United States Securities and Exchange Commission
Washington, DC 20549
FORM 10-QSB
Quarterly Report Under Section 13 or 15(d) of
the Securities Exchange Act of 1934
For the Quarter Ended Commission File Number
- --------------------- ----------------------
June 30, 1999 0-25765
PATRIOT INVESTMENT CORPORATION
--------------------------------
(Exact name of registrant as specified in its charter)
NEVADA
--------
(State of other jurisdiction of incorporation or organization)
87-0429748
------------
(I.R.S. Employer Identification No.)
6269 Jamestown Court, Salt Lake City, Utah, 84121
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(Address of principal executive offices)
801-566-6627
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(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
None
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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
---- ----
State the number of shares outstanding of each of the registrants classes of
common equity, as of the latest practicable date.
Common stock, par value $.001, 20,000,000 shares outstanding as of July 21, 1999
Transitional small business disclosure format (Check one):
Yes X No
---- ----
1
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
- -----------------------------
See pages F-1 to F 4 attached.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL STATEMENTS
- ---------------------------------------------------------------------
This Form 10-QSB contains certain forward-looking statements. For this
purpose any statements contained in this Form 10-QSB that are not statements of
historical fact may be deemed to be forward-looking statements. Without
limiting the foregoing, words such as (may, will, expect, believe, anticipate,
estimate or continue) or comparable terminology are intended to identify
forward-looking statements. These statements by their nature involve
substantial risks and uncertainties, and actual results may differ materially
depending on a variety of factors, many of which are not within the Company's
control. These factors include but are not limited to economic conditions
generally and in the industries in which the Company may participate;
competition within the Company's chosen industry, including competition from
much larger competitors; technological advances and failure by the Company to
successfully develop business relationships.
General
- -------
Since its inception in 1986, the Company has not had active business
operations. The Company intends to seek, investigate and if warranted, acquire
an interest in a business opportunity. The Company does not propose to restrict
its search for a business opportunity to any particular industry or geographical
area and may, therefore, engage in essentially any business in any industry.
The Company has unrestricted discretion in seeking and participating in a
business opportunity, subject to the availability of such opportunities,
economic conditions and other factors.
As of the date of this report, the Company has not yet entertained the
acquisition of any business opportunity but is actively seeking such
opportunities.
Year 2000 Compliance
- --------------------
This concern, known as (The Year 2000) problem or (The Millennium Bug)
is expected to effect a large number of computer systems and programs after the
year 1999. The concern is that any computer function that requires a date
calculation may produce errors or system failures. As a result, computer
systems and/or software used by many companies will need to be upgraded to
comply with (Year 2000) requirements. The Company is presently evaluating the
impact of the Year 2000 issue as it affects its business operations and
interfaces . To date, the Company is unaware of any situation of noncompliance
that would materially adversely effect its operations or financial condition.
There can be no assurance, however, that instances of noncompliance which could
have a material adverse effect on the Company's operations or financial
condition have been identified. Additional, there can be no assurance that the
systems of other companies with which the Company transacts business will be
corrected on a timely basis, or that failure by such third party entities to
correct a Year 2000 problem, or a correction which is incompatible with the
Company's information systems, would not have a material adverse effect on the
Company's operations or financial condition.
2
PLAN OF OPERATIONS
- ------------------
The Company has little cash and has experienced losses from inception. As
of June 30, 1999, the Company had $219 cash on hand. As of that date, the
Company had no outstanding liabilities. The Company has no material commitments
for capital expenditures for the next twelve months.
As of the date of this report, the Company has yet to generate positive
cash flow. Since inception, the Company has primarily financed its operations
through the sale of common stock.
The Company believes that its current cash needs can be met with the cash
on hand for at least the next twelve months. However, should the Company obtain
a business opportunity, it may be necessary to raise additional capital. This
may be accomplished by selling common stock of the Company.
Management of the Company intends to actively seek business opportunities
for the Company during the next twelve months.
PART II - OTHER INFORMATION
---------------------------
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
Recent Sales of Unregistered Securities
<TABLE>
<CAPTION>
(a) Securities sold.
--------------------
Date Title Price Per Share Amount
------------- ---------- ---------------- -----------
<C> <C> <C> <C>
Dec. 31, 1996 Common $.001 2,300,000
Dec. 31, 1997 Common $.001 5,000,000
</TABLE>
3
(b) Underwriters and other purchasers.
--------------------------------------
All securities were purchased by Bradley S. Shepherd, an officer and
director of the Company.
(c) Consideration.
------------------
The aggregate offering price for sales made in 1996 was $2,300 and $15,000
in 1997. No commissions were paid.
(d) Exemption from registration claimed.
----------------------------------------
The shares were issued pursuant to an exemption from registration under
Section 4(2) of the Securities Act of 1933, as amended.
(e) Terms of conversion or exercise.
-------------------------------------
Not applicable.
(f) Use of Proceeds.
--------------------
Proceeds from the sale of shares was used for working capital.
Item 3. Defaults upon Senior Securities
- -----------------------------------------
None
Item 4. Submission of Matters to a Vote of Security Holders
- ------------------------------------------------------------
None
Item 5. Other Information
- --------------------------
None
4
Item 6. Exhibits and Reports on Form 8-K
- -----------------------------------------
(A) Reports on Form 8-K
No reports on Form 8-K were filed or required to be filed during the
quarter ended June 30, 1999.
(B) Exhibits. The following exhibits are included as part of this report:
<TABLE>
<CAPTION>
Exhibit SEC Exhibit Title of Document Location
Number Ref. Number
- ------ ---------- ----------------------- -----------
<C> <C> <C> <C>
27 27 Financial Data Schedule Attached
</TABLE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this to be signed on its behalf by the undersigned
thereunto duly authorized.
Patriot Investment Corporation
August 10, 1999 /s/ Bradley S. Shepherd
-------------------------
Bradley S. Shepherd
President and Treasurer
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this to be signed on its behalf by the undersigned
thereunto duly authorized.
Patriot Investment Corporation
August 10, 1999 --------------------------------
Bradley S. Shepherd
President and Treasurer
PATRIOT INVESTMENTS CORPORATION
(A Development Stage Company
BALANCE SHEETS
ASSETS
<TABLE>
<CAPTION>
June December
30, 1999 31, 1998
---------- ----------
<S> <C> <C>
CURRENT ASSETS
Cash $ 219 $ 4,914
---------- ----------
Total Current Assets 219 4,914
---------- ----------
TOTAL ASSETS $ 219 $ 4,914
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts Payable $ - $ -
---------- ----------
Total Current Liabilities - -
---------- ----------
STOCKHOLDERS' EQUITY
Preferred stock; $.001 par value, 10,000,000 shares
authorized, no shares issued and outstanding
Common stock; $.001 par value, 30,000,000 shares
authorized, 20,000,000 shares issued and
outstanding both periods 20,000 20,000
Capital in excess of par value 141,376 141,376
Earnings (deficit) accumulated during the
development stage (161,157) (156,462)
---------- ----------
Total Stockholders' Equity 219 4,914
---------- ----------
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $ 219 $ 4,914
========== ==========
</TABLE>
See Notes to Financial Statements
PATRIOT INVESTMENTS CORPORATION
(A Development Stage Company)
STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
For the Three For the Six Cumulative
June 30, June 30, During the
--------------------- --------------------- Development
1999 1998 1999 1998 Stage
---------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C>
REVENUE $ - $ - $ - $ - $ -
EXPENSES (1,475) (5) (4,695) (220) (17,661)
LOSS FROM
DISCONTINUED
OPERATIONS - - - - (143,476)
NET INCOME
(LOSS) $ (1,475) $ (5) $ (4,695) $ (220) $(161,157)
========== ========== ========== ========== ==========
EARNINGS (LOSS)
PER SHARE $ (0.00) $ (0.00) $ (0.00) $ (0.00) $ (.03)
========== ========== ========== ========== ==========
</TABLE>
See Notes to Financial Statements
PATRIOT INVESTMENT CORPORATION
(A Development Stage Company)
NOTES TO UNAUDITED FINANCIAL STATEMENTS
NOTE 1 - CONDENSED FINANCIAL STATEMENTS
- -----------------------------------------
The Company, without audit, has prepared the accompanying financial
statements. In the opinion of management, all adjustments (which include
only normal recurring adjustments) necessary to present fairly the
financial position, results of operation and cash flows at June 30, 1999
and 1998 and for all periods presented have been made.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted. It is suggested that these
condensed financial statements be read in conjunction with the financial
statements and notes thereto included in the Company's December 31, 1998
audited financial statements. The results of operations for the periods
ended June 30, 1999 and 1998 are not necessarily indicative of the
operating results for the full year.
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000805729
<NAME> PATRIOT INVESTMENT CORPORATION
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> APR-01-1999
<PERIOD-END> JUN-30-1999
<CASH> 219
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 219
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 20,000
<OTHER-SE> (19,791)
<TOTAL-LIABILITY-AND-EQUITY> 291
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 1,475
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (1,475)
<INCOME-TAX> 0
<INCOME-CONTINUING> (1,475)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,475)
<EPS-BASIC> .00
<EPS-DILUTED> 0
</TABLE>
