Form 10-QSB
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
[ X ] Quarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the quarterly period ended June 30, 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 No. 33-10281
Immune America, Inc.
(Exact Name of Registrant as Specified in its Charter)
NEVADA 75-2641513
(State or Other Jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
12342 Roscoe Boulevard, Sun Valley, California 91352
(Address of Principal Executive Offices, including Zip Code)
(818) 767-5863
(Registrant's telephone number, including area code)
Indicate by check mark whether 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 Registrant was required
to file such reports), and (2) has been subject to such filing requirements for
the past 90 days:
Yes [ ] No [ X ]
Indicate the number of shares outstanding of each of the issuer's classes of
common stock as of the latest practicable date:
Class Outstanding as of 7-15-96
Common Stock, $.001 par value 14,020,000
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Quarterly Report on Form 10-QSB for the Three Months Ended June 30, 1996
Immune America, Inc. - Page 1
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
The accompanying interim unaudited financial statements have been
prepared in accordance with the instructions to Form 10-QSB and do not include
all of the information and footnotes required by generally accepted accounting
principles for complete financial statements. In the opinion of management, all
adjustments (consisting of normal recurring adjustments) considered necessary
for a fair presentation have been included, and the disclosures are adequate to
make the information presented not misleading. Operating results for the three
months ended March 31, 1996, are not necessarily indicative of the results that
may be expected for the year ended December 31, 1996. These statements should be
read in conjunction with the financial statements and notes thereto included in
the Annual Report on Form 10-KSB (filed with the Securities and Exchange
Commission) for the year ended December 31, 1995.
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
Immune America, Inc.
(a development-stage company)
Page
Balance Sheets as at June 30, 1996 (unaudited), and
June 30, 1996 (unaudited) 3
Statements of Operations for the Three Months Ended
June 30, 1996, and 1995 (unaudited) 4
Statements of Cash Flows for the Three Months Ended
June 30, 1996, and 1995 (unaudited) 5
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Quarterly Report on Form 10-QSB for the Three Months Ended June 30, 1996
Immune America, Inc. - Page 2
<PAGE>
IMMUNE AMERICA, INC.
(a development-stage company)
Balance Sheets at
June 30, 1996 (unaudited), and March 31, 1996 (unaudited)
ASSETS
June 30, 1996 March 31, 1996
(unaudited) (unaudited)
Cash -0- -0-
Total Assets -0- -0-
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities
Accounts Payable 3,843 3,843
Total Liabilities 3,843 3,843
Shareholders' Equity
Common Stock, $.001 par value
per share; 100,000,000 shares
authorized, 18,020,000 shares
issued and 14,020,000 shares
outstanding on March 31, 1996,
and December 31, 1995 18,020 18,020
Treasury Stock 6,000 6,000
Paid-in Capital 118,441 118,441
Deficit Accumulated During
Development Stage (133,944) (133,944)
Total Shareholders' Equity (Deficit) (3,483) (3,483)
Total Liabilities and
Shareholders' Equity -0- -0-
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Quarterly Report on Form 10-QSB for the Three Months Ended June 30, 1996
Immune America, Inc. - Page 3
<PAGE>
IMMUNE AMERICA, INC.
(a development-stage company)
Statements of Operations For the Three Months Ended
June 30, 1996 (unaudited), and June 30, 1995 (unaudited)
June 30, 1996 June 30, 1995
(unaudited) (unaudited)
Revenue -0- -0-
Total Revenue -0- -0-
Expenses
Professional Fees -0- -0-
Regulatory Expense -0- -0-
Advertising and Marketing -0- -0-
Miscellaneous Expense -0- -0-
Office Supplies -0- -0-
Total Expenses -0- -0-
Net Income (Loss) Before Taxes -0- -0-
Net Income (Loss) -0- -0-
Primary Earnings Per Common Share -0- -0-
Net Earnings (Loss) -0- -0-
Weighted Average Number of 14,020,000 14,020,000
Common Shares Outstanding
Fully Diluted Earnings Per
Common Share -0- -0-
Net Earnings (Loss) Per
Common Share -0- -0-
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Quarterly Report on Form 10-QSB for the Three Months Ended June 30, 1996
Immune America, Inc. - Page 4
<PAGE>
IMMUNE AMERICA, INC.
(a development-stage company)
Statements of Cash Flows for the Three Months Ended
June 30, 1996 (unaudited), and June 30, 1995 (unaudited)
June 30, 1996 June 30, 1995
(unaudited) (unaudited)
Cash Flows from Operating
Activities -0- -0-
Increase in Accrued Liabilities -0- -0-
New Cash Used from
Operating Activities -0- -0-
Cash Flows from Investing
Activities -0- -0-
Total Cash Flow from
Financing Activities -0- -0-
Cash at Beginning of Period -0- -0-
Net increase (decrease) -0- -0-
Cash at End of Period -0- -0-
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Quarterly Report on Form 10-QSB for the Three Months Ended June 30, 1996
Immune America, Inc. - Page 5
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Discussion of Financial Condition
The Company currently has no revenues, no operations and owns no
assets. The Company will remain illiquid until such time as a business
combination transaction occurs, if ever. No prediction of the future financial
condition of the Company can be made.
Plan of Business
General. The Company intends to locate and combine with an existing,
privately-held company which is profitable or, in management's view, has growth
potential, irrespective of the industry in which it is engaged. However, the
Company does not intend to combine with a private company which may be deemed to
be an investment company subject to the Investment Company Act of 1940. A
combination may be structured as a merger, consolidation, exchange of the
Company's common stock for stock or assets or any other form which will result
in the combined enterprise's becoming a publicly-held corporation.
Pending negotiation and consummation of a combination, the Company
anticipates that it will have, aside from carrying on its search for a
combination partner, no business activities, and, thus, will have no source of
revenue. Should the Company incur any significant liabilities prior to a
combination with a private company, it may not be able to satisfy such
liabilities as are incurred.
If the Company's management pursues one or more combination
opportunities beyond the preliminary negotiations stage and those negotiations
are subsequently terminated, it is foreseeable that such efforts will exhaust
the Company's ability to continue to seek such combination opportunities before
any successful combination can be consummated. In that event, the Company's
common stock will become worthless and holders of the Company's common stock
will receive a nominal distribution, if any, upon the Company's liquidation and
dissolution.
Combination Suitability Standards. In its pursuit for a combination
partner, the Company's management intends to consider only combination
candidates which are profitable or, in management's view, have growth potential.
The Company's management does not intend to pursue any combination proposal
beyond the preliminary negotiation stage with any combination candidate which
does not furnish the Company with audited financial statements for at least its
most recent fiscal year and unaudited financial statements for interim periods
subsequent to the date of such audited financial statements, or is in a position
to provide such financial statements in a timely manner. The Company will, if
necessary funds are available, engage attorneys and/or accountants in its
efforts to investigate a combination candidate and to consummate a business
combination. The Company may require payment of fees by such combination
candidate to fund the investigation of such candidate. In the event such a
combination candidate is engaged in a high technology business, the Company may
also obtain reports from independent organizations of recognized standing
covering the technology being developed and/or used by the candidate. The
Company's limited financial resources may make the acquisition of such reports
difficult or even impossible to obtain
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Quarterly Report on Form 10-QSB for the Three Months Ended June 30, 1996
Immune America, Inc. - Page 6
<PAGE>
and, thus, there can be no assurance that the Company will have sufficient funds
to obtain such reports when considering combination proposals or candidates. To
the extent the Company is unable to obtain the advice or reports from experts,
the risks of any combined enterprise's being unsuccessful will be enhanced.
Furthermore, to the knowledge of the Company's officers and directors, neither
the candidate nor any of its directors, executive officers, principal
shareholders or general partners:
(1) will not have been convicted of securities fraud, mail fraud, tax
fraud, embezzlement, bribery, or a similar criminal offense involving
misappropriation or theft of funds, or be the subject of a pending
investigation or indictment involving any of those offenses;
(2) will not have been subject to a temporary or permanent injunction or
restraining order arising from unlawful transactions in securities,
whether as issuer, underwriter, broker, dealer, or investment advisor,
may be the subject of any pending investigation or a defendant in a
pending lawsuit arising from or based upon allegations of unlawful
transactions in securities; or
(3) will not have been a defendant in a civil action which resulted in a
final judgement against it or him awarding damages or rescission based
upon unlawful practices or sales of securities.
The Company's officers and directors will make these determinations by
asking pertinent questions of the management of prospective combination
candidates. Such persons will also ask pertinent questions of others who may be
involved in the combination proceedings. However, the officers and directors of
the Company will not generally take other steps to verify independently
information obtained in this manner which is favorable. Unless something comes
to their attention which puts them on notice of a possible disqualification
which is being concealed from them, such persons will rely on information
received from the management of the prospective combination candidate and from
others who may be involved in the combination proceedings.
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.
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Quarterly Report on Form 10-QSB for the Three Months Ended June 30, 1996
Immune America, Inc. - Page 7
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None.
Item 5. Other Information.
None.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits.
None.
(b) Reports on Form 8-K.
No Current Report on Form 8-K was filed during the year ended
December 31, 1995. The Company intends to file a Current
Report on Form 8-K with respect to a change in the Company's
independent auditor in the near future.
SIGNATURES
In accordance with the requirements of the Securities Exchange Act of
1934, Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Dated: August 4, 1996 IMMUNE AMERICA, INC.
By: ________________________________
Dr. Elizabeth Huntley
President and Principal Financial Officer
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Quarterly Report on Form 10-QSB for the Three Months Ended June 30, 1996
Immune America, Inc. - Page 8
<PAGE>
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<PERIOD-START> APR-01-1996
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