Get Started for Free Contexxia identifies hard-to-find pieces of information in SEC filings. No more highlighters, no more redlining, no more poring over huge documents. RUBICON FINANCIAL INC (1103977) 10-Q published on Sep 09, 2015 at 3:42 pm
Reporting Period: Jun 29, 2015
Holders of Series A Convertible Preferred Stock shall not have the right to vote on matters that come before the stockholders. The Series A Convertible Preferred Stock is redeemable at the Company’s option, in whole or in part, at a redemption price of $1.00 per share. Series A Convertible Preferred Stock may be converted at a rate of five shares of common stock for each share of Series A Convertible Preferred stock and holders of the shares will be entitled to a preferred dividend at the rate of 10% per annum. Dividends on the shares will be cumulative and shall be paid, solely at the option and discretion of the Company, either (i) in cash, or (ii) in shares of the Company’s Common Stock at a price equal to $0.20 per share. Dividends shall be paid quarterly. Series A Convertible Preferred Stock ranks senior to common stock in the event of liquidation.
The Company shall be required to utilize certain amounts of funds it receives from equity or debt financing after the date of issuance of shares of Series B Preferred Stock to redeem the shares in accordance with the following: (i) the Company shall utilize 100% of funds received from the issuance and sale of shares of Series A preferred stock to redeem the shares of Series B Preferred Stock; (ii) the Company will not be required to redeem any shares of Series B Preferred stock for financings up to $500,000 in the aggregate; (iii) the Company shall utilize a minimum of 10% of the funds received to redeem the shares of Series B Preferred Stock from financings from $500,001 up to $1,000,000 in the aggregate; and (iv) the Company shall utilize a minimum of 25% of the funds received to redeem the shares of Series B Preferred Stock for financings in excess of $1,000,001 in the aggregate.
Our revenues decreased 25% and 19%, respectively, during the three and six months ended June 30, 2015 over the same periods in 2014. The revenue decreases for the periods are primarily the result of decreases in revenues generated by NCS due to the reduction in registered representatives, and substantially decreased investment banking and mutual fund selling concessions.
Commissions increased for the three and six months ending June 30, 2015 compared to the same periods of 2014 by 53% and 26%, respectively. Investment Banking Fees significantly decreased over the three and six month periods ended June 30, 2015, due to the lack of liquidity events in direct participation programs (primarily REITs) and other alternative investment products. We also experienced a decrease in mutual fund concessions during the three and six month periods of 2015, primarily as a result of the loss of two of our popular mutual funds due to our clearing firm not being able to hold such investments.
Operating expenses decreased by 25% and 19%, respectively, for the three and six month periods ended June 30, 2015 compared to the same periods of 2014, which directly matched the decreases in revenues for the same periods. Increased professional fees during the period were directly offset by substantial decreases in general expenses (16% and 2%, respectively) for the three and six months ended June 30, 2015, and 63% and 54%, respective decreases in executive compensation.