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PwrCor, Inc. - Annual Report: 2009 (Form 10-K)

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

Form 10-K

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

For the fiscal year ended September 30, 2009

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

Commission file number 000-17750

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

Delaware
 
13-3186327
(State or other jurisdiction of
incorporation or organization)
 
(I.R.S. Employer
Identification No.)
2500 Plaza 5 Harborside Financial
Center
   
Jersey City, New Jersey
 
07311
(Address of principal Executive
Offices)
 
(Zip Code)

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

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

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

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

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

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes R     No £

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

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

Large accelerated filer £               Accelerated filer £             Non-accelerated filer £

Smaller reporting company x

Indicate by check mark whether the registrant is a shell company (as defined by Rule 12b-2 of the Exchange Act) Yes £     No R
 
The number of shares outstanding of each of the Registrant’s classes of common stock, as of January 11, 2010 is 16,052,896 shares, all of one class, $.001 par value per share.  Of this number, 9,231,962 shares were held by non-affiliates of the Registrant.

The Company’s common stock has been trading on the OTCBB since October 2004 and, accordingly, the aggregate “market value” of such shares is approximately $100,000.  The “value” of the 9,239,514 shares held by non-affiliates, based upon the book value as of September 30, 2009 is less than $0.024per share.

*Affiliates for the purpose of this item refers to the Registrant’s officers and directors and/or any persons or firms (excluding those brokerage firms and/or clearing houses and/or depository companies holding Registrant’s securities as record holders only for their respective clienteles’ beneficial interest) owning 5% or more of the Registrant’s common stock, both of record and beneficially.

DOCUMENTS INCORPORATED BY REFERENCE – None

 
 

 

TABLE OF CONTENTS

           
Page
 
                 
Statement Regarding Forward-Looking Statements
   
3
 
                 
PART I
   
4
 
                 
   
Item 1.
 
Business
   
4
 
                 
   
Item 1A.
 
Risk Factors
   
8
 
                 
   
Item 1B.
 
Unresolved Staff Comments
   
12
 
                 
   
Item 2.
 
Properties
   
12
 
                 
   
Item 3.
 
Legal Proceedings
   
12
 
                 
   
Item 4.
 
Submission of Matters to a Vote of Security Holders
   
12
 
                 
PART II
   
13
 
                 
   
Item 5.
 
Market for Registrant’s Common Equity, Related Stockholder Matters and and Issuer Purchases of Equity Securities
   
13
 
                 
   
Item 6.
 
Selected Financial Data
   
14
 
                 
   
Item 7.
 
Management’s Discussion and Analysis of Financial Condition and Results of Operations
   
15
 
                 
   
Item 7A.
 
Quantitative and Qualitative Disclosures About Market Risk
   
18
 
                 
   
Item 8.
 
Financial Statements and Supplementary Data
   
18
 
                 
   
Item 8A.
 
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
   
36
 
                 
   
Item 9A.
 
Controls and Procedures
   
36
 
                 
   
Item 9B.
 
Other Information
   
37
 
                 
PART III
   
38
 
                 
   
Item 10.
 
Directors, Officers and Corporate Governance
   
38
 
                 
   
Item 11.
 
Executive Compensation
   
39
 
                 
   
Item 12.
 
Equity Compensation Plan Inform and Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matter
   
40
 
                 
   
Item 13.
 
Certain Relationships and Related Transactions and Director independence
   
40
 
                 
   
Item 14.
 
Principal Accounting Fees and Services
   
41
 
                 
   
Item 15.
 
Exhibits and Financial Statement Schedules
   
42
 
 
2

 
STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

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

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

 
3

 

Part I

ITEM 1.  BUSINESS

We are a Delaware corporation whose principal executive offices are located at 2500 Plaza 5, Harborside Financial Center, Jersey City, NJ 0731. Unless the context otherwise requires, the terms "we", "us" or "our" as used herein refer to Receivable Acquisition & Management Corporation and our subsidiary.

Overview

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

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

Our objective is to maximize our return on investment on acquired consumer receivable portfolios. As a result, before acquiring a portfolio, we analyze the portfolio to determine how to best maximize collections in a cost efficient manner and carefully analysis of collection agencies selected to service a portfolio. We believe in outsourcing 99% of its recovery efforts. We believe that we can never be experts in collecting all the various types of debt. We retain a handful of accounts internally for benchmarking purposes. Our philosophy is to keep overhead low and concentrate on our strengths of analysis and purchasing the portfolios at the right price and managing the recovery process.

The recovery process is largely done by collection agencies and law firms. Recovery process is generally handed over to lawyers when it is determined the debtor has the ability to satisfy his/her obligation but normal collection activities have not resulted in resolution.

In the event of legal action, we seek attorneys/collection law firms that are located in the state of the debtor. The proximity of the agent to the debtor has a significant influence on the debtors’ actions.

We use an internally developed incentive-based fee structure to negotiate the contingency fees of the recovery partners. This is a tiered method of paying the partner an increasing percentage of collections if they meet pre-agreed to hurdles. These hurdles are recovery of our investment plus returns in defined time periods. In most cases, an underestimation of the collection process involves the extension of the collection horizon. For instance, a debtor that is not in a position to immediately settle their obligation at the moment the obligation is purchased, is most likely to be in a position of being able to clear his/her credit in the foreseeable future if they are capable of gainful employment or expects their financial lot to improve. We will not write off these types of debtors but may extend our collection horizon to include the moment in time when collection/settlement is possible. We continuously weigh the benefits of selling the obligations versus holding it in anticipation of settlement. If we can realize an acceptable return within the expected horizon by selling the loan, the Company will do so. In most cases an obligation becomes collectible at a point in time. Periodically, we will evaluate our portfolios to identify accounts with profiles that are inconsistent with our collection strategies. Such accounts can be offered for sale to a network of investors, collection agencies and law firms.

For the years ended September 30, 2009 and September 30, 2008, our revenues were approximately $246,558 and $608,204, and our net loss was ($134,540) and net income was $168,659, respectively. During these same years our cash collections were approximately $ 282,229 and $582,341 respectively and servicing incomes were approximately $32,267 and $89,551 respectively. The Company has discontinued making new investments and is seeking to merge with or acquire another company seeking to go public via reverse merger.

 
4

 

Industry Overview

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

 
·
levels of consumer debt;

 
·
defaults of the underlying receivables; and

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

We believe that as a result of the difficulty in collecting these past due receivables and the desire of originating institutions to focus on their core businesses and to generate revenue from these receivables, originating institutions are increasingly electing to sell these portfolios. However, due to rapid rise in prices, the Company is looking for investment opportunities in Europe.

Strategy

Our strategy is to acquire portfolios and outsource collections. We believe we differentiate ourselves from the rest of the field based on the following:

 
·
knowledge of quantitative and qualitative variables
 
·
knowledge of the history of debt under consideration for purchase
 
·
understanding of portfolio’s characteristics than the originator/seller of the debt.
 
·
How the debt is originated - telemarketing, direct mail solicitation, face to face in the office, home, or casual event. We further look at why the individual took on the debt - was it to buy something of need or a spontaneous purchase.
 
·
Demographic of the debtor- socio economic category.
 
·
Outsource to specialist recovery firms and avoiding pressure to keep internal collection personnel busy.

We have invested significant resources in developing a proprietary analytical tool that takes into accounts all the value objects. Our proprietary database analysis application is able to cleanse and format raw data, sort and produce reports and statistics that analyze the predictability of collection of a pool under consideration such as geographic dispersion, statute analysis, recovery history, etc. This is coupled with a bottom up approach resulting in selection of portfolios with highest probability of collection, and valuation and finally pricing. Final purchase decisions are based on our multiple regression models that determine the likelihood of payment by analyzing both the demographic and account-level data of a given portfolio and comparing it our database of accounts and feedback from our recovery partners This is coupled with internally developed statistical models that attempt to score and map out a potential recovery curve of a given portfolio.  By implementing a multi-tier approach, our analysis will result in the selection of portfolios with highest probability of collection, and valuation and finally rational pricing.  This rigorous disciplined approach does not permit paying more than established range.

Consumer Receivables Business

Due to capital constraint, the Company has not been able to purchase additional portfolios and the portfolios it has acquired are through the following sources:

 
·
our relationships with industry participants, collection agencies, and resellers;

 
·
brokers who specialize in the sale of consumer and commercial receivable portfolios; and

 
·
other sources.

We purchase receivables at discounts from the balance actually owed by the consumer. We determine how much to bid on a portfolio and a purchase price by evaluating many different variables, such as:
 
 
·
The number of collection agencies previously attempting to collect the receivables in the portfolio;
 
 
5

 
 
 
·
the average balance of the receivables;

 
·
the age of the receivables;

 
·
number of days since charge-off;

 
·
payments made since charge-off; and

 
·
demographics

Once a receivable portfolio has been identified for potential purchase, we prepare various analyses based on extracting customer level data from external sources, other than the issuer, to analyze the potential collectibility of the portfolio. We also analyze the portfolio by comparing it to similar portfolios previously serviced by our recovery partners or potential recovery partners. In addition, we perform qualitative analyses of other matters affecting the value of portfolios, including a review of the delinquency, charge off, placement and recovery policies of the originator as well as the collection authority granted by the originator to any third party collection agencies, and, if possible, by reviewing their recovery efforts on the particular portfolio. After these evaluations are completed, members of our senior management discuss the findings, decide whether to make the purchase and finalize the price at which we are willing to purchase the portfolio.

We purchase most of our consumer receivable portfolios directly from originators and other sellers including, from time to time, our recovery partners through privately negotiated direct sales or through a bidding process.

Generally, our portfolio purchase agreements provide that we can return certain accounts to the seller. However, we may acquire a portfolio with few, if any, rights to return accounts to the seller. After acquiring a portfolio, we conduct a detailed analysis to determine which accounts in the portfolio should be returned to the seller. Although the terms of each portfolio purchase agreement differ, examples of accounts that may be returned to the seller include:

 
·
debts paid prior to the cutoff date;

 
·
debts in which the consumer filed bankruptcy prior to the cutoff date;

 
·
debtor is incarcerated; and

 
·
debts in which the consumer was deceased prior to cutoff date.

 
·
In case of commercial receivables, recourse is limited to fraud and lack of documentation.
 
Receivable Servicing

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

Customer Service

The customer service department is responsible for:
 
 
6

 

 
·
handling incoming calls from debtors and collection agencies that are responsible for collecting on our consumer receivable portfolios;

 
·
coordinating customer inquiries and assisting the collection agencies in the collection process.

 
·
Commercial servicing is exclusively handled by servicer with limited involvement of the Company.

Portfolio Sales

We sell portfolios if they do not meet our internal rate of return hurdle or if we can achieve our returns through a sale.

Competition

Our business of purchasing distressed consumer receivables is highly competitive and fragmented, and we expect that competition from new and existing companies will increase. We compete with:

 
·
other purchasers of consumer receivables, including third-party collection companies; and

 
·
other financial services companies who purchase consumer receivables.

Some of our competitors are larger and more established and may have substantially greater financial, technological, personnel and other resources than we have, including greater access to capital markets.

Management Information Systems

We have upgraded our information system to make tracking of collection activities more efficient. In addition, we rely on the information technology of our third-party recovery partners and periodically review their systems to ensure that they can adequately service our consumer receivable portfolios.

Employees

As of September 30, 2009, we had 2 full-time employees.
 
7


ITEM 1A. RISK FACTORS

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

The Company has ceased making portfolio purchases since October 2007.

Due to inability to raise capital and deep recession, the Company decided to make new investments and has subsequently been in a run-off mode. The management is focused on merging with or acquiring another operating company that may be seeking to go public via reverse merger. There is no assurance that the management will succeed and as a result, shareholders may be adversely affected.

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

The availability of consumer and commercial receivable portfolios at favorable prices and on terms acceptable to us depends on a number of factors outside of our control, including:

 
·
the growth of consumer debt;

 
·
the continued volume of consumer receivable portfolios available for sale; and

 
·
competitive factors affecting potential purchasers and sellers of consumer receivable portfolios.

We have seen at certain times that the market for acquiring consumer receivable portfolios is becoming more competitive, thereby possibly diminishing our ability to acquire such receivables at attractive prices in future periods. The growth in consumer debt may also be affected by:

 
·
a slowdown in the economy;

 
·
reductions in consumer spending;

 
·
changes in the underwriting criteria by originators; and

 
·
changes in laws and regulations governing consumer lending.

Any slowing of the consumer debt could result in a decrease in the availability of consumer receivable portfolios for purchase that could affect the purchase prices of such portfolios. Any increase in the prices we are required to pay for such portfolios in turn will reduce the profit, if any, we generate from such portfolios.

Our quarterly operating results may fluctuate and cause our stock price to decline.

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

 
·
the timing and amount of collections on our consumer receivable portfolios;

 
·
our inability to identify and acquire additional consumer receivable portfolios;

 
·
a decline in the estimated value of our consumer receivable portfolio recoveries;
 
 
8

 
 
 
·
increases in operating expenses associated with the growth of our operations; and

 
·
general and economic market conditions.

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

We may not be able to recover sufficient amounts on our consumer receivable portfolios to recover the costs associated with the purchase of those portfolios and to fund our operations.

In order to operate profitably over the long term, we must continually purchase and collect on a sufficient volume of receivables to generate revenue that exceeds our costs.

Our ability to recover on our portfolios and produce sufficient returns can be negatively impacted by the quality of the purchased receivables. In the normal course of our portfolio acquisitions, some receivables may be included in the portfolios that fail to conform to certain terms of the purchase agreements and we may seek to return these receivables to the seller for payment or replacement receivables. However, we cannot guarantee that any of such sellers will be able to meet their payment obligations to us. Accounts that we are unable to return to sellers may yield no return. If cash flows from operations are less than anticipated as a result of our inability to collect sufficient amounts on our receivables, our ability to satisfy our debt obligations, purchase new portfolios and our future growth and profitability may be materially adversely affected.

We are subject to intense competition for the purchase of consumer receivable portfolios and, as a result of this competition, if we are unable to purchase receivable portfolios, our profits, if any, will be limited.

We compete with other purchasers of consumer receivable portfolios, with third-party collection agencies and with financial services companies that manage their own consumer receivable portfolios. We compete on the basis of reputation, industry experience and performance. Some of our competitors have greater capital, personnel and other resources than we have. The possible entry of new competitors, including competitors that historically have focused on the acquisition of different asset types, and the expected increase in competition from current market participants may reduce our access to consumer receivable portfolios. Aggressive pricing by our competitors could raise the price of consumer receivable portfolios above levels that we are willing to pay, which could reduce the number of consumer receivable portfolios suitable for us to purchase or if purchased by us, reduce the profits, if any, generated by such portfolios. If we are unable to purchase receivable portfolios at favorable prices or at all, our revenues and earnings could be materially reduced.

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

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

Our collections may decrease if bankruptcy filings increase.

During times of economic recession, the amount of defaulted consumer receivables generally increases, which contributes to an increase in the amount of personal bankruptcy filings. Under certain bankruptcy filings, a debtor's assets are sold to repay credit originators, but since the defaulted consumer receivables we purchase are generally unsecured we often would not be able to collect on those receivables. We cannot assure you that our collection experience would not decline with an increase in bankruptcy filings. If our actual collection experience with respect to a defaulted consumer receivables portfolio is significantly lower than we projected when we purchased the portfolio, our earnings could be negatively affected.
 
 
9

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

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

 
·
purchase consumer receivable portfolios; and

 
·
achieve our growth plans.

We use estimates for recognizing revenue on a majority of our consumer receivable portfolio investments and our earnings would be reduced if actual results are less than estimated.

We recognize finance income on a majority of our consumer receivable portfolios using the interest method. We only use this method if we can reasonably estimate the expected amount and timing of cash to be collected on a specific portfolio based on historic experience and other factors. Under the interest method, we recognize finance income on the effective yield method based on the actual cash collected during a period, future estimated cash flows and the portfolio's carrying value prior to the application of the current quarter's cash collections. The estimated future cash flows are reevaluated quarterly. If future cash collections on these portfolios were less than what was estimated, we would recognize less than anticipated finance income or possibly an expense that would reduce our earnings during such periods. Any reduction in our earnings could materially adversely affect our stock price.

The loss of any of our executive officers may adversely affect our operations and our ability to successfully acquire receivable portfolios.

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

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

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

 
·
the Federal Trade Commission Act;

 
·
the Truth-In-Lending Act;

 
·
the Fair Credit Billing Act;

 
·
the Equal Credit Opportunity Act; and

 
·
the Fair Credit Reporting Act.

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

Because the receivables were originated and serviced pursuant to a variety of federal and/or state laws by a variety of entities and involved consumers in all 50 states, the District of Columbia and Puerto Rico, there can be no assurance that all original servicing entities have at all times been in substantial compliance with applicable law. Additionally, there can be no assurance that we or our recovery partners have been or will continue to be at all times in Substantial compliance with applicable law. The failure to comply with applicable law could materially adversely affect our ability to collect our receivables and could subject us to increased costs and fines and penalties. In addition, our third-party recovery partners may be subject to these and other laws and their failure to comply with such laws could also materially adversely affect our revenues and earnings.
 
 
10

 
 
The Company is also subject to various debt collection and privacy regulations of countries where is operates.

Class action suits and other litigation in our industry could divert our management's attention from operating our business and increase our expenses.

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

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

Sales of a substantial number of shares of our common stock in the public market could cause a decrease in the market price of our common stock. We had approximately 16,052,896 shares of common stock issued and outstanding as of the date hereof. In addition, approximately 946,000 warrants to purchase our common stock were outstanding as of the date hereof. We may also issue additional shares in connection with our business and may grant additional stock options to our employees, officers, directors and consultants under our stock option plans or warrants to third parties. As of September 30, 2009 there were 946,000 shares available for such purpose. If a significant portion of these shares were sold in the public market, the market value of our common stock could be adversely affected.

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

The Securities and Exchange Commission has adopted Rule 15g-9 which establishes the definition of a "penny stock," for the purposes relevant to us, as any equity security that has a market price of less than $5.00 per share or with an exercise price of less than $5.00 per share, subject to certain exceptions. For any transaction involving a penny stock, unless exempt, the rules require:

 
·
that a broker or dealer approve a person's account for transactions in penny stocks; and
 
·
the broker or dealer receive from the investor a written agreement to the transaction, setting forth the identity and quantity of the penny stock to be purchased.

In order to approve a person's account for transactions in penny stocks, the broker or dealer must:

 
·
obtain financial information and investment experience objectives of the person; and
 
·
make a reasonable determination that the transactions in penny stocks are suitable for that person and the person has sufficient knowledge and experience in financial matters to be capable of evaluating the risks of transactions in penny stocks.

The broker or dealer must also deliver, prior to any transaction in a penny stock, a disclosure schedule prescribed by the Commission relating to the penny stock market, which, in highlight form:

 
·
sets forth the basis on which the broker or dealer made the suitability determination; and
 
·
that the broker or dealer received a signed, written agreement from the investor prior to the transaction.

Generally, brokers may be less willing to execute transactions in securities subject to the "penny stock" rules. This may make it more difficult for investors to dispose of our common stock and cause a decline in the market value of our stock.

Disclosure also has to be made about the risks of investing in penny stocks in both public offerings and in secondary trading and about the commissions payable to both the broker-dealer and the registered representative, current quotations for the securities and the rights and remedies available to an investor in cases of fraud in penny stock transactions. Finally, monthly statements have to be sent disclosing recent price information for the penny stock held in the account and information on the limited market in penny stocks.
 
 
11

 

ITEM 1B. UNRESOLVED STAFF COMMENTS

Not applicable.

ITEM 2. PROPERTIES

Our executive and administrative offices are located at 2500 Plaza 5, Harborside Financial Center, Jersey City, NJ 07311 and 162 S. Rancho Santa Fe, Suite B 85, Encinitas, California 92024, respectively. We lease our New Jersey facility at approximately $3,200 per month and such lease expires on February 28, 2010. The Company is in the process of relocating and currently negotiating a lease. We lease our California facilities at $1,250 per month and is on a month-to-month basis.
 
ITEM 3. LEGAL PROCEEDINGS

Not applicable.
 
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITYHOLDERS

None.
 
12

 
PART II

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

Since October 2004, our common stock, par value $.001 per share, had been quoted on the Nasdaq Bulletin Board under the symbol “RCVA”. Prior to October 2004, there was no market for our common stock. The last reported price as of December 31, 2009 was $0.01per share.

Quarter Ended
 
High ($)
   
Low ($)
 
March 31, 2008
    .02       .02  
June 30, 2008
    .02       .02  
September 30, 2008
    .01       .01  
December 31, 2008
    .006       .006  
March 31, 2009
    .02       .03  
June 30, 2009
    .01       .06  
September 30, 2009
    .01       .02  
December 31, 2009
    .01       .02  
 
Holders

As of December 31, 2009 we had approximately 270 holders of our common stock. The number of record holders was determined from the records of our transfer agent and does not include beneficial owners of common stock whose shares are held in the names of various security brokers, dealers, and registered clearing agencies.

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

Equity Compensation Plans

As of September 30, 2009, we had the following securities authorized for issuance under the equity compensation plans:

Plan Category
 
Number of
Securities to be
issued upon
exercise of
outstanding
options,
warrants and
rights
   
Weighted-
average exercise
price of
outstanding
options,
warrants and
rights
   
Number of
securities
remaining
available for
future issuance
under equity
compensation
plans (excluding
securities
reflected in
column (a)
 
                   
Equity compensation plans approved by security holders
    2,500,000     $ 0.01       946,000  
Equity compensation plans not approved by security holders
                 
Total
    2,500,000     $ 0.01       946,000  
 
13

 
ITEM 6.  SELECTED FINANCIAL DATA

The following selected consolidated financial data should be read in conjunction with our consolidated financial statements and related notes and “Management’s Discussion and Analysis of Financial Condition and Results of Operations”. The statements of operations data for the years ended September 30, 2009 and 2008 are derived from our audited financial statements which are included elsewhere in this Form 10-K.  The historical results are not necessarily indicative of results to be expected for future periods.

Consolidated Statements of Operations Data:

   
For the Year Ended September 30
 
             
   
2009
   
2008
 
             
Revenue
  $ 246,558     $ 608,204  
Cost of goods sold
               
Gross profit (loss)
  $ (109,937 )   $ 608,204  
Operating expenses
               
Research and development
               
Selling, general and administrative
  $ 356,495     $ 523,056  
Total operating expenses
  $ 356,495     $ 523,056  
Income (loss) from operations
  $ (109,937 )   $ 85,148  
Other (expense) income, net
  $ (24,603 )   $ 83,511  
Net income (loss)
  $ (134,540 )   $ 168,659  
                 
Basic  income (loss) per share
  $ ( 0.01 )   $ 0.01  
Diluted income (loss) per share
  $ ( 0.01 )   $ 0.01  
                 
Shares used in calculation of loss per share
    16,052,896       17,108,901  
                 
Diluted
    16,052,896       19,004,901  

Consolidated Balance Sheet Data:

   
For the Year Ended September 30
 
             
   
2009
   
2008
 
Cash and cash equivalents
  $ 196,443     $ 233,450  
Working Capital
  $ 206,634     $ 276,349  
Total assets
  $ 338,545     $ 472,784  
Long-term obligations
           
Total Stockholder’s equity
  $ 300,747     $ 435,287  

 
14

 

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION

Introduction

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

Results of Operations
 
Year Ended September 30, 2009 Compared to Year Ended September 30, 2008
 
Revenues
 
Total revenue for the twelve months ended September 30, 2009 declined by approximately 59% to $246,558 from $608,204 for the year ended September 30, 2008.  The Company had a net loss of ($134,540) for the year ended September 2009 versus net income of $168,659 for the year ended September 30, 2008.  Servicing income was generated from Ramco Income Fund Ltd and one other investment vehicle managed by the Company. The finance income is net of all collections expenses because the Company outsources all its collections on a contingency basis.
 
For the twelve months ended September 30, 2009, the Company did not invest in any portfolio compared to $201,982 in one portfolio with a face value of $5,770,917 during the year ended September 30, 2008.  The Company has stopped purchasing portfolios after October 2007 due to the inability to raise additional capital. The face value represents the outstanding balance owed by debtors at the time of purchase and the Company expects to collect only a small percentage of the outstanding balance.   In 2009, the Company used the recovery method only for all portfolios.
 
During the year ended September 30, 2009, we serviced a pool of charged-off consumer accounts on behalf of Ramco Income Fund Limited and from another investment vehicle. Servicing fees received under this arrangement declined by approximately 64% to $32,267 from $89,551 in the year ended September 30, 2009. The Fund has been redeeming investors and stopped making fresh investments since January 2007, which has resulted in sharp decline in servicing fees from the Fund. Upon the redemption of underlying investors in the Fund, the Company will receive a majority of the residual cash flow from all portfolios acquired for each series of investors. The cumulative residual from the Fund cannot be estimated at this time and is not expected to be material.
 
Total operating expenses
 
Total operating expenses in the year ended September 30, 2009 declined by approximately 32% or $166,561 to $356,495 compared to $523,056 for the year ended September 30, 2008. The Company expects the overall expenses to decline further next year.
  
Other income and expense

For the year ended September 30, 2009, the Company had interest and other loss of $2,360 and ($26,963), respectively, compared to interest income of $8,193, interest expense of ($19,921), $32,340 gain on sale of receivables and $62,899 from debt forgiveness for the year ended September 30, 2008. The Company has no other contingent expense.
 
Income taxes
 
For the year ended September 30, 2009, the Company has not recorded any income tax liability.

 
15

 

Net Income (loss)

Net loss for the twelve months ended September 30, 2009 was ($134,540) versus net income of $168,659 for the twelve months ended September 30, 2008.

Liquidity and Capital Resources
 
Liquidity
 
For the year ended September 30, 2009 the Company had working capital of $206,634 versus $276,349 versus for the year ended September 30, 2008. Working capital for year ended September 30, 2009 declined by approximately 25% or $69,715 from $276,349 for the year ended September 30, 2008. The decline was largely due to declining collections and lack of investments into new portfolios. At the year ended September 30, 2009, the Company had $196,443 in cash and continues to generate sufficient cash to fund operations for the foreseeable future.  The Company is seeking to merger with another company seeking to go public but timing and type of company cannot be ascertained at this time.
 
Cash Flows and Expenditures
 
Year ended September 30, 2009 compared to September 30, 2008
 
During the year ended September 30, 2009, the Company did not purchase any portfolio compared to $201,982 on portfolio acquisitions during year ended September 30, 2008. Total cash collected during the year ended September 30, 2009 was $282,229 versus $582,341 during the year ended September 30, 2008.
 
During the year we generated $32,267 in servicing revenue compared to $89,551during 2008 primarily from Ramco Income Fund, Ltd and another investment vehicle. Servicing fees from the Fund has declined due to redemptions and lack of additional investments.
 
We currently utilize various business channels for the collection of charged off credit cards and other receivables. The Company is currently using seven (7) collection agencies and several law firms on a contingency basis.
 
Cash used from operations was ($37,007) versus cash flow provided by operations $231,388 during the year ended September 30, 2008.
 
We purchase receivable portfolios directly from issuers and from resellers as well as from brokers that represent various issuers. We carefully evaluate portfolios and bid on only those that meet our selective targeted return profile.
 
Capital expenditures for fixed assets were not material for the year ended September 30, 2009 and all purchases of capital expenditures were funded with internal cash flow.
 
Net cash (used) from financing activities was $0 during the year ended September 30, 2009 versus ($284,468) during the year ended September 30, 2008.
 
Portfolio Data
 
The following table shows the Company’s portfolio buying activity during the quarter, among other things, the purchase price, actual cash collections and estimated cash collection as of September 30, 2009.
 
Purchase Period 
 
Purchase 
Price(1)
   
Actual Cash
Collection (2)
   
Estimated (3)
 
12/31/2003
  $ 569,070     $ 1,820,680     $ 15,268  
4/11/2005
  $ 375,000     $ 517,835     $ 26,000  
7/25/2005
  $ 177,668     $ 314,137     $ 4,000  
3/9/2006
  $ 191,992     $ 248,647     $ 3,000  
4/7/2006
  $ 331,974     $ 388,318     $ 22,000  
12/31/04-12/20/06
  $ 780,875     $ 1,271,177     $ 89,000  
1/7/2007
  $ 324,248     $ 402,736     $ 29,000  
10/4/2007
  $ 201,982     $ 34,078     $ 44,000  

 
16

 

(1)
Purchase price refers to the cash paid to a seller to acquire defaulted receivables, plus certain capitalized expenses, less the purchase price refunded by the seller due to the return of non-compliant accounts (also defined as buybacks). Non-compliant refers to the contractual representations and warranties between the seller and the Company. These representations and warranties from the sellers generally cover account holders’ death or bankruptcy and accounts settled or disputed prior to sale. The seller can replace or repurchase these accounts.
 
(2)
Actual cash collections net of recovery cost.
 
(3)
Total estimated collections refer to the actual cash collections, including cash sales, plus estimated remaining collections of which we can provide no guarantee regarding the success of the outstanding remaining collections. The Company will take an impairment charge if the actual recoveries fall short of expected recoveries.
 
Capital Resources
 
The cash flow from portfolios currently owned would be adequate to meet our operating expenses for the foreseeable future.
 
Inflation

We believe that inflation has not had a material impact on our results of operations for the year ended September 30, 2008.

Critical Accounting Policies

The Company utilizes the interest method under guidance provided by the Financial Accounting Standards Board Accounting Standards Certification (“ASC”) 310-30 to determine income recognized on finance receivables
 
In October 2003, ASC 310-30, “Accounting for Loans or Certain Securities Acquired in a Transfer” was issued. This ASC proposes guidance on accounting for differences between contractual and expected cash flows from an investor’s initial investment in loans or debt securities acquired in a transfer if those differences are attributable, at least in part, to credit quality. This ASC is effective for loans acquired in fiscal years beginning after December 15, 2004. The ASC would limit the revenue that may be accrued to the excess of the estimate of expected future cash flows over a portfolio’s initial cost of accounts receivable acquired. The ASC would require that the excess of the contractual cash flows over expected cash flows not be recognized as an adjustment of revenue, expense, or on the balance sheet. The ASC would freeze the internal rate of return, referred to as IRR, originally estimated when the accounts receivable are purchased for subsequent impairment testing. Rather than lower the estimated IRR if the original collection estimates are not received, the carrying value of a portfolio would be written down to maintain the original IRR. Increases in expected future cash flows would be recognized prospectively through adjustment of the IRR over a portfolio’s remaining life. The ASC provides that previously issued annual financial statements would not need to be restated. Management is in the process of evaluating the application of this ASC. In accordance with ASC 310-30, the Company is currently is using the cost recovery method for revenue recognition for all its current portfolios.
 
Special Note on Forward-Looking Statements
 
This report contains “forward-looking statements” within the meaning of the federal securities laws. All statements, other than statements of historical facts, included or incorporated into this Form 10-K are forward-looking statements. The words “believe,” “expect,” “anticipate,” “estimate,” “project,” and similar expressions often characterize forward looking statements. These statements may include, but are not limited to, projections of collections, revenues, income or loss, estimates of capital expenditures, plans for future operations, products or services, and financing needs or plans, as well as assumptions relating to these matters. These statements include, among others, statements found under “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Business.”

 
17

 
 
Actual results could differ materially from those contained in the forward-looking statements due to a number of factors, some of which are beyond our control. Factors that could affect our results and cause them to differ from those contained in the forward-looking statements include:

 
·
the availability of financing;
 
·
our ability to maintain sufficient liquidity to operate our business including obtaining new capital to enable us to purchase new receivables;
 
·
our ability to purchase receivable portfolios on acceptable terms;
 
·
our continued servicing of the receivables in our securitization transactions and for the unrelated third party;
 
·
our ability to recover sufficient amounts on receivables to fund operations;
 
·
our ability to hire and retain qualified personnel to recover our receivables efficiently;
 
·
changes in, or failure to comply with, government regulations; and
 
·
the costs, uncertainties and other effects of legal and administrative proceedings.

ITEM 7A.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Market rate risk

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

Interest rate risk

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

Foreign currency exchange rate risk

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

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

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

 
18

 

RECEIVABLE ACQUISITION AND MANAGEMENT
CORPORATION AND SUBSIDIARIES

CONSOLIDATED
FINANCIAL STATEMENTS

YEARS ENDED SEPTEMBER 30, 2009 AND 2008

 
19

 
 
RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED SEPTEMBER 30, 2009 AND 2008

 
PAGE(S)
FINANCIAL STATEMENTS:
 
   
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
23-24
   
Consolidated Balance Sheets as of September 30, 2009 and 2008
25
   
Consolidated Statements of Operations for the Years Ended September 30, 2009 and 2008
26
   
Consolidated Statements of Stockholders’ Equity for the Years Ended September 30, 2009 and 2008
27
   
Consolidated Statements of Cash Flows for the Years Ended September 30, 2009 and 2008
28
   
Notes to Consolidated Financial Statements
26-36

 
20

 


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To Receivable Acquisition and Management Corporation and Subsidiaries
2500 Plaza 5, Harborside Financial Center, Jersey City, New Jersey, 07311


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

We conducted our audit in accordance with standards of the Public Company Oversight Board (United States).  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Receivable Acquisition and Management Corporation and Subsidiaries as of September 30, 2009, and the results of its operations and its cash flows for the year ended September 30, 2009 in conformity with accounting principles generally accepted in the United States of America.

/s/ Friedman LLP
 
Marlton, New Jersey
January 13, 2010

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

 
21

 

BAGELL, JOSEPHS, LEVINE & COMPANY, L.L.C.
Certified Public Accountants
406 Lippincott Drive
Suite J
Marlton, New Jersey 08053
(856) 346-2828 Fax (856) 396-0022

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To Receivable Acquisition and Management Corporation and Subsidiaries
2500 Plaza 5, Harborside Financial Center, Jersey City, New Jersey, 07311

We have audited the accompanying consolidated balance sheets of Receivable Acquisition and Management Corporation and Subsidiaries (the “Company”) as of September 30, 2008and 2007, and the related consolidated statements of operations, stockholders’ equity and cash flows for each of the years in the two-year period ended September 30, 2008. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with standards of the Public Company Oversight Board (United States).  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Receivable Acquisition and Management Corporation and Subsidiaries as of September 30, 2008and 2007, and the results of its operations and its cash flows for each of the years in the two-year period ended September 30, 2008 in conformity with accounting principles generally accepted in the United States of America.

BAGELL, JOSEPHS, LEVINE & COMPANY, L.L.C.
BAGELL, JOSEPHS, LEVINE & COMPANY, L.L.C.
Certified Public Accountants
Marlton, New Jersey 08053
 
Marlton, New Jersey
January 13, 2010

 
22

 

RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
SEPTEMBER 30, 2009 AND 2008
 
   
2009
   
2008
 
ASSETS
           
             
CURRENT ASSETS
           
Cash
  $ 196,443     $ 233,450  
Prepaid Expenses
    939       939  
Finance receivables - short term
    47,050       79,457  
                 
Total current assets
    244,432       313,846  
                 
OTHER ASSETS
               
Finance receivables - long-term
    94,113       158,938  
                 
Total other assets
    94,113       158,938  
                 
TOTAL ASSETS
  $ 338,545     $ 472,784  
                 
LIABILITIES AND STOCKHOLDERS' EQUITY
               
                 
CURRENT LIABILITIES
               
Accrued and other expenses
  $ 37,798     $ 37,497  
                 
Total current liabilities
    37,798       37,497  
                 
STOCKHOLDERS'  EQUITY
               
Preferred stock, par value $10 per share; 10,000,000 shares authorized in 2009 and 2008 and 0 shares issued and outstanding at September 30, 2009 and 2008, respectively
    -       -  
Common stock, par value $.001 per share; 325,000,000 shares authorized in 2008 and 2007 and 16,052,896 and 17,122,896 shares issued and 16,052,896 shares outstanding at September 30, 2009 and 2008, respectively
    16,053       17,123  
Additional paid-in capital
    614,566       628,535  
Retained earnings (accumulated deficit)
    (329,872 )     (195,332 )
      300,747       450,326  
                 
Less: Cost of treasury stock, 1,070,000 shares
    -       (15,039 )
                 
Total stockholders' equity
    300,747       435,287  
                 
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
  $ 338,545     $ 472,784  

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

 
23

 

CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED SEPTEMBER 30, 2009 AND 2008

   
2009
   
2008
 
             
REVENUES
           
Financing income
  $ 214,291     $ 481,743  
Gain on sale of finance receivables
    -       36,910  
Service income and other
    32,267       89,551  
Total revenues
    246,558       608,204  
                 
COSTS AND EXPENSES
               
Selling, general and administrative
    356,495       523,056  
Total costs and expenses
    356,495       523,056  
                 
INCOME (LOSS) FROM OPERATIONS
    (109,937 )     85,148  
                 
OTHER INCOME (EXPENSES)
               
Other income (loss)
    (26,963 )     32,340  
Forgiveness of debt
    -       62,899  
Interest income
    2,360       8,193  
Interest expense
    -       (19,921 )
Total other income (expenses)
    (24,603 )     83,511  
                 
INCOME (LOSS) BEFORE PROVISION FOR INCOME TAXES
    (134,540 )     168,659  
                 
PROVISION FOR INCOME TAXES
    -       -  
                 
NET INCOME (LOSS) APPLICABLE TO COMMON STOCK
  $ (134,540 )   $ 168,659  
                 
INCOME (LOSS) PER COMMON SHARE, BASIC
  $ (0.01 )   $ 0.01  
                 
INCOME (LOSS)PER COMMON SHARE, FULLY DILUTED
  $ (0.01 )   $ 0.01  
                 
WEIGHTED AVERAGE SHARES OUTSTANDING, BASIC
    16,052,896       17,108,901  
                 
WEIGHTED AVERAGE SHARES OUTSTANDING, DILUTED
    16,052,896       19,004,901  

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

 
24

 

RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
FOR THE YEARS ENDED SEPTEMBER 30, 2009 and 2008

               
Additional
                         
   
Common Stock
   
Paid-In
   
Treasury Stock
   
Accumulated
       
   
Shares
   
Amount
   
Capital
   
Shares
   
Amount
   
Deficit
   
Total
 
                                           
BALANCE, SEPTEMBER 30, 2007
    16,928,917     $ 16,929     $ 627,380       -     $ -     $ (363,991 )   $ 280,318  
                                                         
Issuance of common stock - exercise of warrants (200,000 shares issued at $.0075 per shares)
    200,000       200       1,300                               1,500  
                                                         
Repurchase and cancellation of 6,021 shares of common stock for $ .025 per share
    (6,021 )     (6 )     (145 )                             (151 )
                                                         
Repurchase of  1,070,000  shares of common stock for $ .014 per share
                            1,070,000       (15,039 )             (15,039 )
                                                         
Net income (loss) for the year ended September 30, 2008
                                            168,659       168,659  
                                                         
BALANCE, SEPTEMBER 30, 2008
    17,122,896     $ 17,123     $ 628,535       1,070,000     $ (15,039 )   $ (195,332 )   $ 435,287  
                                                         
Retirement of Treasury stock
    (1,070,000 )     (1,070 )     (13,969 )     (1,070,000 )     15,039       -       -  
                                                         
Net income (loss) for the year ended September 30, 2009
                                            (134,540 )     (134,540 )
                                                         
BALANCE, SEPTEMBER 30, 2009
    16,052,896     $ 16,053     $ 614,566       -     $ -     $ (329,872 )   $ 300,747  

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

 
25

 

RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED SEPTEMBER 30, 2009 AND 2008

   
2009
   
2008
 
             
CASH FLOWS FROM OPERATING ACTIVITIES:
           
Net income (loss)
  $ (134,540 )   $ 168,659  
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
               
                 
Changes in Operating Assets and Liabilities
               
Proceeds from sale of portfolio - net of gain
    -       177,545  
Acquisition of finance receivables, net of buybacks
    -       (201,982 )
Collections applied to principal on finance receivables
    97,231       158,291  
Decrease in prepaid expenses
    -       302  
Increase (Decrease) accrued expenses
    302       (71,427 )
Net cash provided by  (used in) operating activities
    (37,007 )     231,388  
                 
CASH FLOWS FROM FINANCING ACTIVITIES
               
Payments on notes payable
    -       (269,278 )
Purchase of retired common stock
    -       (150 )
Repurchase of treasury stock
    -       (15,040 )
Net cash (used in) financing activities
    -       (284,468 )
                 
NET (DECREASE) IN CASH
    (37,007 )     (53,080 )
                 
CASH AND CASH EQUIVALENTS - BEGINNING OF YEAR
    233,450       286,530  
                 
CASH AND CASH EQUIVALENTS - END OF PERIOD
  $ 196,443     $ 233,450  
                 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
               
                 
CASH PAID DURING THE YEAR
               
Interest expense
  $ -     $ 19,121  
Income taxes
    -       -  

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

 
26

 

RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 2009 AND 2008

NOTE 1-             SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

A.           THE COMPANY AND PRESENTATION

Receivable Acquisition and Management Corporation and Subsidiaries (the “Company”) was formerly Biopharmaceutics, Inc. In June 1999, pursuant to a meeting of the Board of Directors, Biopharmaceutics Inc, adopted a resolution and filed a certificate of amendment to the certificate of incorporation and changed the name of Biopharmaceutics, Inc., to Feminique Corporation.

On November 25, 2003, the Feminique Corporation incorporated a wholly-owned subsidiary Receivable Acquisition and Management Corp of New York. The Company purchases, manages and collects defaulted consumer receivables.

On April 21, 2004, Feminique Corporation amended its certificate of incorporation to increase its authorized number of shares of common stock from 75,000,000 shares to 325,000,000 shares.  This amendment was approved by Feminique Corporation’s shareholders at its April 20, 2004 annual meeting.  The shareholders also changed the name of Feminique Corporation to Receivable Acquisition and Management Corporation.


B.           FINANCE RECEIVABLES

The Company has adopted the provisions of Financial Accounting Standards Board Accounting Standards Codification (FASB ASC) 310-30 for its investment in finance receivables, “Accounting for Loans or Certain Debt Securities Acquired in a Transfer.” This SOP limits the yield that may be accreted (accretable yield) to the excess of the Company’s estimate of undiscounted expected principal, interest and other cash flows (cash flows expected at the acquisition to be collected) over the Company’s initial investment in the finance receivables.  Subsequent increases in cash flows expected to be collected are recognized prospectively through adjustment of the finance receivables yield over its remaining life. Decreases in cash flows expected to be collected are recognized as impairment to the finance receivable portfolios. The Company’s proprietary collections model is designed to track and adjust the yield and carrying value of the finance receivables based on the actual cash flows received in relation to the expected cash flows.

During the quarter ended December 31, 2007, the Company acquired total portfolios for $201,982. The Company recognizes revenue using the "Recovery Method" for revenue recognition under which no revenue is recognized until the investment amount of $201,982 has been recovered.

During the quarter ended December 31, 2007 the Company sold several portfolios for a total sales price of $224,489. The Company recognized a net gain of $46,944 on these sales. During the quarter ended June 30, 2008 the Company was required to refund to the purchaser of these portfolios $11,034. Therefore the gain was adjusted to $35,910 as of September 30, 2008.

During the year ended September 30, 2009, the Company neither acquired nor sold any finance receivables.

In the event that cash collections would be inadequate to amortize the carrying balance, an impairment charge would be taken with a corresponding write-off of the receivable balance. Accordingly, the Company does not maintain an allowance for credit losses.

 
27

 

RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
SEPTEMBER 30, 2009 AND 2008

NOTE 1-             SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

B.           FINANCE RECEIVABLES (CONTINUED)

The agreements to purchase the aforementioned receivables include general representations and warranties from the sellers covering account holder death or bankruptcy, and accounts settled or disputed prior to sale. The representation and warranty period permitting the return of these accounts from the Company to the seller is typically 90 to 180 days. Any funds received from the seller of finance receivables as a return of purchase price are referred to as buybacks. Buyback funds are simply applied against the finance receivable balance received. They are not included in the Company’s cash collections from operations nor are they included in the Company’s cash collections applied to principal amount. Gains on sale of finance receivables, representing the difference between sales price and the unamortized value of the finance receivables, are recognized when finance receivables are sold.

Changes in finance receivables for the years ended September 30, 2009 and 2008 were as follows:

*Estimated remaining collection refers to the sum of all future projected cash collections from acquired portfolios. ERC is not a balance sheet item, however, it is provided for informational purposes. Income recognized on finance receivables was $214,292 and $481,743 for the years ended September 30, 2009 and 2008 respectively.

Under ASC 310-30 debt security impairment is recognized only if the fair market value of the debt has declined below its amortized costs. Currently no amortized costs are below fair market value. Therefore, the Company has not recognized any impairment for the finance receivables.

C.           PRINCIPLES OF CONSOLIDATION

The consolidated financial statements include the accounts of the Company and its subsidiaries.  All significant intercompany accounts and transactions have been eliminated in consolidation.

D.           CASH AND CASH EQUIVALENTS

The Company considers all highly liquid debt instruments and other short-term investments with an initial maturity of three months or less to be cash or cash equivalents. There were no cash equivalents as of September 30, 2009 and 2008.

The Company maintains cash and cash equivalents balances at financial institutions that are insured by the Federal Deposit Insurance Corporation up to $250,000.

E.           INCOME TAXES

The Company accounts for income taxes pursuant to the provisions of the ASC 740, Accounting for Income Taxes, which requires an asset and liability approach to calculating deferred income taxes. The asset and liability approach requires the recognition of deferred tax liabilities and assets for the expected future tax consequences of temporary differences between the carrying amounts and the tax basis of assets and liabilities.

F.           USE OF ESTIMATES

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

 
28

 

RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
SEPTEMBER 30, 2009 AND 2008

NOTE 1-             SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

G.           EARNINGS (LOSS) PER SHARE OF COMMON STOCK

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

The following is a reconciliation of the computation for basic and diluted EPS:

For the year ended September 30, 2009 warrants were not included in the computation of diluted EPS because inclusion would have been antidilutive. There were 946,000 warrants outstanding at September 30, 2009.

H.           RECENT ACCOUNT PRONOUNCEMENTS

In September 2006, the SEC staff issued Staff Accounting Bulletin No. 108, Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements (SAB 108). SAB 108 was issued in order to eliminate the diversity in practice surrounding how public companies quantify financial statement misstatements. SAB 108 requires that registrants quantify errors using both a balance sheet and income statement approach and evaluate whether either approach results in a misstated amount that, when all relevant quantitative and qualitative factors are considered, is material. SAB108 must be implemented by the end of the Company's first fiscal year ending after November 15, 2007. The Company does not expect SAB 108 to have any material impact on financial reporting or disclosures.

In March 2006, the FASB issued FASB Statement No. 156, Accounting for Servicing of Financial Assets - an amendment of FASB Statement No. 140. This Statement:

1. Requires an entity to recognize a servicing asset or servicing liability each time it undertakes an obligation to service a financial asset by entering into a servicing contract under certain situations.

2. Requires all separately recognized servicing assets and servicing liabilities to be initially measured at fair value, if practicable.

3. Permits an entity to choose either the amortization method or the fair value measurement method subsequent measurement methods for each class of separately recognized servicing assets and servicing liabilities.

4. At its initial adoption, permits a one-time reclassification of available-for-sale securities to trading securities by entities with recognized servicing rights, without calling into question the treatment of other available-for-sale securities under Statement 115, provided that the available-for-sale securities are identified in some manner as offsetting the entity's exposure to changes in fair value of servicing assets or servicing liabilities that a servicer elects to subsequently measure at fair value.

 
29

 

RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
SEPTEMBER 30, 2009 AND 2008

NOTE 1-             SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

H.           RECENT ACCOUNT PRONOUNCEMENTS (CONTINUED)

5. Requires separate presentation of servicing assets and servicing liabilities subsequently measured at fair value in the statement of financial position and additional disclosures for all separately recognized servicing assets and servicing liabilities.
The adoption of FASB No. 156 did not have a material impact on the Company’s results or financial statements.

In September 2006, the FASB issued ASC 820-10, Fair Value Measurements. This Statement defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles (GAAP), and expands disclosures about fair value measurements.

This Statement applies under other accounting pronouncements that require or permit fair value measurements, the Board having previously concluded in those accounting pronouncements that fair value is the relevant measurement attribute. Accordingly, this Statement does not require any new fair value measurements. ASC 820-10 will be effective for our financial statements issued for our fiscal year beginning October 1, 2008. The adoption of FASB Statement No. 157 did not have a material impact on the Company's results of operations or financial statements.

In February 2008, FASB Staff Position ("FSP") FAS No. 157-2, "Effective Date of FASB Statement No. 157" ("FSP No. 157-2") was issued. FSP No. 157-2 defers the effective date of ASC 820-10 to fiscal years beginning after December 15, 2008, and interim periods within those fiscal years, for all nonfinancial assets and liabilities, except those that are recognized or disclosed at fair value in the financial statements on a recurring basis (at least annually). Examples of items within the scope of FSP No. 157-2 are nonfinancial assets and nonfinancial liabilities initially measured at fair value in a business combination (but not measured at fair value in subsequent periods), and long-lived assets, such as property, plant and equipment and intangible assets measured at fair value for an impairment assessment under ASC 360-10 and 360-20.

In June 2006, the Financial Accounting Standards Board ("FASB") issued FASB Interpretation No. 48, "Accounting for Uncertainty in Income Taxes - an interpretation of FASB Statement No. 109" (FIN 48), which 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 recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. FIN 48 will be effective for our fiscal year beginning October 1, 2007.The adoption of FIN 48 did not have a material impact on our financial reporting and disclosure.

In September 2006, the FASB issued ASC 715 and 958, “Employers’ Accounting for Defined Benefit Pension and Other Postretirement Plans”, which amends SFAS No. 87 “Employers’ Accounting for Pensions” (SFAS No. 87), SFAS No. 88 “Employers’ Accounting for Settlements and Curtailments of Defined Benefit Pension Plans and for Termination Benefits” (SFAS No. 88), FASB ASC 715-60, “Employers’ Accounting for Postretirement Benefits Other Than Pensions” (FASB ASC 715-60), and SFAS No. 132R “Employers’ Disclosures about Pensions and Other Postretirement Benefits (revised 2003)” (SFAS No. 132R). This Statement requires companies to recognize an asset or liability for the overfunded or underfunded status of their benefit plans in their financial statements. FASB ASC 715 & 958 also requires the measurement date for plan assets and liabilities to coincide with the sponsor’s year end. The standard provides two transition alternatives related to the change in measurement date provisions. The recognition of an asset and liability related to the funded status provision is effective for fiscal year ending after December 15, 2006 and the change in measurement date provisions is effective for fiscal years ending after December 15, 2008. This pronouncement has no effect on the Company at this time.

 
30

 

RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
SEPTEMBER 30, 2009 AND 2008

NOTE 1-             SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

H.           RECENT ACCOUNT PRONOUNCEMENTS (CONTINUED)

In February 2007, the FASB issued FASB ASC 825-10, “The Fair Value Option for Financial Assets and Liabilities, including an amendment of FASB Statement No. 115” (“FASB ASC 825-10”). FASB ASC 825-10 permits entities to choose, at specified election dates, to measure many financial instruments and certain other items at fair value that are not currently required to be measured at fair value. Unrealized gains and losses shall be reported on items for which the fair value option has been elected in earnings at each subsequent reporting date. FASB ASC 825-10 is effective for fiscal years beginning after November 15, 2007. Early adoption is permitted as of the beginning of a fiscal year that begins on or before November 15, 2007, provided the entity also elects to apply the provisions of FASB ASC 820-10 “Fair Value Measurements” (“FASB ASC 820-10”). The Company is currently assessing the impact that FASB ASC 825-10 will have on its financial statements.

In December 2007, the FASB issued FASB ASC 810-10, “Noncontrolling Interest in Consolidated Financial Statements” (“FASB ASC 810-10”).  This Statement amends ARB 51 to establish accounting and reporting standards for the noncontrolling interest in a subsidiary and for the deconsolidation of a subsidiary. It clarifies that a noncontrolling interest in a subsidiary is an ownership interest in the consolidated entity that should be reported as equity in the consolidated financial statements. Before this Statement was issued, limited guidance existed for reporting noncontrolling interests. As a result, considerable diversity in practice existed. So-called minority interests were reported in the consolidated statement of financial position as liabilities or in the mezzanine section between liabilities and equity. This Statement improves comparability by eliminating that diversity. FASB ASC 810-10 is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2008. Earlier adoption is prohibited. This pronouncement has no effect on the Company at this time.

In March of 2008 the Financial Accounting Standards Board (FASB) issued FASB ASC 815-10,  about Derivative Instruments and Hedging Activities—an amendment of FASB ASC 815, “Accounting for Derivatives and Hedging Activities.”  FASB ASC 815-10 has the same scope as FASB ASC 815 but requires enhanced disclosures about (a) how and why an entity uses derivative instruments, (b) how derivative instruments and related hedged items are accounted for under FASB 815 and its related interpretations, and (c) how derivative instruments and related hedged items affect an entity’s financial position, financial performance, and cash flows.  FASB ASC 815-10 is effective for financial statements issued for fiscal years and interim periods beginning after November 15, 2008, with early application encouraged.  The statement encourages, but does not require, comparative disclosures for earlier periods at initial adoption.  FASB ASC 815-10 has no effect on the Company’s financial position, statements of operations, or cash flows at this time.

In May of 2008, the FASB issued Statement No. 162, “The Hierarchy of Generally Accepted Accounting Principles.” SFAS No. 162 has not yet been superseded by FASB Accounting Standards Codification (ASC) Topic 105. This statement identifies literature established by the FASB as the source for accounting principles to be applied by entities which prepare financial statements presented in conformity with generally accepted accounting principles (GAAP) in the United States.  This statement is effective 60 days following approval by the SEC of the Public Company Accounting Oversight Board amendments to AU Section 411, “The Meaning of Present Fairly in Conformity With Generally Accepted Accounting Principles.”  This statement will require no changes in the Company’s financial reporting practices.

 
31

 

RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
SEPTEMBER 30, 2009 AND 2008

NOTE 1-             SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

H.           RECENT ACCOUNT PRONOUNCEMENTS (CONTINUED)

In May of 2008 the Financial Accounting Standards Board (FASB) issued FASB ASC 944, “Accounting for Financial Guarantee Insurance – an interpretation of FASB Statement No. 60, Accounting and Reporting by Insurance Enterprises.  This statement requires that an insurance enterprise recognize a claim liability prior to an event of default (insured event) when there is evidence that credit deterioration has occurred in an insured financial obligation.  This statement also clarifies how Statement 60 applies to financial guarantee insurance contracts.  This statement is effective for fiscal years beginning after December 15, 2008.  This statement has no effect on the Company’s financial reporting at this time.

In May of 2009, the Financial Accounting Standards Board (FASB) issued FASB ASC 855-10, “Subsequent Events”. This Statement is intended to establish general standards of accounting for and disclosures of events that occur after the balance sheet date but before financial statements are issued or are available to be issued.  It requires the disclosure of the date through which an entity has evaluated subsequent events and the basis for that date—that is, whether that date represents the date the financial statements were issued or were available to be issued.  This Statement is effective for interim and annual periods ending after June 15, 2009. The adoption of FASB ASC 855-10 will not have a material impact on its financial position or results of operations.

In June 2009, the FASB issued SFAS No. 166, “Accounting for Transfers of Financial Assets, an amendment of SFAS No. 140” (SFAS 166). SFAS No. 166 has not yet been superseded by FASB Accounting Standards Codification Topic 105. SFAS 166 amends SFAS No. 140 to improve the relevance, representational faithfulness, and comparability of the information that a reporting entity provides in its financial reports about a transfer of financial assets; the effects of a transfer on its financial position, financial performance, and cash flows; and a transferor’s continuing involvement in transferred financial assets. This Statement is effective as of the beginning of each reporting entity’s first annual reporting period that begins after November 15, 2009, for interim periods within that first annual reporting period, and for interim and annual reporting periods thereafter. Earlier application is prohibited. The recognition and measurement provisions of this Statement shall be applied to transfers that occur on or after the effective date. The Company is currently assessing the impact of the adoption of SFAS 166.

In June 2009, the FASB issued SFAS No. 167, “Amendments to FASB Interpretation No. 46(R)” (SFAS 167). SFAS No. 167 has not yet been superseded by FASB Accounting Standards Codification Topic 105. SFAS 167 amends certain requirements of FASB Interpretation No. 46 (revised December 2003), Consolidation of Variable Interest Entities, to improve financial reporting by enterprises involved with variable interest entities and to provide more relevant and reliable information to users of financial statements. This

Statement is effective as of the beginning of each reporting entity’s first annual reporting period that begins after November 15, 2009, for interim periods within that first annual reporting period, and for interim and annual reporting periods thereafter. Earlier application is prohibited. The Company is currently assessing the impact of the adoption of SFAS 167.

 
32

 

RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
SEPTEMBER 30, 2009 AND 2008

NOTE 1-             SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

H.           RECENT ACCOUNT PRONOUNCEMENTS (CONTINUED)
 
On June 2009, the FASB issued ASC 105-10, “The FASB Accounting Standards Codification TM and the Hierarchy of Generally Accepted Accounting Principles—a replacement of FASB Statement No. 162” (“SFAS 162”). Under ASC 105-10, the FASB Accounting Standards Codification will become the source of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. On the effective date of this statement, the Codification will supersede all existing non-SEC accounting and reporting standards. This standard is effective for financial statements issued for interim and annual periods ending after September 15, 2009. The adoption of ASC 105-10 will not have a material impact on its financial position or results of operations.

NOTE 2-             NOTES PAYABLE

 
A.
The Company issued on October 30, 2006 a note payable for the value of $150,000 in exchange for the retirement of 2,000,000 shares of common stock for $200,000. The Company paid $50,000 in cash and issued a note payable of $150,000 for the balance. The terms are as follows: The Company is currently paying $3,000 per month. The note had an outstanding balance of $102,899 as of December 31, 2007. During the month of January 2008 the note was repaid in full for a discounted value of $40,000. The amount of $62,899 was recognized as income.

 
B.
The Company issued on January 8, 2007 a private note offering in the amount of $300,000. The Company intends to pay the holder of the note in 24 fixed monthly payments of $14,546 from the date of issuance of the note at a rate of 15% per annum on or before January 9, 2009 (the "Maturity Date”). The note was repaid in full during the year ended September 30, 2008.

NOTE 3-             STOCK OPTIONS

In April 2004, the Company adopted a stock option plan upon approval by the shareholders at the Annual General Meeting under which selected eligible key employees of the Company are granted the opportunity to purchase shares of the Company’s common stock. The plan provides that 37,500,000 shares of the Company’s authorized common stock be reserved for issuance under the plan as either incentive stock options or non-qualified options. Options are granted at prices not less than 100 percent of the fair market value at the end of the date of grant and are exercisable over a period of ten years or as long as that person continues to be employed or serve on the on the Board of Directors, whichever is shorter. At September 30, 2009 and 2008, the Company had -0- and 950,000 options outstanding under this plan.

NOTE 4-             WARRANTS

The Company issued warrants during the year 2004. At September 30, 2009 and September 30, 2008, respectively, the Company had 946,000 warrants outstanding exercisable at approximately $.01 per warrant per share. The warrants expire on December 31, 2010.

NOTE 5-             INCOME TAXES

Income taxes are provided for the tax effects of transactions reported in the financial statements and consist of taxes currently due.  Deferred taxes related to differences between the basis of assets and liabilities for financial and income tax reporting will either be taxable or deductible when the assets or liabilities are recovered or settled.  The difference between the basis of assets and liabilities for financial and income tax reporting are not material therefore, the provision for income taxes from operations consist of income taxes currently payable.

 
33

 

RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
SEPTEMBER 30, 2009 AND 2008

NOTE 5-             INCOME TAXES (CONTINUED)

There was no provision for income tax for the years ended September 30, 2009 and 2008.

Due to the uncertainty of utilizing the approximate $329,872 and $195,352 in net operating losses, for the years ended September 30, 2009 and 2008 respectively, and recognizing the deferred tax assets, an offsetting valuation allowance has been established. The losses are available to offset future taxable income through 2029.

NOTE 6-             STOCK HOLDERS’ EQUITY

COMMON STOCK

There were 325,000,000 shares of common stock authorized, with 16,052,896 and 17,122,896 shares issued and outstanding at September 30, 2009 and 2008, respectively.  The par value for the common stock is $.001 per share.

The following details the stock transactions for the years ended September 30, 2009 and 2008.

The Company received $1,500 for the exercise of 200,000 warrants at $.0075 per share in May 2007. During the month of October 2007 the Company issued 200,000 common shares in exchange for the warrants exercised in May 2007 for $.0075 per share. The Company was carrying the unissued shares as a liability for stock to be issued until the date of issuance.

During the month ended December 31, 2007 the Company repurchased 6,021 shares of common stock at $.025 per share for a total amount of $151. The stock purchase was completed at December 31, 2007. These shares were cancelled.

During the quarter ended September 30, 2008 the Company repurchased 1,070,000 shares of common stock at a market price of approximately $ .014 per share. The total purchase price was $15,039. The shares were accounted for as treasury stock as of September 30, 2008.  During the quarter ended December 31, 2008 the Company retired these treasury.

PREFERRED STOCK

There were 10,000,000 shares of preferred stock authorized, no shares issued and outstanding as of September 30, 2009 and 2008.

NOTE 7-             RELATED PARTY

The Company receives fees from Ramco Income Fund Limited (“Fund”) a Bermuda entity. The Company is the investment manager of the Fund.  The servicing fees for the year ended September 30, 2009 and 2008 were $32,267 and $89,551 respectively.

NOTE 8-             FAIR VALUE MEASUREMENTS
 
On January 1, 2009, the Company adopted SFAS No. 157 “Fair Value Measurements” (“SFAS 157”). SFAS 157 defines fair value, provides a consistent framework for measuring fair value under Generally Accepted Accounting Principles and expands fair value financial statement disclosure requirements. SFAS 157’s valuation techniques are based on observable and unobservable inputs. Observable inputs reflect readily obtainable data from independent sources, while unobservable inputs reflect our market assumptions. SFAS 157 classifies these inputs into the following hierarchy:

 
34

 

RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
SEPTEMBER 30, 2009 AND 2008

NOTE 8-             FAIR VALUE MEASUREMENTS (CONTINUED)

Level 1 Inputs– Quoted prices for identical instruments in active markets.

Level 2 Inputs– Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable.

Level 3 Inputs– Instruments with primarily unobservable value drivers.

The following table represents the fair value hierarchy for those financial assets and liabilities measured at fair value on a recurring basis as of September 30, 2009.

NOTE 9-             SUBSEQUENT EVENTS

Management has evaluated all subsequent events occurring since September 30, 2009 through January 13, 2009, the date of the independent registered public accounting firm’s report. There have been no subsequent events that would require changes to the accompanying financial statements or disclosure therein other than what is noted above.

 
35

 
 
ITEM 8A. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

None.

ITEM 9A. CONTROLS AND PROCEDURES

(a) Disclosure Controls and Procedures

Our principal executive and principal financial officer has evaluated the effectiveness of our disclosure controls and procedures, as defined in Rules 13a – 15(e) and 15d – 15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as of the end of the period covered by this annual report.  He has concluded that, based on such evaluation, our disclosure controls and procedures were effective as of September 30, 2008, as further described below.

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

Overview

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

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

Management has used the framework set forth in the report entitled “Internal Control — Integrated Framework” published by the Committee of Sponsoring Organizations (“COSO”) of the Treadway Commission to evaluate the effectiveness of RAMC’s internal control over financial reporting.  As a result of the material weaknesses described below, management has concluded that the Company’s internal control over financial reporting was effective as of September 30, 2009.

Management’s Assessment

Management has determined that, as of the September 30, 2009 measurement date, there were no material weaknesses in both the design and effectiveness of our internal control over financial reporting.

Human Resources: The Company has an outsourcing model whereby all collections functions are outsourced to external collection agencies and law firms. Each agency and law firm is required to send remittances along with detailed collections report at least once a month. Our collections manager handles receipt of checks and reports. She has a supervisor to review all data entered into our software system. The data is further verified by the CEO who receives independent reports from agencies and law firms.

Collections: All remittances are received as checks along with remittance report from all our collection agencies. Collections are entirely handled by our operations center in Rancho Santa Fe, California. The reports are entered into our software system “Collect”.  The checks are then deposited by our New Jersey office. The checks are posted into our accounting records upon receipt of reports from California office and independent reports from the Collection Agencies. Receipt, depositing and recording functions are completely delineated. To date we have not had an incidence of theft or leakage.

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

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

Revenue Recognition: The Company currently uses “Recovery Method” instead of Interest Method for recognizing finance income. Finance income is only recognized when the investment cost has been fully recognized.

Portfolio Impairment and Accretion: The Company assesses each portfolio for possible impairment or accretion at the end of each fiscal year based on actual collections at the time of determination.

This annual report does not include an attestation report of the Company’s registered accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the Company’s registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission

 
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(c) Changes in Internal Control over Financial Reporting

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

ITEM 9B. OTHER INFORMATION

None.

 
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PART III

ITEM 10.  DIRECTORS, OFFICERS AND CORPORATE GOVERNANCE.

The following table sets forth the names, age, and position of each of our directors and executive officers.
 
Name
 
Age
 
Present Principal Employment
         
Max Khan
 
43
 
Director, President, CEO and CFO
Gobind Sahney
 
48
 
Chairman
Steven Lowe
 
49
 
Director and Secretary
 
Set forth below is biographical information for each officer and director.

GOBIND SAHNEY, age 48, 1987 to 2004, Chairman & CEO, Young Entrepreneurs Society, Inc. (YES) a credit card marketing Company.1997 to 2004, Chairman & President, Sahney & Company, a corporate finance advisory firm. Mr. Sahney is a lifetime member of the National Eagle Scout Association; member Babson College Board of Trustees; the Babson College Asian Advisory Board; Mr. Sahney is a graduate of Babson College with dual degrees in Finance and Accounting. Born in 1961, Mr. Sahney lives in San Diego and has 2 children.

MAX KHAN, age 43, has been in the financial industry since 1987. He began his career as a financial consultant in New York. Mr. Khan founded Alliance Global Finance Inc. in 1992 with focus on corporate finance and investment banking. Mr. Khan served as president of Alliance Global Finance from 1991 through October 2003. Mr. Khan has a Bachelors Degree in Accounting and Economics from City University of New York and MBA from Pace University (New York). He is married with 2 children and lives in New Jersey.

Steven Lowe, age 49, is a practicing attorney. He is the founder of Lowe Law. Mr. Lowe graduated from Vanderbilt University and received his JD from University of Connecticut School of Law.

SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Section 16(a) of the Exchange Act requires the Company’s directors, executive officers and persons who own more than ten percent of the Company’s outstanding Common Stock to file with the SEC and the Company reports on Form 4 and Form 5 reflecting transactions affecting beneficial ownership. Based solely on a review of the copies of the reports furnished to us, or written representations that no reports were required to be filed, we believe that during the fiscal year ended September 30, 2009 all Section 16(a) filing requirements applicable to our directors, officers, and greater than 10% beneficial owners were complied with.

 
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ITEM 11. EXECUTIVE COMPENSATION

Summary Compensation Table

The following table sets forth information regarding compensation paid to our principal executive officer, principal financial officer, and our highest paid executive officer, all of whose total annual salary and bonus for the years ended September 30, 200 and 2008 exceeded $100,000.

SUMMARY COMPENSATION TABLE
 
       
Salary
   
Bonus
   
Stock
Awards
   
Option
awards
   
Non-equity
incentive
plan
compensation
   
Change in
pension value
and non
qualified
deferred
compensation
   
All Other
Compensation
   
Total
 
Name and principal
position
 
Year
 
($)
   
($)
   
($)
   
($), (a)
   
($)
   
($)
   
($)
   
($)
 
                                                     
Max Kahn, President, Chief Executive Officer, Chief Financial Officer (1)
 
2009
  $ 75,000       -0-       -0-       -0-       -0-       -0-       -0-     $ 75,000  
   
2008
  $ 100,000       -0-       -0-       -0-       -0-       -0-       -0-     $ 100,000  
   
2007
  $ 100,000       -0-       -0-       -0-       -0-       -0-       -0-     $ 100,000  
Steven Lowe
Director and Secretary (2)
 
2009
    -0-       -0-       -0-       -0-       -0-       -0-       -0-       -0-  
   
2008
    -0-       -0-       -0-       -0-       -0-       -0-       -0-       -0-  
   
2007
    -0-       -0-       -0-       -0-       -0-       -0-       -0-       -0-  
Gobind Sahney
Chairman of the Board (3)
 
2009
    -0-       -0-       -0-       -0-       -0-       -0-       -0-       -0-  
   
2008
    -0-       -0-       -0-       -0-       -0-       -0-       -0-       -0-  
   
2007
    -0-       -0-       -0-       -0-       -0-       -0-       -0-       -0-  

Grants of Plan-Based Awards

There were no grants of plan-based awards to named executive officers for the year ended September 30, 2009.

Outstanding Equity Awards at Fiscal Year-End

None.

Option Exercises and Stock Vested

No executive officer identified in the Summary Compensation Table above exercised an option in fiscal year 2009.  There were no shares of stock awarded or vested with respect to any of those executive officers.

Pension Benefits

None.

Non-qualified Deferred Compensation

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

 
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Employment Agreements

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

Potential Payments Upon Termination or Change-in-Control

None.

Director Compensation Arrangements

None

ITEM 12. EQUITY COMPENSATION PLAN INFORM AND SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.

Equity Compensation Plan Information

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

The  following table sets forth the number of shares known to be owned by all persons who own at least 5% of RAMC’s outstanding common stock, the Company's directors, the executive officers, and the directors and executive officers as a group as of December 1, 2009, unless otherwise noted. Unless otherwise indicated, the stockholders listed in the table have sole voting and investment power with respect to the shares indicated.
 
NAME AND ADDRESS
 
AMOUNT AND
NATURE OF
       
BENEFICIAL OWNER
 
BENEFICAL
OWNERSHIP
   
PERCENT OF
CLASS
 
             
Gobind Sahney
    870,000       5.08 %
Lisa Sahney Trust
    1,740,000       10.17 %
Max Khan
    2,900,000       16.95 %
Mehtab Sultana
    1,300,000       7.59 %
Steven Lowe (1)
    50,000          
All Directors and Officers as a group (3 persons)
    3,820,000       22.03 %
 

(1)
Represents fully vested options granted in 2005.

*Less than 1*% of the outstanding common stock

** Beneficial Ownership is determined in accordance with the rules of the Securities and Exchange Commission and generally includes voting or investment power with respect to securities. Shares of common stock subject to options, warrants, or convertible debt currently exercisable or convertible, or exercisable or convertible within 60 days of December 1, 2009 are deemed outstanding for computing the percentage of the person holding such option or warrant.  Percentages are based on a total of 16,052,896 shares of common stock outstanding on December 1, 2009, and the shares issuable upon the exercise of options, warrants exercisable, and debt convertible on or within 60 days of December 1, 2009, as described herein.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE

There has not been any related transaction during the year ended September 30, 2009. Mr. Steven Lowe remains the only independent director of the board.
 
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ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

Audit and Non-Audit Fees
 
Aggregate fees for professional services rendered for the Company by Friedman LLP and Bagell, Josephs Levine & Company, L.L.C for the fiscal years ended September 30, 2009 and 2008 are set forth below. The aggregate fees included in the Audit category are fees billed for the fiscal years for the audit of the Company's annual financial statements and review of financial statements and statutory and regulatory filings or engagements. The aggregate fees included in each of the other categories are fees billed in the fiscal years. (All references to "$" in this Proxy Statement are to United States dollars.)
 
   
September 30,
2009
   
September 30,
2008
 
             
Audit Fees
  $ 20,000     $ 27,500  
Audit Related Fees
  $       $ 5,000  
Tax Fees
  $ 1,500     $ 1,500  
All Other Fees
  $ 0     $ 0  
Total
  $ 21,500     $ 32,000  
 
Audit Fees for the fiscal years ended September 30, 2009 and 2008 were for professional services rendered for the audits of the consolidated financial statements of the Company, quarterly review of the financial statements included in Quarterly Reports on Form 10-Q, consents, and other assistance required to complete the year-end audit of the consolidated financial statements.

Audit-Related Fees as of the fiscal years ended September, 2009 and 2008 were for assurance and related services reasonably related to the performance of the audit or review of financial statements and not reported under the caption Audit Fees.

Tax Fees as of the fiscal year ended September 30, 2009 and 2008 were for professional services related to tax compliance, tax authority audit support and tax planning.

There were no fees that were classified as All Other Fees as of the fiscal years ended September, 2009 and 2008.

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

 
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ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a)  Financial Statements and Schedules

1.  Financial Statements

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

A.  Consolidated Balance Sheets at September 30, 2009 and 2008.
B.  Consolidated Statements of Operations for the Years Ended September 30, 2009 and 2008.
C.  Consolidated Statements of Changes in Shareholders’ Equity (Capital Deficit) for the Years Ended September 30, 2009 and 2008.
D.  Consolidated Statements of Cash Flows for the Years Ended September 30, 2009 and 2008.

(b)  Exhibits

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

 
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SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on this 13th day of January 2010.
 
RECEIVABLE ACQUISITION & MANAGEMENT
CORPORATION
 
/s/ Max Khan
By:  Max Khan
Chief Executive Officer, Chief Financial/Accounting Officer,
and Director
Date: January 13, 2010
 
In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated:

/s/ Max Khan
By: Max Khan
Chief Executive/Accounting Officer, Chief Financial Officer and Director
Date: January 13, 2010
 
/s/ Gobind Sahney
By: Gobind Sahney
Chairman of the Board
Date: January 13, 2010
 
/s/ Steven Lowe
By: Steven Lowe
Director
Date: January 13, 2010

 
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