SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 10-Q
(X) QUARTERLY REPORT UNDER SECTION 13
OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended December 31, 1996
( ) TRANSITION REPORT PURSUANT TO SECTION
13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number: 33-3272-W
LOTUS PACIFIC, INC.
(Exact name of registrant as specified in its charter)
Delaware
(State of organization)
52-1947160
(I.R.S. Employer Identification Number)
235 Route 22 East, Greenbrook, New Jersey 08812
(Address of principal executive offices)
(908) 752-5899
(Registrant's telephone number, including area code)
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 proceeding 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.
(1) Yes__X__ No_____
(2) Yes __X__ No_____<:P12,2,>
As of December 31, 1996, the Registrant had
outstanding 26,937,054 shares of Common Stock, par
value $.001 per share and 4,300 shares of Series A Preferred Stock.
LOTUS PACIFIC, INC.
Table of Contents
PART I Financial Information
Item 1:
Consolidated Balance Sheets (4)
Consolidated Statement of Operation (5)
Consolidated Statement of Cash Flows (6)
Item 2:
Management's Discussion and Analysis of Financial
Condition and Results of Operations (7)
PART II Other Information (8)
Item 1. Exhibits (8)
Part I
FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS
The accompanying unaudited financial statements have
been prepared in accordance with generally accepted
accounting principles for interim financial information and
the instructions to Form 10-Q and Rule 10-01 of
Regulation S-X. Accordingly, they do not include all of
the information and footnotes required by generally accepted
accounting principles for completing financial statements.
In the opinion of management, all adjustments (consisting
of normal recurring accruals) considered necessary for a
fair presentation have been included.
LOTUS PACIFIC, INC.
CONSOLIDATED BALANCE SHEETS
December 31, 1996
(Unaudited)
ASSETS
December 31, 1996 December 31, 1995 (Note 1)
CURRENT ASSETS
Cash $ 215,254 $ 224,085
Accounts receivable 0 62,049
Other receivable 0 164,920
Inventories 0 413,288
Prepaid expenses 0 19,242
Total Currents Assets 0 883,584
FIXED ASSETS (NET) 0 323,951
CONSTRUCTION IN PROCESS 0 6,568
OTHER ASSETS 172,395 (Note 2) 0
Organization costs 0 21,351
TOTAL ASSETS 387,649 1,235,454
LIABILITIES AND STOCKHOLDERS EQUITY
CURRENT LIABILITY
Short-term loans 0 542,169
Notes payable 0 54,718
Accounts payable 0 109,983
Taxes payable 0 (21,890)
Advances from customers 0 3,874
Other payable 0 122,287
Total Current Liabilities 0 811,141
MINORITY INTEREST 0 64,838
STOCKHOLDERS' EQUITY
Preferred Stock, $.001 par value,
100,000 shares authorized, issued and outstanding 4 4
Common Stock, $.001 par value,
50,000,000 shares authorized, issued
and outstanding 26,937 26,937
Additional paid-in capital 367,717 358,823
Retained Earnings (Deficit) (7,009) (26,287)
Total Stockholders' Equity 387,649 359,477
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY 387,649 1,235,454
The accompanying notes are an integral part
of these consolidated financial statements.
LOTUS PACIFIC, INC.
CONSOLIDATED STATEMENT OF OPERATIONS FOR
THE THREE MONTH ENDING DECEMBER, 1996
December 31, 1996 December 31, 1995
Sales 0 136,478
Cost of Goods Sold 0 112,065
Gross Profit 0 24,414
Operating Expenses 0 (17,994)
Income from Operations 0 6,420
Other income (Expenses), Net
Miscellaneous Income (Expense)
Interest Expense, Net 631 (7,295)
Net Income 631 (875)
Minority Interest Income (a) 0 608
Consolidated Net Income 631 (267)
Gain/Loss Per Share 0.00 0.00
LOTUS PACIFIC, INC.
STATEMENT OF CASH FLOWS FOR
THE THREE MONTHS ENDING
DECEMBER 31, 1996
December 31, 1996 December 31, 1995
CASH FLOW FROM OPERATION ACTIVITIES
Net Income $ 631 $ (267)
Additions:
Increase in accounts payable 0 (5,405)
Increase in other payable 43 16,721
Increase in customer advance 0 0
Subtractions:
Increase in accounts receivable 0 579
Increase in prepaid expenses 0 3,338
Increase in inventory 0 (4,324)
Increase in other receivable 0 (38,263)
Increase in tax receivable 0 (881)
Increase in other assets 0 4,310
Net Cash Flow From Operations 674 (16,994)
CASH FLOW FROM INVESTING ACTIVITIES:
Increase in minority interest 0 3,422
Issue common stocks 0 0
Acquisition of equipment 0 0
Net Cash Flow From Financing Activities 0 3,422
CASH FLOW FROM FINANCING ACTIVITIES:
Increase in notes payable 0 0
Increase in loan payable 0 0
Net Cash Flow from Financing Activities 0 0
NET INCREASE IN CASH AND CASH EQUIVALENTS 674 (13,572)
CASH & CASH EQUIVALENT AT
BEGINNING OF THE PERIOD 214,579 237,657
CASH & CASH EQUIVALENT
IN ENDING OF THE PERIOD 215,254 224,085
Notes:
Note 1: The company had 70% equity interest in
Shanghai Union Auto-Bicycle Co., Ltd. The minority
interest adjustment was based on the book value of
the acquired net assets by the end of September 1995
which was deemed to be the fair value.
Note 2: On June 28, 1996, the Company exchanged
its investment in Shanghai Union for 5% of the
outstanding common stock of Rightiming Electronics
Corp. (Rightiming). Rightiming was incorporated to
design and manufacture electronic software and
other products to be marketed in the Far East.
Five percent of Rightiming's stockholder's equity
was $268,018 upon the date of acquisition. The
Company recorded its investment in Rightiming
at the value of its investment in Shanghai Union,
on the date of the exchange, $172,395.
ITEM 2. MANAGEMENT'S DISCUSSION AND
ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS.
Results of Operation
The company is not in operation. The company
is currently looking for business opportunities both
in the Far East and in the U.S.
PART II
OTHER INFORMATION
Item 1 Exhibits.
None.
SIGNATURE
Pursuant to the requirements of the Securities and
Exchange Act of 1934, the registrant has duly caused
this report to be signed by the undersigned
hereunto duly authorized.
Lotus Pacific, Inc.
By: (s) Tom H. Gong
Vice President and Treasurer
Dated: January 10, 1997
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