U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 10-QSB
Quarterly Report Under
the Securities Exchange Act of 1934
For Quarter Ended: June 30, 1999
Commission File Number: 0-25329
N.T. PROPERTIES, INC.
(Exact name of small business issuer as specified in its charter)
Nevada
(State or other jurisdiction of incorporation or organization)
33-0838073
(IRS Employer Identification No.)
6 Venture, Suite 207
Irvine, California
(Address of principal executive offices)
92618
(Zip Code)
(949) 453-9262
(Issuer's Telephone Number)
(Former name, former address and former fiscal year,
if changed last report)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Securities Exchange Act of 1934 during the past 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:
Yes X No .
--- ---
The number of shares of the registrant's only class of common stock issued and
outstanding, as of June 30, 1999, was 500,000 shares.
<PAGE>
PART I
ITEM 1. FINANCIAL STATEMENTS.
The unaudited financial statements for the six month period ended June
30, 1999, are attached hereto.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion should be read in conjunction with the
Financial Statements and notes thereto included herein.
The Company generated no revenues during the six month period ending
June 30, 1999. Management anticipates that the Company will not generate any
significant revenues until the Company accomplishes its business objective of
merging with a nonaffiliated entity or acquiring assets from the same.
The Company's securities are currently not liquid. There are no market
makers in the Company's securities and it is not anticipated that any market
will develop in the Company's securities until such time as the Company
successfully implements its business plans.
Because the Company is not required to pay rent or salaries to any of
its officers or directors, Management believes that the Company has sufficient
funds to continue operations through the foreseeable future.
Forward Looking Statements
This report contains certain forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934, as amended (the "Exchange Act") concerning the
Company's operations, economic performance and financial conditions, including,
in particular, the likelihood of the Company's ability to acquire another
existing business or assets. These statements are based upon a number of
assumptions and estimates which are inherently subject to significant
uncertainties and contingencies, many of which are beyond the control of the
Company and reflect future business decisions which are subject to change. Some
of these assumptions inevitably will not materialize and unanticipated events
will occur which will affect the Company's results. Consequently, actual results
will vary from the statements contained herein and such variance may be
material. Prospective investors should not place undue reliance on this
information.
2
<PAGE>
Year 2000 Disclosure
Many existing computer programs use only two digits to identify a year
in the year field. These programs were designed and developed without
considering the impact of the upcoming change in the century. If not corrected,
many computer applications could fail or create erroneous results by or at the
Year 2000. As a result, many companies will be required to undertake major
projects to address the Year 2000 issue. Because the Company has nominal assets,
including no personal property such as computers, it is not anticipated that the
Company will incur any negative impact as a result of this potential problem.
However, it is possible that this issue may have an impact on the Company after
the Company successfully consummates a merger or acquisition. Management intends
to address this potential problem with any prospective merger or acquisition
candidate. There can be no assurances that new management of the Company will be
able to avoid a problem in this regard after a merger or acquisition is so
consummated.
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 -
(a) Exhibits
EX-27 Financial Data Schedule
(b) Reports on Form 8-K - NONE
3
<PAGE>
<TABLE>
N.T. PROPERTIES, INC.
(A Development Stage Company)
(A Nevada corporation)
BALANCE SHEET
<CAPTION>
Unaudited Audited
June 30, December 31,
1999 1998
------------- --------------
<S> <C> <C>
ASSETS:
Current Assets $ 0 $ 0
Organization Costs 500 500
------------- --------------
Total Assets $ 500 $ 500
============= ==============
LIABILITIES
Current Liabilities
Accounts Payable $ 1,600 $ 1,600
------------- --------------
Total Current Liabilities 1,600 1,600
------------- --------------
Total Liabilities $ 1,600 $ 1,600
STOCKHOLDERS' EQUITY
Common Stock - Par Value
$.001 per share; 15,000,000
Shares Authorized 500,000
Shares Issued and
Outstanding 500 500
Additional Paid-In Capital 0 0
Retained Deficit, accumulated
in the development stage (1,600) (1,600)
------------- --------------
Total Stockholders' Equity (1,100) (1,100)
Total Liabilities and
Stockholders' Equity $ 500 $ 500
============= ==============
</TABLE>
4
<PAGE>
<TABLE>
N.T. PROPERTIES, INC.
(A Development Stage Company)
(A Nevada corporation)
STATEMENT OF REVENUES AND EXPENSES
<CAPTION>
For the For the
Three Three
Months Months
Ended Ended
6/30/99 6/30/98
-------- --------
<S> <C> <C>
REVENUE:
Revenue $ 0 $ 0
EXPENSES:
Taxes and Licenses 0 0
-------- --------
Total Expenses 0 0
Net Income/(Loss) $ 0 $ 0
======== ========
Net loss per share $ 0.00 $ 0.00
======== ========
</TABLE>
5
<PAGE>
<TABLE>
N.T. PROPERTIES, INC.
(A Development Stage Company)
(A Nevada corporation)
STATEMENT OF REVENUES AND EXPENSES
<CAPTION>
For the For the Period
Six Six 9/21/82
Months Months (Inception)
Ended Ended to
6/30/99 6/30/98 6/30/99
-------- -------- --------
<S> <C> <C> <C>
REVENUE:
Revenue $ 0 $ 0 $ 0
EXPENSES:
Taxes and Licenses 100 100 1,600
-------- -------- --------
Total Expenses 100 100 1,600
Net Income/(Loss) $ (100) $ (100) $ (1,600)
======== ======== ========
Net loss per share $ 0.20 $ 0.20 $ 3.20
======== ======== ========
</TABLE>
6
<PAGE>
<TABLE>
N.T. PROPERTIES, INC.
(a Development Stage Company)
(A Nevada corporation)
STATEMENT OF CASH FLOWS
<CAPTION>
Period
For the For the 9/21/82
Six Months Six Months (Inception)
Ended Ended to
6/30/99 6/30/98 6/30/99
-------- -------- -------
<S> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Cash Received from Operating Activities $ 0 $ 0 $ 0
Cash Paid for Operating Activities 0 0 0
-------- -------- -------
Net Cash Used By Operating Activities 0 0 0
CASH FLOWS FROM INVESTING ACTIVITIES
Net Cash Used in Investing Activities 0 0 (500)
CASH FLOWS FROM FINANCING ACTIVITIES
Net Cash From Financing Activities 0 0 500
-------- -------- -------
Net Decrease in Cash and Cash Equivalents 0 0 0
Cash and Cash Equivalents at
Beginning of Period 0 0 0
-------- -------- -------
Cash and Cash Equivalents at
End of Period $ 0 $ 0 $ 0
======== ======== =======
Reconciliation of Net Profit to Net Cash
Provided by Operating Activities:
Net Income/(Loss) $ (100) $ (100) $(1,600)
-------- -------- -------
Adjustments to Reconcile Net Income
to Net Provided by Operating Activities:
Amortization and Depreciation Expense
Increase in Accounts Payable 100 100 (1,600)
-------- -------- -------
Total Adjustments 100 100 1,600
-------- -------- -------
NET CASH PROVIDED BY
OPERATING ACTIVITIES $ 0 $ 0 $ 0
======== ======== =======
</TABLE>
7
<PAGE>
N.T. PROPERTIES, INC.
(A Development Stage Company)
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 1.
The Company initially authorized 2,500,000 shares of $1.00 par value common
stock. On September 21, 1982, the Company issued 500 shares of common stock at
$1.00 per share for $500 cash. Thereafter, on January 9, 1999, the Company
increased its authorized capitalization to 15,000,000 shares of $.001 par value
common stock and declared a 1,000 for 1 forward split of the issued and
outstanding common stock.
In the opinion of management, all adjustments, consisting only of normal
recurring adjustments necessary for a fair statement of (a) the results of
operations for the six month period ended June 30, 1999 and 1998, and for the
periods from inception at September 21, 1982 to June 30, 1999, (b) financial
position at June 30, 1999 and December 31, 1998, and (c) the cash flows for the
six months ended June 30, 1999 and 1998 and for the period from inception,
September 21, 1982, to June 30, 1999, have been made.
NOTE 2.
The results for the six month period ended June 30, 1999, are not necessarily
indicative of the results for the entire fiscal year ended December 31, 1999.
8
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 12 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.
N.T. PROPERTIES, INC.
(Registrant)
Dated: August 10, 1999
By: s/Cleora Louey
----------------------------------
Cleora Louey, President
9
<PAGE>
N.T. PROPERTIES, INC.
Exhibit Index to Quarterly Report on Form 10-QSB
For the Quarter Ended June 30, 1999
EXHIBITS Page No.
EX-27 Financial Data Schedule. . . . . . . . . . . . . . . . . . . . . . 11
10
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
UNAUDITED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED JUNE 30, 1999, AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> JUN-30-1999
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 500
<CURRENT-LIABILITIES> 1,600
<BONDS> 0
0
0
<COMMON> 500
<OTHER-SE> (1,600)
<TOTAL-LIABILITY-AND-EQUITY> 500
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 100
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (100)
<INCOME-TAX> 0
<INCOME-CONTINUING> (100)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (100)
<EPS-BASIC> (0.20)
<EPS-DILUTED> 0
</TABLE>
