FORM 10-QSB/A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(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, 1995
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: 0-13347
__ARINCO COMPUTER SYSTEMS INC.___
(Exact name of small business issuer in its charter)
___New Mexico___ __85-0272154__
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
___1650 UNIVERSITY BLVD., N.E. SUITE 100__
___ALBUQUERQUE, NEW MEXICO___87102__
(Address of principal executive offices) (Zip Code)
505-242-4561
Registrant's telephone number, including area code
8401 Washington Place N.E.
Albuquerque, New Mexico 87113
(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), and (2) has been subject to such
filing requirements for the past 90 days.
Yes___X_ No_____
There were 4,035,000 shares of Registrant's 0.01 par value common stock
issued and outstanding on September 30, 1995. There were 757,000 shares if the
Registrant's $0.10 par value voting convertible preferred stock issued and
outstanding on November 10, 1995.
PART I
Item 1. FINANCIAL STATEMENTS
ARINCO COMPUTER SYSTEMS INC.
CONDENSED BALANCE SHEETS
UNAUDITED AUDITED
ASSETS September 30, DECEMBER 31
1995 1994
CURRENT ASSETS
Cash and Interest Bearing Deposits ........ $ 255,000 $ -0-
----------- -----------
Total Assets ......................... $ 255,000 $ -0-
=========== ===========
LIABILITIES AND SHAREHOLDERS EQUITY
CURRENT LIABILITIES
Notes payable .............................. $ 30,000 $ 30,000
Other Debt
Non-related parties .................... 246,000 246,000
Related parties ........................ 31,000 31,000
Accounts payable
Trade .................................. 187,000 193,000
Related Party .......................... 32,500 66,000
Accrued expeses ............................ 737,500 672,000
----------- -----------
Total current liabilities ........ $ 1,258,000 $ 1,238,000
SHAREHOLDERS' DEFICIT:
Preferred stock, .06 cumulative,
convertible share for share into
common stock, $.10 par value,
$807,000 liquidation preferense,
5,000,000 shares authorized,
807,000 shares issued and
outstanding of which 50,000
shares are treasury stock ................ $ 81,000 $ 81,000
Common stock, $.01 par value,
4,500,00 shares authorized
4,085, shares issued and outstanding
of which 50,000 shares are treasury stock 41,000 41,000
Additional paid-in-capital
Preferred stock .......................... 1,282,000 1,282,000
Common stock ............................. 1,278,000 1,278,000
Accumulated deficit ....................... (3,610,000) (3,845,000)
Treasury stock, at cost ................... (75,000) (75,000)
Total shareholders' deficit ......... (1,003,000) (1,238,000)
----------- -----------
Total liabilities and
shareholders' deficit .............. $ 255,000 $ -0-
============ ============
See accompanying notes to consolidated financial statements
-1-
ARINCO COMPUTER SYSTEMS,INC.
CONDENSED STATEMENTS OF OPERATIONS
UNAUDITED
<TABLE>
<CAPTION>
Three Months Three Months Nine Months Nine Months
Ended Ended Ended Ended
Sept.30,1995 Sept.30,1994 Sept.30,1995 Sept.30,1994
<S> <C> <C> <C> <C>
SALES ......................... $ 0 $ 0 $ 0 $ 0
Cost of Sales .............. $ 0 $ 0 $ 0 $ 0
----------- ----------- ----------- -----------
Gross Profit/(Loss) ......... $ 0 $ 0 $ 0 $ 0
=========== =========== =========== ===========
OPERATING EXPENSES
General and administrative .. 200 200 800 1,600
----------- ----------- ----------- -----------
Total operating expenses . 200 200 800 1,600
----------- ----------- ----------- -----------
OPERATING LOSS ................ (200) (200) (800) (1,600)
INTEREST EXPENSE .............. (16,800) (18,000) (53,200) (54,000)
OTHER INCOME .................. 3,000 -0- 289,000 -0-
----------- ----------- ----------- -----------
NET INCOME LOSS FORM OPERATIONS (14,000) (18,200) 235,000 (55,600)
DEFICIT AT BEGINNING OF PERIOD $(3,596,000) $(3,808,400) $(3,845,000) $(3,771,000)
----------- ----------- ----------- -----------
DEFICIT AT END OF PERIOD ...... $(3,610,000) $(3,826,600) $(3,610,000) $(3,826,600)
=========== =========== =========== ===========
NET INCOME (LOSS) PER COMMON
SHARE ......................... $ (.003) $ (.005) $ .057 $ (.015)
=========== =========== =========== ===========
WEIGHTED AVERAGE OF SHARES
OUTSTANDING ................... 4,035,000 4,035,000 4,035,000 4,035,000
=========== =========== =========== ===========
</TABLE>
See accompanying notes to consolidated financial statement
-2-
ARINCO COMUPTER SYSTMES, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995 & 1994
Operating Activities: 1995 1994
Net income (loss) ............................. 235,000 (55,600)
Adjustments to reconcile net loss to
cash provided (used) by operating activities:
Changes in operating assets
and liabilities:
Accrued expenses ........................... (59,500)
Accounts Payable ........................... (39,500)
Net cash provided by operating
activities: ................................... 255,000
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period ..... 255,000 (55,600)
-3-
See accompanying notes to consolidated financial statements
ARINCO COMPUTER SYSTEMS INC.
NOTES OF CONSOLIDATED FINANCIAL STATEMENTS
1. Arinco Computer Systems, Inc. (Arinco, Company or Registrant) was
incorporated under the laws of the State of New Mexico on March 31, 1978. Arinco
is a publicly held, over-the-counter traded company organized principally to
serve its subsidiary operations.
2. In 1984, Arinco sold an 80% equity interest that it owned in a public company
to another public company in exchange for promissory notes totaling $800,000 and
common stock of the purchaser. Shortly thereafter, the purchaser paid
approximately $350,000 of the notes, but prior to making payments required to be
made in 1986, the purchaser ceased business. At that time, Arinco wrote off the
stock and sought payment on the balance owing on the Note from the bankrugpt
estate of the guarantor, $283,969 as its share of the distribution of the
estate.
3. For more than the past two years, Arinco has been without significant assets
or business. At the end of the Quarter ended September 30, 1994, Arinco had no
assets and liabilities of approximately $1,238,000, while at the end of the
quarter ended September 30, 1995, it had assets of $255,000 and liabilities of
approximately $1,258,000.
-4-
ARINCO COMPUTER SYSTEMS INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITIONS AND RESULTS OF OPERATIONS
Financial Condition and Results of Operations as of September 30, 1995.
- -----------------------------------------------------------------------
Since October 7, 1987, Arinco Computer Systems, Inc. has operated on a limited
basis. At September 30, 1995, the Registrant had $225,000 as its sole asset and
has liabilities of approximately $1,258,000.
The registrant's officers and directors have maintained the Registrant without
compensation and legal and accounting fees had been paid by issuance of stock
and/or were being paid by related parties. In May of 1995, the Registrant
reimbursed related parties $34,089, an amount equal to the advances made by
related parties over and eight year period of time. The management is hopeful
that the liabilities of the Registrant may be negotiated in such manner as to
allow it to reestablish its business. No progress has been made as of this date
regarding the reestablishment of its business.
-5-
PART II.--OTHER INFORMATION
Item 1 Legal Proceedings
The Registrant is a party in many lawsuits as a result of its non-operating
condition. The Registrant's Form 10-K for December 31, 1994 details these
lawsuits. See Item 3 of the Form 10-k for details of the major lawsuits
involving the Registrant.
Item 2 Changes in Securities
No matter requiring disclosure under this item occurred during this
quarter.
Item 3 Submission of Matters to a Vote of Security Holders
No matter was submitted to the vote of security holders during the quarter,
through the solicitation of proxies of otherwise.
Item 4 Other Information
No matter requiring disclosure under this item occurred during this
quarter.
Item 5 Exhibits and Reports on Form 8-K
No matter requiring disclosure under this item occurred during this
quarter.
-6-
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, thereunto duly authorized.
ARINCO COMPUTER SYSTEMS INC.
Date: April 4, 1996
-----------------------------
James A. Arias
Interim Chief Executive Officer
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> SEP-30-1995
<CASH> 255000
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 255000
<CURRENT-LIABILITIES> 1258000
<BONDS> 0
0
81000
<COMMON> 41000
<OTHER-SE> (1125000)
<TOTAL-LIABILITY-AND-EQUITY> 255000
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 800
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 53200
<INCOME-PRETAX> 235000
<INCOME-TAX> 0
<INCOME-CONTINUING> 235000
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 235000
<EPS-PRIMARY> .057
<EPS-DILUTED> .057
</TABLE>
