FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C.
_________
QUARTERLY REPORT UNDER SECTION 13 OR 15 (D) OF
THE SECURITIES EXCHANGE ACT OF 1934
_________
For the Quarter ended October 31, 1998 Commission file No. 0-0767
_________
LINCOLN INTERNATIONAL CORPORATION
(Exact Name of Registrant as specified in its charter)
Kentucky 61-0575092
(State of other Jurisdiction (I.R.S. Employer
incorporation or organization) Identification Number)
P.O. Box 43129
120 Village Square
Louisville, Kentucky 40243
(Address or principal executive offices) (Zip Code)
(Registrants Telephone Number, Including Area Code) (502) 245-8814
Indicate by check 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 of 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
Indicate the numbers of shares outstanding of each of the issuer' classes of
common stock, as of the close of the period covered by this report: 3986 of
the (no-par) voting common stock.
LINCOLN INTERNATIONAL CORPORATION
CONSOLIDATED BALANCE SHEETS
ASSETS 10-31-98 7-31-98
Current assets:
Cash 65581 90994
Other receivables 186 10911
Prepaid expenses 0 3141
Total current assets 65767 105046
Net property, plant and equipment 1032102 1042265
Total assets 1097869 1147311
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable 12908 12311
Accrued expenses 25060 21559
Current maturities of long-term debt 3002 5849
Deferred rent 18810 18810
Deposits 25000 25000
Total current liabilities 84780 83529
Long-term debt, less current maturities 362634 380205
Stockholders equity
Common stock:
Voting 3986 shares O/S 1281998 1281998
Retained earnings -631543 -598421
Total stockholders' equity 650455 683577
Total liabilities and stockholders' equity 1097869 1147311
LINCOLN INTERNATIONAL CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDING OCTOBER 31
10-31-98 10-31-97
Revenues:
Net service and operating revenues 65179 69067
65179 69067
Cost and expenses:
Cost of service and operating revenues 22157 19749
Operating, general and administrative expenses 65459 60448
87616 80197
Income - Loss from operations -22437 -11130
Other income - expense:
Interest expense -11524 -8727
Miscellaneous 839 724
-10685 -8003
Income - Loss before income taxes -33122 -19133
Provision for income taxes 0 0
Net income - loss -33122 -19133
Net income - loss per common share -8.31 -4.35
LINCOLN INTERNATIONAL CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOW
FOR THE YEAR TO DATE TO OCTOBER 31
1998 1997
Cash flows from operating activities:
Net income (loss) -33122 -19133
Adjustments to reconcile net income
to net cash provided by (used in)
operating activities:
Depreciation and amortization 10163 10163
Other receivables 10725 -1740
Prepaid expenses 3141 -2212
Accounts payable 597 10352
Accrued expenses 3501 1865
Total adjustments 28127 18428
Net cash provided by (used in) operating activities -4996 -705
Cash flows from investing activities:
Purchases of property and equipment 0 -10904
Net cash provided by (used in) investing activities 0 -10904
Cash flows from financing activities:
Principal payments on long-term debt -20418 -3718
Net cash provided by (used in) financing activities -20418 -3718
Net increase (-decrease) in cash -25413 -15327
Cash, beginning of year 90994 156141
Cash, end of period 65581 140814
Supplemental disclosure of cash flow information:
Cash paid during the year for interest 11524 8736
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
OCTOBER 31, 1998
Agri-Business
Bourbon Stockyard
Net revenue from stockyard operations decreased by approximately
$3,800 or 5% during the quarter ended October 31, 1998 as compared to the
quarter ended October 31, 1997. The decrease resulted from less rent being
paid by Michigan Livestock.
Operating costs for the quarter ended October 31, 1998 increased
slightly as compared to the quarter ended October 31, 1997.
Bourbon Stock Yard did not have any capital commitments at
October 31, 1998.
Consolidated Operations
As of April 5, 1998, the reverse split was completed resulting in
Lincoln International having 3,986 shares issued and outstanding with a
total of 3,000,000 shares authorized and a total number of 412
shareholders.
On May 29, 1998, the Company entered into an agreement to sell
the real estate on which the stockyard is located for approximately
$3,400,000. If completed, the transaction will result in a gain of
approximately $2,400,000 before income taxes which will be included in
operations during 1999.
The Company has received an unsolicited offer from Home of the
Innocents, Inc. to purchase the Bourbon Stock Yards property. This offer
contains the customary contingencies related to such a sale so management
of Lincoln International Corporation has continued to assume that
operations will continue at Bourbon Stock Yards into the foreseeable
future. In the event the sale should be consummated, efforts have been
undertaken to find an alternative site to which the livestock auction could
be moved.
Operating costs for the quarter ending October 31, 1998 were up
approximately $5,000 or 8% as compared to 1997. Professional fees
increased by $9,500 and salaries decreased by $5,600.
There were no capital commitments at October 31, 1998.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
OCTOBER 31, 1998
NO DIVIDENDS WERE PAID BY THE COMPANY DURING THE INTERIM PERIOD.
The unaudited consolidated financial statements include the
accounts of the Company and all of its subsidiaries after eliminating all
material inter-company accounts and transactions. They reflect all
adjustments which are necessary in the opinion of management to fairly
state the financial position of the Company at October 31, 1998 and the
result of its operations and cash flow for the period then ended.
-SIGNATURES-
Pursuant to the requirement 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.
LINCOLN INTERNATIONAL CORPORATION
Lee Sisney, President
Richard Dolin, Treasurer
Dated this 10th day of December 1998
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JUL-31-1999
<PERIOD-START> AUG-01-1998
<PERIOD-END> OCT-31-1998
<CASH> 65581
<SECURITIES> 0
<RECEIVABLES> 186
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 65767
<PP&E> 3502355
<DEPRECIATION> 2470253
<TOTAL-ASSETS> 1097869
<CURRENT-LIABILITIES> 84780
<BONDS> 362634
<COMMON> 1281998
0
0
<OTHER-SE> (631543)
<TOTAL-LIABILITY-AND-EQUITY> 1097869
<SALES> 0
<TOTAL-REVENUES> 66018
<CGS> 0
<TOTAL-COSTS> 87616
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 11524
<INCOME-PRETAX> (33122)
<INCOME-TAX> 0
<INCOME-CONTINUING> (33122)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (33122)
<EPS-PRIMARY> (8.31)
<EPS-DILUTED> (8.31)
</TABLE>
