UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
10-Q
(Mark
One)
|
x
|
QUARTERLY
REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE
ACT OF
1934
|
For
the quarterly period ended: March 31, 2008
or
|
o
|
TRANSITION
REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE
ACT OF
1934
|
For
the
transition period from: _______ to ________.
Commission
File No. 1-12451
NEW
YORK HEALTH CARE, INC.
(Exact
name of registrant as specified in its charter)
|
New
York
|
11-2636089
|
|
(State
or other jurisdiction of
|
(I.R.S.
Employer Identification No.)
|
|
incorporation
or organization)
|
|
|
1850
McDonald Avenue, Brooklyn, New York
|
11223
|
|
(Address
of principal executive offices)
|
(Zip
Code)
|
Issuer's
telephone number, including area code: (718) 378-6700
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
x
No
o
Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company.
See
the definitions of “large accelerated filer,” “accelerated filer” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act.
|
Large
accelerated filer
|
Accelerated
filer
|
|
Non-accelerated
filer (Do not check if a smaller reporting company)
|
Smaller
reporting company
x
|
Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act).
Yes
o
No
x
APPLICABLE
ONLY TO CORPORATE REGISTRANTS
Indicate
the number of shares outstanding of each of the issuer's classes of common
stock, as of the latest practicable date: 33,536,767 (as of May 15,
2008)
Part
I - FINANCIAL INFORMATION
|
Item
1.
|
Financial
Statements.
|
(a) Our
unaudited financial statements for the first quarter (three months ended March
31, 2008), are set forth below. See Item 2 below for Management's Discussion
and
Analysis of Financial Condition and Results of Operations for our first
quarter.
NEW
YORK HEALTH CARE, INC. AND SUBSIDIARIES
CONSOLIDATED
BALANCE SHEETS
|
|
|
March 31,
|
|
December 31,
|
|
|
|
|
2008
|
|
2007
|
|
|
|
|
(Unaudited)
|
|
|
|
|
ASSETS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current
assets:
|
|
|
|
|
|
|
|
|
Cash
and cash equivalents
|
|
$
|
3,262,740
|
|
$
|
2,246,241
|
|
|
Due
from lending institution
|
|
|
55,042
|
|
|
-
|
|
|
Accounts
receivable, net of allowance for uncollectible accounts
of
approximately
$555,000 and $576,000, respectively
|
|
|
7,975,996
|
|
|
8,298,837
|
|
|
Unbilled
services
|
|
|
109,118
|
|
|
137,079
|
|
|
Prepaid
expenses and other current assets
|
|
|
276,367
|
|
|
120,857
|
|
|
|
|
|
|
|
|
|
|
|
Total
current assets
|
|
|
11,679,263
|
|
|
10,803,014
|
|
|
|
|
|
|
|
|
|
|
|
Property
and equipment, net
|
|
|
14,970
|
|
|
22,090
|
|
|
Goodwill,
net
|
|
|
783,000
|
|
|
783,000
|
|
|
Other
intangible assets, net
|
|
|
611,383
|
|
|
628,056
|
|
|
Other
assets
|
|
|
169,415
|
|
|
181,046
|
|
|
|
|
|
|
|
|
|
|
|
Total
assets
|
|
$
|
13,258,031
|
|
$
|
12,417,206
|
|
|
|
|
|
|
|
|
|
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|
LIABILITIES
AND SHAREHOLDERS' DEFICIENCY
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Current
liabilities:
|
|
|
|
|
|
|
|
|
Note
payable under insurance financing agreement
|
|
$
|
14,508
|
|
$
|
25,054
|
|
|
Amounts
due to related parties
|
|
|
10,190
|
|
|
27,133
|
|
|
Accrued
payroll
|
|
|
1,054,168
|
|
|
871,171
|
|
|
Accounts
payable and accrued expenses
|
|
|
6,010,851
|
|
|
5,541,457
|
|
|
Income
taxes payable - current
|
|
|
7,150
|
|
|
28,450
|
|
|
Due
to HRA
|
|
|
8,920,521
|
|
|
8,754,408
|
|
|
|
|
|
|
|
|
|
|
|
Total
current liabilities
|
|
|
16,017,388
|
|
|
15,247,673
|
|
|
|
|
|
|
|
|
|
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Commitment
and contingencies
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Shareholders'
(deficiency) equity:
|
|
|
|
|
|
|
|
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Preferred
stock, $.01 par value, 5,000,000 shares authorized;
Class
A Preferred, 590,375 shares issued, none outstanding
|
|
|
-
|
|
|
-
|
|
|
Common
stock, $.01 par value, 100,000,000 shares authorized;
33,536,767
shares issued and 33,532,722 outstanding
|
|
|
335,368
|
|
|
335,368
|
|
|
Additional
paid-in capital
|
|
|
37,174,185
|
|
|
37,174,185
|
|
|
Common
stock and options to be issued
|
|
|
774,220
|
|
|
774,220
|
|
|
Accumulated
deficit
|
|
|
(41,033,657
|
)
|
|
(41,104,767
|
)
|
|
Less:
Treasury stock (4,045 common shares at cost)
|
|
|
(9,473
|
)
|
|
(9,473
|
)
|
|
|
|
|
|
|
|
|
|
|
Total
shareholders' (deficiency)
|
|
|
(2,759,357
|
)
|
|
(2,830,467
|
)
|
|
|
|
|
|
|
|
|
|
|
Total
liabilities and shareholders' (deficiency)
|
|
$
|
13,258,031
|
|
$
|
12,417,206
|
|
The
accompanying notes are an integral part of these consolidated financial
statements
NEW
YORK HEALTH CARE, INC. AND SUBSIDIARIES
CONSOLIDATED
STATEMENTS OF OPERATIONS
(UNAUDITED)
|
|
|
For The Three Months Ended
March 31,
|
|
|
|
|
2008
|
|
2007
|
|
|
|
|
|
|
|
|
|
Net
patient service revenue
|
|
$
|
11,021,811
|
|
$
|
11,184,902
|
|
|
|
|
|
|
|
|
|
|
|
Expenses:
|
|
|
|
|
|
|
|
|
Professional
care of patients
|
|
|
9,258,663
|
|
|
9,111,496
|
|
|
|
|
|
1,763,148
|
|
|
2,073,406
|
|
|
|
|
|
|
|
|
|
|
|
Other
operating expenses:
|
|
|
|
|
|
|
|
|
General
and administrative
|
|
|
1,613,535
|
|
|
1,982,416
|
|
|
Product
development
|
|
|
33,069
|
|
|
292,460
|
|
|
Depreciation
and amortization
|
|
|
41,749
|
|
|
98,002
|
|
|
|
|
|
|
|
|
|
|
|
Total
other operating expenses
|
|
|
1,688,353
|
|
|
2,372,878
|
|
|
|
|
|
|
|
|
|
|
|
Operating
income (loss)
|
|
|
74,795
|
|
|
(299,472
|
)
|
|
|
|
|
|
|
|
|
|
|
Other
income (expenses):
|
|
|
|
|
|
|
|
|
Interest
income
|
|
|
16,213
|
|
|
22,747
|
|
|
Interest
expense
|
|
|
(9,898
|
)
|
|
(1,971
|
)
|
|
|
|
|
|
|
|
|
|
|
Other
income, net
|
|
|
6,315
|
|
|
20,776
|
|
|
|
|
|
|
|
|
|
|
|
Income
(loss) before provision for income taxes
|
|
|
81,110
|
|
|
(278,696
|
)
|
|
|
|
|
|
|
|
|
|
|
Provision
for income taxes - current
|
|
|
10,000
|
|
|
51,000
|
|
|
|
|
|
|
|
|
|
|
|
Net
income (loss)
|
|
$
|
71,110
|
|
$
|
(329,696
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
and diluted income (loss) per share:
|
|
|
|
|
|
|
|
|
Net
income (loss) per share:
|
|
|
$0.00
|
|
|
($0.01
|
)
|
|
|
|
|
|
|
|
|
|
|
Weighted
and diluted average shares outstanding
|
|
|
33,536,767
|
|
|
33,536,767
|
|
The
accompanying notes are an integral part of these consolidated financial
statements.
NEW
YORK HEALTH CARE, INC. AND SUBSIDIARIES
CONSOLIDATED
STATEMENTS OF CASH FLOWS
(UNAUDITED)
|
|
|
For The Three Months Ended
March 31,
|
|
|
|
|
2008
|
|
2007
|
|
|
Cash
flows from operating activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
income (loss)
|
|
$
|
71,110
|
|
$
|
(329,696
|
)
|
|
|
|
|
|
|
|
|
|
|
Adjustments
to reconcile net (loss) to net cash used in operating
activities
|
|
|
|
|
|
|
|
|
Stock-based
compensation
|
|
|
-
|
|
|
6,500
|
|
|
Depreciation
and amortization
|
|
|
30,117
|
|
|
98,002
|
|
|
Bad
debts (recovery)
|
|
|
(21,382
|
)
|
|
-
|
|
|
Abandonment
of property and equipment
|
|
|
-
|
|
|
5,652
|
|
|
|
|
|
|
|
|
|
|
|
Changes
in operating assets and liabilities
|
|
|
|
|
|
|
|
|
Decrease
(increase) in accounts receivable and unbilled services
|
|
|
372,184
|
|
|
(702,241
|
)
|
|
(Increase)
decrease in due from lending institution
|
|
|
(55,042
|
)
|
|
167,280
|
|
|
(Increase)
in prepaid expenses and other current assets
|
|
|
(155,510
|
)
|
|
(70,684
|
)
|
|
Decrease
in other assets
|
|
|
11,631
|
|
|
85,547
|
|
|
(Decrease)
in note payable under insurance financing agreement
|
|
|
(10,546
|
)
|
|
-
|
|
|
(Decrease)
in due to related parties
|
|
|
(16,943
|
)
|
|
-
|
|
|
Increase
in accrued payroll
|
|
|
182,997
|
|
|
140,413
|
|
|
Increase
(decrease) in accounts payable and accrued expenses
|
|
|
469,394
|
|
|
(364,328
|
)
|
|
(Decrease)
increase in income taxes payable - current
|
|
|
(21,300
|
)
|
|
51,000
|
|
|
Increase
in due to HRA
|
|
|
166,113
|
|
|
361,556
|
|
|
|
|
|
|
|
|
|
|
|
Net
cash provided by (used in) operating activities
|
|
|
1,022,823
|
|
|
(550,999
|
)
|
|
|
|
|
|
|
|
|
|
|
Cash
flows from investing activities:
|
|
|
|
|
|
|
|
|
Additions
to intangible assets
|
|
|
(6,324
|
)
|
|
(30,476
|
)
|
|
|
|
|
|
|
|
|
|
|
Net
cash (used in) investing activities
|
|
|
(6,324
|
)
|
|
(30,476
|
)
|
|
|
|
|
|
|
|
|
|
|
Net
increase (decrease) in cash and cash equivalents
|
|
|
1,016,499
|
|
|
(581,475
|
)
|
|
|
|
|
|
|
|
|
|
|
Cash
and cash equivalents at beginning of period
|
|
|
2,246,241
|
|
|
2,469,789
|
|
|
|
|
|
|
|
|
|
|
|
Cash
and cash equivalents at end of period
|
|
$
|
3,262,740
|
|
$
|
1,888,314
|
|
The
accompanying notes are an integral part of these consolidated financial
statements
NEW
YORK HEALTH CARE, INC. AND SUBSIDIARIES
NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
March
31, 2008 and 2007
NOTE
1 – ORGANIZATION, RECENT DEVELOPMENTS AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES:
Organization
and Basis of Consolidation:
New
York
Health Care, Inc. (“New York Health Care”) was organized under the laws of the
State of New York in 1983. New York Health Care provides services of registered
nurses and paraprofessionals to patients throughout New York. The BioBalance
Corp. (“BioBalance”), a Delaware corporation, was formed in May 2001. BioBalance
is a biopharmaceutical company focused on the development of treatments for
gastrointestinal diseases that are poorly addressed by current therapies.
BioBalance is currently pursuing prescription drug development of its lead
product, PROBACTRIX® for the prevention of pouchitis. On March 24, 2006, the
Company received approval from the FDA to start Phase II clinical trials. There
can be no assurance that BioBalance will be successful in obtaining regulatory
approval or in marketing any such products. The consolidated entity,
collectively referred to, unless the context otherwise requires, as the
“Company”, “we”, “our” or similar pronouns, includes New York Health Care and
its wholly-owned subsidiaries, BioBalance and NYHC Newco Paxxon, Inc. D/B/A
Helping Hands Healthcare (“Helping Hands”).
The
accompanying consolidated financial statements have been prepared assuming
that
the Company will continue as a going concern. The Company’s recurring losses and
negative working capital raises substantial doubt about its ability to continue
as a going concern. The consolidated financial statements do not include any
adjustments that might result from the outcome of this uncertainty. Management’s
plans in connection with this matter include drawing down the line of credit
as
necessary and continuing the search for a strategic partner for the BioBalance
operations.
The
accompanying interim consolidated financial statements have been prepared by
the
Company without audit, in accordance with the instructions for Form 10-Q
pursuant to the rules and regulations of the Securities and Exchange Commission
(“SEC”) and therefore do not include all information and notes normally provided
in the annual financial statements and should be read in conjunction with the
audited financial statements and the notes thereto included in Form 10-K of
New
York Health Care, Inc. for the year ended December 31, 2007 as filed on April
14, 2008 with the SEC.
In
the
opinion of the Company, the accompanying unaudited financial statements contain
all adjustments (which consist of normal and recurring adjustments) necessary
for a fair presentation of the financial statements. The results of operations
for the three months ended March 31, 2008 are not necessarily indicative of
the
results to be expected for the full year.
Recent
Developments:
As
of
March 31, 2008, BioBalance had cash on hand of approximately $180,023 all of
which was available to fund operations. BioBalance management estimates that
its
capital requirements for an entire year of operations are approximately
$5,000,000. This amount includes the cost of the initial up front payment for
the Phase I/II clinical trial, in the amount of $3,000,000, for the Company's
lead product PROBACTRIX® that is not expected to be started in 2008. It will be
necessary for the Company to secure additional funding in order for BioBalance
to begin the Phase I/II clinical trial, which was approved by FDA on March
24,
2006. The Company has not been able to obtain additional funding up to the
present time and the BioBalance subsidiary has been operating solely by
utilizing funds from the health care operations, which are insufficient for
BioBalance's needs. Management is continuing to search for potential funding
sources but none have been found thus far. Accordingly, since additional funding
from outside sources has not been obtained, the Company began scaling back
the
operations of BioBalance at the end of November 2006, and BioBalance began
operating on a substantially reduced budget in 2007. Management has
instituted temporary cutbacks in consultant compensation until such time as
additional funds or a strategic partner can be found. There can be no assurances
that the Company will be able to raise additional capital in the near term
to
allow BioBalance to continue its normal level of operations.
NEW
YORK HEALTH CARE, INC. AND SUBSIDIARIES
NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
March
31, 2008 and 2007
BioBalance
has also commenced preliminary studies regarding the use of PROBACTRIX® in the
treatment of Celiac disease (a dietary gluten intolerance). This study was
conducted as a small scale pilot study which, while not providing data that
is
clinically or statistically useful in demonstrating efficacy, produced
encouraging preliminary results. The Company is contemplating various options
including funding costs relating to clinical research and statistical analysis
for a follow up study.
The
Company has taken steps to safeguard the
biological strain of PROBACTRIX
®
by storing
it in
two separate secure facilities. It is currently evaluating its options for
manufacturing of product to enable progress with clinical
development.
Estimates:
The
preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions
that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.
Recently
Issued Accounting Pronouncements:
In
December 2007, the FASB issued SFAS No. 141 (revised 2007), "
Business
Combinations.
"
SFAS
141(R) broadens the guidance of SFAS 141, extending its applicability to all
transactions and other events in which one entity obtains control over one
or
more other businesses. It broadens the fair value measurement and recognition
of
assets acquired, liabilities assumed, and interests transferred as a result
of
business combinations. SFAS 141(R) expands on required disclosures to improve
the statement users' abilities to evaluate the nature and financial effects
of
business combinations. SFAS 141(R) is effective for our fiscal year beginning
January 1, 2009. The adoption of SFAS 141(R) is not expected to have a material
impact on the Company's financial position, results of operations or cash
flows.
In
December 2007, the FASB issued SFAS No. 160, "
Noncontrolling
Interests in Consolidated Financial Statements—an amendment of ARB No.
51.
" SFAS
160 requires that a noncontrolling interest in a subsidiary be reported as
equity and the amount of consolidated net income specifically attributable
to
the noncontrolling interest be identified in the consolidated financial
statements. It also calls for consistency in the manner of reporting changes
in
the parent's ownership interest and requires fair value measurement of any
noncontrolling equity investment retained in a deconsolidation. SFAS 160 is
effective for our fiscal year beginning January 1, 2009. We have not yet
determined the impact of adopting SFAS 160 on the Company's financial position,
results of operations or cash flows.
In
June,
2006, the FASB issued Interpretation No. 48,
Accounting for Uncertainty in Income Taxes, an Interpretation of FASB Statement
No. 109, Accounting for Income Taxes
(FIN48),
to create a single model to address accounting for uncertainty in tax positions.
FIN 48 clarifies the accounting for income taxes by prescribing a minimum
recognition threshold a tax position is required to meet before being recognized
in the financial statements. FIN 48 also provides guidance on derecognition,
measurement, classification, interest, and penalties, accounting in interim
periods, disclosure and transition. The Company adopted FIN 48 as of
January 1, 2007. Based on our evaluation, we have concluded that there are
no significant uncertain tax positions requiring recognition in our financial
statements. Our evaluation was performed for the tax years which remain subject
to examination by major tax jurisdictions as of December 31, 2007. We may from
time to time be assessed interest or penalties by major tax jurisdictions,
although any such assessments historically have been minimal and immaterial
to
our financial results. In the event we have received an assessment for interest
and/or penalties, it has been classified in the financial statements as selling,
general and administrative expense. The Company is currently subject to a three
year statue of limitations by major tax jurisdictions. The Company and its
subsidiaries file income tax returns in the U.S. federal jurisdiction, New
York
State, New York City and New Jersey.
NOTE
2 - EARNINGS AND LOSS PER SHARE:
Basic
earnings or loss per share excludes dilution and is computed by dividing
net
income or loss available to common shareholders by the weighted average number
of common shares outstanding for the period.
NEW
YORK HEALTH CARE, INC. AND SUBSIDIARIES
NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
March
31, 2008 and 2007
Diluted
earnings per share is computed by dividing income available to common
shareholders by the weighted average number of common shares outstanding
for the
period, adjusted to reflect potentially dilutive securities. For the three
months ended March 31, 2008, common stock attributable to options and warrants
outstanding of 8,813,659 were not included in the computation of diluted
earnings per share because their exercise prices were all greater than the
average market price of the common shares. Due to losses for the three months
ended March 31, 2007, potential common stock attributable to options and
warrants outstanding of 8,732,046 for the three months then ended, were not
included in the computation of diluted earnings per share, because to do
so
would be antidilutive.
NOTE
3 - INTANGIBLE ASSETS:
The
major
classifications of intangible assets and their respective estimated useful
lives
are as follows:
|
|
|
March 31, 2008
|
|
|
|
|
Gross Amount
|
|
Accumulated
Amortization
|
|
Net Carrying
Amount
|
|
Estimated
Useful Life in Years
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Patents
and trademarks
|
|
$
|
916,519
|
|
$
|
305,136
|
|
$
|
611,383
|
|
|
10
|
|
|
Customer
base
|
|
|
316,000
|
|
|
316,000
|
|
|
-
|
|
|
5
|
|
|
|
|
$
|
1,232,519
|
|
$
|
621,136
|
|
$
|
611,383
|
|
|
|
|
|
|
|
December 31, 2007
|
|
|
|
|
Gross Amount
|
|
Accumulated
Amortization
|
|
Net Carrying
Amount
|
|
Estimated
Useful Life in Years
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Patents
and trademarks
|
|
$
|
910,195
|
|
$
|
282,139
|
|
$
|
628,056
|
|
|
10
|
|
|
Customer
base
|
|
|
316,000
|
|
|
316,000
|
|
|
-
|
|
|
5
|
|
|
|
|
$
|
1,226,195
|
|
$
|
598,139
|
|
$
|
628,056
|
|
|
|
|
NOTE
4 - ACCOUNTS PAYABLE AND ACCRUED EXPENSES:
Accounts
payable and accrued expenses consist of the following:
|
|
|
March 31, 2008
|
|
December 31, 2007
|
|
|
Accounts
payable
|
|
$
|
447,846
|
|
$
|
492,446
|
|
|
Accrued
expenses
|
|
|
309,066
|
|
|
505,995
|
|
|
Accrued
settlement per consulting agreement
|
|
|
1,131,100
|
|
|
1,131,100
|
|
|
Accrued
employee benefits
|
|
|
4,122,839
|
|
|
3,411,916
|
|
|
|
|
$
|
6,010,851
|
|
$
|
5,541,457
|
|
NEW
YORK HEALTH CARE, INC. AND SUBSIDIARIES
NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
March
31, 2008 and 2007
NOTE
5 - LINE OF CREDIT:
On
September 20, 2007, the Company entered into a Loan and Security Agreement
with
CIT Healthcare LLC, as lender (“CIT”). The term of the Loan and Security
Agreement is three years. The Loan and Security Agreement provides for a
revolving line of credit facility under which the Company may borrow, repay
and
re-borrow an amount not exceeding the lesser of $5,000,000 or the borrowing
base, which is an amount that may not exceed 85.00% of the estimated net value
of the Company's Eligible Accounts, as defined in the agreement. As of March
31,
2008, approximately
$3,309,000
of the
line was available for borrowing by the Company.
Interest
is payable on the outstanding principal balance of the credit facility at an
annual rate equal to 30-day LIBOR plus three and one-half percent (3.50%),
adjusted monthly in accordance with changes in 30-day LIBOR. At March 31, 2008,
the interest rate on this facility was 6.61%. Additionally, the Company is
required to pay an Unused Line Fee and a Collateral Management Fee, the total
of
which represent 0.50% per annum of the line amount.
The
Company's obligations to Lender under the Loan and Security Agreement are
secured by a first priority lien on all of the Company's accounts receivable,
general intangibles, instruments and documents, and the proceeds thereof.
However, no collateral will consist of any assets or property of
BioBalance.
Beginning
with the quarter ended September 30, 2007, the Company is subject to meeting
periodic financial covenants contained in the Loan and Security Agreement.
As of
March 31, 2008, the Company was in compliance with all of the specified
financial covenants.
The
Company is prohibited from making dividends, distributions and other withdrawals
during the term of the credit facility. However, the Company is permitted to
make loans, advances or contributions to its subsidiary, BioBalance provided
that certain liquidity requirements are met. The Company is further restricted
from mergers and acquisitions, as well as asset sales or dispositions outside
the ordinary course of business, provided that such sale restrictions are not
applicable to the sale of the stock or assets of BioBalance.
As
of
March 31, 2008, there was no balance due on this line of credit. For the three
months ended March 31, 2008, the company incurred interest expense of $9,311
on
this line of credit. As of March 31, 2008, there was a balance due from CIT
of
$55,042 representing collections deposited with CIT through a lockbox and then
transferred to the Company's bank account.
NOTE
6 - STOCK OPTIONS/WARRANTS:
Effective
January 1, 2006, the Company adopted the fair value recognition provisions
of SFAS 123(R), using the modified-prospective-transition method. Under that
transition method, compensation cost recognized in 2006 and beyond includes:
(a) compensation cost for all share-based payments granted prior to, but
not yet vested as of January 1, 2006, based on the grant date fair value
estimated in accordance with the original provisions of SFAS No. 123, and
(b) compensation cost for all stock-based payments granted subsequent to
January 1, 2006, based on the grant-date fair value estimated in accordance
with the provisions of SFAS 123(R). Results for prior periods have not been
restated and there is no cumulative effect upon adoption of SFAS
123(R).
Performance
Incentive Plan:
On
August
31, 2005, the shareholders approved the Company's 2004 Incentive Plan, (the
“Incentive Plan”). Under the terms of the Incentive Plan, up to 5,000,000 shares
of common stock may be granted. The Incentive Plan is administered by the
Compensation Committee which is appointed by the Board of Directors. The
Committee determines which key employee, officer or director on the regular
payroll of the Company, or outside consultants shall receive stock options.
Granted options are exercisable after the date of grant in accordance with
the
terms of the grant up to ten years after the date of the grant. The exercise
price of any incentive stock option or nonqualified option granted under the
Incentive Plan may not be less than 100% of the fair market value of the shares
of common stock of the Company at the time of the grant.
On
March
26, 1996, the Company's Board of Directors adopted the Performance Incentive
Plan, (the “Option Plan”). The option plan has substantially the same terms as
the Incentive Plan above.
Activity
in stock options and warrants, including those outside the Performance Incentive
Plan, for the three months ended March 31, 2008 is summarized as
follows:
|
|
|
Shares Under
|
|
Weighted Average
|
|
|
|
|
Options/Warrants
|
|
Exercise Price
|
|
|
Balance
at January 1, 2008
|
|
|
8,862,046
|
|
$
|
0.88
|
|
|
|
|
|
|
|
|
|
|
|
Options
granted
|
|
|
-
|
|
|
|
|
|
Options
cancelled/expired
|
|
|
(48,387
|
)
|
|
3.31
|
|
|
Options
exercised
|
|
|
-
|
|
|
-
|
|
|
Balance
at March 31, 2008
|
|
|
8,813,659
|
|
$
|
0.87
|
|
|
|
|
|
|
|
|
|
|
Options
eligible for exercise at March 31, 2008
|
|
|
8,813,659
|
|
$
|
0.87
|
|
NOTE
7 - COMMITMENTS AND CONTINGENCIES:
On
March
6, 2006, the Company entered into a settlement agreement (the “Emerald
Settlement Agreement”) with Emerald Asset Management, Inc. (“Emerald”) and Yitz
Grossman related to the resolution of disputes under a consulting agreement
dated June 1, 2001 between the Company and Emerald.
Pursuant
to the Emerald Settlement Agreement and in order avoid the cost and uncertainty
of litigation, the Company agreed to (i) the immediate payment of $700,000
to
Emerald, (ii) payment of $22,000 per month for eighteen months beginning January
1, 2006, (iii) the issuance of 400,000 shares of common stock, (iv) options
to
purchase 1,100,000 shares of common stock at $0.78 per share until March 1,
2010
and (v) health insurance for Grossman and his family for the eighteen month
period ending June 30, 2007 amounting to approximately $35,100. In return,
Emerald and Grossman have executed a general release of all claims they may
have
against the Company. The Company has not paid any of this liability and has
expensed $1,545,931 for the above settlement during the year ended December
31,
2005. The Company has recorded a liability of $1,131,100 and common stock and
options to be issued valued at $774,220 as of December 31, 2005. On April 17,
2006, the Company and Emerald amended the Emerald Settlement Agreement so that
the cash portion of the settlement would not be paid until such time as the
Company receives new funds from any source.
On
March
9, 2006, the Company entered into a final settlement agreement (the “Corval
Settlement Agreement”) with Mark Olshenitsky related to the resolution of
disputes under a consulting agreement dated April 14, 2003, between the Company
and Corval International, Inc. (“Corval”).
Pursuant
to the Corval Settlement Agreement and in order to avoid the cost and
uncertainty of litigation, the Company agreed to issue 300,000 shares of Common
Stock to Olshenitsky in return for a general release of all claims Corval and
Olshenitsky may have against the Company.
On August
21, 2006, the Company unilaterally rescinded the settlement between the Company
and Emerald Asset and Yitz Grossman. The rescission of the settlement by the
Company was done without the consent of Emerald Asset and Yitz Grossman.
Accordingly there may be future litigation brought against the Company by
Emerald Asset and Yitz Grossman to seek enforcement of the agreement. The
Company continues to retain the accrual for the settlement agreement on its
books in its entirety. If there is litigation brought by Emerald Asset and
Yitz
Grossman to enforce the settlement agreement, there can be no assurance that
at
a future time the accrual that was recorded would be sufficient to offset
amounts resulting from the future litigation. On April 24, 2008, the
Company was contacted by counsel for Yitz Grossman, demanding that the
Company perform its obligations under the settlement agreement. The Company
is
presently considering its options and has not yet responded to this
demand.
NEW
YORK HEALTH CARE, INC. AND SUBSIDIARIES
NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
March
31, 2008 and 2007
NOTE
8 - INCOME TAXES:
The
temporary differences that give rise to deferred tax assets are impairment
of
intangible assets for financial statement book purposes over tax purposes,
the
direct write-off method for receivables, using accelerated methods of
amortization and depreciation for property and equipment for tax purposes,
and
using statutory lives for intangibles for tax purposes. Also included in the
deferred tax asset is a net operating loss carryforward. At March 31, 2008
and
December 31, 2007, the Company has computed a deferred tax asset in the amount
of approximately $9,255,000
and
$9,244,000
,
respectively. A full valuation allowance has been recorded against the net
deferred tax assets because of the unlikelihood that those assets will be
realized in the foreseeable future.
The
valuation allowance increased by $11,000 during the three months ended March
31,
2008.
NOTE
9 - SUPPLEMENTAL CASH FLOW DISCLOSURES:
|
|
|
For The Three Months Ended
|
|
|
|
|
March 31
|
|
|
|
|
2008
|
|
2007
|
|
|
Supplemental
cash flow disclosures:
|
|
|
|
|
|
|
Cash
paid during the period for:
|
|
|
|
|
|
|
Interest
|
|
$
|
9,898
|
|
$
|
1,971
|
|
|
Income
taxes
|
|
$
|
31,300
|
|
$
|
-
|
|
NEW
YORK HEALTH CARE, INC. AND SUBSIDIARIES
NOTES
TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
March
31, 2008 and 2007
NOTE
10 - SEGMENT REPORTING:
The
Company has two reportable business segments: New York Health Care, a home
health care agency that provides a broad range of health care support services
to patients in their homes, and BioBalance, a segment that is developing a
probiotic agent for the treatment of gastrointestinal disorders. BioBalance
has
not generated any revenue as of March 31, 2008.
|
|
|
Health
Care
Segment
|
|
BioBalance
Segment
|
|
Elimination of
Intersegment
Activity
|
|
Consolidated
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three
Months Ended March 31, 2008
|
|
|
|
|
|
|
|
|
|
|
Revenue:
|
|
|
|
|
|
|
|
|
|
|
Net
patient service revenue
|
|
$
|
11,021,811
|
|
$
|
-
|
|
$
|
-
|
|
$
|
11,021,811
|
|
|
Total
revenue
|
|
$
|
11,021,811
|
|
$
|
-
|
|
$
|
-
|
|
$
|
11,021,811
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
income (loss) before provision for income taxes
|
|
|
236,377
|
|
$
|
(155,267
|
)
|
$
|
-
|
|
$
|
81,110
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
assets
|
|
$
|
19,062,591
|
|
$
|
21,142,860
|
|
$
|
(26,947,420
|
)
|
$
|
13,258,031
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three
Months Ended March 31, 2007
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
patient service revenue
|
|
$
|
11,184,902
|
|
$
|
-
|
|
$
|
-
|
|
$
|
11,184,902
|
|
|
Total
revenue
|
|
$
|
11,184,902
|
|
$
|
-
|
|
$
|
-
|
|
$
|
11,184,902
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
income (loss) before provision for income taxes
|
|
|
408,198
|
|
$
|
(686,894
|
)
|
$
|
-
|
|
$
|
(278,696
|
)
|
Item 2:
MANAGEMENT'S DISCUSSION & ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATION
Forward
Looking Statements
Certain
information contained in this report is forward-looking in nature. All
statements in this report, including those made by the Company and its
subsidiaries (“we”, “our”, or the “Company”), other than statements of
historical fact, are forward-looking statements. Examples of forward-looking
statements include statements regarding the Company's future financial
condition, operating results, business and regulatory strategies, projected
costs, services, research and development, competitive positions and plans
and
objectives of management for future operations. These forward-looking statements
are based on management's estimates, projections and assumptions as of the
date
hereof and include the assumptions that underlie such statements.
Forward-looking statements may contain words such as “may,” “will,” “should,”
“would,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,”
“potential,” “continue,” or the negative of these terms or other comparable
terminology. Any expectations based on these forward-looking statements are
subject to risks and uncertainties and other important factors, including those
discussed in Item 2 - Management's Discussion and Analysis of Financial
Condition and Results of Operations. Other risks and uncertainties are disclosed
in the Company's prior SEC filings. These and many other factors could affect
the Company's future financial operating results, and could cause actual results
to differ materially from expectations based on forward-looking statements
made
in this report or elsewhere by the Company or on its behalf. The Company assumes
no obligation to update such statements.
All
references to fiscal year apply to the Company's fiscal year which ends on
December 31, 2008.
Overview
We
are
currently engaged in two industry segments, the delivery of home healthcare
services (sometimes referred to as the “home healthcare business”) and the
development of proprietary biotherapeutic agents for the treatment of various
gastrointestinal (“GI”) disorders, through our acquisition of
BioBalance.
The
Company is a New York corporation incorporated in 1983. The Company's principal
executive office is 1850 McDonald Avenue, Brooklyn, New York 11223, telephone
718-375-6700.
Critical
Accounting Policies
The
preparation of financial statements and related disclosures in conformity with
accounting principles generally accepted in the United States of America
requires management to make estimates and assumptions that affect the amounts
reported in the unaudited Consolidated Financial Statements and accompanying
notes. Estimates are used for, but not limited to, the accounting for allowance
for doubtful accounts and potential impairment of goodwill and other
intangibles. Management bases its estimates on historical experience and on
various other assumptions that are believed to be reasonable under the
circumstances. Actual results could differ from these estimates under different
assumptions or conditions.
The
Company believes that there have been no significant changes, during the three
month period ended March 31, 2008, to the items disclosed as critical
accounting policies and estimates in Managements Discussion and Analysis of
Financial Condition and Results of Operations in the Company's Annual Report
on
Form 10-K for the year ended December 31, 2007.
Results
of Operations
Three
Months Ended March 31, 2008 Compared With Three Months Ended March 31,
2007
Revenues
for the three months ended March 31, 2008 decreased by
$163,091
(
1.5%
)
to
$11,021,811
from
$11,184,902
for the
three months ended March 31, 2007.
All of
the revenues are generated from the home health care operations.
Cost
of
professional care of patients for the three months ended March 31, 2008
increased by
$147,167
(
1.6%
)
to
$9,258,663
from
$9,111,496
for the
three months ended March 31, 2007. As a percentage of revenue the cost of sales
was
84%
for the
three months ended March 31, 2008 as compared to
81%
for the
three months ended March 31, 2007.
Selling,
general and administrative expenses ("SG&A") for the home health care
segment for the three months ended March 31, 2008 decreased by
$140,487
(
8.4%
)
to
$1,527,831
from
$1,668,318
for the
three months ended March 31, 2007. This decrease is primarily due to reductions
of professional fees.
Selling, general and administrative expenses ("SG&A") for
the BioBalance segment for the three months ended March 31, 2008 decreased
by
$228,394 or 72.7% to $85,704 from $314,098 for the three months ended March
31,
2007. This decrease is due to cost reductions resulting from scaling back
BioBalance operations due to lack of available funding.
Product
development costs for the BioBalance segment
for the three months ended Mrch 31, 2008 decreased by $259,391 or 88.7% to
$33,069 for the three months ended March 31, 2008 as compared to $292,460 for
the three months ended March 31, 2007. The decrease is due to temporary
suspension of the development work required for the IND for PROBACTRIX
®
that the
BioBalance segment received approval for Phase I/II testing on March 24,
2006 due to lack of available funding.
The net income of $71,110 for the three months ended March
31,
2008, includes net income of $226,377 from the operations of the home health
care segment and offset by a net loss of $155,267 from the BioBalance segment,
which to date has not generated any revenue.
The
net
loss of
$329,696
for the
three months ended March 31, 2007, includes net income of
$357,198
from the
operations of the home health care segment and offset by a net loss of
$686,894
from the
BioBalance segment, which to date has not generated any revenue.
Liquidity
and Capital Resources
At
March
31, 2008, the Company had no long-term debt. Future minimum rental commitments
for all non-cancelable lease obligations at March 31, 2008, are as
follows:
|
|
|
Payment due by period
|
|
|
Contractual Obligations
|
|
Total
|
|
Less than
1 year
|
|
2 years
|
|
3-5 years
|
|
More than
5 years
|
|
|
Long-term
debt obligations
|
|
$
|
-
|
|
$
|
-
|
|
$
|
-
|
|
$
|
-
|
|
$
|
-
|
|
|
Capital
lease obligations
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
Operating
lease obligations*
|
|
|
688,000
|
|
|
306,000
|
|
|
262,000
|
|
|
120,000
|
|
|
-
|
|
|
Purchase
obligations
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
-
|
|
|
Total
|
|
$
|
688,000
|
|
$
|
306,000
|
|
$
|
262,000
|
|
$
|
120,000
|
|
$
|
-
|
|
|
*
|
These
leases also generally contain provisions allowing rental obligations
to be
accelerated upon default in the payment of rent or the performance
of
other lease obligations. These leases generally contain provisions
for
additional rent based upon increases in real estate taxes and other
cost
escalations.
|
The
Company has no off-balance sheet arrangements and has not entered into any
transactions involving unconsolidated, limited purpose entities or commodity
contracts.
The
sources of liquidity and capital resources for the home healthcare segment
are
internally generated funds and cash in banks.
The
Company has a revolving line of credit facility under which the Company may
borrow, repay and re-borrow an amount not exceeding the lesser of $5,000,000
or
the borrowing base, which is an amount that may not exceed 85.00% of the
estimated net value of the Company's Eligible Accounts, as defined in the
agreement. As of March 31, 2008, approximately
$3,309,000
of the
line was available for borrowing by the Company. There was no balance due on
this facility as of March 31, 2008.
For
the
three months ended March 31, 2008, net cash provided by operating activities
was
$1,022,823
as
compared to cash used by operating activities of
$550,999
during
the three months ended March 31, 2007, an improvement of
$1,573,822
.
Net
cash
used in investing activities for the three months ended March 31, 2008 and
2007
was
$6,324
and
$30,476
respectively consisting primarily of the acquisition of intangible assets.
Days
Sales Outstanding ("DSO") is a measure of the average number of days taken
by
the Company to collect its account receivable, calculated from the date services
are billed. For the three months ended March 31, 2008, the DSO of the home
care
segment of the Company was
70
,
compared to
68
days for
the three months ended March 31, 2007.
BioBalance
Segment
As
of
March 31, 2008, BioBalance had cash on hand of approximately $180,023 all
of
which was available to fund operations. BioBalance management estimates that
its
capital requirements for an entire year of operations are approximately
$5,000,000. This amount includes the cost of the initial up front payment
for
the Phase I/II clinical trial, in the amount of $3,000,000, for the Company's
lead product PROBACTRIX® that is not expected to be started in 2008. It will be
necessary for the Company to secure additional funding in order for BioBalance
to begin the Phase I/II clinical trial, which was approved by FDA on March
24,
2006. The Company has not been able to obtain additional funding up to the
present time and the BioBalance subsidiary has been operating solely by
utilizing funds from the health care operations, which are insufficient for
BioBalance's needs. Management is continuing to search for potential funding
sources but none have been found thus far. Accordingly, since additional
funding
from outside sources has not been obtained, the Company began scaling back
the
operations of BioBalance at the end of November 2006, and BioBalance began
operating on a substantially reduced budget in 2007. Management has instituted
temporary cutbacks in consultant compensation until such time as additional
funds or a strategic partner can be found. There can be no assurances that
the
Company will be able to raise additional capital in the near term to allow
BioBalance to continue its normal level of operations.
BioBalance
has also commenced preliminary studies regarding the use of PROBACTRIX® in the
treatment of Celiac disease (a dietary gluten intolerance). This study was
conducted as a small scale pilot study which, while not providing data that
is
clinically or statistically useful in demonstrating efficacy, produced
encouraging preliminary results. The Company is contemplating various options
including funding costs relating to clinical research and statistical analysis
for a follow up study.
The
Company has taken steps to safeguard the biological strain of PROBACTRIX® by
storing it in two separate secure facilities. It is currently evaluating
its
options for manufacturing of product to enable progress with clinical
development.
Recent
Accounting Pronouncements
In
December 2007, the FASB issued SFAS No. 141 (revised 2007), "
Business
Combinations.
"
SFAS
141(R) broadens the guidance of SFAS 141, extending its applicability to all
transactions and other events in which one entity obtains control over one
or
more other businesses. It broadens the fair value measurement and recognition
of
assets acquired, liabilities assumed, and interests transferred as a result
of
business combinations. SFAS 141(R) expands on required disclosures to improve
the statement users' abilities to evaluate the nature and financial effects
of
business combinations. SFAS 141(R) is effective for our fiscal year beginning
January 1, 2009. The adoption of SFAS 141(R) is not expected to have a material
impact on the Company's financial position, results of operations or cash
flows.
In
December 2007, the FASB issued SFAS No. 160, "
Noncontrolling
Interests in Consolidated Financial Statements—an amendment of ARB No.
51.
" SFAS
160 requires that a noncontrolling interest in a subsidiary be reported as
equity and the amount of consolidated net income specifically attributable
to
the noncontrolling interest be identified in the consolidated financial
statements. It also calls for consistency in the manner of reporting changes
in
the parent's ownership interest and requires fair value measurement of any
noncontrolling equity investment retained in a deconsolidation. SFAS 160 is
effective for our fiscal year beginning January 1, 2009. We have not yet
determined the impact of adopting SFAS 160 on the Company's financial position,
results of operations or cash flows.
In
June,
2006, the FASB issued Interpretation No. 48,
Accounting for Uncertainty in Income Taxes, an Interpretation of FASB Statement
No. 109, Accounting for Income Taxes
(FIN48),
to create a single model to address accounting for uncertainty in tax positions.
FIN 48 clarifies the accounting for income taxes by prescribing a minimum
recognition threshold a tax position is required to meet before being recognized
in the financial statements. FIN 48 also provides guidance on derecognition,
measurement, classification, interest, and penalties, accounting in interim
periods, disclosure and transition. The Company adopted FIN 48 as of
January 1, 2007. Based on our evaluation, we have concluded that there are
no significant uncertain tax positions requiring recognition in our financial
statements. Our evaluation was performed for the tax years which remain subject
to examination by major tax jurisdictions as of December 31, 2007. We may from
time to time be assessed interest or penalties by major tax jurisdictions,
although any such assessments historically have been minimal and immaterial
to
our financial results. In the event we have received an assessment for interest
and/or penalties, it has been classified in the financial statements as selling,
general and administrative expense. The Company is currently subject to a three
year statue of limitations by major tax jurisdictions. The Company and its
subsidiaries file income tax returns in the U.S. federal jurisdiction, New
York
State, New York City and New Jersey.
ITEM
3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK
Generally,
the fair market value of fixed rate debt will increase as interest rates fall
and decrease as interest rates rise. The Company had no interest rate exposure
on fixed rate debt or other market risk at March 31, 2008.
ITEM
4. CONTROLS AND PROCEDURES
As
required by Rule 13a-15(b) under the Securities Exchange Act of 1934 (the"
Exchange Act"), the Company's management, with the participation of the
Company's Chief Executive Officer ("CEO") and Principal Financial Officer,
evaluated the effectiveness of the Company's disclosure controls and procedures
as of the end of the period covered by this report in reaching a reasonable
level of assurance that the information required to be disclosed by the Company
in the reports that it files with the Securities and Exchange Commission (“SEC”)
is recorded, processed, summarized and reported within the time period specified
in the SEC's rules and forms. Based upon that evaluation, the CEO and CFO
concluded that the Company's disclosure controls and procedures were not
effective with respect to supervision as of the end of the period covered by
this report, as we have not had sufficient time to implement the remediation
of
the weakness as discussed in the form 10-K for the year ended December 31,
2007.
The remediation is currently scheduled to be implemented in the third quarter
of
the current fiscal year.
As
required by Exchange Act Rule 13a-15(d), the Company's management, including
the
Chief Executive Officer and Principal Financial Officer, conducted an evaluation
of the Company's internal control over financial reporting to determine whether
any changes occurred during the fiscal quarter ended March 31, 2008 that have
materially affected, or are reasonably likely to materially affect, the
Company's internal control over financial reporting. Based on that evaluation,
other than the changes reported in the Company's Annual Report on Form 10-K
for
the year ended December 31, 2007, which remained in effect during the quarter
ended March 31, 2008, there were no other changes during such
quarter.
PART
II.
ITEM
1 A. RISK FACTORS
There
have been no material changes in the Company's risk factors from those disclosed
in the Company's Annual Report on Form 10-K for the year ended December 31,
2007.
ITEM
6. EXHIBITS
|
Exhibit
No.
|
|
Description
|
|
|
|
|
|
31.1
|
|
Certification
of the Principal Executive Officer pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
|
|
|
|
|
|
31.2
|
|
Certification
of the Principal Financial Officer pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
|
|
|
|
|
|
32.1
|
|
Certification
of the Chief Executive Officer pursuant to 18 U.S.C.
Section 1350 as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
|
|
|
|
|
|
32.
2
|
|
Certification
of the Principal Financial Officer pursuant to 18 U.S.C.
Section 1350 as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
|
SIGNATURES
Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of
1934, the Registrant has duly caused this Report to be signed on its behalf
by
the undersigned, thereunto duly authorized.
|
|
NEW
YORK HEALTH CARE, INC.
|
|
|
|
|
|
May
19, 2008
|
By:
|
/s/ Murry
Englard
|
|
|
|
Name:
Murry Englard
|
|
|
|
Title:
Chief Executive Officer
|
|
|
|
|
|
May
19, 2008
|
By:
|
/s/ Stewart
W. Robinson
|
|
|
|
Name:
Stewart W. Robinson
|
|
|
|
Title:
Chief Financial Officer
|
EXHIBIT
INDEX
|
Exhibit
|
|
|
|
No.
|
|
Description
|
|
|
|
|
|
31.1
|
|
Certification
of the Principal Executive Officer pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
|
|
|
|
|
|
31.2
|
|
Certification
of the Principal Financial Officer pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
|
|
|
|
|
|
32.1
|
|
Certification
of the Chief Executive Officer pursuant to 18 U.S.C.
Section 1350 as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
|
|
|
|
|
|
32.
2
|
|
Certification
of the Principal Financial Officer pursuant to 18 U.S.C.
Section 1350 as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
|
New York Health Care (CE) (USOTC:BBAL)
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