FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
Quarterly Report Under Section 13 or 15 (d)
Of the Securities Exchange Act of 1934
For Quarter Ended March 31, 2000
Commission File Number 08924
HABERSHAM ENERGY COMPANY
(Exact name of registrant as specified in its charter)
OKLAHOMA 73-0981865
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
6975 South Union Park Center #600, Salt Lake City UT 84047
(Address of principal executive offices)
Registrant's telephone number
including area code (801) 256-9600
Former Address, if changed since last report
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 such shorter period that the
registrant was required to file such reports)
Yes X No
and (2) has been subject to such filing requirements for the past 90 days.
Yes X No
4,617,424
(Number of shares of common
stock the registrant had
outstanding as of April 28, 2000)
PART 1
ITEM 1 - FINANCIAL STATEMENTS
The condensed financial statements included herein have been prepared by
the Company, pursuant to the rules and regulations of the Securities and
exchange Commission.
In the opinion of the Company, all adjustments, consisting of only normal
recurring adjustments, necessary to present fairly the financial position of
the Company as of March 31, 2000 and the results of its operations and
changes in its financial position from September 30, 1999 through March 31,
2000 have been made. The results of its operations for such interim period
is not necessarily indicative of the results to be expected for the entire year.
To the Board of Directors
Habersham Energy Corporation
Salt Lake City, Utah
We have reviewed the accompanying balance sheet of Habersham Energy
Corporation as of March 31, 2000, and the related statements of income,
stockholders' equity, and cash flows for the three months then ended, in
accordance with Statements on Standards for Accounting and Review Services
issued by the American Institute of Certified Public Accountants. All
information included in these financial statements is the representation of
the management of Habersham Energy Corporation.
A review consists principally of inquiries of Company personnel and analytical
procedures applied to financial data. It is substantially less in scope than
an audit in accordance with generally accepted auditing standards, the
objective of which is the expression of an opinion regarding the financial
statements taken as a whole. Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material modifications that
should be made to the accompanying financial statements in order for them to
be in conformity with generally accepted accounting principles.
The accompanying balance sheet as of September 30, 1999 was audited by us and
we expressed an unqualified opinion on it in our report dated January 21, 2000.
The accompanying statement of operations and cash flows for the three month
and six month period ended March 31, 1999 and the three months ended December
31, 1999 were not audited by us and, accordingly, we do not express an opinion
on them.
Crouch, Bierwolf & Chisholm
Salt Lake City, Utah
May 19, 2000
HABERSHAM ENERGY COMPANY
Balance Sheet
ASSETS
March 31, September 30,
2000 1999
(Reviewed) (Audited)
TOTAL ASSETS $ - $ -
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts Payable 169,713 169,713
Total Current Liabilities 169,713 169,713
COMMITMENT AND CONTINGENCIES (Note 2) - -
STOCKHOLDERS' EQUITY (DEFICIT)
Preferred Stock; 1,428 shares at $700
par value; 0 shares issued and outstanding
(Note 3) - -
Common Stock authorized; 20,000,000 shares at $.10
par value; 4,617,424 shares issued and outstanding 461,742 461,742
Capital in Excess of Par Value 7,884,033 7,884,033
Accumulated (Deficit) (8,515,488 ) (8,515,488)
Total Stockholders' Equity (Deficit) (169,713 ) (169,713)
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY (DEFICIT) $ - $ -
HABERSHAM ENERGY COMPANY
Statements of Operations
(unaudited)
For the Three For the Three For the Six For the Six
Months Ended Months Ended Months Ended Months Ended
March 31, March 31, March 31, March 31,
2000 1999 2000 1999
(Reviewed) (Unaudited) (Unaudited) (Unaudited)
REVENUE $ - $ - $ - $ -
EXPENSES $ - $ - $ - $ -
NET INCOME (LOSS)
- Before Taxes $ - $ - $ - $ -
Taxes (Note 1) - - -
-
INCOME (LOSS) $ - $ - $ - $-
Loss Per Common Share $ - $ - $ - $-
Average Outstanding
Shares 4,617,424 4,617,424 4,617,424 4,617,424
HABERSHAM ENERGY COMPANY
Statements of Stockholders' Equity
March 31, 2000
Capital
Common in excess of Accumulated
Shares Stock par value (deficit)
Balance, September 30, 1998
(Audited) 4,617,424 $ 461,742 $ 7,884,033 $ (8,515,488)
Net income (loss) for the year
ended September 30, 1999 - - - -
Balance, September 30, 1999
(Audited) 4,617,424 461,742 7,884,033 (8,515,488)
Net income (loss),
March 31, 2000 - - - -
Balance, March 31, 2000
(Unaudited) 4,617,424 $ 461,742 $7,884,033 $ (8,515,488)
HABERSHAM ENERGY COMPANY
Statements of Cash Flows
For the Three For the Three For the Six For the Six
Months Ended Months Ended Months Ended Months Ended
March 31, March 31, March 31, March 31,
2000 1999 2000 1999
(Reviewed) (Unaudited) (Unaudited) (Unaudited)
SOURCES OF CASH
Net earnings $ - $ - $ - $ -
CASH PROVIDED BY
(USED FOR) OPERATING
ACTIVITIES
Increase/(Decrease) in:
Taxes payable/
Interest payable - - - -
Accounts payable - - - -
Net Cash Provided (Used for)
Operations - - - -
INVESTMENT
TRANSACTIONS - - - -
FINANCING
TRANSACTIONS - - - -
Net increase (decrease) in cash - - - -
Beginning cash balance - - - -
Ending cash balance $ - $ - $ - $ -
Cash Paid For:
Interest $ - $ - $ - $ -
Taxes $ - $ - $ - $ -
HABERSHAM ENERGY COMPANY
Notes to the Financial Statements
March 31, 2000 and September 30, 1999
NOTE 1 - Summary of Significant Accounting Policies
Organization
Habersham Energy Company (formerly U.S. Mineral & Royalty Corp.) (the
"Company") was incorporated under the laws of Oklahoma on April 14, 1975 as
an oil and gas exploration, development and operating company. Historically,
the Company was engaged in the business of acquiring producing oil and gas
properties but the Company has not had any business activity since 1995.
Income (Loss) Per Share
The computation of income or (loss) per share of common stock is based on the
weighted average number of shares outstanding at the date of the financial
statements.
Income Taxes
The Company adopted Statement of Financial Standards No. 109 "Accounting for
Income taxes" in the fiscal year ended September 30, 1999 which was applied
retroactively.
Statement of Financial Accounting Standards No. 109 " Accounting for Income
Taxes" requires an asset and liability approach for financial accounting and
reporting for income tax purposes. This statement recognizes (a) the amount
of taxes payable or refundable for the current year and (b) deferred tax
liabilities and assets for future tax consequences of events that have been
recognized in the financial statements or tax returns.
Deferred income taxes result from temporary differences in the recognition of
accounting transactions for tax and financial reporting purposes. There
were no temporary differences at March 31, 2000 and earlier periods;
accordingly, no deferred tax liabilities have been recognized for all periods.
The Company has cumulative net operating loss carryforwards of over
$8,000,000 at March 31, 2000. No effect has been shown in the financial
statements for the net operating loss carryforwards as the likelihood of
future tax benefit from such net operating loss carryforwards is not
probable. Accordingly, the potential tax benefits of the net operating loss
carryforwards at March 31, 2000 have been offset by valuation reserves of the
same amount.
Cash and Cash Equivalents
The Company considers all highly liquid investments with a maturity of three
months or less when purchased to be cash equivalents.
Use of 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.
HABERSHAM ENERGY COMPANY
Notes to the Financial Statements
March 31, 2000 and September 30, 1999
NOTE 2 - Commitments and Contingencies
The Company has outstanding tax liabilities of approximately $10,000 from
Sweetwater County, Wyoming and $1,500 from Arapahoe County, Colorado. The
Company has also listed several liabilities from vendors that have been owing
since 1994-95 time period when the Company was in business. There have been
no contacts with these vendors for severalyears and it is doubtful that any
of the liabilities will be paid, due to statute of limitations and other time
lapsed considerations. The tax liabilities are real and personal property
taxes and are due to also expire with the statute of limitations. Management
estimates that there is a remote possibility that the Company will ever pay
these liabilities and that the taxing agencies or creditor vendors will make
contact or press court collections on the liabilities.
NOTE 3 - Preferred Stock
The Company has authorized 1,428 shares of $700 par value convertible
preferred stock with various rights as follows:
- outstanding shares are entitled to receive a 5% dividend cumulative from
the date of issuance.
- outstanding shares are convertible into 100,000 shares of common stock
based on a conversion price formula.
- preferences to liquidation before common stockholders.
- voting rights based on a conversion calculation into common stock based on
the conversion price formula.
No shares are currently outstanding and as such no preferred dividends are
accrued.
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS.
Liquidity and Capital Resources. The Registrant has approximately $(169,713)
as operating capital at March 31, 2000. The Registrant intends to raise
additional funds as needed through private placements with accredited and
sophisticated investors.
Results of Operation. Due to the lack of operations during the quarters
ended March 31, 1999 and March 31, 2000, the registrant had no net income in
either period.
Plan of Operations. The Company is currently in the process of looking for
business opportunities to acquire or merge with. There is no guarantee that
management will be successful in finding such an opportunity. The Company is
also in the process of bringing all of its periodic reports current for filing
with the Securities and Exchange Commission. During this process, the Company
intends to raise operational capital through private placements.
PART II
OTHER INFORMATION
Item 1. Legal Proceedings. None
Item 2. Changes in Securities. None
Item 3. Defaults Upon Senior Securities. None
Item 4. Submission of Matters to a Vote of Security Holders. None
Item 5. Other Information. None
Item 6. Exhibits and Reports on Form 8-K. None
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned authorized officer.
Dated April 28, 2000
Habersham Energy Company
/s/ Glenn Simmons
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
We hereby consent to the use of our report, dated May 19, 2000, in
this quarterly report on
Form 10-QSB for Habersham Energy Company.
Crouch, Bierwolf & Chisholm
Salt Lake City, Utah
May 19, 2000
