FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarter Ended June 30, 1999
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: 0-10893
ABF ENERGY CORP.
(Exact Name of Registrant as Specified in its Charter)
Delaware 13-3007167
State or other jurisdiction of I.R.S. Employer
incorporation or organization Identification No.
2 Winthrop Lane, Scarsdale, New York 10583
(Address of Principal Executive Office) (Zip Code)
914-725-5474
(Registrant's telephone number including area code)
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) and (2) has been subject to such
filing requirements for the past 90 days.
Yes X No
The number of shares of registrant's Common Stock, $.00005 par value,
outstanding as of June 30, 1999 was 132,695,000 shares.
<PAGE>
ABF ENERGY CORP. AND SUBSIDIARY
INDEX
Page
Number
PART I - FINANCIAL INFORMATION:
Item 1. Financial Statements
Consolidated Balance Sheet - June 30, 1999....................... 1
Consolidated Statement of Operations - For the Six Months Ended
June 30, 1999 and 1998........................................... 2
Consolidated Statement of Cash Flows - For the Six Months Ended
June 30, 1999 and 1998........................................... 3
Notes to Financial Statements................................... 4
Item 2. Management's Discussion and Analysis............................. 5
PART II - OTHER INFORMATION................................................. 6
SIGNATURES.................................................................. 7
<PAGE>
<TABLE>
<CAPTION>
PART 1. FINANCIAL INFORMATION
Item 1. Financial Statements
ABF ENERGY CORP. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEET
(Unaudited)
June 30,
1999
--------------------
<S> <C>
ASSETS
CURRENT ASSETS:
Cash $ 87,557
Loan receivable 2,500
--------------------
TOTAL CURRENT ASSETS $ 90,057
====================
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable and accrued expenses $ 9,960
--------------------
TOTAL CURRENT LIABILITIES 9,960
STOCKHOLDERS' EQUITY
Common stock, $.00005 par value,
authorized 200,000,000 shares: 132,695,000
issued and outstanding 7,609
Paid-in capital 1,770,693
Accumulated deficit (1,697,231)
Treasury stock - at cost (974)
--------------------
TOTAL STOCKHOLDERS' EQUITY 80,097
--------------------
$ 90,057
====================
</TABLE>
See notes to financial statements.
-1-
<PAGE>
<TABLE>
<CAPTION>
ABF ENERGY CORP. AND SUBSIDIARY
CONSOLIDATED STATEMENT OF OPERATIONS
(Unaudited)
Three Months Ended Six Months Ended
June 30, June 30,
------------------------------------------- ------------------------------------------
1999 1998 1999 1998
-------------------- -------------------- ------------------- -------------------
<S> <C> <C> <C> <C>
REVENUES:
Royalties $ 6,892 $ 29,045 $ 93,533 $ 48,478
-------------------- -------------------- ------------------- -------------------
EXPENSES:
General and administrative 20,066 24,082 58,626 40,912
-------------------- -------------------- ------------------- -------------------
NET EARNINGS (LOSS) $ (13,174) $ 4,963 $ 34,907 $ 7,566
==================== ==================== =================== ===================
NET EARNINGS (LOSS) PER SHARE $ 0.00 $ 0.00 $ 0.00 $ 0.00
==================== ==================== =================== ===================
WEIGHTED AVERAGE SHARES OUTSTANDING 132,695,000 132,695,000 132,695,000 132,695,000
==================== ==================== =================== ===================
</TABLE>
See notes to financial statements.
-2-
<PAGE>
<TABLE>
<CAPTION>
ABF ENERGY CORP. AND SUBSIDIARY
CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)
Six Months Ended
June 30,
------------------------------------------
1999 1998
-------------------- -------------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings $ 34,907 $ 7,566
Changes in assets:
(Increase) in loan receivable (2,500) -
Increase/(decrease) in accounts payable (245) 841
-------------------- -------------------
CASH PROVIDED BY OPERATIONS 32,162 8,407
-------------------- -------------------
NET INCREASE IN CASH 32,162 8,407
CASH - BEGINNING OF PERIOD 55,395 14,054
-------------------- -------------------
CASH - END OF PERIOD $ 87,557 $ 22,461
==================== ===================
See notes to financial statements.
-3-
</TABLE>
<PAGE>
ABF ENERGY CORP. AND SUBSIDIARY
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
1. BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements
of ABF Energy Corp. (the "Company") have been prepared in accordance
with generally accepted accounting principles for interim financial
information and with the instructions to Form 10-QSB and Article 10 of
Regulation S-X. Accordingly, they do not include all of the information
and footnotes required by generally accepted accounting principles for
complete financial statements. In the opinion of management, all
adjustments considered necessary for a fair presentation (consisting of
normal recurring accruals) have been included. The preparation of
financial statements in conformity with generally accepted accounting
principles 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 those estimates.
Operating results for the six month period ended June 30, 1999 are not
necessarily indicative of the results that may be expected for the year
ending December 31, 1999. For further information, refer to the
consolidated financial statements and footnotes thereto included in the
Company's Annual Report on Form 10-KSB for the year ended December 31,
1998.
-4-
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Results of Operations
The Company's operations during the six months ended June 30, 1999 and June 30,
1998 consisted solely of collecting minimum royalty payments due to the Company.
Royalty income for the six and three months ended June 30, 1999 were $93,533 and
$6,892 compared to $48,478 and $29,045 for the six and three months ended June
30, 1998. General and operating expenses of the Company totaled $58,626 and
$20,066, for the six and three months ended June 30, 1999 and $40,912 and
$24,082 for the six and three months ended June 30, 1998. As a result, the
Company reported income from operations of $34,907 for the six months ended June
30, 1999 and a loss of $13,174 for the three months ended June 30, 1999 compared
to income from operations of $7,566 and $4,963 for the comparable 1998 periods.
The Company does not anticipate realizing any significant revenues or conducting
any material operations unless and until the Company consummates an acquisition
or merger with an operating business at which time the Company's operating
results are expected to reflect those of the business acquired or merged with.
Until such time, the Company expects to incur certain ongoing expenses in
connection with its search for a suitable merger or acquisition candidate.
Liquidity and Capital Resources
The Company, at June 30, 1999, had $90,057 in assets. Liabilities consisting of
certain accrued expenses totaled $9,960.
Inflation
Inflation has not been a major factor in the Company's business since inception.
There can be no assurances that this will continue if and when the Company
completes an acquisition or merger.
-5-
<PAGE>
PART II - Other Information
Item 6. Exhibit and Reports on form 8-K
A. Exhibits
None.
B. Report on Form 8-K
None.
-6-
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
ABF ENERGY CORP. AND SUBSIDIARY
By: /s/ Adolph Weissman Dated: 07/26/99
Adolph Weissman
Chairman of the Board and President
-7-
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
(Replace this text with the legend)
</LEGEND>
<CIK> 0000354195
<NAME> ABF ENERGY CORP.
<MULTIPLIER> 1
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> JUN-30-1999
<EXCHANGE-RATE> 1
<CASH> 87,557
<SECURITIES> 0
<RECEIVABLES> 2,500
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 90,057
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 90,057
<CURRENT-LIABILITIES> 9,960
<BONDS> 0
0
0
<COMMON> 7,609
<OTHER-SE> 72,488
<TOTAL-LIABILITY-AND-EQUITY> 80,097
<SALES> 0
<TOTAL-REVENUES> 93,533
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 58,626
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 34,907
<INCOME-TAX> 0
<INCOME-CONTINUING> 34,907
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 34,907
<EPS-BASIC> 0
<EPS-DILUTED> 0
</TABLE>
