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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(X) Quarterly Report under Section 13 or 15(d) of the Securities Exchange Act
of 1934
For the quarterly period ended September 30, 1998
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( ) Transition Report under Section 13 or 15(d) of the Securities Exchange Act
of 1934
For the transition period from __________ to ___________
Commission File Number 2-98014-D
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FIRST COLONIAL VENTURES, LTD.
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(Exact name of small business issuer as specified in its charter)
Utah 87-0421903
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(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
3830 DEL AMO BOULEVARD, TORRANCE, CA 90503
(Address of principal executive offices)
Issuer's telephone number, including area code: (310) 642-0200
Check whether issuer (1) has 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 30 days.
Yes ____ No X
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State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:
Common stock: $.001 par value 13,496,182 shares outstanding at December 31,
1999
Transitional Small Business Disclosure Format: Yes ____ No X
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Documents incorporated by reference: None
Total sequentially numbered pages in this document: 7
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PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
FIRST COLONIAL VENTURES. LTD.
BALANCE SHEETS
(Unaudited) (Audited)
September 30 December 31
1998 1997
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ASSETS
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Investments at fair value $ 296,000 $ 200,000
Cash 302 689
Other assets 17,003 12,680
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$ 313,305 $ 213,369
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LIABILITIES AND NET CAPITAL DEFICIENCY
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Liabilities:
Notes payable $ 529,453 $ 517,428
Accounts payable and accrued liabilities 872,351 538,174
Related party debt 163,803 65,611
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Total liabilities 1,565,607 1,121,212
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Net Capital Deficiency:
Common stock ($.001 par value; 500,000,000
shares authorized; 15,516,183 outstanding) 15,516 11,646
Preferred stock (no par value; 10,000,000
shares authorized; none outstanding) -- --
Additional paid-in capital 9,773,935 9,508,554
Accumulated deficit:
Pre-BDC (deficit) (3,508,063) (3,508,063)
Accumulated net investment (loss) (3,217,821) (2,604,112)
Accumulated net unrealized (loss) (4,315,869) (4,315,869)
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Net capital deficiency $ 313,305 $ 213,369
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FIRST COLONIAL VENTURES, LTD.
STATEMENTS OF OPERATIONS
For The Three Months Ended
(Unaudited) (Unaudited)
September 30 September 30
1998 1997
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Management fee income $ -- $ --
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Operating expenses:
General &
administrative 131,494 112,505
Depreciation 932 1,580
Interest 3,248 7,851
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Total operating expenses 135,674 121,936
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Loss before net loss on
investments and provision
for income tax (135,674) (121,936)
Realized loss on
investments -- --
Provision for income tax -- --
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Net loss $ (135,674) $ (121,936)
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Net loss per share $ (1.01) $ ( .01)
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FIRST COLONIAL VENTURES, LTD.
STATEMENTS OF OPERATIONS
For the Six Months Ended
(Unaudited) (Unaudited)
September 30 September 30
1998 1997
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Management fee income $ 90,000 $ --
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Operating expenses:
General & administrative 389,579 225,102
Depreciation 2,796 4,740
Interest 17,581 22,579
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Total operating expenses 409,956 282,421
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Loss before net loss on investment
and provision for income tax (319,956) (282,421)
Realized loss on investments (292,953) --
Provision for income tax (800) (800)
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Net loss $ (613,709) $ (283,221)
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Net loss per share $ (.04) $ (.03)
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FIRST COLONIAL VENTURES, LTD.
STATEMENT OF CASH FLOW
For The Nine Months Ended September 30, 1998
Cash flows from operating activities:
Net loss $ (613,709)
Adjustments to reconcile net loss to net
cash used in operating activities:
Depreciation 2,796
Increase in accounts payable and accrued liabilities 334,177
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Net cash (used) in operating activities (276,736)
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Cash flows from investing activities:
Advances to STS Communications (96,000)
Purchase of equipment (4,793)
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Net cash (used) in investing activities (100,793)
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Cash flows from financing activities:
Additional paid-in capital 265,381
Borrowing from related parties 98,192
Acquired Rabo note receivable (2,326)
Common stock issued 3,870
Interest added to note payable 12,025
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Net cash from financing activities 377,142
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Net decrease in cash (387)
Cash - December 31, 1997 689
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Cash - September 30, 1998 $ 302
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FIRST COLONIAL VENTURES, LTD.
NOTES TO FINANCIAL STATEMENTS
NOTE 1 - COMMENTS
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First Colonial Ventures, Ltd. ("FCVL" or "Company") was incorporated under
the laws of the State of Utah on March 25, 1985, for the purpose of acquiring
interests in various business opportunities.
On January 10, 1995, FCVL elected to become an Investment Company pursuant
to the Investment Company Act of 1940. On June 27, 1995, FCVL elected to become
a "Business Development Company" (BDC), as that term is defined in the Small
Business Investment Incentive Act of 1980, which Act is an amendment to the
Investment Company Act of 1940. The election resulted in FCVL becoming a
specialized type of investment company. Consistent with this change in type of
business entity, the Company changed its method of financial reporting and
valuation of investments from cost to fair value.
The financial statements include only the accounts of FCVL because,
pursuant to industry practice, an investee of a business development company is
not consolidated unless such investee is a small business investment company or
a wholly-owned business development company. The consolidated financial
statements for 1994 and prior included the accounts of FCVL and its wholly-owned
subsidiaries.
The accompanying financial statements are unaudited, but in the opinion of
the management of the Registrant, contain all adjustments, consisting of only
normal recurring accruals, necessary to present fairly the financial position at
September 30, 1998, the results of operations for the three and nine months
ended September 30, 1998, and the changes in cash flows for the nine months
ended September 30, 1998. Certain information and footnote disclosures normally
included in financial statements that have been prepared in accordance with
generally accepted accounting principles have been condensed or omitted pursuant
to the rules and regulations of the Securities and Exchange Commission, although
management of the Registrant believes that the information presented therein is
not misleading. For further information, refer to the financial statements and
footnotes thereto included in the Registrant's Annual Report on Form 10-KSB for
the year ended December 31, 1998, as filed with the Securities and Exchange
Commission.
The results of operations for the six months ended June 30, 1998, are not
necessarily indicative of the results of operations to be expected for the full
year ending December 31, 1998.
NOTE 3 - RELATED PARTY DEBT:
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Related party debt owing to Contemporary Resources, Inc. increased by
$98,192 during the nine months ended September 30, 1998 due to working capital
needed by Acclaim Studios.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
Closing of Operating Investees
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Due to continuing losses, the Company ceased the operations of Acclaim Studios
and Contemporary Resources.
Financial Condition - September 30, 1998
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The Registrant's investments at September 30, 1998 were substantially the
same as at December 31, 1997, with the exception of advances to STS
Communications, a Television production company. Overall, liabilities increased
due to the inability of the Company to obtain working capital to finance losses
at Acclaim Studios.
Results of Operations - Three and Nine Months Ended September 30, 1998
- ----------------------------------------------------------------------
The Registrant's net loss for the three months and nine months ended
September 30, 1998 were substantially greater than the losses for the same
periods in the prior year due to increased administrative expenses associated
with operating the Acclaim businesses and due to the write-off as realized
losses of all advances made to Acclaim.
SIGNATURES
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In accordance with the requirements of the Exchange Act, the Registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
FIRST COLONIAL VENTURES, LTD.
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(Registrant)
March 28, 2000 By: /s/ Murray W. Goldenberg
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Murray W. Goldenberg
President
(Chief Executive, Financial
and Accounting Officer)
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