U. S. Securities and Exchange Commission
Washington, D. C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended March 31, 1998
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from to
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Commission File No. 0-21733
MICRO-HYDRO POWER, INC.
(Name of Small Business Issuer in its Charter)
DELAWARE 87-0369035
(State or Other Jurisdiction of (I.R.S. Employer I.D. No.)
incorporation or organization)
5525 South 900 East, Suite 110
Salt Lake City, Utah 84117
(Address of Principal Executive Offices)
Issuer's Telephone Number: (801)262-8844
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Sections 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.
(1) Yes X No (2) Yes X No
---- ---- ---- ----
<PAGE>
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING FIVE YEARS
None; not applicable.
APPLICABLE ONLY TO CORPORATE ISSUERS Indicate the number of shares
outstanding of each of the Registrant's classes of common stock, as of the
latest practicable date:
March 31, 1998
Common Voting Stock
300,010
March 31, 1998
Preferred Stock
-0-
PART I - FINANCIAL INFORMATION
Item 1.Financial Statements.
The Financial Statements of the Registrant required to be filed with this
10-QSB Quarterly Report were prepared by management and commence on the
following page, together with related Notes. In the opinion of management, the
Financial Statements fairly present the financial condition of the Registrant.
<PAGE>
<TABLE>
<CAPTION>
MICRO-HYDRO POWER, INC.
BALANCE SHEETS
March 31, 1998 and December 31, 1997
3/31/98 12/31/97
---------------- ----------------
[Unaudited]
<S> <C> <C> <C> <C>
ASSETS
Total Assets $ 0 $ 0
---------------- ----------------
TOTAL ASSETS $ 0 $ 0
================ ================
LIABILITIES & STOCKHOLDERS' DEFICIT
LIABILITIES
Current Liabilities
Loans from stockholders $ 12,102 9,973
Accounts Payable 2,619 2,619
Income Taxes Payable 0 100
---------------- ----------------
Total Current Liabilities 14,721 12,692
---------------- ----------------
TOTAL LIABILITIES 14,721 12,692
STOCKHOLDERS' DEFICIT
Preferred Stock, $.001 par value;
authorized 5,000,000 shares; issued and
outstanding, -0- shares 0 0
Common Stock, $.00001 par value;
authorized 30,000,000 shares; issued and
outstanding, 300,010 3 3
Paid-in Capital 163,976 163,976
Accumulated Deficit (178,700) (176,671)
---------------- ----------------
TOTAL STOCKHOLDERS' DEFICIT (14,721) (12,692)
---------------- ----------------
TOTAL LIABILITIES & EQUITY $ 0 $ 0
================ ================
</TABLE>
NOTE TO FINANCIAL STATEMENTS: Interim financial statements reflect all
adjustments which are, in the opinion of management, necessary to a fair
statement of the results for the periods. The December 31, 1997 balance sheet
has been derived from the audited financial statements. These interim financial
statements conform with the requirements for interim financial statements and
consequently do not include all the disclosures normally required by generally
accepted accounting principles.
<PAGE>
<TABLE>
<CAPTION>
MICRO-HYDRO POWER, INC.
STATEMENTS OF OPERATIONS
For the Three Month Periods Ended March 31, 1998 and 1997
Three Months Three Months
Ended Ended
03/31/98 03/31/97
----------- -----------
[Unaudited] [Unaudited]
<S> <C> <C> <C> <C>
REVENUE
Income from operations $ 0 $ 0
------------ -------------
NET REVENUE 0 0
General and Administrative Expenses 2,029 385
Net Income/(Loss) Before Taxes (2,029) (385)
Income/Franchise Tax 100 0
------------ -------------
NET INCOME/(LOSS) $ (2,129) $ (385)
============ =============
NET LOSS PER SHARE $ (0.01) $ (0.01)
============ =============
WEIGHTED AVERAGE NUMBER OF SHARES
OUTSTANDING 300,010 300,010
============ =============
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
MICRO-HYDRO POWER, INC.
STATEMENTS OF CASH FLOWS
For the Three Month Periods Ended March 31, 1998 and 1997
Three Months Three Months
Ended Ended
3/31/98 3/31/97
------------ ------------
[Unaudited] [Unaudited]
<S> <C> <C> <C> <C>
Cash Flows Used For Operating Activities
- ----------------------------------------
Net Loss $ (2,029) $ (385)
Adjustments to reconcile net loss to net cash
used in operating activities:
Increase/(Decrease) in franchise taxes payable (100) (100)
Increase/(Decrease) in accounts payable 0 (250)
Expenses paid on behalf of Company
by a stockholder 2,129 735
------------ ------------
Net Cash Used For Operating Activities 0 0
------------ ------------
Net Increase In Cash 0 0
Beginning Cash Balance 0 0
Ending Cash Balance 0 0
============ ============
</TABLE>
<PAGE>
Item 2.Management's Discussion and Analysis or Plan of Operation.
Plan of Operation.
Micro-Hydro Power, Inc. (the "Company"), has not engaged in amy material
operations in the three month period ending September 30, 1997, or since on or
before November 1988. The Company intends to continue to seek out the
acquisition of assets, property or business that may be beneficial to the
Company and its stockholders. On June 12, 1997, the Company, Jenson Services,
Inc., a Utah corporation ("Jenson Services"), and Apollo Telecom, Inc.
("Apollo"), executed a non-binding letter of intent providing for the merger of
a newly-formed wholly-owned subsidiary of Apollo with and into the Company (the
"Letter of Intent").
As of the date hereof, the parties have not executed any difinitive,
binding Plan of Reorganization incorporating the terms of the Letter of Intent,
and there can be no assurance that such a Plan will ever be executed or that, if
executed, such a transaction will be completed.
The Company's only foreseeable cash requirements during the next 12 months
will relate to maintaining the Company in good standing in the State of Utah and
keeping its reports "current" with the Securities and Exchange Commission.
Management does not anticipate that the Company will have to raise additional
funds during the next 12 months.
For a discussion of the activities of Micro-Hydro Power, Inc., a Delaware
corporation (the "Company") and its predecessor, prior to the period covered by
this Report, see the Company's Registration Statement on Form 10-SB-A1, filed
with the Securities and Exchange Commission on March 4, 1997, its Annual Report
on Form 10-KSB, for the calendar year ended December 31, 1997, filed April 4,
1998 or the Information Statement filed with the Securities and Exchange
Commission, filed November 12, 1997.
Results of Operations.
The Company has had no operations since November 1988. During the quarterly
period covered by this Report, the Company received no revenue and incurred
nominal expenses. At March 31, 1998, the Company had no assets and
liabilities of $14,721.
PART II - OTHER INFORMATION
Item 1.Legal Proceedings.
None; not applicable.
Item 2.Changes in Securities.
None; not applicable.
Item 3.Defaults Upon Senior Securities.
None; not applicable.
Item 4.Submission of Matters to a Vote of Security Holders.
None; not applicable.
Item 5.Other Information.
None; not applicable.
Item 6.Exhibits and Reports on Form 8-K.
(a)Exhibits.*
[S] [C]
Where Incorporated
in this Report
--------------
(i)
Registration Statement on Form 10-SB-A1, Part I
as filed on March 4, 1997**
Annual Report on Form 10-KSB, for the Part I
year ending December 31, 1996, as filed on
March 23, 1997**
Information Statement as filed on Part I
November 12, 1997**
Exhibit Number Description
- -------------- -----------
(27) Financial Date Schedule.
(b)Reports on Form 8-K.
None; Not Applicable.
*A summary of any Exhibit is modified in its entirety by reference to the
actual Exhibit.
**This exhibit has previously been filed with the Securities and
Exchange Commission.
<PAGE>
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 thereunto duly authorized.
MICRO-HYDRO POWER, INC.
Date: 4-15-98 By /S/ Thomas J. Howells
Thomas J. Howells, Vice President and Director
Date: 4-15-98 By /S/ Kathleen L. Morrison
Kathleen L. Morrison, Secretary, Treasurer
and Director
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0001026488
<NAME> MICRO-HYDRO POWER, INC.
<MULTIPLIER> 1
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> MAR-31-1998
<EXCHANGE-RATE> 1
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 14,721
<BONDS> 0
0
0
<COMMON> 3
<OTHER-SE> (14,724)
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (2,029)
<INCOME-TAX> 100
<INCOME-CONTINUING> (2,129)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 0
<EPS-PRIMARY> (.01)
<EPS-DILUTED> (.01)
</TABLE>
