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Washington, D.C. 20549

 

 

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x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

 

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT

For the transition period from ___________ to ____________

 

 

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Delaware		20-8046599
State of Incorporation		IRS Employer Identification No.

 

Yes o No x

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 definition of “large accelerated filer”, “accelerated filer”, “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

 

 

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APOLLO MEDICAL HOLDINGS, INC.

TABLE OF CONTENTS

			PAGE
PART I
FINANCIAL INFORMATION
Item 1.		Financial Statements - Unaudited
		Condensed Balance Sheet As of July 31, 2008	3
		Condensed Statements of Operations For the Three and Six months ended  July 31, 2008 and 2007	4
		Condensed Statements of Cash Flows For the Six months ended July 31, 2008 and 2007	5
		Notes to Condensed Financial Statements	6 - 12
Item 2.		Management’s Discussion and Analysis of Financial Condition and Results of Operations	12 - 14
Item 3.		Quantitative and Qualitative Disclosures about Market Risk	15
Item 4.		Control and Procedures.	15
PART II
OTHER INFORMATION
Item 1.		Legal Proceedings	15
Item 2.		Unregistered Sales of Equity Securities and the Use of Proceeds	15
Item 3.		Defaults upon Senior Securities	15
Item 4.		Submission of Matters to a Vote of Security Holders	15
Item 5.		Other Information	16
Item 6.		Exhibits	16

 

 

1. Description of Business

2. Summary of Significant Accounting Policies

 

 

Fair Value of Financial Instruments

 

Statement of financial accounting standard No. 107, Disclosures about fair value of financial instruments, requires that the Company disclose estimated fair values of financial instruments. The carrying amounts reported in the statements of financial position for assets and liabilities qualifying as financial instruments are a reasonable estimate of fair value.

 

The Company’s case rate and capitation revenues, reported by Apollo’s affiliate, AMH, are governed by contractual agreements with medical groups/IPA’s and hospitals. As a result, receivables from this business are generally fully collected. The Company does face issues related to the timing of these collections, and the Company must assess the level of earned but uncollected revenue to which it is entitled at each period end. The Company does face collection issues with regard to its fee-for-service revenues. One is the estimation of the amount to be received from each billing since the Company invoices on a Medicare schedule and each of many providers remits payment on a reduced schedule. The Company has to estimate the amount it will ultimately receive form each billing and properly record revenue. With a wide variety of contract terns and providers, the Company’s revenue is not concentrated or dependent on a specific contract. No individual contract with our clients provides more than 20 percent of reported revenues.

 

 

 

 

 

 

 

 

 

3. Uncertainty of ability to continue as a going concern

NOTE 3 

The Company's financial statements are prepared using the generally accepted accounting principles applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. However, the Company has accumulated deficit of $(579,326) and negative working capital of $(82,326) at July 31, 2008. Cash Flows from Operating Activities for the six months ended July 2008 was $(410,445).

 

 

 

The Company’s need for working capital is a key issue for management and necessary for the Company to meet its goals and objectives. The Company is actively pursuing additional capitalization opportunities. Management believes that the above actions will allow the Company to continue operations through the next fiscal year.

4 Prepaid Expenses

 

Prepaid Expenses were prepaid professional privileges amounting to $1,042 as of July 31, 2008.           

 

5 Accounts Payable and Accrued Expenses

 

		July 31, 2008
Accounts Payable		$	21,696
Accrued Consulting Fee		$	4,000
Accrued Penalty			6,250
Accrued Payroll and Income Taxes			2,422
		$	34,368

6 Related Party Transactions

 

 

 

 

 

 

 

During the period from February 1, 2007 to July 31, 2007, Apollo Medical issued 364,000 shares to investors for a total cash value $182,000. As part of issuance of shares for cash the Company granted 91,000 stock warrants to investors. During the period from February 1, 2008 to July 31, 2008, Apollo Medical issued 670,000 shares to investors for a total cash value $335,000. As part of issuance of shares for cash the Company granted 167,500 stock warrants to investors. As a pert of the acquisition, the Company issued 470,470 warrants to certain former shareholders of Apollo Medical.

 

 

		Aggregate intrinsic value			Number of warrants
Outstanding at January 31, 2008		$	—			165,620
Granted						304,850
Exercised			—			—
Cancelled			—			—
Outstanding at July 31, 2008		$	—			470,470

 

Exercise Price		Warrants outstanding			Weighted average remaining contractual life			Warrants exercisable			Weighted average exercise price
$1.10			470,470			2.31			470,470		$	1.10

 

 

 

 

	·	Base salary of $7,000 per month;
	·	The issuance of 250,000 shares of the Company’s common stock; and

·

Reimbursement of reasonable travel and other expenses

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Apollo reported Revenues of $9,795 for the quarter ended July 2008, compared to $26,500 of Revenues in the comparable quarter ended July 2007 due to a decrease in management fee income.
 

 

 

Cost of Goods Sold was $42,806 in the six months ended July 2008. Cost of Goods Sold was $37,618 in the six months ended July 2007. Cost of Goods includes the costs for all medical malpractice insurance, physician privileges, and telephone costs.

 

 

 

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Company does not hold any derivative instruments and does not engage in any hedging activities.

 

 

ITEM 4. CONTROLS AND PROCEDURES

a.

Evaluation of Disclosure Controls and Procedures.

(i)

Recorded, processed, summarized within the time periods specified in the SEC’s rules and forms and

(ii)

Accumulated and communicated to the Chief Executive Officer and Chief Financial Officer as appropriate to allow for timely review and decisions regarding disclosure.

 

There were no defaults upon senior securities during the period ended July 31, 2008.

There were no matters submitted to the vote of securities holders during the period ended July 31, 2008.

 

 

 

Exhibit Number		Description
31.1		Certification by Chief Executive Officer, required by Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act.
31.2		Certification by Chief Financial Officer, required by Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act.
32.1		Certification by Chief Executive Officer, required by Rule 13a-14(b) or Rule 15d-14(b) of the Exchange Act and Section 1350 of Chapter 63 of Title 18 of the United States Code.
32.2		Certification by Chief Financial Officer, required by Rule 13a-14(b) or Rule 15d-14(b) of the Exchange Act and Section 1350 of Chapter 63 of Title 18 of the United States Code.

 

	APOLLO MEDICAL HOLDINGS, INC.
Dated:  September 12, 2008	By:	/s/ Warren Hosseinion
		Warren Hosseinion
		Chief Executive Officer and Director
Dated:  September 12, 2008	By:	/s/ A. Noel DeWinter
		A. Noel DeWinter
		Chief Financial Officer and Principal Accounting Officer