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: March 31, 1999
Commission File Number: 000-25695
MANNA CAPITAL, INC.
(Exact name of small business issuer as specified in its charter)
NEVADA
(State or other jurisdiction of incorporation or organization)
33-0847997
(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 March 31, 1999, was 500,000 shares.
1
<PAGE>
PART I
ITEM 1. FINANCIAL STATEMENTS.
The unaudited financial statements for the three month period ended March
31, 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 three month period ending
March 31, 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 dare 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.
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>
MANNA CAPITAL, INC.
(A Development Stage Company)
(A Nevada corporation)
BALANCE SHEET
<CAPTION>
Unaudited Audited
March 31, 1999 December 31, 1998
-------------- -----------------
<S> <C> <C>
ASSETS:
Current Assets $ 0 $ 0
Organization Costs (net of
$500 accumulated
amortization) 500 500
-------------- -----------------
Total Assets 500 500
============== =================
LIABILITIES
Current Liabilities
Accounts Payable 1,600 1,500
-------------- -----------------
Total Current Liabilities 1,600 1,500
-------------- -----------------
Total Liabilities 1,600 1,500
STOCKHOLDERS' EQUITY
Common Stock - Par Value $.0001
15,000,000 Shares Authorized
500,000 Shares Issued and
Outstanding 500 500
Additional Paid-In Capital - -
Retained Deficit, accumulated
in the development stage (1,600) (1,500)
-------------- -----------------
Total Stockholders' Equity (1,100) (1,000)
Total Liabilities and
Stockholders' Equity 500 500
============== =================
</TABLE>
4
<PAGE>
<TABLE>
MANNA CAPITAL, INC.
(A Development Stage Company)
(A Nevada corporation)
STATEMENT OF REVENUES AND EXPENSES
<CAPTION>
For the For the Period
Three Three 9/9/82
Months Months (Inception)
Ended Ended to
03/31/99 03/31/98 03/31/99
-------- -------- --------
<S> <C> <C> <C>
REVENUE:
Revenue $ 0 $ 0 $ 0
EXPENSES:
Taxes and Licenses 0 0 1,600
-------- -------- --------
Total Expenses 0 0 1,600
Net Income/(Loss) $ 0 $ 0 $ (1,600)
======== ======== ========
Net loss per share $ 0.00 $ 0.00 $ .0032
======== ======== ========
</TABLE>
5
<PAGE>
<TABLE>
MANNA CAPITAL, INC.
(a Development Stage Company)
(A Nevada corporation)
STATEMENT OF CASH FLOWS
<CAPTION>
Period
For the For the 9/9/82
Three Months Three Months (Inception)
Ended Ended to
03/31/99 03/31/98 03/31/99
-------- -------- --------
<S> <C> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
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) $ 0 $ 0 $ (1,600)
-------- -------- --------
Adjustments to Reconcile Net Income
to Net Provided by Operating Activities:
Increase in Accounts Payable 0 0 1,600
-------- -------- --------
Total Adjustments 0 0 1,600
NET CASH PROVIDED BY
OPERATING ACTIVITIES $ 0 $ 0 $ 0
======== ======== ========
</TABLE>
6
<PAGE>
Manna Capital, Inc.
Notes To Unaudited Financial Statements
For The Three Month Period Ended March 31, 1999
- -----------------------------------------------
The unaudited financial information included for the three month interim period
ended March 31, 1999 were taken from the books and records of the Company
without audit. However, such information reflects all adjustments (consisting of
normal recurring adjustments, which are of the opinion of management, necessary
to reflect properly the results of interim periods presented). The results of
operations for the three month period ended March 31, 1999 are not necessarily
indicative of the results expected for the year ended December 31, 1999.
7
<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.
MANNA CAPITAL, INC.
(Registrant)
Dated: May 11, 1999
By: s/George Unwin
------------------------------
George Unwin, President
8
<PAGE>
MANNA CAPITAL, INC.
EXHIBIT INDEX TO QUARTERLY REPORT ON FORM 10-QSB
FOR THE QUARTER ENDED MARCH 31, 1999
EXHIBITS Page No.
EX-27 Financial Data Schedule.........................................10
9
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION
EXTRACTED FROM THE UNAUDITED FINANCIAL STATEMENTS FOR THE
FISCAL QUARTER ENDED MARCH 31, 1999.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> MAR-31-1999
<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> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 0
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
