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Previous: NATIONAL DIVERSIFIED SERVICES INC, NT 10-K, 1998-08-17 |
Next: INDYMAC MORTGAGE HOLDINGS INC, S-3, 1998-08-17 |
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarter ended June 30, 1998
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: 2-99080
NATIONAL DIVERSIFIED SERVICES, INC.
(Exact name of Registrant as specified in its charter)
Delaware 11-2820379
- --------------------------- --------------------------
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
c/o Lester Morse P.C.
111 Great Neck Road, Suite #420
Great Neck, New York 11021
- --------------------------- ---------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number,
including area code: (516) 487-1419
--------------
Not Applicable
- -----------------------------------------------------------------
(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 ___.
6,548,870 Common Shares, $.001 par value were issued and outstanding at June
- --------------------------------------------------------------------------------
30, 1998.
- ---------
<PAGE>
NATIONAL DIVERSIFIED SERVICES, INC.
-----------------------------------
INDEX
-----
Page
Number
------
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets 3
June 30, 1998 (Unaudited) and
December 31, 1997
Consolidated Statements of Operations 4
Three Months and Six Months ended June 30,
1998 and June 30, 1997 (Unaudited)
Consolidated Statements of Cash Flows 5
Six Months Ended June 30, 1998 and
June 30, 1997 (Unaudited)
Notes to Financial Statements (Unaudited) 6
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of
Operations 7
PART II. OTHER INFORMATION 8
SIGNATURES 9
<PAGE>
<TABLE>
<CAPTION>
NATIONAL DIVERSIFIED SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
ASSETS
JUNE 30, DECEMBER 31,
1998 1997
----------- ------------
(Unaudited) (Audited)
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 266,609 $ 275,937
Interest receivable 1,514 1,775
Other current assets 1,656 1,656
----------- -----------
Total current assets 269,779 279,368
----------- -----------
TOTAL $ 269,779 $ 279,368
=========== ===========
LIABILITIES
CURRENT LIABILITIES:
Accounts payable and accrued expenses $ 8,955 $ 8,063
----------- -----------
Total current liabilities 8,955 8,063
ACCRUED SALARIES - officer 58,750 58,750
----------- -----------
Total liabilities 67,705 66,813
----------- -----------
STOCKHOLDERS' EQUITY
Common stock, $.001 par value; authorized 30,000,000
shares, issued 6,553,870 shares 6,554 6,554
Additional paid-in capital 705,755 705,755
----------- -----------
Total 712,309 712,309
Accumulated deficit (510,230) (499,749)
----------- -----------
202,079 212,560
Less: 5,000 shares of treasury stock, at cost 5 5
----------- -----------
Total stockholders' equity 202,074 212,555
----------- -----------
TOTAL $ 269,779 $ 279,368
=========== ===========
</TABLE>
3
<PAGE>
NATIONAL DIVERSIFIED SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
SIX THREE
MONTHS ENDED MONTHS ENDED
JUNE 30, JUNE 30,
----------------------------- --------------------------
1998 1997 1998 1997
------------- ------------- ------------- -----------
<S> <C> <C> <C> <C>
REVENUES - interest $ 7,521 $ 7,254 $ 4,361 $ 3,621
GENERAL AND ADMINISTRATIVE
EXPENSES 18,002 7,418 9,687 3,666
---------- --------- --------- ---------
NET LOSS $ (10,481) $ (164) $ (5,326) $ (45)
========== ========= ========= =========
NET LOSS PER SHARE, BASED
ON THE WEIGHTED AVERAGE
SHARES OUTSTANDING $ - * $ - * $ - * $ - *
========== ========= ========= =========
NUMBER OF SHARES USED TO
COMPUTE LOSS PER SHARE 6,548,870 6,548,870 6,548,870 6,548,870
========= ========= ========= =========
</TABLE>
*Less than $.01 per share
4
<PAGE>
NATIONAL DIVERSIFIED SERVICES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
SIX
MONTHS ENDED
JUNE 30,
1998 1997
------------- -------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $ (10,481) $ (164)
------------ ------------
Adjustments to reconcile net loss to net cash
provided by (used in) operating activities:
Changes in assets and liabilities:
Interest receivable 261 1,383
Accounts payable and accrued expenses 892 1,957
------------ ------------
Total adjustments 1,153 3,340
------------ ------------
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES (9,328) 3,176
------------ ------------
NET CHANGE IN CASH AND CASH EQUIVALENTS (9,328) 3,176
CASH AND CASH EQUIVALENTS - beginning 275,937 272,574
------------ ------------
CASH AND CASH EQUIVALENTS - ending $ 266,609 $ 275,750
============ ============
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for income taxes $ 380 $ 404
============ ============
</TABLE>
5
<PAGE>
NATIONAL DIVERSIFIED SERVICES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 1998
(Unaudited)
NOTE 1 - BASIS OF PRESENTATION
The attached summarized financial information does not include all
disclosures required to be included in a complete set of financial
statements prepared in conformity with generally accepted accounting
principles. Such disclosures were included with the consolidated financial
statements of the Company at December 31, 1997, included in its annual
report on Form 10-K. Such statements should be read in conjunction with the
data herein.
NOTE 2 - ADJUSTMENTS
The financial information reflects all normal recurring adjustments which,
in the opinion of management, are deemed necessary for a fair presentation
of the results for the interim periods. The results for the interim periods
are not necessarily indicative of the results to be expected for the year.
NOTE 3 - CASH EQUIVALENTS
Cash equivalents are comprised of an investment in short-term commercial
paper with maturities of less than ninety days.
NOTE 4 - ACCRUED SALARIES - OFFICER
Accrued salaries - officer represents $58,750 for the period December 1986
to November 22, 1989.
6
<PAGE>
Management's Discussion and Analysis of Financial Condition
-----------------------------------------------------------
and Results of Operations
-------------------------
Results of Operations
During the six months ended June 30, 1998, the Company had no revenues
other than interest income since the Company terminated its import and sale
business operations in 1990. The Company is presently exploring various business
opportunities that may be available to it. No assurances can be given that the
Company will be successful in completing a transaction to acquire an operating
business.
Liquidity and Capital Resources
Financing of the Company's activities has been provided from the public
sale of its securities for cash amounting to a net of approximately $600,000. At
June 30, 1998, the Company's working capital amounted to $260,824 with cash
assets of $266,609. Management believes that its cash assets are adequate to
meet the Company's short term and long term liquidity and cash requirements
until such time, if ever, as the Company completes a transaction to establish an
operating business.
7
<PAGE>
NATIONAL DIVERSIFIED SERVICES, INC.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings: None
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:
(a) Exhibits - 27 - Financial Data Schedule
(b) No reports on Form 8-K were filed during the quarter ended
June 30, 1998.
8
<PAGE>
NATIONAL DIVERSIFIED SERVICES, INC.
-----------------------------------
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.
NATIONAL DIVERSIFIED SERVICES, INC.
-----------------------------------
(Registrant)
Dated: August 13, 1998 /s/Morry Rubin
-----------------------------------
Morry Rubin, President, Chief
Executive, Financial and
Accounting Officer
9
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> JUN-30-1998
<CASH> 266,609
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 269,779
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 269,779
<CURRENT-LIABILITIES> 8,955
<BONDS> 0
0
0
<COMMON> 6,554
<OTHER-SE> 195,520
<TOTAL-LIABILITY-AND-EQUITY> 269,779
<SALES> 0
<TOTAL-REVENUES> 7,521
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 18,002
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (10,481)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> (10,481)
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (10,481)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
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