SPLASH BEVERAGE GROUP, INC. - FORM 10-Q

Attached files

file	filename
EX-32.2 - SPLASH BEVERAGE GROUP, INC.	ex32x2.htm
EX-32.1 - EXHIBIT 32.1 - SPLASH BEVERAGE GROUP, INC.	ex32x1.htm
EX-31.2 - EXHIBIT 31.2 - SPLASH BEVERAGE GROUP, INC.	ex31x2.htm
EX-31.1 - SPLASH BEVERAGE GROUP, INC.	ex31x1.htm

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2018

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______ to _________

Commission File No. 000-55114

CANFIELD MEDICAL SUPPLY, INC.

(Name of registrant in its charter)

Colorado		34-1720075
(State or other jurisdiction of incorporation or formation)		(I.R.S. employer identification number)

4120 Boardman-Canfield Road, Canfield, Ohio 44406

(Address of principal executive offices)

(330) 533-1914

(Registrant's telephone number, including area code)

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

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 Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

☒ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐		Accelerated filer ☐
Non-accelerated filer ☐ (Do not check if a smaller reporting company)		Smaller reporting company ☒ Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

☐ Yes ☒ No

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. As of May 15, 2018, there were 11,277,200 shares of Common Stock issued and outstanding.

CANFIELD MEDICAL SUPPLY, INC.

FORM 10-Q

TABLE OF CONTENTS

PART I. FINANCIAL INFORMATION		Page

Item 1.	Financial Statements	3

	Condensed Balance Sheets (Unaudited)	3
	Condensed Statements of Operations (Unaudited)	4
	Condensed Statements of Cash Flows (Unaudited)	5
	Notes to Condensed Financial Statements (Unaudited)	6-11

Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	12

Item 3.	Quantitative and Qualitative Disclosures about Market Risk	14

Item 4.	Controls and Procedures	14

PART II. OTHER INFORMATION		15

Item 1.	Legal Proceedings	15

Item 1A.	Risk Factors	15

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	15

Item 3.	Defaults Upon Senior Securities	15

Item 4.	Mine Safety Disclosures	15

Item 5.	Other Information	15

Item 6.	Exhibits	15

	Signatures	16

PART I—FINANCIAL INFORMATION

Item 1. Financial Statements.

CANFIELD MEDICAL SUPPLY, INC.

CONDENSED BALANCE SHEETS

(Unaudited)

	March 31,			December 31,
ASSETS	2018			2017

Current Assets
Cash	$	30,208		$	17,921
Accounts receivable, net		248,354			151,262
Inventory		34,875			25,209
Total Current Assets		313,437			194,392

Equipment, net of accumulated depreciation of $87,577 and $93,158		46,615			46,636


Total Assets	$	360,052		$	241,028

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

Current Liabilities
Accounts payable and accrued liabilities	$	330,218		$	226,210
Line of credit		60,525			62,378
Current portion of long-term debt		11,043			11,296
Total Current Liabilities		401,786			299,884

Long-term debt		11,123			14,009

Total Liabilities		412,909			313,893

Stockholders' Equity (Deficit)
Preferred stock, no par value; 5,000,000 shares authorized; no shares		-			-
issued and outstanding
Common stock, no par value; 100,000,000 shares authorized;
11,277,200 shares issued and outstanding		243,515			243,515

Accumulated deficit		(296,372	)		(316,380	)
Total Stockholders' Equity (Deficit)		(52,857	)		(72,865	)
Total Liabilities and Stockholders' Equity (Deficit)	$	360,052		$	241,028

The accompanying footnotes are an integral part of these unaudited condensed financial statements.

CANFIELD MEDICAL SUPPLY, INC.

CONDENSED STATEMENTS OF OPERATIONS

(Unaudited)

	Three months			Three months
	ended			ended
	March 31, 2018			March 31, 2017

Sales (net of returns)	$	344,624		$	210,060
Cost of goods sold		170,176			105,521
Gross profit		174,448			104,539

Operating expenses:
Salaries and wages		71,767			82,535
Professional fees		31,265			27,205
Depreciation		12,633			13,469
Other selling, general and administrative		42,830			42,570
Total operating expenses		158,495			165,779

Income (loss) from operations		15,953			(61,240	)

Other income (expense):
Interest expense		(1,194	)		(2,282	)
Gain on sale of fixed assets		5,249			1,604
Total other income (expense)		4,055			(678	)

Income (loss) before provision for income taxes		20,008			(61,918	)
Provision for income tax		-			-

Net income (loss)	$	20,008		$	(61,918	)

Net income (loss) per share (basic and fully diluted)	$	0.00		$	(0.01	)

Weighted average number of common shares outstanding		11,277,200			11,238,311

The accompanying footnotes are an integral part of these unaudited condensed financial statements.

CANFIELD MEDICAL SUPPLY, INC.

CONDENSED STATEMENTS OF CASH FLOWS

(Unaudited)

	Three months ended			Three months ended
	March 31, 2018			March 31, 2017
Cash Flows From Operating Activities:
Net income (loss)	$	20,008		$	(61,918	)
Adjustments to reconcile net loss to net cash provided by (used for) operating activities:
Gain on sale of fixed assets		(5,249	)		(1,604	)
Depreciation		12,633			13,469
Changes in operating assets and liabilities:
(Increase) decrease in accounts receivable		(97,092	)		29,071
(Increase) in inventory		(9,666	)		(9,319	)
Increase (decrease) in accounts payable and accrued liabilities		104,008			(7,933	)
Net cash provided by (used for) operating activities		24,642			(38,234	)

Cash Flows From Investing Activities:
Proceeds from sale of fixed assets		5,389			3,171
Purchases of fixed assets		(12,752	)		(16,379	)
Net cash (used for) investing activities		(7,363	)		(13,208	)

Cash Flows From Financing Activities:
Net payments on line of credit		(1,853	)		(2,090	)
Payments on long-term debt		(3,139	)		(2,696	)
Proceeds from sales of common stock.		-			35,000
Net cash provided by (used for) financing activities		(4,992	)		30,214

Net Increase (Decrease) in Cash		12,287			(21,228	)
Cash At The Beginning Of The Period		17,921			61,659

Cash At The End Of The Period	$	30,208		$	40,431


Schedule Of Non-Cash Investing And Financing Activities	$	-		$	-

Supplemental Disclosure
Cash paid for interest	$	1,194		$	2,282
Cash paid for income taxes	$	-		$	-

The accompanying footnotes are an integral part of these unaudited condensed financial statements.

CANFIELD MEDICAL SUPPLY, INC.

CONDENSED NOTES TO FINANCIAL STATEMENTS

For the Three Months Ended March 31, 2018 and 2017 (Unaudited)

NOTE 1. ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Canfield Medical Supply, Inc. (the “Company”), was incorporated in the State of Ohio on March 3, 1992, and changed domicile to Colorado on April 18, 2012. The Company is in the business of home health services, primarily the selling of durable medical equipment and medical supplies to the public, nursing homes, hospitals, and other end users.

The accompanying financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows for the three months ended March 31, 2018 and 2017 have been made.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s December 31, 2017 audited financial statements. The results of operations for the periods ended March 31, 2018 and 2017 are not necessarily indicative of the operating results for the full year.

Use of estimates

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

Cash and cash equivalents

The Company considers all highly liquid investments with an original maturity of three months or less as cash equivalents.

Accounts receivable

The majority of the Company’s revenues are received from Medicare, Medicaid, and private insurance companies. As such, the Company records revenues at allowable amounts, net of estimated allowances and discounts based on contracted prices and historical collection rates. The Company reviews accounts receivable periodically for collectability and establishes an allowance for doubtful accounts and records bad debt expense when deemed necessary. At March 31, 2018 and December 31, 2017, the Company has determined that no allowance for doubtful accounts is necessary.

Property and equipment

Property and equipment are recorded at cost and depreciated under straight line methods over each item's estimated useful life.

Inventory

The Company carries inventory of durable medical equipment and medical supplies for resale. Inventory is accounted for on a first–in first-out basis.

CANFIELD MEDICAL SUPPLY, INC.

CONDENSED NOTES TO FINANCIAL STATEMENTS

For the Three Months Ended March 31, 2018 and 2017 (Unaudited)

NOTE 1. ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued):

Revenue recognition

The Company’s primary source of revenue is reimbursement from Medicare, Medicaid, and private insurance companies for the sale of medical equipment and supplies to patients. Revenue from product sales is recognized subsequent to a patient (customer) ordering a product at an agreed-upon price, and when delivery has occurred and collectability is reasonably assured. A purchase arrangement is evidenced by a written order, with delivery considered as made after physical customer acceptance. Although rare, defective products may be returned, with other return issues considered on a case-by-case basis. Services, such as periodic scheduled deliveries, are contracted in writing, and generally billed monthly. Any service revenue earned by the Company for services, such as safety and set up consulting or claims processing, is recorded after the service is performed. Rental of durable home medical equipment is evidenced by written contract, with revenue recognized when rent is earned.

Advertising costs

Advertising costs are expensed as incurred. The Company had advertising costs during the three months ended March 31, 2018 and 2017 of $4,293 and $4,418 respectively.

Income tax

The Company accounts for income taxes pursuant to ASC 740. Under ASC 740, deferred taxes are provided for using the liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss carryforwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. The Company has not recorded a tax provision, as the Company has experienced accumulated losses and the current quarter income is not indicative of expected taxable losses for the year ended December 31, 2018.

CANFIELD MEDICAL SUPPLY, INC.

CONDENSED NOTES TO FINANCIAL STATEMENTS

For the Three Months Ended March 31, 2018 and 2017 (Unaudited)

NOTE 1. ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued):

Net income (loss) per share

The net income (loss) per share is computed by dividing the net income (loss) by the weighted average number of shares of common outstanding. Warrants, stock options, and common stock issuable upon the conversion of the Company's preferred stock (if any), are not included in the computation if the effect would be anti-dilutive (such as during periods when the Company is experiencing net losses), as their inclusion would increase the earnings or decrease loss per share.

There were no potentially dilutive debt or equity instruments issued or outstanding during the three months ended March 31, 2018 or 2017.

Financial instruments

The carrying value of the Company’s financial instruments, as reported in the accompanying balance sheets, approximates fair value.

Concentrations

Financial instruments that potentially subject the Company to concentrations of credit risk include cash and cash equivalents. The Company places its cash and cash equivalents at well-known financial institutions, where at times, such balances may exceed FDIC insurance limits.

The Company receives a significant amount of its revenues in reimbursements from Medicare and Medicaid through competitive bidding processes. There is no guarantee that the Company will continue to be selected as a winning contract supplier under future bidding rounds.

CANFIELD MEDICAL SUPPLY, INC.

CONDENSED NOTES TO FINANCIAL STATEMENTS

For the Three Months Ended March 31, 2018 and 2017 (Unaudited)

NOTE 1. ORGANIZATION, OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued):

Long-lived assets

In accordance with ASC 350, the Company regularly reviews the carrying value of intangible and other long-lived assets for the existence of facts or circumstances, both internally and externally, that suggest impairment. If impairment testing indicates a lack of recoverability, an impairment loss is recognized by the Company if the carrying amount of a long-lived asset exceeds its fair value.

Products and services, geographic areas and major customers

The Company’s business of medical supply sales constitutes one operating segment. All revenues each year were domestic and to external customers.

NOTE 2. EQUIPMENT

Fixed assets are comprised of office equipment, vehicles, and the wheelchair and hospital bed rental pool, which consists of wheelchairs and hospital beds rented to customers over the shorter of the 13-month rental period mandated by Medicaid and Medicare, or the period over which the customer requires use of the wheelchair or hospital bed. At the end of the use period, the wheelchair or hospital bed is either returned to the pool to be rented to another customer, or title of the chair or bed is transferred to the customer. Depreciation is computed over the estimated useful life of the assets, ranging from 13 months to 7 years, on the straight-line basis. Depreciation expense for the three months ended March 31, 2018 and 2017 was $12,633 and $13,469, respectively. Accumulated depreciation totaled $87,577 and $93,158 at March 31, 2018 and December 31, 2017, respectively.

NOTE 3. LINE OF CREDIT

At March 31, 2018 and December 31, 2017, the Company owed a bank $60,525 and $62,378 respectively, under a revolving line of credit. The line of credit is secured by all Company assets, is capped at $100,000, is due on demand, and bears interest at variable rates approximating 6% on average. Interest expense under the note approximated $980 and $974 during each of the three months ended March 31, 2018 and 2017, respectively. During the three months ended March 31, 2018 and 2017, the Company made net principal payments of $1,853 and $2,090, respectively.

CANFIELD MEDICAL SUPPLY, INC.

CONDENSED NOTES TO FINANCIAL STATEMENTS

For the Three Months Ended March 31, 2018 and 2017 (Unaudited)

NOTE 4. LONG-TERM DEBT

Long-term debt consists of the following vehicle loans, each of which is collateralized by its underlying financed vehicle:

	March 31, 2018			December 31, 2017

3.53% installment note payable $352 monthly, including interest, through July 2019	$	5,500		$	6,502

3.79% installment note payable $299 monthly, including
interest, through July 2021		11,201			11,987

2.99% installment note payable $350 monthly, including interest, through August 2019		5,465			6,816
		22,166			25,305

Less principal due within one year		(11,043	)		(11,296	)

TOTAL LONG-TERM DEBT	$	11,123		$	14,009

CANFIELD MEDICAL SUPPLY, INC.

CONDENSED NOTES TO FINANCIAL STATEMENTS

For the Three Months Ended March 31, 2018 and 2017 (Unaudited)

NOTE 5. COMMON STOCK

On January 10, 2017 the Company issued 350,000 shares of its common stock at $.10 per share for total proceeds of $35,000 to unaffiliated individuals.

NOTE 6. LEASE COMMITMENTS

The Company rents office space under a non-cancellable lease through September 2020 with monthly payments of approximately $2,292 plus costs.

Lease expense incurred for each of the three months ended March 31, 2018 and 2017 was approximately $6,900. Subsequent to March 31, 2018, future minimum payments under the leases total approximately $61,850 including: 2018 - $20,600, 2019 - $27,500, and 2020 - $13,750.

NOTE 7. GOING CONCERN

The Company has suffered cumulative losses from operations (current quarter net income is not indicative of expected net losses for the year ended December 31, 2018) and has working capital and stockholders’ equity deficits. In all likelihood, the Company will be required to make significant future expenditures in connection with marketing efforts along with general administrative expenses. These conditions raise substantial doubt about the Company’s ability to continue as a going concern.

The Company may raise additional capital through the sale of its equity securities, through an offering of debt securities, or through borrowings from financial institutions or related parties. By doing so, the Company hopes to generate sufficient capital to execute its business plan of selling medical supplies on an ongoing basis. Management believes that actions presently being taken to obtain additional funding provide the opportunity for the Company to continue as a going concern.

NOTE 8. SUBSEQUENT EVENTS

The Company has evaluated subsequent events through the date these financial statements were available to be issued and determined that there are no reportable subsequent events.

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.

The following discussion and analysis should be read in conjunction with the Condensed Financial Statements (unaudited) and Notes to Condensed Financial Statements (unaudited) filed herein.

BUSINESS OVERVIEW

We provide services to the rehabilitation market, which consists primarily of home medical equipment and supplies. More than 50% of our revenues is derived from the sale and rental of durable home medical equipment including such items as wheeled walkers, manual and power wheelchairs, hospital beds, ramps, bedside commodes, and miscellaneous bathroom equipment. The balance of our revenue is from the sale of various home medical supplies including diabetic testing, incontinence, ostomy, wound care, and catheter care. Our emphasis is on helping patients with mobility related limitations, but our overall business is aimed at helping patients remain in their homes instead of having to go to hospitals, rehab centers and other similar facilities. Most of the equipment and supplies that we sell are prescribed by a physician as part of an overall care plan.

RESULTS OF OPERATION FOR THE THREE MONTHS ENDED MARCH 31, 2018 AS COMPARED TO THE THREE MONTHS ENDED MARCH 31, 2017.

Revenues for the three months ended March 31, 2018 were $344,624 as compared to the revenues of $210,060 for the three months ended March 31, 2017. The $134,564 increase in sales is due to a very significant increase in the number of expensive complex rehab powerchairs sold as well as custom manual wheelchairs sold.

Cost of goods sold for the three months ended March 31, 2018 were $170,176 as compared to cost of goods sold for the three months ended March 31, 2017 of $105,521. The increase in cost of goods sold for the three month period ended March 31, 2018 is primarily due to our increased sales, and as our sales increased, our cost for those sales correspondingly increased.

Operating expenses for the three months ended March 31, 2018 were $158,495 as compared to $165,779 for the three months ended March 31, 2017. The decrease in operating expenses was primarily due to a decrease in salaries and wages during the three month period ended March 31, 2018, as the Company’s administrative staff was reduced by the one employee who resigned to take employment elsewhere at the end of 2017 and she has not been replaced at this point in time.

The net income for the three months ended March 31, 2018 was $20,008 as compared to a net loss of $61,918 for the three months ended March 31, 2017. The reasons for the $81,926 improvement include the fact that revenues increased by $134,564, while our operating expenses decreased slightly by $7,284 during the period.

LIQUIDITY AND CAPITAL RESOURCES

As of March 31, 2018, we had total assets of $360,052, and as of December 31, 2017, we had total assets of $241,028.

Net cash provided by operating activities during the three months ended March 31, 2018 was $24,642 as compared to net cash (used for) operating activities in the three months ended March 31, 2017 of ($38,234). The primary reason for the change in cash used for operating activities was the change from a net loss of $61,918 to a net income of $20,008 in the latest three-month period as explained previously.

Net cash used for investing activities during the three months ended March 31, 2018 was $7,363, which included $12,752 used for the purchase of equipment. In comparison, during the three months ended March 31, 2017, the net cash used for investing activities was $13,208, which included $16,379 for the purchase of equipment.

Net cash (used for) financing activities during the three months ended March 31, 2018 was ($4,992) as compared to $30,214 provided by financing activities in the three months ended March 31, 2017. The Company sold shares of its common stock during the three months ended March 31, 2017 to raise $35,000, to help pay for the costs associated with being a public company. Payments of $1,853 and $3,139 were made towards the Company’s line of credit and notes payable, respectively, during the three months ended March 31, 2018.

CONTRACTUAL OBLIGATIONS

None.

OFF-BALANCE SHEET ARRANGEMENTS

We do not have any off-balance sheet arrangements (as that term is defined in Item 303 of Regulation S-K) that are reasonably likely to have a current or future material effect on our financial condition, revenue or expenses, results of operations, liquidity, capital expenditures or capital resources.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

Not applicable.

Item 4. Controls and Procedures.

(a) Evaluation of Disclosure Controls and Procedures.

Our Chief Executive Officer and Principal Financial Officer have evaluated the effectiveness of the design and operations of our disclosure controls and procedures as of the end of the period covered by this quarterly report, and have concluded that our disclosure controls and procedures are adequate.

(b) Changes in Internal Control over Financial Reporting.

No change in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II – OTHER INFORMATION

Item 1. Legal Proceedings.

None.

Item 1A. Risk Factors.

Not applicable.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

None.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

Not applicable.

Item 5. Other Information.

None.

Item 6. Exhibits.

(a) Exhibits required by Item 601 of Regulation S-K.

Exhibits

Description

31.1	Certification of CEO and Principal Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) - Filed herewith electronically

31.2	Certification of CFO and Principal Financial and Accounting Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) - Filed herewith electronically

32.1	Certification of CEO and Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 - Filed herewith electronically

32.2	Certification of CFO and Principal Financial and Accounting Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 - Filed herewith electronically

101	XBRL Exhibits

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

		CANFIELD MEDICAL SUPPLY, INC.


Date: May 15, 2018	By:	/s/ Michael J. West
		Michael J. West, President and CEO (Principal Executive Officer)


Date: May 15, 2018	By:	/s/ Stephen H. West
		Stephen H. West, CFO (Principal Financial Officer and Principal Accounting Officer)

SPLASH BEVERAGE GROUP, INC. - FORM 10-Q - May 15, 2018

Attached files

SPLASH BEVERAGE GROUP, INC. Reports