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 March 31, 1999
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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)
11011 King Street, Suite 260
Overland Park, Kansas 66210
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(Address of Principal Executive Offices)
Issuer's Telephone Number: (913) 469-5615
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:
April 27, 1999
Common - 4,372,639 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
<CAPTION>
(Unaudited)
March 31, December 31,
1999 1998
<S> <C> <C>
Assets
Cash and Cash Equivalents $ 3,784 $ 5,000
Total Assets $ 3,784 $ 5,000
Liabilities and Stockholders' Equity
Liabilities
Accounts Payable 4,622 $ 705
Income Tax Payable - 100
Total Liabilities 4,622 905
Stockholders' Equity
Common Stock, authorized
50,000,000 shares of $.001
par value, issued and outstanding
4,372,639 as of March 31,
1999 and December 31, 1998 4,373 4,373
Additional Paid in Capital 1,675,788 1,675,788
Previous Retained Deficit (1,867,999)(1,867,999)
Earnings(Deficit)Accumulated During Development
Stage 187,000 192,033
Total Stockholders' Equity (838) 4,195
Total Liabilities and Stockholders' Equity 3,784 5,000
</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 of
March 31, March 31, Development
1999 1998 Stage
<S> <C> <C> <C>
Revenues
General and Administrative Expenses (5,033) (2,897) (68,228)
Net Loss Before Taxes and
Extraordinary Item (5,033) (2,897) (68,228)
Net Taxes (300)
Net Loss Before Extraordinary Item (5,033) (2,897) (68,528)
Extraordinary Item - Gain on
Restructuring of Debt, Net of Taxes 255,528
Net Income (Loss) (5,033) (2,897) 187,000
Earnings (Loss) Per Common Share - -
Weighted Average shares Outstanding 4,372,639 1,301,305
</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 Three Months Ended Inception
March 31, March 31, Of
1999 1998 Development
<S> <C> <C> <C>
Cash Flows From Operating
Net Income (Loss) $(5,033) $ (2,897) $ 187,000
Adjustments to Reconcile Net Income to
Net Cash Provided by Operating Activities:
Common stock issued for services - - 21,400
Common Stock issued for finance charges - - 17,587
Changes in Assets and Liabilities
Increase (Decrease) in accounts
payable 3,917 2,997 4,622
Increase (Decrease) in other
liabilities - - (276,825)
Increase (Decrease) in taxes payable (100) (100) -
Net Cash Used by Operating Activities (1,216) - (46,216)
Cash Flows From Investing Activities - - -
Cash Flows From Financing Activities
Proceeds issuance of common stock - - 50,000
Net (decrease) in cash and cash
equivalents (1,216) - 3,784
Cash and cash equivalents at beginning
of year 5,000 - -
Cash and cash equivalents at end of year 3,784 - 3,784
</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 March 31, 1999
(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 three months period ended March 31, 1999, are not necessarily
indicative of the results that may be expected for the year ended December
31, 1999.
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 March 31, 1999 and 1998, the Company had no
business operations, a net loss of ($5,033) and ($2,897), respectively, and
liabilities of $4,622 for March 31, 1999.
Liquidity.
- ---------
On March 31, 1999, the Company had $3,784 in cash with $4,622 in total
liabilities.
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 first quarter of the calendar year covered by this Report or
during the two previous calendar years.
However, an Information Statement was mailed to the stockholders on
April 26, 1999, regarding changing the name of the Registrant to "Empire
Energy Corporation." The Information Statement is incorporated herein by
reference.
Item 5. Other Information.
None; not applicable.
Item 6. Exhibits and Reports on Form 8-K.
Page
(a) Exhibits.* Number
Information Statement **
(b) Reports on Form 8-K.
An 8-K Current Report dated March 15, 1999, was filed with the
Securities and Exchange Commission on March 24, 1999, regarding
a change in control of the Company and the resignations of the
directors and executive officers.
* A summary of any Exhibit is modified in its entirety by reference
to the actual Exhibit.
** These documents and related exhibits have been previously filed
with the Securities and Exchange Commission and are incorporated
herein by reference.
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: 4/27/99 By/s/Norman L. Peterson
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Norman L. Peterson
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: 4/27/99 By/s/Norman L. Peterson
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Norman L. Peterson
President and Director
Date: 4/27/99 By/s/John R. Dixon
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John R. Dixon
Vice President and Director
Date: 4/28/99 By/s/John G. Garrison
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John G. Garrison
Secretary and Director
Date: 4/28/99 By/s/John L. Hersma
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John L. Hersma
Director
Date: 4/28/99 By/s/Elliot M. Kaplan
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Elliot M. Kaplan
Director
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> MAR-31-1999
<CASH> 3784
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 3784
<CURRENT-LIABILITIES> 4622
<BONDS> 0
0
0
<COMMON> 4373
<OTHER-SE> (5211)
<TOTAL-LIABILITY-AND-EQUITY> 3784
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 5033
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (5033)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (5033)
<EPS-PRIMARY> (.00)
<EPS-DILUTED> (.00)
</TABLE>
