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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/SB
Quarterly report under Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the Quarterly Period Ended September 30, 1999
For the transition period from to
Commission file number 012612
CALENDAR CAPITAL, INC.
(Exact name of registrant as specified in its charter)
| Minnesota (State of other jurisdiction of incorporation or organization) |
41-1442918 (IRS Employer Identification No.) |
Riverplace, 65 Main Street SE, Suite 136
Minneapolis, MN 55414
(Address of principal executive offices)
(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 Securities Exchange Act of 1934 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 /x/
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 pretictable date: 12,976,418
Transition Small Business Disclosure Format (Check one): Yes / / No /x/
CALENDAR CAPITAL, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
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Sept. 30, 1999 |
June 30, 1999 |
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(unaudited) |
(unaudited) |
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| ASSETS | |||||||
| Current assets: |
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| Cash and cash equivalents | $ | 69,778 | $ | -0- | |||
| Accounts receivable | 2,500 | -0- | |||||
| Inventories | -0- | -0- | |||||
| Other current assets | -0- | -0- | |||||
| Deferred income taxes | -0- | -0- | |||||
| Total current assets |
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72,278 |
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-0- |
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| Property and equipment | -0- | -0- | |||||
| Total assets | $ | 72,278 | $ | -0- | |||
| LIABILITIES AND STOCKHOLDERS' EQUITY |
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| Current liabilities: |
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| Accounts payable | 5,998 | 53,716 | |||||
| Accrued Payroll | 29,231 | 39,231 | |||||
| Accrued Interest | 204,400 | 196,238 | |||||
| Convertible Debentures | 385,000 | 385,000 | |||||
| Notes Payable | 150,000 | 150,000 | |||||
| Total current liabilities | 774,629 | 824,185 | |||||
| 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 | 7,063,411 | 6,905,011 | |||||
| Retained deficit—Prior Year | (7,812,429 | ) | (7,812,429 | ) | |||
| Retained deficit—Current | (27,329 | ) | (8,163 | ) | |||
| Total stockholders' equity | (702,351 | ) | (824,185 | ) | |||
| Total liabilities and stockholders' equity | $ | 72,278 | $ | -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- | |||||
On August 6, 1999, the Company announced that it is being reorganized and new management has been elected for the purpose of recapitalizing the corporate shell in order to merge with a private Internet incubator company. Paul D. Crawford, the new Chairman of the Board of Directors and Chief Executive Officer, stated that funds are being provided to bring the corporate financial statements current, to make the necessary filings with the Securities and Exchange Commission, and to effect stock transfers through Norwest Stock Transfer. By mid-to-late December, the Company intends to seek shareholder approval for a merger with Internet Holdings, Limited, a company currently developing several e-commerce concepts. Terms of the proposed merger have not been set.
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.
| Expiration Date |
Amount |
Interest 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 September 30, 1999, was $204,400.
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.
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.
| 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 Financial Officer |
Date: November , 1999
Part I—Financial Information
Item 1. Financial Statements
Item 2. Plan of Operation.
Part II—Other Information
Item 1. Legal Proceedings.
Item 2. Changes in Securities and Use of Proceeds.
Item 3. Defaults Upon Senior Securities.
Item 4. Submission of Matters to a Vote of Security Holders.
Item 5. Other Information.
Item 6. Exhibits and Reports on Form 8-K.
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