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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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 September 30, 1999
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission File No. 0-23015
RED HORSE ENTERTAINMENT CORPORATION
(Exact name of small business issuer as specified in its charter)
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Nevada (State or Other Jurisdiction of Incorporation or Organization) |
87-0450232 (IRS Employer Identification No.) |
11828 La Grange Avenue, Los Angeles, CA 90025
(Address of principal executive offices)
(310) 473-0213
(Issuer's telephone number)
Not Applicable
(Former name, address and fiscal year, if changed since last report)
Check whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the issuer 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 ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Check whether the registrant has filed all documents and reports required to be filed by Sections 12, 13, or 15(d) of the Exchange Act subsequent to the distribution of securities under a plan confirmed by a court. Yes [ ] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS:
State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 455,073 shares of common stock.
FORM 10-QSB
RED HORSE ENTERTAINMENT CORPORATION
INDEX
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PART I. |
Financial Information |
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Financial Statements |
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Balance Sheets - September 30, 1999 and December 31, 1998 |
3 |
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Statements of Operations - Three Months and Nine Months Ended September 30, 1999 and 1998, and Inception to September 30, 1999 |
4 |
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Statements of Cash Flows - Three Months and Nine Months Ended September 30, 1999 and 1998, and Inception to September 30, 1999 |
5 |
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Notes to Consolidated Financial Statements |
7 |
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Management's Discussion and Analysis of Financial Condition and Results of Operations |
8 |
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PART II. |
Other Information |
9 |
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Signatures |
9 |
PART I.
Financial Information
In the opinion of management, the accompanying unaudited financial statements included in this Form 10-QSB reflect all adjustments (consisting only of normal recurring accruals) necessary for a fair presentation of the results of operations for the periods presented. The results of operations for the periods presented are not necessarily indicative of the results to be expected for the full year.
RED HORSE ENTERTAINMENT CORPORATION
(A Development Stage Company)
Balance Sheets
ASSETS
September 30, December 31,
1999 1998
(Unaudited)
CURRENT ASSETS
Cash $ 230,838 $ 232,359
Total Current Assets 230,838 232,359
PROPERTY AND EQUIPMENT (Note 3) - 152
TOTAL ASSETS $ 230,838 $ 232,511
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts payable $ - $ -
Total Current Liabilities - -
STOCKHOLDERS' EQUITY
Common stock 50,000,000 shares authorized, at $0.001
par value; 455,073 shares issued and outstanding 455 455
Additional paid-in capital 423,353 423,353
Deficit accumulated during the development stage (192,970 ) (191,297 )
Total Stockholders' Equity 230,838 232,511
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 230,838 $ 232,511
RED HORSE ENTERTAINMENT CORPORATION
(A Development Stage Company)
Statements of Operations
(Unaudited)
From
Inception on
For the For the October 24,
Three Months Ended Nine Months Ended 1986 Through
September 30, September 30, September 30,
1999 1998 1999 1998 1999
REVENUES $ - $ - $ - $ - $ -
EXPENSES
Bad debt expense - - - - 35,000
Outside services 300 450 1,661 1,190 10,318
Professional fees 988 765 4,431 4,961 75,086
Rent - - - - 6,545
Travel - - - - 18,336
Administrative expenses 293 - 2,534 118 27,970
Depreciation - 34 152 102 1,546
Amortization - - - - 472
Interest - - - - 377
Total Expenses 1,581 1,249 8,778 6,371 175,650
OTHER INCOME
Interest income 2,610 4,125 7,105 7,909 117,804
Total Other Income 2,610 4,125 7,105 7,909 117,804
Income (Loss) Before
Discontinued Operations 1,029 2,876 (1,673 ) 1,538 (57,846 )
Loss From Discontinued
Operations (Note 6) - - - - (911,314 )
Gain on Disposal of
Discontinued Operations - - - - 776,190
NET INCOME (LOSS) $ 1,029 $ 2,876 $ (1,673 ) $ 1,538 $ (192,970 )
BASIC NET INCOME (LOSS)
PER SHARE $ 0.00 $ 0.00 $ (0.00 ) $ 0.00
BASIC WEIGHTED AVERAGE
SHARES OUTSTANDING 455,073 455,073 455,073 455,073
RED HORSE ENTERTAINMENT CORPORATION
(A Development Stage Company)
Statements of Cash Flows
(Unaudited)
From
Inception on
For the For the October 24,
Three Months Ended Nine Months Ended 1986 Through
September 30, September 30, September 30,
1999 1998 1999 1998 1999
OPERATING ACTIVITIES
Net Income (Loss) $ 1,029 $ 2,876 $ (1,673 ) $ 1,538 $ (192,970 )
Adjustments to reconcile net loss
to net cash used by operating
activities:
Depreciation - 34 152 102 1,546
Amortization - - - - 472
Loss on disposal of discontinued
operations - - - - (776,190 )
Changes in operating assets
and liabilities:
Decrease in accounts
receivable 64 - - - -
Decrease in accounts payable - - - (2,010 ) -
Increase in accrued expenses - - - - 286,334
Net Cash Provided (Used)
by Operating Activities 1,093 2,910 (1,521 ) (370 ) (680,808 )
INVESTING ACTIVITIES
Organization expenses - - - - (10,925 )
Sale of fixed assets - - - - 4,000
Purchase of equipment and
leasehold improvements - - - - (1,255,237 )
Net Cash Provided (Used)
by Investing Activities - - - - (1,262,162 )
FINANCING ACTIVITIES
Proceeds from debentures - - - - 1,750,000
Proceeds from stock issuance - - - - 212,984
Sale warrants - - - - 100
Exercise of warrants - - - - 210,724
Net Cash Provided (Used)
by Financing Activities $ - $ - $ - $ - $ 2,173,808
RED HORSE ENTERTAINMENT CORPORATION
(A Development Stage Company)
Statements of Cash Flows (Continued)
(Unaudited)
From
Inception on
For the For the October 24,
Three Months Ended Nine Months Ended 1986 Through
September 30, September 30, September 30,
1999 1998 1999 1998 1999
INCREASE (DECREASE) IN
CASH $ 1,093 $ 2,910 $ (1,521 ) $ (370 ) $ 230,838
CASH AT BEGINNING OF
PERIOD 229,745 228,202 232,359 231,482 -
CASH AT END OF PERIOD $ 230,838 $ 231,112 $ 230,838 $ 231,112 $ 230,838
SUPPLEMENTAL CASH FLOW
INFORMATION
Cash paid for interest $ - $ - $ - $ - $ 2,133
Cash paid for taxes $ - $ - $ - $ - $ -
NON CASH INVESTING ACTIVITIES
Sale of subsidiary $ - $ - $ - $ - $ 2,023,767
RED HORSE ENTERTAINMENT CORPORATION
(A Development Stage Company)
Notes to the Financial Statements
September 30, 1999 and December 31, 1998
NOTE 1 - CONDENSED FINANCIAL STATEMENTS
The accompanying financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows at September 30, 1999 and for all periods presented have been made.
Certain information and footnote disclosures normally included in financial statements prepared in accordance with general accepted accounting principles have been condensed or omitted. It is suggested that these financial statements be read in conjunction with the financial statements and notes thereto included in the company's December 31, 1998 audited financial statements. The results of operations for the periods ended September 30 are not necessarily indicative of the operating re s
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Results of Operations
Nine Month periods Ended September 30, 1999 and 1998
The Company had no revenue from continuing operations for the nine-month periods ended September 30, 1999 and 1998.
General and administrative expenses for the nine month periods ended September 30, 1999 and 1998, consisted of general corporate administration, legal and professional expenses, and accounting and auditing costs. These expenses were $8,778 and $6,371 for the nine-month periods ended September 30, 1999 and 1998, respectively.
Interest income in the nine-month periods ended September 30, 1999 and 1998, was $7,105 and $7,909, respectively, resulted from the investment of funds in short-term, liquid cash equivalents.
As a result of the foregoing factors, the Company realized a net loss of $1,673 for the nine months ended September 30, 1999, as compared to a net gain of $1,538 for the same period in 1998.
Liquidity and Capital Resources
At September 30, 1999, the Company had working capital of approximately $230,838, as compared to $232,359 at December 31, 1998. Working capital as of both dates consisted substantially of short-term investments, and cash and cash equivalents. Although the Company's most significant assets consist largely of cash and cash equivalents, the Company has no intent to become, or hold itself out to be, engaged primarily in the business of investing, reinvesting, or trading in securities. Acco
Management believes that the Company has sufficient cash and short-term investments to meet the anticipated needs of the Company's operations through at least the next 12 months. However, there can be no assurances to that effect, as the Company has no significant revenues and the Company's need for capital may change dramatically if it acquires an interest in a business opportunity during that period. The Company's current operating plan is to (i) handle the administrative and reporti n
PART II. OTHER INFORMATION
n the future. Further, there can be no assurance that the Company would be successful in consummating any acquisition on favorable terms or that it will be able to profitably manage any business
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PART II. OTHER INFORMATION
EXHIBITS AND REPORTS ON FORM 8-K
EXHIBITS: Included only with the electronic filing of this report is the Financial Data Schedule for the nine-month period ended September 30, 1999 (Exhibit Ref. No. 27).
REPORTS ON FORM 8-K: None
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
RED HORSE ENTERTAINMENT, INC.
Date: November12, 1999 By: /s/
Jack Gertino, Secretary
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