CAPTEX CAPITAL, INC.
FILING TYPE: 10QSB
DESCRIPTION: QUARTERLY REPORT
FILING DATE: MAR 10, 2000
PERIOD END: NOV. 30, 1999
PRIMARY EXCHANGE: N/A
TICKER: N/A
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CAPTEX CAPTIAL CORP. 10QSB Quarterly Report Date Filed: 03/10/2000
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TABLE OF CONTENTS
To jump to a section, double-click on the section name.
10QSB
Part I1 1
Item 1 2
Cash Flow Statement 4
ITEM 2 7
PART II 9
ITEM 2 9
ITEM 3 9
ITEM 4 9
ITEM 5 9
ITEM 6 9
EX-27
Exhibit 27 Table 10
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Page 1
10QSB
1
SECURITIES AND EXCHANGE COMMISSION
WASHGINGTON, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended
November 30, 1999
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from
to
Commission file number 0-27963
Captex Capital, Corp.
(Exact name of registrant as specified in its charter)
Texas 98-0116179
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2160-650 West Georgia Street Vancouver, B.C. Canada V6B 4N7
(Address of principal executive offices (zip code))
(604) 687-1919
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) filed all reports required to
be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the last 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
Indicate the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date.
Class Outstanding at November 30, 1999
Common Stock, non-par value 5,000,000
_ PART I -- FINANCIAL INFORMATION
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CAPTEX CAPTIAL CORP. 10QSB Quarterly Report Date Filed: 03/10/2000
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ITEM 1. FINANCIAL STATEMENTS
CAPTEX CAPITAL CORP.
(FORMERLY STRAND CAPITAL CORPORATION)
(A TEXAS CORPORATION)
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEET
(U.S. DOLLARS)
3 MONTHS ENDED FISCAL YEAR ENDED
NOVEMBER 30, AUGUST 31,
1999 1999
(UNAUDITED)
ASSETS
INCORPORATION COSTS $ 1,000 $ 1,000
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TOTAL ASSETS $ 1,000 $ 1,000
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LIABILITIES
CURRENT LIABILITIES
Accounts payable $ 2,000 $ 2,000
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TOTAL LIABILITIES 2,000 2,000
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SHAREHOLDERS' EQUITY (DEFICIT)
SHARE CAPITAL
AUTHORIZED:
5,000,000 common shares non-par value
ISSUED AND OUTSTANDING
5,000,000 common shares non-par value
at November 30, 1999 and 1,000 at August
31, 1999 1,000 1,000
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1,000 1,000
ACCUMULATED DEFICIT (2,000) (2,000)
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(1,000) (1,000)
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$ 1,000 $ 1,000
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CONTINUING OPERATIONS (NOTE 1)
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CAPTEX CAPTIAL CORP. 10QSB Quarterly Report Date Filed: 03/10/2000
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CAPTEX CAPITAL CORP.
(FORMERLY STRAND CAPITAL CORPORATION)
(A TEXAS CORPORATION)
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF LOSS
(U.S. DOLLARS)
(UNAUDITED)
3 MONTHS ENDED FISCAL YEAR ENDED
November 30, November 31,
1999 1998
EXPENSES
Legal 0 0
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NET EARNINGS (LOSS) FOR THE PERIOD $ 0 $ 0
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BASIC AND DILUTED LOSS PER SHARE $ (0.00000) $ (0.00000)
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WEIGHTED AVERAGE SHARES OUTSTANDING 5,000,000 10,000
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Page 4
CAPTEX CAPTIAL CORP. 10QSB Quarterly Report Date Filed: 03/10/2000
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CAPTEX CAPITAL CORP.
(FORMERLY STRAND CAPITAL CORPORATION)
(A TEXAS CORPORATION)
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CASH FLOW
(U.S. DOLLARS)
(UNAUDITED)
3 MONTHS ENDED FISCAL YEAR ENDED
November 30, November 30,
1999 1998
CASH PROVIDED BY (USED IN)
OPERATIONS
Net Loss for period $ (0) $ (0)
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(0) (0)
Net change in non-cash working
capital balances
Accounts Payable (0) 0
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Net cash used in operating activities (0) 0
Net cash generated by financing activities 0 0
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CHANGE IN CASH FOR PERIOD 0 0
CASH, BEGINNING OF PERIOD 0 0
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CASH, END OF PERIOD $ 0 $ 0
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Page 5
CAPTEX CAPTIAL CORP. 10QSB Quarterly Report Date Filed: 03/10/2000
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CAPTEX CAPITAL CORP.
(FORMERLY STRAND CAPITAL CORPORATION)
(A TEXAS CORPORATION)
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
PERIOD ENDED NOVEMBER 30, 1999
(U.S. DOLLARS)
1. CONTINUING OPERATIONS
Captex Capital Corp. was incorporated on November 5, 1990 in the state of
Texas, U.S.A. The Company changed its name from Strand Capital Corporation
on October 26, 1999.
The Company has negative working capital and a deficit. The ability for the
Company to continue as a going concern is dependent upon its ability to
obtain adequate financing to reach profitable levels of operations. It is
not possible to predict whether financing efforts will be successful or if
the Company will attain profitable levels of operations.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
These financial statements have been prepared in accordance with generally
accepted accounting principles in the United States and reflect the
following significant accounting principles:
A. ESTIMATES AND ASSUMPTIONS
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make 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 amount of revenues and expenses
during the reporting period. Actual results could differ from those
estimates.
B. EARNINGS (LOSS) PER COMMON SHARE
In February, 1997, the Financial Accounting Standards Board issued
Statement No. 128, Earnings Per Share (SFAS 128), which established new
standards for computing and presenting earnings per share effective for
fiscal years ending after December 15, 1997. With SFAS 128, primary
earnings per share is replaced by basic earnings per share, which is
computed by dividing income available to common shareholders by the
weighted average number of shares outstanding for the period. In
addition, SFAS 128 requires the presentation of diluted earnings per
share, which includes the potential dilution that could occur if
dilutive securities were exercised or converted into common stock. The
computation of diluted EPS does not assume the conversion or exercise
of securities if their effect is anti-dilutive. Common equivalent
shares consist of the common shares issuable upon the conversion of
the convertible loan notes and special warrants (using the if-converted
method) and incremental shares issuable upon the exercise of stock
options and share purchase warrants ( using the treasury stock method).
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CAPTEX CAPTIAL CORP. 10QSB Quarterly Report Date Filed: 03/10/2000
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C. CASH AND CASH EQUIVALENTS
Cash and cash equivalents consist of cash on hand, deposits in banks
and highly liquid investments with an original maturity of three months
or less.
3. SHARE CAPITAL
On October 26, 1999, the Company amended its certificate of incorporation
by increasing its authorized capital stock to 50,000,000 shares of common
stock and changing the par value of its common shares to $0.001par value
per share. Also, the Company converted and split the common stock into five
thousand shares with the result being that the Company has 5,000,000 shares
of issued and outstanding stock.
4. INCOME TAXES
The Company has net operating losses, which may give rise to future tax
benefits of approximately $2,000 as at August 31, 1999. To the extent not
used, net operating loss carryforwards expire in varying amounts beginning
in the year 2012. Income taxes are accounted for in accordance with
Statement of Financial Accounting Standards No.109 (SFAS 109). Under this
method, deferred income taxes are determined based on differences between
the tax basis of assets and liabilities and their financial reporting
amounts at each year end, and are measured based on enacted tax rates and
laws that will be in effect when the differences are expected to reverse.
Valuation allowances are established, when necessary, to reduce deferred
tax assets to the amount expected to be realized. No provision for income
taxes is included in the statement due to its immaterial amount.
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CAPTEX CAPTIAL CORP. 10QSB Quarterly Report Date Filed: 03/10/2000
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
The Company has registered its common stock on a Form 10-SB registration
statement filed pursuant to the Securities Exchange Act of 1934 (the "Exchange
Act") and Rule 12(g) thereof. The Company files with the Securities and Exchange
Commission periodic and episodic reports under Rule 13(a) of the Exchange Act,
including quarterly reports on Form 10-QSB and annual reports Form 10-KSB. As a
reporting company under the Exchange Act, the Company may register additional
securities on Form S-8 (provided that it is then in compliance with the
reporting requirements of the Exchange Act) and on Form S-3 (provided that is
has during the prior 12 month period timely filed all reports required under the
Exchange Act).
The Company was formed to engage in a merger with or acquisition of an
unidentified foreign or domestic private company which desires to become a
reporting company whose securities have been registered under the Exchange Act.
The Company may be deemed to meet the definition of a "blank check" company
contained in Section (7)(b)(3) of the Securities Act of 1933, as amended.
Management believes that there are perceived benefits to being a repoting
company which may be attractive to foreign and domestic private companies.
These benefits are commonly thought to include
(1) the ability to use securities to make acquisition of assets or
businesses;
(2) increased visibility in the financial community;
(3) the facilitation of borrowing from financial institutions;
(4) improved trading efficiency;
(5) the potential for shareholder liquidity;
(6) greater ease in subsequently raising capital;
(7) compensation of key employees through options for stock
for which there may be a public market;
(8) enhanced corporate image; and,
(9) a presence in the United States capital market.
A private company which may be interested in a business combination
with the Company may include
(1) a company for which a primary purpose of becoming a reporting
company is the use of its securities for the acquisition of
assets or businesses;
(2) a company which is unable to find an underwriter of its securities
or is unable to find an underwriter of securities on terms
acceptable to it;
(3) a company which wishes to become a reporting company with less
dilution of its common stock than would occur normally upon an
underwriting;
(4) a company which believes that it will be able obtain
investment capital on more favorable terms after it has become
a reporting company;
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CAPTEX CAPTIAL CORP. 10QSB Quarterly Report Date Filed: 03/10/2000
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(5) a foreign company which may wish an initial entry into the
United States securities market;
(6) a special situation company, such as a company seeking to satisfy
redemption requirements under a qualified Employee Stock Option
Plan; and,
(7) a company seeking one or more of the other benefits believed to
attach to a reporting company.
Management is actively engaged in seeking a qualified private company
as a candidate for a business combination. The Company is authorized to enter
into a definitive agreement with a wide variety of private businesses without
limitation as to their industry or revenues. It is not possible at this time to
predict with which private company, if any, the Company will enter into a
definitive agreement or what will be the industry, operating history, revenues,
future prospects or other characteristics of that company.
As of the date hereof, management has not made any final decision concerning
or entered into any agreements for a business combination. When any such
agreement is reached or other material fact occurs, the Company will file notice
of such agreement or fact with the Securities and Exchange Commission on Form
8-K. Persons reading this Form 10-QSB are advised to see if the Company has
subsequently filed a Form 8-K.
The Company does not intend to trade its securities in the secondary market
until completion of a business combination. It is anticipated that following
such occurrence the Company will take the steps required to cause its common
stock to be admitted to quotation on the NASD OTC Bulletin Board or, if it then
meets the financial and other requirements thereof, on the Nasdaq SmallCap
Market, National Market System or regional or national exchange.
COMPUTER SYSTEMS REDESIGNED FOR YEAR 2000
Many existing computer programs use only two digits to identify a year in
such program's date field. These programs were designed and developed without
consideration of the impact of the change in the century for which four digits
will be required to accurately report the date. If not corrected, many computer
applications could fail or create erroneous results by or following the year
2000 ("Year 2000 Problem"). Many of the computer programs containing such date
language problems have not been corrected by the companies or governments
operating such programs. The Company does not have operations and does not
maintain computer systems. However, it is impossible to predict what computer
programs will be effected, the impact any such computer disruption will have on
other industries or commerce or the severity or duration of a computer
disruption.
Before the company enters into any business combination, it will inquire as
to the status of any target company's Year 2000 Problem, the steps such target
company has taken to correct any such problem and the probable impact on such
target company of any computer disruption. However, there can be no assurance
that the Company will not combine with a target company that has an uncorrected
Year 2000 Problem or that any such Year 2000 Problem corrections are sufficient.
The extent of the Year 2000 Problem of a target company may be impossible to
ascertain and its impact on the Company is impossible to predict.
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Page 9
CAPTEX CAPTIAL CORP. 10QSB Quarterly Report Date Filed: 03/10/2000
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PART II -- OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
There are no legal proceedings against the Company and the Company is
unaware of such proceedings contemplated against it.
ITEM 2. CHANGES IN SECURITIES
On October 26, 1999, the Company amended it certificate of incorporation by
increasing its authorized capital stock to 50,000,000 shares of common stock and
changing its authorized capital to non-par shares. As well, the Company split
the common stock into 5000 shares with the result that the Company has
5,000,000 shares of issued and outstanding common stock
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Not applicable.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Not applicable.
ITEM 5. OTHER INFORMATION
Not applicable.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
Not applicable.
(b) Reports on Form 8-K
There were no reports on Form 8-K filed by the Company during the quarter.
_ 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.
CAPTEX CAPITAL CORP.
By: /s/ John Mackay
John Mackay, President
Dated: March 10, 2000
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