U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT PURSUANT SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1998
[ ] TRANSITION REPORT PURSUANT SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to _______
Commission file number 0-14962
THE PARK GROUP, LTD.
(Exact name of small business issuer as specified in its charter)
Colorado 84-1028825
(State or other jurisdiction (IRS Employer
of incorporation or organization) Identification No.)
632 Luzon Avenue
Tampa, Florida 33606
(Address of principal executive offices)
(813) 254-5508
(Issuer's telephone number)
No change
(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 CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date: 33,690,000 shares of Common
Stock, par value $.0001 per share, outstanding as of June 30, 1998.
<PAGE>
FORM 10-QSB
FINANCIAL STATEMENTS AND SCHEDULES
The Park Group, Ltd.
For the Quarter ended June 30, 1998
The following financial statements and schedules of the registrant and
its consolidated subsidiaries are submitted herewith:
PART I- FINANCIAL INFORMATION
<TABLE>
<CAPTION>
Page of
Form 10-QSB
-----------
<S> <C>
Item 1. Financial Statements:
Balance Sheet -- June 30, 1998 and December 31, 1997 3
Statement of Operations for the six months ended June 30, 1998
and 1997 4
Statement of Changes in Stockholder's Equity for the six months ended 5
June 30, 1998
Statement of Cash Flows for the six months ended June 30, 1998
and 1997 6
Notes to Financial Statements 7, 8
Item 2. Management's Discussion and Analysis or Plan of Operation 9
- -----------------------------------------------------------------------------------------------------
</TABLE>
REMAINDER OF PAGE INTENTIONALLY LEFT BLANK
- 2 -
<PAGE>
THE PARK GROUP, LTD.
BALANCE SHEETS
<TABLE>
<CAPTION>
June 30, December 31,
1998 1997
(Unaudited)
ASSETS
<S> <C> <C>
CURRENT ASSETS
Cash $ 68 $ 5,386
------------ ---------
TOTAL ASSETS $ 68 $ 5,386
------------ ---------
------------ ---------
LIABILITIES AND STOCKHOLDER'S EQUITY
CURRENT LIABILITIES
Accrued expenses $ 1,146 $ 1,682
Due to stockholders 19,395 19,395
Loan payable 2,250 2,250
------------ ---------
TOTAL CURRENT LIABILITIES 22,791 23,327
------------ ---------
STOCKHOLDER'S EQUITY
Common stock, $.0001 par value;
1,000,000,000 shares authorized,
33,690,000 issued and outstanding 3,369 3,369
Preferred stock, no par value; 100,000,000
shares authorized, none issued and outstanding
Paid-in capital 219,733 219,733
Accumulated deficit (245,825) (241,043)
------------ ---------
Total Stockholder's Equity (Deficit) ( 22,723) ( 17,941)
------------ ---------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 68 $ 5,386
------------ ---------
------------ ---------
</TABLE>
- 3 -
<PAGE>
THE PARK GROUP, LTD.
STATEMENT OF OPERATIONS
FOR THE SIX MONTHS ENDED JUNE 30
(UNAUDITED)
<TABLE>
<CAPTION>
1998 1997
<S> <C> <C>
REVENUES $ 0 $ 0
------------ -----------
OPERATING EXPENSES
Professional 2,712 6,466
General and administrative expenses 2,070 532
------------ -----------
TOTAL EXPENSES 4,782 6,998
------------ -----------
NET LOSS $( 4,782) $( 6,998)
------------ -----------
------------ -----------
LOSS PER SHARE
Net loss per share NIL NIL
------------ -----------
------------ -----------
WEIGHTED AVERAGE NUMBER
OF COMMON SHARES OUTSTANDING 33,690,000 33,690,000
------------ -----------
------------ -----------
</TABLE>
- 4 -
<PAGE>
THE PARK GROUP, LTD.
STATEMENT OF CHANGES IN STOCKHOLDER'S EQUITY
FOR THE SIX MONTHS ENDED JUNE 30, 1998
(UNAUDITED)
<TABLE>
<CAPTION>
Common Stock Paid In Accumulated
Shares Amount Capital Deficit Total
<S> <C> <C> <C> <C> <C>
Balance, January 1, 1997 33,690,000 $3,369 $219,733 $(241,043) $( 17,941)
Net loss for the Six months
ended June 30, 1998 0 0 0 ( 4,782) ( 4,782)
---------- ------ -------- --------- --------
Balance, June 30, 1998 33,690,000 $3,369 $219,733 $(245,825) $(22,723)
---------- ------ -------- --------- --------
---------- ------ -------- --------- --------
</TABLE>
- 5 -
<PAGE>
THE PARK GROUP, LTD.
STATEMENT OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30
(UNAUDITED)
<TABLE>
<CAPTION>
1998 1997
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $( 4,782) $(6,998)
Increase (decrease) in:
Accrued expenses ( 536) 6,466
-------- -------
NET CASH USED BY OPERATING ACTIVITIES ( 5,318) ( 532)
CASH FLOWS FROM FINANCING ACTIVITIES
Stockholder's loans 0 532
-------- -------
NET CASH PROVIDED BY FINANCING ACTIVITIES 0 532
-------- -------
NET INCREASE (DECREASE) IN CASH ( 5,318) 0
BEGINNING CASH 5,386 0
-------- -------
ENDING CASH $ 68 $ 0
-------- -------
-------- -------
</TABLE>
- 6 -
<PAGE>
THE PARK GROUP, LTD.
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 1998 and 1997
(UNAUDITED)
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Nature of Business
The Corporation, incorporated in the State of Colorado, commenced business
operations on January 24, 1986. The books and records of the Company are kept
in Florida and managed by a majority stockholder of the Corporation. The
Company is commonly known as a blind pool. The Company is currently seeking
the acquisition of, or merger with an existing company.
Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosures of contingent assets and liabilities at the date of the
financial statements, and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those
estimates and assumptions.
Related Party Transactions
The Company's President, Herbert R. Donica, provides management, legal,
administrative services, and office space. There have been no charges for
these items since prior to 1996.
Income Taxes
As of June 30, 1998, the Company had a $296,957 net operating loss
carryforward available to offset future taxable income through 2002.
General
The financial data for the six months ended June 30, 1998 and 1997 is
unaudited, but includes all adjustments (consisting only of normal
recurring adjustments) which are, in the opinion of management, necessary
for a fair presentation of the results of operations for such periods.
- 7 -
<PAGE>
THE PARK GROUP, LTD.
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 1998 and 1997
(UNAUDITED)
NOTE 2 - CAPITAL STOCK
In July of 1996 the Company amended and restated its articles of incorporation
to increase the authorized number of shares of common stock from 1,000,000 to
1,000,000,000, and to authorize 100,000,000 shares of preferred stock the
relative rights to be established by the Board of Directors at the time of
issuance.
NOTE 3 - GOING CONCERN
As shown in the financial statements, the Company incurred a net loss of
$4,782 for the six months ended June 30, 1998. Combined with the fact that the
Company has no working capital and an accumulated deficit of $245,825, it is
management's assertion that these circumstances may hinder the Company's
ability to continue as a going concern. As of the date of this report,
management has not developed a formal plan to raise funds for neither the
Company's short or long term needs.
- 8 -
<PAGE>
ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OR
PLAN OF OPERATION
The Company incurred a net loss of $4,782 for the six months ended June
30, 1998 and $6,998 for the six months ended June 30, 1997. Combined with the
fact that the Company has no working capital and an accumulated deficit of
$245,825 it is management's assertion that these circumstances may hinder the
Company's ability to continue as a going concern.
The Company completed a private placement of its stock on February 13,
1995. The Company's three directors and two affiliates purchased a total of
18,000,000 shares for an aggregate purchase price of $4,500. The Company
currently has very little cash and no other assets.
The Company continues to evaluate merger proposals. In November 1994,
in connection with its goal of combining with a viable private entity, the
Company and its majority shareholders enlisted the assistance of certain
individuals. In connection with this assistance, the Company's majority
shareholder, Mr. Donica (the "Grantor"), sold options to such individuals (the
"Optionee") for nominal consideration, to purchase an aggregate of 6,196,000
shares owned by Mr. Donica at an exercise price of $.0001 per share which may be
exercised in whole at any time, or in part from time to time, beginning on the
91st day after the date (the "Exercise Date") on which, in the Optionee's sole
discretion, the Grantor ceases to be an affiliate of the Company and ending at
5:00 p.m., E.S.T., on the fifth anniversary of such date (the "Expiration
Date").
Plan of Operation. The Company has not realized any revenues from
operations in the past two fiscal years, and its plan of operation for the next
twelve months shall be to continue its efforts to locate suitable acquisition
candidates. It cannot continue to satisfy its cash requirements for at least the
next twelve months.
Liquidity and Capital Resources. As of June 30, 1998, the Company had
assets of $68 and liabilities of $22,791. This compares to assets of $5,386 and
liabilities of $23,327 as of December 31, 1997.
Results of Operations. The Company has not conducted any active
operations in the past two fiscal years except for its efforts to locate
suitable acquisition transactions. No revenue has been generated by the Company.
It is unlikely the Company will have any revenues unless it is able to obtain
additional capital or effect an acquisition of or merger with an operating
company, of which there can be no assurance.
- 9 -
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings. To the best knowledge of the officers
and directors, neither the company nor any of its officers
and directors are party to any legal proceeding or
litigation. The officers and directors know of no such
litigation being threatened or contemplated.
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.
(a) Exhibits. 27 Financial Data Schedule
(b) Reports on Form 8-K. None.
- 10 -
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
has caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
Date: August 12, 1998 THE PARK GROUP, LTD.
By: /s/ Herbert R. Donica
Herbert R. Donica
President and Treasurer
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from The Park
Group, Ltd. financial statements for the six months ended June 30, 1998 and
is qualified in its entirety by reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<PERIOD-START> JAN-01-1998
<PERIOD-END> JUN-30-1998
<FISCAL-YEAR-END> DEC-31-1998
<CASH> 68
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 68
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 68
<CURRENT-LIABILITIES> 22,791
<BONDS> 0
0
0
<COMMON> 3,369
<OTHER-SE> (26,092)
<TOTAL-LIABILITY-AND-EQUITY> 68
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 4,782
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (4,782)
<INCOME-TAX> 0
<INCOME-CONTINUING> (4,782)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (4,782)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
