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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 10-Q
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended JUNE 30, 2000
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 0-10695
REGENCY EQUITIES CORP.
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(Exact name of registrant as specified in its charter)
DELAWARE 23-2298894
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(State or other jurisdiction (I.R.S. employer
of incorporation or organization) identification no.)
11845 WEST OLYMPIC BOULEVARD, SUITE 900 LOS ANGELES, CA 90064
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code 310-827-9604
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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
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Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date. Number of Shares of
Common Stock outstanding as of August 10, 2000 is 87,283,661.
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REGENCY EQUITIES CORP.
INDEX
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PAGE
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Part I Financial information
Item 1. Financial statements
Balance sheets as of June 30, 2000
(Unaudited) and December 31, 1999..............................................................1
Statements of operations for the three
months and six months ended June 30, 2000
and 1999 (Unaudited).......................................................................... 2
Statement of changes in shareholders' equity
for the six months ended June 30, 2000
(Unaudited)....................................................................................3
Statements of cash flows for the six months
ended June 30, 2000 and 1999 (Unaudited).......................................................4
Notes to financial statements (Unaudited).......................................................5
Item 2. Management's Discussion and Analysis
of financial condition and results
of operations..................................................................................6
Item 3. Quantitative and Qualitative
Disclosures About Market Risk..................................................................6
Part II Other information
Item 6. Exhibits and Reports on Form 8-K................................................................7
Signature Page....................................................................................................8
Index to exhibits.................................................................................................9
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PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
REGENCY EQUITIES CORP.
BALANCE SHEETS
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JUNE 30, DECEMBER 31,
2000 1999
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(UNAUDITED)
<S> <C> <C>
ASSETS
Cash $ 3,042,448 $ 3,068,600
Rent receivable 3,626 4,472
Rental property owned, net of write
down for possible loss of $215,000
and accumulated depreciation of
$456,300 in 2000 and $437,684 in
1999 800,141 818,757
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$ 3,846,215 $ 3,891,829
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LIABILITIES AND SHAREHOLDERS' EQUITY
LIABILITIES
Accounts payable and accrued expenses $ 24,617 $ 30,591
Income taxes payable 610 1,220
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25,227 31,811
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SHAREHOLDERS' EQUITY
Preferred stock, par value $.01 per
share, authorized 5,000,000 shares;
none issued
Common stock, par value $.01 per
share, authorized 125,000,000 shares;
issued and outstanding 87,283,661
shares 872,836 872,836
Additional paid-in capital 47,660,331 47,660,331
Accumulated deficit (44,712,179) (44,673,149)
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3,820,988 3,860,018
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$ 3,846,215 $ 3,891,829
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See accompanying notes to financial statements.
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REGENCY EQUITIES CORP.
STATEMENTS OF OPERATIONS
(Unaudited)
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<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
JUNE 30, JUNE 30,
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2000 1999 2000 1999
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REVENUES:
Interest income $ 36,082 $ 34,211 $ 70,120 $ 68,407
Rental income 12,875 12,034 24,580 24,079
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Total revenues 48,957 46,245 94,700 92,486
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EXPENSES:
Administrative expense 24,608 24,339 52,394 56,929
Professional fees 4,768 7,697 24,710 36,086
Rental expense 24,330 27,390 55,216 58,701
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Total expenses 53,706 59,426 132,320 151,716
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Loss before income taxes (4,749) (13,181) (37,620) (59,230)
PROVISION FOR INCOME TAXES - - 1,410 1,210
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Net loss $ (4,749) $ (13,181) $ (39,030) $ (60,440)
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WEIGHTED AVERAGE NUMBER OF
SHARES OUTSTANDING 87,283,661 87,283,661 87,283,661 87,283,661
=========== =========== =========== ===========
LOSS PER SHARE $ .000 $ .000 $ (.001) $ (.001)
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</TABLE>
See accompanying notes to financial statements.
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REGENCY EQUITIES CORP.
STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
(Unaudited)
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COMMON STOCK
------------------------------- ADDITIONAL
NUMBER OF PAID-IN ACCUMULATED
SHARES AMOUNT CAPITAL DEFICIT
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<S> <C> <C> <C> <C>
BALANCE AT
December 31, 1999 87,283,661 $872,836 $47,660,331 $(44,673,149)
Net loss for the six months ended
June 30, 2000 (39,030)
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BALANCE AT
June 30, 2000 87,283,661 $872,836 $47,660,331 $(44,712,179)
========== ======== =========== ============
</TABLE>
See accompanying notes to financial statements.
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REGENCY EQUITIES CORP.
STATEMENTS OF CASH FLOWS
(Unaudited)
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SIX MONTHS ENDED
JUNE 30,
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2000 1999
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CASH USED IN OPERATING ACTIVITIES:
Net loss $ (39,030) $ (60,440)
Adjustments to reconcile net loss to net cash used in operating
activities:
Depreciation 18,616 24,534
Change in operating assets and liabilities:
Rent receivable 846 (357)
Accounts payable and accrued expenses (5,974) (10,821)
Income taxes payable (610) (2,410)
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NET CASH USED IN OPERATING ACTIVITIES (26,152) (49,494)
CASH - BEGINNING OF PERIOD 3,068,600 3,113,031
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CASH - END OF PERIOD $3,042,448 $3,063,537
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</TABLE>
See accompanying notes to financial statements.
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Regency Equities Corp.
Notes to Financial Statements
June 30, 2000
(Unaudited)
1. Significant accounting policies
Significant accounting policies of Regency Equities Corp.
(the "Company") are set forth in its Annual Report on Form 10-K as
filed by the Company for the year ended December 31, 1999, together
with certain procedural disclosures.
2. Basis of reporting
The balance sheet as of June 30, 2000, the statements of operations for
the three month and six month periods ended June 30, 2000 and 1999, the
statement of changes in shareholders' equity for the six months ended
June 30, 2000 and the statements of cash flows for the six month
periods ended June 30, 2000 and 1999 have been prepared by the Company
without audit. The accompanying unaudited financial statements have
been prepared in accordance with generally accepted accounting
principles for interim financial information and with the instructions
to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not
include all of the information and footnotes required by generally
accepted accounting principles for complete financial statement
presentation. In the opinion of management, such statements include all
adjustments (consisting only of normal recurring items) which are
considered necessary for a fair presentation of the financial position
of the Company at June 30, 2000 and the results of its operations and
cash flows for the three month and six month periods then ended. It is
suggested that these financial statements be read in conjunction with
the financial statements and the notes thereto included in the
Company's Annual Report on Form 10-K for the year ended December 31,
1999.
3. Rental property
Real estate owned consists of a shopping center (the "Center") located
in Grand Rapids, Michigan. Approximately 12.5% of the Center is leased
to a tenant on a month-to-month basis. Minimum rent in connection with
this tenant is $3,500 per month. The remaining 87.5% of the Center is
vacant.
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Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
Results of Operations
(a) During the second quarter of 2000, the Company recorded a loss
of $4,749 before income taxes compared to a loss of $13,181
for the same period of 1999. The decrease in loss resulted
principally from a decrease in legal expenses of $3,385, a
decrease in depreciation expense of $2,959, and an increase in
interest income of $1,871.
During the six months ended June 30, 2000, the Company
recorded a loss of $37,620 before income taxes compared to a
loss of $59,230 for the same period of 1999. The decrease
resulted principally from the decrease in directors fees of
$5,000, a decrease in legal fees of $10,078 and a decrease in
depreciation expense of $5,918.
The decrease in depreciation expense noted above results from
certain assets becoming fully depreciated.
Item 3. Quantitative and Qualitative Disclosures About Market Risk.
Not applicable.
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PART II - Other Information
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
Exhibit 27.1 Financial Data Schedule (included only
in the electronic filing).
(b) Reports on Form 8-K
None.
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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.
REGENCY EQUITIES CORP.
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(Registrant)
DATE: August 10, 2000 By /s/ ALLAN L. CHAPMAN
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Allan L. Chapman
Chairman of the Board, Chief
Executive Officer and President
(Principal Executive Officer)
DATE: August 10, 2000 By /s/ MORRIS ENGEL
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Morris Engel
Chief Financial Officer and Treasurer
(Principal Financial and Accounting Officer)
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REGENCY EQUITIES CORP.
QUARTERLY REPORT ON FORM 10-Q
INDEX TO EXHIBITS
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EXHIBIT
NUMBER DESCRIPTION
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27.1 Financial Data Schedule (included only in the
electronic filing).
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