AMERICAN COAL CORPORATION
U.S. 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 quarterly period ended: September 30, 2000
( ) 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: 33-8067-NY
AMERICAN COAL CORPORATION
(Exact name of registrant as specified in charter)
Nevada 13-3368082
State or other jurisdiction of (I.R.S. Employer I.D. No.)
incorporation or organization
4685 S. Highland Dr., Suite 202, Salt Lake City, UT 84117
(Address of principal executive offices) (Zip Code)
Issuer's telephone number, including area code: 801 274-1011
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.
(1) Yes [X] No [ ] (2) Yes [X] No [ ]
(APPLICABLE ONLY TO CORPORATE REGISTRANTS)
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the last practicable date.
Class Outstanding as of September 30, 2000
Common Stock, $0.001 51,805
FORWARD-LOOKING INFORMATION
THIS FORM 10QSB AND OTHER STATEMENTS ISSUED OR MADE FROM TIME TO TIME BY
THE COMPANY OR ITS REPRESENTATIVES CONTAIN STATEMENTS WHICH MAY CONSTITUTE
"FORWARD-LOOKING STATEMENTS" WITHIN THE MEANING OF THE SECURITIES ACT OF
1933 AND THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED BY THE PRIVATE
SECURITIES LITIGATION REFORM ACT OF 1995, 15 U.S.C.A. SECTIONS 77Z-2 AND
78U-5. THOSE STATEMENTS INCLUDE STATEMENTS REGARDING THE INTENT, BELIEF OR
CURRENT EXPECTATIONS OF THE COMPANY AND MEMBERS OF ITS MANAGEMENT TEAM AS
WELL AS THE ASSUMPTIONS ON WHICH SUCH STATEMENTS ARE BASED.
PROSPECTIVE INVESTORS ARE CAUTIONED THAT ANY SUCH FORWARD-LOOKING
STATEMENTS ARE NOT GUARANTEES OF FUTURE PERFORMANCE AND INVOLVE
RISKS AND UNCERTAINTIES, AND THAT ACTUAL RESULTS MAY DIFFER MATERIALLY FROM
THOSE CONTEMPLATED BY SUCH FORWARD-LOOKING STATEMENTS. IMPORTANT FACTORS
CURRENTLY KNOWN TO MANAGEMENT THAT COULD CAUSE ACTUAL RESULTS TO DIFFER
MATERIALLY FROM THOSE IN FORWARD- LOOKING STATEMENTS ARE SET FORTH HEREIN.
THE COMPANY UNDERTAKES NO OBLIGATION TO UPDATE OR REVISE FORWARD-LOOKING
STATEMENTS TO REFLECT CHANGED ASSUMPTIONS, THE OCCURRENCE OF UNANTICIPATED
EVENTS OR CHANGES TO FUTURE OPERATING RESULTS OVER TIME.
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
The accompanying balance sheets of American Coal Corporation (a development
stage company) at September 30, 2000 and June 30, 2000, and the statements
of operations for the three months ended September 30, 2000 and 1999 and
the period from July 2, 1986 to September 30, 2000, and the cash flows for
the three months ended September 30, 2000 and 1999, and the period from
July 2, 1986 to September 30, 2000, have been prepared by the Company's
management and they include all information and notes to the financial
statements necessary for a complete presentation of the financial position,
results of operations, and cash flows in conformity with generally accepted
accounting principles. In the opinion of management, all adjustments
considered necessary for a fair presentation of the results of operations
and financial position have been included and all such adjustments are of a
normal recurring nature.
Operating results for the quarter ended September 30, 2000 are not
necessarily indicative of the results that can be expected for the year
ending June 30, 2001.
<TABLE>
AMERICAN COAL CORPORATION
( Development Stage Company )
BALANCE SHEETS
September 30, 2000 and June 30, 2000
<CAPTION>
Sept 30 June 30,
2000 2000
------- -------
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash $ - $ -
-------- --------
Total Current Assets $ - $ -
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable $14,928 $14,928
------- --------
Total Current Liabilities 14,928 14,928
------- --------
STOCKHOLDERS' EQUITY
Common stock
300,000,000 shares authorized,
at $0.001 par value;
51,805 shares issued and
outstanding on September 30
and June 30 52 52
Capital in excess of par value 72,464 72,464
Deficit accumulated during the
development stage (87,444) (87,444)
-------- --------
Total Stockholders'
Equity (Deficiency) $(14,928) $(14,928)
-------- --------
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $ - $ -
======== =========
</TABLE>
The accompanying notes are an integral part of these financial statements.
<TABLE>
AMERICAN COAL CORPORATION
( Development Stage Company )
STATEMENTS OF OPERATIONS
For the Three Months Ended September 30, 2000 and 1999
and the Period July 2, 1986
(Date of Inception) to September 30, 2000
<CAPTION>
Three Months July 2, 1986
Sept 30 Sept 30 to
2000 1999 Sept 30 2000
-------- -------- -------------
<S> <C> <C> <C>
SALES $ - $ - $2,850,562
COST OF SALES - - 2,418,648
------ ------ ---------
Gross Profit - - 431,914
EXPENSES - 224 519,358
------ ------ ---------
NET LOSS $ - $ ( 224) $ (87,444)
====== ====== =========
GAIN (LOSS) PER COMMON SHARE
Basic $ - $ -
====== ======
AVERAGE OUTSTANDING SHARES
Basic 51,805 22,450
========= =========
</TABLE>
The accompanying notes are an integral part of these financial statements.
<TABLE>
AMERICAN COAL CORPORATION
( Development Stage Company )
STATEMENT OF CASH FLOWS
For the Three Months Ended September 30, 2000 and 1999
and the Period July 2, 1986 (Date of Inception)
to September 30, 2000
<CAPTION>
July 2, 1986
Sept 30, Sept 30, to
2000 1999 Sept 30, 2000
------- ------- -------------
<S> <C> <C> <C>
CASH FLOWS FROM
OPERATING ACTIVITIES
Net loss $ - $ (224) $(87,444)
Adjustments to
reconcile net loss
to net cash provided
by operating activities
Loss in investments - - 2,000
Loss on failed merger - - 4,815
Change in accounts
payable - 224 14,928
Issuance of capital
stock for expenses - - 10,000
----- ----- -----
Net (Decrease) in
Cash from
Operations - - (55,701)
----- ----- ------
CASH FLOWS FROM INVESTING
ACTIVITIES - - -
----- ----- ------
CASH FLOWS FROM FINANCING
ACTIVITIES
Proceeds from issuance
of common stock - - 55,701
----- ----- ------
Net Increase (Decrease)
in Cash - - -
Cash at Beginning
of Period - - -
----- ----- ------
Cash at End of
Period $ - $ - $ -
===== ===== ======
SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES
Issuance of 24 shares of common stock
for stock of American Coal Corp - 1987 $ -
-----
Issuance of 40 shares of common stock
for stock of King Koals, Inc. - 1989 2,000
-----
Contribution to capital - expenses - 1988 5,000
-----
Issuance of 20,000 shares of common stock
for services - related party - 1999 10,000
------
</TABLE>
The accompanying notes are an integral part of these financial statements.
AMERICAN COAL CORPORATION
( Development Stage Company )
NOTES TO FINANCIAL STATEMENTS
1. ORGANIZATION
The Company was incorporated under the laws of the state of Nevada on July
2, 1986 with authorized common stock of 300,000,000 shares at a par value
of $.001, with the name of Technical Solutions, Ltd. On July 3, 1989 the
name was changed to American Coal Corporation.
On March 25, 1989 the Company acquired all of the outstanding stock of King
Koals, Inc. in exchange for 40 common shares of the Company. King Koals,
Inc. ceased operations in 1990, and until that time was in the business of
developing and operating coal leases.
On August 25, 1998 the Company acquired all of the outstanding stock of U S
Jet, Inc. in a stock for stock exchange. On September 27, 1999 the
transaction was retroactively rescinded by court order. (Note 3)
On August 25, 1998 the Company completed a reverse stock split of one share
for 100 outstanding shares. This report has been prepared showing after
stock split shares from inception.
On October 21, 1999 the Company completed a reverse stock split of one
share for 500 outstanding shares with no certificate being reversed below
100 shares. This report has been prepared showing after stock split shares
from inception.
The Company has been in the development stage since inception and has been
engaged in the business of seeking mineral leases for potential
development. During 1990 the Company abandoned its interest held in the
subsidiary and its efforts to develop and operate mineral leases, and since
that date has remained inactive.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Accounting Methods
The Company recognizes income and expenses based on the accrual method of
accounting.
Dividend Policy
The Company has not yet adopted a policy regarding payment of dividends.
Income Taxes
On September 30, 2000 the Company had net operating losses carry forward
of $87,444. The tax benefit from the loss carry forwards have been fully
offset by a valuation reserve because the use of the future tax benefit is
undeterminable since the Company has no operations. The loss carry forwards
expire starting in years 2004 though 2021.
Earnings (Loss) Per Share
Earnings (loss) per share amounts are computed based on the weighted
average number of shares actually outstanding.
Financial instruments
The carrying amounts of financial instruments, including accounts payable,
are considered by management to be their estimated fair values.
Estimates and Assumptions
Management uses estimates and assumptions in preparing financial statements
in accordance with generally accepted accounting principles. Those
estimates and assumptions affect the reported amounts of the assets and
liabilities, the disclosure of contingent assets and liabilities, and the
reported revenues and expenses. Actual results could vary from the
estimates that were assumed in preparing these financial statements.
Comprehensive Income
The Company adopted Statement of Financial Accounting Standards No. 130.
The adoption of this standard had no impact on the total stockholders'
equity.
Recent Accounting Pronouncements
The Company does not expect that the adoption of other recent accounting
pronouncements will have a material impact on its financial statements.
3. GOING CONCERN
The Company intends to acquire interests in various business opportunities
which, in the opinion of management, will provide a profit to the Company
however, the Company does not have the working capital to be successful in
its effort.
Continuation of the Company as a going concern is dependent upon obtaining
additional working capital and the management of the Company has developed
a strategy, which it believes will accomplish this objective through
additional equity funding which will enable the Company to operate for the
coming year.
4. RELATED PARTY TRANSACTIONS
Related parties own 43% of the outstanding common capital stock.
<PAGE>
ITEM 2. PLAN OF OPERATIONS
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION OR PLAN OF
OPERATION
Plan of Operation
The Company is seeking to acquire assets or shares of an entity actively
engaged in business which generates revenues. The Company has no particular
acquisitions in mind and has not entered into any negotiations regarding
such an acquisition. None of the Company's officers, directors, promoters
or affiliates have engaged in any substantive contact or discussions with
any representative of any other company regarding the possibility of an
acquisition or merger between the Company and such other company as of the
date of this quarterly report. The Board of Directors intends to obtain
certain assurances of value of the target entity's assets prior to
consummating such a transaction. Any business combination or transaction
will likely result in a significant issuance of shares and substantial
dilution to present stockholders of the Company.
The Company has, and will continue to have, no capital with which to
provide the owners of business opportunities with any significant cash or
other assets. However, management believes the Company will be able to
offer owners of acquisition candidates the opportunity to acquire a
controlling ownership interest in a publicly registered company without
incurring the cost and time required to conduct an initial public offering.
The owners of the business opportunities will, however, incur significant
legal and accounting costs in connection with the acquisition of a business
opportunity, including the costs of preparing Form 8-K's, 10-KSB's, 10-
QSB's, agreements and related reports and documents.
Liquidity and Capital Resources
The Company remains in the development stage and, since inception, has
experienced no significant change in liquidity or capital resources or
stockholder's equity. The Company's balance sheet as of September 30, 2000,
reflects a total asset value of $0.00. The Company has no cash or line of
credit, other than that which present management may agree to extend to or
invest in the Company, nor does it expect to have one before a merger is
effected. The Company will carry out its plan of business as discussed
above. The Company cannot predict to what extent its liquidity and capital
resources will be diminished prior to the consummation of a business
combination or whether its capital will be further depleted by the
operating losses (if any) of the business entity which the Company may
eventually acquire.
Results of Operations
During the period from July 1, 2000 through September 30, 2000, the Company
has engaged in no significant operations other than maintaining its
reporting status with the SEC and seeking a business combination. No
revenues were received by the Company during this period.
For the current fiscal year, the Company anticipates incurring a loss as a
result of legal and accounting expenses, and expenses associated with
locating and evaluating acquisition candidates. The Company anticipates
that until a business combination is completed with an acquisition
candidate, it will not generate revenues, and may continue to operate at a
loss after completing a business combination, depending upon the
performance of the acquired business.
Need for Additional Financing
Based upon current management's willingness to extend credit to the Company
and/or invest in the Company until a business combination is completed, the
Company believes that its existing capital will be sufficient to meet the
Company's cash needs required for the costs of compliance with the
continuing reporting requirements of the Securities Exchange Act of 1934,
as amended, and for the costs of accomplishing its goal of completing a
business combination, for an indefinite period of time. Accordingly, in the
event the Company is able to complete a business combination during this
period, it anticipates that its existing capital will be sufficient to
allow it to accomplish the goal of completing a business combination. There
is no assurance, however, that the available funds will ultimately prove to
be adequate to allow it to complete a business combination, and once a
business combination is completed, the Company's needs for additional
financing are likely to increase substantially. In addition, as current
management is under no obligation to continue to extend credit to the
Company and/or invest in the Company, there is no assurance that such
credit or investment will continue or that it will continue to be
sufficient for future periods.
Part II - Other Information
Item 1. Legal Proceedings
None; not applicable.
Item 2. Changes in Securities.
None; not applicable.
Item 3. Defaults Upon Senior Securities.
None; not applicable.
Item 4. Submission of Matters to a Vote of Security Holders.
None; not applicable.
Item 5. Other Information.
None; not applicable.
Item 6. Exhibits and Reports on Form 8-K.
Exhibit No. Description
EX-27 Financial Data Schedule
No other exhibits were filed on Form 8-K.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
AMERICAN COAL CORPORATION
Date: November 14, 2000 By /s/ Jennifer Ngo
----------------------
Jennifer Ngo, President
