SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1998
Commission File Number 0-9455
ATLANTIC INDUSTRIES, INC.
----------------------------------------------------
(Exact name of small business issuer in its charter)
Colorado 13-3045713
------------------------------- -----------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
38 South Audley Street
Mayfair London, England W1Y 5DH
---------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
(011 44 171) 629 7617
---------------------------------------------------
(Registrant's telephone number, including area code)
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act 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 ___
The number of shares outstanding of each of the issuer's classes of
common equity as of May 12, 1998: 193,127 shares of $.01 par value common stock.
Transitional Small Business Disclosure Format: Yes ___ No [X]
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
ATLANTIC INDUSTRIES, INC.
BALANCE SHEET
March 31, 1998 and December 31, 1997
(unaudited)
March 31, 1998 December 31, 1997
-------------- -----------------
TOTAL ASSETS $ 0 $ 0
============ ============
LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES
Accounts payable and accrued expenses 5,380 4,000
Due to Shareholder 43,392 41,450
----------- -----------
48,772 45,450
STOCKHOLDERS' DEFICIT
Preferred Stock, $.01 par value; authorized 10,000,000 shares; issued and
outstanding - 0 shares
Common Stock, $.01 par value; authorized
40,000,000 shares; 193,127 shares issued and 1,931 1,931
outstanding
Additional Paid in Capital (138,228) (138,228)
Retained Earnings 87,525 90,847
----------- ------------
Total Stockholders' Deficit (48,772) (45,450)
----------- ------------
TOTAL LIABILITIES AND STOCKHOLDERS'
DEFICIT $ 0 $ 0
============ ============
See Notes to financial statements.
2
<PAGE>
ATLANTIC INDUSTRIES, INC.
STATEMENT OF OPERATIONS
Three Months ended
March 31,
-----------------------------
1998 1997
---- ----
Net sales $ -- $ --
Operating costs (3,322) (14,584)
---------- -----------
Loss from continuing operations (3,322) (14,584)
Other income (loss) -- --
---------- ----------
Loss from continuing operations
before provision for income taxes (3,322) (14,584)
Provision for income taxes -- --
---------- ----------
NET LOSS (3,322) (14,584)
========== ============
Loss per share (cents) (0.02) (0.07)
Average number of shares
outstanding 193,127 192,996
========== ============
See Notes to financial statements.
3
<PAGE>
ATLANTIC INDUSTRIES, INC.
STATEMENT OF CASH FLOWS For the Three Months Ended
March 31, 1998 and 1997
Three Months
ended March 31,
--------------------
1998 1997
---- ----
OPERATING ACTIVITIES
Net loss $ (3,322) $(14,584)
Adjustments to reconcile net loss to Net Cash Provided by Operating Activities:
Change in Operating Assets and Liabilities:
Accounts Receivable and Other Debtors -- --
Increase/(Decrease) in Liabilities:
Accounts payable and Accrued Expenses 1,380 8,025
-------- -------
Total Adjustments 1,380 8,025
-------- -------
NET CASH - OPERATING ACTIVITIES (1,942) (6,559)
FINANCING ACTIVITIES
New short-term loans 1,942 6,559
Repayment of loans -- --
--------- ---------
NET CASH - FINANCING ACTIVITIES 1,942 6,559
NET (DECREASE)/INCREASE IN CASH
AND CASH EQUIVALENTS -- --
CASH AND CASH EQUIVALENTS -
BEGINNING -- --
-------- --------
CASH AND CASH EQUIVALENTS - END -- --
======== ========
See Notes to financial statements.
4
<PAGE>
ATLANTIC INDUSTRIES, INC.
NOTES TO FINANCIAL STATEMENTS
(REVISED AND UNAUDITED)
The balance sheet as of March 31, 1998, the statements of operations
for the three months ended March 31, 1997 and 1998, and the statement of cash
flows for the three months ended March 31, 1997 and 1998 have been prepared by
the Registrant without audit in accordance with generally accepted accounting
principles for interim financial information and the rules and regulations of
the Securities and Exchange Commission. Accordingly, certain information and
footnote disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have been condensed or
omitted. The accompanying unaudited interim financial statements include all
adjustments (consisting only of those of a normal recurring nature) which, in
the opinion of management, are necessary for a fair statement of the results for
the interim periods.
These financial statements should be read in conjunction with the
financial statements and notes thereto included in the Registrant's Form 10-KSB
for the year ended December 31, 1997.
5
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
FINANCIAL CONDITION
A shareholders' deficit of $48,772 existed at March 31, 1997.
RESULTS OF OPERATIONS
Costs in the quarter to March 31, 1998 primarily related to audit,
accounting and legal costs related to the preparation and filing of various
reports required by the SEC.
FUTURE LIQUIDITY AND CAPITAL RESOURCES
The Company remains determined to acquire through the issuance of
additional shares a suitable business or businesses and/or obtain additional
funds through the sale of Common stock in public or private transactions.
Pending completion of such a transaction, the Company has no revenue and
accordingly in the short term is dependent on continued loans from a major
shareholder.
The Registrant had no material commitments for capital expenditure at
either March 31, 1998 or at December 31, 1997.
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits filed herewith: None
(b) Forms 8-K filed during the quarter for which this report is filed: None
6
<PAGE>
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.
ATLANTIC INDUSTRIES, INC.
Dated: May 12, 1998 By /s/ P. N. Chapman
-----------------
P. N. Chapman, Chief Financial Officer,
duly authorized to sign this report on its
behalf
7
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> MAR-31-1998
<EXCHANGE-RATE> 1
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 48,772
<BONDS> 0
0
0
<COMMON> 1,931
<OTHER-SE> (50,703)
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 3,322
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (3,322)
<INCOME-TAX> 0
<INCOME-CONTINUING> (3,322)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (3,322)
<EPS-PRIMARY> (0.02)
<EPS-DILUTED> (0.02)
</TABLE>