UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10QSB
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE
SECURITIES ACT OF 1934
For the quarterly period ending March 31, 1999
Or
( ) For the transition period from ____ to ____
Commission file number 2-89401
PHYSICIANS LASER SERVICES, INC. (f/k/a EX-CEL RESOURCES, INC.)
(Exact name of small business issuer as Specified in its Charter)
Delaware 13-3188137
(State of incorporation) (IRS identification number)
540 N.E. 8th St., Ft. Lauderdale, FL 33304
(Address of Principal Executive Office)
Registrant's phone number, including area code (954) 764-5600
3200 N. Federal Highway, Suite 226, Boca Raton, FL 33431
(Former address, if changed since last report)
Check whether the Registrant (1) has filed all reports required to be filed by
Section 13 of 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 __ No X
APPLICABLE ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY
PROCEEDING DURING THE PRECEEDING FIVE YEARS:
Check whether the Registrant has filed all documents and reports required to be
filed by Section 12, 13 or 15 (d) of the Securities Exchange Act of 1934
subsequent to the distribution of securities under a plan confirmed by a court.
Yes [ ] No [ ] .
APPLICABLE ONLY TO CORPORATE REGISTRANTS
State the number of shares of each of the Registrant's classes of common stock,
as of the latest practicable date: 6,873,455 as of March 31, 1999.
<PAGE>
PART 1- FINANCIAL INFORMATION
Item 1. Financial Statements
Unaudited financial statements for the quarterly period covered by this
report are attached hereto. The statements, in management's opinion, represent a
fair presentation. Further, the financial statements do not contain all
disclosures required by General Account Principles to be included in a full set
of financial statements.
<PAGE>
<TABLE>
<CAPTION>
PHYSICIANS LASER SERVICES, INC. (F/K/A EX-CEL RESOURCES, INC.)
(A DEVELOPMENT STAGE ENTERPRISE)
CONSOLIDATED BALANCE SHEETS
MARCH 31, 1999 (UNAUDITED)
3/31/99 12/31/98
<S> <C> <C>
ASSETS
Cash and Equivalents -0- -0-
TOTAL ASSETS -0- -0-
LIABILITIES
Accrued Payables $690,000 $690,000
TOTAL LIABILITIES 690,000 690,000
STOCKHOLDER'S DEFIENCY
Preferred Stock, $0.025 par value
10,000,000 shares authorized, no
shares issued or outstanding
Common Stock, $ 0.01 par value
10,000,000 shares authorized
Shares issued and outstanding
6,873,455 in 1999 and 1998
Additional Paid In Capital -0- -0-
Accumulated Deficit 800,201 800,201
TOTAL SHAREHOLDER'S EQUITY -0- -0-
TOTAL LIABILITIES AND SHAREHOLDER'S
EQUITY -0- -0-
</TABLE>
The accompanying notes are an integral part
Of these financial statements
2
<PAGE>
<TABLE>
<CAPTION>
PHYSICIANS LASER SERVICES, INC. (f/k/a EX-CEL RESOURCES, INC.)
(A DEVELOPMENT STAGE ENTERPRISE)
CONSOLIDATED STATEMENT OF OPERATIONS
March 31, 1999 (UNAUDITED)
3/31/99 3/31/98 CUMULATIVE
<S> <C> <C> <C>
TOTAL REVENUE -0- -0- $1,314,119
COST OF SALES -0- -0- (1,022,146)
GROSS PROFIT -0- -0- 291,973
TOTAL OPERATING EXPENSES -0- -0- (1,092,174)
NET INCOME (LOSS) -0- -0- ( 800, 201)
AVERAGE NUMBER OF OUTSTANDING
SHARES 6,873,455 6,873,455 6,873,455
INCOME (LOSS) PER SHARE -0- -0- ($0.12)
</TABLE>
The accompanying notes are an integral part Of
these financial statements.
3
<PAGE>
<TABLE>
<CAPTION>
PHSICIANS LASER SERVICES, INC. (f/k/a) EX-CEL RESOURCES, INC.
(A DEVELOPMENT STAGE ENTERPRISE)
CONSOLIDATED STATEMENT OF CASH FLOWS
March 31, 1999 (UNAUDITED)
3/31/99 3/31/98
<S> <C> <C>
CASH FROM OPERATING ACTIVITIES -0- -0-
NET INCOME -0- -0-
INCREASE (DECREASE) IN EXPENSES -0- -0-
CASH FLOWS FROM INVESTING -0- -0-
CASH FLOWS PROVIDED BY INVESTING -0- -0-
CASH FLOWS FROM FINANCIAL ACTIVITIES -0- -0-
NET CASH PROVIDED BY FINANCING -0- -0-
NET INCREASE (DECREASE) IN CASH -0- -0-
CASH AT BEGINNING OF YEAR -0- -0-
CASH AT END OF YEAR -0- -0-
</TABLE>
The accompanying notes are an integral part Of
these financial statement.
4
<PAGE>
PHYSICIANS LASER SERVICES, INC (f/k/a EX-CEL RESOURCES, INC.)
NOTES TO FINANCIAL STATEMENTS
Note 1. Organization And Significant Accounting Policies
Organization:
Ex-Cel Resources, Inc. (Ex-Cel), a Delaware corporation has been is a public
entity in existence since 1982. It was merged with Physicians Laser Services of
Florida (PLSF) on October 4, 1995, and renamed Physicians Laser Services, Inc.
(PLSI), the" Registrant".
The Registrant was engaged in the business of providing daily rentals of mobile
lasers to physician's offices (primarily dermatologists and plastic surgeons)
hospitals and medical clinics.
During 1996, the Registrant made three acquisitions, United Laser Systems,
Physicians Laser Services of New York and Mobilase. These entities were
subsequently incorporated as Physicians Laser Services of Connecticut (PLSF),
Physicians Laser Services of New York (PLSNY) and Physicians Laser Services of
Virginia (PLSVA).
Significant Accounting Policies
The Registrant has kept its books and records in accordance with Generally
Accepted Accounting Principles, and has used the accrual method of accounting.
This means that income is recorded when earned, and expenses are recognized when
incurred, whether or not cash changes hands at that time
Income Taxes
The Registrant has substantial carry forward losses, which are probably not
useable under the Federal Income Tax Code, and, therefore, no tax benefit has
been recorded. These losses will begin to expire in 2007.
Earnings Per Share
Earnings (losses) per share are computed by dividing net income (losses) for the
period by the weighted average number of shares of common stock or common stock
equivalents outstanding during that period.
Note 2. Sale of Subsidiaries
During 1997, the Registrant reversed its acquisitions, and terminated the
subsidiary corporations, due to severe cash flow problems, large operating
losses and a lack of capital. The Registrant ceased all business activity at the
end of 1997.
Note 3. Capital Stock
The Registrant has issued 6,873,455 of its common shares since its inception,
and no preferred shares.
Note 4. Commitments and Contingencies
At present there are no commitments or contingencies.
Note 5. Related Part Transactions
None
Note 6. Subsequent Events
None
5
Item 2. Management's Discussion and Analysis or Plan of Operation
Physicians Laser Services, Inc. (the Registrant") resulted from the
October 4, 1995 merger of Physicians Laser Services of Florida (PLSF) and Ex-Cel
Resources, which was renamed Physicians Laser Services, Inc. The Registrant
ceased all operations at the end of 1997, and, consequently, has been dormant
since that time.
The Registrant is seeking business opportunities which will take the
form of a merger and/or and acquisition with or by another company. It is
anticipated that business opportunities will be introduced to the Registrant
from various sources, including professional advisors such as attorneys and
accountants, securities broker dealers, venture capitalists, members of the
financial community, and others who may present unsolicited proposals. There do
not presently exist any formal agreements or commitments with any individual for
such person to act as a broker or finder of opportunities for the Registrant.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
The company has four judgments against it, which total $187,547. There
is another threatened lawsuit in the amount of $52,914. In addition, the
Registrant expects legal action against it by the Internal Revenue Service for a
total of $56,000 in unpaid Form 941 (withholding taxes) plus interest and
penalties, which could amount to an aggregate sum in excess of $112,000.
Item 2 Changes in Securities
None.
Item 3. Defaults Upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information
None
Item 6. Exhibits and reports on Form 8-K
None
6
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the Registrant caused
this report to be signed on its behalf by the undersigned, thereto duly
authorized
Physicians Laser Services, Inc.
/s/ Gerard D. Grau
By: Gerard D. Grau,
Chairman and CEO
