EMC ENERGIES, INC. SECOND QUARTER 10QSB
U. S. Securities and Exchange Commission
Washington, D. C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 1999
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from _____ to _____
Commission File No. 0-5391
EMC ENERGIES, INC.
(Name of Small Business Issuer in its Charter)
NEVADA 83-0210365
(State or Other Jurisdiction of (I.R.S. Employer I.D. No.)
incorporation or organization)
4685 S. HIGHLAND DR, SUITE 202
SALT LAKE CITY, UT 84117
(Address of Principal Executive Offices)
Issuer's Telephone Number: (801)274-1011
Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Sections 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.
(1) Yes X No (2) Yes X No
---- ---- ---- ----
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING THE PRECEDING FIVE YEARS
None; not applicable.
APPLICABLE ONLY TO CORPORATE ISSUERS Indicate the number of
shares outstanding of each of the Registrant's classes of common stock,
as of the latest practicable date:
December 31, 1999
Common Voting Stock
2,069,972
December 31, 1999
Preferred Stock
-0-
PART I - FINANCIAL INFORMATION
Item 1.Financial Statements.
The Financial Statements of the Registrant required to be filed with
this 10-QSB Quarterly Report were prepared by management and
commence on the following page, together with related Notes. In the opinion
of management, the Financial Statements fairly present the financial
condition of the Registrant.
<TABLE>
EMC ENERGIES, INC.
BALANCE SHEET
December 31, 1999 and June 30, 1999
(Unaudited)
<CAPTION>
ASSETS
12/31/99 6/30/99
<S> <C> <C>
Current Assets:
Cash $ 848 $ 1,657
Marketable Securities 0 18,875
Other Investments 0 1,575
_______ _______
Total Current Assets 848 22,107
Property & Equipment, net 0 2,500
------ ------
TOTAL ASSETS $ 848 $ 24,607
====== ======
LIABILITIES & STOCKHOLDERS' DEFICIT
Current Liabilities
Accounts Payable $ 10,350 $ O
_______ ________
Total Current Liabilities 10,350 0
Stockholders' Equity
Common stock, $.001 par value;
authorized 100,000,000 shares;
issued and outstanding 2,069,972 2,070 605,840
Additional Paid-in Capital 1,132,554 821,311
Accumulated Deficit (1,123,706) (1,089,597)
Accumulated Other Comprehensive
Income (Loss) (20,420) (20,420)
_________ _________
(9,502) 317,134
Less cost of treasury stock 0 (292,527)
_________ _________
Total Stockholders' Equity (9,502) 24,607
TOTAL LIABILITIES
AND STOCKHOLDERS' EQUITY $ 848 $ 24,607
======== ========
</TABLE>
See accompanying notes to financial statements.
<TABLE>
EMC ENERGIES, INC.
STATEMENTS OF OPERATIONS
For the Three and Six Month Periods Ended December 31, 1999 and 1998
(Unaudited)
<CAPTION>
Three Months Six Months
Ended Ended
--------------- --------------
12/31/99 12/31/98 12/31/99 12/31/98
-------- -------- -------- --------
<S> <C> <C> <C> <C>
REVENUE $ 0 $ 0 $ 0 $ 0
General and Administrative Expenses 10,355 626 31,309 1,135
Asset Impairment Charge 0 0 0 8,000
----- ----- ------ -----
Net Loss from Operations (10,355) (626) (31,309) (9,135)
Other Income/Expense
Other Income 0 0 0 3
Loss on Sale of Securities 0 0 (1,225) 0
Distribution of Other Investments 0 0 (1,575) 0
----- ----- ------ -----
Total Other Income/Expense 0 0 (2,800) 3
Net Loss Before Taxes (10,355) (626) (34,109) (9,132)
Income Taxes 0 0 0 0
----- ----- ------ -----
Net Loss $ (10,355) $ (626) $ (34,109) $ (9,132)
====== ====== ====== =====
Loss Per Share $ (.005) $ .0003) $ (.016) $ (.004)
====== ====== ====== =====
Weighted Average
Shares Outstanding 2,069,972 2,069,972 2,069,972 2,069,972
</TABLE>
See accompanying notes to the financial statements.
<TABLE>
EMC ENERGIES, INC.
STATEMENT OF STOCKHOLDERS' DEFICIT
FOR THE QUARTER ENDED SEPTEMBER 30, 1999
<CAPTION>
Accum.
Common Stock Add'l Accum- Other Treasury Stock
Shares Amount Paid-in ulated Comprehens. Shares Amount
Issued Paid Capital Deficit Losses Issued Paid Total
-------- ------ ------- --------- ------- ------- ------- -----
<S><C> <C> <C> <C> <C> <C> <C> <C>
BALANCE, June 30, 1999:
2,423,358 $605,840 $821,311 $(1,089,597)$(20,420)353,386 $(292,527)$24,607
Comprehensive income:
Net loss for the
period ended
September 30, 1999 (23,754) (23,754)
Cancellation of
Treasury Stock
(353,386) (88,347)(204,180) (353,386) 292,527
Adjustment to change
par value to $.001
(515,423) 515,423
Net loss for the
period ended
December 31, 1999 (10,355) (10,355)
_________ _______ ________ _________ ______ _______ _______ _______
BALANCE, December 31, 1999:
2,069,972 $2,070 $1,132,554 $(1,123,706)$(20,420) 0 $ 0 $(9,502)
========= ======== ========= ========= ======= ===== ====== ======
</TABLE>
See accompanying notes to the financial statements.
<TABLE>
EMC ENERGIES, INC.
STATEMENTS OF CASH FLOWS
For the Six Month Periods Ended December 31, 1999 and 1998
(Unaudited)
<CAPTION>
Six Months Six Months
Ended Ended
12/31/99 12/31/98
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss $ (34,109) $ (9,132)
Adjustments to reconcile
net loss to net cash used
in operating activities:
Asset impairment charge - 8,000
Loss on sale of securities 1,225 -
Distribution of other investment 1,575 -
Increase in accounts payable 10,350 -
----- -----
Net cash used for
operating activities (20,959) (1,132)
CASH FLOWS FROM INVESTING ACTIVITIES:
Sale of securities 17,650 -
Sales of property 2,500 -
----- -----
Net cash used in investing
activities 20,150 -
----- -----
CASH FLOWS FROM FINANCING ACTIVITIES: - -
----- -----
Net increase (decrease) in Cash (809) (1,132)
CASH AT BEGINNING PERIOD 1,657 3,894
----- -----
CASH AT END OF PERIOD $ 848 $2,762
===== =====
SUPPLEMENTAL CASH FLOW INFORMATION:
Interest expense $ - $ -
===== =====
Income taxes $ - $ -
===== =====
</TABLE>
See accompanying notes to the financial statements.
NOTES TO THE FINANCIAL STATEMENTS
NOTE 1 - BASIS OF PRESENTATION
The accompanying unaudited condensed financial statements have been prepared
in accordance with generally accepted accounting principles for interim
financial information and Article 10 of Regulation S-X. Accordingly, they do
not include all of the information and footnotes required for complete
financial statements. In the opinion of management, all adjustments
necessary for a fair presentation of the results for the interim periods
presented have been included.
These results have been determined on the basis of generally accepted
accounting principles and practices applied consistently with those used in
the preparation of our audited Financial Statements for the year
ended June 30, 1999.
NOTE 2 - PROPERTY AND EQUIPMENT
Property and equipment consist of the following:
December 31 June 30,
1999 1999
------------- ----------
Land $ 0 $ 10,500
Proved Leasehold 0 250
Well equipment 0 670
----------- ---------
Less accumulated depletion & impairment 0 8,920
----------- ---------
$ 0 $ 2,500
=========== =========
NOTE 3 - STOCKHOLDERS' EQUITY
We have adopted SFAS 130 which requires presentation of comprehensive
income (net income plus all other changes in net assets from non owner
sources) and its components in the financial statements. We have changed the
format of its statements of stockholders' equity (deficit) to present
comprehensive income. Accumulated other comprehensive income or loss
shown in the statements of stockholders' equity at December 31, 1999 and June
30, 1999, is solely comprised of the accumulated change in unrealized gains
and losses on marketable securities.
NOTE 4 - RELATED PARTY TRANSACTIONS
During the period ended December 31, 1999 and the year ended June 30, 1999
we paid our Officers and Directors $9,366 and $728 respectively for
services rendered to us. In addition, we sold our property to an officer and
director for $2,500 and distributed the $1,575 in other investments to
directors as appreciation for past services.
NOTE 5 - CAPITALIZATION
On January 28, 2000 the Company, through a majority shareholder vote, changed
its domicile to Nevada. In addition, the Company changed its par value to $.001
and authorized common stock to 100,000,000 shares. No preferred shares were
authorized. The financial statements have been retroactively adjusted to reflect
these changes.
Item 2.Management's Discussion and Analysis or Plan of Operation. Plan of
Operation.
We have not engaged in any material operations in the period ending
December 31, 1999, or since on or before June 30, 1990. During the period
ending December 31, 1999, Kip Eardley and Shauna Chymboryk resigned as officers
and/or directors, and John Chymboryk elected Jennifer Ngo as President/Secretary
and Director. John Chymboryk then resigned. Since her election, Ms. Ngo has
directed the preparation for the Company of up-to-date audited financials, as
well as the filing on behalf of the Company all necessary documentation with
state and federal agencies to bring us in full compliance with all applicable
state and federal law and regulations. Ms. Ngo is also actively seeking a
merger/acquisition candidate for us. As of the date hereof, the parties
have not executed any definitive, binding Plan of merger or reorganization,
and there can be no assurance that such a Plan will ever be executed or that, if
executed, such a transaction will be completed. At Ms. Ngo's direction, we have
changed stock transfer companies to Colonial Stock Transfer Company, Inc., Salt
Lake City, Utah, and have changed our auditor to David T. Thomson, Salt Lake
City, Utah.
Following the period ending December 31, 1999, the company changed its domicile,
by a majority vote of its shareholders, to Nevada through a merger with
Holographic Systems, Inc. of Nevada. The Plan of Merger provided for the
dissenting shareholders to be paid the amount, if any, to which they would be
entitled under the Wyoming Corporation Statues with respect to the rights of
dissenting shareholders. The company then changed its par value to $.001 and the
amount of authorized common stock to 100,000,000.
All of the officers and directors intend to continue to seek out the
acquisition of assets, property or businesses that may be beneficial to us and
our stockholders. Our foreseeable cash requirements during the next 12 months
will relate to maintaining the Company in good standing, keeping our reports
"current" with the Securities and Exchange Commission, and costs related to
locating and reorganizing with a going-concern merger candidate. Management
anticipates that we will have to raise or borrow additional funds during the
next 12 months to this end.
Results of Operations. The Company has had no operations since June 1990.
At December 31, 1999, the Company had $848 in assets and $10,350 in liabilities.
The Company had a net loss for the six months ended December 31, 1999
of $(34,109) compared to a net loss of $(9,132) for the same period last year.
The Company has a net operating loss carryforward of $(1,123,706) since
inception.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
None; not applicable.
Item 2. Changes in Securities.
None; not applicable.
Item 3. Defaults Upon Senior Securities.
None; not applicable.
Item 4. Submission of matters to a Vote of Security Holders.
None; not applicable
Item 5. Other Information.
None; not applicable
Item 6. Exhibits and Reports on Form 8-K.
Exhibit Number Description
- - -------------- -----------
(27) Financial Date Schedule
3.(i).1 Articles of Amendment - Wyoming*
3.(i).2 Articles of Incorporation - Nevada*
3.(i).3 Articles of Amendment - Nevada*
3.(ii) By-Laws*
2 Articles of Merger - Wyoming to Nevada*
* Exhibits incorporated by reference. See 8-K dated February 16, 2000 for actual
documents.
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.
EMC ENERGIES, INC.
Date: 2-16-00 By /S/ Jennifer Ngo
President and Director
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUN-30-2000
<PERIOD-START> JUL-01-1999
<PERIOD-END> DEC-31-1999
<CASH> 848
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 848
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 848
<CURRENT-LIABILITIES> 10,350
<BONDS> 0
0
0
<COMMON> 2,070
<OTHER-SE> (11,572)
<TOTAL-LIABILITY-AND-EQUITY> 848
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 34,109
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (34,109)
<INCOME-TAX> 0
<INCOME-CONTINUING> (34,109)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (34,109)
<EPS-BASIC> (.016)
<EPS-DILUTED> (.016)
</TABLE>
