FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20548
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15D OF THE
SECURITIES EXCHANGE ACT OF 1934
For The Quarterly Period Ended September 30, 1995
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15D OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to __________
Commission File Number -- 0-10926
TECFIN CORPORATION
(Exact name of registrant as spec1fied in its charter)
Delaware 11-2552239
(State or other Jurisdiction of (IRS Employer
Incorporation or Organizatlon) Identification Number)
107 Northern Boulevard, Great Neck, New York 1002l
(Address of principal offices) (Zip Code)
(516) 829-3774
(Registrant's Telephone Number lncluding area code)
Indicate by checkmark whether the registrant (1) has flled all reports
required to be filed by Section 13 Or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 montlls (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
shares, as of November 15, 1995 was 64,205,721 shares of Common Stock, $.0001
par value per share, excluding 285,000 shares held in treasury.
<PAGE>
PartI - FINANCIAL INFORMATION
Item 1 Financial Statements
TECFIN CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF NET ASSETS-
LIQUIDATION BASIS
ASSETS
SEPTEMBER 30 December 31,
1995 1994
(Unaudited) (Audited)
Cash and cash equivalent $ 15,702 $ 9,365
Demand note receivable-related party 141,501 141,501
-------- --------
Total assets $157,203 $150,866
-------- --------
LIABILITIES
Liabilities:
Income taxes payable $ 1,287
Accrued expenses and other current
liabilities 19,369 21,802
-------- --------
Total liabilities 19,369 23,089
-------- --------
Net assets $137,834 $127,777
======== ========
See Notes to Consolidated Financial Statements
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TECFIN CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CHANGES IN NET ASSETS
LIQUIDATION BASIS
For The Nine Months For the Three Months
Ended September 30, Ended September 30,
---------------------- ---------------------
1995 1994 1995 1994
--------- --------- --------- ---------
Net assets as of Jan 1, $ 127,777 $ 32,835 $ 137,337 $ 132,287
--------- --------- --------- ---------
Sales and operating
revenues 16,663 9,245 3,038 3,114
--------- --------- --------- ---------
Cost and expenses:
Selling, general and
administrative 6,606 8,746 2,541 4,300
Bad debt recovery (97,767)
--------- --------- --------- ---------
6,606 (89,021) 2,541 4,300
--------- --------- --------- ---------
Income (loss) before
provision for
income taxes 10,057 98,266 497 (1,186)
Provision for income taxes -- -- --
--------- --------- --------- ---------
Net income (loss) 10,057 98,266 497 (1,186)
--------- --------- --------- ---------
Net assets as of June 30 $ 137,834 $ 131,101 $ 137,834 $ 131,101
========= ========= ========= =========
Weighed average number of
shares outstanding (A) (A) (A) (A)
========= ========= ========= =========
Net income (loss) per
common share (note 2):
Net income (loss) $ -- $ -- $ -- $ --
========= ========= ========= =========
(A) - 64,205,721 shares outstanding in all periods
See Notes To Consolidated Financial Statements
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<PAGE>
TECFIN CORPORATION AND SUBSIDIARIES
CONOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
LIQUIDATION BASIS
<TABLE>
<CAPTION>
For Nine Total
Months Ended Additional Share-
Sept 30, Common Paid in Accumulated Treasury holder
1995 Stock Capital Deficit Stock Equity
- --------- --------- ---------- ----------- --------- ---------
<S> <C> <C> <C> <C> <C>
Jan 1, 1995 $6,449 $1,079,170 ($ 955,067) ($2,775) $127,777
Net income 10,057 10,057
------ ---------- ----------- -------- --------
Balance
9\30\95 $6,449 $1,079,170 ($ 945,010) ($2,775) $137,834
====== ========== =========== ======== ========
For Nine
Months Ended
Sept 30,
1994
- ---------------
Balance at
Jan 1, 1994 $6,449 $1,079,170 ($1,050,009) ($2,775) $ 32,835
Net income 98,266 98,266
------ ---------- ------------ -------- --------
Balance
9\30\94 $6,449 $1,079,170 ($ 951,743) ($2,775) $131,101
====== ========== ============ ========= ========
</TABLE>
See Notes To Consolidated Financial Statements
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<PAGE>
NOTE TO CONSOLIDATED FINANCIAL STATEMENTS
Note 1 - Basis of Condensed Information
In the opinion of the Company, the accompanying unaudited condensed
financial statements contain all adjustments, consisting only of normal
recurring accruals, necessary to present fairly the consolidated statement of
net assets of the Company and its subsidiaries as of September 30, 1995, the
consolidated statements of changes in net assets and changes in stockholders'
equity for each of the nine months ended September 30, 1995 and 1994. The
financial statements have been prepared on the assumption of the liquidation
basis of accounting.
The results of operations for the nine months ended September 30, 1995 are
not necessarily indicative of the results to be expected for the full year.
Certain information and note disclosures normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been condensed or omitted. The condensed financial statements should be
read in conjunction with the financial statements and notes thereto included in
the Company's Form 10-KSB Annual Report for its fiscal year ended December 31,
1994 Balance sheet at December 31, 1994 contained in this report has been
derived from the Company's audited consolidated balance sheet included in such
Form 10-KSB.
Note 2 - Income per share
Primary loss per share is based on the weighted average number of shares
outstanding during each period.
Note 3 - Related parties transactions
In November 1991, the Company loaned $200,000 to an affiliated Company
which are demand notes bearing interest at 10%. An additional $100,000 was
loaned in June 1994 with interest at 8%. Through September 30 1995, $158,499
has been repaid.
Note 4 - Contingency
In May 1992, the company received a non-interest bearing demand promissory
note from a sublessee of commercial space from the Company. An officer of the
company and the sublessee were partners in an unrelated joint venture. The face
value of the non-interest bearing demand note is $261,250, which was present
valued to $171,250 using an imputed interest of 11.42%. Payments of $124,767
have been received to September 30, 1995.
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<PAGE>
Item 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN
OF OPERATION
RESULTS OF OPERATIONS
The Company had no significant operations for the nine months ended
September 30, 1995.
Analysis of Revenue and Expenses is as follows:
Nlne Months Ended Sept 30,
1995 1994
Interest and other income $ 16,663 $ 9,245
======== ========
Expenses:
Other 6,606 8,746
Bad debt recovery (97,767)
-------- --------
Total expenses 6,606 (89,021)
======== ========
LIQUIDITY AND CAPITAL RESOURCES
The Company is in a stringent liquidity and capital resources position.
Such position is principally due to the defaults appertaining to (i) the
equipment lease with Sparc Environmental Services, Inc.; (ii the equipment lease
with East Coast Medical Administrative Services, Inc. and (iii) the sub-lease of
the premises 275 Northern Boulevard, Great Neck, NY. The lack of new business in
fiscal 1993 and 1994 and nine months ended September 30, 1995 and cash flows
results in such periods were additional adverse factors that contributed to the
Company's poor liquidity and capital resources position; the improvement of
which positions are presently substantially dependent upon the realization by
the Company of monies owing to it from the defaulting parties concerned.
The Company presently does not have any specific plans in mind which would
materially change favorably either (i) its short term or long term liquidity
(i.e., ability to generate adequate amounts of cash to meet its needs for cash)
or (ii) its capital resources position (i.e. source of funds). Furthermore there
are no trends or events known to management that will result in, or that are
reasonably likely to result in, the Company's liquidity increasing in any
material way in the foreseeable future.
Absent possible collection of a substantial portion of the monies owed to
it by Limousine Salon, Inc. as well as monies owed to it by two equipment
lessees who are in default of their obligations, the present stringent liquidity
and capital resources position of the Company will necessarily adversely affect:
the financial condition of the Company; its ability to enter into new lease
financing and brokerage arrangements, which line of business has been the
Company's principal source of revenues since 1986; its prospects for the future;
and its ability to continue in existence.
While Management believes that the Company will be able to continue in
existence during the period ending December 31, 1995, there can be no assurance
that the Company will be able to generate sufficient cash to remain in existence
thereafter.
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<PAGE>
PART II - OTHER INFORMATION
Item 6 - EXHIBITS AND REPORTS ON FORM 8K
(b) No reports on Form 8K were filed during the quarter for which
this report is filed.
SIGNATURES
Pursuant to the requirements of the Exchange Act, the Registrant has duly
caused this report to be signed on its behalf by the undersigned thereunto duly
authorized.
TECFIN CORPORATION
SANDERS H. WALLICK
Sanders H. Wallick
Sanders H. Wallick
Chairman and Chief Executive Officer
SANDERS H. WALLICK
Sanders H. Wallick
Sanders H. Wallick
Acting Treasurer and Chief Financial
and Accounting Officer
DATED NOVEMBER 15, 1995
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