UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
10-Q
[X] |
QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF
1934 |
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For the quarterly
period ended March 31,
2015 |
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Or |
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[ ] |
TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934 |
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For the transition
period from ___________to ___________ |
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Commission File
No. 333-73996 |
MORGAN GROUP HOLDING
CO.
(Exact name of small business issuing as specified
in its charter)
Delaware |
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13-4196940 |
(State or other jurisdiction of Incorporation of
organization) |
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(IRS Employer Identification Number) |
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401 Theodore Fremd
Avenue, Rye, New York |
10580 |
(Address of principal executive offices) |
(Zip Code) |
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(914)
921-1877 |
(Registrants telephone number, including area
code) |
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. [X] Yes [ ] No
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 [ ] |
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Accelerated filer [ ] |
Non-accelerated filer [ ] (Do not check if a
smaller reporting company) |
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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). [X]
Yes [ ] No
State the number of shares
outstanding of each of the issuers classes of common equity, as of the latest
practical date.
Class |
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Outstanding at April 30,
2015 |
Common Stock, $.01 par value |
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3,359,055 |
MORGAN GROUP HOLDING
CO.
TABLE OF CONTENTS
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Page
No. |
PART I FINANCIAL INFORMATION |
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Item
1. |
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Financial Statements. |
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3-9 |
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Item
2. |
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Managements Discussion and Analysis of
Financial Condition and Results of Operations. |
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9-10 |
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Item
3. |
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Quantitative and Qualitative Disclosure About
Market Risk. |
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10 |
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Item
4. |
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Controls and Procedures. |
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10 |
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PART
II OTHER INFORMATION |
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Item
6. |
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Exhibits. |
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11 |
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Signatures |
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12 |
2
PART I - FINANCIAL
INFORMATION
Item 1. Financial
Statements.
Unaudited Financial
Statements
Condensed Balance Sheets as of
March 31, 2015, December 31, 2014 and March 31, 2014
Condensed Statements of Operations for the
Three Months Ended March
31, 2015 and 2014
Condensed Statements of Cash Flows for the
Three Months Ended March
31, 2015 and 2014
Condensed Statement of Shareholders Equity for the
Three Months Ended
March 31, 2015
Notes to Condensed Financial
Statements as of March 31, 2015
3
Morgan Group Holding
Co.
Condensed Balance Sheets
(Unaudited)
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March 31, |
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December 31, |
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March 31, |
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2015 |
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2014 |
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2014 |
ASSETS |
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Current assets: |
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Cash and
cash equivalents |
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$149,377 |
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$187,429 |
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$255,469 |
Prepaid
expenses |
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14,108 |
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9,082 |
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14,109 |
Total current assets |
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163,485 |
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196,511 |
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269,578 |
Equipment net |
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409 |
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572 |
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1,062 |
Total assets |
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$163,894 |
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$197,083 |
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$270,640 |
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LIABILITIES |
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Current liabilities: |
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Accrued
liabilities |
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$700 |
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$8,257 |
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$23,872 |
Total current liabilities |
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700 |
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8,257 |
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23,872 |
Total liabilities |
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700 |
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8,257 |
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23,872 |
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COMMITMENTS AND CONTINGENCIES |
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SHAREHOLDERS' EQUITY |
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Preferred stock, $0.01 par value, 1,000,000
shares |
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authorized, none outstanding |
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-- |
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-- |
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-- |
Common stock, $0.01 par value, 10,000,000
shares |
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authorized, 3,359,055 outstanding |
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33,591 |
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33,591 |
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33,591 |
Additional paid-in-capital |
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5,772,368 |
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5,772,368 |
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5,772,368 |
Accumulated deficit |
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(5,642,765) |
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(5,617,133) |
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(5,559,191) |
Total shareholders' equity |
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163,194 |
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188,826 |
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246,768 |
Total liabilities and shareholders' equity |
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$163,894 |
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$197,083 |
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$270,640 |
See accompanying notes to
condensed financial statements
4
Morgan Group Holding
Co.
Condensed Statements of Operations
(Unaudited)
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Three Months Ended |
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March
31, |
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2015 |
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2014 |
Revenues |
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$-- |
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$-- |
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Administrative expenses |
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(25,632) |
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(47,834) |
Other income: |
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Realized and unrealized
loss on |
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marketable securities |
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-- |
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(543) |
Net loss before income taxes |
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(25,632) |
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(48,377) |
Income taxes |
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-- |
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-- |
Net loss |
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($25,632) |
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($48,377) |
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Net
loss per share, basic and diluted |
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($0.01) |
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($0.01) |
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Shares outstanding, basic and diluted |
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3,359,055 |
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3,359,055 |
See accompanying notes
to condensed financial statements
5
Morgan Group Holding
Co.
Condensed Statements of Cash Flows
(Unaudited)
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Three Months Ended |
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March
31, |
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2015 |
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2014 |
Cash
Flows from Operating Activities |
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Cash paid
to suppliers |
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($38,052) |
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($28,826) |
Net cash used in operating activities |
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(38,052) |
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(28,826) |
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Cash
Flows from Investing Activities |
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Proceeds
from the sale of marketable securities |
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-- |
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275,314 |
Net cash provided by investing activities |
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-- |
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275,314 |
Net (decrease) increase in cash and cash equivalents |
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(38,052) |
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246,488 |
Cash and
cash equivalents, beginning of the period |
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187,429 |
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8,981 |
Cash and cash equivalents, end of the period |
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$149,377 |
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$255,469 |
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Reconciliation of net loss to net cash used in
operating |
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activities: |
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Net loss |
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($25,632) |
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($48,377) |
Depreciation |
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163 |
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163 |
Realized losses from the sale of marketable securities |
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-- |
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4,781 |
Change in unrealized gains from investment in |
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marketable securities |
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-- |
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(4,238) |
Increase in prepaid expenses |
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(5,026) |
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(5,027) |
(Decrease) increase in accrued liabilities |
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(7,557) |
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23,872 |
Net
cash used in operating activities |
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($38,052) |
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($28,826) |
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Cash
paid for interest |
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$-- |
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$-- |
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Cash
paid for income taxes |
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$-- |
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$-- |
See accompanying notes
to condensed financial statements
6
Morgan Group Holding
Co.
Condensed Statement of Shareholders Equity
Three Months Ended March
31, 2015
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Common Stock |
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Additional |
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Par |
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Paid
in |
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Accumulated |
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Shares |
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Value |
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Capital |
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Deficit |
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Total |
Shareholders equity, |
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December
31, 2014 |
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3,359,055 |
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$33,591 |
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$5,772,368 |
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($5,617,133) |
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$188,826 |
Net
loss for three |
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months
ended March |
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31,
2015 |
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-- |
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-- |
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-- |
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(25,632) |
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(25,632) |
Shareholders equity, |
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March 31,
2015 |
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3,359,055 |
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$33,591 |
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$5,772,368 |
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($5,642,765) |
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$163,194 |
See accompanying notes
to condensed financial statements
7
Morgan Group Holding
Co.
Notes to Condensed Financial Statements
Note 1. |
Basis of Presentation |
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Morgan Group Holding
Co. (Holding or the Company) was incorporated in November 2001 as a
wholly-owned subsidiary of LICT Corporation (LICT) to serve, among other
business purposes, as a holding company for LICTs controlling interest in
The Morgan Group, Inc. (Morgan). On January 24, 2002, LICT spun off
2,820,051 shares of Holding common stock through a pro rata distribution
(Spin-Off) to its stockholders and retained 235,294 shares.
The accompanying
unaudited condensed financial statements have been prepared in accordance
with accounting principles generally accepted in the United States for
interim financial information and with the instructions to Form 10-Q and
Article 8 of Regulation S-X. Accordingly, they do not include all of the
information and footnotes required by accounting principles generally
accepted in the United States for complete financial statements. In the
opinion of management, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included.
Operating results for the three months ended March 31, 2015 are not
necessarily indicative of the results that may be expected for the year
ending December 31, 2015. The preparation of financial statements in
conformity with accounting principles generally accepted in the United
States requires management to make estimates and assumptions that affect
the amounts reported in the financial statements and accompanying notes.
Actual results could differ from these estimates. |
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Note 2. |
Significant
Accounting Policies
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All highly liquid
investments with maturity of three months or less when purchased are
considered to be cash equivalents. The carrying value of a cash equivalent
approximates its fair value based on its nature.
At March 31, 2015,
December 31, 2014 and March 31, 2014 all cash and cash equivalents were
invested in a United States Treasury money market fund, of which an
affiliate of the Company serves as the investment manager.
The Company may from
time to time invest in marketable securities that are bought and held
principally for the purpose of selling them in the near term and are
classified as trading securities. Trading securities are recorded at fair
value on the balance sheet in current assets, with the change in fair
value during the period included in earnings.
Basic earnings per
share is based on the weighted-average number of common shares outstanding
during each period. Diluted earnings per share is based on basic shares
plus the incremental shares that would be issued upon the assumed exercise
of in-the-money stock options and unvested restricted stock using the
treasury stock method and, if dilutive. |
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Note 3. |
Income
Taxes |
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The Company is a C
corporation for Federal tax purposes, and has provided for deferred income
taxes for temporary differences between the financial statement and tax
bases of its assets and liabilities. The Company has recorded a full
valuation allowance against its deferred tax asset of approximately
$210,702 arising from its temporary basis differences and tax loss
carryforward, as its realization is dependent upon the generation of
future taxable income during the period when such losses would be
deductible.
Pursuant to Sections
382 and 383 of the Internal Revenue Code, annual use of any of the
Companys net operating loss carry forwards may be limited if cumulative
changes in ownership of more than 50% occur during any three year period.
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Note 4. |
Commitments and
Contingencies
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From time to time the
Company may be subject to certain asserted and unasserted claims. It is
the Companys belief that the resolution of these matters will not have a
material adverse effect on its financial
position. |
8
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The Company has not
guaranteed any of the obligations of Morgan and believes it currently has
no commitment or obligation to fund any creditors. |
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Note 5. |
Shareholders Equity and Stock Options and
Warrants |
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At the Companys
Annual Meeting of Stockholders on May 8, 2014, its stockholders voted to
amend the Companys Certificate of Incorporation (the Charter Amendment)
to increase the number of authorized shares of common stock, par value
$0.01 per share, from 10,000,000 to 100,000,000. In order to economize
costs until necessary, the Company has not yet filed the Amended
Certificate of Incorporation
with its state of
incorporation, Delaware, to effectuate the authorization.
On December 21, 2012,
the Company and Jonathan P. Evans, currently Chief Executive Officer of
the Company, entered into a Nonqualified Stock Option Agreement, whereby
the Company granted to Mr. Evans an option (the Option) to purchase
800,000 shares of the Companys Common Stock at an exercise price of $0.15
per share of Common Stock, which was the closing price of the Common Stock
as quoted on the OTC Markets inter-dealer quotation service on December
20, 2012. The Options are exercisable at any time and the exercise period
expires December 21, 2015. As of March 31, 2015 and December 31, 2014,
these are the only options outstanding.
Also on December 21,
2012, the Company issued a warrant to purchase up to 1,000,000 shares of
the Companys Common Stock at $1.00 per share to Jonathan P. Evans in
exchange for $10,000, which was received in 2013. In addition on that
date, the Company issued a warrant to purchase up to 200,000 shares of the
Companys Common Stock to Robert E. Dolan, Chief Financial Officer of the
Company, in exchange for $2,000. Both warrants are exercisable currently
through December 21, 2017.
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Item 2. Managements
Discussion and Analysis of Financial Condition and Results of
Operations
Overview
The Company currently has
no operating businesses and is actively seeking acquisitions as part of its
strategic alternatives. Its only costs are the expenses required to make the
regulatory filings needed to maintain its public status and to find and evaluate
potential acquisitions. These costs are estimated at $50,000 to $100,000 per
year.
Results of Operations
Three months Ended March
31, 2015 and 2014
For the three months ended
March 31, 2015, the Company incurred $25,632 of administrative expenses, a
decrease of $22,202 from the $47,834 of administrative expenses for the three
months ended March 31, 2014. The decrease was essentially due to additional
acquisition costs in 2014 related to a specific potential acquisition candidate
that the Company did not ultimately acquire.
The Company may from time
to time invest in marketable securities. During the three months ended March 31,
2014, the Company recorded $543 of net realized and unrealized losses from this
activity; no realized or unrealized gains or losses were recorded during 2015.
Liquidity and Capital
Resources
As of March 31, 2015, the
Companys principal assets consisted of cash and cash equivalents of $149,377.
The Company has implemented
a growth strategy to acquire US-based businesses of an appropriate type and
size. The execution of such a strategy may require the Company to obtain
significantly more financial resources than it currently possesses. Those
resources could take the form of debt and equity offerings, or potentially a
hybrid instrument. There is no assurance that the Company can obtain such
financial resources to successfully implement this strategy.
9
At the Companys Annual
Meeting of Stockholders on May 8, 2014, its stockholders voted to amend the
Companys Certificate of Incorporation (the Charter Amendment) to increase the
number of authorized shares of common stock, par value $0.01 per share, from
10,000,000 to 100,000,000. This Charter Amendment gives the Company greater
flexibility in considering and planning for future corporate needs, including,
but not limited to, possible future capital raising activities, potential
strategic transactions, including mergers, acquisitions, and business
combinations, as well as other general corporate transactions. Such transactions
may be undertaken with affiliates of the Company or unaffiliated third parties.
The Board believes that additional authorized shares of common stock will enable
the Company to take timely advantage of market conditions and favorable
financing and acquisition opportunities that become available.
The Company has no current
plan, commitment, arrangement, understanding or agreement regarding the issuance
of the additional shares of common stock that will result from the Companys
adoption of this Charter Amendment.
The Company has not yet
filed the Amended Certificate of Incorporation with its state of incorporation,
Delaware.
Off Balance Sheet
Arrangements
None.
Item 3. Quantitative and
Qualitative Analysis of Market Risk
The Company is a smaller
reporting company as defined in Item 10(f)(1) of Regulation S-K and thus is not
required to report the Quantitative and Qualitative Analysis of Market Risk
specified in Item 305 of Regulation S-K.
Item 4. Controls and
Procedures
(a) Evaluation of Disclosure Controls and
Procedures
Our Chief Executive Officer
and Chief Financial Officer have evaluated the effectiveness of the Companys
disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e)
of the Securities Exchange Act of 1934 (the Act)) as of the end of the period
covered by this report. Based on that evaluation, the Chief Executive Officer
and Chief Financial Officer have concluded that the Companys disclosure
controls and procedures as of the end of the period covered by this report were
designed and were functioning effectively to provide reasonable assurance that
the information required to be disclosed by the Company in reports filed under
the Act is recorded, processed, summarized and reported within the time periods
specified in the rules and forms of the Securities and Exchange Commission. The
Company believes that a controls system, no matter how well designed and
operated, cannot provide absolute assurance that the objectives of the controls
system are met, and no evaluation of controls can provide absolute assurance
that all control issues and instances of fraud, if any, within a company have
been detected.
(b) Changes in Internal Controls
During the period covered
by this report, there have been no changes in our internal control over
financial reporting that have materially affected, or are reasonably likely to
materially affect, our financial statements.
Forward Looking
Discussion
This report contains a
number of forward-looking statements, including but not limited to statements
regarding the prospective adequacy of the Companys liquidity and capital
resources in the near term. From time to time, the Company may make other oral
or written forward-looking statements regarding its anticipated operating
revenues, costs and expenses, earnings and other matters affecting its
operations and condition. Such forward-looking statements are subject to a
number of material factors, which could cause the statements or projections
contained therein to be materially inaccurate. Such factors include the
estimated administrative expenses of the Company on a going-forward
basis.
10
PART II - OTHER
INFORMATION
Item 6. |
Exhibits. |
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Exhibit 3.1 |
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Certificate of
Incorporation of the Company* |
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Exhibit 3.2 |
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By-laws of the Company* |
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Exhibit 31.1 |
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Chief Executive Officer Rule 15d-14(a) Certification. |
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Exhibit 31.2 |
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Principal Financial Officer Rule 15d-14(a)
Certification. |
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Exhibit 32.1 |
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Chief Executive Officer Section 1350 Certification. |
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Exhibit 32.2 |
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Principal Financial Officer Section 1350
Certification. |
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EX-101.INS |
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XBRL
INSTANCE DOCUMENT |
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EX-101.SCH |
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XBRL
TAXONOMY EXTENSION SCHEMA |
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EX-101.PRE |
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XBRL
TAXONOMY EXTENSION PRESENTATION LINKBASE |
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EX-101.LAB |
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XBRL
TAXONOMY LABEL LINKBASE |
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EX-101.CAL |
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XBRL
TAXONOMY EXTENSION CALCULATION |
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EX-101.DEF |
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XBRL
TAXONOMY EXTENSION DEFINITION
LINKBASE |
________________
* |
Incorporated by
reference to the exhibits to the Companys Registration Statement on Form
S-1 (Registration No. 333-73996). |
11
SIGNATURES
Pursuant to the
requirements of Section 13 or 15(d) of the Securities and Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
MORGAN GROUP HOLDING CO.
By: |
/s/ Robert E. Dolan |
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ROBERT E. DOLAN |
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Chief Financial Officer |
May 7, 2015
12
Exhibit 31.1
Rule 13a-14(a)
Certification of the Chief Executive Officer
I, Jonathan P. Evans,
certify that:
1. I have reviewed this
Quarterly Report on Form 10-Q of Morgan Group Holdings Co.;
2. Based on my knowledge,
this report does not contain any untrue statement of a material fact or omit to
state a material fact necessary to make the statements made, in light of the
circumstances under which such statements were made, not misleading with respect
to the period covered by this report;
3. Based on my knowledge,
the financial statements, and other financial information included in this
report, fairly present in all material respects the financial condition, results
of operations and cash flows of the registrant as of, and for, the periods
presented in this report;
4. The registrant's other
certifying officer and I are responsible for establishing and maintaining
disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e)
and 15d-15(e)) and internal control over financial reporting (as defined in
Exchange Act Rules 13a15(f) and 15d15(f)) for the registrant and have:
Designed such disclosure
controls and procedures, or caused such disclosure controls and procedures to be
designed under our supervision, to ensure that material information relating to
the registrant is made known to us by others within those entities, particularly
during the period in which this report is being prepared;
Designed such internal
control over financial reporting, or caused such internal control over financial
reporting to be designed under our supervision, to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of
financial statements for external purposes in accordance with generally accepted
accounting principles.
Evaluated the effectiveness
of the registrant's disclosure controls and procedures and presented in this
report our conclusions about the effectiveness of the disclosure controls and
procedures, as of the end of the period covered by this report based on such
evaluation; and
Disclosed in this report
any change in the registrant's internal control over financial reporting that
occurred during the registrant's most recent fiscal quarter (the registrant's
fourth fiscal quarter in the case of an annual report) that has materially
affected, or is reasonably likely to materially affect, the registrant's
internal control over financial reporting; and
5. The registrant's other
certifying officer and I have disclosed, based on our most recent evaluation of
internal control over financial reporting, to the registrant's auditors and the
audit committee of the registrant's board of directors (or persons performing
the equivalent functions):
(a) All significant
deficiencies and material weaknesses in the design or operation of internal
control over financial reporting which are reasonably likely to adversely affect
the registrant's ability to record, process, summarize and report financial
information; and
(b) Any fraud, whether or
not material, that involves management or other employees who have a significant
role in the registrant's internal control over financial reporting.
Date: May 7, 2015
/s/ Jonathan P. Evans |
Jonathan P. Evans |
Chief Executive Officer |
13
Exhibit 31.2
Rule 13a-14(a)
Certification of the Principal Financial Officer
I, Robert E. Dolan, certify
that:
1. I have reviewed this
Quarterly Report on Form 10-Q of Morgan Group Holdings Co.;
2. Based on my knowledge,
this report does not contain any untrue statement of a material fact or omit to
state a material fact necessary to make the statements made, in light of the
circumstances under which such statements were made, not misleading with respect
to the period covered by this report;
3. Based on my knowledge,
the financial statements, and other financial information included in this
report, fairly present in all material respects the financial condition, results
of operations and cash flows of the registrant as of, and for, the periods
presented in this report;
4. The registrant's other
certifying officer and I are responsible for establishing and maintaining
disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e)
and 15d-15(e)) and internal control over financial reporting (as defined in
Exchange Act Rules 13a15(f) and 15d15(f)) for the registrant and have:
(a) Designed such disclosure
controls and procedures, or caused such disclosure controls and procedures to be
designed under our supervision, to ensure that material information relating to
the registrant is made known to us by others within those entities, particularly
during the period in which this report is being prepared;
(b) Designed such internal
control over financial reporting, or caused such internal control over financial
reporting to be designed under our supervision, to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of
financial statements for external purposes in accordance with generally accepted
accounting principles.
(c) Evaluated the effectiveness
of the registrant's disclosure controls and procedures and presented in this
report our conclusions about the effectiveness of the disclosure controls and
procedures, as of the end of the period covered by this report based on such
evaluation; and
(d) Disclosed in this report any
change in the registrant's internal control over financial reporting that
occurred during the registrant's most recent fiscal quarter (the registrant's
fourth fiscal quarter in the case of an annual report) that has materially
affected, or is reasonably likely to materially affect, the registrant's
internal control over financial reporting; and
5. The registrant's other
certifying officer and I have disclosed, based on our most recent evaluation of
internal control over financial reporting, to the registrant's auditors and the
audit committee of the registrant's board of directors (or persons performing
the equivalent functions):
(a) All significant
deficiencies and material weaknesses in the design or operation of internal
control over financial reporting which are reasonably likely to adversely affect
the registrant's ability to record, process, summarize and report financial
information; and
(b) Any fraud, whether or
not material, that involves management or other employees who have a significant
role in the registrant's internal control over financial reporting.
Date: May 7, 2015
/s/ Robert E. Dolan |
Robert E. Dolan |
Principal Financial
Officer |
14
Exhibit 32.1
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
In connection with the
Quarterly Report on Form 10-Q of Morgan Group Holdings Co. (the Company) for the
three months ended March 31, 2015, as filed with the Securities
and Exchange Commission on the date hereof (the "Report"), Jonathan P. Evans, as
Chief Executive Officer of the Company, hereby certifies, pursuant to 18 U.S.C.
ss. 1350, as adopted pursuant to ss. 906 of the Sarbanes-Oxley Act of 2002,
that, to the best of his knowledge:
(1) The Report fully complies
with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act
of 1934; and
(2) The information contained in
the Report fairly presents, in all material respects, the financial condition
and results of operations of the Company.
/s/ Jonathan P. Evans |
Name: Jonathan P. Evans |
Title: Chief Executive
Officer |
Date: May 7, 2015
15
Exhibit 32.2
CERTIFICATION OF PRINCIPAL
FINANCIAL OFFICER PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED
PURSUANT TO
SECTION 906 OF THE
SARBANES-OXLEY ACT OF 2002
In connection with the
Quarterly Report on Form 10-Q of Morgan Group Holdings Co. (the Company) for the three
months ended March 31, 2015, as filed with the Securities
and Exchange Commission on the date hereof (the "Report"), Robert E. Dolan, as
Principal Accounting Officer of the Company, hereby certifies, pursuant to 18
U.S.C. ss. 1350, as adopted pursuant to ss. 906 of the Sarbanes-Oxley Act of
2002, that, to the best of his knowledge:
(1) The Report fully complies
with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act
of 1934; and
(2) The information contained in
the Report fairly presents, in all material respects, the financial condition
and results of operations of the Company.
/s/ Robert E. Dolan |
Name: Robert E. Dolan |
Title: Principal Financial
Officer |
Date: May 7, 2015
16
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