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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Capital Financial Holdings Inc (CE) | USOTC:CPFH | OTCMarkets | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 1.11 | 0.00 | 01:00:00 |
North
Dakota
|
45-0404061
|
(State or Other Jurisdiction of
Incorporation or Organization)
|
(IRS Employer Identification No.)
|
Large
accelerated filer
|
☐
|
Accelerated
filer
|
☐
|
Non-accelerated
filer
|
☐
|
Smaller
reporting company
|
☒
|
Emerging growth
company
|
☐
|
|
|
|
|
Page
No.
|
PART
I
|
|
|
|
|
|
5
|
||
7
|
||
7
|
||
7
|
||
7
|
||
8
|
||
|
|
|
PART
II
|
|
|
|
|
|
8
|
||
8
|
||
8
|
||
11
|
||
12
|
||
12
|
||
12
|
||
13
|
||
|
|
|
PART
III
|
|
|
|
|
|
13
|
||
13
|
||
13
|
||
13
|
||
13
|
||
|
|
|
PART
IV
|
|
|
|
|
|
13
|
||
|
|
|
|
15
|
|
|
CAPITAL FINANCIAL HOLDINGS, INC.
|
|
|
|
Date:
|
April
12, 2019
|
By
s/Gordon
Dihle
|
|
|
Gordon
Dihle
|
|
|
Interim
Chief Executive Officer
(Principal
Executive Officer)
|
Date:
|
April
12, 2019
|
By:
s/Charlene Fowler
Charlene
Fowler
Chief
Financial Officer
(Principal
Financial Officer)
|
Date
|
Signature & Title
|
Date:
April 12, 2019
|
By:
s/Gordon
Dihle
Gordon
Dihle, Director, Interim Chief
Executive
Officer
|
|
|
Date:
April 12, 2019
|
By:
s/Charlene
Fowler
Charlene
Fowler, Chief Financial Officer
|
|
Pages
|
|
|
REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRMS
|
F-1
|
|
|
CONSOLIDATED
FINANCIAL STATEMENTS
|
|
|
|
Consolidated
Balance Sheets
|
F-2 -
F-3
|
|
|
Consolidated
Statements of Operations
|
F-4
|
|
|
Consolidated
Statements of Stockholders’ Equity
|
F-5
|
|
|
Consolidated
Statements of Cash Flows
|
F-6
– F-7
|
|
|
Notes
to Consolidated Financial Statements
|
F-8
– F-19
|
|
DAVE BANERJEE, CPA
An Accountancy Corporation — Member AICPA and
PCAOB
21860 Burbank Blvd., Suite
150, Woodland Hills, CA 91367. (818) 657-0288. FAX (818) 657-0299.
(818) 312-3283
|
|
2018
|
2017
|
|
|
|
CURRENT ASSETS
|
|
|
Cash and cash equivalents
|
$
1,833,079
|
$
1,794,896
|
Accounts receivable (net of allowance for doubtful
accounts
of $24,000 for 2017 and
2016)
|
1,800,704
|
1,824,995
|
Prepaids
|
30,587
|
55,466
|
Current assets of discontinued operations
|
–
|
–
|
Total Current Assets
|
$
3,664,370
|
$
3,675,357
|
|
|
|
PROPERTY AND EQUIPMENT
|
|
|
Land
|
$
98,409
|
$
98,409
|
Building
|
1,102,148
|
1,096,946
|
Furniture, fixtures and equipment
|
350,429
|
348,363
|
Less accumulated depreciation
|
(343,800
)
|
(271,747
)
|
Property and equipment of discontinued operations
|
–
|
–
|
Net property and
equipment
|
$
1,207,186
|
$
1,271,971
|
|
|
|
OTHER ASSETS
|
|
|
Deferred tax asset – non-current
|
270,414
|
187,931
|
Total other assets
|
$
270,414
|
$
187,931
|
|
|
|
TOTAL ASSETS
|
$
5,141,970
|
$
5,135,259
|
|
2018
|
2017
|
CURRENT LIABILITIES
|
|
|
Accounts payable and accrued expenses
|
$
302,512
|
$
496,875
|
Commissions payable
|
2,046,263
|
2,029,467
|
Income taxes payable
|
–
|
10,859
|
Other current liabilities
|
–
|
1,749
|
Total current
liabilities
|
$
2,348,775
|
$
2,538,951
|
|
|
|
NON CURRENT LIABILITIES
|
|
|
Building mortgage
|
$
641,169
|
$
672,426
|
Loss contingency
|
555,000
|
–
|
Total noncurrent
liabilities
|
$
1,196,169
|
$
672,426
|
|
|
|
TOTAL LIABILITIES
|
$
3,544,944
|
$
3,211,377
|
|
|
|
STOCKHOLDERS’ EQUITY
|
|
|
Series A Preferred stock – 5,000,000 shares authorized,
$.0001 par
value; 3,050,000 shares issued and 0
outstanding
|
$
305
|
$
305
|
Additional paid in capital – series A preferred
stock
|
1,524,695
|
1,524,695
|
Common stock – 1,000,000,000 shares authorized, $.0001 par
value 1,241
and 1,241 shares issued and
outstanding, respectively
|
1,241
|
1,241
|
Additional paid in capital – common stock
|
10,221,515
|
10,221,515
|
Accumulated deficit
|
(8,850,730
)
|
(8,523,873
)
|
Less Treasury stock, 3,050,000 preferred shares at
$0.4262
|
(1,300,000
)
|
(1,300,000
)
|
|
|
|
TOTAL STOCKHOLDERS’ EQUITY
|
$
1,597,026
|
$
1,923,883
|
|
|
|
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY
|
$
5,141,970
|
$
5,135,259
|
|
2018
|
2017
|
|
|
|
REVENUES
|
|
|
Fee income
|
$
2,117,458
|
$
1,616,970
|
Commission income
|
12,765,209
|
13,481,827
|
Other income
|
69,038
|
156,932
|
Other fee income
|
119,480
|
313,462
|
Total revenue
|
$
15,071,185
|
$
15,569,191
|
|
|
|
EXPENSES
|
|
|
Compensation and benefits
|
$
1,341,659
|
$
1,458,152
|
Commission expense
|
12,417,237
|
12,739,243
|
General and administrative expenses
|
818,873
|
1,114,473
|
Settlement expense
|
713,858
|
192,749
|
Depreciation
|
72,053
|
62,705
|
Loss on Disposal of Assets
|
–
|
4,195
|
Total operating expenses
|
$
15,363,680
|
$
15,571,517
|
|
|
|
INCOME (LOSS) OF CONTINUING OPERATIONS
|
$
(292,495
)
|
$
(2,326
)
|
|
|
|
OTHER INCOME/ EXPENSES
|
|
|
Interest income
|
$
733
|
–
|
Interest expense
|
$
(32,564
)
|
$
(29,039
)
|
Total other income/
expenses
|
$
(31,831
)
|
$
(29,039
)
|
|
|
|
INCOME (LOSS) OF CONTINUING OPERATIONS BEFORE INCOME
TAX
|
$
(324,326
)
|
$
(31,365
)
|
|
|
|
INCOME TAX BENEFIT (EXPENSE)
|
$
28,889
|
$
(85,933
)
|
NET INCOME (LOSS) BEFORE DISCONTINUED OPERATIONS
|
$
(295,437
)
|
$
(117,298
)
|
|
|
|
DISCONTINUED OPERATIONS
|
$
–
|
$
(22,315
)
|
|
|
|
NET INCOME (LOSS)
|
$
(295,437
)
|
$
(139,613
)
|
|
|
|
Net income (loss) per common share, basic and diluted:
|
|
|
Continuing
|
$
(238
)
|
$
(95
)
|
Discontinued
|
$
–
|
$
(18
)
|
|
|
|
Weighted average common shares outstanding:
|
|
|
Basic
and diluted
|
1,241
|
1,241
|
|
Amounts
|
Shares
|
||
|
|
|
|
|
|
2018
|
2017
|
2018
|
2017
|
|
|
|
|
|
Preferred stock and additional paid-in capital
|
|
|
|
|
Balance, beginning of year
|
$
1,525,000
|
$
1,525,000
|
3,050,000
|
3,050,000
|
Preferred stock issued
|
–
|
–
|
–
|
–
|
Balance, end of year
|
$
1,525,000
|
$
1,525,000
|
3,050,000
|
3,050,000
|
|
|
|
|
|
Common stock and additional paid-in capital
|
|
|
|
|
Balance, beginning of year
|
$
10,222,756
|
$
10,222,756
|
1,241
|
1,241
|
Balance, end of year
|
$
10,222,756
|
$
10,222,756
|
1,241
|
1,241
|
|
|
|
|
|
Accumulated deficit
|
|
|
|
|
Balance, beginning of year
|
$
(8,523,874
)
|
$
(8,322,211
)
|
|
|
Net income (loss)
|
(295,437
)
|
(139,613
)
|
|
|
Capital dividends
|
(62,050
)
|
(62,050
)
|
|
|
Prior period adjustment
|
30,631
|
–
|
|
|
Balance, end of year
|
$
(8,850,730
)
|
$
(8,523,874
)
|
|
|
|
|
|
|
|
Treasury stock and additional paid-in capital
|
|
|
|
|
Balance, beginning of year
|
$
(1,300,000
)
|
$
(1,300,000
)
|
|
|
Purchase of preferred stock
|
–
|
–
|
|
|
Balance, end of year
|
$
(1,300,000
)
|
$
(1,300,000
)
|
|
|
|
|
|
|
|
Total stockholders’ equity
|
$
1,597,026
|
$
1,923,882
|
|
|
|
2018
|
2017
|
|
|
|
CASH FLOWS FROM OPERATING ACTIVITIES
|
|
|
Net income (loss)
|
$
(295,437
)
|
$
(139,613
)
|
Adjustments to reconcile net income (loss) to net cash provided by
(used for) operating activities:
|
|
|
Depreciation
|
72,053
|
62,705
|
Provision (benefit) for deferred income
taxes
|
(82,483
)
|
229,611
|
Effects on operating cash flows due to changes in:
|
|
|
Accounts receivable
|
24,291
|
107,938
|
Income taxes payable
(receivable)
|
(10,859
)
|
672
|
Prepaids
|
24,879
|
12,618
|
Commissions payable
|
(16,796
)
|
1,505
|
Accounts payable
|
(194,363
)
|
203,888
|
Other liabilities
|
(1,749
)
|
(18,649
)
|
Loss contingency
|
555,000
|
–
|
|
|
|
Net cash provided by (used for) operating activities
|
$
108,128
|
$
460,675
|
|
|
|
CASH FLOWS FROM INVESTING ACTIVITIES
|
|
|
Disposal (Purchase) of property and equipment
|
$
(2,066
)
|
$
54,840
|
Purchase of building
|
(5,202
)
|
(221,264
)
|
|
|
|
Net cash used for investing activities
|
$
(7,268
)
|
$
(166,424
)
|
|
2018
|
2017
|
|
|
|
CASH FLOWS FROM FINANCING ACTIVITIES
|
|
|
Dividends paid
|
$
(62,050
)
|
$
(62,050
)
|
Proceeds from long-term borrowing
|
(31,257
)
|
194,519
|
|
|
|
Net cash provided by (used for) financing activities
|
$
(93,307
)
|
$
132,469
|
|
|
|
CASH ADJUSTMENT FROM PRIOR PERIOD ADJUSTMENT
|
|
|
Prior Period Adjustment to Cash
|
$
30,630
|
$
–
|
|
|
|
Net cash adjustment by Prior Period Adjustment
|
$
30,630
|
$
–
|
|
|
|
NET [INCREASE/DECREASE] IN CASH AND CASH EQUIVALENTS
|
$
38,183
|
$
426,720
|
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR
|
1,794,896
|
1,368,176
|
CASH AND CASH EQUIVALENTS AT END OF YEAR
|
$
1,833,079
|
$
1,794,896
|
|
2018
|
2017
|
|
|
|
SUPPLEMENTAL DISCLOSURE
OF CASH FLOW INFORMATION
|
|
|
Cash paid during the year for:
|
|
|
Interest
|
$
32,564
|
$
29,039
|
Income taxes
|
$
–
|
$
10,187
|
|
2018
|
2017
|
|
|
|
Office furniture
and equipment
|
$
350,429
|
$
348,363
|
Land
|
98,409
|
98,409
|
Building
|
1,102,148
|
1,096,946
|
Accumulated
depreciation
|
(343,800
)
|
(271,747
)
|
|
$
1,207,196
|
$
1,271,971
|
|
2018
|
2017
|
|
|
|
Current income tax
expense:
|
|
|
Federal
|
$
–
|
$
–
|
State
|
–
|
10,859
|
Total current tax
expense
|
$
–
|
$
10,859
|
Deferred tax
expense:
|
|
|
Federal
|
$
(123,124
)
|
$
(123,124
)
|
State
|
(18,468
)
|
(18,468
)
|
Total deferred tax
expense
|
$
(141,592
)
|
$
(141,592
)
|
|
|
|
Total provision
(benefit) for income tax expense
|
$
(141,592
)
|
$
(141,592
)
|
|
2018
|
2017
|
|
|
|
Expected federal
tax rate
|
21
%
|
21
%
|
State income
taxes
|
5
%
|
5
%
|
Effect of permanent
differences
|
0
%
|
0
%
|
Change in tax rate
and other
|
0
%
|
0
%
|
|
|
|
Effective tax
rate
|
26
%
|
26
%
|
|
Number of
Options
|
Weighted Average
Exercise Price per Share
|
Weighted Average
Grant Date Fair Value
|
Aggregate
Intrinsic Value
|
Outstanding on
December 31, 2015
|
207
|
$
8,692
|
$
4,435
|
$
–
|
Granted
|
–
|
–
|
–
|
–
|
Exercised
|
–
|
–
|
–
|
–
|
Canceled
|
39
|
–
|
–
|
–
|
Outstanding on
December 31, 2016
|
168
|
$
5,000
|
$
3,844
|
$
–
|
Granted
|
–
|
–
|
–
|
–
|
Exercised
|
–
|
–
|
–
|
–
|
Canceled
|
–
|
–
|
–
|
–
|
Outstanding on
December 31, 2017
|
168
|
$
5,000
|
$
3,844
|
$
–
|
Granted
|
–
|
–
|
–
|
–
|
Exercised
|
–
|
–
|
–
|
–
|
Cancelled
|
–
|
–
|
–
|
–
|
Outstanding on
December 31, 2018
|
168
|
$
5,000
|
$
3,844
|
$
–
|
Range of Exercise
Prices
|
Number
Outstanding
|
Weighted Average
Remaining Contractual Life (Years)
|
Weighted Average
Exercise Price
|
Number
Exercisable
|
Weighted Average
Exercise Price
|
$
0 to $4,900
|
138
|
Perpetual
|
$
4,200
|
138
|
$
4,200
|
$
5,000 to $9,900
|
27
|
1*
|
$
5,200
|
27
|
$
5,200
|
$
10,000 to $15,000
|
3
|
Perpetual
|
$
10,100
|
3
|
$
10,100
|
$
0 to $15,000
|
168
|
1*
|
$
8,692
|
168
|
$
8,692
|
Years
ending December 31,
|
|
2019
|
$
13,203
|
2020
|
13,203
|
2021
|
13,203
|
2022
|
13,203
|
2023
|
13,203
|
Total minimum
future rental payments
|
$
66,016
|
|
Holding
Company
|
Broker-Dealer
Services
|
Total
|
|
|
|
|
Revenues from
external customers$
|
$
3,200
|
$
15,068,191
|
$
15,071,391
|
Interest
expense
|
(34,564
)
|
–
|
(34,564
)
|
Depreciation
|
34,972
|
37,081
|
72,053
|
Income (loss)
before income tax benefit (expense)
|
(219,075
)
|
(105,251
)
|
(324,326
)
|
Income tax benefit
(expense)
|
5,015
|
23,874
|
28,889
|
Net income (loss)
of continued operations
|
(214,060
)
|
(81,377
)
|
(295,437
)
|
Segment assets of
continued operations
|
|
|
|
Revenues from
external customers$
|
$
–
|
$
15,569,191
|
$
15,569,191
|
Interest
expense
|
(29,039
)
|
–
|
(29,039
)
|
Depreciation
|
21,357
|
41,349
|
62,705
|
Income (loss)
before income tax benefit (expense)
|
(336,728
)
|
305,363
|
(31,365
)
|
Income tax benefit
(expense)
|
16,409
|
(102,342
)
|
(85,933
)
|
Net income (loss)
of continued operations
|
(320,319
)
|
203,021
|
(117,298
)
|
Segment assets of
continued operations
|
1,638,344
|
3,496,915
|
5,135,259
|
|
2018
|
2017
|
|
|
|
Assets for the
Holding Company segment
|
$
1,622,065
|
$
1,638,344
|
Assets for the
Broker-Dealer Services segment
|
$
3,519,905
|
$
3,496,915
|
Elimination for the
Holding Company segment receivables
|
$
–
|
$
–
|
Elimination for the
Broker-Dealer Services segment receivables
|
$
–
|
$
–
|
Consolidated assets
of continued operations
|
$
5,141,970
|
$
5,135,259
|
1 Year Capital Financial (CE) Chart |
1 Month Capital Financial (CE) Chart |
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