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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 January 31,1998
o 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.)
2415 Midway Road, Suite 121, Carrollton, Texas 75006
(Address of Principal Executive Offices)
(972) 733-3005
(Issuer's Telephone Number, Including Area Code)
17770 Preston Road, Dallas, Texas 75252
(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 o 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.
o Yes o 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.
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
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ASSETS
January 31, 1998 April 31, 1997
(Unaudited)
CURRENT ASSETS
Cash and cash equivalents $ 11,555 $ 20,191
Prepaid expenses and deposits 2,813 1,247
Total current assets 14,368 21,438
PROPERTY AND EQUIPMENT - at cost:
Land 21,200 21,200
Buildings and improvements 251,857 241,350
Furniture, fixtures and equipment - -
273,057 262,550
Less accumulated depreciation (37,442) (33,551)
235,615 228,999
TOTAL ASSETS $ 249,983 $ 250,437
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Note payable - related party - 390,000
Accounts payable 4,696 478
Accounts payable - related parties 4,000 4,000
Accrued expenses 8,000 6,200
Security deposits held 10,000 10,000
Total current liabilities 26,696 410,678
LONG-TERM DEBT - related party 100,000 100,000
STOCKHOLDERS' EQUITY:
Preferred stock, $.01 par value,
100,000,000shares 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 4,666 4,666
390,000 shares of Series D issued
and outstanding 3,900 -
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 821,862 435,762
Accumulative deficit (719,356) (712,884)
$249,983 $250,437
</TABLE>
See accompanying notes to these consolidated financial statements.
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FORME CAPITAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
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Nine Months Ended
January 31,
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1998 1997
REVENUES:
Rental income $ 101,367 60,000
101,367 60,000
COSTS AND EXPENSES:
Rental and administrative 51,122 30,405
Depreciation 5,836 5,863
Interest expense 16,343 29,592
73,301 65,833
PROFIT (LOSS) FROM OPERATIONS 28,066 (5,833)
OTHER INCOME:
Interest income 455 1,085
Gain on foreclosure -0- 98,866
455 111,888
NET PROFIT (LOSS) FROM OPERATIONS 28,521 (4,748)
DIVIDENDS ON PREFERRED STOCK (34,993) (34,993)
NET PROFIT (LOSS) ATTRIBUTABLE
TO COMMON STOCKHOLDERS $ ( 6,472) $ 70,911
NET PROFIT(LOSS)PERCOMMONSHARE$ -0- $ .0062
WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING 11,500,000 11,500,000
</TABLE>
See accompanying notes to these consolidated financial statements.
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FORME CAPITAL, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
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Nine Months Ended
January 31,
1998 1997
CASH FLOWS FROM OPERATING ACTIVITIES:
Net profit (6,472) $ (4,748)
Adjustments to reconcile net profit
to net cash from operating activities:
Depreciation and amortization 5,836 5,836
Change in assets and liabilities,
net of effects from purchase
of subsidiaries:
(Increase) decrease in prepaid
expenses and deposits (1,566) (85)
Increase (decrease) accounts
payable and accrued expenses 37,885 (15,793)
Increase (decrease) in
Note payable (390,000)
Decrease in security deposits - -
Net cash provided by
operating activities (354,317) (14,790)
CASH FLOWS FROM INVESTING ACTIVITIES:
Sale (Purchase) of marketable
securities 7,946 -0-
CASH FLOWS FROM FINANCING ACTIVITIES:
Dividends paid to preferred
shareholder (34,993) (34,993)
Conversion of Note Payable
to Equity 390,000 -0-
Net cash used by financing
activities 355,007 (34,993)
NET INCREASE (DECREASE) IN CASH (8,636) (49,783)
CASH AT BEGINNING OF PERIOD 20,191 75,124
CASH AT END OF PERIOD 11,555 25,341
SUPPLEMENTAL INFORMATION:
Cash paid for interest $29,592 $29,592
Cash paid for taxes $11,148 $ 7,385
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See accompanying notes to these consolidated financial statements.
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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,
1997.
Item 2.Management Discussion and Analysis of Financial Condition
and Results of Operations
Registrant has limited operations consisting primarily of its office
rental property. There was a net loss of $6,472 for the nine months
ended January 31, 1998 as compared to a net profit of $70,911 for
the period ended January 31, 1997. The difference was due to a gain
on foreclosure which was a one-time item. The rental income has
increased as the rent was raised to current market rates.
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.
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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 16, 1998
