UNITED STATES SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
FORM 10-QSB
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x |
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the quarterly period ended: March 31, 2007 |
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o |
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT |
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For the transition period from ________ to________ |
Commission file number 1-8601
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CREDITRISKMONITOR.COM, INC. |
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(Exact name of small business issuer as specified in its charter) |
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Nevada |
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36-2972588 |
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(State or other jurisdiction of |
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(I.R.S. Employer Identification No.) |
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704 Executive Boulevard, Suite A |
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(Address of principal executive offices) |
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(845) 230-3000 |
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(Issuers telephone number) |
Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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.
Indicate by check mark whether the registrant is a shell company (as defined by Rule 12b-2 of the Exchange Act).
APPLICABLE ONLY TO ISSUERS INVOLVED IN
BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Check whether the registrant 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.
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuers classes of common equity, as of the latest practical date:
Common stock $.01 par value 7,694,462 shares outstanding as of April 30, 2007.
Transitional Small Business Disclosure Format (check one): Yes o No x
CREDITRISKMONITOR.COM, INC.
INDEX
1
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CREDITRISKMONITOR.COM, INC.
BALANCE SHEETS
MARCH 31, 2007 AND DECEMBER 31, 2006
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March 31, |
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Dec. 31, |
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(Unaudited) |
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(Note 1) |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
2,516,403 |
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$ |
2,467,520 |
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Accounts receivable, net of allowance |
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506,210 |
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647,484 |
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Other current assets |
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177,940 |
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297,267 |
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Total current assets |
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3,200,553 |
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3,412,271 |
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Property and equipment, net |
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116,826 |
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131,211 |
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Goodwill |
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1,954,460 |
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1,954,460 |
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Prepaid and other assets |
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39,871 |
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27,753 |
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Total assets |
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$ |
5,311,710 |
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$ |
5,525,695 |
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LIABILITIES AND STOCKHOLDERS EQUITY |
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Current liabilities: |
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Deferred revenue |
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$ |
2,948,801 |
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$ |
2,985,724 |
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Accounts payable |
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74,177 |
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|
78,364 |
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Accrued expenses |
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254,990 |
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|
415,645 |
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Current portion of long-term debt |
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126,061 |
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|
122,870 |
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Current portion of capitalized lease obligations |
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11,362 |
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18,437 |
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Total current liabilities |
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3,415,391 |
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3,621,040 |
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Long-term debt, net of current portion |
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254,202 |
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286,940 |
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Other liabilities |
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67,580 |
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73,392 |
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Total liabilities |
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3,737,173 |
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3,981,372 |
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Stockholders equity: |
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Preferred stock, $.01 par value; authorized 5,000,000 shares; none issued |
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Common stock, $.01 par value; authorized 25,000,000 shares; issued and outstanding 7,694,462 shares |
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76,944 |
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76,944 |
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Additional paid-in capital |
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28,187,751 |
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28,177,684 |
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Accumulated deficit |
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(26,690,158 |
) |
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(26,710,305 |
) |
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Total stockholders equity |
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1,574,537 |
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1,544,323 |
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Total liabilities and stockholders equity |
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$ |
5,311,710 |
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$ |
5,525,695 |
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See accompanying condensed notes to financial statements.
2
CREDITRISKMONITOR.COM, INC.
STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 2007 AND 2006
(Unaudited)
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2007 |
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2006 |
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Operating revenues |
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$ |
1,158,800 |
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$ |
1,027,845 |
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Data and product costs |
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421,256 |
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320,392 |
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Selling, general and administrative expenses |
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703,143 |
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|
715,937 |
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Depreciation and amortization |
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16,639 |
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16,251 |
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Total operating expenses |
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1,141,038 |
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1,052,580 |
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Income (loss) from operations |
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17,762 |
|
|
(24,735 |
) |
Other income |
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|
18,390 |
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|
13,880 |
|
Interest expense |
|
|
(10,837 |
) |
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(14,502 |
) |
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Income (loss) before income taxes |
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25,315 |
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(25,357 |
) |
Provision for income taxes |
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5,168 |
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3,656 |
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Net income (loss) |
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$ |
20,147 |
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$ |
(29,013 |
) |
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Net income (loss) per share of common stock: |
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Basic |
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$ |
0.00 |
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$ |
(0.00 |
) |
Diluted |
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$ |
0.00 |
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$ |
(0.00 |
) |
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Weighted average number of common shares outstanding: |
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Basic |
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7,694,462 |
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7,679,462 |
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Diluted |
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8,102,930 |
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|
7,679,462 |
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See accompanying condensed notes to financial statements.
3
CREDITRISKMONITOR.COM,
INC.
STATEMENTS OF CASH
FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 2007 AND 2006
(Unaudited)
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2007 |
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2006 |
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Cash flows from operating activities: |
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Net income (loss) |
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$ |
20,147 |
|
$ |
(29,013 |
) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: |
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|
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|
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Depreciation |
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|
16,639 |
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|
16,251 |
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Deferred rent |
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21 |
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|
733 |
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Stock-based compensation |
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10,067 |
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|
7,567 |
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Changes in operating assets and liabilities: |
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Accounts receivable |
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141,274 |
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|
120,373 |
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Other current assets |
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119,327 |
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|
39,231 |
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Prepaid and other assets |
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(12,118 |
) |
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(13,012 |
) |
Deferred revenue |
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(36,923 |
) |
|
50,611 |
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Accounts payable |
|
|
(4,187 |
) |
|
(60,823 |
) |
Accrued expenses |
|
|
(160,655 |
) |
|
48,937 |
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Other liabilities |
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(5,833 |
) |
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Net cash provided by operating activities |
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87,759 |
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|
180,855 |
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Cash flows from investing activities: |
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Purchase of property and equipment |
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(2,254 |
) |
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(6,244 |
) |
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Net cash used in investing activities |
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(2,254 |
) |
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(6,244 |
) |
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Cash flows from financing activities: |
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Payments on long-term debt |
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(29,547 |
) |
|
(26,667 |
) |
Payments on capitalized lease obligations |
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(7,075 |
) |
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(6,351 |
) |
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Net cash used in financing activities |
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(36,622 |
) |
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(33,018 |
) |
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Net increase in cash and cash equivalents |
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48,883 |
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|
141,593 |
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Cash and cash equivalents at beginning of period |
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2,467,520 |
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2,034,786 |
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Cash and cash equivalents at end of period |
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$ |
2,516,403 |
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$ |
2,176,379 |
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See accompanying condensed notes to financial statements.
4
CREDITRISKMONITOR.COM, INC.
CONDENSED NOTES TO FINANCIAL STATEMENTS
(Unaudited)
(1) Basis of Presentation
The condensed financial statements included herein have been prepared by CreditRiskMonitor.com, Inc. (the Company or CRM), without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States (GAAP) have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures herein are adequate to make the information presented not misleading. The December 31, 2006 balance sheet has been derived from the audited financial statements at that date, but does not include all disclosures required by GAAP. These financial statements should be read in conjunction with the audited financial statements and the notes thereto in the Companys annual report on Form 10-KSB for the year ended December 31, 2006.
In the opinion of the Company, the unaudited financial statements reflect all adjustments (consisting of normal recurring adjustments) considered necessary to present fairly the Companys financial position as of March 31, 2007 and its results of operations and cash flows for the three-month periods ended March 31, 2007 and 2006.
Results of operations for the three-month periods ended March 31, 2007 and 2006 are not necessarily indicative of the results of a full year.
During the first quarter of 2007, the Company filed documents to dissolve Barbito Corp., its inactive wholly-owned subsidiary.
(2) Stock-Based Compensation
The Company adopted Statement of Financial Accounting Standards (SFAS) No. 123 (revised 2004), Share-Based Payment (SFAS 123R) at the beginning of fiscal 2006 utilizing the modified prospective method, which does not require restatement of prior periods.
The following table summarizes the stock-based compensation expense for stock options that was recorded in the Companys results of operations in accordance with SFAS 123R for the three months ended March 31, 2007 and 2006:
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2007 |
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2006 |
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Data and product costs |
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$ |
1,953 |
|
$ |
1,682 |
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Selling, general and administrative expenses |
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|
8,114 |
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|
5,885 |
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$ |
10,067 |
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$ |
7,567 |
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5
The following table summarizes information about stock option activity for the three months ended March 31, 2007:
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Shares |
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Weighted- |
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Weighted |
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Aggregate |
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Outstanding at beginning of period |
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|
695,500 |
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$ |
0.8372 |
|
|
6.36 |
|
$ |
1,504,235 |
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Granted |
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Exercised |
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Cancelled |
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Outstanding at end of period |
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|
695,500 |
|
$ |
0.8372 |
|
|
6.11 |
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$ |
704,410 |
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Exercisable at end of period |
|
|
155,000 |
|
$ |
0.0324 |
|
|
1.40 |
|
$ |
281,735 |
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As of March 31, 2007, there was $238,000 of total unrecognized compensation cost related to non-vested stock option awards, which is expected to be recognized over a weighted-average period of 4.24 years.
The Company adopted the alternative transition method provided in FASB Staff Position No. FAS 123R-3, Transition Election Related to Accounting for the Tax Effects of Share-Based Payment Awards, for calculating the tax effects of stock-based compensation. The alternative transition method includes simplified methods to establish the beginning balance of the additional paid-in capital pool (APIC pool) related to the tax effects of employee stock-based compensation, and to determine the subsequent impact on the APIC pool and statements of cash flows of the tax effects of employee stock-based compensation awards that are outstanding upon adoption of SFAS 123R.
(3) Other Recently Issued Accounting Standards
The FASB and the SEC had issued certain accounting pronouncements as of March 31, 2007 that will become effective in subsequent periods; however, management does not believe that any of those pronouncements would have significantly affected our financial accounting measurements or disclosures had they been in effect during the interim periods for which financial statements are included in this quarterly report. Nor does management believe those pronouncements would have a significant effect on future financial position or results of operations.
(4) Net Income (Loss) Per Share
Basic net income (loss) per share is based on the weighted average number of common shares outstanding. Diluted net income (loss) per share is based on the weighted average number of common shares outstanding and the dilutive effect of outstanding stock options.
For the three months ended March 31, 2006, the computation of diluted net loss per share excludes the effects of the assumed exercise of 734,500 options since their inclusion would be anti-dilutive as the Company had a loss in this period.
6
(5) Income Taxes
In June 2006, the FASB issued FASB Interpretation 48, Accounting for Uncertainty in Income Taxes an interpretation of FASB Statement No. 109 (FIN 48). FIN 48 clarifies the accounting for uncertainty in income taxes recognized in an enterprises financial statements in accordance with SFAS 109, Accounting for Income Taxes, and prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. FIN 48 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The Company adopted FIN 48 during the first quarter of fiscal 2007 and the impact of adoption was not material to its financial position or results of operations.
7
Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES
At March 31, 2007, the Company had cash and cash equivalents of $2.52 million compared to $2.47 million at December 31, 2006. The Companys working capital deficit at March 31, 2007 was approximately $215,000 compared to a working capital deficit of approximately $209,000 at December 31, 2006, due primarily to a decrease of $141,000 in accounts receivable and a decrease of $119,000 in other current assets offset somewhat by an increase of $49,000 in cash, a decrease of $37,000 in deferred revenue, a decrease of $4,000 in accounts payable, a decrease of $160,000 in accrued expenses and a decrease of $4,000 in the current portion of long-term debt and capitalized lease obligations. Additionally, the working capital deficit at March 31, 2007 is mainly derived from $2.95 million in deferred revenue, which should not require any future cash outlay other than the cost of preparation and delivery of the applicable commercial credit reports that is much less than the deferred revenue shown. The deferred revenue is recognized as income over the subscription term, which approximates twelve months. The Company has no bank lines of credit or other currently available credit sources.
The Company believes that it will have sufficient resources to meet its working capital and capital expenditure needs, including debt service, for the foreseeable future.
OFF-BALANCE SHEET ARRANGEMENTS
The Company is not a party to any off-balance sheet arrangements.
RESULTS OF OPERATIONS
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3 Months Ended March 31, |
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||||||||||
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2007 |
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2006 |
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||||||||
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Amount |
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% of Total |
|
Amount |
|
% of Total |
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||||
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|
||||
Operating revenues |
|
$ |
1,158,800 |
|
|
100.00 |
% |
$ |
1,027,845 |
|
|
100.00 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Data and product costs |
|
|
421,256 |
|
|
36.35 |
% |
|
320,392 |
|
|
31.17 |
% |
Selling, general and administrative |
|
|
703,143 |
|
|
60.68 |
% |
|
715,937 |
|
|
69.65 |
% |
Depreciation and amortization |
|
|
16,639 |
|
|
1.44 |
% |
|
16,251 |
|
|
1.58 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Total operating expenses |
|
|
1,141,038 |
|
|
98.47 |
% |
|
1,052,580 |
|
|
102.40 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from operations |
|
|
17,762 |
|
|
1.53 |
% |
|
(24,735 |
) |
|
-2.40 |
% |
Other income |
|
|
18,390 |
|
|
1.59 |
% |
|
13,880 |
|
|
1.35 |
% |
Interest expense |
|
|
(10,837 |
) |
|
-0.94 |
% |
|
(14,502 |
) |
|
-1.41 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) before income taxes |
|
|
25,315 |
|
|
2.18 |
% |
|
(25,357 |
) |
|
-2.46 |
% |
Provision for income taxes |
|
|
5,168 |
|
|
0.44 |
% |
|
3,656 |
|
|
0.36 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Net income (loss) |
|
$ |
20,147 |
|
|
1.74 |
% |
$ |
(29,013 |
) |
|
-2.82 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating revenues increased 13% for the three months ended March 31, 2007. This increase was primarily due to an increase in the number of subscribers to the Companys Internet subscription service as the market became more aware of the Companys enhanced service, offset in part by a decrease in the number of subscribers to the Companys subscription service for third-party
8
international credit reports as the result of declining demand for such reports.
Data and product costs increased 31% for the first quarter of 2007 compared to the same period of fiscal 2006. This increase was primarily due to higher salary and related employee benefits, including the hiring of additional quality control personnel, as well as the cost of new third-party content added to the Companys website.
Selling, general and administrative expenses decreased 2% for the first quarter of fiscal 2007 compared to the same period of fiscal 2006. This decrease was primarily due to lower salary and related employee benefit costs as the result of the Companys change in benefits provider effective January 1, 2007 and a decrease in marketing expenses, partially offset by an increase in professional fees and telephone expense.
Depreciation and amortization increased 2% for the first quarter of fiscal 2007 compared to the same period of fiscal 2006. This increase was due to a higher depreciable asset base during the quarter reflecting assets purchased during the past 12 months, partially offset by no depreciation expense recorded on certain items that have been fully depreciated but are still in use.
Other income increased 32% for first quarter of fiscal 2007 compared to the same period last year. This increase was due to a higher level of funds invested in interest bearing accounts as well as a higher interest rate received on such funds during the current period compared to the same period last year.
Interest expense decreased 25% for the first quarter of fiscal 2007 compared to the same period of fiscal 2006. This decrease was primarily due to a lower outstanding long-term debt balance.
The Company reported net income of $20,000 versus a net loss of $29,000 for the three months ended March 31, 2007 and 2006, respectively.
FUTURE OPERATIONS
The Company over time intends to expand its operations by expanding the breadth and depth of its product and service offerings and introducing new and complementary products. Gross margins attributable to new business areas may be lower than those associated with the Companys existing business activities.
Due to the evolving nature of the markets in which it competes, the Companys ability to accurately forecast its revenues, gross profits and operating expenses as a percentage of net sales is limited. The Companys current and future expense levels are based largely on its investment plans and estimates of future revenues. To a large extent these costs do not vary with revenue. Sales and operating results generally depend on the Companys ability to attract and retain customers and the volume of and timing of their subscriptions for the Companys services, which are difficult to forecast. The Company may be unable to adjust spending in a timely manner to compensate for any unexpected revenue shortfall. Accordingly, any significant shortfall in revenues in relation to the Companys planned expenditures would have an immediate adverse effect on the Companys business, prospects, financial condition and results of operations. Further, as a strategic response to
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changes in the competitive environment, the Company may from time to time make certain pricing, service, marketing or acquisition decisions that could have a material adverse effect on its business, prospects, financial condition and results of operations.
Achieving profitability depends on the Companys ability to generate and sustain increased revenue levels. The Company believes that its success will depend in large part on its ability to (i) increase its brand awareness, (ii) provide its customers with outstanding value, thus encouraging customer renewals, and (iii) achieve sufficient sales volume to realize economies of scale. Accordingly, the Company intends to continue to invest in marketing and promotion, product development and technology and operating infrastructure development. There can be no assurance that the Company will be able to achieve these objectives within a meaningful time frame.
The Company expects to experience significant fluctuations in its future quarterly operating results due to a variety of factors, some of which are outside the Companys control. Factors that may adversely affect the Companys quarterly operating results include, among others, (i) the Companys ability to retain existing customers, attract new customers at a steady rate and maintain customer satisfaction, (ii) the Companys ability to maintain gross margins in its existing business and in future product lines and markets, (iii) the development of new services and products by the Company and its competitors, (iv) price competition, (v) the level of use of the Internet and online services and increasing acceptance of the Internet and other online services for the purchase of products such as those offered by the Company, (vi) the Companys ability to upgrade and develop its systems and infrastructure, (vii) the Companys ability to attract new personnel in a timely and effective manner, (viii) the level of traffic on the Companys Web site, (ix) the Companys ability to manage effectively its development of new business segments and markets, (x) the Companys ability to successfully manage the integration of operations and technology of acquisitions or other business combinations, (xi) technical difficulties, system downtime or Internet brownouts, (xii) the amount and timing of operating costs and capital expenditures relating to expansion of the Companys business, operations and infrastructure, (xiii) governmental regulation and taxation policies, (xiv) disruptions in service by common carriers due to strikes or otherwise, (xv) risks of fire or other casualty, (xvi) litigation costs or other unanticipated expenses, (xvii) interest rate risks and inflationary pressures, and (xviii) general economic conditions and economic conditions specific to the Internet and online commerce.
Due to the foregoing factors and the Companys limited forecasting abilities, the Company believes that period-to-period comparisons of its revenues and operating results are not necessarily meaningful and should not be relied on as an indication of future performance.
FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-QSB may contain forward-looking statements, including statements regarding future prospects, industry trends, competitive conditions and litigation issues. Any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. Without limiting the foregoing, the words believes, expects, anticipates, plans or words of similar meaning are intended to identify forward-looking statements. This notice is intended to take advantage of the safe harbor
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provided by the Private Securities Litigation Reform Act of 1995 with respect to such forward-looking statements. These forward-looking statements involve a number of risks and uncertainties. Among others, factors that could cause actual results to differ materially from the Companys beliefs or expectations are those listed under Results of Operations and other factors referenced herein or from time to time as risk factors or otherwise in the Companys Registration Statements or Securities and Exchange Commission reports.
Item 3. Controls and Procedures
The Companys management, with the participation of the Companys Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the Companys disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) as of the end of the period covered by this report. Based on that evaluation, the Companys Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of such period, the Companys disclosure controls and procedures are effective.
There have not been any changes in the Companys internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934, as amended) during our most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Companys internal control over financial reporting. Management is aware that there is a lack of segregation of duties due to the small number of employees dealing with general administrative and financial matters. However, management has decided that considering the employees involved and the control procedures in place, risks associated with such lack of segregation are insignificant and the potential benefit of adding employees to clearly segregate duties do not justify the expenses associated with such increase.
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Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
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Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
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In accordance with the requirements of the Exchange Act, the Registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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CREDITRISKMONITOR.COM, INC. |
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Date: May 15, 2007 |
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/s/ Lawrence Fensterstock |
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Lawrence Fensterstock |
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Chief Financial Officer |
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