UNITED STATES 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 September 30, 1998
( )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
1-12023
CALDERA CORPORATION
(Exact name of registrant as specified in charter)
Florida
59-3243555
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
3156 East Old Mill Circle #100 , Salt Lake City, Utah 84121
(Address of principal executive offices) (Zip Code)
1- 801- 947-9007
Registrant's telephone number, including area code
Former address - 444 Seabreeze Blvd, Daytona Beach, Florida 32118
(Former name, former address, and former fiscal year, if changed since last
report.)
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 (or for such shorter period that the
registrant was required to file such reports), Yes [x ] No [ ] and (2) has
been subject to such filing requirements for the past 90 days. Yes [x ] No
[ ]
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the last practicable date.
Class Outstanding as of October 27, 1998
Common Stock, $0.0025 166,250
INDEX
Page
Number
PART I.
ITEM 1. Financial Statements (unaudited) 3
Balance Sheets 4
September 30, 1998 and December 31, 1997
Statements of Operations
For the three and nine months ended
September 30, 1998 and 1997 5
and the period from January 1,
1994 to September 30, 1998
Statement of Changes in Stockholders' Equity
For the period from January 1, 1994
to September 30, 1998 6
Statements of Cash Flows
For the nine months ended September 30,
1998 and 1997 7
and the period from January 1,
1994 to September 30, 1998
Notes to Financial Statements 8
ITEM 2. Plan of Operations 10
PART II. Signatures 11
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
The accompanying balance sheets of Caldera Corporation (a development stage
company) at September 30, 1998 and December 31 1997, and the statements of
operations for the three and nine months ended September 30, 1998 and 1997 and
the period from January 1, 1994 to September 30, 1998, the cash flows and
the statement of stockholder' equity for the nine months ended September 30,
1998 and 1997, and the period from January 1, 1994 to September 30, 1998, have
been prepared by the Company's management and they do not include all
information and notes to the financial statements necessary for a complete
presentation of the financial position, results of operations, cash flows, and
stockholders' equity in conformity with generally accepted accounting
principles. In the opinion of management, all adjustments considered
necessary for a fair presentation of the results of operations and financial
position have been included and all such adjustments are of a normal recurring
nature.
Operating results for the quarter ended September 30, 1998, are not
necessarily indicative of the results that can be expected for the year ending
December 31, 1998.
<PAGE>CALDERA CORPORATION
(A Development Stage Company)
BALANCE SHEETS
September 30, 1998, and December 31, 1997
September 30, December 31,
1998 1997
ASSETS
CURRENT ASSETS
Cash $ - $ -
Total Current Assets $ - $ -
LIABILITIES AND STOCKHOLDERS'
EQUITY
CURRENT LIABILITIES
Accounts payable $ - $ -
Total Current Liabilities - -
STOCKHOLDERS' EQUITY
Common stock
200,000,000 shares authorized,
at $0.0025 par value,
166,250 shares issued and outstanding
416 416
Capital in excess of par value 60,149 60,149
Accumulated deficit (60,565) (60,565)
Total Stockholders' Equity - -
$ - $ -
The accompanying notes are an integral part of these financial statements.
<PAGE>
CALDERA CORPORATION
(A Development Stage Company)
STATEMENTS OF OPERATIONS
For the Three and Nine Months Ended September 30, 1998, and 1997
and the Period from January 1, 1994 to September 30, 1998
Three Months Nine Months Three Months Nine Months January 1, 1994
September 30, September 30, September 30, September 30, (note 1)
1998 1998 1997 1997 September 30, 1998
REVENUES $ - $ - $ - $ - $ -
EXPENSES - - - 9,053 154,589
NET LOSS
- - operations - - - (9,053) (154,589)
OTHER INCOME
Gain on
transfer
of assets and
assumption of
liabilities
by related
party -
note 1 - - - 94,024 94,024
NET PROFIT
(LOSS) $ - $ - $ - $ 84,971 $ (60,565)
BASIC GAIN
(LOSS) PER
COMMON SHARE
Loss before
other
income $ - $ - $ - $ ( .05)
Other income - - - .56
Net income - - - .51
AVERAGE
OUTSTANDING
SHARES
Basic 166,250 166,250 166,250 166,250
The accompanying notes are an integral part of these financial statements.
<PAGE>
CALDERA CORPORATION
( A Development Stage Company)
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
For the Period From January 1, 1994 to September 30, 1998
Capital in
Common Stock Excess
of Accumulated
Shares Amount Par Value Deficit
Balance January 1, 1994
- - Note 1 98,560 246 24,394 (24,640)
Issuance of common shares
for cash at $.39 - May
through November 1994 35,050 88 13,712 -
Issuance of common shares
for a mining lease at $.25 27,500 69 6,806 -
Net operating loss for the
year ended December 31,
1994 - - - (67,589)
Issuance of common shares
for cash at $2.97 - January
through May 1995 5,140 13 15,237 -
Net operating loss for the
year ended December 31, 1995 - - - (25,988)
Net operating loss for the
year ended December 31, 1996 - - - (27,319)
Net operating profit for the
year ended December 31, 1997 - - - 84,971
Balance December 31, 1997 166,250 416 60,149 (60,565)
Net operating profit (loss)
for the nine months
ended September 30, 1998 - - - -
Balance September 30, 1998 166,250 $ 416 $ 60,149 $ (60,565)
The accompanying notes are an integral part of these financial statements.
<PAGE>CALDERA CORPORATION
( A Development Stage Company)
STATEMENT OF CASH FLOWS
For the Nine Months Ended September 30, 1998, and 1997
and the Period from January 1, 1994 to September 30, 1998
Nine Months Nine Months January 1, 1994 to
Ended Ended (Note 1)
September 30, September 30,
1998 1997 September 30, 1998
CASH FLOWS FROM
OPERATING ACTIVITIES:
Net profit (loss) $ - $ 84,971 $ (60,565)
Adjustments to reconcile
net loss to net cash provided
by operating activities:
Change in accounts payable - 8,820 154,589
Gain on transfer of assets - (94,024) (94,024)
Net Cash Used by Operations - (233) -
CASH FLOWS FROM INVESTING
ACTIVITIES: - - -
CASH FLOWS FROM FINANCING
ACTIVITIES: - - -
Net Increase (Decrease) in
Cash - (233) -
Cash at Beginning of Period - 233 -
Cash at End of Period $ - $ - $ -
SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES
Issuance of 27,500 shares of common stock for a mining lease -
1994 $ 6,875
The accompanying notes are an integral part of these financial statements.
<PAGE>CALDERA CORPORATION
( A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
1. ORGANIZATION
The Company was incorporated under the laws of the state of Florida on January
8, 1980 with the name of Skyfreight, Inc. On September 9, 1994 the name was
changed to Caldera Corporation Inc. and then on September 9, 1996 to Caldera
Corporation.
On September 9, 1994 the Company increased the authorized common stock to
200,000,000 shares at a par value of $0.0025 in connection with a reverse
stock split of five shares of outstanding stock for one share. On June 30,
1997 the Company completed a reverse stock split of 100 shares of outstanding
stock for one share. This report has been prepared showing the after stock
split shares outstanding, with a par value of $0.0025, from inception.
From 1980 until 1986 the Company was engaged in the air freight business in
Miami, Florida and then during 1994 acquired options to purchase gold mining
leases located in Chile and Alaska.
On April 26, 1997 the remaining assets of the Company were transferred to Au
International Inc.(a related party) in exchange for the assumption of all its
liabilities and since that date the Company has remained inactive.
Since the asset transfer there have been disputes over some of the liabilities
assumed. Au International Inc. has agreed to settle the disputes, however,
the creditors may make claims against the company.
During 1996 the Company set up a stock option plan covering 500,000 unissued
common shares of the Company. At the date of this report no shares had been
issued under the plan.
The Company is considered to be a development stage company after 1993.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Accounting Methods
The Company recognizes income and expenses based on the accrual method of
accounting.
Dividend Policy
The Company has not yet adopted a policy regarding payment of dividends.
Income Taxes
At December 31, 1997, the Company had net operating loss carry forward of
$60,565. The tax benefit from the loss carry forward has been fully offset
by a valuation reserve because the use of the future tax benefit is doubtful
since the Company has no operations. The loss carryforward will expire
starting in the years 1997 through 2013
CALDERA CORPORATION
( A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS (Continued)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
Earnings (Loss) Per Share
Earnings (loss) per share amounts are computed based on the weighted average
number of shares actually outstanding, after the stock splits, using the
treasury stock method in accordance with FASB No. 128.
Financial Instruments
The carrying amounts of financial instruments are considered by management to
be their estimated fair values. These values are not necessarily indicative of
the amounts that the Company could realize in a current market exchange.
Estimates and Assumptions
Management uses estimates and assumptions in preparing financial statements in
accordance with generally accepted accounting principles. Those estimates and
assumptions affect the reported amounts of the assets
and liabilities, the disclosure of contingent assets and liabilities, and the
reported revenues and expenses. Actual results could vary from the estimates
that were assumed in preparing these financial statements.
3. RELATED PARTY TRANSACTIONS
See note 1 for the transfer of all remaining assets and the assumption of
liabilities to a related party.
The officers and directors of the Company are involved in other business
activities and they may, in the future, become involved in additional business
ventures which also may require their attention. If a specific business
opportunity becomes available, such persons may face a conflict in selecting
between the Company and their other business interests. The Company has
formulated no policy for the resolution of such conflicts.
4. GOING CONCERN
The Company's management intends to acquire interests in various business
opportunities which, in the opinion of management, will provide a profit to
the Company. Continuation of the Company as a going concern is dependent
upon obtaining additional working capital and the management of the Company
has developed a strategy, which it believes will accomplish this objective
through additional equity funding and long term financing, which will enable
the Company to operate in the future.
Management recognizes that, if it is unable to raise additional capital, it
cannot conduct any operations in the future.
5. CONTINGENT LIABILITIES
See note 1 for possible claims from liabilities assumed by related party.
ITEM 2. PLAN OF OPERATIONS
The Company's management intends to acquire interests in various business
opportunities which, in the opinion of management, will provide a profit to
the Company. Continuation of the Company as a going concern is dependent
upon obtaining additional working capital and the management of the Company
has developed a strategy, which it believes will accomplish this objective
through additional equity funding and long term financing, which will enable
the Company to operate in the future. The Company's officers plan to pay any
future expenses of the Company as short term loans until additional funding
can be obtained.
Liquidity and Capital Resources
At September 30, 1998 the Company had no assets or liabilities.
Results of Operations
The Company has had no operations during this reporting period.
<PAGE>
PART 2 - SIGNATURES
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 there unto duly authorized.
CALDERA CORPORATION
[Registrant]
Dated November 3, 1998 By
Radd C. Berrett, President
Dated November 3, 1998 By
Richard A. Ford , Chief Financial
Officer
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