☑ |
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934
|
☐ |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Nevada
|
36-2972588
|
|
(State or other jurisdiction of incorporation or organization)
|
(I.R.S. Employer Identification No.)
|
|
704 Executive Boulevard, Suite A
|
||
Valley Cottage, New York | 10989 | |
(Address of principal executive offices) | (Zip Code) |
Title of each class |
|
Name of each exchange on which registered |
None |
|
|
Large accelerated filer ☐
|
Accelerated filer ☐
|
||
Non-accelerated filer ☑
|
Smaller reporting company ☑
|
||
Emerging growth company ☐
|
ITEM 1. |
BUSINESS
|
(1) |
An annual fixed-price service (the “Fundamental Service”) with unlimited usage and coverage of public companies, featuring multi-period spreads of financial reports and
ratio analysis, as well as up-to-date financial news screened specifically for usefulness in credit evaluation. Another feature of the service is notification and delivery of this news via email, concerning only companies of interest
to the subscriber. This service is supplemented with trade receivable data contributed mainly by CreditRiskMonitor’s subscribers, as well as U.S. public-record filing information (i.e., suits, liens, judgments and bankruptcy
information) covering millions of public and private U.S. companies. Made available in 2011 as a part of the Fundamental Service, the IRA Counterparty Quality (“CQ”) score is a predictor of bank failure for U.S. banks.
|
i. |
The FRISK® score is updated daily, based on the latest information available to the Company, and is derived from a structural statistical model back-tested using company
data and bankruptcies between 2003 and 2013. This period covers 9,600 unique businesses and includes 580 bankruptcies over a period that includes the Great Recession. As of June 2016, the FRISK® score became even more predictive as we now factor in, when available,
anonymous, aggregate crowd-sourced usage data from our subscribers – the FRISK® score can now predict public company bankruptcy risk with 96% accuracy within a 12-month period. The Company believes that some of the most experienced and knowledgeable credit and
risk professionals use its website every day to analyze the companies they do business with. When the Company’s subscribers are concerned with a risky company, they investigate that company more closely, in what we have found to be
distinct behavioral patterns. With this anonymous, aggregate behavior included, the FRISK® score is more sensitive and accurate,
moving a relatively small, but largely important segment of businesses from risky to riskier. Essentially, when credit professionals start looking more closely as a group, there is usually something to be seen. Calculation of the FRISK® score involves preparation of data from multiple sources, the use of executable software created expressly by and
owned by the Company as well as sophisticated algorithms and weighting techniques which are proprietary Company trade secrets. To its knowledge, CreditRiskMonitor is the only company currently using crowdsourcing of subscriber
activity in generating a financial risk score. The Company’s website is highly structured, enabling it to track very specific patterns of use through its sophisticated and proprietary algorithms, which means the Company has been able
to analyze click patterns for the past 10 years, through many financial shifts. At the end of 2018, the Fundamental Service covered over 56,000 public companies
worldwide, totaling approximately $63.8 trillion in corporate revenue compared to world Gross Domestic Product (“GDP”) of $80.7 trillion. Subscribers may opt, at lower prices, for limited regional coverage, i.e., “North American
Service” for coverage of just U.S., Canadian, Mexican and Caribbean companies.
|
ii. |
The PAYCE® score provides a highly accurate measure of financial stress when no financial statements
are available for private companies. It utilizes payment and U.S. federal tax lien data from CreditRiskMonitor’s extensive database, analyzed with sophisticated deep neural network modeling technology to deliver a 75% accurate score
on approximately 80,000 private companies. Unlike other payment based models, a PAYCE® score
is only calculated when there is both a sufficient number of trade contributors (3) and trade lines (8) on a company for the analysis.
|
(2) |
Financial Statement Sourcing, an add-on service, which provides customers flexible options to help ease their process in the collection, data entry and standardization of
private company financial statements.
|
(3) |
Single credit reports on any of the over 56,000 companies covered in item (1) above. These reports are sold mainly via credit card and obtained via the Internet. Email
alerts are not available with this single-report service.
|
(4) |
Individual credit reports on approximately 20 million foreign public and private companies. These reports are purchased by CreditRiskMonitor through an affiliation with a
third-party supplier and sold to CreditRiskMonitor subscribers.
|
· |
Low price. The prices of CreditRiskMonitor’s services are low compared to a
subscriber’s possible losses from not getting paid, and are low compared to the cost of most competitive credit report products.
|
· |
Non-cyclical. As economic growth slows, general corporate credit risk usually
increases and the credit manager’s function rises in importance and complexity. Additionally, products that allow credit managers to perform their jobs more efficiently and cost effectively, compared to competitive services, should
gain market share in most business environments and especially during a downturn. In a contracting business environment, many companies face increasing price competition which should accelerate their shift to lower cost technologies
and providers, such as CreditRiskMonitor. CreditRiskMonitor’s business and revenues have continued to grow as world economic growth slowed or declined. Over the last ten years the issuance of corporate “junk bonds” and other debt by
public companies and public debt by private companies (LBO’s, etc.), and the development of credit instruments to hedge default and interest rate risk (i.e., credit derivatives) has increased dramatically. It is difficult to get a
complete or totally accurate number of the totals, but according to the Bank for International Settlements, as of June 2018 the total “notional” value of Over the Counter Credit Default Swap Derivatives was $10.3 trillion. This was
down from the peak value of $58.2 trillion at the end of 2007 and from $24.3 trillion at the end of 2013. To put this in perspective, in 2017 the world GDP was $80.7 trillion, and the market value of all worldwide domestic equity at
December 31, 2018 was approximately $73.7 trillion. Thus, publicly listed companies and private companies with public debt have a vulnerability to business cycle contraction and the attendant market risks for interest rates and stock
markets. Large over-the-counter debt and generally high market uncertainty indicate continued high risk and complexity extending commercial trade credit to many companies, and puts a premium on the speed and analytic strength of
CreditRiskMonitor’s service.
|
· |
Recurring revenue stream. The recurring annual revenue stream of its subscription
fee model gives the Company stability not found in a one-time sale product-based company.
|
· |
Profit multiplier. Some of the Company’s basic costs are being reduced. On a
broad generic basis, the prices of computer hardware, software and telecommunications have been coming down for all buyers, including CreditRiskMonitor. In addition, CreditRiskMonitor has automated a significant amount of the
processes used to create and deliver its service; therefore, its production costs, apart from the development cost of enhancing and upgrading the Company’s website, are relatively stable over a wide range of increasing revenue.
Offsetting these cost reductions is the cost of increasing the data content of CreditRiskMonitor’s services if the Company chooses to increase content and not raise its prices to cover these additional costs.
|
· |
Self-financing. CreditRiskMonitor’s business has no inventory, manufacturing or
warehouse facilities, and payment for the subscription service is made early in the subscription cycle. Thus, the Company’s business is characterized by low capital-intensity, and yet it is a business capable of generating high
margins and sufficient positive cash flow to grow the business organically with little need for external capital.
|
· |
Management. CreditRiskMonitor has in-place an experienced management team with
proven talent in business credit evaluation systems and Internet development.
|
· |
Growth in U.S. market share. Faced with a dominant U.S. competitor, Dun &
Bradstreet, as well as several other larger competitors, the Company’s primary goal is to gain market share. The Company believes that many potential customers are unaware of its service, while many others who are aware of
CreditRiskMonitor have not evaluated its service.
|
· |
International penetration. Foreign companies doing business within the U.S. or
other foreign countries may have the same need as domestic companies for CreditRiskMonitor’s credit analysis of U.S. and foreign companies. Internationally, the Internet provides a mechanism for rapid and inexpensive marketing and
distribution of CreditRiskMonitor’s service.
|
· |
Broaden the services supplied. Revenue per subscriber may increase over time as
the Company adds functionality and content. Also, revenue per client should increase over time as the Company sells additional passwords to existing clients.
|
· |
Lowest cost provider. CreditRiskMonitor’s sourcing, analysis and preparation of
data into a usable form is highly automated. CreditRiskMonitor delivers all of its information to customers via the Internet and there is automation between the sourcing of data and delivery of a company credit report to a subscriber.
Because of this automation, CreditRiskMonitor’s production costs are relatively stable over a wide range of increasing revenue. Management believes CreditRiskMonitor’s cost structure is one of the lowest in its industry.
|
· |
High margins and return on investment. The Company foresees declining unit costs
in some important expense areas, such as computer and communication costs, which should increase net profits from its subscription income stream. The Company has lower sales expenses for customer renewals than for new sales, and the
Company expects that its renewal revenue will continue to grow to be a larger share of total revenue each year. All these naturally occurring unit cost reductions will be in addition to the cost reductions achieved through servicing
more accounts over the Company’s in-place fixed costs.
|
· |
Credit professionals need to save time, when analyzing their most important customers and suppliers, and the CreditRiskMonitor service provides this critical benefit.
CreditRiskMonitor believes that its reports and monitoring of public companies, having aggregate revenues of approximately $63.8 trillion (compared to world GDP of $80.7 trillion in 2017), and private companies, are superior in this
way to competitive products or services in that the CreditRiskMonitor service provides public and private company financial information in greater depth and better analytical efficiency. It also includes timely email alerts enabling
credit professionals to easily stay on top of financial developments at their customers, without the clutter of non-financial news prevalent at other news services. Finally, the proprietary FRISK® and PAYCE® scores, ratings
from Moody’s, Fitch, DBRS and Morningstar, Counterparty Quality scores from IRA, the Altman Z” scores and the trade payment reports delivered by the Company’s service enable further efficiency by focusing each subscriber’s attention
on only those companies showing financial weakness. The accuracy of our proprietary FRISK® score, powered by the crowd-sourced usage data from our subscribers, has proved to be a unique selling point.
|
· |
For low-volume customers, CreditRiskMonitor sells single commercial credit reports for a flat price of $49.95 per report, using credit card transactions via the Internet.
|
ITEM 2. |
PROPERTIES.
|
ITEM 3. |
LEGAL PROCEEDINGS.
|
ITEM 4. |
MINE SAFETY DISCLOSURES.
|
ITEM 5. |
MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.
|
High Bid
|
Low Bid
|
|||||||
2018
|
||||||||
First Quarter
|
$
|
2.15
|
$
|
1.85
|
||||
Second Quarter
|
$
|
2.40
|
$
|
1.99
|
||||
Third Quarter
|
$
|
2.25
|
$
|
1.05
|
||||
Fourth Quarter
|
$
|
2.05
|
$
|
1.55
|
||||
2017
|
||||||||
First Quarter
|
$
|
2.61
|
$
|
2.00
|
||||
Second Quarter
|
$
|
2.25
|
$
|
2.00
|
||||
Third Quarter
|
$
|
2.00
|
$
|
1.01
|
||||
Fourth Quarter
|
$
|
2.02
|
$
|
1.46
|
ITEM 6. |
SELECTED FINANCIAL DATA.
|
ITEM 7. |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
|
2018
|
2017
|
|||||||
Cash and cash equivalents
|
$
|
8,067
|
$
|
8,735
|
||||
Accounts receivable, net
|
$
|
2,455
|
$
|
2,140
|
||||
Working capital
|
$
|
939
|
$
|
1,697
|
||||
Cash ratio
|
0.80
|
0.90
|
||||||
Quick ratio
|
1.04
|
1.12
|
||||||
Current ratio
|
1.09
|
1.17
|
Year Ended December 31, | ||||||||||||||||
2018 | 2017 | |||||||||||||||
Amount |
% of Total
Revenue
|
Amount |
% of Total
Revenue |
|||||||||||||
Operating revenues
|
$
|
13,891,004
|
100.00
|
%
|
$
|
13,385,068
|
100.00
|
%
|
||||||||
Operating expenses:
|
||||||||||||||||
Data and product costs
|
5,764,535
|
41.50
|
%
|
5,426,779
|
40.54
|
%
|
||||||||||
Selling, general and administrative expenses
|
8,257,619
|
59.44
|
%
|
8,044,256
|
60.10
|
%
|
||||||||||
Depreciation and amortization
|
190,156
|
1.37
|
%
|
191,960
|
1.43
|
%
|
||||||||||
Total operating expenses
|
14,212,310
|
102.31
|
%
|
13,662,995
|
102.07
|
%
|
||||||||||
Loss from operations
|
(321,306
|
)
|
(2.31
|
%)
|
(277,927
|
)
|
(2.07
|
%)
|
||||||||
Other income, net
|
129,111
|
0.93
|
%
|
47,216
|
0.35
|
%
|
||||||||||
Loss before income taxes
|
(192,195
|
)
|
(1.38
|
%)
|
(230,711
|
)
|
(1.72
|
%)
|
||||||||
Benefit from income taxes
|
12,863
|
0.09
|
%
|
242,781
|
1.81
|
%
|
||||||||||
Net income (loss)
|
$
|
(179,332
|
)
|
(1.29
|
%)
|
$
|
12,070
|
0.09
|
%
|
ITEM 8. |
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
|
2018
|
2017
|
|||||||
ASSETS
|
||||||||
Current assets:
|
||||||||
Cash and cash equivalents
|
$
|
8,066,899
|
$
|
8,735,148
|
||||
Accounts receivable, net of allowance of $30,000
|
2,454,585
|
2,139,707
|
||||||
Other current assets
|
561,861
|
530,699
|
||||||
Total current assets
|
11,083,345
|
11,405,554
|
||||||
Property and equipment, net
|
543,762
|
437,216
|
||||||
Goodwill
|
1,954,460
|
1,954,460
|
||||||
Other assets
|
35,613
|
23,463
|
||||||
Total assets
|
$
|
13,617,180
|
$
|
13,820,693
|
||||
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
||||||||
Current liabilities:
|
||||||||
Unexpired subscription revenue
|
$
|
8,738,445
|
$
|
8,304,877
|
||||
Accounts payable
|
94,767
|
58,901
|
||||||
Accrued expenses
|
1,311,218
|
1,344,526
|
||||||
Total current liabilities
|
10,144,430
|
9,708,304
|
||||||
Deferred taxes on income, net
|
490,381
|
514,333
|
||||||
Other liabilities
|
24,537
|
15,748
|
||||||
Total liabilities
|
10,659,348
|
10,238,385
|
||||||
Commitments and contingencies
|
||||||||
Stockholders’ equity:
|
||||||||
Preferred stock, $.01 par value; authorized 5,000,000 shares; none issued
|
-
|
-
|
||||||
Common stock, $.01 par value; authorized 32,500,000 shares; issued and outstanding 10,722,401 shares
|
107,224
|
107,224
|
||||||
Additional paid-in capital
|
29,650,760
|
29,559,784
|
||||||
Accumulated deficit
|
(26,800,152
|
)
|
(26,084,700
|
)
|
||||
Total stockholders’ equity
|
2,957,832
|
3,582,308
|
||||||
|
||||||||
Total liabilities and stockholders’ equity
|
$
|
13,617,180
|
$
|
13,820,693
|
2018
|
2017
|
|||||||
Operating revenues
|
$
|
13,891,004
|
$
|
13,385,068
|
||||
Operating expenses:
|
||||||||
Data and product costs
|
5,764,535
|
5,426,779
|
||||||
Selling, general and administrative expenses
|
8,257,619
|
8,044,256
|
||||||
Depreciation and amortization
|
190,156
|
191,960
|
||||||
Total operating expenses
|
14,212,310
|
13,662,995
|
||||||
Loss from operations
|
(321,306
|
)
|
(277,927
|
)
|
||||
Other income, net
|
129,111
|
47,216
|
||||||
Loss before income taxes
|
(192,195
|
)
|
(230,711
|
)
|
||||
Benefit from income taxes
|
12,863
|
242,781
|
||||||
Net income (loss)
|
$
|
(179,332
|
)
|
$
|
12,070
|
|||
Net income (loss) per share:
|
||||||||
Basic
|
$
|
(0.02
|
)
|
$
|
0.00
|
|||
Diluted
|
$
|
(0.02
|
)
|
$
|
0.00
|
Common Stock
|
Additional
Paid-in |
Accumulated
|
Total
Stockholders’
|
|||||||||||||||||
Shares
|
Amount
|
Capital
|
Deficit
|
Equity
|
||||||||||||||||
Balance January 1, 2017
|
10,722,401
|
$
|
107,224
|
$
|
29,419,463
|
$
|
(25,560,650
|
)
|
$
|
3,966,037
|
||||||||||
Net income
|
-
|
-
|
-
|
12,070
|
12,070
|
|||||||||||||||
Cash dividend paid
|
-
|
-
|
-
|
(536,120
|
)
|
(536,120
|
)
|
|||||||||||||
Stock-based compensation
|
-
|
-
|
140,321
|
-
|
140,321
|
|||||||||||||||
Balance December 31, 2017
|
10,722,401
|
107,224
|
29,559,784
|
(26,084,700
|
)
|
3,582,308
|
||||||||||||||
Net loss
|
-
|
-
|
-
|
(179,332
|
)
|
(179,332
|
)
|
|||||||||||||
Cash dividend paid
|
-
|
-
|
-
|
(536,120
|
)
|
(536,120
|
)
|
|||||||||||||
Stock-based compensation
|
-
|
-
|
90,976
|
-
|
90,976
|
|||||||||||||||
Balance December 31, 2018
|
10,722,401
|
$
|
107,224
|
$
|
29,650,760
|
$
|
(26,800,152
|
)
|
$
|
2,957,832
|
2018 | 2017 | |||||||
Cash flows from operating activities:
|
||||||||
Net income (loss)
|
$
|
(179,332
|
)
|
$
|
12,070
|
|||
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
|
||||||||
Deferred income taxes
|
(23,952
|
)
|
(248,070
|
)
|
||||
Depreciation and amortization
|
190,156
|
191,960
|
||||||
Stock-based compensation
|
90,976
|
140,321
|
||||||
Deferred rent
|
8,789
|
3,174
|
||||||
Changes in operating assets and liabilities:
|
||||||||
Accounts receivable, net
|
(314,878
|
)
|
(49,031
|
)
|
||||
Other current assets
|
(31,162
|
)
|
(43,442
|
)
|
||||
Other assets
|
(12,150
|
)
|
300
|
|||||
Unexpired subscription revenue
|
433,568
|
215,919
|
||||||
Accounts payable
|
35,866
|
(37,824
|
)
|
|||||
Accrued expenses
|
(33,308
|
)
|
62,400
|
|||||
Net cash provided by operating activities
|
164,573
|
247,777
|
||||||
Cash flows from investing activities:
|
||||||||
Purchase of property and equipment
|
(296,702
|
)
|
(198,852
|
)
|
||||
Net cash used in investing activities
|
(296,702
|
)
|
(198,852
|
)
|
||||
Cash flows from financing activities:
|
||||||||
Dividend paid to stockholders
|
(536,120
|
)
|
(536,120
|
)
|
||||
Net cash used in financing activities
|
(536,120
|
)
|
(536,120
|
)
|
||||
Net decrease in cash and cash equivalents
|
(668,249
|
)
|
(487,195
|
)
|
||||
Cash and cash equivalents at beginning of year
|
8,735,148
|
9,222,343
|
||||||
Cash and cash equivalents at end of year
|
$
|
8,066,899
|
$
|
8,735,148
|
||||
Supplemental disclosure of cash flow information:
|
||||||||
Cash paid (refunded), net during the year for:
|
||||||||
Income taxes
|
$
|
(103,812
|
)
|
$
|
136,647
|
· |
Fixtures, equipment and software -- 3 to 6 years
|
· |
Leasehold improvements -- lower of estimated useful life or term of lease (i.e., 2 to 7 years)
|
2018
|
2017
|
|||||||
Cash
|
$
|
958,739
|
$
|
508,942
|
||||
Money market funds
|
7,108,160
|
8,226,206
|
||||||
$
|
8,066,899
|
$
|
8,735,148
|
2018
|
2017
|
|||||||
Current:
|
||||||||
Federal
|
$
|
3,620
|
$
|
(2,746
|
)
|
|||
State
|
7,469
|
8,035
|
||||||
Deferred:
|
||||||||
Federal
|
(18,379
|
)
|
(264,707
|
)
|
||||
State
|
(5,573
|
)
|
16,637
|
|||||
$
|
(12,863
|
)
|
$
|
(242,781
|
)
|
2018
|
2017
|
|||||||
Computed “expected” expense (benefit)
|
$
|
(40,361
|
)
|
$
|
(78,408
|
)
|
||
Permanent differences
|
23,670
|
42,570
|
||||||
State and local income tax expense
|
(8,808
|
)
|
(7,749
|
)
|
||||
True-up of current taxes
|
4,892
|
1,025
|
||||||
True-up of deferred taxes
|
7,117
|
20,735
|
||||||
Change in federal statutory rate
|
627
|
(220,954
|
)
|
|||||
Income tax benefit
|
$
|
(12,863
|
)
|
$
|
(242,781
|
)
|
2018
|
2017
|
|||||||
Deferred tax assets:
|
||||||||
Net operating loss carryovers
|
$
|
10,443
|
$
|
--
|
||||
Stock options
|
16,182
|
12,406
|
||||||
Accrued vacation
|
76,817
|
65,317
|
||||||
Bad debt allowance
|
8,319
|
8,309
|
||||||
Deferred revenue
|
7,384
|
4,674
|
||||||
Deferred rent
|
6,804
|
4,362
|
||||||
Other
|
24,081
|
19,945
|
||||||
Total deferred tax assets
|
150,030
|
115,013
|
||||||
Deferred tax liabilities:
|
||||||||
Goodwill
|
(541,972
|
)
|
(541,310
|
)
|
||||
Fixed assets
|
(98,439
|
)
|
(88,036
|
)
|
||||
Total deferred tax liabilities
|
(640,411
|
)
|
(629,346
|
)
|
||||
Net deferred tax liabilities
|
$
|
(490,381
|
)
|
$
|
(514,333
|
)
|
Number
of Shares
|
Weighted
Average
Exercise
Price
|
|||||||
Outstanding at January 1, 2017
|
396,090
|
$
|
3.1315
|
|||||
Forfeited
|
(49,540
|
)
|
2.1762
|
|||||
Granted
|
74,800
|
2.0588
|
||||||
Outstanding at December 31, 2017
|
421,350
|
$
|
3.0534
|
|||||
Forfeited
|
(44,500
|
)
|
3.6865
|
|||||
Outstanding at December 31, 2018
|
376,850
|
$
|
2.9786
|
|
2018
|
2017
|
||||||
Data and product costs
|
$
|
35,656
|
$
|
35,661
|
||||
Selling, general and administrative costs
|
55,320
|
104,660
|
||||||
$
|
90,976
|
$
|
140,321
|
Risk-free interest rate
|
2.37
|
%
|
||
Expected dividend yield
|
2.61
|
%
|
||
Expected volatility factor
|
0.73
|
|||
Expected life of the option (years)
|
9.00
|
Range of
Exercise Prices
|
Options Outstanding
|
Options Exercisable
|
|||||||||||||||||||
Number
Outstanding
|
Weighted
Average
Remaining
Contractual
Life
(in years)
|
Weighted
Average
Exercise
Price
|
Number
Exercisable
|
Weighted
Average
Exercise
Price
|
|||||||||||||||||
$ 1.00 - $ 2.00
|
54,800
|
8.79
|
$
|
1.6788
|
-
|
-
|
|||||||||||||||
$ 2.01 - $ 3.00
|
151,500
|
5.81
|
$
|
2.6917
|
35,100
|
$
|
2.3154
|
||||||||||||||
$ 3.01 - $ 6.00
|
170,550
|
1.54
|
$
|
3.6511
|
154,440
|
$
|
3.6092
|
||||||||||||||
376,850
|
4.31
|
$
|
2.9786
|
189,540
|
$
|
3.3696
|
2018
|
2017
|
|||||||
Computer equipment and software
|
$
|
1,347,020
|
$
|
1,485,044
|
||||
Furniture and fixtures
|
504,628
|
369,595
|
||||||
Leasehold improvements
|
240,328
|
187,062
|
||||||
2,091,976
|
2,041,701
|
|||||||
Less accumulated depreciation and amortization
|
(1,548,214
|
)
|
(1,604,485
|
)
|
||||
$
|
543,762
|
$
|
437,216
|
Operating
Leases
|
||||
2019
|
$
|
249,943
|
||
2020
|
256,862
|
|||
2021
|
262,970
|
|||
2022
|
270,859
|
|||
2023
|
278,985
|
|||
Thereafter
|
457,876
|
|||
Total minimum lease payments
|
$
|
1,777,495
|
2018
|
2017
|
|||||||
Net income (loss)
|
$
|
(179,332
|
)
|
$
|
12,070
|
|||
Weighted average common shares outstanding – basic
|
10,722,401
|
10,722,401
|
||||||
Potential shares exercisable under stock option plans
|
--
|
143,280
|
||||||
LESS: Shares which could be repurchased under treasury stock method
|
--
|
(139,560
|
)
|
|||||
Weighted average common shares outstanding – diluted
|
10,722,401
|
10,726,121
|
||||||
Net income (loss) per share:
|
||||||||
Basic
|
$
|
(0.02
|
)
|
$
|
0.00
|
|||
Diluted
|
$
|
(0.02
|
)
|
$
|
0.00
|
ITEM 9. |
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.
|
ITEM 9A.
|
CONTROLS AND PROCEDURES.
|
ITEM 9B.
|
OTHER INFORMATION.
|
ITEM 10. |
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.
|
Name
|
Age
|
Principal Occupation/Position
Held with Company
|
Officer or
Director
Since
|
Jerome S. Flum
|
78
|
Chairman of the Board/Chief Executive Officer
|
1983
|
Lawrence Fensterstock
|
68
|
Senior Vice President/Chief Financial Officer/Secretary
|
1999
|
Andrew J. Melnick
|
77
|
Director
|
2005
|
Jeffrey S. Geisenheimer
|
53
|
Director
|
2005
|
Joshua M. Flum
|
49
|
Director
|
2007
|
Richard J. James
|
79
|
Director
|
1992
|
· |
Appoint, evaluate, compensate, oversee the work of, and if appropriate terminate, the independent auditor, who shall report directly to the Committee.
|
· |
Approve in advance all audit engagement fees and terms of engagement as well as all audit and non-audit services to be provided by the independent auditor.
|
· |
Engage independent counsel and other advisors, as it deems necessary to carry out its duties.
|
ITEM 11.
|
EXECUTIVE COMPENSATION.
|
SUMMARY COMPENSATION TABLE
|
||||||||||||||||||||||||
Name and Principal
Position
|
Year
|
Salary
|
Bonus (1)
|
Option Awards (2)
|
All Other
Compensation
|
Total
|
||||||||||||||||||
Jerome S. Flum, Chairman and Chief Executive Officer
|
2018
2017
|
$
$
|
183,120
180,360
|
$
$
|
4,700
18,000
|
$
$
|
2,971
2,971
|
$
$
|
-0-
-0-
|
$
$
|
190,791
201,331
|
|||||||||||||
William B. Danner, President (3)
|
2018
2017
|
$
$
|
157,047
217,080
|
$
$
|
-0-
39,400
|
$
$
|
6,057
12,114
|
$
$
|
-0-
-0-
|
$
$
|
163,104
268,594
|
|||||||||||||
Lawrence Fensterstock, Senior Vice President
|
2018
2017
|
$
$
|
183,120
180,360
|
$
$
|
36,600
45,000
|
$
$
|
1,461
1,461
|
$
$
|
-0-
-0-
|
$
$
|
221,181
226,821
|
DIRECTOR COMPENSATION
|
||||||||||||
Name
|
Fees Earned or
Paid in Cash
|
Option
Awards(1)
|
Total
|
|||||||||
Andrew J. Melnick
|
$
|
4,000
|
$
|
2,331
|
$
|
6,331
|
||||||
Jeffrey S. Geisenheimer
|
$
|
4,000
|
$
|
2,331
|
$
|
6,331
|
||||||
Joshua M. Flum
|
$
|
4,000
|
$
|
6,552
|
$
|
10,552
|
||||||
Richard J. James
|
$
|
4,000
|
$
|
2,331
|
$
|
6,331
|
ITEM 12. |
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.
|
Name of
Beneficial Owner
|
Amount and Nature of
Beneficial Ownership(1)
|
Percent of
Class
|
Santa Monica Partners, L.P.
SMP Asset Management, LLC
Lawrence J. Goldstein(2)
1865 Palmer Avenue
Larchmont, NY 10538
|
716,654
|
6.57%
|
Tabatabai Investment Management LLC
Tabatabai Investment Partners LP
Alex Tabatabai(3)
540 N Dearborn Street, #101257
Chicago, IL 60610
|
727,430
|
6.66%
|
Flum Partners (4)
|
5,641,134
|
51.68%
|
Jerome S. Flum
|
6,238,776 (5)(6)
|
57.16%
|
Lawrence Fensterstock
|
142,378
|
1.30%
|
Andrew J. Melnick
|
59,670
|
-----*
|
Jeffrey S. Geisenheimer
|
125,348
|
1.15%
|
Joshua M. Flum
|
10,400
|
-----*
|
Richard J. James
|
64,350
|
-----*
|
All directors and executive officers
(as a group (7 persons))
|
6,640,922 (5)(6)
|
60.84%
|
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
first column)
|
|||||||||
Equity compensation plans approved by stockholders
|
376,850
|
$
|
2.98
|
922,890
|
||||||||
Total
|
376,850
|
$
|
2.98
|
922,890
|
ITEM 13. |
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
|
ITEM 14.
|
PRINCIPAL ACCOUNTING FEES AND SERVICES.
|
Fiscal Year Ended
December 31,
|
||||||||
2018
|
2017
|
|||||||
Audit fees (1)
|
$
|
102,000
|
$
|
99,000
|
||||
Audit related fees (2)
|
-
|
-
|
||||||
Tax fees (3)
|
12,200
|
11,785
|
||||||
All other fees
|
-
|
-
|
||||||
Total fees
|
$
|
114,200
|
$
|
110,785
|
(1) |
Consists of fees for services provided in connection with the audit of the Company’s financial statements and review of the Company’s quarterly financial statements.
|
(2) |
Consists of fees for assurance and related services that are reasonably related to the performance of the
audit or review of the Company’s financial statements and are not reported under “Audit fees.”
|
(3) |
Consists of fees for preparation of federal and state income tax returns.
|
ITEM 15.
|
EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.
|
(a) |
Financial Statements – contained in Item 8: |
Page | |
Report of Independent Registered Public Accounting Firm
|
16
|
Balance Sheets - December 31, 2018 and 2017
|
17
|
Statements of Operations - Years Ended December 31,
2018 and 2017
|
18
|
Statements of Stockholders’ Equity - Years Ended
December 31, 2018 and 2017
|
19
|
Statements of Cash Flows - Years Ended December 31,
2018 and 2017
|
20
|
Notes to Financial Statements
|
21
|
(b)
|
Exhibits:
|
-
|
Copy of the Company’s Amended and Restated Articles of Incorporation dated as of
May 7, 1999 (incorporated by reference to Form 10-KSB for the year ended December 31, 1999, filed March 29, 2000)
|
|
-
|
Copy of the Company’s By-Laws as amended April 27, 1987 and May 11, 1999
(incorporated by reference to Form 10-KSB for the year ended December 31, 2005, filed March 31, 2006)
|
|
-
|
Copy of Company’s 2009 Long-Term Incentive Plan (incorporated by reference
to Definitive Statement on Schedule 14C, filed October 22, 2010)
|
|
-
|
CreditRiskMonitor.com, Inc. Code of Ethics for Principal Executive Officer and
Senior Financial Officers (incorporated by reference to Form 10-KSB for the year ended December 31, 2003, filed March 30, 2004)
|
|
-
|
Consent of Independent Registered Public Accounting Firm
|
|
-
|
Certification of Chief Executive Officer
|
|
-
|
Certification of Chief Financial Officer
|
|
-
|
Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
|
-
|
Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
|
101.INS
|
-
|
XBRL Instance Document
|
101.SCH
|
-
|
XBRL Taxonomy Extension Schema Document
|
101.CAL
|
-
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
101.DEF
|
-
|
XBRL Taxonomy Extension Definition Linkbase Document
|
101.LAB
|
-
|
XBRL Taxonomy Extension Label Linkbase Document
|
101.PRE
|
-
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
*
|
Filed herewith.
|
Date: March 22, 2019
|
By:
|
/s/
|
Jerome S. Flum
|
|
|
Jerome S. Flum
|
|
|
Chairman of the Board and Chief Executive Officer
|
Date: March 22, 2019 |
By: | /s/ |
Jerome S. Flum
|
Jerome S. Flum
|
|||
Chairman of the Board and Chief Executive Officer
|
|||
(Principal Executive Officer)
|
Date: March 22, 2019 |
By: | /s/ |
Lawrence Fensterstock
|
Lawrence Fensterstock
|
|||
Chief Financial Officer
|
|||
(Principal Financial and Accounting Officer)
|
Date: March 22, 2019 |
By: | /s/ |
Andrew J. Melnick
|
Andrew J. Melnick
|
|||
Director
|
Date: March 22, 2019 |
By: | /s/ |
Jeffrey S. Geisenheimer
|
Jeffrey S. Geisenheimer | |||
Director
|
Date: March 22, 2019 |
By: | /s/ |
Joshua M. Flum
|
Joshua M. Flum
|
|||
Director
|
Date: March 22, 2019 |
By: | /s/ |
Richard J. James
|
Richard J. James
|
|||
Director
|