U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
(Mark One)
xQuarterly report under Section 13, or 15 (d) of the Securities
Exchange Act of 1934
For the quarterly period ended July 31, 1999
oTransition 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.)
6959 Arapaho, Suite 122, Dallas, Texas 75248
(Address of Principal Executive Offices)
(972) 386-8907
(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.
xYes oNo
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.
oYes oNo
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) 6
Item 2. Management's Discussion
and Analysis of Financial
Condition and Results of
Operations 6
Part II OTHER INFORMATION 7
<PAGE>
FORME CAPITAL, INC. AND SUBSIDIARIES
PART I: FINANCIAL INFORMATION
ITEM 1. Financial Statements
CONSOLIDATED BALANCE SHEETS
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ASSETS
July 31, 1999 April 30, 1999
(Unaudited) (Audited)
CURRENT ASSETS
Cash and cash equivalents $ 11,807 $ 8,542
Total current assets 11,807 8,542
PROPERTY AND EQUIPMENT - at cost:
Furniture, fixtures and equipment 37,109 4,317
Less accumulated depreciation (432) (432)
36,677 3,885
OTHER ASSETS
Loans receivable-related party 34,331 155,118
Loan receivable 244,014 189,014
Investments-Art 438,678 431,884
Available for sale securities, including
allowance for change in market value
of $276,805 - -
717,023 776,016
$ 765,507 $ 788,443
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Note payable - related party $ 200,000 $ 100,000
Accounts payable 2,908 3,303
Accrued expenses - 3,000
Taxes payable - 8,362
Total current liabilities 202,908 114,665
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 4,666 4,666
390,000 shares of Series D issued
and outstanding 3,900 3,900
249 shares of Series W issued
and outstanding 2 2
258,000 shares of Series F issued
and outstanding 2,580 2,580
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 1,265,223 1,265,223
Accumulated other comprehensive income:
unrealized loss on securities
available for sale - (276,805)
Retained Earnings (449,096) (338,003)
562,599 673,778
$ 765,507 $ 788,443
</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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Three Months Ended
July 31,
1999 1998
REVENUES $ - $ -
- -
COSTS AND EXPENSES:
Administrative 121,482 7,459
Depreciation - 3,891
Interest expense - 1,333
121,482 12,683
INCOME (LOSS) FROM OPERATIONS (121,482) (12,683)
OTHER INCOME:
Profit on sale of art investments 9,172 -
Interest income 1,217 946
10,389 946
NET INCOME (LOSS) FROM OPERATIONS (111,093) (11,737)
DIVIDENDS ON PREFERRED STOCK - -
NET LOSS ATTRIBUTABLE
TO COMMON STOCKHOLDERS $(111,093) $(11,737)
NET LOSS PER COMMON SHARE $(0.0096) $ (.0001)
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)
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Three Months Ended
July 31,
1999 1998
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $(111,093) $(11,737)
Adjustments to reconcile net loss
to net cash from operating activities:
Depreciation and amortization - 3,891
Change in assets and liabilities, net of
effects from purchase of subsidiaries:
(Increase) decrease in prepaid expenses
and deposits - -
(Increase) accounts payable and accrued
expenses 11,757 (2)
Net cash provided by operating
activities (99,336) (11,173)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment (32,792) (2,700)
Purchase of marketable securities - (23,500)
Proceeds from sale of art 19,787 -
Purchase of art (6,794) -
Repayment on notes receivable 177,400 -
Advances on loans receivable (55,000) -
Net cash used by investing activities 102,601 (26,200)
CASH FLOWS FROM FINANCING ACTIVITIES:
Dividends paid to preferred shareholder - -
Net cash used by financing activities - -
NET INCREASE (DECREASE) IN CASH 3,265 (33,373)
CASH AT BEGINNING OF PERIOD 8,542 126,611
CASH AT END OF PERIOD $11,807 $ 89,238
SUPPLEMENTAL INFORMATION:
Cash paid for interest $ 3,500 $ 1,333
</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,
1999. The results of operations for the three-month period ended
July 31, 1999 are not necessarily indicative of the operating results
for the fiscal year ending April 30, 1999.
Item 2. Management Discussion and Analysis of Financial Condition
and Results of Operations
1999
The period showed a loss of $111,093 compared to $11,737 the
previous year. The loss was primarily due to increased general and
administrative expenses. Registrant has commenced investing and
trading in antique art, and established a new subsidiary called
victorian-paintings.com inc. to pursue its strategy.
Liquidity and Capital Resources
The Registrant's present needs for liquidity principally relates
to its obligations for its working capital. Management believes
that the Registrant has sufficient liquidity for its needs for the
next twelve months, but Registrant will need to develop its
operations to fund its expenses. At present the Registrant has
no material sources for external liquidity other than loans
from its Directors and related parties.
Year 2000 Readiness Disclosure
The Company is aware of the issues associated with the
programming code in existing computer systems as the year 2000
approaches. The issue is whether computer systems will properly
recognize date-sensitive information when the year changes to 2000.
The Company presently believes that the Year 2000 issue will not
pose significant operational problems for the Company's computer
systems and will not have a material adverse effect on the
Company's financial condition or results of operations.
<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
<PAGE>
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, 1999
[ARTICLE] 5
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[PERIOD-TYPE] 3-MOS
[FISCAL-YEAR-END] APR-30-1999
[PERIOD-END] JUL-31-1999
[CASH] 11807
[SECURITIES] 0
[RECEIVABLES] 0
[ALLOWANCES] 0
[INVENTORY] 0
[CURRENT-ASSETS] 11807
[PP&E] 37107
[DEPRECIATION] (432)
[TOTAL-ASSETS] 765507
[CURRENT-LIABILITIES] 202908
[BONDS] 0
[PREFERRED-MANDATORY] 0
[PREFERRED] 9280
[COMMON] 11500
[OTHER-SE] 562599
[TOTAL-LIABILITY-AND-EQUITY] 765507
[SALES] 0
[TOTAL-REVENUES] 0
[CGS] 0
[TOTAL-COSTS] 121482
[OTHER-EXPENSES] 0
[LOSS-PROVISION] 0
[INTEREST-EXPENSE] 0
[INCOME-PRETAX] (111093)
[INCOME-TAX] (111093)
[INCOME-CONTINUING] (111093)
[DISCONTINUED] 0
[EXTRAORDINARY] 0
[CHANGES] 0
[NET-INCOME] (111093)
[EPS-BASIC] (.010)
[EPS-DILUTED] (.010)
</TABLE>
