FORM 10-QSB
SECURITIES AND 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 September 30, 2000
Commission file number: 33-15096-D
MILESTONE CAPITAL, INC.
(Name of Small Business Issuer in its charter)
Colorado 84-1111224
-------- ----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
26 West Dry Creek Circle, Suite 600
Littleton, Colorado 80120
(Address of principal executive offices)
(Zip Code)
(303) 794-9450
(Issuer's telephone number, including area code)
Indicate by check mark whether the Issuer (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 periods 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
----- -----
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practical date.
Common Stock, No Par Value, 7,879,139 shares as of September 30, 2000.
<PAGE>
PART I. FINANCIAL INFORMATION.
Item 1. Financial Statements.
-----------------------------
MILESTONE CAPITAL, INC.
(A Development Stage Company)
UNAUDITED CONDENSED BALANCE SHEET
SEPTEMBER 30, 2000
ASSETS
------
Current Assets:
Cash and cash equivalents $ 347
---------
Total Assets $ 347
=========
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
----------------------------------------------
Current Liabilities:
Accounts payable - stockholder $ 3,084
Notes payable - stockholders 48,000
Accrued interest - stockholders 4,166
---------
Total Current Liabilities 55,250
---------
Stockholders' Equity (Deficit):
Common stock: no par value, 20,000,000
shares authorized, 7,879,139 issued 507,603
Accumulated deficit (562,306)
---------
(54,703)
Less treasury stock, at cost (680 shares) (200)
---------
Total Stockholders' Equity (Deficit) (54,903)
---------
Total Liabilities and Stockholders' Equity (Deficit) $ 347
=========
See notes to unaudited
condensed financial statements.
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<PAGE>
<TABLE>
<CAPTION>
MILESTONE CAPITAL, INC.
(A Development Stage Company)
UNAUDITED CONDENSED STATEMENTS OF OPERATIONS
Three Months Ended Nine Months Ended Cumulative From
September 30, September 30, January 1, 1998 To
-------------------------- -------------------------- September 30,
2000 1999 2000 1999 2000
----------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C>
Revenue $ -- $ -- $ -- $ -- $ --
Operating expenses 2,689 2,362 10,911 22,832 73,543
----------- ----------- ----------- ----------- -----------
Loss From Operations (2,689) (2,362) (10,911) (22,832) (73,543)
----------- ----------- ----------- ----------- -----------
Other Income (Expense):
Interest expense - stockholders (1,404) (302) (3,529) (312) (4,166)
----------- ----------- ----------- ----------- -----------
Total Other Income (Expense) (1,404) (302) (3,529) (312) (4,166)
----------- ----------- ----------- ----------- -----------
Net Loss $ (4,093) $ (2,664) $ (14,440) $ (23,144) $ (77,709)
=========== =========== =========== =========== ===========
Net loss per share of common stock:
Basic $ -- $ -- $ -- $ -- $ (.01)
=========== =========== =========== =========== ===========
Diluted $ -- $ -- $ -- $ -- $ (.01)
=========== =========== =========== =========== ===========
Weighted average number of common
shares outstanding:
Basic 7,878,459 7,878,459 7,878,459 6,955,430 5,216,722
Diluted 7,878,459 7,878,459 7,878,459 6,955,430 5,216,722
See notes to unaudited
condensed financial statements.
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</TABLE>
<PAGE>
<TABLE>
<CAPTION>
MILESTONE CAPITAL, INC.
(A Development Stage Company)
UNAUDITED CONDENSED STATEMENTS OF CASH FLOWS
Nine Months Ended Cumulative From
September 30, January 1, 1998 To
-------------------- September 30,
2000 1999 2000
-------- -------- --------
<S> <C> <C> <C>
Cash Flows From Operating Activities:
Net loss $(14,440) $(23,144) $(77,709)
Adjustments to reconcile net loss to net cash
(used) by operating activities:
Changes in liabilities:
Accounts payable-trade (13,200) (4,130) (2,000)
Accrued interest 3,529 312 4,166
-------- -------- --------
Net Cash (Used) By Operating Activities (24,111) (26,962) (75,543)
-------- -------- --------
Cash Flows From Financing Activities:
Stockholder advances -- 3,979 13,505
Repayment of stockholder advances -- (895) (895)
Proceeds from stockholders loans 23,500 10,000 48,000
Issuance of common stock -- 15,000 15,000
-------- -------- --------
Net Cash Provided By Financing Activities 23,500 28,084 75,610
-------- -------- --------
Net Increase (Decrease) in Cash and Cash Equivalents (611) 1,122 67
Cash and Cash Equivalents at Beginning of Period 958 59 280
-------- -------- --------
Cash and Cash Equivalents at End of Period $ 347 $ 1,181 $ 347
======== ======== ========
Supplemental Disclosure of Cash Flow Information:
Cash paid during the period for:
Interest $ -- $ -- $ --
Income taxes $ -- $ -- $ --
Supplemental Disclosure of Noncash Investing
and Financing Activities:
Conversion of accounts payable - stockholder
into common stock $ -- $ 11,525 $ 11,525
See notes to unaudited
condensed financial statements.
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</TABLE>
<PAGE>
MILESTONE CAPITAL, INC.
(A Development Stage Company)
NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS
Description of Business
-----------------------
Milestone Capital, Inc (the "Company") was organized in February 1987 as a
Colorado corporation. The Company is in the development stage as is more fully
defined in Statement of Financial Accounting Standards ("SFAS") No. 7,
"Accounting and Reporting by Development Stage Enterprises". The Company was
dormant from late 1995 until January 1, 1998 when the Company re-entered into
the development stage. Planned principal operations of the Company have not yet
commenced and activities to date have been primarily organizational in nature.
The Company intends to evaluate, structure and complete a merger with, or
acquisition of, prospects consisting of private companies, partnerships or sole
proprietorships. The Company may seek to acquire a controlling interest in such
entities in contemplation of later completing an acquisition.
Basis of Presentation
---------------------
The accompanying financial information of the Company is prepared in accordance
with the rules prescribed for filing condensed interim financial statements and,
accordingly, does not include all disclosures that may be necessary for complete
financial statements prepared in accordance with generally accepted accounting
principles. The disclosures presented are sufficient, in management's opinion,
to make the interim information presented not misleading. All adjustments,
consisting of normal recurring adjustments, which are necessary so as to make
the interim information not misleading, have been made. Results of operations
for the nine months ended September 30, 2000 are not necessarily indicative of
results of operations that may be expected for the year ending December 31,
2000. It is recommended that this financial information be read with the
complete financial statements included in the Company's Annual Report on Form
10-KSB for the year ended December 31, 1999 previously filed with the Securities
and Exchange Commission.
Per Share Information
---------------------
The Company adopted SFAS No. 128, "Earnings Per Share," which specifies the
method of computation, presentation and disclosure for earnings per share. SFAS
No. 128 requires the presentation of two earnings per share amounts, basic and
diluted.
Basic earnings per share is calculated using the average number of common shares
outstanding. Diluted earnings per share is computed on the basis of the average
number of common shares outstanding plus the dilutive effect of outstanding
stock options using the "treasury stock" method.
The basic and diluted earnings per share are the same because the Company did
not have any outstanding stock options during the periods presented.
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<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.
------------------------------------------------------------------
The Company seeks merger candidates with on-going operations. As of
September 30, 2000, the Company had not identified any such candidates.
Results of Operations.
----------------------
Three Months Ended September 30, 2000, vs. Three Months Ended September 30,
1999.
No operating revenues were generated during the three months ended
September 30, 2000, and 1999. Operating expenses increased by $327 to $2,689 for
the three months ended September 30, 2000, compared to $2,362 for the three
months ended September 30, 1999. The Company's net loss increased to $4,093 for
the three months ended September 30, 2000, compared to $2,664 for the three
months ended September 30, 1999.
Nine Months Ended September 30, 2000, vs. Nine Months Ended September 30, 1999.
No operating revenues were generated during the nine months ended September
30, 2000 and 1999. Operating expenses decreased by $11,921 to $10,911 for the
nine months ended September 30, 2000, compared to $22,832 for the nine months
ended September 30, 1999. The decrease in operating expenses resulted from less
professional fees incurred in 2000 as compared to 1999. The Company's net loss
decreased to $14,440 for the nine months ended September 30, 2000, compared to
$23,144 for the nine months ended September 30, 1999.
Liquidity and Capital Resources.
--------------------------------
During the nine months ended September 30, 2000, stockholders have loaned
$23,500 to the Company. The loans bear interest at 12% and are payable on
demand. The Company had a working capital deficiency of $54,903 as of September
30, 2000.
The Company does not have sufficient funds to continue its operating
activities. Future operating activities are expected to be funded by loans from
a major stockholder.
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<PAGE>
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.
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None.
Item 5. Other Information.
--------------------------
None.
Item 6. Exhibits and Reports on Form 8-K.
-----------------------------------------
Reports on Form 8-K: During the three months covered by this report, the
Company filed no reports on form 8-K.
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.
Date: November 6, 2000 MILESTONE CAPITAL, INC.
(Registrant)
/s/ Earnest Mathis, Jr.
-----------------------
Earnest Mathis, Jr.
Chief Executive Officer, Chief Financial
Officer (Principal Accounting Officer),
Secretary and Director
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