KINGSLEY COACH, INC. FIRST QUARTER 10QSB
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 _____
Commission File No. 0-21733
KINGSLEY COACH, INC.
(Formerly 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)
64 Old Route 522
Middleburg, PA 17842
(Address of Principal Executive Offices)
Issuer's Telephone Number: (570)837-7114
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, 1999
Common Voting Stock
10,100,010
March 31, 1999
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>
KINGSLEY COACH, INC.
(FORMERLY Micro-Hydro Power, Inc.)
BALANCE SHEET
March 31, 1999 and December 31, 1998
(Unaudited)
<CAPTION>
ASSETS
3/31/99
12/31/98
<S> <C> <C>
Current Assets:
Cash $ 87,841 $ 67,724
Accounts Receivable 22,959 22,959
Inventory 847,636 800,172
Total Current Assets 958,436 890,855
Property & Equipment, net 98,682 98,682
Other Assets:
Deposits 3,650 3,650
TOTAL ASSETS $1,060,768 $ 993,187
LIABILITIES & STOCKHOLDERS' DEFICIT
Current Liabilities
Accounts Payable $ 102,768 $ 145,334
Accrued Liabilities 22,187 0
Payable - Related Party 104,878 80,414
Payroll Taxes Payable 45,076 44,596
Customer Deposits 687,260 540,868
Note Payable - Manufacturers 335,000 200,000
Note Payable - Other 470,502 479,523
Note Payable - Shareholder 537,846 537,846
Deferred Credits 52,367 0
Total Current Liabilities 2,357,884 2,050,768
Stockholders' Deficit
Preferred stock, $.00001 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 10,100,010 101 101
Additional Paid-in Capital 191,878 191,878
Accumulated Deficit (1,249,560) (1,249,560)
Current Year Deficit ( 239,535) -
Total Stockholders' Deficit (1,297,116) (1,057,581)
TOTAL LIABILITIES
AND STOCKHOLDERS' DEFICIT 1,060,768 993,187
</TABLE>
See accompanying notes to financial statements.
<TABLE>
KINGSLEY COACH, INC.
(Formerly Micro-Hydro Power, Inc.)
STATEMENTS OF OPERATIONS
For the Three Month Periods Ended March 31, 1999 and 1998
(Unaudited)
<CAPTION>
Three Months Three Months
Ended
Ended 3/31/99
3/31/98 <S> <C>
<C>
REVENUE
Sales $ 133,306 $ 0
Cost of Sales (128,211) 0
Gross Margin 5,095 0
General and Administrative Expenses 219,707 2,029
Net Loss from Operations (214,612) (2,029)
Other Income/Expense
Interest Expense (24,923) 0
Total Other Income/Expense (24,923) 0
Net Loss Before Taxes (239,535) (2,029)
Income Taxes 0 0
Net Loss $(239,535) $(2,029)
Loss Per Share $ (.02) $(.0003)
Weighted Average
Shares Outstanding 10,100,010 7,300,010
</TABLE>
See accompanying notes to the financial statements.
<TABLE>
KINGSLEY COACH, INC.
(Formerly Micro-Hydro Power, Inc.)
STATEMENT OF STOCKHOLDERS' DEFICIT
FOR THE QUARTER ENDED MARCH 31, 1999
<CAPTION>
Addit'l Accum- Total
Shares Common Paid-in ulated Stockholders'
Issued Stock Capital Deficit Deficit
<S> <C> <C> <C> <C> <C>
Balance, December
31, 1998 10,100,010 $ 101 $191,878 $(1,249,560) $(1,057,581)
Net Loss for the
Period Ended
March 31, 1999 (239,535) (239,535)
Balance, March 31,
1999 10,100,010 $ 101 $191,878 $(1,489,095) $(1,297,116)
</TABLE>
See accompanying notes to the financial statements.
<TABLE>
KINGSLEY COACH, INC.
(Formerly Micro-Hydro Power, Inc.)
STATEMENTS OF CASH FLOWS
For the Three Month Periods Ended March 31, 1999 and 1998
(Unaudited)
<CAPTION>
Three Months Three Months
Ended
Ended 3/31/99
3/31/98
<S> <C> <C>
Cash Flows Provided By/Used For
Operating Activities
Net Loss $ (239,535) $ (2,029)
Adjustments to reconcile
net loss to net cash provided by/
used in operating activities:
Increase in inventory (47,464) 0
Increase in payroll liabilities 480 0
Decrease in accounts payable (42,566) (100)
Increase in customer deposits 146,392 0
Net Cash Provided By/Used
for Operating Activities (130,326) (100)
Cash Flows Provided By/Used for
Financing Activities
Principal increase in notes payable 150,443 0
Investment by shareholder 0 2,129
Net Cash Provided By Financing
Activities 150,443 2,219
Net Increase in Cash 20,117 0
Beginning Cash Balance 67,724 0
Ending Cash Balance 87,841 0
Supplemental Disclosure
Interest paid 24,923 0
Income taxes paid 0 0
</TABLE>
NOTES 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, 1998
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>
Item 2. Management Discussion and Analysis or Plan of Operation for the
Period Ended March 31, 1999, including material events as applicable
The Company was essentially dormant for ten years until an Agreement and
Plan of Reorganization was executed on December 18, 1998, between the
Company and Kingsley Coach, LLC, a Louisiana limited liability company,
following the execution of a Letter of Intent between the companies on
November 8, 1998. The result was the acquisition of the assets and
liabilities of The Kingsley Coach, LLC.
The Company accumulated losses through December 31, 1998 amounting to
$1,249,560 and has a net working capital deficiency of $1,057,581 at December
31, 1998. It accumulated losses through March 31, 1999 amounting to $239,535
and had a net working capital deficiency of $1,297,076 at March 31, 1999.
Management believes it can satisfy cash requirements through the end of
the year from cash flow from operations without needing to raise additional
funds. The Company is considering raising additional capital in order to
increase inventory and thereby speed up delivery time of its product to its
customers, and also to improve the Company's marketing efforts. No specific
plans for such capital raising have been made at this time.
Management is pursuing product research and development on more high-end
and exotic materials for installation on the interior of its coaches, which
Management expects would create higher per-unit sales and produce greater
profit margins.
Management is considering upgrading its paint and graphic design
facility, which would provide more space and would allow for more
computer-based design and application of its graphics and paints, which
management expects would create higher per-unit sales and produce greater
profit margins.
Management recognizes that is product is considered a luxury item, and
that as the economy has enjoyed remarkable growth for some time, that the
growth cycle may end, detrimentally affecting consumer interest in luxury
items. However, management has not seen a decrease in interest or in sales,
and expects, as more babyboomers begin consider retirement, that sales will
continue to increase for the foreseeable future, even if the economy
experiences a downturn.
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)
Amendment to Report on Material or Part I
Corporate Events on Form 8-K/A,
as filed on January 12, 1999**
Amendment to Report on Material or Part I
Corporate Events on Form 8-K/A,
as filed on March 3, 1999**
Exhibit Number Description
- - -------------- -----------
(27) Financial Date Schedule.
(b)Reports on Form 8-K.
**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.
KINGSLEY COACH, INC.
Date: 5-24-99 By /S/Ralph Dickenson
President and Director
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> MAR-31-1999
<CASH> 87,841
<SECURITIES> 0
<RECEIVABLES> 22,959
<ALLOWANCES> 0
<INVENTORY> 847,636
<CURRENT-ASSETS> 958,436
<PP&E> 98,682
<DEPRECIATION> 0
<TOTAL-ASSETS> 1,060,768
<CURRENT-LIABILITIES> 2,357,884
<BONDS> 0
0
0
<COMMON> 101
<OTHER-SE> (1,297,015)
<TOTAL-LIABILITY-AND-EQUITY> 1,060,768
<SALES> 133,306
<TOTAL-REVENUES> 133,306
<CGS> 128,211
<TOTAL-COSTS> 219,707
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 24,923
<INCOME-PRETAX> (239,535)
<INCOME-TAX> 0
<INCOME-CONTINUING> (239,535)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (239,535)
<EPS-BASIC> (.02)
<EPS-DILUTED> (.02)
</TABLE>
