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<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1996
--------------------------------------------------
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
---------------------- -----------------------
Commission File Number: 0-13113
-------------------------------------------------
Newman Communications Corporation
- - --------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Its Charter)
New Mexico 85-0291974
- - ------------------------------- ------------------------------------
(State or Other Jurisdiction of (I.R.S. Employer Identification No.)
Incorporation or Organization)
211 West Wall Street, Midland, Texas 79701
- - --------------------------------------------------------------------------------
(Address of Principal Executive Officers) (Zip Code)
Registrant's Telephone Number, Including Area Code: (915) 682-1761
-----------------------------
N/A
- - --------------------------------------------------------------------------------
Former Name, Former Address and Former Fiscal Year, if Changed Since Last
Report
Indicate by check mark 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 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 X No
--- ---
Indicate by check mark 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 X No
--- ---
As of May 1, 1996, the registrant had 858,500 shares of its common stock,
no par value, outstanding.
<PAGE> 2
NEWMAN COMMUNICATIONS CORPORATION
INDEX
<TABLE>
<CAPTION>
PART I. FINANCIAL INFORMATION PAGE NO.
--------
<S> <C>
Item 1. Financial Statements - (Unaudited)
Balance Sheets -- March 31, 1996 and December 31, 1995 . . . . . . . 3
Statements of Operations -- Quarters ended March 31, 1996
and March 31, 1995 . . . . . . . . . . . . . . . . . . . . . 4
Statements of Cash Flows -- Quarters ended March 31, 1996
and March 31, 1995 . . . . . . . . . . . . . . . . . . . . . 5
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations . . . . . . . . . . . . 6
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . . . . . . . . . . . 7
SIGNATURE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
</TABLE>
-2-
<PAGE> 3
ITEM 1. FINANCIAL STATEMENTS - (UNAUDITED)
Newman Communications Corporation
(A Development Stage Company)
Balance Sheets
March 31, 1996 and December 31, 1995
ASSETS
------
<TABLE>
<CAPTION>
March 31, December 31,
1996 1995
----------- -------------
<S> <C> <C>
CURRENT ASSETS
Cash $ 6,674 $ 12,854
----------- -----------
TOTAL ASSETS $ 6,674 $ 12,854
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
------------------------------------
CURRENT LIABILITIES
Accrued liabilities $ 6,034 $ -0-
----------- ------------
Total Liabilities $ 6,034 -0-
=========== ============
SHAREHOLDERS' EQUITY
Preferred stock, no par value, authorized
2,000,000 shares, 0 issued and outstanding -0- -0-
Common stock, no par value, authorized
8,000,000 shares, 858,500 issued and
outstanding at March 31, 1996 and
at December 31, 1995 1,409,193 1,409,193
Common stock warrants 11,406 11,406
Retained earnings (deficit) (1,392,275) (1,392,275)
Deficit accumulated during the
developmental stage (since November 23,
1993, reorganization) (27,684) (15,470)
----------- -----------
Total Shareholders' Equity 640 12,854
----------- -----------
TOTAL LIABILITIES AND
SHAREHOLDERS' EQUITY $ 6,674 $ 12,854
=========== ===========
</TABLE>
-3-
<PAGE> 4
Newman Communications Corporation
(A Development Stage Company)
Statements of Operations
For the Quarters Ended March 31, 1996 and March 31, 1995
<TABLE>
<CAPTION>
For the Period
November 23, 1993
(Date of
Reorganization)
March 31, March 31, through March
1996 1995 31, 1996
----------- ----------- -----------------
<S> <C> <C> <C>
REVENUE $ -- $ -- $ --
------------ ------------ ------------
Total Revenue -- -- --
------------ ------------ ------------
EXPENSES
Professional fees 12,214 201 24,722
Regulatory expense -- -- 925
Advertising and marketing -- -- 940
Miscellaneous expense -- -- 912
Office supplies -- -- 185
------------ ------------ -----------
Total Expenses 12,214 201 27,684
----------- ----------- ----------
Net income (loss) before taxes (12,214) (201) (27,684)
Provision for income taxes -- -- --
------------ ------------ -----------
NET INCOME (LOSS) $ (12,214) $ (201) $ (27,684)
=========== =========== ==========
PRIMARY EARNINGS PER COMMON SHARES
Net Earnings (loss) (.01) NIL (.05)
============ =========== ===========
Weighted Average common shares outstanding 838,500 834,500 570,339
=========== =========== ==========
FULLY DILUTED EARNINGS PER COMMON SHARE
Net Earnings (loss) (.01) NIL (.05)
============ ============ ===========
Weighted Average common shares outstanding 838,500 834,500 570,339
=========== =========== ==========
</TABLE>
-4-
<PAGE> 5
Newman Communications Corporation
(A Development Stage Company)
Statements of Cash Flows
For the Quarters Ended March 31, 1996 and March 31, 1995
<TABLE>
<CAPTION>
For the Period
November 23, 1993
(Date of
Reorganization)
March 31, March 31, through March
1996 1995 31, 1996
------------ ------------ ----------------
<S> <C> <C> <C>
Cash flows from operating activities:
Net income (loss) $ (12,214) $ (201) $ (27,684)
Increase in accrued liabilities 6,034 -- 6,034
------------ ------------- ------------
Net cash used from
operating activities (6,180) (201) (21,650)
------------ ------------ ------------
Cash flows from investing activities -- -- --
------------- ------------- -------------
Cash flows from financing activities:
Warrants exercised -- -- 14,000
Priority claims payments -- -- (25)
------------- ------------- -------------
Total financing activities -- -- 13,975
Net increase (decrease) in cash (6,180) (201) (7,675)
Cash at beginning of period 12,854 6,033 14,349
------------ ------------ ------------
Cash at end of period $ 6,674 $ 5,832 $ 6,674
============ ============ ============
</TABLE>
-5-
<PAGE> 6
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
The Company is considered to be in the development stage as defined in
Statement of Financial Accounting Standards No. 7. The Company has had no
business operations and no material assets since it filed a petition (the
"Petition") for reorganization under Chapter 11 of the United States Bankruptcy
Code with the United States Bankruptcy Court for the Western District of Texas
(the "Court") in August 1992. The Company's expenses were principally its audit
fees and certain other filing and administrative fees necessary to keep the
Company in compliance with its regulatory requirements.
LIQUIDITY AND CAPITAL RESOURCES
The Company filed with the Court a Plan of Reorganization (the "Plan")
on April 14, 1993, which was confirmed on September 13, 1993. Under the Plan,
the Company's unsecured creditors received either cash or a combination of
Common Stock and Class A, B and C Warrants. In addition, holders of Pre-petition
Common Stock received, at their option and upon payment of a $20 administrative
fee to the Company's transfer agent, a combination of Common Stock and Class A,
B and C Warrants. A total of 332,500 shares of Common Stock and 650,000 each of
Class A, B and C Warrants were issued to unsecured creditors and shareholders
under the Plan. In addition, LITCO, the Company's principal shareholder,
contributed $20,000 to the Company and was designated as a separate class under
the Plan. LITCO received 1,000,000 each of Class A, B and C Warrants. The
exercise period for the Class A and B Warrants has expired, with the exercise
period for the Class C Warrants expiring on November 22, 1996.
During the three months ended March 31, 1996, there was no revenue or
exercise of warrants. Expenses relating to the annual audit were paid in this
period resulting in a loss for the period of $12,214. The Company has $6,674 in
cash as of March 31, 1996 and accrued liabilities of $6,034 related to
administrative expenses incurred by LITCO for the benefit of the Company.
Management is unable to estimate the number, if any, of warrants that will be
exercised in the future.
CHANGE IN FISCAL YEAR END
On February 1, 1996, the Board of Directors of the Company changed the
Company's fiscal year end to December 31.
-6-
<PAGE> 7
PART II -- OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits:
Exhibit 27 - Financial Data Schedule
(b) Form 8-K:
The Company filed no reports on Form 8-K and none were
required to be filed during the quarterly period ended March
31, 1996.
-7-
<PAGE> 8
SIGNATURE
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.
NEWMAN COMMUNICATIONS CORPORATION
(Registrant)
Date: May 13, 1996 By: /s/ Glenn A. Little
-----------------------------------
Glenn A. Little, President
(Duly Authorized Officer and
Principal Financial and
Accounting Officer)
-8-
<PAGE> 9
EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit No. Description
----------- -----------
<S> <C>
Ex-27 Financial Data Schedule
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<CASH> 6,674
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 6,674
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 6,674
<CURRENT-LIABILITIES> 6,034
<BONDS> 0
<COMMON> 1,409,193
0
0
<OTHER-SE> (1,408,553)
<TOTAL-LIABILITY-AND-EQUITY> 6,674
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 12,214
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (12,214)
<INCOME-TAX> 0
<INCOME-CONTINUING> (12,214)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (12,214)
<EPS-PRIMARY> (.01)
<EPS-DILUTED> (.01)
</TABLE>
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