FORM 10-QSB
SECURITIES & EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the Quarter Ended March 31, 1996
Commission File Number 33-11059-A
DYNASTY CAPITAL CORPORATION
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(exact name of registrant as specified in its charter)
Florida 59-2773602
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(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
26 West Dry Creek Circle, Suite 600, Littleton, CO 80120
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(Address of principal executive offices, zip code)
303-794-9450
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(Registrant's telephone number, including area code)
Not Applicable
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(Former name, address and former fiscal year, if changed from last report)
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
As of March 31, 1996 there were 10,801,000 shares of Common Stock outstanding.
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
See financial statements (unaudited), attached as an exhibit.
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
The Registrant has generated no revenues since inception.
Management anticipates the Registrant will earn only interest
income until following the conclusion of a merger or
acquisition, if any, as contemplated by the Registrant's
business plan.
The Registrant is currently in a liquid position, although the
Registrant's capital is limited. The Registrant anticipates
operational costs will be limited until such time as
significant evaluation work is undertaken regarding
prospective mergers or acquisitions.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 2. Changes in Securities
None.
Item 3. Defaults upon Senior Securities
None.
Item 4. Submission of Matters to a Vote of Security Holders
None.
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Form 8-K
None since April 1989.
<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 thereunto duly authorized.
Dynasty Capital Corporation
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(Registrant)
BY: /S/ EARNEST MATHIS
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Earnest Mathis
President, Treasurer, and Director
(Principal Executive and Accounting Officer)
DATE: May 7, 1996
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<PAGE>
<TABLE>
<CAPTION>
DYNASTY CAPITAL CORPORATION
(A DEVELOPMENT STAGE COMPANY)
BALANCE SHEET
MARCH 31, 1996 AND JUNE 30, 1995
UNAUDITED AUDITED
MARCH 31, JUNE 30,
1996 1995
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A S S E T S
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<S> <C> <C>
CURRENT ASSETS:
Cash $ 944 $ 781
=========== ===========
LIABILITY AND SHAREHOLDERS' EQUITY
----------------------------------
LIABILITY:
Accrued expenses $ -0- $ -0-
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SHAREHOLDERS' EQUITY:
Common stock, par value $.0001 per share
authorized 100,000,000 shares;
10,801,000 shares issued and outstanding 1 080 1 080
Additional paid in capital 53 245 48 245
Deficit accumulated during the development
stage (53 381) (48 544)
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Total shareholders' equity 944 781
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TOTAL $ 944 $ 781
============ ===========
The accompanying notes are an integral part of these financial statements.
<PAGE>
</TABLE>
<TABLE>
<CAPTION>
DYNASTY CAPITAL CORPORATION
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF OPERATIONS
FOR THE PERIODS FROM INCEPTION (OCTOBER 1, 1986) THROUGH MARCH 31, 1996
UNAUDITED UNAUDITED
THREE MONTHS NINE MONTHS FROM
ENDED MARCH 31, ENDED MARCH 31, INCEPTION
1996 1995 1996 1995 (UNAUDITED)
----------- ------------ ----------- ----------- ----------
<S> <C> <C> <C> <C> <C>
REVENUE $ -0- $ -0- $ -0- $ -0- $ 3 899
EXPENSES 2 487 1 017 4 837 3 975 60 724
--------- --------- --------- --------- --------
LOSS BEFORE INCOME TAXES AND
EXTRAORDINARY ITEM 2 487 1 017 4 837 3 975 56 825
PROVISION FOR INCOME TAXES -0- -0- -0- -0- -0-
LOSS BEFORE EXTRAORDINARY ITEM 2 487 1 017 4 837 3 975 56 825
EXTRAORDINARY ITEM - Gain from
extinguishment of debt based on
settlement with creditor -0- -0- -0- -0- 3 444
------------ ------------ ------------ ------------ --------
NET LOSS $ 2 487 $ 1 017 $ 4 837 $ 3 975 $53 381
========= ========= ========= ========= =======
NET LOSS PER COMMON SHARE $.00 $.00 $.00 $.00
==== ==== ==== ====
Loss per share fully diluted $.00 $.00 $.00 $.00
==== ==== ==== ====
Weighted average number of
shares (Note 5) 10 801 000 10 801 000 10 801 000 10 801 000
========== ========== ========== ==========
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
<TABLE>
<CAPTION>
DYNASTY CAPITAL CORPORATION
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF SHAREHOLDERS' EQUITY
FOR THE PERIODS FROM INCEPTION (OCTOBER 1, 1986) THROUGH MARCH 31, 1996
COMMON STOCK
--------------------- ADDITIONAL
NO. OF PAID-IN ACCUMULATED
SHARES AMOUNT CAPITAL DEFICIT TOTAL
------ ------ ---------- ------------ ---------
<S> <C> <C> <C> <C> <C>
October 31 & November 3,
1986
Common stock issued to
incorporators 4 301 000 $430 $ 3 871 $ 4 301
June 9, 1987
Common stock & warrants
issued for cash - initial
public offering 2 500 000 250 49 750 50 000
Offering costs and
expenses (12 476) (12 476)
May 23, 1994
Proceeds from sale of
common stock 4 000 000 400 3 600 $ -0- 4 000
Net loss for the period (43 584) (43 584)
---------- ------- --------- ------------ ----------
Balance - June 30, 1994
Audited 10 801 000 1 080 44 745 (43 584) 2 241
Additional contribution
to capital 3 500 3 500
Net loss for the period ( 4 960) ( 4 960)
---------- ------- --------- ------------ ----------
BALANCE - June 30, 1995
Audited 10 801 000 1 080 48 245 (48 544) 781
Additional contribution
to capital 5 000 5 000
Net loss for the period ( 4 837) ( 4 837)
---------- ------- --------- --------- -----------
BALANCE - March 31, 1996
Unaudited 10 801 000 $1 080 $ 53 245 $ (53 381) $ 944
========== ====== ========= ========= ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
<TABLE>
<CAPTION>
DYNASTY CAPITAL CORPORATION
(A DEVELOPMENT STAGE COMPANY)
STATEMENT OF CASH FLOWS
FOR THE PERIODS FROM INCEPTION (OCTOBER 1, 1986) THROUGH MARCH 31, 1996
UNAUDITED UNAUDITED
THREE MONTHS NINE MONTHS FROM
ENDED MARCH 31, ENDED MARCH 31, INCEPTION
1996 1995 1996 1995 (UNAUDITED)
--------- ------------- --------- --------- ----------
<S> <C> <C> <C> <C> <C>
CASH FLOWS TO OPERATING ACTIVITIES:
Net loss $ (2 487) $ (1 017) $ (4 837) $ (3 975) $(53 381)
--------- ------------ --------- --------- --------
Adjustments to reconcile net loss to net
cash used by operating activities:
Change in assets and liabilities:
Accounts payable -0- -0- -0- -0- -0-
Merger costs -0- -0- -0- -0- -0-
Net adjustments -0- -0- -0- -0- -0-
Net cash flows to operating
activities (2 487) (1 017) (4 837) (3 975) (53 381)
---------- ---------- --------- ---------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES -0- -0- -0- -0- -0-
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from common stock issuance 3 000 750 5 000 1 750 66 801
Stock offering costs -0- -0- -0- -0- (12 476)
------------ ---------- ---------- ---------- ----------
Net cash flows from financing
activities 3 000 750 5 000 1 750 54 325
--------- ----------- ---------- ---------- ----------
NET INCREASE (DECREASE) IN CASH 513 ( 267) 163 (2 225) 944
CASH AT BEGINNING OF PERIOD 431 283 781 2 241 -0-
--------- ----------- ---------- ---------- ----------
CASH AT END OF PERIOD $ 944 $ 16 $ 944 $ 16 $ 944
========= =========== ========== ========== ==========
The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE>
DYNASTY CAPITAL CORPORATION
---------------------------
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS
-----------------------------
FOR THE PERIODS FROM INCEPTION (OCTOBER 1, 1986) THROUGH MARCH 31, 1996
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(UNAUDITED)
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NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND OTHER MATTERS
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ORGANIZATION - Dynasty Capital Corporation, (the "Company") was
incorporated in the State of Florida on October 1, 1986.
DEVELOPMENT STAGE - The Company continues to be in the development stage.
All of the activity to date relates to its formation and raising of
capital. The Company has had no business operations and has minimal
resources. Management's current plans are to continue to fund the Company
to allow it to pay ongoing expenses and the cost of trying to identify,
evaluate and become affiliated with an active business venture.
BASIS OF PRESENTATION - In the opinion of management, the accompanying
unaudited financial statements have been prepared in accordance with
generally accepted accounting principles for interim financial information.
All adjustments considered necessary for a fair presentation have been
included. Operating results for the nine month period ended March 31, 1996
are not necessarily indicative of the results that may be expected for the
fiscal year ended June 30, 1996. For further information, refer to the
financial statements and footnotes thereto included in the Company's annual
report on Form 10-KSB for the fiscal year ended June 30, 1995.
NOTE 2 - PUBLIC OFFERING
- ------------------------
The Company offered to the public and closed on June 8, 1987 the sale of
its previously authorized but unissued common stock at an offering price of
$.02 per share. Each share was offered as part of a unit. A unit consisted
of one share of common stock and one "A" warrant to purchase one additional
share of common stock at $.50 per share during the period commencing
immediately at the close of the offering and terminating fifteen (15)
months from the date of the prospectus and one "B" warrant representing the
right to purchase one share of common stock at $1.00 per share during the
period commencing immediately at the close of the offering and terminating
twenty-four (24) months form the date of the prospectus.
These warrants have both expired.
All expenses of the public offering were charged against additional paid-in
capital upon the successful completion of the public offering.
<PAGE>
DYNASTY CAPITAL CORPORATION
---------------------------
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
-----------------------------------------
FOR THE PERIODS FROM INCEPTION (OCTOBER 1, 1986) THROUGH MARCH 31, 1996
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(UNAUDITED)
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NOTE 3 - SHAREHOLDERS' EQUITY
- -----------------------------
The Company is authorized to issue 10,000,000 shares of no par value
Preferred Stock. The stock may be issued from time to time with such
rights, preferences and limitations as the board of directors may determine
by resolution. As of March 31, 1996 no preferred stock has been issued.
NOTE 4 - RELATED PARTY TRANSACTIONS
- -----------------------------------
As noted in the prospectus, the Company may pay a finder's fee for
locating a merger or acquisition candidate of between 1% and 5%, based
upon a sliding scale of the amounts involved.
On November 3, 1986, the Company adopted an Incentive Stock Option Plan.
Pursuant to the Plan, options to purchase up to 10,000,000 shares of
common stock may be granted to employees of the Company. As of March 31,
1996 no options have been granted under this Plan.
NOTE 5 - LOSS PER COMMON SHARE
- ------------------------------
Loss per common share is computed by dividing the net loss by the weighted
average number of common shares outstanding.
<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 thereunto duly authorized.
Dynasty Capital Corporation
(Registrant)
BY: /s/Earnest Mathis
------------------------------------------------
Earnest Mathis
President, Treasurer, and Director
(Principal Executive and Accounting Officer)
DATE: May 7, 1996
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JUN-30-1996
<PERIOD-END> MAR-31-1996
<CASH> 944
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 944
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 944
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 1080
<OTHER-SE> (136)
<TOTAL-LIABILITY-AND-EQUITY> 944
<SALES> 0
<TOTAL-REVENUES> 0
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 2487
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (2487)
<INCOME-TAX> 0
<INCOME-CONTINUING> (2487)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2487)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
