UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2000
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: 0-8149
SOUTHWEST CAPITAL CORPORATION
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(Exact name of small business issuer in its charter)
New Mexico 85-0169650
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1650 University NE, Suite 5-100, Albuquerque, New Mexico 87102
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(Address of principal executive offices) (Zip Code)
505-884-7161
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Registrant's telephone number, including area code
Not Applicable
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(Former names, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 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 outstanding of the Registrant's no par value common stock,
at August 7, 2000 was approximately 1,569,000 shares.
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS
SOUTHWEST CAPITAL CORPORATION
CONSOLIDATED BALANCE SHEET
JUNE 30, 2000
(unaudited)
ASSETS
CURRENT ASSET
Cash $ 2,734
==========
LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES
Accounts payable $ 2,845
Accrued liabilities 10,949
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Total current liabilities 13,794
NOTES PAYABLE TO RELATED PARTIES 41,879
SHAREHOLDERS' DEFICIT
Common stock, no par value; authorized,
10,000,000 shares; issued and outstanding,
1,568,791 shares 1,568,791
Additional paid-in capital 1,659,054
Accumulated deficit (3,280,784)
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(52,939)
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$ 2,734
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The accompanying notes are an integral part of this statement.
<PAGE>
SOUTHWEST CAPITAL CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
THREE MONTHS ENDED JUNE 30,
(unaudited)
2000 1999
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EXPENSES
General and Administrative $ 2,010 $ 345
Interest 1,047 750
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NET LOSS $ (3,057) $ (1,095)
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Basic and diluted net loss per common
share $ - $ -
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Weighted average common shares outstanding 1,568,791 1,568,791
=========== ===========
The accompanying notes are an integral part of these statements.
<PAGE>
SOUTHWEST CAPITAL CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
SIX MONTHS ENDED JUNE 30,
(unaudited)
2000 1999
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EXPENSES
General and Administrative $ 4,315 $ 3,044
Interest 1,764 1,477
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NET LOSS $ (6,079) $ (4,521)
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Basic and diluted net loss per common
share $ - $ -
=========== ===========
Weighted average common shares outstanding 1,568,791 1,568,791
=========== ===========
The accompanying notes are an integral part of these statements.
<PAGE>
SOUTHWEST CAPITAL CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
SIX MONTHS ENDED JUNE 30,
(unaudited)
2000 1999
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Increase (Decrease) in Cash
Cash flows from operating activities
Net loss $ (6,079) $ (4,521)
Adjustments to reconcile net loss to net
cash used in operating activities
Changes in operating assets and
liabilities
Increase in accounts payable and
accrued liabilities 629 116
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Net cash used in operating
activities (5,450) (4,405)
Cash flows from financing activities
Proceeds from notes payable 6,000 4,000
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NET INCREASE (DECREASE) IN CASH 550 (405)
Cash at beginning of period 2,184 3,131
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Cash at end of period $ 2,734 $ 2,726
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The accompanying notes are an integral part of these statements.
<PAGE>
SOUTHWEST CAPITAL CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 2000
(unaudited)
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
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The accompanying consolidated balance sheet as of June 30, 2000 and the
consolidated statements of operations and cash flows for the periods ended June
30, 2000 and 1999, have been prepared by the Company without audit. In the
opinion of management, all adjustments (which include only normal recurring
adjustments) necessary to present fairly the financial position, results of
operations and cash flows as of and for the periods ended June 30, 2000 and 1999
have been included. The results of operations for the periods ended June 30,
2000 and 1999 are not necessarily indicative of the operating results for the
full year.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been condensed or omitted. It is suggested that these consolidated
financial statements be read in conjunction with the consolidated financial
statements and notes thereto included in the Registrant's December 31, 1999
filing on Form 10-KSB.
LOSS PER SHARE
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Loss per share is computed using the weighted average number of common shares
outstanding during the period.
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
As the Company has not had revenues from operations in each of the last two
fiscal years, the following represents management's plan of operations for the
next twelve months.
The Company is presently without revenues or cash flow from operations. Based
upon current activity levels, management believes that cash on hand and the
availability of working capital loans from officers are sufficient to meet the
Company's cash requirements for the next twelve months, which are expected to
consist of general and administrative costs incurred to maintain good standing
as a publicly traded company.
The Company currently has no employees and does not anticipate retaining any
employees based upon current activity.
Management will continue to solicit and pursue investment possibilities in the
form of acquisitions of privately held businesses. However, it should be noted,
such management personnel are engaged full time in other activities, endeavors
and professions.
<PAGE>
PART II. OTHER INFORMATION
Item 1. The Registrant has been subject to the following judgements:
None
Item 2. Changes In Securities:
None
Item 3. Defaults In Senior Securities:
None
Item 4. Submission of Matters to a Vote of Security Holders:
None
Item 5. Other Information:
On August 2, 2000, the Company entered into a Letter of Intent to negotiate a
stock merger with Berthel Fisher & Company, ("Berthel Fisher") a private
financial services holding company which would result in Berthel Fisher becoming
a public company.
The Letter of Intent provides for the issuance of additional common and
preferred shares of Southwest Capital, which would result in Berthel Fisher
controlling approximately 75% of the voting shares. The proposed transaction is
expected to close by September 30, 2000; however, it remains subject to certain
closing conditions and no assurance can be given that the proposed transaction
will be consummated.
Berthel Fisher offers full service retail brokerage and investment banking
operations concentrated primarily in the Midwest with approximately 140
registered representatives in 85 locations.
Item 6. Exhibits and Reports on Form 8-K:
None
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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.
SOUTHWEST CAPITAL CORPORATION
Date: August 11, 2000 By: /s/ LAURENCE S. ZIPKIN
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Laurence S. Zipkin, President
Date: August 11, 2000 By: /s/ ALAN GEIWITZ
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Alan Geiwitz, Secretary and
Chief Accounting Officer
