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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 10-QSB
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(Mark one)
[x] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended September 30, 1999
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[ ]TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from to
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Commission file number 000-27371
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SENIOR CARE INDUSTRIES, INC.
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(Exact name of small business issuer as specified in its charter)
Nevada 68-0221599
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(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
410 Broadway, 2nd Floor
Laguna Beach, California 92651
(Address of principal executive offices)
(949) 376-8575
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(Issuer's telephone number)
State the number of shares outstanding of each of the issuer's classes of common
equity as of September 30, 1999:
Common stock 6,662,154 shares
Preferred Stock 400,000 shares
Transitional Small Business Disclosure Format
(Check one): Yes [ ] No [x]
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SENIOR CARE INDUSTRIES INC/NV - 10QSB - QUARTERLY REPORT
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TABLE OF CONTENTS
PART 1- FINANCIAL INFORMATION
PAGE
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Item 1. Financial Statements..................................... 3/7
Item 2. Plan of Operation........................................ 10/13
PART 11- OTHER INFORMATION
Item 1. Legal Proceedings........................................ 8
Item 2. Changes in Securities.................................... 8
Item 3. Defaults Upon Senior Securities.......................... 8
Item 4. Submission of Matters to a Vote of Security Holders...... 8
Item 5. Other Information........................................ 8
Item 6. Exhibits and Reports on Form 8-K......................... 8
SIGNATURES....................................................... 9
2
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PART 1 - FINANCIAL INFORMATION
Item 1 - Financial Statements.
Unaudited Balance sheet at September 30, 1999 and December 31, 1998
Unaudited Statements of Operations for the three, six and nine month
periods ended September 30, 1999.
Unaudited Statements of Cash Flows for the six and nine month period
ended September 30, 1999.
Notes to the financial statements.
3
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SENIOR CARE INDUSTRIES, INC.
Balance Sheet
(Unaudited)
September 30, 1999
Assets
CURRENT ASSETS December 31, 1998 September 31, 1999
(Unaudited) (Unaudited)
Cash $ 832.00 $ 51,143.00
Prepaid Expenses 0.00 0.00
--------------- ---------------
Total Current Assets 832.00 51,143.00
PROPERTY AND EQUIPMENT
Real Estate 0.00 22,700,000.00
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Total Property and Equipment 0.00 22,700,000.00
OTHER ASSETS
Lease Rights 80,000.00 0.00
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Total Other Assets 80,000.00 0.00
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TOTAL ASSETS $ 80,832.00 $22,751,143.00
=============== ===============
4
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<TABLE>
SENIOR CARE INDUSTRIES, INC.
Balance Sheet
(Unaudited)
<CAPTION>
Liabilities and Equity
December 31, 1998 September 30, 1999
(Unaudited) (Unaudited)
<S> <C> <C>
CURRENT LIABILITIES
Accounts Payable $ 59,184.00 $ 0.00
--------------- ---------------
Total Current liabilities 59,184.00 0.00
NON-CURRENT LIABILITIES
Real Estate Loans 0.00 12,596,982.00
Notes Payable 0.00 700,000.00
Total Other Liabilities 0.00 13,296,982.00
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Total Liabilities 59,184.00 13,296,982.00
EQUITY
Preferred Stock-convertible, $.001 par value: 5,000,000 34.00 434.00
authorized $.001 par value: 5,000,000 shares authorized,
34,500 issued and outstanding at 12/31/1998 and 434,500
issued and outstanding 8/31/1999 issued and outstanding
at August 31, 1999, 400,000 preferred shares
Additional Paid in Capital from Preferred Stock 34,466.00 2,034,066.00
Common Stock, $.001 par value, authorized 20,000,000
Shares;
Issued and outstanding at December 31, 1998, 182,032
Common share 182.00
Issued and outstanding at September 30, 1999
6,662,154 common shares 6,662.00
Additional Paid in Capital 1,825,771.00 9,204,085.00
Retained Earnings (Accumulated Deficit) (1,838,805.00) (1,791,086.00)
--------------- ---------------
Total Stockholders' Equity 21,648.00 9,454,161.00
TOTAL LIABILITIES & OWNER'S EQUITY $80,832.00 $22,751,143.00
=============== ===============
</TABLE>
5
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<TABLE>
SENIOR CARE INDUSTRIES, INC.
Statements of Operations
(Unaudited)
<CAPTION>
Three Months Six Months Nine Months
Ended Ended Ended
Sept. 30, 1999 Sept. 30, 1999 Sept. 30, 1999
(Unaudited) (Unaudited) (Unaudited)
<S> <C> <C> <C>
REVENUE
Rents 17,814.00 17,814.00 17,814.00
COSTS AND EXPENSE
Selling, General and Administrative 19,506.00 19,506.00 20,848.00
Total Costs and Expenses 19,506.00 19,506.00 20,848.00
-------------- -------------- --------------
Net Ordinary Income or (Loss) (1,692.00) (1,692.00) (3,034.00)
============== ============== ==============
Weighted average
Number of common
Shares outstanding 6,662,154 6,221,023 4,213,508
Net Loss
Per Share 0.00 0.00 0.00
</TABLE>
6
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<TABLE>
SENIOR CARE INDUSTRIES, INC.
Statement of Cash Flows
(Unaudited)
<CAPTION>
Six Months Nine Months
Ended Ended
Sept. 30, 1999 Sept.30, 1999
(Unaudited) (Unaudited)
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net (loss) from operations (1,692.00) (3,034.00)
Adjustments to reconcile net income
To net cash provided
Change in current assets 51,043.00 50,311.00
Change in current liabilities
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Net cash flow provided by operating
Activities 49,351.00 47,277.00
CASH FLOWS FROM INVESTING ACTIVITIES
Cash provided as result of asset purchase agreement 610.00
Cash paid on long term debt (3,308.00) (4,238.00)
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Net cash used by investing activities (3,308.00) (3,628.00)
CASH FLOWS FROM FINANCING ACTIVITIES
Issuance of Capital Stock 5,000.00 6,662.00
Donated Capital
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Net cash provided by financing activities 5,000.00 6,662.00
Balance at beginning of period 100.00 832.00
Net increase (decrease) in cash and cash
Equivalents 51,043.00 50,311.00
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Balance at end of period 51,143.00 51,143.00
============== ==============
</TABLE>
7
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SENIOR CARE INDUSTRIES, INC.
NOTES TO FINANCIAL STATEMENTS
September 30, 1999
(Unaudited)
BASIS OF PRESENTATION
The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principal for interim financial
information and with the instructions to Form 10-QSB and Item 310 (b) of
Regulation S-B. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. In opinion of management, all adjustments (consisting of
normal recurring accruals) considered necessary for a fair presentation have
been included. Operating results for the three and six month periods ended
September 30, 1999 are not necessarily indicative of the results that may be
expected for the year ended December 31, 1999. For further information, refer to
the audited financial statements and footnotes included in the Company's Form
10-SB filing, filed December 23, 1999. The audited financial statements in the
Form 10-SB covered to the close of business as of August 31, 1999.
Item 2. Plan of Operation
The Company was organized under the laws of the State of Idaho, February 26,
1968, as Golden Chest, Inc., for the purpose of acquiring and developing mineral
properties. On April 5, 1999, the board of directors changed the Company name to
Senior Care Industries, Inc., and changed corporate situs from Idaho to Nevada.
The Company was re-incorporated on August 26, 1999 under the laws of the State
of Nevada.
In 1985, the Company merged with TAP Resources, Ltd, (TAP) a British Columbia
corporation in a transaction where the Company issued 1.25 shares of Golden
Chest Inc common stock in exchange for each share of TAP common stock. At the
time of the merger, the Company and TAP were partners in a minerals exploration
joint venture. After the merger Golden Chest Inc. was the surviving corporation
while TAP Resources was dissolved.
In 1990, the Company merged with Petro Gold Inc, a Washington corporation, in a
transaction where the Company issued 3,000,000 shares of Senior Care Industries,
Inc. common stock in exchange for all shares of Petro Gold, Inc. common stock.
After the merger Senior Care Industries, Inc. was the surviving corporation
while Petro Gold, Inc. was dissolved.
In 1999, the company transferred its assets and liabilities to Paymaster
Resources Incorporated.
On August 31, 1999, the Company completed an asset purchase agreement where it
purchased the assets and liabilities of East-West Developer, Inc. for a note
payable of $700,000 and 1,880,122 shares or Senior Care Industries, Inc.'s
common stock.
Senior Care Industries is a diversified firm consisting of a real estate
division and a manufacturing division. The real estate division invests in,
manages, and develops conventional housing, assisted living communities, senior
housing, and commercial properties. The manufacturing division acquires
furniture manufacturing companies and food manufacturing companies, enabling the
firm to service its assisted living facilities with its own food and furnish its
facilities through its own manufacturing companies. The company has no
Brochures.
7
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The Company employs 12 employees, full time. The company expects to employ 100
employees by December 31, 2001.
The Company's projects and/ or the services its projects may offer fall under
the auspices of various state and federal regulatory agencies and various
licensing and or zoning requirements and programs, such as the "Medicaid waiver
programs" that are specific to assisted living facilities and/or senior housing
facilities in the communities they are located in. The company currently owns a
project in Monterey Park, California whose zoning approval required a non-profit
organization be formed to own a 10% interest at the request of the city of
Monterey Park.
Item 2. Plan of Operation (Continued).
Forward-Looking Statements
This Form 10-QSB includes "forward-looking statements" within the meaning
of the "safe-harbor" provisions of the Private Securities Litigation Reform Act
of 1995. Such statements are based on management's current expectations and are
subject to a number of factors and uncertainties that could cause actual results
to differ materially from those described in the forward- looking statements.
All statements, other than statements of historical facts include in this Form,
including without limitation, statements under "Plan of Operations" regarding
the Company's financial position, business strategy, and plans and objectives of
management of the Company for future operations, are forward-looking statements.
Although the Company believes that the expectations reflected in such
forward-looking statements are reasonable, it can give no assurance that such
expectations will prove to have been correct. Important factors that could cause
actual results to differ materially from the Company's expectations include, but
are not limited to, market conditions, competition and the ability to
successfully complete financing.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
The Company is not a party to any pending legal proceeding. Management is
not aware of any threatened litigation, claims or assessments.
Item 2. Changes in Securities
There has been no change in securities since October 7, 1999
All of the Company's issuances of securities were disclosed in its Amended
Form 10-SB filing (Filed December 23, 1999).
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.
No exhibits required.
There were no reports filed on Form 8-K during the three-month period ended
September 30, 1999.
8
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SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
Senior Care Industries, Inc.
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Date: March 21, 2000 /s/ Stephen Reeder
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Stephen Reeder
Chief Executive Officer
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> SEP-30-1999
<CASH> 51,143
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 51,143
<PP&E> 22,700,000
<DEPRECIATION> 0
<TOTAL-ASSETS> 22,751,143
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
434
<COMMON> 6,662
<OTHER-SE> 9,447,665
<TOTAL-LIABILITY-AND-EQUITY> 22,751,143
<SALES> 17,814
<TOTAL-REVENUES> 17,814
<CGS> 0
<TOTAL-COSTS> 20,848
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (3,034)
<INCOME-TAX> 0
<INCOME-CONTINUING> (3,034)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (3,034)
<EPS-BASIC> 0
<EPS-DILUTED> 0
</TABLE>
