Company Quick10K Filing
Quick10K
Canfield Medical Supply
10-Q 2019-06-30 Quarter: 2019-06-30
10-Q 2019-03-31 Quarter: 2019-03-31
10-K 2018-12-31 Annual: 2018-12-31
10-Q 2018-09-30 Quarter: 2018-09-30
10-Q 2018-06-30 Quarter: 2018-06-30
10-Q 2018-03-31 Quarter: 2018-03-31
10-K 2017-12-31 Annual: 2017-12-31
10-Q 2017-09-30 Quarter: 2017-09-30
10-Q 2017-06-30 Quarter: 2017-06-30
10-Q 2017-03-31 Quarter: 2017-03-31
10-K 2016-12-31 Annual: 2016-12-31
10-Q 2016-09-30 Quarter: 2016-09-30
10-Q 2016-06-30 Quarter: 2016-06-30
10-Q 2016-03-31 Quarter: 2016-03-31
10-K 2015-12-31 Annual: 2015-12-31
10-Q 2015-09-30 Quarter: 2015-09-30
10-Q 2015-06-30 Quarter: 2015-06-30
10-Q 2015-03-31 Quarter: 2015-03-31
10-K 2014-12-31 Annual: 2014-12-31
10-Q 2014-09-30 Quarter: 2014-09-30
10-Q 2014-06-30 Quarter: 2014-06-30
10-Q 2014-03-31 Quarter: 2014-03-31
10-K 2013-12-31 Annual: 2013-12-31
8-K 2019-06-28 Control, Officers, Amend Bylaw
8-K 2019-06-21 Sale of Shares, Control, Exhibits
AVDR Avedro 386
XCUR Exicure 115
AXON Axovant Sciences 57
ABAC Renmin Tianli Group 24
SCIA Sci Engineered Materials 5
RGFR Rangeford Resources 4
CCOH CCO Holdings 0
AQIM Altegris Qim Futures Fund 0
AEI25 AEI Income & Growth Fund 25 0
QRTE Qurate Retail 0
CMDS 2019-06-30
Part I&Mdash;Financial Information
Item 1. Financial Statements.
Note 1. Organization, Operations and Summary of Significant Accounting Policies
Note 2. Equipment
Note 3. Line of Credit
Note 4. Related Party Loan
Note 5. Long-Term Debt
Note 6. Common Stock
Note 7. Lease Commitments
Note 8. Going Concern
Note 9. Subsequent Events
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.
Item 3. Quantitative and Qualitative Disclosures About Market Risk.
Item 4. Controls and Procedures.
Part II - Other Information
Item 1. Legal Proceedings.
Item 1A. Risk Factors.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
Item 3. Defaults Upon Senior Securities.
Item 4. Mine Safety Disclosures.
Item 5. Other Information.
Item 6. Exhibits.
EX-31.1 ex31-1.htm
EX-31.2 ex31-2.htm
EX-32.1 ex32x1.htm
EX-32.2 ex32-2.htm

Canfield Medical Supply Earnings 2019-06-30

CMDS 10Q Quarterly Report

Balance SheetIncome StatementCash Flow

10-Q 1 cms_10-063019.htm FORM 10-Q

 

 

 

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

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

SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended June 30, 2019

 

¨   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.

(Exact name of registrant as specified 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) (Zip code)

 

(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)

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class Trading Symbol Name of each exchange on which registered
None    

 

 

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 every Interactive Data File required to be submitted 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 such files).

Yes   ¨  No

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer", "smaller reporting company" and “emerging growth 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  x

Emerging growth company x

 

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.   x

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

¨  Yes   x  No

 

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

PROCEEDINGS DURING THE PRECEDING FIVE YEARS

 

Check whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court. ¨  Yes   ¨  No

 

 

APPLICABLE ONLY TO CORPORATE ISSUERS

 

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.  As of August 13, 2019, there were 11,813,200 shares of Common Stock issued and outstanding.

 

 

 
 

CANFIELD MEDICAL SUPPLY, INC.

FORM 10-Q

June 30, 2019

 

TABLE OF CONTENTS

 

PART I.  FINANCIAL INFORMATION   Page
       
Item 1. Condensed Financial Statements (Unaudited)   3
       
    Condensed Balance Sheets (Unaudited)   3
    Condensed Statements of Operations (Unaudited)   4
    Condensed Statements of Stockholders’ Equity (Deficit) (Unaudited)   5
    Condensed Statements of Cash Flows (Unaudited)   6
    Notes to Condensed Financial Statements (Unaudited)   7-13
       
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations   14
       
Item 3. Quantitative and Qualitative Disclosures about Market Risk   16
       
Item 4. Controls and Procedures   16
       
PART II.  OTHER INFORMATION   17
       
Item 1. Legal Proceedings   17
       
Item 1A. Risk Factors   17
       
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds   17
       
Item 3. Defaults Upon Senior Securities   17
       
Item 4. Mine Safety Disclosures   17
       
Item 5. Other Information   17
       
Item 6. Exhibits   17
       
  Signatures   18
       

 

 

 

2 
 

 

PART I—FINANCIAL INFORMATION

Item 1.  Financial Statements.

 

CANFIELD MEDICAL SUPPLY, INC.

CONDENSED BALANCE SHEETS

(Unaudited)

 

 

   June 30,  December 31,
ASSETS  2019  2018
       
Current Assets          
Cash  $235,324   $6,980 
Accounts receivable, net   205,565    300,993 
Inventory   36,572    41,695 
Total Current Assets   477,461    349,668 
           
Other Assets          
Right-of-use asset   31,198    —   
Equipment, net of accumulated depreciation of $94,145 and $92,907   44,393    58,627 
    75,591    58,627 
           
         Total Assets  $553,052   $408,295 
           
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)          
           
Current Liabilities          
Accounts payable and accrued liabilities  $235,264   $331,034 
Line of credit   74,463    66,181 
Related party loan   267,878    —   
Current portion of long-term debt   4,491    8,241 
Total Current Liabilities   582,096    405,456 
           
Long-term Liabilities          
Lease liability   31,198    —   
Long-term debt   3,797    5,498 
Total Long-term Liabilities   34,995    5,498 
           
           
        Total Liabilities   617,091    410,954 
           
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;          
11,813,200 and 11,477,200  shares issued and outstanding   345,515    245,515 
           
Accumulated deficit   (409,554)   (248,174)
Total Stockholders' Equity (Deficit)   (64,039)   (2,659)
Total Liabilities and Stockholders' Equity (Deficit)  $553,052   $408,295 

 

 

 

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

 

3 
 

CANFIELD MEDICAL SUPPLY, INC.

CONDENSED STATEMENTS OF OPERATIONS

(Unaudited)

 

 

   Three months  Three months  Six months  Six months
   ended  ended  ended  ended
   June 30, 2019  June 30,2018  June 30, 2019  June 30, 2018
             
Sales (net of returns)  $174,947   $354,765   $446,902   $699,389 
Cost of goods sold   117,351    147,035    249,746    317,211 
Gross profit   57,596    207,730    197,156    382,178 
                     
Operating expenses:                    
Salaries and wages   92,919    75,393    181,740    147,160 
Professional fees   15,181    8,665    50,536    39,930 
Depreciation   14,520    17,742    25,730    30,375 
Other selling, general and administrative   39,448    37,449    91,700    80,279 
    162,068    139,249    349,706    297,744 
                     
Income (loss) from operations   (104,472)   68,481    (152,550)   84,434 
                     
Other income (expense):                    
Interest income   32    —      32    —   
Interest expense   (2,798)   (1,250)   (4,140)   (2,444)
Gain (Loss) on sale of fixed assets   194    477    (4,722)   5,726 
    (2,572)   (773)   (8,830)   3,282 
                     
Income (loss) before provision for income taxes   (107,044)   67,708    (161,380)   87,716 
Provision for income tax   —      —      —      —   
                     
Net income (loss)  $(107,044)  $67,708    (161,380)   87,716 
                     
Net income (loss) per share (basic and fully diluted)  $(0.01)  $0.01    (0.01)  $0.01 
                     
Weighted average number of common shares outstanding   11,514,123    11,277,200    11,495,764    11,277,200 

 

 

 

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

 

 

4 
 

 

 

CANFIELD MEDICAL SUPPLY, INC.

CONDENSED STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT)

(Unaudited)

 

   Common Stock (No Par)  Accumulated  Stockholders' Equity
   Shares (1)  Amount  Deficit  (Deficit)
             
             
Balances at December 31, 2017   11,277,200    243,515    (316,380)   (72,865)
                     
Net income (loss) for the period   —      —      20,008    20,008 
                     
Balances at March 31, 2018   11,277,200   $243,515   $(296,372)  $(52,857)
                     
Net income (loss) for the period   —      —      67,708    67,708 
                     
Balances at June 30, 2018   11,277,200   $243,515   $(228,664)  $14,851 
                     
                     
                     
Balances at December 31, 2018   11,477,200   $245,515   $(248,174)  $(2,659)
                     
Net income (loss) for the period   —      —      (54,336)   (54,336)
                     
Balances at March 31, 2019   11,477,200   $245,515   $(302,510)  $(56,995)
                     
Sales of common stock   336,000    100,000    —      100,000 
                     
Net income (loss) for the period   —      —      (107,044)   (107,044)
                     
Balances at June 30, 2019   11,813,200   $345,515   $(409,554)  $(64,039)

 

 

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

 

 

 

5 
 

 

CANFIELD MEDICAL SUPPLY, INC.

CONDENSED STATEMENTS OF CASH FLOWS

(Unaudited)

 

   Six months ended  Six months ended
   June 30, 2019  June 30, 2018
Cash Flows From Operating Activities:          
Net income (loss)  $(161,380)  $87,716 
Adjustments to reconcile net income (loss) to net cash provided by (used for) operating activities:          
(Gain) Loss on sale of fixed assets   4,722    (5,726)
Depreciation   25,730    30,375 
Bad debt expense   15,101    —   
Changes in operating assets and liabilities:          
(Increase) decrease in accounts receivable   80,327    (75,088)
(Increase) decrease  in inventory   5,123    (9,489)
Increase (decrease) in accounts payable and accrued liabilities   (95,770)   15,724 
     Net cash provided by (used for) operating activities   (126,147)   43,512 
           
Cash Flows From Investing Activities:          
Proceeds from sale of fixed assets   1,706    6,474 
Purchases of fixed assets   (17,924)   (25,358)
     Net cash (used for) investing activities   (16,218)   (18,884)
           
Cash Flows From Financing Activities:          
Net proceeds from (payments on) line of credit   8,282    (3,650)
Proceeds received from officer   267,878    —   
Payments on long-term debt   (5,451)   (5,601)
Proceeds from sales of common stock.   100,000    —   
       Net cash provided by (used for) financing activities   370,709    (9,251)
           
Net Increase (Decrease) in Cash   228,344    15,377 
Cash At The Beginning Of The Period   6,980    17,921 
           
Cash At The End Of The Period  $235,324   $33,298 
           
           
Schedule Of Non-Cash Investing And Financing Activities          
Lease liability and right-of-use asset  $43,677   $—   
Amortization of right-of-use asset  $12,479   $—   
           
Supplemental Disclosure          
Cash paid for interest  $4,140   $2,444 
Cash paid for income taxes  $—     $—   

 

 

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

 

 

6 
 

 

CANFIELD MEDICAL SUPPLY, INC.

CONDENSED NOTES TO FINANCIAL STATEMENTS

For the Six Months Ended June 30, 2019 and 2018 (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 September 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.

Effective June 21, 2019 WesBev LLC, a Nevada limited liability company ("WesBev"), acquired 8,000,000 shares of common stock from Michael J. West, a founder, director and former principal shareholder of the Company, consisting of approximately 69.7% of the issued and outstanding shares of the Company at the time of the purchase. As part of his agreement with WesBev, Mr. West undertook to appoint or cause the appointment of up to three persons nominated by WesBev to the board of directors of the Company. Effective June 21, 2019 the Company sold 336,000 shares of common stock to WesBev for $100,000. Following these stock purchases WesBev beneficially owns 8,336,000 shares, or approximately 71% of the issued and outstanding shares of the Company and may be deemed to be in control of the registrant.

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 six months ended June 30, 2019 and 2018 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, 2018 audited financial statements. The results of operations for the periods ended June 30, 2019 and 2018 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. The Company wrote off bad debts of $15,101 and $0 for the six months ended June 30, 2018 and 2017, respectively. At June 30, 2019 and December 31, 2018, the Company has determined that no allowance for doubtful accounts is necessary.

 

7 
 

 

CANFIELD MEDICAL SUPPLY, INC.

CONDENSED NOTES TO FINANCIAL STATEMENTS

For the Six Months Ended June 30, 2019 and 2018 (Unaudited)

 

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

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.

Revenue recognition

It is the Company’s policy that revenues from product sales is recognized in accordance with ASC 606 "Revenue Recognition."  Five basic steps must be followed before revenue can be recognized; (1) Identifying the contract(s) with a customer that creates enforceable rights and obligations; (2) Identifying the performance obligations in the contract, such as promising to transfer goods or services to a customer; (3) Determining the transaction price, meaning the amount of consideration in a contract to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer; (4) Allocating the transaction price to the performance obligations in the contract, which requires the company to allocate the transaction price to each performance obligation on the basis of the relative standalone selling prices of each distinct good or services promised in the contract; and (5) Recognizing revenue when (or as) the entity satisfies a performance obligation by transferring a promised good or service to a customer.  The amount of revenue recognized is the amount allocated to the satisfied performance obligation.  For sales of our Company products, 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 six months ended June 30, 2019 and 2018 of $1,047 and $8,637, 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.

 

8 
 

CANFIELD MEDICAL SUPPLY, INC.

CONDENSED NOTES TO FINANCIAL STATEMENTS

For the Six Months Ended June 30, 2019 and 2018 (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 convertible debt or preferred stock (if any), are not included in the computation if the effect would be anti-dilutive and would increase the earnings or decrease loss per share.

There were no potentially dilutive debt or equity instruments issued or outstanding during the six months ended June 30, 2019 or 2018.

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 thru competitive bidding processes. There is no guarantee that the Company will be selected as a winning contract supplier under future bidding rounds.

 

9 
 

 

CANFIELD MEDICAL SUPPLY, INC.

CONDENSED NOTES TO FINANCIAL STATEMENTS

For the Six Months Ended June 30, 2019 and 2018 (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.

Leases

In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-02, “Lease (Topic 842),” a new lease standard requiring lessees to recognize lease assets and lease liabilities for most leases classified as operating leases under previous U.S. GAAP. A lessee should recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset (“ROU” asset) representing its right to use the underlying asset for the lease term. The guidance is effective for fiscal years beginning after December 15, 2018, with early adoption permitted. The Company has adopted this standard effective January 1, 2019. The Company elected the optional transition method that permits adoption of the new standard prospectively, as of the effective date, without adjusting comparative periods presented. See Note 6 for disclosure required by ASC 842.

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 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 six months ended June 30, 2019 and 2018 was $25,730 and $30,375, respectively. Accumulated depreciation totaled $94,145 and $92,907 at June 30, 2019 and December 31, 2018, respectively.

NOTE 3.  LINE OF CREDIT

At June 30, 2019 and December 31, 2018, the Company owed a bank $74,463 and $66,181, 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 7% on average . Interest expense under the note totaled $2,798 and $4,140 during the six months ended June 30, 2019 and 2018, respectively.  During the six months ended June 30, 2019 and 2018, the Company made net (borrowings) and principal payments of ($8,282) and $3,650, respectively.

 

10 
 

 

CANFIELD MEDICAL SUPPLY, INC.

CONDENSED NOTES TO FINANCIAL STATEMENTS

For the Six Months Ended June 30, 2019 and 2018 (Unaudited)

 

 

NOTE 4. RELATED PARTY LOAN

 

On June 21, 2019, the Company entered into a short-term loan with Michael West, an officer of the company.  The loan has a one-year term and bears interest at a rate of 2.5% per annum.  There are no mandatory payments, interest shall accrue and all outstanding principal and interest is due at maturity.  As of June 30, 2019 the loan has a balance of $267,878 with accrued interest of $167.

 

NOTE 5.  LONG-TERM DEBT

Long-term debt consists of the following vehicle loans, which are collateralized by their underlying vehicles with net carrying values exceeding the outstanding loan amounts:

   June 30, 2019  December 31, 2018
       
3.53% installment note payable $352 monthly, including interest, through July 2019  $702   $2,782 
           
3.79% installment note payable $299 monthly, including          
interest, through July 2021   6,890    8,532 
           
2.99% installment note payable $350 monthly, including interest, through August 2019   696    2,425 
Total   8,288    13,739 
           
Less principal due within one year   (4,491)   (8,241)
           
     TOTAL LONG-TERM DEBT  $3,797   $5,498 

 

NOTE 6.  COMMON STOCK

In June 2019, the Company received net proceeds of $100,000 from the sale of 336,000 shares of no-par value common stock at $0.298 per share.

 

 

11 
 

 

 

 

CANFIELD MEDICAL SUPPLY, INC.

CONDENSED NOTES TO FINANCIAL STATEMENTS

For the Six Months Ended June 30, 2019 and 2018 (Unaudited)

 

NOTE 7.  LEASE COMMITMENTS

The Company rents office space under a non-cancellable lease through September 2020 with monthly payments of approximately $2,292. Pursuant to ASC 842, an operating lease right-of-use (“ROU”) asset and liability were recognized at January 1, 2019 based on the present value of lease payments over the remaining lease term. The ROU asset represents the Company’s right to use the underlying office space asset for the lease term, and the lease liability represents the Company’s obligation to make lease payments arising from the lease. Generally, the implicit rate of interest in arrangements is not readily determinable and the Company utilizes its incremental borrowing rate in determining the present value of lease payments. The operating lease ROU asset includes any lease payments made and excludes lease incentives. The Company recognized $13,800 in lease expense during the six months ended June 30, 2019.

Remaining lease term at June 30, 2019 (in years)   1.2 
Discount rate   5%

 

 
   Six Months Ended June 30, 2019
Operating lease expense  $13,800 
Cash paid for amounts included in measurement of lease liability  $13,800 
      

 The supplemental balance sheet information related to leases for the period is as follows:

 Right-of-Use Asset    
 ROU Asset, January 1, 2019  $43,677 
 Amortization of ROU Asset   (12,479)
 ROU Asset, June 30, 2019  $31,198 
      

 Maturities of the Company’s lease liabilities are as follows:

 Year Ending  Payments
 2019   $13,752 
 2020    20,628 
 Total lease payments    34,380 
 Less: Imputed interest/present value discount    (3,182)
 Present value of lease liability at June 30, 2019   $31,198 

 

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NOTE 8.  GOING CONCERN

The Company has suffered losses from operations 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.

Following the change in control of the Company on June 21, 2019; WesBev LLC, the majority shareholder, has indicated that it will seek to transition the Company into a different line of business which may offer greater revenue growth and increased shareholder values than those which may be available from the historic and current operations of the Company. No assurance can be given that any transaction may result from these efforts or if consummated that any such transaction may prove successful.  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.  Management believes that actions presently being taken provide the opportunity for the Company to continue as a going concern.

NOTE 9.  SUBSEQUENT EVENTS

 

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

 

 

 

 

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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.

 

Effective June 21, 2019 WesBev LLC, a Nevada limited liability company ("WesBev"), acquired 8,000,000 shares of common stock from Michael J. West, a founder, director and former principal shareholder of the Company, consisting of approximately 69.7% of the issued and outstanding shares of the Company at the time of the purchase. As part of his agreement with WesBev, Mr. West undertook to appoint or cause the appointment of up to three persons nominated by WesBev to the board of directors of the Company. Effective June 21, 2019 the Company sold 336,000 shares of common stock to WesBev for $100,000. Following these stock purchases WesBev beneficially owns 8,336,000 shares, or approximately 71% of the issued and outstanding shares of the Company and may be deemed to be in control of the registrant. On June 28, 2019, the Company’s board of directors (the “Board”) amended the registrant’s bylaws to expand the number of members of the Board from three persons to five persons.

 

RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 2019 AS COMPARED TO THE THREE MONTHS ENDED JUNE 30, 2018.

 

Revenues for the three months ended June 30, 2019 were $174,947 as compared to revenues of $354,765 for the three months ended June 30, 2018.  The $179,818 decrease in sales is due to a decrease in our complex rehab powerchair and wheelchairs sold. Cost of goods sold for the three months ended June 30, 2019 was $117,351 as compared to cost of goods sold for the three months ended June 30, 2018 of $147,035.  The $29,684 decrease in cost of goods sold for the three month period ended June 30, 2019 is primarily due to our decreased sales, and as our sales decreased, our cost for those sales correspondingly decreased. Our gross profit for the three months ended June 30, 2019 was $57,596, as compared to gross profit of $207,730 for the three month period ended June 30, 2018, due to our decreased revenues during the period.

 

Operating expenses for the three months ended June 30, 2019 were $162,068 as compared to $139,249 for the three months ended June 30, 2018. The $22,819 increase in our operating expenses was primarily a result of a $17,526 increase in our salaries and wages, as well as a $6,516 increase in our professional fees. The net loss for the three months ended June 30, 2019 was $104,472 as compared to a net income of $68,481 for the three months ended June 30, 2018. The change in net income to net loss is due to our decrease in revenue coupled with our increase in operating expenses during the period.

 

 

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RESULTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2019 AS COMPARED TO THE SIX MONTHS ENDED JUNE 30, 2018.

 

Revenues for the six months ended June 30, 2019 were $446,902 as compared to revenues of $699,389 for the six months ended June 30, 2018.  The $252,487 decrease in sales is due to a decrease in our complex rehab powerchair and wheelchairs sold. Cost of goods sold for the six months ended June 30, 2019 were $249,746 as compared to cost of goods sold for the six months ended June 30, 2018 of $317,211.  The $67,465 decrease in cost of goods sold for the six month period ended June 30, 2019 is primarily due to our decreased sales, and as our sales decreased, our cost for those sales correspondingly decreased. Our gross profit for the six months ended June 30, 2019 was $197,156, as compared to gross profit of $382,178 for the six month period ended June 30, 2018.

 

Operating expenses for the six months ended June 30, 2019 were $349,706 as compared to $297,744 for the six months ended June 30, 2018. The $51,962 increase in our operating expenses was a result of a $34,580 increase in our salaries and wages, a $10,606 increase in our professional fees, and a $11,421 increase in our general and administrative fees. The net loss for the six months ended June 30, 2019 was $161,380 as compared to a net income of $87,716 for the six months ended June 30, 2018. The change in net income to net loss is due to our decrease in revenue coupled with our increase in operating expenses during the period.

 

LIQUIDITY AND CAPITAL RESOURCES

 

As of June 30, 2019, we had total assets of $553,052, and as of December 31, 2018, we had total assets of $408,295.

 

Net cash used for operating activities during the six months ended June 30, 2019 was ($126,147) as compared to net cash provided by operating activities for the six months ended June 30, 2018 of $43,512. The primary reasons for the change in cash provided by operating activities was the change from a net income of $87,716 to a net loss of $161,380, which was offset by a significant decrease in accounts receivable.

 

Net cash used for investing activities during the six months ended June 30, 2019 was ($16,218). In comparison, during the six months ended June 30, 2018, the net cash used for investing activities was ($18,884). We had $1,706 of proceeds from the sale of fixed assets during the six month period ended June 30, 2019, as compared to $6,474 of proceeds from the sale of fixed assets during the six month period ended June 30, 2018. Additionally, we had $17,924 used for the purchase of fixed assets during the six month period ended June 30, 2019, as compared to $25,358 used for the purchase of fixed assets during the six month period ended June 30, 2018.

 

Net cash provided by financing activities during the six months ended June 30, 2019 was $370,709 as compared to ($9,251) used for financing activities for the six month period ended June 30, 2018.  During the six months ended June 30, 2019, the Company received $267,878 from an officer, as well as $100,000 in proceeds from a sale of common stock.

 

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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.

 

Evaluation of Disclosure Controls and Procedures.

 

We maintain disclosure controls and procedures (as defined in Rule 13a-l5(e) under the Exchange Act) that are designed to ensure that information that would be required to be disclosed in Exchange Act reports is recorded, processed, summarized and reported within the time period specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including to our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

 

Our management, under the supervision and with the participation of our CEO and Chief Financial Officer ("CFO"), has evaluated the effectiveness of our disclosure controls and procedures as defined in SEC Rules 13a-15(e) and 15d-15(e) as of the end of the period covered by this report. Based on such evaluation, management identified deficiencies that were determined to be a material weakness.

 

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.

 

 

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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.

 

Effective June 21, 2019 the Company sold 336,000 shares of common stock (the “Shares”) to WesBev LLC, a Nevada limited liability company and our largest shareholder, for $100,000. No finder’s or placement agent fees were paid or incurred by the Company in connection with this private transaction. The Company agreed to sell  the Shares in reliance on the exemption from registration afforded by Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D promulgated under the Securities Act and corresponding provisions of state securities or “blue sky” laws. 

 

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.

 

ExhibitsDescription

 

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

 

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

 

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

 

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

 

101XBRL Exhibits

 

 

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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:  August 14, 2019 By: /s/ Heather Kearns
   

Heather Kerns, CEO

(Principal Executive Officer)

     
     
Date:  August 14, 2019 By: /s/ Heather Kearns
   

Heather Kearns, CFO

(Principal Financial Officer and Principal Accounting Officer)