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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1999
For the transition period from to
Commission file number 012612
CALENDAR CAPITAL, INC.
(Exact name of small business issuer as specified in its charter)
| Minnesota (State of other jurisdiction of incorporation or organization) |
41-1442918 (IRS Employer Identification No.) |
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| Riverplace, 65 Main Street SE, Suite 136, Minneapolis, MN (Address of Principal Executive Officer) |
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55414 (Zip Code) |
(612) 676-1436
(Issuer's telephone number)
N/A
(Former name, former address and former fiscal year, if changed since last report)
Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 / / No /x/
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court. Yes / / No / /
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 7,376,418.
Transition Small Business Disclosure Format (Check one): Yes / / No /x/
CALENDAR CAPITAL, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
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June 30, 1999 |
March 31, 1999 |
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(unaudited) |
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| ASSETS | ||||||
| Current assets: |
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| Cash and cash equivalents | $ | -0- | $ | -0- | ||
| Accounts receivable | -0- | -0- | ||||
| Inventories | -0- | -0- | ||||
| Other current assets | -0- | -0- | ||||
| Deferred income taxes | -0- | -0- | ||||
| Total current assets | -0- | -0- | ||||
| Property and equipment | -0- | -0- | ||||
| Total assets | $ | -0- | $ | -0- | ||
| LIABILITIES AND STOCKHOLDERS' EQUITY | |||||||
| Current liabilities: |
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| Accounts payable | 53,716 | 53,716 | |||||
| Accrued Payroll | 39,231 | 39,231 | |||||
| Accrued Interest | 196,238 | 188,075 | |||||
| Convertible Debentures | 385,000 | 385,000 | |||||
| Notes Payable | 150,000 | 150,000 | |||||
| Total current liabilities | 824,185 | 816,022 | |||||
| Stockholders' equity: |
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| Preferred stock, par value $.01 per share; authorized 2,000,000 shares | 17,632 | 17,632 | |||||
| Common stock, par value $.01 par value; authorized 18,000,000 shares | 73,764 | 73,764 | |||||
| Additional paid-in capital | 6,905,011 | 6,905,011 | |||||
| Retained deficit—Prior Years | (7,812,429 | ) | (7,812,429 | ) | |||
| Retained deficit—Current | (8,163 | ) | -0- | ||||
| Total stockholders' equity | (824,185 | ) | (816,022 | ) | |||
| Total liabilities and stockholders' equity | $ | -0- | $ | -0- | |||
CALENDAR CAPITAL, INC.
STATEMENTS OF CASH FLOW
Increase (Decrease) in Cash and Cash Equivalents
for the three months ended June 30, 1999 and 1998
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1999 |
1998 |
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| Cash flows from operating activities: | |||||||
| Net loss | $ | (32,950 | ) | $ | (32,950 | ) | |
| Adjustments to reconcile net loss to net cash provided by operating activities: | |||||||
| Changes in liabilities: | |||||||
| Accounts payable | 300 | 300 | |||||
| Accrued interest | 32,650 | 32,650 | |||||
| Net cash provided by operating activities | -0- | -0- | |||||
During the fiscal year ended March 31, 1995, the Company was forced to default on its purchase of a 51% interest in Lightning Casino St. Maarten and to surrender its operating agreement for that enterprise. Since that fiscal year end, the Company had no operations.
It is currently the Company's plan to maintain its status as a publicly-held corporation and to seek a merger with a privately held company which wishes to be public.
As of the date hereof, the Company is not involved in any material legal proceedings.
Item 2. Changes in Securities and Use of Proceeds.
None.
Item 3. Defaults Upon Senior Securities.
(a) The Company has outstanding convertible debentures totaling $385,000, upon which it has defaulted as follows:
| Expiration Date |
Amount |
Interst Rate |
Price Per Share |
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|---|---|---|---|---|---|---|---|---|
| October 1, 1993 | $ | 60,000 | 9% | $ | .50 | |||
| September 15, 1994 | 125,000 | 9% | .50 | |||||
| October 3, 1994 | 200,000 | 8% | .40 | |||||
Accrued interest at June 30, 1999, was $196,238.
(b) The Company has a note payable at March 31, 1999 and 1998, for $150,000, with no stated rate of interest. The amount was due on June 1, 1995, and the Company is currently in default on the note. The note is secured by certain gaming equipment that was transferred by the Company to the Lightning Casino St. Maarten in 1994.
Item 4. Submission of Matters to a Vote of Security Holders.
No matters were submitted during the first quarter of the Company's 1999 fiscal year to a vote of security holders, through the solicitation of proxies or otherwise.
None.
Item 6. Exhibits and Reports on Form 8-K.
(a) None.
(b) Reports on Form 8-K: The Company did not file any current reports on Form 8-K during the first three months of the Company 1999 fiscal year.
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.
| CALENDAR CAPITAL | ||
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By: /s/ Paul D. Crawford Paul D. Crawford, Chief Executive Officer |
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By: /s/ Paul D. Crawford Paul D. Crawford Acting Chief Executive Officer |
Date: November , 1999
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