UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
[ x ] Quarterly Report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934.
For the Period ended August 31, 1995.
OR
[ ] Transition Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934.
For the transition period from ----- to -----.
Commission File Number 33-7678-D
UNIVERSAL CAPITAL CORPORATION
---------------------------------------------------------------
(Exact Name of Small Business Issuer as Specified in its Charter)
Colorado 84-1018684
- ------------------------------- -------------------
(State or other jurisdiction of (IRS Employer Iden-
incorporation or organization) tification No.)
16178 East Prentice Place, Aurora, CO 80015
---------------------------------------------------------
(Address of Principal Executive Offices Including Zip code)
(303) 690-6787
----------------------------------------------
(Issuer's Telephone Number, Including Area Code)
P.O Box 400363, Aurora, Colorado 80046
---------------------------------------------------
(Former Name, Former Address and Former Fiscal Year,
if Changed Since Last Report.)
Check whether the Issuer (1) has 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.
[ X ] Yes [ ] No
There were 2,000,001 shares of the Registrant's no par value
Common Stock outstanding as of August 31, 1995.
<PAGE>
UNIVERSAL CAPITAL CORPORATION
FORM 10-QSB
INDEX
Page
Number
Part I. Financial Information
- ------ --------------------- ------
Item I. Financial Information
Balance Sheets (Unaudited) 3
Statements of Operations (Unaudited) 4
Statements of Cash Flows (Unaudited) 5
Notes to Financial Statements (Unaudited) 6
Item 2. Management's Discussion and Analysis or
Plan of Operations 7
Part II. Other Information 8
- ------- -----------------
<PAGE>
UNIVERSAL CAPITAL CORPORATION
(A Development Stage Company)
BALANCE SHEETS
(Unaudited)
<TABLE>
<CAPTION>
February 28, August 31,
1995 1995
------------ ----------
ASSETS
------
<S> <C> <C>
Current Assets:
Cash - demand deposit $ 12,680 $ 467
Cash - certificate of deposit 102,018 -
Treasury bill at cost 99,651 -
Other 283 -
--------- --------
Total Current Assets 214,632 467
--------- --------
TOTAL ASSETS $ 214,632 $ 467
--------- --------
--------- --------
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
---------------------------------------------
Current Liabilities:
Accounts payable 3 5,489
Notes payable, related parties - 14,500
--------- --------
Total Current Liabilities 3 19,989
--------- --------
TOTAL LIABILITIES 3 19,989
--------- --------
Stockholders' Equity:
Common stock, No par value, author-
ized 100,000,000 shares, issued
and outstanding 200,000 and
2,000,001 shares, respectively 245,060 49,838
Excess of expenses over revenue
during development stage (30,431) (69,360)
--------- --------
TOTAL STOCKHOLDERS' EQUITY (DEFICIT) 214,629 (19,522)
--------- --------
TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY (DEFICIT) $ 214,632 $ 467
--------- ---------
--------- ---------
</TABLE>
See Notes to Financial Statements.
<PAGE>
UNIVERSAL CAPITAL CORPORATION
(A Development Stage Company)
STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
From March 5,
1986 (Date
Three Months of Inception)
Ended through
August 31, 1995 August 31, 1995
--------------- ---------------
<S> <C> <C>
Revenue:
Interest income $ - $ 87,721
--------- ---------
Expenses:
Accounting and legal 4,782 73,910
Stock issued for services 19,000 62,000
Miscellaneous 2,886 18,011
--------- ---------
26,668 153,921
--------- ---------
Excess of Expenses over Revenue
During Development Stage
before Provision for
Income Taxes (26,668) (66,200)
Provision (Credit) for Income Taxes
Current - 3,160
--------- ---------
Excess of Expenses over Revenue
During Development Stage $ (26,668) $ (69,360)
--------- ---------
--------- ---------
Excess of Expenses over Revenue
During Development Stage
Per Share $ (.01) $ (.03)
--------- ---------
--------- ---------
</TABLE>
See Notes to Financial Statements.
<PAGE>
UNIVERSAL CAPITAL CORPORATION
(A Development Stage Company)
STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
From March 5,
1986 (Date
Six Months of Inception)
Ended through
August 31, 1995 August 31, 1995
--------------- ---------------
<S> <C> <C>
Revenue:
Interest income $ 2,113 $ 87,721
Expenses:
Accounting and legal 19,367 73,910
Stock issued for services 19,000 62,000
Miscellaneous 3,617 18,011
-------- -----------
41,984 153,921
-------- -----------
Excess of Expenses over Revenue
During Development Stage before
Provision for Income Taxes (39,871) (66,200)
Provision (Credit) for Income Taxes
Current (942) 3,160
-------- ----------
Excess of Expenses over Revenue
During Development Stage $(38,929) $ (69,360)
-------- ----------
-------- ----------
Excess of Expenses over Revenue
During Development Stage
Per Share $ (.02) $ (.03)
-------- ----------
-------- ----------
</TABLE>
See Notes to Financial Statements.
<PAGE>
UNIVERSAL CAPITAL CORPORATION
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
From March 5,
1986 (Date
Three Months of Inception)
Ended through
August 31, 1995 August 31, 1995
--------------- ---------------
<S> <C> <C>
Cash Flows From Operating Activities:
Excess of Expenses over Revenue
During Development Stage $(26,668) $(69,360)
Adjustments to reconcile net
income to net cash provided by
used in) operating activities:
Issuance of stock for services 9,000 62,000
Increase in accounts payable 5,415 5,489
-------- --------
Net Cash Provided By (Used in)
Operating Activities (2,253) (1,871)
-------- --------
Cash Flows From Investing Activities:
Disposition of treasury bill - -
-------- --------
Net Cash Provided By Investing
Activities - -
-------- --------
Cash Flows From Financing Activities:
Issuance (Redemption) of stock,
net of offering cost (4,222) 237,838
Dividends - (250,000)
Loans from related parties 5,500 14,500
-------- --------
Net Cash Provided By (Used in)
Financing Activities 1,278 2,338
-------- --------
Increase (decrease) in cash (975) 467
Cash, beginning of period 1,442 -
-------- --------
Cash, end of period $ 467 $ 467
-------- --------
-------- --------
Interest paid $ - $ -
-------- --------
-------- --------
Income taxes paid $ - $ 3,129
-------- --------
-------- --------
</TABLE>
See Notes to Financial Statements.
<PAGE>
UNIVERSAL CAPITAL CORPORATION
(A Development Stage Company)
STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
From March 5,
1986 (Date
Six Months of Inception)
Ended through
August 31, 1995 August 31, 1995
--------------- ---------------
<S> <C> <C>
Cash Flows From Operating Activities:
Excess of Expenses over Revenue
During Development Stage $(38,929) $ (69,360)
Adjustments to reconcile net
income to net cash provided
by (used in) operating activities:
Issuance of stock for services 19,000 62,000
Increase in accounts payable 5,486 5,489
Decrease in interest receivable 283 -
-------- ---------
Net Cash Provided By (Used in)
Operating Activities (14,160) (1,871)
-------- ---------
Cash Flows From Investing Activities:
Disposition of treasury bill 99,651 -
-------- ---------
Net Cash Provided By Investing
Activities 99,651 -
-------- ---------
Cash Flows From Financing Activities:
Issuance of stock, net of offering cost 35,778 237,838
Dividends (250,000) (250,000)
Loans from related parties 14,500 14,500
-------- ---------
Net Cash Provided By (Used in)
Financing Activities (199,722) 2,338
-------- ---------
Increase (decrease) in cash (114,231) 467
Cash, beginning of period 114,698 -
-------- ---------
Cash, end of period $ 467 $ 467
-------- ---------
-------- ---------
Interest paid $ - $ -
-------- ---------
-------- ---------
Income taxes paid $ - $ 3,129
-------- ---------
</TABLE>
See Notes to Financial Statements.
<PAGE>
UNIVERSAL CAPITAL CORPORATION
(A Development Stage Company)
NOTES TO FINANCIAL STATEMENTS
(Unaudited)
1. The financial statements included herein have been
prepared by the Company without audit except the February 28,
1995 balance sheet which was audited. The statements have been
prepared pursuant to the rules and regulations of the Securities
and Exchange Commission and reflect all adjustments, consisting
of only normal recurring accruals, which are, in the opinion of
management, necessary for a fair statement of the results of
operations for the periods shown. These statements do not
include all information required by generally accepted accounting
principles to be included in a full set of financial statements.
These financial statements should be read in conjunction with the
financial statemsnts and notes thereto included in the Company's
latest annual report on Form 10-KSB.
2. The Company effected a one-for-one hundred reverse stock
split on June 12, 1995. All references to common stock have been
retroactively revised to give effect to the reverse stock split.
3. During May 1995, the Company contributed $250,000 to a
newly formed subsidiary. On May 18, 1995, the Company declared a
dividend of this new subsidiary to all stockholders of record on
May 22, 1995. This dividend is subject to the Company
successfully completing a registration statement with the
Securities and Exchange Commission. If the registration is not
completed within twelve months of May 31, 1995, the subsidiary
will be liquidated and the funds will be distributed to
shareholders of record on May 22, 1995. Only the shareholders of
record comprising the 200,000 shares, prior to the issuance of
the 1,800,000 shares in May 1995 will receive the distribution.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
The Company has no present source of revenues and its expenses are
limited to the costs of searching for and evaluating acquisition candidates,
and general and administrative expenses. Cash needed to fund operations is
being provided by loans from related parties.
As of August 31, 1995 the Company did not have any material commitments
for capital expenditures. However, the Company does have the obligation to
pay up to $25,000 of the costs of preparing the registration statement for
spinning off the Company's subsidiary.
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
- ------ -----------------
None.
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
- ------ --------------------------------
None.
<PAGE>
SIGNATURES
----------
In accordance with the requirements of the Exchange Act, the
Registrant caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
<TABLE>
<S> <C>
(REGISTRANT) UNIVERSAL CAPITAL CORPORATION
BY (SIGNATURE) /s/ Timothy J. Brasel
(NAME AND TITLE) Timothy J. Brasel, President
(DATE) October 16, 1995
</TABLE>
<PAGE>
EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT METHOD OF FILING
- --------- -----------------------------
<S> <C> <C>
27. Financial Data Schedule Filed herewith electronically
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
balance sheets and statements of operations found on pages 3 and 4 of the
Company's Form 10-QSB for the year to date, and is qualified in its entirety by
reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> FEB-28-1995
<PERIOD-END> AUG-31-1995
<CASH> 467
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 467
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 467
<CURRENT-LIABILITIES> 19989
<BONDS> 0
<COMMON> 49838
0
0
<OTHER-SE> (69,360)
<TOTAL-LIABILITY-AND-EQUITY> 467
<SALES> 0
<TOTAL-REVENUES> 2,113
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 41,984
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 0
<INCOME-TAX> (942)
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (38,929)
<EPS-PRIMARY> (.02)
<EPS-DILUTED> 0
</TABLE>
