U.S. SECURITIES AND EXCHANGE COMMISSION
<P>
Washington, D.C. 20549
FORM 10-QSB
<P>
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
<P>
For the quarterly period ended June 30, 2000
<P>
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF
THE EXCHANGE ACT
<P>
For the transition period from to
<P>
Commission File No. 0-15303
<P>
UNICO, INC.
(Name of Small Business Issuer in Its Charter)
<P>
<TABLE>
<S> <C>
Delaware 73-1215433
(State of Other Jurisdiction of (I.R.S. Employer Identification No.)
Incorporation or Organization)
<P>
</TABLE>
<P>
Harbor Park, 333 Ludlow Street, Stamford, CT 06902
(Address of Principal Executive Offices) (Zip Code)
<P>
(203) 323-6299
(Issuer's Telephone Number, Including Area Code)
<P>
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.
<P>
Yes X No
<P>
State the number of shares outstanding of each of the
issuer's classes of common equity, as of the latest
practicable date: As of August 16,2000, the Company had
10,853,192 shares of Common Stock outstanding, $0.01 par
value.
<P>
UNICO, INC.
Form 10-QSB Quarterly Report
For the Period Ended June 30, 2000
<P>
<TABLE>
<S> <C>
Page
Part I - FINANCIAL INFORMATION
<P>
Item 1. Financial Statements
<P>
Consolidated Statements of Financial Condition
at June 30, 2000 and 1999 for Unico, Inc.
and Subsidiary 4
<P>
Consolidated Statement of Operations for
the periods ended June 30, 2000 and 1999 5
<P>
Consolidated Statement of Operations for
the quarters ended June 30, 2000 and 1999 6
<P>
Consolidated Statement of Stockholders' Equity
(Deficiency) at June 30, 2000 7
<P>
Consolidated Statement of Cash Flows
for the six ended June 30, 2000 and 1999 8
<P>
Notes to Interim Consolidated Financial Statements 10
<P>
Item 2. Management's Discussion and Analysis of Financial
Conditions and Results of Operations 12
<P>
PART II - OTHER INFORMATION 13
<P>
Item 1. Legal Proceedings 15
<P>
Item 2. Changes in Securities 15
<P>
Item 3. Defaults Upon Senior Securities 15
<P>
Item 4. Submission of Matters to a Vote of Security Holders 15
<P>
Item 5. Other Information 15
<P>
Item 6. Exhibits and Reports of Form 8-K 16
<P>
Signatures 16
</TABLE>
------------------------
<P>
PART I - FINANCIAL INFORMATION
<P>
Item 1. Financial Statements
<P>
BASIS OF PRESENTATION
<P>
The accompanying reviewed financial statements are
presented in accordance with generally accepted
accounting principles for interim financial information
and the instructions to Form 10-QSB and item 310 under
subpart A of Regulation S-B. Accordingly, they do not
include all of the information and footnotes required by
generally accepted accounting principles for complete
financial statements. The accompanying statements should
be read in conjunction with the audited financial
statements for the years ended December 31, 1999 and
1998. In the opinion of management, all adjustments
(consisting only of normal occurring accruals) considered
necessary in order to make the financial statements not
misleading, have been included. Operating results for
the three months and six months ended June 30, 2000 are
not necessarily indicative of results that may be
expected for the year ending December 31, 2000. The
financial statements are presented on the accrual basis.
<P>
INDEPENDENT AUDITOR'S REPORTS
<P>
Board of Directors and Stockholders
Unico, inc. and Subsidiary
<P>
We have reviewed the accompanying consolidated balance
sheet of Unico, Inc. and Subsidiaries, as of June 30,
2000, and the related interim consolidated statements of
operations, stockholders' equity and cash flows for the
three and six months then ended and of cash flows for the
six months then ended, in accordance with Statements on
Standards for Accounting and Review Services issued by
the American Institute of Certified Public Accountants.
All information included in these financial statements is
the representation of management.
<P>
A review consists principally of inquiries of Company
personnel and analytical procedures applied to financial
data. It is substantially less in scope than an audit in
accordance with generally accepted auditing standards,
the objective of which is the expression of an opinion
regarding the financial statements taken as a whole.
Accordingly, we do not express an opinion.
<P>
Based on our review, we are not aware of any material
modifications that should be made to the accompanying
financial statements in order to be in conformity with
generally accepted accounting principles.
<P>
The consolidated financial statements for the year ended
December 31, 1999 were audited by us and we expressed an
unqualified opinion on them, with reference to a going
concern, in our report dated March 30, 2000. The
consolidated financial statements for the periods ended
June 30, 1999 were compiled by us, accordingly, we
express no assurance on them.
<P>
/s/ Sellers & Associates, P.C.
--------------------------------
Sellers & Associates, P.C.
August 17, 2000
Ogden, Utah
<P>
UNICO, INC. AND SUBSIDIARY
<P>
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
<TABLE>
<S> <C> <C>
June 30, December 31,
2000 1999
ASSETS
<P>
CURRENT ASSETS
Cash and cash equivalents $ 386 $ 4,910
<P>
Accounts and notes receivable -
<P>
Capital receivable - 35,000
---------------------------
Total current assets 386 39,910
<P>
FIXED ASSETS
<P>
Computer equipment 72,667 0
----------------------------
Total fixed assets 72,667 0
<P>
OTHER ASSETS
<P>
Gas, oil and mineral lease 40,000 40,000
-----------------------------
<P>
Total other assets 40,000 40,000
<P>
TOTAL ASSETS $ 113,053 $ 79,910
=============================
<P>
LIABILITIES AND STOCKHOLDERS' EQUITY
<P>
CURRENT LIABILITIES
<P>
Accounts payable $129,354 $43,381
<P>
Other short term debt 173,468
<P>
Due to shareholder 144,091 122,470
------------------------------
<P>
Total current liabilities 446,913 165,851
----------------------------
Total liabilities 446,913 165,851
----------------------------
LONG-TERM LIABILITIES
<P>
STOCKHOLDERS' EQUITY (DEFICIENCY)
<P>
Common stock
$.01 par value, 20,000,000 shares authorized,
5,929,185, and 8,750,996 outstanding at
December 31, 1999,
and June 30, 2000, respectively 87,510 59,292
Additional paid-in capital 7,119,526 6,834,525
Retained earnings (7,540,896) (6,979,758)
------------------------------
<P>
Total stockholders' equity (deficiency) (333,860) (85,941)
<P>
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY
(DEFICIENCY) $ 113,053 $79,910
===============================
</TABLE>
<P>
UNICO, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE PERIODS ENDED JUNE 30, 2000
AND JUNE 30, 1999
<TABLE>
<S> <C> <C>
2000 1999
---- ----
REVENUE
Other $ - $ -
------- ------
Total revenue - -
------- ------
EXPENSES
General and administrative 561,138 145,503
------- --------
Total expenses 561,138 145,503
------- --------
INCOME (LOSS) BEFORE INCOME TAXES (561,138) (145,503)
<P>
INCOME TAX PROVISION - -
-------- --------
<P>
NET INCOME (LOSS) $ (561,138) $(145,503)
<P>
BASIC NET INCOME (LOSS) PER COMMON SHARE
Weighted average common shares outstanding
Basic common shares 7,273,846 2,787,640
Assuming dilution for unexercised options 7,273,846 2,787,640
(Loss) from continuing operations $(0.08) $ (.05)
<P>
NET EARNINGS (LOSS) PER SHARE $ (0.08) $ (.05)
</TABLE>
<P>
UNICO, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE QUARTERS ENDED JUNE 30, 2000
AND JUNE 30, 1999
<TABLE>
<S> <C> <C>
2000 1999
---- ----
REVENUE
Other $ - $ -
------- ------
Total revenue - -
------- ------
EXPENSES
General and administrative 527,545 89,470
------- --------
Total expenses 527,545 89,470
------- --------
INCOME (LOSS) BEFORE INCOME TAXES (527,545) ( 89,470)
<P>
INCOME TAX PROVISION - -
-------- --------
<P>
NET INCOME (LOSS) $ (527,545) $( 89,470)
<P>
BASIC NET INCOME (LOSS) PER COMMON SHARE
Weighted average common shares outstanding
Basic common shares 7,273,846 3,688,004
Assuming dilution for unexercised options 7,273,846 3,688,004
(Loss) from continuing operations $(0.07) $ (.02)
<P>
NET EARNINGS (LOSS) PER SHARE $ (0.07) $ (.02)
</TABLE>
<P>
UNICO, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIENCY)
AT JUNE 30, 2000
<TABLE>
<S> <C> <C> <C> <C> <C> <C>
Excess Stock Shares of
Retained Capital Over Dividend Total Common
Earnings At Par Par Declared Equity Stock
---------------------------------------------------------------
<P>
As of
December 31, 1998 ($6,768,187) $18,773 $7,921,443 $172,665 $1,344,694 1,877,272
<P>
Correction # shares
outstanding 1,686 (1,686) 168,600
<P>
Stock issued for services 1,333 11,167 12,500 133,313
<P>
Dividend paid (172,665) (172,665)
<P>
Off-set of amount due to
subsidiary sale (1,106,399) -1,106,399
<P>
Stock issued in connection
with Silver Valley 2,500 2,500 5,000 250,000
<P>
Contributions to capital 35,000 7,500 42,500 3,500,000
<P>
Net Income- (211,571) -211,571
<P>
As of
December 31, 1999 ($6,979,758) $59,292 $6,834,525 $0 ($85,941) 5,929,185
-----------------------------------------------------------------
<P>
Acquisition of BidInvite 1,000 (1,000) 100,000
<P>
Net Income (33,953) (33,953)
<P>
As of
March 31, 2000 (7,013,711) $60,292 $6,833,525 $0 ($119,894) 6,029,185
-----------------------------------------------------------------
Proceeds of Offering 25,000 25,000
<P>
Stock Issued for Services 27,218 261,001 288,219 2,721,811
<P>
Net Income for Period (527,185) (393,627)
<P>
As of June 30, 2000 (7,540,896) 87,510 $7,119,526 $0 (333,860) 8,750,996
-----------------------------------------------------------------
</TABLE>
<P>
UNICO, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE SIX MONTHS ENDED
JUNE 30, 2000 AND JUNE 30, 1999
<TABLE>
<S> <C> <C>
2000 1999
------- -----
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss) $(561,138) $ ( 149,434)
<P>
Adjustments to reconcile net income to net cash
provided by operating activities:
<P>
Accounts receivable 350,354
Stock Options for services rendered
Stock issued for services rendered 7,500
<P>
Receivable from shareholder 35,000
Receivable from NexGen 834,665
<P>
Accounts payable 134,771 (544,707)
<P>
Due to shareholder -
Prepaid expenses 145,943
Depreciation and amortization 98,404
Deferred rent and revenue (477,376)
Deposits 8,105
Accrued expense 42,200 -
-----------------------
Net cash provided by (used) by operating
activities (349,167) 273,454
<P>
CASH FLOWS PROVIDED BY (USED) BY
INVESTING ACTIVITIES
<P>
Purchase of computer equipment (72,666) -
Sale of Property 1,734,098
-----------------------
<P>
Net cash provided (used) by Investing
Activities (72,666) 1,734,098
<P>
CASH FLOW FROM FINANCING ACTIVITIES
<P>
Loan from shareholder 104,092
Proceeds from sale of stock and additional capital 313,217
Proceeds from note payable - (677,726)
Cash Dividend 172,665
Loss on sale of subsidiary (1,112,565)
Acquisition of SVE 150,000
-----------------------
Net cash provided (used) by
financing activities 417,309 (2,112,956)
-----------------------
<P>
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (4,524) (105,404)
<P>
CASH AND CASH EQUIVALENTS, BEGINNING
OF YEAR 4,910 105,404
------------------------
<P>
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 386 $ 0
========================
</TABLE>
<P>
UNICO AND SUBSIDIARY
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2000
<P>
NOTE 1-ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES
<P>
1. Nature of operation
-------------------------
<P>
In May 1998, the Company entered into an agreement to
sell the common stock of its wholly owned subsidiary,
United Marketing Solutions, Inc. (UMSI) to Next
Generation Media (NexGen). Closing on this sale occurred
on April 1, 1999, leaving Unico as a publicly traded
shell company.
<P>
Under new management, the Company intends on becoming a
diversified holding company focusing on multi media and
high technology companies and is actively seeking private
financing for that purpose.
<P>
2. Basis of consolidation
----------------------------
<P>
The consolidated financial statements include the
accounts of the Company, UMSI, until sold, and its two
wholly owned subsidiaries, Silver Valley Energy, Inc.
(SVE) and BidInvite.com, Inc. (BidInvite). All material
inter-company transactions have been eliminated.
3. Acquisition
-----------------
<P>
During May 1999 the Company acquired all of the common
stock of SVE for $35,000 in cash and 120,000 shares of
common stock. SVE owns oil, gas, and mineral lease
rights on approximately 1,200 acres of land located in
Texas. SVE is inactive and is not developing these
rights. The subsidiary has not had any operations since
inception.
<P>
Effective March 1, 2000, the Company acquired all the
issued and outstanding stock of BidInvite.
<P>
4. Property
----------------
<P>
Property is recorded at cost and is depreciated over its
estimated useful life.
5. Cash and cash equivalents
---------------------------------
<P>
The statement of cash flows is presented on a basis of
cash available.
<P>
6. Income taxes
------------------
<P>
The Company files a consolidated federal tax return.
<P>
7. Impairment of long-lived assets
---------------------------------------
<P>
The Company policy is to periodically evaluate the
economic recoverability of all of its long-lived assets.
In accordance with that policy, when the Company
determines that an asset has become impaired, it
recognizes the loss on the basis of the discounted cash
flows from that asset.
<P>
8. Earnings (loss) per share
---------------------------------
<P>
Basic earnings (loss) per share are computed by dividing
the net income for the applicable period by the weighted
average number of shares outstanding during the year.
Diluted earnings (loss) per share are computed by taking
into consideration stock options as if the stock was
issued.
<P>
Note- 2 LEASES
<P>
The Company currently leases offices at 333 Ludlow
Street, Stamford, Connecticut.
<P>
Note- 3 RELATED PARTY TRANSACTIONS AND THE LOSS ON
SALE OF SUBSIDIARY
<P>
During 1998 and 1999, throughout the pendency of the
NexGen acquisition of UMSI, monies were advanced by
NexGen to the Company. All monies received in this sale
during 1998 were reported in equity as paid in capital.
In 1999, after all monies were actually received, the
full amount previously recognized as paid in capital in
1998, or $ 1,106,399, was offset and the net difference
of $ 6,166 is reported in 1999 as a loss in the statement
of operations.
<P>
During 1998, the Company's President and certain other
members of the Board of Directors resigned and became
stockholders of NexGen, having exchanged their interests
in the Company for NexGen's common stock. New management
was appointed by the new majority stockholders.
<P>
NOTE 4- INCOME TAXES
<P>
The Company accounts for income taxes in accordance with
Financial Accounting Standards No. 109, which requires an
asset and liability approach to accounting for income
taxes. The Company has not recorded a deferred tax asset
because its realization is unknown and depends on future
results of operations.
<P>
NOTE 5- COMMON STOCK
<P>
On May 28, 1999, the Company acquired 100% of SVE for
1,080,000 restricted shares of common stock.
Subsequently, the purchase price was renegotiated
providing for the return of the 1,080,000 shares, giving
SVE a cash payment of $35,000 and 120,000 shares of
common stock. The financial statements recognize only
the amended agreement and sets aside the original
agreement.
<P>
The Company also made a 1 for 3 reverse stock split
immediately before acquiring SVE. This 1 for 3 reverse
stock split has been recognized in these financial
statements retroactive to December 31, 1999.
<P>
The stock transfer agent was changed in May of 1999. In
the transition, an additional 168,587 shares of issued
and outstanding stock came to light. Management has not
been able to explain who owns these shares or for what
purpose they were issued. Management has chosen to
record these 168,587 shares as a reduction in paid in
capital and an increase in common stock at par value.
<P>
NOTE 6- DISCONTINUED OPERATIONS OF SUBSIDIARY
<P>
During 1998, the Company entered into an agreement to
sell its principal operating subsidiary UMSI, formerly
United Coupon Corporation. Accordingly, the results of
operations for 1999 are presented showing the results of
continuing operations and discontinued operations net of
taxes. UMSI was fully disposed of on April 1, 1999. The
Company, after this transaction, had no assets or
liabilities.
<P>
NOTE 6- DISCONTINUED OPERATIONS OF SUBSIDIARY
<P>
<TABLE>
<S> <C>
As Of
December 31, 1999
------------------
<P>
Revenue
Printing, design, and advertising sales $ 1,902,906
Other 62,383
------------------
Total Revenue 1,965,289
==================
Expenses
Direct cost of sales 1,495,041
General and administrative 474,159
------------------
Total expenses 1,969,200
==================
<P>
Net income (loss) before
Tax provision (3,931)
<P>
Income tax provision -
<P>
Income (loss) from operations $ (3,931)
=================
</TABLE>
<P>
NOTE 7- PRECISION COMMUNICATION CONSULTANTS, LTD -
ACQUISITION
<P>
On December 28, 1999 the Company entered into a share
exchange agreement with Precision Communication
Consultants, Ltd. (Communication). In that agreement the
Company was to acquire all of the interests in
Communication in exchange for warrants to acquire 500,000
shares of stock at varying prices and 416,470 shares of
common stock. The Company plans to cancel all of the
common stock issued in the transaction and will not honor
the warrants when they are presented for exercise. The
Company believes that it was induced to enter into the
transactions based on several financial
misrepresentations by Communication. Management does not
know of any litigation with respect to its decisions at
present.
<P>
NOTE 8- BIDINVITE.COM, INC. ACQUISITION
<P>
On March 1, 2000, the Company acquired 100% of the
outstanding common stock of BidInvite.com, Inc. for
100,000 shares of its common stock. Management has
accounted for the transaction as a "pooling of
interests."
<P>
NOTE 9- STOCK OPTIONS
<P>
Effective September 30, 1999 the Company adopted an
omnibus stock option plan. The plan provides for
2,000,000 shares as either Incentive Stock Options or
Employee Stock Options. As of December 31, 1999, 359,450
options have been granted to Directors and key employees.
The exercise price is $.01 per share. These options were
exercised on April 2, 2000. In addition, on June 15,
2000, 260,000 of additional options were granted to
employees and directors of the Company along with
1,084,511 shares given to various consultants for
services rendered. In April, 2000, the Officers and
Directors of the Company exercised their stock options
for the acquisition of 350,000 shares. Also in April,
2000, 845,000 shares were given to Benny Blom, the
principal of Nateko, SA, the Company's strategic software
development partner.
<P>
Note 10- GOING CONCRN
<P>
The Company disposed of all assets and its liabilities of
the Company. This was done in connection with the sale
of its only subsidiary at the time, United Marketing
Solutions, Inc.(UMSI). This sale finalized April 1,
1999. The Company was then a publicly held shell
corporation. Anticipating this, new management was
searching for other business activities.
<P>
The first acquisition, Silver Valley Energy, Inc. (SVE)
took effect May, 1999 refer to Note 5. The second
acquisition, Precision Communication Consultants Ltd.
(Communications), took place effective December, 1999.
This second acquisition most likely will be undone
refer to Note 7. Since December 1999, the Company
completed it third acquisition, BidInvite.com, Inc.
refer to Note 8.
<P>
Despite all of the acquisitions and related efforts, the
only funds raised to date are those of the majority
shareholder in the form of loans and capital
contributions to the Company. Unless additional funds
are obtained from other sources, or the Company has
positive cash flow from its operations, the Company could
jeopardize its ability to continue as a going concern.
Presently, the majority shareholder plans to continue
funding the operations of the Company, anticipating other
sources will come about in the near future.
<P>
NOTE 11-SUBSEQUENT EVENTS RELATED PARTY TRANSACTION
<P>
On July 1, 2000, the Company acquired all of the
outstanding stock of Independent News, Inc. Independent
News is a freely distributed newspaper in New Jersey.
The Company acquired the stock by assuming $60,000 in
debt, issuing $200,000 of its own debt, and 1,200,000
shares of restricted common stock to Nathan International
Ltd., a party that is a major shareholder in Unico, Inc.
<P>
Item 2. Management's Discussion and Analysis of
Financial Conditions and Results of Operations.
<P>
Management's Discussion and Analysis
<P>
Certain matters discussed herein are forward-looking
statements intended to qualify for the safe harbors from
liabilities established by the Private Litigation Reform
Act of 1995. These forward-looking statements can
generally be identified as such because the context will
include words such as the Company "believes," "plans,"
"intends," "anticipates," "expects," or words of similar
import. Similarly, words that describe the Company's
future plans, objectives, estimates, goals, are also
forward-looking statements.
<P>
Such statements address future events and conditions
concerning capital expenditures, earnings, litigation,
capital resources and accounting matters. Actual results
may vary materially from those currently anticipated in
such statements by reason of factors such as future
economic conditions, including changes in customer
demands, and changes in legislative or regulatory
environments.
<P>
On April 1, 1999, the Company sold its only asset, the
stock of its operating subsidiary United Marketing to
NextGen, Inc. This sale was agreed to in May of 1998 and
Unico received $1,106,000. The Company declared a stock
dividend of $172,000 in December 1998 to be paid in 1999.
The subsidiary was in the franchising of cooperative
direct mail advertising distributorship businesses. The
results of operations of United Marketing are included in
the statement of operation for the period January 1, 1999
through April 1, 1999.
<P>
As a result of the above-described transaction, Unico,
Inc. became a publicly traded "shell" company. The
Company, immediately after the sale of United Marketing,
had no assets and no liabilities. The Company was funded
by two new shareholders, Nathan International and TC
Equities, selected a new Board of Directors and
management team, and changed its "mission."
<P>
In May of 1999, the Company purchased an interest in an
oil and gas lease covering approximately 1,200 acres of
land in Texas. This oil and gas lease will be disposed
of in 2000.
<P>
Unico intends to become a diversified holding company
focused on the incubation, acquisition and financing of
young, development stage high technology multi-media
companies. Unico's mission is to focus on early stage
companies where Unico can add significant value through
its network of relationships, and the Company's
experience in building distribution, technology,
developing brands and financing.
<P>
The Company believes that its primary strengths are its
ability to acquire attractive development stage high
technology companies on favorable terms, to provide the
necessary funding and guidance, enabling these companies
to implement their business plans.
<P>
Unico serves as an incubator to these companies,
completing its first acquisition, BidInvite.com, Inc., on
March 1, 2000 and Independent News on July 1, 2000.
<P>
Independent News is a freely distributed newspaper in New
Jersey with 110,000 circulation and approximately 2.5
million in gross revenues. Working with Independent News
and its South American software developer, the Company
intends to expand the use of the Internet in an industry
that is far behind in using the Internet to its fullest
capabilities to increase advertising revenue.
<P>
BidInvite.com, Inc. intends to revolutionize the way the
construction industry exchanges information concerning
construction jobs up for bid and the resulting
contractor's bid.
<P>
On April 3, 2000, the Company completed it second
acquisition, Vifor2k. Vifor2k is a New York based
software development company that specializes in end-user
applications. Vifor2k recently developed a new suite of
desktop applications aimed at the corporate desktop
market. Advanced PC users will now have an array of
utilities and programs that will allow them to more
easily send and receive email, chat, transfer files, and
perform other functions.
<P>
No meaningful comparison can be made between 1998 and
1999 because of the sale of the United Marketing
subsidiary and the entrance into a completely new
business.
<P>
The Company's net loss for the period ended June 30, 2000
was primarily due to start up costs permitting the
Company to build its infrastructure.
<P>
Part II. OTHER INFORMATION
<P>
Item 1. Legal Proceedings
<P>
The Company had a default judgment entered against it in
the case of Southwin Financial, Ltd. v. Unico, Inc., et
al. in the 104th District Court in and for Taylor County,
Texas, Case No. 22,208-B. The default judgment is in the
amount of $960,000 plus attorney's fees of $1,500, court
costs and post-judgment interest from the date of
judgment at the rate of 10% per annum. This lawsuit is
in connection with its acquisition of Silver Valley
Energy.
<P>
Item 2. Change of Securities
<P>
The following information sets forth certain information
as of June 30, 2000, for all securities the Company sold
since March 31, 2000, without registration under the Act,
excluding any information "previously reported as defined
in Rule 12b-2 of the Securities Exchange Act of 1934."
There were no underwriters in any of these transactions,
nor were any sales commissions paid thereon.
On April 24, 2000, the Company issued 25,000 shares to
Vision Corporate for consulting services rendered to the
Company. Such shares were issued in reliance on the
exemption under Section 4(2) of the Securities Act of
1933, as amended (the "Act") and are restricted in
accordance with Rule 144 of the Securities Act of 1933.
<P>
On May 19, 2000, the Company issued 50,000 shares to
David Venables in consideration for agreeing to become
Chief Executive Officer of BidInvite.com, Inc.
Such shares were issued in reliance on the exemption
under Section 4(2) of the Securities Act of 1933, as
amended (the "Act") and are restricted in accordance with
Rule 144 of the Securities Act of 1933.
<P>
On May 19, 2000, the Company issued 25,000 shares to
Richard S. Hyland in consideration for acting as
Executive Vice President of the Company. Such shares
were issued in reliance on the exemption under Section
4(2) of the Securities Act of 1933, as amended (the
"Act") and are restricted in accordance with Rule 144 of
the Securities Act of 1933.
<P>
On June 21, 2000, the Company issued 37,500 shares to
Joel Sens for consulting services rendered to the
Company in the acquisition of Independent News, Inc.
Such shares were issued in reliance on the exemption
under Section 4(2) of the Securities Act of 1933, as
amended (the "Act") and are restricted in accordance with
Rule 144 of the Securities Act of 1933.
<P>
The Company filed three S-8 Registration Statements on
the following dates during the second quarter of 2000 and
issued shares of its common stock as follows: (1) On
April 15, 2000, the Company issued the 1,264,800 shares
under an S-8 Registration Statement; (2) On June 15,
2000, the Company issued 260,000 shares under an S-8
Registration Statement; (3) On June 15, 2000, the Company
issued 1,059,511 shares(the S-8 Registration Statement
was for 1,084,511 shares) under an S-8 Registration
Statement.
<P>
Item 3. Defaults Upon Senior Securities. Not
applicable.
<P>
Item 4. Submission of Matters to a Vote of Security
Holders. None.
<P>
Item 5. Other information. None.
<P>
Item 6. Exhibits and reports on Form 8-K. None.
<P>
Exhibit 27 Financial data schedule electronic filing
only.
<P>
Signatures
<P>
Pursuant to the requirements of section 13 or 15(d) of
the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed in its behalf by the
undersigned , thereunto duly authorized, on August 18,
2000
<P>
UNICO, INC.
-----------------
(Registrant)
<P>
Date: August 18, 2000 /s/ Ronald Stoeppelwerth
-------------------
Ronald Stoeppelwerth
Chief Financial Officer
<P>
