[As adopted in Release No. 34-32231, April 28, 1993, 58 F.R. 26509]
U.S. Securities and Exchange Commission
Washington, D.C. 20549
Form 10-QSB
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: June 30, 1996
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
EXCHANGE ACT
For the transition period from to
Commission file number 33-1599
D-Vine, Ltd.
(Exact name of small business issuer as
specified in its charter)
Delaware 22-2732163
(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
241 North Vine St. (406 West), Salt Lake City, UT 84103
(Address of principal executive offices)
(801) 521-9020
Issuer's telephone number
Trans West, Inc.
(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 the past 90 days.
Yes No X
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDING 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. Yes No
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 practical date:
August 13, 1996 20,111,112 fully diluted
Transitional Small Business Disclosure Format (check one).
Yes ; No
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
D-VINE, LTD.
(FORMERLY TRANS WEST, INC.)
(A Development Stage Company)
BALANCE SHEETS
(Unaudited)
JUNE 30, September 30,
1996 1995
Assets: $ - $ 4,000
Liabilities:
Accounts Payable $ 638 $ -
Total Liabilities 638 -
Stockholders' Equity:
Convertible Preferred Stock,
Par value $0.001,
Authorized 10,000,000,
Issued 8.5 and 10 shares at
June 30, 1996 and
September 30, 1995 1 1
Common Stock Authorized
50,000,000, Issued 3,111,112 and
111,112 of $0.01 Par Value at
June 30, 1996 and September 30,
1995 31,111 1,111
Paid-In Capital 805,226 834,731
Retained Deficit (831,843) (831,843)
Earnings (Deficit)
Accumulated During the
Development Stage (5,133) -
Total Stockholders'
Equity (638) 4,000
Total Liabilities and
Stockholders' Equity $ - $ 4,000
The accompanying notes are an integral part of these financial
statements.
D-VINE, LTD.
(FORMERLY TRANS WEST, INC.)
(A Development Stage Company)
STATEMENTS OF OPERATIONS
(Unaudited)
Cumulative
Since
Inception
for the Three Months For the Nine Months of
Ended June 30, Ended June 30, Development
1996 1995 1996 1995 Stage
Revenues: $ - $ - $ - $ - $ -
Expenses: - - 5,133 - 5,133
Net Income
(Loss) $ - $ - $ (5,133) $ - $ (5,133)
Primary loss
Per Share $ - $ - $ (0.002) $ -
The accompanying notes are an integral part of these financial
statements.
D-VINE, LTD.
(FORMERLY TRANS WEST, INC.)
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
(Unaudited)
Cumulative
Since
Inception
for the Nine Months of
Ended June 30, Development
1996 1995 Stage
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Loss $ (5,133) $ - $ (5,133)
Adjustments Used to Reconcile
Net Loss to Net Cash Provided by
(Used in) Operating Activities:
Increase (Decrease) in
Accounts Payable 638 - 638
Franchise Tax Payable - - -
Net Adjustment 638 - 638
Net Cash Used in
Operating Activities (4,495) - (4,495)
Cash Flows From Investing Activities:
Net Cash Provided by
Investing Activities - - -
Cash Flows From Financing Activities:
Proceeds From Contributed Capital 495 - 495
Proceeds From Capital Stock Issued - - 4,000
Net Cash Provided by
Financing Activities 495 - 4,495
Net (Decrease) Increase in
Cash and Cash Equivalents (4,000) - -
Cash and Cash Equivalents
at Beginning of Period 4,000 - -
Cash and Cash Equivalents
at End of Period $ - $ - $ -
Supplemental Disclosure of Cash
Flow Information:
Cash Paid During the Year For:
Interest $ - $ - $ -
Franchise and Income Taxes 495 - 495
Supplemental Disclosure of Non-Cash
Investing and Financing Activities: None
The accompanying notes are an integral part of these financial
statements.
D-VINE, LTD.
(FORMERLY TRANS WEST, INC.)
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
FOR THE NINE MONTHS ENDED JUNE 30, 1996
(Unaudited)
1. Interim Reporting
The accompanying unaudited financial statements have been prepared
in accordance with generally accepted accounting principles and with
Form 10-QSB requirements. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting
principles for complete financial statements. In the opinion of manage-
ment, all adjustments considered necessary for a fair presentation have
been included. Operating results for the nine month period ended June
30, 1996, are not necessarily indicative of the results that may be
expected for the year ended September 30, 1996. For further
information, refer to the financial statements and footnotes thereto
included in the Company's annual report on Form 10-KSB for the year
ended September 30, 1995.
2. Reverse Stock Split
On February 20, 1996 the Board of Directors approved a 150 to 1
reverse stock split on all common stock issued and outstanding at that
date. The accompanying financial statements have been retroactively
restated to reflect the reverse split as if it had occurred on the
earliest date presented.
Item 2. Management's Discussion and Analysis or Plan of Operation.
General - This discussion should be read in conjunction with
Management's Discussion and Analysis of Financial Condition and Results
of Operations in the Company's annual report on Form 10-KSB for the year
ended September 30, 1995.
Results of Operations - From March 31, 1987 to September 27, 1995
the Company was an inactive corporation. On September 27, 1995 the
Company was reactivated and for the three and nine months ended June 30,
1996 the Company became a development stage company and has not begun
principal operations.
Liquidity and Capital Resources - The Company intends to seek an
acquisition of a larger and potentially more profitable business. The
Company intends to focus on opportunities to acquire new products or
technologies in development as well as those currently being operated,
including a complete operating business that has demonstrated long-term
growth potential, strong marketing presence, and the basis for
continuing profitability. The Company has not identified any specific
target or possible acquisition. As the Company pursues its acquisition
program, it will incur costs for ongoing general and administrative
expenses as well as for identifying, investigating, and negotiating a
possible acquisition.
In order to complete any acquisition, the Company may be required
to supplement its available cash and other liquid assets with proceeds
from borrowings, the sale of additional securities, or other sources.
There can be no assurance that any such required additional funding will
be available or, if available, that it can be obtained on terms
favorable to the Company.
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
The Company did not file a report on Form 8-K during the nine months ended
June 30, 1996.
SIGNATURES
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.
D-VINE, LTD.
(Registrant)
DATE: August 13, 1996 By: /s/
Barbara Tersptra
President, Vice President & Director
(Principal financial and
Accounting Officer)
By: /s/
Erma S. Warburg
Sec., Treasure & Director
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<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE BALANCE
SHEET OF D-VINE, LTD. AS OF JUNE 30, 1996 AND THE RELATED STATEMENTS OF
OPERATIONS AND CASH FLOWS FOR THE NINE MONTHS THEN ENDED AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENT.
</LEGEND>
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