U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-KSB
(Mark One)
[x] Annual report under Section 13 or 15 (d) of the Securities
Exchange Act of 1934 (Fee required)
For the fiscal year ended April 30, 1999
[ ] Transition report under Section 13 or 15 (d) of the
Securities Exchange Act of 1934 (No fee required)
For the transition period from to
Commission file number 33-19435
ADINA, INC.
(Name of Small Business Issuer in Its Charter)
Delaware 75-2233445
(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) (Zip Code)
(972) 386-8907
(Issuer's Telephone Number, Including Area Code)
2415 Midway Road, Suite 115, Carrollton, Texas 75006
(Former Address of Principal Executive Offices) (Zip Code)
Securities registered under Section 12(b) of the Exchange Act:
Name of Each Exchange
Title of Each Class on Which Registered
None None
Securities registered under Section 12(g) of the Exchange Act:
Common Stock, No Par Value
(Title of Class)
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.
[x] Yes [ ] No
Check if there is no disclosure of delinquent filers in response
to Item 405 of Regulation S-B is not contained in this form, and
no disclosure will be contained, to the best of registrant's
knowledge, in a definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB or any
amendment to this Form 10-KSB. [x]
<PAGE>
Issuer's revenues for its most recent fiscal year is $-0-.
As of June 7, 1999, the aggregate market value of the voting
stock held by non-affiliates was $9,205.
The number of shares outstanding of the Registrant's common stock
$0.00002 par value was 10,330,610 at June 7, 1999.
Documents Incorporated by Reference.
NONE
Item 1. Business
Adina, Inc. (Registrant) was incorporated in Delaware on June
24, 1987, as a wholly owned subsidiary of Forme Capital, Inc. and
on December 9, 1987 all Registrant's then issued shares were
distributed to Forme stockholders. Registrant had no operations
or substantial assets until subsequent to the end of the 1997
fiscal year.
On May 20, 1997, Registrant issued 42,450,000 new common shares
to Daniel Wettreich the President of Registrant in return for
majority control of the outstanding common shares of Alexander
Mark Investments(USA), Inc. ("AMI") a NASDAQ OTC Bulletin
Board public company. Further Registrant subscribed for
53,811,780 Preferred Shares, Series J of Camelot Corporation
("Camelot") the consideration being the AMI shares described
above. At that time, Mr. Wettreich was a director and officer
of AMI and Camelot. On July 14, 1997 Camelot shareholders
approved a one for forty reverse stock split of all outstanding
common shares and Preferred Shares, Series J. As a result
Registrant then owned 1,345,295 Preferred Stock, Series J of
Camelot.
In August 1997, Registrant's shareholders approved a 1-30 reverse
stock split so as to reduce the number of outstanding shares and
enable future issuance of new shares to be facilitated.
In September 1997, Forsam Venture Funding, Inc. ("Forsam"), a
private company of which Mr. Wettreich was a director and
officer, subscribed for 11,700,000 restricted common shares for
the sum of $117,000.
In September 1997, Registrant loaned $60,000 to Louis
Investments, Inc. a private company owned by the wife and
children of Daniel Wettreich, evidenced by a demand note
carrying a 6% per annum interest rate. In November 1997,
Registrant loaned $55,000 to the children of Daniel Wettreich
evidenced by a demand note carrying a 6% per annum interest rate.
In order to better position the Registrant to be able to conclude
a merger or acquisition transaction in the future, the Registrant
determined to enter into a series of transactions on April 28,
1998 which were intended to simplify its corporate structure. On
April 28, 1998 Forsam issued 1,345,295 Preferred Shares, Series X
("Series X") to Registrant in exchange for the 1,345,295 Camelot
Corporation Preferred Shares, Series J then owned by Registrant.
The Series X are non-voting, non-yielding and have a preference
over the common shares of Forsam in the event of liquidation.
Also April 28, 1998, Registrant agreed with Forsam to exchange
the 11,700,000 common shares in Registrant owned by Forsam for
two note receivables plus interest in the total amount of
$118,475. Registrant canceled the 11,700,000 common shares so
they are no longer outstanding. Further Registrant also accepted
the tendering by Forsam of 1,466,939 shares to the Company for
cancellation with no consideration. Mick Y. Wettreich now owns
98.5% of the outstanding common shares and is the controlling
shareholder of Registrant. By Written Consent of Shareholders
representing over 80% of the outstanding shares, a 10-1 forward
stock split was approved April 28, 1998.
<PAGE>
Item 2. Properties
Registrant shares offices at 6959 Arapaho, Suite 122, Dallas,
Texas 75248 with an affiliate of its President on an informal
basis.
Item 3. Legal Proceedings
No legal proceedings to which the Registrant is a party is
subject or pending and no such proceedings are known by the
Registrant to be contemplated. There are no proceedings to
which any director, officer or affiliate of the Registrant, or
any owner of record (or beneficiary) of more than 5% of any class
of voting securities of the Registrant is a party adverse to the
Registrant.
Item 4. Submission of Matters to a Vote of Security Holders
No matters were submitted for a vote of security holders during
the period under review. By written consent of shareholders
representing over 80% of the outstanding shares a 10-1 forward
stock split was approved April 28, 1998.
PART II
Item 5. Market for Registrant's Common Equity and Related
Stockholder Matters
Registrant's common stock is traded on the NASDAQ OTC Bulletin
Board under the symbol ADII and the market for the stock has been
relatively inactive. The range of high and low bid quotations
for the quarters since April, 1995 are taken from the "pink
sheets" of the National Quotation Bureau. They reflect inter-
dealer prices, without retail mark-up, mark-down or commission,
and may not necessarily represent actual transactions.
<TABLE>
<S> <C> <C>
Bid Ask
Quarter Ending
April 30, 1999 0.02734 0.625
January 31, 1999 0.02734 0.02734
October 31, 1998 0.02734 0.02734
July 31, 1998 0.02734 0.02734
April 30, 1998 0.015625 0.25
January 31, 1998 0.015625 0.25
October 31, 1997 0.015625 0.25
July 31, 1997 0.015625 0.25
April 30, 1997 0.015625 0.25
</TABLE>
As of June 7, 1999, there were approximately 627 shareholders on
record of Registrant's common stock.
<PAGE>
Item 6. Selected Financial Data
<TABLE>
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Year Ended Year Ended
April 30, 1999 April 30, 1998
Gross Revenue $ - $ 3,692
Income (loss) from
continuing operations (3,202) (1,012)
Income (loss) from
continuing operations
per share * *
Total Assets 91 1,405
Long-term Obligations and redeemable
Preferred Stock - -
Cash Dividends Per Share - -
</TABLE>
Item 7. Management Discussion and Analysis of Financial Condition
and Results of Operations
Registrant was incorporated in Delaware on June 24, 1987, as a
wholly owned subsidiary of Forme Capital, Inc. and on December 9,
1987 all Registrant's then issued shares were distributed to
Forme stockholders. Registrant has no operations or substantial
assets. (See Item 1. Business) Registrant incurred a loss of
$3,202 for the 1999 fiscal year. Revenues were -0-.
Registrant's expenses to date have consisted of fees relating to
its requirements for record keeping and public filings. The only
asset of Registrant, other than a nominal cash amount is non-
voting, non-yielding, preferred stock in a private company
affiliated with the president of Registrant. Registrant is
seeking a business combination, merger or acquisition.
Liquidity and Capital Resources
During the period under review the Registrant had not conducted
any business operations other than an investment in a public
company which has since been sold (See Item 1. Business).
Registrant is a development-stage company. The Registrant's cash
resources and liquidity are extremely limited. The Registrant
has no assets to use as collateral to allow the Registrant to
borrow, and there is no available external funding source other
than Forme which has agreed to provide up to $9,200 for expenses
connected with the attempt to find a business combination
partner. If no combination partner can be found within twelve
months, Registrant will experience severe cash flow difficulties.
Registrant's principal needs for capital are for Securities and
Exchange Commission reporting requirements, bookkeeping and
professional fees.
<PAGE>
Item 8. Financial Statement and Supplementary Data
Index to Financial Statements
Report of Independent Certified Accountants
Financial Statements for April 30, 1999, and 1998
Balance Sheets
Statement of Operations
Statement of Changes in Stockholders Equity
Statement of Cash Flows
Notes to Financial Statements
<PAGE>
Larry O'Donnell, CPA, P.C.
Telephone (303) 745-4545
2280 South Xanadu Way
Suite 370
Aurora, Colorado 80014
Independent Auditor's Report
Board of Directors and Stockholders
Adina, Inc.
I have audited the accompanying balance sheets of Adina, Inc.,
a development stage company, as of April 30, 1999, and the
related statements of operations, changes in stockholders equity
and cash flows for the years ended April 30, 1999 and 1998 and
for the period from inception, June 24, 1987, to April 30, 1999.
These financial statements are the responsibility of the
Company's management. My responsibility is to express an opinion
on these financial statements based on my audits.
I conducted my audit in accordance with generally accepted
auditing standards. Those standards require that I plan and
perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement.
An audit includes examining on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation. I believe that our
audits provide a reasonable basis for our opinion.
In my opinion, the financial statements referred to in the
first paragraph present fairly, in all material respects, the
financial position of Adina, Inc. as of April 30, 1999, and the
results of its operations, statement of changes in stockholders'
equity, and its cash flows for the years ended April 30, 1999,
and 1998 and for the period from inception, June 24, 1987, to
April 30, 1999, in conformity with generally accepted accounting
principles.
Larry O'Donnell, CPA
July 22, 1999
<PAGE>
ADINA, INC.
(a development stage company)
<TABLE>
<S> <C>
BALANCE SHEETS
April 30, 1999
ASSETS
Year Ended
April 30, 1999
CURRENT ASSETS
Cash $ 91
Total assets $ 91
LIABILITIES AND STOCKHOLDERS EQUITY
LIABILITIES
Current Liabilities
Accounts Payable - related parties $ 2,986
Total Liabilities $ 2,986
Stockholders' equity:
Common stock (number of
shares authorized 75,000,000,
issued and outstanding
10,330,610 shares, par value
$.00002/share $ 207
Additional paid in capital 2,907
Deficit accumulated during
the development stage $ (6,009)
Stockholders' Equity $ (2,895)
Total Liabilities and
Stockholders' Equity $ 91
</TABLE>
The accompanying notes are an integral part of these financial
statements.
<PAGE>
ADINA, INC.
(a development stage company)
<TABLE>
<S> <C> <C> <C>
STATEMENTS OF OPERATION
For the years ended April 30, 1999 and April 30, 1998
and for the period from inception, June 24, 1987, to April 30, 1999
Year Ended Year Ended June 24, 1987
to
April 30, April 30, April 30,
1999 1998 1999
Income-interest $ -0- $ 3,692 $ 3,692
Expenses-General and
administrative 1,888 4,704 8,387
Write down of nonmarketable
securities 1,314 1,314
Net Income (loss) $(3,202) $ (1,012) $ (6,009)
Earnings per common
share* * * *
*(less than $0.001
per share)
Weighted average number
of shares outstanding 10,333,610 14,198,333 11,826,743
</TABLE>
The accompanying notes are an integral part of these financial
statements.
<PAGE>
ADINA, INC.
(a development stage company)
<TABLE>
<S> <C> <C> <C> <C> <C>
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
For the years ended April 30, 1999, and 1998
Common Stock Deficit
Shares Additi During
Issued Par onal the Shareholders'
Value Paid- Develop Equity
In ment
Capital Stage
Balance at April 32,550,000 $651 $1,614 $(1,795) $ 470
30, 1997
New common stock 42,450,000 849 - - 849
issuance
Reverse Stock (72,500,000) (1,450) 1,450 - -
split
New common stock 11,700,000 234 116,766 - 117,000
issuance
Cancellation of
outstanding
stock
for notes
receivable (11,700,000) (234) (116,766) - (117,000)
for no
consideration (1,466,939) (29) 29 - -
Forward Stock 9,297,549 186 (186) - -
Split
Net Profit
(loss) for the
period
ended April 30,
1998 - - - (1,012) (1,012)
Balance at April 10,330,610 207 2,907 (2,807) 307
30, 1998
Net Profit
(loss) for the
period
ended April 30,
1999 - - - (3,202) (3,202)
</TABLE>
The accompanying notes are an integral part of these financial
statements.
<PAGE>
ADINA, INC.
(a development stage company)
<TABLE>
<S> <C> <C> <C>
STATEMENT OF CASH FLOWS
For the years ended April 30, 1999 and April 30, 1998
and for the period from inception, June 24, 1987, to April 30,
1999
June 24, 1987
1999 1998 to April 30,1999
CASH FLOWS FROM
OPERATING ACTIVITIES
Net Income (loss) $(3,202) $(1,012) $ (6,009)
Adjustments to reconcile net loss
to net cash used in operating
activities:
Write down (up) of non-marketable
securities 1,314 (465) 849
Increase (decrease) in accounts
payable 1,888 1,098 2,986
NET CASH RECEIVED
(USED) in operating activities - (379) (2,174)
CASH FLOWS FROM IN-
VESTING ACTIVITIES
NET CASH PROVIDED(USED)
BY INVESTING ACTIVITIES - -
CASH FLOWS FROM FINAN-
CIAL ACTIVITIES
Issuance of new common
stock - 2,265
NET CASH PROVIDED(USED)
BY FINANCIAL ACTIVITIES - 2,265
NET INCREASE (DECREASE)
IN CASH - (379) 91
BEGINNING CASH BALANCE 91 470 -
CASH BALANCE AT APRIL 30 $ 91 $ 91 $ 91
NONCASH INVESTING AND FINANCING ACTIVITIES
Issuance of common stock for :
Loans receivable $115,000 $115,000
Investment 849 849
</TABLE>
The accompanying notes are an integral part of these financial
statements.
<PAGE>
ADINA, INC.
(a development stage company)
Notes to Financial Statements
Organization and Summary of Significant Accounting Policies
This summary of significant accounting policies is presented to
assist in understanding the financial statements of Adina,
Inc. These accounting policies conform to generally accepted
accounting principles.
Organization
The Company was organized on June 24, 1987 as a Delaware
corporation and a fiscal year end of April 30 was selected.
The Company was formed by Forme Capital, Inc. which
distributed 100% of the Common Stock in issue to its
stockholders in December, 1987.
Through April 30, 1998 the operations of the Company have been
primarily organizational in nature. The Company intends to
evaluate, structure and complete a merger or acquisition.
Income Taxes
For the years ended April 30, 1998 and 1999, the Company has
incurred approximately $1,795 in operating losses. Since
realization of the tax benefits of these net operating losses
is not assured beyond any reasonable doubt, no recognition has
been given to possible future tax benefits in the April 30,
1999 financial statements.
Net Income (Loss) Per Common Share
The net income/loss per common share is computed by dividing the
net income (loss) for the period by the number of shares
outstanding at April 30, 1999.
Capital Stock
On March 14, 1994, shareholders approved an increase in the
number of authorized shares and a reduction in the par value of
each share. In August 1997 shareholders approved a 1 for 30
reverse stock split.
The number of shares authorized are 75,000,000, and the number of
shares issued and outstanding at April 30, 1999 are 10,330,610
with the par value of each share being $0.00002. During 1997
additional shares were issued to Daniel Wettreich an officer
and director resulting in 75,000,000 shares issued and
outstanding. In August 1997, shareholders approved a 1 for 30
reverse stock split effecting all the outstanding shares but not
the par value. In September 1997, the Company issued 11,700,000
new shares to Forsam Venture Funding, a private company of which
Daniel Wettreich, is an officer and director, for $117,000.
In April 1998, 11,700,000 common shares were tendered to the
Company in cancellation of $118,475 in outstanding note
receivables plus interest and the Company subsequently canceled
the shares. An additional 1,466,939 were tendered to and
canceled by the Company for no consideration. By written
consent of shareholders, in April 1998 a forward stock split of
10-1 was effected on the outstanding shares.
The holders of the Company's stock are entitled to receive
dividends at such time and in such amounts as may be
determined by the Company's Board of Directors. All shares of
the Company's Common Stock have equal voting rights, each share
being entitled to one vote per share for the election of
directors and for all other purposes.
<PAGE>
Related Party Transactions
In May 1997, during the period under review, Registrant
acquired 6,029,921 restricted shares of Alexander Mark
Investments (USA), Inc. ("AMI") a NASDAQ OTC Bulletin Board
public company of which Mr. Wettreich is an officer and director
by the issuance of 42,450,000 restricted common shares of
the Registrant to Mr. Wettreich.
In May 1997, Registrant subscribed for 53,811,780 Preferred
Shares, Series J of Camelot Corporation, a NASDAQ listed
public company of which Mr. Wettreich is an officer and director.
Registrant exchanged all the shares it owned in AMI for the
Camelot Preferred Shares.
In September 1997, Forsam Venture Funding, Inc., a private
company of which Daniel Wettreich, is an officer and director,
subscribed for 11,700,000 restricted common shares for the sum of
$117,000.
In September 1997, Registrant loaned $60,000 to Louis
Investments, Inc., a private company owned by the wife and
children of Daniel Wettreich, evidenced by a demand note
carrying a 6% per annum interest rate. In November 1997,
Registrant loaned $55,000 to the children of Daniel Wettreich,
evidenced by a demand note carrying a 6% per annum interest rate.
On April 28, 1998 Forsam Venture Funding, Inc. issued
1,345,295 Preferred Shares, Series X ("Series X") to
Registrant in exchange for the 1,345,295 Camelot
Corporation Preferred Shares, Series J owned by Registrant.
The Series X are non-voting, non-yielding and have a
preference over the common shares of Forsam Venture Funding, Inc.
in the event of liquidation.
On April 28, 1998, Registrant agreed with Forsam Venture
Funding, Inc., to exchange the 11,700,000 common shares in
Registrant owned by Forsam Venture Funding, Inc. for two note
receivables plus interest in the total amount of $118,475.
Registrant has canceled the 11,700,000 common shares so they
are no longer outstanding. Registrant has also accepted
the tendering by Forsam of 1,466,939 shares to the Company
for cancellation with no consideration. Mick Y. Wettreich
now owns 98.5% of the outstanding common shares and has
control. By Written Consent of Shareholders representing over
80% of the outstanding shares, a 10-1 forward stock split was
approved April 28, 1998.
Registrant was invoiced $1,888 and $1,098 for stock transfer
services during 1999 and 1998, respectively, by Stock Transfer
Company of America, Inc., a company of which Daniel Wettreich is
an officer and director.
<PAGE>
Item 9. Disagreements on Accounting and Financial Disclosure
None.
PART III
Item 10. Directors and Executive Officers of the Registrant
The following person serves as director and/or officer of the
Registrant:
Name Age Position Period Served Term Expires
Daniel Wettreich 47 Director, June 24, 1987 Next Annual
President, Meeting
Treasurer
Daniel Wettreich
Daniel Wettreich is Chairman, President and Director of the
Company since June 1987. Since September 1988, he has been
President and Director of Camelot Corporation(1), a public
company. Additionally, he currently holds directors positions
in two other public companies Malex, Inc. and Forme Capital, Inc.
From July 1996 to July 1998 he was a Director of Constable Group
plc (formerly Meteor Technology plc), a United Kingdom public
company(3). In July 1993, he was appointed a Director of
Goldstar Video Corporation(2) following an investment by
Camelot. Mr. Wettreich has a Bachelor of Arts in Business
Administration from the University of Westminister, London,
England.
(1) A subsidiary of Camelot Corporation, Camelot
Entertainment filed Chapter 7 liquidation in January, 1995.
(2) Goldstar Video Corporation filed for protection from
creditors pursuant to Chapter 11 in October, 1993, and has
converted to a liquidation proceeding.
(3) A subsidiary, Meteor Payphones Ltd and subsidiaries
filed for voluntary liquidation in March 1998. Constable Group
plc filed for voluntary liquidation in July 1998.
Item 11. Executive Compensation
The following table lists all cash compensation paid to
Registrant's executive officers as a group for services rendered
in all capacities during the fiscal year ended April 30, 1999.
No individual officer received compensation exceeding
$100,000; no bonuses were granted to any officer, nor was
any compensation deferred.
<TABLE>
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CASH COMPENSATION TABLE
Name of individual Capacities in Cash
Number in Group Which Served Compensation
NONE
</TABLE>
Directors of the Registrant receive no salary for their services
as such, but are reimbursed for reasonable expenses incurred in
attending meetings of the Board of Directors.
<PAGE>
Registrant has no compensatory plans or arrangements whereby any
executive officer would receive payments from the Registrant
or a third party upon his resignation, retirement or
termination of employment, or from a change in control of
Registrant or a change in the officer's responsibilities
following a change in control.
Item 12. Security Ownership of Certain Beneficial Owners and
Management
The following table shows the amount of common stock, $0.00002
par value, owned as of July 18, 1998, by each person known to
own beneficially more than five percent (5%) of the
outstanding common stock of the Registrant, by each director,
and by all officers and directors as a group (1 person).
Each individual has sole voting power and sole investment power
with respect to the shares beneficially owned.
<TABLE>
<S> <C> <C>
Name and Address of Amount and Nature of Percent
Beneficial Owner Beneficial Ownership of Class
Daniel Wettreich 0 0%
6959 Arapaho, Ste. 122
Dallas, Texas 75248
All Officers and Directors
as a group (1 person)
Mick Y. Wettreich
34 Monarch Ct 10,183,330 98.5%
Lyttleton Road
London England N2ORA
</TABLE>
Item 13. Certain Relationships and Related Transactions
Registrant was incorporated in Delaware on June 24, 1987, as a
wholly owned subsidiary of Forme Capital, Inc. a company of which
Mr. Daniel Wettreich is a director and officer and on December
9, 1987 all Registrant's then issued shares were distributed to
Forme stockholders. Registrant had no operations or
substantial assets until the fiscal year ended April 1998.
On May 20, 1997, Registrant issued 42,450,000 new common shares
to Daniel Wettreich the President of Registrant in return for
majority control of the outstanding common shares of
Alexander Mark Investments(USA), Inc. ("AMI") a NASDAQ OTC
Bulletin Board public company. Further Registrant
subscribed for 53,811,780 Preferred Shares, Series J of Camelot
Corporation ("Camelot") the consideration being the AMI shares
described above. At that time, Mr. Wettreich was a director and
officer of AMI and Camelot. On July 14, 1997, Camelot
shareholders approved a one for forty reverse stock split of all
outstanding common shares and Preferred Shares, Series J. As a
result Registrant then owned 1,345,295 Preferred Stock, Series J
of Camelot.
In August 1997, Registrant's shareholders approved a 1-30 reverse
stock split so as to reduce the number of outstanding shares and
enable future issuance of new shares to be facilitated.
In September 1997, Forsam Venture Funding, Inc. ("Forsam"), a
private company of which Mr. Wettreich was a director and
officer, subscribed for 11,700,000 restricted common shares for
the sum of $117,000.
In September 1997, Registrant loaned $60,000 to Louis
Investments, Inc. a private company owned by the wife and
children of Daniel Wettreich, evidenced by a demand note
carrying a 6% per annum interest rate. In November 1997,
Registrant loaned $55,000 to the children of Daniel Wettreich
evidenced by a demand note carrying a 6% per annum interest rate.
<PAGE>
In order to better position the Registrant to be able to conclude
a merger or acquisition transaction in the future, the Registrant
determined to enter into a series of transactions on April 28,
1998 which were intended to simplify its corporate structure. On
April 28, 1998, Forsam issued 1,345,295 Preferred Shares,
Series X ("Series X") to Registrant in exchange for the
1,345,295 Camelot Corporation Preferred Shares, Series J then
owned by Registrant. The Series X are non-voting, non-
yielding and have a preference over the common shares of Forsam
in the event of liquidation.
Also April 28, 1998, Registrant agreed with Forsam to exchange
the 11,700,000 common shares in Registrant owned by Forsam for
two note receivables plus interest in the total amount of
$118,475. Registrant canceled the 11,700,000 common shares
so they are no longer outstanding. Further Registrant also
accepted the tendering by Forsam of 1,466,939 shares to the
Company for cancellation with no consideration. Mick Y.
Wettreich now owns 98.5% of the outstanding common shares and
is the controlling shareholder of Registrant. By Written Consent
of Shareholders representing over 80% of the outstanding
shares, a 10-1 forward stock split was approved April 28, 1998.
Registrant paid was invoiced $1,888 for stock transfer services
during 1999 to Stock Transfer Company of America, Inc., a company
of which Daniel Wettreich is an officer and director.
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. The Company also believes that
the Year 2000 issue will not have a material adverse effect on
the Company's financial condition or results of operations.
PART IV
Item 14. Exhibits, Financial Statement Schedules, and Reports
on Form 8-K
(a)(1) The following financial statements are included in Part
II, Item 8 of this report for fiscal year ended April 30, 1999.
Balance Sheets
Statements of Operations
Statements of Changes in Stockholders' Equity
Statements of Cash Flows
Notes to Consolidated Financial Statements
(a)(2) All schedules for which provision is made in the
applicable accounting regulations of the Securities and Exchange
Commission are not required under the related instructions or are
inapplicable and have therefore been omitted.
(a)(3) Exhibits included herein: NONE
Reports on Form 8-K: Report dated April 28, 1998 reporting Items
1 and 2.
<PAGE>
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.
ADINA, INC.
(Registrant)
By: /s/Daniel Wettreich
Daniel Wettreich, President
Date: July 28, 1999
Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons
on behalf of the Registrant and in the capacities and on the
dates indicated.
By: /s/Daniel Wettreich
Daniel Wettreich, Director;
President (Principal Executive
Officer); Treasurer (Principal
Financial Officer)
Date: July 28, 1999
<TABLE> <S> <C>
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<PERIOD-END> APR-30-1999
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0
0
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<INCOME-TAX> (3202)
<INCOME-CONTINUING> (3202)
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