UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
[X] Quarterly report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended March 31, 1996
OR
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the transition period from to
Commission File Number 33-19139-NY
VENTURE WORLD, LTD.
(Exact name of registrant as specified in its charter)
DELAWARE 11-2936371
(State or other jurisdiction of incorporation (IRS Employer Identification
or organization) Number)
136 East Ninth Street, Lakewood, NJ 08701
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (908) 905-2020
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
Class Outstanding as of March 31, 1996
- --------------------------------- -----------------------------------
Common Stock 50,000,000 shares
Par Value $.0001
<PAGE>
VENTURE WORLD, LTD.
(A Development Stage Company)
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
BASIS OF PRESENTATION
General
The accompanying unaudited financial statements have been prepared in accordance
with the instructions to Form 10-QSB pursuant to the rules and regulations of
the Securities and Exchange Commission and, therefore, do not include all
information and footnotes necessary for a complete presentation of the financial
position, results of operations, cash flows, and stockholders' deficit in
conformity with generally accepted accounting principles. In the opinion of
management, all adjustments considered necessary for a fair presentation of the
results of operations and financial position have been included and all such
adjustments are of a normal recurring nature.
Operating results for the three months ended March 31, 1996 are not necessarily
indicative of the results that can be expected for the year ending December 31,
1996.
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations.
FINANCIAL CONDITION
Total stockholders' deficit decreased $4,034 from $(5,689) at December 31, 1995
to $(1,655) at March 31, 1996. This decrease was the result of losses incurred
by the Company during its development stage, while seeking out business
opportunities, and partially offset by a contribution to capital.
RESULTS OF OPERATIONS
The Company sustained losses of $583 and $611 for the three month periods ended
March 31, 1996 and March 31, 1995, respectively. Revenues of $1 and $0 for the
two periods represented interest earned on temporary cash investments and loans.
Expenses of $584 and $611 for the periods consisted of professional fees,
depreciation, and other administrative expenses incurred while the Company was
seeking out business ventures which, in the opinion of management, can provide a
profit to the Company.
<PAGE>
PART II. OTHER INFORMATION
Item 1. Not Applicable
Item 2. Not Applicable
Item 3. Not Applicable
Item 4. Not Applicable
Item 5. Not Applicable
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
99.1 Financial Statements as of March 31, 1996.
Financial Data Schedule
(b) Reports on Form 8-K
None.
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.
VENTURE WORLD, LTD.
(Registrant)
4/30/96 /s/ Alan Weisberger
Date Alan Weisberger
Chairman & President
(Principal Executive Officer)
<PAGE>
VENTURE WORLD, LTD.
(A Development Stage Company)
BALANCE SHEET
(Unaudited)
<TABLE>
<CAPTION>
March 31, 1996
ASSETS
CURRENT ASSETS:
<S> <C>
Cash $ 78
Loans receivable (net) - officers (Note 3) 0
----------------------
Total Current Assets 78
OFFICE EQUIPMENT, net of accumulated depreciation of
$4,495 and $3,880 (Note 1) 0
----------------------
TOTAL ASSETS $ 78
======================
LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES:
Accrued expenses $ 1,733
----------------------
CONTINGENT LIABILITY (Note 7)
STOCKHOLDERS' DEFICIT:
Common stock, $.0001 par value, 300,000,000 shares authorized
50,000,000 shares issued and outstanding 5,000
Paid-in capital 213,110
Deficit accumulated during the development stage (219,765)
----------------------
(1,655)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT $ 78
======================
</TABLE>
See Selected Notes to Financial Statements.
F-1
<PAGE>
VENTURE WORLD, LTD.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Three months ended March 31,
1996 1995
REVENUES:
<S> <C> <C>
Interest income (Note 3) $ 1 $ 0
------------------ -------------------
EXPENSES:
Professional fees 300 300
Depreciation and amortization (Note 1) 134 161
Other 150 150
------------------ -------------------
Total 584 611
------------------ -------------------
NET LOSS $ (583) $ (611)
================== ===================
LOSS PER COMMON SHARE $ (.000012) $ (.000012)
WEIGHTED AVERAGE NUMBER OF SHARES 50,000,000 50,000,000
================== ===================
</TABLE>
See Selected Notes to Financial Statements.
F-2
<PAGE>
VENTURE WORLD, LTD.
(A Development Stage Company)
STATEMENT OF STOCKHOLDERS' EQUITY FOR THE PERIOD
MAY 6, 1987 (INCEPTION) TO MARCH 31, 1996
(Unaudited)
<TABLE>
<CAPTION>
Common Accumulated
Stock Deficit during
Purchase Common Par Paid-In the Development
Warrants Shares Value Capital Stage
<S> <C> <C> <C> <C> <C>
Shares issued to officers and others 37,500,000 $ 3,750 $ 24,145 $ $
Public offering 25,000 units at $10.00 per
unit (Note 2) 12,500,000 12,500,000 1,250 248,750
Offering costs (64,402)
Net (loss) for May 6, 1987 to
December 31, 1990 (72,877)
------------- ------------- -------------- ------------- ------------------
Balance, December 31, 1990 12,500,000 50,000,000 5,000 208,493
Net (loss) year ended December 31, 1991 (56,562)
------------- ------------- -------------- ------------- ------------------
Balance, December 31, 1991 12,500,000 50,000,000 5,000 208,493 (129,439)
Net (loss) year ended December 31, 1992 (56,408)
------------- ------------- -------------- ------------- ------------------
Balance, December 31, 1992 12,500,000 50,000,000 5,000 208,493 (185,847)
Net (loss) year ended December 31, 1993 (28,329)
------------- ------------- -------------- ------------- ------------------
Balance, December 31, 1993 12,500,000 50,000,000 5,000 208,493 (214,176)
Net (loss) year ended December 31, 1994 (2,445)
------------- ------------- -------------- ------------- ------------------
Balance, December 31, 1994 12,500,000 50,000,000 5,000 208,493 (216,621)
Net (loss) year ended December 31, 1995 (2,561)
------------- ------------- -------------- ------------- ------------------
Balance, December 31, 1995 12,500,000 50,000,000 5,000 208,493 (219,182)
Warrants expired (Note 2) (12,500,000)
Capital contributions 4,617
Net (loss) for three months ended March 31, 1996 (583)
------------- ------------- -------------- ------------- ------------------
Balance, March 31, 1996 0 50,000,000 $ 5,000 $ 213,110 $ (219,765)
============= ============= ============== ============= ==================
</TABLE>
See Selected Notes to Financial Statements.
F-3
<PAGE>
VENTURE WORLD, LTD.
(A Development Stage Company)
STATEMENT OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Three months ended March 31,
1996 1995
CASH FLOWS FROM OPERATING ACTIVITIES:
<S> <C> <C>
Net (loss) $ (583) $ (611)
Adjustments to reconcile net income to net cash provided by operating
activities:
Depreciation and amortization 134 161
Increase (decrease) in accounts payable and accrued expenses (4,167) 450
------------------ -------------------
Total (4,616) 0
------------------ -------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Paid-in capital contributions 4,617 0
------------------ -------------------
Total 4,617 0
------------------ -------------------
NET INCREASE (DECREASE) IN CASH 1 0
CASH - beginning of period 77 75
------------------ -------------------
CASH - end of period $ 78 $ 75
================== ===================
</TABLE>
See Selected Notes to Financial Statements.
F-4
<PAGE>
VENTURE WORLD, LTD.
(A Development Stage Company)
STATEMENTS OF OPERATIONS
FOR THE PERIOD MAY 6, 1987 (INCEPTION) TO MARCH 31, 1996
(Unaudited)
<TABLE>
<CAPTION>
REVENUES:
<S> <C>
Interest income (Note 3) $ 42,391
------------------
EXPENSES:
Consulting fees (Note 3) 133,247
Secretarial services 13,141
Rent and leasing expense (Note 5) 44,812
Telephone 15,127
Professional fees 18,141
Depreciation and amortization (Note 1) 5,430
Underwriter's fees 10,000
Other 22,258
------------------
Total 262,156
NET LOSS - deficit accumulated during the development stage $ (219,765)
==================
LOSS PER COMMON SHARE $ (.0044)
WEIGHTED AVERAGE NUMBER OF SHARES 50,000,000
</TABLE>
See Selected Notes to Financial Statements.
F-5
<PAGE>
VENTURE WORLD, LTD.
(A Development Stage Company)
STATEMENT OF CASH FLOWS
FOR THE PERIOD MAY 6, 1987 (INCEPTION) TO MARCH 31, 1996
(Unaudited)
<TABLE>
<CAPTION>
CASH FLOWS FROM OPERATING ACTIVITIES:
<S> <C>
Net (loss) - deficit accumulated during the development stage $ (219,765)
Adjustments to reconcile net income to net cash provided by operating
activities:
Depreciation and amortization 5,195
Increase (decrease) in accounts payable and accrued expenses 1,733
Increase in organization costs (700)
------------------
Total (213,537)
CASH FLOWS FROM INVESTING ACTIVITIES:
Payment for purchase of equipment (4,495)
Total (4,495)
CASH FLOWS FROM FINANCING ACTIVITIES:
Paid-in capital contributions 4,617
Proceeds from initial issue of stock 27,895
Proceeds from public offering of 25,000 units of stock and warrants 250,000
Less: public offering costs (64,402)
------------------
Total 218,110
NET INCREASE IN CASH 78
Cash - beginning of period 0
------------------
Cash - end of period $ 78
==================
</TABLE>
See Selected Notes to Financial Statements.
F-6
<PAGE>
VENTURE WORLD, LTD.
(A Development Stage Company)
SELECTED NOTES TO FINANCIAL STATEMENTS
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
Venture World, Ltd. ("the Company") is considered to be in the development
stage as defined in Statement of Financial Accounting Standards No. 7, and
was incorporated on May 6, 1987 for the purpose of seeking out business
opportunities, including acquisitions that the Board of Directors in their
discretion, believe to be good opportunities. Since inception, the Company
has been primarily engaged in the procurement of capital, and has been
pursuing its objective of seeking business opportunities. There can be no
assurance that the Company will be able to acquire a favorable business
opportunity. Even if the Company becomes engaged in a new business
opportunity, there can be no assurance that the Company will be able to
generate revenues or profits therefrom.
Office equipment is stated at cost less accumulated depreciation.
Depreciation is provided on a straight- line basis over periods of five and
seven years. Maintenance and repairs are charged to expense as incurred.
Organization costs relating to the costs of incorporation are amortized on
a straight-line basis over five years.
Loss per share is computed using the weighted average number of shares
outstanding.
2. INITIAL PUBLIC OFFERING:
On March 31, 1989 the Company completed a public offering of 25,000 units
at $10.00 per unit or $250,000 total. Each unit consisted of 500 shares of
common stock, par value $.0001 per share, and 500 common stock purchase
warrants per class (Classes A, B, and C) that provided for the purchase of
one additional share of common stock per warrant that were exercisable as
follows:
Price Description
Class A $.04 Exercisable to December 31, 1995
Class B $.06 Exercisable to December 31, 1995
Class C $.07 Exercisable to December 31, 1995
No warrants were exercised.
3. RELATED PARTY AND OTHER TRANSACTIONS:
a. Loans Receivable - officers represents net advances by the Company to
its President and Vice President and includes interest at a rate of 9%
a year. The Vice President assumed a loan outstanding from an
unrelated party (see below).
Loans Receivable - other consists of loans made by the Company to an
unrelated party and includes interest at a rate of 10% a year. Another
loan to an unrelated party at the same interest rate which totaled
$9,971 at January 1, 1991 was assumed by the Vice President (see
above).
F-7
<PAGE>
VENTURE WORLD, LTD.
(A Development Stage Company)
SELECTED NOTES TO FINANCIAL STATEMENTS
(continued)
b. In January, 1991, the Board of Directors resolved to incur consulting
fees to September 30, 1993 as follows:
The President and Vice President of the Company - $15,600 a year
each and an unrelated investment banking firm (see above) - $450
a week.
c. The Company paid office rent to its President in 1991 (see Note 5).
4. STOCK OPTION PLAN:
The Company has adopted an incentive stock option plan under which options
to purchase a total of 7,500,000 shares of common stock may be issued.
Options issued under the plan can be granted at exercise prices equal to
100% of the fair market value of the common stock on the date of grant. At
December 31, 1990, 7,500,000 shares of common stock have been reserved for
issuance upon exercise of options under the plan and no options have been
granted.
5. LEASES:
a. At the beginning of 1991, the Company relocated its offices to New
Jersey where it rented space under an oral lease with its President at
$250 a month. The lease ended in October, 1991.
b. The Company leased an automobile for approximately $430 a month under
a 4 year lease agreement which began in May 1989. The agreement also
included an initial lease prepayment of $2,806 which is reflected as
"Deferred leasing expense", net of amortization over the 4 year lease
period.
6. CONFLICTS OF INTEREST:
Certain conflicts of interest may arise when the Company finds a business
opportunity due to the fact that the officers and directors each have other
business interests that may also wish to invest in that business
opportunity. There are no assurances that such conflicts will be resolved
in the Company's favor.
7. CONTINGENT LIABILITY:
In February 1996, the Company terminated the services of the stock
registrar it had been using and retained a new registrar. The former
registrar is demanding a termination fee of $3,000.
The Company maintains that it has no obligation to pay the fee since the
contract with the registrar does not contain a termination fee clause.
F-8
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Venture
World, Ltd. March 31, 1996 financial statements and is qualified in its
entirety by reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1996
<CASH> 78
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 78
<PP&E> 4,495
<DEPRECIATION> (4,495)
<TOTAL-ASSETS> 78
<CURRENT-LIABILITIES> 1,733
<BONDS> 0
0
0
<COMMON> 5,000
<OTHER-SE> (6,655)
<TOTAL-LIABILITY-AND-EQUITY> 78
<SALES> 0
<TOTAL-REVENUES> 1
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 584
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (583)
<INCOME-TAX> 0
<INCOME-CONTINUING> (583)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (583)
<EPS-PRIMARY> .00
<EPS-DILUTED> .00
</TABLE>
