Beneficial Holdings Announces 2013 Unaudited Results; Reviews 2013
Activities; Sets Investor Call
MONTVALE, NJ--(Marketwired - Apr 3, 2014) - Beneficial Holdings
Inc. (OTC Pink: BFHJ) (PINKSHEETS: BFHJ) today announced
preliminary unaudited results for the year ended December 31, 2013,
updates to corporate developments and the date and time for an
investor conference call.
UNAUDITED FINANCIAL
RESULTS FOR THE TWELVE MONTHS AND FINAL QUARTER ENDED
DECEMBER 31, 2013
The Company has prepared unaudited financial statements for the
years ended December 31, 2013 and 2012. These financial statements
will be examined by the Company's independent public accountants
and posted on the Company's web site at
www.beneficial-holdings.net.
For the twelve months ended December 31, 2013 the Company
recorded revenues of $293,369 and a net loss for the twelve month
period of $1,738,226, equal to a loss of eight cents per share.
Approximately $1.3 million of such net loss (six cents per fully
diluted share) was attributed to the effects of recording
stock-based compensation in accordance with Generally Accepted
Accounting Principles. The weighted average number of fully-diluted
common shares for the twelve months ended December 31, 2013 was
22,180,917. All such amounts are unaudited. The Company recorded
$83,950 of revenue for the three months ended December 31, 2013.
The net loss for the period was $1,415,761, equal to a loss of six
cents per share (fully diluted). Approximately $1.3 million of such
net loss (six cents per fully diluted share) was attributed to the
effects of recording stock based compensation in accordance with
Generally Accepted Accounting Principles. The weighted average
number of fully-diluted common shares for the three months ended
December 31, 2013 was 22,285,543. All such amounts are
unaudited.
Revenues for the three- and twelve-month periods were generated
from the Company's asset management and development activities.
No member of management or their beneficiaries has engaged in
any sale or purchase of the Company's common shares or
equity-related securities during the twelve months ended December
31, 2013.
Operating results for the comparable periods in 2012 are not
relevant due to the previously-announced discontinuance of certain
operations and changes in accounting methods.
2013 ACTIVITY
SUMMARY Summing up 2013 activity, Gregory N. Senkevitch,
Beneficial's Chairman, President and CEO said: "Our Project
Solutions business provided all of the Company's revenues for 2013.
The Company recorded revenue from our co-development assignment at
1355 First Avenue and from our asset management engagements. Aside
from the effects of recording stock based compensation in
accordance with GAAP, the Company recorded a loss of two cents per
fully diluted share. Additionally, it should be noted the Company
has not recorded a credit for federal and state income taxes to
offset such losses on a GAAP basis."
Senkevitch added: "These initial activities of our Project
Solutions operation have uniquely positioned the Company to be
recognized as an innovative service provider within the 'built'
environment. Over the past year, our most significant project, 1355
First Avenue (www.charlesnyc.com) -- one of the few new
construction projects on Manhattan's highly desired Upper East Side
-- has garnered accolades for its design, sales activity and unique
market positioning. Our BFHJ Project Solutions management team is
proud to have originated this ground breaking development back in
2007 and is privileged to be playing a role in its delivery. The
Company's role in this project is small; however, it indicates the
business that Project Solutions is pursuing."
Commenting on 2013's acquisition activity, Senkevitch said:
"Restructuring the Green RG transaction to a licensing arrangement
recognizes the synergies that we can create within our existing
management team and its extended network of professional contacts.
During our due diligence process, we recognized that both
Beneficial's and Green RG's interests were better served by
obtaining access to Green RG's technology on a favorable pricing
basis and accessing proprietary situations where the technology
could be utilized to maximize our Company's profits. Over the next
several weeks we expect to conclude the Green Econometrics
acquisition (www.greenecon.net) and to further outline our plans to
staff up our Energy Solutions business and roll out its business
plan."
INVESTOR CALL
SET Senkevitch also announced the Company's second investor
call: "With the scope of the changes to the Company's capital
structure and business platform during 2013 and the expectation
that we will be able to announce one or more potential acquisitions
and management team additions over the next several weeks, a second
investor call is warranted. This call will provide an interactive
forum that will allow for the continued discussion of the Company's
strategy and communicate management's accomplishments and
expectations."
The investor call will start promptly at 11:00 AM EDT on
Wednesday, April 23, 2014. The toll free dial in number for United
States and Canada is (888) 481-2844. The international toll number
is (719) 325-2144 (not toll free). For either number please enter
pass code 6980950 when prompted. Allow at least 15 minutes prior to
the call for the registration process. Investor questions will be
answered as time allows.
"We are building a company that combines experienced,
principal-based talent with cutting edge technology and
capital-based solutions. Over the next several weeks we will
continue to outline additional service platforms and management
talent that will expand our basket of services for the 'built'
environment. We believe that this basket of services greatly
exceeds those provided by traditional real estate service
providers, will allow us to target unique value-added situations in
the 'built' environment and will enable us to achieve enhanced
revenue streams from multiple engagements with repeat clients and
customers. This is how we will 'Create Value from Market
Knowledge,'" Senkevitch concluded.
COMPANY BACKGROUND AND
HISTORY Beneficial Holdings, Inc., a Nevada Corporation, was
incorporated on December 20, 1990. The Company is currently engaged
in the real estate services and energy management sectors. The
Company's focus is on the 'built' environment: real estate and
infrastructure owned by public, institutional and private sector
entities. The Company seeks to work with select customers on a
long-term basis providing a multiplicity of services and solutions
affording the Company potential multiple revenue streams.
DEVELOPMENT STAGE
ACTIVITIES Through year-end 2013, the Company was classified
as a development stage company with no significant revenues from
operations. Accordingly, all of the Company's operating results and
cash flows are related to development stage activities and
represent the cumulative from inception amounts from its
development stage activities reported pursuant to Financial
Accounting Standards Board ("FASB") Accounting Standards
Codification ("ASC") 915-10-05, Development Stage
Entities.
As a developmental stage company, the Company has limited access
to the capital markets; and the Company's ability to continue in
business is dependent upon obtaining sufficient financing or
attaining profitable operations. There can be no assurance that the
Company will be successful in obtaining additional funding or in
attaining profitable operations.
CAPITAL
STRUCTURE The Company had 898,992 common shares outstanding
as of December 31, 2013. Additionally, the Company has 2,000,000
Series "B" Convertible Preferred Stock outstanding. On December 12,
2013 the Company affected a 1:5,000 reverse split of its common
shares (with a provision that no shareholder will have less than
100 shares after the reverse split). As a result of this reverse
split, the Company's outstanding common shares decreased from
4,099,099,952 to 848,992.
The Series "B" Preferred Stock is at all times convertible into
no less than 51% of the aggregate amount of outstanding Common
Stock, inclusive of the Common Shares to be issued to the Series
"B" Preferred Stock, assuming all the Series "B" Preferred Stock is
converted (but not less than 2,000,000 shares).
After the 2013 reverse split, the Company issued 50,000 common
shares to its outside counsel for legal services. Additionally
options and warrants were issued to employees and consultants
allowing for the purchase of up to 4,175,000 common shares at a per
share price of 25 cents.
During 2013, the Company commenced an offering of its two-year
9% Series "A" Convertible Notes. The notes have a conversion price
of $1.43 per share and each $25,000 note includes a warrant to
purchase 17,500 shares at $2.00 per share. Through the date of this
news release, a total of $175,000 of the Series "A" Convertible
Notes has been placed.
In April 2012, the Company granted the Company's Chief Executive
Officer an option to acquire up to 10,000,000 shares of the
Company's for three cents per share.
At December 31, 2012, the Company entered into a line of credit
arrangement with an affiliate of its management. The credit
agreement, as amended, allows the Company to borrow up to $30,000
through December 31, 2015 when the credit agreement matures and is
due and payable. The credit agreement bears interest at a rate of
12% per annum, compounded monthly. Substantially all of the
Company's assets are pledged to secure borrowings under the credit
agreement, subject to subordination to the Series "A" Convertible
Notes.
In February of 2013, certain members of the Company's management
contributed real estate management contracts to the Company for
which they received no direct compensation.
At December 31, 2013, the Company was authorized to issue up to
200,000,000 shares of Common Stock at $0.00001 par value per share
and up to 2,000,000 shares of Series "B" Preferred Stock at
$0.00001 par value per share.
ABOUT BENEFICIAL
HOLDINGS, INC.
Beneficial Holdings, Inc. is a holding company seeking to
acquire and invest in operating service-oriented businesses in the
real estate, financial services and energy management sectors. For
more information on the Company please visit our web site at
www.beneficial-holdings.net.
FORWARD-LOOKING
STATEMENTS
This news release may contain forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934. As a general
matter, forward-looking statements reflect our current expectations
and projections relating to our financial condition, results of
operations, plans, objectives, future performance and business.
These statements may be identified by the use of forward-looking
terminology such as "may", "will", "expects", "plans", "estimates",
"anticipates", "projects", "intends", "believes", "outlook" and
similar expressions.
The forward-looking statements contained in this news release
are based upon our historical performance, current plans,
estimates, expectations and other factors we believe are
appropriate under the circumstances. The inclusion of this
forward-looking information is inherently subject to risks and
uncertainties, many of which cannot be predicted with accuracy and
some of which might not even be anticipated. Future events and
actual results, financial and otherwise, may differ materially from
the results discussed in the forward-looking statements. Statements
regarding the following subjects, among others, may be
forward-looking: our business and investment strategy; our
projected operating results; estimates relating to our ability to
make distributions to our stockholders in the future and economic
trends and economic recoveries.
All information in this release is as of April 3, 2014. The
Company does not undertake a duty to update forward-looking
statements, including its projected operating results. Readers are
cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date of this news release.
The Company may, in its discretion, provide information in future
public announcements regarding its outlook that may be of interest
to the investment community.
CONTACT: GREG McANDREWS & ASSOCIATES Gregory A. McAndrews
(310) 804-7037 greg@gregmcandrews.com
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