U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
(Mark One)
Quarterly report under Section 13, or 15 (d) of the Securities Exchange
Act of 1934
For the quarterly period ended January 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)
(214) 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.
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.
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FORME CAPITAL, INC. AND SUBSIDIARIES
I N D E X
Page No.
Part I FINANCIAL INFORMATION:
Item 1. Consolidated Balance
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
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FORME CAPITAL, INC. AND SUBSIDIARIES
PART I: FINANCIAL INFORMATION
ITEM 1. Financial Statements
CONSOLIDATED BALANCE SHEETS
ASSETS
January 31, 1996 April 31, 1995
(Unaudited)
[S] [C] [C]
CURRENT ASSETS
Cash and cash equivalents $ 37,453 $ 21,597
Property and equipment subject to foreclosure -0- 513,910
Prepaid expenses 7,269 4,019
Total current assets 44,722 539,526
PROPERTY AND EQUIPMENT - at cost:
Land 21,200 21,200
Buildings and improvements 181,436 181,436
Furniture, fixtures and equipment 59,914 59,914
262,550 262,550
Less accumulated depreciation (17,988) (17,988)
244,562 244,562
OTHER ASSETS
Notes receivable - related party $ 50,000 $ 686,000
Non-marketable Securities 500,000 -0-
Marketable Securities 94,053 -0-
644,053 686,000
TOTAL ASSETS 933,337 $1,470,088
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Note payable - related party 390,000 390,000
Current maturities of mortgage -0- 557,569
Accounts payable 3,325 27,072
Accounts payable - related parties 4,485 -0-
Accrued expenses 5,355 67,293
Security deposits held 10,000 13,885
Total current liabilities 413,165 1,055,819
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 529,076 529,076
Accumulative deficit (125,784) (231,687)
420,172 314,269
$933,337 $1,470,088
See accompanying notes to these consolidated financial statements.
[/TABLE]
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FORME CAPITAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
Nine Months Ended
January 31,
1996 1995
<S> <C> <C>
REVENUES:
Rental income $ 60,000 $117,754
Other income - 14,185
60,000 131,939
COSTS AND EXPENSES:
Rental and administrative 35,965 102,843
Depreciation 8,100 29,178
Interest expense 9,950 67,296
54,015 199,317
LOSS FROM OPERATIONS (5,985) (67,379)
OTHER INCOME:
Interest income 13,022 26,137
Gain on foreclosure 98,866 -0-
111,888 26,137
NET PROFIT (LOSS) FROM OPERATIONS 105,903 (41,242)
DIVIDENDS ON PREFERRED STOCK (34,992) 34,994
NET PROFIT (LOSS) ATTRIBUTABLE
TO COMMON STOCKHOLDERS $ 70,911 $(76,236)
NET PROFIT (LOSS) PER COMMON SHARE $ .0062 $(0.0066)
WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING 11,500,000 11,500,000
See accompanying notes to these consolidated financial statements.
</TABLE>
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<TABLE>
FORME CAPITAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
Six Months Ended
October 31
1995 1994
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net profit (loss) $105,903 $(41,242)
Adjustments to reconcile net profit (loss)
to net cash from operating activities:
Depreciation and amortization 8,100 29,178
Gain on foreclosure of property (98,866) 1,386
Change in assets and liabilities, net of
effects from purchase of subsidiaries:
(Increase) decrease in prepaid expenses and deposits (3,662) 9,089
Decrease in interest receivable - related party 34,182
Increase accounts payable and accrued expenses (2,574) (46)
Decrease in security deposits - (995)
Net cash provided by operating activities 8,901 (32,182)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of marketable securities (144,053) -
CASH FLOWS FROM FINANCING ACTIVITIES:
Increase in bank overdrafts -
Dividends paid to preferred shareholder (34,992) (34,993)
Repayment of real estate loans and mortgages - (3,953)
Repayment of note receivable by borrower 186,000 14,000
Net cash used by financing activities 151,008 (24,946)
NET INCREASE (DECREASE) IN CASH 15,856 10,610
CASH AT BEGINNING OF PERIOD 21,597 8,405
CASH AT END OF PERIOD $ 37,453 $ 19,015
SUPPLEMENTAL INFORMATION:
Cash paid for interest $ 29,850 $ 14,333
Cash paid for taxes $ 9,113 $ -
See accompanying notes to these consolidated financial statements.
</TABLE>
<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, 1995. The results of operations for the nine-month
period ended January 31, 1996 are not necessarily indicative of the operating
results for the fiscal year ending April 30, 1996.
Item 2. Management Discussion and Analysis of Financial Condition
and Results of Operations
Registrant has limited operations consisting primarily of its office rental
property. Total assets have decreased to $920,618 from $1,313,523 at January
31, 1995. The decrease was due to the loss of the residential rental
properties. Management determined to leave the residential rental properties
market. There was a net profit of $82,881 as compared to a net loss of $41,242
for the nine months ended January 31, 1995. The profit was due primarily to the
gain from foreclosures on the residential rental properties.
Liquidity and Capital Resources
The Registrant's cash resources and liquidity are extremely limited. The
Registrant receives income from its office rental property. 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: March 14, 1996
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<PERIOD-END> JAN-31-1996
<CASH> 37453
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<PP&E> 262550
<DEPRECIATION> 17988
<TOTAL-ASSETS> 933337
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0
5380
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