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EX-32.1 - PwrCor, Inc.v207958_ex32-1.htm
EX-31.1 - PwrCor, Inc.v207958_ex31-1.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 10-K

 
R
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended September 30, 2010

 
¨
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number 000-17750

RECEIVABLE ACQUISITION & MANAGEMENT CORPORATION
(Name of Small Business Issuer in its Charter)

Delaware
 
13-3186327
(State or other jurisdiction of
incorporation or organization)
 
(I.R.S. Employer
Identification No.)
2 Executive Drive, Suite 630
   
Fort Lee, New Jersey
 
07024
(Address of principal Executive
Offices)
 
(Zip Code)

201-633-4715
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:  None

Securities registered pursuant to Section 12(g) of the Act: Common Stock, $.001 Par Value Per Share

Indicate by check mark whether the registrant is a well-known seasoned issuer as defined in Rule 405 of the Securities Act.  Yes £     No R

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.  Yes £     No R

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 £     No £

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Date File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files) Yes o     No o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  £

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer.  See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act.   (Check one):

Large accelerated filer £               Accelerated filer £             Non-accelerated filer £
Smaller reporting company x

Indicate by check mark whether the registrant is a shell company (as defined by Rule 12b-2 of the Exchange Act) Yes £     No R

The number of shares outstanding of each of the Registrant’s classes of common stock, as of December 30, 2010 is 17,748,896 shares, all of one class, $.001 par value per share.  Of this number, 9,231,962 shares were held by non-affiliates of the Registrant.

The Company’s common stock has been trading on the OTCBB since October 2004 and, accordingly, the aggregate “market value” of such shares is approximately $100,000.  The “value” of the 9,231,962 shares held by non-affiliates, based upon the book value as of September 30, 2010 is less than $0. 02 per share.

*Affiliates for the purpose of this item refers to the Registrant’s officers and directors and/or any persons or firms (excluding those brokerage firms and/or clearing houses and/or depository companies holding Registrant’s securities as record holders only for their respective clienteles’ beneficial interest) owning 5% or more of the Registrant’s common stock, both of record and beneficially.
 
DOCUMENTS INCORPORATED BY REFERENCE – None

 

 
 
TABLE OF CONTENTS
                 
           
Page
 
                 
Statement Regarding Forward-Looking Statements
   
 3
 
                 
PART I
   
 4
 
                 
   
Item 1.
 
Business
   
 4
 
                 
   
Item 1A.
 
Risk Factors
   
 5
 
                 
   
Item 1B.
 
Unresolved Staff Comments
   
 8
 
                 
   
Item 2.
 
Properties
   
 8
 
                 
   
Item 3.
 
Legal Proceedings
   
 8
 
                 
   
Item 4.
 
Submission of Matters to a Vote of Security Holders
   
 8
 
                 
PART II
     9  
             
  
 
   
Item 5.
 
Market for Registrant’s Common Equity, Related Stockholder Matters and and Issuer Purchases of Equity Securities
   
 9
 
                 
   
Item 6.
 
Management’s Discussion and Analysis of Financial Condition and Results of Operations
   
10
 
                 
   
Item 6A.
 
Quantitative and Qualitative Disclosures About Market Risk
   
12
 
                 
   
Item 7.
 
Financial Statements and Supplementary Data
   
13
 
                 
   
Item 7A.
 
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
   
27
 
                 
   
Item 8A.
 
Controls and Procedures
   
27
 
                 
   
Item 8B.
 
Other Information
   
28
 
                 
PART III
   
29
 
                 
   
Item 9.
 
Directors, Officers and Corporate Governance
   
29
 
                 
   
Item 10.
 
Executive Compensation
   
30
 
                 
   
Item 11.
 
Equity Compensation Plan Inform and Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matter
   
31
 
                 
   
Item 12.
 
Certain Relationships and Related Transactions and Director independence
   
31
 
                 
   
Item 13.
 
Principal Accounting Fees and Services
   
31
 
                 
   
Item 14.
 
Exhibits and Financial Statement Schedules
   
33
 

 
2

 

STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

In this annual report, references to “Receivable Acquisition & Management Corporation,” “RAMC,” “the Company,” “we,” “us,” and “our” refer to Receivable Acquisition & Management Corporation and its wholly owned subsidiary.

Except for the historical information contained herein, some of the statements in this Report contain forward-looking statements that involve risks and uncertainties. These statements are found in the sections entitled “Business,” “Management’s Discussion and Analysis of Financial Condition and Results of Operation,” and “Risk Factors.” They include statements concerning: our business strategy; expectations of market and customer response; liquidity and capital expenditures; future sources of revenues; expansion of our proposed product line; and trends in industry activity generally. In some cases, you can identify forward-looking statements by words such as “may,” “will,” “should,” “expect,” “plan,” “could,” “anticipate,” “intend,” “believe,” “estimate,” “predict,” “potential,” “goal,” or “continue” or similar terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including, but not limited to, the risks outlined under “Risk Factors,” that may cause our or our industry’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. For example, assumptions that could cause actual results to vary materially from future results include, but are not limited to: our ability to successfully develop and market our products to customers; our ability to generate customer demand for our products in our target markets; the development of our target markets and market opportunities; our ability to manufacture suitable products at competitive cost; market pricing for our products and for competing products; the extent of increasing competition; technological developments in our target markets and the development of alternate, competing technologies in them; and sales of shares by existing shareholders. Although we believe that the expectations reflected in the forward looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. Unless we are required to do so under federal securities laws or other applicable laws, we do not intend to update or revise any forward-looking statements.

 
3

 

Part I

ITEM 1.  BUSINESS

We are a Delaware corporation whose principal executive offices are located at 2 Executive Drive, Suite 630, Fort Lee, NJ 07024. Unless the context otherwise requires, the terms “we”, "us" or "our" as used herein refer to Receivable Acquisition & Management Corporation and our subsidiary.

Overview

Receivable Acquisition & Management Corporation (the “Company”) is in the business of acquiring and collecting portfolios of performing, sub-performing and non-performing consumer and commercial receivables.

We generally acquire non-performing and sub-performing consumer and commercial receivable portfolios at a significant discount to the amount actually owed by the debtors or insurers. We acquire these portfolios after a qualitative and quantitative analysis of the underlying receivables and establish a purchase price based on expected recovery and our internal rate of return hurdle. After purchasing a portfolio, we outsource collections to carefully selected collection agencies and we actively monitor its performance and review and adjust our collection and servicing strategies accordingly.

Our objective is to maximize our return on investment on acquired consumer receivable portfolios. As a result, before acquiring a portfolio, we analyze the portfolio to determine how to best maximize collections in a cost efficient manner and carefully analysis of collection agencies selected to service a portfolio. We believe in outsourcing 99% of its recovery efforts. We believe that we can never be experts in collecting all the various types of debt. We retain a handful of accounts internally for benchmarking purposes. Our philosophy is to keep overhead low and concentrate on our strengths of analysis and purchasing the portfolios at the right price and managing the recovery process.
 
The recovery process is largely done by collection agencies and law firms. Recovery process is generally handed over to lawyers when it is determined the debtor has the ability to satisfy his/her obligation but normal collection activities have not resulted in resolution.
 
In the event of legal action, we seek attorneys/collection law firms that are located in the state of the debtor. The proximity of the agent to the debtor has a significant influence on the debtors’ actions.
 
We continuously weigh the benefits of selling the obligations versus holding it in anticipation of settlement. If we can realize an acceptable return within the expected horizon by selling the loan, the Company will do so. In most cases an obligation becomes collectible at a point in time. Periodically, we will evaluate our portfolios to identify accounts with profiles that are inconsistent with our collection strategies. Such accounts can be offered for sale to a network of investors, collection agencies and law firms.

For the years ended September 30, 2010 and September 30, 2009, our revenues were approximately $158,851 and $246,558 and our net loss was ($136,318) and ($134,540), respectively. The Company has discontinued making new investments and is seeking to merge with or acquire another company seeking to go public via reverse merger.
 
Industry Overview

The purchasing, servicing and collection of charged-off, sub-performing and performing consumer receivables is an industry that is driven by:

 
·
levels of consumer debt;

 
·
defaults of the underlying receivables; and

 
·
utilization of third-party providers to collect such receivables.

 
4

 

We believe that as a result of the difficulty in collecting these past due receivables and the desire of originating institutions to focus on their core businesses and to generate revenue from these receivables, originating institutions are increasingly electing to sell these portfolios.
 
Strategy

The Company ceased making new investments in charged off consumer credit portfolios since October 2007 and is currently running off existing portfolios and seeking to merge with or acquire companies in the healthcare and information technology industry.
 
Receivable Servicing

Our objective is to maximize our return on investment on acquired consumer receivable portfolios. As a result, before acquiring a portfolio, we analyze the portfolio to determine how to best maximize collections in a cost efficient manner. Once a portfolio has been acquired, we or our recovery partner generally download all receivable information provided by the seller into our account management system and reconcile certain information with the information provided by the seller in the purchase contract. We or our recovery partners send notification letters to obligors of each acquired account explaining, among other matters, our new ownership and asking that the obligor contact us. In addition, we notify the three major credit reporting agencies of our new ownership of the receivables. We presently outsource all our collections to collection agencies. After assignment to a collection agency we actively monitor and review the collection agency’s performance on an ongoing basis.
 
Employees

As of September 30, 2010, we had one full-time employee.
 
ITEM 1A. RISK FACTORS

You should carefully consider the risks described below as well as other information provided to you in this document, including information in the section of this annual report entitled “Information Regarding Forward Looking Statements.” The risks and uncertainties described below are not the only ones facing us. Additional risks and uncertainties not presently known to us or that we currently believes are immaterial may also impair our business operations. If any of the following risks actually occur, the Company’s businesses, financial condition or results of operations could be materially adversely affected, the value of the common stock could decline, and you may lose all or part of your investment.

The Company has ceased making portfolio purchases since October 2007.

Due to our inability to raise capital and the world’s deep recession, we decided to make new investments and have subsequently been only collecting from previously purchased portfolios. The management is focused on merging with or acquiring another operating company that may be seeking to go public via reverse merger. There is no assurance that the management will succeed and as a result, shareholders may be adversely affected.

We may not be able to purchase consumer or commercial receivable portfolios at favorable prices or on sufficiently favorable terms or at all and our success depends upon the continued availability of consumer receivable portfolios that meet our purchasing criteria and our ability to identify and finance the purchases of such portfolios.
 
Our quarterly operating results may fluctuate and cause our stock price to decline.

Because of the nature of our business, our quarterly operating results may fluctuate, which may adversely affect the market price of our common stock. Our results may fluctuate as a result of any of the following:

 
·
the timing and amount of collections on our consumer receivable portfolios;
 
 
 
·
our inability to identify and acquire additional consumer receivable portfolios;

 
5

 

 
·
a decline in the estimated value of our consumer receivable portfolio recoveries;
 
 
 
·
increases in operating expenses associated with the growth of our operations; and

 
·
general and economic market conditions.

 
·
Currency fluctuations can have an impact on our recoveries from U.K. portfolios.

 Failure of our third party recovery partners to adequately perform collection services could materially reduce our revenues and our profitability, if any.

We are dependent upon outside collection agencies to service all our consumer receivable portfolios. Any failure by our third party recovery partners to adequately perform collection services for us or remit such collections to us could materially reduce our revenues and our profitability. In addition, our revenues and profitability could be materially adversely affected if we are not able to secure replacement recovery partners and redirect payments from the debtors to our new recovery partner promptly in the event our agreements with our third-party recovery partners are terminated, our third-party recovery partners fail to adequately perform their obligations or if our relationships with such recovery partners adversely change.

Our collections may decrease if bankruptcy filings increase.

During times of economic recession, the amount of defaulted consumer receivables generally increases, which contributes to an increase in the amount of personal bankruptcy filings. Under certain bankruptcy filings, a debtor's assets are sold to repay credit originators, but since the defaulted consumer receivables we purchase are generally unsecured we often would not be able to collect on those receivables. We cannot assure you that our collection experience would not decline with an increase in bankruptcy filings. If our actual collection experience with respect to a defaulted consumer receivables portfolio is significantly lower than we projected when we purchased the portfolio, our earnings could be negatively affected.

We may not be able to continue our operations if we are unable to generate funding from third party financing sources

If we are unable to access external sources of financing, we may not be able to fund and grow our operations. The failure to obtain financing and capital as needed would limit our ability to:

 
·
purchase consumer receivable portfolios; and

 
·
achieve our growth plans.

The loss of any of our executive officers may adversely affect our operations and our ability to successfully merge with or acquire another company.

Our President and Chief Executive Officer, Max Khan, is responsible for making substantially all management decisions, including determining which portfolios to purchase, the purchase price and other material terms of such portfolio acquisitions. These decisions are instrumental to the success of our business. The loss of Max Khan could disrupt our operations and adversely affect our ability to successfully acquire and service receivable portfolios.

Government regulations may limit our ability to recover and enforce the collection of our receivables.

Federal, state and municipal laws, rules, regulations and ordinances may limit our ability to recover and enforce our rights with respect to the receivables acquired by us. These laws include, but are not limited to, the following federal statutes and regulations promulgated thereunder and comparable statutes in states where consumers reside and/or where creditors are located:
 
 
·
the Fair Debt Collection Practices Act;

 
·
the Federal Trade Commission Act;

 
6

 

 
·
the Truth-In-Lending Act;

 
·
the Fair Credit Billing Act;

 
·
the Equal Credit Opportunity Act; and

 
·
the Fair Credit Reporting Act.

Additional laws may be enacted that could impose additional restrictions on the servicing and collection of receivables. Such new laws may adversely affect the ability to collect the receivables.

Because the receivables were originated and serviced pursuant to a variety of federal and/or state laws by a variety of entities and involved consumers in all 50 states, the District of Columbia and Puerto Rico, there can be no assurance that all original servicing entities have at all times been in substantial compliance with applicable law. Additionally, there can be no assurance that we or our recovery partners have been or will continue to be at all times in Substantial compliance with applicable law. The failure to comply with applicable law could materially adversely affect our ability to collect our receivables and could subject us to increased costs and fines and penalties. In addition, our third-party recovery partners may be subject to these and other laws and their failure to comply with such laws could also materially adversely affect our revenues and earnings.

The Company is also subject to various debt collection and privacy regulations of countries where is operates.
 
Class action suits and other litigation in our industry could divert our management's attention from operating our business and increase our expenses.

Certain originators and recovery partners in the consumer credit industry have been subject to class actions and other litigation. Claims include failure to comply with applicable laws and regulations and improper or deceptive origination and servicing practices. If we become a party to such class action suits or other litigation, our results of operations and financial condition could be materially adversely affected.

If a significant portion of our shares available for resale are sold in the public market, the market value of our common stock could be adversely affected.

Sales of a substantial number of shares of our common stock in the public market could cause a decrease in the market price of our common stock. We had approximately 17,702,896 shares of common stock issued and outstanding as of the date hereof. In addition, approximately 46,000 warrants to purchase our common stock were outstanding as of the date hereof. We may also issue additional shares in connection with our business and may grant additional stock options to our employees, officers, directors and consultants under our stock option plans or warrants to third parties. As of September 30, 2010 there were 46,000 shares available for such purpose. If a significant portion of these shares were sold in the public market, the market value of our common stock could be adversely affected.

Our common stock will be subject to the “Penny Stock” rules of the SEC.

The Securities and Exchange Commission has adopted Rule 15g-9 which establishes the definition of a "penny stock," for the purposes relevant to us, as any equity security that has a market price of less than $5.00 per share or with an exercise price of less than $5.00 per share, subject to certain exceptions. For any transaction involving a penny stock, unless exempt, the rules require:
 
 
·
that a broker or dealer approve a person's account for transactions in penny stocks; and
 
·
the broker or dealer receive from the investor a written agreement to the transaction, setting forth the identity and quantity of the penny stock to be purchased.
 
In order to approve a person's account for transactions in penny stocks, the broker or dealer must:
 
 
·
obtain financial information and investment experience objectives of the person; and
 

 
7

 
 
 
·
make a reasonable determination that the transactions in penny stocks are suitable for that person and the person has sufficient knowledge and experience in financial matters to be capable of evaluating the risks of transactions in penny stocks.
 
The broker or dealer must also deliver, prior to any transaction in a penny stock, a disclosure schedule prescribed by the Commission relating to the penny stock market, which, in highlight form:
 
 
·
sets forth the basis on which the broker or dealer made the suitability determination; and
 
·
that the broker or dealer received a signed, written agreement from the investor prior to the transaction.
 
Generally, brokers may be less willing to execute transactions in securities subject to the "penny stock" rules. This may make it more difficult for investors to dispose of our common stock and cause a decline in the market value of our stock.
 
Disclosure also has to be made about the risks of investing in penny stocks in both public offerings and in secondary trading and about the commissions payable to both the broker-dealer and the registered representative, current quotations for the securities and the rights and remedies available to an investor in cases of fraud in penny stock transactions. Finally, monthly statements have to be sent disclosing recent price information for the penny stock held in the account and information on the limited market in penny stocks.

ITEM 1B. UNRESOLVED STAFF COMMENTS

Not applicable.

ITEM 2. PROPERTIES

Our executive and administrative offices are located at 2 Executive Drive, Suite 630, Fort Lee, NJ 07024. We lease our New Jersey facility at approximately $2,000 per month and such lease expires on December 30, 2011.
 
ITEM 3. LEGAL PROCEEDINGS

Not applicable.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITYHOLDERS

None.

 
8

 

Part II

ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STAREHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

Since October 2004, our common stock, par value $.001 per share, had been quoted on the Nasdaq Bulletin Board under the symbol “RCVA”. Prior to October 2004, there was no market for our common stock. The last reported price as of December 31, 2010 was $0.01 per share.

Quarter Ended
 
High ($)
   
Low ($)
 
March 31, 2009
    .03       .01  
June 30, 2009
    .06       .01  
September 30, 2009
    .02       .01  
December 31, 2009
    .02       .01  
March 31, 2010
    .19       .02  
June 30, 2010
    .51       .03  
September 30, 2010
    .29       .04  
December 31, 2010
    .42       .02  
 
Holders
 
As of December 31, 2010 we had approximately 260 holders of our common stock. The number of record holders was determined from the records of our transfer agent and does not include beneficial owners of common stock whose shares are held in the names of various security brokers, dealers, and registered clearing agencies.
 
Dividends

We have never declared or paid any cash dividends on our common stock. We do not anticipate paying any cash dividends to stockholders in the foreseeable future. In addition, any future determination to pay cash dividends will be at the discretion of the Board of Directors and will be dependent upon our financial condition, results of operations, capital requirements, and such other factors as the Board of Directors deem relevant.

 
9

 

Equity Compensation Plans

As of September 30, 2010, we had the following securities authorized for issuance under the equity compensation plans:

Plan Category
 
Number of
Securities to be
issued upon
exercise of
outstanding
options,
warrants and
rights
   
Weighted-
average exercise
price of
outstanding
options,
warrants and
rights
   
Number of
securities
remaining
available for
future issuance
under equity
compensation
plans (excluding
securities
reflected in
column (a)
 
                   
Equity compensation plans approved by security holders
    2,500,000     $ 0.01        
Equity compensation plans not approved by security holders
                 
Total
    2,500,000     $ 0.01        

ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION

Introduction

The following discussion should be read in conjunction with the Financial Statements and Notes thereto. Our fiscal year ends September 30. This document contains certain forward-looking statements including, among others, anticipated trends in our financial condition and results of operations and our business strategy. (See Part I, Item 1A, "Risk Factors"). These forward-looking statements are based largely on our current expectations and are subject to a number of risks and uncertainties. Actual results could differ materially from these forward-looking statements. Important factors to consider in evaluating such forward-looking statements include (i) changes in external factors or in our internal budgeting process which might impact trends in our results of operations; (ii) unanticipated working capital or other cash requirements; (iii) changes in our business strategy or an inability to execute our strategy due to unanticipated changes in the industries in which we operate; and (iv) various competitive market factors that may prevent us from competing successfully in the marketplace.

Results of Operations

Year Ended September 30, 2010 Compared to Year Ended September 30, 2009.

Revenues

Total revenue for the twelve months ended September 30, 2010 declined by approximately 36% to $158,851 from $246,558 for the year ended September 30, 2009. The Company had a net loss of ($136,318) for the year ended September 30, 2010 versus net loss of ($134,540) for the year ended September 2009. Servicing income was generated from Ramco Income Fund Ltd and one other investment vehicle managed by the Company. The finance income is net of all collections expenses because the Company outsources all its collections on a contingency basis.
 
For the twelve months ended September 30, 2010 and September 30, 2009, the Company did not invest in any portfolio. The Company has stopped purchasing portfolios after October 2007 due to the inability to raise additional capital. The face value represents the outstanding balance owed by debtors at the time of purchase and the Company expects to collect only a small percentage of the outstanding balance. In 2010, the Company used the recovery method only for all portfolios.

During the year ended September 30, 2010, we serviced a pool of charged-off consumer accounts on behalf of Ramco Income Fund Limited and from another investment vehicle. Servicing fees received under this arrangement declined by approximately 57% to $13,742 from $32,267 in the year ended September 30, 2009. The Fund has been redeeming investors and stopped making fresh investments since October 2007, which has resulted in sharp decline in servicing fees from the Fund. Ramco Income Fund was fully redeemed on December 13, 2010. The Company will receive a majority of the residual cash flow from all portfolios acquired. The cumulative residual from the Fund cannot be estimated at this time and is not expected to be material.

Total operating expenses

Total operating expenses in the year ended September 30, 2010 declined by approximately 23% or $87,929 to $295,529 compared to $383,458 for the year ended September 30, 2009.  Included in operating expenses for the years ended September 30, 2010 and 2009 are approximately $61,000 and $27,000 for an impairment of receivables, respectively.  The decrease in operating expenses is due to decrease in collection fees and payroll expenses as the Company ceased making new investments in charged off consumer credit portfolios and is currently running off existing portfolios.  Additionally, the Company relocated its office during 2010 to reduce rent expense and shut down the California office as well.
 
10

 
Other income and expense

For the year ended September 30, 2010, the Company had interest income of $360 compared to interest income of $2,360 for the year ended September 30, 2009.  The Company expects the overall expenses to materially decline going forward when compared to operating expenses in the year ended September 30, 2010.

Income taxes
 
For the year ended September 30, 2010 and 2009 the Company has recorded no income tax provision as the Company has continuing losses. 
 
Net Income (loss)

Net loss for the twelve months ended September 30, 2010 was ($136,318) versus ($134,540) for the twelve months ended September 30, 2009. The Company continues to incur losses due to declining finance income from existing portfolio of finance receivables, cessation of portfolio purchases since September 2007 and declining servicing income from management of Ramco Income Fund Ltd. and portfolios managed for outside investors. The Company has taken steps to reduce operating expenses and preserve cash.
 
Liquidity and Capital Resources

Liquidity

For the year ended September 30, 2010 the Company had working capital of $163,843 versus $206,634 for the year ended September 30, 2009. Working capital for year ended September 30, 2010 declined by approximately 21% or $42,791 from $206,634 for the year ended September 30, 2009. The decline was largely due to declining collections and lack of investments into new portfolios. At the year ended September 30, 2010, the Company had $186,401 in cash and continues to generate sufficient cash to fund operations for the foreseeable future.
 
Cash Flows and Expenditures

Year ended September 30, 2010 compared to September 30, 2009

During the years ended September 30, 2010 and 2009, the Company did not purchase any portfolios.
 
During the years ended September 30, 2010 and 2009, the Company had finance income of $145,109 and $214,291, respectively.

During the year ended September 30, 2010 we generated $13,742 in servicing income compared to $32,267 in servicing income in the year ended September 30, 2009.
 
We currently utilize various business channels for the collection of charged off credit cards and other receivables. The Company is currently using four (4) collection agencies and several law firms on a contingency basis.
 
Cash used from operations was ($30,292) during the year ended September 30, 2010 versus cash used of ($37,007) during the year ended September 30, 2009.
 
Net cash (used) from financing activities was $20,250 and $0 during the years ended September 30, 2010 and 2009, respectively.

 
11

 

 Capital Resources

The cash flow from portfolios currently owned would be adequate to meet our operating expenses for the foreseeable future.

Critical Accounting Policies

The Company currently utilizes the cost method to determine income recognized on finance receivables.

In October 2003, ASC 310-30, “Accounting for Loans or Certain Securities Acquired in a Transfer” was issued. This ASC proposes guidance on accounting for differences between contractual and expected cash flows from an investor’s initial investment in loans or debt securities acquired in a transfer if those differences are attributable, at least in part, to credit quality. This ASC is effective for loans acquired in fiscal years beginning after December 15, 2004. The ASC would limit the revenue that may be accrued to the excess of the estimate of expected future cash flows over a portfolio’s initial cost of accounts receivable acquired. The ASC would require that the excess of the contractual cash flows over expected cash flows not be recognized as an adjustment of revenue, expense, or on the balance sheet. The ASC would freeze the internal rate of return, referred to as IRR, originally estimated when the accounts receivable are purchased for subsequent impairment testing. Rather than lower the estimated IRR if the original collection estimates are not received, the carrying value of a portfolio would be written down to maintain the original IRR. Increases in expected future cash flows would be recognized prospectively through adjustment of the IRR over a portfolio’s remaining life. The ASC provides that previously issued annual financial statements would not need to be restated. Management is in the process of evaluating the application of this ASC. In accordance with ASC 310-30, the Company is currently is using the cost recovery method for revenue recognition for all its current portfolios.

Special Note on Forward-Looking Statements

This report contains “forward-looking statements” within the meaning of the federal securities laws. All statements, other than statements of historical facts, included or incorporated into this Form 10-K are forward-looking statements. The words “believe,” “expect,” “anticipate,” “estimate,” “project,” and similar expressions often characterize forward looking statements. These statements may include, but are not limited to, projections of collections, revenues, income or loss, estimates of capital expenditures, plans for future operations, products or services, and financing needs or plans, as well as assumptions relating to these matters. These statements include, among others, statements found under “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Business.”
 
Actual results could differ materially from those contained in the forward-looking statements due to a number of factors, some of which are beyond our control. Factors that could affect our results and cause them to differ from those contained in the forward-looking statements include: 
 
 
·
the availability of financing;
 
·
our ability to maintain sufficient liquidity to operate our business including obtaining new capital to enable us to purchase new receivables;
 
·
our ability to purchase receivable portfolios on acceptable terms;
 
·
our continued servicing of the receivables in our securitization transactions and for the unrelated third party;
 
·
our ability to recover sufficient amounts on receivables to fund operations;
 
·
our ability to hire and retain qualified personnel to recover our receivables efficiently;
 
·
changes in, or failure to comply with, government regulations; and
 
·
the costs, uncertainties and other effects of legal and administrative proceedings.
 
ITEM 6A.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Market rate risk

We are exposed to market risk related to changes in interest rates and foreign currency exchanges rates.

Interest rate risk

We hold our assets in cash and cash equivalents.  We do not hold derivative financial instruments or equity securities.

 
12

 

Foreign currency exchange rate risk

Our revenue and expenses are denominated in U.S. dollars.  We currently own one portfolio in United Kingdom; we do not anticipate that foreign exchange gains or losses will be significant.  We have not engaged in foreign currency hedging to date.

Our international business is subject to risks typical of international activity, including, but not limited to, differing economic conditions; change in political climates; differing tax structures; and other regulations and restrictions.  Accordingly, our future results could be impacted by changes in these or other factors.

ITEM 7. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED SEPTEMBER 30, 2010 AND 2009

   
PAGE(S)
FINANCIAL STATEMENTS:
   
     
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
14
     
Consolidated Balance Sheets as of September 30, 2010 and 2009
 
15
     
Consolidated Statements of Operations for the Years Ended September 30, 2010 and 2009
 
16
     
Consolidated Statements of Stockholders’ Equity for the Years Ended September 30, 2010 and 2009
 
17
     
Consolidated Statements of Cash Flows for the Years Ended September 30, 2010 and 2009
 
18
     
Notes to Consolidated Financial Statements
  
19-26

 
13

 


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To Receivable Acquisition and Management Corporation and Subsidiaries
2 Executive Drive, Suite 630, Fort Lee, New Jersey, 07024

We have audited the accompanying consolidated balance sheets of Receivable Acquisition and Management Corporation and Subsidiaries (the “Company”) as of September 30, 2010 and 2009, and the related consolidated statements of operations, stockholders’ equity and cash flows for the years ended September 30, 2010 and 2009. These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.

We conducted our audits in accordance with standards of the Public Company Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Receivable Acquisition and Management Corporation and Subsidiaries as of September 30, 2010 and 2009 and the results of their operations and their cash flows for the years ended September 30, 2010 and 2009 in conformity with accounting principles generally accepted in the United States of America.

/s/ Friedman LLP

New York, New York
January 12, 2011

406 LIPPINCOTT DRIVE, SUITE J, MARLTON, NJ 08053 T 856.355.5900 F 856.396.0022
OFFICES IN NEW YORK CITY | LONG ISLAND AND AN INDEPENDENT MEMBER FIRM OF DFK WITH OFFICES WORLDWIDE

 
14

 

RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
SEPTEMBER 30, 2010 AND 2009
 
   
2010
   
2009
 
             
ASSETS
           
             
CURRENT ASSETS
           
Cash
  $ 186,401     $ 196,443  
Prepaid Expenses
    -       939  
Finance receivables - short term
    18,923       47,050  
                 
Total current assets
    205,324       244,432  
                 
OTHER ASSETS
               
Finance receivables - long-term
    38,418       94,113  
                 
Total other assets
    38,418       94,113  
                 
TOTAL ASSETS
  $ 243,742     $ 338,545  
                 
LIABILITIES AND STOCKHOLDERS' EQUITY
               
                 
CURRENT LIABILITIES
               
Accrued and other expenses
  $ 41,481     $ 37,798  
                 
Total current liabilities
    41,481       37,798  
                 
COMMITMENT & CONTINGENCIES
               
STOCKHOLDERS' EQUITY
               
Preferred stock, par value $10 per share;
10,000,000 shares authorized in 2010 and 2009 and 0 shares issued and outstanding at September 30, 2010 and 2009, respectively
    -       -  
Common stock, par value $.001 per share;
325,000,000 shares authorized in 2010 and 2009 and 16,802,896 and 16,052,896 shares issued and outstanding at September 30, 2010 and 2009, respectively
    16,803       16,053  
Additional paid-in capital
    651,648       614,566  
Accumulated deficit
    (466,190 )     (329,872 )
      202,261       300,747  
                 
Total stockholders' equity
    202,261       300,747  
                 
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
  $ 243,742     $ 338,545  

The accompanying notes are an integral part of the consolidated financial statements.

 
15

 

RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED SEPTEMBER 30, 2010 AND 2009
 
   
2010
   
2009
 
             
REVENUES
           
Financing income
  $ 145,109     $ 214,291  
Service income and other
    13,742       32,267  
Total revenues
    158,851       246,558  
                 
COSTS AND EXPENSES
               
Selling, general and administrative
    234,228       356,495  
Impairment of receivables
    61,301       26,963  
Total costs and expenses
    295,529       383,458  
                 
LOSS FROM OPERATIONS
    (136,678 )     (136,900 )
                 
OTHER INCOME (EXPENSES)
               
Interest income
    360       2,360  
Total other income (expenses)
    360       2,360  
                 
LOSS BEFORE PROVISION FOR INCOME TAXES
    (136,318 )     (134,540 )
                 
LOSS APPLICABLE TO COMMON STOCK
  $ (136,318 )   $ (134,540 )
                 
LOSS PER COMMON SHARE, BASIC
  $ (0.01 )   $ ( 0.01 )
                 
LOSS PER COMMON SHARE, FULLY DILUTED
  $ (0.01 )   $ (0.01 )
                 
WEIGHTED AVERAGE SHARES OUTSTANDING, BASIC
    16,075,499       16,052,896  
                 
WEIGHTED AVERAGE SHARES OUTSTANDING, DILUTED
    16,075,499       16,052,896  

The accompanying notes are an integral part of the consolidated financial statements.

 
16

 

RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
FOR THE YEARS ENDED SEPTEMBER 30, 2010 AND 2009
 
               
Additional
                         
   
Common Stock
   
Paid-In
   
Treasury Stock
   
Accumulated
       
   
Shares
   
Amount
   
Capital
   
Shares
   
Amount
   
Deficit
   
Total
 
                                           
BALANCE, OCTOBER 1, 2008
    17,122,896     $ 17,123     $ 628,535       1,070,000     $ (15,039 )   $ (195,332 )   $ 435,287  
                                                         
Retirement of Treasury stock
    (1,070,000 )     (1,070 )     (13,969 )     (1,070,000 )     15,039       -       -  
                                                         
Net loss for the year ended September 30, 2009
    -       -       -       -       -       (134,540 )     (134,540 )
                                                         
BALANCE, SEPTEMBER 30, 2009
    16,052,896     $ 16,053     $ 614,566       -     $ -     $ (329,872 )   $ 300,747  
                                                         
Issued 750,000 options for compensation
    -       -       17,582       -       -       -       17,582  
                                                         
Issuance of stock for cash
    750,000       750       19,500       -       -               20,250  
                                                         
Net loss for the year ended September 30, 2010
    -       -       -       -       -       (136,318 )     (136,318 )
                                                         
BALANCE, SEPTEMBER 30, 2010
    16,802,896     $ 16,803     $ 651,648       -     $ -     $ (466,190 )   $ 202,261  

The accompanying notes are an integral part of the consolidated financial statements.

 
17

 

RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED SEPTEMBER 30, 2010 AND 2009
 
   
2010
   
2009
 
             
CASH FLOWS FROM OPERATING ACTIVITIES:
           
Net income (loss)
  $ (136,318 )   $ (134,540 )
                 
Adjustments to reconcile net income to net cash
               
provided by operating activities:
               
Issuance of stock
    17,582       -  
Write-down of receivables
    61,301       26,963  
                 
Changes in Operating Assets and Liabilities
               
Collections applied to principal on finance receivables
    22,521       70,268  
Decrease in prepaid expenses
    939       -  
Increase accrued expenses
    3,683       302  
Net cash used in operating activities
    (30,292 )     (37,007 )
                 
CASH FLOWS FROM FINANCING ACTIVITIES
               
Proceeds from exercise of stock options
    20,250       -  
Net cash provided by financing activities
    20,250       -  
                 
NET DECREASE IN CASH
    (10,042 )     (37,007 )
                 
CASH AND CASH EQUIVALENTS - BEGINNING OF YEAR
    196,443       233,450  
                 
CASH AND CASH EQUIVALENTS - END OF YEAR
  $ 186,401     $ 196,443  

The accompanying notes are an integral part of the consolidated financial statements.

 
18

 

RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 2010 AND 2009
 
NOTE 1-
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
 
A.
THE COMPANY AND PRESENTATION
 
Receivable Acquisition and Management Corporation and Subsidiaries (the “Company”) was formerly Biopharmaceutics, Inc. In June 1999, pursuant to a meeting of the Board of Directors, Biopharmaceutics Inc, adopted a resolution and filed a certificate of amendment to the certificate of incorporation and changed the name of Biopharmaceutics, Inc., to Feminique Corporation.
 
On November 25, 2003, the Feminique Corporation incorporated a wholly-owned subsidiary Receivable Acquisition and Management Corp of New York. The Company purchases, manages and collects defaulted consumer receivables.
 
On April 21, 2004, Feminique Corporation amended its certificate of incorporation to increase its authorized number of shares of common stock from 75,000,000 shares to 325,000,000 shares.  This amendment was approved by Feminique Corporation’s shareholders at its April 20, 2004 annual meeting.  The shareholders also changed the name of Feminique Corporation to Receivable Acquisition and Management Corporation.
 
The Company ceased investments in distressed consumer credit portfolios in September 2007 and is currently in the process of running off existing portfolios. Three agencies in the United States and one in UK are collecting the remaining portfolios. Since we outsource our collections, the Company is not required to register in each and every state the debtor resides. The collection agencies are required to register in each state they call debtors.
 
 
B.
FINANCE RECEIVABLES
 
The Company has adopted the provisions of Financial Accounting Standards Board Accounting Standards Codification (FASB ASC) 310-30 for its investment in finance receivables, “Accounting for Loans or Certain Debt Securities Acquired in a Transfer.” This SOP limits the yield that may be accreted (accretable yield) to the excess of the Company’s estimate of undiscounted expected principal, interest and other cash flows (cash flows expected at the acquisition to be collected) over the Company’s initial investment in the finance receivables. Subsequent increases in cash flows expected to be collected are recognized prospectively through adjustment of the finance receivables yield over its remaining life. Decreases in cash flows expected to be collected are recognized as impairment to the finance receivable portfolios. The Company’s proprietary collections model is designed to track and adjust the yield and carrying value of the finance receivables based on the actual cash flows received in relation to the expected cash flows.
 
During the years ended September 30, 2010 and 2009, the Company neither acquired nor sold any finance receivables.
 
In the event that cash collections would be inadequate to amortize the carrying balance, an impairment charge would be taken with a corresponding write-off of the receivable balance. Accordingly, the Company does not maintain an allowance for credit losses.
 
 
19

 
 
RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
SEPTEMBER 30, 2010 AND 2009
 
The agreements to purchase the aforementioned receivables include general representations and warranties from the sellers covering account holder death or bankruptcy, and accounts settled or disputed prior to sale. The representation and warranty period permitting the return of these accounts from the Company to the seller is typically 90 to 180 days. Any funds received from the seller of finance receivables as a return of purchase price are referred to as buybacks. Buyback funds are simply applied against the finance receivable balance received. They are not included in the Company’s cash collections from operations nor are they included in the Company’s cash collections applied to principal amount. Gains on sale of finance receivables, representing the difference between sales price and the unamortized value of the finance receivables, are recognized when finance receivables are sold.
 
Changes in finance receivables for the years ended September 30, 2010 and 2009 were as follows:
 
   
2010
   
2009
 
             
Balance at beginning of year
  $ 141,163     $ 238,394  
Cash collections applied to principal
    (22,521 )     (70,268 )
Receivable writedown
    (61,301 )     (26,963 )
Balance at the end of the year
  $ 57,341     $ 141,163  
Estimated Remaining Collections ("ERC")*
  $ 57,341     $ 214,292  
 
*Estimated remaining collection refers to the sum of all future projected cash collections from acquired portfolios. ERC is not a balance sheet item, however, it is provided for informational purposes. Income recognized on finance receivables was $145,109 and $214,292 for the fiscal years ended September 30, 2010 and 2009, respectively.
 
Under ASC 310-30 debt security impairment is recognized only if the fair market value of the debt has declined below its amortized costs. The Company took impairment charges totaling approximately $61,000 and $27,000 during the years ended September 30, 2010 and 2009, respectively.
 
 
C.
PRINCIPLES OF CONSOLIDATION
 
The consolidated financial statements include the accounts of the Company and its subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation.
 
 
D.
CASH AND CASH EQUIVALENTS
 
The Company considers all highly liquid debt instruments and other short-term investments with an initial maturity of three months or less to be cash or cash equivalents. There were no cash equivalents as of September 30, 2010 and September 30, 2009.
 
The Company maintains cash and cash equivalents balances at financial institutions that are insured by the Federal Deposit Insurance Corporation up to $250,000.

 
20

 

RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
SEPTEMBER 30, 2010 AND 2009
 
 
E.
INCOME TAXES
 
The Company accounts for income taxes pursuant to the provisions of the ASC 740, Accounting for Income Taxes, which requires an asset and liability approach to calculating deferred income taxes. The asset and liability approach requires the recognition of deferred tax liabilities and assets for the expected future tax consequences of temporary differences between the carrying amounts and the tax basis of assets and liabilities.

 
F.
USE OF ESTIMATES
 
The preparation of financial statements in conformity with US generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during this reported period. Actual results could differ from those estimates.

 
G.
LOSS PER SHARE OF COMMON STOCK

Basic net loss per common share is computed using the weighted average number of common shares outstanding. Diluted earnings per share (EPS) include additional dilution from common stock equivalents, such as stock issuable pursuant to the exercise of stock options and warrants. Warrants of 946,000 were not included in the computation of diluted earnings per share as the Company reported a loss and to do so would be anti-dilutive for periods presented.

 
H.
RECENT ACCOUNT PRONOUNCEMENTS
 
In January 2010, the FASB issued Accounting Standards Update (“ASU”) No. 2010-06, “Improving Disclosures about Fair Value Measurements” (the “Update”). The Update provides amendments to FASB Accounting Standards Codification (“ASC”) 820-10 that require entities to disclose separately the amounts of significant transfers in and out of Level 1 and Level 2 fair value measurements and describe the reasons for the transfers. In addition the Update requires entities to present separately information about purchases, sales, issuances, and settlements in the reconciliation for fair value measurements using significant unobservable inputs (Level 3). The disclosures related to Level 1 and Level 2 fair value measurements are effective for the Company in 2010 and the disclosures related to Level 3 fair value measurements are effective for the Company in 2011. The Update requires new disclosures only, and has no impact on our consolidated financial position, results of operations, or cash flows.
 
 
I.
RECLASSIFICATIONS
 
Certain amounts reported in prior year have been reclassified to conform to the presentation at September 30, 2010. The reclassification has no effect on the net loss for the year ended September 30, 2009.

 
21

 
 
RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
SEPTEMBER 30, 2010 AND 2009
 
NOTE 2-
STOCK OPTIONS
 
In April 2004, the Company adopted a stock option plan upon approval by the shareholders at the Annual General Meeting under which selected eligible key employees of the Company are granted the opportunity to purchase shares of the Company’s common stock. The plan provides that 37,500,000 shares of the Company’s authorized common stock be reserved for issuance under the plan as either incentive stock options or non-qualified options. Options are granted at prices not less than 100 percent of the fair market value at the end of the date of grant and are exercisable over a period of ten years or as long as that person continues to be employed or serve on the on the Board of Directors, whichever is shorter. At September 30, 2010 and September 30, 2009, the Company had no options outstanding under this plan.
 
The fair value of each option awarded is estimated on the date of grant using the Black-Scholes option valuation model that uses the assumptions noted in the following table. Expected volatilities are based on historical volatility of the Company’s stock, and other factors. The expected life of the options granted represents the period of time from date of grant to expiration (1 year). The risk-free interest rate is based on the U.S. Treasury yield in effect at the time of grant. The per share weighted-average fair value of stock options granted for the years ended September 30, 2010 and 2009 was $.027 and $0, respectively, on the date of grant using the Black Scholes option-pricing model with the following assumptions:

Life
 
Dividend
Yield
   
Risk-free
Interest
rate
   
Volatility
 
                   
I year
    0 %     0.290 %     239.60 %
 
A summary of the status of the Company’s stock option plans for the fiscal years ended September 30, 2010 and 2009 and changes during the years are presented below: (in number of options):

   
Number of
Options
   
Average
Exercise
Price
 
             
Outstanding options at October 1, 2008 and 2009
    -     $ -  
                 
Options granted
    750,000       0.027  
                 
Options exercised
    (750,000 )     0.027  
                 
Outstanding options as of September 30, 2010
    -     $ -  
 
 
22

 

RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
SEPTEMBER 30, 2010 AND 2009
 
NOTE 2-
STOCK OPTIONS (CONTINUED)
 
Remaining options available for grant were 36,750,000 and 37,500,000 as of September 30, 2010 and 2009, respectively.  The total intrinsic value of options exercised during the years ended September 30, 2010 and 2009 was $17,582 and $0, respectively. Cash received from the exercise of stock options for the years ended September 30, 2010 and 2009 was $20,250 and $0, respectively.

For the years ended September 30, 2010 and 2009, the unamortized compensation expense for stock options for both the years ended was $0. The Company has no non-vested options as of September 30, 2010. The compensation cost that has been charged against income for the Plan was $17,582 and $0 for the fiscal years ended September 30, 2010 and 2009, respectively.
 
NOTE 3-
WARRANTS
 
The Company issued warrants during the year 2004. At September 30, 2010 and September 30, 2009, respectively, the Company had 946,000 warrants outstanding each exercisable at approximately $.0075. The warrants expire on December 31, 2010.
 
NOTE 4-
INCOME TAXES
 
Income taxes are provided for the tax effects of transactions reported in the financial statements and consist of taxes currently due. Deferred taxes related to differences between the basis of assets and liabilities for financial and income tax reporting will either be taxable or deductible when the assets or liabilities are recovered or settled. The difference between the basis of assets and liabilities for financial and income tax reporting are not material therefore, the provision for income taxes from operations consist of income taxes currently payable.
 
There was no provision for income tax for the years ended September 30, 2010 and 2009.
 
Due to the uncertainty of utilizing the approximate $466,190 and $329,872 in net operating loss carryforwards for the years ended September 30, 2010 and 2009 respectively, and realizing the deferred tax assets in the future, an offsetting valuation allowance has been established for the full amount of the deferred tax assets. The losses are available to offset future taxable income through 2030.
 
   
September 30,
   
September 30,
 
   
2010
   
2009
 
             
Deferred tax assets
  $ 163,167     $ 115,455  
Less: valuation allowance
    (163,167 )     (115,455 )
Totals
  $ -     $ -  
 
23

 
RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
SEPTEMBER 30, 2010 AND 2009

NOTE 5-
STOCK HOLDERS’ EQUITY
 
COMMON STOCK
 
There were 325,000,000 shares of common stock authorized, with 16,802,896 and 16,052,896 shares issued and outstanding at September 30, 2010 and September 30, 2009, respectively. The par value for the common stock is $.001 per share.
 
During the year ended September 30, 2009 the Company repurchased 1,070,000 shares of common stock at a market price of approximately $ .014 per share. The total purchase price was $15,039.During the year ended September 30, 2010 the Company issued 750,000 options for compensation valued at $17,582. The options were exercised and the Company received cash of $20,250.

NOTE 6-
RELATED PARTY
 
The Company receives fees from Ramco Income Fund Limited (“Fund”) a Bermuda entity. The Company is the investment manager of the Fund. The servicing fees for the years ended September 30, 2010 and 2009 were $13,742 and $32,267 respectively. The Fund has been fully redeemed.
 
NOTE 7-
FAIR VALUE MEASUREMENTS
 
The Company has categorized its financial assets and liabilities based upon the fair value hierarchy specified by FASB Accounting Standards Codification (“ASC “) Topic 820, Fair Value Measurement and Disclosures (“ASC 820”) This standard defines fair value, provides guidance for measuring fair value and requires certain disclosures. This standard does not require any new fair value measurement, but discusses valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flow), and the cost approach (cost to replace the service capacity of an asset or replacement cost). This standard provides for a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels:

 
24

 
 
RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
SEPTEMBER 30, 2010 AND 2009
 
NOTE 7-
FAIR VALUE MEASUREMENTS (CONTINUED)
 
Level 1 – Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2 – Inputs other than quoted prices that are observable for the asset or liability either directly or indirectly.  These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active

Level 3 – Unobservable inputs that reflect the Company’s own assumptions.

The following table represents the fair value hierarchy for those financial assets and liabilities measured at fair value on a recurring basis as of September 30, 2010:
 
Assets
 
Level 1
   
Level 2
   
Level 3
   
Total
 
                         
Finance receivables
    -       -     $ 57,341     $ 57,341  
                                 
Total Assets
    -       -     $ 57,341     $ 57,341  
                                 
Liabilities
    -       -       -       -  
                                 
Total Liabilities
    -       -       -       -  
 
The following table represents the fair value hierarchy for those financial assets and liabilities measured at fair value on a recurring basis as of September 30, 2009:

Assets
 
Level 1
   
Level 2
   
Level 3
   
Total
 
                         
Finance receivables
    -       -     $ 141,163     $ 141,163  
                                 
Total Assets
    -       -     $ 141,163     $ 141,163  
                                 
Liabilities
    -       -       -       -  
                                 
Total Liabilities
    -       -       -       -  
 
 
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RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
SEPTEMBER 30, 2010 AND 2009

NOTE 7-
FAIR VALUE MEASUREMENTS (CONTINUED)
 
The following table is a reconciliation of changes in the net fair value of finance receivables which are classified as level 3 in the fair value hierarchy.

   
2010
   
2009
 
Finance Receivables
           
Balance as of October 1 ,
    141,163       238,394  
Cash collected
    22,521       70,268  
Impairment of receivables  
    61,301       26,963  
Balance as of September 30 ,
    57,341       141,163  

NOTE 8-
SUBSEQUENT EVENTS
 
On October 7, 2010 the Company received $6,750 for exercising 900,000 warrants. On December 29, 2010 the Company received $345 for exercising of 46,000 warrants.
 
 
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ITEM 7A. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

None.

ITEM 8A. CONTROLS AND PROCEDURES

(a) Disclosure Controls and Procedures

Our principal executive and principal financial officer has evaluated the effectiveness of our disclosure controls and procedures, as defined in Rules 13a – 15(e) and 15d – 15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as of the end of the period covered by this annual report.  He has concluded that, based on such evaluation, our disclosure controls and procedures were effective as of September 30, 2010, as further described below.

(b) Management’s Annual Report on Internal Control Over Financial Reporting

Overview

Internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) refers to the process designed by, or under the supervision of, our principal executive officer and principal financial officer, and effected by our board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.  Management is responsible for establishing and maintaining adequate internal control over financial reporting for the Company.

Internal control over financial reporting cannot provide absolute assurance of achieving financial reporting objectives because of its inherent limitations.  Internal control over financial reporting is a process that involves human diligence and compliance and is subject to lapses in judgment and breakdowns resulting from human failures.  Internal control over financial reporting also can be circumvented by collusion or improper management override.  Because of such limitations, there is a risk that material misstatements may not be prevented or detected on a timely basis by internal control over financial reporting.  However, these inherent limitations are known features of the financial reporting process.  Therefore, it is possible to design into the process safeguards to reduce, though not eliminate, this risk.

Management has used the framework set forth in the report entitled “Internal Control — Integrated Framework” published by the Committee of Sponsoring Organizations (“COSO”) of the Treadway Commission to evaluate the effectiveness of RAMC’s internal control over financial reporting.  As a result of the material weaknesses described below, management has concluded that the Company’s internal control over financial reporting was effective as of September 30, 2010.

Management’s Assessment

Management has determined that, as of the September 30, 2010 measurement date, there were no material weaknesses in both the design and effectiveness of our internal control over financial reporting.

Human Resources: The Company has an outsourcing model whereby all collections functions are outsourced to external collection agencies and law firms. Each agency and law firm is required to send remittances along with detailed collections report at least once a month. Our collections manager handles receipt of checks and reports. She has a supervisor to review all data entered into our software system. The data is further verified by the CEO who receives independent reports from agencies and law firms.
 
Collections: All remittances are received as checks along with remittance report from all our collection agencies. Collections are entirely handled by our operations center in Rancho Santa Fe, California. The reports are entered into our software system “Collect”. The checks are then deposited by our New Jersey office. The checks are posted into our accounting records upon receipt of reports from California office and independent reports from the Collection Agencies. Receipt, depositing and recording functions are completely delineated. To date we have not had an incidence of theft or leakage.

Internal Accounting: Our internal accounting is done by a CPA firm before financials are submitted to our auditors.

Financial Reporting: The Company does not deal with any inventories or receivables. Our reporting is based on actual collections. Receivables are rarely created. The Company pays most of its bills upon receipt.

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Revenue Recognition: The Company currently uses “Recovery Method” instead of Interest Method for recognizing finance income. Finance income is only recognized when the investment cost has been fully recognized.
 
Portfolio Impairment and Accretion: The Company assesses each portfolio for possible impairment or accretion at the end of each fiscal year based on actual collections at the time of determination.
 
This annual report does not include an attestation report of the Company’s registered accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the Company’s registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission

(c) Changes in Internal Control over Financial Reporting

There has been no change in our internal control over financial reporting, as defined in Rules 13a-15(f) of the Exchange Act, during our most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.  
 
ITEM 8B. OTHER INFORMATION

None.

 
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PART III

ITEM 9.  DIRECTORS, OFFICERS AND CORPORATE GOVERNANCE.

The following table sets forth the names, age, and position of each of our directors and executive officers.
 
Name
 
Age
 
Present Principal Employment
         
Max Khan
 
44
 
Director, President, CEO and CFO
Gobind Sahney
 
49
 
Chairman
Steven Lowe
 
50
 
Director and Secretary

Set forth below is biographical information for each officer and director.
 
GOBIND SAHNEY, age 49, 1987 to 2004, Chairman & CEO, Young Entrepreneurs Society, Inc. (YES) a credit card marketing Company.1997 to 2004, Chairman & President, Sahney & Company, a corporate finance advisory firm. Mr. Sahney is a lifetime member of the National Eagle Scout Association; member Babson College Board of Trustees; the Babson College Asian Advisory Board; Mr. Sahney is a graduate of Babson College with dual degrees in Finance and Accounting. Born in 1961, Mr. Sahney lives in San Diego and has 2 children.

MAX KHAN, age 44, has been in the financial industry since 1987. He began his career as a financial consultant in New York. Mr. Khan founded Alliance Global Finance Inc. in 1992 with focus on corporate finance and investment banking. Mr. Khan served as president of Alliance Global Finance from 1991 through October 2003. Mr. Khan is a managing member of Thor Capital LLC, a FINRA registered firm. He currently holds Series 7 & 24 licenses. Mr. Khan has a Bachelors Degree in Accounting and Economics from City University of New York and MBA from Pace University (New York). He is married with 2 children and lives in New Jersey.

Steven Lowe, age 50, is a practicing attorney. He is the founder of Lowe Law. Mr. Lowe graduated from Vanderbilt University and received his JD from University of Connecticut School of Law.
 
SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE
 
Section 16(a) of the Exchange Act requires the Company’s directors, executive officers and persons who own more than ten percent of the Company’s outstanding Common Stock to file with the SEC and the Company reports on Form 4 and Form 5 reflecting transactions affecting beneficial ownership. Based solely on a review of the copies of the reports furnished to us, or written representations that no reports were required to be filed, we believe that during the fiscal year ended September 30, 2009 all Section 16(a) filing requirements applicable to our directors, officers, and greater than 10% beneficial owners were complied with.
 
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ITEM 10. EXECUTIVE COMPENSATION
 
Summary Compensation Table
 
The following table sets forth information regarding compensation paid to our principal executive officer, principal financial officer, and our highest paid executive officer, all of whose total annual salary and bonus for the years ended September 30, 2010 and 2009 exceeded $100,000.

SUMMARY COMPENSATION TABLE
 
Name and principal
     
Salary
   
Bonus
   
Stock
Awards
   
Option
awards
   
Non-equity
incentive
plan
compensation
   
Change in
pension value
and non
qualified
deferred
compensation
   
All Other
Compensation
   
Total
 
position
 
Year
 
($)
   
($)
   
($)
   
($), (a)
   
($)
   
($)
   
($)
   
($)
 
                                                     
Max Khan, President, Chief Executive Officer, Chief Financial Officer (1)
 
2010
  $         -0-       -0-       -0-       -0-       -0-       -0-     $    
   
2009
  $ 75,000       -0-       -0-       -0-       -0-       -0-       -0-     $ 75,000  
Steven Lowe
Director and Secretary (2)
 
2009
    -0-       -0-       -0-       -0-       -0-       -0-       -0-       -0-  
   
2008
    -0-       -0-       -0-       -0-       -0-       -0-       -0-       -0-  
Gobind Sahney
Chairman of the Board (3)
 
2009
    -0-       -0-       -0-       -0-       -0-       -0-       -0-       -0-  
   
2008
    -0-       -0-       -0-       -0-       -0-       -0-       -0-       -0-  

Grants of Plan-Based Awards

There were no grants of plan-based awards to named executive officers for the year ended September 30, 2010.

Outstanding Equity Awards at Fiscal Year-End

None.

Option Exercises and Stock Vested

No executive officer identified in the Summary Compensation Table above received or exercised any option in fiscal year 2010.  There were no shares of stock awarded or vested with respect to any of those executive officers.

Pension Benefits

None.

Non-qualified Deferred Compensation

The Company does not have any defined contribution or other plan which provides for the deferral of compensation on a basis that is not tax-qualified.

Employment Agreements

The Company has an employment agreement with Max Khan. The employment agreement expired on April 30, 2007. Under the existing employment provided Mr. Khan was entitled to receive $180,000 in annual compensation. Mr. Khan and the Company did not enter into a separation agreement and he has been serving the company without an employment agreement.

30

 
Potential Payments Upon Termination or Change-in-Control

None.

Director Compensation Arrangements

None

ITEM 11. EQUITY COMPENSATION PLAN INFORM AND SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.

Equity Compensation Plan Information

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The  following table sets forth the number of shares known to be owned by all persons who own at least 5% of RAMC’s outstanding common stock, the Company's directors, the executive officers, and the directors and executive officers as a group as of December 1, 2010, unless otherwise noted. Unless otherwise indicated, the stockholders listed in the table have sole voting and investment power with respect to the shares indicated.
 
NAME AND ADDRESS
 
AMOUNT AND
NATURE OF
BENEFICAL
 
PERCENT OF
 
BENEFICIAL OWNER
 
OWNERSHIP
 
CLASS
 
           
Gobind Sahney
   
870,000
 
5.08
%
Lisa Sahney Trust
   
1,740,000
 
10.17
%
Max Khan
   
2,820,000
 
16.95
%
Mehtab Sultana
   
1,300,000
 
7.59
%
Steven Lowe (1)
   
50,000
     
All Directors and Officers as a group (3 persons)
   
3,820,000
 
22.03
%
 

(1)
Represents fully vested options granted in 2005.

*Less than 1*% of the outstanding common stock

** Beneficial Ownership is determined in accordance with the rules of the Securities and Exchange Commission and generally includes voting or investment power with respect to securities. Shares of common stock subject to options, warrants, or convertible debt currently exercisable or convertible, or exercisable or convertible within 60 days of December 1, 2010 are deemed outstanding for computing the percentage of the person holding such option or warrant.  Percentages are based on a total of 17,702,896 shares of common stock outstanding on December 1, 2010, and the shares issuable upon the exercise of options, warrants exercisable, and debt convertible on or within 60 days of December 1, 2010, as described herein.

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE

There has not been any related transaction during the year ended September 30, 2010. Mr. Steven Lowe remains the only independent director of the board.

ITEM 13. PRINCIPAL ACCOUNTANT FEES AND SERVICES

Audit and Non-Audit Fees

Aggregate fees for professional services rendered for the Company by Friedman LLP and Bagell, Josephs Levine & Company, L.L.C for the fiscal years ended September 30, 2010 and 2009 are set forth below. The aggregate fees included in the Audit category are fees billed for the fiscal years for the audit of the Company's annual financial statements and review of financial statements and statutory and regulatory filings or engagements. The aggregate fees included in each of the other categories are fees billed in the fiscal years. (All references to "$" in this Proxy Statement are to United States dollars.)
 
31

 
   
September 30,
2010
   
September 30,
2009
 
             
Audit Fees
  $ 20,000     $ 20,000  
Audit Related Fees
  $        $    
Tax Fees
  $ 1,500     $ 1,500  
All Other Fees
  $ 0     $ 0  
Total
  $ 21,500     $ 21,500  

Audit Fees for the fiscal years ended September 30, 2010 and 2009 were for professional services rendered for the audits of the consolidated financial statements of the Company, quarterly review of the financial statements included in Quarterly Reports on Form 10-Q, consents, and other assistance required to complete the year-end audit of the consolidated financial statements.

Audit-Related Fees as of the fiscal years ended September, 2010 and 2009 were for assurance and related services reasonably related to the performance of the audit or review of financial statements and not reported under the caption Audit Fees.

Tax Fees as of the fiscal year ended September 30, 2010 and 2009 were for professional services related to tax compliance, tax authority audit support and tax planning.

There were no fees that were classified as All Other Fees as of the fiscal years ended September 30, 2010 and 2009.

As the Company does not have a formal audit committee, the services described above were not approved by the audit committee under the de minimus exception provided by Rule 2-01(c)(7)(i)(C) under Regulation S-X. Further, as the Company does not have a formal audit committee, the Company does not have audit committee pre-approval policies and procedures.

 
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ITEM 14. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a)  Financial Statements and Schedules

1.  Financial Statements

The following consolidated financial statements are filed as part of this report under Item 8 of Part II “Financial Statements and Supplementary Data.:

A.  Consolidated Balance Sheets at September 30, 2010 and 2009.
B.  Consolidated Statements of Operations for the Years Ended September 30, 2010 and 2009.
C.  Consolidated Statements of Changes in Shareholders’ Equity (Capital Deficit) for the Years Ended September 30, 2010 and 2009.
D.  Consolidated Statements of Cash Flows for the Years Ended September 30, 2010 and 2009.

(b)  Exhibits

The exhibits listed in the accompanying Index to Exhibits on pages 46  to 47 are filed or incorporated by reference as part of this Annual Report on Form 10-K.

 
33

 

SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on this 12th day of January, 2011.
 
RECEIVABLE ACQUISITION & MANAGEMENT
CORPORATION
 
/s/ Max Khan
By:  Max Khan
Chief Executive Officer, Chief Financial/Accounting Officer,
and Director
Date: January 12, 2011
 
In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated:

/s/ Max Khan
By: Max Khan
Chief Executive/Accounting Officer, Chief Financial Officer and Director
Date: January 12, 2011

/s/ Gobind Sahney
By: Gobind Sahney
Chairman of the Board
Date: January 12, 2011

/s/ Steven Lowe
By: Steven Lowe
Director
Date: January 12, 2011
 
 
34