U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
(Mark One)
X Quarterly report under Section 13, or 15 (d) of the Securities
Exchange Act of 1934
For the quarterly period ended July 31, 1996
Transition report under Section 13 or 15 (d) of the Exchange Act
For the transition period from to
Commission file number 33-10894
FORME CAPITAL, INC.
(Exact Name of Small Business Issuer as Specified in Its Charter)
Delaware 75-2180652
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
17770 Preston Road, Dallas, Texas 75252
(Address of Principal Executive Offices)
(972) 733-3005
(Issuer's Telephone Number, Including Area Code)
(Former Name, Former Address and Former Fiscal Year, if Changed Since
Last Report)
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 past 90 days.
X Yes No
APPLICABLE ONLY TO ISSUERS INVOLVED IN
BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports
required to be filed by Section 12, 13, or 15 (d) of the Exchange Act
after the distribution of securities under a plan confirmed by a
court.
Yes No
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's
classes of common equity, as of the latest practicable date:
11,500,000, common stock, $.001 par value.
<PAGE>
FORME CAPITAL, INC. AND SUBSIDIARIES
I N D E X
<TABLE>
Page No.
Part I FINANCIAL INFORMATION:
<S>
Item 1. Consolidated Balance <C>
Sheets 3
Consolidated Statements of
Operations 4
Consolidated Statements of
Cash Flows 5
Notes to Consolidated
Financial Statements
(unaudited) 7
Item 2. Management's Discussion
and Analysis of Financial
Condition and Results of
Operations 7
Part II OTHER INFORMATION 9
</TABLE>
<PAGE>
FORME CAPITAL, INC. AND SUBSIDIARIES
PART I: FINANCIAL INFORMATION
ITEM 1. Financial Statements
CONSOLIDATED BALANCE SHEETS
<TABLE>
ASSETS
July 31, 1996 April 30, 1996
<S> (Unaudited) (Audited)
CURRENT ASSETS <C> <C>
Cash and cash equivalents $ 48,697 $ 75,124
Available for sale securities,
including allowance for change
in market value of $16,000 578,053 578,053
Prepaid expenses and deposits 706 1,411
Total current assets 627,456 654,588
PROPERTY AND EQUIPMENT - at cost:
Land 21,200 21,200
Buildings and improvements 241,350 241,350
Furniture, fixtures and equipment - -
262,550 262,250
Less accumulated depreciation (27,715) (25,770)
234,835 236,780
$ 862,291 $ 891,368
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Note payable - related party $ 390,000 $ 390,000
Accounts payable - trade 4,453 22,502
Accounts payable - related parties 4,000 -
Accrued expenses 9,077 6,987
Security deposits held 10,000 10,000
Total current liabilities 417,530 429,489
LONG-TERM DEBT - related party 100,000 100,000
STOCKHOLDERS' EQUITY:
Preferred stock, $.01 par value,
100,000,000 shares authorized:
21,495 shares of Series A issued
and outstanding 215 215
50,000 shares of Series B issued
and outstanding 500 500
466,571 shares of Series C issued
and outstanding 4,665 4,665
Common stock $.001 par value,
25,000,000 shares authorized
11,500,000 shares issued and
outstanding 11,500 11,500
Capital in excess of par value 470,754 482,419
Accumulative deficit (126,873) (121,420)
Unrealized gain (loss) on marketable
securities (16,000) (16,000)
344,761 361,879
$ 862,291 $ 891,368
</TABLE>
See accompanying notes to these consolidated financial statements.
<PAGE>
FORME CAPITAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
<TABLE>
Three Months Ended
July 31,
<S> 1996 1995
REVENUES: <C> <C>
Rental income $ 20,000 $ 22,490
20,000 22,490
COSTS AND EXPENSES:
Rental and administrative 13,998 21,761
Depreciation 1,945 2,700
Interest expense 9,864 9,864
25,807 34,325
LOSS FROM OPERATIONS (5,807) (11,385)
OTHER INCOME:
Interest income 353 11,761
Gain on foreclosure - 98,866
NET LOSS FROM OPERATIONS (5,454) 110,627
DIVIDENDS ON PREFERRED STOCK (11,665) (11,665)
NET LOSS ATTRIBUTABLE
TO COMMON STOCKHOLDERS $ (17,119) $ 87,577
NET LOSS PER COMMON SHARE $ (.0015) $ .0076
WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING 11,500,000 11,500,000
</TABLE>
See accompanying notes to these consolidated financial statements.
<PAGE>
FORME CAPITAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
Three Months Ended
July 31,
1996 1995
<S>
CASH FLOWS FROM OPERATING ACTIVITIES: <C> <C>
Net loss $ (5,454) $ (99,242)
Adjustments to reconcile net loss
to net cash from operating activities:
Depreciation and amortization 1,945 2,700
Gain on foreclosure of property - 98,866
Change in assets and liabilities, net of
effects from purchase of subsidiaries:
(Increase) decrease in prepaid expenses
and deposits 705 -
Increase accounts payable and accrued
expenses (11,958) (5,702)
Increase in security deposits - 1,590
Net cash provided by operating
activities (14,762) (1,040)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of marketable securities - (144,053)
CASH FLOWS FROM FINANCING ACTIVITIES:
Dividends paid to preferred shareholder (11,665) (11,665)
Repayment of note receivable by borrower - 186,000
Net cash used by financing activities (11,665) 174,335
NET INCREASE (DECREASE) IN CASH (26,427) 29,246
CASH AT BEGINNING OF PERIOD 75,124 21,597
CASH AT END OF PERIOD $ 48,697 $50,843
SUPPLEMENTAL INFORMATION:
Cash paid for interest $ 9,864 $ 9,864
Cash paid for taxes $ 2,090 $ 636
</TABLE>
See accompanying notes to these consolidated financial statements.
<PAGE>
FORME CAPITAL, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
Financial Statements
The accompanying unaudited financial statements have been prepared in
accordance with the instructions to Form 10-QSB and do not include all
of the information and footnotes required by generally accepted
accounting principles for complete financial statements.
In the opinion of management, all adjustments (consisting of normal
recurring adjustments) considered necessary for a fair presentation
have been included. These statements should be read in conjunction
with the audited financial statements and notes thereto included in
the Registrant's annual 10-KSB filing for the year ended April 30,
1996. The results of operations for the three-month period ended July
31, 1996 are not necessarily indicative of the operating results for
the fiscal year ending April 30, 1997.
Item 2. Management Discussion and Analysis of Financial Condition
and Results of Operations
Registrants activities were conducted through its subsidiaries, Forme
Properties, Inc., and Forme Management, Inc., property management and
investment firms. Assets stayed roughly the same as activities are
centered around the office rental property. The increase was
primarily due to the purchase of office property occupied by Camelot
Corporation located at 17770 Preston Road, and issuance of notes
receivable totalling $470,000 to Camelot Corporation. Net loss for
the quarter ended July 31, 1996 was $5,454 compared to a net loss for
the same period last year of $87,577 due primarily to the previous
quarters gain on foreclosure.
Liquidity and Capital Resources
The Registrant's cash resources and liquidity are extremely limited.
The Registrant has met its shortfall of funds from operation during
prior periods by borrowings from its Directors and entities affiliated
with its Directors.
The Registrant's present needs for liquidity principally relates to
its obligations for its rental property investments, working capital
and the minimal requirements for record keeping. The Registrant has
negligible liquid assets available for its continuing needs. At
present the Registrant has no material sources for external liquidity
other than loans from affiliated companies or its Directors, and in
the absence of any additional liquid resources, future cash
requirements will continue to be met through funds provided by the
Registrant's affiliated companies, or its Directors.
<PAGE>
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits:
(1) Articles of Incorporation: Incorporated by reference to
Registration Statement filed
on April 10, 1987;
File No. 33-10894
(2) Bylaws: Incorporated by reference as
immediately above.
(b) Reports on Form 8-K
None
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 thereto duly authorized.
FORME CAPITAL, INC.
(Registrant)
By:/s/ Daniel Wettreich
DANIEL WETTREICH, PRESIDENT
Date: September 14, 1996
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> APR-30-1996
<PERIOD-END> JUL-31-1996
<CASH> 48697
<SECURITIES> 578053
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 627456
<PP&E> 262550
<DEPRECIATION> 27715
<TOTAL-ASSETS> 862291
<CURRENT-LIABILITIES> 417530
<BONDS> 0
0
5380
<COMMON> 11500
<OTHER-SE> 327881
<TOTAL-LIABILITY-AND-EQUITY> 862291
<SALES> 20000
<TOTAL-REVENUES> 20000
<CGS> 25807
<TOTAL-COSTS> 25807
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 9864
<INCOME-PRETAX> (5807)
<INCOME-TAX> 0
<INCOME-CONTINUING> (5454)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (5454)
<EPS-PRIMARY> (.002)
<EPS-DILUTED> (.002)
</TABLE>