settlement of a stockholder derivative action. During the three-months ended
March 31, 2003, the Company repaid an outstanding liability of $1.9 million,
which was secured by the gold bullion. In addition, payment of $190,000 was made
in settlement of the Koch Entertainment lawsuit.
Cash provided by investing activities was zero for the three-months
ended March 31, 2004, as compared to cash provided of $1,446,932 for the
three-months ended March 31, 2003. Cash provided during the three-months ended
March 31, 2003, was from the January 29, 2003, distribution by LQ of $2.50 per
share, of which $1,446,932 represented a return of capital.
At March 31, 2004, the Company had $3,692,251 in cash and cash
equivalents compared to $3,811,826 at December 31, 2003. Substantially all of
the Company's remaining cash was provided by our initial public offering of
common stock in 1999. The Company expects to experience negative cash flows for
the foreseeable future. The Company believes these obligations will primarily
relate to costs associated with the operation as a public company (legal,
accounting, insurance, etc.), as well as the expenses associated with any new
business activities.
Item 3. Quantitative and Qualitative Disclosures about Market Risk
Foreign Currency Risk Currently substantially all of the Company's
transactions are denominated in U.S. dollars and as a result, foreign exchange
gains and losses to date have been insignificant. While the Company may effect
some transactions in foreign currencies during 2004, it does not expect that any
related gains or losses will be significant. The Company has not engaged in
foreign currency transactions or foreign currency hedging to date.
Item 4. Controls and Procedures
The Company maintains a system of controls and procedures designed to
provide reasonable assurance as to the reliability of the financial statements
and other disclosures included in this report, as well as to safeguard assets
from unauthorized use or disposition. The Company's management, including the
Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness
of the design and operation of the Company's disclosure controls and procedures
as of March 31, 2004, pursuant to Exchange Act Rule 13a-15(e) and 15d-15(e).
Based on that evaluation, the Chief Executive Officer and Chief Financial
Officer concluded that the Company's disclosure controls and procedures are
effective in ensuring that all material information required to be filed in this
quarterly report has been made known to them in a timely fashion.
There have been no significant changes in the Company's internal
controls, or in other factors that could significantly affect internal controls,
subsequent to the date the Chief Executive Officer and Chief Financial Officer
completed their evaluation.
11
PART II -- OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 2. Changes in Securities and Use of Proceeds
None.
Item 3. Defaults upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Securities Holders
None.
Item 5. Other Information
None.
Item 6. Exhibit and Reports on Form 8-K
A. Exhibits required by Item 601 of Regulation S-K:
31.1 Certification of the Chief Executive Officer Pursuant to Section 302 of
the Sarbanes-Oxley Act of 2002
31.2 Certification of the Chief Financial Officer Pursuant to Section 302 of
the Sarbanes-Oxley Act of 2002
32.1 Certification of the Chief Executive Officer Pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002
32.2 Certification of the Chief Financial Officer Pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002
B. Reports on Form 8-K:
None.
12
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Company has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
MM COMPANIES, INC.
By: /s/ James A. Mitarotonda
--------------------------------------
James A. Mitarotonda
President and Chief Executive Officer
By: /s/ Mel Brunt
------------------------
Mel Brunt
Chief Financial Officer
Date: May 17, 2004
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