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Previous: SELIGMAN PENNSYLVANIA MUNICIPAL FUND SERIES, 497J, 2000-02-07 |
Next: LEVEL 3 COMMUNICATIONS INC, 8-K, 2000-02-07 |
<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 June 30, 1999
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)
100 N. Broadway, Suite 1890, Oklahoma City, OK 73102
(Address of principal executive offices)
(405) 235-4960
(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
11,498,076 Shares outstanding as of June 30, 1999
Transitional Small Business Disclosure Format Yes No X
--- ---
<PAGE>
<TABLE>
<CAPTION>
CREATIVE RESTAURANT CONCEPTS, INC.
BALANCE SHEET
June 30 December 31
1999 1998
(Unaudited) (Audited)
------------- --------------
<S> <C> <C>
Assets
Current Assets
Cash and Temporary Investments $ 18,728 $ (3,625)
Notes Receivable 162,851 --
Inventory 20,591 13,566
Prepaid Expenses 10,475 --
------------- --------------
Total Current Assets 212,645 9,941
Fixed Assets
Furniture and Equipment 263,382 348,901
Less: Accumulated Depreciation (100,014) (109,077)
------------- --------------
Total Fixed Assets 163,368 239,824
Other Assets
Organizational Costs 4,000 10,028
Deposits 6,621 6,620
Goodwill 232,239 0
Investments in J/V 212,806 0
------------- --------------
Total Other Assets 455,766 16,648
TOTAL ASSETS $ 831,779 $ 266,413
============= ==============
</TABLE>
*See Accompany Notes
<PAGE>
<TABLE>
<CAPTION>
CREATIVE RESTAURANT CONCEPTS, INC.
BALANCE SHEET CONTINUED
June 30 December 31
1999 1998
(Unaudited) (Audited)
------------- -------------
<S> <C> <C>
Liabilities and Stockholders Equity
Current Liabilities
Accounts Payable $ 271,020 $ 181,355
Accrued Expenses 126,581 140,589
Notes Payable 837,171 934,792
------------- -------------
Total Current Liabilities 1,234,772 1,256,716
Long Term Debt 241,408 125,573
Stockholders Equity
Series B, 10% Cumulative Convertible 2,639 2,639
Preferred Stock - Par Value $.10, 20,000
Shares Authorized Issued and
Outstanding
Series AA, 10% Cumulative Convertible 148,500 148,500
Preferred Stock - Par Value $.10, 20,000
Shares Authorized Issued and
Outstanding
Common Stock - Par Value $.005 57,490 45,970
50,000,000 Shares Authorized
11,498,076 Outstanding
Additional Paid in Capital 6,763,257 5,881,256
Retained Earnings (Deficit) (7,621,728) (7,192,900)
------------- -------------
(1,068,319) (1,115,876)
Less Treasury Stock 4,530 Shares
at Cost 1,202 1,202
------------- -------------
Total Stockholders Equity (1,067,117) (1,114,674)
TOTAL LIABILITIES AND STOCK-
HOLDERS EQUITY $ 659,741 $ 266,413
============= =============
</TABLE>
*See Accompanying Notes
<PAGE>
<TABLE>
<CAPTION>
CREATIVE RESTAURANT CONCEPTS, INC.
STATEMENT OF OPERATIONS
(UNAUDITED)
For the Three Months Ended
June 30
(Unaudited)
------------------------------
1999 1998
------------ -----------
<S> <C> <C>
Revenues $ 993,823 $ 535,055
Cost of Sales 421,185 203,934
------------ -----------
Gross Profit 572,638 331,121
Costs and Expenses
General and Administration 635,334 596,278
Interest 27,674 35,026
Depreciation 153,400 162,296
------------ -----------
Net Loss (243,770) (462,479)
Loss Per Common Share $(0.02) $(0.07)
Average Number of Common Shares
Outstanding 11,498,076 6,206,462
</TABLE>
*See Accompany Notes
<PAGE>
<TABLE>
<CAPTION>
CREATIVE RESTAURANT CONCEPTS, INC.
STATEMENT OF CASH FLOWS
For the Six Months
Ended June 30
(Unaudited)
-----------------------
1999 1998
--------- ---------
<S> <C> <C>
Operating Activities
Net Loss (243,770) (497,505)
Adjustments to Reconcile Net Income and Net Cash
Provided by Operating Activities -- --
Changes in Assets and Liabilities
(Increase) Decrease in Inventory (7,025) (17,751)
(Increase) Decrease in Accounts Payable
and Accrued Expenses (89,665) 121,325
--------- ---------
Total Adjustments (340,460) (103,574)
Net Cash Used by Operations (340,460) (393,931)
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 45,000 725,088
--------- ---------
Net Increases (Decreases) in Cash (295,460) (14,406)
Cash at Beginning of Period (3,625) 658
Cash at End of Period 18,728 (13,738)
Supplemental Cash Flow Information
Cash Paid for Interest 0 0
Cash Paid for Taxes 0 0
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
CREATIVE RESTAURANT CONCEPTS, INC.
STATEMENT OF SHAREHOLDERS EQUITY
FOR THE SIX MONTHS ENDED JUNE 30, 1999
(UNAUDITED)
Common Stock
Retained
Series B Series AA Paid in Financing Treasury
Preferred Preferred Shares Amount Capital (Deficit) Stock
------------- ------------- ----------- ---------- ----------- ------------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
Beginning
Balance 1/1/99 $2,500 $148,500 9,556,560 $45,970 $5,881,256 $(7,192,900) 1,202
Adjustment to Reflect 866,016
GFCC Acquistion
Common Stock Issued for -- -- 1,941,516 15,707
Payment of Debt and
Financing
Preferred Stock Issued -- --
for Debt
Net Loss -- -- (243,770)
------------- ------------- ------------ ---------- ----------- ------------- ----------
Balance 6/30/99 $2,500 $148,500 11,498,076 $61,677 $6,763,257 $(7,436,670) 1,202
============= ============= ============ ========== =========== ============= ==========
</TABLE>
*See Accompanying Notes
<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
June 30, 1999 and the results of June 30, 1999 and the results of
operations and statements of cash flows for the six months ended June
30, 1999 and its is not necessarily indicative of the results to be
expected for the full year.
A. Presentation of Prior Year Information:
As of June 30, 1998, the Company owned and operated one City
Bites Sandwich Shop in Wichita, Kansas (sold in December, 1998)
and three Ground Floor Cafes in Oklahoma City (purchased in
May, 1998).
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 June 30, 1998, the Company operated one City
Bites and three Ground Floor Cafe restaurants. In January, 1999,
the Company acquired two Crockett's Smokehouse Restaurants in
Oklahoma City, OK.
Revues of the six months ended June 30, 1999 were $993,823 vs.
$535,055 for the same period in 1998. The increase was due to
theCrockett's restaurant acquistion in January, 1999, plus same
store sales increases of 4% in the Ground Floor Cafe restaurants
over the same period in 1998. Costs of sales for the period
ended June 30, 1999 were $421,185 or 42% vs. $203,934 or 38% for
the same period last year. The increase is due to higher food
costs in Crockett's than in the Ground Floor Cafe restaurants.
General and Adminstrative expenses for the first six months of
1998 were $635,334 vs. $596,271 in the same period of 1998. The
increase reflects the two new Crockett's restaurants in 1999
but also reflects lower incentive shares issued for loan
renewals in the first six months of 1999 than for the same six
month period in 1998.
B. Liquidity: The Company had a working capital deficit of
$1,490,545 as of June
<PAGE>
30, 1999 as compared to a deficit of $1,246,775 as of
December 31, 1998. The increase in deficit is due to the
operating loss for the first six months of 1999.
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.
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: February 7, 2000 By: /s/Joseph Johnston
Vice President - Chief Financial Officer
<PAGE>
11) Statement re: Computation of Earnings Per Share
<TABLE>
<CAPTION>
For the Six Months Ended
June 30
(Unaudited)
-------------------------------
1999 1998
------------ ------------
<S> <C> <C>
Net Loss for Computing Earnings $ (243,770) $ (497,505)
per Common Share
Weighted Average Number of Common Shares 11,498,076 6,206,463
Outstanding During Each Period Without
Dilution
Addition from Assumed Exercise of 153,750
Common Stock Warrants
Addition from Assumed Conversion of
Preferred Stock 225,000 225,000
Net Income Per Common Stock Share 12,123,576 6,585,213
Without Dilution $(0.02) $ (0.08)
Fully Diluted $(0.02) $ (0.07)
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> JUN-30-1999
<CASH> (18,728)
<SECURITIES> 0
<RECEIVABLES> 162,851
<ALLOWANCES> 0
<INVENTORY> 10,591
<CURRENT-ASSETS> 212,645
<PP&E> 263,382
<DEPRECIATION> 100,014
<TOTAL-ASSETS> 831,779
<CURRENT-LIABILITIES> 1,234,772
<BONDS> 0
0
151,139
<COMMON> 61,677
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 0
<SALES> 656,755
<TOTAL-REVENUES> 993,823
<CGS> 421,185
<TOTAL-COSTS> 816,408
<OTHER-EXPENSES> 788,734
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 27,674
<INCOME-PRETAX> 0
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (243,770)
<EPS-BASIC> (0.02)
<EPS-DILUTED> (0.02)
</TABLE>
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