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 September 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 September 30, 1999 was 132,695,000 shares.
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ABF ENERGY CORP. AND SUBSIDIARY
INDEX
Page
NUMBER
PART I - FINANCIAL INFORMATION:
Item 1. Financial Statements
Consolidated Balance Sheet - September 30, 1999 ................ 1
Consolidated Statement of Operations - For the Nine Months Ended
September 30, 1999 and 1998 .................................... 2
Consolidated Statement of Cash Flows - For the Nine Months Ended
September 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>
PART 1. FINANCIAL INFORMATION
Item 1. Financial Statements
ABF ENERGY CORP. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEET
(Unaudited)
September 30,
1999
------------------
ASSETS
CURRENT ASSETS:
Cash ................................................ $ 124,402
Loan receivable ..................................... 7,250
-----------
TOTAL CURRENT ASSETS ..................................... 131,652
FIXED ASSETS, net of accumulated depreciaton
of $1,564 ........................................... 26,590
OTHER ASSETS ............................................. 3,462
-----------
$ 161,704
===========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable and accrued expenses ............... $ 9,959
Current portion of loan payable ..................... 6,247
-----------
TOTAL CURRENT LIABILITIES ............................... 16,206
-----------
LOAN PAYABLE ............................................. 23,948
-----------
STOCKHOLDERS' EQUITY
Common stock, $.00005 par value,
authorized 200,000,000 shares: 152,175,000
issued and outstanding .............................. 7,609
Paid-in capital ..................................... 1,770,693
Accumulated deficit ................................. (1,655,778)
Treasury stock - at cost, 19,480,000 shares ......... (974)
-----------
TOTAL STOCKHOLDERS' EQUITY ............................... 121,550
-----------
$ 161,704
===========
See notes to financial statements.
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<TABLE>
<CAPTION>
ABF ENERGY CORP. AND SUBSIDIARY
CONSOLIDATED STATEMENT OF OPERATIONS
(Unaudited)
Three Months Ended Nine Months Ended
September 30, September 30,
--------------------------- ---------------------------
1999 1998 1999 1998
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
REVENUES:
Royalties .................... $ 57,455 $ 45,447 $ 150,988 $ 93,925
------------ ------------ ------------ ------------
EXPENSES:
General and administrative ... 16,003 24,395 74,629 65,307
------------ ------------ ------------ ------------
NET EARNINGS ...................... $ 41,452 $ 21,052 $ 76,359 $ 28,618
============ ============ ============ ============
NET EARNINGS 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.
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<PAGE>
ABF ENERGY CORP. AND SUBSIDIARY
CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)
Nine Months ended
September 30,
----------------------
1999 1998
--------- ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings ................................ $ 76,359 $ 28,618
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation .......................... 1,564 --
Changes in assets and liabilities:
Increase in loan receivable ........... (7,250) --
(Decrease)/increase in accounts payable (246) 650
--------- ---------
CASH PROVIDED BY OPERATIONS ...................... 70,427 29,268
--------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
Payment of loan payable ..................... (1,420) --
--------- ---------
INCREASE IN CASH ................................. 69,007 29,268
CASH - BEGINNING OF PERIOD ....................... 55,395 14,055
--------- ---------
CASH - END OF PERIOD ............................. $ 124,402 $ 43,323
========= =========
See notes to financial statements.
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<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.
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<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
The Company's operations during the nine months ended September 30, 1999 and
September 30, 1998 consisted solely of collecting minimum royalty payments due
to the Company. Royalty income for the nine and three months ended September 30,
1999 were $150,988 and $57,455 compared to $93,925 and $45,447 for the nine and
three months ended September 30, 1998. General and operating expenses of the
Company totaled $74,629 and $16,003 for the nine and three months ended
September 30, 1999 and $65,307 and $24,395 for the nine and three months ended
September 30, 1998. As a result, the Company reported income from operations of
$76,359 and $41,452 for the nine and three months ended September 30, 1999
compared to income from operations of $28,618 and $21,052 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 September 30, 1999, had $161,704 in assets. Liabilities
consisting of certain accrued expenses totaled $40,154.
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.
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<PAGE>
PART II - Other Information
Item 6. Exhibit and Reports on form 8-K
A. Exhibits
None.
B. Report on Form 8-K
None.
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<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: 10/28/99
- ------------------------
Adolph Weissman
Chairman of the Board and President
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<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> 9-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> SEP-30-1999
<EXCHANGE-RATE> 1
<CASH> 124,402
<SECURITIES> 0
<RECEIVABLES> 7,250
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 131,652
<PP&E> 28,154
<DEPRECIATION> 1,564
<TOTAL-ASSETS> 161,704
<CURRENT-LIABILITIES> 16,206
<BONDS> 0
0
0
<COMMON> 7,609
<OTHER-SE> 13,941
<TOTAL-LIABILITY-AND-EQUITY> 161,704
<SALES> 0
<TOTAL-REVENUES> 150,988
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 74,629
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 76,359
<INCOME-TAX> 0
<INCOME-CONTINUING> 76,359
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 76,359
<EPS-BASIC> 0
<EPS-DILUTED> 0
</TABLE>
