FORM 10-KSB
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
[x] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended June 30, 1999, or
[ ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from _____ to _____.
Commission file number: (33-18050)
Stone Media Corporation
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(Exact name of registrant as specified in its charter)
Colorado 87-0447213
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(State of Incorporation) (Tax ID No.)
806 S. St. Paul, Dallas, Texas 75201
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(Address of principal executive offices) (ZIP code)
Registrant's telephone number, including area code: 214-742-1167
Securities registered pursuant to Section 12(b) of the Act: NONE
Securities registered pursuant to Section 12(g) of the Act: Common Stock
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 Act of 1934 during the past
12 months and (2) has been subject to such filing requirement for the past 90
days.
X YES NO
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Aggregate market value of the voting stock held by non-affiliates of the
registrant as of June 30, 1999:
$ 866,446
Shares of common stock outstanding at June 30, 1999: 23,533,096
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PART I.
ITEM 1 DESCRIPTION OF BUSINESS
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HISTORY. Registrant was organized under the laws of the State of
Colorado, on July 14, 1987, as Harrow Industries, Inc. On April 7, 1994, the
name of Registrant was changed to Stone Media Corporation at which time
Registrant began focusing its business on interactive programs and technologies.
Registrant's business activities historically focused on research and
development and building a foundation to implement global access to real time
interactive technologies and broad band communications.
GENERAL. Historically, Registrant developed and distributed real time
interactive communications and multimedia technologies across networks.
Registrant's business activities have included: research and development,
marketing and sales of technologies, design and implementation of broad band
networks and related special projects, distributing multimedia content for
networks and providing Internet access services. Today, Registrant is
experiencing a financial crisis from which there is no guarantee of
recapitalizing or once again becoming a going concern.
There have been no economic events or changes that have affected the
Registrant, for better or worse, to attract capital and there are no economic
trends or uncertainties that the Registrant expects will have a material impact
on whether it can attract capital in the future.
OFFICES. Registrant has an office in Dallas, Texas which is given to
the Registrant by the Chairman at no charge.
REVENUE FORECAST. It is Registrant's intent to raise additional funds.
If Registrant is unable to obtain sufficient contracts or secure its financing,
Registrant will cease to be a going concern.
NUMBER OF EMPLOYEES. Registrant no longer has employees. Certain
investors, and friends and families of investors, are assisting the Company.
Others are assisting on a consulting basis.
CAPITAL STOCK. The authorized number of shares of Registrant's $0.001
par value Common Stock is 50 million; and the authorized number of shares of its
$1.00 par value Preferred Stock is 20 million. As of June 30, 1999, Registrant
had issued and outstanding 23,533,096 shares of its Common Stock and no
Preferred Stock was outstanding.
ITEM 2 PROPERTIES
Neither Registrant nor its subsidiary owns any real properties.
Registrant Maintains its office at the office of the Chairman for which it pays
no rent.
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ITEM 3. LEGAL PROCEEDINGS
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Registrant and/or its subsidiary are parties to several legal
proceedings involving alleged past due payables. At this time, the amounts
claimed in the lawsuits known to the Company are between $50,000 and $100,000.
The Company also has a judgement against it in the amount of $150,000.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
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The Company submitted no matters to a vote of security holders during the
periods presented.
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PART II.
ITEM 5 MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
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a. Market Information.
3rd Quarter 1998 0.10 0.07
4th Quarter 1998 0.10 0.07
1st Quarter 1999 0.10 0.07
2nd Quarter 1999 0.10 0.07
b. Holders.
There are approximately two hundred and forty (240) shareholders.
c. Dividends
Registrant has not paid a dividend to the holders of its common stock
and does not anticipate paying dividends in the near future.
e. Warrants
Registrant has no warrants outstanding.
ITEM 6 SELECTED FINANCIAL DATA
No selected financial data of the Registrant is included in columnar
since the Company has minimal assets and liabilities.
ITEM 7 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
The Company has had no operations during the year ended June 30, 1999 and
similarly, no operations for the same period last year. The Company is trying to
attract capital in order to purchase an ongoing business or to attract a
business to buy or merge with. Efforts to attract capital to date have been
unsuccessful.
There have been no economic events or changes that have affected the Registrant,
for better or worse, to attract capital and there are no economic trends or
uncertainties that the Registrant expects will have a material impact on whether
it can attract capital in the future.
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Liquidity
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The Registrant has minimal assets; its main asset is 400,000 shares of
Electrical Generation Technology Corporation common stock, an affiliate company.
The Registrant has no liquidity and the liquidity the Registrant will be able to
attract will from the sale of stock in the company, either for cash or issuance
of stock for purchase of a business.
The Registrant has minimal current expenses and no commitments.
Capital Resources
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The Registrant has no capital resources and if it can generate capital, it will
be from the sale of stock in the company for cash or issuance of stock for
purchase of a business.
There were no stock offerings during the quarter and none are currently planned.
There were no plans or requirements for purchase of capital items during the
quarter. The Registrant does not foresee any material capital purchase in the
coming twelve months.
ITEM 8 FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
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Unaudited financial statements of the Registrant are attached hereto.
ITEM 9 CHANGES IN AND DISAGREEMENTS ON ACCOUNTING AND FINANCIAL DISCLOSURES
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There have been no disagreements with auditors on and accounting or
financial disclosures. The Registrant has been unable to pay the auditor, J.S.
Osborn, P.C., so no audited statements are included with this filing.
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<TABLE>
<CAPTION>
PART III.
ITEM 10 DIRECTORS AND EXECUTIVE OFFICERS OF REGISTRANT
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The following table lists the executive officers, directors and key
consultants of the Company. The directors will continue to serve until the next
annual shareholders meeting, scheduled for May, 2000, or until their successors
are elected and qualified. All officers serve at the discretion of the Board of
Directors.
Name Age Position Held Since
<S> <C> <C> <C> <C>
Elbert G. Tindell 52 Chief Executive Officer May 1999
801 S. St Paul Street Director
Dallas, Texas 75206
Jeffrey B. Tindell 24 President, Secretary & May 1999
806 S. St Paul Street Treasurer
Dallas, Texas 75206
Somkuan Usachoke Director May 1999
142 Two Pacific Place Bldg.
23FL Sukhumvit Road
Bangkok 10110 Thailand
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Elbert G. Tindell: President. Mr. Tindell has over twenty five years
experience in national and international business affairs. From 1987 to 1995,
Mr. Tindell spent approximately twenty five percent of his time in Central
America. During the past three years he has lived in Europe and Asia where his
main focus has been on positioning EGT to take advantage of opportunities to bid
for both urban and rural infrastructure construction projects in Thailand. EGT
has believes they have developed an impressive circle of successful business and
government contacts in Thailand and throughout Asia.
Jeffrey B. Tindell: President, Secretary and Treasurer. Mr. Tindell is
head of the corporate offices in Dallas and has maintained the stability of the
company while reorganizing the corporation. He has some experience in
reorganizing companies on a consulting basis.
To the knowledge of the Company, no present or former director,
executive officer or person nominated to become a director or executive of the
Company has ever:
1) Filed a bankruptcy petition by or against any business of which such
person was a general partner or executive officer wither at the time of the
bankruptcy or with two years prior to that time;
2) Had any conviction in a criminal proceeding or being subject to a
pending criminal proceeding (excluding traffic violations and other minor
offenses);
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3) Been subject to any order, judgment, or decree, not subsequently
reversed, suspended or vacated, of any court of competent jurisdiction,
permanently or temporarily enjoining, barring, suspending or otherwise limiting
his involvement in any type of business, securities or banking activities; and
4) Been found by a court of competent jurisdiction (in a civil action),
the Commission or the Commodity Futures Trading Commission to have violated a
federal or state securities or commodities law, and the judgment has not been
reversed suspended or vacated.
ITEM 11 EXECUTIVE COMPENSATION
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No compensation has paid to any officer or director in the period being
reported on.
The Company has no retirement or stock option or bonus plan.
ITEM 12 SECURITY OWNERSHIP OF MANAGEMENT AND BENEFICIAL OWNERS
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Set forth below is the direct ownership of Registrant's common Stock by
management and any owner of 5% or more of Stock of Registrant.
% of
Title of Name and address Amount of shares class
of owner owned
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Common Elbert G. Tindell 6,155,300 26.1%
as General Partner of
Tindell Family LP
806 S. St. Paul
Dallas, Texas 75201
Common Alpha CommSat 5,000,000 21.3%
142 Two Pacific Place Bldg.
23FL Sukhumvit Road
Bangkok 10110 Thailand
Common All Officers, Directors & 11,155,300 47.4%
Beneficial Holders as a Group
ITEM 13 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
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There were no transactions during this reporting period.
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PART IV.
ITEM 14 EXHIBITS, FINANCIAL STATEMENTS AND REPORTS ON FORM 8-K
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(a) The following documents are filed as a part of this report:
Included in Part II, Item 8 of this report:
Balance Sheets - June 30, 1999, and 1998
Statement of Revenues and Expenses for the Years Ended
June 30, 1999 and 1998
Statement of Stockholders' Equity and Accumulated Deficit
Twelve Months Ended June 30, 1999 and 1998
Statement of Cash Flows for the Years Ended
June 30, 1999 and 1998
(b) The following reports on Form 8-K were filed for the Company during
1999:
NONE.
(c) The Company is not filing any exhibits.
(d) This section not applicable to the Company.
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SIGNATURES.
Pursuant to the requirements of Section 13 or 15(d) 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.
Stone Media Corporation
Registrant
By: /s/ Elbert G. Tindell
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Elbert G. Tindell
Its: Chairman
Date: April 20, 2000
Pursuant to the requirements to the Securities and Exchange Act of
1934, this report has been signed below by the following persons on behalf of
Registrant and in the capacities and on the dates indicated.
Signature Title Date
/s/ Elbert G. Tindell President April 20, 2000
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Elbert G. Tindell
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<TABLE>
<CAPTION>
Stone Media Corporation
Consolidated Balance Sheets
June 30, 1999 and 1998
ASSETS
June 30, 1999 June 30, 1998
<S> <C> <C>
CURRENT ASSETS:
Cash 0 0
Total current assets 0 0
OTHER ASSETS:
Restricted common stock 8,000 8,000
Total other assets 8,000 8,000
TOTAL ASSETS $8,000 $8,000
LIABILITIES AND
LIABILITIES:
Current liabilities:
Accounts payable $1,050,253 $1,050,253
Accrued expenses 285,800 276,400
Total current liabilities 1,336,053 1,326,653
TOTAL LIABILITIES $1,336,053 $1,326,653
STOCKHOLDER'S EQUITY
Preferred stock, $1.00 par 0 0
Common stock, no par value
authorized 50,000,000
and outstanding 22,268,250 23533 23533
Additional paid in capital 5239977 5239977
Retained earnings -6591563 -6582163
TOTAL STOCKHOLDER'S EQUITY -1328053 -1318653
STOCKHOLDER'S EQUITY 8000 8000
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<TABLE>
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Stone Media Corporation
Consolidated Statement of
Revenue and Expense
Twelve Months Ended June 30, 1999 and 1998
Twelve months Twelve months
June 30, 1999 June 30, 1998
<S> <C> <C>
Revenues:
Sales 0 0
Cost of sales 0 0
Gross profit 0 0
Expenses:
General and administrative 600 600
Total expenses 600 600
Operating income (loss) -600 -600
Other income (expense):
Interest expense 23968 24768
Total other income (expense) -8800 -8000
Net income before provision -9400 -8600
Provision for federal income 0 0
Net income -9400 -8600
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<TABLE>
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Stone Media Corporation
Consolidated Statement of Stockholders' Equity
Twelve Months Ended June 30, 1999 and 1998
Common Stock Common Stock
Shares Amount Paid in Capital Total
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<S> <C> <C> <C> <C>
Balance,
June 30, 1997 23533096 23533 5239977 -6573563
Net Loss -8600
Balance
June 30, 1998 23533096 23533 5239977 -6582163
Net Loss -9400
Balance
June 30, 1999 23533096 23533 5239977 -6591563
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<TABLE>
<CAPTION>
Stone Media Corporation
Consolidated Statement of Cash Flows
Twelve Months Ended June 30, 1999 and 1998
Twelve months Twelve months
June 30, 1999 June 30, 1998
<S> <C> <C>
Cash flows provided by
Net income -9400 -8600
Non-cash charges included in income
Depreciation and amortization 0 0
Changes in working capital, not including cash:
Accrued expenses 9400 8600
Net cash provided by operating activities 0 0
Cash flows used by investing activities: 0 0
Cash flows provided by financing activities: 0 0
Increase in cash 0 0
Cash, beginning of period 0 0
Cash, end of period 0 0
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