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Previous: CALA CORP, 10QSB, 2000-01-31 |
Next: BONNEVILLE PACIFIC CORP, 4/A, 2000-01-31 |
<PAGE>
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934.
For the quarterly period ended September 30, 1998
Commission file number 01-15109
CREATIVE RESTAURANT CONCEPTS, INC.
(Exact name of registrant as specified in its amended charter)
Oklahoma 73-1251800
(State of other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
1455 NW 91st Street, #503, Oklahoma City, OK 73114
(Address of principal executive offices)
(405) 842-8109
(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 preceding 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 X No
--- ---
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Common Stock, Par Value $.005 per share
7,609,513 Shares outstanding as of September 30, 1998
Transitional Small Business Disclosure Format Yes No X
--- ---
<PAGE>
CREATIVE RESTAURANT CONCEPTS, INC.
BALANCE SHEET
<TABLE>
<CAPTION>
September 30 December 31
1998 1997
(Unaudited) (Audited)
-------------- -------------
<S> <C> <C>
Assets
Current Assets
Cash and Temporary Investments $ 8,090 $ 7,280
Notes Receivable 27,500 27,500
Investment in Restaurants 25,000 25,000
Inventory 14,372 --
-------------- -------------
Total Current Assets 74,962 59,780
Fixed Assets
Furniture and Equipment 300,688 22,331
Less: Accumulated Depreciates (20,287) (19,287)
-------------- -------------
Total Fixed Assets 280,401 3,044
Other Assets
Oranizational Costs 10,028 --
Deposits 6,620 --
-------------- -------------
Total Other Assets 16,648 --
TOTAL ASSETS $ 372,011 $ 62,824
============== =============
</TABLE>
*See Accompany Notes
2
<PAGE>
CREATIVE RESTAURANT CONCEPTS, INC.
BALANCE SHEET CONTINUED
<TABLE>
<CAPTION>
September 30 December 31
1998 1997
(Unaudited) (Audited)
--------------- -------------
<S> <C> <C>
Liabilities and Stockholders Equity
Current Liabilities
Accounts Payable $ 218,848 $ 0
Accrued Expenses 91,437 188,269
Notes Payable 1,076,297 736,455
--------------- -------------
Total Current Liabilities 1,346,582 924,724
Stockholders Equity
Series B, 10% Cumulative Convertible
Preferred Stock - Par Value $.10, 20,000
Shares Authorized Issued and
Outstanding 2,639 2,500
Series AA, 6% Convertible Preferred
Stock - Par Value $.10, 25,000 Shares
Authorized and 14,850 Issued and
Outstanding 142,000
Common Stock - Par Value $.005
50,000,000 Shares Authorized 7,609,513
and 7,988,263 Outstanding 31,634 249,730
Additonal Paid in Capital 5,879,178 5,395,628
Retained Earnings (Deficit) (7,006,062) (6,508,556)
--------------- -------------
(1,0382246) (863,100)
Less Treasury Stock 4,530 Shares
at Cost 1,202 1,202
--------------- -------------
Total Stockholders Equity (1,037,046) (861,900)
TOTAL LIABILITIES AND STOCK-
HOLDERS EQUITY $ 349,536 $ 62,824
=============== =============
</TABLE>
*See Accompanying Notes
3
<PAGE>
CREATIVE RESTAURANT CONCEPTS, INC.
STATEMENT OF OPERATIONS
(UNAUDITED)
<TABLE>
<CAPTION>
For the Three Months Ended
June 30
(Unaudited)
----------------------------
1998 1997
------------ ------------
<S> <C> <C>
Revenues $ 535,055 $ 162
Cost of Sales 203,934 --
------------ ------------
Gross Profit 331,121 162
Costs and Expenses
General and Administration 596,278 19,707
Interest 35,026 13,698
Depreciation 162,296 175
------------ ------------
Net Loss (462,479) (157,569)
Loss Per Common Share (0.07) (0.00)
Average Number of Common Shares
Outstanding 6,206,463 45,074,702
</TABLE>
*See Accompany Notes
4
<PAGE>
CREATIVE RESTAURANT CONCEPTS, INC.
STATEMENT OF CASH FLOWS
<TABLE>
<CAPTION>
For the Nine Months
Ended September 30
(Unaudited)
---------------------
1998 1997
--------- ---------
<S> <C> <C>
Operating Activities
Net Loss (582,728) (236,895)
Adjustments to Reconcile Net Income and Net Cash
Provided by Operating Activities -- --
Changes in Assets and Liabilities
(Increase) Decrease in Inventory (14,372) --
(Increase) Decrease in Accounts Payable
and Accrued Expenses 122,016 54,600
--------- ---------
Total Adjustments (107,644) 54,600
Net Cash Used by Operations (475,094) (183,095)
Cash Flow from Investment Activities
Purchase of Property and Other Assets
Sale of Property and Equipment 316,761 ---
--------- ---------
Net Cash Flow from Investment Accounts (316,761) --
Cash Flow from Financing Activities
Proceeds from Warrant Exercise, Stock Issuance and
Notes Issued 810,908 181,796
--------- ---------
Net Increases (Decreases) in Cash 800 (1,299)
Cash at Beginning of Period (6,458) 1,299
Cash at End of Period (5,648) 0
Supplemental Cash Flow Information
Cash Paid for Interest 0 0
Cash Paid for Taxes 0 0
</TABLE>
5
<PAGE>
CREATIVE RESTAURANT CONCEPTS, INC.
STATEMENT OF SHAREHOLDERS EQUITY
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998
(UNAUDITED)
<TABLE>
<CAPTION>
Common Stock
Series Retained
Series B AA Paid in Financing Treasury
Preferred Preferred Shares Amount Capital (Deficit) Stock
----------- ----------- ----------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
Beginning
Balance 1/1/98 $2,500 0 49,976,000 249,730 5,395,628 (6,508,557) (1,202)
Reflect 1 for 20 -- -- (47,418,000) (237,243) 237,243 -- --
Reverse Split
Common Stock Issued -- -- 2,646,456 13,232 228,564 -- --
for Payment of Debt
and Financing
Preferred Stock Issued 0 0 -- -- -- -- --
for Debt
Net Loss -- -- -- -- -- (497,505) --
----------- ----------- ----------- ----------- ----------- ----------- -----------
Balance 6/30/98 $2,500 0 5,173,756 25,719 5,861,435 7,006,062 (1,202)
=========== =========== =========== =========== =========== =========== ===========
</TABLE>
*See Accompanying Notes
6
<PAGE>
PART I
CREATIVE RESTAURANT CONCEPTS, INC.
NOTES TO FINANCIAL STATEMENTS
Item 1. Business:
In the opinion of the Company, the accompanying unaudited financial
statements contained all adjustments (consisting only of normal
recurring accruals) necessary to present the financial position as of
September 30, 1998 and the results operations and statements of cash
flows for the three months ended September 30, 1998 and it is not
necessarily indicative of the results to be expected for the full
year.
A. Presentation of Prior Year Information:
As of December 31, 1997, the Company had no existing businesses
in operation. For further discussion see Form 10 KSB for
December 31, 1997.
B. Accounting Policies:
During interim periods the Company follows the accounting
policies set forth in its consolidated financial statements
included in its annual report on Form 10-KSB. Reference should
be made to such financial statements for information on such
accounting policies and further financial details.
Item 2. Management's Discussion and Analysis of Plan of Operations:
A. Operations: As of September 30, 1997, the Company had no
operating restaurants. Revenues for the three months ended
September 30, 1998, were $875,293 versus none in the same
period for 1997. Costs of sales were $336,996 or 38.5% versus
none in the same period of the prior year. General and
administrative expenses for the third quarter were $824,191
versus $164,774 for the same period in 1997. This increase of
400% was due to the Company operating three Ground Floor Cafe
and one City Bites sandwich shop this year versus no
restaurants in operation last year for the same period.
B. Liquidity: The Company had a working capital deficit of
$1,444,638 as of September 30, 1998 as compared to a deficit of
$861,900 as of December 31, 1997. The increase in working
capital deficit is due to the operating loss for the first nine
months of 1998.
7
<PAGE>
Part II - Other Information
Item 3. Exhibits and Reports on Form 8-K
The following exhibits are included herein:
11) Statement of Computation of Earnings Per Common Share
b) The Company did not file any reports on form 8-K during the
quarter.
Item 4. Reverse Stock Split
On February 28, 1998, the Shareholders approved a 1 for 20 reverse
stock split with the authorized common shares remaining at 50,000,000
and the par value remaining at $0.005.
Cumulative Convertible Redeemable Preferred Stock - Series AA.
The Company has issued $148,500 shares of 6% cumulative convertible
redeemable preferred stock. The stock is non-voting and dividends
accumulate until paid. This stock was issued for $148,500 in debt.
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Cala Corporation
formerly Creative Restaurant Concepts, Inc.
DATED: January 24, 2000 By: /s/Joseph Johnston
Vice President - Chief Financial Officer
8
<PAGE>
11) Statement re: Computation of Earnings Per Share
<TABLE>
<CAPTION>
For the Nine Months Ended
September 30
(Unaudited)
----------------------------
1998 1997
---------- -----------
<S> <C> <C>
Net Loss for Computing Earnings $ (582,738) $ (236,895)
per Common Share
Weighted Average Number of Common Shares 7,609,513 45,842,479
Outstanding During Each Period Without
Dilution
Addition from Assumed Exercise of 253,750 3,570,000
Common Stock Warrants
Addition from Assumed Conversion of 225,000 300,000
Preferred Stock
Net Income Per Common Stock Share 8,088,263 49,712,479
Without Dilution $ (0.08) $ (0.00)
Fully Diluted $ (0.07) $ (0.00)
</TABLE>
9
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JUL-01-1998
<PERIOD-END> SEP-30-1998
<CASH> 8,090
<SECURITIES> 0
<RECEIVABLES> 27,500
<ALLOWANCES> 0
<INVENTORY> 14,372
<CURRENT-ASSETS> 74,962
<PP&E> 300,688
<DEPRECIATION> (20,287)
<TOTAL-ASSETS> 382,011
<CURRENT-LIABILITIES> 1,346,582
<BONDS> 0
0
2,639
<COMMON> 31,634
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 349,536
<SALES> 875,293
<TOTAL-REVENUES> 875,293
<CGS> 336,966
<TOTAL-COSTS> 1,121,035
<OTHER-EXPENSES> 824,191
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 35,401
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (582,738)
<EPS-BASIC> (0.08)
<EPS-DILUTED> (0.07)
</TABLE>
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