U. S. Securities and Exchange Commission
Washington, D. C. 20549
1st Amendment
FORM 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarter ended September 30, 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. 000-24459
---------
AMCI INTERNATIONAL, INC.
-----------------------------------
(Name of Small Business Issuer in its Charter)
UTAH 59-2159271
------ ----------
(State or Other Jurisdiction of (I.R.S. Employer I.D. No.)
incorporation or organization)
9005 Cobble Canyon Lane
Sandy, Utah 84093
---------------------------
(Address of Principal Executive Offices)
Issuer's Telephone Number: (801) 942-0555
Check whether the Issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that the Company 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
--- --- --- ---
(ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING THE PAST FIVE YEARS)
Check whether the issuer has filed all documents and reports required to
be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution
of securities under a plan confirmed by a court. Yes____ No ___
(APPLICABLE ONLY TO CORPORATE ISSUERS)
State the number of shares outstanding of each of the Issuer's
classes of common equity, as of the latest practicable date:
October 14, 1998
Common - 1,471,391 shares
DOCUMENTS INCORPORATED BY REFERENCE
A description of any "Documents Incorporated by Reference" is
contained in Item 6 of this report.
Transitional Small Business Issuer Format Yes X No
--- ---
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
The Consolidated Financial Statements of the Company 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 Consolidated Financial Statements fairly present the
financial condition of the Company.
<TABLE>
AMCI INTERNATIONAL, INC.
(A Development Stage Company)
Balance Sheets
<CAPTION>
ASSETS
September 30, December 31,
1998 1997
(Unaudited)
<S> <C> <C>
CURRENT ASSETS
Cash $ - $ -
Total Current Assets - -
TOTAL ASSETS $ - $ -
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
Accounts payable $ 8,738 $ 2,045
Total Current Liabilities 8,738 2,045
TOTAL LIABILITIES 8,738 2,045
STOCKHOLDERS' EQUITY (DEFICIT)
Common stock: 50,000,000 shares authorized
of $0.001 par value, 1,471,391 shares issued
and outstanding 1,471 1,471
Additional paid-in capital 73,070 70,621
Deficit accumulated during the development stage (83,279) (74,137)
Total Stockholders' Equity (Deficit) (8,738) (2,045)
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY (DEFICIT) $ - $ -
</TABLE>
<TABLE>
AMCI INTERNATIONAL, INC.
(A Development Stage Company)
Statements of Operations
(Unaudited)
<CAPTION>
From
Inception on
For the For the July 12,
Three Months Ended Nine Months Ended 1996 Through
September 30, September 30, September 30,
1998 1997 1998 1997 1998
<S> <C> <C> <C> <C> <C>
REVENUES $ - $ - $ - $ - $ -
EXPENSES 577 2,184 9,142 4,136 56,724
LOSS FROM DISCONTINUED
OPERATIONS - - - - 26,555
NET LOSS $ (577) $ (2,184) $ (9,142) $(4,136)$(83,279)
BASIC LOSS PER SHARE
OF COMMON STOCK $ (0.00) $ (0.00) $ (0.00) $(0.00)
BASIC WEIGHT AVERAGE
OF SHARES OUTSTANDING 1,471,391 1,471,391 1,471,391 1,471,391
</TABLE>
<TABLE>
AMCI INTERNATIONAL, INC.
(A Development Stage Company)
Statements of Stockholders' Equity (Deficit)
<CAPTION>
Deficit
Accumulated
Additional During the
Common Stock Paid-In Development
Shares Amount Capital Stage
<S> <C> <C> <C> <C>
At inception on July 26, 1983 - $ - $ - $ -
Common stock issued for services
at $0.20 per share 4,772 5 949 -
Common stock issued for cash
at approximately $2.00 per share 12,500 12 24,988 -
Common stock issued to
acquire subsidiary recorded at
predecessor cost of $0.00 27,000 27 (27) -
Net loss from inception July 26,
1983 to December 31, 1994 - - - (27,155)
Balance, December 31, 1994 44,272 44 25,910 (27,155)
Net loss for the year ended
December 31, 1995 - - - (100)
Balance, December 31, 1995 44,272 44 25,910 (27,255)
Common stock issued for services
at approximately $0.03 per
share 1,427,088 1,427 39,800 -
Stock split adjustment 31 - - -
Contributed capital - - 1,920 -
Net loss for the year ended
December 31, 1996 - - - (42,746)
Balance, December 31, 1996 1,471,391 1,471 $ 67,630 $ (70,001)
Contributed capital - - 2,991 -
Net loss for the year ended
December 31, 1997 - - - (4,136)
Balance, December 31, 1997 1,471,391 1,471 70,621 (74,137)
Contributed Capital - - 2,499 -
Net loss for the nine months
ended September 30, 1998
(unaudited) - - - (9,142)
Balance, September 30, 1998
(unaudited) 1,471,391 $1,471 $ 73,070 $(83,279)
</TABLE>
<TABLE>
AMCI INTERNATIONAL, INC.
(A Development Stage Company)
Statements of Cash Flows
(Unaudited)
<CAPTION>
From
Inception on
For the For the July 12,
Three Months Ended Nine Months Ended 1996 Through
September 30, September 30, September 30,
1998 1997 1998 1997 1998
<S> <C> <C> <C> <C> <C>
CASH FLOWS FROM OPERATING
ACTIVITIES:
Net loss $ (577) $(2,184) $(9,142) $(4,136) $(83,279)
Adjustments to
reconcile net loss to
net cash used by
operating activities:
Contributed capital for
expenses 702 852 2,449 2,991 7,360
Stock issued for services - - - - 42,181
Increase (decrease) in accounts
payable (125) 1,332 6,693 1,145 8,738
Net Cash Used by Operating
Activities - - - - (25,000)
CASH FLOWS FROM INVESTING
ACTIVITIES: - - - - -
CASH FLOWS FROM FINANCING
ACTIVITIES:
Issuance of common stock for
cash - - - - 25,000
Net Cash Provided by Financing
Activities - - - - 25,000
NET INCREASE (DECREASE)
IN CASH - - - - -
CASH AT BEGINNING OF PERIOD - - - - -
CASH AT END OF PERIOD $ - $ - $ - $ - $ -
CASH PAID FOR:
Interest $ - $ - $ - $ - $ -
Income taxes $ - $ - $ - $ - $ -
NON-CASH FINANCING ACTIVITIES
Contributed capital for
expenses $ - $ - $ - $ - $ 4,911
Common stock issued for
services $ - $ - $ - $ - $ 42,181
</TABLE>
AMCI INTERNATIONAL, INC.
(A Development Stage Company)
Notes to the Financial Statements
September 30, 1998 and December 31, 1997
NOTE 1 - ORGANIZATION AND HISTORY
The Company was incorporated on July 26, 1983 under the laws of State
of Utah as HJK, Ltd. The purpose of the business was to acquire and operate
or lease natural resource properties and engage in mining, milling,
production, buying and developing natural resource properties. On August 16,
1985 the Company issued 5,400,000 shares common stock to acquire 100% of the
common stock of AMCI International, Inc. (AMCI). AMCI was engaged in
manufacturing and selling quality furniture. The subsidiary was involuntarily
dissolved on December 31, 1987. Presently, the Company is seeking a new
business opportunity.
a. Accounting Method
The Company's financial statements are prepared using the accrual
method of accounting. The Company has elected a calendar year end.
b. Cash and Cash Equivalents
Cash equivalents include short-term, highly liquid investments with
maturities of three months or less at the time of acquisition.
c. Basic Loss Per Share
The computations of basic loss per share of common stock are based on
the weighted average number of shares outstanding during the period of the
financial statements.
d. Provision for Taxes
At September 30, 1998, the Company had net operating loss
carryforwards of approximately $83,000 that may be offset against future
taxable income through 2013. No tax benefit has been reported in the
financial statements, because the Company believes there is a 50% or greater
chance the carryforwards will expire unused. Accordingly, the potential tax
benefits of the loss carryforwards are offset by a valuation account of the
same amount.
e. 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.
f. Unaudited Financial Statements
The accompanying unaudited financial statements include all of the
adjustments which, in the opinion of management, are necessary for a fair
presentation. Such adjustments are of a normal, recurring nature.
NOTE 2 - GOING CONCERN
The Company's financial statements are prepared using generally
accepted accounting principles applicable to a going concern which
contemplates the realization of assets and liquidation of liabilities in the
normal course of business. However, the Company does not have significant
cash or other material assets, nor does it have an established source of
revenues sufficient to cover its operating costs and to allow it to continue
as a going concern. It is the intent of the Company to seek a merger with an
existing, operating company. Until that time, shareholders of the Company
have committed to meeting its minimal operating needs.
NOTE 3 - DISCONTINUED OPERATIONS
The Company has been inactive since 1989. Therefore, all revenues
generated by the Company have been netted against the expenses and are grouped
into the discontinued operations line on the statement of operations.
NOTE 4 - STOCK TRANSACTIONS
On June 15, 1996, the Company issued 200,000 shares common stock for
services rendered valued at $40,000.
On November 1, 1996, the Board of Director approved a 200 for 1
reverse stock split and issued 1,227,088 shares of post split common stock for
services rendered valued at $1,227. The reverse stock split has been applied
retroactively to the financial statements.
NOTE 5 - RELATED PARTY TRANSACTIONS
During the nine months ended September 30, 1998, a shareholder of the
Company has contributed to capital $2,449 in expenses incurred in its behalf.
NOTE 6 - ACCOUNTS PAYABLE
The Company has accrued $6,693 in legal fees during the nine months
ended September 30, 1998. These legal fees are included in the $8,738 of
accounts payable at September 30, 1998.
Item 2. Management's Discussion and Analysis or Plan of Operation.
Plan of Operation.
The Company has not engaged in any material operations or
had any revenues from operations during the last two calendar years. The
Company's plan of operation for the next 12 months is to continue to seek the
acquisition of assets, properties or businesses that may benefit the Company
and its stockholders. Management anticipates that to achieve any such
acquisition, the Company will issue shares of its common stock as
the sole consideration for any such acquisition.
During the next 12 months, the Company's only foreseeable
cash requirements will relate to maintaining the Company in good
standing or the payment of expenses associated with reviewing or
investigating any potential business venture. Such funds may
be advanced by management or stockholders as loans to the Company. Because
the Company has not identified any such venture as of the date of this Report,
it is impossible to predict the amount of any such loans or advances.
However, any such loans or advances should not exceed $25,000 and will be on
terms no less favorable to the Company than would be available from a
commercial lender in an arm's length transaction. As of the date of this
Report, the Company is not involved in any negotiations respecting any such
acquisition.
Results of Operations.
- ----------------------
Other than restoring and maintaining its good corporate standing in the
State of Utah, compromising and settling its debts and seeking the acquisition
of assets, properties or businesses that may benefit the Company and its
stockholders, the Company has had no material business operations during the
two most recent calendar years.
At September 30, 1998, the Company had $0 in assets and $8,738 in
liabilities. The Company had no revenues for the three months ended September
30, 1998, with $577 in expenses for a net loss of ($577).
Liquidity
- ---------
At September 30, 1998, the Company had no current assets, with total
current liabilities of $8,738. Total stockholder's equity was ($8,738).
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.
No matter was submitted to a vote of the Company's security holders
during the first quarter of the calendar year covered by this Report or
during the two previous calendar years.
Item 5. Other Information.
None; not applicable.
Item 6. Exhibits and Reports on Form 8-K.
Page
(a) Exhibits.* Number
None.
(b) Reports on Form 8-K.
None.
* A summary of any Exhibit is modified in its entirety by reference
to the actual Exhibit.
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.
AMCI INTERNATIONAL, INC.
Date: 11/2/98 By/s/David C. Merrell
---------- ------------------------------------
David C. Merrell
President and Director
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, this Report has been signed below by the following persons on
behalf of the Company and in the capacities and on the dates indicated:
AMCI INTERNATIONAL, INC.
Date: 11/2/98 By/s/David C. Merrell
---------- ------------------------------------
David C. Merrell
President and
Director
Date: 11/2/98 By/s/Michael C. Brown
---------- ------------------------------------
Michael C. Brown
Secretary/Treasurer and Director
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<CIK> 0001063293
<NAME> AMCI INTERNATIONAL, INC.
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> SEP-30-1998
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 8738
<BONDS> 0
0
0
<COMMON> 1471
<OTHER-SE> (10209)
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 9142
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (9142)
<EPS-PRIMARY> (0.00)
<EPS-DILUTED> (0.00)
</TABLE>
