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, 1998
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 0-9455
ATLANTIC INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
Colorado 13-3045713
-------- ----------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
38 South Audley Street
London, England W1Y 5DH
--------------- -------
(Address of principal executive offices) (Zip Code)
(011 44 171) 629 7617
---------------------
(Registrant's telephone number, including area code)
n/a
----------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark 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 ___
193,127 shares, $.01 par value, as of August 11, 1998
(Indicate the number of shares outstanding of each of the registrant's
classes of common stock, as of the latest practicable date)
Transitional Small Business Disclosure Format: Yes ___ No X
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
ATLANTIC INDUSTRIES, INC.
BALANCE SHEET
June 30, 1998 and December 31, 1997
(unaudited)
June 30, 1998 December 31, 1997
------------- -----------------
TOTAL ASSETS $ 0 $ 0
========= ========
LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES
Accounts payable and accrued expenses 9,441 4,000
Due to Shareholder 46,584 41,450
------ ------
56,025 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 outstanding 1,931 1,931
Additional Paid in Capital (138,228) (138,228)
Retained Earnings 80,272 90,847
---------- ----------
Total Stockholders' Deficit (56,025) (45,450)
---------- ----------
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT
$ 0 $ 0
======== ========
See Notes to financial statements.
2
<PAGE>
<TABLE>
ATLANTIC INDUSTRIES, INC.
STATEMENT OF OPERATIONS
Three Months ended Six Months ended
June 30, June 30,
-------- --------
<CAPTION>
1998 1997 1998 1997
---- ---- ---- ----
<S> <C> <C> <C> <C>
Net sales $ -- $ -- $ -- $ --
Operating costs (7,253) (6,923) (10,575) (21,507)
---------- ----------- ------------ -----------
Loss from continuing operations (7,253) (6,923) (10,575) (21,507)
Other income (loss) -- -- -- --
---------- ---------- ---------- ----------
Loss from continuing operations
before provision for income taxes (7,253) (6,923) (10,575) (21,507)
Provision for income taxes -- -- -- --
---------- ---------- ---------- ----------
NET LOSS (7,253) (6,923) (10,575) (21,507)
========== ======= ======== ========
Loss per share (cents) (0.04) (0.04) (0.06) (0.11)
Average number of shares outstanding 193,127 192,996 193,127 192,996
======= ======= ======= =======
</TABLE>
See Notes to financial statements.
3
<PAGE>
<TABLE>
ATLANTIC INDUSTRIES, INC.
STATEMENT OF CASH FLOWS
Three Months Six Months
ended June 30, ended June 30,
-------------- --------------
<CAPTION>
1998 1997 1998 1997
---- ---- ---- ----
<S> <C> <C> <C> <C>
OPERATING ACTIVITIES
Net loss $(7,253) $(6,923) $(10,575) $(21,507)
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 4,061 4,423 5,441 12,448
-------- ------- -------- --------
Total Adjustments 4,061 4,423 5,441 12,448
-------- ------- -------- --------
NET CASH - OPERATING ACTIVITIES (3,192) (2,500) (5,134) (9,059)
FINANCING ACTIVITIES
New short-term loans 3,192 2,500 5,134 9,059
Repayment of loans -- -- -- --
--------- --------- --------- ---------
NET CASH - FINANCING ACTIVITIES 3,192 2,500 5,134 9,059
NET (DECREASE)/INCREASE IN CASH
AND CASH EQUIVALENTS -- -- -- --
CASH AND CASH EQUIVALENTS -
BEGINNING -- -- -- --
-------- -------- -------- --------
CASH AND CASH EQUIVALENTS - END -- -- -- --
======== ======== ======== ========
</TABLE>
See Notes to financial statements.
4
<PAGE>
ATLANTIC INDUSTRIES, INC.
NOTES TO FINANCIAL STATEMENTS
(Revised and Unaudited)
The balance sheet as of June 30, 1998, the statements of operations for the
three months and six months ended June 30, 1997 and 1998, and the statement of
cash flows for the three months and six months ended June 30, 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.
It is suggested that these financial statements 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 $56,025 existed at June 30, 1998.
RESULTS OF OPERATIONS
Costs in the quarter to June 30, 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 June 30, 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: August 11, 1998 By /s/ P. N. Chapman
--------------------------------------------
P. N. Chapman, Chief Financial Officer, duly
authorized to sign this report on its behalf
<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> APR-01-1998
<PERIOD-END> JUN-30-1998
<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> 56,025
<BONDS> 0
0
0
<COMMON> 1,931
<OTHER-SE> (57,956)
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 7,253
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (7,253)
<INCOME-TAX> 0
<INCOME-CONTINUING> (7,253)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (7,253)
<EPS-PRIMARY> (0.04)
<EPS-DILUTED> (0.04)
</TABLE>
