U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
(Mark One)
xQuarterly report under Section 13, or 15 (d) of the Securities
Exchange Act of 1934
For the quarterly period ended June 30, 1999
oTransition report under Section 13 or 15 (d) of the Exchange
Act
For the transition period from ________________ to
_________________
Commission file number 0-12122
WINCROFT, INC.
(Exact Name of Small Business Issuer as Specified in Its Charter)
Colorado 84-0601802
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
Elthorne Gate, 64 High Street, Pinner, Middlesex HA5 5QA
(Address of Principal Executive Offices)
011 44 81 429 7300
(Issuer's Telephone Number, Including Area Code)
(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 past 90 days.
xYes oNo
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.
oYes oNo
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:
5,140,100 common stock, no par value.
<PAGE>
WINCROFT, INC.
and subsidiary
I N D E X
Page No.
Part I FINANCIAL INFORMATION:
Item 1. Condensed Balance
Sheets 3
Condensed Statements of
Operations 4
Condensed Statements of
Cash Flows 5
Notes to Condensed
Financial Statements
(unaudited) 7
Item 2. Management's Discussion
and Analysis of Financial
Condition and Results of
Operations 7
Part II OTHER INFORMATION 8
<PAGE>
WINCROFT, INC. and subsidiary
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
CONSOLIDATED BALANCE SHEETS
<TABLE>
<S> <C> <C>
ASSETS
June 30, 1999 March 31, 1999
(Unaudited) (Audited)
Current Assets:
Cash $ 441 $ 6,491
Property and equipment
Leasehold improvements - 26,370
Computer equipment - 118,813
Other - 62,179
441 207,362
Less Accumulated Depreciation - 41,473
441 165,889
Total Assets $ 441 $ 172,380
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Bank overdraft $ - $ 10,185
Accounts payable 6,833 25,078
Loan payable-related party - 68,656
TOTAL LIABILITIES $ 6,833 $ 103,919
Stockholders' Equity (Deficit):
Common stock no par value,
75,000,000 shares
authorized; 5,140,100 and
5,140,100 shares issued
at June 30, 1999 and
March 31, 1999, respectively 10,280 10,280
Preferred Stock 25,000,000
authorized $.01 par value
5,000 and 5,000 issued at
June 30, 1999 and
March 31, 1999, respectively 70 70
Additional paid in capital 1,181,658 1,181,658
Retained Earnings (Deficit) (1,197,267) (1,122,416)
Less treasury stock, 7,496,223
shares at cost (1,133) (1,133)
(6,392) 68,461
$ 441 $ 172,380
</TABLE>
See accompanying notes to these financial statements.
<PAGE>
WINCROFT, INC. and subsidiary
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
<S> <C> <C>
Three Months Ended
June 30,
1999 1998
Sales $ - $ -
Cost of Sales - -
Gross Profit - -
Operating Expenses:
Administrative expenses (2,033) (40)
Total Operating Expenses (2,033) (40)
Write off of uncollectible loans
to former subsidiary (46,040) -
Write off of leasehold improvements (26,370) -
Write off of computer equipment (113,510) -
Write off of other equipment (62,179) -
Net Income (Loss) $(248,099) $ (40)
Net Income (Loss) per share* $ (.049) $ *
Weighted Average Number of
Shares outstanding 5,140,100 5,140,100
*less than (.01) per share
</TABLE>
See accompanying notes to these financial statements.
<PAGE>
WINCROFT, INC. and subsidiary
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<S> <C> <C>
Three Months Ended
June 30,
1999 1998
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $(248,099) $ (40)
Adjustments to reconcile net income (loss)
to net cash from operating activities:
Non cash transactions 246,066 -
Net cash used by operating
activities (2,033) (40)
CASH FLOW FROM INVESTING ACTIVITIES:
Net cash used by investing activities - -
CASH FLOW FROM FINANCING ACTIVITIES:
Net cash provided (used) by
financing activities - -
NET INCREASE (DECREASE) IN CASH (2,033) (40)
CASH AT BEGINNING OF PERIOD 2,447 16,588
CASH AT END OF PERIOD $ 414 $ 16,584
SUPPLEMENTAL INFORMATION:
Cash paid for interest $ - $ -
</TABLE>
See accompanying notes to these financial statements.
<PAGE>
WINCROFT, INC. and subsidiary
SCHEDULE OF NONCASH ACTIVITIES
(UNAUDITED)
(IN THOUSANDS)
<TABLE>
<S> <C> <C>
Three Months Ended
June 30,
1999 1998
During the period, Wincroft settled
an outstanding note payable by the
issuance of $2,000,000 of Preferred
Stock. $2,000,000 -
During the period, the Company wrote
off the following:
Uncollectible loans
to former subsidiary 46,040 -
Leasehold improvements 26,370 -
Computer equipment 113,510 -
Other equipment 62,179 -
</TABLE>
<PAGE>
WINCROFT, INC. and subsidiary
NOTES TO CONDENSED FINANCIAL STATEMENTS
(UNAUDITED)
Financial Statements
The accompanying unaudited financial statements have been prepared
in accordance with the instructions to Form 10-QSB and do not
include all of the information and footnotes required by generally
accepted accounting principles for complete financial statements.
In the opinion of management, all adjustments (consisting of
normal recurring accruals) considered necessary for a fair
presentation have been included. These statements should be read
in conjunction with the audited financial statements and notes
thereto included in the Registrant's annual Form 10-KSB for the
year ended March 31, 1999.
Item 2.Management Discussion and Analysis of Financial Condition
and Results of Operations
Management has not received any acceptable proposals for its
VideoTalk product, and has decided to cease any marketing efforts.
During the period under review the Company sold its marketing
subsidiary in the United Kingdom, Wincroft,(UK), Ltd., for a
nominal amount and wrote off intercompany debt as uncollectible.
Management decided to write off its remaining assets related to
VideoTalk. There were no revenues for the period. The Company is
now seeking merger opportunities.
Liquidity and Capital Resources
The Registrant has met its shortfall of funds from operations
during prior periods by the sale of its majority owned
subsidiaries assets, and by borrowing from its Directors and
companies affiliated with its Directors. Net cash used by
operating activities for the three months was $2,033 ($40 in
1998). Net cash used by investing activities was $0 ($0 in 1998)
and by financing activities was $0 ($0 in 1998).
The Registrant's present needs for liquidity principally relates
to its obligations for its SEC reporting requirements and the
minimal requirements for record keeping. The Registrant has
limited liquid assets available for its continuing needs. In the
absence of any additional liquid resources, the Registrant will be
faced with cash flow problems.
<PAGE>
PART II - OTHER INFORMATION
Item 6.Exhibits and Reports on Form 8-K.
(a) Exhibits:
(1) Articles of Incorporation: Incorporated by
reference to
Registration Statement
filed on Form 10,
May 10, 1984;
File No. 0-12122
(2) Bylaws: Incorporated by reference as
immediately above.
(b) 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 thereto duly authorized.
WINCROFT, INC.
(Registrant)
By: /s/ Jason Conway
JASON CONWAY, PRESIDENT
Date: August 15, 1999
[ARTICLE] 5
<TABLE>
<S> <C>
[PERIOD-TYPE] 3-MOS
[FISCAL-YEAR-END] MAR-31-1999
[PERIOD-END] JUN-30-1999
[CASH] 441
[SECURITIES] 0
[RECEIVABLES] 0
[ALLOWANCES] 0
[INVENTORY] 0
[CURRENT-ASSETS] 441
[PP&E] 0
[DEPRECIATION] 0
[TOTAL-ASSETS] 441
[CURRENT-LIABILITIES] 6833
[BONDS] 0
[PREFERRED-MANDATORY] 0
[PREFERRED] 70
[COMMON] 10280
[OTHER-SE] (16742)
[TOTAL-LIABILITY-AND-EQUITY] (6392)
[SALES] 0
[TOTAL-REVENUES] 0
[CGS] 0
[TOTAL-COSTS] 0
[OTHER-EXPENSES] (2033)
[LOSS-PROVISION] 0
[INTEREST-EXPENSE] 0
[INCOME-PRETAX] (248099)
[INCOME-TAX] (248099)
[INCOME-CONTINUING] (248099)
[DISCONTINUED] 0
[EXTRAORDINARY] 0
[CHANGES] 0
[NET-INCOME] (248099)
[EPS-BASIC] 0
[EPS-DILUTED] 0
</TABLE>
