U. S. 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 quarter ended June 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
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Commission File No. 1-10077
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MEDIVEST, INC.
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(Name of Small Business Issuer in its Charter)
UTAH 87-0401761
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(State or Other Jurisdiction of (I.R.S. Employer I.D. No.)
incorporation or organization)
3646 West 2100 South
Salt Lake City, Utah 84120
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(Address of Principal Executive Offices)
Issuer's Telephone Number: (801) 972-9090
N/A
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(Former Name or Former Address, 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 Company was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.
(1) Yes X No (2) Yes X No
--- --- --- ---
(ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING THE PAST FIVE YEARS)
Check whether the issuer has 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 X No
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(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 practicable date:
July 21, 1998
Common - 1,301,305 shares
DOCUMENTS INCORPORATED BY REFERENCE
A description of any "Documents Incorporated by Reference" is
contained in Item 6 of this Report.
Transitional Small Business Issuer Format Yes X No
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PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
The Consolidated Financial Statements of the Company required
to be filed with this 10-QSB Quarterly Report were prepared by management and
commence on the following page, together with related Notes. In the opinion
of management, the Consolidated Financial Statements fairly present the
financial condition of the Company.
<TABLE>
MEDIVEST, INC.
(A Development Stage Company)
BALANCE SHEETS
(Unaudited)
June 30, December 31,
1998 1997
<S> <C> <C>
Total Assets $ - $ -
Liabilities and Stockholders' Equity
Liabilities
Accounts Payable $ 20,459 $ 15,603
Income Tax Payable - 100
Note Payable 35,000 35,000
Total Liabilities 55,459 50,703
Stockholders' Equity
Common Stock, authorized
50,000,000 shares of $.001
par value, issued and outstanding
1,301,305 as of June 30,
1998 and December 31, 1997 1,301 1,301
Additional Paid in Capital 1,615,328 1,615,328
Previous Retained Deficit (1,867,999) (1,867,999)
Earnings(Deficit)Accumulated
During Development Stage 195,911 200,667
Total Stockholders' Equity (55,459) (50,703)
Total Liabilities and Stockholders' Equity $ - $ -
</TABLE>
The accompanying notes are an integral part of these financial statements.
<TABLE>
MEDIVEST, INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
(Unaudited)
<CAPTION>
Cumulative
Since
Inception
For the Three Months Ended For the Six Months Ended of
June 30, June 30, June 30, June 30, Development
1998 1997 1998 1997 Stage
<S> <C> <C> <C> <C> <C>
Revenues $ - $ - $ - $ - $ -
General and
Administrative
Expenses (1,859) (8,217) (4,756) (14,770) (59,417)
Net Loss Before Taxes and
Extraordinary Item (1,859) (8,217) (4,756) (14,770) (59,417)
Net Taxes - - - - (200)
Net Loss Before
Extraordinary Item (1,859) (8,217) (4,756) (14,770) (59,617)
Extraordinary Item -
Gain on Restructuring
of Debt, Net of Taxes - 9,487 - 143,179 255,528
Net Income (Loss) $ (1,859) $ 1,270 $ (4,756) $ 128,409 $ 195,911
Earnings (Loss) Per
Common Share Loss From
Operations Before
Extraordinary Item $ - $ (.01) $ - $ (.02)
Extraordinary Item - .01 - .22
Net Earnings Per share - - - .20
Weighted Average shares
Outstanding 1,301,305 656,556 1,301,305 654,755
</TABLE>
The accompanying notes are an integral part of these financial statements.
<TABLE>
MEDIVEST, INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
(Unaudited)
<CAPTION>
Cumulative
Since
For the Six Months Ended Inception
June 30, June 30, Of
1998 1997 Development
<S> <C> <C> <C>
Cash Flows From Operating
Net Income (Loss) $ (4,756) $ 128,409 $ 195,911
Adjustments to Reconcile Net
Income to Net Cash Provided by
Operating Activities:
Common stock issued for services - - 7,868
Common Stock issued for finance charges - - 17,587
Changes in Assets and Liabilities
Decrease in prepaid finance charges - 8,794 -
Increase (Decrease) in accounts
payable 4,856 1,418 20,459
Decrease in other liabilities - (158,363) (276,825)
Increase (Decrease) in taxes payable (100) (100) -
Net Cash Used by Operating Activities - (19,842) (35,000)
Cash Flows From Investing Activities - - -
Cash Flows From Financing Activities
Proceeds from note payable - - 35,000
Net cash provided by financing activities - - 35,000
Net (decrease) in cash and cash
equivalents - (19,842) -
Cash and cash equivalents at
beginning of year - 23,425 -
Cash and cash equivalents at end of year $ - $ 3,583 $ -
</TABLE>
The accompanying notes are an integral part of these financial statements.
MEDIVEST, INC.
(A Development Stage Company)
NOTES TO THE FINANCIAL STATEMENTS
For the Three Months Ended June 30, 1998
(Unaudited)
NOTE 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 management, all adjustments
considered necessary for a fair presentation have been included. Operating
results for the six months period ended June 30, 1998, are not necessarily
indicative of the results that may be expected for the year ended December 31,
1998.
Item 2. Management's Discussion and Analysis or Plan of Operation.
Plan of Operation.
The Company has not engaged in any material operations or
had any revenues from operations during the last two calendar years. The
Company's plan of operation for the next 12 months is to continue to seek the
acquisition of assets, properties or businesses that may benefit the Company
and its stockholders. Management anticipates that to achieve any such
acquisition, the Company will issue shares of its common stock as
the sole consideration for any such acquisition.
During the next 12 months, the Company's only foreseeable
cash requirements will relate to maintaining the Company in good
standing or the payment of expenses associated with reviewing or
investigating any potential business venture. Such funds may
be advanced by management or stockholders as loans to the Company. Because
the Company has not identified any such venture as of the date of this Report,
it is impossible to predict the amount of any such loans or advances.
However, any such loans or advances should not exceed $25,000 and will be on
terms no less favorable to the Company than would be available from a
commercial lender in an arm's length transaction. As of the date of this
Report, the Company is not involved in any negotiations respecting any such
venture.
Results of Operations.
- ----------------------
Other than restoring and maintaining its good corporate
standing in the State of Utah, compromising and settling its
debts and seeking the acquisition of assets, properties or
businesses that may benefit the Company and its stockholders,
the Company has had no material business operations during the two
most recent calendar years.
During the quarters ended June 30, 1998 and 1997, the Company had no
business operations, a net loss of ($1,859) and ($1,270), respectively, and
liabilities of $55,459 for June 30, 1998.
Liquidity.
- ---------
During the fourth quarter of 1996, the Company obtained a loan from a
non-affiliated party in the amount of $35,000, which funds were utilized to
compromise outstanding liabilities at approximately ten cents on the dollar.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
None; not applicable.
Item 2. Changes in Securities.
None; not applicable.
Item 3. Defaults Upon Senior Securities.
None; not applicable.
Item 4. Submission of Matters to a Vote of Security Holders.
No matter was submitted to a vote of the Company's security holders
during the second quarter of the calendar year covered by this Report or
during the two previous calendar years.
Item 5. Other Information.
None; not appicable.
Item 6. Exhibits and Reports on Form 8-K.
Page
(a) Exhibits.* Number
None.
(b) Reports on Form 8-K.
None.
* A summary of any Exhibit is modified in its entirety by reference
to the actual Exhibit.
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.
MEDIVEST, INC.
Date: 7/22/98 By/s/John M. Williams
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John M. Williams
President, Vice President and Director
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, this Report has been signed below by the following persons on
behalf of the Company and in the capacities and on the dates indicated:
MEDIVEST, INC.
Date: 7/22/98 By/s/John M. Williams
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John M. Williams
President, Vice President and
Director
Date: 7/28/98 By/s/William R. Stoddard
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William R. Stoddard
Secretary/Treasurer and Director
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> JUN-30-1998
<CASH> 0
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 0
<CURRENT-LIABILITIES> 55459
<BONDS> 0
0
0
<COMMON> 1301
<OTHER-SE> (56760)
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 4756
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (4756)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (4756)
<EPS-PRIMARY> .00
<EPS-DILUTED> 0
</TABLE>