UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 September 30, 1997.
( ) 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 24-2472-A
CALDERA CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
FLORIDA 59-3243555
(State of Incorporation) (IRS Employer ID Number)
444 Seabreeze Avenue, Suite 435, Daytona Beach, Florida 32118
Post Office Box 1632, Daytona Beach, Florida 32115-1632
(Address of principal executive offices and Zip Code)
registrants telephone number, including area code 904-254-2920
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,
and (2) has been subject to such filing requirements for the past
90 days.
Yes No X
on September 30, 1997, there were 166,250 shares outstanding of
the registrant's common stock, par value $.0025 per share.
Transitional Small Business Disclosure Format (Check one:
Yes No x
SEC 2334 (3/94)
CALDERA CORPORATION
(a development Company)
table of contents Page No.
PART I FINANCIAL INFORMATION
Item 1. Financial Statements (unaudited)
Balance Sheet as at September 30, 1997 2
and September 30, 1996
Income statement for the nine months
ended September 30, 1997 and 1996 3
Cash Flows for the nine months
ended September 30, 1997 and 1996 4
Statement of Stockholder's equity for the
year ended December 31, 1996 and the
Nine months ended September 30, 1997 5
Notes to Financial Statements 6-8
Item 2. Plan of Operation. 8
PART II OTHER INFORMATION 8
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
CALDERA CORPORATION
(a development Company)
BALANCE SHEET
September 30
1997 1996
ASSETS
CURRENT ASSETS:
Cash $ 0 $ 716
FIXED ASSETS:
Property & Equipment At Cost
Less Accumulated depreciation of
$ 0 & $1,853 0 4,595
OTHER ASSETS:
Mining Leases 6,875
Advance Deposits 0 1,816
Total Assets $ 0 $ 14,002
LIABILITIES & STOCKHOLDER'S EQUITY
CURRENT LIABILITIES:
Accounts Payable $ 0 $ 0
Notes Payable Stockholders 0 51,104
Accrued interest on notes 0 2,536
Total Current Liabilities 0 53,640
OTHER LIABILITIES:
Mining Lease Dispute 0 41,560
Certificate Replacement 0 100
Total Other Liabilities 0 41,660
STOCKHOLDER'S EQUITY
Common stock $.0025 par value
200,000,000 shares authorized
166,250 shares issued and 416 41,563
outstanding
Additional paid in capital 60,149 19,002
Accumulated deficit (60,565) (141,863)
Total Stockholder's Equity 0 (81,298)
Total Liabilities & Stockholder's Equity $ 0 $ 14,002
See notes to financial statements
CALDERA CORPORATION
(a development Company)
Statement of Income and Accumulated Deficit
(Unaudited)
For the six Months
Ended September 30,
1997 1996
Revenues $ -0- $ -0-
EXPENSES:
Selling, General & Administrative Expenses 6,305 13,492
Legal and Accounting 0 5,278
Interest 2,102 4,017
Depreciation 646 859
Net (loss) (9,053) (23,646)
(Loss) per share (.001) (.001)
Accumulated (deficit), as of Dec. 31 (145,536) (118,217)
Assumption of Assets & Liabilities
by AU International 94,024
Accumulated (deficit), as of September 30 $(60,565)$(141,863)
See notes to financial statements
CALDERA CORPORATION
(a development Company)
STATEMENT OF CASH FLOWS
(Unaudited)
For the Nine Months Ended
September 30
1997 1996
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $ (9,053) $ (23,646)
Adjustments to reconcile net income to
net cash used by operating activities:
Depreciation 859
Changes in Assets & Liabilities
Accrued Interest 1,140
Advance Deposits 4,834
Plant & Equipment (1,403)
Net Cash Used by Operating Activities (18,216)
CASH FLOWS FROM FINANCING ACTIVITIES:
Reduction in Loans from shareholders (14,717)
Assumption of Assets & Liabilities
by AU International 8,820
Net Cash Provided By Financing Activities 8,820 (14,717)
NET CHANGE IN CASH AND CASH EQUIVALENTS $ (233) $(32,933)
Cash and Cash Equivalents, Beg. of Period 233 33,649
Cash and Cash Equivalents, End of Period $ 0 $ 716
See notes to financial statements
CALDERA CORPORATION
(a development Company)
STATEMENT OF STOCKHOLDERS' EQUITY
(Unaudited)
FOR THE YEAR ENDED DECEMBER 31, 1996
AND THROUGH September 30, 1997
Common Stock Capital in
______________________ Excess of Accum.
Shares Amount Par Value Deficit
__________ ________ _________ _________
BALANCE
DECEMBER 31, 1995 16,625,000 $41,563 $ 19,002 $(118,217)
Net loss for the period (27,319)
ended December 31, 1996
BALANCE
December 31, 1996 16,625,000 $41,563 $ 19,002 $(145,536)
Reverse Split 6/30/97 (16,458,750) $(41,147)$ 41,147
100 to 1
Net loss for the period (9,053)
ended September 30, 1997
Assumption of Assets & Liabilities
by AU International 94,024
BALANCE
September 30, 1997 166,250 $ 416 $ 60,149 $(60,565)
See notes to financial statements
CALDERA CORPORATION
(a development Company)
NOTES TO FINANCIAL STATEMENTS
( Unaudited)
NOTE 1 -GENERAL ACCOUNTING POLICIES
ACCOUNTING FOR GOLD SALES REVENUE - Revenue from the sale of gold
is recognized at the point of sale to the customer. The Company
will also deliver the gold at that time and collect the cash.
Therefore the Company will have no accounts receivable resulting
from the sale of gold.
PROPERTY AND EQUIPMENT - The cost of property and equipment is
depreciated over the estimated useful lives of the related
assets. The estimated useful lives of the office equipment is
five years. Depreciation is computed on a straight-line basis
for financial reporting purposes and on ACRS for income tax
purposes.
MAINTENANCE AND REPAIRS - Maintenance and repairs are charged to
operations when incurred. Improvement and renewals are
capitalized. When property and equipment are sold or otherwise
disposed of, the asset account and related accumulated
depreciation account are relieved, and any gain or loss is
included in operations.
VALUATION OF STOCK ISSUED IN NONCASH TRANSACTIONS - Stock issued
in noncash transactions will be valued at current market value.
If no current market value can be established through a
recognized national stock market, assets acquired by issuance of
stock will be valued at the par value of the stock issued.
There is currently no market in the stock.
CARRYING VALUE OF MINING PROPERTIES - All mining properties will
be carried at cost.
PROVISION FOR TAXES - The Company has not made a profit to date
and is in the development stage with no ascertainable time
table for profitability, if ever, therefore no provisions have
been made for taxes or loss carryover benefit under FAS 109
guidelines.
USE OF ESTIMATES - The preparation of financial statements in
conformity with generally accepted accounting principals
requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues
and expenses during the reporting period. Actual results could
differ from these estimates.
NOTE 2 - PROPERTY AND EQUIPMENT
The following is a summary of property and equipment - at cost,
less accumulated depreciation:(prior to transfer to AU
International)
Office equipment $6,448
Less: Accumulated depreciation (2,822)
_______
Total $3,626
=======
The Company incurred $5,239 rental expense under non-cancelable
operating leases to date in 1997. No additional payments are
anticipated.
NOTE 3 - LEGAL PROCEEDINGS
The Company is currently litigating the State of Alaska's
determination that the Company had not filed its annual
assessment affidavit correctly. The State asserted this
constituted an abandonment of all of its claims. This
determination is being contested by the Company. The Superior
Court found in favor of the State. The case is now on appeal to
the Alaska Supreme Court. An unfavorable decision could result
in the loss of the assets related to Alaska mining leases.
The Company is currently inactive. The Company has divested
itself of all assets and liabilities. The results of any
litigation if unfavorable will be born by Au International, Inc..
Although not currently in litigation; management believes that
the current owners of the Beluga Mining Company feel that
Caldera has defaulted on the provisions of an option agreement
between the two companies by the failure to pay the rental fees
of Seventy Thousand ($70,000) dollars to the State of Alaska
for certain mining claims held by Beluga.
Management does not know of any other potential litigation
involving the Company which may be filed in the future.
The results of any litigation if unfavorable will be born by Au
International, Inc..
Item 2. Plan of Operation
The Company is currently inactive. The Company has divested
itself of all assets and liabilities.
Part II Other Information
Item 1. Legal Proceedings.
The Company is currently litigating the State of Alaska's
determination that the Company had not filed its annual
assessment affidavit correctly. The State asserted this
constituted an abandonment of all of its claims. This
determination is being contested by the Company. The Superior
Court found in favor of the State. The case is now on appeal to
the Alaska Supreme Court. An unfavorable decision could result
in the loss of the assets related to Alaska mining leases. This
cause of action has been assigned to AU International, a related
company.
The Company is currently inactive. The Company has divested
itself of all assets and liabilities. The results of any
litigation if unfavorable will be born by Au International, Inc..
Although not currently in litigation; management believes
that the current owners of the Beluga Mining Company feel
that Caldera has defaulted on the provisions of an option
agreement between the two companies by the failure to pay
the rental fees of Seventy Thousand ($70,000) dollars to
the State of Alaska for certain mining claims held by
Beluga.
Management does not know of any other potential litigation
involving the Company which may be filed in the future.
The results of any litigation if unfavorable will be born by Au
International, Inc..
The Company has hired legal counsel to pursue its disputed
Alaska Mining Claims. Legal counsel at this time can not
express an opinion as to the outcome of this litigation.
Item 2. Changes in Securities.
At the annual meeting of shareholders held April 26,
1997 at Daytona Beach, Florida the shareholders voted:
a. To vend out the asssets of the Company to AU
International, Inc. in return for the assumption of
all of the Company's liabilites by Au International,
Inc. Said vote was by all 11,944,500 shares present.
b. To elect only three directors. Said vote was by all
11,944,500 shares present.
c. To reverse split the stock 100 to 1 effective date of
June 30 1997. There being 166,250 shares outstanding
after the split. Said vote was by all 11,944,500
shares present.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Submission Of Matters to a Vote of Security Holders.
At the annual meeting of shareholders held April 26,
1997 at Daytona Beach, Florida the shareholders voted:
a. To vend out the asssets of the Company to AU
International, Inc. in return for the assumption of
all of the Company's liabilites by Au International,
Inc. Said vote was by all 11,944,500 shares present.
b. To elect only three directors. Said vote was by all
11,944,500 shares present.
c. To reverse split the stock 100 to 1 effective date of
June 30 1997. There being 166,250 shares outstanding
after the split.Said vote was by all 11,944,500 shares
present.
Thus rendering the Company inactive.
Item 5. Other information.
None
Item 6. Exhibits and Reports on Form 8-K (Section 294.308 of
this chapter).
None.
Signature
Pursuant to the requirements of the Securities Act of 1934
the Registrant has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.
CALDERA CORPORATION
by J. Allen Thumser
J. Allen Thumser, Treasurer and
Chief Financial Officer
Date November 15, 1997
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